Part Three

Sandman smiled at the sound of approaching sirens, "Lets go meet em' boys." He remarked to the remaining soldiers of Kingpin's organization. They stood triumphant in a bloody police station, filled with dead bodies from both sides.

Flint Marko's lower torso became a wave of sand again that carried him straight through the front doors and out into the sunlight, followed by the men. Once he emerged into the sunlight, he solidified again and stepped down the stoop leading to the street slowly, "Well, look whom it is." He commented as the police cars formed a blockade cutting off every escape.

"Put your weapons down!" Captain George Stacy barked at the thugs as they emerged from behind one of the police vehicles. "You're completely surrounded. There's no hope of escape!"

Flint laughed, "Who said anything about escaping." The men filed alongside their leader, "Let New York's Finest have it!" His men began to open fire.

The police immediately responded and returned fire with pistols and shotguns. George Stacy ducked his head as bullets zipped by in the warm summers day. "Get all available units out here, on the double!" He ordered of a deputy.

Meanwhile, Peter Parker swung through the city gracefully but determined. He faithfully followed the convoy of cars towards their destination. He made a turn with them and saw the reason for their attention.

A firefight was taking place between the NYPD and a group of men held up at the front of the station. "Looks like the boys in blue could use a helping hand." He remarked.

He fired one last web-line and soared over the police blockade and landed against the station's wall. Peter immediately recognized one of the men as Flint Marko. "What the heck, wasn't he paralyzed?" He raised both his hands; "I guess I'll have to ask him, once I'm done." Peter unleashed a wave of webbing from his shooters. It was a relatively simple matter and the entire pack within moments. He nodded, "One-two-three and done."

He landed on the stoop and bowed gracefully, "Don't thank me." He said to the stunned police, "I was just doing my civic duty."

George Stacy emerged from his hiding spot, "What the hell? Put your hands down, now!" He demanded angrily, "Put them down or we'll shoot."

"Is that any way to thank the guy who just saved your butts?" Peter asked in disbelief. "This sort of stuff never happens to Superman." He shook his head at the situation and shrugged, "I'll remember this when I write my memoirs."

The tingling came again stronger than ever. What had Uncle Ben called it? "My spider-sense, it's going off the scale!" He said behind clenched teeth and placed both his hands against his ears.

Suddenly, the pile of webbing exploded and out emerged Flint Marko and the other thugs. Flint frowned, "Nice try, you little punk."

There was a silence between the police, Spider-Man, and their attackers. Flint snapped his fingers and the newly freed thugs, covered in goop, fired on the police.

Immediately the trading of bullets restarted, nobody was safe. Peter turned towards Flint Marko, "How?" He asked looking at his webbing all over the floor.

Flint laughed, "Why don't you come and found out."

"Fine, we'll play this your way." Peter approached Flint and smashed his hand straight into his chest, but to his amazement his hand punched straight through, "What?" At first Peter thought he had put too much force into his blow but realized that Flint was merely smiling. He pulled his fist out and saw Marko's chest reform as if it had never been touched. "Jeez."

Flint grimaced and landed an uppercut on Spider-Man's jaw. "How was that?" Peter fell across the stoop and landed on the sidewalk. His torso became a wave of sand again and he advanced on his foe, "Look at Flint Marko, now! Look at the Sandman!"

"That's wonderful." Peter said sarcastically as the Sandman loomed just above him, "Now how about I kick your ass?"

Peter flipped off the ground and landed a furious right on Flint's jaw, once his fist made contact Marko's jaw merely became sand for a moment and then solidified as if no damage had been done at all.

Sandman lashed out with his fist. Peter managed to dodge them easily enough and then jumped on the wall and pushed off with both fist outstretched.

Just before landing a blow, Sandman formed a giant hole in his torso that Spider-Man fell through and landed on the street awkwardly. "You can't beat me." Flint said as he turned around and made two giant blocks with his fist, "I'm practically invincible."

Peter made a fist, "We'll see about that." He performed a spinning sidekick but the effect was as negligible as before. Sandman landed his fist against Peter's fist and sent his opponent crashing down.

"Ah." He said as blood began to spill into his mouth. "He has to have a limit." Peter remarked and slowly stood up.

