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Cover: Steve Ditko

The Amazing Spider-Man #38

Name: The Amazing Spider-Man #38
Brand: Marvel
Availability: InStock

Jul 1966 · Marvel · 0.12 USD

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“Just a Guy Named Joe!”

★ 1st appearance — Joe Smith

About this Issue

Amazing Spider-Man #38 closes the founding chapter of Spider-Man's history: it is the final issue on which Steve Ditko served as plotter, penciler, and inker, ending a run that began with Amazing Fantasy #15 and defined the character's visual identity, supporting cast, and narrative voice for four formative years. The departure of Ditko — one of Spider-Man's two co-creators — marks a clean artistic and editorial divide, after which John Romita Sr. took over and substantially reimagined Peter Parker's world in tone and appearance. Beyond that generational handoff, the issue also carries Mary Jane Watson's second cameo appearance (face still hidden), continuing one of the Silver Age's most carefully constructed slow-burn character introductions, just four issues before her full face-reveal in #42. Collectively, these two elements make #38 a genuine pivot point rather than merely an ending: it closes the Ditko era while threading story threads directly into the Romita era that followed.

In "Just a Guy Named Joe!", a desperate Joe Smith—just an average man with big dreams—takes a bizarre turn when a lab accident transforms him into a violent, robotic menace. Meanwhile, Spider-Man faces a new wave of threats as Norman Osborn offers a bounty for his capture, and Peter Parker narrowly avoids a chance encounter with Mary Jane. Written by Stan Lee and Steve Ditko, with art and inks by Ditko and colors by Stan Goldberg, this 1966 classic blends sci-fi absurdity with the web-slinger’s signature struggles—on a 12-cent cover by Steve Ditko.

writer, artist, inker Steve Ditko · writer Stan Lee · colorist Stan Goldberg · letterer Artie Simek · cover Steve Ditko

ComicBooks.com Value

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Raw (VG) $47

CGC 9.8 · 11 in census $12,792

CGC 9.6 · 28 in census $2,990

CGC 9.4 · 67 in census $1,182

CGC 9.2 · 95 in census $706

CGC 9.0 · 154 in census $589

CGC 8.5 · 212 in census $322

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CGC 8.0 · 198 in census $322

CGC 7.5 · 224 in census $218

CGC 7.0 · 231 in census $173

CGC 6.5 · 210 in census $141

CGC 6.0 · 173 in census $125

CGC 5.5 · 158 in census $125

CGC 5.0 · 145 in census $100

CGC 4.5 · 135 in census $100

CGC 4.0 · 112 in census $100

CGC 3.5 · 58 in census $68

CGC 3.0 · 38 in census $48

CGC 2.5 · 27 in census $41

CGC 2.0 · 10 in census $36*

CGC 1.5 · 5 in census $29*

CGC 1.0 · 3 in census $26*

CGC 0.5 · 8 in census $26

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CGC 9.8 ▾ $58.98–$185 2 listings

CGC 9.8 · Virgin $58.98 CGC 9.8 · Signed · Virgin $185

CGC 9.6 ▾ $29.99–$3,250 2 listings

CGC 9.6 · Virgin $29.99 CGC 9.6 $3250

CGC 9.2 $799 1 listing CGC 7.5 $351 1 listing CGC 5.5 $175 1 listing CGC 5 $180 1 listing CGC 4 $150 1 listing CGC $485 1 listing Raw — NM+ $12.79 1 listing

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FN $130 FN $190 FN $199

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VG $68.96 VG $76 VG $100 VG $135 VG $195

Raw — GD ▾ $50–$140 2 listings

GD $50 GD $140

Raw / ungraded ▾ $3.99–$175 23 listings

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History

Working under the 'Marvel Method,' Ditko had been formally credited as plotter on the series beginning with issue #25, meaning he drove the stories visually and narratively before Stan Lee added dialogue. By the time #38 was produced in 1966, the working relationship between the two men had deteriorated severely — John Romita Sr. later recalled that Lee and Ditko 'disagreed on almost everything, cultural, social, historically' — and Ditko submitted his final pages to production manager Sol Brodsky without ever formally notifying Lee he was leaving. So abrupt was the exit that Ditko did not complete a cover for the issue, which is why the published cover is assembled from four interior panels rather than original cover art. A friendly farewell to Ditko appeared in the 'Bullpen Bulletins' of Marvel comics cover-dated July 1966, noting he had left for 'personal reasons,' and the next-issue blurb inside #38 itself announced John Romita Sr. as the incoming artist.

Trivia · 8 facts

Final issue on which Steve Ditko served as plotter, penciler, and inker for The Amazing Spider-Man — his tenure on the series ran from Amazing Fantasy #15 (1962) through this issue, spanning 38 numbered issues and two Annuals.
Written by Stan Lee with plotting by Steve Ditko; lettered by Art Simek; published July 1966 by Marvel (Non-Pareil Publishing Corp.).
The cover is a composite of four interior panels rather than original cover art, because Ditko left before producing a dedicated cover — making this one of the very few Silver Age Marvel issues without a traditionally composed cover.
Contains the second cameo appearance of Mary Jane Watson (face not shown, seen only in silhouette/shadow), continuing the long-running tease that would resolve in Amazing Spider-Man #42 with her full face-reveal.
First appearance of Joe Smith, a hapless would-be boxer who gains temporary super-strength after being struck by an arc light that falls into a puddle of chemicals during a film shoot.
Norman Osborn appears in disguise, placing a bounty on Spider-Man — an early on-page hint at his villainous scheming, predating his unmasking as the Green Goblin.
It has been reported by the Marvel fandom wiki and multiple collector sources that a recurring fan rumor holds the grinning store-window dummy Spider-Man punches near the issue's end is Ditko's caricature of Stan Lee — though this has never been confirmed and remains unverified.
The story has been reprinted numerous times, including Marvel Tales #177 (July 1985), Marvel Masterworks Vol. 16 (1991), Essential Spider-Man Vol. 2 (1997), The Amazing Spider-Man Omnibus Vol. 1 (2007 and later editions), and Amazing Spider-Man Epic Collection #2: Great Responsibility (2016).