BGM-Spider-Man: Web of Shadows OST-Web of Shadows

Cinder: My name is Cinder Fall. I'm on a quest to obtain the ultimate power. During my mission to defeat the Venomized Electro and his underlings, I freed Mercury from his symbiote after learning of his survival. I have also learned Toxin is growing in strength within my body, and it won't be long until he reaches full power. The Child of Carnage. Will I be able to control his power and bloodlust? And what is this "ritual" Electro mentioned? Only time will tell.

BGM End

Issue 17: Talon Show

Central Park, New York City

Spider-Man in his Red Suit walks through the abandoned park, glancing his surroundings while in a state of confusion over recent events that have happened. 'The SOS signal came from here, but I'm not seeing anyone.' He speaks to himself mentally, 'I'm still confused from what Electro said. Who is Toxin? Why are the symbiotes so interested in me…and Shadow? What is this ritual he talked about?' He stops in his tracks to stare at the bleak sky, 'And…what is going on with me? The Black Suit…I can feel it changing me again…with every major action I take. Just how long can I control myself and stay who I am…?'

BGM-Shadow the Hedgehog OST-To the World of the Memory

All of a sudden, Salem appears behind Spider-Man. "Peter…what are you troubled about…?" She asks, speaking with a concerned tone.

Hearing his real name spoken, Spidey looks shock and surprised before turning to look at her, "You!"

"I see you got my message." Salem said.

"Message…?" Spidey repeats, then gasp in shock upon realizing, "That SOS signal…You lured me out here. To what, kill me?"

"I only came to parley." Salem claimed.

"Parley? To make peace with each other? It might've worked on a few gangs, but I don't see you agreeing to a peaceful solution since you were the one STUPID enough to start an alien invasion." Spidey quips while sounding a little angry.

"You sound upset." Salem noted.

"Of course I'm upset! My city is SUFFERING because of you!" Spidey retorted, pointing angrily at the witch.

"Yet you're the one suffering the most. A child your age should not carry such a burden, or suffer as many tragedies as you have." Salem says, calmly walking past the webslinger.

"How would you know what it's like to suffer?" Spidey asks while staring at her back.

"Walk with me. And I will tell you the tale of my origin." Salem goaded while not turning her back.

BGM End

For a moment, Spidey stares at her in suspicion and decides to follow her with his guard up. Salem walks along a path as Spidey catches up with her. Salem begins her tale, "On Remnant, I was born into a time when kings and their Kingdoms were plentiful, when men and women were capable of greatness, and magic was a gift from the Gods that all could wield. My father was once a brave-hearted hero who sought after fame, fortune, glory, and most of all, love. During one of his adventures, he met my mother after rescuing her from a gang of raiders. They wed and became rulers of a great kingdom. But my mother soon became pregnant and fell ill, dying during childbirth as I was born."

"Sorry to hear that." Spidey apologizes, slowly feeling sympathy for her while remaining suspicious.

Salem continues, "Out of fear of losing his only child, my father locked me into a giant tower and allowed only himself and my nanny to see me. But over time, he visited me less and less, becoming obsessed with his own wealth to cope with the loss of my mother. It wasn't until my 16th birthday when my father told me he locked me in the tower because mother loved the view of the moon." She stares at the sky with a scowl, "But I saw that tower as a prison and realized father didn't love me at all. I wanted to escape and wrote stories of his tyranny, sending the letters out of the window into the air, hoping one day, someone would rescue me."

"And someone did. Who?" Spidey asked.

"A legendary hero that went by the name…Ozma." Salem revealed.

"Ozma…? That name…sounds familiar." Spidey comments, recalling the Gods of Remnant mentioning that name to him during his brief death in the Goblin War.

Salem is slightly surprised upon hearing his comment, "You KNOW Ozma?"

"I've only heard the name mentioned once…by glowing faceless people with deer antlers." Spidey replied.

"Interesting…" Salem notes with a stoic expression. "But did you know that after Ozma rescued me from my tyrannical father, we fell in love?" She asked.

"Obviously not." Spidey quipped.

"We planned adventures around the world and would've lived happily ever after. If…" Salem frowns sadly, "The accident didn't happen."

"Accident?" Spidey questions curiously.

