Appearing in "Carnival of Souls!"
- Freaks (First appearance)
- Dark Masters of Moondark (Only in flashback)
Synopsis for "Carnival of Souls!"
Peter Parker and Gloria Grant are at a carnival in Connecticut. It is the last day of the carnival season, and thousands of New Yorkers are taking advantage of the balmy weather for an end-of-summer fling. Peter is glad Gloria talked him into going because he has had a delightful time. A series of colorful posters and a loud barker attract them to a freak show, and Peter pays two dollars to enter. Onstage is a man dressed in a Man-Thing costume, who is introduced by a turbaned figure as the "muck monster." The audience is completely taken in by the fraud. Then the exhibitor introduces a creature called the Blazing Skull, who is apparently a fleshless skeleton wrapped in flame. This time, the audience thinks he is an obvious fake and starts to boo, but when a thrown popcorn box passes through the skeleton's rib cage and ignites, Peter realizes that the figure is real. In fact, he is none other than the Ghost Rider. Peter stands up and demands to know what the motorcyclist is doing in the sideshow. But the exhibitor yells for help, and in seconds several burly carnival men escort Peter and Gloria out of the pavilion.
Meanwhile, the blazing figure on stage hesitates as if trying to remember something, something about the name "Ghost Rider." But the exhibitor soothes the flaming skeleton and tells him to leave the stage. The performance is over. Peter and Gloria are taken none too gently to the carnival entrance by a pair of silent roustabouts, and Peter is thrown to the sidewalk. Gloria shouts that she will sue the carnival, but Peter calms her down. Then she says there is something strange going on, and Peter recalls to himself that when the roustabouts grabbed him, he fought back with his spider-strength and they did not even feel it. As they catch a train back to New York, Peter decides to visit the carnival later that night as Spider-Man. Shortly after midnight, Spider-Man climbs to the top of the roller coaster and scans the fairground. There is not a soul in sight, which he finds odd because he expected people to be taking down the tents and getting ready to move on. Had that man not become so upset, he muses, he would not have bothered to come back. As he climbs to the ground, he senses danger, and his Spider-Signal spotlight illuminates a trio of growling guard dogs. Baring their teeth, the canines leap, but he webs up two of them and knocks the third unconscious. Then a voice behind him congratulates him on his victory: Startled, Spider-Man turns and sees the exhibitor and the rest of the carnival.
The man assures Spider-Man that he will not find his "army" as easy to stop as the dogs because they feel no pain and will keep coming until he is defeated. He is glad to see his "old foe," he continues, because it saves him the trouble of hunting him down. Spider-Man says he has never seen him before in his life. Then his spider-sense starts to tingle, and one of the freaks from the show—the six-armed "Spider-Man"—drops down on him. But Spider-Man somersaults out of his grip onto the latticework of the roller coaster several feet off the ground. He is puzzled that the carnival people say nothing and make no move toward him, as if they are waiting for something. Then a ball of flame appears in front of him, and the Ghost Rider, fully attired in his leather outfit, steps from the shadows. The air is redolent of brimstone as Spider-Man tries to web the fiery figure up, but his webbing melts when it hits the flame. Spider-Man tries a frontal assault, but the Ghost Rider easily repels him. The turbaned man asserts that Spider-Man is beaten. If he continues to struggle, he says, he will earn a most painful death. Naturally, Spider-Man ignores him and starts to climb up the roller coaster. The man sends his slaves after Spider-Man, and they get in the roller-coaster car and start it up, eerily silent throughout. Then the man commands the Ghost Rider to create his flaming motorcycle and drive up the other side of the coaster. The car reaches Spider-Man first, but he slows it down with webbing and derails it. To avoid injuring the workers, he catches them in a web-net as they fall.
