The hunt coursed through Felicia's blood as she chased down the foul monstrosity. New York City turned into a blur of buildings and streets; rain pelted down from a sky thick with ugly clouds; forked lightning splintered the darkness of the storm; wind howled, bending trees and making light posts shake. But it was nothing compared to the torrid bloodthirsty in the Black Cat's body.

She was

ravenous, starving, gaining, hungry, better, faster

gaining on the thing that had taken Harry from her—could taste the monstrous essence of it against the second skin now living and breathing on her body.

The red and black monster swung and leapt gleefully through the hurricane force of the rain and wind. Felicia followed, propelled by her rage and desire for

revenge, blood, death, unity,

justice. The lights of Penn Station shone like ever-staring eyes of the dead from below. Still singing madly and laughing wildly, the monster called carnage spun round on a line of webbing. She landed on one of the street lamps nearest the station and grinned as Felicia pulled herself to a stop, letting her line of dark black web go.

Felicia could feel the

evil, intent, hatred, rage, blood thirst,

almost familiar aura that Carnage's skin exuded. A part of her wanted nothing more than to tackle the beast to the ground and gorge herself on its very essence. It would bring them together, unite them—she would be stronger and better and

united, whole, one, us,

prime for revenge against not only the thing that had taken her love and her life from her, but against everything in the world.

Carnage licked her lips and leaned forward on the light post.

Snarling, Felicia lashed out with the tangle of the long, lethal tendrils sprouting from the top of her head. Carnage leapt backward but landed once more on her perch.

"Oh, let's not fight!"

Felicia launched herself across the space between them, her body coiled like a snake. She collided with the light post, splitting it in half as if it were nothing but a mere twig. Carnage fell through the rain, and Felicia wasted no time in seizing her with her tendrils.

Shrieking, Carnage rolled over. Pain coursed through Felicia's body as spines erupted from Carnage's skin. Relinquishing her grasp, Felicia rolled backwards and crouched, training all her senses on the red and black beast before her.

"Didn't you feel it?" Carange hissed. "The oneness. We could be together if you'd let me. We could make such beautiful devastation together. All the little mice on the streets running and screaming; us painting the town red with their blood and guts. And the screams—you have no idea."

"There's only one scream I want to hear." Felicia sprang at Carnage. Fury was singing within her skin and blood; she'd never felt so powerful, so energized—so enraged. She would flay Carnage's skin from her body, rend her in two—make her feel just a fraction of the pain that she herself felt.

"Suit yourself." Carnage fired another barb. Felicia dodged, but a moment later felt pain course through her body as the projectile split into several smaller pieces.

Carnage laughed and jumped into the air. She carried herself on webs towards the front of Penn Station. Without missing a beat, Carnage smashed through the class front of the train station.

Felicia screamed.

She wouldn't fail. She wouldn't be made a victim of. She had to avenge Harry had to

kill, tear, destroy, stop, stop us, hurting, burning, acid, help me,

be faster and stronger.

The symbiote coating her body pushed Carnage's barbs outward; Felicia felt it through her own skin and bones but did not care—did not let herself dwell on the pain.

She tore through the shattered window left by her murderous quarry. Screams and gunfire reigned in the confined space of the front foyer. Felicia could feel the death and the terror against her skin like a bombastic blast of sound. There were people here, terrified people and their screams were

horrible, frightening, stop, please, not this, want to leave, want to go, separate

so perfect to her in her blinding rage. What did they know of pain? What did they know of fear, these so-called brave men and women of New York City? Following the sounds of bloody chaos towards the station proper, Felicia saw the blood and the chaos. Police officers bodies, steaming and bleeding and freshly killed, they strewn along the floor. She felt the life ebb from several of them, and although something within her—something beyond the capacious thirst for revenge—told her to stop and help. Someone reached out for her, the contact searing and chilling at the same time. In her mind's eye, Felicia saw the police officer's life—saw their triumphs and failings—saw their mistakes and the times they stopped and frisked people with no merit.

She looked at the bleeding heap on the ground and growled, kicking their beseeching grasp away.

She didn't care. She wouldn't let herself care. What justice did these people stand for when so, so many were left scrambling and hurting and confused?

She

burning, hurting, searing, stop it, save us, remove us,

strode through the sea of the dead towards the station platform where the solitary trains stood like effigies to industry. Rain and hail pelted the glass enclosed ceiling high overhead. All at once the lights flickered and died, but Felicia could see and hear and feel farther with her new skin than she ever had before.

The air overhead vibrated as something sleek and lethal swung through it—something that was gorging itself on blood and decay.

"You're nothing." Carnage's voice sounded like a whisper of hell itself.

