Shinji Ikari: The Amazing Spider-Man

by GainaxVel3o

"Though the world may mock Shinji Ikari, the timid teenager… it will soon marvel at the awesome might of Spider-Man!" Now with a TV tropes page!

43. The High Line

The High Line

Shiro Tokita wasn't a man of patience.

From the moment he stepped into the realm of robotics, Tokita knew he could never wait for the perfect moment. He chased it with his own hands, the chance to finally make his childhood dreams come true. A young boy who grew up on the legendary Mazinger Z, Gundam, Getter Robo, Ideon and all sorts of Mecha anime became a proud professional, a true man who would never let a thing like finances get in the way of what had to be done. Years and years of hard work, dedication, and, most importantly, failure, led to Tokita finally laying eyes on the most beautiful machine he had ever seen.

The units head sunk into the upper torso, where a face would be replaced by a series of glowing rectangles. The muted, orange white body's portly design was accompanied by elongated arms with long, pointed fingers. Powered by nuclear energy, the Jet Alone was a true achievement for mankind.

His co-workers complained about it looking, in their own words, dorky. As he held their contracts, Tokita immediately fired them. They lacked his vision.

Tokita did not build the Jet Alone to be the world's most expensive Gunpla Model Kit. It was supposed to be multipurpose robot, made to aid in construction of larger cities, move expensive hardware, and fight the Angels plaguing mankind. It would have at least given him a one up over NERV, and definitely over Ritsuko Akagi. She should have agreed to date him all those years ago, maybe then she wouldn't have had to deal with that hysterical woman of a mother staining her name. Oh well, now he would get the last laugh.

Or he would have, if the Jet Alone hadn't crashed its systems the day before the presentation.

Instead of celebrating his ultimate victory, he was stuck in Shinjuku, sitting in front of a computer trying to sort out who sabotaged his baby Jet Aloney. He spent countless hours kicking boxes and biting cables to keep from screaming- even if it came with some mild electric shocks- but could anyone blame him? His company's stocks were plummeting into the negatives after the presentation was cancelled, but now his own employees were threatening to sue over workplace abuse.

Really, couldn't they see he was the one suffering the most? Shiro knew the Jet Alone had been sabotaged, but it couldn't be from Latveria. He had met its ruler, Victor VonDoom, on one occasion, and Shiro knew whatever faults the man had in running his country, he was beyond pettiness. Doom would have made an example of the hacker if he had the chance.

No, it had to have been that wench from NERV. Ritsuko Akagi, Ritsuko, Ritsuko, RITSUKO, she had to have done it! The heartless witch was still haunting him even after all this time, when he had nothing against her. Shiro damned Ritsuko and her mother, as far as he was concerned they were both the worst form of scum, scum, scum! They would break all his toys if it meant he was hurt.

Well, jokes on them! He had proof of their involvement.

"I cracked the code… Heheh, I CRACKED THE CODE!" Shiro yelled from his lungs. "I HAVE IT! I HAVE PROOF! NERV is the villain, they were responsible for my suffering!"

He managed to trace the signal back NERV Japan's MAGI system. Of course it was the MAGI. Shiro had been against the system being adopted all over Japan, even more when Dr. Naoko Akagi went on her homicidal rampage across Kokoro. With this last proof, Shiro had all he needed to discredit the Akagis forever! Soon, NERV would fall, and his company will finally get the respect they deserve!

AT-Fields, bah. The Jet Alone could always wipe NERV's weapons once Tokita took over. The Jet Alone was mighty! It was unbeatable!

"SIR!"

Shiro yelped at the slam of the door. An employee, a tall lanky one, was short of breath, having just walked a large flight of stairs. The sight of the man made Shiro growl.

"This had better be important, or you're fired! What happened?!"

The employee darted his eyes around, trying to gather his bearings.

"S-Sir… The Jet Alone…. it's about to blow! We can't stop it, w-we have to run!"

Tokita threw the keyboard of his computer to the ground. "What?! That can't be true!"

He ran out of the room in a hurry, shoving the employee. As if his precious Jet Alone didn't suffer enough! Only a foul soul tamper with it even further! When will his suffering cease?!

The sounds of blasting steam and shattering pipes answered that question: very soon.

He raced to the end of the railing. Tokita could do nothing but gaze in horror as the Jet Alone in its giant machine glory had parts of its iron shell melted, pouring down to the ground, and its upper torso suffering from springs of air pouring out from the edges. If Tokita remembered his peripheral vision, he would have seen the hundreds of his own employees fleeing the scene, others falling over coughing and burning alive. Tokita might have also seen the glitching computers next to him, and an unfamiliar program- born from the Jet Alone it seemed- increasing the radiation gauge to the hundreds, to the millions and-

The glass shattered. As did Shiro's sanity.

"My baby! My-" He coughed into his sleeve. "My... beautiful…"

All he could do was close his eyes, as he felt a sudden, horrible burst of heat burn his skin.

---

Terrified gazes could not believe their eyes, nor turn away, as they saw Shinjuku explode on their television sets.

It was sudden, and all the more frightening. Japan, as did the rest of the world, faced much hardship from Second Impact. It took years to rebuild their great cities, their old homes, their lives forever changed by a cruel twist of fate. As the flames overtook Shinjuku, the nation saw another terrible tragedy fall upon them.

Friends, family, lovers, all swept away by a fiery doom, along with their government and source of military intelligence.

A portion of the audience wept for their fellow countrymen. Another froze, remembering cruelties they had to endure from the last century. Yet another were outraged, furious at the calamity. They furiously stomped their fists into a table or wall, demanding blood from whoever was responsible for daring to desecrate their capitol. What they all had in common was one question:

Who?

Who was the murderer responsible for this? Where were they hiding? They wanted the perpetrator to come and show themselves!

As soon as that collective question was heard, the answer arrived.

A woman suddenly appeared on the monitor. Her black goggles hid the soul in her eyes, her yellow and green jumpsuit only serving to make her look ridiculous to the average onlooker. Her mechanical arms whirled and opened their claws menacingly toward the camera. To most people, she was a ghastly unknown. To the people of Kokoro, they knew she was a menace.

Then, she spoke.

"Hello. My name is Doctor Naoko Akagi. The news called me Doctor Octopus for a spell. Recently, I've been the Master Planner. Personally, I rather like the first one. Makes me more in line with the 21st Century. I hope you're ready, because by the end of this run, you'll all be dragged there kicking and screaming."

Doctor Octopus gave herself a laugh.

"Sorry, I practiced those lines and I'm still giggling. How embarrassing! Anyway, what you witnessed just now was the start of the most effective terrorist attack ever performed in this country. Everywhere else, you'll start seeing the biggest gangs in town attack you. It's only going to get worse from there, I'm afraid."

She held a hand over her ear.

"What's that? Why am I doing? See, I realize this might be a shock to you all, but your time is ending." She waved her hands. "It's not your fault. It all started over sixteen years ago, when an organization known as SEELE-"

On the screens, pictures of a set of old men appeared. Keel Lorenz was given the most consistent attention.

"-Stumbled upon an unidentified mass in the Arctic Sea. An Angel, who we'll call Adam. Like children playing with fire, they stabbed Adam and brought about the greatest manmade disaster in the history of the planet, Second Impact."

Around Japan, a chorus of horrified gasps and violent jeers could be heard. Doctor Octopus grinned.

"That's right! These idiots were the reason why the Angels came to attack humanity, why so many countries had to starve to death to fund NERV and the Evas. How cruel, unfair, HORRIBLE even! Fortunately for us all, I killed them."

She showed off the dead bodies.

"No need to thank me, I'm just such a good samaritan aren't I? It's not a gift from God, or the Devil in plain sight. I am neither of those things. We could do without the fake binary, alright? I'm not a God or a Devil. I'm not sure I'm even human anymore, am I?"

The claws slammed shut.

"Most people call me a monster, and they're right. I'm something far beyond the rules of normality. I believe the Germans coined the phrase for something so transgressive… yes, the Übermensch. It means a person who is able surpass the average human race, to become an overman who leads the people to a new world. That is what I am. It is who we are."

Five pictures appeared. They showed teenagers and a criminal regarded missing by the populace, a man in a trenchcoat with eyes that screamed murderer, and another barely shaven, relaxed man. To the side, camera footage showed the Mass Production Evangelions standing atop what some people recognized as NERV HQ.

"We are the Sinister Six! Together, we conquered NERV Japan and took over its operations. In about twenty four hours, the world as it exists today will cease. If you even so much as try to attack us, you'll be killed by my baby boys. In the mean time… I'll leave my MAGI to entertain you all."

She waved her hand.

"Peace."

The chaos did not end with the cut off of her camera. The MAGI, set up all over Japan, began to follow a new set of orders. Walk signs and train coordinates were altered just enough to cause massive crashes. Electricity was cut off across city blocks, including areas where hospitals and schools were running. Homes became traps, as people were unable to leave. All were powered by the MAGI's technology, and countless lives were lost within the hour alone. Where panic erupted, violence followed, and soon the streets were flooded with pure madness.

Witnessing it all from the comfort of her chamber, Naoko cackled herself to a stupor.

"Oh, this is just too good." She wiped a tear from her eye. "The best part of installing my brains across Japan is that I can see everything. It's so PERFECT~"

Convenient as well. With the entire country thrown to pandemonium, the military would be too busy scrambling to bring back order to attack the base immediately. It would give her enough time to enact her plans. One of her mechanical arms, attached to her upper torso, rubbed itself over her cheek. Naoko smiled, and smooched the arm.

"Beautiful. We did it, my lovelies. We made the world acknowledge us, even if the path was… a bit bloody."

To put it lightly.

She turned off the helmet connecting to all the MAGI, instead, focusing her attention to the cameras attached to NERV.

"Now let's see here… hmmm…"

Camera 5-8 showed a group of people running out of NERV from the secret entrance. They had her men tied up in ropes or tape, and the Shocker…

"Bummer. He actually wore the suit." She shook her head. "I actually liked the man. He was the most loyal. I'll save some extra beatings when I get that wall-crawling brat…"

Spider-Man. Everything came back to Spider-Man. The boy would do anything to save people, even if it ran counter to beating her. Naoko accounted for that when she made her plan. She didn't know any of these other people though.

Camera 6-7. Spider-Man and a random agent ran down a corridor into the Geo-Front.

Camera 4-7: The Black Cat used a rope to climb a wall.

Camera 523: The so-called Scarlet Spider fought soldiers in the hallway trying to get to the Sandwoman. After the last soldiers was taken down, Scarlet found the door had shut, and ran off to find another way through.

Camera 2-8: A white mass lied in the prisoner corridor. Naoko made sure to send soldiers down there to keep an eye on it.

Camera 1-3: Static. She couldn't see inside Terminal Dogma. At least she knew where Katsuragi and her daughter were.

"They're going to drive me crazy… at least Spider-Man is following my trap." Naoko said. "Vulture and Electro will wear him down enough for our eventual battle."

