"It's an easy question, All Might."

The only place All Might could find the Pro hero known as Kamui Woods was out in public during one of his patrols. Kamui had just finished stopping a car chase through the area, and the news had been reporting on it a distance away. When All Might swooped in to speak to Kamui, cameras had darted their way faster than a speeding bullet. Immediately they started to theorize what All Might may have wanted with Kamui, perhaps he was recruiting him for a super hero team? Or maybe this was a publicity stunt? Neither were true, rather, this was far more personal for him.

"You didn't even hesitate," All Might pointed out.

"He was good," Kamui replied, his arms crossed, "He's a strong kid and had potential. We gave him the opportunity to surrender and he didn't. Everything that happens from this point on is his own fault. If the chief asked you to help capture him, then it's your duty as the symbol of peace to do just that."

Admittedly, that wasn't the answer he wanted to hear. However, he had to understand both sides if he was going to make a choice. Kamui believed in duty and justice, and swore by it at all costs. Someone was either good or evil, and their either fall or rise to the counterpart.

"And that is your final answer?"

"Yes," Kamui said sternly, "You know I respect you greatly, and that's why I'm giving you my honest opinion. Despite your past with him, the right thing to do is to catch him before he hurts others, or even himself."

He made a valid point with that, All Might thought. Peter was still young and inexperienced despite his work in the field. That lack of experience may end up getting someone, or even himself, seriously hurt. If that were to happen, and All Might could have stopped it, the guilt would overrun him. That isn't something he wishes to live with.

"I appreciate your honesty, Kamui Woods," All Might waved, "Take care!"

The number one hero took off into the air as people cheered for him. The sudden attention for him made Kamui feel somewhat miserable. He never liked when others stole attention from him, especially after the work he put into stopping the car chase. He wasn't petty, and he wasn't going to fault All Might for being a walking headline. Not everyone can help how they feel about people's attention.

Even Pro Heroes.

Peter's feet remained frozen in place, his shoulders tense and his teeth gritted. His eyes were glossy, doing their very best to hold back any tears as he felt he'd done enough of that already. For a moment, he thought the glasses forced onto his face were playing tricks on him. It would be no surprise; he could never afford good glasses growing up, and they would easily break or smudge. As hard as he blinked to fix his vision, what he saw was no illusion. It couldn't have been Mysterio, who had been dead for almost a week.

It couldn't have been him; he had been dead for so long.

The poor boy couldn't bring himself to even move closer to the old man, who wore a jacket with the logo for his favorite baseball team on it. His pants were dirty at the ankles as they always were, due to working in the yard to fix up the house and always getting them filthy. He was only missing one detail to prove he was the real thing.

A bullet in his chest.

"You seem a bit pale, kiddo," Said Ben, a warm smile on his face, "What are you doing?"

Peter's fingers shook; the only part of his body that was even able to move. His voice was shaky and rippled. Even if this wasn't real, seeing him standing there was an overwhelming sight. "…Uncle Ben," Peter spoke softly, his voice cracking, "You …you aren't real, you can't be."

"Why not?" Ben asked.

"Because you died! You died! You were shot, right here!" he turned away with his hands on his head, feeling the gel that seemed to have kept his hair combed back, "None of this is real, I know it isn't! It's all some sick trick or something!"

Ben could see how upset Peter was becoming from seeing him, and his face dropped to sorrow, "Peter, I only want to help you."

"Shut up!" He shouted, "I can't be here! I can't be in this place again!"

Adrenaline was running through his veins now. It was as though he was reliving that night all over again, and it was agonizing. His heart pumping, his eyes unable to focus on a single object, his erratic breathing; A panic attack had set in, and he wasn't able to fight it.

"Peter, look at me," Ben started to walk forward, "It's me. In whatever way you see me, it's me. I know you must be hurting right now, but I only want to help you, and you have to trust me."

Peter at this point was ignoring everything his uncle was saying, if it was his uncle at all. He had been at the sharp end of Mysterio's tricks so many times that he just couldn't bring himself to trust any of this as reality. Even if Quinten Beck was dead, that didn't rule out the possibility of this all being some kind of trick. His only instinct was to get as far away from the imposter as he could. He prepared his legs and bent them down, leaping upward toward the wall of the alley.

He had expected to launch high into the air and stick to the wall with ease, as he had done so many times before. Instead, however, Peter barely made it a yard off the ground. Rather than stick to the wall, he had slipped right off and stumbled onto his feet, tripping and falling backwards into the puddle where he quickly rolled out of.

Something was wrong with his powers.

"Those aren't going to work here, Peter," Uncle Ben stated sadly, "Not for you, at least."

"What the hell is that supposed to mean?!" Peter shouted as he stood back up, "Who are you?! Why are you doing this?!"

"I'm not doing anything, son."

"Stop that! Stop calling me son! Only one man had that right and it isn't you!" his voice cracked, "Whoever you are, you better be able to run fast because when you realize how scared of me you should be-"

"You can't hurt me here, not without your powers."

As much as Peter threatened him, he was right. Wherever this was, Peter was stripped of his abilities. He hadn't the strength or speed to fight anyone, let alone someone who looked like his Uncle, if he even had the heart to do so.

"Peter, you need to relax and think," Ben stepped forward, "What's the last thing you remember?"

"I don't need your help!"

"For gods sake! Yes, you do!" Ben shouted startling Peter, "You're in a prison of your own making, and all I want is to help you out of it. That's all I've ever wanted Peter. You're a smart boy," he chuckled, "My little scientist."

My little scientist; his uncle called him that all the time, especially when Peter was using the science kit that he got one Christmas. All the experiments he performed in the kitchen, combining different things from the cabinets just to see what would happen. Ben always saw him as though he was a brilliant scientist that accidentally got shrunk by his own shrink ray. The very idea always made them laugh together. Something like that was too personal for just anyone to know.

Before he could process that further, something else struck his mind.

"You said a prison of my own making," Peter deduced, "How can someone make their own prison …unless …"

Peter looked around the alley and finally noticed something off, beyond the vacancy of the city. Everything around them was ever so slightly blurry, no matter how hard he squinted. His vision felt unbalanced as though it had to render every frame from scratch. The gravity felt light even though there was no visual evidence to support it.

"…I'm dreaming. This is all in my head …"

"Not quite dreaming," Ben added, "I'm afraid it might be much worse than that. I'd say it's something closer to a coma. Or …something worse than that."

"Worse?"

"Whatever is happening …it's killing you, Peter. You're dying."

Death wasn't a concept he was oblivious to. He always figured this job would kill him. Still, the fact that he was close to that reality now was hard to let sink in, especially with so many other thoughts running through his head.

"If this isn't real …" Peter looked to the sky, "Where the hell is my body?"

