Chapter 18 – The Ultimate Spider-Man: Part 3

No matter how hard he pulled his weight or how much distance he covered, Peter B. Parker didn't feel like he was moving fast enough through Earth 1610's New York City; every second he didn't get to where Miles was, the boy's chances of surviving were thinning drastically. As an older Spider-Man himself, he had to stay calm, to keep his head level. He could only imagine how Gwen was handling it right now, sensing the danger he was in and being unable to do anything about it… the poor girl had to be losing her mind.

When his goober buzzed, its holoscreen only confirmed what he suspected. There she was in their HQ looking more disheveled than ever, like her soul had gone through a meat grinder.

"Peter…" she spoke with frailty, "… please, tell me you're in New York 1610."

"I am!" he told her right away, which lit her up in no time, some of her colors returning. "I'm heading to where he is as fast as I can!"

"Thank God!" Her voice came out of her chest like she hadn't breathed for hours. "I can feel him… he's hurting… I'm trying to hold it together!"

"Just hang on a little longer, okay?"

Gwen nodded, her hand pressing hard into her chest. "Peni's gone to help the other spider-engineers and scientists speed up the repair."

"What even happened anyway?"

"The Goblin anomaly… he came here and… bombed the central power generator, which affected all our goobers." She shrugged her head sideways. "You can ask Peni. She knows this stuff better. She fixed our communications."

Peter smiled. "Amazing girl, that is!"

"Yeah." Gwen concurred with a half-lidded smile. "Tell Miles—"

"Tell him yourself, whatever it is!" he cut her off before winking.

Nodding assuredly, Gwen turned her screen off.

Peter accelerated tenfold in his traversal, a workout he hadn't done since his prime; his long-dormant muscles were reawakened with vigor and flowing with acid… as soon as he got his hands on the Green Goblin, he wasn't going to hold back.

"Come on, Miles… just a little longer… please."


All alone and cornered, Miles engaged the Goblin in what could be described as an enclosed slugfest. Their traded blows, along with their grunts and cries, echoed in this dark chamber of a warehouse. There were no more quips, gadgets or air tricks, just unrestrained bareknuckle brawling. The only thing hampering these foes were their respective health conditions, Miles with his heart, the Goblin with his destabilizing atoms.

To Miles, this was more of a purgatory than a battle now. In his mind, the Goblin became more of an avatar than an A-list villain in Spider-Man's rogues gallery… his inner struggle against mortality externalized.

To the Goblin, this Spider was a scourge that needed to be stamped out, whatever the consequences. He, like the Spot, was a phantom itch he could never quite scratch out, no matter how deep he dug his nails in… at least if he killed him, he could die more at peace.

It didn't take long for the sick young hero to find himself on the backfoot; his heart just couldn't keep up, even when he was moving slower and absorbing more punches than necessary to compensate for it. This only worked for a while until the Goblin caught on and moved to target that weakness with his knees and feet, the dealt pain flooding his torso with acid…it burned.

"YOUR SPIDER EMBLEM MAY AS WELL BE AN X!"

For once, he agreed with this psychopath; his chest was wide open, and his bold red emblem on the black canvas of his suit made it all too easy to land blows on… if one more hit stopped his heart, he was screwed. He needed to gain distance, and fast.

The Goblin didn't make this easy; even in his own weakened state, he was still brutally agile.

"WHAT'S THE MATTER!?" he jeered, hurling more fists that rung his skull, blood spewing inside the boy's mask. "RUN OUT OF QUIPS!?"

No matter how hard he tried, Miles could barely stand anymore, let alone move; his feeble attempts to block and counter were only met with doubled ferocity.

"YOU SHOULD HAVE STAYED HOME WITH YOUR MOTH—"

That was his chance… as soon as the Goblin glitched, Miles tripped him up with a leg sweep then turned invisible so he could fall back and hide to catch his breath.

As soon as the Spider was out of sight, the Goblin arose from his new pool of blood, frothing at the mouth as he squinted around this murky warehouse for the cowardly bug.

"Where are you hiding, Spider?" he spoke in a lowered voice. "Are we really making this a game of cat-and-mouse now? Come on." He waited for an answer, but as he expected, none came. "Fine, then… at least let me make it fun."