For now, she had much more important plans to get to. Her arms detached from the control system, guiding her out of the chamber.

"I can't just in this cave, my lovelies! I need to get out! See some old friends…"

For now, she had to trust the Amachis to do their job.

---

Kiyoshi Amachi had to admit, the Geo-Front was a marvel.

He heard rumors of a man made nature preserve years ago. Given his line of profession, Amachi never thought he would see it in his lifetime, yet the Geo-Front was his for the taken. He never thought working with the doctor would be such a blessing. He would thank her when she created the new world.

Nothing could match the beauty of a real world forest, in his opinion, but the Geo-Front came close. He could hear the running water rapidly descending on one end. His nose picked up the subtle scent of trees, even if they smelled odd to him. The scattered debris around the field only served Kiyoshi's purposes. He preferred a desolate atmosphere. From atop a broken pillar high above, he was content… yet annoyed.

"Where are the animals?" He rasped in disgust. "They are the missing piece."

The only reason Kyoshi could not enjoy this place, no matter how much he delighted in it, was the lack of prey. It was only too fitting that humanity would create such wonders, but segregate the things that made nature beautiful to the rotten, disgusting lowlives like himself. He was a hunter! A warrior! If there was nothing to feed, there was no point! A forest is just a set of trees keeping him to this world. He only felt alive when he heard the sound of a branch breaking, or a careless footstep in the grass. The hunt was the most important part of his job, and Amachi would not stand it being taken away from him.

The Geo-Front was beautiful, but shallow. Disgusting, he would think. A man-made nest for their mistakes as opposed to satisfying the path of a true hunter. Amachi hated it, hate, hate, hate, HATED IT.

Even easy picking would be better than the profound boredom clawing at the edge of his soul. If only he had a real adversary, as opposed to this tripe. If only he had…

"Spider-Man…" Kiyoshi said. "You are something beyond human… I have to know what you taste like…"

To many, Spider-Man was just a boy. Kiyoshi knew better. He stabbed him a hundred times, and yet he came back a man possessed. He lunged the knife into his hand and kept on coming. The Vulture realized he was not at the top of the totem pole that day. Spider-Man did not need that worthless girl to win that battle. Every victory was his, for Spider-Man was the predator, not any of the pretenders Kiyoshi surrounded himself with.

"He will be mine… mine to hunt… mine to consume… to defeat such a predator would bring me joy like no other…"

"Indeed. But you must focus on the mission, my son."

Kiyoshi shook his head. "Of course, Father. I was only musing."

"Yes, you developed a strange obsession with. All this talk of totem poles and predators and prey… it is concerning."

Father was a patient sort of man. He was a tinkerer, a criminal, a man of small ambition and yet a master of his craft. At the height of his reign, he captured the sky like a thied took to the jewel. Even when the police arrested him, Akemi Amachi's mind could not be imprisoned. When he was released from jail, he tracked down his son and supplied him with everything he could, even working with Naoko to develop the metal wings Kiyoshi for the current operation. He had already followed his Father's footsteps by becoming the Vulture. Akemi was so proud his technology was being used as well.

The suit was colored green, gaudy but by this point Kiyoshi didn't care. More important was the grey jetpack he had, which worked as a harness for the magnetic metal wings. There were ten, each serving as a fine blade. Convenient for stabbing an opponent from any distance. His father was brilliant.

"I don't expect you to understand. It is a matter of pride." Kiyoshi said meekly. "I never lost a hunt, until Spider-Man defeated me. To truly become the hunter, I must eat his flesh and make his strength my own. I must surpass the Spider."

"You heard what the doctor said. She wishes to fight Spider-Man herself. We mustn't deny her that, not when she had done so much for us already."

The Vulture snarled in haste. "She is a pretender! A false idol! She does not understand his immortality. I, and I alone, have to be the one to destroy the Spider!"

"Do not kill him. Slow him down, if you must, but you know your orders."

Kiyoshi growled, hating his orders. He hated, hated, hated, HATED them. He hated his place, its fakeness and its laws.

"I know how much it pains you." Akemi said reassuringly. "I want him dead for what he did to you as well. But we cannot disobey. Not yet anyway."

"Grrrr… yes…" Kiyoshi said. "You speak sense."

"I'm very sorry." Akemi's voice became lighter. "You can still attack him any way you wish, so long as you don't kill him. That is the only condition."

"Very well… I think that will be-"

He heard it. His helmet picked up the sound of a rusted door opening in the distance.

"Son?"

The Vulture grinned. "The hunt has begun, Father. I will make you proud."

"See you soon, son. You make me proud."

He heard a door open.

"Haha… a new player…"

---

A few minutes earlier…

"Are you sure we're going the right way?"

Mana Kirishima asked as she and Spider-Man raced through the tunnel. Her day had been pretty crazy up to that point: she didn't expect the JSSDF to take her hostage with the rest of the hospital staff, nor her cover to be blown so quickly when she rescued her friend, nor Black Cat and Shinji to come through and save the day again. She felt relieved the hostages were able to escape alive, but now she began to feel lost.

The first time she laid eyes on a map of NERV HQ, she complained about the convoluted architecture being difficult to navigate. Her objections were overruled by her superiors, telling her to "get good."

She couldn't wait to quit.

"Relax, I know where we're headed." Spider-Man said, not sounding convinced himself. "Dr. Akagi told me just now if we take the right here…"

At a fork in the hallway, they turned the right.

"… We should be able to make a straight line to the Geo-Front."

"The Geo-Front?" Mana asked. "That'd be directly in the enemy's line of sight wouldn't it?"

"I know, but it's the only shortcut we have to the central power system, If we make it fast enough, we'll be able to avoid the worst of security."

She had to shrug at that. "It's hard to feel safe when everywhere's a trap…"

"Yeah, for them." Spider-Man grinned under the mask. "I can knock these guys out with a punch. You could take it easy just watching."

Mana's eyes sharpened. "I'll have you know I'm trained in a hundred dozen ways to take someone down. I'd probably do it faster than you."

"Is that a fact? I'm a spider-powered superhero, you got fancy bracelets. Wouldn't the odds be stacked against you, Miss Kirishima?"

She knew what this technique. He was messing with her, deliberately poking so she could tell him the truth. It was the first thing she taught Mana about. An enemy would do anything to get her to talk, including provocation. She was supposed to keep quiet and divert attention.

Unfortunately, Mana could never back down from a challenge.

"These are multipurpose gauntlets." She showed them off to him. "I have retractible electric stringers, a grappling hook, and poison darts for safe keeping."

"No bullets?" Spider-Man raised an eyebrow. "I thought super secret agent spies would have lethal implements or something."

"Generally, yeah. But my job was recon, not fighting." Mana explained. "They're supposed to stun people, not kill them."

"All I'm saying, it'll be a tough climb to get the high score. Who'd keep count?"

"Definitely not you. I know a cheater when I see one."

"Me? Cheat? You're the spy, how do I know?"

"We have codes. Perfect memory. Also better taste in uniforms."

Spider-Man waved a hand dramatically. "Why I oughta, are all S.H.I.E.L.D. agents this blunt? You'd think they would teach you basic social skills."

"Hey, you questioned my skills, I'm just answer. I really should be questioning your sanity, you're the one trying to be a superhero."

"Trying? I am a superhero!" Spider-Man pointed at Mana. "Is it any more sane than working in the military at fourteen years old? Is that even your real age?"

"It is! I'm surprised you didn't even question how a nurse could be that young." Mana pouted. "You're so gullible!"

"And you're… well… tricky!"

The two laughed.

"Not your wittiest come back, Spider-Man. What happened, did the fight take away the funny?"

"You think I'm funny?"

"… Nope." Mana shook her head. "I was just flattering you."

Spider-Man crossed his arms. "Jerk."

As they finished their banter, they came to a stop in front of a rusted door. Spider-Man carefully knocked it, and waited. It didn't break down, so he waved his hands toward the door.

"After you, Kirishima."

"No way," She shook her head. "I know how this game goes. You open it."

"If you insist…"

Spider-Man clutched the knob, and opened the door. A bright light came in.

"Ah, sunburn! Quick, hide in the shadows!"

"I'm not a vampire." Mana blinked, adjusting to the light. Once she could see again, she smiled. "Wow… this is really… the Geo-Front."

Even amid the carnage, the Geo-Front was beautiful. The shattered glass and broken debris did nothing to take away from the wonder of the forest and lakes developed across the field. Shinji whistled.

"Incredible… I remember reading about this years back. I was interested in my… in Gendo's work, and wanted to say something to him. I'll admit, this place is still gorgeous, even now. I'll miss it."

"Gendo?" Mana raised an eyebrow. "Oh, right. your father. You disowned him, right?"

"yeah. He's dead to me." Shinji said. "Like I told you before, Yamashiro was complicated, but he was also the man who raised me, and showed me what I could be. As far as I'm concerned, he is my real father."

"That's nice." Mana looked at her right gauntlet. "He must have given you that courage too..."

They marched through the Geo-Front. Their steps echoed across an empty forest, with only the company of trees and the burning sun keeping them comfortable. Every once in a while, they would come to a stop due to debris, and walk around. Spider-Man and Mana kept an equal pace. She rubbed a hand across the wood of a tree, not used to seeing something natural within the base.

"I'm a bit surprised, Mr. Ikari." Mana looked down. "To be honest, I thought you would be a little angrier at me over lying to you."

"You want me to be?"

"No," She shook her head. "But I wouldn't have been shocked if you were."

Spider-Man shrugged. "To tell you the truth, I'm kind of used to people lying to me. I'm not judging here, I have to maintain a secret identity to blend in with everyone else. Right now, I'm interested in the how and why. If you don't mind me asking…"

"How and why..?" Mana hummed to herself. "Fair enough. What would you like to know?"

"Um, yes… well.." Spider-Man scratched the back of his head. "How long? When did you show up? Why the… date?"

She furrowed her eyebrows, trying to think.

"Hm… I started here around the time you got absorbed into the Eva. Your fight with Zeruel- that's the name of the Angel- gave S..H.I.E.L.D. a real scare, since Third Impact came close to happening. I volunteered to investigate. Luckily, no one got hurt."

"… Volunteer?"

"I wasn't supposed to be an agent, perse." Mana clarified. "My buddies and I were recently liberated by S.H.I.E.L.D. and I struck a deal with them. I'd take the job, and we'd all get to retire. Director Fury agreed, in spite of objections."

"They sound shady. No offense."

"None taken." She waved it off. "He lead the charge to save us from the JSSDF, but I'm sure there was some other reason he raided the base. There always is."

Spider-Man nodded. "I'm guessing the JSSDF was the boot camp?"

"Someone's quick on the uptake." Mana was impressed. "Yeah, you could say that. For a while, they were my home. We were trained to become robot pilots, like you, Asuka and Rei… we were going to operate these T•RIDEN•T Land Cruisers. I doubt we would have made much progress though."

