- Mysterio (First appearance)
- Hypnotized New Yorkers
- Mysterio's Van
Spider-Man is invited to Mysterio's Disco Hour Palace, in an obvious trap set by his old adversary. Nevertheless, he shows up to find out that Mysterio is using the disco's music to hypnotically control all the people there. Mysterio uses his new hypnotically controlled army to attack Spider-Man, both inside and outside the disco, leaving Spider-Man with no choice but to retreat for the time being. The next day, as Peter, he undergoes rehearsals for the college play at E.S.U. Mysterio visits the president of the university to ask him to allow use of his facilities to broadcast his music to the entire campus. Soon, Mysterio broadcasts the hypnotic music all across the university, with all but Peter affected by the tune due to his spider-nervous system. Pretending to be affected along with everyone else, Peter follows Mysterio's ever increasing army of people across the city to the First City Bank, where he finally confronts them as Spider- Man. Mysterio takes control of Spider-Man with a new tune, and has his hypnotized army escort Spidey to the bank's vault, where he is locked in by them. Spider-Man is able to escape by lock-picking the vault's door from the inside, and discovers that Mysterio has used his army to try and steal a nuclear missile. Spider-Man encounters Mysterio's army and manages to free them. It falls to a final battle between Mysterio's special effects and Spidey's intuition to end Mysterio's reign of terror.
- The funky disco music Mysterio uses to hypnotize his patrons later appeared in an episode of The Transformers, called "Auto-Bop", where the same music also had a hypnotic effect on disco goers.