Web of the Spider

Disclaimer; I don't own Marvel or DC or any other franchise.

Hey guys I just want to say a few quick things before you read this chapter;

1. Thank you so much for the support. All the favorites/follows and to everyone who reviewed or messaged me asking for the next chapter, I did not think this story would go as far as it has.

2. I apologize if this Spider-Man isn't as much as a jokester as he probably should be but this a different Spider-Man that doesn't really joke around so much.

3. Enjoy this chapter.

Part 3: A Night to Remember

Kraven and Bane, a combination Spider-Man never thought he would have to see. For starters; he had no idea who Kraven was. Bane on the other hand didn't look like a guy who would willingly align himself with someone else, unless he was getting something out of it. To top it all off Young Justice was here and they were probably as surprised as him. Then there was Carnage; the clone would no doubt try to kill them all just for a laugh.

"Is this a hunt to you?" Spider-Man asked Kraven.

"Did I not say this was a hunt?" Kraven asked Spider-Man. "I intent to enjoy every minute of trying to catch you."

"You really need to find another hobby or get one for that matter," said Spider-Man.

"You kiddies better stay out of this one," Bane said to Young Justice. "This is between us three men and that thing over there."

"Oh I'm included in this too," Carnage said a little surprised. Then he chuckled. "This just keeps getting more and more interesting by the minute. First the young ones come and now two more show up to settle something with me." Then he turned to look at Spider-Man. "I guess I have you to thank for this Original. You know how to throw a good party."

The sounds of the chopper above circling them were the only noise heard for a few seconds. Then Carnage growled and made a leap towards Aqualad but was stopped short by an arrow piercing him in the chest. With a growl he grabbed the arrow and broke it in two before making another assault.

Spider-Man seeing this tried to intervene but his spider sense helped him block the punch Kraven had thrown at him and kick him in the chest. The hunter tumbled back before rushing him again, this time throwing an assault of punches and kicks. Spider-Man dodged them and jumped over the hunters head and then moved to the side to avoid being grabbed by Bane. Bane only smirked and clenched his teeth as black fluid started moving out of his tubes and he grew three sizes bigger.

"Fast acting steroids. A cheating athletes dream," said Spider-Man as he got into a stance.

Kraven charged at Spider-Man who aimed a kick at his stomach only for the hunter to grab his foot and throw him to the ground. Spider-Man rolled to the side and got up just as Kraven tried to kick him while he was down. Spider-Man jumped when his spider sense went off and avoided the punch from Bane. He then kicked Bane in his head and watched as the muscular brute shrugged it off.

"It's going to take a lot more than that to stop me," said Bane.

"I figured as much," said Spider-Man.

Then Spider-Man felt his spider sense go off and he turned around and grabbed Carnage's wrist as the clone tried to claw him in the back. While still holding his arm, Spider-Man kicked Carnage on his side and twisted his arm before pushing him to the ground.

"I honestly expected a sneak attack from you sooner," said Spider-Man as he watched Carnage slowly get up. His spider sense went off and the kick to his head sent him sprawling to the ground. He quickly got up and webbed Kraven in the face and with both hands threw him into a charging Bane, only for Kraven to simply fall to the ground and Bane to simply stop and help him up.

"Like hitting a brick wall with feet I supposed," said Spider-Man as he saw Kraven get back on his feet.

Kraven only smirked and pulled out a black ball from inside his vest. "You put up a good fight prey. Too bad I don't have more time to try to hunt you, business after all, plus the interference of the cattle." He looked at Young Justice as he said this. "So to save time; I have to improvise."

He then threw slammed the ball on the ground and in a few seconds a field of smoke covered the roof top, just as Spider-Man felt his spider sense go off.

The sounds of the chopper getting closer to the roof became clearer and footsteps could be heard before going silent as well as a loud ribbing noise. Then the chopper noise got higher and further before disappearing all together. When the smoke cleared a few seconds later, Robin let go of Batboy, having hugged the younger crime fighter during the smoke screen. He mentally sighed as he saw that his team was still intact, no surprise really they hadn't been the targets of the assault.

