Alternate ending to that sad sad movie. One, Harry is still alive, though he has forgiven Peter. Eddie Brock is not dead, but was jailed after final battle. Sandman is dead dead dead. (Stupidest idea ever) Anyways, I got the inspiration to write this fic based on seeing the third movie, despite my dislike of it. If it's crap, please tell me so I can stop and go work on other things. Constructive advise is always welcome as well.

Spider-Man IV

Chapter I: Rise of Evil

Peter kicked back and smiled as he saw watched the TV. The news was on. It was old footage. It was footage of his fight from almost a year ago with Venom and the Sandman. The screen quickly cut back to the news station, where the reporter was about to close up.

"Earlier today, Edward Brock Jr. was placed on death row for his acts of murder, terrorism, and destruction of city property. Brock's attorney, Drake Crown has no comments at this time." Peter shook his head and looked back at the TV screen. "Also, the Daily Bugle commented that all of Brock's claims to the identity of Spider-Man have been proven false. Peter Parker, a photographer from the Bugle has denied all accusations of being the masked hero."

Peter sighed. Having reporters all over his apartment hadn't been fun. Luckily, hiding his suits and police radio hadn't been too hard. It had just been a major inconvenience.

"Brock's on death row?"

Peter turned back and saw his friend, and new roommate looking at the TV screen. "Yeah," he replied. "Looks like."

"We should have finished him that night," Harry said grimly. "It would have saved his lawyer the time."

"Harry," Peter looked at him with concern.

"Don't start up again. Brock has it coming," the young millionaire said as he walked away.

Peter sighed. Despite the fact that he and Harry had been working as partners for the past several months, the two had very different ideas on how their job should be done. Harry was no where near as lax on the criminal world as Peter was. He believed that if they were going to die by the courts, finish them off and save the trouble.

Peter had believed in that philosophy once. Two men had died because of that and every day he wished he could take it back. He knew that his uncle wouldn't be proud of what he had done in the name of revenge.

Peter turned away. There was no point in thinking about it now. He looked back at the TV. Brock was struggling with the cops to get into the police car and be taken to the state prison.

"Good riddance," Peter muttered.

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Brock grunted as the guards on duty tossed him into his jail cell. The cell door slammed shut. He shouted several crude insults out of the door at the guards, who promptly ignored him. "Son of a bitch!" Brock screamed.

He howled in frustration and turned to the bunk-beds behind him. Someone else was lying on the top bunk, staring at him. "Keep it down," his cell mate ordered.

"Shut up," Eddie snapped.

His mate cocked his head at him and sat up. "What'd you just say?" He demanded.

"Go to Hell," Brock replied.

His cell mate began to chuckle. "You know why I'm in here, kid? He demanded as he dropped off the bed.

"Why?" Brock asked, not in the least bit intimidated.

The man walked up to him, grinning from ear to ear. He grabbed Brock by the shoulders and shoved him against the bars. Brock curled his hand into a fist and swung at the man. He easily dodged and slammed his head into the reporter's.

Brock collapsed to the ground and received a prompt kick in the stomach. The somewhat crazed man turned away and went back to his bed. He was slightly surprised when he heard the Brock was laughing. He looked back and saw him getting to his feet. His confidence was shaken when he saw that Eddie Brock didn't have a single mark on him.

"What's your name?" Eddie asked conversationally.

"Kasady," he replied. "Cletus Kasady."

"Nice to meet you, Cletus Kasady," he replied, his voice taking on a slightly inhuman tone. "The name's Venom!" He howled as his body was engulfed by a black tar like substance. In an instant, the man standing before Cletus Kasady was wearing a black suit that resembled a demon. It smiled widely, revealing its several razor sharp like teeth.

Venom leapt at Kasady and slammed his fist into the man's face. Kasady howled in pain as he felt his nose crack. Venom shot two sticky web like strands from his wrists, each one attaching to the wall just behind his cell mate. With full force, he yanked on the webs, pulling a large chunk of concrete out of the wall. It slammed into Cletus' legs, knocking him to the ground. Venom's sick laughter could be heard throughout the halls as he jumped out of the cell. Kasady tried to grab his leg, but the all he could do was tear apart a small piece of the suit, which instantly rejuvenated.

