Balancer was at it again as he attacked Grand Central Terminal. Paul was able to get the people out of there, Monica was among them, and Jean was able to deactivate his bomb. However, Balancer is taking Jean captive and Paul is trying to push through to save her.

"Out of my way!" Paul said as he pushed two members of Librium off and kicked both of them back. Paul hurried down to where they went and saw a train was about to leave and he knew that both Jean and Balancer had to be on it. Two more members of Librium tried to get in his way, but Paul launched a web and it connected to the train as it was leaving. Paul was pulled with the train and made it past the Librium members. Paul was able to make it to the last cart and got inside.

"Paul!" Paul looked ahead and saw Jean there with Balancer.

"Let her go!" Paul demanded.

"I don't think so." Balancer said. Balancer used his powers and blasted Paul with him being knocked down.

"Paul!" Jean called as she wanted to go over to him, but Balancer shoved her against the seats.

"You just stay where you are." Balancer said. With a psychopath like this guy, you're forced to do what he says out of the fear that you might be killed. Paul was hit hard, but he was getting back up.

"Ling, you've got to listen to me." Paul said. "You've got to try and push Balancer away. Stop him before he causes anymore damage."

"It's hopeless. My weaker half can't hear you and I'm in control at the moment." Balancer said. Paul can see he can't reach Ling on his own with his words. So he'll have to use force. Paul shot a line and used it to pull Balancer closer to him. Paul moved in and tackled him as he tried to hold him down.

"If I have to beat you to get him to come back, so be it." Paul said as he kept trying to hit him. Balancer was doing his best to hold him back. Balancer was able to get an arm free and blasted Paul off him.

"Enough of this!" Balancer said and moved fast. He got a hold of Paul and was using his powers on him again. Balancer was trying again to take control of him again as his energy coursed through him.

…..

Paul

Everything went dark for Paul again. When he was able to see again, he was in that strange psychic plane that Balancer took him last time.

"Not this again." Paul said. "You can forget it, Balancer! You won't be able to take control of me!"

"Is that so?" Balancer said. Paul can hear his voice, but he isn't able to see him. "I must admit that you are skilled, Paul. You were able to resist my power last time. We'll see how you do this time. I had no doubt that you and your friends would try and get in my way. That's why I wanted to test you."

"Test us?" Paul questioned as the area changed to when he and his friends found that strange metal box. "Wait. You were the one that set those challenges for us?"

"That's right. I wanted to see what you and your friends were capable of." Balancer said. "You three were better than I expected."

"What are you hoping to gain from all this? Are you really trying to gain control over the city?" Paul questioned. The scene around him changed again as figures of White Streak, Master, and Goldberg formed in front of him.

"I'm trying to eliminate those three crime lords." Balancer said as they all turned to dust. "I thought you of all people would like that."

"This isn't the way to do that." Paul said. "Killing people isn't the right way to go at this. Not to mention that you're putting innocent people in danger."

"I'm taking what is theirs! Whatever hold they have over the city will be gone with them!" Balancer said as the area changed around to be back in the city. Paul looked up and saw the yin-yang symbol over him. "I can keep the city from falling into their kinds of hands. You might see it as me taking over the city, but I don't care. I shall be the one in control!"

"No. You're a maniac that enjoys hurting people. Ling would never want this." Paul said as he walked ahead and found himself at the homeless shelter. He went inside and saw Ling helping people out.

"Ling is pathetic!" Balancer said. "He feels guilty for what I've done. He tries to make up for all of it by trying to help people like this. He's trying to hide from all of it, but he can't. Darkness and light are everywhere and no one can hide it."

"What's going on?" Paul questioned. "Last time, when he tried to take control of me, he tried using my darkest thoughts and feelings against me. What about what happened at City Hall?! What does have to do with any of this?!"

"I must bring balance!" Balancer shouted.

"Balance?" Paul questioned. He exited the building and saw he was back at the ceremony when the bombing was going on.

"I must bring balance to this city. Since I kept attacking those who are considered the villains, I must target those who are considered the heroes." Balancer said. "I attack both good and evil."

