All credit to respective owners!

P.S. I can't really rehash the Spider-Man: Miles Morales game storyline any better than they did. I'll just timeskip it…

Y.A.R.N.


Of all the things Peter never really got, was a honest-to-god vacation.

Seriously.

He just never seemed to be free enough for one of those in his life, either it was work, keeping up with his family, or Spider-Manning that kept his schedule busy. Training Miles was also a time-consuming prospect, but Peter was not going to let Miles figure it out on his own like he had to. It also had to do with the fact that Peter knew that for every moment he wasn't active, that was another life gone that was his fault for not saving. It was a common point of tension among him and his allies; Mary-Jane, Miles, and Viri had told him time and time again that he was being irrational if that was how he thought when it came to being Spider-Man, but he couldn't just let it go. The only sign that he had eased on his own neurosis was him letting Mary-Jane and Miles actually help rather than try to keep away from them all of the crime he faced.

Mary-Jane wanted him to support her in time in Symkaria by being her photographer, which he really really wanted to do.

So for once in his life, he did what he wanted and said yes.

The problem that was keeping him reluctant to leave on said vacation — aside from his new job — was this new gang called the 'Underground'.

While criminals like the Demons and Maggia were still decent crime organizations that operated in NYC, Peter had fought with them and kept sending them back to prison. But when the Underground began to come into power, they had ruthlessly crushed the remnants of the and began to take control of the power vacuum that they were creating. Peter occasionally would come across a Underground group trying to commit crimes, but they really lived up to the whole name as he had barely had them attack or commit crimes like a normal crime group. What made it odd was that they seemed to devote all their resources to attack the up and coming Roxxon and run it to ruin over anything else.

It was one of the reasons that he hadn't actually run across many of the underground members with the exception of some stray initiates who were galavanting around with their incredible technology equipment like children with new toys. Even so, Peter was thoroughly impressed with their gear when he scrapped with a few of them, and when he had managed to salvage some of the tech and couldn't believe what he found. After taking it to his lab in Horizon, he tested and observed the material and even after he had personally confirmed it, it had him blown away.

It was literally programmable matter, literally a feat of engineering and brilliance that he wished he thought of. It wasn't perfectly free of restriction though — it had been set into several settings per se — gauntlets, greaves, guns, blade-like baton, and even a shield and hammer setting after he gathered enough of it. But Peter wasn't some idiot who had no idea what to do with it, he knew if he had the time he could break it down and built it back up to be what he thought would be an amazing upgrade to his arsenal. He could make anything out of it much like Viri had — potentially — the ability to morph into whatever it wished.

Viri had been mildly impressed that this technology had such versatility.

But he had to go soon.

So when he got back, he would work on it in earnest, it might be another way to help his career at Horizon.

He locked it his new home that was the former Octavius Industries and made sure that it was well hidden before locking his gifted apartment and quickly began to make his way to the airport.


Miles swayed away from a crowbar before casually blasting the last of his attacker with a concussive wave that sent him crashing into a wall before slumping in a daze. Miles covered him in a sheet of webbing with a sigh. While fighting crime felt good and he was happy to do his part to keep the streets safe, he knew something was brewing.

Even if Winter Break meant more time for his heroics, honestly it seemed like even the crime rates had dropped around this time. Guess even criminals took the time to just enjoy the coming snow and festivities.

But it was a calm before the storm, Miles was sure of it.

But that didn't mean much as instead of criminals, Roxxon seemed to be interested in Spider-Man or Kid Arachnid more than Miles was comfortable with. With Peter finally taking the flight to Symkaria — Max Model telling him that he prosthesis he made was just going to sit until their next expo — NYC was now Miles' sole responsibility, and it was daunting — and a bit nerve-wracking — now that he didn't have his mentor with him. In a perfect world, Miles would be Peter's equal in every single way, but he knew that a seven-year gap in experience wasn't something that couldn't be overcome with gumption. So when Peter set up several training simulations for Miles so that the younger hero could continue to hone and improve, Miles had been determined to surpass Peter's expectations. Recent events had really emphasized that issue in that he was apprehensive that he wouldn't ever catch up. To make things even more apparent, Venom had used seed of self-doubt and jealousy to control Miles from the very beginning.

So Miles had decided to let go of what he had expected and just be the best Spider-Man Miles Morales could.

