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

Spider-Man: Look out! It's your friendly neighborhood Spider-Man! SHIELD sent me to form an alliance with Kingpin, since we need his help to complete Tinkerer's superweapon. Not the biggest fan of this alliance. Working with Kingpin? I rather work with his uneaten hamburgers. But desperate times call for desperate measures, and no one is as desperate as me to save the city.

BGM End

Issue 16: Shock Tactics

Fisk Tower, New York City

BGM-Spider-Man: Web of Shadows OST-Fisk Industries

"Ah, there you are. The perfect man for the job." said Kingpin, approaching Spider-Man from behind on the rooftop of his building.

Spidey turns around and confronts his fatty nemesis, "Don't try to pretend you're being nice to me. It creeps me out."

"One does not get where I am in life by being…nice." Kingpin replied.

"One doesn't get where you are in life without eating a few hundred doughnuts a week." Spidey mocked.

"In the interest of personal gain, I can easily ignore your childish jokes." Kingpin grimaced.

"It's quite obvious to everyone that you are indeed a master of personal gain. A waist line like yours is quite an achievement." Spidey quipped.

Fisk snarls as he walks around the webslinger, "Quite the hero aren't you? Our city is being destroyed and you save the day by INSULTING me. Very nice. Even after you came to me for help."

"Hey, I'm here because the Tinkerer stopped cooperating. For all I know you put him up to it." Spidey retorted.

"For all I know, YOU and your Black Suit are PART of this alien invasion." Fisk shouted back as he stops pacing.

The arch-enemies glare at each other, looking as if they are to fight, until an attractive female voice got their attention, "Settle down, Laurel and Hardy. If you're going to kill each other, do it near a symbiote horde." joked Black Cat, approaching the arch-enemies alongside Cinder.

"ANOTHER fat joke, from the Spider's traitorous cat. And a hopelessly dated one at that." Kingpin retorted, glaring at the cat thief.

Felicia smirks, "You got it and that's all that matters."

"I suppose, from your childish point of view…" Fisk insulted.

"So what's the deal, Tubby. Why are you all humanitarian now? I've never know you to lend anyone a helping hand unless you were gaining something from it." Spidey replied.

"When this is said and done, who will the people REMEMBER as their savior?" Kingpin asked, staring at the young superhero.

"Me?" Spidey points to himself.

"No, fool. Me. Wilson Fisk." He says with an intimidating smile, "When people remember me standing tall against the coming apocalypse, my Tower being a beacon of safety and hope in this chaos, I will be the most admired man in New York." He chuckled, "I am at the very center of what will save this city."

"Pfft, I don't believe that. EVERYONE knows you're a crime boss." Spidey quipped.

"People love a story of redemption, boy. Maybe I'll run for mayor!" Fisk retorted.

"You are so full of it. Really, really full." Spidey mocked.

"This city is going to owe me. And I always collect on my debts." Fisk said ominously.

"So much optimism, and I actually believe your plan could work. You're at least more competent than Torchwick." Cinder replied.

"Let me guess. A wannabe Kingpin from your dimension." Fisk remarked.

Cinder shrugs casually, "Basically. He was stupid enough to get himself killed. But enough about the dead. Why did you call us up here?"

"My associates are under attack by creatures possessing electrical powers, and I don't want to risk anyone valuable." Kingpin replied, annoying the heroes.

"You've been saving that one, haven't you?" Spidey crosses his arms while staring at the crimeboss.

Cinder scowls at Fisk, "I don't take orders, especially from you."

"But you did take orders from Salem. The same woman behind this invasion because you brought Venom to her, like a GOOD lapdog." Fisk smiles, mocking Cinder while her scowl grows bigger and angrier, "I can see it in your eyes. Your past. Your desire. Why you grovel in fear before that witch. You and I have a lot in common." He said, seemingly deducing her mysterious backstory.

"Don't talk to me as if you know me!" Cinder retorts angrily at the cunning criminal.

"Without her, you are nothing. Simply another weakling on the run. But I can provide you protection, only if you help me with this small errand." Fisk mocked the former Maiden.

Cinder takes a step forward wanting to kill Fisk, but was stopped by Black Cat grabbing her shoulder, "Easy. Let's just do what he says for now." Felicia said to calm her, which causes Cinder to scoff and relent.

Fisk smiles, "Hurry to my men quickly, or else they will be turned into more of those hideous things." He orders the new team.

