Avenging Justice 3:

To Infinity and Anti-Life

Part XXXIII

Earth, California, Coast City

Spider-Man and Venom hung beneath the helicopter as its rotors chopped through the air. Above the conversation was drowned out, but there was sense of foreboding. One of the occupants was scanning the land below, an automatic type rifle was seen. It looked like one of the ones that had been used against Venom in San Francisco. Which hopefully meant Venom would play this smart, but just in case Spider-Man was making a plan. At least he was formulating the start of one, his plans tended to be a little flexible, adaptive even.

Soon the copter began to circle around a clearing, with a blue and red clad figure standing there. Immediately Spider-Man's spidey sense went into overdrive as the cyborg came into view. For the thousandth time, he wished he'd invented some type of camouflage system. Instead, he quickly sprang away, Venom following suit. They landed behind an earthen mound, quickly flattening to the ground.

"I found an infiltrator," the Cyborg Superman said. "He is of an alien race, that can shift their appearance, called the Skrulls. You will want to keep this secret, they've infiltrated the highest levels of the government and like entities. Hold him, while I root them out."

One of the paramilitary guys saluted, "Yes, sir. Glad you finally decided to fight alongside us."

"My mistake was thinking this cancer would be taken care of naturally, but I see now after my death, that sometimes more stringent measures must be taken," the Cyborg said. "I will save this world, even from itself."

"This is not Superman," Venom growled.

Spider-Man elbowed him, "I know that, but he still might be able to hear us."

"We will destroy this hurter of the innocent," Venom's eyes narrowed. "Let go of us!"

Spider-Man pulled Venom back down, "I don't know if you thought this through. This guy can shoot laser beams from his eyes. You're not fond of heat, and just clapping his hands can cause a sonic boom."

"Yes, we know of how you cheated us using those bells," Venom sneered.

Spider-Man shook his head, "You were trying to eat my brain! What was I supposed to do, give you some guacamole or salsa dip?"

"That would have been extremely considerate of you, yes," Venom responded.

Both figures had two warning, only the two though. The first was their warning senses, both leapt up at the exact moment. The second was the whoosh of air that came from where they had just been. In their place, hovered a cyborg wearing the colors of Superman. His grinning metal skull appearing next to the more fleshed out part of his face, looked ominous as the light glinted off of it.

"You were unexpected, but nothing that can't be handled," the Cyborg said as beams of heat erupted from his eyes.

Spider-Man reflexively shot webbing at the eyes, and leapt as he did so. His spider-sense was going off the charts. To his horror, the webbing was evaporated as the heat vision hit. He landed and went to jump again, only to feel a metal hand crash down on his back. He went down, rolled and leapt up, only to have the steel grip of the fleshy hand start to crush his ankle.

"There is only one that may kill the Spider!" rumbled Venom.

He swung a double fisted strike, connecting with his target. It was enough for the Cyborg to let go of Spider-Man. Even as quick as Venom was, his opponent was faster. He felt himself slamming into the ground, and was thrown up into the air as he tried to get back up. The ground below him shrunk and the air got thinner, and Venom saw a blur coming at him. Twisting he sent out webbing, felt it attach and then yanked back towards the oncoming enemy.

Venom connected, felt the metal jaw move under his massive blow. They smiled, symbiote and man together, glad that they could hurt the imposter. That was till four blows came before even their sense could get them moving. Worse was the heat vision that burned them, causing both Eddie and the symbiote howl in pain. They fell back the ground, writhing in pain, and almost slammed into he ground.

"I got you," Spider-Man called out as he redirected Venom with a series of web strands. "I think we need to get out of here."

Venom got back up, very much hurt, "No, call your friends. We're going to protect the innocents."

"Stubborn alien goo," Spider-Man came around and gave a massive uppercut. "You're no use to 'innocents' if you're dead. Come on."

He picked up the unconscious Venom and began webslinging through the forest. He was hoping that the imposter had lost them. The last thing he wanted to do was deal with someone that had Superman's powers, but if he did, he wanted to put the odds in his favor. Kryptonite, red sun energy, lightning, magic, he was going through what he knew of the weaknesses of a Kryptonian. He sighed, all he had right now was his smarts, because his usual strengths would be minor against this guy.

"I can't let you leave," the Cyborg lowerd himself fight into Spider-Man's swing.

Agilely, Spider-Man, let go of his strand, threw Venom and did a pirouette around the menacing half machine thing. He came up in sporadic rolls, jumps and shooting strands of webbing in no discernible pattern. The Cyborg intercepted or dodged most, but missed a few, which was good as one latched onto Venom. Grabbing a nearby tree, Spider-Man launched himself forward, the limb he used breaking off and flying backwards.

"Sorry, left the stove on at home," Spider-Man called back. "Fire hazard, so gotta run!"