Because they wouldn't penetrate an AT Field, neither needed to say.

"Could you imagine? We'd be flying our T•RIDEN•Ts around the city, firing everything we had, except then we'd all get shot. Everything single missile hit the target! Aahhh! We would have blown up your city rather than the Angel."

"It would have been nice to have help." Spider-Man admitted. "The Angels… they got crazy after a while. You probably got put through a lot of harsh training, though."

"Definitely." Mana said with a scowl. "Me, Musashi, Keita… we shared the same teacher. She was some sort of a top spy, trained from the Red Room. I assumed she taught us the same way they did her. I was the only one left standing at the end of those."

Mana shook her head, remembering a set of blond locks and a blank stare, with hushed whispers and a drip of blood.

"I'd rather not talk about that, if you don't mind."

"No problem." Spider-Man said. "How'd you get with S.H.I.E.L.D.?"

"The JSSDF hated our lack of results. They were also under investigation for possessing child soldiers, so they intended to… purge the evidence. Including us. We survived."

Shinji didn't know what to say. "Sorry."

"What for? You didn't do anything." Mana chuckled. "Funny. Originally, I was supposed to spy on you."

He tilted his head. "Oh?"

"They figured the Commander's son, who also happened to be a pilot, might have known a thing or two about the Evas. I read your file many times to study."

Mana blinked.

"Um, okay that sounded much less creepy in my head. I promise it's not anything violating- shit, that just makes it worse. Let's just say I read up on you, and you're not what I expected."

"I surprise people like that." Spider-Man shrugged again. "At least you're the same you."

"You really think so? Glad to hear it." Mana tried to keep her blush down. "You know the rest. I took a job to collect data, then things went south fast."

"Not true. I think we've been going east."

"Ha."

They stopped at a lake. The waterfall was a beauty to behold.

"Complicated… you said that about Yamashiro." Mana said. "Did he know about your powers?"

Shinji swallowed a lump in his throat.

"Never. He was distant, quiet… I thought he hated me for years. It was only last year that I realized that he really did about me deep down, how much he tried to teach me and find my own way. Sometimes I wonder what he would say if I did show him my powers."

Mana couldn't help but frown. "I'm worried he might have rejected you. You're too forgiving of the man."

"Maybe I am. I shouldn't try to excuse everything." Spider-Man agreed. "But I don't hate him. He was trying. Even when I yelled at him, was angry with him, he apologized. He taught me the best he could, and stayed when he could have left. Because of that, I'd rather hold him in my heart, in a way I can't with Fa-" He caught himself, shaking his head. "With Gendo. Yamashiro tried. Maybe… if I tried too… I can be half the man he was."

Mana wasn't sure she was convinced. In truth, she felt afraid upon hearing Shinji's reasoning. For now, she nodded, but kept that information filed away for later.

"You're holding onto a memory. I wish I could do that." She said, her tone growing colder. "I told you how I had someone like that, one i couldn't hate… but I can't forgive her."

Shinji raised an eyebrow underneath the mask.

"It's been nice out here, but we really should…" Mana looked up, only for her eyes to bulge. "LOOK OUT!"

She shoved Spider-Man to the ground, both narrowly avoiding a green swoosh that passed them. The Vulture flew around, before turning back to attack them.

"You made a mistake entering my nest! I will enjoy TEARING YOU APART WITH MY TEETH!"

---

It easy to lose breath amid the storm.

A hundred tiny grains of sand filled Rei Ayanami's line of sight, her arms and legs were immobile, her whole being carried by a swirling, formless mass. Her mouth caught every single speck, and was subsequently unable to spit them them out. No matter what she did, she was trapped.

The Sandwoman- Sunako Shiraishi, Rei knew- flew her across an incoherent stream of rooms, hallways and floors. Rei could not begin to guess where she was only by looking- and that was before her vision was blocked by the sand.

Any breath she took only showered her in more and more of the wretched sand, and she couldn't breathe.

"Please…" She coughed. "… Stop…"

Her voice came out a hoarse whisper. She doubted the Sandwoman heard her. She was far too focused on moving to her own hourglass. Where was she going? Rei did not know. But she had to fight harder.

Rei clawed at the sand, attempting to move, but couldn't budge from her paralyzed form. Her body was frozen. The only thing she could feel was the blood flowing through her veins, and her ears ringing.

"Y-you're hurting me… Please…"

She coughed again. The moving sand remained quiet to her please of mercy. Rei could feel the sand burrowing into her fingers. She bit her lip, forcing herself to speak.

"Stop! I said… stop! I cannot breathe! Stop-!"

Her mouth immediately filled with sand, and she stopped herself. Rei tried to cough it out, tried to find her sense of self, but the dust kept stopping her. It got into her clothes, her hair, everywhere, she was hurting and it wasn't stopping. Rei wanted it to end, she wanted-

clank

Metal. Her fingers felt the touch of metal, as she spat out the sand.

"Ahh… ah…" Rei wiped her lips. "Why is… what…"

When she regained her senses, Rei immediately checked herself. She dusted her clothes, attempting to remove any speck of sand she had accumulated up until now. Her blue hair was messy, ruined by the sandstorm. Her shirt and skirt were no better. Even when she reached inside the clothes, she could still feel traces of the sand sticking to her skin.

She hated that sensation. Rei hoped Asuka would never take her to the beach any time soon.

"Sorry. It wasn't supposed to take this long."

Upon hearing the voice, the girl turned to her captor. The Sandwoman's body, if it could be called that, was ever-shifting, ever-evolving. There was armor where the chest and torso would be, but no trace of skin. Instead, the arms, legs and head were all replaced by the presence of a million specks of sand that flickered and fluttered every second. Her face was incoherent, incapable of conveying her feelings, as did the rest of her body. It had all been consumed by the overpowering sand long ago.

Yet… and yet…

The way Sunako tilted her head, backing her largely intangible form against the wall, betrayed her true emotions. Even Rei picked up on them in an instant.

She was fatigued.

"Give me a few minutes…" Sunako said. Her hand pressed to the dial on her armor plate. "We'll be leaving again soon, I just need to- ACK!"

Adjusting the dial hurt, it seemed. Bursts of air came from the armor, creating a low humming noise. Rei found herself surprised when the sand started to coalesce, a human head settling in place as a face returned. A pair of green eyes watched Rei.

"I wouldn't…" She breathed. "… Try to escape. The shaft here would kill you before you struck the ground.""

Rei turned her head to the left. To her dismay, Sunako was right. They sat inside a small shaft, only capable of rooming two. Outside, there was a wide chasm that threatened to swallow all who would fall into it. She had passed this place many times, through the stairs or railings installed for transport. If Rei tried to jump without Asuka to help, she would die.

Even thinking her name made Rei frown. She wanted to be with Asuka, not this kidnapper.

"It's just a break, that's all." Sunako said. "I'm just taking you to the doc. Do as she says, and we might all make it out of here safe and sound."

Rei touched her own neck, knowing for a fact that wouldn't be true.

"She wants to cause Third Impact." Rei said. "If I did as she wished, I would die."

Sunako shook her head. "No, no you wouldn't. You're- you're an Angel right? A hybrid at least, that's what she said. You'd be able to survive into the new world."

"She would not let me even if that were true. She is a monster, and you are working for her."

The Sandwoman's face fell.

"I know. She's nuts, or pure evil, I'm not sure. But I can't let her down."

She pointed at her armored chest plate.

"This suit is the one thing keeping me stable. Alive." Sunako clarified to Rei. "If I don't readjust the dial every few hours, I turn into a swirling vortex and my mind just… ceases to be. T-Twenty minutes. That's how much I need to cool off before s-starting again."

Ten minutes? It wasn't enough time, and Rei knew it. Asuka had been close to saving her more than a few times, but an obstacle kept her out of reach. Soldiers with guns. Doors shutting randomly. Bakelite. Rei was sure it was the work of either Dr. Naoko Akagi or Electro.

If she wanted to be rescued, Rei needed to stall for time. So, she asked questions.

"You seem out of place with the invading force." Rei decided to ask. "What lead you to this point? Why work for them?"

Sunako looked away.

"What's to tell? Parents dead, no family willing to help, had a brother to feed… My mom didn't raise me to be a crook, but I did what I had to for us to survive. Unfortunately, dealing with the wrong people meant you paid the price. Now, me and my brother are stuck like this. He's a living lightbulb and I'm a portable beach. We tried living for months, but SEELE captured us again. We had no choice."

"None?" Rei crossed her arms. "Why did you not reach out to Spider-Man?"

The sand around her body shook as Sunako laughed.

"Him? What could he do? He's just a kid, like Rai! Even if he wasn't working for the enemy, there was nothing Ikari could have done. He got us out of their prison, but he couldn't- and wouldn't- have been able to save us from them. Besides, Spider-Man didn't give us Adam when he had the chance. He forced us into this! HE DID!"

She slammed a fist into the wall, which only caused a burst of sand to pour over the floor.

"If we do what the doc says, we'll be human again. We'll have the rest of our lives together, maybe even better! But I need you to… to…"

Her eyes darted left and right, trying to find her words.

"I'm not here to kill you. I don't want to hurt anyone. I don't want to kill anyone. I just want to live, and this is the only way. If she does this, we'll all get our happy endings. Even you. I promise you, work with us and none of this would have even happened."

Rei was sure Sunako believed that. In a way, Rei wanted it to be true as well. If she had the power to change the world as she saw fit… well, the idea was certainly tempting.

But she couldn't forget Naoko Akagi. She couldn't let this go unquestioned.

"How do you know she will keep her bargain?"

Sunako breathed. "She has to! We can't live much longer like this… Rai is-"

"You are the invaders." Rei said bluntly. "Whether you wish to or not, you are working with the enemy."

"Stop it-"

"You are complicit in the mass slaughtering of our organization."

"Shut up."

"Every dead person here is on your conscience."

"BUT THEY WON'T BE!" Sunako shouted at her. "If we merge you with Adam, they'll be alive again! We'll make it so nothing ever happened! No one will know!"

Rei refused to let up. "Not even you? Your brother? Do you not care so long as you have what you want?"

Sunako glowered at her. Rei continued.

"If you do this, I will make sure you carry the burden of what you've done into the next world. No matter what Akagi promises you, you'll never know peace."

For a moment, Rei felt she made a mistake. She saw a giant fist forming from Sunako's left. She shut her eyes, waiting for the impact.

Nothing.

When it didn't come, Rei opened an eye, only to find Sunako was grabbing her face in anguish. Both hands seem to disappear into her body.

"Don't let her get to you…" Sunako whispered to herself loudly. "She's just poking me, making me angry, trying to get me to slip up. Focus on the prize, and we'll be free! Free…"

The small crack in her voice betrayed uncertainty..

The Sandwoman crossed her arms, keeping a fixed glare at Rei.

"Just keep shut. You don't know what you're saying anyway."

