Amazing Spider-Man (Vol. 1) Annual #2 (Story 1)

Background

Take Steve Ditko's top two characters from mid-sixties Marvel, put them together in one story, let Ditko plot and illustrate and then sit back and enjoy. Spidey meets Dr. Strange, Ditko-style... a treat never to be repeated (except, of course, in reprints).

Last time I mentioned that I thought Amazing Spider-Man #28 (September 1965) featured the best Spidey cover of all time. Now, Ditko goes from his best effort to one of his worst. On a yellow background, the cover of Amazing Spider-Man Annual #2 features a full Spider-Man figure standing on the right side, a huge Spidey head-shot in the center and five smaller Spider-Man figures perched either on the head or balancing on the cover copy. It's not a bad illustration and the design is rather imaginative but there is nothing to give the reader any indication of what the story is (sort of like the covers on issues today) except for the text that announces "The Wondrous Worlds of Doctor Strange!" It's almost as if the cover was done before Stan and Steve knew what the story would be. Perhaps it was.

Story 'The Wondrous World of Dr. Strange!'

Inside, the splash page tells us the story is actually called "The Wondrous World of Doctor Strange!" and features a great illustration of Dr. Strange on the left getting ready to fire a mystic bolt at a mysterious wizard on the right. In the middle, Spider-Man balances on a ball containing an alternate dimension, as if to show how unsteady he is in such realms, while crazed lines of energy crowd in as if ready to engulf him. This is the scene that the cover should have been. As with all the Spideys from now until his departure, Ditko is responsible for the plot and Stan adds this note on the splash before we get into the story... "This could be called our 'be nice to Stevey Ditko' issue! We wanted to feature a really off-beat yarn for Spidey's annual, and Steverino dreamed this one up! (The fact that he also draws Doc Strange may have had something to do with it!) So, ready or not, here we go...!"

The fall of night in Manhattan brings Spider-Man out on his patrol. He stands on the side of a building, watches people walking along the sidewalk, and thinks about how he could have "stayed home with a good book... or even a bad one!" Feeling "about as useful as a second-hand tube of dinosaur repellant", Spidey takes to the webs. "Maybe I can help a little old lady cross the street, so the evening won't be a complete waste", he thinks.

But in a seedier part of town, a shadowy figure in a green suit and hat comes across a bar brawl in progress. (Or perhaps I should say, the brawl comes upon him... since three men come crashing through the front door of the bar and land on the sidewalk right at the stranger's feet.) The man goes inside and sees, "Two savage bullies! Powerful... rough... proud of their strength... and sorely lacking in intelligence." This is just what he's been looking for!

The bullies themselves are two rather typical muscular thugs of the Ditko variety. One wears a green shirt with black stripes, reminiscent of the Sandman. He has a boxer's twisted nose and cauliflower ears. The other wears either a black shirt with white highlights or a white shirt with a lot of soot on it. He has very black hair and is heavy browed. The two men are destroying the bar as they mop up the floor with every other guy in there. When the fight ends, the mystery man steps up and tells the thugs he has an offer for them but they are not interested. "Git lost creep!" says Cauliflower. Brow dusts his hands off and laments the ease of their victory. "We shoulda had another dozen guys to toss around!" he says. The shadowy figure finally steps into the light and we can see that has heavy white eyebrows, a Mephistophelean white mustache and a two-pronged white goatee. He wears an oversized monocle in his right eye and some sort of hood that covers his hair and ears, which looks especially goofy with a hat on top. No wonder the two musclemen don't take him seriously. When the man calls them "fools!" and informs them that "I have decided that you shall both work for me!" they both burst out laughing. ("Work??" says Brow, "Hey, didja hear that awful word he used?? I wonder what it means?!!") That's as far as the goons get. Suddenly a red blaze of hypnotic force radiates out of the man's face. "When Xandu commands, others obey!" he declares, "My will is your will!!" And just in case you still don't get it, he adds, "Thus speaks Xandu!"

