BGM-Ultimate Spider-Man (Game) OST-Menu Theme

Spider-Man: Watch out! Here comes the Spider-Man! While out on patrol, I ran into a goon wearing highly advanced armor that would make Iron Man jealous. Tried chasing him but he gave me the slip, but luckily I attached a Spider-Tracer to track him down later. Need to find out who this guy is and what he's after, if anything.

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Vol 1 Issue 17: Armor Wars

Beacon Academy

BGM-RWBY OST- EP 12 Score - Jaunedice Pt 2

Peter sits next to a sleeping Jaune, who's head is resting in his hands, while their constantly-zooming and fast-talking Professor Bartholomew Oobleck is in the middle of his hyperactive lecture, educating the hidden vigilante and his fellow classmates like Blake, Pyrrha, and unfortunately, a leaned-back Cardin, about the history of Faunus.

"Yes! Yes, prior to the Faunus Rights Revolution-more popularly known as the Faunus War—." Oobleck zooms up to the front of the class and the map covered in papers behind his desk, "-humankind was quite, quite adamant about centralizing Faunus population in Menagerie." He points at the map of said-area with his stick, then zooms off to the side for a sip of his coffee before appearing in front of his desk, "Now! While this must feel like ancient history to many of you, it is imperative to remember that these are relatively recent events! Why, the repercussions of the uprising can still be seen to this day!" He zooms around the classroom more, sipping his coffee again before continuing to zoom and talk, "Now! Have any among you been subjugated or discriminated because of your Faunus heritage?"

Peter watches some of his classmates raise their hands to answer they have been discriminated before simply because of their Faunus background. He even sees a frowning Velvet doing the same after a moment. 'Poor guys. Wish I could do more to help them. I would call the X-Men for advice, but I don't know any phone service that transmit through dimensions.' He remarks in his mind.

"Dreadful, simply dreadful!" Oobleck responded to some of his students being discriminated. "Remember, students, it is precisely this kind of ignorance that breeds violence!" He takes another sip of his coffee. "I mean, I mean, I mean just look at what happened to White Fang! Now, which one of you young scholars can tell me what many theorize to be the turning point in the third year of the War?" He asked, as he sees Weiss raise her hand and responds, "Yes?"

"The battle at Fort Castle!" She answered.

"Precisely! And, who can tell me the advantage the Faunus had over General Lagune's forces?" Oobleck asked another question.

While unseen by the professor, Cardin flicks two paper footballs at both Peter's and the sleeping Jaune's head. Peter sensed the paper football coming and casually moves his head without looking to avoid it. Unfortunately for Jaune, the paper hit his head, which causes him to wake up with a loud, "Hey!"

"Mr. Arc!" Oobleck suddenly zooms over into his face, "Finally contributing to class! This is excellent! Excellent! What is the answer?" He asks his confused student.

"Uhhhh... The answer... The advantage... that the Faunus..." Jaune slightly glances his eyes to Peter for a hint, but the brunette couldn't say anything since the professor is standing right there. Jaune then looks behind the professor's focused face at Pyrrha, who coughs and motions to her lips as she gives him the answer, "…had over that guy's stuff…" He sees Pyrrha cup her hands around her eyes and goes for the most obvious answer, "Uhh…Binoculars!" He finally answered, looking very pleased with his answer.

Unfortunately, that answer quickly proved false as the class laughs at him and Oobleck, who's already back at the front of the class, sips his coffee. Both Peter and Pyrrha sigh and facepalm as Cardin pounds his fist on his desk while chortling. "Very funny, Mr. Arc! Cardin! Perhaps you would care to share your thoughts on the subject!"

"Well, I know it's a lot easier to train an animal than a soldier." Cardin quips, while Oobleck shakes his head to the wrong answer.

"You're not the most open-minded of individuals, are you, Cardin?" Pyrrha calmly insults the bully.

"That's an understatement." Peter quips casually, earning a glare from Winchester for his efforts.

"What? You got a problem?" Cardin asks the two of them.

"Not a problem, but the answer." Peter quips, annoying the bully while ignoring him and turning his head to Pyrrha, "You want me to answer this or do you want a piece?"

"I got this." She smiles before turning to Oobleck to answer his question, "It's night vision. Many Faunus are known to have nearly-perfect sight in the dark." She answers, while Cardin growls at the correct response.