"Ozma was killed by devils that claimed they were gods." Salem revealed, much to Peter's shock, "I was heartbroken. Angry. POWERLESS to prevent his death. You know how I feel. You too lost the love of your life to a devil."

BGM-Spider-Man 3 (Game) OST-Black Suit Theme #3

Gasping as he stops on his tracks, Peter has a flashback of Green Goblin pushing Gwen off a bridge. He remembers trying to catch her by the leg with a webline, only for the sudden stop in midair snapping her neck and then holding her dead body in despair, 'Gwen…' Spidey scowls underneath his mask, clenching his left fist as it shakes with rage from being reminded of his lover's death.

Salem notes his anger and continues speaking, "We both wanted to avenge their deaths, either alone or with an army. And how did the world repay us? You were blamed by the public, and I was cursed with immortality."

"You can't die?" Spidey remarks in shock.

Salem says, "Nor can I not reunite with my beloved." She continues walking alongside Peter for a moment, "The light and darkness abandoned me, and left the human race to briefly perish in cataclysm. I roamed the planet alone until I stumbled upon pools of Grimm in an abandoned land. You can't imagine how desperate I was to simply end my suffering. I thought it was the key…But alas, the world continued to torture my being and instead ended up a shadow of my former self. Remnant's first metahuman."

"That must be how you gained the power to control Grimm." Spidey realized, "I'm reminded how I found the original symbiote on Battleworld. Didn't know what it was. Didn't know what it would do to me, but didn't care because I was in a rush for a new costume."

"I told you there were similarities between us." Salem replied, "Tell me. When you first gained the Black Suit, how did you feel?"

"I felt good. Great. More than myself…It didn't last. It was turning me into a monster." Spidey admitted.

"I sympathize." Salem claims, "The Grimm blood flowing through my veins granted me the desire for pure destruction. For others' sake, I lived alone away from society, until I met a man that pushed me to use my powers for a higher purpose."

"Your…uncle?" Peter guessed unsurely.

"I had no uncle." Salem said with a quick, stoic voice.

"Oh." Peter scratches his head.

Salem smiles to herself, "He was the man that became my husband. We had kids. And worked together to create a prosperous kingdom where all is happy."

"And then what?" Peter asked, becoming invested in her story.

Salem frowns, "It didn't last. Our happiness faded the moment my husband was convinced to follow a different path."

"You two had a fight." Spidey deduced.

"That ended in his death, resulting in the death of my family and kingdom. Once again, I was powerless to save the ones I loved the most." Salem stands with her arms crossed behind her back, staring into the distance.

BGM End

"Why are you telling me all of this?" Spidey asked her.

"Because if I don't, who will? Ozpin wouldn't. The moment you ask him for answers regarding his past or mine, he would hide the truth from you. His guilt over the past will destroy your future. Here is a tidbit that he would NEVER share with you or his cohorts…" Salem turns to face the hero with a devious smile, "Ozpin IS Ozma, and my former husband."

BGM-Shadow the Hedgehog OST-Preparation for Ritual

Upon hearing that tidbit, Peter's eyes widen in utter shock as he was taken aback in surprise, "WHAT?! How…WHY should I believe a word you're saying?"

Salem ominously walks around the young hero, "Because he TOO lied to me. Hid secrets from me that costed our family. Our freedom. I am his mistake, not yours. Yet, you are forced to correct his mistake and take the blame by his followers and your allies."

Spidey clenches his fists, growling as his blood boils with rage and hatred. He snarls while glaring furiously at Salem, "Look, I appreciate the history lesson, but the fact of the matter is, YOU'RE the one destroying my home and ruining the lives of MY loved ones! And I will do everything in my power to STOP YOU! Immortal or not!"

Salem stops and smiles while touching her muzzle, "EVERYTHING in your power?"

"Did I stutter?" Spidey said coldly, raising his fist at the witch while switching to his Black Suit.

"You did not. I can FEEL your anger. It gives you focus…makes you stronger. Know the power of the symbiote. Power to protect your family. It is the only way to stand against tonight's summoning ritual." Salem grinned.

"Tonight's…Summoning?" Spidey questioned, wondering what she is talking about. Before he can interrogate her for answers, Salem warps away from the park. Spidey angrily snaps his fingers, "Damn it! She's gone! Should've took her out while she was rambling! You blew it again, Parker!"