Rei complied. She couldn't talk down someone who was already set in their ways. It would take a massive for them to reconsider their worldview. The chances of that were slim.

But there was a crack. She needed to find a way to exploit it, before ten minutes passed.

'If only Asuka were here… help me, help me please.'

Rei looked down, shutting her eyes in despair.

---

Evangelion Unit 01. Meh.

Naoko Akagi always thought Unit 01 was overrated and ugly. It was supposed to be NERV's pride and joy, a biological cyborg clad in the armor of a Demonic Beast! Yet for some reason, SEELE still allowed their number one to be painted in that gaudy purple/green combo. Unit 01 didn't look any better in those colors now than when she first laid eyes on the machine years ago. Copying Unit 02's paint job would have been an improvement.

Naoko used to wonder if the idea came from Yui Ikari, or that moronic husband of hers. In the end, she decided it didn't matter. If either had anything resembling good taste, they would have changed the colors years ago. At least now, she had the chance to remove this eyesore.

She stood squarely inside of Gendo's office, where he used to watch over Unit 01's cage. Putting aside how morbid it was to place an office on top of the corpse carrying you wife's soul, Naoko could see the appeal. From its height, she could gaze down upon any unsuspecting low life working on the Eva, either with smug disdain or cunning curiosity. The row of computer screens to her left did an excellent job of monitoring everything.

It was nice to stand inside such a comfortable room, but she had a job to do. The arms clicked their claws together. They grew impatient, as she did.

Her fingers slid across the keys, but didn't press anything. Not yet. Naoko bit her lips, lost in thought. She knew once she fulfilled this part of the plan there would be no turning back. She sighed.

Naoko had seen this conversation play out many times. She played all the scenarios out in her head, over and over, to get them right. It gave her plenty of nose bleeds, thinking of the right thing to say to her. If there was any one person she hated more than that man, it was Yui Ikari. The conversation had to be perfect to be satisfying.

A trail of sweat poured from her forehead. Naoko made her choice.

She typed into the keyboard. Thankfully, the computer had a fully prepared automatic escape system so the Eva could be launched in five minutes. Five minutes were all she needed.

The screens to her left came to life. Naoko smirked.

"Hello, Yui. It's been a long time."

An old, black and white picture of herself, Kyoko and Yui appeared over the screen.

"Ah, that takes me back." Naoko said, stretching her fleshy arms. "Remember GEHRN, Yui? We had such bright hopes for our futures, wondrous dreams, all that gossip about whether the old professor would make a move on you or not… I'll admit, it's nostalgic thinking back on those days. The years really passed us by, wouldn't you say?"

The picture disappeared. Instead text appeared over the static.

WHAT DO YOU WANT?

"To the point, eh? Okay. We don't need to dwell on the past. We should talk about the now. Fuyutski had a lot to say about your plans."

There was a noticeable pause. A new line of text appeared.

WHERE IS HE?

"I'm afraid he's no longer with us. He passed away about… an hour or two ago. I didn't keep track. He dropped dead like a sack of rocks. Gave me a headache actually."

Naoko heard the sound of metal clanging. She looked over the window, amazed to find Unit 01 fighting its restraints. Naoko was far from worried.

"Why are you offended? With what you had in mind, he was going to be dead anyway. I just sped up the process."

The Evangelion fought furiously. They did too good of a job improving the restraints, and couldn't escape. More text appeared on the screens.

HE WAS A GOOD MAN. YOU WILL PAY FOR WHAT YOU DID.

"That should be my line." Naoko spat out. "I hate to say this, Yui, but for a while… I really thought I was the crazy one. Kyoko was spicy, but it was Unit 02 that drove her insane. I was always compared to you. You, the sweet and loving Yui, who wouldn't harm a fly and wanted to cure diseases, hunger, and traffic accidents. Meanwhile, I had to live with nightmares about what I'd do once you were gone, what I had done, what I might have to do to earn respect…"

Her voice shook.

"For a while, I- I thought killing the first Rei was the worst thing I could ever do. Then, as everything fell apart I killed, killed, killed, and all that kept me going was the promise of revenge. I couldn't do anything to Gendo, so I planned on tearing down your perfect image any way I could."

Doctor Octopus then started laughing. It wasn't a very happy one.

"If only I knew how far off your rocker you've always been! Realizing this made living a lot more bearable. I mean, for Gods sakes, Yui. Deliberately starting Third Impact, trapping yourself inside of a giant machine for eternity? To be the living proof of our existence? There's obsessed, and then there's having a God Complex. You're a megalomaniacal genius, Yui. I'm actually sort of disgusted. When I kill millions of people, I do it upfront without shame. Pretending to be a good samaritan while hurting so many others… why, you're the scum of the Earth!"

The text came out angrier. They filled every inch of those screens.

YOU HAVE NO RIGHT TO JUDGE. THIS WAS THE ONLY WAY IT BE DONE. HUMANITY WOULD BE DOOMED WITHOUT OUR PLAN. I DID WHAT I HAD TO SAVE OUR SPECIES.

Naoko laughed this off, ignoring the texts as they came. Instead, she made the final preparations to launch the Eva, even as it tried to fight its way out of the restraints.

"Save your excuses for someone who cares. You're a disgrace. Your husband is a joke, carrying your memory to the grave. Fuyutski lost all he had to become your servant. And your son?"

She actually paused herself. Naoko thought long and hard about what to say about him… and then, her lips formed a smile. An almost warm one, in fact.

"Your son… is an inspiration to me… I don't think I would have made it this far, if he hadn't surprised me the way he has. He never ran away, he stood his ground and faced me with all that fear and anguish in his eyes. He is the one person in this world I respect, even though I have to kill him. I'm… proud of him."

Even she found the words odd coming from her mouth. Shrugging, Doctor Octopus only had one button to press.

"He truly is twice the man his father was… and a thousand times the human you'll ever be."

More text appeared.

YOUR DREAMS ARE HOLLOW. FLEETING. YOU WILL SUFFER GREATLY FOR THEM.

"As if you're any better." Doctor Octopus rolled her eyes. "I have an actual chance to make them come true. Next time, don't get stuck inside your own robots. This conversation is over."

She pressed the button. The Eva was soon sent upward, to its ultimate fate.

She could hardly wait to head back to the MAGI chamber and see the moment recorded in full HD. For now, she had other friends to visit.

"My dreams have ended long ago. You?" Doctor Octopus chuckled. "I'll see to it that you never see the stars."

---

They were seven, and they were one.

Born for destruction, the joy of rebirth.

Death created them, and death would guide them.

The seven remained atop, guarding the pyramid below from intruders.

They were angry. Vicious. Hateful. They desired the chance to hunt, with sharpened lances and pleasured, ugly smiles.

Their only relief is death. They would not be satisfied otherwise.

Mother would grant them a boon.

An unfamiliar noise filled the air. The seven lunged to investigate.

A fight broke out between them. Brother against brother, biting into each other, tearing apart head from limbs, even as they grew back.

They were curious, and it bled to their lust.

They envied Eva. They were made to support them, not supplant them. Evas lived for a purpose beyond today. They would not.

It was to great fortune that they came across the worst of them all.

The violet demon. Phantom memories flooded their minds, with one word overriding all else.

HATE. HATE. HATE. HATE.

Eva fought to break free from her shackles, desperate to avoid the inevitable. Her eyes, equal parts furious and unrelenting, would not blink for them.

She remained proud, even facing death.

The white giants did not care.

She had it easy to this point. Her one failure left an opening, and they took it.

The giants threw away their lances. Instead, they bared their teeth.

They were denied the glory of death, and the joy of rebirth.

They would have their feast.

Soon, the outer world could only hear the sounds of teeth gnashing through metal…

---

Shinji hadn't seen the man in months. The sharp teeth and angry yelling reminded him why.

He remembered clear as the day the first time he met Vulture. Alone in a dark alleyway, being forced to watch the creature feast on a random criminal. Shinji was too frozen at the time to help, and probably would have died fighting him, if not for Mayumi's own bravery. He had to thank her if he saw her again.

Shinji had grown much since that day. A random assassin wasn't going to scare him. Dying didn't scare him. His partner dying… well, that was a no no.

"Move, Kirishima!" He shouted at her. "He's coming back!"

They threw themselves out of the Vulture's flight path. Needless to say, the Vulture wasn't very happy with their brazen defiance. He ordered two of his blades to break off from the pack.

"You think you're so clever huh?" Vulture shouted. "I WILL FEAST ON YOUR FLESH, SPIDER-MAN!"

Recovering quickly, Spider-Man was able to spot one of the blades just in time. He jumped to the top of the tree to avoid its spike. He whistled at the blade stuck in the tree.

"Wow, a really big knife. I think you were better when you had all the tiny ones back then-"

The Vulture grinned. "Ah but you see… they follow. Your skin will make a fine dish, wall-crawler!"

After a momentary pause, the blade sliced itself out from the tree trunk, changing direction to where Spider-Man was. He gulped.

"Me and my big mouth, am I right?"

It launched itself at Spider-Man, who jumped out of the way and began climbing another tree. He realized the blade readjusted its path, and forced himself to jump across those trees to avoid the attack.

"Always with the flesh with that guy, come on." Shinji told himself. "Can't you at least get some new material? How about I'll slice you up like pork chop, or I like you like I like my tenders… fried! or you going away, that would be nice."

He held onto a vine, and swung through the air like a madman. Shinji couldn't help but let out a yell.

"Aah-eeh-ah-eeh-aaaaaah!" Spider-Man swung to another vine. "I gotta ask Marie for that jungle book, she's got taste!"

Marie's stellar book collection did not resolve his curren problem, which was swiftly approaching.

Spider-Man didn't let up, and kept moving. Every so often, he glanced back to study the blade. Whoever made it put great effort to make it extremely annoying for him to dodge. He had to think of something else to do.

With that in mind, Shinji latched onto a nearby branch and swung himself around. The blade neared just at the right moment for him to catch it between his legs. Once caught, Spider-Man grabbed the blade and tore it apart with his hands.

Satisfying, and elegant.

"Not so tough now, huh?" Spider-Man felt lucky. "You really should try better, Vulture, why not throw me from up there?"

The instant those words were said, Shinji felt a pair of arms wrap around him, and the wind breaking behind him. Even underneath the Vulture's helmet, Shinji could see the crimson eyes of his opponent, glaring down at him.

"Why, that's an excellent idea! I ALWAYS WANTED A FLAT STEAK, SPIDER-MAN!"

Spider-Man rolled his eyes. "Geez, nevermind, go back to ranting about eating my skin. You're terrible at one liners!"

He broke off the Vulture's embrace, and immediately went for the helmet. He punched it, as hard as he could. but Vulture wouldn't budge. He hit again.

CRACK!

"Ow!" Spider-Man waved his hand. "That hurt!"

He managed to punch a hole into the helmet but Shinji was sure his hand. What was that metal made of? He had no time to think as the Vulture sunk his sharp nails into the wall-crawler's suit. Vulture continued to fly his enemy up into the air.