"Okay. Anything else? Thirty or forty burgers to go?" Spidey quips, lessening the tension.

BGM End

Later…

BGM-Dragon Ball FighterZ OST-Spirit

Flying over skyscrapers of the infested Manhattan are several SHIELD hovercrafts making their way to their objective assigned by Kingpin. Spider-Man perches atop of his own hovercraft, while Black Cat stands as she rides another, and Cinder sits on her own.

Black Cat glances at the buildings that are slowly being enveloped with symbiote goo and other weird constructs, "City's looking more and more alien by the hour."

"I know. Looks like we're gonna have a hard time cleaning this up." Spidey commented.

The webslinger looks at Cinder sitting alone on her hovercraft. She looks a little lonely and hasn't said a word since they left Fisk Tower, as she is still bothered by Fisk's words about her. Spidey stares somberly at her, "Hey Cinder?"

"What do you want, Spider-Man?" Cinder asked, sounding slightly annoyed and doesn't bother facing him.

"So, uh, why was a nice girl like you working with an evil ancient sorceress like Salem?" Spidey asked, nervously starting a friendly conversation with her.

"I have snapped men's necks for saying less to me." Cinder responded.

The nervous Spidey retorts, "I didn't mean anything by…"

"What do you need, Spider-Man? I am not in the mood for games." Cinder replied stoically, looking annoyed as she turns to look at him.

"I just thought, you know, since this is like the third time we're saving the world together, maybe we could get to know one another?" Spidey questioned, scratching his head.

"And what would you know of me?" Cinder responded, wanting to get this chat over with.

"What was your home like?" Peter asked.

"Terrible." Cinder answered stoically.

"Oh yeah? Guessing you had a rough childhood. I can relate. Was always bullied and didn't have a lot of friends." Spidey replied.

"At least you have a family that treated you fairly." Cinder mutters, looking away from the webslinger.

"Speaking of friends, is it true that Emerald and Mercury were killed by Venom?" Black Cat questioned the former Maiden, "I liked those two whenever we hang out. Mercury can be a bit of a flirt, but I always had a blast during my weekend heists with Emerald. My bad luck powers and her hallucinations. We got away with a LOT of crazy stuff." She smiled.

"It is true that those two are gone. Last time I saw them they got in the way when Venom attacked me and was dragged into his stomach, while I escaped." Cinder replied stoically.

"You mean they sacrificed themselves for you. And you don't seem to care." Spidey commented.

"They did what any loyal subject would do, protect their master." Cinder replied.

Spidey flaunts his right arm downward, "I don't believe that. They were more than just your subjects. All of you, including Brock, was a team. A team that trusted each other and cared for each other. Emerald and Mercury were worried about you when you were hospitalized by Goblin. And Brock protected you all with his life when that black hole nearly consumed Mobius. And I KNOW you enjoyed racing with them."

"And Emerald does like to speak highly of you." Black Cat added.

"So?" Cinder questions her allies, being arrogant and refusing to acknowledge the lesson they are trying to teach her.

"They see you as a good friend, but you won't admit the same because you're too traumatized by your past." Spidey accused her.

Cinder scowls at him with a cold snarl, "I am NOT traumatized by anything. I just care for nothing but myself."

"Oh yeah? Then why work with Salem? Did she come to you like Fairy Godmother one night and promised you 'ultimate power' and revenge on those who made your life miserable?" Spidey retorted, glaring at the fallen Maiden. Cinder gasps in shock, but quickly hides it as she looks away from him in silence. "Judging from your silence, I say I hit the jackpot."

Cinder scoffs, "Please, stop embarrassing yourself." She notices they are nearing a rooftop, which is occupied by Tech Soldiers fighting desperately against symbiotes that have heads resembling Electro. Cinder stands, summoning Midnight into her hands, "We're here." She informed her allies.

BGM End

BGM-Spider-Man: Web of Shadows OST-SHIELD (Black Suit)

The uncanny trio leap onto the rooftop, fighting alongside Fisk's men against the electric-based symbiotes. One of the Electrolings shoot purple electricity from their face at Black Cat, who quickly dodges it, "These must be the creatures Fisk talked about. Judging from their powers and their face, I'd give you three guesses who created these things."

"Electro." Spidey says while web-strike stomping an Electroling, "He was one of the first superhumans to get infected. Turning him into a 'Super Symbiote'."

