The only real background needed for this issue is probably what is Sleepwalker's Origin and what are his powers, all of which can be found in his character profile page.
Sleepwalker has come up behind Spider-Man, who is on a stakeout of a crime lord named Crimewave. Not understanding Spider-Man's behavior, Sleepwalker stays back wishing to figure out why this human is acting the way he is. While eavesdropping Spider-Man learns that something is going down on the George Washington Bridge the next night and that Crimewave is holding a meeting where all the crime lords in the city will be attending.
Just as Spider-Man has finished gathering all this information, Sleepwalker makes his presence known to Spider-Man asking him to explain himself. Before they can talk Spider-Man notices that Crimewave is leaving and he can't stay and deal with this new character, so he shoots his webs around Sleepwalker to get away from him. Sleepwalker, seeing similarities in Spider-Man and in his arch-nemesis, Cobweb, Sleepwalker believes Spider-Man to be evil and starts to fight with him.
Sleepwalker does win this round by using his eye-beams to wrap a sign around Spider-Man trapping him, while Spider-Man yells at Sleepwalker for allowing Crimewave, the real bad guy to get away. Confused, Sleepy decides to go investigate Crimewave to see if there is any truth in what Spidey is saying. Before he can get away though, Spider-Man manages to snag him with a Spider-Tracer, trying to actually hit Crimewave's car. Sleepwalker makes it to the car but Crimewave tosses a grenade that takes care of Sleepy pretty quickly.
Getting back to his host's apartment, Sleepwalker leaves him a message before disappearing back into Rick's mind, a drawing of Spider-Man with the words good and evil with question marks after each. As Sleepy vanishes the spider tracer falls off his back and lands in front of Rick's dog.
The next day as Rick is walking his dog, Spider-Man shows up to confront Rick, thinking he has something to do with Crimewave. Spider-Man questions him but realizes soon after that the spider tracer he has been following for hours is in the belly of the dog at Rick's feet. Later that night as Rick falls asleep, Sleepwalker emerges from the confines on Rick's head and flies out of the window, only to find Spider-Man waiting. Spidey thought that if he waited long enough he'd find some connection between Rick and Crimewave, but got Sleepy instead. He tells Sleepwalker to leave him alone, but Sleepwalker feels he needs to make amends for his mistake the previous night, thinking Spider-Man was a bad guy (Rick set him straight by circling the word "good" on Sleepy's drawing).
Underneath the George Washington Bridge at midnight a yacht floats by hosting a charity event for the Homeless filled with wealthy people and loads of money. A group of thieves jump from the bridge and proceed to take over the ship and leave all the people in safety rafts. Spider-Man shows up a little later to find that he is too late and the ship is making a getaway. Trying to make the long distance he swings out using all of his strength only to fall short. Just as he is about to plunge into the water, Sleepwalker comes out of no where and grabs Spidey in mid-air.
On the ship, Spider-Man and Sleepwalker fight together to take on the group of robbers. As they are fighting, the leader, Carmela, phones in to Crimewave who is waiting at a nearby dock for the ship to come in. He tells her to keep making their way to him and that he has a surprise for the heroes. On arrival Carmela sees just what Crimewave has in store. He is standing on the docks with a bazooka aimed right at the ship. Carmela yells for everyone to abandon ship and as everyone jumps into the water, Crimewave shoots and blows up the yacht. Floating in the river Crimewave spots Spider-Man's body and tells Carmela to fish him out.
Later at the crime lord meeting as Kingpin shows up, Crimewave starts kissing his butt, only to find the Kingpin enraged, revealing that he owned the ship that Crimewave blew up. Crimewave is obviously sorry for what happened, but he isn't afraid of Kingpin's wrath just yet. He still has something left up his sleeve, the body of Spider-Man wrapped up in chains.
Spidey and Sleepy meet and of course they need to fight because that's what happens in almost every first introduction between two unpopular super heroes. It's not until later that Sleepwalker finds out that Spider-Man is really a good guy and he feels like he needs to make amends by helping Spider-Man deal with a robbery taking place on a yacht. Crimewave, the new crime lord in town, is waiting at the docks and blows up the ship with the two heroes still on board, sending both of their bodies flying into the river. Crimewave fishes Spider-Man out and uses his beaten body to impress all the other crime lords at a meeting he holds later that night.
Being a half way decent book I thought it deserved a little more than average rating. It seems that whenever Spider-Man does a guest appearance in another book, the writers never seem to get his character just right. Like having Spider-Man not gage his swing correctly making it so that he could land on the ship instead of in the water. Plus instead of talking to Sleepwalker for all of a minute to explain why he's watching Crimewave, he could have avoided fighting with him in the first place. It just doesn't seem like Spider-Man to me. This is one of the reasons why the book didn't rate higher.
I do like how they quickly make up and learn to fight together and work as a team and the cliffhanger at the end was a great way to make me want to buy the next issue. No real strong villain in this one, but what can you expect from a quest appearance issue. You need to do all the introductions and moral confusions that come along with this type of issue. But no biggie. We get a glimpse of the Kingpin at the end of the story so maybe he'll show up in the next part.
Just for your own personal curiosity, on the cover of this issue, hidden in the strands of webs is the phrase "I give up". It's located on the web strand that is stretched over the "KER" in the title. I haven't heard anything about why this is there, but I can speculate on the reason. I have heard from some artists of Spider-Man that the webs take up loads of time drawing them to make them look have way decent. I can see the artist, getting tired of drawing all the webs on the cover of this issue, feeling the need to convey his feelings.