Then the Ghost Rider arrives. Spider-Man tries to leap out of his way, but the Ghost Rider does a wheelie and hits Spider-Man in mid-leap. Spider-Man falls, but then he snags the coaster with webbing, swings around, and slams into the Ghost Rider with both feet. Then the Ghost Rider touches him lightly with his hellfire. The coldness of the sensation is overwhelming, and Spider-Man hits the ground hard. He tries to stand, but a carnival worker knocks him out with a club. When Spider-Man awakens, he finds himself chained to a wall in a well-furnished carnival wagon. A brazier burns on the other side of the room. Strangely, the interior of the wagon seems much larger than it appears from outside. He tests his bonds, but they hold firm. After a few minutes, the turbaned man enters. Spider-Man maintains that he has never seen him before, but the man gestures and reminds Spider-Man of San Francisco and the plunge from the Golden Gate Bridge. His gesture changes his features, and then Spider-Man recognizes him as Moondark the Magician. Spider-Man derides the evil-doer, but Moondark extends his hand to display his ring, wherein can be discerned the features of Johnny Blaze, alter ego of the Ghost Rider. The soul of Johnny Blaze is trapped in the ring, says Moondark. Then he tells Spider-Man what happened to him after he fell from the bridge.
The fall did not kill him, he begins, because the Dark Beings that he worshiped carried him away. He pleaded for his life, much to their amusement. They did allow him to live, but they stripped him of his soul. Soon he was back on Earth and found this carnival, which needed a magic act. He earned his keep by dazzling audiences with parlor tricks, but his real task was to steal souls with which to redeem his own. He created a nearly indestructible Soul Orb out of the substance of both this universe and the other, and one by one he stole the carnival people's souls and imprisoned them in the sphere. By chance, Johnny Blaze happened to come to work for the carnival, and soon his soul was collected as well. But it did not go into the Soul Orb. It was far too precious for that, for it once belonged to the Devil. Johnny Blaze's soul Moondark placed in his ring. And now, he concludes, Spider-Man's soul will soon join Johnny Blaze's.
Two soulless roustabouts enter and stand behind Moondark as he summons the spirit within the orb to take Spider-Man's soul. Spider-Man sees the mistlike creature flow toward him and starts struggling against his chains. He manages to rip them from the wall, but the Soul-Stealer begins to envelop him. Spider-Man feels as if he is being cut by a multitude of little knives, but instead of panicking he hits Moondark's ring with a stream of web fluid. Before Moondark can figure out what Spider-Man is up to, Spider-Man yanks the ring from his finger and shatters it. Then he starts to black out. When the ring breaks, a bubble like quicksilver rises from it, and seconds later, the Ghost Rider enters the wagon, free of Moondark's spell. The Soul-Stealer flees from the Ghost Rider's hellfire, leaving Spider-Man untouched. Then Moondark summons his workers to attack, but the Ghost Rider creates a circle of hellfire that keeps them away. When he envelops Moondark in hellfire, Spider-Man asks him to stop, saying that that punishment is too severe for the magician. The Ghost Rider laughs raucously, but Moondark somehow remains unscathed. The Ghost Rider's soul-searing flame cannot affect one who has no soul to burn, says the magician. Then Moondark casts spells that bind both the Ghost Rider and Spider-Man. With a wave of his hands, he summons his Dark Master. Soon a glow forms in the air behind him, and then a large, demonic creature materializes. Moondark entreats him to return his soul in exchange for the two living beings and the hundred souls in the orb. When Moondark utters the word "orb," the Ghost Rider suddenly envelops the Soul Orb in hellfire. Moondark shrieks and drops his spell, and Spider-Man slams him in the jaw. Moondark watches helplessly as the souls escape from the orb. Without them, he laments, he has nothing left to bargain with. The cloud of souls settles over the heads of the carnival workers, and they suddenly awaken as if from a long and nightmarish sleep. Moondark begs the Dark Master for more time, but a huge claw carries the magician away.
Spider-Man finds the night's events repulsive, but the Ghost Rider maintains that Moondark has gotten what he deserves. None may escape the consequences of his actions, he says. Justice must be served, and the Ghost Rider is its servant. As he drives away on his hellfire motorcycle, Spider-Man wonders whether the lengthy absence of Johnny Blaze's soul has turned him crueler and less human.
- Moondark recounts his last encounter with Spider-Man, that happened in Marvel Team-Up #12.
- This issue contains a letters page: Web-Zingers. Letters are published from Bruce Weintraub, Steve Kimos, and Curtis Duncan.
- This issue also contains a Statement of Ownership, Management, and Circulation.