Black Cat pops out the razor-sharp claws built into her gloves and rips through an Electroling, "Good thing these things aren't as strong or as smart as the original."

"Electro was smart?" quips Spidey, easily dodging an electric blast from an Electroling.

"But that's what makes him dangerous." Felicia retorted. An Electroling blasts her to the ground and lunges at her, only to be kicked away by Spider-Man. "Thanks." She thanks her ex-boyfriend.

"Does this mean you forgive me for our little argument that one night?" Spidey asked.

"A little. Still pretty pissed." Cat quipped.

"I'll turn a blind eye the next time you rob a jewelry store, if that'll get you back to your good side." Spidey webs and pulls an Electroling towards Felicia.

"If there's a jewelry store once this is over." quips Felicia, as she delivers a devastating uppercut with her claws on the symbiote.

A few Tech Soldiers hold off a crowd of symbiotes from afar, shooting at them with their energy rifles. Some of the symbiotes were killed, but others were able to kill a few thugs on their own. Cinder dashes past the thugs and cuts through the symbiotes, showing no remorse or mercy to her victims. As she jumps over an electric blast, she lands in front of a crowd of Electrolings. She scowls at them, getting into a fighting stance. Before the Electrolings could assault her, they were suddenly put down by lightning-fast Homing Attacks from Shadow the Hedgehog.

"Shadow? I didn't need your help!" Cinder expressed annoyingly at his sudden appearance.

"I didn't come to save you. I came here to find the last Chaos Emerald." Shadow retorted stoically.

"You're saying it's here?" Spidey asks while dodging lightning bolts.

"Uncertain. My search was interrupted when I ran into whatever these things are." Shadow brutally kicks an Electroling in the back, killing it.

"Let's clear out the rest of the Electro Juniors and maybe we can help each other out." Spidey slashes through an Electroling with his stingers, before swiftly decimating a few more with web hammer swings.

"Chaos Spear!" Shadow paralyzes the remaining symbiotes with his energy bolts, allowing Felicia, Cinder, and the surviving Tech Thugs to kill them mercilessly.

BGM End

"Nice work, knocking out these crazy things. But this isn't over." Shadow proclaimed.

"You mean there are more of these guys?" Spidey questioned.

"That's right. Saw a few spawn from electric-based symbiote pods. We better hit as many as we can. Use your Black Suit to locate the nearest pods, so we can stop these things at the source." Shadow advised.

Spidey switches to his Black Suit and triggers his Symbiote-Sense, detecting several Electro-pods and Electrolings nearby. "Sensing a symbiote hive nearby. Follow me." He swings off the rooftop, prompting Shadow, Black Cat, and Cinder to follow him.

BGM-Shadow the Hedgehog OST-Death Ruins

Soon after, the team lands on a skyscraper that is populated with five Electro-pods and 15 Electrolings. Also on the rooftop is a stylized board that says "THANKS HERO" and it has a Spider-Man picture on it.

Spidey look at the board, "Finally. Nice to get a little recognition."

"Focus on the aliens, not your face." Cinder quip dryly.

An Electroling roars before rushing towards Shadow, shooting electricity at him. The black hedgehog easily warps away from the blast, reappearing in front of the symbiote and kicking it into the air, then immediately follows up with a teleporting diving kick that sends it crashing into a small crowd. While in the air, he closes his eyes and snaps his fingers, hitting the crowd with distorted space created using Chaos Control.

"Don't be SHOCKED you're losing! Your mommy gets beat by me all the time." quips Symbiote Spidey, delivering spinning elbow strikes on the symbiotes before adding a backhand finishing move that sends an Electroling flying off the rooftop.

An Electroling transforms into energy as it travels by electronic objects on the rooftop, avoiding Cinder's arrow shots. Cinder blows up the objects to eliminate its advantages, then narrowly jumps away from an electric bolt. The Electroling tackles the former Maiden from behind, but she quickly kicks it away and fires an explosive arrow into its face, killing them. Then she fires three explosive arrows at three Electro-pods, blowing them up.

An Electro-pod blasts electricity at Black Cat, who narrowly dodges it while quipping, "Disgusting. What were you eating? A car battery?" She tears through two Electrolings with powerful strikes before throwing explosive bombs at the remaining pods, blowing them up into pieces.