Miles fiddled with some of the tech he had gathered from a Underground cache before he opened up the screen to look at some of the blueprints that Peter had left behind for the tech upgrades he wanted Miles to craft in his free time. With Peter having shared the knowledge of programmable matter — Miles had been absolutely floored by the creation — in the hands of The Underground, he realized that the odds weren't as much in his favor as much as he thought they would be. That didn't mean Miles was about to give up and let The Underground have their way without a fight. Peter left the mantle of Spider-Man to him and he would do Peter proud and prove he made the right choice in trusting in Miles.

He webbed up as much of the tech he could reasonably use and swung off to his room, time to craft some upgrades to the tools Miles had created to help him in the battles that were sure to come.

"One thing at a time…" Miles muttered as he landed on the roof of his apartment.


The Venom Symbiote growled as it traversed through the sewers of NYC in the body of a rat that he recently connected to, trying to figure out how to get an advantage out of its current situation. Compared to the vermin — literally rats and other insects as they ran rampant here — he had been bonded to and was forced to use to survive, Miles had been a good host for him. The problem was that he wasn't perfect — and that was what Venom desired — Venom had managed to exacerbate the hate the boy had for the criminals and stoke the minute jealousy for his mentor into a flame, but it backfired. He wasn't able to adapt to the bio-electricity and with the help of Peter Parker and his symbiote Venom was forced off and had to retreat. He couldn't convince the hero to keep him after he pushed the boy down into a dusty corner of his mind, which — in hindsight — was not the best move.

A symbiote and their host were stronger together when they were in sync.

Which was something he realized while he had connected with Miles; he had swam through the memories of the young hero in order to make sure he could be aware of any credible threats. People like the host's mother or best friend Ganke might give the host the will to separate, but Peter Parker was the most dangerous person to destabilize their bond due to understanding his weaknesses so Venom had focus on any weaknesses Spider-Man had. The brief moments when he tried to bond to Peter Parker and tear off his sibling to take the host, he had managed to get a skim of Peter's memories, not much but enough that he could use Miles' memories to get the picture. After checking and building a opinion from those bits and pieces he got a very good idea on what type of individual Peter Parker was.

Now he burned with jealousy at Viribus for being able to secure a host like Peter Benjamin Parker.

He could've been the one to purify the pain from his mind, to help him gather more empathy than from his time with Miles.

Maybe he could've been what Viribus was.

Still, just wandering the sewers wasn't going to be enough, he needed an able bodied host.

Maybe he should see if he could find a super-powered individual who he could sync with…


Oliver Osnick poked at the black and gold robot before nodding to himself and turning to his boss, "I've replicated Octavius' designs to the best of my capabilities, it fits all the specs that we were given, but the main coding and programming is still highly theoretical. Without Parker's expertise or Otto's help to double-check, this is fairly dangerous, if we don't proceed carefully, the damage could be catastrophic."

His boss picked up the little robot — noting with some amusement that it resembled a spider more than anything else. Otto may have lost his body's functionality, but despite the negative degradation in attitude due to his streak as a villain, his intellect hadn't suffered. Based on the interfaced he used to control his arms, the idea of a consciousness swap was a fascinating concept; the things people could do with it was limitless. But now was not the time to marvel, but to begin the process of breaking Otto out of the Raft, which would be no small feat. Ever since the Devil's Breath incident, the Raft — if anything — had been put on even tighter security measures than before.

They also made sure to put several paralysis devices in the cloned bodies they had grew from samples taken of Spidercide. It was impossible the synthesize a body with the abilities that Spidercide had used in his brief attack on Oscorp, the new body wouldn't handle the mutagenic properties and immediately begin to die. That was only a small disappointment but in all honesty they didn't need the superpowers, just an able body for the Doctor to move into. They would make good on their promise, but they had to make sure that they could leash Otto before fulfilling their promise of giving him a working body. He was too valuable an asset to lose to any misguided attempt at vengeance on Spider-Man or Norman Osborn.


"Well?" Peter prompted over the line, "How are you feeling Harry?"

Harry clenched and unclenched his hand, the lagging drag of his disease had dropped from feeling a debilitating agony to minor aching. He didn't know what had managed to stabilized his body and health, he didn't care in the slightest. Norman had seen his improvement in health and despite still being… Norman Osborn, he was visibly happier and much more relaxed. He was still battling Roxxon, but without having to pour as much time and money into a way to cure Harry, he was able to regain some of the losses in his business. He wasn't satisfied with Harry feeling better — he was still determined to find a cure — but his son's lease on life had been renewed and therefore the dire need to make sure his son's life didn't pass him by was no longer a concern.

