Chapter 15 Breaking It Down

Rewind the clock a few moments, while Spider-Man was still fighting Sandman, behind the bank where the remainder of the White Fang was currently posted as fake guards. Two guards standing in place stared at nothing, remaining motionless before one of them decided to talk.

"Hey, Simon." The Faunus with orange hair said to his friend.

"What?" Simon asked, still staring straight ahead and not looking next to him.

"Do you think we're doing the right thing?" He asked making Simon break his stupor and look surprised that his friend said that.

"What?"

"I mean… all of this," He waved his arm over his weapon and Simon's. "We're wearing uniforms from dead guards and keeping people hostage."

"We have too." Simon said with no hesitation. "How else will we make Remnant hear our voice of revolution!"

"Revolution? Dude, they are hearing us! And they're calling us 'terrorists'!"

"It's just the media trying to spin the tale that we're the bad guys." Simon argued.

"Then why is it that the Faunus in Vale hate us too?"

That questioned made him pause and think about his friend said. After a few shorts seconds of silence, he spoke but no longer holding the same devotion he had about the White Fang a couple of moments ago.

"That because they're following that traitor, Spider-Man. He's the reason the Faunus in Vale started to hate us and no longer join."

"Are you sure? Cause I heard he said he was never part of the White Fang."

"You don't have to be part of the White Fang to be called a traitor! He's a Faunus and he's supposed to support us!"

"Really?" The Faunus with orange hair asked, more confused than before. "So, does that mean we're terrorists since we'll harm the Faunus who don't support us?"

"Yes! I mean- NO! Why are you even asking these things?" Simon asked, his reason behind the cause no longer holding weight in his mind. Looking around to see the rest of his friends, he saw a few ears dropping on their conversation. "Stop talking and stand in position, we just have to wait until the humans get the Lien."

"And speaking about that, we're a group that was a symbol showing that we don't need humans, right?"

"Yes." Simon spoke in a nervous tone, not liking where this was going.

"So, why are we getting help from humans when we are supposed to show Remnant that we don't need humans? Does that make us terrorists and hypocrites?"

"Can you just," Simon's patience was slowly slipping, but he caught himself before he screamed. "Just drop the subject and wait till they're done?"

"Didn't we hear gunshots at the front of the bank?"

"I'm sure it was nothing, that girl with green hair said that her semblance can trick people's senses or whatever."

"But, won't Spider-Man come and wreck our plan?"

"Just shut up, Griffon." The red-haired security guard said then went back to his normal position to just stare ahead and ignore his friend.

"Ok, ok, fine." Griffon soon stopped talking and went back to just staring at nothing. With the talking now gone, the rest of the White Fang who was listening to them went back to just standing in silence. This went on for a few moments, with the silence being too quiet that some could hear loud noises coming from the inside of where the giant vault was.

"Hey, Simon." Griffon spoke again making his friend groan in displeasure.

"What?" Simon said angrily, grinding his teeth and trying not to lose his cool.

"Why are we her- GAAAAH!" As soon as he was going to ask his friend a question, the orange haired Faunus was shot with an electric dust round making him fall on the floor and shook violently as the volts coursed through his entire body.

"Gri- AAAH!" Just as his friend was taken down, the same thing happened to him when all sudden he was overshadowed by a large object crashing down on him, the surprise force making him hit the cement floor hard enough to knock him out cold.

The sound of their comrade's short cry of distress made the remainder of the White Fang turn their attention to see two young teens, their weapons drawn, and fired at the unprepared adversaries with fire and electric dust.

The armed terrorist group never stood a chance at the sudden attack, leaving all of them laying on the floor, each one being either burned or electrocuted with no sign of any of them getting back up.

"Dude…" Neptune whispered as he saw what they have done. "We are so awesome."

After that short sentence they followed it up with a quick fist bump.

"Yeah, not to mention lucky." Turning his pistols back on to a bow staff, Sun rummaged in his pocket to pull out small sand that was falling through his fingers. "The ice melted pretty fast, we would have been lost if it wasn't for the loud gunshots being heard from the front."

"How come we heard the sound of gun fire and screaming and yet these guys didn't do anything?" Neptune asked his friend in confusion.

"Maybe they didn't hear it? Or maybe we're that good, ever thought of that, Neptune?" Sun tried to give good reasons to his partner who was still unsure how easy it was to take the armed guards down with barely any resistance.

"I still think that this was too easy. Maybe Spider-Man is still inside taking care of the real threat?"

The blue haired human was going to say more, before several loud crashes were heard inside making the two teens to go back to their original plan to help Spider-Man.

