Fighting both Sandman and Hydroman on the docks, Spider-Man is in for a shock of a lifetime when the combination of the two villains in conjunction with a raging storm has merged the two into a massive "mud-thing". Quickly setting up his camera to take photos of the creature. Despite his best efforts to stop the massive shambling monster, Spider-Man's attacks are shrugged off. When the wall-crawler becomes a bother, the Mud-Thing easily swats the web-spinner aside. The force of the blow sends Spider-Man crashing into a pile of wooden crates, knocking him out on impact. With the pest swatted away, the Mud-Thing shambles off into the darkness. When Spider-Man finally comes around he recovers the camera. When he develops the pictures and shows them to J. Jonah Jameson, the publisher assumes that they are fakes and warns Parker not to waste his time again. Peter's attempts to defend himself are interrupted by the arrival of Joe Robertson who tells Jonah that there is some kind of monster rampaging in the streets. Peter rushes out of the office and changes back into Spider-Man. Suspecting the creature might go back to Sadie Fricket -- the object of affections of both men. Spider-Man's hunch proves correct as he comes upon the Mud-Thing just as it smashes through her apartment. Before Spider-Man can attack the Mud-Thing, Sadie convinces him that the creature means her no harm. As the creature carries Sadie outside, they come upon a police cordon. Sadie also convinces the officers that the Mud-Thing doesn't mean any harm. Surprisingly, the police believe her. Meanwhile, Spider-Man snaps photos of the scene, hoping they will convince Jameson that he wasn't faking his photos. A week later, Sadie is in court trying to exonerate the Mud-Thing for the combined crimes of Sandman and Hydroman. Thanks to the work of lawyer Matt Murdock, the judge rules that the Mud-Thing is a separate entity and therefore not guilty of the same crimes. On the scene is Peter Parker, snapping photos for the Daily Bugle. After the trial ends, he witnesses as Sadie is approached by Travis Rave, who offers Frickett and the Mud-Thing the chance at stardom. Peter is happy to see that this situation has a happy ending -- of sorts. A week later, Peter is on campus at Empire State University, where he is telling his classmate Steve Hopkins about his dismal romance life. They spot the center of Peter's romantic interest, Debora Whitman, and Peter tries to ask her out. She declines his offer as she already has plans to go out with Biff Rifkin, much to Peter's aggravation. Taking to web-slinging, Peter passes by a marquee advertising Sadie's new show with the Mud-Thing. When he goes to ask J. Jonah Jameson if he can go take photos of the show, Jameson is not interested in publishing stories about a monster. Peter goes anyway and is surprised to see that the Mud-Thing has grown to twice its size due to a near-constant dousing of water. When the creature spots Sadie kissing Travis Rave and goes on a rampage. While Peter slips away to change into Spider-Man, the New York Police Department arrives with a swat team. However, they are unable to cause harm to the monster, which grabs Sadie and climbs up onto a nearby building. Spider-Man arrives just as police helicopters douse the Mud-Thing with a chemical gas causing it to dry out and crumble to bits. Spider-Man then swings in and saves Sadie from a fatal fall. While the police scoop up and dispose of the Mud-Thing's remains, Frank tries to console Sadie by telling her the insurance will cover their losses. When Spider-Man points out that this entire episode was not unlike the story of King Kong, Frank accuses Spider-Man of trying to steal the Mud-Thing's film rights. Realizing that Frank was only interested in her to make money, she storms off in tears.

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