Just then, he receives a call from Black Widow and touches his earpiece to answer it, 'Spider-Man, if you are available, return to headquarters. I have a new mission for you.'

"I'll be right there." Spidey said darkly, hanging up the call before swinging out of the park.

BGM End

Later at Stark HQ…

BGM-Spider-Man: Web of Shadows OST-S.H.I.E.L.D. Quarantine Zone

"Evacs are green. A.P.C. birds are in flight. We need to prep the LZ's." said Black Widow, talking to Winter at their resistance base.

"Explain military speak to the poor confused superheroes." quips Symbiote Spidey, approaching the commanders alongside Shadow, Rouge, Yang, Qrow, Thing, and Dr. Strange.

"You've done your job and now we can get people out of New York. We have flying armored personal carriers at the ready." Widow informs the heroes.

Yang smiles, "That's great!"

"There is just one more thing." Winter remarked.

"We need to go risk our lives a few more times?" Thing quipped.

"There are several rooftops that need to be cleared so the APCs have room to land and board evacuees. Thing, Rouge, Qrow. I am assigning you this mission. Head to the evacuation location immediately." Widow said, assigning those three to assist the APCs.

Qrow nods with a serious expression, "I see. We'll get right on it." He runs off, with Rouge and Thing catching up.

"And what do you want US to do?" Spidey asks the commanders.

"We have a more urgent mission for you." Winter replied.

"Are you saying all that other stuff was NOT?" Spidey quips stoically, crossing his arms.

Winter scowls at the jokester, "I am SAYING that you and these three will go at ONCE to assist one of our combat teams that is under attack by FLYING Symbiotes. Some that resemble Vulture."

"Vulture? That would mean Mr. Toomes has become infected. When did this happen?" Strange questioned.

"We are unsure. Fisk has informed us that Toomes has been acting odd lately, and now we know why." Winter replied.

"We have also received reports that a Chaos Emerald was spotted in the area of those flying creatures." Widow informs the heroes.

"I see, a free trip to Vultureland and a chance to win a Chaos Emerald." Spidey joked.

"We can't allow those creatures to get their hands on the Chaos Emerald, or else they'll hand it to Salem." Shadow commented.

"You four are our only available assets. Get there as fast as you can." Widow told the group.

"On my way, even though you called us assets." Spidey quipped.

BGM End

Towards the Spector Industries Building…

BGM-Dragon Ball FighterZ OST-Spirit

Several SHIELD hovercrafts fly towards the direction of Spector Industries to assist the combat team. Doctor Strange follow the hovercrafts, flying through the air with his Cloak of Levitation. Shadow runs through along the streets at high speeds, while Symbiote Spidey swings above him and Yang sits on a hovercraft enjoying the ride.

"So in the chance Tinkerer's superweapon doesn't work, why not we use the Chaos Emeralds to turn gold and remove every symbiote from the city and throw them into the sun?" Yang asked her friends.

"Not as easy as it sounds. Using a Super Form means the Chaos Emeralds grant you unlimited power, but you can't just DO ANYTHING with it." Shadow replied.

"Then why not use the Cosmic Emeralds stored in the Tricarrier? They can warp reality. We can easily use them to warp all symbiotes that have infected our worlds in one fell swoop." Spidey remarked.

Strange says, "It is possible, but I rather we save BOTH sets of Emeralds as a last resort. Having both exist in the same reality is risky already."

"Why?" Yang questioned.

"The Chaos Emeralds and the Cosmic Emeralds are like North and South on a magnet. If they have the power to repel each other, they can attract each other too. And if misused, they could potentially bring ruin to our worlds." Strange explained. "At the moment, I am more worried about this ritual Spider-Man and the others told us. What could Salem be planning tonight?" He wondered.

"I dunno. This is the first time I'm fighting an alien invasion." Yang quipped.

Shadow speaks, "I might have an idea. When the Black Arms invaded my world, they used the Chaos Emeralds to warp their homeworld to the surface and spread a toxin that nearly paralyzed everyone on the planet so they can be eaten alive. That is what they referred to as their 'ritual of prosperity'."

Yang shivers in horror and disgust, "Gross…You don't think that is what Salem is planning?"

"I don't know. The Symbiotes and Black Arms do act similar in some regard. Whatever she is planning, I'll stop her." Shadow declared.