"General Lagune was inexperienced, and made the mistake of trying to ambush the Faunus in their sleep. His massive army was outmatched, and the general was captured." Blake added, turning to Cardin, "Perhaps if he'd paid attention in class, he wouldn't have been remembered as such a failure."

Peter snickers from Blake's little roast on Cardin, "Remember kids, stay in school, learn your history, and don't get roasted." He jokes in a calming demeanor that gets a little laugh from his classmates, ignoring the bully getting up from his seat with his fist clenched, glaring at the nerdy jokester with the mindset to pummel him into oblivion.

"Mr. Winchester! Please take your seat." Oobleck calmly tells his student to sit down. Jaune is heard laughing at his tormentor's embarrassment, which earned him the professor's attention as well as he zooms up to him, "You and Mr. Arc can both see me after class for additional readings." He punishes them while taking yet another sip of his coffee.

"Oohhhh…" Jaune says sadly while his shoulders slump.

"Now! Moving on!" Oobleck zooms away to continue his history lecture.


After class…

The rest of the class went by at sonic-speed for Peter. He got his books back together and placed them inside his backpack as he made his way to Blake, "Your comedy skills are improving. I knew hanging around me long enough would brighten up that moody attitude you constantly emit 24/7." He joked, seeing Blake with a small grin.

"Whenever you're around to hang out and not constantly 'thwiping' for half of that time." Blake quipped as they both left the classroom.

"Write me a schedule and I'll follow it." Peter remarked.

"I did, and you didn't."

"Oh."

Peter watches Blake walk down the hallway and wants to follow her, but turns around when he notices Pyrrha, Nora, and Ren coming out of the classroom, only for Pyrrha to stop near the doorway.

"You go on ahead. I'll wait for Jaune." Pyrrha told her teammates.

As her teammates leave the premise, she was surprised to see Peter approaching and standing near the doorway to accompany her. "Need some company?" He asks with a smile, which makes her smile as she's glad to have a friend who is also concerned about Jaune.

Inside the classroom, Oobleck sips on his coffee while talking to his two poor students, Jaune and Cardin, "You two have been struggling in my class since day one! Now, I don't know if it's a lack of interest, or just your stubborn nature, but whatever it is..." He takes a longer sip of his coffee, "It stops now! You've worked hard to gain entrance to this school, and we only accept the best of the best, so I expect you to act like it. History is important, gentlemen! If you can't learn from it... you're destined to repeat it. Pages fifty-one to ninety-one! I want an essay on my desk by next class! Now! Run along." With that, he zooms out of the classroom and past a waiting Peter and Pyrrha in a green and white blur.

Jaune comes out first, and Cardin emerges behind him, pushing him to the ground an emitting an "Ow!" from him that makes the bully laugh before walking away. Peter and Pyrrha help pull their injured friend back on his feet. "You know, I really will break his legs." Pyrrha said.

"I have some stealth tech to pants him." Peter quipped.

Jaune sighs at their ideas, until Pyrrha looks like she is struck by inspiration with a new idea, "I have an idea! Here, come with me! You too, Peter!" She grabs a confused Jaune by the arm and drags him along as she turns down the corridor.

"Right behind ya." Peter responded, as he quickly rushes to catch up to them.

A dejected Jaune, Pyrrha, and Peter come onto a rooftop of one of the buildings, with a clear view of the glowing green orbs in the central tower of Beacon. "Pyrrha, I know I'm going through a hard time right now, but I'm not that depressed." Jaune looks over the edge of the roof, to the confusion of Pyrrha, "I can always be a farmer or something…"

Pyrrha realize with horror what he is trying to say, "N-n-no!" She dashes to push Jaune away from the edge, "That's not why I brought you up here!"

"So you weren't going to teach him how to fly?" Peter joked, receiving an annoyed glare from Pyrrha to shut him up, "Sorry."

"She turns around facing Jaune again, "Jaune, we know you're having a difficult time in class and that you're still not the strongest of fighters, so... we want to help you!" She offered, much to his surprising confusion.

"Wh-what?" He remarked.

"We can train up here after class where no one can bother us! Peter can help you how to deal with bullies like how he's been helping Velvet." Pyrrha suggested.

