The town of Raccoon City, a place once brimming with life, a town overlooked by the Pharmaceutical company, Umbrella. Ideally a good place to do business when it came to advanced medicine, from a company that constantly pushed its limits to bring the best possible. A company that was once trusted by those that shared its inhabited city.
That trust has long been broken.
It started a couple months prior, both a lounge train as well the mansion belonging to Umbrella's founder, Ozwell E. Spencer had fallen to the Tyrant Virus outbreak. B.O.W.s roaming the grounds, leaving very little behind in it's destruction.
The S.T.A.R.S. Bravo Team had gone to investigate what had happened on the Ecliptic Express Train, which was attacked during a transport of a convicted former marine. Rebecca Chambers along with the prisoner, Billy Coen had teamed up to defeat the evil and escape.
Billy, who's name had been cleared thanks to Rebecca learning the truth of his innocence, had left town, and has not been seen since while Rebecca took refuge at the nearby mansion, unaware of the unfortunate demise that would befall her teammates.
It was around this time the S.T.A.R.S. Alpha Team had been dispatched upon losing contact with their Bravo Team. Upon being attacked by monsters in the forest, the Alpha Team took refuge in the nearby mansion.
It was here that two top members of S.T.A.R.S., Chris Redfield and Jill Valentine uncovered the secrets behind what Umbrella had done to Raccoon City, along with their partnership with the Shinra Electric Power Company of Midgar. Both corporations had terrible secrets involving experimentation and other types of manipulation.
They weren't alone in discovering this, for around this point, S.H.I.E.L.D., who had gotten their own suspicious reports, had sent in a few agents, including Daisy Johnson, better known as Quake.
In the end, it was revealed that the Captain of S.T.A.R.S., Albert Wesker, was a part of Umbrella all along, and had been partnered with former Shinra SOLDIER, Sephiroth. This was all a trap for S.T.A.R.S. in an effort to gain combat data for the B.O.W.s.
Wesker was seemingly killed when his new experiment turned on him, that same experiment being destroyed by Chris and his allies. But that was all a ruse, as the former Captain had fled shortly after, escaping through the mansion just before it exploded while his ally Sephiroth had gone about his own business.
Despite constant explanations, Chris and his team could not convince the RPD about Umbrella, nor did S.H.I.E.L.D. have any luck with the government regarding what happened. Of course, Umbrella had even the RPD under its payroll, and the government believed much more than they led on.
It wasn't long before Raccoon City itself got infected with the T-Virus, due to a mutated Umbrella Scientist William Birkin assaulting members of the Umbrella Security Service team sent to retrieve the G-Virus from him.
A majority of the members were killed, the only survivor being HUNK, who had gotten the virus to Umbrella, though not without having to battle many of the newly formed monsters due to the virus outbreak.
Now all of Raccoon had fallen victim, the citizens turning into zombie like creatures, and turning the town into ruin. In an attempt to hide their involvement, and maintain a good image, Umbrella sent in members of the UBCS to rescue the civilians and destroy every trace of the virus.
Various pro heroes were went in as well to keep people safe, both newcomers and those with experience.
Two such heroes in town were Clint Barton, better known as Hawkeye, along with Natasha Romanoff, better known as Black Widow. They along with RPD Rookie, Leon Kennedy, along with Claire Redfield, who came to Raccoon City in search of her brother, had managed to defeat the mutated William Birkin and rescue his daughter, a young girl named Sherry.
They had safely escaped the city after a long night, unknowingly joined by another survivor, a woman named Ada Wong, who was an agent for Albert Wesker and his corporation.
However, these were not the only survivors, there were more who had escaped the wrath of Raccoon City, and it started one day before Leon and Claire had arrived.
It was in an apartment building, former S.T.A.R.S. member Jill Valentine was grabbing her gear, ready to go out and do what she needed to do to.
"Farewell to my life, and to my home," the woman said, making her leave. "This is my last chance for survival. This is…my last escape."
The woman had emerged from the bottom floor of her apartment building, armed with a handgun and machine gun while narrowly dodging an explosion. She looked around and saw an army of zombies heading her way.
