DISCLAIMER:I DO NOT own Ultimate Spider-Man, Spiderman Noir, and Spiderman: Shattered Dimensions and any related/nonrelated characters, Marvel, Disney or Dynamite Entertainment

In short I don't own anything in this story. This is just for fun

Enjoy


Chapter 25: All or Nothing

Waiting Hall – 1936 – Night

As the elevator carrying Spiderman heads up towards the observatory, Shadow turns his attention back towards the empty hall. Taking cover behind one of the pillars, Shadow waits patiently as a large group of Goblins men enter through a set of doors, armed with their advanced weaponry. Shadow readies his pistols and as the goons made their way over to the bomb, Shadow brakes cover and open fires.

He takes down a few of them quickly enough, but the shots he fires draw the attention of the rest of the remaining group. They open fire on Shadow, forcing him to take cover again behind a support pillar. While there he uses his powers to create a shadow duplicate of himself and making it run out from the pillar in the opposite direction. As it draws some of the incoming fire away, Shadow firers from behind cover again, killing more of Goblins men. The rest of the goons turn round and fire at him again, But Shadow couldn't help notice that some of them have appalling aim and they narrowly misses the bomb.

Shadow: This is an atomic device! One bad shot, and we all fry!

The firing ceases suddenly but Shadow still keeps his pistols drawn. Finally one of the goons steps forward to shout over to him.

Goon: You're outnumbered freak, if you come out now we'll make it quick?

Shadow: I'd suggest you throw down your guns, and you might live through this!

There was a pause of silence before the thugs burst out laughing.

Goon: You're outnumbered, outgunned and shit out of luck!

Some of the goons line up like a firing squad and aim their weapons at the pillar Shadow is using for cover and open fire, breaking apart the pillar piece by piece.

Goon: Not gonna last much longer!

As the pillar breaks apart, Shadow reloads his pistols right before the pillar is shatters. Before it does so some of the thugs unexpectedly had their weapons shot out of their hands. Shadow looks round to see both Phantom and Zorro appear out from a nearby window across from him. Phantom continues to fire at Goblins men, forcing them to take cover while Zorro and himself join Shadow behind another pillars as Goblins men start to return fire.

Shadow: Your timing is impeccable!

Phantom: Pleasure to see you too; I'm surprised you made it here after being pinned down by those Symbiotes

Shadow: Nothing stands between the Shadow and justice.

Zorro: I admire your conviction Señor?

Shadow: We must hold the line, about a dozen or so of Goblins men are trying to keep us from our objective.

Phantom leans out from cover and fires two clear shots into the group of thugs before taking cover again.

Phantom: Make that ten.

Phantom throws one of his pistols to Zorro.

Zorro: I'm not too fond of these things, but "Necesita debe cuando el Diablo"

Shadow: Or a Goblin.


Observatory

The doors of the elevator open and Spiderman steps out. At first the observatory seems to be empty, no lights are on and no one in sight that is until he hears a noise coming from outside so Spiderman runs out onto the walkway surrounding the observatory. After a few moments searching he finds the Goblin staring through one of the binocular stands, looking out onto the city.

Goblin: Beautiful is it not?

Spiderman: Beautiful?! Its chaos, Symbiotes running lose and people are dying! Why ... would you do any of this?

Goblin: To bring peace and order to this world; why else would I travel to this primitive era? Because this is where it all started, the downward spiel of violence that humans willingly create. Think about what will happen in just a few years? The Second World War ... then the Cold War ... Vietnam ... Then finally the war on terror; Hydra, A.I.M. Atlantean invasions, Inhumans ... all of it!

In a burst of rage Goblin punches his fist against the window, making it crack in several places.

Goblin: I want it to end. Humans will never evolve beyond their need for violence, and that's why I'll force them to.

Spiderman: By mutating them into Symbiotes?

Goblin: By evolving them; into beings without the need of free will. And while I hold their leash, I will build a Kingdom free of war, pain and miserly.

Spiderman: So what about the Bronzium Bomb ... how does that fit in?

Goblin: I've always hated this city; I colossal reminder of my failures.

Spiderman: Failure in dealing with me or just in general?

Goblin: All those goody two shoed heroes, S.H.I.E.L.D. and those other entirely incompetent villains I was misfortune enough to work with ... and of course you. It'll be fitting that in the ashes of this city that my new world will begin.

