When finding the stories to feature here on Marvel Madness, I generally try to plan things out a bit. You know, theme months, maybe pick specific stories to coincide with movies or TV shows featuring the characters. Or if I notice it’s been too long since I’ve gotten to talk about Doctor Doom, that’s pretty important too. But, every now and then, while randomly reading through the various series’ I’m tackling in Marvel Unlimited, or while researching potential stories, I come across something that just immediately jumps out to me and leaps to the front of the line. I’ve actually been mining two very fertile sources of Marvel Madness posts lately, mainly because they’re just kind of perfect distillations of what I love about Marvel Comics, and those are Marvel Team-Up and Marvel Two-In-One. I adore both of these books, and they’ve led to some of my all-time favorite Marvel Madness stories, but it does occasionally make me feel like I’m talking about Spider-Man or the Thing too much. So, I try to ration them out, while reading through the two books, and looking ahead to potential stories to feature later on down the road. But, when I simply came across the cover for this issue, with Spider-Man and Ghost Rider fighting a caped man atop a roller coaster while promising an adventure inside “The Carnival of Fear,” I was intrigued. And, after skipping ahead a bit and reading the issue, I knew that I had to tackle it, because it’s just that good Marvel nonsense that I crave here.

The story begins with Peter Parker and Glory Grant hanging out in a carnival, in Connecticut of all places, having a little rest and relaxation with each other. Peter seems to really be relishing the chance to get out of the city, and his various responsibilities both in and out of the costume, and is just having a good time hanging out with Glory and people watching the grotesque monster shuffling around this random carnival with them. And, while the two are strolling around the grounds they end up encountering the freak show area of the carnival, which really seems like something that might not have existed in this time period, but whatever. They see signs for Man-Thing, a six-armed Spider Man, and a flaming skeleton. Glory really wants to go check it all out, so Peter agrees and they sit down just in time to see a man in a really terrible Man-Thing costume shuffle off a stage, before the next attraction comes out. Which ends up being the flaming skeleton, which walks out on its own volition, much to the shock of everyone in the room.

Well, except Peter, who recognized him as a colleague from work.

Peter begins loudly yelling at the carnival worker, telling everyone that this isn’t a run of the mill flaming skeleton, it’s actually the goddamn Spirit of Vengeance, which you’d think would be a bargain for the money they paid to see it, but whatever. And, the man running the freak show doesn’t seem to want people to realize Peter’s telling the truth, so he has muscle-bound goons grab Peter and chuck him out of the tent. And, while Peter’s being thrown from the room, we see that Ghost Rider briefly does start to come out of some sort of hypnotism, remembering who he is and the fact that he’s standing nude in front of a bunch of paying strangers, but the man wearing the turban manages to calm him down with a wave of his hand, sinking Ghost Rider back into a state of complacency.

Meanwhile, Peter is thrown out of the tent, with Glory Grant, and noticed something strange. He reacted to the men grabbing him with his Spider-Strength, and the men didn’t even seem to notice, which combines with the fact that they have Ghost Rider held captive to show Peter that something is amiss in Connecticut. So, he makes some excuses to Glory, and the two head back to New York early, so that Peter can return to the carnival that night, but in his Spider-Man costume. Spider-Man manages to break into the carnival grounds, and begins snooping around, before almost immediately getting attacked by a bunch of guard dogs. He does his best to incapacitate the dogs quietly, but that’s kind of an impossible task, so after defeating the wild dogs he ends up finding himself faced with the entirety of the carnival employees.

The man in the turban, who appears to be running the entire show, not just the freaks show, makes it seem like he knows who Spider-Man is, and that he’s built some sort of special revenge with him in mind, but Spidey doesn’t really recognize him, and just decides to get out of this situation. Unfortunately, while Spider-Man is busy trying to place the turban-guy’s face, the carnival’s Spider Man sneaks up behind him, and tries to get him in a bear-hug with his six arms. But, he doesn’t have the proportional strength of a spider, just a bunch of extra appendages, so Spider-Man is able to fling him off his back pretty easily.

But, when Spider-Man starts feeling cocky, figuring he’s going to make short work of these carnies, the big gun is brought out. A fireball comes soaring through the night, and smashes into his back, and when he spins around in terror and pain he sees the Ghost Rider striding confidently towards him. And, in this hypnotizes state he ends up creeping Spider-Man out even more than normal. So, the web-head does his best to pacify Ghost Rider, as quickly as possible. Which, doesn’t go well. His flames keep Spider-Man’s webs from taking hold, and he’s surprisingly agile and strong for being a muscle-less skeleton powered by hellfire. And, seeing that there’s no real way he’s going to win this fight straight out, Spider-Man ends up fleeing for his life, climbing a nearby roller coaster. Unfortunately, the leader of the carnies has a plan to deal with that.

The man in the turban orders Ghost Rider to summon his flaming motorcycle and chase down Spider-Man, while also ordering his men to hop into a roller coaster car and chase Spider-Man down in the opposite direction. So, while Spider-Man gains the high ground and stand on the peak of the coaster he finds the goons rapidly approaching from one side, and Ghost Rider on the other. Spider-Man’s able to make short work of the goons, webbing up the tracks so their car gets stuck, before slamming the car hard enough to jostle them out of the car so they can plummet down into a net that he’d created. But, by focusing on the goons, he let the Ghost Rider get too close for comfort, and as Spider-Man attempts to leap off the tracks the Ghost Rider is able to hit Spider-Man, and send the hero careening down to the ground.