"This is it, dude." Sun said in an exited tone. "This is gonna be epic."

"I'm not sure, Sun." Neptune drew his rifle from his back and aimed at the only door leading inside the building. "Maybe we should wait and catch the bad guys by surprise."

"No way! Come on, Neptune." The monkey Faunus patted his friend's back in reassurance. "We're Huntsmen, we're badasses! On a count of three we're gonna storm inside, guns blazing, and help Spider-Man with whatever he's facing."

"Ok." Taking a few deep breaths to calm him down, Neptune gave Sun a determined look to show he was ready.

"On three we bust this door open, ok?"

"Right." The goggle wearing teen spoke then placed his eye wear down to show he was getting serious.

"One… two…. THREE!" Shouting the last number, both teens let out their best battle cry and was about to open the door to fight a battle they were sure they would win.

That idea was soon shattered when the doors were wide open from the inside, large torrents of sand flooding out and pushing them away from the bank and in to the back of the Van. With the teens now in the armored vehicle, Sun and Neptune tried their best to exit but was overpowered by so much sand that it was impossible to leave.

As if knowing that they are in mortal danger, Neptune looked at his distressed partner and said his final sentence. "For the record, I blame you!" with his piece now spoken, Neptune also tried his best to escape the sand that was quickly devouring them.


Inside the bank was no different than the outside, each room being filled to the brim with sand that soon poured out to the open world due to not being able to contain it all. Some of the people, the White Fang that was beaten by the hero, were also being carried by the waves of sand and outside where they laid out in the open for everyone to see.

The two who instigated the flash flood, Emerald and Mercury, were non-existent showing that their plan of escaping was a success with no one knowing where they were. If the people who caused a small panic from the gunshots were bad, then the scale of the incident became Vale's breaking news when out of nowhere the bank suddenly gushed out tons of sand that flooded several streets making the news crews who were at the docks waiting for the masked hero to run their butts off to reach downtown so they could get footage of the accident.

With so much sand still in the bank people from the outside would assume no one could be able to be alive inside. Either from the gunshots that the terrorist organization made or from the weight of the sand, no one should be able to survive.

"Ngh!... ugh…. WAAH! What! Where!" Waking up from his momentary lap of conciseness, Spider-Man looked around his surroundings to get a grasp at what happened.

'I was fighting that fire lady, then suddenly White Fang showed up too.'

"That chain girl!" Pounding a small sized hole in the ground out of frustration, Spider-Man scolded himself for falling for her tricks again. "Can't believe I fell for that again! Rooky mistake, Spidey!"

With his small rant over, the masked vigilante got back up on his feet and resumed his time to find out where he was. Darkness was all around him, not even a small crack of light was seen making it difficult for most people to struggle with where they are and more importantly, how to escape.

But Spider-Man wasn't most people and with his ability to see in the dark he was able to see just as fine as he would if he was in daylight.

"Everywhere I look is just metal walls with lockers." He muttered as he looked around for any sign of breaking out. "The sand must have forced me inside the vault."

'Thank you, night vision. Just another trick that comes in handy.'

At times such as these, the blonde hero was glad he was gifted with the ability to see in the dark. Time and time again, he used it to sneak up on unsuspecting baddies that it became harder and harder for him to think he was still himself. For every complement he's thankful for his abilities, Spider-Man is also having questions about what he is now. He knew he was human, he's known that ever since he was born one, but to the public's point-of-view he was a Faunas just like everyone else who had extra limbs or other traits.

But to Spider-Man, he could not be either of the species. He was human, but no human could do the things he could. Nor was he a Faunus, for even they can't compare their biology to his.

It should be impossible to be human once, then become a Faunus in one night. But it happened, for some weird or unlucky chance, that spider chose him, out of all the other people in the building only he was bitten and became more then he is.

Even though he had the appearance of a human, inside he felt like he was more than any of the two species on Remnant.

He was more than Human…

More than Faunus…

Jaune is… he is…

A kid who was unlucky enough to be turned into a freak.

From a logical stand point, Jaune was some freak accident that shouldn't have happened. That bite should have killed him, or worse, turn him into an actual monster. Yet, he survived that horrible ordeal and became more then he could have imagined. Jaune still has his normal appearance, but also has the abilities of a Faunus and more, making him have both perks in living his life.

He knew the discrimination the Faunus has, he wasn't blind by the constant racial insults or how some people, human people, looked at them like they were animals. Jaune knew all of that because every time he dons the mask he sees how they're treated.