"You've insulted my pride too many times to earn my mercy! With your death, I will be the true hunter!"

Spider-Man began to feel dizzy. The altitude wasn't very high, but the loss of wind made his headaches and blackening vision worse to overcome. Definitely not helped by the Vulture slamming his own head into him. Spider-Man tried to shake it off.

"Ack, you can be the hunter or whatever, I have way bigger things to do!" Shinji sniffed. "Like finding you a mint! Your breath stinks!"

"An acquired taste… which you'll fix with your death!"

The Vulture threw Spider-Man off of him. With how high above the Geo-Front they were, the idea that Spider-Man could survive the fall down were slim to none. But Vulture knew better than to take a chance. To be sure, he prepared to disengage more more blades from his arsenal.

"Find him, and finish the deed!"

An alarm blared around his ears. Kiyoshi growled.

"What now?"

The helmet's computer alerted him to the problem.

Alert. Damage to the helmet prevents the swords from being recalled once the target has been locked on-

"I don't need this garbage!" Vulture yelled. "ELIMINATE THE WEB-SWINGER, NOW!"

The helmet obeyed his command. Three more blades activated, and followed the rapidly falling wall-crawler.

Meanwhile, Spider-Man dropped from the sky faster than an anchor. He had to admit, neither direction looked great. Looking above, the blades closed in on him for murder. Looking below, Shinji had seen his healing factors pull miracles, but even he was reasonably sure his backside wouldn't be able to take being rendered splat by the ground. He needed a way out.

"It'd be nice if I could fly around here… Wait! Flying!"

A lightbulb appeared over his head, realizing a major feature Asuka built into his suit.

"Here goes nothing…" Spider-Man spread his arms. "Fly!"

The wings under his arms straightened out. Now, Spider-Man moved his body to face the ground. It took seconds, but as he waved his arms, the web wings acted as set of para-gliders took the boy flying forward.

"Okay," Spider-Man said. "On one hand, definitely not dead yet. On the other hand-"

He turned back for only a second to find the three blades moving in his direction. The boy gulped.

"Geez, those blades are persistent little murder-seekers."

Casually gliding to the left, Shinji realized he was going to have a long day.

On the ground, Mana felt the blade gain up on her.

Her feet took her as fast as they could, but no matter how much she struggled to dodge it, the blade kept coming and coming. It would close in sooner or later, which meant she had to think fast if she wanted to permanently avoid the thing.

'Think, Mana think…'

She spotted a river up ahead, with a chasm just in front of it. Her eyes narrowed, gazing at her gauntlet. It was her chance.

Mana jumped into the chasm, with the blade not even laying a scratch. She then launched her grappling hook, grabbing onto the blade. With a mighty tug, she pulled the blade into the water, drowning it in the lake.

"Huff, well…" Mana let out a breath. "Guess it wasn't prepared for water logging."

"THANK YOU, ASUKAAAAAAAAAAAAAHHHH!"

She looked up to find Spider-Man… flying. With blades following him.

"I guess he didn't finish it in one punch." Mana shook her head. "Okay, I should help him out."

The agent climbed one of the trees to get a better view of the Vulture. Sure enough, the man kept floating in the air, letting his blades engage Spider-Man rather than risk a fight. It was the smartest move Vulture could make, given he had Spider-Man on the ropes. She spotted the hole in his helmet.

"Maybe…" She adjusted her gauntlet. "I have to get close enough, though."

There was no way she could do it from the tree. She needed Spider-Man.

"Spidey!" She called out. "Try to bring down! I have an idea!"

Somehow, Spider-Man heard her. "EASIER SAID THAN DONE!"

He flew across the forest, trying to come up with a plan. The Vulture wasn't going to risk an up close attack, not after what he did. Spider-Man had to force a fight. The question was, how could he do that while getting rid of the blades?

Shinji turned back for a second, find the blades converging ever faster.

"Give me a break!"

He turned his head, spotting a large, broken column buried into the ground. An idea formed quickly.

"On count of three…" He swallowed a lump. "THREE!"

He retracted his web wings. Not interested in breaking any limbs today, Spider-Man launched a web line toward the column, using it to swing around it. The momentum nearly sprained his arm, but the blades were right in front of him. Now was the time to wing it a bit.

"Think fast, Vulty!"

Time seemed to slow down for Shinji. He latched his feet onto one of the blades, and used it to jump. Spider-Man then swiftly launched a pair of webs at the other two blades, and pulled them with all his might. With a new found momentum, he threw them at the Vulture, who was shocked at what had happened.

"What are you…?"

He tried to recall them, but they weren't responding. He was forced to summon two more blades, using them to shatter the incoming swords.

"Why aren't they-" Vulture soon realized what happened. He cursed himself. "Bah, the computer warned me! Damn you, insect!"

"Think fast, Vulty!"

Vulture regained attention just in time to see Spider-Man throwing the third blade right back at him. He used one blade to destroy it, while sending the other to attack his enemy.

"YOU WON'T ESCAPE YOUR FATE, SPIDER-MAN! I WILL REGAIN MY PLACE ON THE TOTEM!"

"Oh yeah? Then give it all you got!" Spider-Man taunted. "You're the big bad hunter, a small creature like me shouldn't be a problem!"

His eye twitched at the insult. With that, he turned all his blades toward Spider-Man.

"ALL AT ONCE, ATTACK!"

All the blades converged on Spider-Man… but it wasn't enough.

He stepped on the first blade. Then, in an ease best described as that of an experienced ballet dancer, traversed the incoming swords by grabbing and jumping between them. They all went flying off in random directions, unable to return, all preparing for Spider-Man's coup de etat: grabbing the Vulture by the shoulders, and headbutting the man.

"GAH!" The Vulture screamed. "HOW DARE YOU?!"

"Just giving you a love tap." Spider-Man told him. "For misbehaving, I'm going to have to GROUND YOU!"

His fist smashed through Vulture's jetpack. Soon, both dropped from the sky. Kiyoshi, naturally, had reservations about dying.

"ARE YOU INSANE? You will get us both killed!"

Spider-Man moved behind the Vulture, wrapping his legs around the man's torso. He couldn't help but smirk underneath the mask.

"Relax, lil baby hunter." Spider-Man spread his arms. "Voila, web wings!"

Sure enough, the wings straightening out again. Unlike before, however, turbulence set in immediately. The pair shook from the strong gusts of wind, their aim thrown off course. They passed an unmemorable set of trees, terrain, before landing on…

SPLASH!

At first, the water only had bubbles as evidence anyone fell inside. They kept rising and popping every second that passed.

Then, Spider-Man forced his way out of the water. He carried the Vulture in tow from the river, to the nearby grass. The helmet fell just a few ways next to Kiyoshi, who slumbered. Shinji settled the man down, and placed his hands across his chest.

"Come on… you don't have to die here…"

He pushed. No sign.

He pushed again. Still no sign.

"Wake up, Vulty. Don't die on me!"

He pushed again. And again. And again.

The Scorpion lied on the ground, bloodied and beaten.

"Please man," Shinji said desperately. "This is getting tiring here!"

Again. The Vulture did not move.

He pushed, and pushed, and pushed further, but nothing could wake Amachi.

"Please…"

The shake became harder. Mayumi's body went limp.

"Please don't go… I'm sorry… I love you…"

Her lovely face became wet with tears.

He had seen death too many times. Shinji did his best to blink them away.

At last, after some more shaking, the Vulture awakened.

He turned around, spitting the water from his lungs. Spider-Man watched, frozen at this near brush with death.

"Y-your welcome, by the way…" Spider-Man shook his head. "Why don't we call it off for now?"

Amachi turned his crimson eyes back to the wall-crawler.

"See, I have to help my friends save the world, and you're really small potatoes in the grand scheme of things-"

Spider-Man did not see it coming. He couldn't even feel it coming, even if he wanted to. As if it suddenly appeared from nowhere, a knife slashed Spider-Man's chest. He couldn't help but yelp. The wound stung, just as much as surprised him. An odd sense of deja vú hit Shinji, as the Vulture regained his bearings.

"I will not make a mockery out of ME!" Kiyoshi aimed the knife "I WILL GUT YOU LIKE A PIG, SPIDER-MAN!"

The armor ware barely an obstacle the Vulture's wrath. He swung the blade like a man possessed, even as Spider-Man barely had to dodge. The Vulture was angry and bitter, his hunt ruined, his blades scattered, and his pride broken. It was as the saying went: a wounded animal was worse than the fiercest human.

"Cut it out," Shinji said. "I just saved your life!"

"You have no idea how much I hate you!" Kiyoshi screamed. "I will end your miserable life here!"

He'd make good on that promise, Shinji realized. He was barely cognizant of his own body, his mind flashing to their first meeting months ago. He ran from the man, the creeping shadow that devoured his prey. He felt the knives plunged onto his back, and the shattered glass impaled on his body.

He remembered Mayumi throwing the cup, and being in danger.

"Face me, you coward!" The Vulture screamed. "FIGHT-"

He was cut off from continuing. Kiyoshi didn't even feel it.

After a pathetic display, the Vulture fell to the ground. A dart stuck to his neck.

"Shinji!"

Spider-Man didn't move. Mana raced to him, laying a hand on the slashed chest.

"That doesn't look good." She said. "He must have been fast to get you like that."

"… Huh…. maybe…" Shinji blinked. He turned to his partner. "Thanks, Mana."

Mana smirked. "Hey, you did all the work. I had it easy."

She quickly frowned again.

"What was that just now?" She asked. "You could have punched him out any time!"

"…"

Spider-Man turned back to Amachi. The Vulture slept peacefully because of that dart. He wondered what kind of dreams he would have. Did he ever have nightmares? Would he have them out of guilt or…?

"I don't know, Kirishima." He admitted. "I just don't know."

They couldn't leave a dangerous madman running around, especially when he was part of an occupying army. Fingers pressed to palms, he webbed the Vulture to the ground.

"If the army is smart, they can pick him up later. How long does that dart last?"

"Hours." Mana said. "More than enough time to pick him up later."

Spider-Man nodded. They turned away from the Vulture, marching away towards their destination.

Suddenly, they heard a burst of static.

"What was that?!" Mana shouted. "You don't think…?

Spider-Man didn't say anything. He didn't need to. Her suspicions were confirmed right away.

"Testing, testing… Hello! Doctor Octopus speaking!"

Spider-Man frowned. "Naoko…"

"I'm here to give you some delighting news! The Sinister Army not only captured the base, but we also managed to wipe out NERV's greatest asset! That's right, Unit 01 is dead!"

Shinji was left speechless.

He had no love lost for the Eva. He hated piloting that thing. He only did it in the firs place because he had no other choice, but there was never a moment where he grew to appreciate the damn thing. Every pain he felt, every bout of torture was amplified a thousand times due to his shared connection to the Eva, which only increased his hate towards it, even more when he found out not only did his mother design it, her soul inhabited the Eva for a terrible, deluded plan. By all accounts, he should be happy it was gone.