"That makes no sense." Paul said. "I don't see any reason for him to do something like this." Paul looked around and was trying to figure out Balancer's way of thinking. "Balancer says that he must bring balance. Why is he obsessed over that?" Paul had a look and he spotted Balancer in the crowd. Paul stepped closer to take a look at him. Paul took a look at Balancer's face, but it appeared to be regretful. "Wait a moment."

"Look around, Spider-Man!" Balancer shouted. "I'm bringing balance to the city! Join me! Together, no one can stop us! We can make sure the city is forever balanced!"

"Balance?" Paul said as he thought back to everything that went on with Ling and Balancer. "Ling's thoughts! Ling's good thoughts must be interfering with Balancer's thoughts! They're canceling each other out and it's taking a toll on whoever is in control. Ling's trying to fight him back. He's trying to fight for control over his body. However, the more the struggle goes on, the more irrational and mentally disable this all becomes."

"I'm giving you one more chance to come to me on your own freewill!" Balancer called.

"Listen to me, Balancer! It doesn't matter if it's you or Ling in command!" Paul said. "You're sick! You need help! Let me help you!"

"No! I don't need help!" Balancer said as the whole city and everything around Paul came apart. Balancer showed himself as something was forming. Energy turned into a giant monster with the Librium mask as its face.

"What the hell is this?!" Paul said.

"Last time, I tried to tempt you into joining me. This time, I'll force you to join!" Balancer shouted. The monster swung its arm and it hit Paul as he was tossed into the air. Then, the tips of its fingers stretched out and continuously smashed against Paul. "The moment you show weakness is when this will all end!" The monster swung down and Paul smashed against the ground.

"I've got to hold on." Paul groaned. It all might have been in his mind, but this was feeling very real. "The moment I give in is when he'll take control of me."

"Just give up! You can't win!" Balancer called. The monster was about to step down on Paul, but Paul got up and moved out of the way. Paul shot a web at Balancer, but Balancer vanished. "It's pointless." He said as he reappeared. "You can't beat me here. You can't get away this time."

"Oh yeah?" Paul said as he wasn't ready to admit defeat. He went at Balancer, but the monster reached down and grabbed a hold of him. Paul tried to get out, but he's never faced anything like this before.

"Fall into darkness so that I can become your light!" Balancer shouted. Paul couldn't get free, but as he was pulled closer to the monster's face, he realized something.

"Wait. I'm focusing on the wrong target." Paul said as he looked towards the monster. "This thing can actually interact with me. I need to do something about it." Paul didn't get the chance as he was tossed into the monster's mouth and was swallowed whole.

"Yes. Fall into darkness. I can help you find real balance." Balancer said. He thought he had him, but something went wrong as he saw the monster's teeth break off. He was surprised as Paul climbed out of the monster.

"You're neither darkness nor light!" Paul shouted. "You're just a deranged monster! That's what this thing really is! It's you! Well, I'm ending it!" Paul jumped out and launched a series of webs at the monster's face. Paul pulled with all of his strength.

"What are you doing?! Stop!" Balancer shouted, but it did not go through. Paul pulled as hard as he could and the monster's face was torn right off with Balancer's power coming undone. "No!"

…

The Train

Paul was able to resist Balancer's power again. He got free from Balancer's hold and hit him hard across the face. Balancer went tumbling back and his head smashed against a window. Paul got back up and Balancer couldn't believe it. As he held his bleeding head, he wondered how Paul was able to do that.

"What…the devil….are you?" Balancer said. "How can you resist me?"

"I'm just a guy doing the right thing." Paul said. "Turn yourself in. I don't care if you're Balancer or Ling. You need help. The constant struggle in your body between your two bodies is taking its toll on you. You need help." Balancer thought he was done for. He had to think of something to get out of this. He turned around and saw Jean still there.

"If you won't join me, she will!" Balancer said as he reached out to Jean.

"No!" Paul shouted as he shot a web and got Balancer with it. However, Balancer tried to push through as he reached out to Jean and Jean couldn't escape. She was too scared to move. Paul kept trying to pull him away, but Balancer kept pulling.

"Getting her to join me will give me an edge over Spider-Man. He won't fight her. I've got to just reach." Balancer said as he kept trying to reach Jean. He was strong as he was getting closer and closer to her little by little. "Enough of this!" Balancer turned towards him and used his powers to cut the web.