Up above on the surface, Miruko landed on her metal feet and looked over the pile of rubble. The debris stood roughly a single story tall, pieces and rubble still falling off the sides and rolling to the ground. Any sudden movements may only make things worse, but she couldn't stand around and do nothing. While she wasn't exactly on the web heads side, the whole point was to bring him in alive. Besides, she helped her save those civilians, and she hates owing people.

"Hey, kid!" Miruko shouted at the rubble, "Holler if you're in there!"

There was no response, either because he was dead or his voice was being muffled by the wreckage, she thought.

"Dammit, kid," she muttered, "Don't die on me just because I don't like you."

As she had begun to carefully move the rubble aside, Itsuka had finally made her way to the scene, still covered by her mask and hood. The wreck was worse than it had looked from far away. Her fears were only growing, thinking about the boy who may have been trapped somewhere underneath. The sight of Miruko still made her angry, thinking part of this to be her fault. However, she couldn't dwell on that hatred, not when Peter needed her.

As Kendo marched over to start moving rubble Miruko stopped to confront her sternly.

"You shouldn't be here," Miruko said, "Get out of here right now, kid."

"I'm not going anywhere," Kendo said firmly, continuing to move the rubble.

"You're what? 15? 16? Too young to be fighting villains? Be lucky I don't arrest you too."

"Is that what you're planning to do? Dig Spider-Man up and then bring him to the police."

Miruko groaned in annoyance, "I'm suppose to bring him in alive. Just because I'm after him, doesn't mean I want him dead."

Kendo threw a piece of debris to the ground, staring the pro hero down, "No, you just want the big check that comes with taking him in. Right now, he's a rare story all over the news of a student gone rogue. Taking him in would get you serious attention and money, huh?!"

The way Kendo spoke reminded her of Lumina. She had only met the Light Quirk user once, but it was a meeting she couldn't forget. Lumina had accused her of only being in this for the money, acting more as a celebrity than anything else. Perhaps she did enjoy the attention, and the money was good, but there had to be more to it than that.

Who is she trying to convince?

Rubble had begun to move from the top of the pile, shaking as though someone was trying to make their way up. Both had hoped for the vigilante to burst out of the wreck and stand triumphant, having survived something so horrible.

What actually greeted them was a sight far more sinister.

A fist punched its way out of the rubble, and the red monster emerged victorious from the destruction. His body seemed to have changed perhaps to adjust for the impact of the building coming down. His host was damaged, but quickly healing itself. He stood up straight with his arms out, and screeched into the sky excitedly, as though he had become stronger than ever.

In the distance, Kyoka Jiro had been sitting on that roof and contemplating all that had happened. All she could think about was how she could have helped stop that monster sooner if she had been brave. Peter was brave all the time, and he fought every time someone needed him. She had fought villains before at USJ, but this was just so much worse. There wasn't an ounce of hesitation, regret, or fear from within that creature. How was she supposed to fight something like that?

The sound of Carnage's screech caused her to jump to her feet, and look toward the wreckage a few blocks down. She could see the monster standing on top the pile, and even though he was so far away, she still didn't feel any safer.

"Now then!" Carnage spoke with glee, "Where was I?! Oh, that's right!" He eyed Kyoka, his vision greatly enhanced thanks to his powers. His stare struck her straight in her soul, making her back up slightly, "Ear girl! I want to play with you!"

Freaking out both inside and out, Kyoka rushed to the fire escape and made her way down the ladders as quickly as she could. Carnage got to all fours and leapt into the air, readying to swing after his toy. Before he could, though, Miruko had gone airborne as well and tackled him out of the sky. The two crashed back onto the street, still blocks away from Jiro as she finally made it to ground level.

"Run!" Miruko shouted to her, holding Carnage in a choke hold. Kyoka didn't hesitate to run and not look back, while the fight continued behind her.

"You aren't one of my toys! I hate bunnies! Hate!" Carnage grabbed her head with his hands and threw her over his shoulder, sending her into a roll. When she recovered, she performed a spin hook kick to his jaw and smacked him into the ground. Her attacks were far more brutal than that of Spider-Man, due to her metal feet. Still, it only took him an extra two second to heal, and leap over her with ease.

Carnage began swinging away, and Miruko super jumped after him. Kendo was left behind with the wreck, still concerned for Peter's well-being. He was under there somewhere, trapped and probably scared, so she couldn't just leave him. Miruko could handle Carnage; Peter needed Kendo right now.

"I remember," Peter put his hands to his head, rubbing on his temples to reduce the stress, "The building came down on us …" Everything rushed back to him. Fighting Carnage, running into Miruko, and falling victim to the collapsing building. If Carnage managed to survive, then he could be after his friends right now, "I need to wake up!"

"Waking from the edge of death is probably easier said than done," Said Uncle Ben.

"I told you to shut up!" Peter shouted, "I don't need to hear anything from you!"

"I'm only here to help you. Why are you still so angry?"

If he was to be truthful, then the answer would not be kind. Seeing Uncle Ben here, in whatever shape or form, only brought back horrible memories. Everything he felt concerning his uncles passing rushed back all at once. The grief of his loss, feeling angry at him for leaving, sad that it was all Peter's fault, guilt that he couldn't take any of it back. How could he not be angry?

Above them, the sky grew darker as the moon made itself further into the stars. Lights from the signs and windows across the street were dimming slowly, as though the power fueling them was running low. One by one, stars had begun to go out and lose their light, "What's happening?" Peter asked.

"You're running out of time," Ben answered, "You can only stand on the edge for so long before losing your balance."

"How do I wake up?!"

Without asking, Ben grabbed Peter by the arm and dragged him out of the alleyway. Peter tried to fight him, but without his super strength, there wasn't much that he was capable of doing. Now standing in the middle of the road, Peter could see where both roads ended. One side, far in the distance, was a bright light. It was warm and welcoming, inviting Peter to come toward it. Everything in that direction seemed joyful and happy. In the other direction was pitch black darkness. It felt cold and complex, scaring him without so much as even knowing what there was to be afraid of. Ben turned Peter's body to face the darkness, and pointed forward, "Go that way."

"What?" he questioned, "Shouldn't I go toward the path that I can actually see?"

"If you want to live, then you can't go toward the light. You have to press on through the cold to get out."

Peter broke free of Ben's grip and faced him, his fists clenched tightly, "Why should I trust anything you say?!"

Again, Peter rejected him, and he understood why. Seeing the face of one he held dear would be difficult, especially after what happened. Peter didn't want to trust his word, whether he actually wanted to help or not. "Peter, remember what I said once Christmas? By that fire place? I said that no matter what happens, I would protect you and your Aunt, even in death."

He did promise that, a long time ago. It was during one of the coldest years in his childhood. They weren't able to get Peter too many gifts because of how tight for money they were. They could barely afford a Christmas tree. On Christmas night, Ben told them those words, and Peter believed them. Even after losing Ben, he held onto what he promised sand stuck to it during the hardest times.

"Hang in there, my little scientist," Ben said, walking past Peter and toward the cold dark. When Peter turned around to watch him go, Ben was no where to be found. There was simply no trace of the old man anywhere, not even the sound of footsteps.