As Jaune he is human, but as Spider-man he is known for being Faunus. No matter which race he was only one thing remained the same. And that's when you see someone in trouble, be it human or Faunus, you help them no matter what. That's what any person would do, that's what Uncle Ben would have done if he was still here.

'No, no, no, no! Stop going down that road! You're Spider-Man, and right now Sandman is outside doing whatever damage he could make. There's gotta be some way to get out!'

Finally taking a step forward, the hooded spider decided the best way to leave was to go the same way he was put in here. The vault door was designed to be thick enough to withstand heavy forces, from explosions and blunt forces the bank's vault door was made to be endurable.

"Alright," Stretching his arms to get warmed up, Spider-Man placed his hands on the heavy steel door and pushed. "Time to prove it! GRRAHH!"

Planting his feet firmly to the ground, the masked spider used all his strength into his arms to push the solid steel obstacle. With so much sand on the other side of the door, it made it difficult for the web head to push it open.

"Come oonnn!" He said trough gritted teeth. By planting both his feet firmly to the floor, add in the bonus to stick to any surface, Spider-Man pooled all his strength into his back and arms to force the doors to open. With both sides showing no sign of budging, it was only a matter of time before one side that isn't an inanimate object to begin losing the battle. "Open up stupid door!"

Not wanting to give up so easily, Spider-Man put more force in his push causing him to ear screeching noise to signal him that he was breaking trough. The sound of the vault opening did make him happy that he can escape, but he soon heard sand beginning to pour inside the small space giving the hero the feeling as if he was in an hour glass.

'If I keep opening the door the sand that's flooding the next room will go in here and suffocate me.'

"I just need to open the door a little faster!" Now having a time limit to his survival, Spider-Man continued his momentum of pushing the door. With every second the door moved more sand began to fill the room and as the door was opening wider the hero could not see anything but sand gushing in to his already shrinking space.

"To much sand still outside," Spider-man was going to say more but stopped to shake his head when sand began to pour on top of him. "I'll be drowning inside by the time this opens."

'No… NO!'

"No way!" Uttering those two words the young hero began putting more force in his body, making the heavy steel door open faster and at the same time letting more sand flood the safe. "I am not letting it end here! Not when people like Flint is wrecking this kingdom!"

With renewed vigor coursing through his body, the blonde spider pushed harder until the door finally opened wide and let all the sand fill the steel room completely inside with the hero still contained.

No longer having oxygen in the room and the weight of so much sand bearing down on him, Spider-Man used his quick thinking to use his ice webs to freeze the sand. The ice soon froze whatever it touched solid making the flow of Spider-Man's death slow to a halt. Now, no longer in peril, the web head made his next plan to punch his way out of the sand tomb and back to catching Sandman. Spider-man continued the same process repeatedly until finally delivering one final punch and shattering the thin layer of ice saw the light of day.

"I did it!" Taking in huge gulps of air, the hero lifted his mask up, so he could spit some sand that entered inside. "A few more seconds and I would have been a spider sandwich."

Bringing down his mask when he was done, the hooded spider saw that the original room that he was fighting now looked like a barren dessert, added with the fact that the bad guys he was fighting was no longer ago here made the results he made wasted.

"All this damage." He whispered. "Most of the money is gone and the building is completely ruined."

Already he could imagine his boss having a field day with this major incident and with Spider-Man being the main cause of it. After all, most of the people he passed by saw him web swing to the bank, including the hostages that was set free made J. J's claim that it was Spider-Man the reason the bank was in this sorry state in the first place might people think that he really is a menace.

"Why am I even thinking about that." Spider-Man used both of his hands to slap his cheeks. "The hostages are free, that's what matters the most."

'Now, getting Flint is my utmost priority. My only hope that those three haven't gone too far from here.'

Spider-Man's idea of Flint escaping with the two criminal teens was soon replaced when he felt his spider sense telling him that danger was close by making him wonder if he could catch them before they go in to hiding.

"I wasted too much time pushing my way out to freedom, I am not letting these guys walk away!" Since running in the thick sand would slow him down the hero was close enough to the ceiling he chose to jump up, stick to the surface and wall crawled to where his spider sense was telling him to go.

"The back of the bank! They must be trying to get the rest of the Lien they stolen in to their getaway car!"

'Just a little further and… Made it!'

