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!

44. Friends and Lovers

Friends and Lovers

"Name and occupation?"

"…"

"Name and occupation?"

"…"

"Sir, I'm going to need you to not waste my time. Name and occupation?"

"… Hirano. Hirano Daiki. Prisoner."

"I see. Enter."

The secretary gave him his I.D. card. Daiki attached it to his shirt's breast pocket, and entered the building. It wasn't any more pretty on the inside than out. Over a dozen men marched around shattered floors and broken pillars. Most of the engineering manpower focused on the model piece in the center, a giant machine wired to the floor. The city's MAGI computer, finally becoming fully operational after a year long delay.

Daiki Hirano wasn't very happy given the circumstances. At least in the Kuzuryu, he commanded some respect from regular people just being in the room, even if anyone actually in the group looked down on him. Now, he was just a nobody, trash among trash.

Surviving the tornado that devastated the city didn't improve Daiki's life one bit. His life had been a downward slope since high school, and Daiki had long accepted it would never get better. Daiki had to play the cards he was dealt with, and outmatch anyone who got in his way. He came close a few times too.

If only he never met that Spider-Freak.

'If he hadn't stopped me from being a big shot…' Daiki thought to himself. 'I coulda been a someone, a big man! Would have overthrown Yashida and everyone else… but no! I'm stuck here along with the garbage. Can't tell if this was any better or worse than taking that broad's deal anyway.'

He took a deep breath, and sighed. Losing his cool now would waste time. The prison would happily welcome him back no matter how broken he came. Daiki had a responsibility- as they put it- to work on the MAGI. Nothing too stretching for a dumb grunt like him. Move construction materials or a few hours, do some light work, then go home. He had to do a lot of odd jobs as an enforcer, and this wouldn't be any different.

The operation was supposedly a second chance, according to the warden's announcement vid. But Daiki knew better. It was another prison, and he was locked up with the rest of the animals.

'That self righteous asshole… BAH!' Daiki shook his fist. 'I hate that wall-crawlin' bug! I would have flattened him out forty one times over if I still had the suit!'

He heard shouting his way, and Daiki froze. A brief daze came over him, before he shook his head. Remembering he had to actually get to work at some point, Daiki saw a sizable metal tube lying in the middle of the room.

"Somebody gonna help me with this thing?!"

No response. Everyone else was busy. Of course. Daiki placed his hands together.

"Show time…"

He brought his hands around the tube, and attempted to carry it up. In only a few seconds, Daiki had to exhale rapidly with how much he exerted himself.

"Heavy as fuck… what the hell…?!"

He tried again. This time, he managed to pull the tube off the ground, but didn't lift it for much longer before gravity pulled it back. He groaned. How heavy was this thing?!

"Dammit! Grrrrrr…" Daiki growled. "I hate this shit!"

Fortunately, someone did come to his rescue. As Daiki pulled on the right side of the tube, the left side was claimed by someone else.

"Um, hello! It looked like you needed help there."

Daiki raised an eyebrow at the almost nasally voice. He turned his head, not too much, just enough to get a look at the noble samaritan running his mouth. Daiki felt a twinge of disappointment when he saw a man who was, in his eyes, a scrawny twig wearing glasses too big for his nose.

"I don't need it."

"I'm sure you you didn't. The man rolled his eyes in a way that made Daiki twitch. "So, how do you do? Exciting work we're doing, huh?"

Daiki considered dropping the whole tube on the man and making a run for it. The only reason he didn't do so was because the guards were watching him.

"Yeah, sure. I love being in a dump like this. Great for my self esteem."

The man chuckled. "Dissatisfied, are you?"

Daiki groaned.

"Tell me about it." He clenched his fist. "If it weren't for Spider-Man, I would be off…" He blinked. "Well, I don't know, but definitely not wasting my life on this crap."

Curiously, the man's smile grew wider. "Oh? You've met Spider-Man? Must have been fun."

Incredible. Someone who actually wanted to know how that happened. Daiki grinned, having this story prepared for months.

"You know the Rhino guy from a year ago?" No response. "What, you don't watch the news? Fine. There was a big guy in a Rhino suit that wrecked the town. That was me. I rode that thing and smashed anything in front of me. It was awesome!"

Daiki expected something. A cowardly grimace. A proud nod. He didn't expect the twig to give him an almost smug shrug.

"I find myself with a fellow Spider-Man villain. I am lucky."

Daiki felt insulted. He may have crashed and burned by the end, but he still gave the city a show. At bare minimum, he should be treated like a big shot for his stunt! The audacity of this twig, perhaps he should drop the tube on him…

Wait. What did he mean by fellow?

"You fought that bug?!" Daiki shouted, incredulous. "What the hell?!"

"Indeed." The man said. "You probably hadn't heard of me. A few months ago, I was Mysterio. An alien invader, out to defeat the Spider-Man for the Iron Cross army. After a little rampage, I turned myself in. It was embarrassing, honestly."

He was right on one count.

"Using a lame gimmick like that is embarrassing." Daiki said. "People respect what they're afraid of. You're not scary."

The man shook his head. Daiki thought he saw a flash of regret over his eyes.

"Oh, I was plenty scary, I assure you." He sighed. "That was why I quit. I went too far and hurt people I didn't mean to. Spider-Man really did save my life back there. I couldn't be more grateful for his mercy."

He shrugged again. "Kitagawa Moya. Let's both try our best here."

Great. Bad enough he got stuck with the trash, but he was with a fan. Daiki would have hurled then, if he didn't already have an empty stomach.

"He messed up my chance to be a big shot." Daiki said. "I got nothing to be grateful for."

Moya shook his head. Daiki hated the disappointed frown on his face. Kitagawa acted like he was his mother or something, looking down on him.

"What gives?! You got something to say, then say it!"

Moya sighed.

"You're not going to believe me. Not yet. But there are worse things in the world than being mediocre." He responded. "The lengths you go to for attention… they can drive you places you never thought you'd be capable of. I don't mean that in a good way."