The small piece of the symbiote that Kasady had torn away began to grab onto Kasady. "What the hell!" He screamed as it began to move up his arm. "No! "No!" He cried as he felt it sinking into his skin. The strange creature began to grow, spreading across his whole body. Kasady screamed as he was slowly enveloped by the growing creature. It began to form a suit over him. Red and black symbiote material began to drip from his body. The strange material entered his mouth and traveled down his throat. From there, it moved to other parts of his body, fusing with his blood stream.

Kasady stood alone in his cell, covered in the sickly red and black symbiote suit. His pure white eyes were now several times larger than they had been before, as well as his mouth. His teeth were razor blades in his mouth and his lengthened tongue licked his lips.

"Cletus!" The guard from the hallway screamed.

Kasady turned around and looked at him. He smiled evilly, filling the officer with terror. Kasady extended his arm and shot a strand of red and black webbing at the officer. It went in between the bars of his cell and grabbed the guard's neck. With one quick move, he wrenched his arm back and pulled the officer into the bars, snapping his neck in the process.

The webbing detached and he looked at his handiwork with a proud, mentally unstable smile. "Carnage rules!" He cried out with a voice that had cracked and was now altered by the alien presence inside of him. Unlike Venom, however, this new symbiote had a high pitched, shrill voice instead of a deep terrifying one.

Kasady, or Carnage as the symbiote called himself, looked at the hole in the wall where Venom had made his exit. "I'm coming, Daddy!" He screamed as he leapt out.

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Venom smiled as he looked out across the city of New York. It was time. The careful months of planning and waiting were over. Tonight, it was time to exact his revenge on Peter Parker.

"Venom!"

Venom turned. The voice that had called after him had been deranged and inhuman. He looked and saw someone web slinging towards him. The creature was covered in a red and black symbiote suit. "Parker," Venom assumed with a grin. "Even better."

He leapt off the building towards the new comer and shot out a web to attach himself to a nearby building. He swung himself towards the red symbiote and delivered a quick kick in mid air. The new symbiote grabbed his foot and flung him off of his web and into a nearby office building. The window shattered, and Brock landed in an empty office. The new creature followed him and landed on top of a nearby desk. He kicked the computer aside and took a seat. The tar that covered his face began to pull apart, revealing the snickering face of Cletus Kasady. "What's up, Eddie?"

"You?" Venom gasped as his face revealed itself as well.

"Missed me?" He asked with a chuckle. "That really wasn't a nice way to start things off."

Venom's face dissolved behind the mask as he shot two webs on opposite ends of the room, grabbing two computers. He quickly flung his arms together, throwing the computers at Kasady. The newly formed symbiote easily jumped out of the way and flung an entire desk at Venom. The older mutant caught it in mid air and flung it out the window. Venom shot several web balls at Kasady, but the newer mutant easily dodged all of them. He shot a strand of red webbing at Venom, catching him square in the chest. He retracted the web, to a degree, so Venom was only so far away. Then he proceeded to toss him every which way he could.

Kasady ended the volley by flinging Venom out of the window. The older symbiote fell several stories before he got up the sense to save himself. By that time it was too late. Kasady was already following him. The red creature slammed into his "parent," causing him to fall even faster. Venom smashed into the middle of a crowded New York street. A large SUV knocked him around even further, sending glass, metal, and Venom in every direction. The older symbiote landed in the middle of the street. All cars stopped moving and people stopped to watch everything.

Cletus landed beside him and picked him up with two more web strands. He threw him back up into the air and quickly slammed him back down. Kasady finally released his prisoner, letting him slam down on the top of a car, breaking it in every possible way.

Venom tried to get up, but found it impossible as Kasady trapped him in a large red web. Venom howled in frustration and ripped the webs loose. He jumped up and clung to the nearest building. "Who are you?" He demanded. "How did you get the power?"

"You gave it to me, Daddy," Kasady mocked. "And the name's Carnage!" He shrieked as he leapt at Venom. Venom shot a large barrage of web balls at Carnage, all of which we dodged of deflected. The two symbiotes clashed in mid air, knocking each other about for a while. The two continued to duel for several minutes before Carnage regained the upper hand. Venom was getting tired. The initial blows he took were taking their toll on him.

"Look!" Someone screamed.

Venom and Carnage both knew that "look" cry. They both turned and saw him coming. "It's Spider-Man!"

"Parker," Venom seethed.

