"Thanks to Connor, now we know that the Nuform is at the Gem Theater." Izuku said.

"There's just one problem. Security around it is tight. Guards are posted all around the theater, and the only entrance is an electrified barrier pumping out 300 Kilojoules of Electricity." Adora said.

"Our first priority should be taking out the generators. Thankfully, they're not exactly far from the theater." David said.

"There are 4 generators at key points around the theater. If they're destroyed, or Miles drains their energy using his Venom power, we'll be able to get inside and take the Nuform before the Tinkerer uses it for her grand plan to destroy Roxxon." Kendo said.

"Right. This'll be a smash and grab. We break in, take the Nuform, then get out." Eijiro said.

"But, what if the Tinkerer catches us?" Hagakure said.

"Worst case scenario, considering she's Miles's best friend… Miles might have to reveal his identity right in front of her. That could help us change her mind." Hope said.

"Oh…so he'll just say…Hi, Phin. Guess what? I'm Spider-Man, the guy who's trying to stop your plans." Kaibara said.

"Dude." Al said.

"No, Kaibara's right." Miles said. "If I let Phin know the truth, it might make things worse."

"Well, we just have to make sure it doesn't get to that point, don't we?" Sachiko asked.

"Nothing we can do but play things by ear. Let's do this." Hope said.

After the short deliberation, the heroes made their way over to the Gem Theater as the Underground were patrolling it.

"Whoa…they upped security." Miles said.

"Yeah…probably cause someone went and broke into their base." Yui said.

"Right…" Miles said.

"We'll have to deal with them before we can get to the generator." Iida said.

"Alright, lets split up and take a generator area each." Kendo said.

There were 4 generators powering the electrical defense grid that protected the entrance. The first one patrolled was taken on by Eijiro and Sato who easily dealt with them through brute force.

The second one was taken down by a combination of soundwave sneak attacks from Jiro, and then takedowns by Kaibara.

The third one was overwhelmed by the combination of Yaoyorozu, Kaminari and Mina.

And the last was taken by Miles, Izuku and Bakugo.

"All right…now let's…" Ochako said as they entered the theater before some rubble blocked a path.

"And…that was the way to the main auditorium…" Kendo said.

"Oops." Miles said. "Maybe there's another way."

They looked around till finding an elevator shaft as they slipped through into the auditorium.

"Whoa…check that out." Kaminari said seeing the large armored container in the middle of the auditorium.

"That has to be where the Nuform is." Yaoyorozu said.

"We'll need to provide power for it…." Jiro said before looking at Kaminari.

5 minutes later….

"Ugh…I hate this!" Kaminari said wrapped in webs as he discharged his quirk to the reactor.

"Just keep it up till we get the Nuform out." Jiro said.

The container was being powered up as the Nuform was about to be released, but then more Underground thugs came into the room as everyone scattered to hide.

"Spread out. They're here somewhere." one of them said.

"Crap, if they find Kaminari, we're busted." Kaibara said. "But maybe we can take 'em out before they find him."

"Vine, think you can spread your… Well, vines around and help me snatch em up?" Miles asked.

"I shall try." Shiozaki said as she started spreading her vines.

Miles then went up high and ensnared plenty of Underground thugs. The others soon found themselves in Shiozaki's traps, starting with one of them tripping up on her vines.

"What the- since when did plants start growing in-?" was all he could say before he suddenly got tangled up.

"Hey! What's happening over-agh!" another called before the rest of them were caught one by one.

"Ha. Knew we could do it." Miles said.

"All right. Now let's…oh…" Yaoyorozu said, looking at the computer. "I've figured out Phin's plan."

"What's she doing? Blowing up the theater?" Todoroki asked.

"No…her target is…Roxxon Plaza." Yaoyorozu said.

"It makes sense. It's not open yet so there wouldn't be any casualties…but we still can't let her go through with this." Izuku said.

Just then, 3 more Underground thugs came in. One of them was larger and wore heavy armor, and manifested a shield and a giant hammer.

"Even you brats aren't ready for this." the Underground Brute said.

"Oh, trust us. We are." David said. "This isn't anything special for us."