The Cyrborg appeared again, this time Spider-Man couldn't dodge and did well enough not to have his head removed. The cyborg's fleshy arm clotheslined him, and only the last millisecond reorientation of his body saved him. Everything hurt, he couldn't breath and his vision was starting to go black. Spider-Man was not in any position to fight back as the Cyborg hovered over him.

"I needed the War Machine alive, but you, not so much," the Cyborg said. "It is time to see who is under the mask. Then I'll rip your limbs off, one by one."

It was then that a twig cracked, and the Cyborg actually took in their surroundings. Smoke from a campfire, a camper RV, and a scared family. It looked to be a man, woman and three children. Well sacrifices were to be made, he just needed more time before everything came to fruition. Even with the powers of the man he hated, he still had limits. That was when he noticed the phone in one of the children's hands.

"Protect the innocents!" Venom screamed as he leapt onto the back of the Cyborg.

Heat vision that had been aimed at the child missed, as he turned his head to see the threat on his back. The family screamed in terror, as the woman tried to get the children into the RV. Venom slammed into a tree, and he shot out webbing. Yanking hard, he rips the propane tank off the RV's back. He caught it and sent it out at the Cyborg. As expected, the tank was incinerated, bringing up a fireball. Venom used the distraction to slam his fists into the imposter, with all his might. Because of the surprise, this time the Cyborg was sent a few hundred feet away.

"Get the innocents out of here!" Venom gasped. "We'll hold him off."

Spider-Man stumbled over, "We got to go."

"No, you need to leave," Venom said. "Be the hero everyone keeps telling me you are. We can hold him off."

Spider-Man tried to pull the man and symbiote, "He'll kill you."

"You underestimate us, we have the knowledge of more than you know," Venom laughed. "Now go, he'll be back soon."

Spider-Man nodded, "I'll bring back help. Don't die on me."

"You're not that lucky," Venom shot back. "I'll be haunting you forever. Now go! Get the innocents to safety."

Spider-Man shot off into the treetops and caught up with the fleeing RV. Landing on top, he flattened to the roof and then crawled inside. The next thing he had to worry about, was a metal rod coming at his head. A very scared-looking mother was standing defensively over her children. Despite the pain wracking his body, he chuckled. The Amazing Spider-Man, survivor of plots upon plots of his enemies, and he nearly gets taken out by a mother guarding her young.

He held up his hands, "I'm friendly, here to help."

"You're that fiend I read about on the Daily Bugle website!" the mother held the metal rod, ready to swing again.

The young kid with the phone though shot up, "No, Mom! He's a hero. He saved like a ton of kids when their bus was about to go off the Brooklyn Bridge! He's cool! Hey, Spider-Man, can I get a picture with you?"

Spider-Man felt his insides protest his still moving, "Sure thing, kid. First things first. I need to borrow your phone."

"What for?" the kid asked.

The mother swing again, "Absolutely not!"

Spider-Man caught the rod, "I need to get word out about that Evil cyborg."

The mother tried to retrieve the rod, "I'm sure there was some reason why Superman was trying to stop you."

"Mom, that wasn't Superman, you saw his heat vison nearly fry me," the child shot back.

Spider-Man nodded, "He's right. I've got the bruises, and possible broken ribs to prove it. Listen, I'm not fan of Venom, but he is putting his life on the line to get you guys out of here."

"Yeah, Mom, you saw how what he did," the kid shot back. "So, you need my phone?"

Spider-Man nodded, "Yes, and do you have an old radio, or a television?"

"Oh yeah, we got this old busted one right over here," the kid quickly pointed. "It broke down on our second night here. Not sure what good they'd do though."

Spider-Man smiled beneath his mask, "Plenty."

All Across the Globe

"Hey there Earthlings, this is your Spider Lord, your Friendly Neighborhood Spider-Man," the image of a battered Spider-Man came onto every phone, television, computer and tablet that was connected to the internet.

"I apologize for taking you away from whatever you were watching, and I am looking at you there! Yeah, you who was 'just checking emails' while on your porcelain throne. We really know what you're doing int there!

I bring you a dire warning, call the Justice League, the Avengers, anyone who can stand against a fraudulent Superman."

The next images showed the Cyborg and Venom's fight. Spider-Man lying defeated and about to be killed, and the world heard the Cyborg's words as he readied to murder a family. It was shocking, and even as they played out, tech support for these servers and broadcasters worked to shut it off. For the fourth time that day, Spider-Man was glad he had some hacker friends that thought he was pretty decent. Not that he hadn't done a good job making an impromptu signal amplifier.

"The fight for the world is now, bring everything you got," Spider-Man said as the signal was finally blocked. Then as he collapsed, "I hope it's enough."