BGM-Spider-Man: Web of Shadows OST-Main Menu

Amazing Spider-Man: Look out! It's your friendly neighborhood Spider-Man! Superior Spidey wanted to take control over our spider-team. I suspected that he's Doc Ock controlling my body, that and he's a jerk so I knocked some sense into him and allowed him to be my advisor instead. We discussed our next moves. My team is gonna recruit more spiders while Sonic's team collect the remaining Chaos Emeralds. Meanwhile, Salem's group are gonna search for info on the Inheritors, while Miguel's team figure out their weaknesses and Kaine's team stop their cloning experiments that keeps them immortal. Five dangerous missions in five different dimensions. Good luck, everyone.

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Act 2 Issue 6: Chaos Mission

Ocean Palace Zone, Mobiant Earth

BGM-Sonic Heroes OST-Ocean Palace

A portal open in the ruins of a beautiful palace surrounded by the ocean as Sonic, Tails, Amy, Yang, Miles, Silk, Peni Parker, and Spider-Ham jump out of it to search for the remaining Chaos Emeralds for the Spider-Army. The spiders are instantly amazed of their new location, standing in awe at the beauty of this ancient palace established on the sea.

"Whooooa…Is this some kind of sea palace?" Miles asked.

"Yup. Welcome to Ocean Palace Zone." Sonic grins as he greets his spider-guests to a zone in his home dimension.

"Zone?" Miles questioned.

"Area. Region. Landform. Take your pick." Sonic quipped.

"This place is beautiful…" Peni said, from inside her SP/dr mech suit.

"We don't have time to sightsee. The spiders are counting on us to find the remaining Chaos Emeralds before the Inheritors. Point the way, Tails." Sonic says to his fox buddy with the Emerald radar.

Tails looks at his radar where the emerald is and determines the best direction that'll lead them there. "That way!" He points straight ahead.

"Alright, let's go!" Sonic enthusiastically revs up his feet and boosts ahead of the group.

"Slow down, bluehog! You aren't the star of this show!" Spider-Ham quips, launching a webline to swing on as the rest of the team rushes through the zone to find the emerald. The spiders swing over the ruins and continuously be amazed by the landscape, while the others run through loops and destroy collapsing pillars looking for the emerald. Soon, they jump off ramps and notice they're about to land on top of giant, rock-carrying turtles swimming in the ocean.

"What the? You guys have giant turtles swimming in the ocean with blocks on their backs?!" Miles remarks on the ridiculousness of this dimension.

"And I thought my world was cartoony." Spider-Ham jokes as they land on top of a giant turtle.

"What's your world like anyways? Did you get bit by a radioactive cartoon spider?" Sonic quips to the spider-pig.

"No. I was bitten by a radioactive cartoon pig." Spider-Ham quips while giving the hedgehog a cartoonish glare.

"What? You mean to tell me you were a spider that was bitten by a pig? That's so ridiculous." Sonic remarks, admittedly shocked about his origins.

"Says the other cartoon animal that runs around at the speed of sound naked." Spider-Ham quipped.

"I'm wearing socks and shoes. And gloves!" Sonic jokingly remarks while shrugging.

"How did you get your powers? Your name's Peni, right?" Yang asks the 14-year-old Japanese girl piloting her spider-mech.

"Peni Parker. I'm from New York from the year 3145. I have a psychic link with the spider that bit me and lives inside my father's robot." Peni happily explains her origins to the group.

"Heh. Wow. You're definitely different from the Penny I know. You're not a robot for starters, but piloting one. And thankfully a lot less enthusiastic." Yang quips with a grin as they continue exploring the zone for the emerald.

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BGM-Team Sonic Racing OST- Narrative Cue: Peaceful

As they get closer to the emerald, Silk is looking a little worried because she's being bothered with the thoughts about the Inheritors finding them. "Hey, Tails, you sure that cloaking device Peter gave you is hiding my scent from the Inheritors?" She asked the twin-tailed fox.

"There's nothing to worry about, Silk. I'm using a Chaos Emerald to charge the device to it's fullest capacity. As long as you're with us, the Inheritors won't find you." Tails smiles, reassuring she's safe with them.

