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

Spider-Man: Look out! It's your friendly neighborhood Spider-Man! We overpowered Salem, only for her to snap and tap into a whole new world of rage boosting her power, losing control of her symbiote in the process. It's the Symbiote World giving her power, and Shadow has a plan to destroy it using the Eclipse Cannon. It won't be long until the symbiotes corrupt our worlds and then the entire universe! I have to keep fighting, and end this nightmare for the sake of everyone!

BGM End

Finale: Symbiote Dimensions (Part 4)-Final Sacrifice

Space Gadget Zone, Space Colony ARK

BGM-Shadow the Hedgehog OST-Forth Into the Black

The God of Darkness teleported himself and Ozpin to an outer section of an advanced space station orbiting Mobius known as the Space Colony ARK, the birthplace of Shadow the Hedgehog and home to the powerful Eclipse Cannon. Ozpin glances in awe of the space station and is surprised that the artificial atmosphere is allowing him to breathe. He looks down at Mobius, which is still covered with symbiotic roots from Symbiote World, and is shocked to be staring at the planet in space.

"This…is the Space Colony ARK? It is more impressive than I imagined." Ozpin commented.

The Dark God responds, "This is not the time to be messing around. The balance of the universe is at stake. Shadow the Hedgehog requires that I summon the mortals, Sonic and Tails, to aid us."

"Can I request that you also summon Ruby Rose and Weiss Schnee? I fear for their safety after I left so abruptly." Ozpin requested from his god.

The Dark God scoffs in annoyance, "Fine. And that will be enough requests." He conjures four purple spheres in front of them, and from each of them, warps Sonic, Tails, Ruby, and Weiss to the ARK, much to their mutual confusion.

"Huh?! What the?! I was just fighting symbiotes! How did I get here?!" Sonic remarks in confusion, glancing around.

"Sonic?!" said Ruby, getting his attention.

"Ruby? What are you doing here?" Sonic asked her.

"Where IS here?! Are we in space?! How are we breathing?!" Weiss retorted.

"This is the Space Colony ARK, but why?" Tails wondered.

"Because we need your help to destroy the Symbiote World!" said Ozpin, getting the shocked attention of the young heroes.

"Professor Ozpin, you're okay! And who's that with you?" asked Ruby, staring at the God of Darkness next to her professor.

"I am one of your Gods. And your eyes share the same light as my brother's. It is just like him to leave a few humans with portions of his power." said the annoyed Dark God, leaving the young huntress tilting her head in confusion.

Sonic steps forward, "Forget about her eyes. What's this about destroying the symbiote planet?"

"Currently, Shadow and Spider-Man are fighting Salem on that alien world, but she has grown too powerful from the natural environment. In order to stop her and destroy the roots that have wrapped our worlds, Shadow devised the idea that we use the Eclipse Cannon to destroy the Symbiote homeworld, once he has teleported the Chaos Emeralds to us." Ozpin informs the D-Avengers.

Weiss's eyes widen in surprise, "W-We're going to destroy an entire PLANET?! Is Shadow insane?!"

"Nah. He did the same thing to destroy the Black Arms' comet a while ago. Very fitting we end this invasion the same way." smiled Sonic, replying to the shocked heiress.

"What about Spidey and Shadow? Won't they get caught in the blast?" asked Ruby, leaving herself and her headmaster worried.

"It's Spidey and Shadow! They'll be okay." Tails assures them with a hopeful smile.

"We must make haste! Time is of the essence!" The Dark God rushed them.

Sonic scoffs with a smirk, "Time may fly, but I'm even faster! Try to keep up, Mr. God! We'll get to the control room in no time flat!" He revs up his feet and speeds off at supersonic speeds, leading his friends through the ARK towards their last hope to stop the symbiote invasion.

BGM End

Meanwhile on Symbiote World…

BGM-Naruto OST-Sneaking Nightmare

Spider-Man lies unconscious in his normal form near the powerless Cosmic Emeralds atop of the Symbiote Castle. With his ally defeated, only Super Shadow remains to confront the rage-empowered Symbiote Goddess Salem on that same rooftop. The golden hedgehog scowls at the symbiote witch, who shows her monstrous fangs as she chuckles at him.

"Seems like all your efforts up until now have been for nothing, eh Shadow?" Dark Salem mocks him with her devilish smile, "Spider-Man is down for the count. Only you…are left standing."

"You…You've been hiding your true power from the beginning of this fight. Being on this world had awakened the symbiote's full potential." Super Shadow deduced correctly.

Dark Salem laughs mockingly, "Didn't I say as much earlier? For being part-alien, I thought you would've figured that out before then. Yes. My powers have been soaring higher than ever before. This world has been catalyzing my strength. Amplifying my hive-mind. Making it easier to control my army of symbiotes that have nearly conquered your worlds. Even if by some 'miracle' you defeat me, it would be too late to save them. You have lost, Shadow the Hedgehog."

