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Peter Parker is going through a major identity crisis. Burned out from being Spider-Man, he decides to shelve his superhero alter ego, which leaves the city suffering in the wake of carnage left by the evil Doc Ock. In the meantime, Parker still can't act on his feelings for Mary Jane Watson, a girl he's loved since childhood.
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On July 2, a giant alien mothership enters orbit around Earth and deploys several dozen saucer-shaped 'destroyer' spacecraft that quickly lay waste to major cities around the planet. On July 3, the United States conducts a coordinated counterattack that fails. On July 4, a plan is devised to gain access to the interior of the alien mothership in space, in order to plant a nuclear missile.
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When timid bank clerk Stanley Ipkiss discovers a magical mask containing the spirit of the Norse god Loki, his entire life changes. While wearing the mask, Ipkiss becomes a supernatural playboy exuding charm and confidence which allows him to catch the eye of local nightclub singer Tina Carlyle. Unfortunately, under the mask's influence, Ipkiss also robs a bank, which angers junior crime lord Dorian Tyrell, whose goons get blamed for the heist.