Not even making a witty one liner before making his usual entrance, Spider-Man let go of the ceiling, shot two web lines to the back entrance to the bank, and sling shot himself so fast that he pushed the doors wide open. He expected to see Flint help his posse load all their stolen goods, with some of the White Fang pointing their guns at him in case he caught up to them, what he saw instead were several of the terrorist group on the ground and asleep. He also didn't expect to see two familiar faces he just saw not an hour ago now here, Sun and Neptune, trying to fight Flint Sandman who was simply standing in one place and waited for the two teens to use up all their dust rounds. As Flint waited for the barrage to be over, both weapons signaled their user that they were out of ammunition and telling Sandman that it was his turn to attack. Expanding himself big enough that he was the same height at the broken building, Sandman swatted the two away from the car as if they were bug in his away, turned back to normal, and entered the armored truck so he could leave before the cops could arrive.

"Sun! Neptune!" Before they could land, the spider hero shot two organic web strings, pulled them in midair, and caught them with one arm each his spider strength able to catch them with ease.

Setting them down on their feet, the hero looked at them to check if there was any permanent damage from fighting Sandman. The only thing they had was just torn clothing, dark bruises, and some minor cuts, but other than that most of the damage must have been lessened thanks to their aura taking most of the hits. It also made him wonder if aura was measured by each Huntsmen, since he was attacked just as much as them only he seemed to be fine compared to these two.

'Just another reason why I love my Spider sense!'

Taking his eyes of the injured teens, Spider-Man saw the truck was about to go full speed to leave the damaged area with all the money.

'He's getting away in the armored car! Guess he's getting desperate to not get the police on him if he's doing that. I need to make sure these guys are alright, but I don't Sandman escaping. Wait, maybe this can help!'

Taking out the small radio he webbed to the inside of his hood, the spider hero threw the item to the back of the armored vehicle and at the same time shot a small web glob to make sure it stayed in place.

'Yes! Thank you, little league practice! Though I was mostly a bench warmer, I still can't believe I made that throw an- oh, yeah, I need to make sure these guys aren't have dead.'

"Are you guys alright?" He asked.

"Just a few scrapes and bruises, but we can survive." Sun said while giving Spider-Man his signature grin. Though if Spider-Man could look closely he could see some crimson liquid seeping at the corner of Sun's lips he didn't comment and looked at Neptune who was holding his left side.

"Man, who knew sand could hit that hard." Putting both of his hands on his hips, Neptune bent backward and let his spine pop before standing up straight. "He looked far less scary on TV then up close."

'If their cracking jokes, then their fi-'

"Wait a minute…. Sun? Neptune? Why are you two here?!" Now that he was glad that they were ok, Spider-Man's happy exterior quickly vanished and was replaced with anger to the two reckless Huntsman who lied to him. "You both were supposed to stay at the docks to call help and instead I found Sandman beating the ever living tar out of you guys! Explain! Now!"

Both teens flinched when they were being shouted by the hero, making the blonde Faunus speak to Spider-Man sound nervous. After all, they not only lied to a professional hero, they also couldn't beat Sandman and let him get away with the Lien.

"Well, Spider-Man, sir, we caught the White Fang by surprise" Sun waved his arm to the knocked out fake guards still laying on the ground. "And we heard some sounds coming inside the building."

After Sun explained that they were the ones who took the armed robbers down, Neptune stepped forward and started to tell why they are here.

"So, we decided to get inside and since we knew you were fighting Sandman by yourself." Neptune was going to say more, but winced and held his left side, the pain still lingering from that last attack they received from Flint. "We were just about to swoop in and help, but suddenly we were being carried by sand!"

"If you were here for that, did you guys see two other people with Sandman? One was female with tan skin and green hair with a boy with silver. Did you see those two with Sandman?" Spider-Man asked Neptune.

"A girl and a boy?" The goggle wearing goy looked at his partner who also had the same confused expression. "We didn't see anyone else. We were knocked inside the van and when we tried to get free the sand that trapped us turned into Sandman. After that, well, you already see the results of what happened."

'They didn't see the other two? Does that mean Sandman is stealing the money all by himself?'

"We're really sorry, Spider-Man." Sun spoke up again, his cheerful voice no longer present. "We took a piece of that sand to track you down, but when we arrived we only got our respected butts kicked."

"We didn't even bring any other forms of dust," Neptune slapped his head for their stupidity. "We only bright a few rounds and we knew Sandman was here and yet we never brought any ice dust."

"Even our aura couldn't protect us from most of our injuries. Not even my semblance couldn't do much to help us." The blonde monkey Faunus let out a disappointed sigh. "We even wasted your time to help us while the guy is driving away with all that money!"

'Oh! Snap! I really hope I turned that thing on or else I just wasted that thing. Their also right, I should probably get back to that and ditch these gu- No, no, no! These guys just wanted to help and now their depressed because they couldn't do anything. I was just like them and I won't let them blame themselves for this.'

