A secret government-built time machine becomes the target of the renegade scientist Dr. T. Fortunately, Jessica is on hand to become Spider-Woman and stops his evil plan. However, Dr. T manages to steal the plans to the time machine and eventually builds one of his own in order to steal precious items from the past. He then travels a thousand years into the future where he finds powerful warriors there. Dr. T brings them back to the present to help him take over the world. Spider-Woman has to defeat the future warriors and return them to their own time.