"I hope so." Silk remarks, still a little worried.

"Why are the Inheritors so interested in you anyway?" Sonic asked her.

"I'm not exactly sure. That old man said I'm something called 'The Bride'. Some special totem." Silk replied.

"The Bride? So you're like Pete with The Other?" Sonic guessed.

"What's that?" Peni asks him.

"Some kind of spider-monster-god thing that's living inside his body. I dunno what The Bride is? You two were bitten by the same spider, right? Maybe you two are destined to get married or something?" Sonic remarks unsurely to Cindy.

"He is pretty cute." Silk said with a smile that annoys Yang, who's looking a little jealous as she walks next to the spider-bride. "I'm just joking, Yang. No need to look jealous." Silk quips, still smiling.

"I'm not jealous. Just…upset." Yang replied.

"About what?" Amy asks her.

"I just don't like that Peter lied to me. I wish he told me he's been fighting the Inheritors all this time. Some of us here knows how tough those guys are." Yang said, dishearten about Peter's secret battle with some of the strongest spider-killers in the multiverse.

"To be fair, he thought we were dealing with one Inheritor. He didn't know all of them were hunting us." Miles argued, defending Peter.

"One of them nearly killed him multiple times." Yang retorts. "A whole group of us could barely hold our own against an Inheritor. We were almost lucky beating their family last time, but now they're back killing spiders with Peter as their number one target." She argued.

"I thought I'm their number one target." Silk quipped.

"What's worse, he was hiding the fact he's been teaming up with Salem of all people this whole time. One of the monsters who sent Morlun to kill him. How can he trust her over his friends? Or me?" Yang asks sadly, looking at the ground she's walking on with a depressed frown.

"Salem kinda came to him though." Miles argues.

"Yeah. At our apartment. In the middle of the night. While I was sleeping!" Yang said, being very distrustful of Salem.

"Desperate times called for desperate measures. Salem's a spider too and needed Spidey's help. Your classic hero-villain team-up." Sonic conversed.

"Which 90% of the time leads to backstabbing." Yang angrily crosses her arms.

"You're worried for Pete. We understand. Just like how we understand he didn't tell us about the Inheritors was to protect us. You remember how Morlun trashed us? The Inheritors are only hunting spiders. We were unlucky enough to get involved." Amy said sincerely to Yang.

A sadden Yang then remarks, "I know, but, we promised we'd protect each other. And things have been pretty rough for us these past few adventures. Like that time the timeline was changed and he died and was brought back to life as an evil businessman in the future that almost destroyed the universe. And that time we learned the Peter from Miles' world died, after I promised I'd always have his back."

"I can imagine Pete's still a bit bothered meeting his evil future self. That guy went insane because he failed to protect his loved ones so he doesn't want to make the same mistake." Sonic remarks with a sad expression on his face, reminiscing that crazy time-traveling adventure.

"And I don't want to make the mistake never being there for him when he needs help the most." Yang said depressingly.

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BGM-Team Sonic Racing OST-Narrative Cue: Comical

"Sheesh. How 'bout you two get married and call it a day?" Spider-Ham quips with a shrug, tired of this conversation and wants to get a move on finding the emeralds.

Yang instantly blushes from the pig's little remark. "I-I-I don't think the two of us are ready for THAT yet." She said while a little flustered.

"Oooh. So when WILL you two be ready to tie the knot?" Amy slyly teases the flustered brawler.

"I dunno. Possibly never!" Yang angrily remarks.

"I give it a few months." Amy teases.

"A few months?! Enough with the jokes. I don't want to get married!" Yang retorts.

"Yet you were jealous at the thought of me and Peter getting married." Silk quips, instantly stunning Yang to the face.

"I said I was upset!" Yang retorts, becoming agitated with their teasing.

"Upset at The Other and The Bride being a thing?" Amy said, slyly staring and annoying the huntress with her teases.

"The two of us do have a connection." Silk remarks with a sly smile.

"Then it must be destiny." Amy quipped.