Flint laughed over the sounds of weapons being fired, "Still trying? I'm going to love moping the floor with you."

Spider-Man tried to wall-walk Sandman's body but the second his foot touched his opponent's body it became sand and he landed on the floor. Flint brought his block-like hand down at Peter.

"Whoa!" Peter exclaimed before rolling across the ground and narrowly avoiding the blow. "I need an advantage." He fired a web-line that connected with a nearby pole. He began to ascend from the street, but Sandman extended his arm and grabbed Peter's web-line and yanked it.

Peter began to fall towards Flint who formed a spike at the center of his chest. "Cripes!" He fired another web-line and managed to avoid falling into the spike by mere feet.

He landed just a few feet from Sandman, "So how'd you get your powers?" Peter asked trying anything to keep his mind off his deteriorating situation. "Let me guess, a nuclear bomb went off while you were playing in a sandbox." He flipped in the air and contorted his body managed to avoid the long and dangerous arms of the Sandman, "Did the accident do that to your face, or is that how you always looked?"

"Shut up!" Flint angrily replied to Spider-Man's insults as he formed sharp long daggers as his hands, "Just shut up and stand still!"

"Not likely." Peter said avoiding another strike. "I gotta' slow him down somehow." He fired another burst of webbing as he dodged several more strikes from Marko. The webs covered Sandman and pinned him against the wall.

"Now I've got you." Peter said as Flint struggled vainly against the webs that covered his wrists and ankles. He took a few steps towards Sandman and gazed into the man's eyes, "What happened to you?"

"Me?" Flint laughed, "They fixed me; exactly the opposite of what I'll do to you!" Suddenly, a dozen fists emerged from his body from nearly direction and scored a major hit on Spider-Man, hurtling him into a car. Flint used those arms to tear away the webbing and once the job was done they faded back into his body. He began to march straight for the masked hero. "I'm coming for the itsy bitsy Spider-Man!"

Peter smashed out of the car and soared straight for Sandman's head with his fist.

Flint twisted his neck around. The sand gave him infinite maneuverability, and he just managed to dodge Spider-Man's attack by mere inches. Peter landed on the wall and pushed off and assaulted Flint with a kick.

"Gotcha!" He exclaimed grabbed Peter by the legs and flung him against a pole.

"Ah!" Peter yelled as he slammed against the metal, "What does it take to hurt this guy?" Peter pushed off the street and came down on Flint with a dropkick.

Sandman grinned just before Peter brought down his leg straight through him. "Finally." Peter said landing on his feet. He gazed at both piles of sand, "Is he dead?" He asked nervously, afraid that he had gone too far.

Suddenly, the sand began to form up in their respective piles, and before Peter stood two exact versions of Flint Marko. "I'm going to tear you apart!" Both exclaimed in unison.

"Aw nuts." Peter said dejected. The first Sandman closed in on Peter and struck out with two hammer fists. Peter twisted his legs and torso in a varying number of ways avoiding a hit.

The second Sandman wasn't going to let his foe escape that easily and launched his own series of attacks. Peter twisted his body again into a pretzel and landed awkwardly. He found himself staring at a spike facing his eye.

"What are you waiting for Peter, move!" He managed to flip his entire body and dodged the spike moments before it lanced out at him. Peter's eyes widened as he landed on the side of a building. "I can't beat him, no matter what I try."

Each Sandman formed up into one single being. Flint Marko grinned at his reunited body and then to Spider-Man. "I used to just be a thug, like the ones you mess with every week. Now look at me, look at what they've made." His hands jutted out like a wave of sand straight for Peter, threatening to smother him, "Look!"

Peter jumped off the side of the building and fired a web-line that took him across the street, "I need to get out of here!" He exclaimed as Flint launched another take, forcing to Peter keep moving, "I can't beat him!"

Sandman laughed loudly at the sight of Spider-Man as ran from him. Flint Marko snapped his fingers once the wall crawler was out of sight and turned back to the police, still engaged with their opponents. "I think I'll finish today off with a bang." He formed a giant block with his hand again and brought it down on the cops with a cold sort of pleasure.

Peter closed his eyes tightly and relied on instinct to get him home. He was afraid, terrified. He thought that the Goblin had been an irregularity, but now as horrifying as that prospect was, Peter realized that the entire playing field had changed.