A snort. "Yeah. Right."

They heard the sounds of hurried steps and loud clanging next to them.

Turning their heads left, the unlikely duo found an engineer running up to them. The engineer's eyes were bulging out of their sockets, the sweat on his forehead only compounded by the constant intakes of breath.

"Stop what you're doing and listen! You have to know!"

Moya frowned. "Know what? What is happening?"

The engineer swallowed a lump in his throat. "They blew up Shinjuku."

They couldn't run fast enough.

Daiki and Kitagawa were only needles in a haystack as an overwhelming amount of staff and engineers gathered around the only TV set in the entire area. They huddled together staring intently into the screen, watching the carnage unfolding before their very eyes.

The engineer was right. No matter what channel was on, all they could saw the city of Shinjuku being wiped out in a fiery haze.

"It can't be… No…" One of the workers said. "My family lived in Shinjuku…"

"Who could do something like that?!"

"Maybe an Angel?"

"They were all supposed to be dead, right? NERV said so!"

"Are you really gonna trust the government on that?!"

"Whatever the situation, that city is dead!"

"NO!"

Daiki couldn't believe it himself. In his brief stint as a career criminal, he knew the score. There was a hierarchy, rules that were meant to be followed. Everyone benefitted, so long as they knew their place. He resented it, he rebelled against it, but he knew how the underworld worked.

But this… Daiki couldn't see the benefit in destroying an entire city. It painted a large target on your back no matter where you went, any son of a bitch with a gun would want you dead for wiping out their children, there'd be no safe place to hide.

What kind of madman would pull off something so insane?!

His answer came in an instant. After a few more minutes of Shinjuku's flaming demise, a woman in the screen. She had a large, happy grin.

"Hello. My name is Doctor Naoko Akagi. The news called me Doctor Octopus for a spell. Recently, I've been the Master Planner…"

Daiki knew who she was. The crazy chick who murdered everyone at the hospital, and tried to derail a train. Another one of Spider-Man's messes. She offered him a chance to come with her for the new world or some shit. He said no, knowing not to deal with crazy people. Even he didn't see her blowing shit up like a terrorist.

'The bug shoulda killed her when he had the chance.' Daiki thought. 'Would have saved us all the trouble.'

The speech went on for long. Every spoken word drove a dagger into everyone's soul, knowing the sheer magnitude of the damage Doctor Octopus was causing. Reports of buses and trains crashing, city wide power outages, people trapped inside buildings with no room for rescue. The MAGI was under the Doctor's control, and it was being used to destroy their country little by little.

Hundreds, if not thousands dead before the hour, and nothing they could do. Only Kitagawa spoke what was on their minds.

"My God… She is going to kill us all."

It was a severe understatement, but Daiki couldn't help but nod along.

What else could he do when it seemed like the end of his world is at the hands of a nutjob like that?

---

Doctor Octopus, formerly known as Dr. Naoko Akagi, was curious.

She had expected to fight Spider-Man at some point. It was inevitable. Shinji Ikari led her down this path. Whether he knew it or not, their destinies deeply intertwined. She might as well be alive because of him. Of course, any match between them is fated to have one of them die, and she intended emerge from that encounter victorious. In the end, all proceeded according to her design, with only a few surprises during her invasion of NERV HQ.

Encountering another spider person in the midst of blowing up Unit 02 was a pretty major surprise, as far as Doctor Octopus was concerned. The so-called Scarlet Spider turning out to be Kyoko Zeppelin Sohryu's daughter, Asuka, was a fork in the road he did not expect.

"Let me make this real simple." Asuka shouted from below. "Back off from that Eva, or I'll kick your ass!"

Standing atop a station overlooking the Eva cage, Doctor Octopus couldn't help but smirk. The girl thought she was someone important, how adorable. Unfortunately for the wretched doll, Doctor Octopus knew when she was faced with a worthy adversary. Asuka was not one of them, only a stop gag until the real Spider came along.

"Oho? Humor me, doll-face. Even if you win here, how will you stop me?" Doctor Octopus started. "I destroyed two of your Evas and rendered most of Headquarters a graveyard. The plan can't be stopped now that it's in motion. There is no way you can win in your present condition."

Doll-face? Asuka bared her teeth at the insult.

"I wouldn't be too sure about that, Doctor." She spat out. "I know how important your funhouse demon Evas are to your plan. If I break even one, you can't control Third Impact."

Doctor Octopus trained her hand towards the ejection command key.

"All that means is that I should send this out immediately, before you get your chance."

"But you can't do that, can't you?" Asuka's blue eyes bore a hole into her enemy. "It's not fitting for your character, or you would have done it by now."

Doctor Octopus raised an eyebrow. "What makes you say that?"

"I know how you are. If this whole thing was about practicality, you'd have blown up all the Evas without announcing them. You WANT people to know. You want to prove you're better than everyone else. You have to beat me first, if only to show how thoroughly fucked we all are."

Her finger continued to dance around the command key.

"Oh you're good." Doctor Octopus acknowledged. "But why would I give you my attention? You're not Spider-Man."

"No. But! I'm the one who just beat Sandgirl a couple of minutes ago." Asuka grinned. "I've come this far, but who knows? Maybe after fighting countless idiots with guns, an old hag will be the one to take me down."

Naoko's eye twitched. Her finger slipped from the keyboard, retreating into a balled fist.

"If you're so insistent on losing your life, I'll be happy to oblige."

Her mechanical arms whirled behind her, their claws readying for the kill. Doctor Octopus could kiss them with how in sync they were with her. Such a reward comes only when the target is dead. Doctor Octopus' mind raced with potential outcomes, trying to gauge how their match would play out. It was a miracle she only felt a slight headache from it.

"Any parting words you'd like to share? Because I don't think you're the type to beg for mercy."

