Alright let's get back to business!

Lelouch gasped for air, quickly taking in his surroundings he noticed he was still at the docks. He felt his face, his mask was still on, that was good.

"Lazing about while your forces are getting beaten, that's unlike you Lelouch." Lelouch turned to see his accomplice C.C. standing in front of them.

"Tell Ohgi to order a full retreat, the operation is a failure." C.C. nodded and turned on her radio.

Lelouch felt for his gun, it was missing. That certainly wasn't good. With his full senses back, Lelouch finally noticed the more specific details around him. Besides his gun being gone, there was blood. This was bad.

"Ohgi has received your orders. What's wrong?" C.C. asked.

"My gun, it's missing."

"And?" C.C. scoffed.

"That means someone was here, someone took my gun and may have seen my face. But I do know this. There were two people," He pointed to the blood on the ground, "Someone who shot, and the other who was shot."

x-x

Miles woke up with a gasp, he immediately regretted it has his shoulder ached with pain. He looked down at himself, he was shirtless save a pair of shorts he felt underneath the blanket over him. Across his chests were strips of gauze, each covering what looked like a wound. He touched at one, only for it to sting.

With self-inspection done, Miles looked around the room. It was large, the bed he was on was just as vibrant as the room around him. A colorful mix of pastel yellows and purples. There was a desk on the other side of the room, flowers on the windowsill, and a drawer to his right. On said drawer was a picture frame. The picture showed three kids, two young girls, and a boy. They looked awfully familiar.

"That's the day I first met Nunnally and Lelouch, they were kids back then. So cute, where did the time go?" Miles whipped his head to the door to the room, it was Milly.

"Milly? How…what am I doing here?" Milly walked into the room and set on the bed beside him.

"I thought you would know; you were the one who asked for my help after you were half dead in an alley." Miles looked at her in confusion, "Maybe this will help." She pulled out her phone and with a few taps showed him the headlines.

"Spider-Man ambushed by a group of super villains, is he alive?" Milly recited.

"Oh." The memory of last night replayed in his mind. That black spider, Electro, Flynt Marko…his rogues.

"I found you in an alley, it must be a miracle you were alive. But I bet being a superhero has its quirks. Seems like your wounds are healing up nicely." Oh no.

"Milly I…"

"Don't bother trying to worm your way out of it. I already took off your costume, it was hard enough trying to look away while getting that thing off you. You owe me for that." Miles blushed a bright red.

"Thank you, but you have to know Milly, the amount of people who know who I really am can fit on my hand. You can't tell anyone; my family would kill me. And I bet I know a few people who'd love to get to me through them."

Milly shrugged, "No problem, I'm pretty good with keeping secrets."

"Thank you, Milly." Miles sat up on the other side of the bed, a few stings of pain radiated across his body.

"So, how long have you been doing…this This." She asked.

"Since I was 15, I made a promise to the last Spider-Man." Miles said.

"There was another one?" Milly asked.

"His name was Peter Parker; he died the day I got my powers. He's why I became Spider-Man…that and my uncle. He got caught up in a bad crowd. He was one of Peter's rogues, when he learned I was Spider-Man, he let me go but he died for it. It was only until a few months ago that I sent his killer to jail. They are the reason why I do this. Sorry, I know this is a pretty heavy conversation."

"No, it's alright. Here, you should put on some clothes. When you're done, meet me downstairs, we can talk more while we walk." Milly pulled some clothes from underneath the bed. A fresh set that certainly didn't belong to him.

"Thanks Milly."

"What are friends for?"

x-x

Diethard Ried's Residence

A quick shower always cleared the mind, in Diethard's situation, it only honed his focus. He was permitted into the Black Knights, he was ecstatic. But there was just one last thing he needed to do before committing.

"Don't worry Lelouch, no one will ever find out." Diethard smirked as the files from Villetta's house were fed through a paper shredder, when it was all cut up Diethard took out a lighter and tossed it into the pile of paper. No one would ever be the wiser.

x-x

A.S.E.E.C. Mobile Base

Suzaku wasn't very religious, his father always raised him on the belief of laws and government power. But for this, he'd make an exception.