Grimacing against her own fear, Felicia leapt to the roof of the nearest train, the writhing tendrils on her head moving to and fro as Carnage continued to scuttled in the shadows of the train station.

"You were never anything until he came along."

"And what were you?" Felicia fired back. She saw the red and black figure crawling along the arched walls. She fired several of her own lethal barbs with the rapidity of a Tommy gun. Carnage screamed and toppled to the top of one of the trains further down the row.

"Got my tongue there," Carnage said. "But this isn't a he. It isn't a she. It's a power and we let it live. You're not so innocent or just as you'd like to think, or you'd have stopped to help all the little piggies that squealed on my way down here."

"This is between the two of us." Felicia propelled herself across the rows of train roofs, Carnage in her sights. The red and black symbiote did not move, did not dodge to the side.

Something primal in Felicia told her to back down. But all she saw was Harry, and all she thought was Harry and all she felt was Harry. How he'd worked so hard to make amends for all his mistakes; how they'd augmented something beautiful out of the trauma of their twisted relationship. And what would Carnage understand about that? What would even Peter and Mary Jane, with their perfect, Sweet Valley High, romance understand about that? About the tears and the fights and the doubts?

She didn't care if Carnage killed her—she would go down swinging and scratching as she always had in the past.

But Carnage remained resolute as Felicia collided with her. Once more the prickling feeling of unity coursed along the skin of the symbiote, a feeling both repellent and utterly attractive.

Together, Felicia and Carnage crashed through the roof of the train. They fell amidst glass and steel to the aisle in the passenger car, Felicia clawing and snapping her jaws at Carnage. Her tendrils flailed, constricting the other symbiote at the throat and wrists, keeping her prone as she beat with evil bitch with every last ounce of rage she possessed.

She kept Harry's face in her reddened vision as she rained almighty fury down on the thing that had once been a human being. All she saw was Harry as he'd been to her—arrogant at their first meeting, calculating and damaged; she saw him crippled by the goblin's disease; saw him screaming and writhing at her; she saw him cured, saw him sobbing for forgiveness when they reunited.

She saw him pinioned to a wall, bloody and mangled as his own glider protruded from his body.

No.

Felicia faltered. She couldn't get the image out of her head. But she hadn't even been there, hadn't seen his life snuffed out.

Panting with the exertion of her rage, she looked down at the mass of Carnage's face.

Slowly, the filmy whites of her eyes opened. She smiled, and her long, sibilant tongue lapped at the side of Felicia's face.

They were connected, through the contact of their fight and Felicia's own tendrils.

"What's the matter, kitty cat?" Carnage breathed. "Bad memories?"

Felicia screamed in rage, her mouth extending wider than she ever through it could go. She roared in Carnage's face, but this wasn't the sybmiote defeated by sound. Fire was Carnage's bane; sound waves were Venom's.

Carnage only laughed. The red and black of her flesh began to slid over Felicia's own body, overwhelming her with images and memories that were not her own. She struggled as she drowned in Carnage—in the pain and the anger and the devastation she'd caused. Felicia's own symbiote struggled and screamed in

pain, agony, torment, stop, make it, stop, please, free us, release us, release us

"He was such a fool." Carnage's voice came from all around—from the sides and below and above. Felicia couldn't see through the flashes of vivid memory and intense emotional trauma. "Sacrificing himself for somebody else."

"It…was…brave!" Felicia half-screamed as she stumbled through this tightening oblivion. She didn't know if she was still over Carnage's body, only that there was nothing around her bed crimson and darkness and horrible, terrible screaming.

"Brave?" Carnage sighed. "I suppose so. But what does bravery get any of us, kitty cat? Bravery is just stupidity masked with selflessness. Do you really think Mary Jane was worth his life? Do you really think someone so pitiful and human was worth the life of someone who'd fought and given so much?"

It felt as if someone had forced a cauterizing knife into Felicia's skill. She cowered, feeling ever particle of her being shake in dread and pain. She wanted it to stop, wanted it to be over. Carnage as right—of course Carnage was right. Mary Jane was a useless human—a pitiful damsel in distress, and she lived and Harry was gone because—

"NO!"

Somehow Felicia tore through the drowning sensation of despair. Her vision swam and every last fiber of her being ached with the force of breaking free. She surfaced, and found herself huddled in the corner of the passenger car.

Carnage stood several feet away, her symbiote skin rippling as if disturbed by hurricane winds. The creature cocked her head to the side; her chest rose and fell as if she'd run hundreds of miles.

"Well, well, well," she panted. "There's more to you than just pretty paws and a thirst for blood. I'd admire that if you weren't such an obstacle."