The Undergrounders closed in on the group as they engaged them.

"Strong enough?" Balthus asked before dealing a critical hit to the Brute. The Brute's shield smashed to pieces as he resorted to his hammer, which converted to a more lethal form as he knocked Balthus away.

"You clearly aren't." the brute before.

"SMASH!" Izuku called out, landing a hit to the Brute's face and taking him down.

The other thugs were taken down in quick succession after that, as the Nuform canister was ready to be claimed.

"Okay, easy…" Miles said, pulling it out slowly before his spider sense went off. "Aw, no…!" he said as he nearly evaded the Tinkerer as she appeared and slammed onto the container, knocking Miles away and taking the canister for herself.

"Can't let you take that." the Tinkerer said as she jumped up out of the theater.

"After her! We can't let her get away with the Nuform!" Izuku said.

Those of the group who could keep pace with Tinkerer went with Miles as they chased her all across Manhattan.

"Ph– Tinkerer! Stop!" Miles called.

"So you can steal my Nuform? Not a chance in hell!" Tinkerer called as she launched programmable matter rockets at them.

"She's not going to slow down and she's wrecking everything she can. Miles…you…you're gonna have to tell her." Izuku said.

"Yeah, I know… but first, we gotta catch her!" Miles said.

As the chase continued on across the city, a figure watched it unfold from a rooftop, seeing the Tinkerer draw closer to their position.

"So that's the Tinkerer, huh? Well, guess I'd better stage an intervention." they said as they leapt from the rooftop.

"Tinkerer, I gotta tell you something! Slow down!" Miles called out.

"Do you think I'm-?!" they started to shout before a blurred figure dropped down and slammed a kick onto her head that sent her crashing to the ground. "Ghk!"

"What the…?" Miles asked before realization struck him. "Oh, come on! Dark Garden? Now?!"

The figure in question landed in front of the prone Tinkerer, allowing the group to get a good look at them: a man dressed in white, his face hidden behind a futuristic head-gear.

"That doesn't belong to you, kid." the man said to the Tinkerer as he strolled up to her as she picked herself up. "So…how's about you give it back?"

"Step off!" Tinkerer yelled as she formed a power fist to punch the newcomer, only for them to seemingly vanish. "How the-?"

"Finger Pistol." The man's voice came from behind her before she felt a sting in her back as she faltered to the ground. "Alright, now let's try this again. Gimme the Nuform kid."

"Back off!" Miles called as the heroes arrived to stop the scene. "Get away from her!"

"Oh, you must be the new Spider-Man." the man said. "Wish we could've met under better circumstances. Name's Captain EO."

"Captain EO? He's one of Dark Stage's sub-leaders." Mark said.

"Guess they finally decided to get serious. Good…can't wait to blow this guy up." Bakugo said.

"Sorry for the trouble, but getting that cheapshot in was the best way to take her out without damaging the Nuform." Captain EO said. "If it's all the same to you, I'll be taking it, and her, back to Roxxon."

"So you can give it back to Kreiger? Yeah, no chance." Miles said. "I don't get it. Why are you guys working for Kreiger when they're clearly up to something? He's lying to you and the rest of the company you're with, Nuform's dangerous."

"Like Dubstep made clear, we don't have any proof of that…not yet, anyway." EO said as he took the Nuform off the still prone Tinkerer. "We can analyze this stuff, see if what you're saying is true. If it is…then we'll deal with Krieger ourselves. So, how about this: you let me take this and the Tinkerer now, and I'll forget to mention I saw you to Simon. Sounds good?"

"No…I won't let you take Phin!" Miles yelled.

"All Might wouldn't do it the easy way, dumbass." Bakugo said. "Neither will we!"

EO let out a sigh. "Figures. In that case…" he said, launching a kick that sent a blast of razor-sharp air towards the group, forcing them to dodge out of the way.

"Let's take this upstairs. To avoid disturbing the locals." EO said as he grabbed the Tinkerer and began Moonwalking upwards to the roof of a nearby building.

"Careful with him guys. He's not someone to mess with, seeing as how he knows Six Powers." Adora said.

"We already got that." Izuku said.

