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Spider-Man: Clone Conspiracy

Chapter Text


JUNE 2014


We open with Teresa entering the base and flicking on the light switch. She is smiling to herself mostly because she is thinking about Peter and his marriage.

Teresa: I am so proud of you, Baby Brother.

After saying that to herself, we cut to her stepping out of the shower as soon as she wraps herself up in a towel. As soon as she wraps up her hair, she accesses the com system to contact Silver Sable. The lady herself appears on the screen.

Silver Sable: Spider-Woman. Miss me already?

Teresa: Hard not to, S.

Silver Sable: How'd the wedding go?

Teresa: It was fine. Glad to see my family again as well as it getting bigger.

Silver Sable: And what about the bride?

Teresa: She's a good girl and I can't wait to meet my niece and/or nephew as soon as the time comes.

Silver Sable: And here I thought you were ringing just to say you're coming back right away.

Teresa: I dunno, I may need a reason to really do that.

Silver Sable slowly reaches for the zip on her suit and starts pulling it down.

Silver Sable: I may have just the reason for that.

Teresa smirks at that. Before the dirty talk can continue, Teresa hears the sound of glass breaking outside.

Teresa: Babe, I'll have to call you back.

Teresa hangs up and quickly gets into uniform. She rushes outside and charges up her venom blasts as she approaches the nearby dumpster. She leaps over it and aims at the obscure target. Her eyes widen in disbelief and confusion at what she is seeing. We pan over to who she sees and we are shown it is...

Blonde Peter Parker: Help me... Please...

We cut to black.

Chapter Text


We open with... narration.

Spider-Man: Sup, Web Heads! Your Friendly Neighbourhood Spider-Man is back again. It's been a while since I did this kind of thing and it was mostly due to a dark chapter of my life. However, thanks to some pep talks and getting a beat down from an attractive emo chick from Earth-646, I'm now back to saving my city from guys that wish to either destroy it or the people living in it. Also, recently, I married Ava aka White Tiger and she is pregnant with my kid/kids. Right now, Ava is in labour and I'm running late thanks to this!

We cut to Peter in a fight with a girl around his age with red hair, a green and gold bodysuit with black lines running down the sides, a brown raincoat, and four gold tentacles sprouting from her back. This is Carolyn Trainer aka Lady Octopus. Her friends call her Carrie and her enemies call her Lady Ock.

Spider-Man: Seriously, Carrie?! Couldn't you have waited until AFTER my appointment to rob this place?!

Lady Octopus: For the last time, Web Spinner, I am Lady Octopus! Besides, it's not like your appointment was too important!

Spider-Man: Tell that to my wife, who is about to give birth!

Lady Octopus: Wait, you're having kids?! That's amazing! Congratulations!

Spider-Man: I know and thank you! Now, hold still so I can web you!

Lady Octopus: Not a chance in hell!

Carrie makes her arms zoom over and swat Peter into a pillar, then they slam him into a wall and try to strangle him. Luckily, Peter breaks free and webs Carrie's eyes before hiding behind a desk. Peter leaps out of his hiding spot, blasts Carrie full of impact webbing, and kicks her across the jaw. He then webs her up to the nearest lamp post before swinging off towards the hospital with much haste. Arriving and changing on the roof, he rushes past everyone, including his friends, until he reaches the room Ava is in. He barges in and rushes by Claire Temple and Angela del Toro to Ava's bedside, as she screams in pain. She notices Peter and holds his hand tightly.

Peter: Ava, I'm here.

Ava: [panting like mad] Thank God, Peter. I'm scared... AAAAAAAAAGGGGHHHHH, GOD!!!

Claire: You're doing good, Ava. Just keep breathing steadily.

Ava does this while keeping her gaze on Peter, who brushes away a hair strand with his free hand.

Peter: You're okay, KitKat. You're gonna do great.

Ava: Thanks, Web HeaaaaaAAAAGGGHHH!

Claire: Okay, now... Push as hard as you can. You can do it, Ava.


Ava pants heavily and slowly while she hears the sounds of a baby crying.

Angela: Aw...

Claire wraps the baby up and brings it over to the parents to see it.

Claire: It's a girl.

Ava: Maya... Our little Maya Parker...

Claire lets Peter hold his daughter, who lets out a couple of coos and baas.

Peter: Thanks, Claire.

Claire: Hold off on the praise, Mr Parker. There's one more bundle of joy to come.

This makes Peter's jaw drop.

Ava: [sheepishly] Surprise~.

Peter: I love you.

Ava: I know... AAAAAHHHHH!

Claire: Sssssshhhhhh... Okay, just one more big push, Ava.

Angela: C'mon, Little Cub...


Cue the sounds of another baby crying and Angela sighing in relief. Claire brings the next newborn over.

Claire: And now, we have a baby boy.

Ava: Peter, you want to name him?

Peter: Ben. Benjamin Hector Parker.

Claire lets Ava hold Baby Ben, who lets out a couple of quiet cries. Ava is crying tears of joy along with her mother. Claire smirks and pats Peter's shoulder.

Claire: Welcome to Parenthood, Mr Parker. Hope you survive the experience.

Peter: Agreed.

Peter rocks his daughter gently as she settles a bit. Angela goes over to sit with Ava as their friends and family are allowed in.

Peter: It's twins!

Aunt May: Peter Parker, I'm so proud of you.

Jess: You lucky S.O.B.

Barbara Keynes gently whacks Jess on the back of the head.

Jess: What?

Barbara: They are only infants, Jess.

Jess: That's why I only used the first letters of those words.

Olympia: Barb, please be nice this time.

Barbara: Alright, but no swearing.

Jess: Fine.

Aeon: What my sister meant to say was congratulations to both of you.

Ava: Thank you.

Kaine just nods as he leans on the left side of the doorway. Peter smirks and nods back at his older brother. Maya whimpers a bit and Peter quietly and gently rocks her back and forth. We fade to a few days later... and Peter gets smacked across the training room of the training room of Avengers Tower. Ava, jogging on the spot and wearing a sports bra,  has her fists raised up.

Ava: Come on, Peter! Why are you holding back on me?

Peter: You're my wife, Ava, and you just had twins! It wouldn't be fair to go all out on you. Plus, your mom would kill me if she found out about you doing this.

Ava: She won't because I said I was on a yoga class down in Chinatown. Besides, this is way more fun and gets us both the right exercise for our next mission.

Peter slightly hesitates speaking before getting up and engaging Ava in another martial arts brawl. After they both counter every move the other makes, they back away a couple of inches.

Peter: Yeah, Ava, I've been meaning to talk to you about that.

Ava: About what?

Peter: The next mission? It's probably better if you don't go.

Ava: What?

Peter: Our kids need their parents. That is more important than fighting bad guys.

Ava grabs Peter by the arm and throws him over her shoulder. She pins him to the ground. She is breathing heavily.

Ava: Isn't the point of fighting bad guys is so our children can grow up safe?

Peter: Yeah, but this is far more important. We just became parents, Ava, and we are currently getting you back into shape for the trials that parenthood will bring us but all you're worried about is the next mission.

Ava: Maybe that's true or maybe I don't want to sit on my ass all day while some asshole puts a bullet into someone else's head.

Peter: Ava...

Ava: Relax, Web Head, I'm just messing with you. We'll be there for them as much as we can and, maybe, retire from this life just to care for them.

Peter: Yeah...

As much as Peter wants to retire again, there's a part of him screaming "NO!" at the top of it's lungs. He gets helped back onto his feet and pulled in for a long kiss by Ava.

Ava: That's for reminding me we have twins.

Peter: Yeah, I don't know how I did that.

Ava: Maybe someone is watching over us and pulling a few strings.

Peter: Probably. Like Uncle Ben, my parents, or...

Ava: Gwen?

Peter: Possibly.

They share another kiss that lasts until Peter's alarm on his phone goes off.

Peter: Crap, I'm late for class!

Ava: Oh, same here! See you later!

They both leave the tower and head for their new location for learning. ESU, aka Empire State University. Ava rushes towards the main building and makes it on time for her class. Peter arrives just seconds before class can begin. He walks into the building quietly via the fire escape... and walks right into his teacher, Professor Cree Williams.

Professor Williams: Good morning, Mr Parker.

Peter: Professor Williams! Good afternoon.

Professor Williams: Indeed. Have to say, it's impressive to see you on time for a change.

Peter: I know. Crazy. So, what's going on today?

Professor Williams: Find your seat and the rest of your class might know as well.

Peter sits beside his classmate, Phillip Chang.

Phillip: Cutting it close, partner

Peter: Yeah, I'm just lucky I got here on time this time around.

Professor Williams: Now, we will go over the topic of genetics and cloning. Now, some of you are probably familiar with Dolly The Sheep but what if I said she was not the first successful clone? Hmm? You'd probably scoff this off but I am completely serious and cloning is no laughing matter.

As Williams goes on, we fade to later that afternoon as Jess is outside playing her guitar to the tune of Un-Break My Heart by Toni Braxton while quietly humming the tune. She gets greeted by Peter.

Peter: Very good take on that song.

Jess: Thanks. Took me a while to put my own spin on it.

Peter: So, how's things?

Jess: Could be better, Pete. Could be better. Eh, enough about my boring life. How are The Dynamic Duo keeping now?

Peter: Still keep us up at night but I manage to handle it.

Jess: What about Mrs Parker?

Ava: Mrs Parker is just fine, Miss Keynes.

Jess: [slightly surprised] So that's what that feels like. You look like yourself again.

Ava: Thanks. It took less time to lose the fat than I thought. I guess I have my husband to thank for that.

Peter: And your husband's bruises.

Ava: C'mon, you loved it.

Peter: ... A little bit.

Ava: Exactly. So, Jess, how are you coping?

Jess: I'd rather not talk about it, please. Thank you.

Aeon: Yeah, she is still trying to cope with her problem.

Jess: Thanks, Sis, and we are not giving a fully detailed explanation.

Aeon: But talking is the first step towards recovery.

Jess: And a lot of good THAT did. I'm heading on home. See you guys whenever.

Jess takes off without another word and a tear running down the right side of her face. Aeon follows after her sister shortly, leaving Peter and Ava to sit on the campus grounds alone.

Peter: So, want to swing over to see if my aunt is driven over the edge yet?

Ava: I think I'll take a jog before I do that. I'll see you later, Web Head.

Peter: Bye, KitKat.

Ava then jogs down the road as fast as she can while Peter watches her. He leaps onto the roof of the main ESU building... and gets greeted by Spider-Woman.

Spider-Woman: Hey, Baby Brother.

Peter: Teresa. Something wrong?

Spider-Woman: That is one way to put it and, before I reveal why I'm here, I need to ask you something. You ever think you were a twin when you were born?

Peter: No. Why? What's going on?

Spider-Woman: You can come out now.

Stepping out of the shadows is the blonde haired version of Peter from the prologue. Peter stares in wide eyed shock.

Blonde Peter: Hi, I'm you. I think?

Peter doesn't say a word as he just stares at this double of himself before looking at his sister.

Spider-Woman: I need your help finding out who this guy is, Baby Brother.

Peer still doesn't say a word as we fade to black.

Chapter Text


We open at Avengers Tower. Teresa swings into the building carrying the Blonde Peter over her back. She walks in and sets Blonde Peter beside a computer terminal.

Spider-Woman: Stay here and don't move, please.

Blonde Peter: Is something wrong, Ma'am.

Spider-Woman: That's what I intend to find out, buddy. Oh, and don't call me Ma'am. It makes me feel old.

Teresa then heads further into the building. Thankfully, she manages to find Cap and Natasha... right in the middle of a make out session. Before Nat begins to unzip her uniform...

Spider-Woman: Um... Hello?

The two veteran Avengers stop and stare wide eyed at Teresa. Cue them quickly composing themselves.

Steve: Teresa, we were just-.

Natasha: And I thought-.

Teresa: Relax, guys. Just be glad it wasn't Stark walking in.

Steve: Fair enough. What's wrong? Does Fury need our team for something?

Natasha: Did Fury send you for anything?

Teresa: Fury has nothing to do with this situation. Just come with me.

The three adults head back to where Teresa left The Blonde Peter, who is going through The Avengers database. The blonde boy stares wide eyed at Spider-Man's profile while Steve and Nat stare at the blonde boy.

Natasha: Who is he?

Spider-Woman: [unmasks herself] I was hoping you guys could tell me because I'm just as confused if not more so.

Steve: Excuse me, son?

Blonde Peter [looks at Cap] Who are you?

Steve: My name is Steve Rogers. I'm a friend.

Blonde Peter: What is friend?

Steve: Friend means we know each other and are good to one another.

Blonde Peter: Friend... [points to Peter's picture] That is me, right?

Steve: That's what we'd like to find out. Maybe we can find out together. Is that alright?

Blonde Peter looks at Steve, who extends his right hand out to the confused boy. Hesitating at first, Blonde Peter accepts the hand and shakes it. In The Avengers lab, JARVIS is running scans on Blonde Peter's body while the others watch. Hank Pym is at the lab's computer checking out the scans.

Pym: This is interesting...

Teresa: What'd you find, Doc?

Pym: According to this, he is your younger brother just with blonde hair.

Natasha: That's impossible. Last we saw Peter, he left to spend his wedding night with Ava.

Pym: Is it possible that he dyed and cut his hair?

Teresa: JARVIS, can you show us a recent image of my brother?

JARVIS: Certainly, Miss Parker. I have the image of him in his wedding tux.

The image appears beside Blonde Peter, who jumps in slight fright.

Steve: It's alright, son. It's just a holographic image. It won't hurt you.

Blonde Peter: Okay. If you say so, Steve.

JARVIS: Forgive me but should we not inform Spider-Man about this discovery?

Teresa: Not until I know more.

Pym: Sorry, Spider-Woman but this really isn't my best subject. This reading says he is Peter Parker.

Natasha: Did you double check?

Pym: I triple checked and the reading says the same thing.

Teresa: *sigh*

Pym: Sorry.

Teresa: It's not your fault, Doc. Could Reed Richards help out maybe?

Natasha: He and his family are currently off world exploring The New Skrull Republic with their new leader, Kl'rt.

Teresa: So now I'm stuck in a corner.

Steve: Maybe not. I know someone in SHIELD that can help. It'll take a while to find her, though. In the meantime, you two can stay in the tower.

Teresa nods at that. This is when we cut to several days later and Teresa arriving as SHIELD's British division. Teresa exits the borrowed Lancelot with Blonde Peter and they are greeted by Fury.

Spider-Woman: Director Fury, sir.

Nick Fury: At ease, Agent Parker. Welcome, Mr Parker.

Spider-Woman: Sir, that isn't Mr Parker. At least, I don't think he is.

Nick Fury: What do you mean?

Spider-Woman: Long story but I need Agent Simmons' help with this.

We cut to the lab of Leo Fitz and Jemma Simmons, who have been promoted since we last saw them in Cap's solo stories (Continuity! Boom!).

Fitz: So what exactly are you?

Blonde Peter: I don't know. All I remember is waking up in front of a warehouse and nothing else.

Simmons: Do you mind if I take a sample of your blood?

Blonde Peter expresses a bit of fear at the needle Simmons is holding.

Simmons: I promise this won't hurt, Mr Parker. Do you mind if I call you that?

Blonde Peter shakes his head but keeps staring in fear at the needle. Jemma takes a sample and gives him a reassuring smile.

Simmons: There. It's alright.

Blonde Peter: Sorry, I'm not a fan of needles.

Simmons: You're not the only one.

Simmons places a drop of Blonde Peter's blood under the microscope and starts examining it.

Simmons: Huh, that's weird. Some strange fluid is in your body. Thankfully, it appears to be harmless.

While Simmons continues her tests, Fitz walks over with a cup of tea for Teresa, who takes it with no problem.

Teresa: Thanks, Leo.

Fitz: You're welcome. So, you're calling yourself Teresa now?

Teresa: Yeah, I like it more than Jessica Drew. Plus, it made sense since I'm Spider-Man's sister.

Fitz: Spider-Man's sister?

Teresa: And Scarlet Spider's sister too.

Fitz: And I always thought my family was complicated.

Teresa: Trust me when I say it could be worse, bud.

The rest of the tests go on for several more days to the point where we are a few days from when Teresa meets up with Peter again. Simmons sighs in exhaustion as she walks over to Fitz and Teresa.

Teresa: Well?

Simmons: I find nothing out of the ordinary. This guy is your brother 100% according to his DNA, which has a bit more Spider DNA than the last time we met your brother.

Teresa: Not possible. Maybe there's something you missed.

Fitz: Jemma would never make a mistake like this, Teresa. Don't doubt her.

Simmons: Thanks, Leo, but I can handle this. Sorry, Teresa, but the scans don't lie. He is Peter Parker. For now, he must stay in quarantine

Teresa shakes her head at this revelation before going to talk to Blonde Peter.

Fitz: Hey, just in case there is something wrong with our scans...

Simmons: Yeah, I know but it's best we keep him here so I might be able to know more about this.

Fitz: Is it possible that he's a clone of her brother?

Simmons: It wouldn't be possible. Cloning humans is illegal and very dangerous. Not to mention it has never been done before or successful.

Fitz: What if you're wrong about that?

Simmons: If I'm wrong, then I'm wrong.

In Simmons' lab, Teresa slowly approaches Blonde Peter. She sits beside him and sighs.

Teresa: So, did Jemma treat you alright?

Blonde Peter: Yeah... The English Lady was nice enough.

Teresa: What'd she say?

Blonde Peter: A lot of weird sciencey stuff and that we are related.

Teresa: Apparently so.

Teresa watches the guy closely before pulling him for a short hug. She then stands up and smiles reassuringly.

Teresa: Come on.

Blonde Peter: Why? Where are we going?

Teresa: To speak with my youngest brother about this and hopefully get some real answers about this crap.