Spider-Man swung in through the air and made his entrance by kicking Venom and Carnage out of the air. He shot a web strand at the nearest building and pulled himself in.

The two symbiotes attached themselves to a building across the street and stared down the spider. Carnage groaned. He didn't want to deal with this now. Venom on the other hand, was pleased to see his enemy. In his current condition, either Spider-Man or Kasady could take him down. This was his chance to escape.

Venom shot a web strand at each of them and then flung them together. He detached from both of them and fled, leaving the two to fight one another. "Not a chance, Eddie!" Carnage called, breaking the web and following after Venom.

"Yo, Junior, get back here," Spider-Man called as he went after them both. The chase didn't last long. Both Venom and Carnage quickly disappeared. Peter quickly pulled himself up to a taller building and scanned the area. They were gone. He sat down and swore loudly, pulling off his mask. "Great," he muttered. "There's another one."

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Peter walked into the Osborn Manner and took the elevator up to his floor. He stepped into the main living room and saw Harry talking with a man in a business suit. Harry turned and saw his friend coming towards them.

"Hey, Peter, this is Roderick Kingsley," Harry said as the two came face to face.

"Nice to meet you," Peter said, though he really didn't care. "Harry, can I talk to you for a second."

Harry turned to face Roderick and back to Peter. "Uh, sure. Yeah," he replied. "I'll be right back," he said to Kingsley.

"Take your time," he replied.

Peter led Harry out of the room, leaving Kingsley to explore. He searched the living room, but found very little of interest. He resolved to looking at himself in the full body mirror. "Handsome devil, you," he said to his reflecting as he punched himself in the stomach. The mirror made a slight ringing sound, as if it were hollow. Kingsley smiled. "Osborn's safe?" He wondered aloud. He pulled on the mirror slightly, pulling it away from the wall. He was surprised to see a large passage way instead of a box. He set the mirror down and started to walk forward, into the tunnel.

When he came out on the other side, he was shocked to find Harry's lab. He looked around in wonder at what he had found. He recognized the large green suit of the infamous Green Goblin that was standing proudly on a large violet glider on its dock. "Harry Osborn," he whispered. "The goblin?"

He walked up to the computer next to a new model of the suit and ran his hand over it. The new suit was impressive. It stood tall in a hunched over position. The body was a metallic orange color with blue arms, legs, and face. The eyes were a deep yellow color, like the previous one. It stood on a silver glider that was slightly longer and wider than the original Green Goblin's and it seemed to have more weapons installed.

Kingsley clicked the mouse of the computer, causing it to come out of sleep mode. Statistics came up on the screen. They were labeled "New Serum Effects." Kingsley smiled as he read through the different modifications that this serum had from the previous one. He smiled at the words at the very bottom of the page: "Ready for human testing." There was a digital signature right next to the words. Kingsley didn't recognize the name, and in all honesty, he didn't care. He was eager to find a volunteer to test this on.

"Hey!"

Kingsley swung around and was confronted by Harry Osborn. Kingsley groaned at this interruption. "What is all of this, Harry?" He demanded.

"That's none of your business," Harry replied tartly.

"I think it is," Kingsley replied as he maneuvered his way over to a rack that held several of Harry's energy swords. He grabbed one and unsheathed it. "You're a public enemy, Osborn. How much was the reward for any news of the Green Goblin?"

"The goblin's dead, Roderick. He killed himself years ago."

"And you happen to have all of his things because?"

"Roderick, listen-,"

Kingsley stopped listening. He vaulted across the table and swung the energy sword at Harry, activating it just before it made contact. Harry howled as the blade cut through his chest, leaving a large slash mark. With a quick move, Kingsley grabbed a vile of the serum from the rack and shattered it against Harry's head. The young millionaire fell over in clump, leaving Kingsley alone with the gear, the serum, and his own demented ambition.

There was no time to waste. He wasn't exactly sure if Harry had taken the serum, but if he had, he might wake up at any moment. He quickly inserted the vile into the machine and stripped off his clothes till he was wearing only his undergarment. He stepped inside the machine and activated it.

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"Peter, we've got a problem," Harry groaned into the phone several hours later.

Chapter I. Hope you liked it. Please R&R. Also, a note about Venom. I saw the movie, I know how it goes. Please don't send me a review saying, "But Peter killed the symbiote." I know. I will explain all of these things to you in later chapters.