Spidey's Life is a Game!

by RebukeX7

Spider-Man's life has never been easy, but what if one day a tournament began with stakes so high that it could mean the absolute destruction of the world as he knew it ? Watch as he and his two unlikely allies strive to reach the top! 5th in the LIAG series! Can be read alone! Crack-with-plot! Spidey/harem, X-23/femharem, eventual Spidey/X-23. Guest reviews deleted automatically.

26. Act IV (Part 2)

Disclaimer: Still don't own Marvel or Capcom

D-D-D-D-DOUBLE FEATURE!

"WHAT THE FUCK!?"

Haha! Shocking right!? I finally got one over on you!

"Of course you know this means war… On top of what I've been doing so far, I'll add an even bigger shock!"

…

Just what the hell have I done?

Chapter 25: Act IV.2: Will of Infinity (Part 2)

-Deep Space-

Carol floated in place silently before releasing a silent gasp as her eyes snapped open.

"The damn gem is in a black hole!? I can't survive something like that! My body will be destroyed instantly…" Carol thought in frustration and gazed out into the infinite sea of darkness and stars. "If only there were some way I could strengthen my body-"Carol stopped as she suddenly snapped her head to the left. "There in that star system! That should be more than enough." Carol thought before blasting off speeds far superior than any she had ever reached in her career as either Ms. Marvel or Captain Marvel.

-New York: Manhattan-

The sun was shining brightly over the god forsaken city of New York. It would have been a beautiful day if the city wasn't destroyed to the point that it was basically lifeless and the fact that the atmosphere was filled with a terrible sense of dread. Everyone in the city could agree that something terrible was going to happen that day…they just didn't know what.

"A terrible situation caused by Octavius's schemes and I run into his most annoying ally?" Kaine thought to himself incredulously as he dodged large tendrils of sand. "I should have fucking known Sand Man would be here!"

*SLAM!*

"Gak! Damn it!" Daken roared as he flipped to his feet with a glare while his claws popped out. "This is bullshit!"

"How do you think I feel I had to come all the way from Houston to clean up Pete's mess? No rest for the wicked!" Kaine shouted as he ducked under an axe formed from sand.

"Just don't get your ass killed; I need you to progress through the tournament." Daken growled out before running down the street as Sandman followed after him in a twister of sand.

"Progress?! We still need one person to even enter and even then we are behind." Kaine argued as he swung after the feral and scooped him up under one arm just in time to dodge a large hammer fist from Sandman. "Aren't you supposed to be my back up?"

"Shut the hell up!" Daken bit out before he freed himself from Kaine's grip and descended upon Sandman with his Muramasa claw shining brightly.

*SHING!*

Flint was cut in half but instantaneously reformed making the feral growl viciously.

"You have Spider-Man's memories right? How the fuck do we beat this guy?" Daken questioned as he back flipped away from two sand blades.

"There aren't any weaknesses I can exploit at this time." Kaine said before both he and Daken were smashed into the ground by a wave of sand. "D-damn I miss my Spider-Sense…"

"You two can't beat me!" A bulky sand monster roared before it reformed into an organic Flint Marko. "Give up-"Flint was interrupted as he felt a foot collide into his now organic head.

"Shinku Tatsumaki Senpukyaku!" Ryu shouted as he held his duffle bag over his right shoulder while he spun around in midair sending Flint crashing into the side of and abandoned semi-truck with enough force to make it explode.

"I was going to do that next." Kaine muttered as he sat up with a groan. Ryu walked over to them and helped them up.

"[Just what is going on in this city? I just came back from a match in Los Angeles to find the entire city destroyed.]" Ryu said as he sat his bag down.

"The hell did he just say?" Kaine questioned in confusion. Ryu blinked at him owlishly before realizing that he was speaking in his native tongue.

"Sorry, I said-"

"That he wants to make a team with us." Daken finished with a vicious smirk making the other two gape at him-though Kaine's expression was hard to see.

"Why exactly do you want to enter this tournament so badly? Power?" Kaine questioned as he crossed his arms.

"No not exactly. Recently I have suffered a humiliating defeat and I can use this as a chance to get stronger and test my strength." Daken answered truthfully. "Also with the loss of Laura, her team can't continue. I can't think of anyone better to take their place." Daken finished getting a nod of understanding from Kaine. Ryu was confused by what he meant about Chun-Li's team mate but he was never one to turn down a chance at a new fighting tournament.

And just like that Team Astounding was forged.

-Meanwhile: Shadowland: Kingpin's Office-

"Alright everyone is here and I finished with the coat-Oh my God, are you kidding me Kiden?" Tatiana muttered as she found a giggling Kiden, who was now back to her former blonde hair style sprawled out on her back in the office. Tatiana had actually managed to find some clothes that were able to fit her friend and Kiden was now wearing a simple black dress shirt, black jeans, and a pair of black sneakers.

"Are you seriously high right now?"

"Only a little." Kiden admitted. "One of my henchmen-I can't believe I have henchmen it's so fucking cool-"

"Kiden!"

"Sorry! He was finishing a blunt so I took it. Everything has been moving so fast since I woke up- Robyn explaining what the hell is happening outside didn't help much- I needed things to slow down for a bit. " Kiden explained before stretching her arms. "I'm fine. Still I know exactly what we have to do now."

"Whatever, here's your lucky jacket back." Tatiana stated as she threw the Jacket towards Kiden-who made it freeze in mid-air on reflex. Kiden and Cat blinked owlishly as they stared at the frozen article of clothing.

"I love my life." Kiden said with a smile as she stared at her hands before plucking the Jacket out of the air and putting it on. It had fit much better than it had previously and under the "N" and "Y" was a blazing red "X". "Good job. Let's go." Kiden said before leaving the room with Tatiana following her.

"Question, after everything is over...then what? What exactly is going to happen to us after this?" Tatiana questioned hesitantly.

"You know we didn't survive this long by being worried about the future; it's the here and now that matters. It's always been that way and always will." Kiden said simply but noticing the unsatisfied expression her friends face she sighed and continued. "But…I suppose I could try to actually do something with this. Get you and Bobby a nice place to live with a nice chunk of Fisk's money, maybe find my family and rub it in their faces. After that who knows, I'll just live comfortably without a care in the world."

"You make it sound so simple." Tatiana said with a snicker.

"Life is only as complicated as your outlook on it."

"Wow…that was actually pretty deep."

"Don't get used to it, it was a high moment." Kiden said with a smile as they approached a rail. Looking over the rail they stared down at a large group of criminals and gang members from the darkest streets of New York. When Kiden first saw how many people showed up she was overwhelmed. Apparently once word got out about what happened virtually every one of Fisk's henchmen, Mafia families, and Gang members that weren't injured or killed by Alpha showed up to see who dethroned Kingpin. Virtually every organized criminal activity in New York could be track downed back to Kingpin.

"So what are we going to do now?" A voice spoke up and Kiden turned to see Bobby walk up holding Lil' Bro by his hand with Cameron trailing behind them.

"I take back everything I might have said and or thought about you. Who would have thought that out of all of the students you would be the one to succeed the most?" Cameron said good naturedly making Kiden laugh.

"Shit happens." Kiden shrugged. "This is what's going to happen you four aren't going to do anything. Period. Let me handle this, so go relax or something." Cameron didn't protest seeing as she wouldn't have been able to help anyway and Bobby was about to but when Tatiana shook her head, he relented. "Alright, shut the fuck up!" Kiden shouted making the criminals quiet down.

"Well she sure knows how to speak their language." Cameron drawled.

"As you all know there has been an obvious change in management." Kiden began getting a loud 'no shit' from a random gang member whom she promptly flipped off making a few of them laugh. "I'm glad to see that so many of you are willing to work for me…though that's probably because I doubled all of your pay."

This time they all laughed and some even cheered making her smile wryly.

"As you know, SHIELD has been recently put in charge over the city after it was destroyed." Kiden began get a few grumbles. "This pisses me off and let me explain why. First, they are costing us millions of dollars from what we could have gained from this event. The black market could have profited greatly from this cities' destruction but with SHIELD watching our every move now that's nigh impossible."

Kiden took a moment to smirk to himself when she realized she had their undivided attention. They were all just so easy to manipulate.

"The second reason it pisses me off is because it's upsetting the natural order." Kiden added confusing the hell out of them. "The authorities-no matter which organization-are backed by the government, the government consists of politicians who are backed by us. They think that they can suddenly change this because of the rise of costumed heroes and take over our city? I think it's time we reminded them who's in charge. Their 'heroes' are too distracted at the moment to give them any sort of aid. There was once a time where I saw the world in black and white. I believed that all criminals should be locked up forever and once every now in then I entertained the idea of being a hero."

Kiden took a moment to sigh.

"Then when life got worse and worse for me I even thought of using my powers to become a villain. Then I met someone whose life was a living hell-who had every reason to hate the world and was a monster by every definition of the word- but she didn't become a villain…she-just like myself- just tried to live day by day. Listen you all, you're not criminals." Kiden said as she softened her gaze. "You're survivors, you're just trying to make a living the best way you can by using the cards life dealt you. Don't get me wrong I'm sure there are a few twisted sons of bitches among you but for the most part we're all trying to survive."

"What does this have to do with SHIELD?" Someone questioned.

"Simple, if we let SHIELD go down as the people who stopped this then it all goes down from there. If they are made out to be saviors even I can tell this will be the end for many of you. The public will allow SHIELD and other organizations to get more power and it is all downhill from there. We nip this in the bud today and show the public that they are useless. Today will be a new era for how crime works. Crime will never stop but it can be controlled. Together myself, and your various leaders can work together to control it in a way that will make the public think that their protectors are actually making a difference. We can lower the death count tremendously; quit kidnapping people for prostitution, and stop selling drugs that are too harmful."

"And you expect us to believe we can make those changes without losing money?" An old Italian man scoffed. She didn't know who it was but he was obviously a mob boss.

"How the hell do you think Kingpin was so successful? Show the public one thing and do something else behind their backs. To many of you I'm just a kid and I can see that much. Hell I'll even pay you out of my own pocket I just want a simple life I don't need anything too extravagant. Listen I'm making a deal at all because I don't want you to fear me. I can kill everyone in this room, but if you fear me instead of respect me you can easily be turned against me by the highest bidder. Give me one year. If you don't like any of the changes you can walk." Kiden revealed her ultimatum as she stared the man in his eye. They gazed at each other for a solid minute before he nodded his head and gave her a look of respect.

"One year." The man agreed making her smile. "Still we need more weapons if we're going to stop SHIELD. Their helicarrior was destroyed but they kept their weapons on them." Kiden grimaced slightly at his point. Truthfully she was just going to count on the weapons they brought with them and back them up with her powers, but he had a point. She closed her eyes and silently prayed for a way out of this. "Hmph, are you honestly praying? You expect God to give weapons to criminals-"

*FLASH*

Everyone including Kiden paused and slowly turned to the left of the room where they were met with a pile of weapons. Some looked a little too close like the weapons seen used by the Green Goblin for comfort. For nearly five minutes no one said anything-well besides the old man who kneeled and suddenly made a cross with his right hand and began praying softly. Finally Kiden found her voice.

"Touch the glider and I'm kicking your ass."

-Meanwhile: Southside New York.