Doctor Octopus could see it in the girl's eyes. The ferocity, the hunger, the need to prove herself… it reminded her of a bright, upcoming scientist she knew long ago. It was as if staring into a fond memory.

It is a shame to repeat history., but alas

"You're right." Asuka spoke defiantly. "I don't beg, because I know I'm going to win."

She put her mask on. Whatever soul she saw before, Doctor Octopus could no longer see it in the girl's eyes. The red suit's golden visors gave away nothing, and four spider-like limbs unfolded from her back, ready for a match.

Four limbs…

Doctor Octopus turned to her mechanical arms. She shook her head.

"Looks like we got competition." She spoke as one tentacle shut its claws in anticipation. "We'll show her, won't we?"

THWIP!

Doctor Octopus tilted her head out of the way, not looking at the webbing she avoided. She heard a battle cry, and made a move for the Spider's outstretched leg. Having grabbed the girl, Doctor Octopus slammed her to the ground, with only the latter's quick reflexes dodging a pair of tentacles aiming to stab her. In the struggle, Scarlet freed her leg from the arm grabbing her, stretching her hands out-

A loud click. A pair of capsules appeared over Scarlet's wrists. She swiftly threw them at Doctor Octopus.

"Tch! Don't take me for a fool!"

She brought up her upper metal arms, shielding herself from a small explosion. Doctor Octopus thought she was in the clear, only to realize- much to her horror- that her babies were now trapped.

"Webbing?!" She snarled. "How dare you?!"

"What, you think I'm stupid?!" Scarlet Spider shouted. "I come with insurance!"

Her hands glowed bright green, and fired a blast.

Doctor Octopus commanded her lower tentacles to block the attack, using the upper arms stuck together as a club against Scarlet. A swipe later, the Scarlet Spider attached herself to the ceiling, drop kicking the doctor as soon as she was able. The attack resulted in Doctor Octopus being knocked into the Eva Cage itself.

The doctor felt her body slam against the Bakelite-covered arena. Of all the steps in her plan, Doctor Octopus was most proud of putting this countermeasure in place before sending Unit 02 out to die. Kyoko had been quite the angry one, not unlike her daughter.

'Maybe once I kill Asuka I can stuff her inside of Kyoko's Eva… Mother and daughter dying together, how poetic.'

She saved the idea for later. Right now, Doctor Octopus had a fight to win.

She recovered her bearings, fast enough to see the Scarlet Spider climbing out of the broken work station. The golden spider-legs carried her.

"What's the matter? Can't keep up with the newer model, old hag?"

Doctor Octopus grit her teeth. "Trust me, doll-face, I've only just begun."

She slammed her webbed-up tentacles at her enemy, but the Scarlet Spider already jumped from the attack a moment ago. She webbed herself across the room to avoid the angry scientist trying to kill her. It made Doctor Octopus grimace.

The doctor wished she could just reach out to Scarlet's neck and strangle her. She knew that keeping herself at a distance from her enemies was the better strategy, but didn't make it any less infuriated, not helped when the Scarlet Spider apparently also favored this strategy, She did not allow the tentacles a moment to reach her. If Doctor Octopus were to beat Scarlet, she had to bait the girl.

"Come on, is this what Unit 02's pilot can do?" Doctor Octopus shouted. "Even Spider-Man would have ended this fight by now! Just another way you're an inferior copy!"

Another swipe from the tentacle. Another miss. Asuka was thankful her Spider-Sense worked today, unlike Idiot Shinji's.

"Projection much? You're the only failure around here!" She yelled back. "Ruining all you had because of a couple of mean, boo-boo words? Even the stooges aren't that dumb!"

Scarlet landed on top of a railing, failing to anticipate the tentacles striking it as she did. It destroyed the platform, forcing her to fall straight into the Bakelite with Doctor Octopus. She aimed her hands to shoot a combined Poison Blast, but was knocked off balance when her feet were pulled by the mechanical arms.

"You know nothing, Sohryu!" Doctor Octopus responded, glaring at Asuka. "I was betrayed, RUINED by the men around me! I'll never have the respect I desire, so I'll make them all pay!"

Scarlet Spider's own mechanical stingers carved into the floor, stopping her from being dragged by the tentacles.

"Boo-hoo. You suffer, so everyone else dies?" Scarlet shook her head. "You're an insufferable whiner."

Doctor Octopus bared her teeth. "And you are a chatterbox that won't stay shut!"

Her upper robot limbs finally tore the webbing apart, their claws aching for a chance to stab their opponent. Unfortunately for them, Scarlet webbed her torso, and quickly jumped to land a kick on her face.

SPIDER-SENSE!

Scarlet commanded her gold stingers. All of Doctor Octopus' metal arms converged on their target. One claw caught Asuka's foot, but her stingers kept the enemy's other limbs at bay, enough for her to launch a web-line away from the enemy. Scarlet attached herself to another wall, mentally processing what happened.

'Idiot Shinji was right on the money, she's hard to beat.' Asuka thought. 'I can't just quit now, though. I have to get her guard down.'

She pulled out a small device from her belt. An upgrade to the suit made a day ago. Asuka only hoped it wasn't damaged by the sandstorm earlier.

"Why should I shut up? You know I'm right." Scarlet Spider placed a hand on the wall, attaching the device. "Sleeping with the boss is hardly a smart move for a scientist."

Scarlet jumped out of the way of another tentacle strike. She webbed her way around the room, Doctor Octopus' fists clenching further.

"Love makes you do stupid things, doll-face." She said. "That's why I've outgrown such silly nonsense. All they do is drag you down."

"Is it just that?" Scarlet continued. She attached another device to the wall before jumping. "Sure, the Commander's a fucking dick. Woopdie-doo. Somehow, I don't feel all that sorry for you."

"You shouldn't. I am the woman who's going to kill you."

"Oh, it goes beyond that. You're a loser, Doc!"

Asuka didn't regret saying it, even as the tentacles almost sliced through her.

