in turn heats up the Earth. Upon hacking into televisions around the world, Doctor Octopus describes what his satellites are doing, and shuts them down. He says he can save the world "at a price". At Palazzo Senatorio, an international gathering of world leaders and the planet's greatest minds meet to discuss Doctor Octopus's supposed offer to save the world. The Avengers crash the assembly and Spider-Man captures the Chameleon, who is at the meeting disguised as Vice President Al Gore. Spider-Man lets the Chameleon go, but he secretly places a Spider-Tracer on him, which allows Spider-Man and the Avengers to follow the Chameleon to the Mediterranean Coast where the rest of the Sinister Six is waiting. The Six subdue the Avengers, leaving only Spider-Man standing. Spider-Man is taken down when trying to gain control of Doctor Octopus's tentacles with his helmet. The Sinister Six then leave the area, and Doctor Octopus issues his demands: control of 200 missile facilities (for use in his plan), as well as 2 billion dollars for each of the members of the Sinister Six. In response, Spider-Man contacts Horizon Labs for help. Doctor Octopus sends the Sandman to guard one of the missile facilities in the Sahara Desert. After Spider-Man, the Black Widow, and Silver Sable enter the facility and defeat the Sandman, Doctor Octopus contacts the U.N. once again and orders them to kill Spider-Man in retaliation. In a subsequent missile facility raid, Spider-Man and his allies manage to defeat the Rhino, but they are unable to capture him because they are attacked by S.H.I.E.L.D (under orders from the U.N., via Doctor Octopus's demands). Forced to flee, Spider-Man and his allies then attempt to rally support from Earth's other heroes after the Titanium Man alerts them to the fact that Doctor Octopus has been recruiting other villains. Tracking down a final facility, Spider-Man learns that Doctor Octopus has already launched all of his satellites. However, this is revealed to be a deception created by Mysterio and the Chameleon. Spider-Man defeats the Chameleon when he attempts to attack them in a "Doc-Ock" suit of armor. Spider-Man and his allies then convince Mysterio to help them track down Doctor Octopus's base. While they find the base, they also find themselves pitted against the 'new' Sinister Six—in the form of the mind-controlled Avengers. Despite Doctor Octopus's confidence, the heroes prevail against their mind-controlled teammates; the Black