"You two SUCK. Summer told me my destiny is different." Yang retorts, accidently hinting to them her secret about her and Peter getting married in the future which Summer and Miguel told them in their recent adventure.

"Your great-niece from the future? Care to tell us what she said?" Amy slyly asks the huntress.

"No, because it could DOOM the timeline." Yang retorted.

"So are you confirming it?" Peni chimes in and deduces the two do get engaged.

"I'm not confirming anything! Stay out of this, Peni!" Yang retorts, feeling flustered from all the teasing.

"Oh geez. Look what you did, Ham. They're talking more now." Miles said to the pig that caused the girls to keep talking while they're trying to find the emeralds.

"Girls and their gossip." Ham quipped.

"AHEM!" Sonic lets out a loud fake cough, getting the girls' attention as he interrupts their conversation. "Emeralds. Inheritors. Gotta stop them from taking over the multiverse! HELLO?!" The annoyed hedgehog reminds them of their urgent mission to save reality.

The girls stand there blinking, feeling a little embarrassed about almost forgetting what's at stake. "Oh, right. Sorry. Got a little carried away with the teasing." Amy said, causing Yang to roll her eyes with an annoyed growl.

"C'mon. The emerald's close by." Tails said, leading the group to the emerald's location.

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Eventually, the team stumbles upon an abandoned bunker stationed next to the sea that belonged to Eggman and Doc Ock during one of their team-ups. "So Tails…Where are we anyway?" Sonic asks his buddy.

Tails looks at his radar which tracks the emerald inside the bunker. "It looks like this is one of Eggman and Doc Ock's old bases that was left during the war." Tails replied.

"You guys fought a war with a baddie named Eggman?" Spider-Ham quipped.

"Can we expect to see some operational robo wrecks?" Sonic asked.

"Maybe, but I doubt it." Tails responded.

"Well we won't accomplish anything standing out here. C'mon!" Miles said, as the team approaches the entrance into the bunker. The young spider kicks the door metal door down, but that might've been a mistake, as the spiders' Spider-Sense suddenly goes off as well as the alarms inside the bunker.

BGM-Spider-Man 3 (Game) OST-The Mad Bomber #1

"An alarm?! I thought this place was abandoned!" Miles remarked.

"Guess that means someone is living here." Sonic said.

The heroes quickly notice Badniks and Octobots coming their way through the corridor. "We got company." Yang says, cocking her weapons for battle.

"Don't waste time with them!" Sonic jumps into the air and quickly destroy robots with his homing attacks. The rest of the group smashes up the robotic fodder while dodging lasers fired from wall turrets.

"Yowza! Tentacles are popping out from the walls!" Spider-Ham leaps away from tentacles protruding from the wall and quickly webs them there.

As Sonic finishes off the remaining robots, he was ambushed by a surprise punch to the face that knocks him to a wall. "Huh?" Sonic looks ahead at the enemy that punched him, which looks like a roboticized Superior Spider-Man that he knows by a different name. "Mecha Spider-Man?!" He recognized Mecha, the evil robotic duplicate of Spider-Man.

"A robot Spider-Man? Is he part of our team?" Miles asks the blue hedgehog.

Sonic stands up with a scowl and replies, "Definitely not. This guy works for…"

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BGM-Spider-Man 3 (Game) OST-The Mad Bomber #2

"Who DARES barge into my workstation?" A new villainous voice chimes into the conversation. Standing next to Mecha Spider-Man is a mad scientist outfitted with a green/yellow armor that is attached with four mechanical arms that he uses for evil and his diabolical experiments. The scientist glares at the heroes, recognizing them as his mortal enemies. "Of course it'd be you meddlesome fools! Long time no see!" He arrogantly greets his enemies.

"Doctor Octopus!" Sonic confronts the tentacled doctor.

"That's Doc Ock? So he's alive in this world. I've only heard about him." Miles remarked.

"What is the meaning of this intrusion? Who are these different spiders?" Ock asked the hedgehog.

"Ock, we don't have time to talk. You gotta give us the Chaos Emerald. The whole world is in danger!" Sonic tells him.