"Finally found you, you bastard!" The Ultimate Spider-Woman shouted as she saw Octavius swing around a corner and in to her line of sight.

"Another child? I have no time for you-"Octavius flipped forward just in time to dodge a red-clad fist. He quickly turned to find Ben dashing towards him. Popping out his talons Octavius unleashed vicious slash that Ben was barely able to side step before delivering a blow of his own at Octavius sending him stumbling back. Ben shook his hand in pain as Jessica attempted to land a powerful drop kick only to miss at the last second when Octavius back flipped. Jessica's foot caused the concrete to shatter from the force she used. "This is not good, my suit has lost too much power to use the Spider Jammer!"

"You'll pay for what you've done Ock!" Jessica shouted as she lunged at him.

"Get away from me! You petulant child!" Octavius shouted as he barely managed to dodge each of her blows.

"Dude, is that all you can do? Run?" Ben questioned as he attempted to tackle Octavius who barely jumped in the air in time. Jessica dove to the side just in time for Ben to miss her. Growling to herself Leapt up after him and fired a web-line.

"ULTIMATE WEB!" Jessica roared as she caught him with her webbing and began performing countless summersault-spinning him as she did so- before slamming him into a back sedan causing the car to explode.

"Whoa! Make sure you don't kill him, we still need the body alive." Ben said in shock. "If I didn't know better I'd think you'd have a symbiote, your costume sure makes it look that way!"

"He's the reason Miles is dead! He was just a kid." Jessica shouted and Ben could hear the pain in her voice.

"Listen…" Ben began softly. "I know it hurts but don't forget what Miles died for. Remember great power comes with great responsibility. Do not sink to Octavius' level because if you lose sight of who you are, then he wins whether he's alive or dead." Ben finished passionately making Jessica bow her head and clench her fists.

"Looks like I'll have to deal with you the same way I did that other Spider-child." Octavius said sinisterly as he called upon the chaos he acquired from Mayday's death. He screamed in agony at the sudden unexpected burning that coursed through his body as his stinger ripped free. After a moment he calmed himself and began laughing as he felt the dark power flow through him. Octavius blasted forward and stabbed his right stinger forward at Jessica who was unprepared for his increase in speed. Time seemed to slow as she was knocked out of the way by Ben who suddenly appeared next to her. He grunted his pain as the stinger pierced him through his chest. Ben used both of his hands to latch onto Ock tightly.

"Gnh! Not her!" Ben shouted as Octavius laughed at his pathetically weak grip on his arm. Otto raised his left hand to finish Ben off when out of nowhere his spider-sense went off.

*BANG!*

*CRACK!*

"GAHHH!" Otto screamed when his stinger was suddenly blown apart. He was unable to rip his hand free and dodge the unknown attack in time. Ripping his right hand free Octavius and once again ran away.

"Go after him." Ben said weakly snapping Jessica out of her stupor. "You go find him and take him out, you can do it if you don't lose sight of who you are *Cough* remember…with great power comes great responsibility."

"But-"

"Go now!" Ben shouted before coughing frantically. "It's too late for me; don't let him get away with-with-." Ben never finished as he fell back lifelessly. Jessica cursed loudly before rushing after Octavius. He had caused so much pain…it was time for him to be stopped once and for all!

…

…

Suddenly a woman of about 5'11" walked up next to him. She hand long blonde hair and bright blue eyes. She had a brown cowboy hat on and a tight brown vest that stopped just under her breast and was tight up in the front tightly with brown leather laces which showed off her impressive cleavage. She had on a pair of brown panties and a pair of brown cowboy chaps. She finished this with two revolvers strapped to each side of her hips and a pair of brown cowboy boots.

"You know hun; I really liked your old suit more."

"…And scene." Ben said suddenly as he flipped up to his feet and cleared his throat. "I need a fucking Emmy for that one. Tobey Maguire, Andrew Garfield, and Octavius have nothing on me!" Ben shouted in a completely different voice as he pulled off his mask to reveal a Deadpool mask underneath it. "Glad you could make it Outlaw…I was beginning to doubt you would, considering the amount of bullets you shot into me."

WHAT TIME IS IT!? LIAG BREAKDOWN TIME- You know what? Screw it this is Deadpool's twist you do it.

"Fine." Deadpool said with a shrug. "Outlaw also known as Inez Temple is my sexy-non imaginary- love interest. She's a mutant mercenary and her powers include:

Being sexy as hell,

Being very skilled with weapons, possibly enhanced eye sight-she's a little too accurate

Great at hand to hand…and hand Jo- you know what? Too easy

Super strength to the point of lifting ten tons

Durability to the point that bullets leave bruises

Stamina….oh my fucking God I love her stamina...

And a healing factor that can heal minor wounds in hours

Break Down Over!" Deadpool cheered.

"The hell were you talking to, hun!?" Outlaw questioned perplexed beyond belief. "Never mind it doesn't matter. To answer your question of course I was mad, you came out of nowhere and told me you were seeing some mystery bitch and wanted me to be in a harem. I started not to come see you…but then…" Outlaw trailed off in embarrassment.

"…You realized that both me and the mystery bitch were technically the same person and said fuck it after a nice afternoon alone with that thing I bought you and your new fantasies?" Deadpool guessed.

"Aww, you know me so well." Outlaw smirked as she rolled up his mask over his scarred mouth and pressed her lips firmly to his. Their moment was broken up when he was suddenly drop kicked away by a man with brown hair and hazel eyes that was wearing a pair of Deadpool boxers.

"You son of a bitch! You knocked me out, stole my costume, and left me tied up naked in Jackal's lab after his twisted experiment gave me a chance at freedom!" The real Ben Reilly shouted as he shook the man angrily. "Why the hell did you do it!?"

"I did it because I'm the Superior Spider hero the world deserves but not the one it needs right now-"

"Shut the hell up!"

"I left you my boxers!" Outlaw watched with wide eyes as Deadpool was suddenly stripped before her very eyes as the irate clone put his costume back on. After a few moments Deadpool was standing completely naked minus his mask. Ben threw the boxer in the merc's face and followed up with a punch to the merc's stomach.

"Unbelievable." The Scarlet Spider muttered before he swung away.

"You know what? Let's just change scenes." Deadpool questioned before turning to the viewers and clearing his throat. "Meanwhile in the next episode of Carol Ball Z…"

-Meanwhile Deep Space-

BGM: Super Saiyan 3 Transformation theme- Dragon Ball Z OST

"Gnh!" Carol grunted in pain as she floated between tow bright stars in the middle of a Binary star system. She didn't know how long she had been floating there but it felt like hell she had been gathering energy from the system in hopes to be able to protector herself in the dark hole long enough to escape, at first gathering energy was slow but as she gathered more it began to flow even faster in faster to the point it felt as though she were trying to prevent her body from exploding.

*Crack*

A crack appeared on her face as her suit began to burn and flashing back and forth between her Captain Marvel costume and her Binary costume.

*CRACK!*

Her irises disappeared as her hair began to burn as though it were on fire. Part of her skin peeled of reveling blood red skin underneath.

"AHHHHHHHHHHHHHHHHH!" Carol screamed as she could no longer hold in the power.

*FLASH*

*BOOOOOM*

Her body exploded in a ball of fire and once the flames died down, just like her fight against Steve and Tony, Binary had taken Captain Marvel's place. Only this time she had the power of a binary star system flowing through her. Raising her right hand, Binary sent a large flaming energy beam towards a nearby star causing it to explode in a hellish fire ball. Binary looked at her hand and nodded once.

"My power is back to their original levels when I first gained this body if not stronger. I have all the power I need now." Binary thought as she blasted off towards the dark hole at light speed. She narrowed her eyes slightly as she saw the dark vortex of destruction get closer and closer. "I can't back down now…" Binary thought as she flipped over so that she was flying on her back and closed her eyes. "No fear." Binary thought as she dived into the vortex.

Almost immediately she felt a heavy sensation push against her body as if something were trying to squeeze her until she shattered, but she held strong. She released a might burst of energy from her body in order to push the feeling back. She gritted her teeth as the force got stronger and stronger the further she went in. Snapping her eyes open with a glare she finally caught a glimpse of the purple gem simply floating within the void. The fact that it was even viable in the void was a testament to just how powerful the artifact was. With a silent roar Binary grasped the purple gem with her white gloved hand tightly. Time seemed to still as the overbearing force of the dark hole finally became too much but before she could be ripped asunder she simply vanished.

BGM: END

-New York-

An exhausted Carol suddenly landed on top of a car on her back. She was back to her Captain Marvel costume only now she had a purple gem on her forehead.

"N-never A-again." Carol muttered as she rolled off of the car and fell to her hands and knees. "Well at least the worst is over with…" Carol muttered to herself as she tiredly stood up just in time to see Hulk and Red hulk land at the end of the street in front of her. "…fuck my life."

-Earth 702037: 15 years later-

BGM: Love & Loss- Two Steps From Hell

*BEEP*

A now fifteen year old May Parker sat with tears in her eyes as she held the withered hand of her guardian. She was wearing a pair of black cargo pants, a short lack tank top that had a white spider on the front and back, and a pair of black goggles that rested on her forehead. She didn't wear shoes but she had on a pair of black fingerless gloves that had a bit of metal on each knuckle and her hair was cut short and stopped just above her shoulders

"Listen May, I don't have much longer the radiation in my blood has been eating at my body for at least a decade now." An elderly Peter began before coughing harshly causing some blood to spill on his hospital gown.

"Don't say that! You can get through this like you've gotten through everything else." May said as she rested a hand on his should trying to calm him down. The man had raised her, her entire life he was the only friend she had ever had, if he disappeared she would be completely alone.

"No not this time. Listen to me; I am very proud of the fine young woman you have become. When I took you in I had no idea it would be you that would revolutionize and restart this world's hero community."

"I just did what you taught me." May said as she gave him a weak smile making him laugh a bit.

"That may be true, but you are far stronger than I have ever been, you're special even for a hero. What I'm about to tell you concerns your true parents." Peter said seriously making her gasp. "Their names are Mary Jane Watson and Peter Benjamin Parker." Peter said making her shake her head slowly with wide eyes as she stepped back.

"But you said-"

"I know I said that we weren't related and it's partially true. You see you aren't from this earth.
Peter continued seriously. "In the Earth you came from your father's life was in jeopardy. Doc Ock had switched bodies with your father in order to escape his decaying one. In that earth you were born stillborn."

"How-"

"A prophecy said you would be the one to stop Octavius and lead your father and his allies to victory. A much older version of yourself from a different earth went back in time and saved your life. The problem was if she left you to be raised by them you'd barely be older than a year old so they sent you to me. I raised you as my own, trained you to the point that you were stronger than I could ever be and in the process you saved this earth countless times. I know it sounds horrible but this is why I kept you isolated I didn't want you to grow attached to this earth and I can understand if you hate me."

"I can never hate you." May denied firmly making him smile tiredly as he leaned back and closed his eyes.

"Good." Peter said as tears slid down his cheeks. "Maybe, in hindsight, if I let you have a few friends you wouldn't have ended up such a flirt. Whatever that's your dad's problem not mine." Peter quipped making her glare at him good naturedly. "Never forget May, With great power…"

"…Comes great responsibility." May finished as she wiped her eyes. "Goodbye old man."