"Don't get ahead of yourself. Black Doom said much of the same thing. You will SHARE his fate!" Shadow quipped coldly, powering his golden aura up to impressive heights.

BGM End

BGM-Shadow the Hedgehog OST-Black Doom

Super Shadow warps towards the witch and strikes her with an uppercut that sends her flying towards the sky, then instantly follows up with a flurry of powerful attacks before smashing her to the ground with a powerful double axe handle. "Chaos Control!" He warps to her position before she crashed and continues his light-speed assault across the area, then knocks her back to the sky with a backflip kick.

Quickly, Dark Salem brakes in the air with an annoyed scowl, "That's it!" Shadow was about to deliver a flying punch when Salem dodges it and traps him in a magical sphere, then grabs him with tendrils from her being that spins him around before throwing him onto a mountain at brutal speeds.

Taking a moment to recover, Super Shadow shivers in pain before forming a taunting smirk directed at the witch, "Is that the best you got?" He bursts with energy that was powerful enough to shatter the mountain, giving him room to unleash a massive onslaught of Chaos Spears at Salem, who easily dodges them all with a smile as she makes her way towards Shadow. She swings her Necrosword to clash with Shadow for a moment until she found an opening that allows her to smash him to the ground. Shadow fiercely lands on his feet and looks up at Salem and notice she is up to something, "What?"

Salem raises her hand to the sky and chants, "Meteors of heaven, unleash thy fury!" to cause the cloud and several others gather above them around some sort of opening up into them. As the clouds circle the opening for a few seconds, a storm of meteorites fall onto the battlefield. The meteor shower devastates the land, causing destruction that nearly decimates Symbiote Castle and the unconscious Spider-Man. Shadow swiftly dodges all of the meteors at high speed, while Salem points her sword at him while charging up a humongous sphere of red energy with streaks of black electricity, "This is the ultimate magic, lost to humanity that only the Gods are allowed to wield. ULTIMA!" She shouts as she fires the massive energy sphere down at Shadow.

BGM End

Super Shadow stares calmly at Ultima, which is seconds away from colliding with him. The hedgehog uses Chaos Control to warp away from the blast, which collides with the earth and explodes with so much power that it leaves behind a very deep, and very wide crater that could've destroyed the planet if it tunneled to the planet's core.

BGM-Shadow the Hedgehog OST-Chaos Control

Suddenly, Shadow appears above Salem and smacks her to the ground. He lets out a growl while charging up to full power, then puts his hands towards the grounded witch with a smile. "You're going straight to hell!" He fires a barrage of small blue bolts that nearly blew away the surrounding symbiotes whilst creating a massive dome of energy where Salem is lying. "CHAOS…" He charges up a large yellow lightning bolt in his hand, "SPEAR!" then throws it down at the energy dome, causing it to massively explode.

BGM End

BGM-Sonic Adventure 2 OST-Suitable Opponent

Shadow smiles, chuckling a little as he believes that attack severely wounded the immortal witch. Suddenly, a massive tendril is drawn up from the planet and grabs the surprised hedgehog from below. While he struggles to free himself, Dark Salem ominously rises from the rubble as her wounds quickly heal. She chuckles as she waves her Necrosword as if she is conducting a symphony. In actuality, she is opening multiple portals with her dragon emblem around the entrapped hedgehog, and out of those portals emerge multiple energy spears. "You still haven't grasp what I have become? In this Symbiote Goddess form, I am PEERLESS!" She proclaimed as the spears rain down on the hedgehog, slamming him to the roof of Symbiote Castle where he nearly loses consciousness.

Dark Salem flies at high speeds towards the incapitated hedgehog with the intent to finally kill him with a strike from her Necrosword, "Vanish forever, rodent!"

Out of nowhere, a web ball intercepts and blinds her, halting her attack. Salem furiously rips off the webbing and turns to the being who webbed her, and to her shock, it was from a weakened Spider-Man who had just awakened, "Hey…Remember me?" He jokingly asked while standing near the drained Cosmic Emeralds.

"What? You are still alive?" Salem questioned.

Spidey chuckles at her, "Can't rid of me that easily…It pays to have a Semblance that boosts my healing factor." He quips, having used his Battle Focus Semblance to heal himself.

Salem shivers in stunned shock, "But how…How can you be up again? Where does that strength come from?"

"It comes from the promise I made…That I'd come back to her. To my friends. Right after I beat the alien off of you! I won't die until the people I love are safe!" said Spider-Man, reminiscing the promise he made to Mary Jane.

Hearing those words triggered an emotion that Salem rarely feels, if ever. Her eyes twitch constantly while her face forms a crazed fanged smile. Her hands are clenched so strong they bleed. Her forehead forms a visible vein that looks ready to burst with rage. She slowly loses her mind as she chuckles evilly, "You and your promises…You and Ozma…You're both alike…Thinking about others before thinking about ME…" She charges up her Necrosword while furiously pointing it at the weakened webslinger, "THEN ALLOW ME TO END YOU THE SAME WAY I DID TO HIM BEFORE!"