She quickly dodged and maneuvered her way through the horde of enemies, trying to find any route to escape. In her pursuit towardfreedom, she found herself cornered, with zombies on all sides. Her only hope of escape was a door behind her.
It was locked, but fortunately she was able to kick her way through and made a mad dash to the back of the building, and into a safe haven.
"September 28th, daylight...the monsters have overtaken the city," Jill mentally recalled. "Somehow...I'm still alive..."
Jill took a breather in a storage room, this was only the start of her escape but it already proved to be a struggle. Of course she knew comparing a mansion in the mountain region to a city wide outbreak were two different feats to endure.
"Two months ago, I was able to escape the Arklay Mountain Outbreak, thanks to my friends," Jill again recalled. "Despite the danger, Chris and I managed to defeat Wesker's monster, with the help of Rebecca, Richard, Barry and Daisy. Brad came in for the assist too, and that monster was put down for good. This time, I'm on my own. I can't rely on my friends, I can only rely on myself for now. I have to find the quickest route out of the city. With any luck, I might run into a pro hero, assuming any were sent, or if the ones here even survived. According to Fury, the government wants to ignore this. But I'm not letting that happen!"
Jill turned to the only other person in the storage room, a man named Dario Rosso, "We've gotta get out of here."
"Are you nuts!? I just lost my daughter out there!" Darion shouted. "And now you want me to go back outside!? To those monsters!?"
"I'm sorry about your daughter," Jill sympathized. "But there isn't going to be a rescue! We have to get out of here!"
"I'm not going anywhere!" Darion shouted. "I'd rather starve in here than end up in the clutches of those undead freaks! Now get away from me!"
Darion ran and locked himself in a container.
"Wait!" Jill called.
"I'm not coming out! Now go away!" Darion shouted.
She hated having to run, but if he wasn't going to cooperate, staying around would be pointless. This of course left Jill with no choice but to go on her own. "There isn't much I can do unfortunately...I have to make a run for it."
Outside a girl was seen running from zombies, doing her best to avoid the monsters. Unfortunately no matter where she went, she just found more.
"Gotta get to safety…I gotta…NO!" the girl shouted, trying to avoid more zombies.
Eventually she found herself surrounded, the girl just about to give into her fate when one zombie got hit in the head with a web shot.
Landing between the girl and the zombies was a boy in a spider suit who used his agility to knock the other zombies away, then turned his attention to the girl. "Are you hurt?"
"N-no, I'm...watch out!" the girl said.
The hero saw more zombies coming, quickly brushing it off, "What a day." He turned to the girl, "Come with me if you want to live."
"Huh?" the girl was then immediately whisked away as the hero swung off. "Whoa!"
"Hang on as tight as you can," the hero said. "I'm gonna see if I can get you somewhere safe, shouldn't be too long."
"Who are you?" the girl asked.
"Me? I'm just your Friendly Neighborhood Spider-Man!"
As the hero above brought the civilians to safety, Jill down below was running through the streets, taking down any zombie that she came across.
"Gotta keep moving, and keep track of my ammo," Jill took down another, carefully aiming her shots. "Going for the head works, takes them down faster."
She ran down an alleyway, quickly taking out some more zombies. To her it was a miracle that there weren't more, either she was lucky or there were plenty of surprises waiting for her.
As she walked down, a familiar man burst through a door, making a run for it. "Wait, was that Brad!?"
A bunch of zombies came out as well, Jill immediately shooting them and taking them out. While she wanted to go after her teammate, she had to wonder what was in the door he just came out of.
Curiously, she checked inside to see if anyone was inside, all she found was a bunch of cases full of drinking water and a very deceased guard.
"Poor guy..." Jill noticed he was holding a shotgun. Figuring he no longer had use for it, she picked it up herself and strapped it on before leaving. "I should find Brad."
She made her way down some allies until she came onto another street, immediately recognizing the area. "There's a bar nearby. I know some of my co-workers liked to go there after a shift, wonder if any of them are still alive?"