BGM End

BGM-Spider-Man: Web of Shadows OST-Gang War (Red Suit)

"Are those all the pods?" Symbiote Spidey asked.

"You tell us." Shadow quips stoically.

Just then, Peter senses incoming danger, "Either my Symbiote-Sense just picked up more symbiotes, or I'm having a stroke."

Suddenly, a taxi car was kicked into the direction of the heroes, who quickly jumped over the car as it hits the wall behind them. "Hey, did someone just kick a CAR at us?!" Black Cat said.

"Who does that? We're on the 15th floor! I know it's hard to find parking in Manhattan, but give us a break!" Spidey quipped.

Running towards the heroes is a gray symbiote with black accents, a Venom-like face, spiky silvery-gray hair and a large pair of symbiotic boots. It growls monstrously at the heroes, "GAAAAAAAAAH!"

"Hey…why does this guy look kinda familiar?" Spidey jokingly asked.

Cinder takes a step forward, standing next to the webhead while gazing at this seemingly familiar symbiote. "Mercury?" She recognized the symbiote as her former associate.

"Thought you said he was killed." Spidey replied.

"Guess I was wrong. Venom must've infected him with a symbiote, overwhelming him." Cinder responded.

"Gaaaaaarg!" Symbiote Mercury growls, glaring at the heroes.

"He doesn't seem happy. Maybe we can reason with him." Black Cat said.

"Aaaack! Aaaaaaaaack! GAAAAAAAARG!" Mercury roars, jumping into the air and landing on Cinder's head in a hand stand. He then spins around rapidly, delivering a savage tendril kick to the face of the others before dismounting and kicking Cinder away.

"OR we can just kick his butt." Felicia scowls, annoyed by that quick attack.

"We can still try reasoning with him." Spidey says, dodging a flying kick from Mercury, "Merc! Can you hear me, Mercury? It's me…your old buddy, Spider-Man." He talks to the corrupted assassin while dodging a kick to the neck, "I know we're not BEST buddies, but you don't want to hurt me, right?"

"GAAAAAAAAH!" Mercury delivers a stabbing kick straight into Spidey's chest, knocking him into a wall.

"Oh…maybe you do want to hurt me. But you wouldn't hurt your actual best buddy, Cinder?" Spidey asks with a slight grunt.

"KILL CINDER!" Symbiote Mercury speaks.

Cinder scoffs while kicking her former associate away in the cheek, "Oh please. Don't delude yourself."

"Why not YOU try reasoning with him? You're his friend." Spidey tells her.

"We're NOT friends!" Cinder retorted.

Symbiote Mercury fires a hefty barrage of web bullets from his leg at the heroes. Black Cat got hit, as Shadow narrowly warps away from them, with Cinder deflecting them with her swords, and Spidey bouncing around and dodging them left and right. "Man, you are such a wannabe. I better show him what this web business is all about." Spidey webs the symbiote's leg, stopping his assault while throwing him through the Spider-Man billboard.

"GAAAAAH! KRAAAAAAAAAA!" Mercury jumps through the rubble of the billboard and high into the air. He fires two slicing web kicks at Spider-Man, the batters him with a third kick blast. He then charges through Black Cat and Cinder at lightning speed and kicks them into the air, before getting hit in the chest by Shadow's Spin Dash. Mercury delivers a barrage of kicks at Shadow, who counters them with his own kicks and punches. The fierce combatants enter a brief stalemate before Shadow warps behind him for a swift blow, only for Mercury to suddenly disappear. While Shadow is shocked by his disappearing speeds, Mercury reappears above him, stretching an explosive kick out so fast that it instantly hits Shadow in the back, smashing him through the building.

Cinder reappears on the roof and slices Mercury's leg off, causing her infected associate to fall down. "You think you're special, huh? You're just a speed-bump, pal." Black Cat rushes and slashes Mercury with a powerful strike. Mercury recovers and quickly delivers three powerful near-simultaneous roundhouse kicks with one leg to Felicia's throat, chest, and stomach, striking her with the entire length of his leg and blows her away.

Mercury stretches his leg and whips a long kick at Cinder, who leaps over it. "You always were carefree. I'll take you down!" As Cinder is about to strike Mercury, he lashes at her with tendrils, weakening her with a thousand painful wounds while also destroying her swords.

Noticing Cinder is vulnerable, Mercury spinjumps into the air and prepares an axe kick that'll crack her skull. Suddenly, Cinder hears a mysterious voice in her head, 'Hold up your right arm.'