A massive blast of fire from the Necrosword engulfs Cosmic Emeralds and Spider-Man, while he shouts, "AAAAAGGGGH!"

"SPIDER-MAN!" shouted Super Shadow, as he is too late to save him.

BGM End

But all of a sudden, a colorful white light erupts from where Spider-Man was standing with enough force to blow away Salem, much to her stunned surprise, "What…is this…?"

Just then, the powerless seven Cosmic Emeralds float around the light. Each emerald start absorbing the flames and glow, one by one. One of the Cosmic Emeralds glows white. One of the Cosmic Emeralds yellow. Then green. Then turquoise. Then blue. Then purple. And finally red.

BGM-Sonic X OST-Super Sonic

"What the…?!" said Super Shadow, as he and Salem are both stunned and confused by this sudden phenomenon.

Suddenly, the reenergized Cosmic Emeralds converge into the light and instantly cause it to disperse to reveal Spider-Man in his Ultimate, Cosmic Form, wearing a silvery white-and-black MCU Iron Spider Armor with silver accents and lenses that glow blue while his body is constantly surrounded with a rainbow aura. "Okay…THIS is a pleasant surprise." Cosmic Armor Spider-Man quipped.

"HOW?! I absorbed all of the Emeralds' energy!" Dark Salem remarks in horrified disbelief upon witnessing his surprising cosmic transformation.

"You only absorbed their NEGATIVE energy!" Cosmic Spider-Man retorted, "The Cosmic Emeralds responded to my thoughts. Reacted with my will to never give up and absorbed YOUR energy to replenish theirs! Looks like your little reenactment backfired, Sally!" He mockingly stated to her, while swiftly using his newfound powers to fully heal Super Shadow for the final showdown.

BGM End

BGM-Sonic Adventure 2 OST-Live and Learn (2007 Mix)

Dark Salem slowly hovers away in fear of the empowered heroes as she is losing confidence in herself. "Shall we put an end to this Salem witch trial?" asked Cosmic Spider-Man, standing with Super Shadow side-by-side.

Super Shadow smiles, "Obviously."

Suddenly, Shadow warps out of sight as Spidey moves at light speed, instantly appearing behind Salem before she blinked. He kicks her to the sky and immediately follows up with a cosmically-charged upward kick, further sending her flying up the air. Shadow warps above and hits her with a devastating flurry of kicks, ending with a kick that sends her flying towards Spidey. He instantly punches her back at Shadow, who kicks her up towards a teleporting Spider-Man that immediately slams her with a powerful energy blast that smashes her through her castle until she craters the castle grounds.

While Salem is lying down in her own, both superheroes are hovering directly above her and charging up their own energy blasts. "Take this!" said Spidey, before both he and Shadow shout "HA/HA!" and launch their respective energy blast down. The twin energy blasts then merge into one massive blast as it is nearing Salem, who noticed in mere seconds before collision and warps to the sky for safety.

Salem scowls furiously, "I will NOT lose to the likes of you!" She imbues her hand with magic, then thrust it at a nearby river for a special purpose. She makes an upward gesture with her hand to call upon something powerful from the depths of the river. Suddenly, a colossal Symbiote Dragon erupts from the river, and it looks different from a normal Symbiote Dragon. It is the Super Symbiote variant, with large, transparent green wings and red shinning accents around its body, as well as having three eyes on each side of its face and a mouth filled with fangs that when it opens to roar, it splits into three sections.

"That's no ordinary pet dragon." quipped Cosmic Spidey, as he and Shadow are surprised by its eruptive reveal.

"It is the WORLD KILLER! A fiery beast of ULTIMATE destruction left behind by the King in Black! It is the weapon that will END you and your WORLDS!" Dark Salem retorted.

"GRAAAAAAAAAAH!" roars the World Killer, flying towards the heroes and unleashing massive energy blasts from its mouth that creates havoc and destruction in the surrounding area, even obliterating Symbiote Castle in the process.

"We do not have TIME to play with your pet!" Super Shadow says while dodging the dragon's energy blasts.

"Then allow US the opportunity!" A certain Thunder God quipped.

Suddenly blitzing into the scene is Thor wielding his hammer and the God of Light in his dragon form. The light god flies around the World Killer while repeatedly blasting it with energy beams from his mouth, giving Thor enough time to charge up his energy and summon a massive lightning bolt that severely weakens the dragon.

"Thor! And the God of Light! You're both awake!" Cosmic Spidey remarked.

"It was the light of your heroism that revived us. It is that same Light that Salem and her Symbiotes fear, and why she sought us to their corruption." The Light God responded.

"Leave the dragon to us, Spider-Man. You and Shadow SMITE the witch with all of your power!" Thor ordered the mortals.

Super Shadow smirks, "Don't need to tell us twice. We know how to finish her this time."