Whatever he does does the trick. The bullies go all wide-eyed and blank- faced. "Your will is our will!" parrots Brow. "Xandu must be obeyed!" announces Cauliflower. The men stand stiffly at attention as Xandu steps up, with his finger in the air, and promises them "power greater than you have ever dreamed of". Not that this does them much good since they are entirely under Xandu's spell and must serve only him. Still, now that they are hypnotized, the goons "will feel no pain... will fear no foe". Xandu tests his control over the men by ordering Brow to strike Cauliflower. Brow instantly obeys and Cauliflower doesn't even flinch when he is struck proving both that the men are susceptible to any of Xandu's commands and that they feel no pain. Now Xandu turns to Cauliflower and tells him "your hand is a bar of steel". Under the suggestion, Cauliflower is able to shatter "the heavy oak counter top" of the bar with one blow of his fist. Satisfied with his pawns, Xandu walks back through the city streets with Brow and Cauliflower walking a respectful distance behind him.

Back at his lair, which looks like it could just be another room in Dr. Strange's house, Xandu takes off his hat and coat to reveal an even goofier- looking outfit. He wears green tights and a green smock topped with a high spiky green collar and rounded out with a green cape. The headpiece, which looks like green chain mail, doesn't look any better with the hat off. He stands in the center of his room and holds up one half of the Wand of Watoomb, a mystical object that looks like a sinister Pez dispenser. It is gold in color and one end of it has a glowering, horned head that seems to be smoldering with power. Xandu is anxious to find the other half of the Wand. Why? Because, "he who possesses both halves of the Wand of Watoomb possesses the greatest power of all!" (If you say so, Xandu.) The only trouble is that the other half of the Wand "was taken from another dimension by the Master of the Mystic Arts, Doctor Strange" which makes it a little bit difficult to get. That's why Xandu has "recruited" the two muscular goons. He sends them off to Dr. Strange's Greenwich Village home to steal the Wand. He guides them along the way with his hypnotic senses, which are represented as big white eyes floating in space right behind them. (Brow is now wearing a little yellow bundle on a string around his neck like some kind of mystic charm. He wears it for the next five pages, and then it disappears again. Stan never refers to it and I have no idea what it is supposed to be. I suspect, however, that it is another glitch between Stan and Steve. Ditko must have put it there for a reason but Lee never got the note.)

Dr. Strange is in his own sanctum sanctorum, busy studying a scroll, surrounded by two flaming braziers, an incense smoker that looks like a giant walnut, and a statue of some costumed figure sitting cross-legged and holding what looks like a lute upside down in his right hand and what looks like a representation of the face on the Wand of Watoomb in his left. The scroll that Doc is looking at, believe it or not, is "an ancient recipe for borscht". But Doc believes it is something more, "if I read between the faded lines". He never gets the chance. Suddenly, Cauliflower and Brow burst into the room and head right for him. Strange turns and hits them with "one simple spell" (using those great fingers in odd positions that Ditko drew so well) but the spell has no effect. Doc immediately realizes that these men's minds are blank, that "they are under the control of another". Seeking to stall for time while he figures out who is responsible for the attack, Strange creates an illusion that makes it look like there are five of him, all running off in different directions, except for the real one who stays put. (Um... seeing what happens next, maybe the real Doc should have run off and left an illusion to stay put.) But the hypnotic eyes of Xandu can detect which is the real Doctor Strange. As a result, his goons don't even hesitate as they step right up and each punch Doc in the snoot at the same time. Doc is knocked unconscious. His duplicate images fade away like smoke. Stan tells us that "his enchanted amulet protects his stilled figure from further harm" (and where was its protection when he needed it?) but Xandu isn't interested in any more attacks. He orders his goons to search the place and find "the other half of the Wand of Watoomb". They aren't subtle about it, either. Brow walks right up to a cabinet and punches the door into pieces. And, what do you know? There it is. The other half of the Wand, with the same sour-pussed demon head as Xandu's half. Sitting on a little cushion in the cabinet without any mystic guards around it of any kind.

The mindless thugs take their prize and exit out a window that leads directly onto the roof. Fortunately for the good guys, the Amazing Spider-Man happens to be web-swinging by at that moment and spots them. He notices that, though they are "obviously burglars" they also "seem like sleep walkers". Spidey alights on the roof and tells the men he's "in the mood for a summit conference". The white eyes of Xandu flare up (for our benefit, of course, since Spidey cannot see them) as the magician orders his thralls to smash the web-spinner. The goons step up and start punching... and Spidey can't believe it. "Taking a poke at me is like instant annihilation" he says. But he changes his tune a bit after he smacks Brow with two simultaneous punches and the man doesn't even flinch. Both Cauliflower and Brow stand there and keep swinging. Spidey realizes that he's "fightin' a couple of walking powerhouses!"