She realized she struck a nerve when the mechanical arms began to act erratically, no longer aiming at her in particular. Scarlet had to stop herself from having one slam into her head by accident.

"A LOSER, am I?!" Doctor Octopus yelled. "You call me that, after I took over NERV, after I destroyed most of Japan?! You dare say that to me, when I've been working through your every trick?! DON'T MAKE ME LAUGH!"

Her Spider-Sense tingled, causing Scarlet to move out of the way of another attack. Another device was lodged into the wall.

"I'm calling it what it is: a temper tantrum! You're crying 'cause you didn't get what you wanted, so you make it everyone else's problem!"

Asuka knew what kind of venom drove people like Dr. Akagi. The anger, the bitterness, the entitlement, how they warped one's mind step by step so every dagger to the chest, every dark thought is justified. She had been through that hell, and only pulled back when a bullet landed her in the hospital. Asuka would be damned to before going through that again.

"What's it gonna take for it to end, hm?" She continued. "A million dead babies? Or maybe billions? A whole planet of dead babies? What do you want, exactly?!"

Scarlet Spider jumped behind Doctor Octopus. She switched the gears on her web-shooters, dispatching a case of electrified webbing. The last batch after she used most of it on the Sandwoman.

"I want you…" Doctor Octopus said in a growl. "… to shut up!"

Her upper left tentacle caught the web in its claws. The shocks went off, but against Adamantium plating, it had no effect. All it accomplished was make Doctor Octopus' eyes widen.

"Electric…" Her eyes widened. "Your webs are not organic… you must be a fantastic engineer at your age."

Scarlet Spider bent her knees, her own mechanical stingers gripping the ground.

"I graduated college early." She simply said. "When I get out of here, I'm going to spend the rest of my life undoing your failures."

"That's if you live past today, doll-face." Doctor Octopus shook her head. "Word of advice. Never watch the feet. Watch the hands~"

Adamantium was stronger than steel. As such, her mechanical arms tore Scarlet Spider's upper stingers without an issue. Before Asuka even knew it, another tentacle slammed into her stomach, backing her against a wall. She attached to it, and jumped backward from another swipe. Taking advantage of an opportunity, Scarlet slid her feet across the tentacle, running towards Doctor Octopus. In an instant, Scarlet successfully slammed a fist at her enemy's face.

"GAH!" Doctor Octopus yelled. "You idiot-"

"HA!"

Scarlet punched the doctor, again, and again. It didn't matter where, her stomach, her chest, her eyes, all she knew was that she needed to hit her anywhere she could. Scarlet's lower mechanical stingers reached behind the doctor's harness. If they could reach a bit further…

Asuka felt her Spider-Sense tingle again. Before she knew it, Doctor Octopus gripped the stingers. A quick crunch of metal, and the effort was wasted. The doctor had crushed the stingers within her fists. It was all Asuka could do to jump away before she could be stabbed by Doctor Octopus' tentacles.

For her part, Doctor Octopus let out a hearty laugh.

"If that's the best you can do, then you're a disgrace to that symbol. Take off that costume. You're nothing but a pretender grasping at the bottom of the totem pole."

Asuka panted. She was getting tired, and she was sure Doctor Octopus knew it too. She used up most of her gadgets fighting the doctor to no avail. She couldn't quit now, however. Not when doing so would mean the end of the world.

"I wouldn't be so sure about that." Scarlet Spider smirked under the mask. "You haven't seen my ultimate move."

"Ultimate move?" Naoko raised an eyebrow. "Then, by all means, why don't you show me?"

"With pleasure. But first, I'd like to ask you a question."

Scarlet Spider pressed a button on her wrist. The timer was set. She just had to stall for a tiny bit of time. Scarlet gazed behind her, seeing that the catwalk was broken in two. She could work with this.

"See, there's something that's been bugging me about this whole fight… even if you had months, there's no way you could have trained hard enough to take my punches. What gives?"

Scarlet took a step back. Doctor Octopus snorted.

"Is that all?" She waved her hand. "I used Ikari's DNA to graft myself with unbelievable powers! We're entering the age of superhumans, and one must adapt to survive. Do you have any other stupid questions?"

"No, not really…" Asuka shook her head. Another step back. "Unlike you, I've had to make my own miracles."

She watched her step. Her foot could feel the edge of the catwalk.

"If you can call copying another as your own miracle, sure." Naoko shook her head. "Okay. I'll bite. What's this miracle you have in mind?"

"Multiply one by a thousand, you still get one." Asuka smirked. "Spider-Clones, now!"

The devices she had set up around the room began to stir. They projected beams of light around the room. All showed a moving picture set, displaying a proud Scarlet Spider ready for battle. If the doctor had to guess, the projections might have been made of hard light. They were nearly seamless, only the blue lighting around the borders and the occasional glitch being giveaways. To create dozens of Scarlet Spiders around the room would have taken hours of immense effort.

If she had a moment to think on it, Naoko Akagi would have praised the genius in front of her.

"This is your masterstroke?" Doctor Octopus asked. "Please. All I have to do is hit the woman in front of me, and you'll be as good as dead."

"Not yet." Scarlet shook her head. "You have to find me first."

With that, Scarlet dropped from the catwalk, past her enemy's sight. Doctor Octopus attempted to strike at her, her tentacles stretching under the catwalk, but to no avail. She cursed herself for her overconfidence, as the hard light projections began to rain upon her.

"Cute! Are you actually going to fight now?!" She yelled. "Or do I have to break every single one of your dolls before you face me!"

Her tentacles blasted through the clones. They instantly broke apart, but reformed quickly. They taunted her, laughed at her.

"Haha, look at this idiot!"

"We're invincible! You're not!"

"Amazing. You're so stupid if you think you can take me!"

"NUH UH! I'm the best!"

If Doctor Octopus could find the projectors, she would crush them all. She grit her teeth. One by one, these facsimiles of Scarlet Spider drove her mad, with their repetitive, smug lines and putrid performances. Doctor Octopus should be above such petty nonsense, having had enough roasts for a lifetime.

