"It looks like we ran into a dead end." says Spider-man. "Hey boys, don't suppose a guy named Wesker worked here?"

Spider-man and Chun-Li infiltrated one of the crime lords old hide outs in search of clues on his whereabouts; but were ambushed by an army of criminals, putting the two of them to defend.

"Who the hell is Wesker?" they inquired.

"We got you now, web for brains!" second exclaimed.

"Get Spider-man and his girlfriend too!" he says.

Spider-man and Chun-Li fought against some of the unarmed thugs as Spiderman webbed up the rest of the criminals before they could reach for a weapon.

"Damn it all!" they grunted.

"It seems like none of Wesker's operations were taken place here, there is no file on him whatsoever." Says Chun-Li as she checks the main computer system.

"By the looks on their faces, it seems like none of these guys knows who Wesker is." Says Spider-man checking the thug's arsenal.

"I'll start by checking on top of the hideout." He announces.

Spider-man searched the top of the building for clues on Wesker, but found nothing. The top of the building was very opened and quiet with nobody in sight or so it says.

"All clear as day. Nothing out of the ordinary from here." Spider-man reported.

"Okay then. How about some breakfast later on?" Chun-Li offered.

"Great, I know a good place we-" Spider-man pauses.

Before he could finish up his sentence, he was attacked by a familiar foe. Spiderman stood back on his feet as he glanced over revealing Venom, the direct opposite of everyone's favorite wall crawler.

Spider-man jaw dropped and gasping, "No, it can't be."

"Ah, but it is, Spider-man." Venom replied holding Spiderman in his hands, and throwing him into the wall.

"Venom, I thought you were-" Spider-man paused.

"Dead? Think again, wall crawler. My former host may have died, but my essences have lived on and I found a new host to suit my needs!" Venom replied.

"New host? Who did you take over this time, Flash Thompson?" Spider-man joked.

"You don't know, Spider-man. You burned me with my own acid!" He reminded.

Spider-man remembered his encounter with Mac Gargan, of using his own acid against him when he wore the Black suit, "What? Then you're MacGargan; but when did you get a hold of the suit?"

Venom grew a tail and started grabbing Spider-man to shake him side to side and front to back. Spider-man used his web to grab hold of some boxes, slamming them to Venom. "What's the matter Spider-man having you lost your touch after all these years?" Venom asked. "Well don't worry; I'll put you down for good, so you won't have to suffer anymore."

As Venom was about to strike Spider-man, Chun-Li quickly intervened, launching out her standard projectile attack against Venom saving Spider-man from Venom's grasp.

"Kikoken!" she called out.

"This is as far as you go. Surrender now!" Chun-Li demanded.

Venom sighed, "You never told me you had company, Spider-man; but nonetheless, I guess it would not be fun to kill you so soon. I'll savor the moment for another time."

Venom dropped Spider-man and swung away, Chun-Li rushed to Spider-man's side to check on his condition worried for him.

"Are you okay?" she asked.

"Yeah, but I can hardly believe that he has returned, but with a different host. Venom is dangerous." Spider-man grunted.

"So he has had many hosts before." She figures.

"Yeah. First it was Eddie Brock, who once was a Daily Bugle photographer like me, but he was fired for lies on accusing Spider-man of something he didn't do. Brock had also acted very heroic, but then he was killed in action by another foe named Carnage, who was even more dangerous than Venom himself." Spider-man explained.

She asked with concern, "How dangerous is Venom?"

"He's like the direct opposite of me. He knows my every move and has the same power, but only stronger," Replied Spiderman "and since he's merged with my DNA, my spider sense cannot detect him; so he could be anywhere." Spiderman said.


The next day, Peter walked out of the Daily Bugle office with much caution as he looked all over the place for Venom to see if he was being followed knowing full well he can attack anytime. A tap on his shoulder occurred. He turned around to face the person, who was Chun-Li.

"I'm sorry, did I startle you?" Chun-Li asked.

"No, I'm sorry. I'm just heavy on edge about this whole Venom thing." He replied.

"Come on you need to relax, I highly doubt he'll be dumb enough to attack you out in the open; so just focus on what's ahead." She said grasping his shoulders firmly.

"Hello there Spider-man!" a mysterious voice whispered greeted from a person passing by the Peter and Chun-Li.