The web-slinger keeps dodging the blows but he can't keep it up forever. In one misstep that puts him off-balance, Spider-Man is clocked by Cauliflower and the blow lands him on his butt up against a chimney. The wall-crawler retaliates by covering Cauliflower's head and arms with webbing but the thug tears the web apart "like tissue-paper".

That just about does it. Even as Spidey tries to get up, he is attacked by punch after punch from both men's super-strong fists. On the verge of blacking out, Spidey ends up sprawled face down on the roof, his arms covering his head. Again, as with Dr. Strange, the men stand over their beaten foe and again Xandu decides not to pursue the fight any further. He orders his slaves to return with the other half of the Wand. ("Thus speaks Xandu!" he says, even though he's not actually speaking at all but only communicating hypnotically.) As the goons walk away, Spidey gathers his strength enough to get up on one elbow, pull out a spider tracer and throw it for all he is worth. The tracer snags onto the trailing Cauliflower's pant leg (so it seems by the color of his pants even though he should be ahead of Brow as shown a few panels before). Now that he knows he can find the men again, Spidey takes a little time to rest up "for Round Two!"

It doesn't take long for Brow and Cauliflower to get back to Xandu's lair. Brow holds the stolen half of the Wand out in the palm of his hand as Xandu approaches with his own half. (Both halves are smoldering, though Stan calls them "glowing".) Xandu joins the halves together (they just attach and stick without any adhesive) and holds it in an outstretched arm, admiring it. "It's the greatest source of mystic power ever possessed by one man" he says and we still don't have the slightest idea what it does.

At last, Xandu fills us in. "With this wand" he says, "I can open the sealed doorways between the dimensions, I can create passages to other worlds, other times." And as he is speaking, he does this, opening five entrances to different Ditkoesque dimensions containing miniature planets, floating ribbons, and dark "spidery" shapes resembling the Shadows spaceships on Babylon 5. Xandu continues, "I can see any place, any object, any person I can think of!!" To prove this, he opens a mystical portal into Strange's sanctum and sees the Doc still lying unconscious on the floor. Having conjured up this image, he can then use the Wand to send power to that location. He shoots a force bolt from the Wand to the statue behind Dr. Strange, shattering it into fragments. "Nothing is safe from me, so long as I can conjure up its vision within the scene my wand creates!" he gloats. Leering, his face glowing yellow from the power emanating from the Wand, Xandu declares that he will now proceed to destroy all his enemies one by one. He decides to begin with Dr. Strange. And why didn't he just do Doc in instead of starting with the statue? Why, to give Spider-Man time to get into position!

The wall-crawler has followed his spider-tracer and waltzed right into an open window placed high up on the wall. (The window is so high up, I figure Xandu must have used his mystic powers to open it in the first place.) Now he perches on the wall and takes in the scene. Before putting the whammy on Dr. Strange, Xandu notices movement and turns to see Spidey. Forgetting Strange for the moment, Xandu turns and fires a force bolt from the Wand right at the web-slinger, who of course leaps away in time. Xandu fires a second bolt and Spidey evades once again. As he is dodging, the webster fires his web right at Xandu's face, covering his eyes. Xandu is so shocked by this that he drops the Wand on the floor.

But Xandu is still plenty powerful, even without the Wand. Though blinded, he still can hold out his arms and position his fingers in that cool Ditko manner as he conjures a spell. "Demons of darkness! In the name of Satannish! By the Flames of Faltine! Let Spider-Man vanish!" he intones, and with power like this I've got to wonder why he even needs the Wand to begin with because as soon as Xandu utters the spell, a hole opens up in mid-air and starts to suck Spider-Man right into it. Xandu rips the webbing off of his face and thinks he has won this battle in about every way he can. "Don't bet on it, Bright Eyes!" says Spidey, "If I've gotta go, I'm taking your little doohickey with me!" And so saying, with his whole bottom half sucked into the hole, Spidey fires out a strand of webbing, snags the Wand, and yanks it into the hole with him.