"His moves…those movements…" Jiro pondered. "No way…is he…" she said as she held onto Miles as they followed after EO.

(Cue: The Disco Devil (Hole Punch)- Paper Mario: The Origami King)

The two reached the top of the building as they saw EO placing some hi-tech cuffs on the Tinkerer.

"You sit tight, kid." EO said as he turned to face Miles and Jiro. "So…you ready to do this?"

"Depends…you still as fresh as when you made Thriller?" Jiro asked.

EO was silent for a moment before he laughed. "Yeah…alright, let's dance!"

Dark Stage, 1st Sub-leader

Captain EO

"Jiro…what are…?" Izuku asked, confused.

"I'll explain it after the fight." Jiro said.

Said fight began in earnest as EO launched another Tempest Kick at the heroes, them leaping over it by inches.

"How the heck is he…" Izuku said.

"He's probably trained in the Six Powers on Luffy's World. But that's fine. We've seen they aren't invincible." Jiro said, plugging her earphone jacks into her boots. "Heartbeat Fuzz!" she said, sending out a loud soundwave.

"Shave!" EO said, Shaving out of the way of the soundwave and ending up behind them. "Iron Body Kenpo: Heavy Step Striker!" he said, striking out with an Iron Body infused kick.

The group was able to evade EOs attack as he punched a hole in the building.

"Heartbeat Surround!" Jiro said, plugging her jack into the ground as she ended up dragging EO down with them.

"A chance!" Izuku said, taking it. "One For All!" Izuku said.

"Iron Body: Empty Tree…!" EO said, preparing for Izuku's attack.

"Wyoming…SMASH!" Izuku said, landing a downward punch to EO's head, sending him through the floor, even as he was sent up by the counter.

EO picked himself up from the floor he landed on, coughing and noticing his helmet was sparking. "He managed to cause some damage, even with Empty Tree activated… Not bad." EO said. "Better get this thing off…"

Miles landed on the floor as he saw EO's back as the sub-leader took his helmet off, letting it fall to the floor, before he turned around, letting Spider-Man see his face; one he recognized all too well.

"No way… that face…!"

"It's no mask, Miles. I thought something was familiar about those moves. So, Dark Stage is made up of the biggest names in music…those back from the dead that is. Isn't that right…Michael Jackson?" Jiro said.

Indeed, there was the face of the King of Pop himself staring back at them, and as he was in the prime of his life, no less.

"Wow, kid. I honestly didn't expect ya to figure me out so quick. What gave me away?" EO asked.

"Well in my spare time, I do look into popular musicians from the day. Plus, your movements and your moonwalk…they were way too perfect to be some amateur or impersonator." Jiro said. "Plus the way you reacted to my Thriller comment…I knew I was spot on."

"What can I say? Even as a criminal, I'm a perfectionist." EO chuckled. "But in all seriousness, I gotta be frank: I owe these people. They brought me back, got me clean, helped me get these new skills. Dark Stage saved me. That's why I can't let you stop me from doing my job."

"And we won't let you take the Nuform back to Roxxon… even if we are facing a legend!" Miles said.

"Then let's see what you really got!" Captain EO said as he pointed at the heroes. "It's showtime!"

(Shift to Phase 2: Beat It - Michael Jackson)

The King of Pop

Michael Jackson

EO Moonwalked into the air before going right above the group. "Tempest Kick: Slaughter!" he said as he began kicking at a rapid pace, sending Tempest Kicks out that shredded the room they were in.

Everyone evaded the kicks as best they could as they landed a few hits to EO in return as they combated him.

"You kids are good, and I know you took on CP9 before! But I memorized everything they know over in the New World! I'm basically all best of both CP9 when y'fought at Enies Lobby and CP0, rolled into one!" EO declared as he landed and went on the attack against Miles, launching lightning fast kicks and punches at the Spider-Man.

Miles used his Spider-Sense to evade as he webbed up his legs.

"You might know their moves, but are you on the same level as them?" Miles said as he clashed his Venom Punch with a Solid Beast from EO.

