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The Kingpin has an unconscious Spidey and J. Jonah Jameson sealed up tight in a watery deathtrap! If they want to get out while still breathing, Jameson will have to wake Spider-Man up from his afternoon nap...
After having been gassed last issue. Our wall-crawler and J.Jonah Jameson. publisher of The Daily Bugle. are both captured and held by the Kingpin and his thugs. They are bound up and tied in a sub cellar where the Kingpin and his goons turn on a water valve hoping to drown their hostages. Spidey finally comes out of his gas induced sleep and breaks free. He makes a web bubble which holds air for him and JJJ to survive long enough to escape. While battling for their freedom, JJJ becomes panicked with fright and Spidey has to say something shocking to snap him out of it. Jameson does snap out of it and heads off on his own only to knock himself out by running into a pipe.
Meanwhile the Kingpin argues with Freddy Foswell who apparently has forsaken his former life of crime as the Big Man and is now going straight. In walks Spidey and the battle is imminent. Meanwhile at the Silver Spoon coffee shop, Harry Osborn, Mary Jane Watson and Gwen Stacy welcome Flash Thompson back home from the war. Spidey and Kingpin are now seen fighting. Just when it seem Spidey gets the upper hand the Kingpin manages to escape. Back to Jameson who finally wakes up and thinking himself to be bleeding, starts running to find a way out. Jameson runs into Foswell who tries to help him escape. Two of the Kingpins men notice the pair and follow them. One of the henchmen shoots at them and Foswell takes the bullet to protect Jameson. With his dying breath, Foswell says that Jameson was the only one who believed in him and gave him a second chance after he got out of prison. Spidey catches up to the pair but it's too late for Foswell as he dies from the gunshot wounds, a hero and redeeming himself.