Xandu leaps at it but to no avail. The Wand is now with Spidey in "the unknown dimension to which I banished him". He must get it back! There's only one thing to do. Call forth Cauliflower and Brow again. They are standing at attention behind some mystical-looking latticework, like a couple of Madame Tussaud wax dummies stashed away in a closet. Xandu's hands flare with power as he approaches his pawns.

Meanwhile, Spider-Man finds himself in a very alien dimension. Let's take a moment to appreciate this scene. It is two-thirds of the page in size and it is the first and best combination of Ditko's wall-crawler with Ditko's Dr. Strange dimensions. Spidey stands on a green floating ball, with the Wand of Watoomb in his left hand. Portals open all around him. Cables and vapor trails snake through them. One has a mountain floating in the air while a ringed planet tilts and sinks into an ocean. I'm going to stop describing and just look at it for a while. I want everyone who has a copy to pull it out and look at it for a while, too.

Spidey looks around at his odd surroundings and knows one thing for sure, "It's gonna take more than a 15 cent bus ride to get me back to Forest Hills in New York!" (Fifteen cents! Can you imagine?) He's particularly glad that he snagged the Wand since he is certain that Xandu will come after him to retrieve it. And, sure enough, seconds later, "the two happiness boys" as Spidey calls them, phase into the dimension as if walking through a wall. Spidey wades right in, punching Brow right through a giant pink cell filled with mitochondria. Cauliflower floats in behind him but Spidey turns and punches him in the snoot too. Then Brow rises up from a floating puddle only to be punched back into it by the web-slinger. "At least you guys don't try to talk a fella to death, like some others I've fought!" Spidey says.

Back in Greenwich Village, Dr. Strange finally regains consciousness. He immediately sees that his half of the Wand of Watoomb is gone. Determined to recover it, he uses the power of his amulet, the Eye of Agamotto, to shine down on his floor. The Eye illuminates the footprints of his attackers and Doc sets off to follow them. As he walks through his hallway, he raises his left hand to summon his Cloak of Levitation. It levitates over to him (which is why it's called the Cloak of Levitation) and lands on his shoulders. Now Doc can take to the air. He leaves his home and levitates over Greenwich Village with the Eye still shining down following the footsteps through the streets.

Back in the unknown dimension, Spider-Man continues to fight with Cauliflower and Brow. He knocks Brow through a portal that looks like a big screen TV as Cauliflower comes up behind. (And Spidey laments that, "Here I am, putting up one of the greatest fights of my star-studded career, and there's no one around to applaud and cheer!" Not that they ever cheered before, Spidey!) The white floating eyes of Xandu watch all the action and goad his men on. But even as Xandu clenches a fist and makes plans for the successful retrieval of the Wand, a figure emerges from the shadows and confronts him in his own sanctum sanctorum. It is Doctor Strange who has followed the footsteps to their source.

Immediately, the two sorcerers raise their hands, get those Ditko fingers working, and cast spells at each other. Xandu's power is no match for Dr. Strange's power, however and he soon finds his defenses breaking down. His pink-tinged globes of magic start to contract as Doc's yellow globes spew out jagged bolts that assault him. Strange orders Xandu to "surrender now" and Xandu almost complies but then he sees his goons returning through a hole in space with Spidey in tow and he figures the tables have been turned. "Now I am the master again!" he crows.

The truth is that Spider-Man has finally decided to let Cauliflower and Brow capture him so that he can escape the unknown dimension by getting them to bring him back. (It is lucky for Spidey that this works since Xandu ordered his men to bring back the Wand, not Spider-Man. Maybe Spidey had such a tight grip on the Wand that they had to bring him along too.) The hole from the other dimension appears right in between Xandu and Strange. The three dimension-hoppers have emerged up to their shoulders, with Spidey holding the Wand up in the air to try to keep it away from Cauliflower. This appearance startles Doc just enough to cause him to hesitate. Xandu uses that moment to reach over and pluck the Wand right out of Spider-Man's hand. He then orders his "witless ones" to dispose of the web-spinner.

The hole in space is gone with all three travelers safe and sound but the fight between them continues. Brow takes a swing at Spidey who acrobatically evades it. But meanwhile, Xandu now has the complete Wand of Watoomb in his possession once again. Dr. Strange knows that this makes Xandu "the most powerful of all who practice the mystic arts".