"Great idea. Pyrrha has been helping me trying to master my X-Aura, and I like to think I'm doing a good job mentoring my teammates. I think I can make room for you too." Peter responded with a smile.

"You think I need help?" Jaune asked, believing that is what they're trying to say.

"N-no! No, that's not what I meant." Pyrrha responded.

"But you just said it."

"Jaune, everybody needs a little push from time to time. It doesn't make you any different from the rest of us. You made it to Beacon! That speaks volumes of what you're capable of!" Pyrrha said, trying to cheer him up.

Sadly, Jaune turns away from them with his head and voice lowered, "You're wrong. I-I don't belong here."

"That's a terrible thing to say! Of course you do!" Pyrrha argues, while Peter has his arms crossed and continue listening calmly.

Jaune turns back around angry and retorts, "No, I don't!" He said, as Pyrrha looks bewildered.

"Jaune…" Peter speaks to his blonde friend in a calm, mature tone while subtly using his X-Aura to read his emotions, "You're hiding something, aren't you? I can sense your emotions now. The negative feelings bottling up within you. What's been bugging you?" He asked him.

Jaune sighs as he reveals the truth about himself to them, "I wasn't really accepted into Beacon..." He turns his back to them so he doesn't have to face them.

"Wh-what do you mean?" A confused Pyrrha asks, while Peter stays silent and listen to his story.

"I mean I didn't go to combat school, I didn't pass any tests. I didn't earn my spot at this Academy!" Jaune confesses, as his voice gets higher and higher as he looks at them again, "I lied! I got my hands on some fake transcripts, and I lied!"

"What? But... why?" Pyrrha asked, more confused than before.

"Cause this is always what I've wanted to be!" Jaune turns away again while talking, "My father, my grandfather, and his father before him were all warriors! They were all heroes! I wanted to be one, too. I was just never good enough."

Pyrrha calmly approaches him, placing a hand on his shoulder, "Then let me help you. Let US help you!" She said, referring to Peter next to her.

Jaune suddenly turns on her with mad frustration and retorts, "I don't WANT help! I don't WANT to be the damsel in distress! I want to be the hero! Someone amazing like Spider-Man!"

Hearing his friend was also inspired by his heroic alter ego finally got Peter to respond before Pyrrha could while maintaining his calm and collected demeanor, "Even Spider-Man needed help once in a while. He can't do everything." He stated, recalling all his failures as a hero and the times he needed assistance from others.

"But I'm tired of being the lovable idiot, stuck in the tree while his friends fight for their lives! Don't you understand? If I can't do this on my own…then what good am I?" Jaune vented. Pyrrha attempts to reach out for his arm and console him, but he leans back from her touch, "Just…leave me alone. Both of you. Okay?"

Pyrrha bows her head in sadness and somberly says, "If that's what you think is best…" before walking past Peter to the exit.

"Jaune." Peter looks at his depressed friend as he sympathizes with him and wants to do everything in his power to help.

"Peter…please go…" Jaune replied somberly, wanting him to leave quietly as well.

Peter stares at the back of his buddy's back for a moment before deciding to walk away himself, his footsteps getting softer and softer until he leaves the roof. Jaune paces a little until he hears a mocking laugh and Cardin appears on the roof from his window.

"Oh, Jaune…"

Jaune quickly looks behind him in fear at his bully, "Cardin!"

"I couldn't help but overhear you three from my dorm room. So, you snuck into Beacon, huh? I gotta say, Jaune, I never expected you to be such a rebel!" Cardin taunted.

"Please, Cardin, please, don't tell anyone!" Jaune begs him.

"Jaune, come on! I'd never rat on a friend like that!" Cardin said, confusing him.

"A…a friend?" Jaune remarks in confusion.

"Of course!" Cardin traps him in a headlock under his arm despite his struggling, "We're friends now, Jauney boy! And the way I see it, as long as you're there for me when I need you, we'll be friends for a long time." He finally releases his prey, who gasps as he leans on the ground, "That being said, I really don't have time to do those extra readings Dr. Oobleck gave us today. Think you could take care of that for me, buddy?" He leans down to rub Jaune's hair and gets up with a grin, "That's what I thought." He said while heading back to hang onto the edge, "Don't worry, Jaune; your secret's safe with me." He said ominously before dropping back down to his room as Jaune rubs his neck in pain and worry.