In the daze of resurfacing, Felicia wasn't sure if the ground was even beneath her anymore. She got shakily to her feet, uncoiling like a cheetah.

Yes.

The train was moving. Only to her knowledge there wasn't anybody aboard to operate it.

Carnage smiled, displaying her rows of lethal sharp teeth. Felicia looked down the symbiote's pulsing body and saw that there were lines of red and black, thin as thread, criss-crossing into the floor of the train like a living circuit line.

"I'm full of surprises."

She stepped towards Felicia, leaving her own biological mass behind.

"The question is," Carnage went on, "are you strong enough to stay alive until we reach the end of the line?"

Felicia flexed her symbiote, focusing all her attention on the murdering monster before her.

Claws distended at the end of her fingers, long enough to rival Carnage's own.

Carnage smiled.

"Ooh, this is going to be fun."


They covered Harry with one of the gray tarps in the lab. The entire time, Spider-Man felt as if he were walking in a dream with a nightmare whispering in his ear. The whole lab seemed hazy, and every noise—from his own footsteps to the roaring storm beyond—came to him from some great distance.

Before he covered the bloody remains of his friend's body, he forced himself to look at Harry's face.

There's was a tangled history—complicated and fraught, written in betrayal and death. But there had been hope and promise at the end, as well. He'd found it in himself last Christmas. When the opportunity had presented itself to avenge Gwen—to get Harry when he was at his most vulnerable—Spider-Man had turned the opportunity down. He'd taken the high road and released Harry from the grips of the Green Goblin. In doing so, he'd given Harry the chance to redeem himself.

But not like this.

Never like this. He shouldn't have died to redeem himself in Spider-Man's eyes. Looking at his former best friend's lifeless face, Spider-Man realized that he'd let go of his hatred after that bloody Christmas Eve. It shouldn't have happened this way—not at the cost of his life.

His hands shaking, Spider-Man covered Harry's face and turned away.

"Jarvis…" The sound of his face almost scared him—deadened and hollow from exhaustion so profound that it made him want to die.

"Sir?"

"Is S.H.I.E.L.D. doing anything about this?"

"I'm afraid the hurricane has made it too difficult for them to arrive safely, sir. My present calculations predict that the storm will pass by early morning, but until then…"

"Tell them that there's another casualty in the Baxter Building."

"Yes sir."

He let the mask of his armor slip away as he walked back into the wreckage of the lab. The suit felt too heavy on his own skin—a perfect testament to the mantle of his heroism. He longed for the days when he'd donned a simple suit of his own design—when he'd been careless and young; when the monsters had been simple.

He looked from MJ, crouched in the corner with her arms around her legs and her knees drawn up to her chin, to Eddie—no, not Eddie, Venom now. Tall, powerful and black as night, Venom stood a few feet away from Mary Jane, their face that impassive mask of symbiote skin.

They were his—people he loved. And they were slipping away in Eddie's case, or tainted by the dangers of the life he'd exposed them to. No matter what Aunt May said to the contrary, mere exposure to Spider-Man ultimately proved fatal. He was a veritable Typhoid Mary, and there was nothing he could do make it stop.

He wanted to be Peter Parker. He wanted to sleep, wanted MJ and Eddie to be with him.

The mask of his armor slipped away as he sank to the floor, feeling as if he were alone in a vast plane of hostile darkness.

Harry was gone; Felicia and Eddie were twisted by the symbiotes, and Mary Jane…she'd endured for much for him, there was no chance she'd stay by his side.

Not after this.

He was too weary to stop himself from crying. He knew it was futile—he could flood Brooklyn with the depth of his sorrow and despair and it would never bring him peace—it hadn't brought his parents back, hadn't brought Captain Stacy or Gwen back and it wouldn't bring Harry back.

It wouldn't strip him of the mantle of Spider-Man.

He buried his head in his hands, his body wracked with sobs.

Something warm touched the side of his face—something strong and human.

He looked up and saw Eddie kneeling next to him. He'd let the guise of Venom slip to his waist, leaving the bareness of his skin and face exposed. Shuffling his body so that he sat next to Peter, Eddie put his arm around him. Peter was too simultaneously exhausted and relieved to do anything other than let his head drop to the sturdy support of Eddie's shoulder.

Soft padding footsteps alerted him to MJ's presence. She crawled across the floor like a puppy until she too came to rest, putting her head in Peter's lap.

Between the solid, strength of Eddie's body and the warm, resilience of MJ, Peter felt some of his deeper fears skirt—as if a ray of sunlight had cut through the darkening night around him. Absently, he found himself threading his fingers through Mary Jane's hair, and felt a rush of satisfaction when she snuggled in closer to him.