"Must be annoying having to deal with all of me!" An echo of the real Asuka said, Doctor Octopus surmised with a shit-eating grin. "Worst part is, this isn't even my ultimate attack."

"Oh?" Doctor Octopus raised an eyebrow. "What is it, then?"

Suddenly, all the Scarlet Spiders raised their right hands. As it balled into a fist, the hand glowed green.

"You can't stop all of them! They might not hurt you, but only one has to do anything! Now come on! Show me what you're made of, Doc Ock!"

Doctor Octopus realized she was trapped, caught in the lion's den. She knew how the green blasts could pack a wallop. She wasn't sure what she would do if she suffered a full hit of it…

The Scarlet Spiders sped around the room, becoming faster with every second. It was now or never. Doctor Octopus had to resort to her own ultimate weapon.

She closed her eyes, and breathed.

Doctor Octopus could see it in her mind's eye. The hard-light clones converging on her position, moving with focused, programmed purpose. They repeated their tired lines, attempting to rile her up, throw her off balance. They had their fist raised, ready to blast her. They were all growing closer, eventually passing through her…

All except for one little, dainty girl, twitching ever out of place.

"…"

The chaos gave away to clarity. Evangelion. Her nose bled.

"…"

In an instant, her eyes opened.

"… How annoying."

The clones had dissipated, just as she had predicted. A tentacle lodged through Sorhyu's stomach, her arms fallen to the side. Her hand's glow dimmed. Asuka had lost.

Doctor Octopus could feel the glare coming from the girl. For all the good that did. She knew who really won this battle.

"You gave me quite the run around. Almost worthy of the spider. Almost" Doctor Octopus told her fallen enemy. "Unfortunately for you, I am simply better."

The girl coughed, bleeding from the mouth. She tried to move, forcing herself to move closer to the doctor, in spite of the tentacle stabbing through her stomach. Doctor Octopus indulged her, marching towards to the dying pilot. It will be the last thing she would ever have.

"Grrr… heh heh… I get it…" Scarlet Spider said. "How you were able to plan all this… predict what I was gonna do… you have a power too."

"I thought that was obvious." Doctor Octopus said. "Didn't you go to college? What other brilliant insights will the dead have to offer?"

"It's more than that… haha" Scarlet continued. "I can tell… you can see into the future…"

The goggles gave nothing away, but Naoko Akagi felt her eyebrows raise at the statement.

"Indeed. It was my primary weapon." Doctor Octopus explained. "Spider-Man, Scarlet Spider, all of you… you were no match for me once I had it. I planned everything down to the letter."

"That explains it… hahahaha…" Scarlet spat out. "You're a cheater… Worse than worms…"

"Newsflash. Adults do whatever it takes to survive." Doctor Octopus leaned her head to the girl's ear. "Any last words before you die?"

A small chuckle. The glow from Asuka's side increased.

"Sure… ha… watch for the hands…"

With that, Naoko suddenly felt a vicious jab to her left eye. She hardly had the time to react, as she faced the full brunt of a large, green Poison Blast to the face. The pain was horrible, searing through the eye and beyond. Asuka fell to the ground, holding her hands over her wound where the tentacle once was.

"RRAAAAAAAAAAAAAGH!" Naoko yelled. "HOW DARE YOU! HOW DARE YOU!"

ccrrrrrrrrrCK-

She clutched the side of her eye, feeling the way it burned. The left side of her goggles shattered, a whole side of her face scarred beyond recognition. Naoko's mind swirled with flashes of dark and twisted thoughts, all of them converging on one target…

"I DESPISE YOU MORE THAN EVER, SCARLET SPIDER!"

Naoko didn't bother using her mechanical arms. She grabbed Asuka's neck with her own fleshy hands, and squished.

CKrrrrrrrrCK-

"You and I are plenty alike, you know?" She taunted the girl. "We could have been working together, creating a new paradise for ourselves! But I chose my path, you chose Ikari's. Oh well, you won't be living for too long…"

Naoko grinned.

"Die, you stupid DOLL-"

CCCCRRRRRRCCCCKK!

Of course, Naoko couldn't actually strangle her for long. She had seen everything in her mind's eye, including the Bakelite being torn apart by a giant hand.

With that in mind, Doctor Octopus narrowly dodged said hand, just in time. Using her arms to propel herself back to the station, Doctor Octopus could only let out a heavy sigh upon gazing at the creature that disturbed her attack.

Evangelion Unit 02 had successfully broke out of its restraints, and through the Bakelite. Enraged at the injustice upon her daughter.

The Eva attempted to reach its hand toward the station, trying to grab its target.

In the advent of fighting an Evangelion, Doctor Octopus made a practical decision.

"I'll retreat to the MAGI, for now." She told herself. "There is nothing to gain here."

She ran as fast as her tentacles could take her, the hand not being able to fit through the hole.

Unit 02 quickly gave up on chasing the doctor. The Eva had a much more important priority, as it held out a hand protectively over the Scarlet Spider. Its head took one long glance at the fallen pilot, its four eyes left in mourning.

Kyoko summoned an entry plug, and brought her precious Asuka inside of it, to heal…

---

Rai Shiraishi had to see it for himself.

He couldn't delay it any longer, not after the doctor had informed him of what happened. He used his mastery of electricity to check for life signs. Anything that could indicate bio-electricity still flowing through the body.

Nothing. The Scorpion's lifeless corpse was wrapped up in a body bag, lying alone in a broken laboratory.

Rai frowned at the name. He wasn't the Scorpion, he was Tsuyoshi Kotei, his best friend. Rai knew that Kotei had been thoroughly examined, both for possible mutations and potential resurrection. Neither happened in the months he had been placed in custody, so it was decided to move his body to another research facility. It was the plan, before NERV had been taken over by Rai's team.