Blonde Peter: But Simmons said-.

Teresa: I know but I have to sort this out as soon as possible. Besides, I'd like you to meet my family.

Blonde Peter: I don't like breaking the rules but if it helps... You can count on me. What do I do?

Teresa: Just stay behind me.

Teresa charges her venom blasts and blows a massive hole in the wall to make The Kool Aid Man proud. Alarms go off and SHIELD agents can be heard closing in on them from all sides. Stopping at a corner, Teresa quickly takes out a squad with a feww heavy punches and a side kick to send one agent flying down the hallway. Blonde Peter, sensing something, shoots webbing from his wrists and yanks a gun out of the hands of a hiding agent. Teresa promptly kicks the guy in the face. The two of them make it outside and are greeted by Jim Hammond, The Original Human Torch.

Teresa: Jim...

Jim: Stand down, Agent Drew. 

Teresa: My name is Teresa Parker.

The two get into a brief fist fight with some bits of flame being thrown with some punches. Soon enough, Teresa is knocked off her feet and Jim aims his two burning fists at her. Blonde Peter, not wanting to stabnd by and watch, leaps over and web kicks Jim down the runway. The young blonde boy helps Teresa up and they rush over to The Lancelot. Fury arrives with the rest of his agents stationed at this base only to watch The Lancelot flee the area. Fitz and Simmons arrive to see this happen as well. Jim ignites his flames and is in the air.

Jim: I can give chase, Director Fury.

Nick Fury: Stand down, Hammond. Let her go. Hopefully she'll get us the proper explanation for this situation.

Simmons: But Sir...

Nick Fury: Trust me, Doctor, this is the right move. If anyone can sort this mess out, it's her and her family.

Inside The Lancelot, the two escapees are panting heavily... and begin to laugh at what they had just accomplished together.

Teresa: Not bad, Ben.

Blonde Peter looks at Teresa in complete confusion.

Blonde Peter: Ben?

Teresa: It's my uncle's name. Plus, you kind of look like a Ben.

Blonde Peter gives this some thought before standing up.

Ben: Ben... Yeah, I like that name.

Teresa: I'm Teresa. Teresa Parker.

Ben: Nice to meet you, Teresa.

Teresa: Nice to meet you too, Ben.

The two then shake hands as the jet heads for New York. We cut to black.

Chapter Text

We fade to Ava jogging through Central Park just to keep her mind off of her brief argument with Peter about being parents now. Stopping by a tree, she takes a minute to catch her breath and checks her watch. She has been jogging for more than ten minutes now.

Ava: He's probably wondering where I am right now. Well, might as well check in with him.

Ava ducks behind some cover to change into her costume. Once she emerges someone taps her shoulder.

???: Excuse me, Miss? Could you help me find someone?

Ava turns to face the person that spoke to her. Underneath her mask, Ava's eyes widen in complete shock.

White Tiger: No way. It can't be.

Before we get shown who the person is, we fade to Peter, Teresa, and Ben arriving at Aunt May's. Aunt May is seen holding Benjy while Angela is holding Maya.

Aunt May: Peter, how was college?

Peter: It took an interesting and confusing turn, Aunt May.

Teresa: Hey, Everyone. I brought a guy home with me.

Aunt May stares in shock at the sight of Ben.

Ben: Hello, Mrs Parker.

Angela: What the hell?

Teresa: This is Ben and he is... I don't exactly know but we were hoping we could find out together here. If that's fine with you.

Aunt May: Of course. Take a seat, Ben, and rest yourself. Would you like tea?

Ben: Sure.

Teresa: Please.

Aunt May: Ange, coffee?

Angela: Not just yet, May. I think I'll wait on my daughter to arrive and to find out more about this young man.

After making the tea, everyone sits in silence. In the background, Teresa fawns over Maya and Benjy.

Teresa: Aaaaaaaawwwwwwww... They are adorable! Hiya, little guys and gals. I'm your Aunt Teresa. Do you like me? "Yeah, we like Aunt Teresa." So adorable.

Peter clears his throat and Ben does the same.

Peter: Okay, Ben, who are you?

Ben: According to Steve and Dr Simmons, I am you. I am not really sure, to be honest, but this is really freaking weird.

Peter: It's weird to me too. I feel like this is a dream and I refuse to wake up. You could be just some guy that looks like me and nothing more.

Teresa: He could spin webs, Peter.

Peter: How do you know?

Teresa: Show him, Ben.

Ben stands up and thwips a long web line from his right and left wrists.

Peter: Did you take him to Cap?

Teresa: Yup, and then I took him to SHIELD's base in Cornwall. I then helped him escape SHIELD quarantine.

Peter: Meaning Fury is gonna be on our asses.

Teresa: Not likely because he would've shown up to end this right now. Something tells me he'd rather let us sort this mess out until he finds out more about this situation his own way.

Peter: And you're sure about that?

Teresa: I would.

Ben: Anyways, what do you think?

Peter: I think I need some stuff from my lab. Teresa, can you and Ben help May and Ange look after Benjy and Maya?

Teresa: Already on it. Who's is this tiny hand on my finger, huh? Is it yours, Maya?

Maya: Ooh.

Peter smiles at that before heading off. As soon as he opens the door, he almost walks into Ava.

Peter: Ava, there you are!

Ava pulls off her mask, revealing that she's still in a state of shock. This makes Angela run over and check on her daughter.

Angela: Ava, what happened?

Peter: Ava, what is it?

Ava shifts away a bit and points to the person standing behind her. Peter's eyes widen in pure shock at who he sees standing before him and his whole body shakes at the revelation that the person standing before him is none other than...

Gwen: Hiya, P.

Peter: ...

Angela stares at Gwen too and then looks at Peter's reaction.

Gwen: Is something wrong? You look like you've seen a ghost.

Gwen takes a couple of steps towards Peter but he takes a few steps back. In his mind, flashbacks to Gwen's death come flooding back.

Peter: Gwen..?

Gwen: Yes?

Peter: This is impossible.

Gwen: What is impossible? I don't understand.

Peter: Gwen... You're dead.

Gwen: What?

Peter: You died over three years ago.

Gwen: Then how am I here?

Peter doesn't say a word after that question. Instead he pulls on his costume, leaps over Gwen's head, and swings of to Xanatos Tower.


Peter doesn't respond or even hear his wife calling after him. All that's on his mind is Gwen somehow being alive after all this time. But that was impossible. Peter watched Gwen die and that memory still haunts his dreams, something he never told Ava or his friends/family. He is so lost in his thought that he ignores his spider-sense, which is warning him of an incoming fireball. Peter is sent flying into the pavement. Bystanders flee the scene as a tall black winged figure descends from the dark sky. He stands two feet taller than Peter, has black scales all over his body, a pair of big wings on his back, golden armour on his torso, arms and legs, clawed feet and hands, and has glowing orange eyes. For now, let's call him The Dark Goblin.

Dark Goblin: Spider-Man, I'm here to kill you in order to avenge my father's death! Is now a bad time?!

Peter gets up slowly and annoyed before getting into a stance.

Spider-Man: Sorry, Blackie, but you seem to be confusing me with someone else.

Dark Goblin: Sorry but I can't be fooled! When I get my hands on you, my father will be avenged!

The new Goblin lunges at Peter, who casually dodges and kicks the noob in the face that sends the villain slamming into a bus. Dark Goblin gets back up and roars at Peter.

Spider-Man: C'mon, dude. I beat Goblin and Hobgoblin years ago. All you're doing is repeating the same old moves that everyone has seen before.

Dark Goblin throws a volley of fireballs and zooms over to Peter, who promptly grabs and throws Dark Goblin into the volley before the fireballs can cause any destruction and/or deaths. Dark Goblin hits the ground. Peter leaps over and punches the monster out cold. Our hero sighs in relief before swinging off towards his destination. Unknown to him, that punch didn't fully render Dark Goblin unconscious. Back at The Parker House, Gwen sits on the sofa while everyone bar Ben is in the kitchen.

Ava: Okay, am I the only one that's freakin' out right now?!

Angela: No, Little Cub. I read Elisa's report. That girl died in Peter's last fight with Norman Osborne.

Ava: Then how is she sitting right there right now?!

Teresa: I know I shouldn't bring up these memories and I'm sorry for it but how important was this Gwen girl to Peter?

Aunt May: Long story. They were friends in high school, then dated, broke up after Gwen found out he was Spider-Man and played a part in her dad's death...

Ava: Then got back together with Peter and was used as a pawn in Norman's last revenge scheme. She died saving Peter, according to him, and she was the reason he stopped being Spider-Man for ten months.

Teresa: And where is Norman?

Ava: Dead. He killed himself in an attempt to kill Peter. Serves the bastard right.

Angela: Ava! I agree but your kids are here!

Ava: They are a couple of days old, Mom. I doubt they would use cursing as their first words.

Teresa: Well, there's the kiss of death on that one.

Angela: Sssssh...

Angela points at Ben, who approaches Gwen.

Ben: Hey, I'm Ben.

Gwen: Gwen, I think. Are you a friend of Peter's?

Ben: ... Yeah, in a way.

Gwen: Why was he afraid of me just then?

Ben: I wish I knew. Would you like something to drink? May makes some good tea.

Gwen: Yeah, that sounds nice. Thank you.

Ben: May, we may need a fresh cup for Gwen.

May: I'll put some on for her.

Ava walks over and thinks about Gwen's return and what it might mean for her marriage. This train of thought is interrupted by Teresa holding Maya close to her face.

Teresa: "Mummy, why are you being weird right now?"

Ava: You're enjoying this, Teresa, aren't you?

Teresa: I can't help it! They're adorable, especially Benjy!

Benjy: [looking at Teresa] Ooo.

Ava, smiling at that, walks over and holds her son.

Ava: C'mon, Benjy. How's my little boy, huh? Where you good with Great Aunt May and Grandma? I think you were.

Benjy lets out a little laugh while playing with a strand of his mom's hair. We cut back to Peter swinging towards his work place and he gets tackled into the ground by Dark Goblin. The weirdest thing is that his spider-sense didn't warn him about that attack. Dark Goblin lifts Peter by the neck with one hand while bystanders stop to film this.

Dark Goblin: Good. We have an audience for your demise and your unmasking.

Dark Goblin reaches for Peter's mask with his free hand... and gets attacked by Bronx, who promptly sinks his teeth into Dark Goblin's arm. Dark Goblin releases Peter to deal with this new threat. Bronx leaps off and lands beside Peter, growling at Dark Goblin.

Dark Goblin: You have a guard dog? Cute.

Spider-Man: [pointing towards the sky] He's not mine.

Cue The Manhattan Clan dropping down and surrounding Dark Goblin. Dark Goblin, undeterred, lunges at Goliath but gets forced onto his knees as Brooklyn, Broadway, and Lexington pile onto him.

Lexington: This guy is tougher than he seems, Goliath!

Goliath: Hold him as long as you can.

Dark Goblin: No! Spider-Man has to pay! He has to die for what he did to my father!

Hudson checks on Peter.

Hudson: A'right, Lad?

Spider-Man: Yeah. Thanks to Bronx.

Peter strokes Bronx's head while the gargoyle licks his face. Then Dark Goblin writhes in pain as he begins to revert to his human form and, to the surprise of everyone present, his true identity is revealed to be... Peter Parker! Wait, what? This revelation shocks our heroes, everyone present, and everyone in The Parker House watching the events on TV. Ava and Teresa head off towards Xanatos Tower to get to the bottom of this rvelation. Back at the scene of the fight, Dark Goblin smirks at Peter.

Dark Goblin: Look familiar to you, Spidey?

All Peter can do is stare in shock as we fade to black.

Chapter Text

We open with a news report by J Jonah Jameson.

Jameson: That footage was taken by a witness to Spider-Man's fight against the monster people have dubbed The Dark Goblin. In the aftermath of the fight, Dark Goblin changed into his human form. Whitney Chang is on the scene.

We get shown Whitney outside Xanatos Tower with Phillip Chang.

Whitney: Thanks, Jonah, and I have with me someone that knows The Dark Goblin's identity. Young man, you say you know that guy?

Phillip: Yeah, that's my lab partner at ESU. Peter Parker.


Whitney: Back to you guys at the-. Wait, SHIELD has arrived. Oh my God, it's Nick Fury!

Whitney rushes over to Fury with her cameraman.

Whitney: Director Fury, what are you're thoughts on this?

Nick Fury: No comment. Get this reporter out of my sight.

Back in the studio. We slowly pan out to reveal that Peter and Xanatos are watching this report on the TV in his lab.

Jameson: I did some digging and this Peter Parker is the same guy that took pictures of Spider-Man for The Pulse before we merged it with our news corporation and he helped create The Echo Satellite in a joint collaboration with XanaTronics and Stark Industries. How could a good kid like him turn into a dangerous psychopath?

Peter, pissed off and still in costume, punches a wall in frustration.

Xanatos: Calm down, Peter.

Peter: Calm?! Two guys that looked like me just popped into my life as well as a somehow alive Gwen Stacy and you're telling me to calm down?!

Xanatos: I know how bad this looks-.

Spider-Man: No, you don't! DAMMIT!!! Why does all this bad shit happen to me JUST when something great recently occurred in my life?!

Cue Anya walking into the lab.

Anya: Boss, did you see what Peter-? Spider-Man?!

Xanatos: Anya.

Spider-Man: Whoever that was you saw on the TV was not Parker, Anya.

Anya: How can you say that? You saw and fought him!

Spider-Man: And there is no way that was Parker.

Anya: Do you have proof it wasn't Peter?

Spider-Man: Yeah, I do.

Cue Peter unmasking himself.

Peter: Hey, Anya. Surprise!

Anya steps back a bit in complete surprise.

Anya: No. Way. How-?

Peter: Bitten by a spider from Oscorp.

Anya: ... Cool! I mean, not 100% cool because of the bad crap that happened when you were-.

Peter: I know and that guy down there with my face has just tarnished my rep and made my life even worse than before.

Anya: Go to the police and clear this up.

Peter: What, and risk me revealing my secret identity to the world and the villains that want me dead?

Anya: Good point.

???: Very good point.

Ava and Teresa walk in.

Peter: Sis. Ava.

Teresa: We saw and need you to get the tools you need before Fury marches up here demanding you to explain this.

Ava: It shouldn't be too hard since, where the authorities are concerned, Spider-Man isn't a threat but Peter Parker is.

Peter: Yeah, KitKat, that made me feel better.

Ava: Sorry but it's true. Now, what do you need?

Peter: DNA analyser beside the schematics of The ECHO Satellite and the prototype WEB-Ware system in the storage compartment.

Anya: Hey, need an extra pair of hands? DNA is kind of my field of expertise. More so than technology.

Xanatos: Agreed. Also, sorry for giving you those tech assignments.

Anya: Not a problem, Boss. It gave me something to work on.

Peter: Appreciate the help, Anya. Congrats, by the way?

Anya: What for?

Peter walks over and taps both of her shoulders as if he were knighting somebody.

Peter: You're a member of The New Warriors now.

Peter slips his mask on and walks out of the room. Anya shakes her head in amusement before chasing after him, Teresa, and Ava. In the SHIELD Quinjet transporting Dark Goblin to The Raft, the clone growls in annoyance. Fury walks over to it.

Nick Fury: So how'd a guy like you ended up with The OZ Formula in your system and looks like Peter Parker?

Dark Goblin: Don't say that bastard's name to me! He killed my father and I will not rest until Parker is destroyed for what he did to him!

Nick Fury: And who is your father?

Dark Goblin: Norman Osborne.

Nick Fury: ... Harry Osborne?

Dark Goblin: I am not my brother. I am-.

Cue the quinjet getting knocked out of the sky by a missile and crashing just outside Texas. Fury groans in pain but is not too badly injured. He is able to see Dark Goblin getting captured by men in armoured suits. Armoured suits with the symbol of HYDRA. Fury then hears a pair of high heels approaching him The heels stop beside Fury and the owner of the boots in question is revealed to be Ophelia Sarkissian, aka Madame Hydra.

Madame Hydra: Interesting pet you have, Fury. Mind if I take it for a while?

Fury groans in pain as he tries to budge the debris he's trapped under.

Madame Hydra: I'll take that as a yes. Move out, soldiers and tranq that beast.

Fury can only watch as more HYDRA soldiers arrive and subdue Dark Goblin before their vehicles abandon the area. Fury gets on his com channel.

Nick Fury: All agents, converge on Agent Parker's current position. Also... prepare to fight her and her little brother. And someone come pick me up!

Back at Aunt May's, Gwen is looking at Maya.

Gwen: Peter had kids with that other girl?

Aunt May: Ava? Yeah, he got her pregnant and had those bundles of joy. They are good kids but they need their parents around more often than their Great Aunt. Guess that's the price of being superheroes and college students.

Gwen: I really missed out on a lot. Peter and Ava are really close, huh?

Aunt May: ... Yeah, they have been since after you died. Maybe even before that despite them CONSTANTLY denying it.

Gwen: I don't remember dying, May, and I'm scared about that. Why am I alive if I'm supposed to be dead?

Angela: If I know that boy well enough, which I do, he will figure it out before you can say Hasta La Vista, Baby.

Cue our heroes returning. May checks on Peter.

Aunt May: Peter, you alright?

Peter: Physically, yes. Mentally, no. Now, where's Ben?

Aunt May: He's in your room. Said he wanted to learn more about you.

Teresa: I'll check on him.

Teresa runs up and heads into Peter's room. She walks in on Ben wearing nothing except the bottom half of Peter's first Spider-Man costume (aka The original Scarlet Spider costume from the comics). Teresa, blushing like mad after seeing Ben's/Peter's well built body, quickly turns away.

Teresa: Sorry!

Ben: Is something wrong?

Teresa: Yeah, I walked in on you trying on clothes! Peter's back with the tools he needs to find out who you guys are. Come down when you're finished trying that on.