"Honestly, I haven't felt this good in a long time." He said happily, "The pain is much more manageable."

Harry smiled at the relieved laughter from Peter, "That's amazing Harry! When MJ and I get back, we'll hang out. She'll be ecstatic to see you!"

Harry sighed, "I'd like that."

He was unaware of the unexpected amount of the symbiotic remains that swam through his blood, holding back the degeneration of his sickness and keeping him together. It may not have been enough to give him a suit, but his prolonged exposure had given more than a light sample of the alien to create a codex, he had enough to mitigate the effects of his sickness.


She had come across a B&E and and two muggings, and enjoyed beating the thugs into submission with her new tech before using a burner phone to call the cops. The victim had thanked her and she could see why Spider-Man didn't stop, the feeling of that heartfelt thanks was incredible. She may have been on leave since the whole Maggia incident, but this much she could do as a vigilante. The thrill of actually being able to fight crime without an authority breathing down her neck and monitoring her every move while on duty was exhilarating. She didn't have a contact in the police force, but as a former/current cop herself with unrestricted access?

She didn't need one.

Wraith leapt across the rooftops, reveling in the way the programmable matter shifted to her legs at thought to bolster her movement as the cold air and snow pelted her form. It was fortunate she had prepped her suit to withstand the worst of the cold with a layer of insulation in addition to some minor padding in her strike points.

It was amazing to be able to fly through the air at such high speeds and was wondering if this was how Spider-Man felt as he swung through the city.

She flinched at the guilt that pooled in her heart at having to confront him when they crossed paths.

It was inevitable.

Spider-Man was no fool and he would deduce who was the new vigilante was in a heartbeat, especially if his protégé had talked to him. Yuri hadn't been subtle at how viciously she had torn into the scattered and broken remains of the Maggia that The Underground hadn't decimated. She had heard through the police that while the destruction of the Maggia may technically be a good thing, the brutality that someone had apparently decided the Maggia were to be eradicated with was the sign of a major problem on the horizon. The only case that they had something similar was her actions when hunting down Hammerhead, but they thought she was on leave and not doing anything. Maybe Spider-Man would try to avoid her, but she knew that sooner or later he would look for her for one reason. They were friends and despite the current state of their relationship, he had tried to stop her before she went too far down the path of vengeance. But it was simply too late, Yuri Watanabe had made her decision on how to go after criminals, and if she couldn't do it as a cop?

Wraith was ready to take that slot in her life.

Still…

He had to understand.

If he didn't…

She knew he would fight her if that's what it took.

The thoughts sat like lead in her stomach, her own knowledge that stopping her would be the right thing to do when her rage still burned as hot as ever.

She heard the report of a drug deal and shelved her thoughts to the side as she sprinted towards the edge of the building before leaping off into the night.

She could face that problem when it came.


Otto Octavius poured over the notes he had made for the consciousness swap device he had created. Even more than the arms he had created, this was to be his magnum opus, a true testament of his brilliance and innovation. Theoretically if he could create a interface to connect his arms to his mind — melding the two into a single working unit — then the plan was already half-finished. All that was needed was a way to overwrite the neural pathways of the current mind with his own and then take over once the interface 'jacked' into the body. That was the toughest nut to crack, he was onto the final algorithm and was just putting the finishing touches.

Initially, he had wanted Peter's body to be his new one.

To be Spider-Man with those new arms he had seen Peter use?

He would be unstoppable and it would be the perfect revenge against Peter since his humiliation at Peter's hands. He could also see the untapped potential in the suit that only he could develop, he was far beyond Peter's current capabilities. But with months having been spent just reflecting on everything and reevaluating how Peter had tried to get him to wait just to clear out the cascade electrical surge, he decided against it. Peter may have stopped him from killing Norman, but his once-upon-a-time student had lost plenty as the result of Otto actions. While immediately after his defeat he blamed the neural interface in an attempt to play Peter, he didn't want to be Peter Parker when he finally succeeded in destroying Norman. Parker could be dealt with later, Norman was his primary concern and everything would take a back seat to that narcissist.

It would be Otto Octavius who brought him down, and everyone would know it was him.

Norman would lose everything that he he loved and all that he cared for.

Starting with his company and wealth.

And finishing with Harry Osborn.