"Oh no," Robin heard as he turned his head to see Spider-Man looking down on the ground where a pile of webs where. The webs appeared to be ripped from what Robin could tell.

Spider-Man looked around in the air but he couldn't find the chopper. It probably went behind a few buildings to lose them or something and even if he started going in the direction of the noise right now the chance of him finding it were slim.

"They got away," he mumbled as he clenched his fists. "They got away and they took Carnage."

When the smoke screen had gone up, Spider-Man had felt his spider sense go off and he jumped up to avoid the axe Carnage had formed in his hand. He then landed on top of the clone and webbed him up, hoping that he would stay down. He was wrong. Carnage must have broken free and they must have taken him.

How they did it was still a mystery. Carnage couldn't be taken down that easily and if he was taken that way, then whoever hired Kraven and Bane had done their homework. That little shriek he heard must have been from a sonic device.

"Anything you want to share?"

Spider-Man was brought out of his thoughts as he turned to look at Superboy who had his arms folded and Spider-Man noticed that there was a claw mark on the side of his shirt.

"Nothing that contributes to a group," the wall crawler said as he walked to the edge of the roof. "But if you hadn't noticed, they took Carnage."

"It's not that hard to notice spaghetti like monsters disappearing," said Kid Flash.

"That may be," said Spider-Man as he looked up at the clouds. "But they were coming after me. Carnage wasn't supposed to be taken in the first place. I messed up and now I have to save that monster."

"You act as if you have to do this alone," said Aqualad.

"I do," said Spider-Man as he jumped off the building and web swung away.

"I just want to know Mr. Osborn what exactly do you plan on doing with S1?"

"I believe the extent of your 'position' doesn't allow you the right to hear those plans."

"It's just sir that I've noticed that for the past few days I had to teach him material that a high school honor student would know. Then yesterday there was the bruise-"

"Need I remind you," Norman Osborn said as he turned around in his chair to face the young woman in front of him. "That I hired you to be S1's personal tutor, not his doctor. His welfare outside the classroom doesn't concern you. If you must know what I planned to do with him; let's just say he can change the world. Is that understandable?"

"I understand Mr. Osborn," said the young woman, deciding it would be better to give in now.

"Good, don't ask me these silly questions again Ms. Stacy."

Taking that as her queue to leave his office, Gwen walked out silently, closing the door gently despite her inner rage for her to slam it. She hadn't received a straight answer from him. Not that she was surprised she hadn't but he there wasn't even really a discussion. So Gwen decided to take it upon herself to learn about the boy called S1…

April 2

Dr. Conner's lab

"So Curt do you think you can shed some light on this situation?" Peter asked the scientist in front of him. After a full day of finding no trace of Carnage's kidnappers, stopping crime, turning photos in to the Daily Bugle and getting an earful from Jameson; Peter decided to ask the only other man who had ties with his past.

"Honestly I have no idea of another person Trask could have been working with that knew all of his secrets," Curt admitted as he rubbed his chin in thought. "As for the appearance of this 'Kraven' I have never heard of someone like him before." Curt then went to that large computer he kept in his lab and started typing a few things on the keyboard.

"It does however raise a big question," he continued while typing. "Assuming that the person who hired Kraven and Bane knew all about Trask also has an understanding of the symbiotes. If they took Carnage then the chances are that they intent to use him for something."

"Carnage wasn't originally their target though," said Peter.

"I know," said Curt as he continued to type. On the screen, newspaper articles appeared, each having one thing in common 'Trask'. "If that's the case then they still might come after you. No telling when or how they'll do it."

Peter looked up at the articles on the screen. Each contained a headline of Trask and his accomplishments. Things like him opening his company all the way to his tragic death.

"Company man dies in plane accident," Peter read out loud as he stared at the screen. "Even to this day Osborn still got away with it." Thoughts of the day he had overheard two guards outside his room talking about how Osborn had killed Trask entered his mind. It was only a few months after he had escaped that he found out how Osborn had done it.

"I don't believe the reason for why Osborn eliminated Trask has been revealed to you it," said Curt.

