For just a moment, Spider-Man's heart felt like it stopped beating for a moment, gripped by fear at the sight of his attacker from before. He quickly steeled himself though, forcing his breathing to remain steady, even as the other "Spider-Man" looked him straight into the eyes. The security guard, meanwhile, decided to make a break for it, running straight past the direction their latest visitor, seemingly not wanting to get in the middle of whatever was going to happen next.

Frankly, Spider-Man couldn't blame him.

His attacker then spoke up.

"Pete, what are you doing man?"

A tiny bit of curiosity came alongside the fear in his mind.

"What?" he asked.

"Look man, I'm sorry I didn't get there in time," the other Spider-Man said, seemingly trying to apologize for something, "but what happened to you back there? One moment you're fighting Mysterio down at the Alchemax facility in Midtown, and now..."

"Woah woah woah," Spider-Man said, waving his finger as he backed up a couple of steps. "Nice try, buddy. I am not going to fall for that one!"

"Fall for what?" the other Spider-Man asked, shrugging his shoulders as his arms shot up from his sides. "What are you talking about?"

"Look, my memory may not be the best right now, but one thing that I remember FOR SURE was that you were the one that attacked me before!" Spider-Man explained.

The other Spider-Man did not respond right away, seemingly contemplating what he was being told, or more likely trying to concoct whatever lie he was going to come up next.

"Oh man," he thought he heard his opponent whisper before his previous attacker spoke up more clearly. "Look, I don't know what happened to you or who it was that you actually saw, but it wasn't me."

"Oh yeah, nice try pal!" Spider-Man spat out.

"Mysterio must have used that device against you," the other Spider-Man tried to reason. "That's why you can't remember me, that we're like brothers."

"You seriously think that I'm going to fall for that?" Spider-Man questioned. "Mysterio warned me that you would try and pull something like this; that you would try and convince me that we were allies and he was the enemy. Well, sorry if I don't believe you and fall for your tricks so that you get another chance to bash my brains in!"

Quickly scooping the device up off the railing, Spider-Man turned and tried to run the other way, heading for the nearest window. However, the other Spider-Man landed in front of him, having used his webs to his advantage. At that point, he made a mental note that, should he get out of this alive, the first thing he would train in again was how to use his own recently discovered webbing.

"Come on man, I called you by name!" the other Spider-Man said. "Doesn't that tell you that I know who you are? Does Mysterio know who you are?"

Spider-Man wanted to badly to shoot out another retort, but this time, he found that he had nothing. The other Spider-Man had greeted him by name, something that Mysterio himself had not done, even blatantly admitting to not knowing who he really was beneath the mask. How could his attacker know but not him?

"That doesn't mean anything," he finally answered. "You could have found out my real name any number of ways. Maybe you tricked me, just like you're trying to trick me now. You did try and join up with Mysterio and I after all; maybe you're still bitter about that."

"What!?" the other Spider-Man replied incredulously. "He told you that?"

"Yep!" Spider-Man replied. "It doesn't matter what you say, there is nothing that you can do to convince me that we are on the same side, so I suppose we should just get this over with."

Spider-Man then shifted into a fighting stance, bending his knees and bracing himself for whatever may come next. His opponent, however, didn't budge.

"I'm not going to fight you man," the other Spider-Man. "Come on, Pete, you have to remember! It's me, Mi..."

Spider-Man then went on the attack, leaping forward and bringing his fist down against the railway floor, the other Spider-Man leaping out of the way, clinging to a nearby wall.

"Woah man, what are you doing?" he protested.

"I'm not going to just sit here and let you make up lies about me!" Spider-Man yelled, his fear now all but gone, replaced by a boiling hot rage. Something about this other Spider-Man and the things he was saying was stirring up all his frustrations with his situation again, seemingly dialing them up to eleven. The things Mysterio had told him weren't necessarily what he had been hoping to hear, but they were reality, and that was that. Nothing this pretender in a similar costume said was going to change that, so he wouldn't hear any more.

Deciding to be the aggressor this time, Spider-Man leapt up towards his enemy, the other Spider-Man side stepping his latest attack. He then went after him, utilizing all his training as he did so. His opponent was quick, dodging and flipping out of the way repeatedly, the two of them scurrying along the wall. If anyone else happened to come in and see it, it would probably be quite a strange sight.

All the while as they continued their little dance, the other Spider-Man kept talking, seemingly desperate to say anything he could to persuade him to his side and convince him that they were the ones who were allies. Spider-Man did his best to shut him out, ignoring every word that was said. Aside from not wanting to actually have his brains turned to jelly this time, he couldn't let him do this. If he really wanted to deceive him, he would likely say things that he wanted to hear, like that he had a family, people who still cared about him...

His thoughts only driving him further as they made their way back onto a section of the railway, Spider-Man threw a hard punch at his opponent, only for the other Spider-Man to catch it with his hand.

"Peter stop!" the man yelled. Spider-Man didn't listen, instead delivering a knee straight into his opponent's stomach, sending him flying back. The other Spider-Man flipped and landed back on his feet about ten feet back.

"Come on man, think!" his opponent again pleaded. "Like, did your spider sense even go off when I came in earlier?"

Spider-Man, who'd been about to attack again, suddenly found himself pausing at his enemy's latest words. Spider sense? Could that be the weird buzzing that had gone off in his head before? Now that he thought about it, it hadn't gone off when the other wall crawling individual had entered the scene...

"See, that thing only warns you when someone dangerous is around," the other Spider-Man clarified. "Has it been going off around him? He's your enemy, Peter, not me."