As the mortals rush towards Salem with all of their might, the Gods fly down towards the World Killer. The symbiote dragon fires an energy beam at the gods, who swiftly dodge it as they fly closer to it. With a loud battle cry, Thor smashes his hammer down onto the dragon's head, staggering it before hurling his electrified hammer across its face to really hurt it. The Light God roars while blasting the monster until it had enough, forcing it to fly away and counter with a sweeping mouth blast that painfully knocks away both deities.

"This dragon is more formidable than imagined." Thor comments on the monster's impressive strength.

"This creature was formed a primordial darkness that eclipses that of my brother's." The Light God noted.

"Then let us shine the bright light within its foul dark!" Thor responded.

The Thunder God powers up, enveloping himself in a godly electrical aura. The Light God charges up, surrounding himself with a divine aura of light. As the World Killer monstrously roars at the gods, Thor shouts, "HAVE AT THEE!" and flies down alongside the Light God towards the monster. The World Killer unleashes a humongous energy beam at the gods, but it was blocked by their auras and Mjolnir being thrusted forward. The gods use all of their strength to push the beam back into the dragon's mouth as they invade it. And once they were in the stomach of the dragon, the gods unleash all of their godly energy to ultimately obliterate the World Killer from within.

Witnessing the destruction of the World Killer from afar, Dark Salem furiously shouts, "No! No, no, no, no, no, no! Why do the Gods continue to make me SUFFER?!"

"You brought it all to YOURSELF!" Cosmic Spidey retorts as he delivers a stunning flying punch to her face, then proceeds to assault her with a flurry of lightning-fast berserker punches that continuously push her back, "You spent your immortal life acting like nothing but a selfish woman that REFUSE to accept the truth of reality! Pinning the blame on others instead of yourself! I KNOW what it's like to lose someone! To lose family! I sympathize losing the love of your life…" He then hits her with a roundhouse kick that pins her to a mountain, "But I will NEVER drag innocent people to destruction JUST to escape my own sorrow!" He unsheathes and raises his right energy stinger into the air, drastically increasing its size to deliver a final, devastating horizontal spin slash that cuts through Salem and the whole mountain, causing the latter to explode and blow away the former.

While Salem desperately regenerates her body, Super Shadow warps towards her and devastates her with his own assault of brutal attacks that pushes her across the planet while saying to her, "You and Professor Gerald are the same. Both started as kind individuals that descended into madness and tried to destroy the world as an act of revenge. I swore to Maria I would give the people a chance to be happy. And that means ending YOU!" He vowed while delivering a brutal roundhouse kick that smashes the witch through several mountains.

While Salem is flung through the last mountain, both Super Shadow and Cosmic Spider-Man warp behind her from an appropriate distance. Shadow takes off his limiters and taps into his full power, putting his right hand to his side and forms a red energy sphere as he says, "Super Chaos…"

Meanwhile, Spider-Man puts both of his hands forward, creating two electrically-charged blue energy spheres and then towards his side, "Borrowing your move, Spider-Woman, with a cosmic upgrade! Cosmic Venom…"

"BLAAAAASSST/BLAAAAAASSST!" shouted the superpowered duo, firing off their respective beams that quickly combine into one humongous, devastating electric energy beam.

The split-second Salem noticed the blast coming to her, she painfully blocks it with her Necrosword and her remaining power, "A-Agh…T-This…can't be!" She struggles to block it while being pushed back. Her Necrosword starts disintegrating as she slowly loses the struggle, "Ugh…Ngh…!" And then she lets out a loud yell, "N-NOOOOOOOO!" as the blast ultimately consumes her and seamlessly reduces her into nothing along with her symbiote.

BGM End

With Salem finally out of the way, Super Shadow reequips his inhibitors while Cosmic Spidey lets a big sigh of relief and relaxes in the air for a moment, "Whew…"

"I see you are victorious." said Thor, approaching the mortals alongside the God of Light in his humanoid form.

"More or less. Our positive feelings overpowered her negative attitude and eradicated her symbiote. She's still immortal, so it's only a matter of time 'til she regenerates." Spidey quipped.

"Long enough to blow up this planet." Super Shadow responded.

"Wearedoingwhatnow?" Spidey responds with straight confusion, as he wasn't informed of Shadow's plan to destroy Symbiote World.

Ignoring the webslinger, Shadow touches his earpiece to contact Ozpin, "Ozpin! Have you reached the control room?! Salem is DOWN for the moment! This is our only chance to destroy the Symbiote World!"

'We've just arrived! Tails is calibrating the cannon's systems!' Ozpin responded.

"Good! Sending you the Chaos Emeralds now! And don't worry about us! Thor and the God of Light have recovered and will send us back to Earth." Shadow told him.

Ozpin sighs in relief, 'Thank the gods.'

Shadow lets go of his ear and looks at Spider-Man, "Are you ready to put the past behind you?"

Spidey shrugs, "Guess so, but keep me updated the next time you have an insane plan to blow up a planet."