"But there is one thing to remember that is more important than that. Always remember that I love you, and I am so proud of you…if you put your mind to it…you can accomplish anything." Peter said with a smile before his body relaxed. "Go get em' Tiger."

*BEEEEEEEEEEEEEEP*

"It's time go home." A voice said and a crying May turned around to see Mayday leaning on a wall with a sad expression. May dried her eyes and nodded as her eyes burned with determination. "You have anyone you need to say good bye to?"

"No one." May answered with narrowed eyes. "Just take me to Octavius." May stated as she clenched her fists.

"Be patient you will have your chance." Mayday said softly as she placed a hand on May's shoulder. The girl released a long breath before nodding her head.

"Fine."

"This girl is strong; she's even obtained unity…" Mayday thought with a frown as she glanced back at Peter. "Just how hard did you train her…and just how much did it hurt you to do so?"

BGM: END

-With Jubilee-

Jubilee frowned at her ring as she sat in her room with Blade in one of Dracula's abandoned castles.

"That's a very peculiar rock you got there." Blade stated simply making Jubilee sigh.

"It kind of…spoke to me? I guess that is the right word." Jubilee frowned. "I think I know what it is but if that's the case then we have to speed this me as queen plan up to like, now."

"Well what do you think it is?" Blade inquired as he quirked an eyebrow.

"Don't freak out…" Jubilee trailed off making Blade scoff at the very idea of him of all people freaking out over anything. "But I'm pretty sure it's an Infinity gem."

…

…

"I think I need to sit down." Blade muttered as he sat down on her bed. "How do you know?"

"Well besides the fact that I can feel it calling out to me, I can also feel five other similar objects in New York. Blade Logan told me about them, this is bad…if the wrong person gets their hands on all of them we're fucked. Can you imagine what will happen if Octavius gets his hands on them if he hasn't already?" Jubilee questioned making Blade grimace.

"That's true but Dracula will get suspicious if you change the time of the wedding again, and even then he said that he wouldn't marry you until he saw you drain a human." Blade said making Jubilee sigh tiredly knowing he was right.

"There must be some way-"

*Knock* Knock*

Jubilee and blade both turned to the door in confusion. Jubilee stood up and opened it and on the other side was a cloaked figure whose face was obscured by a hood. The figure quickly rushed into the room as Jubilee closed the door with a frown before the figure pulled off the cloak revealing Lilith underneath.

"It was hell trying to sneak passed all of those vampires but I managed, anyway I heard your plans and I have an idea that might help you out."

"Oh?" Jubilee asked skeptically.

"It's an old vampire law but it'll work, now listen closely because I'm forfeiting my revenge for you…" Lilith said seriously before she began her explanation making Jubilee's eyes widen.

-One Hour later-

Dracula sat boredly on his throne as the dozens of vampires conversed and fed from the humans they discovered in the wreckage of what was once a great city. He widened his yes slightly when he saw Jubilee enter followed by Blade. He gave his soon to be wife a smile which quickly died on his lips when he saw a smirking Lilith behind them.

"What is the meaning of this?" Dracula questioned coldly making the vampires stop their actions and stare at the new comers. Black pooled in Jubilee's sclera as she drew her katana and aimed it at Dracula.

"I Jubilation Lee challenge to a trial by combat for your place as ruler." Dracula sneered at the betrayal and stood up with narrowed eyes. "Blade…" Jubilee muttered and Blade unsheathed his own Katana and tossed it to Jubilee who caught it with her left hand and held it in a reverse grip

"It seems I have to teach you your place. I was going to make you my Queen now you'll be lucky if I let you be a concubine." Dracula glared at the other vampires. "No one interfere, this shall be over shortly.

BGM: From Shadows- Jeff Williams

You could almost hear a pin drop as the two vampires stared each other down as the vampires watched in rapt attention. Suddenly as if sharing a mind the two launched at each other at blinding speeds.

"I can't lose, there's too much at stake." Jubilee thought as she steeled herself. She closed her eyes as an image of Laura flashed through her mind and when she snapped them open they shone with a new resolve as Dracula's claw was about to tear through her face. She turned to mist just as the claw made solidified and spun on her heel and swung with her right blade with enough force to cut through his right arm. Dracula howled in pain as two large bat wings sprung from his back before he took flight with Jubilee following right behind him.

*BANG*

Dracula growled as he saw the crimson bolt of energy barely miss him and explode onto the wall. Jubilee didn't let up as she sent dozens of streams of energy at Dracula, but he wasn't the Lord Vampire for nothing and expertly maneuvered in mid-air dodging all of her attack. Jubilee growled and threw her left blade at the white haired man who barely dove up in time for the blade to miss him and stab into the wall. Jubilee landed on the wall with enough force to shatter it as she freed her blade and flew up after him. Dracula suddenly flipped in mid-air and performed a heel devastating heel drop that caused Jubilee to crash into the ground creating a large crater.

*CRACKLE!*

Dracula gritted his teeth as a clawed shot up from the debris and fired at him. He barely dodged as the stream of energy obliterated the ceiling. However Dracula expected something like this and everyone looked up to see a cloudy sky blocking sun's rays. Dracula realized that while they shared the same abilities, Jubilee's mutation easily gave her the edge.

So he'd have to even the odds.

"Get her!" Only five of the weakest vampires answered his demand as the rest had figured out that Dracula could lose the fight and wanted to see who the victor would be. They wanted to be free and used all their strength to attempt to resist the demand. Jubilee flipped to her feet and charged the small group of newborns.

"Blade-"Lilith began but was cut off by a growl from Jubilee.

"Stay back, I've got this. He falls today!" Jubilee shouted stunning her and time seemed to slow as she threw both of her blades at the group. Using the hand to hand skills she learned from Logan she was easily able to slip through the first to vampire's guards and use her claws to rip their heads off. She spun on her heel and gracefully stepped in between two other vampires that were soon speared through their heads by her blades. She turned easily and grabbed the hilts of the blades and ripped them from the heads of the vampires before spinning around again and with two vicious swings slayed the final new born before leaping in the air and releasing a powerful roar as her pyrokinetic energy ripped from her body in the shape of a blazing X and blew apart the remains of the vampires. Jubilee glared up at Dracula and blasted off after him.

"Holy shit." One of the vampires muttered. Even Blade and Lilith blinked in shock; though Blade's shock was followed up by a small sense of pride.

"Who do you think you are!?" Dracula shouted in out raged as he descended upon her.

"The one who's going to put an end to your reign!" Jubilees shouted as she released the blade in her left hand and grabbed her Katana with both hands tightly. "The lives you've taken, everything, will be avenged now!" Jubilee swore as they got within arm's distance of each other. The gem on Jubilee's ring pulsed before fading and reappearing on her forehead

*SCHTIK!*

*CRUNCH!*

Dracula's right claw pierced through her shoulder as her blade pierced through his stomach.

"You think this is enough to stop me? I am Lord Dracula! I am the ultimate Vampire and I will not be beaten by a glorified new born whore like you! That is the reality of this situation!" Dracula roared as he slammed her into the ground. Jubilee kicked him off and flew back and floated in the air with a glare before rushing at him again. Jubilee's gem shone brightly as she raised a hand at him with a glare by pure instinct. She widened her eyes as time froze while the blue ethereal form of Anansi appeared before her.

"You can change that reality child." Anansi began simply "All you have to do is believe in yourself." And with that the great weaver flew into her body making her gasp as a surge of strength poured through her while time resumed.

"Then I will change that reality!" Jubilee roared as the gem pulsed. Dracula froze for a moment before his wings disappeared sending him crashing to the ground.

BGM: END

"WHAT!?" Dracula roared in agony as he began bleeding profusely from his wounds. He broke into a cold sweat as he felt his heart beating. "What the hell did you do to me!?" Jubilee looked at him in shock as she smelt his blood. No one moved as she realized that she had in fact just done the impossible.

She turned Dracula the Lord Vampire, human. She was so shocked she didn't pay attention to the sudden feeling of a weight being shifted upon her as she took his place as the ruler of the damned. Jubilee walked over to him and easily picked him up by his neck.

"Finish it Jubilee. As much as I want to, I cannot directly cause his death. I led him to it; that is enough for me." Lilith spoke up and Jubilee turned to the terrified man in her grip.

"Blade there is a conflict coming and I am weak from the lack of blood-"

"I understand." Blade interrupted firmly making Jubilee look at him with a saddened expression. "This is the only time there will be an exception. After this if you drain a human life I will end you." Jubilee nodded her head in acceptance before burying her fangs deep into Dracula's neck making him scream in pain. She didn't let up as she felt her body strengthening with every gulp and finally when his body went limp she broke his neck and through him down to the ground.

"Someone dispose of his body." Jubilee ordered and quickly one of the vampires shook themselves from their stupor and retrieved their former lord's body. No one had ever anticipated seeing Dracula of all people being drained. They all feared her power and inwardly Jubilee accepted that as a good thing. Jubilee sat down on Dracula's throne and took a moment to just let everything sink in.

"That was a good fight." Blade stated as he walked next to her making her smile tiredly. "But what are you going to do now?" Jubilee stood up and gazed down at the group of vampires.

"Listen, as many of you saw I can give you back your humanity. I just need you all to help settle something back in New York. Afterwards if you want to become human again I will turn you, no questions asked." Jubilee said making a few snap their heads up to her with a small amount of hope reflecting in their eyes. "However those of you who wish to remain Vampires, you will help me bring order to our people. They say vampires are dark creatures, I used to think so as well but the truth is we are just trying to survive the only way we know how. We're just more susceptible to our instincts."

She got a few murmurs of agreement.

"Don't get me wrong there have been quite a few of us who have gone beyond what is necessary to survive and because of them we are seen with fear. It won't be easy, not by long shot, but together we can find a way to live in harmony." Jubilee said passionately. "I need you to take a leap of faith and trust me. There, that's all I've got. What do you say?" Jubilee finished sheepishly. Lilith smiled and was the first person to kneel before her and she was quickly followed by the rest of the vampires.

"You're going to be something special." Blade muttered making her smile. "Here I've got you something." Jubilee watched in in confusion as Blade reached into his pocket, that confusion quickly turned into a look of disbelief as Blade presented Laura's ring to her. "Don't give up just yet, the impossible tends to happen a lot with you. One day you two might just cross each other's paths again."

They had no idea that that day was much closer than either of them expected.

-Meanwhile: With Peter-

"You have to have the worst luck of all time." Johnny deadpanned as he and Sue stared at Peter, whom just sighed.

"Thank you for pointing that out for the fifteenth time since you got here." Peter said dryly. The two had been searching for Peter for hours and just when they were about to give up, Johnny remembered that Peter had a hidden lab. Luckily the two were near it when they had begun to search for their friend again. The two siblings had decided to stay with Peter as protection seeing as Jean was still unconscious and both Wolverines had left an hour earlier. "Still are you sure you're okay leaving the kids and Megan with Reed and Ben?"

"As much as I hate to admit it, that is the safest place for them right now." Sue said with a sigh.

"She has a point, though they are on the wrong side they are still good people. They'll be safe." Johnny said making Peter nod his head in understanding.

"God, I just want this to be over with there has just been too much destruction." Peter said sadly as Johnny put a hand on his shoulder.

