Amazing Spider-Man (Vol. 1) Annual #1


Cover Date: October 1964

Cover Artist: Steve Ditko

“The Sinister Six”

Plotters: Stan Lee, Steve Ditko

Scripter: Stan Lee

Penciller: Steve Ditko

Inker: Steve Ditko

“The Secrets of Spider-Man”

Scripter: Stan Lee

Penciller: Steve Ditko

Inker: Steve Ditko

“How Stan Lee and Steve Ditko Create Spider-Man!”

Plotters: Stan Lee, Steve Ditko

Scripter: Stan Lee

Penciller: Steve Ditko

Inker: Steve Ditko

What’s Going On?

Spider-Man’s greatest foes have joined forces to create the Sinister Six!  They kidnap Betty Brant and Aunt May to lure Spidey into their trap, and then force him through the toughest gauntlet of his life!


  • While contemplating the tragic events that led to him becoming a super-hero, Spider-Man suddenly lost his powers.

  • Meanwhile, a bunch of Spidey’s foes have come up with a plan. They are going to team up and take turns attacking Spidey, with Doctor Octopus (who just broke out of prison) acting as their leader.

  • The villains, now calling themselves the Sinister Six, kidnap Betty Brant and Aunt May to lure Spidey into a trap.

  • With the safety of his loved ones on the line, Peter decides to put on his Spider-Man costume and walk into the Sinister Six’s trap. He knows that, without his powers, he stands no chance.

  • However, when he faces Electro, he realizes that his powers have returned! Or, more accurately, never really left.  Also, each member of the Sinister Six is holding a note with the location of the next member/fight.

  • With his powers back, and the foresight to ground himself so he doesn’t get electrocuted, Spider-Man takes down Electro easily.

  • Next up is Kraven the Hunter (and another gorgeous splash page).

  • Spidey is doing well against Kraven, but he cuts the fight short. He sees the opportunity to snatch Kraven’s note (and advance to the next villain), so he grabs it and leaves.

  • Spider-Man takes a moment to reflect, and realizes that he didn’t lose his powers —- he just had a mental block.

  • Spidey runs into the Human Torch on his way to the next fight. The Torch volunteers to help him, but Spidey refuses the assistance.

  • Kraven’s note leads Spidey to the next location, but instead of finding a villain, he encounters…some angry X-Men?

  • It turns out that the “X-Men” were only sophisticated robots being controlled by Mysterio.

  • The next villain in line is Sandman.

  • Sandman manages to trap Spider-Man in an air-tight container, to prevent the hero from escaping. Unfortunately for the villain, it turns out that Sandman needs air to breathe, too! Spidey grabs his note and moves on the the next round.

  • It doesn’t take long for Spidey to defeat his next challenger, the Vulture.

  • The final villain is, not surprisingly, Doctor Octopus. Spider-Man thinks he has an advantage when he sees Doc Ock without his mechanical arms, but it is actually a trap.

  • …but it’s not a foolproof trap. Spidey finds that punching Doc Ock in the face solves a lot of problems.

  • Doctor Octopus doesn’t stay down long, though, and he eventually maneuvers Spider-Man into some water. Doc Ock joins him, in an attempt to attack Spidey in the manner of an octopus.

  • Spidey defeats Doctor Octopus and rescues Aunt May and Betty Brant…not that Aunt May is very grateful.

  • Back at home, Peter welcomes back Aunt May and Betty. Aunt May has handled the situation much better than anyone could have expected.

In “How Stan Lee and Steve Ditko Create Spider-Man”:

  • The readers are given some behind-the-Scenes insight into what it takes to make an issue of Spider-Man!

  • It begins with an idea from Stan Lee, which quickly devolves into Stan and Steve Ditko insulting each other.

  • In the end, when Stan gives Steve enough peace and quiet to work, we get the goods: new Spider-Man, as fast as they can make it.

Is It Good?

It really is. This is a gigantic issue, and it is packed with content. Is the notion of having the villains attack individually stupid? Yes, but at least it is (kind of) addressed in the script. Is there some filler in this issue? Yes, there are too many flashback panels, explaining things that have already happened. But that’s a small price to pay for an otherwise great single issue.

The page count allows Steve Ditko to insert mid-story splash pages (an unheard of concept in 1964) for each of Spidey’s fights, and they look great. This issue also includes pin-ups of every hero and villain that has guest-starred in the series to date. And the “explanation” feature gave Ditko an excuse to have a lot of fun with Spidey’s powers, in fun panels like this one:

When you throw in the drawing process panels from the “Create Spider-Man” feature, you have an entertaining comic with great art, and it even provides a legitimate glimpse into the creative process (well, the artist’s sketch work, anyways).


  • This is the first appearance of the Sinister Six. This is the first time any of them have met each other.
  • Doctor Octopus last appeared in Amazing Spider-Man #12.
  • Electro last appeared in Daredevil #2.
  • Kraven the Hunter last appeared in Amazing Spider-Man #15.
  • Mysterio last appeared in Amazing Spider-Man #13.
  • The Sandman last appeared in Strange Tales #115.
  • The Vulture last appeared in Amazing Spider-Man #7.
  • Doctor Octopus’ robotic arms are no longer fused to his body. He can still control them with his mind, though, even at a distance.

  • This is the first time Aunt May has met Spider-Man.
  • Spider-Man is stronger than every Marvel hero so far, except the Hulk, Thing, and Thor.

  • We get a list of practical applications for Spidey’s webs in this issue:

  • Spider-Man’s Spidey-sense is described as a type of radar, even though it’s not consistently used as such.

  • Spider-Man’s mask is shown, for the first time, to have lenses over the eyes.

  • Stan Lee (the character) last appeared in Strange Tales #123.
  • This is the first appearance of Steve Ditko (the character).

Comics Are Goofy:

  • This issue has a lot of absolutely gratuitous cameos:

Thor –

Doctor Strange –

The Fantastic Four –

Giant Man and the Wasp –

Captain America –

X-Men –

Iron Man –

  • You mean she hasn’t stopped mourning the tragic death of her husband, even though it’s been a few months? Shocking!

  • The best thing about this scene is that the Vulture has a very reasonable plan, but the rest of them are like, “I really want Spider-Man to beat me individually!”

  • I love Aunt May’s generous attitude toward Doctor Octopus.

  • Here’s a great example of Stan writing dialogue that completely ignores the intent of the artwork:

  • This may be the worst application of his Spidey-sense ever: reading.

  • Honestly, it’s played for laughs here, but this makes just as much sense as anything else in the Marvel universe.

  • Well, this is an inexcusably dumb move by Doc Ock.

  • Just a reminder: “classic” television was terrible.

  • What’s keeping Sandman and/or Electro from using their powers to break out of prison here?

Well, That Aged Poorly:

  • “Rots of ruck”? My initial assumption was that this was a Scooby-Doo reference, but that show didn’t air for another five years. So, the question becomes whether it is a pop culture reference, or a racist comment. On the “pop culture” side of things, it could be a reference to “The Jetsons” (which originally aired in 1962-63), because their dog, Astro, sometimes uses that phrase. But Stan Lee hasn’t referenced any cartoons to date, so that seems sketchy to me. No, in all likelihood, this reference (and probably Astro’s, too) was just copying a late-50’s/early-60’s comedy bit from Phil Ford and Mimi Hines. Was the bit racist? Well, it is centered around a white woman pretending to be Asian and speaking “Engrish,” so…yes, very.

<<<Amazing Spider-Man #17

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