At the DEO, they're trying to figure out what they're dealing with about these strange doppelgängers of the heroes who are attacking people.

"I sent a team to scan the area. No signs of extraterrestrial activity, so we can rule out an alien shapeshifter." Gwen tells them. "But how cool would that be? A person who can look like anyone?" She asks, not knowing there's a shapeshifter in the room.

"Who could these guys be? Are they clones?" Kara asks.

"Unlikely. Even if an enemy had harvested your guys' DNA, the embryo would still be in gestation." Alex tells them.

"Well, how about Maxwell Lord?" Peter asks them. "I mean, he's been obsessed over us for the last months, could these be what you guys saw in his labs?" He asks Hank.

"They were comatose, their cerebral cortex functioning was almost nonexistent. Bringing them back to even partial consciousness would be like raising the dead. But there was that strange ooze that was connected to the male." He states and looks to the footage of Spider-Man's doppelgänger.

"You think that ooze help him bring my double up from the dead?" Peter asks.

"Maxwell Lord does have a god complex. But he's not an actual god." Hank replies and walks off.

-

Kara returns to work to find Cat in a good mood, and even stoped by to grab her own coffee and one for Kara. Which is completely creepy for her and wonders if it's because she's going out with her son.

While at Lord Technologies, Maxwell is making sure that his creations know their mission is to end the heroes. By any means necessary, he even bonded the Spider-Man double using a body that would pass off as Spider-Man.

Then he bonded the body with something that his alien exhibitions brought back that promised to increase his strength, more than Spider-Man's.

-

That night, Kara was on her date with Adam when she saw the news and makes it to help Peter as he's making his way up to a tramway that's dangling where he meets up with Kara.

"You get left, I get right." Peter tells her and moves to do his part, when his senses send a cold shiver down his back.

Peter looks up on top of the tramway and sees his double.

Kara looks and sees her double floating next to her.

"What are you?" Peter asks his double, never feeling like this before.

"It's you." Kara tells her double. "Where did you come from?" She asks.

"Who sent you two?" Peter asks as he moves the tramway so it'll be able to make it to the ground safely.

"We kill Supergirl." Kara's double states

"Venom kill...Spider-Man." Peters double says.

The two then start fighting off their doubles but they seem to have the same moves, abilities, even the same fighting style as each other.

That's when Peter realizes they need to find out more about these two and quickly fires his repulsers at the two and while they were distracted, Peter put a quick note how his double screeched out in pain, before revealing a demonic face when he notices the claws and teeth on his double and he takes to the sky with Kara behind him.

-

They make it to the DEO and fill everyone in on their doubles.

"She's as strong as me. She flies like me, she fights like me, except for the fact that she talks like Cookie Monster, she is exactly like me." Kara tells them.

"Mine knows how I fight, how I think, if it weren't for that demon like face, I'd suspect he was a second Spider-Man." Peter states, since he knows he's the only Spider-Man.

In this reality...

"Red Tornado was programmed to analyze and mimic your fighting styles and velocity." Hank tells them. "Dr. Morrow is dead, but perhaps his schematics for an android..."

"But they're not androids. That face was not robotic, it was the stuff of nightmares!" Peter interrupts him. "I saw teeth! Teeth in my mask! The eye sockets WERE it's eyes! I'm gonna have nightmares for a while after seeing that." He states while circling around the table.

"Well, my experience wasn't as traumatic, I saw there was an actual person with a soul. My soul." Kara tells them.

"I believe mine's soul is as dark as it's suit." Peter states. "My senses were afraid. That...never...happens!" He empathizes being afraid for once. "There was no way that thing was human." He continues on.

"This is the first time I've seen you afraid since you joined the DEO." Hank replies to his mumbling.

"Well, the good news is, if she is genetically identical, or even similar to you two, they must have the same weaknesses. We can use kryptonite on Kara's, what about Peter's?" Alex suggests.

"Before I saw the demonic face, I saw how my repulsers had an affect on it. Must not like heat." Peter states.

"We have to stop them, don't worry, we won't use enough kryptonite to harm yours, Kara." Hank promises her.

"Mine can burn." Peter states to them and goes to find Gwen if she has any heat weapons he could use to fight his doppelgänger. "I mean, he called himself Venom."

This time, Winn found evidence that Maxwell Lord had done these experiments to several other people before coming up with their doppelgängers and Alex has went to confront him.