He had two directions to go, and Ben already told him which one was right. Though the light was comforting and warm, it was likely that was the exact reason why he shouldn't go that way. Everyone always tells their dying loved ones to follow the light, so that's something he shouldn't do if he wants to get out of here. Putting Bens advice aside, it was the logical thing to do.

Only one question remained; what was he going to face in the darkness?

As Peter moved further down the dark street, the area around him began to progressively change. The further he went, the less buildings there were. Behind the structures was nothing more than the void, from which no soul could return from. Going further in, all that remained now was the street, sidewalks, and a few lampposts. The air was cold, clamping on his skin, his arm hairs standing up. This was nothing like the feeling the light gave off, and it made him regret coming this way. Perhaps it wasn't too late to turn around.

As he looked back to where he had been, he realized that the path behind him was gone. No buildings, no streets, nothing. There was only the empty void that reached into his soul, plucking at it and wishing to steal it away. He couldn't let them take it; it couldn't be his time yet. There was still so much he needed to do before the end, before being reunited with those he lost.

"Those lost can always be found."

A voice called to him from the darkness, paired with it were two silhouettes. He held his arms to gather warmth as he looked out at the figures coming toward him from the shadows. From what he could see, they were the shapes of a man and a woman, clung hip to hip as they strolled closer. Peter called out, asking who they were, but there was no such verbal answer. He called out again, and again they refused.

Finally, the shadows released their image to him.

One was a man wearing a clean shirt and a tie, grey pants to compliment. The woman next to him was shorter, dressed nearly the same but with a blue shirt instead, and a tan coat over her shoulders. Their hair and eyes matched Peter's perfectly, as did their smiles. The man was wearing a pair of glasses, the same brand that Peter was currently sporting. The boy may have been young when it happened, but he recognized them in a heartbeat.

"Hello, Peter," The woman, Mary, greeted first, her hands locked together and resting on her thighs, "You've grown so big."

"…Mom?" He questioned, looking between them, "…Dad?"

"It's us, sport," said his father, Richard, the brother of his Uncle.

Peter couldn't dare approach them. It was the same as it was with his Uncle, both of them likely figments of his mind that he wasn't sure if he could trust. He hadn't thought about his parents much in recent years, having forced himself to move on so long ago. At this point, he couldn't even cry, he was just too far into shock.

"You look tired, sweetheart," Mary pointed out lovingly, "You've been fighting so hard, haven't you?"

"…Not hard enough, or I wouldn't be here," Peter stated, trying to compose his emotions and even avoiding looking at them by staring at the ground.

"Son, look at us," Richard commanded, "It's not polite to look away from someone while talking."

A remnant of his father's teachings echoed from inside him, and it made him wince. His father wasn't perfect, sometimes coming off as a bit intense. He commanded respect with passion, and just hearing his voice brought back those memories, some of which scared him since he was so young. Reluctantly, he looked up at them, feeling as though he had become nine again.

Mary approached him, putting a hand on his shoulder, "It's ok, Peter, we want to help you."

"You've been fighting all on your own for so long," Richard said, "Why don't you come home for a little while, get some rest? I think you've earned it."

Peter slowly pulled from his mothers grasp, "I …I can't. My friends need me."

"I think your friends will understand."

"But-"

"Peter," Mary approached again, this time grabbing both shoulders, "We love you so much, you know that? We know what's best for you, and it's time you take some rest. Put down the mask, Peter, and come home with us."

His mothers voice was soothing, just like when he was young. She would sing him sweet lullabies to help sleep during thunderstorms, a weather he had come to hate growing up. He had memories of being in her arms, rocking back and forth as he fell asleep on her lap. They were nice memories that he treasured, and wished he could have back. In fact, he could, from what they offered. If he went with them, he could have all of that back. He could be happy and be with his family like he used to.

What was the cost?

"…I'm sorry," He said, gently taking her hands off of his shoulders, "I can't. Even if I'm tired …I can't stop now."

"Son," Richard said sternly, "It's time to come home."

"You first," He spat, making his mother back up, "You said you'd only be a few weeks at most. You said you would come back for me, that you'd be home in no time."

The sky had begun to fill with dark clouds. They rolled in from every direction, clumping together as rain had begun to fall like bullets from heaven. It didn't take long for lighting to form, the thunder following just seconds after with a massive bang. The water drenched Peter and his parents, hiding the tears he finally let himself cry.

"I waited night after night for you to come home and pick me up," Peter angrily shouted, "I didn't believe them when they told me what happened!"

In the distance of the void, a massive plane was soaring through the air. It twisted and turned and struggled to maintain stability. An explosion erupted from the passenger seat, spreading to the rest of the plane as he dived down. When it crashed, the plane shattered from the front and continued to the back. A massive ball of flame erupted and was sent flying into the sky at great speeds. The flaming plane struck a light that colored the bodies of Peter and his parents.

"…Do not accuse us of doing this to you," Richard scolded, "We had a job and we had to do it!"

"I have a job too!" Peter shouted back, "To protect people with everything I have!"

"Well, you're doing a lousy job at that. How many times have you failed and needed help?! This new world makes you weak and you know it!"

"You aren't cut out for this anymore," His mother chimed in, "Just put it to an end."

As his emotions got out of control, so did the environment. More planes of an identical making crashed around them in the distance, creating more sources of light from the flames they produced, and shaking the ground like an earthquake.
"Give up the fight, son!" Richard commanded, "Stop letting us down!"

"You let me down!" Peter cried, "You left me! You left me alone with this pain! How could you do that?!"

A final plane came diving toward the ground. His parents weren't fazed by it, but Peter had tried to shield himself from the impact. When it came down on them, it evaporated into droplets of fire that scattered around him. His parents vanished into the smoke, joining the flames of his torment. The droplets spread out and formed a shape as big as a football field.

The shape of a spider.

"Poor Peter Parker."

From the flames arose the green monster, forming from the rage of the fire and taking on physical form, "Every time you've fought me, you've lost. You did not stop me from killing you, Lumina did, on both counts. It was Kendo who had rendered me unable to walk, she did what you were not strong enough to do."

Peter wanted to run, knowing that he was without his super powers, but the flames were too intense, growing and forming a wall of fire to block him in as the monster came closer.

"That spider took pity on you, sacrificing my wife in the process," Goblin continued, "Had you not been so weak, she would be alive right now, and I never would have become this monster just to numb my pain. My son, Harry, despises me now because I throw myself into my work. He doesn't understand that working is all I can do to cope, and it's your fault!"

On the other side of the flames, another form had begun to take shape. It was Tombstone, the invincible drug dealer, standing there with a confident posture.

"I had you dead to right on our first meeting in this world," Said Tombstone, "You thought you could sneak around in my own home, so I taught you a lesson. I bet those bruises still hurt, huh? You couldn't beat me no matter how hard you tried. It took Izuku to finally finish me, otherwise I would have beat you all over again, maybe even kill you. How does it feel knowing that he did what you couldn't?"