"Bro listen to me, everything will be okay in the end. You will get your body back, we'll find a way to get Laura, the city will be rebuilt, and then you and I can go hit the clubs once you are back in your body because you would be a terrible wingman right now." Johnny said with a snicker. "You said you kept a fridge down here right? I'm going to fix myself something to eat." And with that Johnny left Sue and Peter alone.

"Okay what isn't he telling me?" Peter asked with a sigh making Sue shift awkwardly.

"Well…Octavius let it slip what happened between us." Sue answered making Peter blink in shock.

"Sue I'm sorry-"

"Stop, it wasn't your fault. Truthfully it let me get some things off my chest that I wanted to say for a while now." Sue said with a shrug.

"So what's going to happen now? I can try to talk to Reed for you." Peter offered making her shake her head.

"Listen, the fact that our marriage even got to this point is our fault. Don't worry about us you need to focus on getting your body back. You think you can do that for me?" Sue questioned as she gazed at Peter making him sigh and nod his head. "Good, you can worry about other things when you're not on death's door." Sue said before walking away to find Johnny. She stopped before she exited the room to glance back at Peter. "Don't worry, you'll get through this." Sue promised before leaving. It wasn't long before she found Johnny leaning against a wall finishing a sandwich. Johnny raised and eye brow at her and gave a long whistle.

"Man, you've got it bad."

"Shut up, Johnny." Sue muttered as her brother shrugged and finished his snack.

-With Captain Marvel-

"This is bullshit!" Carol shouted as Hulk landed in front of her and ripped the ground up. She had been fighting the Hulks for a solid hour; the fact that she was even still conscious was a miracle in itself. She wanted to conserve her energy for later to stop Octavius, but if she continued to attempt to take both Hulks down by herself she'd be drained before she got the chance. The tired woman closed her eyes and braced for impact as the gem on her forehead pulsed slightly.

"GAMMA WAVE!"

*oof*

Carol winced to her side as something slammed into her side knocking her out of the attack's path.

"The hell?!" Carol shouted as she looked up to see possibly the one woman she hated the most on top of her. Carol gritted her teeth and pushed the mutant off of her.

"Well that's a fine way to say thank you for savin' me." Rogue muttered as Carol stood up and glared down at her.

"Where the hell did you even come from?" Carol asked with narrowed eyes as Red Hulk landed next to Hulk.

"The hell if I know. I just arrived with a few other X-Men when I was suddenly brought here!"

"What do you me brought here?"

"I mean poof out of nowhere I'm next to you about to get crushed by the fuckin' Hulk!" Rogue shouted as she still couldn't figure out what the hell had happened to her. Carol gritted her teeth in frustration as she pushed the woman behind her.

"Leave now." Carol ordered as she glared at the Hulks. "Don't get involved in this." Carol said quietly.

"Look I don't know what's going on but you can't fight them by yourself. Look I know I kinda screwed you over before…" Rogue trailed off making the woman snort. "…a lot. Let me make it up to you we can get out of here and you can explain to rest of the X-Men what's going on. We'll help you."

"Can't do that, these two need be removed from the battlefield, they're too much of a threat." Carol muttered as she tried to figure out what the hell to do with the current situation.

["Ms. Carol, I have a solution."] Robyn's voice came from her ear piece. Robyn explained her solution making the blonde grimace. She hated the plan with every fiber of her being but this was for Peter. She kept a cautious eye on the Hulks who were waiting to see if she would finally surrender.

"You said you wanted to make it up to me right?" Carol began as she glanced back at a confused Rogue.

"Yeah…?" Rogue answered trying to figure out why the hell a chill had just gone down her spine.

"Then fight with me." Carol said seriously making her blink in shock. "You'll find out what's going on shortly but if you really want to make everything you've done up to me, then right now fight with me with no questions asked." Rogue clenched her fists tightly; she really did feel bad about her part in the fight with the Avengers that resulted in her basically throwing Carol in hell.

"Look if it were any other opponents I would, but you want me to fight two hulks wit you? You do realize I am not that strong!" Rogue shouted to Captain Marvel with wide eyes. Carol rolled her eyes and pressed her lips to Rogue's. The mutant froze as an immense surge of power ripped through her as the past few days flashed through her mind

"You are now, let's do this!" Carol ordered as she glared at the Hulks and crossed her arms in front of her. "Release your energy, if you're here I don't have to exert as much power and have some for later!" Rogue nodded with narrowed eyes as she mimicked Carol. Now that she knew what was going on in New York she was glad to be able to help do the right thing. "We're going to take this fight to an entirely new level."

"AHHH!"

"AHHH!"

*BOOOOM!*

*BOOOOM!*

With twin roars both Carol and Rogue exploded in twin pillars of flaming energy. The Hulks watched as two identical crimson skinned women stood in their places. One was Binary and the other was similar but her version of Binary's costume was green and she lacked the purple crystal on her forehead.

"Even now it'll take too long to fight them. I'll run out of power long before I can make much of a difference, they're just too strong on land." Rogue stated simply as Binary smirked and pointed upwards.

"Then take them to the sky. The plan is to get them as far away as possible from this city. The sky is my domain even they can't beat us there." Binary stated before she disappeared.

BGM: Got To Win- Sword Art Online OST

Hulk widened his eyes in shock when Binary appeared directly in front of him and slammed her white clad fist into his face with so much force that time seemed to have stopped for a split second.

*KA-BOOOOM*

Hulk went soaring towards a building at nearly unmatchable speeds when Binary reappeared underneath him and kicked him high into the sky. Binary followed up with a powerful flaming beam of energy that pushed him higher into the sky.

"What-*CRUNCH*" Red Hulk's confused shout was cut off when rogue delivered a devastating upper cut. Red Hulks teeth cracked from the force as he was sent sailing into the sky where Rogue blasted after him a delivered a powerful aerial barrage that hit him from all directions while simultaneous sending him higher into the sky. With more powerful kick Rogue sent the Red Hulk flying high into the air.

-Earth: Edge of Stratosphere-

The Hulks finally reached the peak of their assent as twin fireballs flew towards them. Hulk cocked his fist back as he and Red Hulk began to descend and prepared to slam it into one of the women when suddenly one of the fireballs flickered out of existence. Hulk was terribly unprepared for Binary to suddenly appear next to him and slam her foot into his side sending him flying away. Rogue flew to the left so that she could get next to Red Hulk and knock him away with a kick at full power.

-Space-

When looking at the planet Earth as a whole, two fireballs could be seen flying towards each of its poles.

-With Rogue-

Rogue rammed her elbow into Red Hulk's back as soon as they reach the South Pole and followed up with a mighty energy wave that sent him crashing back towards the planet. Rogue panted tiredly before widening her eyes in horror as Binary's template finally disappeared from her body causing her to revert back to normal. Rogue screamed as she fell back to the planet.

-With Binary-

"This is it!" Binary roared as she blasted Hulk down into the North Pole with a one handed energy wave. She suddenly grimaced as she felt Rogues powers disappear. Binary raced off at light speed towards where she last felt Rogues power.

-South Pole-

BGM: END

BGM: Electric Romeo- Immediate Music

Binary flew to the South Pole and glanced down with slightly wider eyes as she barely made out Rogues falling form. Binary grimaced as she flew down towards her.

"Shit, if I catch her the whiplash will kill her, if I wait too long she'll suffocate and die, and if I do nothing she still dies. First thing I have to do is slow down I know that much." Binary thought in frustration as she reverted back to Captain she descended towards the mutant a dark part of her mind told her to just let her die. No one would even be able to blame her if she failed to catch her, she was good as dead anyway. Carol gritted her teeth as the temptation grew bigger and Rogue felt tears in her eyes as she saw the hesitation in the blonde.

"S-she's going to let me die!" Rogue thought in horror before swallowing as she realized that there really wasn't much the blonde could do. There was no way her body would survive being caught by Carol. "Is this Karma? Have I really not paid for my sins? If she catches me I die, if she does nothing I still die!"

"Damn it!" Carol thought in frustration as the images of Wolverine and Spider-Man flashed through her mind. She knew that neither of them would give up trying to save the woman before her, and could she really hurt Logan by not saving her? She knew the answer, she knew what was expected of her, she knew she had to be bigger than her own demons and when she saw the sad acceptance in Rogue's eyes…

"You can't really let this be the end for her, can you?" The blue ethereal form of Anansi questioned as he flew next to her. "Even if you hate her, it's not in your nature to let a death occur that you could prevent. Forget your hatred and remember who you are." Anansi finished before fading into her body allowing a calming presence to overcome her so she could think clearly.

…She knew what she had to do.

Rogue watched in confusion as Carol narrowed her eyes and blasted straight towards her.

BGM: END

-New York-

"What the hell happened to Rogue?" Psylocke wondered in confusion. Their team mate had literally faded into thin air as soon as they had landed and they were now trying to find her.

"I don't know I can't feel her anywhere." Rachel muttered with a frown.

"What could have just made her vanish?" Emma questioned with a frown of her own.

"Just what's going on here? This storm isn't natural…" Storm muttered as she looked up at the cloudy sky. She had tried to clear them only for them to darken once again, seeing as they hadn't posed any sort of immediate threat she left them alone.

Suddenly Carol appeared above a car with Rogue held tightly in her arms.

*CRASH!*

Rogue opened her eyes in confusion as she realized that she wasn't dead. Her eyes widened in shock when she realized that she had her lips firmly planted on Carol's. Carol groaned as Rogue removed her lips and rolled off her only to fall on her rear on the soaking street as rain continued to pour down.

"She gave me her powers so my body would be strong enough to survive being caught." Rogue thought as she looked up at the groaning carol in shock as she rubbed her neck. The whiplash still hurt, but she'd take pain over dying any day, and with Carol's healing factor the pain would be gone in moments. She relived everything that went through Carol's mind during those last moments. Safe to say her respect for the blonde went up a lot when she realized that Carol overcame her demons to save her. "I still ended up in her debt; somehow I have to make everything up to her. I don't want my existence to cause anyone that much pain."

"R-Rogue?" Kitty managed to get out and Rogue turned to look at the wide-eyed expressions of Rachel, Kitty, Storm, Psylocke, and Emma. "W-what happened to you?"

"It's a long story." Rogue muttered as she shakily stood up before gazing at them with a serious expression. "What's important is that I know what's going on here." Rogue said as they looked at her in confusion. "Listen; on top of stopping Cyclops…we have to bring down Spider-Man." And with that Rogue began explaining just what the hell had happened to New York.

-Meanwhile: With Miles and Anya-

The_Spider_Woman: So I'm back! I thought I died but apparently Spidey was right when he said everybody gets one. I went through some major changes so a name change was in order…though how I'm going to explain this to my dad is beyond me.

"At least I finally look the part." Spider-Man mused as he looked down at his new apparel as he and Spider-Woman raced down the streets. "God Nick is going to kill me when he finds out I 'died', he'll kill me with training, and if he doesn't Shang-chi sensei will, and if he doesn't my mom will murder me, there's no way I can hide this from her!"

"I feel your pain-wait! There!" Anya suddenly shouted as she saw Octavius land at the end of the street. He wasn't alone however as Iron Man, Captain America, and Hawkeye were all there waiting for him. "Crap! He's not alone."

