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

Amazing Spider-Man: Look out! It's your friendly neighborhood Spider-Man! So while me and other spiders were out on different missions, the safe zone went to hell when Morlun and Daemos invaded the place. Even the cosmic-me didn't stand a chance because Morlun used some Chaos Emeralds to overpower him and feast on his life-energy. I have to get back there now, before everyone gets killed!

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Act 3 Issue 2: Anywhere But Here

The (former) Safe Zone, Earth-13

BGM-Spider-Man: Web of Shadows OST-Symbiote Boss

"That did not just happen! Tell me that did NOT just happen!" Ruby reacts in shock, fearing for her life as well as for the remaining spiders after Morlun killed Captain Universe and drained his cosmic lifeforce.

"Holy SHIT!" Spider-Punk cursed. "He just killed the Captain Universe guy! We are SO SCREWED!" He said, believing the Spider-Totems stand no chance against someone who killed a god before their eyes.

"Shut up! It might have weakened him!" Superior believes otherwise. "He's their leader, and this might be our ONLY chance at him!" He said, wanting to use this chance to kill Morlun.

"But my brother!" Mayday protests, reminding him that her baby brother, Benjy, is in Daemos' murderous hands.

"Daemos, you have him? The baby totem?" Morlun asks his brother while his eyes glow and his body radiates cosmic energy thanks to Captain Universe's energy flowing through him.

"Yes, brother. The Scion. The last to manifest itself in ANY reality." Daemos answered, having reclaimed The Scion in his hands while stepping on Captain Spider's corpse.

"Forget the child! All of you, converge on him NOW!" Superior commands his spiders to charge at Morlun.

"What have we gotten ourselves into?!" Spider-Rose mutters as she joins the assault with her Crescent Rose.

"HA! You think me weakened?" Morlun mocks them for thinking him weakened as he kills the Prince of Arachne with a single punch through his gut. "I've consumed the greatest lifeforce of this dimension! I never felt more ALIVE!" He states as he easily kills Arachnosaurus.

While his brother easily holds his own against the spiders, Daemos uses this as his opportunity to return home with the baby. "You better not kill all of them until I get back. I'm still famished." He opens a portal back to Loomworld, which quickly caught Mayday and Ruby's attention as he's about to escape with Benjy.

"NO! YOU CAN'T GO!" May yells as the girls pursue him. May angrily shouts, "I WON'T LET YOU! Not with-!"

"Child, I fail to see how you could possibly stop me when you couldn't save your parents." Daemos mocks her as he punches the girls away and goes through the portal with the crying Benjy, much to May's horror.

"Benjy?! NOOO!" May exclaimed.

Meanwhile, the spiders are quickly losing the battle with the cosmically-enhanced Morlun as Spider-UK contacts Peter for immediate assistance. "PARKER, come in. We need you! We LOST the safe zone! And we're getting SLAUGHTERED over here!" He told him.

'The girls and I are 'porting in now. We had to make some stops first.' Peter replied.

"'Stops'?! Where the bloody hell have you been?!" Spider-UK asked.

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Suddenly, Peter, Gwen, and Anya finally returned to the safe zone through the portal with two new Spider-Men: the small, Japanese black-and-white Spider-Man J from Earth-7041 and Mangaverse Spider-Man from Earth-2301.

"Would you believe Japan?" Anya quips to UK.

"Like, three different Japans." Gwen quipped.

"Ko ni chi wa." Spider-Man J said, speaking in Japanese.

UK asks Peter, "What?! Why would you-?"

"Got a STRONG reading on a Spider-Totem…" Peter thrust his teleporter to sky to enlarge the portal to massive proportions for a very good reason, "And, as a friend of mine would say, we hit the JACKPOT! Everybody, say 'hi' to Takuya Yamashiro, the Spider-Man of Earth-51778. Oh, and did I mention…he has a GIANT ROBOT!"