"I thought Osborn did him in because Trask kept pushing for his sentinels to be made the main focus of the project," said Peter.

"Osborn could tolerate Trask's attempts in changing the way the project should move forward but that's not the reason why he would want him killed," Curt paused as he finished typing on his computer and turned to face Peter. "A month after Osborn had turned down Trask's sentinel operation again; things started to go missing in the laboratories. At first we thought people where just misplacing things until one of the prototype suits went missing."

"They still kept making suits?" asked Peter.

"It was an early attempt to try to make different kinds of suits by messing around with your father's formula," said Curt. "The point is; one of the latest prototypes went missing and no one knew who to blame. At one point it looked like Osborn was going to kill everyone who was responsible for maintaining the symbiote until secret security tapes reveled that it was a group of scientists who had taken it, scientists under Trask's command."

"He ordered his scientists to take away the suit," Peter said incredulously.

"Yes, probably to make his own suit army or something," said Curt. "The others in Osborn's inner circle weren't pleased about that one bit. They wanted him dead but at the same time they had to make it look like an accident. Enough of an accident that everyone would buy it and any evidence that suggested otherwise would no longer exist."

"They orchestrated the plane crash," said Peter. "But how could they do something like that."

"They had someone on the inside," Curt stated. "They had a spy 'corrupt' the suit and sneak it on board Trask's private plane. On the plane the suit attacked and caused the crash, eliminating any evidence that would suggest foul play. Even so, Osborn wanted to make sure that none of Trask's workers knew anything they shouldn't know."

"So Osborn even killed off some of Trask's employees," said Peter as he let the thought process into his mind.

"Peter; Osborn even killed Trasks wife."

Peter's eyes widened. "But I thought that she-"

"It's easy to make a murder look like a suicide if you know what you're doing," said Curt as he folded his arms.

"I just want to know one more thing Curt," said Peter. "Did they ever find out what happened to the suit?"

"The explosion of the plane should have been able to destroy it," Curt replied looking Peter in the eyes. "But that's a thought and there was no actual prove that it was destroyed."

"I highly doubt that it would be causing trouble right now," said Peter. "I can't help but wonder what whoever is behind this is going to do with Carnage. Or what they would want with me."

"Whatever it is," said Curt. "I hope we find out what they would do to Carnage and not with you."

Peter nodded his head and then noticed the baggy eyes Curt had and how he seemed to sway a little while standing.

"When's the last time you got any sleep Curt?" he asked.

Curt slightly widened his eyes. "I could ask you the same question."

"Yeah but I asked first."

"Touché Peter. I haven't slept that good the past few nights. I keep having some horrible nightmares about-"Curt stopped his sentence and his eyes drifted down to the floor.

Peter didn't need him to say any more as he understood the only two things that would give Curt nightmares. He walked over to the older man and placed a comforting hand on his shoulder. "I understand Curt, I really do. I had nightmares for months on end at one point thinking it would never stop. But at one point; you have to move on. Accept that that was a part of your life, stop trying to hide it from yourself and move on. You have to take your mind off it."

Peter then got a thoughtful look on his face before continuing. "Why not take Martha out for a night on the town?"

Curt looked at Peter with wide eyes. "What led you to that little solution?"

Peter shrugged. "You need to have a little fun once in a while. But get some sleep first, or you'll be snoozing before you even walk out the door."

April 3

Unknown Location

"Wake up."

The voice ranged in Carnage's head as he felt like he had slept for another few years. As he slowly came back from dreamland he found that he could move his limbs. He also realized that he was lying on the floor on his stomach. Carnage slowly got up, his arms moving pushing himself up and his legs moving to stand. When he adjusted his vision he saw that he was in what looked like a little square prison. There was some orange barrier around the square and that the floor he had previously been lying on was also a major source of light for this little prison.

Looking around he saw that there was a large television screen on the wall above the door. A quick glanced around told him that he was in some kind containment room.

"Good you're awake," the voice came from the television. Carnage looked at it and saw that there was nothing but black and white static coming from the image. "You've been out for a little while. They hit you twice in order to get you in there."