"Doesn't matter if we couldn't fight against the odds we'd be wearing the wrong emblems." Miles quipped as they swung towards them. "If we fight smart we might be able to pull this off. We might have to use our unities though."

"We only have one shot with them, so we have to make it count." Anya said seriously before they both flipped in the air and landed in front of the Avenger's in a crouch.

"What!?" Octavius shouted incredulously as the two landed behind him.

"Give it up dude, you aren't going to win. Give Peter back his body! Seriously, being a body snatching son of a bitch is not cool man!" Miles shouted as Anya nodded her head in agreement.

"Surrender! You probably mean well but you are on the wrong side!" Captain America said passionately making Anya grit her teeth.

"Listen, I am sick and tired of you damn Avengers not seeing the whole picture!" Anya shouted gaining their attention.

["Julia?"] Iron Man questioned in confusion

"Not quite tin head." Anya denied making Tony's eyes widen behind his face plate. "I see you're still playing hero. Fine then, I hope you're ready for round two!" Anya said as she punched her fist into her palm.

["A-anya? What the hell happened to you!?"]

"I grew up! Last chance, stand down and give us Octavius." Anya said as the gathered heroes tensed for a fight.

"You're outnumbered, you can't win." Hawkeye pointed out when suddenly a third figure landed behind the teens.

"You bastard! First Miles then Ben? You will not get away with this!" Jessica shouted angrily as she stalked forward only to get held back by Miles.

"Whoa! Jess calm down! We need to fight smart!" Miles said seriously making her snap her head towards him.

"And who the hell are you?" Jessica questioned impatiently making him look at her in confusion.

"You have a new body and costume." Anya drawled making him chuckle as he realized that his friend couldn't recognize him. He rolled up his mask enough for her to see his face making her release a startled gasp. Just like with Peter when he visited their earth, his face was older buy a couple of years but it was obvious that he was Miles.

"B-but, how?"

"Everybody gets one." Miles shrugged as he pulled his mask down. "Now calm down you're supposed to be the experienced one remember?" Miles added good-naturedly.

"Please just stop. It's still four against three-"Octavius was cut off as the real Ben Reilly landed next to the group.

"Looks like I'm not too late to the party." Ben said with a chuckle as he looked up at Octavius. "You know if you wanted to lose weight you could have went to Subway instead of stealing my brother's body." Ben pointed out making Otto clench his fist while Jessica stared up at him in disbelief.

"What the hell!? Did anyone die?" Jessica questioned sounding horribly confused but she ultimately ignored.

"Four on four-"

"Not quite." A new voice said and everyone turned to see Jimmy rush into the scene. "I've got to get that bastard back for what he did to my friend. He was just a kid you asshole!" Jimmy roared in outrage.

"Jimmy, that's Miles." Jessica stated as she pointed at a sheepish black suited Spider-Man who was scratching the back of his head.

"The hell?" Jimmy questioned in shock as he turned to Miles. "The hell happened to you man!?"

"It's a long…long story that involves me coming back from the dead." Miles muttered.

"Not for long, Nick's going to kill you." Jimmy pointed out making Miles slump his shoulders/

"Whatever, I'll deal with that later. Everyone pick your opponent they don't look like they'll stand down." Miles said with a sigh as he got into a fighting stance.

"You kids leave Ock to me. I'll take responsibility of him on behalf of Peter." Ben said as he leapt high into the sky and web zipped towards Octavius.

"Dibs on Cap!" Miles said quickly as he rushed the super soldier.

"What the hell, I think I can kick Iron Man's ass again." Anya said with a smirk as she web-zipped towards Tony.

"Fine, I got Hawkeye!" Jessica shouted as she ran towards the archer.

"What the hell? What about me!?" Jimmy shouted angrily.

"Go wild!" Miles called back as he ducked under Cap's shield. "Just go away!" The young Spider-Man roared as he sent Captain America flying with a vicious punch. "I've been meaning to do that for soooo long! Damn that felt good!"

BGM: Hero- Skillet

Anya ducked, flipped, and dodged Iron Man's repulsor blasts with practiced ease. Unlike before, Iron Man had learned not to underestimate the young woman and decided to take her seriously. Unfortunately for Tony, Anya had learned not to be afraid of his power after she defeated him and fought with confidence making the rematch eerily similar to their first encounter on the battlefield.

"He's keeping his distance, smart, but he still doesn't understand just how fast and agile us Spiders are when we're truly determined." Anya thought with a smirk. Anya rolled forward and hopped onto the side of a building and from there she leapt towards a street lamp which she catapulted from and round house kicked him in the face.

The_Spider_Woman: Spider heroes are undefeatable at Parkour!

As that was going on Miles back flipped over Caps Shield and blitzed forward with his fist cocked back. Seeing this, Captain America started sending a barrage of punches at Miles who expertly bobbed and weaved out of the way and slid behind the Captain easily. Placing a palm on Steve's back, Miles released a powerful venom sting that made the soldier's muscle spasm wildly before his entire body just collapsed. Miles walked forward and ripped the shield from his arm and webbed it to the side of a building.

"Whoa…" Jimmy muttered with wide eyes as Miles dusted his hands. "Did you just beat Captain America? That venom sting must be dangerous." Jimmy said making Miles snort.

"I would have won anyway." Miles said simply making Jimmy gape at his friend's bravado. "What? I'm twenty times stronger than him, I have a danger since that allows me to dodge bullet fire point blank, and I am faster than he can even track in combat. How the hell would I have lost? He has a shield that I can dodge easily, a fraction of my strength, and hand to hand skills that even if they hit wouldn't faze me too much. I'd have to be an idiot-or completely ignoring my spider-sense…making me an idiot anyway- to lose. I don't care how much experience he has, there's just too much of a gap."

As Miles explained all the reasons that there was no realistic way in hell a Spider-Man should ever lose to Captain America, Ben was inwardly laughing at Ock's attempt to defeat him with moves he barely understood.

"Maximum Spider!" Ben could have yawned as he punched forward with all his might causing Ock to slam into his fist face first and crash through the side of a building.

"Really? You think any of those moves would have worked on me?" Ben asked dryly as Ock groaned in pain making him blink in confusion. "Whoa, seriously? That's it? You really can't handle pain can you?" Ben questioned rhetorically. Still he wasn't about to look a gift horse in the mouth and quickly webbed up Octavius.

"What the hell? You actually got him?" Jessica asked incredulously. Her gaping mouth could be seen clearly under her mask even as she back flipped on instinct and slammed both of her feet into Hawkeye's face sending him flying back into a building, making him drop his bow in the process, and causing the back of his head to slam hard into the wall dazing the archer.

"Seriously?" Jimmy spoke up once again, and just like Miles, Jessica found herself beginning to explain her fight.

"I'm trained by SHIELD and I dodge bullets virtually every day. You think a regular human with a bow, would stop me? Don't get me wrong, he's good but he wasn't out to kill." Jessica asked skeptically.

"Guys! I just had a breakthrough!" Anya shouted from her fight with Iron Man. "I think I figured out the formula to defeating Iron Man!"

"What?" Ben questioned in confusion as he carried a cocooned Octavius on his shoulder.

"Yeah watch! First you dodge his weapons…" Anaya began as she ducked under his repulsor blasts and blitzed forward and dodged the automatic fire from his wrist mounted guns. "Then when he stops due to his frustration from not hitting anything…" Anya continued as sure enough Tony stopped attacking to figure out his next course of action. "You hit him with a Maximum Spider!" Iron Man found himself once again being slammed from all directions while being cocooned in web. "You follow up with cementing your hand to his face plate and ripping off…" Anya continued as she tossed his face plate away. "And before he can uni-beam you apart you just add a little Spidey strength." Anya finished as she flicked him hard on his forehead knocking him out. "And there you go a victory."

"Well I'll be damned." Ben mused as Anya landed and began bowing as Miles and Jessica humored her by clapping.

Spider-Man is a great hero with a great heart, but his heart prevents him from ever going out and he ends up making some pretty dumb decisions in combat such as ignoring his Spider-sense and even attempting to talk some of his foes out of fighting. Ironically it's because of this that turned the tide of this battle so harshly because no one, not even Octavius, were prepared to fight a group of individuals with very similar powers and skill that were completely and utterly fed up with them.

BGM: END

"Alright we have to hurry and get out of here before-"Ben was cut off by a loud rumbling.

*KRAKA BOOOOM!*

*THUD!*

"Thor shows up...crap…" Ben sighed as he threw Octavius down to the ground as Hawkeyes and Captain America regained their footing.

"This struggle ends now." Thor said simply making Miles sigh.

"One way or another, he's right. Let's end this now." Miles said firmly as the spiders readied for another fight.

-Meanwhile Across town-

Adriana and Juri looked up as Carol suddenly appeared before them. The Queen quirked an eyebrow when she noticed that the woman had a gem as well. Nearly as soon as their eyes made contact both of the gems began to glow brightly.

"Well looks like you got one too." Adriana mused. Carol's eyes widened when she noticed the infant in her arms but other than that she didn't acknowledge it. "Sit down, if I'm correct then everyone who has one of these gems will gather here eventually."

"I can feel them getting closer. "Carol muttered before frowning. "Though why don't I feel anything from hers?" Carol questioned as she pointed to the meditating MJ.

"If I had to guess, her body hasn't accepted it yet. Probably why she's meditating, she hasn't moved an inch since I've gotten here." Adriana explained making Carol nod.

"Also, one of the others feels as though it's breaking apart." Carol continued making Adriana frown in confusion.

"All we can do is hope for the best. We're gathering here for a reason, that much is clear. We just need to hope that whoever the other hosts are that they can make it here in one piece."

-Meanwhile: With Emma and Kitty-

"Out of all of us, I ended up being partnered with this bitch?" Kitty thought in dismay as she walked down the street with Emma.

"Believe me the feeling is mutual." Emma drawled making her snap her head towards her.

"I thought your telepathy was gone."

"It is but your face is annoyingly easy to read." Emma answered simply making Kitty roll her eyes in annoyance.

"There you are Emma." A voice spoke up and both women turned to see a one armed Cyclops approaching them with Magik flanking him. "So you've decided to go back to their side."

"She's weak, always has been always will be." Magik said simply making Emma narrow her eyes.

"I'm sorry between the two of us, which one can control their mutation again?" Emma asked rhetorically making Magik glower at her.

"I knew I wouldn't believe it until I saw it." Kitty said suddenly. "Hey Scott need a hand? You know, because Jubilee has yours." Kitty said making Cyclops grit his teeth in anger.

"Stop your pursuit of the Spider, and give yourself in. Those children are better off in Utopia than with you." Emma said coldly.

"Are you that blind Emma? I will help our species move forward by teaching the new mutants how to survive in the human controlled world."

"What's stopping us from just taking the mutants you have?" Kitty questioned. "I know that the only ones that could help you fight besides Magik are all wounded. You don't really think you're an obstacle do you one-arm?" Cyclops frowned as he raised an arm to the side of his visor

"Even with one arm, I am enough to bring you down if I have to Kitty." Cyclops said seriously. Before he could release an optic blast, however, he felt a sharp pain in his arm.

*splash*

Cyclops screamed and fell to his knees when his was suddenly sliced off. The women looked on in shock as Jubilee stood behind him with her Katana held limply in her right hand while blood dripped from its edge.