"Leave me with a piece of that action." Spidey quips dryly.

BGM End

BGM-Sonic Adventure 2 OST-Vengeance is Mine

It wasn't long until the hovercrafts arrived to the infested rooftop of Spector Industries. Moon Knight and several SHIELD agents are fighting for their life against Vulturelings and Symbiote Nevermores. A Symbiote Nevermore swoops at Moon Knight, who leaps backwards and throws explosive crescent-shaped blades to quickly kill the alien just as Spider-Man's group shows up.

"These your new pets, Moony?" Symbiote Spidey announces their presence while webbing a Vultureling out of the air.

"They are not mine." says Moon Knight, zipping to a Vultureling with his grappling hook and punching the alien with his spiked gauntlets, "Thank Khonshu you have showed up. We must protect this building and the SHIELD agents!"

A few SHIELD agents fire at the flying symbiotes, killing several until a Nevermore intercepted and throws its spear-like feather quills to kill several agents. It then fires its quills at Yang, who deflects them with a swing of her vibranium arm. She fires the arm as a projectile, delivering a rocket punch that stuns the Nevermore as she runs and grabs her arm, reattaching it in time for a powerful punch to send the alien Grimm flying off the building.

Yang smiles at her small victory, until she was quickly swarmed by Vulturelings. She did her best to fend them off until Strange incants a magic attack that binds the symbiotes. "Thanks, Doc, but wouldn't it be simpler to use your magic to make them disappear?" Yang jokingly asks the sorcerer.

"That wouldn't be nearly as fun." Strange quipped.

Meanwhile, Spidey and Moon Knight plow through the binded symbiotes with tendrils and staff swings respectively. "I'm having a blast. What about you, Shadow?" Spidey asks the hedgehog.

"I'm searching for the Chaos Emerald." said Shadow, barraging symbiotes with quick Homing Attacks, "Widow claimed it was in this area."

"It is." Moon Knight says while smacking symbiotes around himself, "The combat team found it before we were attacked by these flying symbiotes. One of them must have taken it." Suddenly, a Vultureling delivers a strangely powerful headbutt onto Moon Knight, knocking him into a wall. He grunts before pointing at the Vultureling, "That one! It has the Emerald!"

The heroes stare at the Vultureling holding the purple Chaos Emerald. It growls at them before inserting the gem into its chest. The limitless energy of the emerald increases its power exponentially, enveloping it with a purple aura while growing twice its size, "GRAAAAAAAG!"

Scowling, Shadow leaps towards it for an attack but got knocked down onto Yang by a smack from the enhanced Vultureling's wings. Spidey tries webbing it but missed, and Strange tries to stop it with his magic only for the super symbiote to fly away from his spells. "It's getting away!" Strange proclaimed.

"The combat team is safe, but I will stay here! Hurry and go after it!" Moon Knight pointed.

Shadow scoffs, "Don't have to tell me twice."

BGM End

BGM-Shadow the Hedgehog OST-Central City

The black hedgehog quickly jumps from roof to roof to pursue the Super Symbiote. Spidey swings to catch up, as Strange uses his magic to help Yang fly and chase the symbiote together. The Enhanced Vultureling continues to be ahead of its pursuers as they enter the symbiote-infested Greenwich district.

"Slow down! This is no flying zone for Vulturelings!" Spidey fires web blasts at the Vultureling, only for it to easily evade his shots. Yang and Strange fire at the creature from behind, slowing it down for Shadow as he slams on its back with a Spin Attack. The Vultureling roars in pain while being beat on by the hedgehog. It manages to focus on its newfound power to unleash a burst of energy that knocks away Shadow, freeing itself from his beatings and continue flying away from its enemies.

As Shadow uses his hoverboots to slow down his descent, he receives an emergency call from Rouge, 'Shadow! Is that your group I'm seeing down there?'

Shadow looks at a rooftop and spots Rouge helping her teammates evacuating civilians with SHIELD APCs, "Not the time, Rouge. I'm busy chasing a Chaos Emerald."

'And I'm busy evacuating civilians while learning from SHIELD the Symbiotes have planted huge bombs throughout the neighborhood!' Rouge retorted.

"Bombs?!" Shadow remarks in shock while catching up with his team.

"What's this about bombs?!" Spidey asked, joining the conversation.