She tried going through the front door, but it was locked, much to her annoyance. There wasn't much she could do except move on.
She rushed past a Boutique, keeping an eye out for anymore monsters nearby. Seeing the homes and businesses in such a state was understandably a lot for Jill to bear at the moment. Just the other day, things were normal.
To see Raccoon City go from brimming with life to becoming a wasteland was a travesty for the woman. She became a police officer to help people in need and keep things safe. Now she was powerless to help anyone except for herself.
Suddenly she heard a cry for help from a nearby man. "Someone's in trouble!" She booked it but by the time she got to where the sound originated, it was too late, the monsters had got him. Enraged Jill grabbed her shotgun and in one blast, took out the two zombies responsible.
She checked on the man, confirming his unfortunate death. Doing her best to shake it off, Jill pressed on, not wanting to allow herself to give up just yet.
Hearing some gunfire, she ran down an alley, one again finding her S.T.A.R.S. teammate Brad Vickers.
"Get away!" Brad shouted, taking out some of the monsters and making a run for it
"Brad! Wait up!" Jill called, following her teammate. She kept going until she reached the back entrance to the bar., immediately spotting Brad shoving a zombie away.
"Get away from me!" Brad shouted, shooting the zombie a couple of times. Just before the final shot, Jill pulled her gun out and shot the monster herself. Taking a breath, Brad leaned against the bar stool, trying to recompose himself. "Thanks Jill...I thought that was gonna be it for me."
"Hang in there Brad," Jill said, checking on her friend. "Ugh, this is terrible. Why isn't anyone doing something about this situation?"
"You know the answer as well as I do," Brad said. "The police aren't trained to handle this type of situation. Even the pros are stumped. I don't know how, you'd that think zombies would be easier to kill than something like aliens. But I guess that's why they leave certain things to The Avengers."
"If only Daisy was here," Jill lamented.
"I heard some S.H.I.E.L.D. members were in town, including a couple of pros, so hope may not be lost yet..." Brad said. "That relief may not last long though."
"Why do you say that?" Jill asked.
"Jill...you need to know," Brad said. "You and I are in danger. He's coming after us! We're both gonna die!"
"Huh? What are you talking about?" Jill asked.
"You'll see...he only goes after S.T.A.R.S. members after all," Brad said, then made his leave. "He's our Nemesis."
"What could he have been talking about? Who's after us?" Jill wondered aloud. She shook off that worry, I can't focus on that right now. I need to find a way out of the city. But first, I should stop by the police station, see if there are any survivors. Might help to grab some extra gear there too."
Jill left the bar and circled toward the direction of the police station. It wasn't easy getting there due to the roadblocks, but Jill was still resourceful enough to find her way around.
While heading down an ally, she found a gate that seemed to be bound with rope. "Who put this here? And for what?" She pulled out a lighter and set fire to the rope. "At least it's burning fast, but I gotta-"
Suddenly a nearby blockade broke down, startling Jill as a bunch of zombies started advancing toward her. Carefully she backed away, trying to figure out a way through this. It was then she spotted an oil drum.
"Perfect," Jill aimed carefully and once the zombies were close enough, she fired, the explosion wiping out her foes. She quickly pressed on, heading through the gate, right down an alleyway, one that had a large fire leading down a path. "What could have happened here? Must be due to the monsters. It's fine, it's not blocking my way to the station, I should be able to-"
Suddenly a pair of dogs leapt from the fire, blocking Jill's path to the police station.
"Of course," Jill grabbed her gun and shot one dog in the face. The other dog leapt at Jill, but she was quick to shoot the monster as well. She didn't stop there, she unloaded a few more shots to ensure their deaths. "Zombified dogs. Codename Cerberus, like the Hellhound of Greek Mythology. Very fitting that they came out of the fire with a name like that."
The woman continued on her way, passing by a gate that led her on a path of the Raccoon City Police Department. She couldn't help but shudder at the sight in front of it. Several car wrecks, busted fire hydrants, it was pure chaos.