Teresa runs back down quickly, almost running into Ava.

Ava: Teresa, what's wrong?

Teresa: [quickly] NOTHING! Why would there be anything wrong? Ben will be down in a minute. Who wants tea?!

Teresa runs into the kitchen to make tea. Everyone else just stares at Teresa in confusion. Some time later, Ben walks down wearing the body suit from Simmons' lab.

Ben: Ready to get this over with?

Peter: Are you sure this is what you want, Ben? I can ask Anya to stop.

Ben: Better to know than to know nothing.

Anya: "You know nothing, Jon Snow".

Everyone stares at her.

Anya: What? I watch some television every now and then when I'm bored. Now, who wants to go first? Blonde Peter or Gwen?

Gwen: If it's okay, I'll go first.

Anya takes a small bit of Gwen's blood and runs it through the DNA analyser and The WEB-Ware system on her laptop.

Anya: Have to say, Parker, this WEB-Ware software thing is very impressive. Why'd you dump it, anyway?

Peter: It was not my best work, in my opinion.

Anya: I think with a little more fine tuning that it might be the next big thing. Big enough to set you up for life.

Peter: Yeah, in another lifetime maybe.

Anya: And... We're done. Let's see who you are, Gwen.

Anya looks at the results and they are not what she expected.

Anya: Good news, she is your Gwen Stacy. Sorta. Well, 80%.

Ava: What's the other 20%?

Anya: Dunno. I have never seen this kind of DNA before. Weird...

Teresa: So she isn't fully Gwen?

Anya: Uh, yeah...

Teresa: Sorry, I'm not a science wiz.

Ava: Neither am I.

Aunt May: Does watching The Big Bang Theory make you one? If so, then I'm a science wiz.

Anya and Peter just facepalm at what they are hearing right now. Angela walks in with her grandchildren.

Angela: Did you compare it to something in the database of your workplace? It might show us something we don't know.

Anya: I'm no good at that.

Peter: Here, Anya, let me.

Peter takes over typing duties and compares the 20% of unknown DNA through every DNA test in the world... until it gets a match. A match that makes Peter look at Gwen nervously.

Ava: Peter, what is it?

Peter: Gwen-.

Cue SHIELD agents barging in and pointing guns at everyone.

SHIELD Agent: Everyone get down on the ground.

Teresa: Agents, stand down!

SHIELD Agent: Agent Parker, you're not in command.

Angela: Aim those guns at the babies and I will do everything I can to punch your lights out!

Nick Fury: Unwise, Captain del Toro.

Fury walks in with a cigar in his mouth.

Nick Fury: Spider-Man, I need you to come with us right now to sort this mess out.

Ava: You're not taking my husband anywhere without me.

SHIELD Agent: Sir, I'm detecting an alien presence in the blonde!

Fury looks at Gwen, who is starting to panic.

Gwen: Look, Mister, I don't know what your guy said-.

Nick Fury: How is Gwendolyne Maxine Stacy standing here when she is supposed to be six feet underground?! Explain, someone, NOW!

Peter: She is Gwen but there's more to it-.

SHIELD Agent: Stress levels rising and alien presence is taking control! MISS, GET DOWN NOW!

Before Gwen can move, black tendrils shoot out from her body and her mouth.


Everyone stares in horror as the black goo engulfs Gwen, transforming her into...


We cut to black.

Chapter Text

We open with Gwen floating in a huge tube, unconscious and wearing a body suit covering her entire torso. A heart beat monitor is going off in the background, most likely keeping a check on her vitals. She begins stirring as she hears the sounds of people screaming in terror. Now fully awake, Gwen starts banging on the glass until her hands slowly start to become engulfed in black goo. Before she becomes fully engulfed, she notices a shadowy figure press a few buttons and releasing her from her confinement. Gwen coughs heavily after being submerged for a long time. We now fade to where we left off from last time. Gwenom is roaring at everyone present.

Angela: VENOM?! I thought the Thompson kid had it!

Peter: Gwen? Can you hear me? Gwen?!


Gwenom leaps at Peter and they both smash through the living room window and out onto the street. Peter quickly puts his mask on and gets ready for another attack. Gwenom charges and tries to slash at our hero but he dodges every attack, all while not countering any strike.

Spider-Man: Gwen, I know you're in there! This Symbiote is making you do this! Fight it's influence! Venom, why are you doing this?!

Gwenom: We are neither Gwen nor Venom! We... are Mania!

Spider-Man: Great! Another symbiote I don't know about!

Then Peter gets flung down the street and crashes into a car. Gwenom lunges towards her prey... and gets blasted in the face by Teresa.

Spider-Woman: Back off, bitch!

Spider-Man: Teresa, stand down!

Spider-Woman: She attacked you!

Spider-Man: It's not her fault. It's that thing attached to her.

Spider-Woman: Sure doesn't look like it!

Gwenom tackles them both and slashes at them until Ben swings by, wearing Peter's first costume, and kicks Gwenom off his new friends. Ben stands between Gwenom and The Parker Siblings. He raises his fists as he gets into a stance, ready to fight.

Gwenom: New play thing... Time to rip to shreds!

Gwenom lunges and tackles Ben, forcing him to the ground. Ben, however, gets on top of the symbiotic Gwen and just punches her. Then Peter tackles Ben off of her.

Spider-Man: You're hurting her.

Ben: I couldn't stand by and watch you die.

Spider-Man: Teresa, take care of him! I'm going after Gwen!

Peter swings off after Gwenom while Teresa approaches Ben.

Spider-Woman: Listen, Ben, what you just did was very brave. If I survive this, I'd be willing to train you to do this properly. For now, protect Peter's family. Can you do that?

Ben: Yeah. But what about you?

Spider-Woman: Trust me, we got this. Fury, get Peter's family to a safe place and DON'T quarantine Ben!

Teresa heads off to help her baby brother as Ben watches. Fury shrugs and looks to his agents.

Nick Fury: You heard her, Boys.

However, Ava rushes after her husband and sister-in-law in full costume.

Nick Fury: Mrs Parker!

White Tiger: [in the distance] Don't try to stop me, Fury!

Aunt May: Or me.

Aunt May gets into her car and drives after them. Fury groans in annoyance and looks at Angela. She turns around to see what he might be looking at before she realises he is staring at her.

Angela: Are you expecting me to drive off too? I trust them to handle this and somebody needs to watch my grandchildren.

Ben: Need a hand?

Angela: You know what you're doing?

Anya: I do. I babysit my cousins on a monthly basis for my uncle.

Back with our main character, he has caught up with and tackled Gwenom into a water hydrant. Gwenom throws him off and he slams into the side of a lorry trailer.

Spider-Man: Ow.

Gwenom: Can't stop the madness, Spider-Man! World goes Crazy Town now!

Gwenom lunges and starts ramming her claws into Peter's chest, making him yell out in pain.

Gwenom: Don't stop screaming, honey!

Cue a very pissed off Ava kicking the symbiotic girl off her husband. Ava stands between Peter and Gwenom.

White Tiger: Gwen, stop! You're killing him!

Gwenom: That's the idea, Cat Lady!

Spider-Man: Ava, there are too many people around.

White Tiger: The park?

Spider-Man: The park.

White Tiger: Lead the way, Web Head.

Spider-Man: Try to keep up, KitKat.

The two heroes run away and Gwenom gives chase. After a few minutes of running/swinging, the three of them arrive in Central Park. They are also unaware that somebody is watching the fight from the shadows. Peter attempts to engage Gwenom but is easily swatted into a tree. Gwenom and Ava briefly fight, trading punches and kicks until Gwenom rams her claws into Ava's left leg.


Gwenom: Yes, scream those lovely screams for me!

Gwenom digs her claws in deeper, making Ava squirm in pain.

Gwenom: You're not fun anymore.

Gwenom chucks Ava into an abandoned taxi and advances back towards Peter, who stands ready to fight again.

Spider-Man: Please, I can help you.

Gwenom: Help me how? This is who I am now.

Spider-Man: Gwen... Don't make me do this.

Gwenom's eyes widen a bit at the sound of sincerity in Peter's voice for a brief second before she hears a whistle in the distance that makes her lose any sign of emotion in her body language and voice.

Gwenom: ... My name is not Gwen. It's Joyce Delaney. The name my creators gave me besides Mania.

Spider-Man: Creators?

Gwenom: Forgive me, Peter, but I have to kill you now.

Gwenom rushes her opponent and prepares to behead him... but gets one more blast to the face from Teresa.

Spider-Woman: I said back off. You won't touch him or my family again.

Gwenom says nothing as she stares blankly at Teresa.

Spider-Woman: C'mon, big girl. What're you waiting for? You want to hear someone scream, right? Here I am.

Gwenom tilts her head before raising her hands... and they extend to grab Teresa just to slam her into the ground.

Gwenom: You are not my target. Don't interfere with my mission again or I won't show mercy.

Ava runs up and attempts to slash Gwenom's back but a tendril shoots out and restrains her.

Gwenom: Same to you, Mrs Parker. Stay down and let me kill Peter Parker.

White Tiger: [struggling] Go to hell!

Gwenom: I'm already here.

Gwenom then slowly walks towards Peter, who gets into a stance and takes a couple of breaths. Suddenly, Gwenom is hit by a massive sound wave coming from a sonic cannon. The symbiote screams in agony as Joyce attempts to break free. Everyone turns to see a man standing before them. A man that looks like someone that our heroes know very well. A man that has the face of... Richard Parker.

Richard: Get her free of that thing now! This won't keep her down for long!

Peter and Teresa then shoot web lines that attach to Gwen and they pull the girl out of the symbiote, leaving Gwen lying unconscious in her underwear. Then Ava runs over to stuff the symbiote into a recycle bin. She sighs in relief after that. Peter and Teresa stare at the guy that looks like their dad, who waves at them. This is when Aunt May arrives on the scene. She gets out and stares in shock at Richard.

May: Richard...

Richard: Hey, May. Long time, huh?

Spider-Man: You know this guy?

Aunt May: Yes, and so do you and your siblings.

Spider-Woman: May, is that who I think it is?

May sighs in defeat and walks between her nephew, her niece, and the strange man. May looks to the man as tears run down her face then looks towards Peter and Teresa.

Aunt May: Peter. Teresa. I'd like you to meet Richard Parker, your dad.

Peter and Teresa stare in shock at that revelation. Their dad approaches but Peter takes a step back.

Richard: Is something wrong, buddy?

Spider-Man: You're not my dad.

Aunt May: Peter!

Richard: What makes you say that, Peter?

Spider-Man: Because I saw the video. You and Mom were murdered by Those Nazis on the plane-.

Richard: The plane? Right, THE plane. The plane crashed, yes, but I was brought back to health by a family that took me in.

Spider-Man: What about Mom?

Richard looks down in regret.

Richard: Sorry, buddy, but she died in the crash. I tried my best to save her but... I am so sorry.

Peter looks to May and Teresa.

Spider-Man: Did either of you know our dad was alive this whole time?

Aunt May: She didn't, Peter. I did for eight months now.


May: I was trying to protect you!

Spider-Man: Protect me from what, May?! From the fact that my dad was never actually dead?!

May: I was trying to protect you from him! He let your mother, my best friend, die in that plane crash!

Peter says nothing after that. He lowers his head after putting on his mask and runs out of the park and into the city.

Aunt May, Teresa, and Ava: PETER!

Peter swings along the street trying not to think about these new revelations. His dad is alive, the girl that looks like Gwen may not be Gwen, and his aunt kept the fact that his dad was alive from him for eight months. After a long swing, he arrives at The Empire State University and sits at the very top of it. He starts slowing his breathing as he tries to calm down. Suddenly, he gets tackled by an unseen attacker and punched repeatedly in the back as he hits lands on one of the falcon heads. Peter groans in pain as he tries to spot his attacker. Unable to sense the guy, Peter slowly backs up towards the wall... and feels something sharp penetrate his skin. He looks down and notices a blade sticking out of his hip. He grasps the blade, which gets pulled out from behind and makes Peter yell out in pain. Peter then gets a chop to the neck and loses consciousness. He plummets towards the ground as we fade to black.

Chapter Text



We open with a young man in a wheelchair arriving outside Empire Unlimited. He has long brown hair, is wearing glasses, and looks to be in his thirties. This is Alistair Smythe. He notices a huge bit of debris falling from the tower, which appears to be part of a wall.

Smythe: That's weird. I better call Father.

Before Alistair calls his dad, he notices a man webbed up to the debris and a web line holding it a few feet from the ground. Alistair moves in closer and realises the webbed up man is his father.

Smythe: FATHER!

Cue Peter dropping Spencer Smythe due to being attacked by Regent. All Alistair can do is watch his father hit the ground, buried by the debris.


Smythe rolls over to try and uncover his dad's body, finding it after a couple of minutes. Spencer gives his son one last loving look before passing away at his wheelchair. Smythe breaks down and gets out of his wheelchair to be with his father.


Alistair is staring at his father's tombstone in both regret and anger.

Smythe: Father, I don't know all the facts but I just know Spider-Man is responsible for this. Somehow, I will make him pay for killing you. That bastard will pay with his life.

Just then, an unseen figure stands beside Alistair. And yes, it's the person responsible for the events of this storyline who's identity will remain a secret until the final act.

???: Yes, Spider-Man has a habit of getting innocents hurt, doesn't he? George Stacy, Harry Osborne, Gwen Stacy, and now your father.

Smythe: Who are you?

???: Just someone that wishes to pass on his condolences to you.

Smythe: Thank you but I'd rather...

???: Vengeance on the one responsible for your father's death?

Smythe: Yes. Is it wrong to think that in a place like this?

???: In a graveyard, yes. However, we are only human. What if, and bare with me, I can give you the resources to enact your revenge on Spider-Man? All you have to do is work for me and your father will be avenged.

Smythe: ... If I say yes, would you attempt to stop me or my work in any way?

???: Of course not, Alistair. I see genius beside me and I don't stand in the way of geniuses, especially one with your qualifications. What do you say? nterested in working for me andavenging your father?

Smythe sees the obscured figure offer a handshake... which Alistair accepts after a while.


We cut to Jess stepping out of her shower and drying off her hair. Without even looking into her bedroom, she can tell someone is there waiting on her.

Jess: What are you going to tell me now, Ly?

Olympia:  I am not here to tell you anything. I just want to find out what's bothering you lately.

Jess: Nothing. Just relationship problems with Angel.

Olympia: What kind of problems?

Jess: If I say, promise not to tell Mother or my friends.

Olympia: I promise.

Jess: ... Angel and I... We broke up a fortnight after Peter's wedding.

Olympia: I'm sorry. That can be rough.

Jess: Says the strongest woman in the universe dating my mother.

Olympia: So what exactly happened?

Jess: Me being a dumbass is what happened.

Liiri: Not entirely true, Fledgling.

Jess: It was, 100%. We were having a talk about the future, some things were said or proposed, and I might've said I didn't want to settle down because of being a hero is what I always wanted to do.

Olympia: But you won't always be around to be a hero forever, Jess.

Jess: I know. We yelled at each other after I said something stupid. I'd rather not repeat it.

Olympia: I'm sure it wasn't that bad.

Jess: Well... Ever say something you'd regret to my mom? It was along those lines.

Olympia: Oh, that IS bad. Question is, what are you planning on doing about it?

Jess: I don't know. I think of something.

Cue UV busting in.

Uncanny Valley: Jess, we have to go and help our friends now!

Jess: Why? What's up?

Uncanny Valley: There's no time to explain! Transform and let's go!

Jess: Fine, Sis. Liiri?

Liiri: Wings Of Liberty?

Jess: Wings Of Liberty.

Cue transformation. The two young heroines fly out the window and towards to wherever their friends are.

Uncanny Valley: Peter is falling off The Empire State Building!

Eagle: What?! Let's help him!

Uncanny Valley: What about the others?

Eagle: I'm sure they can handle whatever they're dealing with themselves until we get there! Let's move!

They fly towards The Empire State Building as we fade to Fury waiting beside a Quinjet for the heroes to return. To his relief they return alive. Gwen/Joyce is still unconscious and is carried over by Richard.

Richard: She needs help, Fury.

Cue Fury getting out his gun.

Nick Fury: Who the hell are you?

Spider-Woman: Point that gun away from my father, Director Fury!

Nick Fury: Teresa, you don't give me orders for one thing. For another, your dad has been dead for over a decade.

Richard: Did they ever find my body?

Nick Fury: You don't get to ask questions right now, Stranger.

Aunt May: For God's sake, put the gun down!

Spider-Woman: Did you ever find my father's body, Fury?

Fury keeps his gaze on Richard as well as the gun. After a long ten minutes, Fury gives in and lowers the weapon.

Nick Fury: No, we never found a trace of his body. We assumed it went down with the plane.

White Tiger: Can we please discuss this elsewhere? More importantly, where's my children?

Angela: In here with me and Ben.

White Tiger: Mom!

Ava runs up and hugs her mother tightly. Ava then takes notice of Ben holding Benjy inside the Quinjet. Ava walks over, unmasks herself, and places a hand on his shoulder.

Ava: Thank you.

Ben: You're welcome. They are good kids.

Ava: Yeah, shame the same can't be said for their mother. Constantly leaving them because of some bad guy.

Ben: I guess we all still have things to learn.

Ava: Yeah, I guess so.

Anya: Um, I'm here too?

Ava: Did you watch my babies?

Anya: I watched him watching your babies. Does that count?

Cue a death glare.

Anya: Yeah, I think I'll get back to work on finding out who Blondie is.

Ben: Again, thank you.

Anya: Don't thank me just yet, Ben.

The others enter the quinjet.

Nick Fury: Alright, people! Wheels up!

Ava: We are not leaving without Peter.

Nick Fury: Who said we were leaving without him? Not me, that's for certain.