"They shouldn't have bothered," Carnage said as his left hand turned into an axe. "This can't hold me." Carnage swung the axe on the orange shield only to reel his hand back quickly. When he had struck the orange shield, his hand had started to burn.

"You'll find that we can hold you perfectly well," said the voice. Carnage was sure that the person was smirking on the other end. "I must apologize for the inconvenience, they where supposed to capture Spider-Man, not you."

"Oh, I'm not good enough for you," Carnage said mockingly.

"On the contrary, you'll be just as good as Spider-Man," the voice said. "You can also help us lure him out."

'Lure him…the Original,' Carnage thought as he flexed his claws. "What makes you think I won't kill Spider-Man?" Carnage asked as he looked at the television. "For that matter what makes you think that I will help you?"

"Simple," the voice said casually as the doors above the television opened up. From the doors came five people; three in lab coats wheeling in a wheelchair with straps and two in armor and carrying weird looking guns. The square force field around Carnage disappeared and he leaped up to attack the second it was down. The guards raised there guns but instead of bullets, waves came out and hit Carnage forcing him to the ground. The waves continued and Carnage screeched as the waves continued to hit him.

The ones in lab coats put something over their ears and they stepped over to Carnage as the waves continued to hit him. When they got closer the guards stopped firing their guns and with out much effort the ones in lab coats lifted Carnage onto the chair and sat him down in it, applying the straps to his arms and legs as Carnage was still dazed from the sonic guns.

"As powerful as powerful as you may be," the voice said as Carnage was being wheeled into the other room. "There will always be a way to stop you. In this case; I have a way to make you more like an animal than you already are…"

April 4

New York

Times Square

Peter held Ben's hand as they walked down Times Square. It was a little busy at 12:30 but not as busy it would be in the morning, with people rushing to work. Right now it was a few people just going to get something to eat.

Deciding to take a little break from being Spider-Man for a few hours, Peter thought it would be best to spend some time with his little brother Ben. So he thought a nice walk in Time Square and through the park would be fun.

"The city is bigger than on T.V Peter," Ben said as he looked with curiosity at the tall buildings and large signs.

"In the city everything is bigger," Peter said as he chuckled at his brother who looked around. "Just wait until you see the park, lots of open space there."

"Do you see this all the time during your job Peter?" Ben asked.

"The view is a lot different from where I normally do my job at," said Peter.

They walked along the sidewalk where Peter took Ben to the park. Once there they walked along the green grass and looked at other people where there playing sports or just hanging out. The weather was nice enough for it, surprisingly being 68 degrees in April. It was a nice day, few clouds shining sun and Peter enjoyed the fact that trouble hadn't come.

Taking Ben to a playground, Peter watched his brother play on the monkey bars, surprisingly going faster than normal. He was happy no one else was here to see, it would look odd to see a seven year old move quicker than he should be.

After the park, Peter took Ben to go get some pizza before taking him back to his aunt and uncles house.

During the car ride Peter decided to ask Ben something.

"Ben… you don't think I'm neglecting you right?"

Ben looked up from the backseat. "No brother. Why would I think that?"

"It's just what with my job and my hobbies, I don't think I'm spending enough time with my family as much as I should," said Peter.

"You do a lot to help people with your hobby and you still spend time with me and everyone else as much as you can," stated Ben.

"Well for just one night I want to spend it with you and MJ," Peter said as he turned a corner into Queens. "One night, just the three of us, going around New York and having fun."

"I'd like that," said Ben. "But just do one thing for me Peter."

"What's that?"

"Don't make out with MJ when you think I'm not looking."

"I've never done that before."

"Now you're just lying."

"Now Toomes," said Osborn as he looked at the scientist in front of him. "I believe I gave you instructions to have the newest experiment tested out today."

"I know sir and we were ready for testing to but we just discovered repercussions that-"

"You should have discovered a week ago instead of today," Osborn said cutting in. "I want this tested now and the repercussions that you claim will have to be dealt with in due time. Should they be a problem you can just make a new one from scratch."