Despairingly, Jill pressed on, entering the gates of the police department. As she approached the front door, she heard the gates behind her opening. Fortunately for her it wasn't an enemy, rather a friend.
"Jill!" An injured Brad limped towards her.
"Brad, you made it," Jill said.
"Listen, we gotta-" Suddenly a monster landed between the two, Brad immediately trying to back away.
"Good God, what is that!?" Jill shouted in worry.
"Jill, help me!" Brad shouted. However the monster had picked him up and impaled a tentacle through his mouth, killing him instantly.
"No! Brad!" Jill shouted in dismay.
"S.T.A.R.S..." the monster said, menacingly walking toward the woman.
Jill was nearly frozen in fear, this monster gave her unpleasant flashbacks to the Tyrant that her former Captain, Albert Wesker had created.
The monster dashed at her, Jill rolling out of the way and opening fire. However the second time the monster grabbed her with his left hand, generating that same tentacle from his right hand.
"NO!" Jill shouted, firing at the monster more, trying to get it to release her.
Surprisingly some webbing hit the beast in the face, the monster then dropping Jill while trying to pull the sticky substance off.
"What's going on?" Jill wondered. She then saw Spider-Man land nearby, the young hero looking a bit disgusted.
"Geez dude, you lose a fight or something?" Peter said. "That is the ugliest face I've ever seen."
"Who are you!?" Jill asked.
"Just your Friendly Neighborhood Spider-Man. Nothing more, nothing less," the hero said, leaping down to kick the monster, sending him flying back and through a barricade. "Still, that guy's bigger than any of these other zombies."
"Probably not a regular zombie," Jill said, regretfully turning her attention towards Brad. "But something more powerful..."
"Huh?" Spider-Man turned his attention to Brad as well, the hero feeling regret. "Oh no...that a friend of yours?"
"S.T.A.R.S." the monster stood back up, glaring at the two.
"That bastard killed him," Jill said, grabbing her shotgun. "He's dead!"
"Hey wait!" Spider-Man said as Jill rushed in, opening fire on the monster. Peter quickly used his webbing and pulled him in for a punch that sent him flying again. "Listen, you head inside the police station, see if you can find a cop that's still alive."
"I am a cop that's still alive," Jill pointed out.
"You're a cop?" Spider-Man scanned her body. Her blue tank top and black skirt not really selling him on that. "Wow...that's a surprise."
"Surprise how?" Jill asked in disbelief.
"S.T.A.R.S.!"
"Wow, that guy's tough," Peter said. "What's S.T.A.R.S. anyway? Is that like the top team here?"
"Yes, my team," Jill said. "And I guess that monster is our Nemesis."
"Quite the Nemesis you have there," Spider-Man said.
Immediately, the Nemesis monster charged again, Jill pulling out her shotgun and firing one more blast to the face, then pulled out her handgun and fired a few more times.
Nemesis grabbed his shoulder as purple blood oozed out of him. "S.T.A.R.S..." He fell over, seemingly dead.
"Wow...you did great," Spider-Man said.
"Well this isn't my first time dealing with monsters like these," Jill said, heading toward the Police Station. "Thanks for your help."
"Wait, what are you planning to do?" Spider-Man asked.
"I have some things to take care of in here," Jill said. "Maybe see if any of my old colleagues are still alive."
"Wait, it might be dangerous in there," Spider-Man said.
"I know, but I have to see for myself," Jill said. "Besides, I'm not new to this. I survived the Arklay Mountain outbreak some months back."
"Arklay Mountain?" Spider-Man asked. "Wait, I think I heard of that. Monsters were said to have been spotted there too, but that was just a rumor."
"Well it wasn't," Jill said. "I was there, with my allies Chris Redfield, Rebecca Chambers, Barry Burton, Richard Aiken, and Daisy Johnson."
"Daisy? You mean Quake?" Spider-Man asked.
"Yeah, her," Jill said. "We got out, thanks to the piloting skills of my fallen friend there, Brad Vickers."
Peter turned to where Brad was, still feeling regret over his demise, "I see then."