BGM-Ultimate Spider-Man (Game) OST-Spidey's Rhino Beatdown

Suddenly, a massive arm punches through the portal as a gigantic robot flies into the battle zone as its pilot shouts, "LEOPARDON!"

"COOOOOOL!" The Rubies exclaims in pure joy, ecstatically geeking out to see a giant Japanese robot is one of their newest allies.

"What manner of creature ARE you?!" Morlun glares angrily at the giant robot.

"I am the emissary of hell! And I shall fight this great evil for the fate of ALL SPIDERS!" Takuya Yamashiro, the Japanese Spider-Man of his universe, confronts the villain while speaking in his native tongue that most of them couldn't understand.

"How's THAT for reinforcements?" Peter quips to the british spider.

"No complaints here, mate." UK replies, as all the spiders run away from Leopardon as it flies towards Morlun with his fists thrusted out.

"You think the size of your mechanized man intimidates me? I am full to bursting with new energies untold." Morlun charges his left fist with cosmic energy. "And If I must, I shall spend all of it to lay you low." He threatens as he fires a powerful blast at the colossal mech.

Yamashiro struggles against the immense cosmic power blasting his robot as he's not sure how much it could take. "Such power! Leopardon! Summon Sword Vigor-!" He said, preparing to use his ultimate weapon against the hunter, as if Morlun would allow him.

"Enough of your toys." Morlun leaps towards the robot and effortlessly rips its arm off before it can counter attack. "Time, I think, to punish the driver within." He declares.

"We can't STAND here. We have to do something!" India Spider-Man said, wanting to help their newest ally.

"I AM doing something. I'm crapping my pants." Spider-Punk quipped.

"He's buying us time." UK said. "We have to pull back-."

"No." Mayday interrupts him. "Morlun knows where they've taken my brother. We have to stop him!" She said, desperately wanting to save her baby brother.

'They took the baby?' Peter remarks, shocked in his thoughts. 'What happened while I was gone? We lost more men. The child's gone. This is all my fault.' Peter laments, blaming himself for the destruction of the safe zone, but he knows there's no time for a guilt trip now as he can still save everyone else.

"Everyone! Follow me! We're jumping! NOW!" Peter says as he quickly opens a portal with his teleporter.

"C'mon, everyone!" Ruby helps the spiders rush through the portal.

"Leaving one man behind to save the rest? You're finally wising up." Superior congratulates Peter for seemingly sacrificing Yamashiro to save everyone else.

"It's not like that. I have a plan." Peter claims otherwise.

"Riiiiiight." Superior quips.

Peter sees Mayday still hesitant leaving the scene as she's still worried about her brother. "May, we're GOING!" Peter said as he grabs her arm.

"But, Benjy!" May protest.

"If he's out there, I SWEAR we'll find him, but it's not SAFE here anymore." Peter argues as drags her through the portal as it closes.

"Wrong, Parker. It's not safe for you anywhere." Morlun claims as a sinister smile ominously forms on his face.

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Earth-8847

BGM-Mega Man ZX Advent OST-Oriental Sentinels (Tunes Ver.)

A portal open as the Spider-Army arrives on Earth-8847, which is full of prehistoric animals like dinosaurs. "Is everyone okay?" Spider-Rose asks her friends.

"Oh my. Where are we?" India Spider-Man remarks, looking around their prehistoric surroundings.

"By the looks of it? Jurassic park avenue." Gwen quipped.

"I used random coordinates. The bad guys can't know where we are if WE don't know where we are. At least till we find a new safe zone." Peter said.

"NO." Superior refuted. "There's nowhere to go. Your ineptness lost our base in 2099. Your absence cost us that refuge. And your return squandered what was probably our greatest weapon. AND a perfectly good Spider-Man." He said, blaming Peter for their recent losses.

"Maybe not. Over there!" UK notices a portal opening in front of them, and jumping out from it is Supaidaman.

"The device worked. I have escaped! But at too high a price. Leopardon, my faithful companion, lies fallen on the field of battle." He said in Japanese.