"You didn't really think you would get away without paying for your sins did you?" Jubilee drawled as she turned around to face him. Emma and Kitty watched with wide eyes as they took in her appearance. The tight black costume, the pale skin, the unholy pitch black eyes with the crimson slitted irises, and how her hair was matted down on her face from the rain. Never had they thought that the bubbly young mutant could ever look so damn lethal.

"So those are the ones who took our queen's mate, huh?" A voice spoke up causing the mutants to look up to see Lilith and three other vampires glancing down at them with crimson eyes from on top of one of the few remaining buildings. One of the vampires snarled and lunged to attack when Lilith grabbed him by his neck. "Calm down, this is her prey. Once we finish up here we need to work on recruiting the other Vampire sects to our cause." Lilith explained firmly. "We'll leave you alone Jubilee. Finish them how you see fit, if you're feeling a little hungry I'll make sure not to tell Blade." Lilith finished with a smirk before blurring away with the other vampires behind her.

WHAT TIME IS IT!?: LIAG BREAK DOWN TIME: Vampire sect Edition

Vampire sects are a diverse as human religions and each sect has their own abilities and characteristics. The sects include…

Kreiger Sect: Western European type warriors, one of the strongest sects.

Claw Sect: Middle Eastern type warriors, rivals of the Krieger.

Mystikos Sect: American Vampires embraced the modem world. They are Businessmen, with skill at technology.

Anchorite Sect: American rural outcasts who prefer to hide from humanity and live in peace, similar to the lifestyle of the Amish.

Purebloods: Born as Vampires.

Nosferati: Eastern European, similar to Count Orlock, their need for powerful blood sometimes drives them to attack other Vampires.

Moksha Sect: Seers who gain their powers by feeding as little as possible.

Siren Sect: All beautiful female Vampires with powers of seduction.

Adze: African Vampires who are able to survive the usually instantaneous methods of Vampire destruction for ten minutes.

Ancients: Italian Vampires with superior superhuman speed and healing factor compared to that of other Vampires.

Yiki Onna: Japanese Vampires with the power to turn into ice storms rather than fog as most Vampires can. (Note I did not spell that wrong. I thought it was Yuki Onna at first too, but apparently in Marvel it's not. Yiki might not even be a word to be honest, but according to Marvel it is now.)

Jumlin: Native American Vampires.

BREAK DOWN OVER!

Magik had already drawn her soul sword and prepared to stab Jubilee through her chest, but before she could follow through with it, Jubilee grabbed her by her neck and slung her through a building with relative ease. In fact, she didn't even look at the blonde when she did it deciding to keep her eyes trained on the screaming Cyclops. She pushed him down into the ground face first and raised her blade prepared to make the finishing blow.

"Jubilee stop! This isn't you!" Kitty shouted making the Vampire Queen look up at her with a steely gaze. "Scott has done a lot of bad things lately, hell what he's done to you is unforgiveable but vengeance is not the answer! Vengeance solves nothing!" Kitty shouted hoping that the former mutant hadn't fallen too far into her hatred.

"That's…"Jubilee began before swinging her blade down swiftly beheading the former X-Men Leader."…A lie."

"Oh God…" Kitty muttered as Emma simply closed her eyes angrily.

"Vengeance provides closure. Vengeance stops people like him from repeating their sins or worse. Scott had fallen in his warped views of what would help Mutant Kind progress. I stopped a second Magneto in the making and you know it. You just can't down play the reality of the threat his life posed." Jubilee answered seriously. "He would do anything for Mutants to strive and become the dominant species. And that quite frankly is not what's best for my people. Besides in hindsight I saved his life, just make sure the younger Cyclops doesn't make the same mistake as ours."

"Your people?" Kitty echoed in confusion.

"Vampires…" Emma answered gravely making Jubilee nod.

"I've made a lot of promises to people recently. I have an incredible amount of hope invested in me. Countless lives both human and Vampire depend on me following through and I cannot have such a risk like him walking around. It sounds cold, I know, but in the end I accepted this responsibility on my own free will. I have to be the one that makes the harsh decisions."

"Listen to yourself; do you really think you don't sound any different than Scott?" Kitty questioned desperately making Jubilee sigh and shake her head.

"Scott was a flight risk. Once upon a time he was a great man, but that is not the case anymore. I don't want to make my species dominant. I want all species to live in harmony. A good leader has to do what right for their people, but they also have to make sure that they're actions don't affect another group of people negatively." Jubilee explained as she stepped over Scott's body. "He was right a revolution is coming, one unlike any has seen before…but he won't be here to see it or lead it. That is his punishment-"Jubilee was cut off as he felt a great disturbance. The air felt thick as a pillar of darkness descended from the darkened sky and touched down at the end of the street.

BGM: Paradise Lost- Hollywood Undead

When the pillar dispersed a shadowy figure could be seen at the end of the street that filled all of the women with a feeling of dread. The figure was obviously female but its eyes were completely filled with a bright blue light and its body appeared to be pitch-black but bright blue could be seen within the darkness giving it the appearance that resembled the night sky filled with countless stars. On the figure's forehead was a bright green gem. The figure tilted its head up to the sky and opened its mouth revealing nothing but bright blue energy before releasing a roar so powerful it decimated the ground underneath it.

"What the hell is that!?" Kitty shouted in disbelief as Emma looked on with wide fearful eyes. Time seemed to slow as cracks appeared on its fists as four bright blue talons ripped from its knuckles. Jubilee's eyes trembled in sorrow as she realized just what the monster was.

"L-Laura?" Jubilee whispered in shock as the creature snapped its heads towards her as soon as the word escaped her lips.

"That's impossible!" Kitty shouted incredulously.

"Just what the hell happened to her?" Emma muttered as she took a step back. A moment passed as the Monster and Jubilee stared each other down and then…it pounced.

"RAHHHHH!" The demonic monster roared as it lunged forward like a bullet. Jubilee brought up her blade just in time to parry its claws, but the force was too much and both Jubilee and her attacker went sailing down the street.

-Laura's mindscape-

Reaper looked down angrily as Laura parried her claws weakly with her own.

"Reaper, you have to stop this. Iwas wrong; you need to give the body up." Selene pleaded as Reaper kept her pinned to the ground with a tendril of darkness. "This isn't good, she has all of my power…Just what the hell have I done? I tried to become a goddess but created a demon."

"You just want to lock me up like her!" Reaper roared angrily. "I've done nothing wrong but try to live, I made one mistake due to being controlled and I have to suffer forever for it? I refuse! You want to protect the ones you love so bad, fine, then I'll destroy them!"

"No!" Talon roared angrily. "I won't let you!"

-Outside-

"Snap out of it Laura!" Jubilee shouted as she dodged under a powerful slash and dove forward. Once she got behind Laura she spun on her heal and fire a powerful blast of red energy at the feral back. The force of the explosion actually knocked Jubilee back a little. Laura ran forward from the smoke making Jubilee curse as she extended her hand and attempted to use her gem's power to turn the monster back into her fiancé.

*BA-DUM!*

Both Laura's and Jubilee's gems pulsed loudly as her attempt failed to manipulate reality failed.

"Crap! Don't tell me the gem doesn't work on other gems!" Jubilee thought in frustration as Laura attempted to behead her with her right foot claw which Jubilee barely managed to leap away from. Landing in a crouch Jubilee glanced back at Emma and kitty. "You two have to get out of here! You'll end up dead if you don't leave!" Jubilee roared before dashing forward and stabbing her blade through Laura's shoulder, making the monster scream in pain before Jubilee ripped her blade free and dove to the side.

"What about you?! I'm not just going to leave you here!" Kitty shouted angrily.

"I'll be fine!" Jubilee answered as she blasted a stream of energy into Laura's face before turning into mist just in time for Laura's dark tendrils to harmlessly pass through her. "Listen she has an infinity gem, if my guess is correct I'll be okay, but I have no idea what hers does. You two could die in an instant for all I know. Take this moment to run while she's focused on me!"

"She's right, were out matched here. If we leave now we can at least gather the others to come help out." Emma explained reasonably making kitty grit her teeth in frustration as she realized that the blonde was right.

"We'll be back!" Kitty swore as she grabbed Emma's hand and fazed through the remains of a nearby building. Jubilee sighed in relief when she saw them leave and returned her attentions to Laura who tried to spear her through the chest with a black tendril which she managed to cut in half at the last second. The two continued on like this for a few more minutes; Jubilee barely managing to uphold a defense while the monster continued its vicious onslaught.

"Unbelievable." Jubilee muttered when she fell to a knee after one of the tendrils grazed her side. "Just what the hell happened to you?" Jubilee widened her eyes slightly when she saw Magik shakily stand up and glare at the monster.

BGM: END

Jubilee watched in apprehension as the young blonde was suddenly lifted up by her neck by a dark tendril and brought face to face with the demonic Laura. For a moment Jubilee thought that it was the end for Magik's life, but it was then that the demon spoke.

"You…gave…me…power…" The monster spoke matter-of-factly as Magik looked at her with wide eyes. "Reward." And with that Magik suddenly began screeching in pain as her eyes rolled back. All Jubilee could do was look on in wonder as she tried to fathom what was happening.

"It must be a mental attack…just what the hell is she doing to her?" Jubilee wondered when suddenly Laura dropped her like a sack of potatoes. Jubilee idly noted that Magik was just unconscious as she and the monster locked eyes once more. Suddenly Laura simply vanished in a swirl of darkness. Time slowed down as Jubilee felt a chill go down her spine as she shakily looked back to see Laura standing behind her with her right foot-claw an inch from her neck. "Is…is this it? My weakness turned her in to this…Laura, I'm sorry." Jubilee closed her eyes tightly prepared for the worst when suddenly she felt a sensation of weightlessness.

BGM: Escape- Craig Armstrong

*BOOOM!*

A crater formed under the monster's foot as Jubilee opened her eyes to find herself in the arms of a blonde with short hair and bright blue eyes.

"Gotcha'." Kiden said as she grinned down at the vampire and helped her stand up. "The hell happened to Laura?" Kiden questioned as Jubilee continued to look at her in shock before shaking herself from her stupor.

"I don't know. I think she was dropped into Hell yesterday but she just appeared like this." Jubilee explained quietly making Kiden nod. "I tried reasoning with her before she tried to murder me, if I had to guess that's her feral side in control."

"Then we have to beat some sense into her." Kiden muttered as she disappeared in flash and reappeared with her foot planted firmly in Laura's side, but to her surprise the monster didn't even budge.

"Aim for her stomach, her skeleton has been lace with vibranium!" Jubilee shouted as she dashed forward while Kiden turned to her in shock.

"How much did I miss!?-"Kiden questioned in shock before a second, heavily damaged Kiden appeared and tackled her to the ground just in time to dodge being stabbed by Laura's claws.

"Keep your head in the game!" The second Kiden shouted before disappearing in a burst of light.

"Shit, I just saved myself!" Kiden said in shock. "I love time travel!" Kiden shouted before disappearing in a flash and reappearing with her fist buried into Laura's stomach, sending the mutant crashing back just as Jubilee followed up with a powerful energy stream which created a powerful explosion upon impact. "Damn, nice one." Kiden muttered as she wiped her brow, unintentionally revealing her gem, making Jubilee turn to her in shock.