The Quinjet takes off and zooms towards the city. Over with Peter, just before he can hit the ground, Jess swoops in and flies him to safety on a nearby rooftop. UV joins them and applies medigel onto Peter's wound.

Spider-Man: Thanks. Ow.

Eagle: Walk it off, big baby.

Spider-Man: Good to see you too, Jess.

Uncanny Valley: I would recommend lying still, Peter, but you're just going to move around anyway.

Spider-Man: Yeah, because some dude stabbed me and is right behind you!

UV quickly dodges an attack by the new villain. He is seen wearing a metal biorganic carapace modeled after both Spidey's and Venom's symbiote forms but with large blue eyes on the face, a dark grey spider symbol on his chest, talon like feet, spiked shoulders, clawed hands, and a pair of metallic tendrils sticking out of his back. This is Spider Slayer.

Spider Slayer: Greetings, Murderer And His Accompliceses, here to be slain by my hands.

Eagle: Great, another psycho that wants you dead. What else is new?

Spider Slayer: I'm not a psycho. I am-.

Spider-Man: Let's see... I have a doppleganger that can turn into a Goblin, another doppleganger with blonde hair, Gwen is alive sorta with a symbiote, and my dad is alive.

Uncanny Valley: Impossible.

Spider Slayer: If I might interrupt...

Spider-Man: Sorry about that. Where you saying something?

Spider Slayer: Hello, my name is Alistair Smythe. You killed my father. Prepare to die.

Spider Slayer charges and tries to slash Peter but our hero gets pushed out of the way by UV, who takes the full force of the strike.

Eagle: SIS!

Uncanny Valley: I am unharmed. Robot, remember?

She then kicks Smythe in the crotch and throws him over her shoulder. Peter quickly webs him to the ground.

Spider-Man: Listen, Smythe. I never killed your father. I tried to save him but Regent made me drop him.

Spider Slayer: STOP! LYING!!!

Spider Slayer breaks free and scratches the left side of Peter's mask before following with a gut punch and uppercut combo. Jess leaps in and kicks Smythe in the face before spinning back around after landing on her feet just to kick him in the teeth.

Spider Slayer: DAMMIT!

Eagle: Man up, wuss! You're not dealing with Tobey Maguire!

Cue a punch, punch, low kick, uppercut combo! Spider Slayer is really annoyed right now. Peter tags in and kicks the dude in the face... and feels Spider Slayer's right tendril ramming into the upper left thigh.

Spider-Man: AAGH!!!

Spider Slayer: Whoops. I meant to aim for your head.

Peter gets slammed into the ground before getting tossed off the roof. UV swoops down to save him but feels a tendril go right through her left shoulder. UV drops him next to a manhole cover. Spider Slayer leaps down and trots over to finish Peter, who is groaning in pain.

Spider Slayer: Well, asshole, any last words?

Spider-Man: Yeah. Up above.

Spider Slayer: Up above?

Cue Teresa leaping down and blasting the hell out of Smythe, rendering the guy unconscious.

Spider-Woman: Up above. You good, baby brother?

Spider-Man: You took your time.

Spider-Woman: Someone had to deal with Dad and the rest.

Spider-Man: That man is not our dad, Teresa. I saw the video.

Spider-Woman: Not this again. At least get on the quinjet so we can sort this out.

Spider-Man: Not with-. LOOK OUT!!!

Peter pushes Teresa out of the way of several incoming fireballs and takes the full force of their explosion. He slams into a wall and barely stays conscious. The last thing he sees before blacking out is the quinjet hovering above him getting hit by multiple fireballs launched by Dark Goblin. Some time has passed and Peter wakes up lying on the ground in a warehouse by the looks of it. He can make out two figures approaching him and he knows that one of them is Dark Goblin. However, his eyes widen in complete terror as soon as he hears the laughter of a man he hoped never to see/hear again. A man responsible for everything bad that happened in his life. A man that murdered the first girl he ever truly loved. A man named Norman Osborne. A man who is better known to everyone in the whole world as...

Goblin: Hello, Parker. You look well after all these years.

Peter stands up and just stares in complete horror while memories of that night come flooding back into his mind as we fade to black.

Chapter Text

We open with... a flashback, from Norman's point of view, to Norman's death as the glider rams into his chest and he drops to the floor dead.

Elisa: What did you do, kid?

Spider-Man: ... I didn't do this.

Spider-Man: Elisa, is she..?

Elisa: I'm sorry. She's gone. Peter, wait!

Norman begins smiling to himself, knowing he broke Peter, and this though gets interrupted... by someone firing eight bullets into his head.

Elisa: Angela, what the hell!

Angela: Just to be safe, Elisa.

That was Norman's last memory of that night before he slips into the quiet embrace of death. We fade to the present as Dark Goblin is breathing heavily in The HYDRA transport, not moving an inch while guns are aimed at his face. His gaze is fixed on Madame Hydra and he growls low at her.

Madame Hydra: Is that any way to thank me from saving you from SHIELD?

Dark Goblin: I would have gotten out on my own without any problems.

Madame Hydra: Oh, I'm sure that's true. Now, I take it you want to know why I saved you?

Dark Goblin: If by "saved" you mean "liberated and the kidnapped", that would be correct.

Madame Hydra: The truth of the matter is I need your help. Or, more accurately, HYDRA needs your help.

Dark Goblin: Not interested in helping Nazis. Hell, NOBODY would even consider working with Nazis.

Madame Hydra: Oh, the thing I want you to do is not for HYDRA or it's own good but for yours.

Dark Goblin: What do you mean by that?

Madame Hydra pulls out a hologram projector and activates it. Dark Goblin, to his shock, gets shown a hologram of the dead body of Norman Osborne in a containment tube.

Dark Goblin: Father...

Madame Hydra: Interested now?

Dark Goblin: What have you done to him?

Madame Hydra: I have injected him with every known serum capable of reviving the dead for the past four and a half years but there are some minor side effects.

Cue the hologram showing their first attempt at reviving Goblin where Goblin goes nuts and murders everyone in the room by any means available.

Madame Hydra: As you can see, he is nothing more than a mindless beast right now.

Dark Goblin: How?

Madame Hydra: It might be because The OZ in his system has degraded further since he last fought Spider-Man.

Dark Goblin: What do you know about OZ and Spider-Man?

Madame Hydra: How'd you think Norman got the funding for his projects at Oscorp before it got merged with The Roxxon Corporation? HYDRA has backed him all the way since he began his company without him knowing about it. As for Spider-Man, he is nothing but a thorn in our organisation's side for a long time that needs to be removed just like his parents.

Dark Goblin: Then we have a common enemy. What do I need to do?

Madame Hydra: HYDRA has everything you need to help you fully revive your father. Bring him back and do whatever you want afterwards.

Dark Goblin: How do I know you won't betray me?

Madame Hydra: [smirking] You don't.

Dark Goblin: Thankfully, I don't need the tools of a bunch of Nazis. If I am to properly bring my father back from the dead, then I need to get him to the old lab outside New York.

Madame Hydra: How do I know that you're not walking my men into a trap?

Dark Goblin: You don't.

Madame Hydra just nods at that as we fade to them arriving outside the lab from previous storylines (Spider-Man: Best Of Enemies and Spider-Man: Turning Point). They all walk into the abandoned lab and notice the place is still a bloody mess.

Madame Hydra: Have everything you need?

Dark Goblin: Yes, now give me my father now.

Madame Hydra: He is already arriving.

Cue four men carrying a huge container with Norman inside. Norman has the eyes of a rabid animal, opened scars and bullet wounds, and roars uncontrollably.

Dark Goblin: What did you do?

Madame Hydra: He killed several platoons of fine men. They tried to kill him but this son of a bitch refuses to die.

Goblin: Nustnustnustnustle! Must kill everything! He needs dead!!! Parker! Parker!!!! Little Spider spins a web so tight! Little Spider let his lady die tonight!

Dark Goblin: Father, it will all be better soon. I can make you better.

Goblin: Better says Precious! Better dead than smeg. Better alive than unalive.

Madame Hydra: Good luck, Young Man. Our business is over. I give you your father to fix and I leave with my men.

Cue HYDRA pulling out of the facility. Dark Goblin looks to his father and then to his lab equipment.

Dark Goblin: Better work quickly if we are to kill Spider-Man together, Father.

Dark Goblin changes into his human form and gets to work. He activates a computer and runs through every possible OZ Formula schematic  in the hopes of bring Gobby out of his maddened state. Half an hour has passed and Dark Goblin finds nothing.

Dark Goblin: This is HOPELESS!!! I was so close. This is-!

Goblin: This is... This is! This... Hiiiissss... Psi. Psi. Psi!

Dark Goblin just looks at his father before shrugging it off. He begins a new theory when Norman starts breaking out of the container.

Goblin: Psi! PSI!!!!

Goblin leaps at his cloned son, throws him to the side, and begins typing away. Dark Goblin gets back up and transforms to get his father into a choke hold.

Dark Goblin: Stop fighting, Father! I'm trying to-!

Goblin: [breaking free] PSI! Psi!

Dark Goblin: "Psi"? Father, what are you trying to say?

Goblin drops to his knees laughing away before taking a really deep breathe. Goblin looks at Dark Goblin with some form of sanity.

Goblin: Include a Psi Algorithm into OZ.

Dark Goblin: ... Yes, that might work. Thank you, Father.

Dark Goblin gets to work synthesising The OZ-Psi Formula made from The Psi Algorithm and The OZ Formula in Dark Goblin's blood. After five minutes of work and strapping his father to a work bench, Dark Goblin prepares to inject the new formula into his father.

Dark Goblin: This might hurt a bit but it should bring you back to normal. Here goes nothing.

Dark Goblin injects the formula into his father's chest, right between his chest wounds that came from his glider. Nothing happens for five seconds. After that...


Goblin continues to roar in pain as his wounds slowly heal and he starts resembling his Phase 2 Goblin form only this time his horns have gotten much larger along with the spikes on his shoulders, fore arms, and knees. Once the transformation is complete... he flatlines. Then the monitor starts beeping again as Norman's heart beat quickens. Then Norman's eyes shoot open and he roars in pain. Dark Goblin runs to his side and rubs his back. Norman calms down before turning his sights on Dark Goblin. Norman grabs Dark Goblin by the cheeks and begins to slowly burn the monster.

Dark Goblin: Father, stop this...

Norman stops once he takes a whiff of Dark Goblin's scent. The person in front of Norman may have Peter Parker's face but he has Harry Osborne's blood flowing in his veins.

Goblin: Sssssssssssssssssssssssson...

Norman lets go of his cloned son.

Dark Goblin: That's right. I'm your son, born from Harry and Parker's DNA.

Norman muses over that for a moment before remembering the last thing before his death was the glider ramming into his chest and Angela del Toro putting several bullets into his forehead just to make sure he stays dead.

Goblin: My... My chest? It's healed?

Dark Goblin: I transfused some of my OZ blood into a new batch of The OZ Formula. Then I mixed in a stabilising agent that you suggested in your maddened state and it appears to have fully healed your injuries.

Goblin: [rubbing his forehead] Impressive. What's your name?

Dark Goblin: Dark Goblin.

Goblin: What's your birth name, Dark Goblin? The one your creator gave you.

Dark Goblin: ... Gabriel.

Goblin: Thank you, Gabriel. You're everything I need in a son. Loyal, smart, and strong. Unlike your brother, Harry.

Dark Goblin: He has redeemed himself and turned his back on our family.

Goblin: Has he, indeed? I have missed out on a lot of things, then. What of Parker?

Dark Goblin: He is still alive and still a hero. He is also married now to the one called White Tiger and had offspring with her.

Goblin: Hmm... That is interesting to know. I had planned to become a force to be reckoned with once, Gabriel, and show the world the next step in our evolution through the wonders of The OZ Formula but Parker and his allies ruined that countless times which soon resulted in him killing me in cold blood after I murdered his beloved Gwen Stacy.

Dark Goblin: I will aid you in your revenge however I can, Father.

Goblin: Yes... Yes, I think I'll start with revenge on that little wall crawling bastard.

Goblin then walks over to a large set of dark maroon armour and puts it on minus the gloves because why would a guy that can throw fire need gloves. Goblin presses a button on his left wrist device and summons a newer model of his glider which is now shaped like a bat. Goblin leaps onto it as it hovers towards him and takes flight, laughing as he does this.

Goblin: Come, Gabriel. We have a spider to crush beneath our feet.

Gabriel transforms into his Goblin form and joins his father in the sky. They both head out towards New York to confront the one "responsible" for Norman's death. The one called Spider-Man. We fade to black.

Chapter Text

We open with Teresa coughing as she finds herself buried underneath a bunch of rubble.

Spider-Woman: What the hell..? Oh God, Peter-! Ow!

Teresa looks at her right leg and sees shrapnel lodged into her knee. She painfully pulls it out before crawling out of the debris and getting helped by Ben.

Ben: Teresa, here. Let me help. You can't move with that leg.

Teresa gets helped to her feet by Ben and uses him as a crutch.

Ben: C'mon, we need to help the others.

Spider-Woman: Ben, where's my brother?

Ben: I don't know. After the attack from those Goblins, everything happened so fast.

Spider-Woman: Wait, "Goblins" as in plural?

Ben: Yeah, one was black with wings and the other was green on a glider.

Teresa's eyes widen at that last revelation.

Spider-Woman: No... He's suppose to be dead.

Ben: Who?

???: MAYA!!!

The two look over at Ava, who is holding Maya closely. They notice that there is a scar on the left side on Maya's torso, which is bleeding slightly. Ben helps Teresa over to her sister in law, which is when Richard approaches Ava.

Richard: I can-.

White Tiger: Stay you back! I don't know or trust you yet.

Richard: Then let me prove myself. She is bleeding heavily and needs medical attention right now. I know some first aid and will provide if you let me. Please.

Teresa decides to ease the growing tension before Ava attacks Richard.

Spider-Woman: Trust him, Ava.

White Tiger: Why?

Spider-Woman: He's Richard Parker, my father and your father in law.

Ava takes another look at him before relenting.

White Tiger: Save my baby girl. Please.

Richard acts quickly to patch up Maya as best he can as the ambulances start arriving. UV and Jess save a few bystanders trapped in rubble while Angela and May escort them to safety.

Eagle: Flash picked one helluva time to join the army. We could've used his help right now.

Uncanny Valley: Well, there is another symbiote user in the city.

Eagle: Oh, you know Eddie is still unconscious at XanaTronics until Peter cures him.

Uncanny Valley: Eddie Brock Jr is not who I'm talking about.

???: She means me.

Cue Gwenom, rebonded with her synthetic symbiote, walking over and lifting a huge chunk of debris out of the way. People that were trapped underneath flood out of the wreckage.

Eagle: Thanks.

Gwenom: Anytime, Jess.

Eagle: Uh, how do you know my name?

Gwenom reveals her face. This leaves Jess shook.

Eagle: It can't be. Gwen?

Gwenom: My name is Joyce Delaney.

Eagle: You're supposed to be dead.

Gwenom: Sorry to disappoint.

Uncanny Valley: Doing a satellite scan... Gwen Stacy is still in her grave. This is possibly a clone.

Eagle: Clones? Cloning people is impossible, ain't it?

Uncanny Valley: Illegal, yes. Impossible, apparently not.

Eagle: Hey, Peter, what's going on?

Uncanny Valley: Peter is not here, Sister.

Eagle: Lemme guess, that blonde cutie with Peter's face is a clone as well?

Uncanny Valley: Correct. Peter is in a warehouse with-.

UV drops to her knees and shock fills her facial expression.

Eagle: What is it, Sis?

Uncanny Valley: Norman Osborne is alive and has Peter.

Unfortunately, Ava hears that reveal.


Angela: We will but right now we have to help these people.

White Tiger: But-!

Uncanny Valley: Do not worry, White Tiger. Someone is already going after Peter. They were in the area anyway so I messaged them to save him from Osborne.

White Tiger: Thank God. ... Wait, UV, who did you message?

Before UV answers, we cut to the warehouse where Goblin and Dark Goblin have Peter. Peter is standing and staring at Osborne in complete frozen terror.

Goblin: What's wrong, Parker? Scared of ghosts?

Peter says nothing as he just stares in pure terror.

Spider-Man: You're not real. Norman Osborne is dead. Deader than a door nail.

Goblin: I'm appalled that you would even think that after I helped you murder your girlfriend by throwing the fireball that sent her flying off that bridge. I guess you just need reminded how real I really am.

Goblin lunges and punches Peter into a wall faster than Peter can react. Before our hero makes a counter move, Dark Goblin kicks the hero in the left thigh before punching him into the ground.

Goblin: NO! Parker is mine!

Goblin lunges and tries to land a fatal punch but Peter dodges at the last second. Peter web kicks Goblin in the face before following up with a barrage of punches to the face and chest until Goblin grabs Peter by the face and slams the hero into the ground three times. He throws Peter into a nearby crate and rushes him, both getting into a grip battle. Norman decides to taunt his greatest foe.

Goblin: Your precious Gwen Stacy, I remember throwing the fireball that knocked her off that bridge all those years ago. Do her screams still keep you up at night, Peter Parker?

Enraged, Peter breaks the lock and throws point blank punches that Norman casually dodges until he gets bored and kicks Peter into a wall, almost getting lodged into it. Peter slowly gets back up and charges Norman, who steps to the side, grabs Peter's left arm and uses his flames to burn it.


Goblin: There's the pathetic loser I know that failed to save his loved ones from some psycho living in this world!

Goblin then spins around on the spot with Peter in his grip and lets Peter go flying into a wall. Peter struggles to get back up but just can't do it. Goblin approaches, smiling with malice and ready to kill the hero. Norman grabs Peter by the collar and just delivers a gut punch to make sure Peter stays awake for what comes next.