It was true, there was a hint of jealousy for his former roommate. Seeing him all powered up and fighting the Nomu made him feel so inferior. He had gotten so strong in a matter of days while Spider-Man seemed to stay exactly where he was, weak and forgotten. No one needed him, not really.

A final figure formed from the fire, taking on a feminine shape. Stepping from the fire was Overcast, as he first met her in Izuku's home. The ends of her scarf were burning, leaving a trail of smoke behind her, "I saved you from Goblin only so could do what I needed from you. Finding the stones is all your worth, and you can't even do that. You happened upon one stone, Kendo found another, and then the next long before you managed to. The soul stone was just handed to you, no effort required. It's fascinating how you've even come this far …"

Her body burned from the fire of her scarf. Skin, hair, it all burned away to reveal the form of Lumina underneath. The light of the fire gleamed off her armor, almost blinding him.

"…To make it worse, you didn't even realize that someone close to you was the villain all along. You have a habit for that, huh? Osborn? Octavius? Not exactly a great judge of character. You try to save us, but we don't want to be saved. We only want to see you suffer in the worst kind of way."

The three imposing figures overwhelmed Peter, making him fall to his knees and hold himself up only by his hands. His breathing quickened, but he fought hard to keep it steady. The light of the flames dimmed as the bodies of his enemies came closer, standing over him like gods. Every bad memory he could find from each of them poured into his head, shouting and screaming at him as though he had committed the worst kind of sin. He begged for them to stop, to leave and never come back, but they refused.

One by one, the three explode into flames and collect in the center by Peter. They swirled around and clumped into a single entity, slowly taking a shape far more compressed than the others. The shape they finally took was that of a young girl, one he recognized. She was dressed in the same outfit she wore the night he saved her, the night she found one of the stones and first saw his face.

"What is wrong with you?" The image of Itsuka Kendo spoke, "I gave you a chance, just one chance to show me why I should love you and you're blowing it. You're supposed to be a hero, who saves people, but everyone is saving you. What kind of hero needs the victims to save him? You needed a suit from Tony Stark just to stand a chance, but you've only ever lost without it. Without help, you're nothing. You can't hide behind your mask, not here. Everyone knows who you are and everyone is judging you," Kendo kneeled down to him, lifting his chin with her hand, "You don't deserve to be loved. You deserved to be locked away, and we both know the perfect cage."

She quickly stood and shoved her foot into him, sending his body crashing into the ground. The surface shattered and he fell into the hole it left while Kendo stared from up above. His body plummeted into the void of darkness, where even light could not reach. His instinct was to shot a web, but he was still without his gear.

Finally, his back hit a cold metal surface, and a door closed on him. It was metal with three small slits to see out of, only a sliver of light reaching through them. The door locked tight, and he could hear echoes of laughter from voices he nearly forgot about. Flash Thompson, and all who followed him, their voices disappeared into the distance as they laughed.

He was inside his high school locker.

The locker continued to plummet into the void, light fading away as Peter banged against the door with screams of torment.

"Please!" he begged, his voice cracking, "Someone help! Someone get me out! Please! Help!"

He banged against the door and tried pushing it open, but found he was unable to move it. Though there was air, it felt like he was drowning in the darkness. His uncle told him to go this way and it only led to pain, memories that belittled and crippled him. The trauma of this locker was the worst part of high school. Sometimes he would be trapped in there for hours, having been locked in after school with everyone assuming he was at robotics club. It would be so long until someone finally found him and set him free, so he would spend all that time alone in the darkness.

Accepting that no one was coming, he let his body lean against the walls as he cried. He spoke quietly 'Im sorry' to no one, expecting some higher power to hear and take pity. There was no answer, as he felt he did not deserve that luxury. It had become harder to breath now, as it slowed to a crawl. The walls became cold, stinging his tears as they escaped his sore and tired eyes.

He had all but given up.

His body was unmoving now, barely silent with the occasional sniffle. The cold was all he could feel beyond the scraps of the rusted metal. He was scared, far more than he had been in a very long time, and all he simply accepted that. As much as he hated it, he was used to this locker. With how often Flash shoved him in there, he grew accustomed to its shape. He even hid some snacks in his backpack and always carried it with him, so that no matter what locker he was shoved in, at least he wouldn't starve.

Strangely, as that thought came and went, he felt something at his feet he hadn't before. It was his bag, one of many he lost having to change into his alter ego on the fly. With the little room he had to move, he managed to pick up the backpack and quickly open it, desperate for whatever was inside. It was filled with books and snacks. One of the snacks were his favorites, coffee cakes, which he would always get when he could. He was a sucker for cinnamon, just like his mother was. Seeing the food was comforting.

And then he realized, he could see it.

It was hard to tell, but just outside his locker was a flickering yellow light. It was a comforting shade, but still too distant to really feel its warmth. It was enough, at least, to see the contents of the bag. Picking out the coffee cake, he didn't bother to unwrap it, voting to just stare at it as though it would vanish in an instant. There was a sticky note on the back, and he gently took it off. It said 'Bought some extra! Enjoy!' from his Aunt.

Peter smiled, remembering the many ways his aunt calmed his nerves.

"…Leaves turn brown, and snow falls white," He sang quietly, barely a mutter, "Grass grows green, and the sun shines light. Close your eyes and see. All of this beauty, It comes from you… Hair turns grey, and skin turns pale. Seeds grow, and they turn to trees. I see you grow every day. You change. It's strange," His choking voice tried to deny him, but he pressed on regardless, "Leaves turn brown, and snow falls white. Grass grows green, and the sun shines light. Close your eyes and see. All of this beauty, it comes from you."

Click went the door as the yellow light grew, and the locker gently pushed open just an inch. Peter didn't know what to make of it, so he treaded lightly and pushed the locker open.

He stepped out, still holding the bag close to his chest. It was a large room he hadn't seen in a very long time. The walls and floor were shades of brown, in the center was a wrestling ring. Posters were placed all over the walls of 'Spider-Man', back in his old wrestling outfit. There was a calendar in the corner, marked for the night of Uncle Bens death. The yellow light came from the windows, and the skylight above the ring. It was warm, resting the goosebumps on Peter's arms.

He approached the ring, placing his bag on one of the benches and slowly stepping inside. The majority of the light was collected there. He looked around at the empty seats, remembering the crowds that would cheer his name. It was the most anyone had believed in him other than his Uncle and Aunt. They wanted him to win, to succeed and beat the enemy, and he would.

Back when he used to win.

Spotlights turned on and faced the ring, pointing at Peter directly. They were too bright to look at, emitting an uncomfortable white color.

"In the blue corner, we have the responsible, the academic, Peter Parker!" a voice shouted over the intercom, with no one around holding a microphone, "And in the red corner-"

A body landed behind Peter, slamming his feet into the ring and striking a signature pose. He wore a red and blue skin tight suit with big white eyes. On his chest was the logo of a spider, and the red of his suit was covered in a web design.