With no one to judge him, Rai wept openly for the deceased monster.

Kotei had been his best friend since childhood. They sparred together, comforted one another in their worst moments, even when Sunako told him to stop spending time with Kotei. They went through so much together, making it to high school. Even when Spider-Man attacked him, Kotei believed in his friend and stopped the wall-crawler from fighting further. Rai thought he would be there forever.

Now, Kotei was dead. Another victim of Kokoro's destruction. Courtesy of Shinji Ikari, the Amazing Spider-Man.

Rai held the Scorpion's head close to his torso, trying to keep himself together. The thoughts crept in like a dark cloud. He had to let it out.

"Ikari did this…" Rai whispered. "He killed you, Yamagishi, and all of those people…"

Rai was aware that Section-2 were Kotei's actual murderers, being the ones that shot the Scorpion to death. But Doctor Octopus told him what happened beforehand. An enraged Spider-Man beat his friend to near death. Even if the police hadn't come, Kotei would have still died due to his wounds.

Not to mention the Lizard that crawled the streets of Tokyo-3. His former teacher, Professor Inumaru, tried to fight back against HERZ because of Spider-Man. Instead, he was turned into a monster and lost his family. Because Spider-Man didn't kill him, the Lizard came to Tokyo-3 and experimented on countless innocent people. He was most likely dead as well. No one had been able to find the body.

All before Mayumi Yamagishi. A half-angel who had no one to help her. She was responsible for the storm that broke Kokoro, which Doctor Octopus surmised as being the result of emotional shock. A shock, most likely, courtesy of Ikari. It left an entire city destroyed and many dead.

The picture became clear. Spider-Man was a murderer, and it was because of him that he and Sunako were now like this. Freaks of nature, tools of SEELE. If Ikari cared, he would have given Adam to him. Now, they were enemies.

"I will avenge you, Kotei…" Rai told the lifeless Kotei. "Ikari will pay the price."

He hadn't intended to be in the company of low lives like Doctor Octopus, but she was the one with a cure. Rai had to obey her orders for him and his sister to survive. He suffered much, as did Sunako, as did Kotei.

Doctor Octopus showed him true power. He had to take the chance.

With that, Electro vanished into the current. There was the one goal he had in mind.

He wanted to kill Spider-Man.

---

"That takes care of the last one."

Temporary S.H.I.E.L.D. Agent Mana Kirishima stretched out her arms, cracking them a bit as a dozen or so soldiers lied on the ground. Shinji Ikari, also known as Spider-Man, finished webbing another enemy soldier to the wall.

"You say that, but I did all the work." Spider-Man said. "You were having problems with two of them."

"Don't give me that, I saw you barely take out one." Mana smirked. "What happened, your spider-strength sneezed fo a moment?"

"You tell me, you're the one with the super spy training."

"Yeah, and it's telling me you're sloppy."

"I beg to differ, for a super spy you're not too great."

"For a superhero, you keep almost losing to guys with guns."

"Almost being the keyword here. You keep losing."

"Could you two, like, shut up!" A webbed up soldier said. "I can't stand your half-assed banter any more than I can stand my ex-wife!"

Mana rolled her eyes. She went to the soldier, and kicked his face.

"Missed one."

"Sure." Spider-Man shrugged. "Kirishima gets 3, I get the rest."

"The rest is only 4. I'm only one point behind."

"One."

Spider-Man turned his head left. He didn't hear footsteps, nor did his Spider-Sense detect anything. Then again, the latter hadn't been working right either. They had to keep moving.

"We should be near the Central Power System." He said. "If we don't stop Rai, we won't be able to take back the facility."

"Wait, hold up!"

He turned back to Mana, who had her hand raised. She fired another dart, hitting an incoming soldier.

"Again, you should have seen that coming." Mana said. "Not sure how I feel about the Spider being blind to danger."

Spider-Man could feel her point. He should have explained a while ago.

"About that, I… ACK!"

A small move to the left, and Shinji felt a pain on his chest. He covered the wound with his hand, only for blood to spill on it.

"Shit…"

Mana raised an eyebrow in concern. "What's wrong, Spidey?"

"M-My wound hasn't been healing right." He admitted. "It should have been better minutes ago."

His comrade frowned. Mana drew closer to inspect the wound.

"The Vulture cut you deep. Further in and he could have killed you." She had to ask a question. "Come to think of it, you seemed off when you were fighting him. What gives?"

Spider-Man shrugged.

"I didn't want to say it, but… My powers have been out of whack for a few days. Especially my Spider-Sense, it hasn't picked up danger."

Mana's eyes widened. "Shit, now you tell me?! I have a half blind wall-crawler here!"

"I've been doing well so far, haven't I?" Spider-Man chuckled, before hissing in pain. "Actually, maybe we should take a break…"

"You better." Mana placed her hands on her hips. "How do you expect to fight Electro like that?! You'll get yourself killed!"

"What's the alternative? You can't do it either."

"I can do it a lot better than you in your state. Hold still."

Gently, Mana lowered Spider-Man to the floor, back against a wall. She took out bandages from her belt.

"Good thing something came out of infiltrating the hospital." Mana shook her head. She wrapped the bandage around her would-be patient. "Talk to me. You and Electro share a history, right?"

"Dr. Akagi gathered these people… I fought all of them before." Spider-Man said. "They were all difficult. Some of them I didn't really beat."

"Yeah, like that Sandwoman." Mana mentioned her name. "Asuka seemed to do okay."

A short while before they encountered the soldiers, Marie Vincennes, aka the Black Cat, informed the duo through the ear-piece that Asuka and Sandwoman engaged in a battle. It ended in a draw, with Rei almost dying if it weren't for Marie's rescue. Shinji tearfully thanked Marie for her help. No matter how sheepish she took it, it was proof to him that Marie was better than she gave herself credit for.