"The important thing, Takuya, you are not alone. We are all part of a great spider-clan. And together we shall triumph." Mangaverse Spidey replies, understanding him since he speaks Japanese too.

"Agreed. We may not be a giant robot, but we have your back." Spider-Man J console him in Japanese as well.

"Thank you, my friends." Supaidaman responded.

Peter looks at Mayday and tries to talk to her, "May, about before, that wasn't just talk. I promise, we'll find-."

"Stop." May angrily interrupts him. "I'm done listening to ANY of you. Far as I'm concerned, you're all fakes. There's only ONE real Spider-Man. My dad. And he's DEAD." She said, overwhelm with the grief of losing her only relative alive to the Inheritors.

Peter felt hurt by that remarks and calmly says, "May, please. I-."

'Hello? Check. Check. Anyone there?' Suddenly, Peter gets a call from Spider-Woman Prime through his Web-Watch.

"Jess? Spider-Woman? That you? Can you talk?" He asks her.

'Yeah. Just checking in. We visited the Master Weaver. Told us about the Inheritors and their plans with the Chaos Emeralds. None of it is very good.' Jessica told him.

"I expected as much. What are they planning?" Peter asks.

'I'll explain everything later. We have something you'll want to see.' Jessica replied.

"How long till you get back?"

'A while. We had to travel to the edge of the multiverse, and since the Weaver was a jerk, we're stuck taking the long way. Pete, I'm gonna have to get back to you. Just arrived in the middle of an alien invasion.' Jessica said as she quickly hangs up.

"Jess, wait! Uh. Lost her. This is getting out of control. Wonder how the others are doing." Peter wondered.

"Try calling Yang and her group if they found the other Chaos Emeralds." Ruby recommended.

Peter tries calling Tails through his handheld, but he's not answering mysteriously. "Tails is not answering. That's odd. But I sent them to protect Silk after they collected the remaining four emeralds, so they should be fine. Miles? You out there?" He contacts his protégé next.

'Peter?' Miles answered.

"Yeah. Just checking in. How's the Spidey-recruitment drive going?" Peter asks, since he recently appointed Miles, Spider-Ham, Peni, and later the 2012 cartoon Spidey to recruit more Spiders.

'It's…goin'.' Miles said unsurely.

"Can you be more specific?" Peter responded.

'Honestly, I have no words.' Miles responds as his little group were joined by 67's Spider-Man, a cowboy Spider-Man, Mini Marvel's Spider-Man, another weird Spider-Man, and a sentient Spider-Mobile. Most of the group is sitting in the Spider-Mobile while everyone is being chased by the police in the universe Miles is visiting.

'YOU! With the Spider-Mobile! PULL OVER!' The police demanded.

'YEE-HAAA!' Cowboy Spidey hollered.

'Walloping web-snappers!' 67's Spider-Man yelled while holding for his life on the Spider-Mobile.

'This. Right here. This is where my life officially jumped the shark.' Miles quipped, having no words to respond to any of this.

'Nah. THAT was back in cowboy world. Know what your problem is, Morales? You need to lighten up. Wanna drive?' Cartoon Spidey joked.

'Oh put-put-please, Parker. Like YOU'RE drivin'. C'mon, Miles. Open the put-put-portal already!' The Spider-Mobile talked.

'Web-Warriors, awayyy!' Cartoon Spidey hollers as they jump through a portal.

'Oh dear. Why did you have this guy join us-?' Miles asks Peter before he disappeared through the portal and the connection was cut off.

"Cowboy world?" Peter questioned, wanting to hear the stories regarding that world. "One thing at a time. Speaking of time…2099? You there?" He then contacts Miguel's group, consisting of Miguel, Weiss, Lady-Spider, and Six-Armed Spidey, that were in charge of analyzing Daemos' corpse for weaknesses.

'Did he just address the entire year of 2099?' Lady-Spider quips as she's currently dissecting the corpse in an Alchemax laboratory alongside Six-Armed Spidey.