'We haven't finished evacuating the area, and we only have a few minutes before the bombs detonate and destroy all of Greenwich! You've got to help us!' Rouge requested.

Shadow snarls with a scowl, "The Symbiotes are getting crafty…"

"What should we do?!" A worried Yang asks.

"My Spider-Sense should help me locate all the bombs before it's too late!" Spidey replied. He triggers his Spider-Sense, locating numerous bombs planted throughout the district, "I'm sensing 20 bombs. Strange, help me dispose of them to the ocean! Shadow and Yang can handle Vulture Junior!"

Strange nods, "Of course!"

The team splits up, with Shadow and Yang chasing the Enhanced Vultureling while Spider-Man and Strange disposing the bombs. One of the symbiotic bombs is spotted at the Sanctum Sanctorum, where the New Avengers hurry towards.

"Not surprised in the slightest Salem targeted my Sanctorum." Strange says dryly. He opens a portal to a river for Spidey, who webs the bomb and throws it through the portal so it can explode safely in the river.

"One down, 19 more to go. From what I can sense through the hive-mind, we have less than 8 minutes to dispose all of them." Spidey proclaimed.

"Don't go TOO deep into their thoughts. We don't want you thinking you're one of them." Strange warns him as they hurry to the next bomb.

Meanwhile on a nearby skyscraper, Rouge's team are defending a group of civilians from a swarm of symbiotes until air evacuation arrives. The symbiotes crawl up the building, growling as they near the rooftop. One symbiote lunged onto the roof, only to be immediately kicked away by Rouge, "Get your own roof! This one's taken!"

"THIS IS SHIELD APC O-1-NINER!" said a SHIELD agent through a loudspeaker, flying towards the roof in his hovercraft, "WE SEE YOU DOWN THERE, AGENT ROUGE! YOU AND YOUR TEAM PROTECT THOSE CIVILIANS UNTL WE CAN LAND! THEN WE'LL WORK TOGETHER TO GET THEM TO SAFETY!"

"Better make it fast! These things are relentless!" Rouge said while kicking another symbiote away.

A Symbiote Slasher strikes its claws at the Thing, who barely felt the attack. "Was that supposed to tickle?" He punches the symbiote to its doom, then charges forward to knock away more aliens with a powerful straight punch.

Qrow sends himself charging forward with a cutting, spinning attack that slices symbiotes in half. The APC finally arrived, landing on the rooftop and opening its hatch for the evacuees. "EVERYONE, into the hovercraft!" Qrow shouts at the civilians.

The heroes defend the civilians as they rush into the hovercraft. One by one, the civilians enter the hovercraft and sigh in relief until they were all inside. "WE GOT ALL OF THEM! WE'LL BE BACK TO EVACUATE THE LAST GROUP!" The SHIELD agent proclaims while flying off with the rescued civilians.

"Spidey, how goes the bomb disposal?" asks Rouge, as her team leaves the rooftop before it was swarmed with symbiotes.

'Nearly halfway done.' Spidey replied, 'Got that Chaos Emerald, Shadow?'

Meanwhile, Shadow and Yang confronted the Enhanced Vultureling to a rooftop. The symbiote roars at them, using the Chaos Emerald to help it create several Vulture-pods that spawn more Vulturelings, and Symbiote Grimm such as Nevermores, Teryxs, and Griffons.

"Not yet. The symbiote just created pods that summon more flying symbiotes." Shadow jumps over the aliens' attack and ricochets off them with Spin Attacks, knocking them down at lightning speed until he reaches the Super Symbiote. The enhanced alien fires an energy blast that Shadow dodges, then spreads its wings during a spinning dash. Shadow vaults over its attack and hits it with a Homing Attack, then barrages it with brutal attacks in midair, "Yang! Destroy the pods before they spawn more symbiotes!" He orders before being knocked away by the enhanced alien.

"Bad guys today…It's like they're not even trying." quips Yang, destroying the pods with explosive shots from a distance.

All of a sudden, a Vultureling swoops in and grabs Yang by her shoulders while she was distracted. "Hey! Let go!" Yang struggles to break free. The Vultureling growls while flying high in the air, vomiting webbing to encase all but Yang's head in a cocoon, much to her horror.

And while defending the last group of civilians until the APC arrives, another Vultureling swoops in and captures Rouge, encasing most of her body in a web cocoon, "What are you doing?!"