Spiderman: So you're going to blow up a city full of 8 million people ... just to spite me?

Goblin: Not to spite you ... That's a bonus.

Spiderman: I don't believe it ... you've lost it; you've completely and utterly lost it! A kingdom, what about everyone back home? What about Harry?

Goblin: Harry ... he's a remnant of my past, the weak man I once was ... just like him.

Spiderman: ENOUGTH GOBLIN! If you're not gonna come quietly then I'll just have to kick your ridiculous dressed but and drag you back to the 21st century myself.

Goblin: On the contrary Spiderman.

He takes out the detonator and presses the button.

Goblin: We're not going anywhere.

Spiderman: NO!

Spiderman leaps forward to engage Goblin, just as Goblin raises his arms and activates his Electro-gloves.


Waiting Hall

As the three heroes try to lay down suppressing fire, more of Goblins men have arrived to swell their numbers, offering a far greater resistance.

Phantom: They just keep coming!

Zorro: Could use our comrades about now!

Suddenly a set of doors crash open as Swift Cloud bursts through, revolvers drawn and open fires upon Goblins men, taking a bunch of them down and rushes over towards her comrades, dodging gunfire the entire time.

Swift Cloud: Howdy partners!

Shadow: Ask and thou shall receive.

Phantom: Glad you could make our little "soiree".

Swift Cloud: And I got my invitation right here.

She breaks cover and fires at the thugs, taking down more of them in the process.

Swift Cloud: What's the plan?

Shadow: We must keep the device safe until the rest of our comrades arrive; only Hornet has the knowledge to defuse it.

Swift Cloud: I can set with that.

It was that moment everyone could hear a soft beeping noise; they look over at the Bronzium Sphere and noticed that on the screen placed on the side, the digits 00:10:00 appear. Then to their horror the numbers started to count down.

Phantom: Now would be a good time for Hornet to show up!


Observatory

The fight hasn't been going well for Spiderman, he has been web slinging around the top of the Empire States Building, while trying to avoid Goblins electrical attacks. Spiderman swings down and tries to strike at Goblins head, only to have him grab Spiderman by the leg and flinging him off the building. But he saves himself by shooting his webs and hanging upside down on the walkway.

Spiderman: It's no good; he's too strong for the direct approach ... wait, that's it.

He web shoots his way back over the walkway and crashes through one of the observatory windows and into the dark room, hiding amongst the shadows as the Goblin entered. "Use the shadows to your advantage", just like the Shadow taught him.

Goblin: AH! Are we playing hide and seek? I don't need lights to find you; I can smell your fear.

Spiderman: That's not fear you smell, it's your upper lip.

Goblin: Ah, still hiding behind your adolescent humour.

As Goblin begins searching the area, Spiderman is crawling on the ceiling above, getting closer he moves into position right on top of him.

Spiderman: Who's hiding?

Spiderman jumps down onto Goblins shoulders and starts pounding his fist into Goblins head, screaming in pain he reaches up and grabs onto Spiderman and throws him down in front of him.

Goblin: Not so fast!

He raises up is leg as if to stamp on Spiderman, but the web crawler grabs his foot as it comes down and pushes it back up, making Goblin lose his balance and allowing Spiderman to get back up and fires his webs at Goblins face, blinding him and pulling him down to his knees. Spiderman starts to lay into him, punch after punch to the face, then climbing up on Goblins back and punching him in the back of his head. But then Goblin charges backwards and crushes Spiderman against the wall, making him let go and fall to the ground; he then rips the webbing off his face.

Goblin: I see that this era is starting to rub off on you; you never fought so aggressively before.

Spiderman: What's wrong? Can't take what I'm dishing out?

Goblin: Oh I can take it, it'll take more than mere cheap shots to defeat the power that I posses.

Spiderman: Are you gonna stand there babbling all night or are we ending this?

Goblin: If you insist.

He gives the wall crawler an unnerving grin, a moment later the hero's Spidey-sense goes off. With perfect reaction time Spiderman jumps up and back flips over the Goblins glider as it crashes through an observatory window in a failed attempt to catch Spiderman off guard. As the Web-Slinger lands back on the floor, Goblin leaps onto his glider and faces his archenemy. He charges his electro-gloves and flies straight for Spiderman.