"-We have the power, the spectacular, the sensational, the amazing Spider-Man!"

The wind couldn't get out of her way fast enough. Kyoka sprinted down the dark road while the blood-colored monster chased her. She could hear him swinging, laughing as he was catching up with her. At the same time, she could feel the rumble of Miruko's jumps as she leapt after the two. The monster's aura, his evil, it was cold and creeping on her back. She wouldn't dare look back in case it was right on top of her. All she could think about was her friends and family, and how if she stopped running, she'd likely never see them again.

She came to a fork in the road and took a sharp right, tripping over her boots. The stumble wasn't enough to stop her, but it slowed her down long enough for Carnage to catch up and come crashing down with an axe formed out of his arm. Kyoka rolled out of the way just as he landed, piercing the concrete with a slam. She struggled to get to her feet but eventually found herself continuing to run.

"Not so fast!" Carnage laughed, "Playtime isn't over yet!"

He shot a crimson web from his hand that flew for Kyoka. Fortunately, it never reached it's target, pinned to the street by a metal rabbit's foot. Miruko didn't hesitate to leap forward and sidekick Carnage in the head, crashing him into a lamppost that came down and shattered the lightbulb. Sparks flew everywhere, setting Carnage's symbiote on fire.

The monster screamed, "No! I hate fire! Hate!"

"Then burn in hell, creep!" She side kicked him again, only for him to jump over it and roll around, putting the fire out quickly.

"I'm done playing with you!" He said, leaping into the air and continuing to chase after Kyoka. Miruko quickly followed after him, using the walls of buildings to further her momentum rather than waiting to hit the ground.

Further down the road, a pale man dressed in dark clothing pulled a knife out of a Nomu's head. Beside him was Izuku Midoryia, staring in shock by what he had just witnessed. Holding the bloody knife was the Hero Killer, the man responsible for murdering many Pro's. Izuku had previously fought him, along side Tenya Iida and Shoto Totoroki, and won. Yet, even though he confronted the villain, he still chose to protect him from the Nomu. The reason why was something he couldn't yet understand.

Other heroes had arrived at the scene soon before and after the killing of the Nomu. Two of these Pro;s here grand Torino, mentor to Izuku, and Endevor, Shoto's father and the second best Pro in Japan. Shoto's father was dressed in mostly blueish black with flames coming off of his body, and even forming his beard. Torino was an old man with a simple gold and white costume. Endevor wanted to attack now, but Torino commanded he stand down in fear of hurting Izuku.

"You fake …" The Hero Killer gasped, still weak from his fight with the three students of U.A, his aura spreading fear into the local heroes, "Come, try and get me you fake's! The only one I'll let kill me is the true hero, All Might!"

His evil aura felt like a presence none of them ever thought they'd experience. It was cold and deep, going on forever into his heart. Just when they thought they were in for a fight, the knife in his hand dropped to the ground. The villain passed out standing up, frozen in place. Even someone like him couldn't stand the physical strain of fighting so many in such a short time.

Tenya stared down the criminal with an angry passion, but reserved those feelings deep within his heart. They had just finished a terrifying showdown with the man, the monster who hurt his brother and forced him into retirement. Tenya had come here to take revenge, and nearly died because of it. If both Izuku and Shoto had not come to his rescue when they had, he would have joined the many heroes who had fallen to this killer, who was now helpless at his feet. He could kill him right now, or at the very least cripple him like he did his brother.

"Someone help!" Kyoka's voice rang out as she sprinted toward the group. The first thing she noticed were her friends from class, then the Pro's that were with them. Seeing so many helpful faces all in one place was comforting, even bringing a smile to her face. She tripped and stumbled in her excitement, being caught by the nearest Pro and brought to her feet.

"Jiro?" Shoto questioned, "What are you doing here?!"

"Why are you screaming?" Iida added.

Kyoka was out of breath, her hands on her knee's, "You guys gotta help me! There's this thing that's after me!"

"What thing?" Shoto asked.

His question was answered when the red monster crash landed on the ground. He was breathing quickly, excited to see so many new toys in one place, all different shapes, sizes and colors. To him, it was like a toy store for psychopaths, "So many new playthings!" he cheered, "But I only want the ear girl! She's mine! Mine!"

The Pro Heroes gathered up to protect her, keeping her behind them at all times. Tenya and Shoto took her by the shoulders and pulled her back for safe keeping. Izuku was still near the fallen Nomu, looking at the scene unfold from behind. Who was this guy? Where did he come from? Was he with the League of Villains like the Nomu, or something else? Why did his eyes remind him of Peter's costume?

"You've come to the wrong place, villain," Endeavor took front, fueling his hands with fire.

"Fire?! I hate fire!" Carnage complained, "You aren't who I want to play with!"

"That's too bad!" Endeavor fired off a large ball of flames, which Carnage quickly jumped over. The flames singed his body, making the symbiote struggle to stay attached. There were many things it hated, one of them being fire. Whenever he came in contact with it, it would unbalance the symbiotes structure much like soundwaves do. To Carnage, all he knew was that fire wasn't fun, and he hated things that weren't fun.

The ball of fire that missed Carnage went barreling for Izuku, who was still on the ground next to the Nomu. "Kid!" Grand Torino called out to him, bursting through the air at high speeds. The old mans quirk allowed him to expel air from his feet and propel through the air, and he did so at an extraordinary rate. He managed to get ahead of the flames and grab the young Midoryia, pulling him out of the way just in time.

"Oooo! Even I'm not that reckless," Carnage laughed, "I'm worse!"

Dust filled the air as a figure landed square on Carnage's chest, her feet planted firmly in place and pinning him to the ground. Her metal feet pressed against the bones of the humans inside, breaking them just as fast as they could heal. When the dust cleared, everyone registered the attacker as Miruko, who had finally caught up after getting temporarily lost.

"Why won't you just stay down?!" She shouted, stomping on his body repeatedly as he laughed at her between gasps. Her stomping caused the area to shake like an earthquake, and the road started to become unstable.

"Miruko, stop!" Grand Torino shouted, "We have kids here!"

She had been in such a rush to beat this monster that she hadn't even realized there was anyone else there. Not only did she finally see Kyoka, but three other kids likely interning. The concept of their safety was enough to stop her attacks, providing Carnage with an opening. He formed a hammer with his fist and struck her in the stomach, sending her flying off of him and into the wall of a nearby building. Carnage got to his feet just as the other Pro's had, and the fight for supremacy continued.

During all the chaos, Kyoka had remained guarded by Tenya and Shoto as they watched the fight go on. Neither of them had seen such mindless violence before. It was like this thing was some kind of wild animal. Why was it so fixated on Kyoka? What did she do to him?

"Kyoka!" Shoto spoke to her, "What is this thing? What does it want from you?!"