Peter heard the voice as he quickly went after the person who passed him, but had vanished when he caught up to him.

"Peter, what is it?" Chun-Li asked with concern.

"I heard a voice from someone, but I hope it was just my imagination. I'll check just to be on the safe side." Peter replied.

Peter quickly changed into his Spider-man costume, as he found himself in an old lab; Venom quickly ambushed Spider-man from above, catching him off guard. The two of the fought as Venom continued to overpower Spiderman's strength, as he pinned him down.

"That was you who whispered to me, wasn't it?" Spiderman inquired.

"You're smarter then you look behind that mask, web slinger, even IF your spider sense cannot detect me." Venom replied.

Spider-man quickly slipped out of Venom's hands and ensnared him with a special thick web as Venom was unable to get lose.

"You're still as careless as ever Gargan." Spiderman said.

Little did Spider-man know he was being watched by someone and announced, "Ha? Prepare to meet your end Spider-man! Behold my version of the Anti- Venom!"

Dr. Doom activated the control on gauntlet, causing the control chips inside Venom's suit to grow in power as he evolved into Anti-Venom.

Spider-man complimented, "Whoa that is new."

"I will kill you now, Spider-man!" Venom exclaimed.

"I see you got a makeover; but no matter, I'll still take you down the old fashion way." Spider-man challenged.

The new and improved Venom charged at Spider-man as he delivered a very hard powerful punch. He then extended his fingertips to aim at Spiderman as he evaded his every blow. While dodging Anti-Venom caught hold of Spider-man and punched him repeatedly. He then used his fingertips to drain Spider-man's strength, as he quickly broke free from his grasp, fearing for the worst.

"What the hell? Did you just drain me?" Spider-man inquired.

"Even better Spider-man, I'm curing you of your pain and suffering." Venom corrected.

"Well, go cure yourself while you're at it!" Spider-man exclaimed as he launched a kick towards Anti-Venom.

Anti-Venom caught Spider-man as he continued to slam Spider-man to the ground and punch him repeatedly. "You think this will stop me, Gargan!" Spider-man said as he shot back and spat out blood. Badly hurt from the assault from Anti- Venom. Now that Spider-man power had begun to decrease.

"You're going to regret saying that, web slinger!" Anti-Venom replied.

Chun-Li quickly shot her projectile attack against Anti Venom from behind in hopes to aid Spider-man in battle. "Hold it right there!" she demanded.

"You stay out of this, wench!" Anti-Venom ordered.

Chun-Li struck Anti Venom with a powerful kick, causing him to release his grip on Spider-man.

"You're late." Spider-man grunted.

She folded her arms and replied, "Hey, you're the one who flew ahead without me."

Anti-Venom stretched his tentacles to drain Spider-man more of his power as Chun-Li quickly intervened by cutting the fingers to keep them from reaching Spider-man further. Chun Li still stood her guard agianst Anti Venom despite the odds being on her.

"You'll pay for this!" Anti-Venom yelled.

Anti-Venom then shoved Chun-Li out of the way as he continued to drain Spider-man's strength and pound away at him. Spider-man stood up to face Anti- Venom as he started to become light on his feet feeling weaker and weaker by the minute.

"No, you can't do this." Spiderman grunted.

"I just did!" Anti-Venom exclaimed.

"Chun-Li, a little help." Spider-man pleaded in pain.

Chun-Li caught Anti-Venom and swung him by the face, slamming him down into the ground hard. Anti-Venom quickly caught her incoming kick attack.

"Ugh, damn it!" she exclaimed.

"Get out of my way!" Anti-Venom exclaimed.

He slammed Chun-Li to the ground a few times and threw her out the window as she was hung from the edge. Spider-man felt very weak from the drain from Anti-Venom, attempting to stand on his feet once more. Spider-man webbed up his hand to create a giant fist to strike Anti-Venom. They then charged for a final strike as both of them were knocked unconscious.

"Peter!" Chun-Li cried.

She leaped in and rushed to Spider-man's side to check on his condition. Spider-man's heart was very faint; but was still breathing. She used the chance to escape from Anti-Venom's hands as she carried him off to the nearest hospital she could find.

Fearing for the worse Chun Li pleaded, "It's okay Peter; you're going to be fine. Just please, hang in there for me."

To be continued.