- —Red Hulk (Thad Ross) to Spider-Man
Appearing in 1st story
- Mole Man (Harvey Elder)
- Mr. Fantastic (Reed Richards)
Synopsis for 1st story
As Spider-Man and Mayor Jameson flee from the Molans, Ra'ktar stands over the slain Red Hulk. Now that they have defeated Earth's champion, Mole Man convinces them to leave Subterranea and invade the surface world.
Spider-Man tries to convince Jameson to leave while he stays behind to rescue the Moloids and Red Hulk. Their argument is interrupted when Ra'ktar and the entire Molan army approach them. Mole Man tells the Moloids that they will be exterminated but Spider-Man refuses to abandon them and sends Jameson off.
Ra'ktar forges another weapon out of hard stone and mockingly gives a tiny shard to Spider-Man. Meanwhile, Red Hulk, having been left behind, begins moving.
Spider-Man is clearly outmatched in his fight against Ra'ktar and appears defeated. But Spider-Man refuses to surrender and takes the shard of hard stone that was given to him and spins it around on a web, cutting through Ra'ktar's armor and thereby exposing his lower body, humiliating him in front of his army. Mole Man informs Spider-Man that, according to Molan law, humiliation is equivalent to beating him in combat.
Red Hulk, having pulled out the King Blade, races to the battlefield and demands they start smashing things. Spider-Man says to him that they worked out a treaty with the Molans and that they are going home.
On the surface, Jameson is trying to convince Captain America to send Avengers down to help Spider-Man and Red Hulk, but he refuses to go into Subterranea without any maps. Just then, Spider-Man and Red Hulk emerge from Subterranea. Jameson asks what he did about Mole Man. Spider-Man says that he freed him from his chains and left him alone.
In Subterranea, Mole Man sulks on his thrown while the Moloids tend to him, despite his insistence that he be left alone. He goes into a rage about his kingdom's current state, but then smiles ominously.
- The HOTTEST book of the Fall continues! - Red Hulk is dead! - Only Spider-Man stands in the way of the Subterranean invasion of Manhattan!