It was curious that Sunako left them alone after that encounter. Would she turn up again? Neither Mana nor Shinji could tell. Their hope was that she wouldn't join her brother in the upcoming battle. Twin forces of nature vs a Spider-Man and a random agent? Even a blind idiot could tell which way that fight would go.

"If Asuka could fight her to a standstill, she shouldn't have a problem with anyone else." Spider-Man nodded. "She's… much better than I am. She deserves to be called a hero, unlike me."

The wording set off alarm bells in Mana's mind. She forced herself not to ask, afraid he wouldn't respond to her.

"Can I ask you a question?

"Hm?"

"You don't have to answer if you don't want to." Shinji clarified. "I just wanted to know your opinion.

Mana blinked. "Sure. Anything."

"… do you ever look back at something you did, and wonder if it was your fault?"

"Lots of times." Mana applied tape to the bandage. "You?"

"Plenty." Shinji frowned under the mask. "I know that I can't change the past. I'm only human, there's only so much I could have done… but the thought keeps me up at night. People I hurt, who I could have saved… if I had been better back then, maybe I could have solved some problems before they got worse."

Well. Mana carefully thought of her answer.

"I… don't think I can say anything to soothe."

She could tell that Shinji's face fell under the mask. "Oh."

"Hold on." Mana shook her hand. "I say that, because I lived most of my life without control. I'm probably not the best person to ask."

"What do you… oh." He realized it in an instant. "Sorry."

"It's okay. I've been forced into this life since I was little, trained to be a soldier. I had the best teacher breaking me down until I was a puppet for the JSSDF… one could say I was never at fault for what happened, since I was forced into that life. Some might say that since I pulled the trigger I needed to take responsibility."

Shinji's eyes widened. "… you killed someone?"

The fact he asked in a non-judgmental way gave her pause. Mana realized she was right to trust him.

"You remember how the JSSDF tried to purge the evidence? I was there. I saw the scientists and personnel die before my eyes. They didn't stand a chance. One moment, I was corned against the wall, despairing over my situation, and then…"

She froze. Spider-Man put a hand on her shoulder.

"You don't have to continue."

"… When…" Mana swallowed a lump. "Soldiers surrounded me, ready to fire. My teacher… Yelena Bolova… she got in the way. She managed to kill every last one of them, but she was shot. She laid there dying, while I was unable to do anything other than stare."

"Oh… oh Mana…" Shinji spoke her name with a pained tone. He let go of her. "I'm so sorry."

"Belova was a monster." Mana said. "She worked me like a slaver driver and killed countless over her years in combat. Even so, she died for me. I lost something back there… I picked up a gun and killed as many soldiers as I could. I… I have thought about what I could have done to save her. It would require me being older and stronger than I was capable of."

She shook her head, glaring at the ground. "It would mean becoming more like her. Something I never want to be."

A sigh escaped her lips. Mana blinked the tears from her eyes.

"Humans aren't born with wisdom or knowledge. Both are learned through living. You can never take back what you do. We make peace with that, however we can. I think accepting responsibility is a good thing, but only as much as we could be reasonably capable of, not over what's outside our control."

Shinji stared at her in awe of his comrade. Mana buried a lot of herself in this line of work. To see even a glimpse of that,.. it made him wonder…

"I… think you might be right…" Shinji lowered his gaze in shame. "Sorry."

"Don't be." Mana smiled. She patted the bandage. "This won't do much, but it should keep you going for another hour. Don't die until the mission is over. Got it?"

He nodded. "Sure."

"Great." She rose from the floor, readying another round from her gauntlets. "I hope we don't run into any more trouble. I'm running out of ammo."

"Don't worry. I happen to know a short cut around here." Spider-Man said. "We shouldn't keep our guest waiting."

They rushed down a hallway, unaware of the grains of sand following behind them…

---

"Can we take a break, Maya? My fingers are starting to hurt…"

"We can't quit now! We're almost done with it."

"It's just a prototype. Don't we need Dr. Akagi to perfect it, anyway?"

"We will, when she gets here. But we can't quit."

Lt. Makoto Hyuuga groaned in defeat. Lt. Maya Ibuki kept her own pained fingers to herself.

They suffered some setbacks since arriving in Terminal Dogma. They couldn't hack the servers in Central Dogma, as they had been destroyed by Doctor Octopus before their very eyes. Directly hacking into the MAGI would be a wasteful effort. Not only were they designed after Naoko's brainwave patterns, Electro's control over the power would interrupt whatever plan they tried to implement. Maya knew they had no chance of a direct hack. Not without her Ritsuko's help, anyway.

It all seemed fruitless to the duo, until Makoto remembered two things: Terminal Dogma had back-up computers they could use and an anomaly in NERV's map design. It had recently been discovered that a secret chamber was built deep within the compound. No one had had been able to determine its function, but with some hacking revealed a base of operations where Doctor Octopus would connect to the MAGI across Japan.

While being careful to not leave a paper trail, the discovery gave the two an idea. They spent time formulating their masterstroke amid the damp basement floors. Though the two had seen better working conditions, they knew better than to take their chances leaving the area. Survival was more appealing to them, even with Maya's distaste for the environment.

She never said it out loud to the crew, but Maya despised Terminal Dogma. The sight of an Evangelion graveyard, the second Angel trapped in a large cross, the LCL cloning tanks… It was a grim reminder of what NERV was built upon, how they were all used by the Committee… how many questions they had to ignore for the job.

Especially while hiding in a replica of Ayanami's old apartment. It reminded Maya of old times, long ago…

"Ibuki…?"

"Hm?"

"You seemed out of it there." Makoto raised an eyebrow. "We can't quit now, isn't that what you said?"

"Sure, sure…" Maya shook her head. "Everything has been a nightmare since it started."

"Tell me about it. We thought we were only going to get the JSSDF. Instead, we got that, our old scientist, Misato's ex, supervillains, and…"

Makoto trailed off.

"Actually, maybe best not to think about it."