Waiting Hall - 00:08:34

As more of Goblins men keep showing up, the vigilantes continue putting up a good fight, but they're running short of ammo.

Shadow: We need to conserve our ammo!

Zorro: A distraction would be good.

Before he could finish his sentence; Rocketeer, while carrying Hornet and Kato flies crashing through one of the only remaining windows behind them and Hornet reaches inside his coat and throws some smoke pellets down, engulfing the room in green smoke and allowing them to land amongst the vigilantes.

Rocketeer: It's time for a ring-a-ding-ding ... What?

Swift Cloud: More than over a dozen or so smashed windows and you choose the only one that's still standing?

Rocketeer: I like to make an entrance?

Shadow: No time! Hornet ... the bomb, everyone else; take them down.

As Hornet runs over to the bomb, the rest of the team charges at the thugs still recovering from the smoke and engage them in close quarters. Shadow and Phantom being skilled fighters had no problem knocking down a few thugs, Cloud was too fast for anyone to land a hit and Zorro drew his sword and proved to be the most dangerous adversary. During the fight, something outside catches Shadows eye and he looks out to see in the distance his autogyro being chased through the sky.

Shadow: Rocketeer, the autogyro!

Rocketeer: On it!

He fires up his rocket pack and flies though a nearby window and out of the building, knocking over some goons as he went.


Outside the Empire States Building

Rocketeer flies round the building in order to find Shadow's autogyro, it wasn't long before he finds it damaged and under attack by gliders. As he makes his way closer he hears gunfire coming from behind him, he looks back and sees's three Spider Soldiers riding gliders on his tail. Thinking fast he performs some aero-manoeuvres to avoid their incoming fire and manages to reach the autogyro, flying alone side its pilot.

Rocketeer: MILES!

Miles: GET THESE GUYS OFF ME! HERE, TAKE THIS!

Miles holds out Rocketeer's grenade launcher and he climbs over the autogyros hull to retrieve it. He pushes himself off and sped towards the attacking gliders. They break formation and scatter, tying to out manoeuvre him but Rocketeer manages to keep them guessing. He fires his launcher and shoots down a few of the gliders. Suddenly one glider comes into view and chases Rocketeer; its rider bearing his knife-like teeth.

Vulture: HERE I COME!

Rocketeer: Great! These bozos!

Vulture and his squadron of gliders give chase to Rocketeer, so he starts to fly low and leads them through the nearby streets of Manhattan. Still avoiding their incoming fire, Rocketeer tries to lure them through narrow alleyways, one crashes into a wall at a tight corner while another gets caught on a fire escape, spinning it out of control and crashing into a nearby street.

As Rocketeer leads them through Times Square, he fires his grenade launcher at a supports of a nearby billboard, making it crash down onto the empty street, but not before crushing a few gliders as they passed under it.

Rocketeer: Got ya... WHOA!

He ducks, narrowly avoiding an incoming rocket as it passes overhead and explodes behind him. Then Vulture and his last two wingmen head straight for him.

Rocketeer: Oh boy!

He flies away with Vulture hot on his trail; unaware that many of the city's inhabitants taking refuge from the Symbiotes took the risk of watching the entire aerial battle unfold.


Observatory

Spiderman finds himself being slammed into one of the Observatory's windows; he sharply looks up in time to see Goblin flying straight for him. He quickly flips upwards to avoid Goblin as he crashes straight through the window. Now flying outside, Goblin doubles round and sees Spiderman clinging to the exterior of the building. The pouring rain of this dark night drenches both of them, lightning crackles in the sky above as the two adversaries continue their face off. Spiderman shoots out a web-line and swings towards Goblin, as he draws near; Goblin tries to fry him with his gloves but misses, leaving the Web-Slinger an opening to kick Goblin in the face.

Goblin spins around in the air for a moment but quickly regains control of his glider and gives chase to Spiderman as he swings around the top of the building. For the next few minutes Spiderman leads Goblin in a chase while avoiding rockets and pumpkin bombs from his glider. Eventually he gives Goblin the slip and lands on the building exterior while Goblin is still searching for him. Spiderman fires to web-lines at the edge of the roof and leaps back to tighten the line, as Goblin comes into view he lets go of the lines and catapults himself towards Goblin. Hitting his intended target dead on, Goblin is knocked off is glider and falls several feet before being caught by Spidermans web-line.

Spiderman: You ready to give up yet?