He began whistling the Itsy-Bitsy Spider, his menacing tune infecting the interior, as he stalked around in a weirdly leisured pace, his pointy ears peeled for any clueing sounds.

Miles, meanwhile, had stuck himself to a ceiling. Curling into himself, he struggled for air, to keep the magma inside his shivering body from exploding through his chest like a volcano.

"You should try not to breathe so loudly either."

Flying his hand to his mouth, he checked down to see if he was spotted. From the floor, the Goblin was looking up in his direction, but his eyes were slightly offset from his exact location. He could try to escape through the skylight; he wasn't too far from it, after all. He could simply get to safety and leave the Goblin to die on his own, since he no longer had Spot's powers.

"You know, I truly am sorry that you lost your new heart and making your mother cry like that."

Something got ahold of Miles when he heard those words with that mocking tone, and he fought to ignore whatever he was about to say next.

"As a child, I know how scary that is. Parents are always a source of strength and comfort."

Don't listen to him, Miles!

"It truly shatters the illusion that they can protect you from every possible hurt that this world has to offer… to know that they are as pathetic as you."

He's trying to get in your head!

"How did it feel on that bridge, during those slow few seconds, when you realized that you weren't going to reach daddy in time?"

He's wrong! Prowler saved him!

"Speaking of which, that also reminds me of a peculiar incident that happened forever ago in my own dimension with my own Spider-Man."

Oh… here he goes.

"It was a day like any other when I figured out his secret identity and sought him out."

I think I already heard this story.

"Like a winged burglar, I broke into his apartment but didn't find him there… instead, I bumped into his blonde girlfriend."

Gwen…

"So… I decided to take her out for a ride to the Brooklyn bridge and waited with her until her boyfriend arrived. I think you can already guess what happened next."

Miles' blood began to boil, but not from his inflamed heart, as he fought hard against his mind not to picture this looming narrative… he didn't want to picture his Gwen in that scenario.

"We fought… I threw her off the bridge… he shot his little web-line… and SNAP!" The Goblin pulled a silly face as he did a cruel imitation of her neck snapping from the whiplash. "The look on Spider-Man's face afterwards… it was PRICELESS!"

Shut up…

"You seem pretty close with that Spider-Girl, from what I've seen in Johnny's memories."

"What did you just say?" he blurted almost aloud, struggling to contain his rage.

"Who knows?" The Goblin shrugged. "If I live long enough, I may look her up and find out where she hangs that cute little costume… maybe have some fun before I kill her too."

That's it!

Bounding off the ceiling, he attempted to fire his webs at the offending foe, only to be met with meek squirts of air… his web cartridges were now empty, the sounds of which also giving away his position. The Goblin, having anticipated this response, seized the young Spider's throat and slammed him to the ground, marking the floor with a giant web shaped crack.

"YOU'D BE SURPRISED HOW STUPID AND PREDICTABLE YOU SPIDERS GET WHEN YOU CARE ABOUT SOMEBODY!"

Mounting him, the Goblin tore the teen's mask off and proceeded to hail more punches on his grossly reddening face… without his mask on, Miles could see his own showers of blood flying everywhere through his bruised eyelids.

I'm sorry, guys…

He felt himself slipping away, like he was now watching the scene unfold from above… he could barely even feel the punches anymore. This was it… he had finally burned both ends of his candle. He was going to die in this murky old warehouse, all alone, while having to make do with this devilish grin as the last thing he would ever see.

He closed his eyes, snippets of his life flashing before him.

I was bitten by a radioactive spider from another dimension.

I couldn't save Spider-Man.

I couldn't save my Uncle Aaron.

I stopped Kingpin's collider and created the Spot.

He squinted painfully at these hard memories… but following them were his positive ones.

I met other Spiders.

I learned about the canon.

I defeated the Spot.

I saved my mom and dad.

I met Peter.

I met Gwen.

Smiling almost deliriously, he relived every moment he ever shared with the Earth 65B Spider-Woman. He was so lucky to have met her, to have loved her, and for her to love him back. He wanted nothing more than to be back in her bed, in her warm arms, relaxing to her heartbeat.

When the Goblin ceased his beatdown, he stared with a wide frown at this young man's smile.