However…

"Come on little spider, you can break out of this… you've survived worse haven't you?"

He could feel his life draining, his vision darkening every second. He needed to get out fast. Shinji grabbed the mechanical arm, trying to shake it off, hit it, crush it, anything to break free, but nothing. It wasn't working. Nothing was working.

He summoned the strength he could muster-

His hands clenched to fists.

Yui Ikari's evil may have been extinguished, but in its place was someone just as horrible.

"Oh, that's not all!" Naoko continued her taunt. "I hope you don't have any friends and family in Shinjuku because guess what? THEY ARE ALL DEAD!"

Both teens were horrified upon hearing it. Mana only slightly more so.

"How… how could she?!" She couldn't understand it. "Why?! Why did you do that?!"

"Months ago, I sabotaged the Jet Alone so NERV would run unimpeded. Bravo to me! I left behind a virus, that I used to awaken that robot's nuclear reactor, and thus, BOOM! EVERYONE IN THAT CITY DEAD BEFORE THE SUNDOWN! THE WHOLE WORLD MOCKED NAOKO AKAGI, BUT SOON WILL MARVEL AT THE AWESOME MIGHT OF DOCTOR OCTOPUS!"

Spider-Man and Mana didn't waste time, running to the other side of the Geo-Front in a hurry. Neither had time to see how Vulture's helmet remained active. If one listened closely a voice could be heard from the machine.

"Kiyoshi? Are you alright, my son? Kiyoshi… Kiyoshi answer me!"

---

The Geo-Front was not the only place where the voice of Doctor Octopus was heard.

Everywhere around the base, they could hear her deluded ravings, her insane rants, her awful laughter as she laid out in detail the ways she planned to make the world suffer. There was no one in the base who hadn't heard it, including Rei and Sunako inside of the shaft.

"No… no way…" Sunako sat flabbergasted. "Everyone in Shinjuku? I thought it was…"

"YOU KNEW WHAT YOU SIGNED UP FOR!" Doctor Octopus continued. "WE ARE ON A MISSION TO CHANGE THE WORLD! WHO CARES ABOUT A DOZEN OR SO PEOPLE? IT'LL BE WORTH IT IN THE END! Anyone who disagrees will have to answer to me… or the SEVEN GIANT EVANGELIONS OUTSIDE, THAT JUST ATE UNIT 01 LIKE A FULL COURSE MEAL!"

Rei was frozen. She kept a stoic front, but she felt nothing but sickened horror at what the elder Dr. Akagi had done. She had never met Yui Ikari, nor did she wish to after what she did to Shinji and the world. She was not naive enough to think Evas wouldn't have been destroyed some time after today.

But whatever Yui Ikari did, it was not worth being torn apart by those monsters. Everyone at NERV deserved better than to be pawns in the mad doctor's cruel plans.

Evidently, even Sunako was starting to waver. Her green eyes were on the verge of tears as she grabbed the sides of her head and shook. Rei surmised whatever self-justifications she made were failing to cover this madness.

"You all return to what you were doing… I have some work to do. Remember what you signed up for. Farewell!"

Like that, Doctor Octopus vanished from the intercom. They were alone again.

The full weight of what was said haunted the Sandwoman. She stared at Rei with a mixture of quiet realization and tempered outrage.

"I didn't sign up for this… I didn't sign up for that at all… S-she'll undo it right? Would she?"

Doubt. Rei saw doubt pouring from every speck Sandwoman's body. Time was running out, and Asuka hadn't arrived.

The moment had to be seized at once.

"Shiraishi, that is your name right?" Rei said. "Do you understand she is now? She will have everyone dead before her revenge is satisfied. How can you support her after this?"

The Sandwoman was petrified by Rei's question. Her eyes darted left to right.

"S-she's undo this. She has to… we have to start over! There's no going back, w-we can't just leave them dead like that! Not after everything! WE SACRIFICED TOO MUCH TO STOP!"

Sunako shouted those words, unable to keep the anguish from her voice. Rei could sense she was less and less convinced by her own logic by the second.

"I do not know what I am capable of." She admitted. "I could bring many changes as a result of Third Impact, but I am unsure if I can be anything other than destruction."

"You're lying!" Sunako shouted. "I've seen the plans, I know what Third Impact is supposed to do. It's the miracle of death and rebirth or some shit like that! Everything we did can be cancelled out if you're the bearer! Doctor Octopus said so!"

Rei had to stop herself from getting agitated. Where was Asuka?!

"Even if I could do that…" She continued. "Even if holds her end of the bargain, even if she did undo those deaths… think about what you had to tolerate in order to be cured. You served in an army of killers and monsters, made your family complicit in the deaths of countless innocent people. Your leader destroyed an entire city. Worse, your brother nearly killed us for your goals… is that what you are fighting for? The chance for you and your brother to become murderers like Doctor Octopus? Is that the dream you sacrificed so much of yourself for?"

The words seemed to have worked on Sunako. She was dazed and confused, unable to put up a counterargument.

"I… I don't… know… I just…"

DING.

Twenty minutes had passed. Sunako looked down at the dial of her suit.

"…"

She stared at Rei for an awful amount of time. Rei herself didn't know what to make of the Sandwoman. There was nothing she could do. Asuka hadn't come, and for now, she was at Sunako's mercy.

"… I'm not going to hurt you… you know that right?" She said. "I'm not… I don't know what I'm doing, but I'm not going to hurt you…"

Sunako's green eyes turned back into sand.

"You'll understand, okay? By the time this is over you'll-"

"GET YOUR HANDS OFF OF HER!"

Suddenly, a green powered fist slammed Sandwoman's face. She scattered upon impact with the wall, forcing the sand to burst outside.

Rei stared up at her savior. She had finally arrived, clad in her red and gold suit.

"It took you long enough, Asuka."

Even though Rei could not see it, she felt the smile underneath the mask.

"Sorry to keep you waiting." Asuka made an exaggerated bow. "The Spectacular Scarlet Spider, at your service!"

Asuka's golden spider stingers moved her around, allowing her to confront the sandstorm forming behind her. The Sandwoman's form became more tangible.

"You don't understand what you're doing!" She shouted. "I wasn't-"

"Save it for someone who cares" Asuka powered her fists again. "You hurt my Rei. I'm going to end you!"

The Scarlet Spider jumped toward her enemy, ready to hunt.

---

Unit 00. No one's favorite Evangelion.

The blue paint job was much better than the orange one it started with. It suited the giant cyclops, and its former pilot, much better. If it was Gendo's idea to have it be blue, Naoko would congratulate him on that before finally gutting the bastard. The crew had apparently not fixed the damage done to its chest from the last battle. Was it intentional, to prevent people like her from taking it on unwanted joy rides? Or was it an unfortunate case of timing?

Naoko Akagi wondered similarly about Rei Ayanami. The first Rei Ayanami, who called her an old hag all those years ago. She remembered a horrible sense of guilt after choking the girl to death out of jealousy. She remembered wanting to die, before repressing it not too long afterwards.

What would have happened if she had killed herself all those years ago: Would Gendo have stuffed her body inside of Unit 00, hoping she lived long enough to power it? Was she so worthless to his scheme he would have let her passed away in favor of a dead child? Would he have still chased after her daughter then?

She thought it long and hard. In the end, it didn't matter what happened that day. She had long since surpassed that cruelty. Now, Doctor Octopus as typed the autmatic launch system on her computer, she waited for the Eva to speak through the screens to her left.

"How are you feeling, Ayanami? It's been a while."

Nothing.

It was to be expected. Rei wasn't the talkative sort in either of her incarnations. If the second Rei had died as planned, the third one would be practically mute. Doctor Octopus was not to be deterred.

"Not going to ask how I've been? I'll tell you then. Ever since this old hag killed you, I went a murder spree at a hospital, derailed a train, waited several months to recover, and just took over the entire base! In fact, I just slaughtered millions of people a couple of hours ago. I've never felt more free in my entire life than when I embraced the role of the world's first supervillain scientist. It's all thanks to your sacrifice! Thank you."

The computer screens hadn't come to life. Naoko felt her eye twitch.

"You're not as chatty as Yui, that's for sure. Do you know what I'm going to do to Rei once I get my hands on her?"

No answer. Unit 00 remained immobile.

"First, I'm going to force her to suffer the same way you did. Then, with Adam at my wrist, I'll force her to remake everything in my image. By the time we make it to the new world, she will no longer exist. Ritsuko, Fuyutski, Gendo, Yui, Misato, and especially Shinji, will have never existed in the first place. Without them, I'll go on unimpeded as one of the greatest scientists in the world as I deserve to be! You won't even be history, not as I wrote it!"

She ignored the silence. Naoko bellowed out a cathartic, satisfied laugh.

"AhahahahahahahahaHAHAHAHAHAHA! Don't you see? I've moved beyond your pathetic taunting! I've grown and matured! By the time I'm through, you'll be deader than Yui Ikari after I fed her to the Evas above the base!"

Unit 00's head jolted. That apparently got its attention. The computers finally turned on, and began to write text.

YUI IKARI IS DEAD?

"That's right, you little brat." Naoko spat. "I fed her to my beasts before I came here. After this, I'm planning on giving Kyoko a visit. Any last words before you die?"

There was a long pause. Contrary to Naoko's expectations, Unit 00 did not attempt to fight. Instead, it turned its head downward, as if contemplating something.

The computer flashed another set of words.

DR. AKAGI, THE TRUTH IS-

Naoko couldn't finish that sentence. Those three words…

The screens were shattered to pieces by all four of her mechanical arms. In an instant, Naoko snapped.

"You think you're clever?! That's enough, no more talking! I'll just have to wait to see you IN HELL!"

Naoko couldn't slam the button fast enough. Unit 00, along with Rei I, was sent to the Mass Production Evas, to receive their ultimate judgement. Doctor Octopus fumed, marching out of the office in barely controlled rage.

"Kyoko… you better not be this infuriating when we meet."

---

Asuka had just about had it with Dr. Octopus and her stupid legion of doom.

Nevermind how the doctor just proclaimed she committed actual war crimes like she was in an anime, Asuka was tired of having to chase this stupid beach woman across all of NERV for taking her Rei. If she had hurt her, Asuka would've blasted her to hell.

Thankfully for all involved, Rei was safe inside the shaft. Instead, the Scarlet Spider was only focused on beating the Sandwoman. Not terribly easy, since she's a living sandstorm, but if a poison blast was enough to lay a finger on her…

"Come out and fight like a beach!" Asuka yelled. "You're supposed to bury people in sand, not blow away!"

The Sandwoman struggled to hold herself together. Sunako was sure she lost this Spider-Freak in the labs, but hindsight was 20/20. If there was any chance to make it out of this intact, she had to fight.

"You don't understand a thing, Spider-Dweeb, whoever the fuck you are! I'm trying to save my family-"

She was struck in the head by red feet, courtesy of the Scarlet Spider. An excellent conversation stopper, for a web swinger.

