A/N: Hello, everyone! I'm glad you're enjoying the story, but to everyone asking in the reviews to turn this into a Peter X Pyrrha pairing (say that three times fast), please stop asking. I have no plans to do that, I haven't even SLIGHTLY hinted at any romantic relationship between them and throwing it in now, when I HAVE added all the elements of Peter and MJ getting back together, would be absolutely ridiculous and out of nowhere. So, in the words of two-time Pulitzer prize winning former publisher of the Daily Bugle, J. Jonah Jameson: "Don't ask, not gonna get it!"

Side note: I'm now onto the "Turf Wars" DLC in my playthrough of Spider-Man on my YouTube channel, Sai Blade, so be sure to check that out, subscribe if you haven't and share it around with all your friends. Please, you guys are the only way I'll ever be able to afford a PS5 and Spider-Man: Miles Morales!


Peter was beside himself when he learned the news. Otto Octavius: his friend, partner, mentor and even somewhat of a father figure had not only taken the project they worked on together, undid his greatest work by releasing some of his most powerful enemies from the Raft, but he had also attempted to kill both him and Pyrrha by blowing up the building they were in and siccing Vulture and Electro on them, but had made all the special care they'd taken to securing Devil's Breath and ensuring it would be locked away for good meaningless by releasing the disease, which now infected nearly the entire city and threatened to infect the entire planet if it could possibly spread anymore and had the chance to kill everyone he loved.

Not to mention, in his gambit to ruin Oscorp, he was almost guaranteed to destroy the rest of the city along with it by sending the freed villains after its power supplies and even basic supplies. And he was likely going to have Li destroy the anti-serum, the only possible way to save the city and the people they cared for now. And yet, in spite of all that, the thing that hurt the most was the fact that he knew all along, once he saw Peter's suit that he was actually Spider-Man, not simply the person who made the hero's suit and gadgets and yet he still went on this crusade, more than prepared to kill his partner and all those he held dear in the name of revenge.

"That bastard! We worked so hard to change the world and help people! And he's ruined all of it! And now, Aunt May... MJ... Miles... And everyone in the city. They're suffering. If they get sick... I don't think I can handle that." Peter said.

Pyrrha gave him a hug. "I know what it's like, Peter. I know the feeling of betrayal. Back in my world, there was a team from Mistral called team CMSN (crimson). They would occasionally talk to us and another team we were close to, Team RWBY. We trusted them, but it turned out all along they were part of a secret group trying to destroy everything we stood for. And their leader, Cinder... was the one who killed me." Pyrrha told him.

"I'm sorry." He apologized.

She smiled. "That's my line. What's done is done. All we can do now is keep moving forward and hope that we can stop Otto before him and his goons can do any more damage." Pyrrha stated.

"You're right. Then we need to get to the reservoir. We can't let Scorpion poison it. If we lose clean water, we may never bounce back." Peter told her.

"Then that's exactly what we're going to do." Pyrrha said as they took off.

The two of them soon arrived at the reservoir, landing on the roof of a nearby building. "Now, if I was a mercenary dressed like a giant scorpion, where would I be?" Peter wondered.

"We should patrol the whole area to look for any signs of..." Pyrrha began, before she spotted him. "Spider-Man, look out!" She tried to warn him, before Scorpion smacked her with his tail while she was busy with Peter, sending her into the water. He then leapt at Peter and stabbed at him, but the hero dodged, causing him to only stab the roof. However, Scorpion recovered rather quickly and spun, cutting Spider-Man's arm with the tail, poison still managing to seep into the wound.

"Ah! What is this?!" Peter questioned as he believed he was seeing a river of poison. "I gotta analyze this and find a cure!" He told himself, unknowingly out loud, trying to swing away, only for Scorpion to catch him and yank him back down to the roof.

"I don't think so, little spider! Octavius wants to torture you for a little bit. So you're gonna suffer as long as the poison makes you." Scorpion explained. But suddenly, he was surrounded by a black aura and sent flying, smashing through a tree and a large rock near the water, shattering it and burying him under the rubble.

"The only ones who are going to suffer are you, Rhino and Octavius when you're all in the Raft together." Pyrrha told him, before her suit began to spark a bit. "Aah!" She hissed in slight pain.

"Oh, man. Water must have gotten in your suit! It should be an easy fix, but we've gotta go. Now." Peter said.

"I'll be fine. It's just a minor annoyance. I can still fight. You go find yourself a cure. I'll deal with Scorpion." She told him.

"You're the best. Meet me at the lab." He told her, swinging off.

"So, you're the new big-shot hero in town, huh? Well, I've fought my fair share of heroes, too. If you're anything like the Spider, you ain't got a chance on your own." Scorpion told her after pulling himself out of the rubble.

"I see your pretty confident. But I'm wondering if you're really capable of backing it up." Pyrrha challenged, readying her weapons.

Background Music: "The Infection" by Disturbed

Scorpion leapt into the air and landed in front of Pyrrha, trying to stab her with his tail with a downward stab, but Pyrrha rolled out of the way, extending her spear and swinging it backwards, hitting Scorpion in the midsection. Luckily, he was an armored opponent and an enhanced supervillain, so she didn't have to worry too much about seriously injuring him. This hit stunned him, allowing her to change her spear back into its sword form and start landing several hits on Scorpion with both her sword and shield, finishing up with a powerful kick, knocking him onto his butt. He tried to quickly get back up and lunged at her, but she had sent him flying back with a gravity round.