"Rouge!" Qrow shouts, then turns around in horror to find his niece has also been captured by the symbiotes, "YANG!" He tries to rush to her rescue, but was webbed to the ground by a roaring Symbiote Grappler accompanied by two more Grapplers and weaker symbiotes.

The APC land on the rooftop, opening its hatch for the civilians as they run away from the symbiotes. "GO, GO! I'll keep ya all safe!" Thing defends Qrow and the civilians, striking the ground with both fists to blast the symbiotes with a shockwave.

Meanwhile, Spidey just threw the last bomb into Strange's portal, effectively saving Greenwich from total destruction. "That's it! That's all the bombs!" Peter proclaimed.

"Now we must hurry to Yang and Rouge!" Strange points to their kidnapped friends as they are being flown towards Vulture-pods, "They are being taken to those pods!"

Symbiote Spidey swings as fast as he can, while Strange flies at his top speed to their rescue. Suddenly, the sorcerer was tackled away by a small swarm of Vulturelings and Symbiote Manticores. "STRANGE!" Spidey shouted in worry.

Strange casts a barrier to protect himself from their savage attacks, waiting for the right moment as he counters with a funnel of flame and burns some of the symbiotes. "I can hold my own! Hurry to their rescue!" Strange shouts at the webslinger.

"WE DON'T HAVE ALL DAY, WEBS!" Rouge shouted.

Flying above the pods, the Vulturelings let go of their captives down towards the pods. "HURRYYYYYY!" Yang yelled.

Quickly, Spidey thwips two weblines and pulls himself back for a slingshot. "Only got one shot at this." He muttered.

BGM End

Spidey launches himself from his slingshot towards his friends as they are seconds away from falling into the pods. He flies past Rouge while grabbing Yang, then quickly turns around in midair and launches a webline at the agent. Just as the webline is about to touch Rouge, the symbiote pod spits out a tendril and grabs the bat, pulling her into the pod and closes itself as she screams.

"ROUGE, NOOOOO!" Spidey yelled.

Hearing the name of his partner being yelled out, Shadow punches away the Enhanced Vultureling and turns around with a look of shock, surprise, and horror. "ROUGE!" He shouted.

The Enhanced Vultureling dashes at Shadow from behind. Enraged over his friend being consumed by the symbiotes, Shadow energizes his shaking fist as he turns around with a furious scowl. He punches the Vultureling in the chest, unleashing a massive energy beam that ultimately vaporizes the creature. Its Chaos Emerald was dropped, which was quickly picked up by Shadow as he warps to the pod that consumed Rouge.

BGM-Shadow the Hedgehog OST-Preparation for Ritual

Shadow warped to the rooftop with the Vulture-pod that absorbed his teammate. Just as he's about to destroy it and save his friend, it burst open as Rouge flies out of it, but in a new symbiotic form. She largely resembles her original self but looks a little more monstrous. Her new costume is black and seems to be wearing white gloves and boots, like her original self. Pink veins are pronounced around her pink hear chestplate, and on her symbiotic wings. She has claws, fangs with pink lipstick, pink eyes, all the creepy standards a symbiote grants its unwilling host.

"No! She's been Venomized!" Symbiote Spidey rips the webbing off of Yang while staring at the newly-transformed Symbiote Rouge.

"Rouge…Rouge! This isn't right! Get that thing OFF!" Shadow demanded from his corrupted friend, pushing her to fight back.

Rouge holds onto her head, clenching in agony while still fighting for control of her body, "I'm losing…control…" Suddenly, she tackles Shadow and knocks him away with a whipping kick, forcing him to drop the recovered Chaos Emerald. She grabs the emerald and takes to the sky, "I'm…sorry…" She flies away at remarkable speeds, disappearing from the district in a blink of an eye.

BGM End

Thing contacts his friends via their earpieces, 'Civilians have been evacuated and Qrow and Strange are all right. What about Rouge?'

"She left…with the Chaos Emerald." Shadow replied somberly.

'Sorry about that, Shadow. We'll get her back. No one messes with ours and gets away with it! Guarantee!' Thing assures the hedgehog.

"I'm so sorry, Shadow. It's all my fault. I should've tried harder…Not be afraid to push my own power to the very limit…" Spidey apologizes, looking somberly at the ground while reminiscing his conversation with Salem earlier.