The confused Cinder glances her surroundings for the source of the voice, "Who's talking-?"

'Just do it!" The voice retorted angrily.

Cinder quickly holds up her right arm, which gets harden with red symbiotic tendrils. She uses her harden arm to block the axe kick, countering with a ferociously powerful punch that sends Mercury flying across the rooftop. 'See? That wasn't so hard.' The mysterious voice said. Her arm returns to normal while she looks at it in utter confusion and shock, as she slowly comes to understand what is changing within her.

Meanwhile, Symbiote Mercury was left stunned by Cinder's symbiotic punch. Shadow then reappears, smashing upwards from beneath Mercury and hitting his chin with a brutal Spin Attack. While in the air, Shadow shouts, "Chaos Spear!" and electrocutes the symbiote, stunning him.

"Spidey, punch Merc to me!" Black Cat shouted at her ex-boyfriend.

"Have a present for ya!" Symbiote Spidey punches the stunned assassin towards Felicia. The cat thief vaults over his body, whilst attaching a bomb on his back. As she lands on the ground, her trap activates, triggering an explosive sonic blast that destroys Mercury's symbiote, thus returning him to normal.

BGM End

"Mini sonic bomb. Stole it from Fisk." Felicia smiled.

"Yeah…I felt it." said Symbiote Spidey, grunting from the pain of the sonic attack while rubbing his head.

"Where…Where am I…?" The restored Mercury said, weakly and having trouble standing.

"What happened to you and Emerald?" Cinder asks her restored associate.

Mercury weakly looks at her, "Cinder…? Venom infected us…Sent me to kill you…and Toxin. Capture Spidey and…Shadow…"

"Why does he want us? And who is this Toxin?" Shadow questioned.

"Electro…Stop him…Gaining power as we…speak…" Mercury groans whilst falling unconscious on the floor.

Cinder stares at the body of her unconscious partner with an unusual face of concern, "Is he…?"

Black Cat kneels down and touches Mercury's neck, "He's fine. Just knocked out. That sonic trap had a little more oomph than I thought." She stands up, "I'll stay here and wait for SHIELD to pick him up and get him medical help. You three hurry and stop Electro before he gets too powerful. I'll catch up."

"It's likely he is in possession of the Chaos Emerald. We have no time to waste." Shadow commented.

"Let's find one of his minions and follow them. Hopefully they'll lead us to Sparky." Spidey recommended, receiving an agreeing nod from both Shadow and Cinder before the trio jumps off the rooftop to track down Electro.

BGM-Spider-Man: Web of Shadows OST-Hovercraft Pursuit

Using his Symbiote-Sense, Spidey locates three Electrolings at Central Park and the team heads there. The Electrolings were minding their own business traveling through lampposts until they were suddenly attacked by the heroes. Shadow destroys one with a Spin Attack, while the second one gets killed by an arrow shot from Cinder. Rather than staying around to avenge its comrades, the remaining Electroling growls at the heroes and flees through the park.

"You're not quite as much fun to beat on as the real Electro, but you'll do." said Spidey, as he and his friends pursue the Electroling through the park.

BGM End

BGM-Spider-Man: Web of Shadows OST-Symbiote City 1

The heroes chase the Electroling out of the park and into a section of the city, where they encounter something that has left them stunned and horrified. They have found a small hill made up of symbiotic tendrils in the center of the area, and is connected to five very large antenna-like pillars.

"What…is this? A symbiote hive?" Symbiote Spidey questioned.

"Not an ordinary one. Look." Cinder points to a pillar that is coursing with energy thanks to the Electro-pods surrounding it. Two Electrolings are gesturing to a pod, worshipping it as if it's their god. One Symbiote Snatcher is with them, growling at the pod. It approaches the pod, and suddenly morphs into an Electroling just by standing near its presence before bowing to it.

"It transformed. Just by being near that pod." Cinder commented with a visibly horrified look on her face.

"I understand now. This is the source. These pillars…They are Spires amplifying the Symbiote hive mind. Any symbiote that stands near them will be granted powers similar to Electro's." Shadow claimed.

"You mean I have electricity powers now?" Symbiote Spidey looks at his hands and concentrates, connecting with the hive mind. Suddenly, his hands generate electricity, much to his shock and amusement, "Ah cool!"