Kyoka was still rattled, but managed to find her composure so she could answer him, "After everything went to hell, I ran into this monster. I would have been dead if Peter hadn't found me."

The familiar name struck a chord with Shoto. Did she mean Peter Parker, their former classmate? What was he doing here in Hosu of all places? Were he and this monster connected somehow? It would explain why the creature's eyes looked familiar.
Tenya still felt confused on how to feel about Peter's betrayal. Him being here, he almost felt the same as he did with the Hero Killer, just a bit different. Peter had hurt him and his classmates by turning to a life of crime, and it wasn't something he could forgive very easily. Still, he was trying to fight this monster according to her, so his heroic roots were still there, he thought.

"Where's Peter?!" Shoto asked.

"I don't know!" She spat out, "They were fighting and a building came down on them!"

"Where?!"

"I don't know!" She took a moment to calm herself and think, "It was a construction building that came down."

Shoto knew the one she was referring to. Only one building in this part of Hosu was under construction recently, and it wasn't too far from here. If Peter was buried under the rubble, he may need help. Assuming Peter and this monster have history, he may be the only person who can help stop him.

"Tenya," Shoto commanded, "Stay here with Kyoka."

Handing her to Tenya, Shoto planted his foot on the ground and shot ice forward, creating a path which he proceeded to slide on, using the flames erupting from his hands to propel forward. Tenya tried to call out and stop him, but he was already long gone by that point.

"It's ok," Izuku said, still laying down due to his injuries, "Peter might be our best bet on stopping this thing."

"…Did you know he was here, too?" Tenya asked coldly, "Did you know the traitor was here?!"

Izuku couldn't bring himself to answer, looking away from Tenya's gaze. Iida was one to follow the rules, minus the events that transpired tonight. He knew that Tenya felt negatively about Peter's choice, and would only feel worse if he knew Izuku contributed to that decision. He saw Peter as a villain, and was determined to stick to that.

He was only a villain on paper, the one place it doesn't matter.

Shoto propelled himself across the streets, maneuvering around cars that had been left abandoned during the evacuation. Without people around, it made it easier for him to move through the city. All he could think about was helping Peter. He had failed to help him before, when the detective came to arrest him after the festival. He tried to defend him, but was unable to stop it from happening. This time, things were going to be different; he was going to save Peter like he saves so many others.

He finally came into view of the collapsed building, and the first thing he saw was someone at the front of it, trying to dig away the debris. He didn't recognize them at this angle, but it didn't matter. They were clearly trying to help in some way, and he had to time for introductions if Peter was still under there. Ceasing the spread of his ice path, he ran up to the large pile and stood beside the younh woman, who quickly took notice of him.

"How bad is it?!" Shoto asked her.

Itsuka recognized him from the sports festival, a member of Class 1-A. She found it strange how so many people from that class were here in Hosu on the same night, almost as though it was destiny. She had to be careful, in case he would recognize her in some way, "My friend is trapped under all this!"

"Peter, I know. He's my friend too," Shoto said, "Do we know how deep under he is?"

"We were on the first floor when it happened. He could be below in the piping."

"We better not waste any time."

Covering his fist in a thick layer of ice, he started smashing the bigger pieces of rubble, tearing them away so he can dig at the dirt and dust. She wanted to use her quirk to speeds things up, but now that Shoto was here, she was unsure. Risking her identity wasn't something she wanted to do. He may not recognize her voice, but he may recognize her quirk from the festival. Then again, with peter's life on the line, it shouldn't matter.

Making her choice, she enlarged her fists and started smashing at the rubble to get it out of the way. Shoto, though quiet about it, recognized her abilities. He didn't know her name, and couldn't quite remember her face, but he knew she was from class 1-B, and likely one whom Peter persuaded into fighting alongside him. Now wasn't the time for questions, not when Peter needed them.

It took some time, but they had finally begun to make some effort into the rubble. Most of the main pieces had been removed, leaving just the smaller debris. Despite their progress, there was still so much they needed to get through. Kendo had begun to go into a panic, fearing the worst for what may have happened to Peter. They had finally admitted their feelings to each other, and haven't had the time to see if it would work between them. She wasn't going to lose him now, not when they were so close to being happy together.

Shoto stopped digging when he found skin appearing under the rubble, "Hey! I found something!"

Kendo rushed over to see what he found, and began helping him dig. When they released the body from the rubble, however, it wasn't who they hoped it would be.

The man they found wore simple clothing. His hair was blood red and he was rather skinny and pale. She didn't remember seeing him with them in the building before it collapsed.; who was he?

"Do you know who this is?" Shoto asked.

"No," She answered in confusion, "The only people in the building when it came down were Peter and Carnage."

"Carnage? Is that the monster?"

"Yeah …"

Then it clicked with her.

Peter said that Carnage had a symbiote, which was a separate entity from its user. If this strange man was here rather than Peter, then the symbiote was somewhere else rather than with its host. She saw Carnage come out of the rubble, and she assumed it was the same man, Kletus. If this was Kletus, and Carnage was out there, it could have only meant one thing.

It was hard for Peter to comprehend what he was seeing before him. The man wearing his classic red and blue outfit was of the same size and build as him. Knowing this to be in his head, he couldn't have been anyone else but a version of himself, one he both loved and hated with a burning passion. Spider-Man looked so menacing, his shoulders tense as he stared down at Peter. Both his fists were clenched tightly, and he was expecting Peter to do the same.

"…Spider-Man?" Peter questioned.

"Peter," He spoke back, his voice identical if not in a different tone, "We both knew it would come to this."

"Come to what?"

A sudden cheering filled the air, feeling like the air in the room had been quickly pushed around by a new presence. The stands had been completely filled entirely with familiar faces. On the side closest to Peter where people he knew, such as his friends from school. Harry and Mary Jane were sitting next to each other, along with Betty Brant from the bugle. In the row above them was Aunt May and Uncle Ben, and next to them was his mother. The rest of the spots were filled with some kids from his robotics club, a few Avengers he was friendly with like Captain America and Hawkeye, other heroes he met briefly and worked with, even J. Jonah Jameson was there.

As well as class 1-A

The front row was filled with at least half the class, such as Mina, Momo, Izuku, Kendo, Tsu, and Tokoyami. They were all dressed in their hero outfits, cheering Peter on with much enthusiasm. Some of the other seats filled were Shoto, Uraraka, Toru and Kirishima, and one reserved for Kyoka, who instead stood off to the side of the stands, unsure of whether she should sit or not.

On the side closest to Spider-Man were people as well, though not of the same variety. Many of them were his villains like Electro and Green Goblin, Tombstone and Dr. Octopus. Sitting with them was his father, a stern glare on his face. Above him was Tony Stark, his mentor and the man who inspired his desire to wear a mask. The other half of the Avengers were there, such as Black Widow and Ant-Man. The rest of the spots were filled with Flash Thompson and his group of friends who always bullied Peter in school.