"Suzaku?" Behind him Cecile stood in front of his open door.

"Miss Cecile, sorry is there anything needed?" Suzaku stood up to face her.

"No, I was just checking in on you after the mission, are you okay?" Suzaku frowned.

"I'm saying some prayers for General Katase and his men, I don't really know any but I'm trying." Suzaku pointed to the small candle.

"Did you know him?"

"He was one of my father's advisors, during the war, he'd often come by our estate to plan attacks. My father would have me wait for him when he stayed at my house, he was a good man."

"He just happened to be on the other side of the war." Cecile said.

"Yes, but that's not what truly troubles me. His ship, it exploded from sakuradite, right?" Suzaku asked.

"That's what the reports say."

"Katase wasn't a man that would kill himself trying to defeat the enemy, what happened last night wasn't like him." Suzaku pointed out.

"When we're pushed to our limits, we do things we don't think we could normally do." Cecile put a hand on his shoulder.

"I don't think so; I think he was set up."

x-x

Ashford Residence

Miles exited the room and made his way downstairs; Milly was talking with a woman who Miles guessed was her mother.

"You know better than anyone that Lloyd doesn't care." Milly told the woman.

"This is our only chance to regain our status again, if you…" The woman finally noticed Miles coming down the stairs. "This better not become a problem." She straightened herself and walked further into the house.

"Your mom?" Miles asked.

"Yeah, don't worry. She thinks you're here for a call." Miles blushed; Milly's blunt attitude always found new ways to get to him. "Let's drop this conversation and talk about the elephant in the room, preferably outside." Milly motioned to the door and Miles followed.

The two walked a few blocks before settling in the park. The two sat down at the bench.

"So, did you know those people yesterday?" Milly asked.

"Most of them. I've fought them at one point or another. Doc Ock worked for the Kingpin of New York, last time I saw her I threw a truck at her. With Electro I blasted kicked him into the New York harbor, thankfully the police found him unconscious. I may or may not have given them a few tips on how to release him." Miles smiled at the distant memory, remembering how he slipped the note into his father's back pocket that night.

"Who else?" Milly asked.

"Well, there was Flynt Marko, the Sandman. I ran into him on accident, he'd been in hiding for years after fighting the last Spider-Man. He's a good guy, he just got caught up on the wrong side of things. As for Martin Li, he tried to break out of Ryker's Island a few years back after he possessed a bunch of guards. I shut that down fast. After that, he was taken to a special prison called the Raft. It's a place for extra-ordinary criminals, pretty hush hush because of how many supervillains are there. I'm pretty sure I'm their biggest donor if you get what I mean."

"I don't." Milly said, Miles sighed.

"Most of the Raft prisoners were put in there by me." Milly silently nodded her head. "But the last two? I have no clue who they are. Mysterio? Never heard of him…and that black spider…I have a sneaking suspicion, but I don't like it."

"You have a lot of enemies." Milly pointed out.

"I do. But I've never seen them all get together to kill me, they hate each other. That black spider was their leader, by the way he talked it sounded like he knew Peter Parker. He said I wasn't worthy of being Spider-Man. With the way he thrashed me I'm kinda inclined to agree."

"He tried to kill you, Miles. You honestly can't be serious." Milly pointed out.

"Yeah, I'm not giving in. He's going down one way or another, if I stopped being Spider-Man because people said Peter was better; I'd have stopped years ago. Speaking of, what did you do to my costume and web-shooters?" Miles asked.

"I was able to salvage the web-shooters, they're in my purse, but the costume was a wreck. I had it burnt." Miles frowned.

"But we can't certainly let our webslinging daredevil fight crime without a costume, so I've been developing something for you." Milly handed him her phone, on the screen was something that looked like a mix between an under layer of clothing and an endoskeleton.

"What is this?" Miles asked.