But he doesn't confess to doing it, but explains how he found enough of Supergirl's DNA from the Red Tornado arm that she brought to him. But Spider-Man's doppelgänger came from what one of his space expeditions were able to bring back with a bit of DNA he left behind while using all his strength to stop the train a while back.

He even implies that he knows about Kara being Alex's sister and how Bizarro as Cat called her is humanity's savior.

"He all but admitted it." Alex tells them. "He took all of those people, found the black ooze on one of his spaceships trips and created Bizarro."

"That explains Venom." Peter states, since there's no way that thing came form earth.

"Is that what we're calling them?" Hank asks.

"He named himself, not me." Peter tells him.

"Another Catco trademark." Kara tells Hank.

"So, how do we stop them?" Hank then asks.

"We arm our agents with kryptonite darts and take down Bizarro the next time she shows her face. If Peter's is a alien parasite, I say we actually do need to burn it." Alex explains the plan.

"I like that plan." Peter agrees with her, especially the burn it alive part. His conscious is eased learning the person inside is a dead man anyway.

"But she's not the villain here, she's the victim. It's Max we should be going after." Kara states.

"You're acting like they're people, and not experiments. That's what they are. One of Max's deranged science projects. What happens when you mix an alien...Symbiote to a dead human? You get a crazy Spider-Man." Gwen tells her.

"Symbiote?" Peter asks.

"Come on, its basically a living Symbiote. Tell me I'm wrong." Gwen dares him.

"So why can't we just arrest Max?" Kara asks.

"We're the DEO, we don't exist. And certainly don't have the authority to arrest private citizens, especially world famous billionaires." Hank explains and leaves to tell the troops what they're doing when they locate their twins.

-

That night, Peter is searching the city for his doppelgänger when he comes out of nowhere and slams him into the construction site.

"Oh, it's you." Peter states getting up ready to fight and sees he disappeared.

He scans to find out where his double is but all he hears are screeching from the creature when he gets grabbed from above, and slamed into the roof. He then webs Peter's hands, as he tries to break free, he sees that these webs are stronger than his actual strength.

"Never wound...what you can't kill." Venom says and Peter looks to see the face of someone he thought he'd never see again.

"Ned?" Peter asks as Venom slams him in the face with a bar, causing his mask to retract. Revealing his bruised face to Ned.

"Look at who's all grown up." Ned tells Peter.

"Ned, you've got to take that off. Lord, he's controlling you." Peter tells him.

"News flash, Buddy, it doesn't come off." Ned tells him and places the sphere against his neck. "Besides, take it off I die."

"What happened to us?" Peter asks his friend. "We used to be inseparable, then you lost yourself to the power. You lost yourself. Please, Ned. This is your chance to come back." He begs his friend, not wanting to go through stopping him again.

"I like being bad. It makes me happy." Ned tells him and Peter uses the metallic arm to remove the blade form his hands and throws Venom into the construction equipment that hit a bunch of the pipes. As the pipes hit the ground, Peter sees that it seems to harm Venom more than heat.

Peter comes with a plan and sets his repulsers to their vibrate frequency and uses his arms to cut his hands free from the webs and grabs the bars and slams them together.

As Peter suspected, it seems to weaken Venom, but since Peter's strengths are heat and sound, it's still strange why he has the opposite weakness as Peter.

But he can't worry about that right now as he starts setting up a cage of the bars around Ned-Venom to keep him inside and then uses his suit to beat them and he watches as they start becoming weaken. Peter knows what he has to do, but doesn't mean it's going to hurt any less.

He sets his repulsers to maximize vibration before sending a ginormous blast of vibrational frequency at him, causing the two to turn into goo, and Peter closes his eyes and resets his repulsers...and sent enough energy to burn steel in a millisecond, and it vaporized the two of them.

"I'm sorry, Ned." Peter apologizes, wishing he had a way of stopping his friend, without killing him.

Across the other side of the city, Kara is fighting off her doppelgänger when Alex and her DEO team, come in to help.

What they come in seeing is Kara's doppelgänger has fire breath instead of ice, which is strange to say.

The DEO all aim their kryponite weapons and begin shooting Kara's doppelgänger and she goes down. But she starts getting back up and her face becomes pail, ghostlike.

"The Kryptonite, it's degrading her. Corrupting her." Alex realizes as the doppelgängers skin starts cracking and she looks up in anger.