"You have a gem too?" Jubilee questioned confusing Kiden until she saw the yellow one on the vampire's forehead.

"Apparently. Mine gave me control over time, you?"

"Reality." Jubilee answered getting a whistle from Kiden. "We can't use the gems on another person who has one like Laura, so don't try to."

"Thanks for the info, because my next plan involved doing just that." Kiden muttered as her plan to de-age Laura by a few days went up in flames. "Just how the hell are we supposed to win, neither of us can do enough damage."

"I might be able to, but you need to hold her off for a few moments, think you can do that?" Jubilee questioned cautiously as the monster stepped out from the smoke unfazed.

"I'll try." Kiden promised before disappearing in a flash. Jubilee nodded and began to charge her energy as Kiden continued to repeatedly knock Laura back. As this was going on a massive lightning bolt struck down on the other side of the city.

BGM: END

-Meanwhile: Where the Lightning struck-

Anya, was now panting tiredly as she rested her hands on her knees. She stood up and looked at her hands in wonder. The black part of her costume had turned bright blue while the lenses of her mask disappeared as her white spider-emblem turned red. This meant that her now yellow eyes were visible.

"What the hell? This suit…it protected me." Anya thought as she pulled at the synthetic substance. "It's like my old Exo-skeleton…only stronger and easier to move in. This is…my unity?" (LIAG Helpful Info: One of Anya's former abilities was to summon a blue Exo-skeleton to protect herself.)

"I can feel it…" A voice spoke up and Anya glanced to the side to see that the street in front of miles was ripped up and covering Miles. Suddenly the pavement was tossed to the side and she could see Miles panting slightly. He looked the same but his hands were covered by a pair of black boney gauntlets that had war appeared to be red electricity sparking around the finger tips. "I can feel the magnetic fields of everything…" Miles said as he glanced down at his hands.

"So what do we do now? Thor can take both of us out. Everyone else is down for now." Anya pointed out as she glanced at the downed Ben and Jessica. Jessica was out cold and Ben was barely hanging on to his consciousness. Jimmy was still standing but barely.

"Think you two can damage him along with Captain and Hawkeye?" Jimmy muttered as his wounds healed. The Archer had finally regained his senses as Captain freed his shield

"You don't have to defeat him, just stall them until your backup is ready." A new voice spoke up and they returned to see Mayday leaning against a street lamp. "As much as I'd love to help you fight, I'm not allowed unless someone attacks me first." Mayday sighed before smirking. "Though I guess technically I will be the one that leads Otto to his doom. You're backup is charging their unity back up at the web. You two need to hold them off for about four minutes think you can do that?"

BGM: Four Minutes- Justin Timberlake, Timberland, Madonna

"Hopefully, though we have no idea what the hell to do with our powers." Miles said bluntly making her chuckle.

"Just follow your instincts, they've kept you alive this long haven't they…you know minus the whole first death thing." Mayday said as she pulled out a red cloth and cleaned her glasses.

"Instincts huh? Miles, deal with them, I got Thor!" Anya shouted as she blitzed forward. Thor narrowed his eyes and fire off a few lightning bolts that were dodge by Anya at the last moment.

-Web Rush-

"Everything…is so slow…" Anya thought in wonder as she ducked and flipped over each bolt of lightning leaving countless after images in her wake. "Is this really my power?" Anya thought incredulously as Thor stopped his onslaught and began to twirl his hammer causing a powerful twister to race towards her. It was far too large for her to dodge. Gritting her teeth, Anya slammed both of her feet down-cementing them firmly- and crossed her arms in front of her just as the vortex slammed in to her. "I can't stop…not yet…" Anya thought fiercely as her costume began to shine brighter and brighter as she slowly trudged through the vortex.

Miles raised his left hand towards a pile of rubble causing red electric currents to fire from his finger tips and into the rubble. With a roar Miles whipped his hand in front of him causing the debris to suddenly fly forward and slam into Captain America who quickly blocked with his shield. Hawkeye fire three explosive arrows at Miles who shot out his right and releasing another torrent of electricity that upon contact, made the arrows freeze in midair. Whipping his right hand down, Miles sent the arrows crashing into the ground where they exploded instantly.

"So she has an armor that's strength is completely dependent on her will…" Mayday mused as she saw Anya break free from the twister as her costume shone a blinding blue before she turned her attention to Miles. "And he has my control over magnetic fields…only on a much large scale." Mayday deduced as Miles slammed his hands into the ground causing the ground to shatter as large amounts of electricity blasted into the sky as the ground and both Hawkeye and Captain America found themselves levitating five meters in the air as they shouted in pain from the electric currents. "It also increased the distance of his venom sting, but he is unconsciously reducing the power greatly so that he won't permanently harm them."

"Stay down!" Miles shouted angrily as everything suddenly slammed back into the ground harshly. Mayday raised an eyebrow when she noticed that the electric current was preventing the two Avengers from standing back up.

"He reversed their field and now they're stuck to the ground like a pair of magnets." Mayday realized as she widened her eyes slightly. "Smart kid, kind of sad that he couldn't be my side-kick." Mayday thought sadly before turning to Anya who was pushing herself forward through a continuous wave of lightning. "Same with that girl…she has heart, that much can be said for sure." Mayday frowned when she saw Octavius attempting to free himself. "He's about to break free and their unities are about to disappear…I hope you're ready May."

BGM: END

-Temple of the Great Weaver-

"With the product of Spider-Man's strongest bond coming soon I can finally make out a hidden part of this prophecy." Taran muttered. "I can finally see who will defeat the Lord of Hell."

"What? I thought it was those six queens?" Felicia questioned in confusion making Taran shake her head.

"No I said they will lead the assault, but according to this only the one true Nemesis can defeat him." Taran answered sounding confused as she re read that part to herself.

"True Nemesis? You mean there is another villain behind this besides Octavius and this Lord of Hell?"

"I truly don't know." Taran sighed tiredly as Felicia placed a hand on her shoulder.

"Just relax; you're doing your best." Felicia tried reassuring her. "To be honest I just want this over with and have Peter back in his body. This experience has shown me that even though anyone can be Spider-Man only one person can be Peter." Felicia said as her eyes glistened with unshed tears. "I want him to be there and help me raise my child so that he doesn't have to grow up to be a martyr."

"Felicia I cannot tell you how much I wish your child won't have to go through that again, but listen to me if the web wants it to happen…it will." Taran said gravely as Felicia shook her head angrily.

"So you're saying my son is cursed to one day kill himself? That everything he does is predetermined? What kind of life is that?" The blonde questioned incredulously.

"Humans are free, but in the end the majority them either due what they are expected to or they may not even have a choice in their actions if their living conditions are harsh enough. Tell me, do human's really live?" Taran questioned carefully trying not to upset the woman. "Members of your son's species are born with a purpose. Once that purpose is fulfilled it is then that they are free, the web provides them with all the necessities they need during their journeys so that once everything is over they can live a life like no other."

"And what about my child then? His purpose was to die."

"Did you already forget?" Taran questioned, probably a little more coldly than she intended. "He knew this already, and he was happy because of it. He even said he lived a life like no other. He experienced everything any 'free' human could and so much more. He did something to himself that kept him and his belongings in this timeline. He left his weapons and costume here so that one day he could wear them again because his journey isn't over." Taran said comfortingly as she placed a hand on Felicia's stomach. "Because of the webs 'curse' your child will be born with more 'freedom' than mine. I know my son's purpose, it's to take over for Anansi should Peter fail this trial. Unlike your child, mine's fate depends on what happens in this ordeal."

"I'm…I'm sorry Taran." Felicia said sounding slightly ashamed at her outburst making Taran shake her head sadly.

"It's okay I understand." Taran said with a sigh before gesturing to the prophecy. "Everything in that prophecy will happen. I read so that given the opportunity I can make the events less tiring for Peter and his allies. I also read so that I know just what is going to become of my baby." Taran revealed as she turned back to the web.

-Manhattan-

Andy slowly walked down the destroyed streets of Manhattan as the rain poured down heavily. He stared up at the stormy sky and if anyone could see him they wouldn't be able to tell if he were crying or if it was just the rain. He was currently wearing a pair of black jeans and green sneakers along with a black hoodie that had a neon green zipper along with a neon green 'A' on its back. The hoodie was a gift that Chrissy had given him on what was unknowingly one of the last dates they would ever have. Unfortunately, like many of the citizens of the city, his family was unable to evacuate the city before SHIELD put it on lock down. He continued to walk emotionlessly, however a sight in front of him made him widen his eyes in shock

"Chrissy?" Andy whispered as he saw the faint form of Alpha standing with her head bowed. Tears fell from his eyes as a grin threatened to split his in half. "Chrissy!" Andy shouted as he ran to the girl and prepared to give her a tight embrace.

*SPLASH*

Andy fell to his knees in shock as he phased through her body.

"No…" Andy whispered horrified as he realized a horrible fact.

It was just a hallucination.

"Just what the hell are you doing?" A familiar voice questioned and Andy turned around to find Chrissy smirking down at him in her Alpha costume. Andy stared at her for a moment with wide eyes before embracing her tightly. They both fell to the ground as Chrissy held the trembling boy who was bawling into her neck.

"I…I t-thought you were dead." Andy managed to get out as she patted his back soothingly.

"I…moved on to a higher state of life I guess you could say." Chrissy mused before pushing him back slightly so that she could gaze into his eyes. "Listen to me I can't stay for long, I'm using the excess energy flowing off of you to form a body so I can talk to you. You've gotten powerful; you're already as strong as I was."

"Wait what? Why can't you stay?" Andy questioned in confusion.

"The universe is vast and filled with many unbelievable things…it has also been alone for a long time. I keep it company I guess you can say. I am part of everything and everything is part of me…both myself and the universe live within you." Chrissy explained as she poked him in his chest. "You have to be the one to carry out our will now. You have to become the Avatar for the universe itself. If anyone can take my place it's you." Chrissy muttered confusing the boy.

"I…I'm not sure if I can, I'm not strong enough-"

BGM: Ideal of Hope- Man of Steel Soundtrack

"Hey! You have my power, and you'll get stronger as time moves on." Chrissy interrupted firmly before giving him a soft smile. "I'll be there with you every step of the way, and when your journey is over you can give the power to the next Alpha and join me with the universe. As unbelievable as it sounds all you have to do is believe in yourself. You have the power to pull off miracles; don't let it go to waste. A revolution is coming; you have to be its vanguard." Chrissy said as she tilted his head up. "I'll be watching down on you so please make me proud, I love you…" Chrissy began as she pressed her lips to his.

"What…?" Andy trailed off as she realized that she was crying.

"I love you, but you have to move on. It's because of the universe that I truly understand just how short life is. Yours has just begun; don't let me be the last person to move your heart." Chrissy said as her body began to dissolve into green particles of light.

"Wait! Don't go there's still so much I want to say to you. I just don't know where to start!" Andy shouted.

"Look in to your heart, there is only one thing you need to say to me right now." Chrissy said as Andy hands fazed through her body. Andy widened his eyes and before she disappeared he shouted…

"Goodbye!" Chrissy nodded her head and gave him a smile that would be burned forever into his memory.