Doc conjures up his strongest defense spells but the force of the Wand shatters them. Xandu then uses the Wand to surround Doc in a yellow force bubble and lift him up in the air. "Your moments are numbered now!" he declares, "Victory is mine!" Strange knows that he cannot win head-on-head. "I must find another means if I am to endure," he thinks. So, Doc leaves his body in his ectoplasmic spirit form. (His body is now inexplicably outside hovering over Manhattan.) He plans to circle around and see if he can surprise Xandu.

In his intangible, invisible form, Dr.Strange slips through the wall and observes Xandu. The evil mage has conjured one of his floating TV screens and is searching for Dr. Strange's body. (None of this makes a lick of sense. Xandu just defeated Strange and the body should still be floating helplessly in his sanctum. We are never given any explanation of how it got outside or how Strange could have accomplished this when he was helpless. I suppose we must also assume that he didn't just move it outside the hideout or else Xandu could peep through a window and see it. And even if Strange moved his body all the way across town, Xandu should be able to find it immediately. Remember, with the Wand, "[He] can see any place, any object, any person [he] can think of." Earlier, he found Strange's unconscious body immediately using the Wand. Why can't he do the same thing now?) Anyway, Doc knows he must act before his body is found. He decides that his best course of action is to find Spider-Man. Phasing through another wall, Doc spots Spidey still duking it out with the thugs. Spidey is fighting valiantly (at this moment, he is balanced on his right hand as he slugs Brow with his left) but Doc knows that he will never be able to defeat his foes who are like "human machines" while under Xandu's control. So Strange plants a thought in Spider-Man's mind. "The wires behind you" he projects at Spidey, "Grab them! Let them touch at the proper second..."

It's a fortunate confluence of Doc's idea, Spidey's reflexes and the presence of the electric wires (which are just hanging there on the wall... what did Spidey do, fight his way down into the cellar?). Spidey grabs the wires and snaps them in two. Then, he touches the live wires to the two men. The "powerful electric shock" glows redly and suddenly Brow and Cauliflower are awake. Brow wonders, "What gives? What's goin' on here?" while Cauliflower wipes his forehead and replies, "Search me! How'd we get here? And why am I so blamed tired?" Dr. Strange, in his spirit form, flies between the men and Spidey as if to break up any further fisticuffs but since no one can see him in that form, it doesn't really do any good. (Note that, in Doc's only previous appearance in a Spider-Man book, Amazing Spider-Man Annual #1, 1964, he breaks up a fight between Flash Thompson and Peter Parker while in his ectoplasmic form and Flash and his buddies can see him.) In the next panel, Brow and Cauliflower are lying down on the ground. It's possible that they just passed out from their exertions but I suspect that they got knocked unconscious by a couple of punches from Spider-Man.

Spidey runs back toward Xandu's sanctum. "I'm still now sure what this is all about" he says, "but if that creep Xandu is behind it, then he's for me!" (Which is a rather strange way to express things since Spidey must know that Xandu is behind it. I mean, hasn't he been paying attention?) Doc knows that Spidey is no match for Xandu so he sprints back to his body, which is still floating over Manhattan. (And is apparently not bound by any of Xandu's spells or anything. Presumably then, Doc escaped from Xandu and hid his body so he could scout around in his ectoplasmic form but the details of this are very sketchy.)