BGM-Shadow the Hedgehog OST-The Messiah

Super Shadow spreads out his hands and lets the seven Chaos Emeralds orbit him. "CHAOS CONTROL!" He shouted, teleporting the Chaos Emeralds to the ARK.

Central Control Room, Space Colony ARK

Meanwhile, Sonic's group arrived at the central control room on the ARK. While Tails interacts with the main computer to have the Eclipse Cannon target Symbiote World, the seven Chaos Emeralds suddenly appear in the room, much to everyone's surprise.

"The Chaos Emeralds!" Sonic remarked.

"Let's hurry and put them in!" Ozpin hurried.

Sonic, Ozpin, and Weiss rush to insert each Emerald into their special slot until all seven were inserted. The Chaos Emeralds glow one-by-one, quickly charging the Eclipse Cannon to maximum power.

"Transferring power from Chaos Emeralds to Eclipse Cannon! Energy levels rising to 100% maximum output! Target Symbiote World dead ahead!" Tails announced.

Ozpin smiles while gently touching Ruby's shoulder, "Care to do the honors, Ms. Rose? I know you have an affinity for weapons."

"I get to operate the biggest weapon in the universe!?" Ruby smiles while squealing with excited glee as she approaches the button that'll fire the cannon, "This is so gonna be awesome! Eclipse Cannon, FIRE!" She smilingly slams her fist on the button.

From the outside, the nose of the ARK opens, revealing itself to be the infamous Eclipse Cannon. It charges up incredible amounts of green energy, then fires it as a massive energy beam that tunnels through Symbiote World until it reaches and destroys the planet's core, shattering it to pieces. And with Symbiote World destroyed, its roots fade away from the planets Earth, Mobius, and Remnant that they were inhabiting, crippling the invasion force.

BGM End

"ALL RIGHT! The Symbiote World is destroyed and its roots are disappearing!" Tails exclaimed happily, having watch their destruction from a holographic screen.

"I CAN'T believe what I just saw. You blew up a planet!" said Weiss, giving a stunned look at Ruby.

"And it was so COOL!" Ruby expressed.

Sonic smiles at the scarlet huntress, "Nice job! That should end the invasion once and for all!"

"Indeed." Ozpin smiles in agreement.

The only one not celebrating their victory is the God of Darkness, who stoically stands near the mortals while muttering to himself, "If that is so, then why do I still sense the symbiotes taking orders…?"

Ruins of Symbiote World

The Symbiote World has been reduced to nothing but floating space debris with no survivors whatsoever. No one, except for Salem. Her ashes float in space until she reforms into her normal form thanks to her immortality. Unfortunately, her temporary death did not regenerate her symbiote and has left her completely powerless. She floats aimlessly in the vacuum of space, suffocating endlessly with the lack of oxygen. As she loses consciousness, she catches a glimpse of Cosmic Spider-Man warping to her location.

New York City, Earth

Cosmic Spidey used his powers to warp himself and Salem onto a rooftop at his hometown, where they meet up with Thor, the God of Light, and Shadow in his normal form. Salem coughs her awake while breathing in the oxygen. She finds herself on her knees, weak, while looking up at the wallcrawler that went out of his way to save her.

"Why…Why did you save me…after all I have done?" Salem asked sincerely.

"You've suffered enough." Spider-Man replied, much to her genuine shock, "But you still have to pay for your crimes. I'm sure you've noticed by now that you lost your magic."

"It…" Salem looks at her right hand and tries to conjure up a magical sphere, only for it to immediately vanish into mist, "What? How?"

"The consequence of losing control of your own power. You were stripped of your magic, and Shadow and I's positive energy neutralized your angry Grimm powers. Not to mention that your symbiote was destroyed in the blast. You're still immortal, but now completely powerless to do any harm ever again." Spidey explained.

Salem scowls angrily at him, "I thought you said I suffered enough! You have the powers of a god! Rid me of my immortality and kill me!"

Spidey shakes his head, "That's NOT how I roll. Thought you already knew that since you've been so interested in me. I'm not a god that decides who lives and who dies, but the actual Gods made you immortal for a reason. To learn the importance of life and death. And until you learn that lesson, you'll be imprisoned in a special tower in the Negative Zone for the rest of your life. But I promise to check up on ya a lot more than your dad, 'cause I'm nice like that."

Salem growls furiously as she stands ready to attack him with a punch, "Do not mock me-!" Calmly, Spidey grabs her fist and webs her mouth to silence her, then humorlessly spins her around while wrapping her with webbing before she falls unconscious.

"Be grateful I didn't splash water on you. I'm already going to be super busy cleaning up the mess you left on our worlds." Spidey quipped.

"Speaking of…" Shadow looks down at the streets and spots hordes of symbiotes on a rampage, "Why are the symbiotes still alive? We destroyed their hive-mind and their homeworld."

