Mysterio has transformed Midtown High into a haunted house! But for the students inside, as well as their teacher, Peter Parker--a.k.a. Spider-Man--the dangers are anything but a carnival illusion. Will Spider-Man have to team-up with his one-time archrival turned friend, turned archrival again, Flash Thompson, to rescue the students? And what happens when another famous villain from Spidey∆s past mysteriously reappears?