"Look, I need to go, and you're not gonna stop me! Is that understood!?" Jill shouted.
"...Fine, I would go with you but I have to go and see if there's any other civilians. You look like you can take care of yourself, so I'm trusting you to stay alive until I can check on you again," Peter said. "I think that some members of The Avengers are around here. Hawkeye and Black Widow."
"I'll keep an eye out and let you know if I see them," Jill said, heading inside. "Be careful out there."
"Wait, what's your name?" Spider-Man asked.
"Jill Valentine," the lady said. "I'll see you later, Spider-Man."
"It's Peter," the hero said, removing his mask. "My name is Peter Parker."
"Peter Parker huh...?" Jill repeated. "Well, it's good to see you Peter."
"Be careful in there, Jill," Peter said, swinging away.
"I will," Jill said, heading inside.
Peter took to a nearby roof, looking across the city. "What a nightmare, but it's fine, I can still protect people. I hope." He heard a cry for help and immediately acted, hoping to reduce the casualties in Raccoon City.
In the Police Station, Jill went to explore a bit. The front hall looked okay for the most part. She grabbed her ID and checked the computer in the front hall.
"Let's see...where is that safe again..." Jill looked around. "There it is, the locker room. Combination...0131."
Jill went across the hall to the main office. She could see the place was a mess, files scattered everywhere along with some party supplies.
"What were these party hats for again?" Jill asked, checking a memo on the table. "To Leon S. Kennedy, congratulations on your assignment to the Raccoon City Police Department..." Jill placed it back down. "That right, a rookie cop was joining us soon. I hope he stays away from this place."
She looked around trying to look for any survivors, spotting one in a computer room.
"Marvin!?" She checked on her coworker Marvin Branagh. "Marvin? Are you awake?"
"J-Jill?" Marvin said, slowly sitting up. "You're alive."
"Marvin, what happened here?" Jill asked.
"The monsters got in...a lot of people were killed," Marvin said, groaning in pain. "You have to run."
"I'll get you out of here," Jill said. "I spotted a pro hero outside, he can-"
"Don't bother," Marvin said. "I'm as good as dead. You need to get out of here."
"But Marvin..." Jill pleaded.
"Just go...I'll only slow you down," Marvin said. "Please...I don't want to be the reason you die."
Much as she hated to leave a man behind, she knew his wounds were fatal, and had little chance of survival. "I'm sorry."
"Don't be, I had a good run, I wouldn't trade it away," Marvin said. "If you happen to see a rookie though..."
"You mean Leon Kennedy?" Jill asked. "I'll keep him safe if I see him."
"Some pros from The Avengers should be here soon as well," Marvin said. "Assuming they're not here now."
"I'll see if I find them...good-bye Marvin," Jill said, doing her best to maintain her emotions.
"Good luck out there Jill," Marvin said, laying back and awaiting his eventual demise.
Jill had gone into the locker room and opened the lock to the safe to give her access to the S.T.A.R.S. Room key. Moving quickly she went upstairs to the top floor, bypassing the statues and into the blue hallway.
She opened the door into the S.T.A.R.S. room, taking a quick look around.
"To think I'd be back in here...what a mess," Jill looked around the room, spotting a desk with medical supplies. "Rebecca...sorry your career took such a drastic turn." She looked around more, spotting a desk with some ammo on it, "Barry, wonder where you are now?"
She looked to the middle, spotting a messy desk, "Chris...I hope you're doing well in Europe, and exposing this nightmare." She then spotted her own desk, checking it for some supplies. "There's my lockpick...and some ammo. Good, I should be ready."
She looked behind her and spotted another desk, one that filled her with rage and disappointment. "Wesker..." She walked over to the desk belonging to former S.T.A.R.S. Captain, Albert Wesker. "Bastard...we trusted you with our lives. Hope it was worth getting killed by that freak you called an Ultimate Lifeform."
She turned her attention away, remembering that Wesker wasn't alone that night, "That guy Sephiroth was there. Reports say he fought in the Wutai War, and was believed to have been killed in an accident in a small town called Nibelheim. If that's true, then how could he still be alive?"
