When the young witch, Princess Swampelina, loses her wand in the bog, a beautiful (ugh!) butterfly offers to retrieve it if she will be his friend, but after avoiding him the princess soon finds the butterfly helpful and even rather fun.
While taking pictures of Mary Jane at the amusement park, Peter Parker's spidey-sense warns him danger is coming, and he transforms into Spiderman just in time to battle Sandman.