"I understand sir," said Toomes. "But what Alex found that the suit might cause might be too much."

"If he really thinks that after all the work he's put into the suit then there's only one solution," Osborn said as he hit a blue button on his desk. "The experiment will then be tested on Alex O'Hirn himself."

April 6

New York

They stopped the large truck in the middle of an empty street, just as they had been instructed to. Night had come quickly and it would be easier for them to move out this way. Out from the truck came two men both wearing business suits but the way they carried themselves showed they didn't wear them for a living. They both meet at the end of the truck and looked at each other.

"I hate that we had to do this," said the guy in the blue suit.

"You heard what Kraven said; double pay if we do this and don't screw it up," said the one in the gray suit.

"I know but," the one in the blue suit glanced towards the large steel holder at the end of the truck. "What money could be worth messing with this thing?"

"A couple hundred will do it," said a voice in front of them. Both of them looked to see a man in a black jumpsuit with a lightning bolt on his chest a few feet away from them. "But that's just for a starting price; the rest will be given after the job."

"You got to be brave or crazy to go after this thing," the one in the gray suit said.

"I'd like to think I'm a little bit of both."

"Well whatever you are I hope your luck can help you out with this-"

The steel holder started to move, shaking around and making loud noises as it did. The two men in suits then ran off, leaving the man in the black jumpsuit who smiled clenched his fists. Electricity started forming around in his hands and he lifted himself off the ground, just as the steel doors broke and from the carrier came Carnage.

Carnage growled and roared as it looked around the empty streets. Its senses could feel that there where people nearby that it could feed off. Then a sting hit his back and he looked up to see a bald headed man with electricity flowing around him.

"Come on FREAK," Electro said as he smirked at Carnage. "Come and get me."

Electro then moved away down the street and Carnage followed him, instinct telling him he could get more energy from him than anyone else.

Electro moved over buildings, he would glance over his shoulder to see Carnage moving after him, leaping off buildings to chase him. When it looked like Carnage would get close, Electro would turn around and zap him with some electricity. Looking around Electro found a little traffic jam on one of the streets and some people walking by; perfect.

Floating over a taxi, Electro looked to see Carnage land on a red car and roar at him. Smirking Electro tried to zap Carnage who jumped out of the way onto cars stuck in traffic, the people abandoning their vehicles in fear.

"Come on freak," Electro taunted Carnage. "Come and get me."

Carnage jumped towards Electro, his claws barred and predator like roar emitting from him. Electro waited until Carnage got closer and when Carnage was only one finger away, Electro unleashed a wave of electricity which sent Carnage flying back. Carnage landed on the street, cars exploding around him and as he got back up, Electro laughed.

"Is that all you got?" Electro mockingly asked. "I thought you where you supposed to better than this. Oh well, easiest load of cash I've ever made."

Carnage snarled and followed after Electro as he started moving again. Electro led Carnage through a few alley ways and onto a few more streets, shooting electric bolts at Carnage once in a while. Carnage would dodge the electric bolts and at one point he drained the energy of five people at once, giving him the edge to keep going. As the kept going further into the city, Electro would go higher and higher onto buildings, watching as Carnage would run on the sides and jump from rooftop to rooftop.

"That's what I like to see," Electro shouted as he reached the Daily Bugle. "Let's see if you learned anything from last time." Electro stopped moving and Carnage moved closer towards him but just when Electro was about to unleash his electric wave, a red tendril came out from Carnage's shoulder and struck him on his cheek. Electro was sent back and nearly landed on the ground in Times Square. He looked up to see Carnage on the side of the Daily Bugle, looking down at him.

"Not bad freak, NOT bad," said Electro.

Peter was sitting at a computer in the Daily Bugle. He had just delivered a new batch of pictures to Jameson and decided to look through the internet to pass the time. He was looking up a few articles about Trask when he discovered another article about his wife's 'suicide'.

'The death of her husband must have been the last straw for her,' Peter mentally read the words in the article. 'Stress was an issue for her ever since she had a mi-'

Peter stopped reading when he felt his spider senses tingling. He got off the computer and looked out the window. From the darken sky he could see someone fall down below, someone with electricity running through them.