"Um, sort of. That's where you guys ARE, right?" Peter remarked.

'That's rather vague.' Weiss quipped.

"Weiss, put Miguel on. O'Hara, any progress on your end?" Peter asks his future counterpart for any useful answers.

'Starting the dissection now.' Miguel responded. 'If these Inheritors have an Achilles heel, we'll find it. In the meantime, even a quick scan is telling me things about their cloning process.' He stated.

"Finally! Something we can use. Fire away." Peter responded, carefully wanting to hear this important information.

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BGM-Ultimate Spider-Man (Game) OST-Venom Feeding Time

'First off, the parent DNA is—SKKKKZZ!' Before he can tell him more, Miguel's transmission was suddenly cut off and replaced with another scientist from another dimension.

'Sorry. But that's quite enough of THAT.'

"What? Who IS this?" Peter asks the interceptor.

'Lord Jennix, totem.' Jennix answers while transmitting from his base in Earth-802, sometime before Kaine's group destroys it.

"Who?" Peter responds.

'I thought you'd like to know, I can hear EVERYTHING you've been saying.' Jennix revealed, shocking Peter.

"How-?" Peter remarked.

'You've been moving and speaking across the dimensional threads of the Great Web. My family mastered this technology centuries ago. Listening in on your conversations has been child's play.' Jennix explained.

Peter then asks him, "But why would you-?"

'Show my hand? I admit, having you burble on has been amusing. But if you're going to share TACTICAL information? It's time to put a stop to it.' Jennix declared. 'We have all seven Chaos Emeralds in our possession and have captured the two hedgehogs, the fox, and the blond-haired girl.' He reveals to him this horrifying news to Peter that Sonic, Tails, Amy, and Yang have been captured by the Inheritors.

"Yang? If you touch a hair on her head-." An angry Peter snarls, threatening the unfazed Jennix.

'It was nice chatting. Send my regards to my sister, Verna. I just sent her your coordinates. Earth-8847, yes?' Jennix mockingly asks before ending the call, as the Inheritors' portal appears next to Peter.

"Damn it. Everybody, heads up! Company!" Peter said, standing with his fellow spiders as Verna arrives with her Hounds: Rhino, Ox, and Hammerhead.

"Aleksei. Raymond. Joseph. My big, beautiful hounds. Make me proud. TRAMPLE THEM." Verna sic her pets to battle the spiders.

"What do we do? Jump somewhere else?" Anya asks as she joins some spiders to spray their webbing onto Rhino.

"It wouldn't do any good. You heard. They know our every movement." India Spider-Man stated.

Meanwhile, Verna wounds the spider-version of Betty Brant by slowly draining her lifeforce. "Get away from her!" Arachne knocks her back with a punch.

"But we're dying out here!" Gwen remarks to India Spidey's earlier comment while continuously webbing Rhino.

"Works for me. As long as we take some of these assholes with us!" Spider-Punk dashes towards Hammerhead, colliding headbutts that barely hurt the hardheaded hound but possibly caused brain trauma for Spider-Punk. "Okay. Let's just call that plan B for now. Any OTHER suggestions? ANYONE?!" He asks, but everyone else is too busy fighting for their lives.

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Earth-001, Loomworld

Inside the great hall, Sonic groggily wakes up to find himself restrained by chains inside a small cage. "…Ugh…Wha…Huh…" He struggles to break free but the chains are unbreakable. He looks to the left of his cage and is able to see Tails, Amy, and Yang trapped inside their own cages while unconscious. "Guys! Wake up!" He shouts at them to wake up.

"Huh…Sonic…?" Amy says, weakly looking at the blue hedgehog.

"Are you guys okay?" Sonic asks them.

"I think so. But I can't break free from these chains." Amy replies, struggling to break free from her cage.

Tails struggles as well and is unable to break free. "We're being restrained by Adamantium! Impossible to break." He stated after studying his chains.