As a frowning Yang puts her hand on her ex-boyfriend's shoulder to comfort him, Shadow says, "Do not blame yourself for this, Spider-Man." He growls and scowls, raising up his energized fist and snarls, "Salem! Venom! You two are going to regret earning my wrath!" He declared, as this war has become personal.

BGM End

Elsewhere in the city…

BGM-Breath of Fire III OST-Dragon Slayer

"Come out and PLAAYYY!" Carnage said creepily, lunging into a battle between SHIELD agents and Symbiotes. He reshapes his hand into an axe and sweeps at his surrounding victims, SHIELD and Symbiote alike, and kills them mercilessly. The scared agents fire everything they have on Carnage, who easily endures their shots while laughing psychotically. "You should run when you had the chance…" He throws his axe, cutting through crowds of agents before leaping at his symbiote brethren, crashing down forcefully with a tendril assisted slam that knocks them down and leaving them mauled in the calamity.

Carnage sighs while admiring the floor of corpses, "Thanks for the warmup, fellas. I'm feeling good as new in time to kill my baby. I can sense it is still alive and growing stronger within its host. Don't want to keep its death waiting."

"Wait just a little longer!" said Venom, leaping down to the streets to surprise his son.

"Daddy! Stalking me, have you?" Carnage quipped. Right after that, Salem appeared warping next to Venom, "And who the hell are you?"

"My name is Salem. Queen of the Symbiotes. Master of the Grimm. And I have come to strike a bargain with you, Cletus Kasady." Salem greeted the serial killer.

"Oh yeah? What KIND of bargain we talkin' about?" Carnage questioned.

"A simple one. Help us kill your child, and I promise you a slaughter on an interdimensional scale." Salem proposed, catching his interest.

Carnage chuckles, "Ohohoho. Sounds tempting. Never massacred other worlds before. But why so interested in the death of my baby? I thought Venom wanted to protect it or something."

"Things have changed." Venom claimed, "The host of Toxin, the name I have given my grandchild, has become allied with Spider-Man, but I wanted her as an ally AGAINST the webbed one. Its host might corrupt it to be rebellious and hungry for power, and it might pick up on Spider-Man's annoying sense of morality. It is young after all. Naïve. Purposeless. It could EASILY become the strongest symbiote on this planet. The slayer of ALL symbiotes on this world. And worse of all, a hero. It must be stopped. Killed. Crushed!" He explained.

"My Queen." Symbiote Rouge interrupts the conversation, descending next to her new master.

"Who's this now?" Carnage questions the new arrival.

"My newest pawn." Salem answered, "Rouge the Bat, yes? Why is it you have interrupted me?"

Rouge holds out the purple Chaos Emerald to surprise her master, "To hand you this."

"A Chaos Emerald? I have been searching for this." Salem takes the emerald from her servant. She gazes at the beautiful gemstone with a smile, "It all starts with this…A miracle gem that produces infinite power…MUCH more valuable than the Relics of Remnant. Where are the remaining six?"

"Shadow has them. Unfortunately, I had to leave him. My new host was struggling against me, but I have her under control now." Symbiote Rouge replied.

"To think all seven Chaos Emeralds were under my nose the entire time, and ripe for the picking." Salem smiled, "Rouge…Tell me everything about Shadow the Hedgehog. In the meantime, Carnage…" She stares at the serial killer, "You will lead my forces against the heart of the Resistance. IF we have a deal."

"Hmmmm…That's YOUR deal. What does Daddy have to say about this?" Carnage remarks, thinking over his decisions while staring at Venom.

Venom sighs deeply, "…Carnage. Son. I never thought I'd say this but…How would you feel about a temporary, a VERY temporary, alliance with your old man?" He proposed to his son to join forces to kill Toxin once and for all.

BGM End

BGM-Shadow the Hedgehog OST-Main Menu

KFX Here: Rouge is lost, and now Shadow is taking this invasion personally. But hey, at least you've learned Salem's backstory in this remake. Most of it anyway since it was just a plot to further turn Spider-Man into the dark side.

Next Time: Protect and serve! The Ultimate Symbiote, Toxin awakens!

Remember: I have a forum page! Link can be found on my homepage or search for the "United Heroes Series" forums!

BGM End