An old enemy of Spidey's, a radiation specialist who once lifted Manhattan into the sky, has been released from jail and promptly revisits Manhattan's nuclear power plant, stuns the outdoor guards with his ray gun, and again commandeers the reactor.

A bolt of lightning breaks Spidey's web, causing him to fall into a boxcar at a rail yard. In the boxcar, Spidey meets a young runaway who plans to ride a freight train out of New York City and become "the Caped Protector of Podunk".