"Because Salem WASN'T the central-host, but believed she was." The God of Light proclaimed, much to everyone's shock.

"Nay? Then who IS leading this rampage?" Thor questioned.

Suddenly, Spidey facepalms upon a realization, "Oh, DUH! I'm so stupid! How did I forget?! It's Venom! Salem's symbiote came from HIM! HE's the real mastermind! He's just been using HER as a figurehead. We've been so focused on Salem that we completely forgot this whole invasion was caused by pieces of the Venom Symbiote."

"If we can take down Venom, we can take them all down at once! How come the New Avengers haven't destroyed him already?" Shadow remarked.

"You saw how big he was! Not to mention Carnage was with him with insane magic symbiote powers!" Spidey retorted. "We need to hurry back to the Tricarrier! It won't be long 'til I lose my Cosmic Form!"

Thor starts spinning his hammer, "I will assist you in any way I can!" He turns to the Light God, "I know you are the type of god that usually doesn't involve themselves directly with human affairs, so may I request you stay here and watch Salem until we return?"

The Light God nods solemnly, "I accept. I should have enough power left to keep her from running amok." He said while holding onto the webbed Salem, feeling drained of most of his energy from his fight with the World Killer.

"Let's hurry! Chaos Control!" shouted Spidey, warping himself, Shadow, and Thor to the Tricarrier to at last deal with Venom and Carnage.

SHIELD Tricarrier

BGM-Ultimate Spider-Man (Game) OST-Mega Battle

"WHY? WON'T? YOU? STAY? DOWN?!" asked Toxin, in the middle of furiously beating on Devil Carnage. She strikes from underneath his chin with a bouncing upward kick, then immediately comes down with a slamming fist across his head and hits him with a flurry of devastating punches until she knocks him down.

Thinking he's down for the count, Cinder walks away from her symbiote father, only for him to quickly stand with a ferocious roar that annoys her. As he lunges at her while saying, "You can't kill me, baby girl-!" Cinder ignites her right fist, turns around to counter with a fiery uppercut so strong and devastating that she literally punched Cletus Kasady right out of the Carnage Symbiote. And while Kasady is left unconscious, Cinder burns the Carnage Symbiote to its death.

Cinder pants in exhaustion while holding onto her tired arm, "You're a born loser, father." She mocked the unconscious Cletus, then turns at the New Avengers still fighting Mega Venom, "Carnage is DOWN!"

Just then, Mega Venom flaps his massive wings to unleash a continuous blast of wind to push all of his enemies backwards. Luke grunts with a scowl, planting his feet to the ground while blocking the massive winds hitting his body, "That's great! Now we just need to beat this big pain in the ass!"

"We threw everything we have and it's still not enough!" Blake shouted.

"Not everything!" Cinder looks at one of the Tricarrier's giant gun turrets. She leaps near it and fires a webline onto it, then uses all of her strength to turn it at the snarling Mega Venom. "Moon Knight, NOW! FIRE! FIRE!" She hurried him.

Quickly, Moon Knight interacts with his holographic computer projecting from his gauntlet to fire the turret, hitting Mega Venom with a devastating shot that obliterated his wings and caused him to scream while nearly falling off the Tricarrier, barely hanging on the edge of the ship. "It's not enough! We must find a way to SHATTER him into INDIVIDUAL symbiotes!" Moon Knight shouted.

BGM End

"Individual? How are we going to pull that off? He's merged with an entire city's worth!" Winter retorted.

Rouge sighs, "Why do I get the feeling fighting Salem would be easier?"

Suddenly, Spidey's group is warped onto the Tricarrier. "Because you'd probably be right." Cosmic Spidey quips while reuniting with his surprised friends.

"Spider-Man! Shadow! And Thor?! Are we glad to see you!" Captain Marvel smiled at the friendly arrivals.

Yang happily runs to her ex-boyfriend with a smile saying, "And you're in your Cosmic Form."

Suddenly, Spidey loses his Cosmic Form and turns back to normal, "Uh oh. Not anymore. Must've used a lot more power than I thought. Just my luck."

"What happened to Salem?" Cinder asked.

"She's defeated and in custody." Shadow announced.

"Salem is defeated?" Raven remarks in shock, widening her eyes as she didn't believe Salem could ever be defeated until today.

"So I'm guessing you guys were responsible blowing up the alien planet." Rouge grins at the black hedgehog.

"With a little help from Ozpin." Shadow responded, "But forget about that. Our main concern now is Venom. This whole invasion started with his symbiote. If we destroy him, the invasion will end with him!"

Qrow says, "We've tried everything! Problem is his body is too thick for even our strongest attacks to keep him down for long."

"I can sense that Venom is imbued with some energies of the Cosmic Emeralds. Must have absorbed them from Salem through their connection." Thor sensed, claiming that is why Venom is incredibly tough.

"We have to finish this NOW. Humanity on each world is on the brink!" Dr. Strange proclaimed.