In response, Goblin grabs hold of the web-line and uses his gloves to fire an electric current up the line to give Spiderman a surprising jolt. The wall-crawler loses his grip on the side of the building and falls a few feet himself before firing up another line to save himself. As Spiderman takes a second to clear his head, he suddenly starts to hear someone singing. For a moment he was convinced the shock did more damage than he thought, until he saw Goblin flying through the sky on his gilider ... singing happily.

Goblin: "The big black spider made a web as I flee. It was big and round, He'd thought it'd catch me. All he caught was a cold, though pretty gutsy. But the big black spider could never catch me!"

He begins throwing a barrage of pumpkin bombs at Spiderman, though he manages to swing out of the way, the resulting explosions damaged the exterior of the building and sent debris flying everywhere. Thanks to his reflexes, Spiderman was able to avoid the wreckage but still had to avoid Goblins bombs.


Brooklyn Bridge

Detective Tracy and the rest of his forces have been continuing to hold off any Symbiote stragglers that attempt to cross over the bridge. After pushing back a few Symbiotes with his Tommy gun, the detective noticed something off in the distance towards the Empire States building. He takes out a pair of binoculars from his coat pocket and uses them to observe an explosive battle between one of the costume men from before and some large green ... thing.

Dick Tracy: What in the hell is going on over there?

He continues to gaze at the ongoing battle, as more explosions do large amounts of damage to the skyscraper.


Empire States Building

During their ongoing battle, Spiderman catches one of Goblins pumpkin bombs with his webbing and attaches it underneath the villain's glider. When it explodes, the glider along with Goblin crashes back inside the observatory, as he gets back to his feet, one of Spidermans web-shots strikes him in the back of the head. Goblin turns round but couldn't see the wall crawler anywhere.

Goblin: WHERE ARE YOU?

For the last few minutes, Goblin has been searching for Spiderman but to no avail. He makes his way out to the walkway again, only to be surprised again by the web slinger. A web line shoots from between the grates running along the edge of the walkway and ensnare Goblin, then he gets pulled down onto them as Spiderman flips up from under the walkway, landing in front of Goblin and starts to beating him again with his fist. Eventually Spiderman grabs hold of Goblin and drags him over to the railing of the walkway, half dangling him over its edge while Goblin just chuckles to himself.

Goblin: Do it ... Finish it!

Spiderman: No ... I'm not like you.

Goblin: Are you sure about that? It was my technology created you and your blood that created me. We are reflections of each other.

Spiderman: Through a cracked mirror ... maybe.

Goblin: Everything I have done; destroying the Heil-carrier, creating Symbiotes, Rango, Tulum, New York ... all accredited to you ... and your failures.

Spiderman: SHUT UP!

As Spiderman raises his fist to strike, Goblin opens a hidden compartment in his glove. Just as Spiderman brings his fist down to makes contact, Goblin quickly places his hand on Spiderman's chest and shocks him. Yelling in pain, Spiderman is unable to stop the venom sample that Goblin concealed in his glove from latching itself onto his body and start to spread. With a hard kick, Goblin knocks Spiderman backwards into the observatory and watch as the venom engulfs his entire body.

Goblin: Now, become what you were meant to be!

Spiderman: NO ... ACH ... NO!


S.H.I.E.L.D. Tri-Carrier – 2013 – Night

Surrounded by all the frozen Symbiotes on the bridge, Ava stares at the mysterious women standing in front of her. She is rather tall, a slender build and though she has sliver short hair, she doesn't seem very old, but this is difficult to tell due to the fact her eyes are covered by a red piece of cloth that matches her red dress with a large black spider-like pattern on it.

Ava: Who are you?

Madame Web: Boldly spoken for one so young ... I can see why he likes you.

Ava: Don't change the... who likes me?

Madame Web: If you have to ask then you're not as bright as you believe

Ava: Excuse me?

Madame Web: As for your first question, maybe on this occasion it would be good for you to have something to refer to me by. So you may address me as ... web ... Madame Web.

Ava: Ok ... Madame Web. Did you do ... this?

Madame Web: Freezing time in a single moment is one of my many talents. Another is also preventing you from meeting the same fate as these poor unfortunate souls.

Ava: Why only me? Why couldn't you help MJ or my team?

The mysterious Madame Web walks towards the observation window and looks down onto the chaos below.