"What's so funny?" he asked, genuinely uneasy.

"Nothing…" Miles coughed up more blood, "… just recalling a memory."

Confused by this answer, the Goblin rolled his eyes and unsheathed his blade, holding its shiny tip over his heart. "Such a shame for a young life to be cut so short… I'll put you out of your misery now."

With these words, Miles snapped his eyes wide open, as if something inside had awoken. Energy coursed through his veins again, pumping him with adrenaline. He saw the blade lowering towards him. All within a fraction of a second… his hands left their sides and caught the metal, its sharp edges cutting into the skin of his palms… the blade, conducting the boy's venom electricity, propelled the Goblin backwards into a concrete wall, illuminating his electrified skeleton.

Miles, ignoring the solar pain in his chest, got back up, the blade still in his hands, and shattered it to pieces with zero effort; its shards littered the floor like jagged mirrors.

"You're wrong, Goblin!" he beckoned to his increasingly terrified foe. "I'M THE ONE WHO'S PUTTING YOU OUT OF YOUR MISERY!"

The Goblin, in his sudden desperation, summoned his glider from the open skylight to ram this Spider. The Spider, however, turned with his waist as he punched a hole into its underside and ripped out its circuits, causing it to spin out of control and careen in a puff of flames and black smoke, disabling it.

Next, the Goblin fumbled through his thinning bag-o-tricks to hurl all his remaining pumpkin bombs at him, none of which even touched the hero… his lightning bolts exploded them all at once, shielding him in the fiery smoke before it dissipated, leaving him unscathed.

"W-WHAT… ARE YOU!?"

Miles looked him dead in the eyes with balled fists when he answered, "I… AM… THE ULTIMATE SPIDER-MAN!" His raspy voice filled the warehouse. "THIS IS MY HOME! MY CITY!" He pointed his finger to the Goblin as hard as he could. "AND YOU ARE NOT WELCOME HERE!"

"F-Foolish… spider!"

Standing up groggily and coughing out more blood, he charged at Miles… only this time, Miles avoided his attacks with ease and laid into him an endless barrage of his own that were now too fast for the battered supervillain to even see, all while screaming his lungs out. Miles didn't care anymore what this burst of unlimited energy would do to his body afterwards; all he cared about was putting an end to this tiring threat indefinitely. Right now, it felt like he could breathe fire, move mountains, and spin the Earth all on his own.

"I g-give up! I GIVE UP!" cried the Goblin as he crumbled to the floor, his hand outstretched; he was now a swollen bloody mess. "P-PLEASE… MERCY!"

Miles paused while scowling incredulously, lightning still surging through his raised fist.

"You want mercy!?" he spat at the villain in disgust. "You want to be spared after you tried to kill everyone else, including my dad and Gwen!?"

"I-I DIDN'T M-MEAN TO… THE POWERS… THE D-DEVIL!"

"The devil!?"

"Y-Yes…" the Goblin stammered, "… he made me do it!"

"Nah!" Miles shook; he was completely done with this creature's excuses. "I ain't dumb!"

Despite what he was saying, another part of this young Spider considered the Goblin's words… would Spider-Man kill a surrendering enemy? Could he even trust him?

But too late… Miles didn't have anymore time to ponder when the lingering cigarette burn in his heart turned nuclear, and like a puppet cut from its strings, he plummeted to the floor, foaming from his mouth while seizing… he had overloaded his pacemaker.

The Goblin's fright turned into mad glee as he laughed himself off the ground again.

Miles felt a buzz goober, and he weakly shifted his hand to see Gwen staring into his soul through teary bloodshot eyes... she looked terrible.

"H-Hey…" was all he could gasp.

"Miles!?" She was also short on breath. "Please… I need you to hang on a little longer!"

Miles could barely move his mouth anymore, let alone focus. "I'm… s-sorry."

"PETER'S ON THE WAY! HE'S IN YOUR EARTH!"

"T-That's… g-good…" this did little to ease him, "… I'm glad."

"WE'RE ALMOST DONE FIXING THE POWER GENERATOR!"

"I… l-love you."

"DON'T DIE! PLEASE, MILES!" For the millionth time today, the blonde had broken down. "I NEED YOU! I LOVE YOU! Y-YOU… CAN'T… D-DIE!"