Spidey spots one of Mega Venom's hands clinging from the edge of the ship, "Nice trick with the turret. He's not staying down…" He rubs the back of his head while thinking of an idea, "Hmm…Maybe we can get help from the inside."

Cinder looks at him with a curiously raised eyebrow, "From the inside? What are you planning?"

"Take Kasady and go. Thor will get all of you off the ship. I need to have a chat with my bro." Spidey ordered while glancing at her.

BGM-Spider-Man: Web of Shadows OST-Track 16

The amazing wallcrawler takes a few steps forward and stands alone between his greatest nemesis and his amazing friends. He cups his hands around his mouth while shouting at Venom, "Brock! Eddie! EDDIE! I WANT TO TALK TO YOU! THE REAL VENOM!"

Instantly from hearing the voice of his most hated enemy, Mega Venom roars, "GRAAAAAAAAH!" while lunging from the edge of the ship towards Spider-Man, who narrowly jumps away from his giant teeth and land on the ship's turret. "WE DO NOT LISTEN TO BROCK. IT WOULD SEEM SALEM HAD FAILED IN HER TASK. WHAT A USELESS PUPPET."

"WHAT ARE YOU DOING?!" Blake shouted at the webslinger.

Spidey ignores the faunus while focusing on Venom, "Come on, Eddie! Look at what you've become! All that have SUFFERED because of YOU!"

"GRAAAAAAAAH!" roars Mega Venom, furiously slamming his fist down on Spider-Man and would've destroyed him along with the turret if he didn't dodge it.

While Spider-Man swings away from Mega Venom, Thor opens the Bifrost for his allies, "Hurry! Into the Bifrost!"

All of the heroes that were onboard the Tricarrier rush to the Bifrost as it warps them to safety. While Mercury drags the unconscious Kasady into the rainbow teleporter, Emerald notice Cinder swinging towards the opposite direction. "CINDER! Where are you going?!" Emerald shouted at her.

"GO! I have to finish this myself!" Cinder retorted, ordering her thieving friend to escape through the Bifrost.

Meanwhile, Spider-Man lands on the edge of an engine and nearly falls inside. Just as he regains his balance, he finds that Venom has found him and is ready to deliver another killing blow. "OVER HERE!" shouted Cinder, quickly getting Peter's attention from the outer wall of the command deck.

Spider-Man web-zips away from Venom's killing blow and meets with Cinder. "What are you still doing here?!" He asked her.

Cinder retorts, "Eddie's my friend, and I made a promise to STOP him if he gets out of control!" She turns away from him to goadingly shout, "YOU HEAR ME, BROCK?! This is that moment! SHOW YOURSELF!"

"Come on, Eddie! You want me?! I'm right here! COME GET ME!" Spidey taunts his rival to reveal himself.

As the duo hears the thunderous movements of Mega Venom approaching them, they spot the real, smaller Venom crawling up the wall to meet with them after hearing their voices call him out. "Eddie, it's you! The real you!" Cinder noticed sincerely, also noticing the strand on the back that is connected to the giant symbiote that had been controlling him the entire time.

Eddie weakly speaks, "Cinder…Parker…I'm…going…to…"

"WHAT?! Destroy EVERY innocent life on our worlds?!" Spidey retorted angrily.

"I…can't…STOP IT!" Eddie admitted, just as Mega Venom arrives behind him.

"GRAAAAAAAAH!" roars Mega Venom, clapping his massive hands in an attempt to kill the Web-Warriors.

Quickly, the webslingers web-zip away from his clap to the tallest point of the Tricarrier, where Mega Venom immediately confronts them again with a feral snarl. Toxin launches a continuous barrage of fireballs at Mega Venom to keep him at bay. Meanwhile, Spidey notice Brock had jump on a walkway below him. "So tired…Help…ME…" Eddie pleads to be rescued, while slowly being dragged by the tendrils attached on his back towards the giant Grimm-Symbiote, which wants to reabsorb him again.

Quickly, Spidey drops down and pulls out his hand for Brock, "Take my hand!"

"Peter…Bro…" said Eddie, desperately reaching out for his friend's hand but he keeps being pulled away by Mega Venom whenever he's so incredibly close.

"C'mon, Eddie! I've conquered the darkness within me! You can too! You've GOT to break free from the symbiotes! Only YOU can destroy them! Only YOU can destroy Venom! Think about our parents! Think about all the innocent lives that are at STAKE!" Spidey pleads with his friend to undo his bond with Venom once and for all.

In response, Eddie musters all of his strength in a final push to free himself and stop the symbiotes. "I can't…get rid of them!" Eddie proclaimed.

"What are you DOING?!" Spidey asked.

"Get…OUT OF HERE, PARKER!" shouts Eddie, uppercutting the screaming wallcrawler off of the walkway.

"What?" Cinder noticed his action and quickly jumps down to confront him, "What was that all about?"

"This is all my fault…I must atone for my sins…Keep…your promise." Eddie said, requesting to be killed by his love interest.

