You play as Spider-Man, using you usual spider abilities to fight off the bad guys: web-spinning, kicking, punching. The story is about three of your enemies escaping from prison, namely Dr. Octopus, The Green Goblin and Smythe, and it is you job to find them and "kick their butts" as the intro states. During the levels you'll also encounter a lot of robots, in different shapes and sizes.