Spider-Man sprints back into the sanctum where Xandu is still watching his mystic TV looking for Dr. Strange. (Yeah, those Wand powers are everything they're cracked up to be.) The evil magician turns and fires up the Wand, intending to put the whammy on Spider-Man. Before he can, a big yellow ball surrounds the Wand. It is Dr. Strange (who got back so fast he must have just left his body right outside) flanking Xandu. (Xandu says, "This can only be the work of Strange! He still lives!" Well, yeah, Xandu. Isn't that why you were looking for him?) Xandu knows that his "power is the greatest" but all of this activity is confusing him. Spidey is attacking with webshots. Strange is attacking with yellow globes. "I do not know where to turn first!" Xandu thinks. So, Xandu starts firing black lightning bolts out of the Wand that strike several parts of the room at once. One is blocked by Dr. Strange's mystic shield, one is dodged by Spider-Man, one hits the fire in one of Xandu's braziers, a couple of little ones hover above his head. In this confusion, Spider-Man snags Xandu by the legs with his web. As Xandu topples, Dr. Strange uses a spell to grab Xandu by the wrist. In all the turmoil, Xandu drops the Wand. He knows he is lost without it so he lunges for it. But with his fingers just inches away from the Wand, he finds his hands encased in webbing. Xandu backs up against a wall and cringes as Strange points at him (and his pointing is pretty impressive-looking since a yellow glow surrounds his hand while he does it) and orders, "Stay where you are, Xandu! The charade is ended! Your power has vanished!" Spidey picks up the Wand and wonders what they should do with it. "I realize now that the Wand of Watoomb is too potent, too menacing to ever fall into other hands!" says Strange. So, he uses the Eye of Agamotto to "drain every bit of power out of it, until all that remains is a harmless, simple ornament" and you've got to wonder why he didn't do that when Xandu had it in his hands. Then Strange turns to Xandu and calls upon the Hoary Hosts of Hoggoth to open the evil mage's mind. He doesn't learn much. "Ahh, it is revealed to me!" he says, "You were a student of the mystic arts! You learned of Watoomb's Wand, and of its power! You stole your half, and once you knew that I had the other half, you plotted to seize it from me!" All of which we already sort of figured out by ourselves. (Plus, it gets a little more complicated than that in later Xandu appearances.) So, what does Strange do about this? He exercises a little bit of mind control. He orders Xandu into a trance. (Or as he euphemistically puts it, "I grant you the gift of total sleep!") Then the mindwipe begins. When Xandu wakes up, Strange says, "Your memory shall be cleansed of all that has happened, your evil ambition shall have faded forever. In the name of the Omnipotent Oshtur, I so declare it!"

So, with Xandu standing there snoozing in the corner (his hands still covered in webbing) and the now powerless Wand lying on the floor, Spidey and Dr. Strange declare their friendship and thank each other for a job well done. They take to the roof where Doc soars off using his Cloak of Levitation to, you know, levitate. "May the Vishanti watch over thee!" he tells Spidey. "And may your amulet never tickle!" replies the web-slinger. "The only think wrong with this evening" thinks Spidey, "is, when I wake up tomorrow, I won't believe a word of it!" Time for one final plug from Stan: "Special Earth-Shaking Notice: Dr. Strange appeared through the courtesy of the publishers of Strange Tales! (Namely, us!)"

The Merry Marvel Bullpen Page follows with 25 more names of Merry Marvel Marching Society Members. (Otherwise it's the same page as appears in ASM #28, September 1965, except for some coloring changes.) The members are: Jim Bishop of Fort Dix, New Jersey. Mike Birrung of Mesquite, Texas. Ray Johnson of Long Beach, California. Eric Newman of New York, New York. Kendall Lee of Honolulu, Hawaii. Dean Oddy of Miami, Florida. Steven Coisson of New York, New York. Mike Penn of Baton Rouge, Louisiana. Albert Finelli of Waterbury, Connecticut. John Wagner of Jackson, Mississippi. Roger Magner of Kansas City, Missouri. Jay Fenton of Washington, Pennsylvania. Robert F. Kekky Jr. of Croton-on-Hudson, New York. Marc Grossman of Chicago, Illinois. Guy P. Hensen of Spring Lake, North Carolina. Bill Fish of Columbus, Ohio. Dave Fitzsimmons of Miami, Florida. James Davidson of York, Pennsylvania. Roger Gilman of Newton Center, Massachusetts. Virgil Bower of El Paso, Texas. Gene Menzel of Chicago, Illinois. Ralph Erickson of Chicago, Illinois. Daniel Bianchi of Lansing, Michigan. And John Sanchez of New York, New York.

Reprints follow. Spidey's first story from Amazing Fantasy #15, August 1962 was reprinted in Marvel Tales Annual #1, 1964, so this issue logically follows with the first story from ASM #1, March 1963, entitled "Spider-Man". The story is reprinted as originally published. (This is the story in which Spidey's showbiz manager Maxie tells him that he can't pay him in cash and has to write a check. Spidey asks that the check be made out to "Spider-Man" to protect his secret identity only to learn that he can't cash it because his costume is not sufficient I.D. Bob Ingersoll in his "The Law is a Ass" column back in Comics Buyer's Guide #1326, April 16, 1999 offered a simple solution to Spidey's problem which I have to admit never occurred to me. He just had to ask Maxie to make the check out to "Cash".)