Eddie pressed his lips to Peter's temple.

"I'm still here, kiddo," he whispered. Peter saw Eddie's opposite hand slowly stroking MJ's face. "I always will be."

Peter crooked his head under Eddie's chin. "I know."

"And I'm not going anywhere either," Mary Jane whispered, her warm breath playing pleasantly across Peter's lap. "Y'know, Aunt Anna used to say something whenever things came out of left field and knocked me in the jaw."

Peter chuckled, the softness of MJ's hair and the weight of both her and Eddie against him feeling like the world's most comfortably security blanket. "Did she say that life is like a box of Xanax?"

"Besides that," MJ said with half a laugh. "She used to look me in the eye and say, 'I get that you're hurting. But there's going to come a time when you'll realize that you're still alive, and that you're still sane. That's more than enough reason to keep going, don't you think?'"

"Wise woman," Eddie said softly. His chin was still resting on Peter's head, and the vibration of his voice—that rumbling, warm voice with its soft Brooklyn accent—was like a lullaby in Peter's ear.

Still, he felt too exhausted to want to move—too right with these two beautiful, dependable people next to him. This was home, he realized—and it was one of the many, many things worth fighting for. It wasn't just about the world or New York City now. He knew Carnage wouldn't rest until she'd torn everything in Peter's life to shreds.

It was personal this time—a vendetta not against Spider-Man, but against Peter Parker, and he wasn't going to let her get away with it.

But for now, he let himself be still. Let himself be held by Eddie and hold MJ in turn.

The rain and wind beat against the Baxter Building, the tumult of nature's fury fading into a gentle decrescendo. The storm was going to pass in a matter of hours, and Peter was sure that the city would remain on lockdown.

He looked into Eddie's eyes, and saw the resolve there. He'd so often thought that the steely gray of Eddie's eyes was indicative of how hard his soul—but that wasn't the case. In as much as the stormy green of Mary Jane's eyes could also be serene as the surface of the ocean and warm as spring blossoms, Eddie's eyes were haunted and hard, but also kind and just—solid and dependable and sheltering as ancient stone.

"We're going to kick her ass," Eddie said softly.

Peter nodded.

MJ, seeming to take some kind of vocal cue, sat up and stretched like a cat. She gave him a brave smile and then wrapped one arm around Peter and the other around Eddie.

"My heroes," she whispered as she pulled them close.

Peter chuckled, kissed her softly, and got to his feet. "And as heroes, we're about to do the dumb thing and go often the homicidal alien."

"We're a regular bunch of Sigourney Weavers," MJ said.

Eddie stood, helped Mary Jane to her feet, and worked out a kink in his neck muscles. Peter was inwardly thankful that Eddie hadn't let the Venom symbiote overtake him for the time being, although he figured that cool air didn't feel exceptionally pleasant against Eddie's bare chest.

"Ripley knew where the Xenomorph was, baby." Peter stared at the dark, mullioned windows. "Carnage could be anywhere between here and the Jersey Shore."

"Don't get too pessimistic," MJ said. "I think I've got an idea of what she's trying to do…although that's not exactly a thought to lead to restful sleep and deep meditation."

"So she and Felicia aren't just going out for some frozen yogurt?" Eddie sighed.

" 'Fraid not. When I was in here before…before she attacked…she was talking to that blob in the containment tank over there. She said that she wanted to be reunited with something more—that she didn't want to be outnumbered."

Peter felt his heart sink.

"She's wants to renew her vows," he said.

Eddie's jaw clenched. "But nobody knows what happened to Cletus Kasady after the attempted breakout the other day."

"There's one way to find out," Peter said. He let his mask cover his face once more, hating the claustrophobia of it. "Jarvis, how far can you stretch your scope when it comes to police activity?"

"My programming runs across the globe, sir. Mr. Stark also mentioned something about outer space, but I'm highly sceptical when it comes to that."

Spider-Man paced, feeling MJ and Eddie's eyes on him. He did his utmost not to look at the pool of blood on the floor of the lab. He needed to focus if they were going to stay one step ahead of Carnage.

"Can you find out if there's been activity reported involving Cletus Kasady?"

"One moment, sir."

Spider-Man waited with baited breath. Part of him was hoping against hope that there would be on activity—the last thing he wanted was to expose Eddie to the man who'd nearly killed him last Christmas. But if Mary Jane's hunch proved correct, then this had the potential to be a link to Carnage.

"New Hampshire police took Cletus Kasady in from Concord Hospital fourteen hours ago."

"What?"

"He was found beaten on the side of the highway, and once his identity was confirmed, he was turned over to police custody."