"Look," Bringing the two out of their funk, Spider-Man took a calm breath and spoke in a reassuring manner. "It sucks that you guys wanted to prove that you could handle this and then realized you were in over your head."

As soon as the spider said that the two boys looked down to the ground, even more dejected that the kingdom's friendly Spider-Man said that to them.

'Ok, not a good start, but I can fix this!'

"And it's normal to fail. After all, I wasn't this good from the start."

"Really?" Sun asked, his gaze no longer on the floor and back to the hero.

"Yeah, it took a couple of tires to get this whole actual hero thing a shot, but in time I got the hang of this." Now that he had their attention again, Spider-Man placed his hand over their shoulders and started to speak in a more confident tone. "I didn't just throw this costume away and gave up. No, I got back up and kept going. Yeah, I know setbacks and failures suck, but it makes you more motivated to keep going until you finally get it right. And trust me when I say this, but it feels really, really amazing when you get it right."

"Yeah, your right." Shaking his head from side to side, Sun went from gloomy to happy after he git words of encouragement from an actual hero. "Thank you, Spider-Man."

"We really shouldn't think that we have weapons, aura, and a semblance that we can assume that we can handle all the fighting." Neptune puts in his own thoughts. "We can't all assume the people we fight won't be pushovers."

"Exactly, I'm glad you two understand." He said, glad that his words of encouragement reached them in to realizing not all fights can be easily won.

"Um, does this also mean that you're not mad at us?" Neptune asked, even when his confidence was back the blue haired boy still felt nervous that the hero might snap at them again.

"That depends, did you guys call for help?"

"No." Both teens said in unison.

"Then, I'm still a bit mad." Now that their spirits were lifted, Spider-Man web lined to a high building and looked back at them. "Now, Like I asked before. Please stay here and call for some Huntsmen. Sure, the authorities are here, but a little more muscle wouldn't hurt either."

"Don't worry, Spider-Man we'll do that."

"Good, Sandman can't be too far, if he doesn't want the police to chase him he'll have to use the truck to stay off their radar."

"Which means it'll be easy for you to catch up to him." Neptune explained how Spider-Man would catch the bad guy.

'Not to mention that make shift tracker I attached to the truck.'

Spider-Man was just about to leave them behinds, but stopped to say I last thing to them.

"Thanks' you two." The hero said with such sincerity both Huntsman-in-training looked surprised to hear that after the huge mess up they made not a few moments ago.

"Why are you thanking us? We totally screwed that up. "The boy with blue hair asked.

"Neptune's right, even if you say it's not our faults you really shouldn't be thanking us."

"Because even if all this didn't go exactly how you wanted it to be. You still helped and for that I thank you." After he said his parting words, Spider-Man looked ahead and web swinged above to higher ground to get a better view on where the bank truck was going.


'Wow, that little radio is working! My spider sense is reacting to the frequency it's emitting.' While web swinging from building to building his body was already automatically moving to where Sandman's location is. 'There he is! He's heading out of down town, probably trying to head to whatever hidden lair to stay lay low, but I'm not this end like last time!'

Letting go of the web line that he was swinging with, Spider-Man nose-dived straight to the truck and just when he was within reach shifted his body to hit the back doors of the vehicle with his feet to force them open so he could enter.

Get down!

"Woah!" Ducking down on all fours a large sand mace sailed past him then retracted back to flint who was half paying attention to drive while also trying to get Spider-Man out of his escape car.

"Hey, two hands on the well, flint! That's how accidents happen mister!"

"Oh, will you just SHUT UP!" Screaming in frustration, Flint morphed his hands in to a large wall of sand and pushed Spider-Man out of the truck with the back doors being knocked off their hinges.

Not wanting to be road kill, the spider placed a web line on the bumper of the vehicle and gabbed one of the back doors to make a make shift board. With one underneath his feet, Spider-Man used his other hand to shoot a web string to the catch the other car door that almost landed in some random coffee shop.

"Hey, Flint! I would hate for you to lose this, so here you go!" Bringing his arm forward, the door shot past the web head and impaled itself inside between flint and the seat next to him.

Now seeing an opening, the hero pulled his line to launch him in the air and land on top of the roof. His feet firmly planted on the high speeding metal death trap, Spider-Man crawled on all fours, opened the passenger side door, and took a seat next to Sandman who was trying to keep the automobile from sputtering out of control.

"I'm sorry to say this, but you're in no condition to drive." He said mockingly. "Here, let me try!"