The next reprint in the book is "The Uncanny Threat of the Terrible Tinkerer!" from ASM #2, May 1963, skipping over the Chameleon story from ASM #1 and the Vulture story which is the lead feature in ASM #2. This story is also reprinted as originally published.

Next up: five new entries in "A Gallery of Spider-Man's Most Famous Foes!" We left off with Kraven the Hunter (from ASM #15, August 1964) in ASM Annual #1, 1964 and pick up right at that point with The Circus of Crime "As introduced in Spider-Man #16 and #22". No text accompanies this pin- up, only the names of the individual members. From left to right, we have The Clown, The Ringmaster, Cannonball, Princess Python and The Great Gambonnos. No new villains popped up from ASM #17-19, which brings us to ASM #20's The Scorpion ("It isn't often that Spidey has to battle a foe who's stronger than he is... but it happened when he challenged the Scorpion, and adventuredom has never been the same!"), followed by ASM #21's The Beetle ("Although he was originally the Human Torch's foe, this fantastic flying arch-villain dared to incur the wrath of Spider-Man and what happened next made for one of the most popular issues of the year! So to you, Beetle, our thanks!"), then to ASM #25 with Jonah's Robot (not yet named the Spider-Slayer) ("Will you ever forget the fun and excitement of the chase between our hero and this unique, deadly robot who was created for only one purpose... to destroy Spider-Man! Even if you forgot it, it's a lead-pipe cinch that ol' Jonah never will!") and finishing up with ASM #26's The Crime-Master ("Boy, did this villain come close to writing "finis" to ol' web-head's career! Although the masked Crime-Master actually possessed no super-powers, how could Spidey fight someone he couldn't find... someone whose identity he didn't know?") There are very cool Ditko illustrations for all the highlighted villains but the Crime-Master, running right at the reader with his gun pointed straight ahead and his gas tube billowing is particularly nice.

Opposite the Crime-Master pin-up is a house ad that showcases every Marvel comic being produced at the time (minus "girl books" like Millie the Model and Patsy and Hedy), with cover reproductions of each one. (The covers seem to range in dates from January 1964 [Sgt. Fury #5] to August 1965 [Astonish #70]. Maybe it took the production department a while to assemble this page. Or maybe they grabbed the first cover of each title that they had at hand.) The titles featured are Fantastic Four, The Amazing Spider- Man (the February 1965 Human Torch-Beetle issue), Journey into Mystery, Daredevil, Rawhide Kid, Sgt. Fury and his Howling Commandos, Two-Gun Kid, Tales to Astonish, The X-Men, The Avengers, Strange Tales, Tales of Suspense and Kid Colt Outlaw. This may also be the first use of the term "Brand Echh" in reference to other companies titles as Stan wants to make sure that the loyal Marvelite is "never fooled by the shoddy Brand Echh imitations which are popping up like pimples!"

The issue wraps up with another reprint; Dr. Doom's battle with our hero from ASM #5, October 1963 complete and unaltered except for the final caption which originally was an announcement that "Spider-Man is now published monthly" and a plug for issue #6 but which now reads, "That's it for now, web-spinners! If you enjoyed our adorable Annual as much as we enjoyed putting it together, then we all had a ball! We'll be looking for you every month when Spidey hits the stands... we can't let a friendship like ours ever end!"

If you're wondering about the reprint schedule of the skipped stories, well Marvel Collectors' Item Classics #1 (1965) is out in a couple of months with the Doc Ock story from ASM #3, July 1963 and Marvel Collectors' Item Classics #2, April 1966 features the Sandman story from ASM #4, September 1963 soon after. Not long after that, Marvel Tales ceases being an Annual and becomes a bi-monthly book. Marvel Tales #3, July 1966 picks up where this issue leaves off by reprinting the Lizard story from ASM #6, November 1963. But what about the Chameleon story from ASM #1, March 1963 and the Vulture story from ASM #2, May 1963? They get forgotten until the all-reprint Amazing Spider-Man King-Size Special #7 cover-dated December 1970. But better late than never, as they say.