"My head…Where exactly are we? Who ambushed us?" Yang asks after finally waking up.

BGM-Adrien Lozano Song-Wrath of the Dark God

"You can thank my sister, Verna, for bringing you to our home."

The four restrained heroes look ahead from their cages to see the grinning Morlun walking out of the shadows to greet them, much to their frustration. "You are in Loomworld. The center of reality, where my family has lived and ruled for several eons. Through our hunts, we have merged countless universes into this singularity. The greatest kingdom throughout the cosmos." He explains to his prisoners of his homeland.

"Morlun! You sick freak!" Sonic snarls, glaring at the multiversal conqueror.

"Thanks to your assistance, we have gathered the seven Chaos Emeralds of your world. Soon, we will begin the ritual." Morlun said ominously.

"Why do you NEED the emeralds? Your family's already powerful enough to conquer multiple universes." Sonic argued.

"Alas. As surprising it may seem to you, even my family has limits." Morlun claims. "We haven't been able to overcome destiny. Not when it's out of our reach. Not when it's being controlled by the god who weaves all of our destinies with his great web. The Master Weaver. I will use the emeralds to overpower the Weaver and claim the Web of Life and Destiny. Then I will use it to resurrect my father, Solus, and prevent the prophecy of our downfall." He explains his plan to his captives.

"You guys had a father? And what prophecy are you trying to prevent?" Yang asks the vampire.

"I will not waste time telling you everything, but it requires the blood of the three sacred totems." Morlun replied.

"Sacred totems? You mean The Other? The Bride? What you guys keep calling Pete and Cindy?" Amy remarked.

"Then, who's the last sacred totem?" Tails asks the hunter.

"The Scion. And we have already captured him. He is that little child that belonged to that orphan girl." Morlun answered.

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BGM-Spider-Man 3 (Game) OST-Black Suit Theme

"Little child…?" Sonic ponders this hint for a second, until he and his friends gasp in realization and furiously glares at the vampire. "You mean Mayday's brother?! YOU KIDNAPPED A BABY?!" The hedgehog ragefully yells at the unfazed hunter.

"The child is vital to preventing the prophecy. Once his blood is tainted on the Great Web along with The Other's and The Bride's, the age of spiders will end, and my family will continue to reign supreme over ALL reality." Morlun grinned.

"You ruthless, heartless BASTARD!" Yang yells angrily, as her eyes turn red and her hair explodes with sheer anger, desperately struggling to break free from her restraints. "We're not gonna allow you to lay a FINGER on Peter! Or Cindy! Or Benjy! WE'RE GONNA KILL YOU!" She declared.

"There's nothing you could do from there, child, but continue being bait to lure The Other and The Bride. Stick around and be honored guests at my home. I'll have someone bring some food for you. You will be one of the first to witness my father's resurrection." Morlun mocks his captives, sinisterly smiling as he leaves his prisoners trapped in the great hall.

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Back at Earth-8847

BGM-Ultimate Spider-Man (Game) OST-Venom Throw Down

"Spider-Man?! Stay or go? What do we DO?" Ruby asks her leader, as the Spider-Army are getting trashed by Verna and her Hounds.

"You heard her. What's our next move? Come on. We're waiting on your brilliant leadership." Superior said sarcastically.

"One sec." Peter remarks as he bashes Verna away with a single swing from his Cube Web Hammer. 'What an ass. But he's right.' He thinks. 'I asked for this. The others are counting on me, and I don't know what to do! I need help! I need-.'

Suddenly, Peter receives a call from Silk through his communicator, 'Peter, it's Cindy.'

"Silk? This line isn't safe. The Inheritors can hear." Peter responded.

'Then I'll make it quick! Earth-3145! Trust me get-!' Silk said before she was shut off by Jennix still listening to their conversations.

"Damn it. Jennix shut her off too. Hold on. You found a new safe zone? EVERYONE, FOLLOW ME! We're out!" Peter opens a portal for his army to escape through.

