We all have our favorite Spider-Man villain, but what about our favorite stories involving villains associated with another superhero or team? Why should Captain American or the X-Men get all the fun fighting the likes of the Red Skull or Magneto? This list celebrates the very best stories involving Spider-Man taking on a villain best associated with another hero.

At #4 is Marvel Two-in-One Annual #2 by Jim Starlin:

I realize I have an unhealthy obsession with this book.

Probably because it’s one of the few comic book stories of yesteryear to catch me completely off-guard the first time I read it. I only discovered Marvel Two-in-One Annual #2 about four or five years ago when I was doing a comic book deep dive on Jim Starlin’s Bronze Age cosmic output. I had picked up a trade paperback collection of Adam Warlock stories from the 1970s and one of the final entries was this Two-In-One story. I honestly didn’t even know it existed, but my interest was obviously piqued when I saw the cover image of Thanos, that Mad Titan, throwing Spider-Man at the ever lovin’ Thing.

Of course, long-time Avengers fans, or just appreciators of one of the greatest creative runs in comics (as Starlin’s work on Warlock turned out to be) are probably shaking their heads in dismay at me right now, but I believe I should be forgiven. I knew Thanos from the big crossover Infinity series of books in the 90s, but my formative years as a young comic book reader were laser-focused on Spider-Man, a hero who spends the bulk of his crime-fighting time picking off street-level criminals rather than fighting cosmic demigods. So what reason was there for me to ever seek out this story other than broadening my horizons to Marvel’s cosmic-verse?

For some background, the Two-in-One annual is the second half of one of the more famous Avengers storylines from the late 1970s, where Thanos is trying to impress his mistress Death by collecting the powers of the Cosmic Cube and Warlock’s soul gem in order to destroy the sun (and by proxy, the solar system that surrounds it). In the first part of the story, which takes place in Avengers Annual #7, Thanos captures the Avengers and kills Warlock. For the second part of the story, it’s up to Spider-Man and the Thing to save the Avengers, and the entire universe.

Given how Spider-Man is typically treated like an afterthought during the big crossover “events” of today, the first time I read this comic, I was half-expecting his involvement with Thanos to be strictly obligatory and that some combination of the Thing, Fantastic Four and the Avengers would ultimately save the day. Never in a hundred years did I expect that Spider-Man and his trademark pluck and never-say-die spirit would actually save the universe and help lead to the defeat of someone as omnipotent as Thanos.

Granted, as someone who didn’t write Spider-Man with any regularity, Starlin took a somewhat circuitous route to get Spidey to the point where he stands triumphant, but the fact remains: Spider-Man is the hero of this comic and was able to succeed in a way where “Earth’s Mightiest Heroes” failed.

The “circuitous route” I was referring to comes immediately after Spider-Man and the Thing arrive on Thanos’ space base and the Titan’s army immediately takes down the Thing without breaking a sweat. Spidey has a moment of panic where he starts to openly question what he’s even doing out in space in the first place. He goes to leave the base, leaving Thanos to be the “Avenger’s problem,” before realizing that if Thanos gets his way, there’s not going to be an Earth to return to (nor does he know how to fly the Thing’s jet). That’s when Spider-Man rejoins the fight.

I’m assuming Starlin was trying to create a situation that mirrored the first (and most important) time Spider-Man ever abdicated his responsibility, when he let a burglar run by him in Amazing Fantasy #15, leaving it to be the police’s “problem.” Spidey’s hesitation to rejoin the fight against Thanos despite the insurmountable odds placed against him might be a tick too long, for some people’s liking, but the actual resolution of this story is so sublime, I honestly don’t care.

Once Spidey returns to the fray, he finds himself outnumbered and overpowered and realizes the only hero within earshot who has the strength to match-up with Thanos is Thor (who’s suspended in animation with the rest of the Avengers). With no real options left at his disposal, Spider-Man improvises a unique way to save the day. He throws his body at the containment tank where the Avengers are being held, breaking it open and unleashing them on Thanos.

I sincerely believe this is one of the most authentic, true-to-form moments in Spider-Man history. It’s one of those scenes that I would love to have a copy of in my wallet that I could bust out whenever somebody asked me, “why do you like Spider-Man so much?”

Yeah, all superheroes have a sense of duty and sacrifice and sometimes come up with unique ways to beat the bad guys and save the day, but Spider-Man has always had a special knack for theatrics. He clearly was no match for Thanos and absolutely needed the Avengers to do the dirty work for him, but with no tangible way to release them except to throw his body at a containment tank, Spider-Man THROWS HIS BODY AT A CONTAINMENT TANK. In one snap decision, Spidey shows off his selflessness, ingenuity, and impulsiveness. I can’t think of a more perfect snapshot of what it means to be Spider-Man.

If that wasn’t enough, Spider-Man gets one more moment to shine in this story when he manages to release the Soul Gem from Thanos’ control, which temporarily resurrects Warlock. Warlock then lands the finishing blow on Thanos, using his immense cosmic powers to freeze the “Mad Titan” in stone, creating one of the most iconic Marvel comic panels from the 1970s.

What further elevates this comic for me is the fact that not only is it a great Spider-Man story, it’s also a great Thanos and Avengers story. As I argued during one of our podcasts, I think if Marvel Studios is going to integrate Spider-Man in the Infinity War film, this story should serve as more of a guideline to spotlight the character rather than the Infinity Gauntlet, where Spidey is perceived to be more of a chump for the Mad Titan. In this annual issue, it may appear that Spidey brings a knife to a gunfight, but it’s his street level sensibilities that prove to be too much for a supreme fighter and strategist like Thanos. That’s the kind of Spider-Man I want to see portrayed on the big screen as part of this new Marvel Cinematic Universe.