Not even wasting another second, he shot a small web string to the wheel and pull a hard right making the vehicle drive out of the road and crash into a half-finished construction sight.


'It was supposed to be one big heist and after that I could be done with being a petty crook.'

When the high speeding automobile crashed in to a solid concrete pillar the only body that was flung through the front window was Flint. Sandman's body no longer being human crashed in to the solid ground, his form no longer taking shape and leaving nothing but a sand trail.

'Just on last score and I could put all this behind me.'

Due to how far Flint was thrown and using so much sand back in the bank he was only able to make the top half of himself. What also showed as fatigue of using his ability to much is that he was still sand and not in his regular form leaving what looks like a broke faceless creature.

'I got these powers for a reason.'

His body beginning to shake from fear of not turning back, Flint thrashed about like a man drowning when out the corner of his eye he saw a small piece of jewelry. His panic soon forgot, Flint reached to grab the piece of silver, but when his hand tried to grab it his fragile sediment hand soon crumpled.

'Come on! You can't hold her if your arms are so fragile!'

Using his will to shape his hand in a more denser form he tried one more time and dragged the jewelry close to him. Lifting the silver necklace to his face, flint used his other hand to open the small pendant to show a picture of a small baby.

With determination back in place, Flint used all his strength to from his legs and tried to stand up, but as soon as one leg was taking shape the other gave out and he soon went back to being legless.

'You can't go to her if you don't have legs to take you.'

Focusing more on his legs he soon raised himself up on two, fully formed legs and took a few steps to test if he was stable enough to keep moving. With his mobility back in action, Sandman looked back at the picture and saw his reflection still looking like a monster.

'You want her eyes to see her father, not a monster!'

Reaching deep into his mind, Flint used all his memories of how he looked before the accident making his sand shaped body soon bleed in more definition. His legs were soon covered in a pair of pants, a green stripped shirt soon came next, and after his clothes were made the rest of his body soon turned back to his normal self.

After his body reverted to his original state, Flint started to take several breathing exercises to calm himself down. Even if his body was completely made of sand and no longer had internal organs he still made sure to take in oxygen to have some normalcy in his already out of control life.

Flint checked his body if he missed anything that was not in place then looked at his daughter's picture that was in the palm of his perfectly formed human hand. His expression was solemn, knowing the fact that even if there was a chance he might be caught he still wanted to at least try to make a run for it and see his child one last time.

His thoughts of escaping were soon stopped when he heard movement coming from the wrecked vehicle. The car soon started to show sign of shaking followed by the passenger side door being punched out of its hinges and landing several feet away. Flint's thoughts of leaving all of this behind were soon being destroyed one by one when he saw the masked vigilante crawling out of the car with no visible signs of damage from the wreck.

'How are you still alive?!'

Just seeing the hero made his vision turn red, his body reacting to his emotions began to lose his shape and was soon replaced by sand.

'I could have just left and I wouldn't have bothered anyone ever again, but you keep trying to stop me.'

Taking one more look at his daughter's face, Sandman shifted the sand from his hand to absorb the locket and glared ahead to see the hero now on his feet. Taking this opportunity to end this stupid chase, Sandman made one last promise to himself and charged with no other reason but to end Spider-Man.

'I promise I will come back to you, I just need to do one more thing and I'll be back to help you build a perfect sandcastle.'


"Ugh! My head keeps spinning." Spider-Man said while leaning to the side of the wrecked car. "I really should have thought a better idea then destroying the car."

'On the bright side, I was at least lucky enough not to hit anyone and crashing into a construction site with no one here is also a plus.'

"Still, I'll have to ask Aunt May to teach me how to drive, if I ever decide to take the wheel again."

Due to Spider-Man's super endurance it was possible for him to take the force without having any serious injury inflicted compared to other people who would have got of a situation like this in a body bag. But despite being durable enough to handle the crash, the wall crawler still needed time to get back to his feet due to the vehicle being airborne after he made the sharp turn leading to the dig site.

'Why is that I get airsickness whenever I enter anything that lifts off the ground? I can go over 60 Mph while web swinging, but can't handle it if I'm in some mechanical death trap. Even with spider powers, I need to make a list of things I can and can't do when this is all over.'

Leaning on the side of the armored car that wasn't destroyed he tried to attempt to take a few seconds to get his stomach to calm before chasing after Sandman. That chance of getting his intestines untwisted was short lived however at Sandman used the opportunity of the downed hero by slamming Spider-Man's head on to the reinforced metal. His head leaving a perfect imprint, Flint also used this opportunity to completely turn in to living sand, wrapped himself around the hero's waist, then started to slam him repeatedly on to the hard cement floor.