But, Spider-Man is able to use his webs to swing back up to the top, using his momentum to smash into Ghost Rider so hard that they both go flying off the top of the roller coaster. The pair smash into the ground, and both seem pretty winded, when one of the goons sneaks up behind Spider-Man and knocks him unconscious. Spider-Man then wakes up, chained to a wall in what he assumes is a trailer in the carnival, but which seems much too large. But, the answer to that puzzle is quickly solved when the man in the turban comes strolling in, making his dramatic reveal. Because it turns out that he’s actually a villain known as Moondark the Magician, who Spider-Man had once dealt with.

I’ll be real with you all, I have no idea who Moondark the Magician is. And, it seems like Spider-Man barely does either. Apparently they fought in San Francisco, and Moondark fell off the Golden Gate Bridge, seemingly to his death. But, he’s back, and has gained enhanced magical powers, which he’s used to trap the soul of Johnny Blaze in a glass ring. And, apparently holding Johnny’s soul has given Moondark control over the Ghost Rider, making him his own personal muscle. Moondark explains that after he died falling off the bridge, his soul was captured by the various demons who had given him his powers, and he was able to strike a deal for a second-chance at life. And, when he was sent back to Earth he found himself right outside  a carnival, which was lucky, and he got himself hired as a magician.

From there Moondark began slowly using his newly enhanced powers to capture the souls of everyone working in this carnival, placing them in a special crystal ball in his wagon, gaining more and more power. And, now he’s going to steal Spider-Man soul and add it to his collection. But, in a fit of panic as the crystal ball begins absorbing Spider-Man’s soul, the masked hero uses his incredible strength to pull the chains out of his restraints, and attempts to use them to bludgeon Moondark. That doesn’t work, but while the villain is gloating Spider-Man realizes a better tactic. He shoots out one of his webs, and manages to snag the glass ring right off of Moondark’s finger. And, with his control over Johnny Blaze’s soul severed, the Ghost Rider is free to get vengeance

Ghost Rider bursts into the room, ready to beat Moondark’s ass for keeping him captive, but his intimidating presence is a little spoiled when some random carnie is able to sneak into the room and tackle him to the ground. A whole bunch of goons then come rushing into the room, ready to beat up Spider-Man and Ghost Rider, until Blaze decides to do something a tad extreme, and summons a ring of hellfire to separate the rest of the goons from himself, Spider-Man and Moondark. Ghost Rider then begins burning Moondark with the hellfire, laughing maniacally, which kind of freaks the hell out of Spider-Man. He tries to stop Ghost Rider from roasting the villain alive, until he realizes that it’s actually not working at all.

Because, as Moondark explains, hellfire only burns people with souls, and he has given his soul to the demons who give him his power. So, he’s immune to Ghost Rider’s primary source of attack. At which point Moondark begins summoning all of his new power, using it to bring one of his demonic lords into this reality to begin consuming all the souls that he’s captured. Which, gives Ghost Rider an idea. He’s able to reach out and hit the crystal ball with his hellfire, shattering it. The souls inside then rush out, and return to their bodies, depriving Moondark of his mystical powers. Spider-Man’s then able to knock the magician unconscious, while the various carnies snap to it and flee from the carnival. Spider-Man and Ghost Rider then watch as the demon who gave Moondark his powers arrives, only to grab Moondark and drag him to Hell. At which point Spider-Man and Ghost Rider just kind of awkwardly leave, not really feeling the need to say goodbye.

Aw, yeah. That’s the good stuff right there. This is exactly the sort of Marvel story that I adore. Two incredibly mismatched heroes going up against a weird and forgettable villain, only to witness something utterly life changing, and then just wandering home as if it wasn’t a big deal. I love that there’s such a wide variety of characters in the Marvel Universe, and that at any moment they could be forced to interact with one another. Spider-Man is a street-level hero, stopping muggers and animal-themed villains while just trying to keep his neighborhood safe. Ghost Rider is a stuntman who sold his soul to the devil and now rides around the country as a flaming skeleton man enacting holy vengeance. Those two ideas shouldn’t really meld, and yet here they are, hanging out with each other and stopping a weird magician who Spider-Man barely even remembers witnessing die. And, speaking of Moondark, I am fascinated with this guy. He dies falling off a bridge, makes a deal with some sort of demon to go to Earth and steal people’s souls, and then his master plan become running a carnival in Connecticut? What was the endgame here?! Was he going to just keep absorbing people’s souls when they came to visit the carnival? That seems unsustainable! And imagine his luck when Johnny Blaze just shows up, serving himself up on a silver platter. It’s just all so goofy and insane, and I love it. And, at that point, I don’t fault Spider-Man and Ghost Rider for just kind of silently leaving, having no words to share about the goofy-ass experience they just had.

Marvel Team-Up #91, “Carnival of Souls!” was written by Steven Grant, penciled by Pat Broderick, inked by Bruce Patterson, colored by George Roussos, lettered by Jim Novack, and edited by Dennis O’Neal and Mark Gruenwald, 1980.