Disclaimer: I don't own any Marvel characters, Marvel does. I'm just creating what I think is an enjoyable story in hopes that other Spider-Fans will enjoy. Spider-Man and all related characters are property of Marvel Comics, not myself.

     Spider-Man swung through the city, surveying the ground below him. The city of New York had been fairly quiet for weeks, but that wasn't a good sign for Spidey. A quiet New York usually meant that some evil was brewing, some super-villain was in action, some bad guy was ready to take another shot at Spider-Man. But, as always, Spider-Man was ready. Ready, as he always had to be.

     A loud bang from down below caught Spidey's attention, and he slowed to a stop, holding on to a nearby wall while surveying the crowded city streets below.

     Probably Doc Ock or the Rhino, with my luck, Spidey thought. There are only so many crazy megalomaniacs a guy can take in a lifetime.

     Spider-Man crawled down the wall, watching for a silver tentacle or huge gray figure, moving quickly through the crowd. However, what he saw was not quite what he expected. It was a pitch black figure, sprinting at Spider-Man like speeds, unattainable for anyone like the Shocker or even the Rhino. There was only one name for something black moving that fast: Venom.

     What's he doing in the middle of New York? Spider-Man thought, crawling until he was almost at the pavement, I thought Eddie wasn't going to let Venom appear anymore!

     It  appeared that Venom cared nothing about what he had said earlier. He was back, and not in a good way. The crazed villain had stopped, but was now surveying the walls around him. He had obviously sensed Spider-Man's presence. But then again, maybe not. Venom turned away from Spidey, towards a different wall, staring up at it.

     Spidey hit the pavement, preparing to charge Venom when the time was right. However, Venom still didn't notice Spidey. He was across the street, still staring up the same brick wall.

     "You!" Venom screeched, madly scrambling up the wall, "It's you! I know it is! Come out, and face your spawner!"

     "Oh no." Spider-Man muttered under his breath. This meant that Cletus Kasady, otherwise known as Carnage, was on the scene as well. Two of them, Spidey thought, his heart sinking into his stomach. How can I handle both of them? Unless …

     Spider-Man ran into a nearby shop, scattering tourists around him. It was a drug store, and Spider-Man knew they would have what he wanted. He ran to the cashier, grabbed a lighter from the counter, and paused to make the usual snappy remark. He spun his web into a roughly rectangle-like shape and threw it onto the counter "I'll be using credit today, and you can keep the card." He ran out the exit and swung over towards Carnage, trying to keep his distance from Venom.

     "Hey, bloody!" Spider-Man shouted, pulling out the lighter, "Have a taste of this!"

     Carnage, being vulnerable to fire, shrieked and leaped away from the lighter. "You aren't getting us, Spider!" He hissed at Spider-Man.

     "You're forgetting somebody." Spider-Man said, leaping down to the street below. He watched as Venom caught Carnage totally off-guard, causing him to fall to the ground. By now, there was a huge crowd of ready-for-action New Yorkers, enjoying the fact that all of the tourists had been scared off. They all gasped when Carnage hit the pavement, not ten feet from the nearest one of them.

     Venom hissed as he leaped off of the wall, hoping to land on Carnage. However, Carnage was ready, with one of his hands forming a giant, razor-sharp blade. Venom ran right into it, without Carnage putting any effort into it at all. Venom just lay there, with the blade protruding from his back, for several seconds before either symbiote moved.

     Carnage, laughed, spitting in Venom's face. "Hah! You fool! You thought you could beat Carnage and Carnage beat you!" He wrapped several red tentacles around Venom's body and lifted it over his head. He tossed it into the wall, laughing at the limp body as it fell to the ground. "After all these years … He went looking for us, and we beat him!" He curled his "hands" around and around, raising them in triumph.

     Spider-Man stood behind the crowd, rubbing his eyes to make sure what he was seeing was real. This was Venom, a horrible foe to him yet also a great ally. How could someone like Carnage finish him off with a single blow?

Is this really the end of Venom? Will Carnage move on to Spider-Man next? You'll just have to await the next chapter to see! Surprises await!