Madame Web: Because you and only you can help put right what has been thrown into chaos, and maybe ... save Spiderman's life.

Ava's eyes widen and she runs up to stand right next to her.

Ava: What do you mean ... has he ... has he got something to do with this?

Madame Web: The day your friend disappeared; a rupture was caused in the space/time continuum.

Ava: You mean that phenomenon that was left behind?

Madame Web: Yes child, the web of time is a delicate thing, each point connects to another and the events of one affect the phenomenon created a link between two timelines; a 'quantum causality field', with the result of actions taken in one timeline automatically altering the other, resulting in the chaos before us.

Ava: So Peters... Where is he?

Madame Web waves her hand gracefully and suddenly strange apparitions appear on the window, images of Spiderman throughout his current adventure.

Ava: Is that ... Peter? I knew it ... I knew he was alive!

Madame Web: Indeed child, neither Spiderman nor Goblin was killed that day. In fact they were transported to a different time; 1936 to be exact. Apparently this Goblin, having arriving much earlier, put his plans for world domination into fruition. Setting into motion the events that led to ... this.

Ava: And Peter?

Madame Web: Being true to the hero he is, he committed himself to stopping him and it appears he made allies along the way.

More images appear above, showing the vigilantes of the 30s fighting Goblins men. With another wave of Madame Web's hand, the apparitions begin to speak.

Green Hornet: "A little hard to concentrate here!"

Shadow: "Focus on the task at hand Hornet, leave this scum to us!"

Ava: Wait; did he say "Hornet"?

Madame Web: The very same. Spiderman as proven to be very resourceful and has grown a great deal from his experience which is good ... He'll need it to face the challenges ahead.

Ava: What do you mean?

Madame Web: Time is not written in stone, as you can clearly see before you. The events of the day can be put right but Spiderman is at the crossroad of two alternative futures; one where he succeeds and the other where he fails.

Ava: Fails!?

With another flick of Madame Web's hand; Ava watches in horror at the disturbing image of Spiderman being engulfed by venom.

Madame Web: He is about to lose himself in darkness, if he fails then the world, past, present and future will fall.

Ava: How can we help him?

Madame Web turns to Ava and places a hand on her shoulder.

Madame Web: This quantum causality of which I speak works in both directions...


Observatory – 1936 – Night

Goblin looks on as the Symbiote engulfs Spiderman's entire body. The transformation causes him to start trashing the observatory, knocking over seats and tables in a desperate attempted to resist it.

Goblin: Don't fight it, it's who you are, embrace it!

But after a few more minutes, the Symbiote finally encases its victim and starts to morph its body.

Goblin: While we're waiting ... let me tell you a little story. Now you were probably wondering; if I was going to use my Symbiotic children to take over the world, then why destroy this city with them inside? Well its simple my dear Spider ... remember that little device I hid away on your flight down south? What if I told you it wasn't the only one?

Spiderman continues to struggle with the Symbiote.

Goblin: That's right ... I have millions of miniature bombs like that one hidden in key locations all over the country ... How did I manage that you may ask? That's right ... Bloodnofsky.

Spiderman cries out in pain as the Symbiote nearly takes control.

Goblin: Chicago ... with it being the central hub for smuggling in the U.S. was vital to transport my creations safely and with my men imbedded in Bloodnofskys operations ... I was able to achive this in record time. So you see, I've been not just one step in front of you ... but dozens. You and that pathetic masked league of rejects had no hope in stopping me. They will die and you ... as it should have been from the very beginning ... will be mine.

Spikes start to emerge from different parts of its body and the skin tone settles on a deep blood red and black, resembling the hyper active Symbiote known as...

Goblin: Carnage?I haven't seen you since ... Parker?

The Symbiote Carnage lets out a high pitch deafening screech and started leaping around the observatory in a mad frenzy.

Goblin: You were Spiderman all along?! My instincts were right after all, how wonderful.

He raises his huge gloved hand and shocked Carnage into obedience.

Goblin: Now do as your master commands ... destroy your friends.

After letting out another deafening shriek, Carnage leaps its way towards the elevator and rips its way down into the shaft.


Outside the Empire States Building

While making his way back towards the Empire States building, Rocketeer is still being pursued by Vulture and his two wingmen. Still avoiding their incoming fire, Rocketeer decides to pull a risky move. He begins to fly upwards at full speed and Vultures wingmen set of after him, attempting to out flank him. As Rocketeer gets higher and higher, he watches carefully as the two gliders come up from both sides of him.