"Sorry, can't hear you over the sound of POUNDING YOUR SORRY BUTT!"

Sunako instantly reformed from the attack. She glared at the increasingly annoying pest she had for an opponent.

"Be quiet you little shit!" Sunako yelled. "I'll crush you!"

Exerting as much effort as she could, she gathered any nearby grains of dust or sand and pulled them to her. Sunako grew much larger, almost the size of the room in fact. Her fists formed into giant hammers, ready for an attack.

"I've hit the big time…" She said. "Say goodbye, insect!"

She swung them around the spacious room in an attempt to clobber the Scarlet Spider. However, Scarlet was agile, and swiftly jumped across the walls to avoid them. The benefits of hard, precise training bore fruit.

"Whoah, giant hammers. How uninspired can you get!" Scarlet mocked her foe. "At least try something original!"

During one jump, Asuka blasted the Sandwoman's face, leaving a stinging pain over her cheek. Sunako grabbed her face.

"HEY, THAT HURT!"

"And those hammers wouldn't? This is a fight, not a conference!"

Sunako found it hard to concentrate. She was blasted on all sides, the Scarlet Spider being too quick to attack directly. It was extremely annoying.

"Fine, I guess I won't hit you!"

Turning her hand into a wrecking ball, the Sandwoman aimed it high, and shattered a bridge atop the two of them. The debris began falling right on top of them.

"You won't?" Scarlet whistled. "Great, thanks for the opportunity to- ACK!"

Even the Spider-Sense wasn't fast enough. As Sunako expected, while the debris fell past her like she was the wind, the Scarlet Spider wound up taking the brunt of a sizable piece of damaged metal. It only stopped when they crashed into another bridge. The Scarlet Spider had difficulty getting out of the debris.

"Okay, I'll admit… I had that coming." Scarlet shook her head. "But I'm not giving up!"

"You will be going down."

The Sandwoman brought both arms together, forming a giant hammer. Asuka panicked under the shadow of Sunako's weapon.

Rei watched this all unfold from the shaft. She could not look away from the battle, too afraid of what would happen to Asuka...

"Please... be careful, Scarlet Spider…"

As if she heard the whisper, the Scarlet Spider made another attempt to lift the rubble. Unfortunately, it wasn't working. The Sandwoman scoffed.

"Just stop, or I'll have to really hammer the point."

A convincing threat, if she were any other person. Fortunately, Asuka had another plan.

"PINCERS, GET THIS THING OFF!"

The golden pincers on her back got to work. They latched onto the hunk of rock that kept her down, and held its weight over her head. The pincers threw the rock directly at Sunako, who smashed it with her giant hammer.

"What is that even supposed to do?" Sunako shouted. "I'll just take anything you dish out!"

She brought down the hammer on the bridge. Asuka ran right, just as the hammer destroyed the ground she stood on. Even as she launched a web to escape, she was unprepared for another Sand Hammer knocking her into a wall. Thankfully, her suit was fully covered. She didn't need to spit anything out.

What she needed, though, was momentum. She jumped out of the way of another sand hammer attack, running alongside the wall in an attempt to outpace the Sandwoman. Her Spider-Sense warned her of another attack, so she web-zipped across the wall and swung away to another part of the room. The Sandwoman remained relentless in her pursuit.

"Don't you just give up?" She yelled at Scarlet. "Seriously, anything you throw at me, I'll just phase through it or crush it! You won't surprise me!"

Asuka smirked underneath the mask. "Is that right? Maybe this will knock that towering ego down to size!"

The Scarlet Spider jumped directly at the Sandwoman with fearless abandon. She pulled out several grenades from her arsenal, much to Sunako's horror.

"N-No! You'll blow us up!"

"That's what you think… WEB GRENADE!"

She threw the grenades directly at the Sandwoman. One by one, they exploded around the towering Sandwoman, forming into a sizable web cocoon that trapped the giant in its tracks. The fluid was everywhere, covering even up to her head.

"You think this means anything? I can just pass through that shit no prob- AAAAHHH!"

She felt a violent jolt around her body. Small but strong sparks that hurt everywhere. The Scarlet Spider explained as soon as she landed on a random shaft.

"You didn't think I'd come prepared, asshole? I knew I'd fight people like you eventually, so I took the liberty of setting up devices to slow you down. Those are my patented Electric Web Grenades. Sucker!"

The shocks created by the grenades were strong. Not as strong as Rai's, but close enough to wound. If Sunako could think at the moment, she might have surmised the webbing was designed to target an individual speck of sand and have the current spread out across the clusters until it could be felt everywhere. The grenades were designed for her. Asuka charged her arm for an attack.

"Now get ready for a knock down blow!"

The jolts were getting too much for Sunako. "I… I… GRRRAAAAAAAAAAHHH!"

The humanoid form Sunako held now collapsed under the weight of the attack. Instead, the sand grew more violent, shredding the webbing and forcing Scarlet back.

Asuka fell on a railing. After a moment's hesitation, she grabbed her head.

"Ow... my head…" The familiar headache crept up on Asuka. "… You gotta be kidding me…"

The sand swirled around Asuka, forcing her to get up immediately. The wind grew more and more violent, the point where Asuka couldn't seen past the sandy veil. Whatever humanity Sunako had, it vanished inside the vortex.

"Just letting you know, you asked for this."

A growling, furious voice boomed over the room. Giant fists formed from the storm itself, which hovered over Asuka, aiming to crush her. She was quick enough to blast the railing before her, and launch herself upwards, but all it did was left her vulnerable to further attack. It was quickly demonstrated when another fist smashed against her back, causing her to spit a trail of drool underneath the mask. Then, as she fell, she was hit by further blocks of sand and debris.

The attacks left Asuka defenseless. She didn't have enough time for a complex plan, but had to think of something if she wanted to end the fight. There were more pressing things to do than being clobbered for an eternity.

'Okay, so this jerk's a tornado right now.' Asuka thought. 'I'm gonna have to activate my secret weapon…'

Asuka was thankful she spent an entire night coming up with this countermeasure. Even amid the beatings she received, Asuka charged up her hands.

"You're in the eye of the storm! I'LL BEAT ALL THE SENSE INTO YOU UNTIL YOU BLEED!"

Asuka shut her eyes. Another blow, to the head this time. Momentarily disoriented, Asuka growled. She was getting sick of this nonsense.

"We'll see about that, witch!"

The charge wasn't just in her arms this time. The green energy reached all over her suit, consuming the gold in her spider logo, lenses, and pincers. It was one of the first modifications she made to the armor.

"Ready… FIRE!"

"What are you even- AAAAAAHHHH!"

Sunako couldn't even see. A massive emerald wave erupted from the Scarlet Spider, covering the entire room in its deadly energy. Bridges and railings collapsed from the destructive power unleashed in that moment.

Rei had to look away, to ensure her eyes would not be blinded by the experience.

"What is... this…?"

The sandstorm was severely disrupted, debris and dust vanishing from the chamber. The only remaining evidence of the vortex was the infinitely smaller, more humanoid figure that stood on a bridge not too far from where she left Ayanami.

Sunako Shiraishi was stuck in a nauseous daze, a painful headache disrupting her focus, and her vision full of massive black circles. She could barely stand, let alone maintain her composure.

Her tired, furious state was only compounded when the Scarlet Spider landed in front of her.

"Hold still!" Asuka shouted. "If you're a patient enough girl, I can make this quick!"

Sunako grabbed her head. Her green eyes reappeared, glaring at her enemy.

"You're not getting rid of me… not that easily!"

The Sandwoman formed a spiked ball in her hand, which Asuka jumped over to attack with a poison blast. Sunako was sent back, and Asuka slammed her fist into Sunako's face. Asuka reveled in her newfound dominance over her foe. She slammed her punches hard, to the point where the wall vibrated in its shockwaves.

For her part, Rei was dismayed to see her beloved reduced to such a state. She never fancied fighting, especially when Asuka gave in to her hatred again, letting it overpower every other aspect of such a beautiful woman.

There was a loud metallic screeching behind her. Rei's eyes widened. She knew what that meant.

"Stop!" She yelled at Asuka. "Stop fighting! If you keep fighting, the shaft will be torn apart!"

Asuka did not hear her. Neither did Sunako, as she formed another hammer and tried to squash Scarlet, only to miss and bang the wall herself. Further metallic screeching came, and the shaft began to shake.

"Stop the fight! I am not safe, please-!"

"Come on, beach girl." Asuka raised her hands. "That isn't the best you got, right?"

"No… no it ain't…" Sunako growled. "I'M ENDING THE FIGHT NOW!"

She slammed her fists into the floor. All it wound up doing was destroying the bridge… and with it, the shaft as well. The already rusted shaft broke from the wall, and Rei began to fall downward to the wide chasm.

"HELP! PLEASE, HELP!"

Her screamed finally caught Asuka and Sunako's attention. Asuka immediately powered down just to hear it, and turned to find her girlfriend falling.

"REI!"

"Ayanami! NO!"

They immediately sprang into action. The Sandwoman, as tired and pained as she was, turned into a storm in an attempt to move as fast as she could, as the Scarlet Spider launched two webs to propel herself. Any time she would fall into a piece of debris she would attach herself and jump off of them, desperately trying to build speed.

There could be no mistakes in saving her Rei.

Time slowed to a crawl, as Asuka brought out her hand. Rei turned her eyes towards forward, and saw.

The way Asuka's body twisted and shook from her exerted effort.

Her hand, outstretched to find hers

The golden lenses of her mask slipping away, revealing the beautiful blue eyes underneath. They overflowed with love and fear, calling to her through the air.

Rei could only look back at her, and tried, ever so much, ti smile. She brought out her own hand, trying to catch Asuka's own.

…

… Missed…

…

The moment of contact was gone. Asuka began to retreat from Rei's line of sight, and she fell further shut her eyes, unable to comprehend the failure.

She was wrong to believe. She was always wrong.

Naoko was right. She never had a chance to live.

Death was certain for her after all…

…

…

…

…

…

All of a sudden, Rei felt a pair of strong arms catch her.

"Hang on tight." A familiar, heavily accented voice came to her. "I got you."

The moment she heard it, Rei smiled again.

The Black Cat never thought of herself as a hero. She found it oh so satisfying whenever she had to play the part.

She threw a grappling hook at the last second, allowing the two of them to land safely on their feet. She held up Rei in her arms, carrying her as if she were a bride to the wedding. Marie smirked down at her.

"I'm not as cool as Asuka…" The Black Cat smiled. "But I make a good substitute, don't you think?"

Rei nodded, only a faint blush on her cheeks.

"Yes… Thank you, Vincennes. You saved my life…"

Marie Vincennes considered it a mercy she didn't immediately bawl at those words, She let Rei down gently, hoping she not to lose too much of her cool. At that same moment, the Scarlet Spider and the Sandwoman landed next to them. Asuka immediately ran to Rei, catching her in her arms. Marie could hear her sniffing, as if she had cried.