Goblin: Don't fall asleep on me now, Parker. I want you awake to witness the death of your wife, your children, your aunt, your brother, and all of your allies until you are ready to beg for me to end you just to stop their suffering.

Spider-Man: I... I won't let you...

Goblin: [smirking] You can't stop me. Hell, nobody you know can stop what I'm going to do to you.

Suddenly, someone bursts in through the skylight and lands beside Dark Goblin and quickly webs the monster's eyes. Goblin looks up in anger at who just arrived. The person in question being Kaine Parker, also known as...

Scarlet Spider: Oh, I dunno about that. I might know a guy.

Spider-Man: Kaine...

Goblin: You!

Goblin drops Peter and runs over to Kaine, who leaps over the green monster and stands before his younger brother.

Scarlet Spider: Too slow, Dead Man.

Goblin: I'm not the one that's gonna be dead in a few seconds!

Kaine cracks his neck and runs to fight Goblin. They trade a few blows and Kaine kicks the monster back a bit before leaping into the air and delivering a kick to the forehead. Peter gets back up and goes over to help his brother while Dark Goblin recovers and joins in. The Osbornes manage to push The Parker Brothers back towards a wall. Peter and Kaine share a look and nod before bracing themselves. The two Goblins raise their fists and attempt to punch their enemies but they leap out of the way and swing out of the building.


About half way from the warehouse, Peter loses consciousness mid swing and drops to the ground. Kaine swings back and catches his brother before he hits the ground.

Scarlet Spider: Don't worry, Punk. I got ya. Now, let's get you some help and find out what's been happening while I was away.

Back inside the warehouse, Goblin and Dark Goblin leave the building... and then destroy it with their fireballs before heading back to the lab. Goblin walks over to his desk and sits to ponder his next move.

Dark Goblin: What now, Father?

Goblin: Now? ... Now we go into hiding and plan, Gabriel. I waited a long time for revenge on Parker and I am more than happy to wait a little bit longer.

Dark Goblin: But he will let his friends and the likes of Fury know about you and will try to track you down.

Goblin: [grinning evilly] ... I am counting on it.

We cut to the continuing scene of paramedics and police officers containing the situation. Leading them is Jane Foster.

Jane Foster: Okay, line up the seriously injured in one line and get the minor injuries lined up for Claire.

Nick Fury looks around him and is reminded of his early missions for SHIELD back when he was only a field agent.

Spider-Woman: You alright, Sir?

Nick Fury: Yeah, Agent Parker. Just getting old memories is all.

Spider-Woman: How are you gonna explain this to Mayor Keynes?

Nick Fury: I'll think of something-. Mrs Parker, your arm!

May looks down to see her left arm bleeding badly.

Aunt May: Oh, that explains the dizziness...

May collapses into Angela's arms.

Angela: I'll get her inside.

Angela escorts May over to Claire as Ava sits with her children. Richard approaches her.

Richard: You should get her look at, young lady.

White Tiger: *sigh* I know, Mr Parker. I just wish I knew if Peter was alright.

???: I might be able to help in that department.

Everyone looks towards the source of the voice and gasp in shock at the arrival of Kaine.

Scarlet Spider: [carrying an unconscious Spider-Man] He needs help, guys.

White Tiger: Web Head!

They all rush over to Peter as we fade to black.

Chapter Text

We open early the following morning with Peter in a hospital bed (again) and hooked up to a heartbeat monitor. In his mind, he is remembering his last fight with Goblin from their last fight to Gwen's death. The last thing he sees in this nightmare is Gwen's carcass rising from the grave to grab at him. Peter wakes up yelling in fright. Ava rushes in.

Ava: Hey, Peter, it's fine! You're alright.

Peter: Where's Osborne?! He's alive, Ava! Where is-?

???: I have agents tracking him down as we speak.

Peter looks towards the door and sees Nick Fury standing there.

Nick Fury: Been a while, Mr Parker.

Peter: Fury...

Nick Fury: If you're pissed about the whole barging into your home with guns aimed at your head situation, I apologise and wish to start over.

Peter: Where are Ben and Gwen?

Nick Fury: Ben and the girl calling herself Joyce Delaney are in another room with Dr. Corazon and Aeon Hill trying to find out what they are after finding out that Gwen Stacy is still buried in New York's cemetery.

Peter sighs.

Peter: So they are clones?

Nick Fury: Seems that way, despite the fact that it shouldn't be possible with our current technology.

Peter: Lemme guess, you want my help in finding out who might be responsible for this?

Nick Fury: No, what I want from you is a list of possible culprits for this whole mess. Think about who'd want to clone you.

Peter: ... I don't know, Nick. After my encounter with Osborne, I don't know.

Nick Fury: I understand. I'll let you rest up.

Fury turns to leave...

Peter: Wait... Di Amara. She mentioned being a clone of Liv Amara.

Nick Fury: We haven't been able to locate her since the crap with Mr Negative.

Peter: Then we have no other suspects. Despite our encounter, I doubt Osborne is behind this.

Nick Fury: My thoughts exactly. What about his son, Harry?

Peter: I dunno. I'll need to pay him a visit-.

Peter tries to get up but is pushed back into bed by Ava.

Ava: Not until you're feeling better, Mr Parker.

Peter: Ava...

Ava: Listen, I know this is both important and confusing but you're better off recovering and letting someone else go in your stead.

Peter: Alright, KitKat.

Nick Fury: I'll ask your sister to handle it until you're a bit better. Goodbye for now, Mr Parker.

Fury leaves... and Peter lies back in the bed, defeated.

Ava: Hey, you okay?

Peter: Not really...

Ava leans in and kisses her husband for half a minute.

Ava: How about now?

Peter: That might've helped a bit.

Ava: Thought so.

They then have another kiss. Ava is slowly getting on top of her husband... and Claire walks in, making Ava leap back and sit in the chair next to the bed.

Claire: Do I need to get a spray bottle for you two?

Ava: Sorry, Dr Temple.

Claire: Relax, Mrs Parker, I've seen worse happen in here. Now, Peter, how are you feeling? Any pains?

Peter: Just a few light bruises, a thing.

Claire: Uh huh (!). Let's double check just to be safe.

Peter: Wait, my kids-!

Ava: Are fine thanks to your dad. He's with them and he helped save Maya.

Peter: *sigh* Thank God. Or, in this case, Thank Dad.

Outside, Kaine is staring at Ben and Joyce as Anya runs more tests on them. Teresa approaches.

Teresa: Peter's gonna be fine, Kaine.

Kaine: Good to hear. Did Ava tell him about Maya and May?

Teresa: I assume so. We'll know right about...

Peter: WHAT?!?!

Kaine: Okay, and what's their story? Last time I checked, Gwen Stacy is dead.

Teresa: According to Peter's robot friend, Ben and Joyce are clones of Gwen and Peter.

Kaine: That's impossible.

Teresa: Yeah, we know but the evidence says otherwise.

Kaine: And what about the guy with our niece and nephew?

Teresa: It's our dad.

Kaine: Can't be.

Teresa: Oh not you too. Can't you both just be happy he's back?

Kaine: Sis, our brother and I have watched the video of their deaths. No one could survive being shot in the chest AND a plane crash. Well, except for Superman, Supergirl, Invincible, Superboy, Zod, Ursa, Non, the sexy evil Kryptonian lady from Man Of Steel, Wonder Woman, Goku, Vegeta-.

Teresa: Okay, I get it!

UV approaches.

Uncanny Valley: What's going on? Is it about that man with your niece and nephew?

Teresa: Yeah, Peter and Mr Grumpy here are convinced he's not our father.

Uncanny Valley: Scanning... They are correct, Teresa. He is not your father.

Teresa: What?

Kaine: Told ya so.

Anya walks out with Joyce and Ben.

Anya: Okay, it's official. These two are perfect clones of both Peter and Gwen.

Kaine, Teresa, and UV slowly turn to glare at Anya.

Anya: I walked into the middle of something again, didn't I?

Ben: Teresa, what is it?

Teresa: Ben, take Joyce to where the staff have my niece and nephew now. Anya, keep a close watch on Joyce in case she tries to murder them and/or my little brother. Kaine, and UV, get Jess and follow me.

Inside Aunt May's room, she sits up in her bed thinking about these events. Richard walks in to check up on her.

Richard: How are you feeling?

Aunt May: I'd be a lot better without you here.

Richard: C'mon, May, don't be like that. I saved that baby girl's life.

Aunt May: That "baby girl" is called Maya and she is your granddaughter! The baby boy that Ava and Peter also fuss over is Benjy, your grandson!

Richard: What? I... I'm a grandfather?

Aunt May: Of course you wouldn't know! After all, what could be more important to The Great Doctor Richard Parker other than his work?!

Cue Peter walking in.

Peter: May, please.

Aunt May: Peter, thank God you're safe!

Peter: You can thank Kaine for that. If not for him, I'd be dead.

Aunt May: That's a relief. Now, if you would kindly ask your father to leave, I'd be eternally grateful.

Teresa: That can be arranged.

Everyone in the room looks to see Teresa, Kaine, Jess and UV walk in to surround Richard.

Peter: Hey, guys, what the hell's going on?

Kaine: Stay out of this, Punk.

Peter: Kaine, that's our dad.

Uncanny Valley: No he's not.

Peter: Uh, yeah he is.

Uncanny Valley: No he's not!

Richard: Yes I am.

Teresa: You stay out of this until we get this sorted out.

Aunt May: Okay, what is going on?

Uncanny Valley: That man standing in this room is not Richard Parker.

Peter: ... Son of a BITCH, I knew it!

Aunt May: Richard?

Richard: I'm not Richard Parker? Then who am I?

Uncanny Valley: You are an aged up clone of Peter Parker just without the powers of a genetically enhanced spider. Although, there is a strand of DNA I don't recognise as well as a couple of... Metal implants?

Eagle: Now, you gonna come quietly or are you gonna resist? Please tell me you're gonna try to resist.

Kaine: I'm starting to like you more and more, Jess.

Eagle: Thanks.

Richard: ... I won't resist and I'll gladly surrender to you all if that suits you.

Teresa handcuffs her "father" and takes him outside into the custody of a few SHIELD agents.

Teresa: Take him to the quijet on the roof and wait for me to arrive.

SHIELD Agents: Yes, Agent Parker.

They leave while Richard gives one last look to his son. Peter shakes his head in annoyance.

Peter: Can't believe I almost fell for that. A clone like Ben and Joyce.

Teresa: We were all fooled, Peter. Sorry for not believing you and Kaine.

Peter: Don't worry about it, Sis. If I were in your shoes, I'd probably do the same thing.

Teresa: Good thing Ava told you about Ben and Joyce. Wait, where's Ava?

Peter: She's with Benjy and Maya. Why?

Kaine: We need to check on them in case-.

Cue an explosion that knocks them flying all over the building. Peter recovers quickly and pushes Teresa and Jess out of the way of falling debris.

Eagle: PETER!

Teresa: Eagle, help me. Kaine, check on Auntie. UV, check with the others. I'll stay with Peter.

They all separate. Meanwhile, the others stare in shock at the hole in the wall and in flies a monster on a goblin glider made entirely of fire, wielding a flaming scythe, and has a face that would make the crappy 2020 version of The Grand High Witch think he's overdoing it. This is the newly resurrected Jason Macendale Jr, now known as...

Demogoblin: Greetings, Citizens Of New York! I am Demogoblin and I'm here to send you all to hell, starting with those two adorable babies.!

We cut to black.

Chapter Text

We open with Ava walking in and going over to her children, who are fast asleep.

Ava: So peaceful... Maybe your daddy is right about me sitting the next mission out to look after you two. It'd probably do me the world of good right now due to this whole clone crap. I just hope your daddy sorts it all out.

Cue Ben, Joyce, and Anya walking into the room.

Ava: What's going on?

Anya: No clue but we were told by the British girl to look after your kids.

Ava: First of all, the British girl is Peter's sister and my sister in law. Second, keep Gwen away from my children.

Joyce: My name is Joyce and I wish to cause no harm.

Ava: Bullshit.

Ben: Ava, I know you want to protect your family and so do I but-.

Ava: Family? You're a clone of my husband. You don't have a-.

Ava stops, realising she might go too far and knowing this situation is making her head hurt.

Ava: Sorry, Ben. It's been a long night and I haven't had much sleep.

Ben: Don't worry about it, Ava. I'd do the same thing if I were ever put in your position.

Ava: While we are talking about the subject, did we find out who you two are?

Anya: Yeah, I completed my tests with Uncanny Valley's help and found out that these two, despite some genetic changes to their DNA, are 100% perfect clones of Gwen and Peter.

May: [off screen] And Richard is an aged clone of Peter.

Everyone turns to see May walk in, despite her being told not to move around.

Ava: Aunt May, you shouldn't be-.

Aunt May: I'm fine Ava. Can't believe this whole thing is happening.

Anya: Yeah, it sounds like an idea for a comic plot that has been stretched for too long.

Ben: That's oddly specific.

Cue the wall exploding and everyone getting knocked back into the wall. Ben, acting quickly, shoots a long and big strand of webbing to save Benjy and Maya. Demogoblin hovers in front of Ava, Anya, Ben, Joyce (who has changed into Gwenom/Mania), Benjy, and May.

Demogoblin: Greetings, Citizens Of New York! I am Demogoblin and I'm here to send you all to hell, starting with those two adorable babies!

Ava: Like hell you will!

Ava leaps onto the new villain and forces him to start flying towards the ground, scratching him repeatedly. Demogoblin slashes at Ava's face with his sword, leaving a burning scar on her left cheek. This makes Ava leap off and land on the ground. Angela rushes over, aiming her gun.

Angela: Another Goblin?! Are there more of those pricks we don't know about?!

Demogoblin: Nah, it's just me. ... Unless you count those weird Goblin Sharks I saw in the lab before I made my way over here.

Peter smashes out of the window above, wearing his suit, and lands beside his wife. Seeing this new Goblin has now made him pissed.


Peter leaps up... and gets hit vin the face by a black pumpkin bomb. Once the smoke clears, Peter is treated to flashbacks to his past mistakes from Uncle Ben's murder to Gwen's death. Demogoblin then throws an orange pumpkin bomb at him, which explodes inches away from Peter's face, knocking the hero back and badly damaging his super suit. Demogoblin then gets shot at by Angela and he leaps down to confront the cop.

Demogoblin: Funny move, Cop. You'd look funnier without a head.

Demogoblin rushes her and gets tackled by Ava. Ava then starts punching the guy repeatedly in the face.


Demogoblin: [while getting punched] I won't die like this again to you, bitch.

That comment makes Ava stop.

Ava: Jack O'Lantern?

Demogoblin takes this opportunity to head butt Ava and throw her into an incoming lorry. Demogoblin creates a new fiery goblin glider and heads back towards the hospital room where the twins are. He lands in the room and finds the place empty. He roars in annoyance and makes his way into the hospital, brandishing his sword at docors and patients alike. Then, before Demogoblin can murder a wheelchair bound elderly woman, Ben swing kicks the monster in the face. And yes, Ben is wearing Peter's first costume.

Ben: Can't let you hurt anyone.

Demogoblin: You're gonna stop me, little man? You're clone like me.

Ben: No, I'm nothing like you.

Demogoblin: Then you will die along with the rest of these cattle!

They start fighting, Ben knocking the sword away so they are on even ground. Ben has the monster on the ropes until Demogoblin lands a flaming uppercut to the jaw that sends Ben smashing through the ceiling and landing on the ground of the next floor up. Meanwhile, on the roof, Richard is being placed in the quinjet when the agents get a call from HQ. Richard takes this opportunity to jump them and use an Icer to stun the agents before taking a laptop and fleeing into the hospital again. This is when Demogoblin arrives, carrying Ben by the neck and slamming the new hero into the quinjet.

Ben: Ow.

Demogoblin: [readying a pumpkin bomb] Trust me, Ben, that is a pinch compared to what's next.

Demogoblin throws the pumpkin bomb at the quinjet, exploding just as Ben tries to web the knocked out agents out of the vehicle but fails to do so.

Ben: NO!!!

Demogoblin: Yes...

The monster forms another flaming sword and charges at Ben... only to get whipped in the face by a tendril from Gwenom.

Gwenom: Stay away from him!

Ben: Joyce, stay back!

Gwenom: Sorry, Ben, but I can't do that. Meet up with the others. I'll do my best to hold him off.

They engage in a fight while Ben enters the building via the fire escape. He runs into a hallway and bumps into Teresa.

Teresa: Ben, what's going on?

Ben: Joyce is fighting a new Goblin and needs back up.

Teresa: Where's Peter?

Cut to Peter recovering from that attack. Ava helps him up while Angela gets witnessing people back to a safer distance.

Spider-Man: What happened..?

Ava: New Goblin fighting Blonde You.

Cue Gwenom crashing into the ground beside them.

Ava: My mistake. He is fighting Gwenom.

Spider-Man: "Gwenom"?

Ava: That's what she is basically.

Spider-Man: Gwen, you good?

Gwenom: Parker, I'll live for now.

Cue Demogoblin going back into the hospital to find

Spider-Man: Right. Let's go, Gwen.

Gwenom: My name is Joyce.

Spider-Man: Okay then, Joyce, let's go.

They both swing up... and catch Teresa just as she's flung out of a window.

Teresa: Thanks.

Spider-Man: Anytime, Sis.

The three of them climb into the building to see Ben holding off Demogoblin by himself while protecting Maya and Benjy. Demogoblin makes one last attempt to ram the sword into Ben's thigh, Peter swoops in and lands a knock out uppercut to the left side of the forehead. They then web him up for SHIELD to deal with. Soon after SHIELD takes Demogoblin into custody, our group of heroes have gathered on the roof to discuss their plan of action. Everyone not in their superhero gear have put said gear on.