"Not sure actually. Mind helping me make a comparison?" EO asked, before he used Paper Arts to escape the webbing. "That Spider-Sense of yours…it's a lot like Observation Haki, in a way. So I'm wondering if it shares its weaknesses too."

EO then began repeatedly Shaving around Miles, as the boy's Spider-Sense was going off on repeat.

"See, there's three major weaknesses with Observation Haki." EO said. "One: it doesn't matter if you know what's coming if you can't react to it. Two: you gotta keep your composure to make the most of it. And of course… you can't know where something is coming from…"

EO immediately stopped in front of Miles, his arms outstretched in a manner of holding a turning steering wheel.

"...if the enemy doesn't know that either. Six King Gun!"

Miles then felt his ribs crack as he was blown back by the attack, getting launched out of the building and into an opposing one, hitting it back first.

EO then turned towards the other heroes, clearly tired out. "Phew…not as good at that as the boss is…" he breathed.

"Izuku, now's our chance!" Jiro said.

"Uh oh….!" Captain EO said as he saw them bearing down on him. "Alright, it comes down to this. Tempest Kick: Moon Scythe!" he declared as he launched another kick out, his leg glowing white.

"(He's charging a Tempest Kick, but instead of shooting it out, he's combining it with Iron Body and his own physical strength. Sacrificing range for power.)" Izuku noted internally. "(If that's the case…)" Izuku thought as he jumped back.

"Damn…out of range…" EO said as Izuku turned around. "What in the….?"

"One For All…St. Louis Smash…" Izuku said as he kicked the air as a blast of high pressure hit EO directly. "AIR FORCE!"

EO felt the full impact of the attack as he was blasted out of the building. "(He copied the Tempest Kick…no, he improved it. It hurt as much as it would have if he had just kicked me. Heh…you really are getting better by the second, aren't ya, Deku? You're filling up, alright.)"

(End song)

Captain EO crashed further away from the building, leaving the Nuform and Tinkerer behind. Tinkerer soon got free of EOs cuffs, grabbed the Nuform, and jumped down to where Miles was before the others could reach him.

"How do you know?" she demanded.

"Wh-What…?" Miles asked as he shakily got back up.

"You called me Phin." The Tinkerer said. "You said you wouldn't let him take Phin away. How do you know my name?" she said before drawing her programmable matter sword as she pointed it at his throat. "Give me one reason why I shouldn't slice your head off!"

Miles then quickly removed his mask. "Cause my mom would be very upset if you did." Miles said.

At that, Tinkerer couldn't help but show her face. "Miles…?"

Miles got up, still feeling the effects of EO's Six King Gun. "Can we just…?"

"All of you, in the building! Come out with your hands up!" a cop outside said.

Everyone looked away for a second, and Phin was gone. Miles's web shooters were damaged, so he couldn't go after her.

"I think we should probably get outta here…" Miles groaned.

"Good call. Get back to HQ, we'll heal you up." Hope said as everyone soon left the building.

Further away from the scene, the Prowler was watching the entire chase and fight.

"This is gettin outta control… I gotta find a way to keep those kids outta even more trouble." Prowler said to himself before he heard something appear behind him, as he turned to see Sage.

"Aaron Davis. You seem concerned." Sage said.

"I dunno who you are, but you're right. This whole situation is really getting bad for my nephew and those kids in Heights Alliance. I can't lose anyone else." Prowler said.

"We both have the same objective then. If you want to protect your relative, you will listen to what I have predicted to be the hero's next move." Sage said.

"And what do you get outta this?" Prowler asked.

"I get them out of my way while I save my family." Sage said.

"... Whaddya got?" Prowler asked.

"I have calculated that Miles Morales, Heights Alliance and the Tinkerer, will meet together at Trinity Church to discuss their next move." Sage said.

"And how the hell do you know that?" Prowler asked.

"Study of Miles and the Tinkerer's past…friendship." Sage said. "Inform Roxxon. Have them attack the Tinkerer but leave the boy and his friends."

"Yeah…that may be my only option here." Prowler said. "But that doesnt mean you get to do anything to em."

"I promise I shall not do a thing to them." Sage said as she went to leave. "Though I can't promise Roxxon will do the same." she muttered as she shifted away.