"Stop it," Spider-Man replied, staggering back, putting his hands to his head. He bumped against the side rail as he tried to process what he was being told. This wasn't just some random thing that he could dismiss as hearsay like the rest of what had been said; this was fact, something that had really happened. Still, how did he know that it meant exactly what the other Spider-Man said that it did?

"I know you're confused," the other figure said, his voice sounding closer. "Please, let me help."

Spider-Man looked over at the other one, who was now almost standing next to him, though he was still keeping a little space between them. Even though he still had his mask on, he got the sense that the young man was pleading with him through the lenses, and something about it struck him as genuine at first. Could he...could he really just want to help?

"Spider-Man, do you copy!? We need to get out of here!"

Mysterio's voice over their shared com link shook him out of his daze, bringing him back to reality. His ally was right, he couldn't trust him. There were more questions that might need to be answered, like what was actually going on inside his brain, but right now, he had a mission to complete, and he wouldn't let anything stand in the way of it. People were depending on him, and besides, the other Spider-Man could still turn on him at any time. Really, he'd let his guard down too much just now as it was.

"I have to go," he said, quickly stepping up onto a side rail and leaping in the direction of a nearby wall. The other Spider-Man leapt after him though, grabbing onto his leg, causing him to react to it and throw off their course. As a result, the two of them crashed through a window, falling straight for the pavement below. Bracing himself, Spider-Man managed to land feet first on the ground, using his momentum to transfer straight into a somersault.

When he looked up, the scene before him was much different than the one he and Mysterio had stumbled upon before: cops, security and other officers ran amok on the grounds of the facility, some of his ally's projections or other machines keeping them busy. However, several of them had also noticed his landing, and they quickly came over to him. Like the security guard he'd saved, they clearly picked up on the significance of what he was holding in his hand, and they drew their guns on him.

"Well...hello there!" Spider-Man said, the thought of actually having to dodge REAL bullets suddenly a hundred times more intimidating to him than before. "So, I suppose you're all wondering why I called this meeting?"

"Put the device on the ground and put your hands in the air!" one of the officers shouted.

"Woah woah woah," the other Spider-Man said as he suddenly came rushing around, getting in between the two parties. "Guys listen, this is all a big misunderstanding, okay? This is just a little disagreement between Spiders-Men, so why don't you guys just put down all the guns, I'll get him to hand over the device and we can all go home without anybody getting shot, webbed or otherwise hurt in any way, okay? Sound good?"

"Step aside, Spider-Man," the same officer said. "Your so-called friend here broke in and stole some experimental device or whatever. Maybe he was a good guy once, but he still has to face the consequences of his actions now."

"It's okay, really!" the other Spider-Man tried to reassure them. "Look, see, he's surrendering the device..."

The young man grabbed onto the device and gave a light tug, but Spider-Man wouldn't release his grip.

"Let go man," the other Spider-Man muttered under his breath. "Seriously, I'm trying to help you out here."

"I can't do that," he said, shoving his opponent hard and sending him flying across the way.

"Open fire!" the cop shouted.

Turning to face them just in time to hear the sound of several triggers being pulled, Spider-Man found his instinct taking over. That feeling in the back of his head suddenly took over as bullet after bullet came flying his way, working in tandem with his reflexes and training as he dodged them all in a flurry of moves. He flipped out of the way as they continued firing, trying to get some distance between them. However, most of the firing stopped almost as soon as it had begun. Spider-Man looked from his new perch spot to see that the other Spider-Man had used his webs to yank away most of their weapons causing them to turn their attention on him. Like him, the figure evaded most of his attacks, while some others came for him still.

He was just about to make his own move to disarm them when, suddenly, a swarm of bat-looking things came in, attacking the officers. At first, Spider-Man thought that perhaps this was another one of Mysterio's illusions...that is, until he heard their cries. They weren't just freaking out screams or scared screams, but rather cries of real pain.

At the same time, Mysterio came hovering over in the same device they had used to flee to their base before.

"Call those things off!" Spider-Man called out.

"Don't worry about them!" Mysterio asserted. "Come on; we have to get out of here!"

Spider-Man wasn't having it though.

"LET THEM GO!" he screamed at the top of his lungs.

Mysterio then tapped on the gauntlet of his wrist, and the creatures (more likely machines) retreated, disappearing and leaving several of the officers with major cuts, many of them collapsing to the ground from the pain. He rushed up on one in particular who seemed especially bad.

"We have to help them!" he insisted.

"There's no time; we have to go!" Mysterio refuted.

"And what, just leave these people here like this?" Spider-Man questioned.

"Ambulances will be on their way soon; they'll deal with them," Mysterio explained. "Come on!"

Spider-Man looked back down at the man, who was moaning in pain. He finally forced himself to stand, surveying the situation one last time. As he did, he swore he saw someone hiding out in the distance; it appeared to be a red-headed woman, and he swore even with the space between them that he could tell she was looking directly at him, straight into his eyes.

"No!" the other Spider-Man suddenly yelled. Spider-Man looked to see the red and black clad figure rushing towards them, so he quickly leapt onto the transportation device, the machine rising up even as his previous attacker leapt up, his fingers just barely missing them. He tried to fire some webbing from his wrists, but nothing came out of either wrist, so instead he landed in a heap on the ground.

The machine then took off, leaving Spider-Man to just stand there, his mind and heart now with more confusion than ever.


Oh boy!

Hope you're still enjoying it!

Continuing to pray for you all; stay safe and healthy!

"When justice is done, it brings joy to the righteous but terror to evildoers." Proverbs 21:15