"No!" Paul said. Balancer was just about to reach her, but something stopped him.

"No! Not now!" Balancer said.

"What?" Paul said. He saw something strange as he acted like he was in pain. Paul took this as an opportunity. He shot another web at him and pulled Balancer closer to him. Paul hit Balancer right across the face and it knocked him right out. Balancer hit the floor and he changed back into Mr. Lang. "Jean!" Paul ran over to her and helped her out. "Are you okay?"

"I think so." Jean said and turned towards Mr. Lang. "What happened to him?"

"He was switching back just before he grabbed you." Paul said. "Ling must have used every bit of strength he had to switch back before anything could happen." The good in Ling was able to pull through, but now that good must pay for the evil.

…..

The New York Streets

Once the train pulled over at the next stop. Once the train stopped, Paul called the police about where they were. Paul watched as Mr. Lang was carried away by the police and was completely restricted. He was loaded into the car and was about to be taken away. Paul felt really bad for Ling. He is a good person. Balancer was the problem. The two personalities constantly went at each other and it became too much.

"Paul." Paul snapped out of his thoughts when he saw Ray. "Thanks for the call. Now, this madman will be off the streets."

"Go easy, Paul. He's a good man. He just needs some mental help." Paul said.

"I know. Don't worry about him. We'll give him the best help we can." Ray said. Paul found that reassuring. Ray got in the car and the police drove off. Paul would usually be happy that a criminal is stopped, but a good man had to pay the price for it.

"Paul! Over here!" Paul turned around and was met with Monica. She was able to find him and was glad to see she was okay. Paul was about to go over to her, but Jean ran over to him and hugged him as she held tight.

"I'm so sorry." Jean said as she felt like she caused more troubles than help.

"I'm just glad you and Monica are okay." Paul said as he held her. Paul looked over to Monica. Monica didn't bother to get between those two. However, Paul would still like to talk to her.

…..

Later

Paul went over to an Italian restaurant and was waiting for someone. After a fight like that one, he really needed to take his minds off things.

"Paul." Paul looked up and was met with Monica.

"Thanks for coming. I already ordered for both of us." Paul said as Monica took a seat.

"No problem. I really did want to talk to you after that whole mess back there. What did you order for me?" Monica said. A waiter came over and gave her lasagna with Paul having angel hair. "You got my favorite? Thank you. How's Jean doing?"

"She's okay. She had a long day and is trying to take it easy." Paul said as the two of them began eating.

"I don't blame her. It's hard to get use to dealing with villains the way we have today. You do know she was only trying to help?" Monica said.

"I know. I'm just glad she's okay." Paul said.

"So what's going to happen with Mr. Lang?" Monica said.

"The police are going to get him the best help they can." Paul said. "They're going to try and suppress that other personality inside him. As for the homeless shelter, Mom says she's going to do what she can to keep it running. It was a legit business he was running." Talking about that made Paul feel that much worse. Ling was a good guy, but he ended up being a real criminal and was arrested. Monica could see how much it bothered him.

"I'm sorry, Paul. I know you had a lot of respect for him." Monica said.

"Thanks." Paul said. "At least there's one less dangerous criminal on the streets. Still, out of all the villains I've faced, none compare to Balancer."

"Do you think that could be the last we've seen of him?" Monica said.

"I would like to say yes, but these villains have a way of coming back." Paul said. Monica could see that Paul really struggled against this opponent. She tried to cheer him up.

"Hey. You did a great thing, Paul. Now, Mr. Lang is going to get the help he needs." Monica said. "You're a great guy, Paul. You never gave up. What's more is that we're able to have moments like this one."

"Yeah. I guess you're right." Paul said.

"Despite that you and I aren't together anymore, I'm really glad we're still staying close." Monica said. "I'm doing okay with the fact that you and Jean are together, but I'm grateful that we're able to do this."

"Me too." Paul said as he felt really happy being here right now.

"So are you going to eat that or am I going to gain twenty pounds when this night is over?" Monica joked. Both of them laughed at that one. Paul was glad for moments like this one as well.