Just as they are about to reach him, he turns off his rocket pack and dives straight down, causing the two gliders and the Spider Soldiers to crash into each other. While freefalling at an alarming speed, Rocketeer notices that Vulture is flying upwards as if to meet him head on, however Rocketeer times it just right so that he avoids Vulture in the nick of time and grabs hold of him just before he passes by. So Rocketeer is now struggling with Vulture on top of his glider.

Vulture: CHOMP! CHOMP!

Vulture tries to bite Rocketeer's neck but he moves out the way and starts punching Vulture continuously, causing them to veer off course and head right towards the side of the Empire States building. Right before they crash, Rocketeer bails out from the glider but Vulture is still clinging onto him. While flying upright alongside the building, Vulture starts climbing up onto his back.

Vulture: TIME FOR THE VULTURE TO...

Rocketeer smacks Vulture in the face with the back of his hand, making him lose his grip and slide down his jet pack ... right under its flames. Screaming in pain as his legs are burned to a crisp, Vulture lets go and falls to his death in a ball of fire. Making his way back towards the autogyro, Rocketeer fly's along its hull.

Rocketeer: MILES! WE CAN'T DANGLE ANY LONGER!

Miles: OK!

The autogyro starts to make its run all over Manhattan, releasing a cloud of anti-venom gas over the city's skyline. It didn't take too long for it to set throughout the city and take effect on the Symbiotes swarming the streets below.


Waiting Hall-00:05:24

The team of vigilantes are still holding off Goblins men, while Green Hornet is trying to disarm the atomic bomb.

Phantom: Are you finished yet?

Green Hornet: Do you want to try and disarm it?

He ducks just as Kato sends a thug flying over his head.

Green Hornet: I can't work under these conditions!

Kato: Do you even know what you're doing?

Green Hornet: Hard to say, I'm not familiar with this particular atomic weapon design!

Suddenly a loud shrieking noise is heard making everyone; vigilante and goon alike stop fighting and look around the area.

Swift Cloud: What in blazes?

Goon: TIME WE MAKE TRACKS BOYS!

Whatever was left of Goblins men broke off their fights and they make their way towards the exit. But as they pass by the elevator leading to the observatory, its exterior doors opens and long red tentacles reach out from it to catch and drag the goons, screaming into the lift. Everyone else look on as they heard the screams of the goons inside until suddenly there was complete silence.

Zorro: Mierda! (Shit).

Then in a flash, a red Symbiote leaps from out of the shaft and starts to attack the team. Knocking over and jumping off each member as it leaps around, the vigilantes try to fight back but it proves to be far too fast for them to keep up with. Kato uses his kusarigama to try and catch the Symbiote by its ankle but it just slips through before its grip tightens. Zorro tries also with his bull whip but again no success. Long tentacles emerge from the Symbiote and wrap themselves around each member and lift them up into the air. All except Swift Cloud who is still trying to out run it, but eventually she is caught.

Goblin: Parker ... you make me so proud.

Goblin emerges through the elevator doors and walks over to stand beside Carnage. Everyone stares in disbelief at their once former comrade.

Shadow: Parker?

Phantom: Spiderman?

Swift Cloud: No!

Green Hornet: God damn it Goblin! Unless you let us go that bomb is going to go off and take us all with it!

Goblin: Hahahahahahahha! Yes, and what a display it'll make.

Green Hornet: Don't you understand it'll kill you too!

Goblin: I have my means of departure, but not before I watch every single one of you crushed to death by your beloved leader.

He shocks Carnage with his glove, making him tighten his hold on the league and crush their rib cages.

Shadow: Parker, you don't have to do this!

Zorro: Señor!

Green Hornet: Peter!

Kato: Peter!

Phantom: Peter!

Swift Cloud: PETER!

(Ava) Peter?

Carnage freezes as something reaches inside its head to connect to Spiderman inside.

(Ava) Peter, now listen to me ... you big dork ... you have to fight this! You can't let Goblin win, the world is counting on you, your friends are counting on you ... I'm counting on you. You're not a monster you're Spiderman, the Ultimate Spiderman. Remember who you are! Remember what you're fighting for and remember ... I still believe in you.