"The world is always in danger. Why should I give it to you?" Ock responded.

"Listen! You remember the Inheritors? Well, they're back and collecting the Chaos Emeralds. If we don't stop them, they're gonna wipe out all spiders and conquer every universe, including this one!" Sonic told him, wanting to reason with the doctor instead of fighting him.

Ock is shock to learn that the Inheritors have returned and are on the loose. "The Inheritors have returned?! That is a problem. Fortunately, I have developed the means to ensure our salvation." Ock presses a button on his gauntlet, which opens up a wall that reveals a machine surrounded by a web-like construct.

"What is that machine, doctor?" Tails asks him.

"I have been developing a machine capable of altering the universe using the energies of any Spider-Man or Spider-Woman." Ock revealed, explaining his Spider-Device.

"A machine that's fueled by spiders to alter reality? How does that make any sense?" Yang quipped.

"Ever Spider-Totem is connected to the Web of Life and Destiny. He probably wants to tap into that power to take over the world." Silk claimed.

"Before I found spiders creepy. Now I find them ridiculous." Yang quips about Spider-Totems.

"This machine will help me rule the world, but I believe it will also prevent the Inheritors from pursuing spiders throughout the dimensions…if you surrender Spider-Man to me. Any Spider-Man will do. There is little time." Ock said, wanting to use the Spider-Totems to power up his machine to take over the world and possibly stop the Inheritors from invading this one.

"Fat chance, Ock! You'll just trap us in this universe while the Inheritors conquer everything else! And there's no WAY we're handing you one of our spider-friends!" Sonic retorted, not trusting the mad doctor.

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BGM-Marvel Ultimate Alliance 3 OST-Bring on the Bad Guys

"You dare doubt my genius? Then you heroes have DOOMED our world! THE DIE IS CAST!" Ock stands on two of his arms and violently flaunts the other two, standing next to Mecha Spider-Man as the two superior villains get ready to brawl with the heroes.

"I got Ock!" Sonic revs up a quick Spin Dash, blasting himself towards Ock and hitting him with numerous homing attacks.

"Do not underestimate me!" Ock smacks the hedgehog to a wall with a tentacle, then allows Mecha to almost punch him if he didn't jump outta the way as he punches through the wall.

"I see you got Mecha under a new leash." Sonic quips, remarking on how Mecha Spider-Man is under Ock's control again.

"I reprogrammed him to never betray me like last time. He is back to being my most deadliest enforcer!" Ock responded.

Mecha unveils his spider-arms and tries to attack the hedgehog, only for Peni jump down in front of him and brutally punch the robot in the face with her mech. "Still looks like outdated piece of junk." Peni quips.

"Even when he's powered by a Chaos Emerald? Mecha, show this child your true power! Show them the power of the superior Spider-Man!" Ock ordered his enforcer.

The Chaos Emerald inserted inside Mecha's systems powers him up to new heights and envelops his body in a powerful red aura. The android's eyes glow red as he uses his spider-arms to unleash powerful lasers that knocks down Peni. Amy tries to smash him with her hammer, but was immediately deflected through equipment lying around in the bunker.

"Let me show you how to use a hammer, sweetie." Spider-Ham summons a cartoonish mallet from hammerspace, jumping underneath Mecha and smacking him around with his weapon, then swiftly web-strikes the robot to a wall.

"The pig can fight." Yang quips, helping out dishing damage onto Mecha.

"Just call me Mister Hamtastic!" Ham joked.

The other heroes consisting of Sonic, Tails, Silk, and Miles are focusing their attention fighting Doc Ock and his dangerous swinging tentacles. "You are one of the newer spider-heroines. Your energy will be useful powering my device." Ock said, striking Silk with a tentacle.

"Ock, neither you or the Inheritors is going to have me. Let's get that straight." Silk quips, while dodging his tentacle thrusts.

"What she said." Sonic remarks, attacking the villain from the back.

"You run from the Inheritors. I can defeat them. Would you rather joke or survive?" Ock retorts, firing lasers from his tentacles at Silk and Sonic.