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Unknown to the rivals, Spider-Man heard the entire conversation on the rooftop above Jaune while in stealth mode, 'Cardin's "really" tapping into his inner Flash Thompson. I swear those two are interdimensional cousins, but at least Flash learned to stop bullying and become a nicer guy. Poor Jaune. I know what it's like being blackmailed doing a bully's dirty work. The others were right. Someone needs to break Cardin's legs, or trick him into a locker. I need to talk to Jaune. Help him before this gets out of hand.' He mentally said.

BGM-Spider-Man: Shattered Dimensions OST-Web of Destiny

'Are you sure that's a good idea?' A familiar elder speaks to him through telepathy.

'Wha-?' Peter looks to his right and sees an astral projection of Madame Web's head that can see through his stealth tech and telepathically talk to him, 'Madame Web? You're a floating head lady now? Why are you here?'

'To stop you from making a terrible mistake.' She replied.

'Mistake? My friend is being blackmailed and bullied. I need to help him.' Peter argued.

'Then you'll just be proving Mr. Arc's point.' Web responded, which got Peter to shut up and recall Jaune's earlier argument about wanting to be a hero without assistance from anyone, 'There's nothing wrong wanting to help a friend, but sometimes the best way to help them is by "believing" in them.' She advises him, 'You're not the only one seeking inner growth. Leave him be for a little while. When the time is right, that's when you talk to him.'

'Then let's hope he won't be kicked to Siberia before I could talk to him.' Peter quipped, deciding to trust her words for now. Suddenly, more important matters pop-up on his HUD as he picks up the location of one of his tagged spider-tracers, 'The tracer I tagged on that flying nutcase. He's back. Time to take care of unfinished business.' He leaps off the rooftop and swings into the night to confront the mysterious armored flyer again.

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City of Vale

BGM-Spider-Man 3 (Game) OST-Boss Fight

"AAAAAAAGHHHH!" yelled out a White Fang solider as they are blasted to the ground, dead, by their unknown assailant. Outside a warehouse that was used as a hideout for the terrorist group, a whole army of White Fang soliders were easily killed by the same armored mercenary Spider-Man pursued before. None of them were able to scratch the mercenary's armor, as they were too busy questioning his motives but received silence and death.

The armored mercenary stabs the remaining W.F. goon with his energy blade and throws them aside to perish. He was about to leave the premise until his sensors picked up an enemy signal approaching him at high speed. "Don't leave yet. The party's just getting' started!" An armored webslinger flies into the scene, firing repulsors that push back the mercenary. Spider-Man lands dramatically into a super heroic pose while equipped in his Iron Spider Armor, combat-ready to engage against this mystery man. "You're not the only one with fancy duds to show off. Say hello to the Iron Spider! Don't think you'll escape from me this time!" He claims as he stands to confront the armored mercenary, taking a quick glance at the dead bodies he left, "Nice mess. You planning to clean up after yourself? Why are you attacking the White Fang? Don't get me wrong, these guys are annoying and need to be taught a lesson, but they don't deserve to be killed. Who are you, and what are you after?" He asked the armored mercenary.

"The name's MACH-X…" The armored villain finally says something, as he folds-out an unusually large amount of rocket launchers hidden all over the surface of his armor, which are all targeted at a shocked Spider-Man, "And you are my target."

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BGM-Spider-Man: Web of Shadows OST-Kingpin Henchmen (Red Suit)

MACH-X fires a hefty barrage of explosive rockets at Peter, "At least I know who he is before I get blown to bits." He jokes while using his reflexes to dodge and narrowly swerve from the dozens of rockets trying to blow him up, "Where does he get this stuff?! I've heard of countries with smaller arsenals!" He evades a rocket and quickly grabs it with his webbing to throw it right back at its owner. Mach-X quickly projects a holographic shield to block the explosion, disabling it in time to clash with the incoming Spider-Man and his quick attacks. He goes for a swing with his wrist energy blade, but Spidey slides under his legs and pummels him in the back before blasting him away with his repulsors, "Watch your back next time."