The spiders break off from the Hounds and rush into the portal. The hounds try to pursue them, but they were quickly commanded to stop by a hesitant Verna. "Back! Back, my hounds. FOOLS! Let's see how long they last in 3145." She remarks, shaking her angry fist at her retreating prey.

"You know, you're a very horrible person." Spider-Rose quips while helping the wounded Betty through the portal.

"See that? She's staying away from the light. She's afraid." Mangaverse Spider-Man noticed her hesitancy to chase them.

"Good. Then it's my new favorite thing. After you." Spider-Man J said to his counterpart, as the spiders successfully escape to another dimension.

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Earth-3145

In Earth-3145, the spiders teleported to the ruins of the radioactive New York City, much to their dismay. "I take it back. This stinks." Spidey J quipped.

Superior turns on his holo-agent from his gauntlet named Anna Maria to ask her about this new dimension. "Anna Maria? Give me a reading on the atmosphere." He asked her.

'Processing. You have to leave right away, doctor. The radiation levels here are extremely toxic.' The A.I. answered.

"I thought as much." Superior responds before angrily screaming at Peter. "So THIS is our new 'safe zone' is it?! You IMBECILE! What hellscape have you and that woman of yours condemned us to?!" He yelled.

Peter calmly argues with him, "Hey! Cindy wouldn't have led us here without a good reason to-."

But Superior interrupts and retorts, "I swear, I have a FULL MIND to obliterate you right here and-."

"Both of you, stop fighting. Look! She left us a sign." Ruby notices webbed arrows on several ruins left behind by Silk.

"Not big on subtlety, is she?" Spiderhog quipped. "Y'know, something's tellin' me that Silk wants us to go that-a-way." He points to the direction they should follow.

"You think?" Spider-Punk quips as the group swing through the air to follow the arrows.

"Stuck with dozens of snippy versions of myself. Okay, one of them is actually me but he got captured by the Inheritors." Spiderhog quipped. "Bossy Spidey might be right. Maybe this is heck." He remarked.

BGM-Ultimate Spider-Man (Game) OST-Father's Pride

"Everyone, cut it out. I figured out where she's taking us." Peter remarks, as he leads the group to the ruins of a familiar tower. "Sims Tower." He recognized the building.

"Sims Tower?" Ruby questioned.

"Yeah. And if it's anything like the Sims Tower from the world where Silk and I come from…" Peter leads his team through a vent that drops them to entrance of a secret bunker below the tower.

"A fall-out shelter? That's very convenient." Superior remarked.

"It's better than that. Silk told me a man named Ezekiel built these to hide us from Inheritors. She told me the code one time, and if it's the same in every dimension…" Peter inputs the code to the control panel, easily opening the door into the bunker where they find Silk waiting for them. "Silk! Smart move coming here. I'm afraid it's gonna get a little crowded." He compliments her smart thinking.

"More than you think, Spider. The totem of THIS world was already inside when I got here. You might want to brace yourself for a shock…" Silk warns him for a big reveal.

Peter wonders if this world's totem is another version of himself or one of his friends. And he was close, as this is someone related to him. Someone very special to his heart. And as an old man slowly approaches him from the shadows, Peter's eyes widen in sheer shock and utter surprise as he recognizes him completely as, "UNCLE BEN?!"

"Toldja." Silk casually quips.

"Peter." Uncle Ben greets his nephew of another world, as Ben Parker is the Spider-Totem of Earth-3145.

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

KFX Here: So Sonic's group was captured by the Inheritors as well as Benjy along with the Chaos Emeralds to resurrect their father. The end is near, ladies and gentlemen. We are approaching the penultimate chapter to this grand tale.

Note: This chapter takes place before the ending of the "Clone Mission" chapters.

Next time: The mightiest enemy resurrected! Preparations for the ultimate battle!

Question of the Chapter: Which comic event do you like more: Spider-Verse or Spider-Geddon? Explain your reasons.

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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