The other half of class 1-A was there in the front row, such as Tenya, Bakugo, Minoru, Hanta, Mezo, and Sato. They were who he imagined would disagree with what he had done, hating him and hoping he would find punishment in his actions. They too were dressed in their hero outfits, awaiting Peter's defeat impatiently.

Standing in front of Spider-Man's side was Lumina, dressed in her full outfit. Opposite to her on Peter's side was Overcast, who he knew better as Mayume, dressed in her Pro Hero outfit. The two personas seemed to have been staring each other down, as though they hated one another despite being the same person.

"We've been at war for a long time, Peter," Spider-Man said, "Constantly fighting for dominance. You blame me for all the pain you experience; I blame you for making me weak against our enemies. All we ever do is hurt each other, over and over as though we're trading blows."

"You blame me for making us weak?" Peter asked.

"You haven't been me for a long time. After we came to this world, people found out who you were, and I was buried in your head because no one saw me in you, not even yourself. Without me, you've lost every fight, failed to save others and always needed help."

"That wasn't my fault!"

"Isn't it?!"

Peter recoiled, feeling a pull in his chest. It was as though when Spider-Man got angry, he could feel that same rage in his heart.

"All this power and you didn't stop Flash from bullying you. You never stood up to Jonah and you let everyone push you around because you thought you had to be responsible. No wonder we're miserable, it's all because of you! If you just let me take the wheel more often, we'd be much happier!"

"I am happy!"

"You don't sound convinced!"

Spider-Mans crowd cheered louder, chanting his name.

"Don't let him talk to you like that!" A voice from Peter's crowd shouted. It was Mayume, standing closest to the ring, "You're stronger than that!"

"His days are done, Spider-Man!" Lumina shouted, "Show him who's in charge!"

It was most likely that Spider-Man had his abilities, so this wasn't a fight he wanted to take part in. Peter would surely be defeated quicker than he could throw a punch in retaliation. As much as he wanted to talk Spider-Man out of this, his body language told him how badly he wanted this. He wanted to hurt Peter, and it would take more than he could give to change his mind.

The bell rung above them, and Spider-Man charged in for the attack. He was too quick, and struck Peter in the stomach, grabbing the back of his shirt and tossing him across the ring. He bounced off the ropes and rolled to his side, where he struggled to get back up. Spider-Man approached him and picked him up with ease, putting him on his feet before striking him back to the ground.

"You're pathetic," Spider-Man said as he picked him up again, "Spineless!"

Another strike sent Peter flying, bouncing off the ropes and soaring back at his enemy, where he was struck with the back of his foot and brought to his back. Peter's crowd booed, while Spider-Mans cheered. Peter tried to crawl away, but a web was shot to his back and he was dragged away from the edge of the ring. He would be picked up, then struck to the ground. The process repeated itself over and over, unrelenting.

At this point, Peter's face was bruised and bloody, and his vision blurred. He could see flashes of his fight with Tombstone, Goblin, Lumina, all of which he failed to stop. Every fight, every conflict, he was unable to finish the fight on his own.

Was Spider-Man right?

The vigilante picked the geek back up, holding him by the front of his shirt, and pulled him in close, "You're not the hero, I am," A final strike and Peter was sent flying over the ropes of the ring, crashing into the table where the announcers would supposedly sit. Half the crowd cheered for Spider-Man, assuming him to be victorious. The other half was disappointed, thinking this was all over and their champion had lost.

Peter could only lay there in the rubble of the table, staring at the ceiling. The skylight was shining a comforting yellow light that grew brighter and brighter. All his pain suddenly seemed to go away. The light was calling out his name, telling him that the fight was over. It was finally time to rest, to let go of everything. Spider-Man was right, he lost over and over again, this was no different. As the light grew brighter, he reached out and tried to touch it, every feeling in his body numb and weak.

Then, he stopped.

The light faded away back to its normal intensity, and he took a deep breath, in, and out. Stretching his fingers, he placed them on the ground and pushed himself back to his feet. The room fell silent as they watched him pull his body back onto his feet. He stood there, hands on his knees, breathing slowly. A thought had just come to his mind, and it refused to leave. That thought was pouring something into him, a form of strength he hadn't felt in a long time. Before everyone's eyes, his wounds began to heal rapidly, the blood washing away.

"Sit down," Spider-man demanded, "You lost."

"I did …" Peter said quietly, before raising his voice louder, "I did lose. I lost again, and again," He approached the ring, slowly grabbing the rope, "But you know what?" He pulled himself up and jumped over the ropes, standing back in the ring, "I'm still here."

Peter's crowd cheered, finding hope once again for victory.

"That's not fair!" Spider-Man complained, "I knocked you out of the ring! I beat you! You lost!"

"And I got back up," He said sternly, walking toward Spider-Man as he backed up in shock, "Just like I do every time. I lose, and I get right back up to try again."

"That's not-"

"I think I get it now," Peter interrupted, "Why I've been so weak these past few weeks. I've always hidden myself behind a mask, thinking I was stronger with it. I always became a different person when I was you. I've always thought Peter Parker was weaker …but," Peter looked to Tokoyami, who stood proudly in the stands, "Someone once told me that Peter was stronger, and I never understood what he meant, but I do now," he looked back to Spidey, "You have more physical strength, but zero of the responsibility. My morals, who I am, would never let me run away or give up. It's not me who needs you, it's you who needs me."

"That's enough!" Spider-Man threw his fist toward Peter, expecting an easy attack. Instead, Peter caught the fist effortlessly in his hand, surprising everyone in the room, even himself.

"…It's my power," Peter said, "I always thought it belonged to you, and I had no right to use it. I've been torn between how people see me," he gestured to himself, "And who I want to be," he gestured to Spider-Man, "But all along, I should have just been who I am."

Using his free hand, Peter reached for the glasses placed on his face. Unlike before, he found he was able to effortlessly take them off and toss them to the ground. His brown eyes gleamed without his glasses to restrain them, and a smile fell upon his face.

"It's time for us to fight together, Spider-Man," Peter carefully let go of Spidey's fist and reached for his head. The hero didn't stop him from taking off his mask, revealing another Peter Parker hiding underneath it. He looked sad, but at the same time very hopeful, "You're just Peter with a mask, and I'm Spider-Man without one."

"…With great power …" Spider-Man began.

"Comes great responsibility," Peter finished.

Spidey smiled widely, his eyes glossy as he gently took the mask back, looking over it carefully. In a swift motion, he pressed it into Peter's chest. Spider-Man vanished, but not without a trace. Peter, holding the mask, was now wearing the Spider-Man outfit over his body as both sides cheered. The two halves had become one, peacefully coexisting.

The front doors to the wrestling building had swung open, offering a void of darkness inside. Unlike before, however, Peter didn't fear, now that he knew what it meant. The light led to the other side, but the darkness leads him home. Even though life was shrouded in darkness, it was still home, and he was determined to protect it.