She focused back on Chris's desk, still feeling worry for her teammate, then saw his diary on the desk. Curiously she checked inside, knowing he had a lot of information regarding the Umbrella Mission. One line in particular stuck out to her.
"Jill, if you see Claire, please watch over her," the woman closed the book, feeling a sense of worry. "Right, Chris's sister Claire comes to town sometimes to check on her brother. I hope she has no plans to come during all this. With any luck, word will reach out and she'll stay as far away as possible."
Suddenly she heard the radio in the room go off. She walked over to the radio, trying to decipher a message.
"...No...Come...head...This platoon is...off...No survivors are around...This is Carlos...se-...poi-...immediately..."
"Wonder what's happening?" Jill asked herself. "Well, nothing I can do from here. The radio transmission is off. I have no way to contact this person. Best I can do is press on."
Before leaving, she checked a nearby locker, spotting a pair of weapons.
"I already have a shotgun, might as well grab the sub-machine gun," Jill said, picking up the weapon. "This should work."
She immediately left the room, heading down the hall, past the statues and eventually down the stairs. She then heard a loud crash, her heart immediately sinking.
"What was that?" Jill cautiously looked around, hearing no sound at all. This didn't settle well with her, no way what she heard was in her mind. "I should just hurry."
As she made a run for it, she heard something crash through the window. Looking behind she spotted Nemesis, with a Rocket Launcher in hand.
"You have got to be kidding me!" Jill shouted.
"S.T.A.R.S." Nemesis aimed the rocket launcher, Jill immediately making a run for it, trying to avoid any potential danger.
She ran through the locker room and then through the main office, hearing the monster coming in from behind. She burst through the main hall and toward the front door.
She was outside and frantically made her way through the front gates where Nemesis aimed his rocket launcher and fired, the rocket narrowly missing Jill, though the force from the explosion sending her flying.
Quickly she scurried under a car, hoping that the monster didn't see her as he walked around. She could see his footsteps, carefully scouting the area as Jill's heart raced. This monster was clearly something else, somehow even more of a threat than the Tyrant from the secret Umbrella lab.
Fortunately Nemesis made his leave, Jill being safe for the moment.
"That monster...he won't quit..." Jill carefully made her way out from under the car. "I gotta run...before that creature finds me again."
Jill continued her venture through Raccoon City, and her goal to escape.
Meanwhile Peter had brought some more people to a van, knocking on the back, "Yo! AJ! Remy! I got some more survivors!"
Opening the door was his ally from the X-Men, Remy LeBeau, better known by his hero name, Gambit. "Wow, you been busy."
"Well yeah, I wanna get these people out of here," Peter said. "Been keeping this place safe?"
Remy held out his cards, "You know it, Mon Ami. Dem zombies ain't got nothin' on dis Cajun."
Peter helped the people into the van, ensuring that no one got left behind. "Alright, this should be good. Your van's getting pretty full, might be a good time to try and get them out of the city."
"We got this, Spider-Man," Remy said, then called to the front. "Ready to ride, mon cherrie?"
"Ah ain't yer cherrie, pal," came the voice of the country girl, Applejack. "But ah am ready to ride."
"Get them as far away as possible and call for help," Peter said. "I'm gonna keep looking for survivors."
"Thank you so much, Spider-Man!" the girl he saved earlier said. "I'd be dead if not for you."
"Glad I did something right today then..." Peter thought to himself, still feeling guilty about Brad. He then focused on the girl. "It's my pleasure."
"We gotta hurry, looks like more of them zombies are coming," Remy said.
Peter quickly closed the door and patted the van. "Alright, hurry up and get going! Please be safe!"
"Yee-haw! Let's ride!" Applejack said, driving off with the survivors.
Peter faced the city, "Jill...I hope you're still alive." He swung back in, ready to keep up the momentum.
Now for a version of RE3 with Jill Valetine and Spider-Man teaming up, with help from guests. Enjoy.