"So, the girl does have some moves after all. But let's see how well you move when you're melting!" Scorpion declared, firing globs of acid from the tip of his tail at the armored heroine. She rolled out of the way and fired several more rounds at Scorpion, but the villain leapt great distances in a zig-zag pattern, rapidly reaching Pyrrha while avoiding her shots. Scorpion eventually tackled her to the ground as she tried to swipe at him with her sword, jabbing and smacking her around with his tail and landing a few punches on her right side. The tail was unable to pierce her armor, but she still felt the force of the jabs and the punches and smacks with the tail were quite effective, rattling her in her armor and making her feel the force behind them much more than the stabs.

Pyrrha eventually managed to change her sword into its spear form, jabbing into Scorpion's stomach and lifting him off of Pyrrha, allowing her to strike him in the head with her shield, then throwing a jumping round kick to knock him off the spear and sending him flying and tumbling back several feet. "He's tough..." Pyrrha noted to herself. She was getting off strong, effective combos and hitting as much as she could, but Scorpion was still more than capable of continuing. Sometimes she really wished she was as much of a hard hitter as Yang or Nora, but that's sometimes what you sacrifice for speed and skill. Still, she'd have to come up with something much better to put Scorpion down faster and catch up with Peter.

Scorpion shot his tail out at Pyrrha, who blocked it with her shield, then deflected its next strike with her sword, but next time Scorpion wrapped it around her and began to squeeze her like a King Taijitu would, bringing her in close for several punches and kicks. However, after a few hits, he hadn't realized Pyrrha had dropped a Suspension Matrix at his feet, which activated and sent them both into the air. Scorpion was shocked by this and lost concentration on the grip of his tail, allowing Pyrrha to free herself, grabbing the tail and spinning around, throwing Scorpion to the ground outside of the matrix, cracking the pavement with the force.

The matrix then ran out, dropping her and letting her change her sword into its rifle form and fire ice rounds again, freezing Scorpion's left knee, right shoulder, chest and his head, which she flung her shield into, knocking him down. She then caught the shield, leapt into the air and flung the shield back down, using her gauntlets instead of her semblance to drop herself down on him with extra force and and stabbing the eye screens of his helmet, taking them offline and leaving the Scorpion blind.

Scorpion shouted in panic and rage, throwing a random punch that knocked Pyrrha back, before getting up and spinning, the tail hitting her in the head and knocking her away. "Ah, dammit! You're gonna pay for that, you little brat! I'm gonna melt this entire place!" He declared as he began to haphazardly spray acid around the entire area.

"No!" Pyrrha cried out, giving away her position and forcing her to roll away when Scorpion sprayed his acid at her. "If this keeps up, not only will the water be contaminated, but there won't be a reservoir left." She said, flinging her shield and, like with the Deathstalker long ago, managed to sever the tip of his tail from the rest of it, rushing in and slashing at all the joints and vulnerable areas of Scorpion's suit, reclaiming her shield and slamming in the face with it and slamming the butt of her sword into his chest at the same time, sending him to the ground.

End Music

Scorpion's suit was sparking out of control and with the damage done to all the joints of his suit, there was no way he could move. "Oh, you're on my list now, girlie. If Octavius doesn't finish you, you'd better watch your back. Because one of these days, it's gonna have my stinger in it!" He threatened, before powerful strike to the side of his head from her sword knocked him out once and for all.

"It may be hard to do that from a cell in the Raft." Pyrrha retorted, calling Yuri. "Captain, Scorpion has been taken down. He's at the Reservoir. Hurry and have someone collect him and send him back to the Raft. I need to find Spider-Man. He's in trouble." Pyrrha explained quickly. Fortunately, the water made its way out of her suit during the fight, so it was now longer shocking her, so she could concentrate on her Semblance or using her gauntlets for an extended period of time. And so, she quickly took off, heading to the most likely place Peter would go to with all the right equipment to help him create and antidote and survive the poison, the last place he'd likely ever want to go now, Octavius Industries.


Pyrrha quickly flew to the lab and burst through the first couple of doors to the lab. "Peter! I'm here! Are you alright?!" Pyrrha called out to him.

"Yeah, I'm fine! I just finished the antidote. I think I'll be alright." He called back.

Pyrrha heard his voice and turned to where she heard it come from, one of the side rooms. "Oh, thank goodness." She said, quickly walking to the room, just short of a light jog.

Suddenly, she heard Peter gasp. "No, wait-wait-WAIT!" He cried out.

Pyrrha became worried at this and ran the last few steps to the room. "What is it?!" She asked in concern, before her eyes shot open in shock as she saw Peter in nothing but his mask and Spider-Man boxers.

Peter turned to her and covered himself as much as he could with his arms. "I, uh... guess I took decontamination a little too far." He explained.

"Just a little." She said, turning away and holding up her shield at eye level so she didn't see her friend in next to nothing. Sure, Nora's Pajamas had her in lady boxers, but she also had a shirt on and somehow, Nora's boxers were longer than Peter's. "It's... good to see you support your brand, though." Pyrrha said awkwardly.

"They're cheap and they look good." Peter said defensively, quickly putting his suit back on. "Much better." He said, walking up to Pyrrha. "So, Scorpion's taken care of?" He asked.

"Yes. Three down, three to go." Pyrrha said.

"Great." Peter said, looking away and scratching the back of his head. "Let's just forget this ever happened." He suggested.

"Agreed." She said, quickly exiting the lab, Peter following awkwardly a few moments later. "So... what's our next move?" Pyrrha asked, desperate to have something else to focus on instead of Peter's body. Sure, he had a great body but A: he was with MJ, who was now like a sister to her and B: she was still holding out hope she could get back to Remnant and back to Jaune.

"For now, our best bets would be tracking down the Devil's Breath antiserum and figuring out how to keep it away from Octavius and Li. But if we can find out what Rhino's doing along the coast and put a stop to him, that'd be great, too. I guess we'll just have to wait and see what happens first." He told her.

"Alright, then." Pyrrha said as the two of them took off, ready to defend the city however they could.