It was a disturbing sight. Marie hoped to never see Asuka cry again.

"I'm so glad you're alive!" Asuka practically yelled. "You have no idea… I... I don't know what I would have done if I… I lost you…"

"You were enough…" Rei said. "That is all I will ever ask of you."

'Aw, that was so adorable.' Marie thought to herself. 'I actually saved someone I cared about… maybe…'

Before she could think on it further, Marie noticed the Sandowman. She held her gaze down, as if she were ashamed. She was turning around to leave.

Oh, Marie wouldn't let this woman go that easily.

"Where do you think you're going?" The Black Cat called out. "It doesn't seem like you're finished here, are you?"

The Sandwoman stopped at that command. Rei and Asuka looked toward her. the latter prepared another poison blast to finish her off, but found a grip stopping her. Asuka turned to see Rei, who shook her head. Asuka wanted to argue, to fight… but she nodded. Rei then let go, before taking a few steps toward Sunako.

"Do you see now?" She asked her. "Can you truly say you're fine with this madness? You nearly caused my death in your rage… Think on it. Even if you have that better life for you and your brother, can you live in good conscience knowing what you had to become in order to achieve it?"

Somehow, the Sandwoman's face feel further. Her emerald eyes disappeared, becoming just another part of the sand.

"I'm sorry…"

Once more, she turned into a sandstorm. Fortunately for our heroes, a fight did not break out. Sunako simply vanished from the chamber, leaving the three alone.

"That was uh… too easy." Marie said. "But at least she's off our hair, right?"

"Right." Asuka said. She grabbed Rei's cheeks. "Thanks for stopping me… Years of college, and yet you have more common sense than I do."

Rei hitched a breath. She blushed, before grabbing Asuka's own cheeks.

"My experiences with you helped me in that department." Rei said, softly caressing Asuka's own cheeks. She frowned. "We need to get to the Evas… we lost Unit 01, there is no telling if Doctor Octopus managed to-"

Her speech was interrupted by a howl. Rei fell a massive ache around her body., forcing her to the ground. She gripped the floor as if it were a lifeline. Asuka was worried.

"Rei! what's happening?!"

"GRAAAAAAA!" Rei yelled. The pain dissipated, but not the hole created in her heart. "SHE IS GONE! She is…" Her voice fell to a whisper. "I cannot feel her anymore…"

"Feel who?" Marie asked. "Who's gone?

Static. The speakers were, evidently, the only part that wasn't destroyed during the previous battle.

"Hello again!" Doctor Octopus let out a chuckle. "Don't mind me, I'm just here to point out another huge victory for our army! Unit 00 is currently… indisposed. Wait no, I mean its dead. Gone. Eaten by the Evas upstairs! It's horrifying, really, but it was also amazing!"

Rei could not believe what she heard. Her hands started shaking.

"She destroyed Unit 00… she killed… me…"

Her other self. The first self. Rei I. The little girl that taunted her as much as spoke to her like a sister within the machine. She saved her life during a battle at a critical moment, and she was… gone…like nothing…

"There is no salvation from the likes of us. Spider-Man, Crimson Garbage, really whoever feels like being brave! If you want to a chance to fight me, come over to Unit 02's cage. Who knows? Maybe we can end the story early, if you're lucky!"

The speakers stopped just then. Asuka grabbed a hold of Rei's shoulders, and brought her back up.

"Amazing. She just keeps finding new ways to be more insufferable."

Asuka turned to Rei. "Are you okay?"

Rei breathed in and out. Her hands balled into fists.

"I want to… break her…" She said in a growl. "She killed her… I want her dead…"

Asuka opened her mouth, shocked beyond belief. Marie spoke for the two of them.

"You never talked like that, Ayanami…" Marie frowned. "You shouldn't think like that!"

"She has ruined countless lives!" Rei shouted at her. "I want to kill her! Make her suffer for what she did!"

"You're not going to do a thing." Asuka shook her head. "She wants to drive us to that point. I'm gonna stop her." She turned to Marie. "Cat, you better take care of Rei."

Marie nodded. "Come on, Ayanami, we need to…"

"No!" Rei's voice shook. "How do I know you… you won't get… killed… I cannot accept that… please…"

The way her voice shattered like that… it almost made Asuka give up.

Almost.

Instead, she retracted her mask, showing her true face.

"You're not going to lose me." Asuka said, smiling. "I'm your Scarlet Spider, after all. I never give up."

In a fraction of a second, she brought her lips to Rei's own. The other girl's eyes widened, before accepting them in full. They held onto each other, for more than a minute, before they separated.

"That's just a small sample." Asuka said. "We'll try all the other stuff when we get back."

Rei nodded. Soon enough, Marie grabbed a hold of Rei and they took off together. Asuka breathed in, and put the mask back on.

"Showtime."

---

Unit 02. Now THERE was a beautiful masterpiece.

Perhaps it was a lack of lingering associations, but even Naoko could recognize a well oiled machine when she saw one. Four eyes for maximum visibility options, a red and gold color scheme, white stripes in just the right places- why, the Unit even looked vaguely heroic! Naoko cooed over the design. Kyoko Zeppelin Soryuu simply had good taste!

She heard whirring and sadness from her arms. Naoko simply shook her head, gently caressing her precious sweeties.

"Oh don't worry, my lovelies." She said. "Just because I like other machines doesn't mean I don't love you very much."

Even she had to admit, Kyoko had it the worst of the three by far. Half her mind was lost, the other half went into a trash excuse for a meat puppet that hung herself, and her daughter grew up to be a whiny idiot loser. Naoko was thankful she avoided such a fate. Ritsuko was only a mildly depressive, lesbian loser.

"Time to get to work!"

Naoko typed into the keyboard, preparing to send the last proper Evangelion to the fields, waiting to be slaughtered. She laughed to herself.

"Hello, Kyoko. Are you happy to see me?"

In a refreshing change of pace, the computers came to life at once. They even sent a response!

NO.

"Hm." Naoko shrugged. "Fair enough. It's not like we were exactly friends or anything. Want to catch up on life, or…?"

I KNOW WHAT YOU DID. YOU ARE A MURDERER.

"Proudly. I think I may be the most successful homicidal scientist of our generation. Mengele was an incompetent, didn't even get actual results. Not like I will~"

Suddenly, Unit 02's armored plate broke from its jaw. It let out a sharp howl, fighting back against its restraints.

It was working too. The restraints were breaking apart piece by piece, and no doubt if it exerted itself some more, it might even try to attack the office. Naoko could hardly be angry at the display. She was merely stunned.

"Holy crap, you're actually fighting back? I underestimated you! Too bad for you, I had a back up for that."

At the push of a button, bakelite filled the cage. Unit 02 was flooded in the bright red material, and found itself unable to escape. The monitors continued to send texts in response.

INSANE. YOU ARE A MAD WOMAN.

Naoko's eye twitched at that.

"That's what they all said, even back then… listen, I am not exactly in the mood for one of a judgement call. I am here for the facts. The facts are, you're going to die. I am going to kill you. Nothing personal, you're just in the way of my plans."

YOU MADE IT PERSONAL THE MOMENT YOU HARMED MY DAUGHTER.

"Don't get smart with me! I have about seven Evas ready to kill you, with or without a pilot. You're not going to be the one to stop me."

Unit 02 fought harder. It couldn't leave a dent in the bakelite, but it howled all the same.

YOU'RE RIGHT. ASUKA AND YUI'S SON WILL DEFEAT YOU.

"Hahahaha, very funny. Shinji might actually land a hit. Your daughter, last time I checked, was a try hard normal human being. What could she possibly do? Nope and cry"

"I don't know, why don't you ask her?"

Naoko turned her head at the voice. Down in the hangar, the Scarlet Spider waited.

"You must be the newcomer!" Doctor Octopus yelled out. "What makes you so sure you can defeat me, when even Spider-Man doesn't dare show his face?"

The Scarlet Spider retracted her mask, showing the fury beneath Asuka's eyes.

"Because I won't let you kill my mother!"

Naoko blinked.

"Oh dear… this is new."

Author's Notes:

When it came to writing this fic, I tried to look through various Japanese Spider-Man media for inspiration.

That included the Toei series, some manga, and occasionally Marvel Anime like Wolverine. One of those inspirations was the Ryoichi Ikegami manga starring the Yu Komori Spider-Man. The first enemy he fought was a man called Shiraishi, aka Electro. Rai and Sunako each take aspects of his story, Rai inhering the powers, and Sunako being the elder sibling who underwent an experiment to take care of their smaller sibling who happened to be friends with Spider-Man. In fact, originally their powers would have been switched around before I decided it made a lot more sense to give then thematically appropriate powers: Rai is lightning, so he had to be Electro, and Sunako, meaning sand child, was the Sandwoman. The Lizard's story in this fic came out due to similar circumnstances, his story being bazed on Inumaru/the Lizard on that manga.

Yui and Rei were originally not supposed to be given such gruesome fates, as they were supposed to "only" be set to self destruct. However, a combination of fridge logic and sadism made me realize it would make a lot more sense for this fic's version of Naoko to be more cruel in her punishing her enemies.

The Vulture battle is based on his fight in Web of Shadows. I love the idea of those air blades being a part of Vulture's arsenal, so i wanted to include in this fic.

Edit: I altered the conversation between Shinji and Mana a bit to demonstrate better continuity with previous chapters. It sucks when you forget YOUR OWN work, doesn't it?

I won't make excuses, i was late and should have released this sooner. Let's look at reviews:

C.S. Allen: We'll find out next chapter.

Z-King: Hopefully the surprises keep you interested!

Author0fntent: You're on the right track. You'll probably figure it out immediately upon reading this.

lautaro94: Alright, I can give this a try. We went through a list last time, so let's see who else I missed... Yui Ikari, at least in this fic, is extremely dedicated to her goal and refuses to compromise for much else, so I can see her passing. Gendo has lived his life closing his heart and refusing to see the forest for the trees, along with denying his crippling self doubt, so safe to say he probably wouldn't pass. I chanegd my mind on Aoba, I think he'd be likely to pass as everything I gleamed from him indicates he lived his life according to his own principles, so he'd make it. The SEELE Council is a bit ambigous, 'cause while they are dedicated to Instrumentality, there's the suggestion they're in it as much for themselves as they are for mankind. Taking the conflicting nature of their portrayals, I'd hesitate to say they pass but I don't know enough for sure. I'm not even sure if the Angels would quality for this? They're mostly mindless beasts in canon, but since this fic gives them more personality... hm, I think Bardiel would be the only one not to pass? Bardiel is too human, he's gone through crises of emotion and conflicting personality changes, he hasn't lived by his own rules perse. Again, don't take what I say as gospel, as even within Judgement Day doesn't make it too clear what the Progenitor's criteria is. I hope my answers make sense.

Next Chapter: Friends and Lovers