"Un toast, du décès de Spider-man." Bernard Gou says as he and many of the cities criminal bosses celebrate the hero's demise. The large crowd cheers as they begin the celebration, Gou himself slipping out onto the balcony where Sable Manfredi stands looking out over the city. "Well well, it looks like your little goblin helper wasn't needed after all."
"What do you want Gou?" she says turned away from him, clearly not wanting to talk.
"What do I want? What else? To gloat, I did what none of you could. I killed Spider-man, singlehandedly tipped the balance of power, and freed every criminal from the Vault including your father. Oh and don't worry, I told him you were key to achieving my plan. See I can be a nice guy?" He says as she turns to him and he moves in, inches away from her.
"Don't." she says as Gou looks down to discover the barrel of her gun shoved into his gut.
"Okay okay, I get it, back off." He says as he backs off and leaves the party. "Before I forget the boys and I are throwing a little party of our own at HQ if you change your mind." She aims the gun at his groin area. "Okay forget I said anything."
The next morning Aunt May, joined by Liz, and Mary Jane are present at the hospital, where Peter is recuperating. "Peter are you sure you're comfortable? If you need I could get the doctor and…" Aunt May asks him he lays back, his chest, head and right arm bandaged up.
"Aunt May I'm fine really. You should go home and relax. It's not like I'm going anywhere for a while."
"Yeah. Come on Ms. Parker, I'll take you home." Mary Jane says
"Well, okay, but call me if you need anything Peter." May says as the two exit down the hall.
"How're you holding up Peter?" Liz asks
"As well as can be expected after fighting a two ton monster, by the way thanks for the save Liz. Level with me though, how'd you get me to the hospital without someone getting suspicious? My suit was gone when I came to."
"Peter there are some things that I did for you I think we are better off not discussing." She says slightly creeped out.
"Right, well let's discuss what we are going to do about this Scorpion."
"We? Sorry Petey but there's no we this time. You can't even move without breaking something. And unless you want to crawl up walls with a limp from now on I suggest you take the doctor's orders. Besides I've got help."
"Yeah Hobie and the frog guy, great." He says sarcastically.
"I got this Peter don't worry. I know they're a little green but so were we when we first started. I promise to keep you posted. I'll be back tomorrow okay." She says as she leaves as well.
As she exits, Norah Winters enters the room. "Peter you're okay, thank goodness." She says as she hugs him.
"Ow ow! Not if you keep doing that." Peter says painfully.
"Oops sorry. I just came to see how you were doing and to thank you. That thing would have killed me if you hadn't knocked me out of the way."
"Hey don't mention it. You would have done the same."
"Not too sure about that but thanks. What was that thing anyway?"
"I don't know, but I have a feeling we haven't seen the last of it. Here can you help me up? There's something I need to do?"
Downtown a fierce battle takes place between Prowler and Kraven the Hunter. Prowler finds his first real villain very difficult as the mutate throws him around like a ragdoll. He manages to lift himself up and avoid Kraven's claws as they shred the ground.
"Dude the suit gives you enhanced strength, but it's not going to do you any good if you don't get in there." Frog-man says over his com set, perched on a nearby lamp post.
"You know you could actually get down here and help me?"
"Are you crazy? That guy would rip me to shreds."
"You thought you were a match for Kraven?" the lion man says charging.
"Yeah thought, past tense. Of course now I'm thinking this was definitely a mistake." He jumps back as the villain leaps toward him. He continually fires his wrist blaster at him. The hunter nimbly dodges the shots and knocks Prowler against a fire hydrant, causing him to hit his head.
"You are defeated. Now Kraven goes for the kill." He prepares to attack the unconscious hero. He is then hit from behind by Frog-man as he leaps through the air.
"Back off Simba." Frog-man says as an enraged Kraven turns to him. "Sweet mother of mercy what was I thinking?" he easily grabs the panicked hero and prepares to slash him open. Prowler suddenly jumps back to life and charges Kraven tackling him away from Frog-man. Kraven slashes at him but finds this time the hero is fighting very differently.