Leaving the ring, he approached the door with confidence. Despite this new feeling, he stopped just before leaving as he heard a quick shuffling behind him, when he turned around, he found a sight that nearly brought him to tears. Everyone from his side stood there, proud and tall, and leading them in the front was his Uncle Ben. They were there for him, even when he didn't realize it.

One by one, they began to vanish into particles of light, everyone a different color. As they faded, voices erupted from them and echoed into the room.

"We all have a part of our past we wish to hide from the world. But one key element of being a hero is not to let it control our every move."

"He cares about people. And he makes me feel like I'm on par with everyone else. I feel important to him, and it makes me happy."

"We cannot always control how we impact other people. We are heroes, and there will be danger all around us every day."

"I am so proud of you and everything you've done. You've saved so many people, and I know that Ben would be proud of the man you've become."

"You can't hold genius back, otherwise it'll just punch you in the face."

"Peter Parker has done nothing but help people since his arrival at U.A. The station and school attacks, the assassination attempt at the court room? Peter has only tried to do the right thing."

"You're right …the world won't wait for me! I have to set my own golden standard for the kind of hero I want to be! And this is it! This is who I want to be! Fighting for the people I care about and doing what's right because it's right! That's the only reason I need."

"I care about you, a lot. We've been through so much together; I won't throw that away just because people don't like the kind of hero you are."

"One thing I learned in my life is this; 'A life without loss is a life without love'. You can't avoid the love you get from others just because you're afraid of losing it. Having it in the first place is what life is all about, so don't deny yourself that right. Understand?"

"The most important thing a person can do for themselves is understand who they are as an individual."

"Lucky? Face it, tiger, you just hit the jackpot."

All but one had disappeared now. Uncle Ben stood there with a glow, telling him he was about to go as well. Thousands of words pushed Peter to be who he is, but this group of six always pushed him the hardest.

"With great power, comes great responsibility."

Uncle Ben finally vanished into light and joined with the particles that swirled before him. They joined together and swarmed the exit in front of Peter, lighting a path for him and joining the sky outside as stars to illuminate the darkness. Suddenly, the void wasn't so scary. Now, it was filled with different colors that gave him hope and happiness. One final particle floated before him, shaped like an oval. He could tell by the vibe it gave him it was his Uncles, and he clutched it between his fingers.

"…I am happy," He spoke, throwing the particles through the door as though he was skipping a stone. As it bounced off the ground, it created a path for him to walk on. In the distance, a voice wall calling out desperately.

"…Peter!" The voice of Itsuka Kendo spoke loudly, "It's me! Please come back to me!"

With a smile on his face he took the first step.

Carnage leapt into the air to dodge another fire attack from Endeavor, moving with ease around his playthings. Try ad the heroes did, they were rarely able to strike him enough to keep him down. The only one who could keep up in terms of speed and power was Miruko, and even she couldn't keep the monster down for long. He was relentless, without mercy against his foe.

"It's like a playground out here!" Carnage exclaimed, centering himself on the street, "I like playgrounds!"

"Why won't this creature go down?!" Endeavor shouted, "What the hell is this thing?!"

As if an answer had come to be delivered, Shoto came sliding back on a path of ice with Kendo holding his hand, sliding along with him. Carnage leapt out of the way, sticking to the nearest wall. Shoto stopped just in front of his father, holding out his arms in retaliation, "You've got to stop!"

"Out of my way, boy. That monster needs to be stopped!"

"There's someone under the skin of that monster! You have to trust me!"

Kendo slowly approached the street and looked up at Carnage, who stuck to the wall with a devilish smile. Taking off her mask and hood, she tossed the cloth to the side so Carnage could see her face in its entirety, "Peter!" She called out desperately, "It's me! Please come back to me!"

"…Peter?" Izuku muttered, unable to register the monster and his roommate as one in the same.

"I know it's you," She said as Carnage jumped to the ground, his smile gone from his face, "I know you're in there. You're stronger than this. Don't let this monster make you do all these horrible things! You can stop him, because you're Spider-Man! You're Peter Parker!" She started crying, "You mean everything to me! From day one you were the kind of man who could make me smile, who brought hope to each and every one of us, and made us feel stronger than we were!"

Carnage's poster changed, becoming less animalistic as she spoke to him. She came closer, despite the heroes protesting her movements.

"You are one of the strongest people I've ever met, and don't let anyone tell you otherwise ...please," She jumped at him, hugging him tightly despite the fear of death, "Come home to me."

Carnage wanted to kill her right then and there, rip off her limbs and tear her apart. He wanted to stab her a thousand times in a thousand ways and watch the fountain of blood erupt from her corpse. Yet, he couldn't bring himself to do it. In fact, he felt himself becoming weaker by the second, the gravity becoming heavier. His mouth vanished and his blood red skin started to melt away, screeching in fear. Pushing Kendo away, he started ripping off parts of the symbiote and tossing it to the side. Revealed underneath was a green spider logo, glowing brightly. Despite how the symbiote tried to cling to him, he confidently ripped it off his body in its entirety, holding it to the sky and slamming it on the ground with a gasp.

What remained now was none other than Spider-Man himself.

"…Peter …" Kendo rushed back to him and gave him a tight hug, refusing to let him go. He hugged her back, the tension in his shoulders loosening as he could feel the air hit his body, despite the suit he wore, "I knew you were strong enough."

"…it took me a while to see that," Said Spider-Man, "Thank you for always believing in me."

It was hard for anyone there to believe the monster they were fighting was actually Peter, especially to Miruko. Those who were on his side were happy he was ok, glad to see the face of their dear friend even if it was hidden behind a mask. Endeavor still wasn't sure if the fight was over, so he kept his hands up just in case. Miruko, though, gestured for him to stand down. She was confident that though Carnage was a monster, Spider-Man was not.

What no one noticed while the reunion took place was the carnage symbiote piecing itself together and slinking away. It wouldn't have been able to escape in the state it was in, and it was too angry not to act. Instead, it looked around for the nearest unsuspecting host, needing someone to cling to before death approaches the door. In the distance from the group, there was one unmoving being standing incredibly still; the perfect candidate.

Spider-man noticed the symbiote moving, and quickly released the hug, "Someone stop that thing!"

Despite his warning, it was too late.

The symbiote jumped into the air and clung itself to the unconscious hero killer, spreading across its body quickly and desperately. No one was fast enough to act as it consumed his body and took form across each of his limbs. Once covering him, his limbs seemed to have increased in size, as though the symbiote was giving his muscles an extra boost. The wounds in his body had completely healed, but the host was left unconscious as something else took complete control.

"Now this!" Said the new Carnage, "This is a host!"

He was no longer just Carnage, nor was he just the Hero Killer. The two had become one, Carnage's mindless rage and power, fused with Stains skill, motivation and abilities. He wasn't just either one of them

"You can call me …" He raised his arms to the sky, "Bloodstain!"