Let's cash in our chips:

The next time Spidey meets Dr. Strange is the same time Spidey met Dr. Strange as Doctor Strange #179, April 1969 is merely a reprint of this story. The next time the two meet in a new story is Amazing Spider-Man #109, June 1972 in which Doc helps Spidey save Flash Thompson's life from the Guardians of the Hidden Temple. The two have subsequently teamed up many times among them the return of Xandu (Marvel Team-Up #21, May 1974), another Spidey annual (ASM Annual #14, 1980) and, most recently Amazing Spider-Man #500, December 2003.

It appears that Oshtur wasn't quite so Omnipotent since Xandu's evil ambitions did not fade forever. As mentioned above, Xandu returns in Marvel Team-Up #21, May 1974 in which he reveals that he "sent my memory reeling off into the ethos" moments before Strange cast his spell. This left Xandu "virtually catatonic" (though he somehow managed to come up with some grubby clothes and become an alcoholic derelict) until his mind came back to him, as planned. Now, he uses the Crystal of Kadavus to regenerate the power of the Wand of Watoomb and he explains to Spider-Man that he tracked down the Wand in the first place because he hoped it would revive his betrothed Melinda who has been in a "trance-like state resembling death" ever since Xandu accidentally zapped her with a mystic bolt. (This is all retcon hogwash, of course, having nothing to do with the original story and far too reminiscent of Kang's attempts to revive his beloved Ravonna but now we're stuck with it.) He uses the Wand to beef himself up and starts calling himself "Xandu the Unspeakable" and "Xandu the All-Powerful" but it all turns to ashes when Dr. Strange informs him that Melinda is not in a death-like trance but is actually dead. Xandu cracks up, pawing Melinda's casket and promising to save her, as Spidey and Doc walk away. The old boy makes a comeback when he infuses the body of Melinda with the spirit of the Scarlet Witch in Marvel Fanfare #6, January 1983 which ultimately draws Melinda's own spirit back into her body. In exchange for Melinda's escape from the Death Dimension, Xandu is forced to take her place. Later, freed from the Death Dimension, Xandu pits the Hulk against the Thing in Marvel Fanfare #20-21, May-July 1985. This scheme does not work out as planned. Most recently, Xandu popped up in Spider-Man/Dr. Strange: The Way to Dusty Death, 1992 and then in The Secret Defenders #6-8, August-October 1993 where Melinda becomes the ruler of the Death Dimension. Xandu is exiled back to earth without Melinda, without the Wand of Watoomb, without anything that makes his life worthwhile. Along the way, his monocle switches from his right eye to his left eye and he even calls his beloved Melinda "Melissa" one time which just goes to show you that the relationship was never going to work.

As everyone knows, Cauliflower and Brow go on to star in their own ongoing series The Witless Ones as well as a string of highly successful films with Brad Pitt as Cauliflower and The Rock as Brow. The sixth movie in the series is due out in August, I believe.

General Comments

Milestones (Landmark events that take place in this story.)

1. First appearance of Xandu.
2. First appearance of Brow and Cauliflower.
3. First time Spider-Man meets Dr. Strange.
4. First time none of Spidey's regular supporting cast appear in an issue. (Not counting the reprints included here.)
5. First (and last) time Spidey says, "And may your amulet never tickle!"

Overall Rating

It's quite a comedown from the previous year's annual with its 41 page lead story and its gallery of original features. Now we're down to a twenty-page lead, five new pin-ups that only seem to point out the paucity of new villains in the last year of Spidey stories, and three reprints. (By the way, the cover boasts "3 of Spidey's earliest, greatest, most-requested full-length epics!" and I have to wonder if a 14-pager from ASM #1 and a 10-pager from ASM #2 can really be considered "full-length".) In spite of all this, the Annual still features the only major team-up of Spidey and Dr. Strange as done by Steve Ditko. The splash page alone, melding Spider-Man with Ditko's Doc Strange dimensions is enough to earn this issue five webs. The rest of the story only enhances that impression.

Five webs.

Footnote

Next: It's the second Scorpion appearance already in ASM #29. Enjoy it. His third Spidey appearance won't be for quite a while.