Kraven lunges at him but Prowler ducks under the attack. The animal man slashes at him with his right arm. Prowler counters the attack and thrusts the claws of his right glove into the villain's abdomen, causing him to cry out in pain. He then knocks him to the ground and starts violently punching him in the face. "Hey knock it off you'll kill him." Frog-man says as Prowler ignores him and continues his attack.
"Stop!" Fire Star shouts as she blasts Prowler off of Kraven, who rips off a manhole cover and dives into the sewers. "What's gotten into you?"
Prowler attacks her, jumping on top of her, completely ignoring the flames surrounding her. "Hobie, stop!" she yells again.
He immediately stops and begins to hold his head, stumbling back onto the ground. "What's…what's going on?" he says as he looks around.
"You tell me."
"You went psycho dude. You almost turned that cat guy into a rug." Frog-man says.
"It's happening again." Prowler says, looking down at his hands. "Every once in a while I black out and when I come to I can't remember a thing."
"It might be a side effect of the brain washing that created your Prowler persona." Fire Star says. "We should get you home."
"I got this under control. Besides we have to catch this Kraven guy." Just then the lion man flies out of the sewer and crashes down in front of the trio. Attached to his chest is a note that reads: Courtesy of the Scorpion.
"Like I said, home."
"Hold on. I'm getting a transmission from the police frequency." Frog-man says. "We've got a lot of activity all around town."
"These guys really didn't waste any time with Spidey being out did they. Okay Frog-man you're with me. And Prowler, head home." Fire Star says as Prowler gives a reluctant nod and heads off.
As the heroes are suitably distracted, the trio of jetpack thugs break into a high-rise and begin looting the fancy apartment. "Hey Comet check out this sweet coin collection." The blue and red member says to the leader in red and white.
"Great, load them up with the rest T.C." The leader says. "Warp hurry up we got a time table to keep."
"Eh what's the rush? With Spider-man gone there's not a hero in town that can stop us." Warp says as he tosses a few diamonds into a pocket in the front of his jacket. Just then T.C. is pulled out of the window and the other two look over at where he was previously located. "Hey where'd he go?" they look around and suddenly sees Spider-man, now with a solid red costume with a sleeveless blue hoodie over it with a spider spray painted on the front.
"Impossible, your dead!" Comet says as he backs up. "What are you waiting for? Kill him you fool." The two fire their wrist blasters as Spidey nimbly dodges the shots. He closes the distance and knocks Comet to the ground. T.C. flies back into the window, covered in webs and begins firing his blaster at the hero, pinning him behind a table as the trio make their getaway.
Spidey gives chase, swinging through the city streets after them. As he closes the distance he is instantly tackled out of the sky by a familiar green figure. The two crash onto a rooftop as Spider-man jumps back.
"How'd you survive? I must have broken every bone in your body. Bah, doesn't matter, I'll rip you in half this time." Scorpion charges at Spidey, who this time charges him directly, surprising him. Spider-man slides underneath him and fires a web line to him, pulls himself in and jumps onto his back, punching him in the back of the head repeatedly. "Get off me!" a furious Scorpion says as he struggles, unable to reach or shake the Spider off. He then uses his tail and attempts to run the hero through with the razor sharp end. Spider-man leaps off at the last second, resulting in the villain stabbing himself in the back of the neck.
"Hey watch it! You almost hit me." Scorpion yells seemingly to himself as Spidey silently looks on, clearly confused. "What are you looking at?" Scorpion turns his attention back to the hero and jumps into the air. When he lands down the force causes the roof to cave in, taking the two inside the building where the battle continues.
Spidey emerges from the rubble as Scorpion attempts to stab him again with the tail. Spidey falls to the ground as the stinger plunges down. "Yes! We did it. Huh?" Scorpion looks down as Spider-man has managed to hold back the stinger by using his web lines attached to each side of it, holding it inches away from his chest. He pushes it back, jumps over the attack and stomps on the villains head forcing him to the ground. He runs over to the downed Scorpion and begins delivering a devastating series of blows to his head, cracking his helmet. Scorpion jumps back up as the two stand tow to tow trading blows. Spidey delivers a strong punch to the chest that shatters the front plate of the armor revealing circuitry underneath. He dodges as the villain thrusts his tail forward and grabs it under his left arm and uses his right to snap the appendage off at the root.