Reluctantly, Cinder forms an armblade and readies herself to kill her best friend, but hesitates. "I…I can't!" She puts away her armblade while retracting her symbiotic mask with a sadden look, "I CAN'T, Eddie…I love you."

Retracting his symbiotic mask, Eddie reveals his sadden stare and somberly says, "I know." He then kisses Cinder on the lips, which she immediately embraces as they share one final, passionate moment.

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Right after their kiss, Brock grabs her by the arm and hurls her off of the walkway while shouting, "Now GO! AND LIVE A HAPPY LIFE!"

"EDDIEEEEEEEEEE…!" Cinder yelled.

"Sayonara, Cinder Fall…" sincerely said by Eddie, while putting back on his mask. He stares at an engine and fires a webline into it, pulling himself to crawl along the webline. "That's right! My flesh…My mind…My heart. Time to die…like a man!" He said, pulling away from Mega Venom as it desperately tries to stop him.

Mega Venom roars defiantly, "GRAAAAAAAGH! GRAAAAAAAAAAAAAAAAH…!" while its host silently crawls into the engine, committing suicide that causes the engine to explode.

The engine explosion sends the Tricarrier down towards the Hudson river. Fires burst from all around Spider-Man and Cinder as they desperately run along the exploding ship. "This ship's about to blow! WE GOTTA MOVE! WE GOTTA MOVE!" Spidey shouted frantically.

The Web-Warriors fire weblines to swing off of the crashing Tricarrier. The only living thing remaining on the ship is Mega Venom, furiously roaring, "RAAAAAAAAAAAAARRRGGH…!" to the very end as the Tricarrier explodes in a massively powerful fashion over the Hudson.

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BGM-Shadow the Hedgehog OST-Finale

The instant Mega Venom died with the Tricarrier, every symbiote across Earth, Mobius, and Remnant were seamlessly purged from their hosts. And from across each world, civilians raise their arms and cheer in victory, celebrating the end of the Symbiote Invasion.

From the streets of Manhattan, the New Avengers and their outworldly allies watched the destruction of the Tricarrier and Mega Venom. Thing lets out a big happy, "ALL RIGHT! He did it! The Symbiotes are destroyed!"

Rouge smiles, "Spidey really put on quite a show!"

"I wonder if he's okay…?" Blake questions his survival.

Yang smiles at her partner, "Come on, there's no need to worry. He IS the Amazing Spider-Man!"

"What about Cinder?" Emerald questioned in worry.

"I'm sure she's okay too." Mercury assures his partner with a smile, which cheers her up.

Meanwhile at the Space Colony ARK…

The monitors show the destruction of Mega Venom and the end of the Symbiotes and their invasion, causing Sonic's group to celebrate of their absolute victory. "Spidey's the MAN!" exclaims Sonic, sharing a smiling high-five with Tails.

"We ended an alien invasion! I can't believe it!" exclaims Ruby, sharing a victorious hug with Weiss.

"To think humanity was saved by the mortal who caused the catastrophe. Edward Brock sacrificed his own life for the good of his kind. Perhaps I have underestimated the potential of the human spirit." The God of Darkness said in a private discussion with Ozpin.

"Never giving up until the end, no matter the circumstances…And never allow past mistakes define your future…That is what these heroes have taught me." responded Ozpin, smiling behind the celebrating young heroes, "From today onward, I will work harder to build a peaceful, brighter future in order to atone for the sins of the past. Will you and your brother help?" He asked the Dark God.

"Maybe we will." The Dark God responded.

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Meanwhile on Earth, at the Hudson River Docks…

Spider-Man and a maskless Toxin stare at the river in concern. Shadow warps to the docks and approaches their side, somberly asks, "Will you two be alright?"

"Yeah…" Peter replied somberly, without facing the hedgehog.

Cinder continues staring at the river in stoic silence, processing Eddie's death. And once she proceeded the death of her lover, she breaks down into tears and cries her heart out. Peter offers to hug her, which she accepts as she continues crying on his shoulder. The trio stand together at the docks, mourning the loss of Edward Brock Jr.

BGM-Shadow the Hedgehog OST-Main Menu

KFX Here: Ignoring the upcoming epilogue, the remake of Web of Light and Shadow is done! I had a great time writing this remake! Fixed a lot of personal issues I had with the original to make it less convoluted and overall more fun (hopefully). Knull's recent addition to Marvel Comics definitely helped this remake, and I am thinking of writing a "Knull Saga" one day. Until then, I have a Time War Saga to continue and plan on future remakes (Spider-Island DX? The Fell Awakening?). I could use a little help writing the sequel story to Total Mayhem. The Avengers (and Secret Avengers) are planned to be the main characters and introduce Mephiles the Dark as one of the main villains (hopefully). PM me if you're interested in helping me brainstorm, or co-write.

Question of the Chapter: What are your overall thoughts on this remake? Do you consider it better than the original? Why or why not.

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

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