In the caverns below Central Park, D-Man is a prisoner of the bizarre group of misfits known as the Night People. For several weeks Dennis Dunphy has been living in a virtual fog trying to regain all of his faculties (following his Arctic rescue in Captain America 400). But through the help of a young boy residing among the Night People, D-Man begins to recover his strength and sanity! However the cruel leader of the Night People prefers D-Man in a weakened state! When D-Man joins the Night People for an above-ground supply raid in Manhattan, he has an opportunity to break free…with a little help from the star-spangled avenger!