When Wilson Fisk's beloved wife Vanessa becomes terminally ill with an untreatable form of cancer, he turns to Ra's al Ghul for help. Ra's offers him a cure, but on the condition of New York City going under the ocean. Ultimately, it's up to Batman and Spider-Man teaming up to put a stop to it.
- Actually Pretty Funny: Ra's Al Ghul goes into hysterics when he realizes that he had been beaten from the start.
- The Chessmaster: Fisk was this the whole time, tricking Ra's into thinking he had agreed with his plans, only to sabotage everything from within so Ra's would be forced to honor their agreement.
- Continuity Nod: Spidey tells Bats that they should begin as they ended their last meeting: shaking hands.
- Dating Catwoman: As usual, Batman and Talia al Ghul's relationship is complicated. On the one hand, her feelings for him are genuine, but so is her devotion to her father.
- Deadpan Snarker: As usual, Spider-Man's witty remarks are golden.Spider-Man: Kill, kill, kill— that's all you supervillains ever think about! Just once I'd like one of you jerks to offer me a warm bath and a pair of flannel pajamas!
- Disproportionate Retribution: Kingpin kills a doctor who's unable to cure his wife. He probably would have killed many others if Talia hadn't arrived to convince him on the deal.
- Enemy Mine: Despite being Spider-Man's enemy, Fisk turned to him and Batman for help in taking Ra's Al Ghul down and getting a cure for Vanessa's illness.
- Even Evil Has Standards: Spider-Man thought Fisk has them, seeing how his allegiance with Ra's Al Ghul would result in the deaths of millions of people. Turns out, he was right, as Fisk decided to sabotage the satellite from the beginning and invited Batman and Spider-Man to come with him to Ra's Al Ghul's hideout.
- Even Evil Has Loved Ones:
Ra's Al Ghul: I will never allow you to take her from me! Talia is my heart... my soul... my future! I'd rather she were dead— than at your side!
- As usual, Fisk's unconditional love for Vanessa is presented as one of his most redeeming qualities. Everything he does is to cure her illness.
- The same goes for Ra's Al Ghul and Talia's relationship. So much so, that Ra's goes into a rage when he thinks Batman forced Talia into betraying him once again.
- Face Death with Dignity: When Kingpin begins to attack R'as for not having an antidote to her illness, Vanessa stops him, and says to let it go, and let her die with dignity. Thankfully, she doesn't have to as Talia manages to procure her the antidote needed.
- Fire-Forged Friends: During their first outing, Batman was reluctant to join forces with Spider-Man. Here, hes willing to accept Spider-Mans help.
- Good All Along: Well... sort of. Turns out, Fisk never had any real intention of drowning New York City and had actually rigged Ras's weather altering satellite to detonate. The truth was, he wanted Batman and Spider-Man to follow him to help stop Ras Al Ghul.
- Graceful Loser: Instead of being outraged of having his plans foiled, Ras Al Ghul actually gets a big laugh out of it, commending Fisk for outsmarting him and lets him, Batman and Spider-Man go without a fight. Although he reveals that there was never really an antidote for Vanessa's illness -- which turns out to be another lie, as Talia sends Batman the antidote to give to Spidey who in turns gives it to Wilson.
- Happily Married:
- As usual, Peter and Mary Jane are presented as a very happy couple who do struggle with Peters second job as a crime fighter.
- Vanessa admits to Talia that while her husband has done things that disgust her to no end, she still loves him and has seen a more gentle side to him.
- If I Wanted You Dead...: Batman tells Spider-Man to accept Ra's' Graceful Loser offer to leave, because they're in Ra's domain, and if he wanted, he, Spider-Man and Fisk would find themselves dead very quickly.
- Manipulative Bastard: Ra's Al Ghul, as usual. Turns out he was the one who infected Vanessa with a man-made virus that imitates cancer, all so he would could essentially Black Mail Kingpin into working for him and destroy New York City.
- The Mole: The Kingpin himself. He contacted Spider-Man and helped smuggle Spidey and Bats to Ra's hideout.
- Morality Pet: Both Vanessa and Talia bond over how they both serve as this to the ones they love.
- Mythology Gag: Near the end, Talia uses Bruce's own words to the Riddler from the end of Batman Forever to explain her conflicting loyalty towards both her father and Batman:Talia: I am here at my father's side for the same reason that I love you: Not because I'm compelled to — but because I choose to.
- "Not So Different" Remark:
Kingpin: What kind of man could do such a thing? What kind of man is capable of such depravity...? Such cruelty?
- When Kingpin learns that Ras Al Ghul was the one who poisoned his wife with an incurable illness to serve his own purposes, hes outright disgusted, only for Ras Al Ghul to point out that he would probably do the same.
Ra's Al Ghul: You...?
- Talia and Vanessa discuss what it's like being family to two profoundly evil men and trying to see their better nature.
- Odd Friendship: Between the brooding and serious Batman and the snarky and not-so-serious Spider-Man.
- Pet the Dog: While Talia remains by her father's side this time, she does manage to produce an antidote for Vanessa's illness and has Batman and Spider-Man deliver it to her.
- Tempting Fate: When Batman questions the necessity of Spider-Man scaling a mountain with just his hands, Spider-Man reassures him that the only thing that can knock him down would be an avalanche. Cue an avalanche.Spider-Man: Me and my BIG MOUTH!
- Two Scenes, One Dialogue: Occurs when Batman and Talia are telling Spidey and the Kingpin respectively about Ra's. Of course, Talia's dialogue paints the Demon's Head up as a visionary, while Batman's makes him out to be the madman he truly is.
- Villain Team-Up: Between the Kingpin and Ra's Al Ghul, but not exactly out of mutual benefit. Plus, Fisk was never really on Ra's Al Ghul's side to begin with.