Spider-Man: Okay, after what just happened with that new Goblin, it's time to get to the bottom of this whole mess. We will split up into teams and find out what we can from our possible suspects. So far, there are two that come to mind right now. Di Amara and Harry Osborne-.

Spider-Woman: Something wrong, Ben?

Everyone looks at Ben, who takes a deep breath before speaking.

Ben: I wanna help out. I know it might be dangerous and I'm probably in over my head but... Something is telling me that this is what I should be doing with you guys for now.

Everyone exchanges a look before Peter gives Ben a nod.

Spider-Man: First thing you need is a suit and something tells me you have a soft spot for my first one.

Ben: Yeah, and I don't know why. I wouldn't want to use it if you're not okay with it.

Spider-Man: No, I am but I think it's a little too 1990's if you get what I mean.

Ben: Yeah, but maybe people need a little bit of that nostalgia in this day and age.

Spider-Man: Alright, Ben. So, what's your hero name gonna be? You can't be Spider-Man because I'm Spider-Man. You can't be Spider-Woman because of the bulge and lack of boobs-.

Cue all of the girls bar UV taking turns slapping the back of Peter's head.

Uncanny Valley: Should I do that as well?

Spider-Man: No thank you, UV. I get the picture.

Scarlet Spider: He can use my hero name, if he wants. Mostly because I'm thinking about retiring from the whole hero thing after this mission.

Ben: Are you sure?

Scarlet Spider: I am, buddy. Besides, you earned it after saving Benjy and Maya. That makes you a Scarlet Spider in my books. Just... Don't do things like I have done them.

Spider-Man: By that, he means basically be like me because he's a huge asshole most of the time.

Scarlet Spider: Watch it, Punk.

Gwenom: Count me in as well.

Spider-Man: Okay, here's the plan. Angela can coordinate with Maza at Police HQ for when we find out if the culprit is in New York. Teresa and Ben, go to Harry's house and find out if it's him. If it is Harry and he's Hobgoblin again, do not engage.

Teresa: Right.

Spider-Man: Kaine, any thoughts?

Scarlet Spider: The only person I know that might have had a hand in this mess is Sevarius. Meaning I need to head back to Texas.

Spider-Man: Right. Then take Gw-. I mean, take Joyce with you.

Scarlet Spider: I don't think so. Aracely is already available and I have a good partnership with her.

Spider-Man: Then Joyce stays with Ava. KitKat, before you protest, I need someone watching out for Aunt ay as well as our kids. She tries anything and I'm sure you can handle it.

White Tiger: I will, Web Head. You can be sure of that.

Gwenom: This should be fun...

Spider-Man: Jess and UV, come with me to get The Avengers. We're going abroad.

Eagle: And where exactly are we going with The Avengers?

Spider-Man: Latveria. To talk to the only man who might know where Di Amara is.

Uncanny Valley: Avengers Assemble.

UV and Jess fly off towards Avengers Tower. Everyone else leaves the building to do their respective missions while Ava approaches Peter. Peter walks over and gently strokes her right cheek, making her purr.

Spider-Man: I'll be back, KitKat.

White Tiger: You'd better be, Web Head.

They separate and head to do their respective jobs. Meanwhile, in a barricaded room, Richard has accessed The SHIELD Database in the laptop he has stolen from the quinjet and looks up his son's history. Richard is not too pleased at some of the things he finds.

Richard: He quit being a hero just because that Gwen girl died? How can he shirk his responsibility as a hero to the city like that?! And that girl is my supposed daughter in law? My son married her of all people?! A Latina?! She's not worthy to be a member of The Parker Family! She is nothing! Less than nothing! I-!

Richard stops his ranting. His eyes widen as memories of a previous life come flooding back to him at the sound of someone whistling Itsy Bitsy Spider. Richard begins crying tears of joy while laughing.

Richard: I... I can't believe it. I remember who I am. I know who I am! Hahahahaha! I know who I really am!

Richard then looks at his reflection and places his hands against both of his cheeks. His face goes from pure joy to pure terror in a matter of seconds.


We cut to black.

Chapter Text


We open in a dark lab. A portal opens and out steps The Doombot and Di Amara. Our guest looks around and gives out a wolf whistle.

Di: Have to say, Robbie, I'm impressed.

Doombot: Lord Doom only uses the best equipment available. Speaking of his excellency...

A door opens and in walks the man himself, who isn't in the best of health at the moment after the whole Galactus debacle where he got beaten up by Majestia. The Doombot bows... and Doom destroys it with one magic blast.

Doctor Doom: Greetings, Miss Amara. I suppose you're wondering why I need your services.

Di: That thought might've crossed my mind...

Doctor Doom: The project is simple enough for someone of your talents, should you accept. You had a run in with Spider-Man, correct?

Di: Yes, and I almost had a look at his real face once I eliminated him. Then your robot showed up and got my interest.

Doctor Doom: I didn't want Spider-Man dead yet because he may have a part to play in my plans for the future. Speaking of the future, what you have is the equipment you'll need to kick start Project Gemini.

Di: What exactly is Project Gemini?

Doom sets a briefcase on a table and opens it, revealing vials of blood of people who's names are obscured. Di lifts a vial and looks at the blood closely just to make sure it's real.

Doctor Doom: How long would it take you to make a few duplicates of himself and people he knows?

Di sets down the vial and smirks.

Di: Six months without any interruptions. Maybe even two years with this stuff, a couple more samples, a few more important genetic tech from the likes of Stark Industries or AIM, and without any pesky assistants. When do I start?

Doctor Doom: ... I believe you just did.

Doom turns on his heel and heads for the door.

Di: And what do I get in return?

Doom stops at the door. His head slowly turns so ha can glare at Di.

Doctor Doom: Your life should be more than enough, Dr Amara.

With that said, Doom walks out of the lab. We cut to black.


We fade to Peter catching up with Jess and UV as they arrive at Avengers Tower. The current members present are Cap, Natasha, Falcon, Xanatos, and Hawkeye.

Captain America: You guys okay?

Spider-Man: Honestly, no. Did you see the news lately?

Black Widow: Yeah, being framed by a guy that looks like ya. I know what that's like.

Xanatos: So does Goliath.

Spider-Man: Where are those guys, anyway?

Xanatos: On a mission with Strange.

Uncanny Valley: Where are the other Avengers?

Falcon: It's just us tonight, UV. Why?

Spider-Man: Because... we need to go to Latveria.

Hawkeye: HA! Wait, you're being serious?

Spider-Man: I need to find out who is trying to destroy my life, Clint, and Doom is the only person I know that might have a clue to Di Amara's whereabouts.

Captain America: You realise if we do this, we'll be breaking several laws.

Spider-Man: I know, and I'm willing to take the blame for it.

Silence as Cap thinks about this.

Captain America: Everyone, get in The Lancelot. We're taking a little trip to Castle Doom.

Later, The Lancelot flies over Siberia before enterin Latverian airspace. Natasha approaches Peter.

Black Widow: Got a minute?

Spider-Man: Yeah, what's up?

Black Widow: I was about to ask you that.

Spider-Man: This whole thing, the clones and Goblin, is making my head hurt and making wonder if I should still do this.

Black Widow: And do you think you should still be a hero?

Spider-Man: Honestly, I don't know.

Black Widow: Well, it wouldn't hurt to take a little break, kid. Maybe spend more time with your kids if you go through with it. I know I should spend more time with James.

Spider-Man: There's something else, isn't there?

Black Widow: I know what it's like to be in this kind of situation. Way back after we formed The Avengers, I had to deal with a sister that walked around killing people with my face. It was a tough time and I just wanted you to know that you can talk to me about it.

Spider-Man: Thanks, Natasha.

Captain America: Okay, Avengers, we're arriving. Remember, only fight back in defence mode only. We're not here to cause too much trouble.

Hawkeye: Too late, Cap. We're spotted!

Cue a barrage of laser fire aimed at The Lancelot, which does a barrel roll and dives down towards Castle Doom, the main attraction of Doomstadt. Our heroes leap out and land in the main courtyard. Doombots emerge from the ground and form laser guns with their right hands.

Eagle: They have pew pew guns! I love pew pew guns!

The robots start firing at our heroes, who dodge and start dismantling the machines however they can.

Doombot: Halt in the name of Doom!

Spider-Man: We just want information, Soundwave!

Before this fight can go on for much longer...


Everyone stops fighting The Doombots and look towards the massive doorway into the castle. Standing in the middle of the doorway is Doctor Doom, who has fully recovered from his fight with Majestia (see Marvel 1616: The Coming Of Galactus). The ruler glares at the heroes.

Doctor Doom: Why do you trespass on my land, Avengers?

Captain America: We did not mean to do so, Doom. However, we are doing this to help our ally, Spider-Man, who wishes to discuss this with you.

Doom turns his glare on Spider-Man.

Doctor Doom: Spider-Man, what do you want with me?

Spider-Man: Dr Van Doome, I only wish to speak with Di Amara. Something tells me that you know where she is and I want to find out if she is somehow involved in my current crisis back home. Please, Doom. I need to know.

Doctor Doom: And why should I tell you anything Spider-Man? What could you possibly offer me in return?

Spider-Man: I'd owe you a favour. Think about it. One of the most beloved superheroes doing for whatever Doom might need help with, whether the task be big or small. Too big of an opportunity to pass up. Anything you choose, I will do willingly.

Eagle: Spidey, no.

Uncanny Valley: Agreed. Do not do this.

Spider-Man: ... That's my offer, Victor. What do you say?

Doom is silent and ponders this for a moment. He looks to his Doombots and...

Doctor Doom: Stand down and let our guests visit Dr Amara.

Our heroes are escorted inside Doom's castle. They walk down a massive hallway until they walk into a lab, where Di is hard at work on her next project. She looks up and notices Doom and the heroes.

Doctor Doom: Dr Amara, somebody wishes to speak with you.

Di Amara: Do I know the guy?

Peter steps forward.

Spider-Man: Di Amara, I had a feeling you were here.

Di Amara: Ah, Spider-Man, it's been a long time. I heard you're married to White Tiger now and have children. Congrats. What? No hello? That's kinda rude.

Spider-Man: Did you create clones of me?

Di Amara: Ha! That's a good one. ... Wait, you think I created that Goblin clone of you? That's adorable. As fun that would have been, Peter, I assure you I played no part in that or any of the other crimes you're going to accuse me of.

Spider-Man: You know who I am?

Di Amara: Doom knows all of the secrets your allies and government try to stash away in their precious networks. By the way, I think you are really cute under that mask.

Spider-Man: Back to the matter at hand, Di. You are honestly telling me you didn't clone me, Gwen, or whoever else is related to me and/or people I care about?

Di Amara: Honestly, I did not play any part in this plot. If I did, I would've made sure that you knew it was me. That satisfy you, good lookin'?

Peter continues to stare at the villainess for a while to see if she shows any signs of lying... and finds nothing. She is innocent this time.

Spider-Man: Okay, let's go.

Everyone leaves. Cap looks to Doom as they leave.

Captain America: Thank you, Victor.

Doctor Doom: I have no need of your thanks, Captain Rogers, but I do appreciate it. Now, leave my home as quick as you can while I still allow it and I might consider forgetting about this little attack.

The heroes walk out of the front gates. Doom, however, glares at Spider-Man.

Doctor Doom: Parker.

Peter stops and looks back at Doom.

Doctor Doom: Do not forget our deal. Doom expects you to deliver on it. Should you think about breaking it, I will destroy everyone you hold close to your heart.

Spider-Man: Understood. Know this, Victor. You harm anybody I know and you will see what a Not So Friendly Neighbourhood Spider-Man is capable of.

Peter leaves to meet up with his allies. Doom watches the hero run off towards his allies, lets an amused hum, and returns to the inside of his castle. A few minutes later, The Lancelot zooms across The North Atlantic. Peter is alone to his thoughts while UV and Jess approach.

Jess: You shouldn't have made that deal with Doom.

Peter: It was the only way, Jess. I know the risks and I'm prepared to deal with the consequences when the time comes.

Uncanny Valley: You can not go through with the deal, Peter. My mom has always said that all that is necessary for the triumph of evil is when good people do nothing.

Peter: Yeah, and good people did nothing when The Nazis killed my parents, when The Red Skull took control of The White House to trigger the events that lead to The Superhero Civil War, when Chloe Bourgeois bullied Mari for seven years without any consequences due to "her daddy being The Mayor Of Paris", and when Goblin killed Gwen! Seems like evil has always triumphed over good at every turn.

Jess: Hey, evil doesn't always triumph. If it did, none of us would still be here now helping you out with this convoluted clone scheme.

Captain America: She's right. You're not alone and we won't stand by while you go through this without any help. You've got allies, Peter. Never forget that.

Peter: Cap, I...

Natasha: We're coming up on New York, Guys.

Hawkeye: And I'm getting a distress call. Spidey, it's White Tiger.

Peter and his friends stare in wide eyed shock as we cut to black.

Chapter Text

We open with Kaine arriving back home on his Honda African Twin. He removes his helmet and sighs in relaxation. This is due to him being welcomed back by Annabelle.

Annabelle: Kaine, you're back.

Kaine: Hey, Babe.

They share a kiss... just as Aracely arrives dressed in her costume.

Hummingbird: Ready when you two finish the make out session.

Annabelle: Wait, you're not gonna stay for a while?

Kaine: I wish I could but my brother needs help with the crap that's happening to him in New York and I think Sevarius had a hand in it.

Annabelle: Need me to call Wally?

Kaine: Please do. I need all the back up I need on this one. Aracely, let's go.

Hummingbird: Right.

The two heroes head off on Kaine's bike. Annabelle watches the leave before heading back inside. She bumps into her boss.

Mr Shaw: Everything okay, Annabelle?

Annabelle: Yes, Mr Shaw. Thank you. I was just seeing my husband.

We fade back to New York. More specifically, we fade to The Osborne Penthouse. Harry overlooks the city and is in deep thought about something. Cue a flashback to after the events of Mr Negative's attack on Xanatos Tower way back in Spider-Man: Dark Dynasty. Ashleigh Kafka arrives in Harry's room.

Kafka: Harry, two of your friends are here to see you. Liz and a boy I don't know.

Harry: Thanks, Dr Kafka. I'll see them in a few minutes.

Kafka: Okay, just take your time and remember our sessions.

Harry: Right.

After a few minutes of breathing slowly. Harry walks into a meeting room and sees Liz

Harry: Liz. What's up?

Liz: Somebody else wanted to see you, Harry.

Stepping out from behind Liz is Peter.

Harry: Peter!

Peter: Hey, bud, you look better.

Harry: Thanks. The doctors are nice here and are helping me recover from... that night. How are you?

Peter: I've been through a lot but I'm on the mend.

Harry: Yeah, I heard about Gwen. I am so sorry.

Peter: Thanks...

Harry can see that Peter is still hurting and decides to hopefully change the subject

Harry: How're the others?

Peter: Let me think... Deb left after Gwen's death, Flash and I are kinda friends now, Jess is back at Midtown-.

Harry: I heard from Gwen that Jess was back. How is she?

Peter: Still the same girl we know and love. She's dating Angel.

Harry: Really? I was hoping you and her would get together.

Peter: Oh no, Harry, Jess is like a little sister to me. Speaking of getting together, I'm with Ava now.

Harry: That's great. How is she?

Peter: She's fine and amazing.

Harry: I'm happy for both of you. Truly.

Peter: I take it you and Liz...

Harry blushes as well as Liz.

Harry: No way.

Liz: We're just friends, Peter.

Peter: Sure~.

Harry: Pete, tell me something. Is my dad really dead?

Peter is taken aback by that question. Flash backs to that night come back and Peter lowers his head, trying not to get angry about this subject.

Peter: I'm afraid so, buddy. I'm sorry.

Harry: I heard he killed Gwen. I'm glad he's dead.

Liz: Harry!

Peter: Why?

Harry: Pete, remember when I told you about him divorcing my mom and my relationship with Lily Hollister?

Liz, without anyone noticing, twitches slightly at that name for some unknown reason.

Peter: Yeah but he's still your dad.

Harry: We may be related by blood but he never acted like a father should. I refuse to be associated with his name.

Peter: Hey, calm down. It's all right.

Harry breathes until his heart rate slows down.

Harry: Thanks, guys. I think I should go back to bed now. Pete, it was nice seeing you.

Peter: I'll be sure to visit again.

Harry: Thanks, man. You're a true friend.

Harry leaves with and orderly while Kafka approaches Peter.

Kafka: Thank you, Mr Parker.

Peter: Just doing what's right, Doc.

We fade o present and Harry getting surprised by Spider-Woman and Ben.

Spider-Woman: Mr Osborne?

Harry: Lyman. I go by my mother's surname now.

Scarlet Spider: Mr Lyman, did you watch the news about your friend? Peter Parker, I think he's called.

Harry: Yeah, I don't think Peter is capable of doing this.

Spider-Woman: He isn't. We think someone set him up and you're on the suspect list.

Harry: Hold on! Peter's my best friend and I would never do this to him!

Scarlet Spider: Calm down, sir. We just wanted to know if you knew about it. Nothing more.

Harry: I only know what I saw in the news. What I know is Peter would never do this.

Spider-Woman: On that, we can agree. Thank you for telling us what we need to know about my bro-. Um, Mr Parker!

Scarlet Spider: We'll leave you be now, sir.

The two heroes swing away, to Harry's relief. As he heads back inside, he gets a headache. Flashes from his time as Hobgoblin slowly come to his mind as well as other images he can't recall happening. Back in the heart of Texas, Wally is outside the police station eating a doughnut. Kaine lands beside him.

Wally: Kaine, you're back.

Kaine: For now, Wally. Any leads on Sevarius?

Wally: You're in luck. Witness reports say they saw a Jackal like creature in south west end of the city. They could just be hoaxes, though, because of the last few times we got these kinds of calls.

