After discovering over $2,000,000.00 stuffed inside an old mattress, Gerry Regan, and his three friends, are accosted by mobsters. Though the four men are tortured and left to die, under live wires, none of them give up the location of the stolen money. All of them want Regan's son, Rory, to have it, so that he can forge a better life for himself. Rory discovers the four men laying under the live wires, and tries to pull them free. With all five men linking hands, the attributes of the four older men, upon dying, are transferred by the electrical current into Rory, endowing him with above average strength, fighting prowess, and acrobatic skills. Rory's father leaves behind a parting gift to his son, a bizarre costume sewn together from rags, for Rory to wear at an upcoming costume party. Rory, instead, adopts the costumed identity of the Ragman, not just to avenge his father's death, but also to protect his neighborhood from it's growing criminal element. The Ragman attacks a group of terrorists who have been letter bombing the city. During the fight, one of the bomber's explosive devices is accidentally triggered, sinking their tugboat headquarters. Only the Ragman surfaces in the the icy river waters. Ragman returns to the Rags 'N' Tatters pawn shop, that he owns under his civilian identity, Rory Regan. Opening the shop for business, Regan tends to the downtrodden denizens of his neighborhood, offering a few dollars in exchange for items that truly only carry sentimental value. Unbeknownst to Regan, an aged vagabond enters his junkyard, and pulls several mattresses down upon him, to create a warm place to sleep. Meanwhile, across town in a meat packers plant, the man who lost the money from the armored truck heist, hires a man to search Regan's junkyard and retrieve the loot. Aware that the Ragman has foiled every such attempt to search Regan's junkyard for the money, the hired thug decides to eliminate the Ragman first.
Regan discovers the old vagrant sleeping under the decaying mattresses and offers him some money to buy food. Bette Berg, along with the blind, mute orphan Teddy, arrives, once again imploring Regan to abandon his father's junkyard, marry her, then together they could adopt Teddy. Feeling a responsibility to the old neighborhood, Regan again refuses. Mobsters, waiting outside Club 3, kidnap Opal, a singer and known associate of the Ragman. The mobster's cruise around the city. Suddenly, the Ragman appears in front of them. They attempt to run him down, but the Ragman leaps onto the hood of their car. Two of the men leap out and begin shooting. The Ragman charges them, dodging their gunfire. Opal rushes out of the car, getting gunned down by the driver as she desperately tries to reach the Ragman. Just as the driver starts to speed away, the Ragman tosses one of the empty revolvers through the driver side window. The weapon impacts with the man's temple, causing him to lose control of the car, crashing it into a brick wall. Ragman carries Opal to the nearest hospital. Berg and Teddy find the old vagrant freezing to death in the back of Regan's junkyard. Berg goes to fetch hot coffee, while Teddy aids the man in building a fire. The blind orphan boy finds the stolen loot in the old mattress, and uses it to start the fire. The hired thug arrives just in time to see millions of dollars going up in flames. Desperately, he reaches into the fire to try to grab the burning currency, severely injuring himself. The Ragman arrives to haul the crook away. The money that Regan's father, and his father's friends, died to keep secret from the mob, is completely consumed by the old vagrant's fire, with Regan never having known of it's existence.
- This issue contains the Hostess Superhero Ad, Batman & Robin in "Birds of a Feather".