"I happen to know a few friends from our families time as THE Knightmare designer. I asked for a few favors here and there, and this was what came back to me. I just presumed that some guy in an overwhelming fight may or may not need help fending for himself. And I also presumed to maybe take one of the retail models that were being exclusively sold to the military. Which I presume will be here by tomorrow." Miles stared at her in disbelief.

"You got that, for me?" Miles asked.

"Well duh, I can't have someone on my student council dying out of nowhere. Do you know how that would affect Nanna? She'd be devastated. Oh, and we'd need to get a replacement, but that's not much of a problem." Milly shrugged and was met with a hug.

"I owe you Milly."

"Consider it your early birthday gift. Meet me at my place tomorrow and we can get that new suit of your working." Milly stood up and handed him his web-shooters. "Looking at these things, you'd never expect them to be nothing more than some kind of fashionable wristwatches. Who made these?"

"A very kind lady, one I need to make a call to. I'll see you tomorrow Milly."

x-x

Queens, New York

Two rings were all it took for May Parker to answer the phone, wasn't like she had much to do as an old person.

"Hey there Miles, how's Area 11 treating you?" She asked.

"Same old same old, baddies everywhere, streets need cleaning up…oh and terrorists everywhere. Honestly May I don't think I've been this busy in years." Mei stirred her tea.

"Sorry to hear kid, so what's got you calling?" She asked.

"I'm sending you a photo from a newspaper here; do you know who this is?" Her phone made a ding and she put the phone in her face.

The picture was a green and purple man with a fishbowl on his head. And a cape. "No idea kiddo. This some new rogue?" She asked.

"Yeah, goes by the name Mysterio, some kind of "Master of Mystery", whatever that means. Well that's disappointing, but I still need an answer on one more thing. May, was there ever a black Spider-Man?"

"What?" Her voiced tensed.

"Black suit, white spider symbol on the chest, ring any bells?" Mile described.

"Where did you see this?" She asked.

"On me, trying to kill me yesterday with 5 other of my rogues, including that Mysterio guy. He almost got me too. Who is he?" May swore under her breath.

"Did you catch his name?" She asked.

"No, but he was the ringleader. Sounded like he knew Peter pretty well." The frown on Mays face deepened.

"This is a long tale Miles, find a place to sit down. That…thing you fought was one of Peters worst rogue's, that was Venom."

x-x

Sinister Six Hideout, Area 11

"Target was able to escape, but we wounded him. If he's a coward he won't pop up for a few days, in that time we'll prepare for him." Flash reported.

"See that your work is not unfinished Corporal." The Emperor demanded perfection from him, Flash wouldn't let him down.

"I will sir. But I have a question." Charles raised his brow. "I see reports of terrorists attacking and committing crime in this area, should I assist in Viceroy Cornelia's clean up?"

"Don't bother, if Cornelia can't fix this, she is a failure of a General. Your sole task is to kill the Spider-Man, no communication between Cornelia and your taskforce is to take place. Am I clear?" Charles asked.

"Yes sir, you will be done." Charles nodded and the communication ended, leaving him to his with his team.

'He will kill us if he thinks we're a loose end.' Venom whispered.

"Then let's prove we aren't." Flash said.

Flash sat in his wheelchair and reformed his legs to disappear. Flash wheeled him out of the room, waiting outside for him was Octavia.

"Mr. Thompson, I believe you'd like a report on Max's health?" She asked.

"All I care is if he is combat-ready, what is his status?"

"Green," She giggled, "Sorry, couldn't help it. Max will be combat-ready in no time; his electric body rapidly heals him. Should I prepare for another operation?" Octavia asked.

"No, but always be ready. I have to go to my job, make sure the others don't cause a problem." Octavia nodded and Flash left the building.

'You're a hypocrite.' The voice of the symbiote spoke again.

"Hypocrite?" Flash asked.

'You claim the new Spider-Man is not worthy of the mantle, but here you are working with Parkers' enemies. You have killed and will kill, not like Parker. You are no hero.'

"Peter isn't here, and I'm glad he isn't. Someone has to get their hands dirty to get things done." Flash told it.

'So, you say, but we are bound together, I know when you lie. Tell yourself whatever you want, but I know the truth.'