"Not cool!" Shadow retorts sternly, "An army of Electro Symbiotes would decimate our resistance. We need to destroy this place!"

Spidey nods, "Right, right. Those pods are more trouble than they're worth. Destroying those should disable the Spires."

The symbiotic hero webs the Electrolings near the pods, binding them long enough for Shadow to kill them with Homing Attacks. As soon as the symbiotes were killed, Cinder leaps into the air and launches fire arrows that obliterates the pods.

"That was easy." Spidey quipped.

"Don't be an idiot." said Shadow, spotting Electrolings approaching the central hill, "This is FAR from over."

BGM End

BGM-Shadow the Hedgehog OST-Doom's Eye

The Electroling army seem to be reacting to something from the central hill as they creepily walk towards it. The symbiotes gather around the hill, some bowing to it while others make weird hand gestures to worship the thing. Then, electricity courses through all five Spires and discharges their energy into the hill. That energy summons the Venomized Electro to rise from the symbiote hill as his children worship him and the heroes approaches to confront him.

"Needed a little energy to jumpstart yourself, I see." Symbiote Spidey mocks his infected nemesis.

"Not enough…" Symbiote Electro said.

"What?" Spidey retorted.

"I need gather more energy to empower us. In time for their arrival…" Electro proclaims vaguely.

"Wh-What did he say…?!" A shocked Cinder commented.

"What exactly do you mean by that?" Shadow asked the infected supervillain.

"You will understand everything by tonight…" Electro answered cryptically.

"Tonight?!" Cinder remarks in confusion.

BGM End

BGM-Shadow the Hedgehog OST-Definition of Insanity

"Toxin…must be killed. Spider-Man…Shadow…You need to sleep here until the upcoming ritual!" As Electro finishes saying this, he powers up his electrical aura to engage the heroes.

Symbiote Spidey glares coldly at his nemesis, "You won't put me to sleep so easily. I'm taking you out!" He points his threat at Electro.

BGM End

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

"GRAAAAAAAAG!" Symbiote Electro roars back at his nemesis' challenge. He discharges a powerful lightning blast that was so fast the heroes could only block it. Even still, the force of the blast sent both Shadow and Cinder flying while Spidey endured in his original position.

"Good thing I connected to your hive mind and gained these new powers. My symbiote's more insulated than ever. Check out MY electric attack!" Symbiote Spidey discharges electricity in his fist while dashing at lightning speed, punching Electro off his hill.

Symbiote Spidey hits Electro with a web strike and was about to lash his tendrils if the villain didn't dodge them in the form of lightning. Electro suddenly appears next to Spidey and smashes him to the ground with a lightning blast, then pumps in more power to enlarge the beam and torture the screaming wallcrawler. Suddenly, Shadow warps next to Electro and roundhouse kicks him away from Spidey, then barrages the villain with lightning-fast punch and kicks before delivering a diving kick that smashes him into the ground. Electro recovers and blitzes through the hedgehog, discharging lightning that electrocutes him. Before he could blast him, he was shot by an explosive arrow from Cinder, reducing his ability to defend himself for a bit, long enough for Spidey to uppercut him onto his hill.

"More power…" Electro stands on his hill, hovering in place while his Electrolings perch on the surrounding lampposts. The Electrolings heed the call of their master and transfer their energy into him, increasing his strength, "More…Need more…I NEED MOOOORRE!"

"More what? More words? To make sense? Yeah, I agree." Spidey quipped.

"I'll stop the creatures. Be ready to attack with everything you got!" Shadow ordered.

As Shadow uses his Homing Attack to eliminate the Electroling Rechargers, Cinder uses her Semblance, Scorching Caress, to kick and melt dirt and particles into the air and create glass-based spikes floating around her. Once the Rechargers were killed, Cinder barrages Electro with the spikes, distracting him long enough for Peter to jump on the villain and deliver brutal punches in rapid succession.

"Need more followers…" Electro said before getting punched in the face, "NEED MY ARMYYYYY!" He bursts with electricity to knock back Spidey and flies upwards into the air. He charges his power before flying down and slamming his fist onto the hill, unleashing a massive shockwave that sends his enemies flying, and does something else. He imbues all of his Spires with his energy, coursing electricity through them and growing Electro-pods near all of them, "Move, my legions. CREATE MORE POWERRRRRR!"

"You just said 'my legions' with a straight face. Oh, you MUST be stopped." Spidey quips while recovering onto his feet with his allies.