Goblin: I SAID DESTROY THEM!

Goblin once again shocks Carnage with his glove, but the Symbiote starts to drop each member of the team one by one. As they gasp for air, they watch as the Symbiote lashes around violently like its out of control.

Goblin: NOOOOO!

He fully charges both his gloves and electrocutes Carnage, but the Symbiote faces him and charges at full force, knocking Goblin across the room. With the electricity weakening the Symbiote and combined with sheer force of will, Spiderman breaks free from his infection. As the Symbiote melts away off of Spiderman, he and Goblin continue to struggle with each other. The web-slinger leaps up at Goblin, knocking him off balance while at the same time Goblin claws at Spidermans face; ripping off his mask just as the two of them crash through a window and fall towards the streets far below.

Swift Cloud: PETER!

Green Hornet: WATCH OUT!

While Spiderman was confronting Goblin, they accidently knocked into the bomb, tipping it off balance and causing it to roll along the floor and towards an open window. Hornet gets up and chases after it.

Green Hornet: No! No! No!

Just as the bomb reaches the window, Kato's kusarigama flies past Hornet and the blade just manages to catch the bombs casing, leaving it to dangle over the edge. Phantom, Shadow and Zorro run up to assist Kato in supporting the bomb, while Hornet and Swift Cloud open its casing again.

Swift Cloud: How much time do we have?

Green Hornet: Under a minute.


Outside the Empire States Building

While falling at an alarming rate towards the ground below, Spiderman is ruthlessly punching Goblin with all his strength.

Spiderman: YOU THINK WE'RE ALIKE? THEN LETS FINISH THIS THE WAY WE STARTED IT ... TOGETHER!

He doesn't lets up is aggressive beating, not even as Goblin tries to shock him again. Spiderman just kicks him away then uses his web shooters to web zip to Goblin again and continue his beating.

Goblin: IF THIS IS OUR END PARKER ... THEN SO BE IT!

After exchanging more blows to each other, something catches Spiderman's attention out from the corner of his eye; he looks to his side and smiles to himself.

Spiderman: YOU KNOW WHAT ... IT MIGHT NOT BE MY END JUST YET!

Goblin: WHAT?

Spiderman: I'M SORRY NORMAN, I'LL TELL HARRY YOU LOVE HIM!

On that note, Spiderman uses his legs to push off Goblin and raises his hand up above his head and allows himself to be caught by the Rocketeer just as he zooms by.

Rocketeer: GOT YA!

Spiderman watches as Goblin falls further towards the ground at great speed until.

Goblin: PARRRRRRRRRRKKERRRRRRRRRRRRR!

CRASH!

Goblin hits the solid ground at full force and creates a small crater around the impact zone.

Rocketeer: You alright kid?

Spiderman: I'm ok ... I guess! Wait, what about the others?


Waiting Hall - 00:00:10

Everyone is holding their breath as Hornet tries to decide which wire to cut.

Green Hornet: Red, Blue or Green?

Swift Cloud: Red, no wait blue, or maybe...

Hornet ignores Clouds ramblings, takes a deep breath and calmly cuts the green wire. The countdown stops at 00:00:01 and everyone lets out a sigh in relief as they start to pull the bomb back into the building.

Shadow: How did you know what wire to cut?

Green Hornet: You know; Green Goblin ... Green Hornet ... Green wire.

Everyone simply stares at him in complete disbelief.

Phantom: You had no idea what you were doing did you?

Green Hornet: No, I did not.

After what seemed like a long moment of silence, Kato punches Hornet swiftly in the gut.


S.H.I.E.L.D. Tri-Carrier – 2013 – Dawn

On the bridge of the Tri-Carrier, amongst the frozen Symbiotes, Madame Web is standing opposite Ava with her fingers placed on Ava's temples. Slowly she he removes them from Ava's head that allows the young girl to come out of her trance-like state and looks at Madame Web while becoming very emotional.

Ava: He did it.

Madame Web: Yes child, soon this reality will be set right and everything will revert back to before.

Ava: Before what?

Madame Web: For now we occupy a redundant time line, soon this will all be erased and everything will return to a point before these events even occur.

Ava: So am I going to remember any of this?

Madame Web: I'm afraid so child; but rest assure we will meet again, for both you and Spiderman's parts are far from over.