"I hate you!" Kara's doppelgänger says before flying off.

-

The two heroes return to the DEO, and Kara tells Alex that Maxwell knows about her secret identity as they find Hank in the labs.

"Where's the criminals?" Hank asks them.

"Venom's gone." Peter tells him.

"What did you do?" Alex asks him.

Peter thinks of how to respond, and gets with the truth. "I found his weakness, and exploited it. He was too dangerous to be kept alive. What about you and Bizarro?" He asks, wanting to change the subject.

"Things didn't go according to plan. Bizarro is equal in strength to Kara, but her powers are directly oppositional." Alex explains, which causes more confusion. "We hit her with the kryptonite dart, and instead of weakening her, it made her stronger."

"So, once again a super powered monster is unleashed on National City. At least it's only one." Gwen says, looking at the bright side.

"Except this one's being controlled by Maxwell Lord." Kara interrupts her happiness.

"Whoever behind this, we have to neutralize the threat." Hank states.

"Well, are you sure she's diametrically opposed to Kara?" Gwen asks them.

"Fire breath, freeze vision, it's like she's a mirror image." Alex tells her.

"The same thing with Venom, his powers were similar to mine but his weaknesses were sound and heat, those are my strong suits." Peter tells them.

"Then Maybe I could help if we reverse engineer the chemical compound to synthetic kryptonite." Gwen offers. "I mean, if the atomic structure is what's giving her strength, reversing it should do to her what kryptonite does usually to Kara."

"Get on it, Agent Stacy." Hank says before leaving.

-

As for Maxwell Lord, Alex have brought him into the DEO, against what Hank said so he won't be seen again. As for Bizarro, she was told to go after anyone Kara care about, and she went after James first.

"Why did you bring me here?" James asks Bizarro.

"Supergirl loves you." Bizarro tells him.

"How do you know that?" He asks.

"Supergirl and me. Same." She says, and James is trying to reach for his watch to contact her but it's too far out of reach.

"Why don't you come closer so I can see you?" He asks.

"No."

"Why not?"

"Ugly."

"You know, we all feel ugly sometimes. We all feel like no one loves us. Like maybe they never will. And you may not look like her right now, but there is a part of you that still is Supergirl. I can feel it. And people don't love her because what she looks like. I love her...because of who she is. Because she's brave, kind, and always tries to do the right thing. And you can be the same." James tells her trying to get trough to her. "You're not a monster."

While Bizarro was distracted, James slams his foot against the watch and sent a signal out.

-

"The compound is ready." Gwen says and hands the bullets to Peter who places them inside his suit's rocket launchers. "It's the exact opposite molecular structure to green kryptonite."

"Okay, you keep her distracted, I'll take the shot." Peter tells Kara the plan.

"Will this stuff work?" Kara asks him.

"I trust Gwen." Peter replies and kisses Gwen before they leave to save James and stop Bizarro.

-

They make it to where the signal is coming from and Kara sees Bizarro and James.

"I kill Supergirl." Bizarro says as Kara uses her ice breath and Bizarro uses fire and the two begin fighting as Peter races in and frees James hands.

"Get out of here, we got this." Peter promises James and he runs. Peter starts taking aim at Bizarro as two are floating in the air. "I can't get a clear shot." He warns Kara.

"Just take the shot, Peter." Kara tells him.

"I don't know what this will do to you if I get you hit." Peter warns her.

"Take the shot!" Kara struggles saying as Bizarro starts choking her and Peter just takes it when he could and takes Bizarro down.

-

Bizarro was taken in to the DEO as Gwen pulls Peter away to talk to him alone.

"What happened with you and Venom?" Gwen asks him.

Peter knows he has to tell someone, but it's almost like reliving the day he lost his best friend.

"I saw Ned underneath the suit." He informs her. "Maxwell Lord somehow brought him back to life, and joined him with the alien parasite. It was almost like re-killing him, when I had to stop Venom. It was like loosing him all over again." He explains and she pulls him into a hug knowing how he's feeling.

"I'm sorry about how you had to go through that." Gwen apologizes.

"I'm just happy that I was able to stop it." Peter says, glad it wasn't able to be stopped before he hurt anyone important to him...but if he brought Ned back on purpose, does that mean that Maxwell knows his identity?

-

Kara went home later on to find a strange thing on her table before a creature comes out and attached itself to Kara.