'No it can't be. Can it?' Peter thought as he ran out of the office. He ran to the bathroom and got into the air ducts where he would move to the top of the building to change.

Electro floated up higher and Carnage charged at him. Electro shot an electro bolt at him and Carnage went sailing to the street.

"Here I thought we were making progress," said Electro as he charged his electricity while Carnage got up. "Well come on then FREAK! Come and get me already! What the hell are you waiting for?!"

A web came out and hit Electro right in his mouth. Electro looked around surprised and started taking off the web with his electricity. He then looked to see Spider-Man just swinging on to the scene, landing on the side of a billboard.

"If prison should have taught you anything it should have been keeping your mouth shut," said Spider-Man. "But I guess that would have been too much to ask huh?"

"You," Electro said as he glared at Spider-Man." It must be night; I get PAID and I get to fry me a SPIDER!" Electro fired an electro bolt at Spider-Man who jumped out of the way and started swinging around, dodging electricity fired at him. "Hold still bug," said Electro.

Electro then felt a tendril grab him by the leg and he fired a bolt of electricity at Carnage who jumped out of the way.

"I almost forgot about you," Electro said as he looked down at Carnage. Carnage then jumped and used a tendril to move towards Spider-Man who dodged the symbiotes claws and kicked Carnage in the face. Carnage landed on the side of a building and Spider-Man landed on one opposite of him.

"Can't say I'm happy to see you to Carnage," Spider-Man said to his clone who only roared in response. "What's wrong with you? Tendril got your tongue."

Carnage leaped towards Spider-Man but a bolt of electricity struck him to the ground. Electro looked down as Carnage started getting up growling at him. "Don't think for one second you get a say in who gets to kill the spider," said Electro as he glared at him. "I've got dibs on the spider so back off freak and I'll deal with you later."

"Never thought the day would come when two super villains would be fighting over me," said Spider-Man as he looked at Electro and Carnage. "I don't know wither to be flattered or creped out."

"I can tell you what you'll be felling soon," Electro said as he charged his electricity. He fired off electro bolts at both Spider-Man and Carnage who both dodged them. Carnage tried to kick Spider-Man but an electric volt him in the chest. Spider-Man fired off a few webs at Electro who used his electricity to disintegrate them.

Carnage threw a car at Electro from behind and Electro fell to the ground as the car landed on top of him. The car then blew up and as Electro came out of the wreckage, Spider-Man kicked him in the chest and he went flying back. Electro got up, snarled and then flew up as Carnage tried to scratch Spider-Man with his claws.

At the top of the building was an electric sign, promoting a guitar shop. As Electro neared it, he felt the electricity pull him; he felt the energy just waiting to be pulled out towards him. He touched the sign and the electricity was pulled from it to him and as he took in the electricity he felt his body change; his skin changed to blue and his eyes became pure white. His electricity went from yellow to blue as he drained all the power from the sign.

"If we're going to do this," he said as he floated back down. "We might as well do it RIGHT!"

Spider-Man dodged the kick from Carnage and punched him in the face. Carnage reeled back but quickly came back with his claws and Spider-Man went back to dodging them.

'There is definitely something wrong with him,' Spider-Man thought as he grabbed Carnage's wrist and threw the symbiote into an empty Taxi. Carnage made a dent on the side of the taxi and landed on the ground but he got up a second later and roared at Spider-Man. 'They must have done something to him to make him this way. But what could they have done to make him act more of an animal than he already is?'

As Carnage charged at Spider-Man a huge volt of electricity stopped him. It came right in the middle of them and Spider-Man looked up to see Electro looking completely different than before looking down at them.

"You guys want to play," Electro said as electricity started charging around him. "Then let's have a GOOD old time." Electro then released a wave of electricity.

Be honest; are mad are you right now. I left it off at a cliffhanger, not way I originally wanted to end this part but I decided to do it to keep you guys on the edge of your seats.

Remember to R/R and have a nice day.