Spider-Man thought that having a sick stomach was bad, but being slammed repeatedly head first was worse. The web slinger lost count after the tenth slam, but as soon as he felt his body stopped moving he let out a breath of relief that the ordeal was over. The breath of relaxation soon turned to panicked hyperventilation when he was raised higher in the air and was thrown across the constructions site. With the speed that he was going not even the stone pillars that was built to hold whatever building was going to be made were destroyed as Spider-Man's speeding body crashed through them.

Going through several stone pillars, the web head finally lost the momentum to keep going and started to descend back to the ground.

"You couldn't have just let me get away, huh?" Flint said while walking to the hero who was desperately trying to get his eyes to stop spinning. "I kicked your sorry self not too long ago. You know I can beat you and yet you still try to stop me!"

Seeing as Sandman was just close enough for him to web him up in his prototype web fluid, Spider-man raised his arms and triggered his web shooters to pelt Flint with enough ice to freeze him in place.

FISSS! FISSS!

'No! No! NO! Now is not the time to run out! And the worst part is that since I rushed myself to change into costume I didn't think about making spares!'

His short panic of not preparing for a situation like this was stopped when his spider sense automatically made his body move out of the way when a giant sand hammer came down to where he was originally positioned.

"You can walk away from this." Flint bargained. "Let me go and I you'll never hear from me again."

Suddenly, the wall crawler was assaulted by images of a man running past him came to the front of his mind. The same man who he let go, the same one who took an innocent man's life because he decided to be petty and looked the other way.

"Never." He said weakly, getting himself back up even after the brutal attack Flint inflicted. "Sorry to tell you this, Flint. But I'll never walk away."

'Come on, think with your huge brain! There's got to be another way to stop him.' Searching frantically for some solution to solve his dilemma, the spider hero looked behind Sandman to see a crane holding up a pile of steel beams raised to the second floor of the unfinished building. 'Wait! What's that thing on the second floor?'

Squinting his eyes, Spider-Man saw a huge cylinder machine next to several bags of cement making his mind flair up to signal it has an idea.

'That's a cement machine! And if I can just get those steel beams… I only have one shot, I better not waste it!'

"You really want me to kill you?" The sand villain said in confusion. "What makes you think you have a chance? We're out in the open, I have the advantage and you don't have enough places to do your fancy flips!"

Not saying any more words, the Faunas hybrid took a running position, facing right towards Sandman, and without even a warning dashed without abandon.

"Are you really serious?" Flint morphed both of his arms in to two giant hammers. "Are you really risking your life to play Superhero!?" He screamed then launched his twin hammers straight to the running hero.

'Just a little closer… NOW!'

When Spider-Man was just close enough to Sandman he used his amazing agility to dodge the attack, jumped high in the air, and pointed his hands to the steel beams that were above them.

TWIP! TWIP!

With two web strings attached underneath them, the hooded spider was already soaring above Flint's head while also pulling the web lines to tilt downward. As the stack of heavy support beams were being pushed down, one by one they fell on top of Flint, crushing him flat and pinned to the ground.

Not finished with his plan, Spider-man landed in a crouch, turned around, and started to web the beams that were sticking out of the ground.

'I need these webs to be wider!'

By that thought alone his webs that were usually thick like a rope soon started to go wider, like plastic wrap and formed a perimeter trapping Flint in one place. After spreading the webs around the beams to form a large bowl like shape, Spider-Man jumped on top of the makeshift prison and saw that Flint was already getting himself back onto his original shape.

"For the record Sandman," Spider-Man shot a single web rope to the cement maker that was on the floor above them. "It was never about me playing superhero."

Tugging on the line just a little sent the machine to barrel down to the first floor aiming directly where Sandman who was looking surprised at what was falling. The heavy machine collided with flint so hard that it caused him to lose his shape once more and with the cement mixing with sand and slowly turned his body in to stone.

Not taking to chance, Spider-Man webbed a few bags of cement from the same floor he got the cement maker and thrown those in just to make the process go even faster. Adding more into the mix he waited to see if Sandman had any other surprises left but didn't feel his spider sense tell something was going to harm him.

"Is… Is it over?" He asked himself, his body now showing fatigue after such a grueling fight. "Thank goodness, I'm not sure I have anything left to throw at him."

The fight at the bank, being imprisoned in a sand tomb that slowly suffocated him, and not to mention the fight from Sandman made the heroes body push itself to the limit. After all, he never had to fight this long since he usually dealt with low tier type of bad guys, but with a special case like Flint he supposes that he should expect more fights to be just as hard.