Hummingbird: They aren't hoaxes, Wallace. Anton Sevarius is definitely in that area. I can sense him.

Wally: If that's the case, you kids will need back up and a doctor we both know is a good friend.

Kaine: [smirking] And what about the police?

Wally: [prepping his shotgun] I AM the police.

With that said, they pick up Donald and drive off to confront Jackal. They arrive outside a warehouse.

Hummingbird: This is the place.

Kaine: You're sure?

Hummingbird: Positive. Now, let's get this asshole.

Wally: Wait, Aracely. You can't just rush into a fight.

Hummingbird: Why not? Kaine does it all the time.

Donald: That's because Kaine is... Kaine. You're still a teenage girl.

Hummingbird: A teenage girl that knows how to make people piss their pants after making them relive their worst moments in life.

The two older men glare at Kaine, obviously annoyed that the girl can curse now.

Kaine: This is what happens when you guys tell me to be responsible for something/someone. Especially her.

Donald: You could set a better example for her.

Kaine: How? Telling her to let bigger assholes walk all over her? That's sounds like the advice a bad teacher would give her students.

Hummingbird: While you're arguing, I'm getting Sevarius and putting him away for good.

Aracely leaps out of the car and heads towards the warehouse.

Wally: Aracely! Dammit!

Kaine: I'll get her. Cover us and make sure the rest of the police know about this warehouse. Thanks, Wally.

Kaine swings off after Aracely. Wally groans in annoyance while Donald gives him a pat on the back.

Donald: Come on, Wall. They're superheroes.

Wally: Yeah but they will end up getting themselves killed the more they act like that. Right, better call for backup.

Meanwhile, inside the warehouse, Aracely is walking along the corridor very slowly. She places one of her hands on a wall and concentrates. After a few seconds, she has located Sevarius' position.

Hummingbird: Gotcha.

She is about to run down... but a bit of saliva drops on her foot. She slowly looks up towards the ceiling and comes face to spider like face with a humanoid with eight black eyes on his face, huge fangs, six clawed hands with three fingers, and dark brown fur on his body. This is Jackal's latest experiment, a clone of Kaine named...


Aracely starts running and Tarantula crawls after her before leaping down to give chase. Despite her advantage, Tarantula easily catches her. The mindless creature is about to bite her when it gets tackled by Kaine, who lets out a battle cry before attacking. They have a brief stand off before lunging towards each other and attacking one another however they can. Tarantula seems to gain an upper hand thanks to it's multiple hands and changing fighting patterns but Kaine has the one thing it lacks: a mind. Kaine manages to get it into a Full Nelson so that Aracely can give Tarantula some semblance of humanity. The creature breathes heavily and Kaine let's the creature go after a while. Tarantula turns to give Kaine an inspection, sniffing him and smelling his own scent. Tarantula looks to Kaine.

Tarantula: What is me?

Kaine: I think you're me.

Tarantula: I sorry. I no control over actions.

Kaine: Yeah, I know what that's like. Can you take me to your creator?

Tarantula: Yes. Follow, please.

The two heroes follow Tarantula to a large lab and they are gretted by Anton Sevarius aka The Jackal. Jackal is clapping at their arrival.

Jackal: Well done, Kaine. Hummingbird, it's been a while. Please, take a seat. Tarantula, you miserable abomination! You were supposed to kill them both!

Tarantula: Sorry, Creator.

Jackal: Ah shit, she gave you a mind of your own. Can't have that.

Jackal knocks the clone of Kaine out with a tranquilizer dart. It hits the ground with a thud. Jackal turns his attention to his guests.

Jackal: Let me stop you before you accuse me of your little brother's predicament. I had no interest or involvement in this massive cloning experiment.

Kaine: Really? Because that bastard looks a lot like me only uglier.

Jackal: Oh, I had taken some of your blood during our encounter way back in 2009. I simply asked Di Amara to make me a mindless clone of you with more spidery features and, well, there it is. Tarantula. I like to call him Luiz from time to time. It's a nice wee name.Maybe if I make a genderbent clone, I'll call her Maria.

Hummingbird: There won't be one.

Cue Hummingbird using her powers to make Jackal relive his darkest moments... only for him to be unphased by that.

Jackal: Please, Aracely, you should do better than that. All those dark moments and crimes I commited? I loved every second of it!

Jackal then gets attacked by Kaine, who is triggered by that.

Jackal: And you, Kaine Parker, will always be my greatest creation. Sure, you became a hero but we all know that, underneath that humanity, you're still a monster by heart!

Kaine: Give me a few minutes and you'll see what kind of a monster you really created!

They get into a brief fis fight before Jackal leaps away to land a kick to Kaine's face. Jackal rushes past Aracely, laughing like a mad man, and heads outside... only to get shot in the legs by Wally. Jackal clutches his legs, yelling in pain. Wally quickly handcuffs the mad doctor, bringing an end to the career of Anton Sevarius.

Wally: We got you, you son of a bitch.

Sometime later, Jackal is put into an armoured truck heading for The Raft and Tarantula is taken in by a group of SHIELD agents that were stationed in Texas by Fury and Quartermain. Kaine and Aracely watch this from a rooftop.

Hummingbird: We finally got the guy. Are you not happy about this?

Kaine: Yeah but it still doesn't make sense. If Jackal isn't behind this, who the hell is it?

Hummingbird: Your guess is as good as mine.

Then, Aracely gets a glimpse into the future.

Hummingbird: Kaine?

Kaine: What?

Hummingbird: You have to return to New York. Right now!

Kaine: Why?

Aracely's eyes widen as she finishes her telepathy session.

Hummingbird: The man pretending to be your father is going to kill your aunt and Ava Ayala.

With that revelation, Kaine leaps towards the ground, lands beside his bike, gets on it, and zooms off towards New York. Back at the hospital in New York, Ava is with her kids visiting Aunt May.

Aunt May: Aw, are you two here to see dear old me?

Ava: C'mon, you're not that old.

Aunt May: I'm glad you think so. At least you're not Peter or Ben. They used to tease me about my age for years.

Ava: If it makes you feel better, you don't look a day over thirty.

Aunt May: Thanks. So, you finally came round to having kids?

Ava: May, I...

Aunt May: You were scared. I get that. These things happen.

Ava: How'd you cope when you had to raise Peter with Ben?

Aunt May: I watched how other people raised their children and followed their example.

Ava: Any advice for your niece in law?

Aunt May: Do what you think is right for your children and they should turn out fine.

Ava smiles at that before taking notice at May's diagnosis board. Ava's eyes widen a bit before she looks at May.

Ava: May, you have..?

Aunt May: Don't tell Peter.

Ava: But he needs to know.

Aunt May: And I will tell him when I feel the time is right.

???: Really? I'm not convinced you will, my dear sweet "Aunt May".

They both look to see "Richard" standing in the doorway. He has a look that screams murderous intent and is holding a gun. The women stare in shock. Ava reaches for her phone.

"Richard": If you wish to save the lives of your Aunt In Law and children, Miss Ayala, you will NOT ring your bitch of a mother.

Ava, triggered by that, leaps over to attack but gets shot in the shoulder. She hits the ground, yelling in pain. Benjy and Maya start crying.

Aunt May: What the hell are you doing, Richard?!

"Richard": What I am doing is taking some revenge on that bastard of a nephew that you raised. What better way than to hurt his lovely wife and the rest of his precious family?

Claire rushes in and dodges "Richard" shooting at her. She rushes out as Ava grapples onto "Richard's" back, distracting the guy. After a while, "Richard" grabs Ava and flings her out of the room. She quickly presses the distress signal button on her Avengers ID Card and sits up to get a gun aimed right at her forehead.

"Richard": Calling your husband? Good. I need him here to witness my revenge.

Ava, annoyed, kicks the gun out of "Richard's" hand, gut punches him and rams him into the wall she was leaning against before rushing over to her children. "Richard", his face bloodied and a massive scar running across his left eye, slowly walks back into May's hospital room... and gets his gun aimed at his heart by May. Ava stands ready for another brawl while standing between "Richard" and her babies.

Aunt May: One more step and I shoot.

"Richard": Look at you, May Parker. When did you suddenly gain the guts to take on someone like me?

Aunt May: The day my nephew fought Augustus Roman and you suddenly trying to make a return into his life, you bastard.

"Richard": You wouldn't pull the trigger, May. You were a coward when some guy murdered Ben and you're a coward now.

Aunt May: [cocking the gun] Say his name again and YOU WILL SEE WHAT THIS COWARD WILL DO TO YOU IN A FEW SECONDS!

Ava: Stand down, May. You're surrounded and the police are on their way up. It's over, Richard.

This pisses "Richard" off even more for one reason only.

"Richard": STOP CALLING ME THAT! THAT IS NOT MY NAME AND IT NEVER WAS! "Richard Parker". The name of a man that was murdered years ago and never achieved anything worthy of true genius. Unlike myself who was responsible for creating The OZ Formula that made his son, Norman Osborne, and Harry Osborne into the men that they are today. I was robbed of those memories until now.

May looks at "Richard" in confusion. Ava, slightly nervous after hearing that, decides to ask one last question before making her move.

Ava: Who are you?

"Richard" stops his advancing and stands still. The sound of flesh cutting can be heard from his back and four black metallic tentacles emerge from behind "Richard", revealing his true identity. Ava's eyes widen in fear as "Richard" speaks.

"Richard": I am Otto Gunther Octavius.

Cue a brief lightning flash, revealing his more familiar identity as Doctor Octopus. We smash cut to black.

Chapter Text

We open with The Lancelot arriving back in New York. Inside the plane, we see our heroes prepare for a fight.

Spider-Man: As much I'd like your help, Cap, I think Jess, UV, and I can take things from here.

Captain America: I understand but it would not hurt to have more back up.

Eagle: Yeah, especially when we don't know why Ava sent the distress signal.

Uncanny Valley: I'm scanning now... Oh my God, we need to get there now! Why didn't I recognise that unfamiliar DNA when I scanned your fake father? We've seen it before.

Eagle: When?

Uncanny Valley: The night we stopped Hobgoblin.

Spider-Man: Land this jet now!

Clint: We can't. No room for a landing.

Spider-Man: Fine. I guess we'll do this the old fashioned way.

Peter rushes over, opens the airlock, and leaps out into the city swinging towards the hospital as fast as he can. Jess, UV, and Falcon fly after him. Back in the hospital, Ava has just been flung through a wall and lands near a reception desk. Otto emerges from the hole in the wall and grabs Ava by the ankles.

Dr Octopus: As much as I loathe this new body, I do admit to liking the fact that I am younger than my original one. As a thank you to whoever did this, I think I'll kill you slowly and painfully until Parker gets here.

Ava: Glad you're enjoying this but I'd rather be alive when Peter gets his pretty ass back here to kick yours to the curb!

Ava slashes Otto's face, leaving scratches going at a forty-five degree angle from the left side of his forehead down to the right side of his right cheek. This makes Otto let her gos o she can begin a short beatdown until Otto gut punches his opponent, followed by a couple of crosses and a kick to the face. Before Ava hits the ground, Otto's new tentacles grab her by the arms and hips. Otto then begins applying presssure to the areas his limbs have latched on to. Ava yells in pain just as Aunt May shoots Otto in the back three times. Otto lets go and turns towards May.

Dr Octopus: You should've stayed with the babies, my good woman.

Before Otto can hurt her, Peter smashes into the corridor and lands an uppercut to Otto's face, sending the doctor into the ceiling. Peter leaps after his nelwy resurrected foe and gets into a stance.

Spider-Man: Dr Otto Octavius, aka Doctor Octopus.

Dr Octopus: Doctor Octopus... That name no longer is suitable for me now that I'm in this body, Spider-Man. Call me... The Superior Octopus!

Spider-Man: Glad to see you still have the ego, Doc.

Superior Octopus: "EGO"?! I have no ego. Just one of the most brilliant minds on the planet thanks to the combined memories of Otto Gunther Octavius and Peter Benjamin Parker inhabitting this body.

Spider-Man: That so? Prove it.

Superior Octopus: Glad to. Let's see if I can finally best my most hated enemy.

The two then proceed to fight each other using all the tricks and strategies they know off by heart. Outside, Teresa and Ben meet up with the others on the roof.

Spider-Woman: You guys find out what you need from Doom?

Eagle: Teresa, I really love you but we need to help your baby brother stop Doc Ock.

Scarlet Spider: Doc Ock?

Uncanny Valley: Yes. The man pretending to be Richard Parker is actually Doctor Otto Octavius. Let's get in there already.

They all rush in as we cut back to the fight. Despite knowing every move Peter will make, Otto is easily bested. The good doctor is pinned to a wall and receives two gut punches. Peter does a quick neck crack.

Spider-Man: I thought you were supposed to best me, Otto. Norman put up more of a fight recently, as much as I hate to compliment that bastard.

Superior Octopus: Could Osborne do THIS?!

Otto's tentacles slam into the ground and emerge from behind Petter and grab the hero before throwing him down the hallway. Peter is about to recover his footing when he gets blindsided by Otto, getting slammed through three walls. Peter's suit is now mostly damaged with the eyes broken off, tears all over the torso, and some of his mullet sticking out the back of the head. Two of Otto's tentacles grab him by the neck and drag him towards the villain. Otto delivers a few gut punches before dropping Peter to the ground. Peter coughs a little as Otto decides to gloat. As ya do.

Superior Octopus: You were saying, Parker? This new body definitely has the advantages I need to finally rid myself of my enemies. All thanks to whoever brought me back from the land of the dead. To think that I was made to think I was your oaf of a father when I really was an aged up version of you. In other words, I am your full potential.

Spider-Man: I'll grow up to be an ass with the powers of a Japanese porn star? Whoopie...

Cue Peter getting lifted into the air and slammed back into the ground, as if Otto was ordering the twenty year old to shut up.

Superior Octopus: Unfortunately, I don't have your powers as well as my tentacles. Pity. I would've liked to see what kind of deadly combination attacks I could unleash. Speaking of you, Parker, you have been through quite the ordeal. Just so you know, I am so sorry about what happened to Miss Stacy. She seemed like a great student according to your memories. Maybe if she wasn't so foolish to push you out of Osborne's attack...

Cue Peter getting triggered by that and leaping up to attack Otto but gets back handed away. Otto then grabs Peter by the throat and one of his tentacles forms a bladed weapon.

Superior Octopus: Unlike that fool Osborne, I won't make the same mistake when it comes to killing you. Any last words?

Spider-Woman: Hey, asshole!

Cue Teresa leaping in with a bioblast to Otto's face. Otto is sent flying down the hallway and is knocked out by a punch to the back of the head by...

Ava: That's for threatening my family, dick head.

Ava then rushes over to Peter.

Ava: You okay, Web Head?

Spider-Man: Yeah, KitKat. I'll live.

Eagle: Best to tie him up before-.

Cue Otto recovering and then exiting out of a window, escaping into the city.

Eagle: That happens.

Uncanny Valley: I'll be able to track him. No worries.

Scarlet Spider: Guess we missed one hell of a fight.

Spider-Man: I had him on the ropes...

Ava: Sure ya did, honey. You should rest up.

Spider-Woman: I'll report to Falcon about what just happened. Maybe get to know your mom a little, Ava.

Ava: Just watch how you talk. She can be very... Mom about this.

Spider-Woman: I'll bear that in mind.

Teresa leaves and Anya rushes in with May and the twins.

Spider-Man: Heya, Kiddies. Did you miss your daddy?

Benjy coos while Maya lets out a wee hiccup.

Ava: They certainly did.

Aunt May: You're lucky your dad married the right woman and had an aunt that knows how to use a handgun.

Spider-Man: Thank God...

Anya: What happened? I heard a lot of banging and smashing.

Ava: That was us fighting Peter's "dad", who turned out to be, Dr Octopus.

Anya: I see... Listen. I want to take a few samples, Pete. I want to see what made this guy tick.

Spider-Man: I suppose that's fair-. Wait, "a few samples"?

Anya: Yeah, for studying purposes. Why?

Spider-Man: "A few samples"...

Just then, Peter thinks back through his previous encounters with the villains he has fought in the previous storylines until he gets to the one conversation that he completely forgot about until now. A conversation with...

Dario Agger: Well, I decided that I'd take a few samples of your blood before killing you to see what's so special about you. Oh, would you look at that. You have a bit of The OZ Formula in you too. So why aren't you a hulking goblin monster?

Remembering that makes Peter's eyes widen completely in horror.

Spider-Man: Meet up with Cap and the others when they arrive. I know who's behind this entire thing.

Peter gets up, leaps out of the nearest window, and swings down the street as we over to reveal the symbol on the building Peter is swinging towards while people on the street watch him swing by in a hurry. The symbol... of The Roxxon Corporation. Meanwhile with Otto, our reborn villain ducks into an alleyway and leans against the wall behind him. He lets out a few deep breaths until he notices that he is not alone. Otto quickly gets into a stance and comes face to face with Goblin and Dark Goblin.

Goblin: Hello, Octavius. Welcome back to the land of the living.

We fade to black.

Chapter Text

We open where we left off.

Goblin: Something wrong, Octavius?

Superior Octopus: Norman... They said you were dead.

Goblin: Sorry to disappoint you but I am back thanks to my son.

Superior Octopus: Harry?

Dark Goblin: Gabriel. At your service, Doctor.

Superior Octopus: What do you want from me, then?

Goblin: I just need your memories about my OZ Formula and if your mind knows if the trigger words for Harry still work. [igniting his left hand] You can probably guess what will happen should you refuse.

Superior Octopus: ... I'll need a lab to make more OZ. As for your son-.

Goblin: Former son. Harry is disowned after abandoning my name.

Superior Octopus: I couldn't tell if the trigger words still work. However, I might know who else might know.

Otto smirks as we cut to the office of Dario Agger. He can hear the sounds of his entire security force getting their asses handed to them outside until a guard comes flying in through the doors. Peter, unmasked and pissed off, walks in afterwards. Dario pours a glass of wine before speaking to the hero.