"Like we're gonna trust a crazy supervillain. Then again, we are working with Salem." Miles quips, swiftly spin-kicking the villain in his face.

"Why is Salem involved in this? Her useless magic will not save you fools. Only my superior intellect! Which of you is brave enough to be the savior of this world?" Ock asks, focusing his attacks on Miles and Tails.

"Fighting Ock and Mecha together really reminds me of that Superior guy we met not long ago." Yang remarks, comparing these villains to Superior Spider-Man.

"How they're both extremely arrogant and their favorite word of the century is superior?" Sonic quips, dodging a ruthless slam from Ock.

"You don't mean to suggest Superior Spider-Man might be Ock that switched minds with Spidey and trying to prove he's the better hero in his dimension?" Tails jokingly remarks, flying away from Ock's lasers.

"It's the multiverse. Anything could happen. Speaking of…" Yang looks at Miles for a moment. "Miles! Break off from Ock for a second and use your inviso-power against Mecha." She instructed him.

"Right on!" Miles flips away from Ock as he turns invisible towards Mecha. While the android is holding his own against Amy, Peni, and Spider-Ham, he found himself ruthlessly attacked by the invisible Miles that he can't detect. "You're a robot based off the Spider-Man from this world, right? Meaning you don't have something as dandy as the Venom Blast!" Miles reveals himself, powering up his fist with electricity as he brutally punches Mecha towards the Spider-Device, defeating him and destroying the machine.

Ock is throwing a fit of rage from seeing his genius invention destroyed by the heroes. "NO! You have destroyed the machine! It would've saved us! Now we will all perish! Idiots! None of you deserve to live." He retorted.

"Thanks for your input. File a complaint with the inmate-relations people at the Raft." Sonic quips, working with Tails to defeat Ock with a double spin-attack.

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BGM-Sonic Generations OST- Seaside Hill (White World)

The spiders web up the unconscious doctor and his tentacles to the floor so he wouldn't escape by the time someone comes to arrest him. Meanwhile, Tails hacks into Mecha's systems to eject the light blue Chaos Emerald that he was using to power up. "Got it! Our third Chaos Emerald!" He shows his friends their new emerald.

"You weren't half bad there, kid. The others were right about you." Sonic smiles at Miles, complimenting the young spider's skills.

"Thanks. So where's that next emerald?" Miles asks the fox.

Tails checks his radar and notices someone vastly approaching the sixth Chaos Emerald. "I've found one, but it looks like an Inheritor is closing in on it. See?" He shows the group his radar.

"No point getting that emerald now. That means the Inheritors have three emeralds as well, leaving just one left." Amy remarked.

"Then let's hurry and find that last emerald before they do." Sonic said.

"Can we beat the Inheritors with only four emeralds?" Silk asks the hedgehog.

"Peter and the other teams are searching for ways to weaken the Inheritors. As long as they accomplish their tasks, we should be fine." Sonic replied with hope. "Miles, open a portal to the final emerald." He instructs him.

Miles does just that and opens a portal with his Web Watch. "We gotta get that last emerald before the Inheritors do or it's all over!" The young spider said.

"Don't sweat it, kid. We're used to these kind of stakes almost every week. It'll be fun." Sonic grins, as his team walks through the portal to locate the final Chaos Emerald that'll help them defeat the Inheritors.

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BGM-Marvel vs. Capcom 3: Fate of Two Worlds OST-Theme of Spider-Man

KFX Here: Some of these chapters are happening simultaneously, just to warn you. This chapter is based off a mission from the defunct game, Marvel Avengers Alliance, called "Along Came the Spiders" which was based off Spider-Verse.

XenoSlayer983: Spider-Carnage or Wolf Spider will NOT appear in this story and would never work with the Inheritors. The Inheritors feed on every spider, good or bad, and wouldn't make alliances with them. They already have pawns in the form of Verna's hounds.

Next time: Salem meets the God of the Web: The Master Weaver!

Question of the Chapter: What is your favorite joke from throughout the United Heroes series?

Remember: I have a forum page! Link can be found on my homepage or search for the "United Heroes Series" forums!

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