"Andy!" A masculine voice shouted and Andy glance back to find his terrified parents running after him. "Don't run off like that! Do you know how dangerous it is right now? Please, son, I know we haven't been the best parents but we want you to be okay-"Andy's father sopped talking when the blonde placed a hand on his shoulder and smiled at them as tears fell from his eyes.

"It's okay…that's the past, we have to move forward." Andy began before his mother gasped when she saw his hazel eyes turn bright green. "So let me apologize right now, I am going to have to scare you one more time and probably a lot more after today…but for now, I have to stop this." Andy finished as he backed away before he turned around and ran down the street, ignoring his parent's protests…

*KRAKA-BOOOOOM!*

…Which promptly died on their lips as they gaped at their son who blasted off into the sky, taking out the end of the street as he did so. Andy grinned as he soared through the sky.

"I'll end this today!"

BGM: END

-With Miles and Anya-

"GAH!" Anya grunted as she flew back and landed on her back after a powerful blow from Thor's hammer. Blood spilled from her lips as her suit returned to normal. "I-I'm out. Miles look out!"

Miles spider-sense rung just in time for him to backflip over Octavius' talons, but he was unable to prevent the villain from grabbing his leg and slamming him down next to Anya. He groaned from the impact and stood up tiredly, his unity faded leaving him completely exhausted. Jimmy had tried to help Anya earlier but Thor proved to be too much for the feral and defeated him easily.

"D-damn…what happened?" Tony groaned shaking his head while his face-plate flew back onto his face. A few moments passed before he released powerful repulsor blasts freeing him from his cocoon.

"It's time to give up!" Hawkeye shouted aiming his bow at Miles as Iron Man and Thor landed next to him as Steve walked next him.

"Oh I wouldn't say that." Mayday mused as she glanced up behind her glasses as Andy levitated above them and glared down at them fiercely. "Hey kid, you probably figured it out already from Talon, but those wearing a Spider-emblem that aren't that douche over there are allies." The youngest Madame Web pointed out as she pointed at Octavius.

"So I have to take them out by myself?" Andy questioned incredulously. He hadn't made it three miles before stumbling over this conflict…just how bad had things gotten!?

"Relax, with your amount of power you don't even need skill to fight Thor, but don't worry I'll help you out." Mayday smirked.

"I-I thought y-you couldn't help us fight?" Miles muttered tiredly.

"True but I found a loophole." Mayday said teasingly as May appeared in a crimson flash. May glanced at the avengers before placing her hands on her goggles. She ignored most of them but glared at Octavius fiercely.

"Five against two…I can work with this." May muttered. "Hey you look strong. Think you can handle the big guy for me, Tiger?" May questioned with a smirk as she glanced up at Andy while her eyes burned red.

"I...I'll do my best, first day using my powers." Andy admitted sheepishly.

"Sometimes the best is all you can do." May said knowingly before giving him a wink. "Don't worry I got your back." May assured him as she placed her goggles on.

BGM: This will be the Day (RWBY OST) - Jeff Williams feat. Casey Lee Williams

"We won't lose; I trained and fought my entire life for this moment." May said seriously as Andy narrowed his eyes at Thor.

"This struggle has taken too many lives…it ends today." Andy stated fiercely as disappeared with a sonic boom and reappeared with his fist buried in a surprised Thor's face, sending the god of thunder flying away. Andy gritted his teeth as he followed after him.

["Damn it, the kid somehow gained Alpha's powers-"] Iron Man was cut off as May landed on his shoulders.

"Don't let your guard down." May said coldly before time nearly came to a standstill. "Let's get wild."

! Web-Rush!

["Remember May, for a Spider a disadvantage is an advantage in combat, because it is then where our potential is seen best!"]

May flipped forward and placed her foot on Iron Man's mask and pushed off with enough force to send the armored Avenger crashing back as she blasted forward and delivered a powerful palm thrust to Captain America's chest before landing in a crouch and sweep kicking Hawkeyes legs from underneath him. May blitzed behind him and released a powerful right to Otto's face who quickly ducked. May wasn't deterred as she used that momentum to spin around and deliver a punishing blow to his ribs

! Outside of the Web-Rush!

"Be careful! Both of her feet and hands are completely acidic!" Steve shouted as he looked down to see his star had been replaced with a hand shaped scar in the middle of his chest.

"Don't worry I got her!" Hawkeye said as he aimed an explosive arrow at May who ducked under one of Otto's slashes and sweep kicked him before following up with an uppercut, which he barely turned his head in time enough to dodge. May quickly turned the failed uppercut into a vicious elbow blow directly to the side of his face. May spun around on her heel and blitzed forward just as Hawkeye released the arrow. The arrow shot straight towards her face, and when it was an inch away from connecting-much to Hawkeyes horror who wanted her to dodge and let the glancing explosion to take her out….

…May smirked.

Hawkeye watched in this belief as the arrow simply went through her as if she were a ghost and exploded in front of Octavius.

["Clint above you!"] Iron Man shouted and began fire repulsor blasts as Hawkeye looked up to see May about to deliver a heel drop with numerous after images behind her. Hawkeyes stepped just in time tossed her leg slam through his bow. Slamming her foot down, May cocked her fist back and released a vicious punch towards his face.

["Remember May, regular blows for regular human opponents…"]

Her fist stopped just in front of his face and May gritted her teeth a she flicked him hard enough to knock him out before web-zipping towards Captain America, ducking under his shield as she did so and began trading blows with him, honestly she was impressed at his ability to keep up, but quickly decided to end the fight.

["…And super powered blows for super human opponents."]

May kicked Steve in his stomach with enough force to send him crashing through a destroyed corner store. Without looking back, May caught his Shield. May frowned as she spun around and threw shield the with all of her might into Iron Man causing it to crash through his armor and send him crashing down in agony.

*Thwip!*

["Once you're able to protect yourself, I'll teach how to use your spider-sense to protect your allies…]

Firing a web-line at the shield, May yanked her hand back and caught it.

!Spider-sense: Northeast now!

May glance up just in time to see Andy block Thor's lightning with a force-field.

"Tiger catch!" May shouted as she slung the shield at him. Andy caught it just in time to block a heavy swing from Thor.

*KRANNNNNNNNG*

BGM: END

May looked around hurriedly as she attempted to locate Octavius only to see him running for his life at the end of the street.

"Shit! He's so far away! No choice then…" May thought with a frown as she crossed her arms before being covered in a golden cocoon.

["Always remember that I love you, and I am so proud of you…if you put your mind to it…you can accomplish anything…"]

BGM: I Burn by Jeff Williams Yellow Cut (Youtube it exactly like that, it's the one that's a minute long.)

"She's a child born from the strongest bond forged by the web's center…a child who needs the power to protect her siblings from this harsh world when the news of their species becomes known. The web didn't send her into her physical prime because it wanted her to grow with her siblings…even if it were only for a little while." Mayday thought as she looked at the cocoon with pride as Julia and Jessica appeared. "Her unity is that for thirty seconds…her physical limits are completely destroyed."

"AHHHH!"May roared as the cocoon blew apart leaving her standing with a golden aura burning around her body. Time seemed to stop for her as everything was a golden haze. May crouched before darting off after Octavius.

*BOOOOOOOOOOM!*

"WHAT!? NO!?" Otto thought in disbelief as he glanced back to see May approaching him at blinding speeds, destroying the street as she did so. Suddenly she vanished.

! SPIDER-SENSE: Grit your teeth!

Octavius turned around just in time to be upper-cut in to the sky. That was the hardest he had ever been hit in his life…

…until May appeared above him and descended upon him with a heel drop to his chest that was so powerful the forced ripped her goggles off and sent him crashing into the ground with enough power to create bot a large crater and a shock wave that decimated the nearby surroundings.

"Have mercy! I just wanted to live!" Otto shouted in fear as she descended upon him with her right fist cocked back as tears fell from her eyes.

"Too bad!" May roared as she slammed her fist into face, it wasn't strong enough to kill him but it was strong enough to destroy his armored mask and send him to the blissful unconsciousness.

BGM: END

May looked down in distaste as she ripped his mask off to see that he had been crying. May stood up and just took a moment to feel the rain on her body as the golden aura faded sending her crashing to her knees in exhaustion.

"Spider-Man!" Thor shouted in horror as he saw his fallen comrade. Andy who was smart enough to keep Captain America's shield, rammed it as hard as he could into Thor's face, sending the god crashing down into the ground unconscious. Andy flew down next to May and helped her up.

"Are you okay?" Andy questioned with wide eyes as he looked at the fallen Avengers and whistled. "Damn, from the parts that I could see when I wasn't dodging an almighty hammer of doom, you were amazing!"

"Trained with my powers for over a decade." May gasped out as she panted tiredly. Glancing at the downed Thor, she gave Andy a tired smile. "Couldn't have done it without you, if Thor was fighting me I would have lost." May then, much to Andy's shock, kissed him on his cheek. "Thanks for having my back, Tiger."

"I-It's Andy." Andy stuttered out in shock before clearing his throat and stepping away from her. Andy then held out a hand making her smile.

"May." May introduced herself as they shook hands. "Now it's time to get rid of this imposter…."

*Clap*

*Clap*

*Clap*

"I must thank you for making this easy for me." A voice spoke up and they turned back to Peter's body to find it being held by an old man. "You see, it's time I collected on a little debt." Mephisto said sinisterly before disappearing in a swirl of fire.

"Hey!" May shouted as she went after him, but quickly fell down due to her low stamina.

"Just what the hell just happened!?" Andy questioned in shock.

"Calm down you two." Mayday said as she approached with the other two Madame Webs. "May, you did what you were supposed to."

"That man was Mephisto; he is the one that we need to stop. He is a very evil devil, and this just might be the only chance we have to bring him down. This depends heavily on him retrieving both Octavius and Peter. He will become arrogant with power and then he will be defeated." Jessica explained calmly as May turned to her in anger only to stop when Julia raised a hand.

"Do not worry, the end is clear now. Your father will live after today. Just hold out just a little longer. Come I shall take you and your allies to your mother." May and Andy glanced at each other before cautiously nodding their heads.

The final battle was approaching...

Will Mephisto be defeated?

Just how will the Army of Infinity fare?

Who will die saving Laura from herself?

Will MJ be prepared to lead or will she be taken over by Sonja?

Why am I asking you questions Deadpool can answer?

Find out…

…Now actually, triple update bitches.

To be continued…

Next Chapter: Will of Infinity Part 3

-Omake-

What If? Spider-Man in the Avenger's movie (Credit to Ant Crown for the idea.)

"I have an Army!" Loki shouted making Tony scoff.

"We have-"

*CRASH*

"[You won't get away with this Loki!]" A man dressed in a very bad Spider-Man costume with overly slanted eyes and a silver band around his left wrist spoke in very fluid Japanese. Ceasing all conversation as both men gaped at him. The man leapt out of the Window and landed inside a flying car and fire missile at the aliens. The man flew off and drove his car into a flying base that quickly transformed into a giant robot that could best be described as a Megazord from power Rangers. The robot proceeded to destroy the aliens while Loki and Tony looked on with half-lidded eyes.

"CUT! CUT! What the hell? I said Spider-man not Supaidaman can't you people do anything right? I'll never beat James Cameron at this rate!" The Director shouted angrily. (LIAG Fun Fact: Supaidaman is real. I am not racist.)

END