Dario: Hello, Mr Parker, it's been a long time. Have a seat.

Spider-Man: Why'd you do it?

Dario: You're going to be a little more specific than that, kid.

Spider-Man: The clones of me, Gwen and God knows what else.

Dario: Oh, that. I'm surprised it took you this long to figure out that I was behind it.

Spider-Man: Stop dodging the question.

Dario: I'm not dodging anything. I told you the reason way back in 2009. To find out what makes you so special.

Spider-Man: You also had no intentions of revealing my identity-.

Dario: So long as you don't provoke me. And you provoked me very much when you took down Augustus Roman.

Spider-Man: What?

Dario: Who do you think gave him the designs for The Cellar in the first place? It was the best investment Roxxon ever had until you took him down.

Spider-Man: He locked up my friends and mentors, using their powers for-.

Dario: Yeah, I know the sob story, especially the part about his wife and daughter. Tragic, really. So, back to the subject at hand, I planned to find a way to get back at you and had Di Amara create a few clones of yourself, Gwen Stacy, Marinette Dupain-Cheng, Dr Octopus, Jason Macendale Jr, and Harry Osborne. I have another clone in the basement called Subject C-360.

Spider-Man: Di said she never made them.

Dario bursts into laughter before resuming his serious tone.

Dario: Not willingly. Long before she joined up with Doom, I had a few of my best telepaths brainwash her into creating the clones to my specifications. I then had her mind wiped so she could remember nothing about the whole thing and have you running around like the headless chicken you were these pass couple of days.

Spider-Man: And what about Norman's clone?

Dario: Norman's clone? I never made a clone of Norman Osborne. The reason being that I had no access to the body. HYDRA did though.

Spider-Man: ... *sigh* Of course, the frickin' Nazis are involved somehow. They actually brought him back to life.

Dario: Have to say, he's looking well for a dead man. Same as you in a few seconds...

Spider-Man: Wait, one thing doesn't add up. If you made a clone of Mari, where is it?

Dario: ... To be honest, I don't really know myself. Now, you know everything, Parker, and there's nothing you can do to erase this.

Spider-Man: True but I can still stop you.

Dario: Really?

Dario turns into his Minotaur form.

Minotaur: I'd like to see you try.

They engage in a fight with Peter attacking from the air but Minotaur grabs him by the legs and slams him right through the floor and land in the office right beneath. We cut to the hospital as Cap has arrived with Nat and Clint. Ava exits the building in her costume.

White Tiger: Cap, Spidey has gone to Roxxon.

Captain America: Then we should-.

Kaine just drives up and stops beside Ava.

Kaine: Hold up, guys. I'll go.

White Tiger: [hopping onto the bike] Not without me you're not.

Spider-Woman: Same here.

Scarlet Spider: Need back up?

Kaine: Just try to keep up, punk.

Kaine zooms off with Teresa and Ben following close behind via web swinging. Cap calls Sam.

Captain America: Sam, what's your status?

Falcon: All good here, Steve. And Steve? Otto Octavius is alive and well, according to the scientist in the building.

Captain America: Alright, Sam. Keep up with the situation at Roxxon. We'll be with you as soon as we access the situation that happened here.

Falcon: Roger.

Captain America: Alright, Avengers, move out.

And now, back to the fight. Peter gets sent flying through a wall and just avoids a running charge from Minotaur seconds before the beast can kill him. Peter webs the beast's eyes before rushing down the hallway and disappearing out of sight. Minotaur quickly recovers and starts searching for his foe. Slowly walking and looking into every room he comes across. In one room, he comes across an employee.

Northern Irish Employee: Mr Agger, I have your paperwork rea-.

Silence as the worker notice his boss in his minotaur form.

Northern Irish Employee: I'll give it to you later.

Minotaur snorts and resumes his search. As soon as the beast turns a corner, Peter emerges from a vent and quietly calls his sister.

Spider-Woman: Hello?

Spider-Man: Sis, it's me. Dario Agger is behind this whole mess along with Di Amara and HYDRA.

Spider-Woman: You have a lot of people that really want you dead.

Spider-Man: You have no idea. I'll try to stay in touch.

Minotaur: Look out. Here comes The Spider-Man.

We cut to Teresa's end. Ben drops to a nearby rooftop and stands shaking as he is acting like he's fighting a head ache.

Spider-Woman: Gotta go, Peter. Something's up with Ben. Bye.

Teresa lands beside the clone of her baby brother. Ben can be heard muttering something under his breath as Teresa slowly approaches.

Spider-Woman: Ben, what's wrong?

Scarlet Spider: STAY BACK!

Ben raises his fists, shaking and tears running down his face.

Scarlet Spider: Forgive me... Forgive me... Agger... Laptop. Agger! LAPTOP!!!

Ben then starts fighting Teresa, who goes on the defensive. Kaine and Ava notice this and are about to drive back to help.

Spider-Woman: Forget me! Help Peter!

She leaps and pushes Ben back onto the rooftop. Kaine, after gritting his teeth, drives on towards Roxxon. Back at the hospital, Joyce transforms into Mania and starts fighting Cap and co., shooting tendrils at the heroes and roaring at them as the symbiote clone takes control. Back at Roxxon, Peter climbs out of another vent and lands in Dario's office. He checks for anything to help with this on the laptop and comes across Project Gemini. Or at least Dario's version of it. Peter looks over the files and notices that there is a sub folder called trigger words. He opens it and stares in shock.

Minotaur: Find what you're looking for?

Peter looks up... and gets tackled out the window by Minotaur, plummeting towards the ground. They crash into the top of a bus and Peter gets flung out the side, skirting down the street and landing on the car of an old couple.

Spider-Man: Sorry. Run.

Minotaur emerges and chucks a lorry towards Peter, who catches it... and feels Minotaur ram his horns into both sides of his torso. Peter drops to the ground, gripping his wounds, before Minotaur grabs him by the neck and slamming the hero into the ground. The beast then changes back into Dario Agger.

Dario: I also believe in getting square with my debts. You ruined my plans in the past and stopped a possible supporter. Consider us even.

The businessman leaves the scene and heads back into The Roxxon Corporation building. Dario then gets in the elevator and heads into the subbasement. Peter coughs a little as he tries to get back up to no avail. Kaine and Ava arrive. They both head over to help him onto the hud of a nearby car.

White Tiger: C'mon, stay with me.

Spider-Man: Not going anywhere... Need to stop Agger...

White Tiger: We will but you need-.

Spider-Man: No, I can't let him get away.

Peter brushes them aside and runs back inside. They quickly follow after him as we cut back to Teresa's fight with Ben, which has moved down to the street. Ben is fighting tactful now and carefully choosing his moves.

Spider-Woman: C'mon, Ben. I don't want to do this! Whatever this is, fight it!

Ben responds in an emotionless voice while speaking.

Scarlet Spider: I'm fighting an enemy of Dario Agger. That's all that matters right now.

Spider-Woman: Ben, this isn't you. You're a good person.

Scarlet Spider: I'm nothing more than a copy of a superhero that will be destroyed once my mission is over.

Spider-Woman: What mission?

Scarlet Spider: To ruin the reputation of Peter Parker and kill him for the world to see.

Spider-Woman: I can't let that happen.

Scarlet Spider: Then I will kill you for standing in my way.

He resumes his assault as we cut to black.

Chapter Text

We open with Joyce/Gwenom/Mania going berserk in the hospital like last time, swatting everyone out of her way so she can find May, Benjy and, Maya. She sniffs the air and lets out a satisfied hiss.

Gwenom: Children...

She leaps right through the ceiling and lands in front of her targets. May pulls out the gun from eariler and aims it a Joyca.

Aunt May: Stay back, Gwen.

Gwenom: Not Gwen. Mania!

Aunt May opens fire away, stunning the symbiote infected girl. However, the bullets slowly pop out of her body one by one, hitting the floor. Gwenom advances once again but gets groggy all of a sudden. She turns to look at Hummingbird standing in the doorway.

Hummingbird: Joyce Delaney, remember who you are.

Cue Mania screaming in pain as all of her memories as Gwen come flooding into her, giving Hummingbird the chance to rush up, place her hands on her forehead, and doing everything she can to remove the mental programming in Joyce's head. Before we get shown if it worked, we cut to Teresa flying down the road after taking a swing kick to the face. As she stands back up, the right eye piece of her mask falls off. She dodges another attack from Ben and blasts the new hero into a nearby wall.

Scarlet Spider: You are only prolonging the inevitable, Teresa.

Spider-Woman: I can't let you murder my brother, Ben. And this is going to hurt me more than it'll hurt you.

Scarlet Spider: Doubt it.

Ben charges and begins throwing punch after punch until he receives a gut punch and gets thrown over Teresa's shoulder and slammed into the ground. He tries to get back up but Teresa zaps him in the face with a bio blast. Ben is down for the count for now.

Spider-Woman: Sorry, Ben. Let's get to Roxxon and hopefully end this mess.

She then webs the guy up and swings towards Roxxon. Speaking of douchebags, Dario arrives in the sub basement and walks into a lab filled with clones of both Peter Parker and Gwen Stacy.

Dario: I forgot I made a ton of you, Parker. Could you imagine if I unleashed this army of clones into the world for you to fight and/or pine over?

???: I certainly can.

Dario turns around... and gets punched in the face by a robotic tentacle. Dario is then grabbed by the neck by his attacker, revealed to be Superior Octopus. Standing behind the good doctor are Goblin and Dark Goblin.

Goblin: Hello, Mr Agger. Or do you prefer Minotaur?

Dario is about to transform but the tentacle wrapped around his neck tightens it's grip.

Superior Octopus: I wouldn't do that, Mr Agger.

Dario: Otto...

Superior Octopus: Oh, so it's Otto now? I thought I was Richard Parker for some ungodly reason!

Dario: It was just a joke we played on...

Goblin: Peter Parker? Yes, so I heard. Have to admit, this is a lovely collection of clones, Dario. I could really use this kind of manpower for my next plan.

Dario: Take whatever you want...

Goblin: Smart boy. I just want you to know that I approve of this little cloning scheme of yours, Dario, and think it was a brilliant idea at the time. Cloning the greatest enemy Otto and I ever faced as well as his precious Gwen Stacy? Just brilliant. Unfortunately... You tried to kill the boy and that is something I can't stand. The only person that's allowed to kill the little son of a bitch is me alone.

Dario: Are you going to kill me?

Goblin: Me? Kill you?

Norman bursts into laughter before getting serious again.

Goblin: No, Dario, I won't kill you.

???: Good to know, Osborne!

Peter swoops in and kicks Norman in the face before backflipping away from an incoming lunge by Dark Goblin and an attempted grab from Otto's spare tentacles. Peter lands and gets in a stance, all his focus on Agger and Osborne.

Goblin: I was wondering when you would eventually get here, Parker.

Spider-Man: Shut up.

Goblin: Come and make me, if you dare. Just remember, your precious Gwen isn't here anymore to save you.

Triggered, Peter rushes his arch enemy and engages in a brutal beatdown just as Ava and Kaine enter the lab. Ava goes after Superior Octopus while Kaine takes on Dark Goblin. Kaine, noticing Agger trying to slip away, webs the asshole to a nearby wall.

Dario: OH, COME ON!

Kaine: You aren't sneaking away this time, El Toro.

Dark Goblin: RAGH!!!

Dark Goblin slams Kaine into a wall and just wails on the hero, not giving Kaine a chance to fight back until Kaine headbutts the brute and kicks it in the groin. Dark Goblin groans slightly before getting stabbed in the neck by Kaine's left stinger, making him roar in pain. Over with Peter, he seems to have an upper hand until Goblin grabs him by the chestand slams the hero into the ground.

Goblin: That hurt? Good. Consider this a preview to what I will do to you, your wife, your friends, your aunt, your brother, and your precious newborn children.

Goblin begins burning Peter's chest slightly, making the hero squirm and then yell in pain. That gets the attention of the wife. Just then, an enraged Ava lunges onto Goblin's face and repeatedly scratches it before leaping off and standing between the villain and her husband. She lets out a low growl as she does this.

Goblin: Ah, you must be Gwen's replacement and you look lovely compared to her

White Tiger: Harm him and I promise you won't walk out of here alive.

Goblin: You've got spirit, Mrs Parker. Pity it won't save you or your husband from my wrath.

Superior Octopus: Norman, remember the plan.

Goblin: Plan's changed.

Superior Octopus: Listen, I can get you a Goblinoid army but we can't do that with you chasing a vendetta.

Goblin: ... You make a good point. Until we meet again, Parker.

Goblin charges a fireball and throws it at the ceiling, causing a collapse. Goblin escapes with Otto in tow, leaving Dark Goblin alone.


Kaine shoots several webs onto the beasts wings and attaches the lines to a wall, grounding Dark Goblin. Peter, recovering quickly, leaps up and punches Dark Goblin towards the ground with the last of his strength. Dark Goblin attempts to get back up but gets sucker punched by both Kaine and Ava. With Dark Goblin down, Peter tries to go after Goblin but is stopped by Ava.

White Tiger: Peter, wait.

Spider-Man: I can't let Osborne get away again, Ava. You and I both know what he's capable of.

White Tiger: We have the guy responsible for this whole cloning mess and all you want is revenge Osborne?

Spider-Man: I didn't say that.

White Tiger: You didn't have to. I can see it in your eyes.

Peter looks down in thought. Shame he doesn't have that long to think about his next move because Minotaur breaks free from his entrapment.

Minotaur: You can't hold me, heroes!

Kaine: Seriously, dude, give it up.

Minotaur: Not until you all die at my hands!

Minotaur charges and rams into a control monitor due to the heroes dodging out of his way. An alarm goes off and every containment tube opens and unleashes every clone of Peter and Gwen. All of them are mindless creations with the intent of killing Peter.

Minotaur: That's the man that stole your life! Kill him and everyone else inside this building!

The clones engage in a fight with our heroes. All of them transform into either Man-Spiders, Venom like creatures, or Goblinoids. Dario escapes via the hole in the ceiling but gets followed by Peter. Ava and Kaine, while holding back the attacking clone army, notice Peter going after Dario.

White Tiger: Peter, wait up!

Kaine: Ava, we have to contain this situation first before we can even consider helping Peter! I know what you're thinking but, when it comes to this job, we have to focus on what's more important regardless of our personal feelings. You of all people know that.

Ava, despite her heart telling her to go after her husband, nods in agreement with her brother in law. They resume pushing these abominations back into the lab but a few sneak by unnoticed. Dark Goblin, meanwhile, fights his way through every attacking clone and makes his way into an unauthorised section of the lab labelled SUBJECT C-360, closing the door behind him.

Dark Goblin: Must reunite with Father somehow... Must... Have to...

???: Are you lost, Friend?

Dark Goblin, confused by the voice, sniffs for a scent but finds nothing out of the ordinary. Maybe he was imagining it. Or not, as a blood red spiked tendril shoots out from the shadows and rams itself into Dark Goblin's throat. Dark Goblin coughs up a bit of blood as his attacker slowly walks out of the shadows. It is a man who hasn't been seen on the streets for a long time. A man who looks like a resurrected corpse. A man who has long since been declared dead. A man named Subject C-360, better known as... Cletus Cassidy, who is supposed to have been executed years ago due to being a mass murderer but, as you might've guessed, Roxxon had other plans.

Cletus: Oh, I have missed this. The pain, the agony, and the sound of flesh being music to my ears. So, my friend, what exactly are you and what is going on? If you give me a great answer, you win!

Dark Goblin holds his tongue, mostly to hold back his pain surging throughout his body. Cletus notices this and grins sadistically. His teeth are more like long black fangs rather than normal human teeth and you know what that means.

Cletus: Oh, so that's how it's gonna be, Friend. Then, let me give you a reason to tell me everything I need to know while I was dead!

Cletus is engulfed in the blood red tendrils emerging from all over his body and transforms into his more well known identity. That identity being...

Carnage: Let's hear those screams!!!

Carnage starts attacking Dark Goblin as we cut to black. The last we hear of Dark Goblin is him screaminbg in blood curdling terror and shouting Spider-Man's name. Over with Teresa, she arrives on the scene just as Dario rushes by with Peter in hot pursuit. The two siblings exchange a look and resume their current objectives. Teresa swings inside and starts tearing the place apart for the laptop Ben mentioned before going Order 66 on her. Luckily, she finds the laptop in Dario's office, undamaged. She takes it and Ben down to an empty lab. She quickly goes over the trigger phrase file and memorises the words to bring Ben bavck to normal.

Spider-Woman: This better work, Ben, because I don't think I'll live with myself if it doesn't. Here goes.

Ben starts stirring and opens his eyes to listen to Teresa sing...

Crawling through the night,
Facing evil with his might
He's a hero in our eyes,
See the headlines every time

Making villains fall,
webbing rivals to a halt
Racing up and down the walls,
bringing justice to us all

This makes Ben groan in pain before yelling as the brainwashing becomes undone now. He breathes heavily as he looks back at Teresa in both relief and horror.

Spider-Woman: Ben, you okay?

Scarlet Spider: Yeah... Yeah, I'm good. Sorry about that. I couldn't stop myself.

Spider-Woman: What was that?

Scarlet Spider: Teresa, I remember everything now. There are more clones, almost enough to be an army. An army made to kill Peter Parker and everyone associated with him.

Suddenly, their talk is interrupted by several Goblinoid Peter and Gwen clones. The monsters growl and snarl at our heroes. Ben gets ready for a fight despite looking weak.

Spider-Woman: You ready?

Scarlet Spider: Let's go.

The two heroes charge as we cut to Peter standing over Minotaur, who has a bleeding nose and a cut above the forehead. We slowly fade to black as Peter raises his fist again to deliver another punch.