"Did you learn that before or after you tried to kill Peter?" Flash sneered.

…Nothing.

"That's what I thought." Flash pushed his wheelchair through the streets, he needed to get to his job.

x-x

Government Bureau

Cornelia sat at her desk again massaging her forehead, what a mess everything was in. Terrorists who wouldn't die, more injured or dead soldiers she's ever had before combined, and super villains! All in what was only a week.

"Honestly Guilford I think our best option is a scorched earth policy." Cornelia admitted, it was a lazy attempt to distract her from the headache, but it worked.

"This area is rambunctious, but with your heavy hand I don't doubt you will reel it in." Dutiful as ever, it seemed.

"What are the reports of the villains that were seen the other day?" Cornelia asked.

"We were able to identify four of them, all of them are current prisoners of the Raft." Guilford reported.

"Are?" She asked.

"Their current status claims they're still in their cells, but it seems that is currently wrong. We also were able to find a connection between them all."

"Let me guess, Spider-Man?" The answer seemed obvious.

"The current number of prisoners in the Raft that were imprisoned there because of Spider-Man is nearly 70%, the ones we saw were just the most dangerous. Unfortunately, we weren't able to identify two of them, but we can expect them to appear more often."

"It seems Spider-Man has been plenty busy before he ever came to Area 11, what is his status? Do we even know if he's alive?" Cornelia asked.

"If he's as much a man as he claims to be, someone of his caliber should still be kicking. We haven't found a body either, which supports him being alive. Permission to speak freely, Princess?" Cornelia looked at him, what a strange thing to ask.

"Of course, Guilford, you know I appreciate your advice." She said.

"Thank you. I believe we are out of our depth, we are soldiers, not heroes. These people are outside of our norm, we're stretched thin already with the Black Knights, government corruption, and the eyes of the Chinese Federation on this area. We need help." Cornelia sighed; she knew he was going to say that.

"I begrudgingly agree, Guilford. I'll make a call, maybe it will alleviate our burden."

x-x

Stark Mansion

Who knew getting back your property was so hard? Certainly not Tony Stark, the last few days have been very hectic. Taking back his weapons he had knowingly sent across the world was a busy job, but it helped his conscience. Now he could finally relax.

"Sir, you have a phone call." Jarvis pointed out.

"Can it wait Jarvis?" He asked.

"It is from Prince Schneizel, he is being very persistent this time."

"Fine, put him on the big screen." Tony sighed and sat up and looked at the television.

The screen came to life, with the face of Schneizel el Britannia, "Tony, how are you doing?" He asked.

"I was relaxing, but then you called. So, what do you want?"

"I'm calling in one of my favors." Tony sighed, of course.

"And that is?"

"Have you kept up with the news in Area 11?" Beside Schneizel, a news feed of current events in Area 11 sprung.

"Hmm, terrorists, super villains, and general uncertainty. Not looking great." Tony shrugged.

"Not good at all, which is why I'm calling in a favor, Cornelia needs help."

"Cornelia? Goddess of Victory Cornelia needs help? Speak up Schneizel I think I didn't hear you right."

"You heard perfectly, you're uniquely qualified to help in the matters Cornelia's forces aren't. These supervillains need to be locked up, I'm sure you can find a way to beat them." Tony grumbled.

"Fine, I'll go help Cornelia. In return, consider the new energy plant I submitted."

"Deal."

x-x

Unknown Location

News had a tricky way of finding its way anywhere. Even to the lowliest of places.

"Is that you?" The voice asked looking at the picture.

It was camera footage of the six supervillains in Area 11, but the one that stood out was the man in black with the white spider on his chest.

"That must be you!" It laughed; a cackle rose from its voice.

It shredded the paper apart, ready to take on a new journey, "I'm on my way, daddy dearest! I hope you haven't forgotten about me."

As the voice moved on, a disgusting pile of bodies revealed itself, twisted and mangled each bodies face held frozen screams and looks of terror. It was mayhem. It was Carnage.

New allies, new enemies, and new battles await. And I for one, can't wait to show you guys what's next.