Mach-X quickly bounce off from the ground to hover in the air and throw mini-bombs at the armored hero. "Wuh-oh!" Peter remarks, quickly jumping away from the large explosion and leaving the mercenary enough time to flee into the sky, "You're not getting away from me this time. My armor's powered by my new R.T. Node! There's nowhere you can run!" He boasts, firing up his jet boots to instantly fly at mach speed into the nightly sky. Mach-X flies above the clouds as he waits for Spider-Man to show his face, "Ready for another round?" Spidey taunts him. Mach-X boosts towards the annoying hero while firing energy beams from his gauntlets. Spidey does the same thing, boosting towards him while firing repulsors to counter his blast. They continue firing their respective beams as they charge closer and closer at each other, until their beams collided so close to each other they emitted a large bright light that shook the sky with a loud thunderous explosion and blew them both back.

Mach-X quickly recovers in midair and unleash homing missiles at the recovering Iron Spider, who quickly flies above the clouds while avoiding the heat-seeking missiles, "Why aren't girls this attracted to me like these heat-seeking missiles?" He jokes while quickly turning his back around in mid-flight and blast each missile into smithereens. This gave Mach-X the chance to fiercely tackle the bug while he was distracted, grabbing his helmet and ruthlessly throwing him through the clouds and chasing him down with powerful beams that blast him onto a rooftop.

Spidey recovers from the crash and narrowly avoids getting stabbed to the ground by his foe's energy blade. He bounces back into the air, while unveiling his four mechanical spider-arms from his back and firing a quick barrage of energy blasts to force Mach-X to block, until his guard was broken by a fierce flurry of attacks from the webhead's fists and waldoes. "Don't be jealous your armor can't do this. It's exclusive to hard-working, butt-whooping spider-heroes that are as awesome and cool as me." Spidey joked.

The silent mercenary thought quick, managing to summon a hard-light energy cube surrounding his whole body to protect himself from the assault and deflecting the spider. He quickly disables the energy barrier and almost blasts the spider off the roof, but he stabbed the ground with his waldoes to save himself while charging his gauntlets to unleash an enhanced repulsor blast that sends the mercenary flying off the roof. "Repulsor Webbing. My design. How awesome am I?" Peter gloat. He flies towards the flunged mercenary while charging his right fist with repulsor webbing, and when he got close enough, he unleashed a powerful right hook onto his body that further smash him through several tall buildings until he crashed into the river.

BGM End

"Even armored maniacs need a bath." Spidey quips while hovering in the sky.

The webhead dives deep to the bottom of the river searching for any sign of Mach-X. He uses his eyes. His Spider-Sense. His onboard sensors scanning for any signs of the mercenary, but mysteriously found nothing, "He's gone. How did he escape already? I can't seem to trace the Spider-Tracer I tagged him. It must've been jammed or destroyed during the fight." He wondered before flying out of the river and hover above it, looking around his surroundings for any sign of Mach-X but still couldn't find him, "First I'm not allowed to help Jaune while he's being blackmailed by Cardin, and now I lost the guy who has enough firepower to destroy a city. Some friend and hero I am. I should just call it a night." He said stoically, feeling guilty for Jaune's problems and losing Mach-X as he flies back to Beacon.

BGM-Sonic Heroes OST-Disquieting Shadow

Unknown to the wallcrawler, his armored foe was closer to him than he thought. High above the city where they just fought, Mach-X hovers above the clouds while uncloaking his camouflage mode. "Combat capabilities, tested. Iron Spider data, copied. Mission complete. Returning to base for armor upgrades." He said ominously before disappearing into the night.

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BGM-Spider-Man: Battle for New York OST-Main Theme

KFX Here: For those who are unware of your Marvel lore, the codename "MACH-X" is the current alias for Abner Jenkins (aka the Beetle) from the comics, although the armor in this storyline is based on "Mach-IV" from the Avengers Assemble cartoon. Basically in this story, Mach-X is Remnant's version of the Beetle.

Guest Isa: Who knows?

Jufesocar: Sonic Boom is in its own alternate universe, different from Modern Sonic. No plans for Knull or anything symbiote-related. The D-Avengers have long disbanded in the current story and I have no plans for Robbie Reyes.

Guest 2 (Chapter 17): I've already done adaptations of Sonic Colors and Sonic Generations. They're called D-Avengers: Web Up the Stars and D-Avengers: Generations respectively.

Guest 3 (Chapter 17): I have terrible memory, so I have no idea what you're talking about or what I said about Ruby. I was probably wrong. She already gone through several forms of hell in this and future stories that made her suffer.

Next time: Forever Fall!

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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