"I'm… so… lucky!"

"N-No…!" Gwen's nose reddened as her face contorted uglily.

Miles wanted nothing more than to reach through his screen to touch her, to hold her, to let her know that everything is okay… but his limbs were utterly petrified.

"Foolish boy!" grumbled the Goblin as he closed in on his downed form, Gwen watching powerlessly. "You should have just finished me when you had the chance!"

"THEN WHY DON'T YOU TRY ME!?"

Before the Green Goblin could even whip his head, a red boot with webbing all over blindsided his skull. Both Miles and Gwen recognized that voice immediately. Slammed into yet another wall, the green costumed freak landed on all fours to find himself faced with an older Peter Parker, whose face was glowering with anger.

"P-Peter Parker." he spluttered, wiping the blood from his mouth.

"You will not touch him or anyone ever again!" growled 616B Spider-Man.

Scoffing, the Goblin glitched one more time before he charged at the man with a kick. Peter caught it, and with a thrust of his own foot, broke the villain's kneecap ninety degrees backwards with a sounding crunch that was heard by everyone. As he collapsed in agony, Peter wasted no time and hammered the Goblin's face with uncaged fury, the sounds of impact shaking the whole place.

"P-Peter…" Miles reached out, his vision hazy, "… d-don't!"

His strained voice reached the older Spider. Realization dawning on him, he relented, huffing as the green villain lay beneath him, barely conscious and deformed beyond recognition. As much as Peter wanted to finish him off… he wasn't a killer.

But just as he was about to roll off his enemy, his spider-sense acted up, warning him of a new danger that was hovering right above them… the Goblin's glider, down to its last fumes, had its blades unsheathed, ready to skewer him.

Reacting fast, Peter rolled off to the side as the rocket-fueled contraption blurred downwards in his peripheral and made contact. On his fours, Peter looked to his side and recoiled… the Goblin laid dead in a blossoming pool of his own blood, having impaled himself instead of his intended target.

Peter, for a moment, stared at the corpse… he was neither sad nor joyous.

Getting over it, he scrambled to Miles, who was still writhing and gurgling on the ground. Careful not to move him too much, he scooped his stiffened form into his arms and held his face, which was souring red.

"Hey, kid! Come on!"

Miles continued seizing, inhuman sounds belching out of his throat, as Peter secured his hold, not knowing what else to do. He knew this wasn't an ordinary heart attack… something else was wrong, and if he attempted any chest compressions, he could only make it worse.

He could still hear Gwen screaming for him on his goober, her own sanity hanging by a thread and threatening to snap.

Peter could only hold this boy until his thrashing began to ease. He looked down, fearing the worst, only to find Miles relaxing in his lap with a calmed smile… his pain seemed to have subsided.

"H-Hey, Pete." he breathed out.

Peter responded with a quiet chuckle. "Kid… I told you not to put the suit until you were all healthy again." He wasn't angry or disappointed, just straightforward.

"I know." Miles nodded, snorting through his bloodied nose.

Getting some of his strength back, Miles sat up to face Gwen with a haggard grin.

"Are you okay, babe?" he asked her.

His girlfriend shook with a humorless chuckle. "I'll feel better once I get my hands on you."

"You'll have to get in line." Miles snickered. "My mom's probably waiting back home with her sandal."

"I'm glad you're okay!" she finally said, smiling genuinely now.

"You too."

"I can't wait for you to get that heart transplant."

Miles almost cringed visibly to this… she didn't yet know, and he didn't feel like spoiling her elation. He would tell her later, after everything's cooled down.

"See you back home." he simply said.

"You too." she replied before he hung up.

Afterwards, Peter helped him to his feet, supporting him on his shoulder, before contacting the Prowler with his own goober to let him and Jefferson know where they were. The lingering discomfort in the boy's chest was still apparent, like a new wound had opened.

The boy knew in his oversized heart that his troubles were still far from over, but at least now, their main threat was finally out of the picture.

TO BE CONTINUED.


Author's Notes: From now on, everything you have read until now has been leading up to these final parts of the story. Everything I've set up will finally come into play. See you next time for the final arc!