'And now that he's not going anywhere, I think it's a good time to finally prove J.J wro- WHOA!'

"Oh, come on! Are you serious right now, Remnant?" Taking a defensive stance, the arachnid hero watched as the mold soon cracked revealing Flint, whose body was still slowly turning into stone, tried to escape his stone prison.

Spider-Man was about to use his webbing in a desperate attempt to stop him, but was shocked to see that the cement was still working. But even when he was about to be fully incased he desperately tried to get out of his prison. Extending his hand out to reach the edge, Flint was only a centimeter away until the amount of cement infused in him finally took its toll on him and turned him solid. The only visible movement was his index finger twitching until it stopped moving and broke off from his hand.

The web head was silent, he couldn't really understand what he just saw. For a moment, he thought that Sandman would use the last of his power to land an attack. Instead, he just saw a man, the fight no longer in him, tried to run away and failed.

Taking out his camera, Spider-Man found a good view to take of stopping Sandman, took a couple of shots, and looked at the imprisoned villain one last time before leaving the scene when he finally heard police sirens coming to the area.

For some inconceivable reason, he felt like he was the bad guy.


And that is the final chapter of Sandman fighting Spider-Man. Did you guys love it? Hate it? Either way, please leave a comment and fav if you guys want to keep reading. Now, I know there are some things that are left out, like the whole Sun and Neptune fight or why Jaune's web shooters ran out, so here are some answers.

For Sun and Neptune, I didn't really put much effort in to a huge fight scene, because when they use normal means a Huntsmen uses, then it was obvious Sandman was going to think their useless and swat them aside. They also don't show they bring any other forms of dust, like Ruby with her weapon, so it was another obvious thing that they could really land a hit on him. That was why I showed how they really couldn't last long in the fight. Don't get me started on Sun's semblance, it's kind of like Blake's, but when you fight a guy like Sandman out in the open it doesn't help much.

For the web shooter, I also wanted to show that they are not infinite, if you all remembered from the start of where Jaune dresses up to be Spider-Man he never thought of bring any extra. That is why in the next few chapters or so he will constantly upgrade his suit so it will be just like the one Ben Reilly uses. So far, he is only wearing a red jumpsuit and a sleeveless hoody, he doesn't have pouched like the suit Ben Reilly uses. Making him start to keep upgrading his stuff to fight greater threat then Sandman and not just think that his powers alone could help him.

Then there is the part with the whole cement thing that was somehow in the construction sight. Let's be real here folks, cement makers and cement bags are always in a construction site and like all stories Spider-Man uses his quick mind to figure out how to save the day. He uses tools that will help him and since he saw a lot of construction tools he might as well use them.

I also like to add, on a personal note that Jaune is Spider-Man because it is like an alternate universe where Peter did join his parents and died with them. Leaving Jaune a perfect candidate to fill the role as Spider-Man. I mean, other iterations of Spider people replaced Peter Parker, Gwen Stacy, Miles Morales, and even other Marvel heroes took the mantle. Another thing I hear is why he's wearing a super hero costume when almost everyone on RWBY shows their identity. That is quite simple, because it's the same way Peter wears his Spider-Man costume. I know it might not make sense but I will further explain further into the story.

Either way, I also like to inform you all that it will now take a bit more of a longer wait time between chapters. The reason is that my Beta Reader: Maestro Of Madness has his own stories to right and having to proof read mine takes his time to do his great work. That is why the chapters might have an irregular schedule, but it will still be released on a Sunday. I hope you all understand and thank you if you all will be patient enough to get the next chapter.


The Omake will probably do more then just Spider-Man helping people. Like this Omake for example.

Omake: Castle of Sand

It was supposed to be a simple job.

'No… I can't break another promise.'

Mustering his measly will power to construct himself a half-baked body, Flint looked at Spider-Man, who looked to be just as tired as he is, getting ready for whatever attack Flint was going to throw at him.

'I wasted enough time with you!'

Turning away from the vigilante, Flint began to leave this place and return to his daughter when he started to feel his lower half begin to stiffen.

'I won't break another promise to her!'

Images of his daughter played in his head. Her sand castle misshapen but still holding strong, just like when he was a young boy who loved playing in the sand, made him more motivated to leave.

'Just a little more…. Need… To…. Move…'

But with all the strength he could scrape up, Flint couldn't move when the cement finally reached his main body.

'Please, let me help her build her perfect castle.'

His eyes soon going dark, Flint had one last memory of his little girl before the light in his eyes no longer shined brightly.