Scorpion stumbles bake as the hero uses the tail, viciously and repeatedly slapping the villain across the face with it before throwing it away and kicking him in the chest, knocking him on his back. Scorpion rises again and lifts a large metal beam over his head. Spidey quickly reacts, firing web lines to his feet and yanking on them, causing him to fall backwards and the beam to land on top of him. Spidey walks toward the motionless villain and suddenly hears the sound of gears and machinery as the chest panels of the suit open up revealing that the Scorpion is indeed a machine. Inside the suit sit three children in red and yellow versions of Spider-man's original costume, seated one on top of the other. The three look up at the hero.
"Uh pay no attention to the kids in the Scorpion suit." The one on top says.
"Oh please Michael, the jig is up. Attack!" the one on the bottom says as he jumps out and kicks Spider-man in the chest knocking him down as the other two jump out and run. Spidey whirls around and webs the two escapees to the wall. "Leave them alone!" the last one says as he jumps on Spidey's chest grabbing him by the front of the hoodie. Upon doing so he instantly realizes something. "Hey you're a…" he is then knocked out by a head butt from the hero.
"Hold it right…there?" Frog-man says as he enters through the hole with Fire Star.
"Spider-man?" Fire Star says confusedly.
"Yes, and no." Spidey says as he, or rather she pulls of her mask, revealing Mary Jane Watson. "Call me Scarlet Spider."
"I…wah…ooh." Frog-man says as he passes out in confusion, Fire Star floating over him smiling.
"Sure this will make a great story later. But first we should take care of these three." Fire Star says to her friend.
Back at the Spider's Web the group begins to question the trio who are locked in a cell made by Frog-man. "Let's start with, 'Who are you?'" Fire Star says
"My names Michael." The first steps forward removing his mask to reveal a kid with spikey brown hair.
The second removes their mask, revealing this one to be a girl with long blonde hair. "I'm Vana." She says with a light smile.
"None of your business." The third says with his arms crossed.
"This charming guy is Patrick." Michael says.
"Okay next question. What were you doing in that suit?" Scarlett Spider asks
"Serving the Father." Michael says.
"The Father?" Frog-man says puzzled.
"The Father gave us life. He wills and we do. We owe him our existence." Vana says.
"And who is this Father?"
"That's enough question. Now shut up and let me sleep." Patrick says rudely as he lies down on the floor.
"Eh, let him mope. They'll soften up in time it's not like their going anywhere." Frogman says as they leave for the night.
Later that night at the Jackals base, the scientist stands at one of his control panels as Michael enters from a passageway. "I'm home Father." He says as Debra Whitman enters the room. "Debra!" he says as he runs over and hugs her, causing her to give off an uncharacteristic smile. He then walks over to one of the pods and puts his hand up to it. "Cool is this Ben?"
"Indeed, that's subject B-339." The doctor confirms.
"I like Ben better. Easier to remember."
"So how did it go out there?"
"Well the Scorpion suit got trashed. But the good news is we know where the heroes our camping out. They thought this little cell could hold us. Vana and Patrick stayed behind while I came here."
"Impressive. Now why don't you head back now?"
"What? You don't want us back?"
"My dear boy you are the first of my creations. Of course I do. What I meant was that I want you to stay there for a while longer and gather any and all intel you can get and make sporadic reports to me."
"Oh okay. I get it like an undercover job. Cool."
Back in the city, Eddie Brock is busy in a small lab working over some chemicals. "There we are, all done." He says as he picks up a small vile from the table and injects himself with the contents. Almost immediately he falls over in pain. He looks over at his right hand and sees that a white substance oozing from his pores just before he blacks out.