Symbiote Electro surrounds himself with a massive electricity field for his protection while receiving more power from the Spires. Cinder fires an arrow at his barrier, which disintegrates upon contact. Shadow throws a Chaos Spear, which fails to breach his barrier as well.

"It's no good! His energy has become nearly limitless!" Cinder scowled.

"And he doesn't have a Chaos Emerald to generate this amount of energy…The symbiote's power is not to be underestimated." Shadow noted, "I have a plan. Cinder and I will destroy his pods to weaken his energy. Spider-Man, distract Electro. Force him to expend as much energy as possible since you're more resilient to his power!"

"Fancy way of saying I'm bait, but sure. I'll get it done." Spidey says coldly, zipping towards his protected nemesis. "Max. Maxie. Maximilian. Maximum! Ready for another ELECTRIFYING beatdown? Don't be SHOCKED if you're not powerful enough to beat me!" He taunts his foe.

"GAAAAAAAARGH!" Electro roars in annoyance by his jokes, calling down from the sky multiple lightning storms, each one narrowly missing Spider-Man as he webslings away from them. "Keep those pods working. KEEP MAKING MORE POWER!" He orders his Electrolings to defend the pods.

Shadow skates towards a Spire that is protected by an army of Electrolings. As the symbiotes shoot lightning bolts at the hedgehog, he shouts, "Chaos BOOST!" and jumps high into the air to avoid their bolts. He envelops himself in a skin-close red of chaos energy and proclaims, "I won't allow you to do what you want anymore. Chaos…LANCE!" He fires a long red energy bolt at the Spire, obliterating it in an explosion that destroys its pods and the Electrolings that were guarding it.

Electro grunts in pain, feeling his strength weakening thanks to Shadow, "NO! The pods are the KEY! PROTECT THEM AT ALL COSTS!"

Cinder grunts in annoyance, while blocking a lightning bolt from an Electroling, "It's humiliating to be upstaged by a little hedgehog."

'Then let us upstage him.' The mysterious voice speaks once more inside her head.

Symbiote goo protrude from Cinder's arms and envelop onto her swords, turning them into symbiotic blades that are fused to her arms. "What the-?" Cinder was cut off when she suddenly loses control of her body, as she unintentionally unleashes a continuous barrage of razor sharp blades that shred the Electrolings in a flying flurry of sharpened sludge.

'Nyahahaha! Finally, I get to enjoy myself a little!' The mysterious voice starts to sound a little crazy, similarly to Carnage, which worries Cinder. The voice forces Cinder to merge her hand blades into one symbiotic bow. It creates a symbiotic fire arrow and launches it at the base of the second Spire, causing a massive explosion that destroys it as well as the pods and symbiotes. 'That was so much fun! Can we do it again?' The voice asked her.

"Give me back control of my body!" Cinder retorted.

The voice relents, returning Cinder's arms and blades into normal. 'There is no mistaking it. From the beginning, I knew you were there, but I didn't want to believe it. It's been you. Toxin…' Cinder mentally said, accepting the fact she is the host of the Toxin symbiote.

'Sharing your flesh.' Toxin confirmed, telepathically communicating with its host, 'Finally learning to speak. To move. Nearly growing into full power.'

'The child of Carnage. What do you want?' Cinder asks while assaulting the third Spire.

'Don't know. Just been born. Lost. And from what I've been hearing, you're lost too. Trying to find your true purpose.' Toxin replied.

Cinder scowls, 'We'll discuss this later. For now, stop hijacking my body.'

'Okay.' Toxin understood.

It wasn't long until Shadow and Cinder destroyed all the pods empowering Electro through the Spires. His power level drops considerably, enough to disable his shield and infuriate him, "My shield! MY POWERRRR!"

Suddenly, mysterious bombs were thrown next to Electro's feet and explode, knocking the villain off of his hill. "Am I too late to crash the party?" said Black Cat, joining the battle as she lands next to Spider-Man.

"Close. This party is just about wrapping up." Spidey latches a tendril onto Electro and pulls him into a chokehold, "You're finished, Electro. You don't have the strength to beat me anymore." He said coldly.

"I beg to differ." Electro bursts with electricity to free himself, then blitzes through the Spider and Cat numerous times at lightning speed before levitating above them to charge a large energy sphere. He throws the sphere down at his enemies, but Spidey and Cat were able to zip to safety while the sphere exploded upon touching the ground.

