The Black Fox, an aging jewel thief, is on his last caper to subsidize his retirement, but the Red Ghost and his Super-Apes capture him. Meanwhile, Peter washes his costume and heads to bed. The costume oozes onto him as he sleeps. At his hideout, the Ghost orders the Fox to secure funds for his cosmicizer, a cosmic power-increasing device or die.

Later, Mamie Muggins, seeking rent, pounds on Peter's door and he discovers he's been asleep for an entire day. He calls Aunt May, but Nathan hangs up on him. As Peter goes web-slinging, the Fox leads the apes to a jewelry store. Lacking finesse, the apes set off alarms, attracting the police. Using a flash grenade, the Fox eludes the police but runs into Spidey, who saves him from the arriving apes.

After the apes flee, the Fox tells Spider-Man everything. Spider-Man trails the apes, leaving their dropped bag of jewels at the Fox's feet. At the Ghost's lair, Spider-Man battles the apes, destroying the cosmicizer in the process. Tipped by the Fox, the police arrive and the Red Ghost retreats, vowing vengeance on Spider-Man. Elsewhere, Hobgoblin waits in a warehouse with his battle van, hoping to ambush the wall-crawler. When Spider-Man doesn't show, the Hobgoblin destroys the planted spider-tracer and moves on with his plans.

Can Spidey juggle one fox, one ghost, and a trio of apes?

Meanwhile, the web-slinger's new black (symbiote) costume begins acting strangely while its wall-crawling host is asleep!

First appearance of the Black Fox.

Cameo appearance by the Hobgoblin.

Flashback cameos by the Fantastic Four, Iron Man, and Jack O'Lantern.

(Notes: The Red Ghost returns in Quasar 6. The Black Fox appears again in Amazing Spider-Man 265.)

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