Suddenly Ava noticed that everything on the bridge around her was being engulfed in a bright light, making everything seem like a blur to her.

Ava: Wait! How is Peter going to get home?

Madame Web: If he has a reason to ... maybe.

Everything disappears around Ava before she finds herself being blinded by a light...

MJ: Ava? AVA!

Ava: Huh? What?

She looked up sharply to see that both she and MJ are in the S.H.I.E.L.D. Fighter jet on route to the Tri-Carrier. Ava pinched her nose as if suffering from a headache, she felt lightheaded, as if having an out of body experience.

MJ: Hey Ava are you ok? You look like you were in a daze for the last few minutes?

Ava: Fine, just ... fine.

She increases the speed of the jet in an effort to reach the Tri-Carrier in good time. They need to show Fury and the others what they both discovered in Chicago.


Manhattan – 1936 – Night

The rest of Spidermans team made their way out of the main entrance of the Empire States Building; they find that the area is busy with activity. From the time it took to reach their current location; Detective Tracy, after seeing the anti-Symbiote cloud cover the city, sent rescue teams across to help trapped civilians. They also managed to seal off the area surrounding the building and allow ambulances though to tend to the victims of Goblins venom. As they walk out onto the open area they find Spiderman and Rocketeer standing around a crater. They turn round to face the others but Swift Cloud already ran up to hug Spiderman, burying her face in his chest.

Swift Cloud: You're still breathing!

Spiderman: You didn't think a little fall could harm me did you?

She raises her head to look at him and smiles.

Phantom: What about Goblin?

Rocketeer just gestures at the crater, which was all they needed to understand.

Green Hornet: So that's it? It's finally over?

Spiderman: There's still those Venom bombs we need to deal with ... looks like the victory party needs to be put on hold.

Swift Cloud giggles softly and kisses him on the cheek before handing him his mask. Everyone chuckles at this and begins to move away from the crater and face the crowd of survivors who survived the initial attack and started to amass around the sealed off area.

Rocketeer: It worked ... that gas. It spread all the way trough Manhattan and cured every Symbiote. After that Detective Tracy moved in with his men and started helping survivors. This lot only arrived moments before you lot.

Shadow: I believe a drink is in order.

Zorro: Agreed.

Phantom: As long as you're buying ... I don't carry dollars on me.

The group stops and stares at the crowd before them; many are cheering and even reporters with their camera men manage to slip through and have been taking photos. They even found working phone booths and called their respected papers.

Reporter 1: You heard me ... The Shadows real!

Reporter 2: Green Hornet; Menace or hero?

Reporter 3: Masked men; saviours of our city!

Reporter 4: Yeah that's what I said ... a rocket man!

Green Hornet: You know after this, I think we can all say farewell to animosity.

Kato: Getting boring anyway.

Rocketeer: This must be what baseball stars deal with. They'll be expecting us to form a league or something.

Shadow: What did you say?

Rocketeer: Form a league?

Suddenly people in the crowd start to scream and point right behind them. Spidery and the others looks over their shoulders to see Goblin smash his way out of the debris; Bloodied, cut and bruised, Goblin charges his Electro-gloves and runs at full speed towards them.

Goblin: SPIIIIIIIIIDEEERRRRRRR!

Everyone draws their weapons, while Hornet and Kato get Tommy guns from nearby police and passes one to Spiderman. They all standing in a line, like a firing squad and aim their weapons at the charging menace.

Spiderman: ICE'EM!

They all open fire at the same time at Goblin and empty their clips into him. Bullets tearing him apart piece by piece, flesh tearing away from his body as the barrage continues until each member of the league has ran out of ammunition.

Green Hornet: What was that you said Shadow about conserving ammo?

Surprisingly the Goblin is still on his feet, though his body has been horribly mutilated, but then falls to his knees and Swift Cloud steps forward, draws her sleeve gun and points it at Goblins head.

Swift Cloud: This one's for you ... Paw.

The sound of a single gunshot echoed throughout the area as Goblin falls backwards onto the ground and Spiderman steps forward to join Swift Cloud in watching the life disappear from Goblins yellow eyes. Spiderman takes on of her hands into his own.

Spiderman: It's over.

Suddenly the entire crowd around them burst into cheers and start clapping. They both rejoin the rest of the league as they are all deafened by cheers and blinded by camera flashes.


A/N: this took so long ... so very, very long

Thanks