Spider-Man stared at Mary Jane and Eddie, both of whom were watching him with wide eyes.

"Jarvis—

Before he could finished, the operating system beat him to the punch.

"Cletus Kasady is due to be transported to a maximum security facility in Canada early this morning, sir. The weather in New Hampshire is clement, and the transport plane will take flight shortly after four-thirty."

"She's going to spring him," Eddie growled. "She's going to make Felicia follow her to Concord and then she's going to feed the symbiote on Felicia's body to him."

"Feed?" MJ stared.

"Yes. Carnage wants to be one of the only symbiotes left—well, not counting her beloved Cletus. If she can tear the symbiote from Felicia, she'll be able to pass it on to her husband and…"

Eddie's voice trailed away. He didn't need to elaborate. One psychopathic, homicidal alien was bad enough, but two? If Cletus and Carlie stood as a united front, then there was no telling what would happen.

MJ shook her head. "But that's only if she finds him, right? How could she possibly know where he is without having police intelligence?"

"She doesn't need it," Spider-Man said. "Not with the symbiote. It's got biological memory, baby. Any imprint—touch or taste or even smell—it can trace whatever it's come into contact with." He went slightly red as he added, "That was how I knew you were home the first night that it attached itself to me."

"And that was how I knew where to find him," Eddie nodded at Spider-Man. "Any contact, right? And Carlie's probably had the chance to kiss her hubby during visiting hours back when he was at Ravencroft."

"She's probably hijacking something right now to get there as fast as she can," Spider-Man said. "She might not know that he's going to be Canada bound in a few hours, but that won't matter. Without stopping—hell, even going over the speed limit—you could end up in New Hampshire in a matter of hours."

MJ raised her hand. "Just backing up here five minutes…you-" she pointed at Eddie, "-know where to find him-" she pointed at Spider-Man, "because you kissed each other?"

Neither of them answered—Eddie's ears actually went slightly pink.

"Jesus," MJ sighed. "The one thing that would have made this night bearable and I wasn't even there to see it."

Blessed intercession came in the form of Jarvic. "Pardon the interruption, sir," the computer said. "But I believe that this Carnage is already making for New Hampshire aboard a train."

Spider-Man froze.

"What?"

"Several distress calls were made from Pennsylvania Station, and the station's computers have registered a bogey train departing as recently as ten minutes ago."

"She's taking the train," Eddie said, as if he couldn't believe it. "Pete, if that thing gets top speed she could be there in an under an hour."

"Great," Spider-Man sighed. "And we're stuck here with no way to catch up."

"If you'll pardon me saying so, sir, but there's no need to give up hope yet."

Spider-Man grimaced. "Really, Jarvis? Is Iron Man going to come flying in and deliver us from evil?"

"Unfortunately, Mister Stark is on a flight bound for his West Coast condo at the moment. But there are several emergency vehicles still in the hangar at Stark Towers. I can access them remotely and have them here within a matter of moments."

"I could kiss," Spider-Man sighed.

"Oh no," MJ said. "You're only allowed to kiss two people, and both are in this room and also have physical bodies."

"Shall I send for an aircraft, sir?"

"Yes. Please. Thank you."

He turned to face MJ and Eddie. The symbiote slithered up Eddie's body, and although Spider-Man was still harrowed by the physical change, he knew that he needed Venom's help in this last fight.

But Mary Jane…

He turned to face her, and found that her jaw was set determinedly.

"Don't even think about," she said harshly. "You're not getting rid of me."

"MJ, if you get hurt—

"I don't care!" She stormed across the floor and prodded him painfully in the chest. "If anything happens, I want to be there. I know I can't do jack shit the way the rest of you can, but I can still do something. And if the worst does come to it…" Tears filled her eyes and she collapsed against his chest. "I don't want to be left in the dark the way Felicia was…he needed her to be there and she wasn't, so if it happens to either of you…"

Spider-Man held her close, but caught Venom's eye over the top of MJ's head.

"Don't look at us," they said. "She never listens when her heart is set on it."

Spider-Man sighed.

"Just…please be careful," he said, stroking MJ's tears away with his thumbs. "If anything happens to you—either of you…" He swallowed, the old pain he thought he'd buried when Gwen had died coming back to lash at his heart.

"Don't worry, tiger," MJ said. "I'll stay out of the way...might even hot wire a Panzer tank just in case."

Spider-Man chuckled. But deep down he knew that he would be very lucky indeed if this ended without any casualties.

Please, he thought, don't let me lose them again.

A/N: Sorry for the delay. My mental health took another hit recently. Luckily I have this story to keep me going.

Let me know what you think!