Shadow, still in his Chaos Boost mode, strikes at Electro in midair with a Spin Attack. Both combatants then clash at each other, exchanging blows all around the hive at immensely high speeds that are too much for anyone to track their movements. Eventually, Shadow bashes Electro in the back and send him plummeting towards the earth.

"This is it!" Felicia lunges at Electro while he falls, clawing his cheek and sending him flying towards Cinder. The former Maiden slashes at Electro, sending him flying towards Spider-Man. The webslinger delivers the finishing blow, grabbing the villain with a tendril and brutally slams him to the ground.

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BGM-Shadow the Hedgehog OST-All Torn Down

'I can feel it. His symbiote is weakened. This is Electro's chance to break free if I encourage him…' Peter says in his mind while approaching the defeated supervillain.

'Better yet, we BEAT the symbiote right out of him and get this over with!' The symbiote convinces his host to follow its idea, slowly and surely dominating Peter into the dark side.

Symbiote Electro is on the ground, weakened and struggling with his symbiote. Symbiote Spidey pins him down and beats his face, slowly and brutally punching the symbiote off of him, "Electro, you UNBELIEVABLE…LOSER! FIGHT THIS THING! REJECT IT! TELL IT TO LET GO OF YOU!"

"SPIDER-MAN! THAT'S ENOUGH!" Shadow shouted, stopping the young hero from being so unusually brutal to the supervillain.

Spidey relents from his beating on Electro, but it did the job. The symbiote leaves its host, freeing Electro from its corruption. "I…What was that? What IS that?!" The restored Electro points at the alien parasite.

"That thing…took your sister." Spidey replied, informing Electro of his sister's death.

Enraged, Electro stands and unleashes a furious beam of electricity at the parasite, "DIE YOU FREEEEAK!" He shouted, burning the parasite to its death. "I need some payback, man. Tell me when, tell me where I can fry them. FRY THEM ALL!" He said to the webslinger.

"Oh, you'll get your chance. Soon." Spidey replied, officially gaining Electro as an ally against the symbiotes.

"Too bad for you. With Electro disconnected from the hive mind, you don't have those electricity powers anymore." Cinder teases the webslinger.

"Whatever. Still pretty powerful without it." Spidey responds arrogantly, slowly getting seduced by his symbiote's power.

"Electricity powers? Sounds like I missed a few things. What about the Chaos Emerald?" Black Cat asked.

"Wasn't here. What a waste of time." Shadow replied stoically.

"I wouldn't say that. Thanks to us, this area is clear and we got Electro on our side." Felicia argued.

"No. This is a long way from over. We better head back to SHIELD. You get back to Kingpin. And be careful." Spidey warns his ex-girlfriend.

"I can take care of myself." quips Black Cat, frowning at her former lover before swinging away from the area using her grappling hook. Seeing Felicia leave prompts the others to leave the decimated symbiote hive and return to Stark HQ.

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Black Cat swings through the infested neighborhood, alone whilst making her way towards Fisk Tower. Then out of nowhere, she got webbed to the side of a building. And before she could scream, her mouth got webbed too.

BGM-Shadow the Hedgehog OST-Doom's Eye

"Don't be afraid, Black Cat." said Venom, revealing himself on the wall as he creepily crawls towards his webbed victim, "We're just playing a harmless game of matchmaking. We can sense your feelings for him. Your broken heart. We can remedy that." He clings near Felicia, scaring her with his hissing tongue, "So fortunate cats have nine lives. There's a chance you might not survive what you're going to experience." He jokes with an ominously creepy smile.

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BGM-Shadow the Hedgehog OST-Main Menu

KFX Here: Ohoho. Toxin is on the edge of awakening within Cinder. Electro and Mercury joins the Resistance, while it sounds like it's Black Cat's turn to get Venomized. We're at the halfway point of this remake. Meanwhile, I should PROBABLY get started writing the outline for the next storyline in the Time War Saga. Maybe later. And yes, I have read the first issue of Marvel Comics' King in Black. And my god…I'm worried for Marvel's heroes. Don't expect the rest of this story to be as CRAZY as that first issue. It'll be close enough.

silverfox26: No. Remember, this is a REMAKE. And it's been established that Tinkerer is an old man in this series.

Next Time: The final Chaos Emerald!

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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