"Yeah." Maya agreed. "Let's wait for Ritsuko. I don't want to think about how we… we…"

"Almost died up there." Makoto nodded. "You didn't want to kill anyone. Then you shot someone, but it did nothing."

Maya turned her gaze to the floor, away from the laptop screen. She sighed.

"… I'm glad it didn't."

She didn't want to admit it, but it was true. Maya never wanted to wield a gun. She knew she had to, given the conflict, but there was a… relief… that she didn't have to turn into something she wasn't. Her hands were clean. For now… but much longer, Maya thought to herself.

"Well… it's not like you would have been able to kill Dr. Akagi anyway." Makoto tried to reassure. "The kids are supposed to be stronger than us… crap, I don't know if we're gonna make it out alive."

Maya turned toward her friend. "What do you mean?"

"I mean, they already slaughtered our colleagues." The light of his glasses covered his eyes. "We're surrounded on all sides, betrayed, killed, worse, and our Commander is dead… I just don't know how we're going to come out on top. Or if- let's say we do save ourselves… is what we're doing even going to matter? SEELE may be dead but we'll probably be hounded by the government or the military for the rest of our lives."

Maya wanted to argue, but stopped herself. She knew better.

"What do you want me to say?"

"I don't know. Tell me we're not making a mistake." Makoto shook his head. "Anything. Are we going to make it out okay?"

With a sigh, Maya relaxed herself.

"… I'll be honest, Hyuuga. I don't know for certain." She said. "I have to believe we can survive. I have to believe in us. In Misato, in Ritsuko… and the children. The future can wait. We have to win today, any way we can."

Despite everything she stood for, Maya fired a gun and it had no effect on Naoko Akagi. Fuyutski had to die in her stead, buying them the time to escape. She couldn't waste that.

"I guess so…" Makoto said. "I just wish there was more we could do than sit behind a desk and look at computers. We did plenty of that during the Angel fights. I can't believe I'm saying this, but everything seemed… easier when it was just Evas and Angels… at least, easier to ignore our- no, my own cowardice."

He tried to spare her feelings, but Maya knew what he meant. She agreed. Shameful as it was to admit, it was easier to ignore responsibility when you weren't fighting in the Eva. They washed their hands off being NERV's technicians on the basis only the children could fight. When Spider-Man saved her, when she and Ritsuko got together, that she began to accept the trauma those children endured. Helping Asuka helped relieve her own guilt as much as it helped the girl.

"We're here now." Maya told him what she told to herself every night. "Sorry to say, but this is pretty much the only way we can help them now. We prepared this world for them. Now, we do what we can to see it through."

"Agreed on that."

She processed the sound of her voice faster than the skip in her her heart beat. Maya turned to find her beautiful Ritsuko, along with Misato Katsuragi, marching toward her.

"Ritsuko! You're alive!"

"With no worse for wear." Ritsuko wiped some sweat from her forehead. "Thankfully, we were able to avoid the larger patrols. We might not have much time, so how far had-"

Her words were cut off at lips pressed to her mouth. Ritsuko's eyes widened at her assistant's boldness. However, her eyes narrowed to oblige her girlfriend. Immediately, Ritsuko wrapped her arms around Maya, clutching her like a lifeboat, greedily locking lips in passionate haste. They ignored the way Makoto stared with mouth agape, and Misato's relieved smile.

After a minute, both women parted from each other, left panting from. They wanted more, even as they knew their top priority.

"I'm glad you're here."

"Good to see you too." Ritsuko blushed. "We'll do the rest when we get back."

Misato Katsuragi raised an eyebrow, feeling a weird sense of déja vu. She steered the conversation back on track.

"Any luck breaking in?"

"Negative, Katsuragi." Makoto shook his head. "We still can't do anything without the power being restored to normal. However, we have been working on our secret weapon."

Misato raised an eyebrow. "A secret weapon?"

"That's right. We were working on a computer virus." Maya explained. "If we play our cards right, it can be uploaded into the MAGI through Doctor Octopus' central mainframe and sever its connection to the other MAGI around Japan. If we do this, the country won't be her hostage. We can focus on beating Doctor Octopus!"

In her explanation, Maya saw Ritsuko grimace at the name. She soon realized why.

"Ritsuko, I'm sorry-"

"No, it's fine." Ritsuko said grimly. "My mother died long ago. We're dealing with her rotten corpse. Doctor Octopus has to be stopped before it's too late."

Maya nodded, equal parts saddened and amazed by Ritsuko's resolve. Once upon a time, Maya admired mother and daughter for their ingenuity. Now, Maya loved the heart behind her Ritsuko's cold shell.

"N-Now that, well, you're here," Maya said, barely keeping the stutter down. "Maybe w-we can speed up t-the process."

"Indeed. Let me see what you have."

Ritsuko examined the laptop. Her eyes darted left to right, then left again, the complex code forcing them to widen in relief.

"It will take some refinements, but it could work." She turned to Maya. "I could kiss you right about now."

"… Could?" Maya blushed. "W-well, I mean, we did spend hours on that…"

At that, Ritsuko smirked. "Poor baby. Whatever shall we do about it?"

"W-we could go for a check up later… your place?"

Ritsuko lightly caressed her lover's chin. "I might be able to squeeze you in."

Off to the side, Misato and Makoto sighed in slight jealousy.

"Ugh, never thought I'd be jealous of Maya." Makoto said with a smile. "You think I have a chance?"

"I can't tell you that, Hyuuga." Misato said, patting his shoulder. "You'll need to figure that part out yourself."

He scratched the back of his head. "I guess."

Misato was about to say something, before a loud thud was heard in the room. Everyone turned to the shadows, the sound of footsteps approaching fast.

"Get behind me." Misato brought out her gun. "They probably followed us from the elevator."

Ritsuko frowned, immediately stepping in front of Maya. The steps drew closer, tiny clangs of hard boots on steel floors bouncing all over the place. Soon, the group could make out a visage of a lanky, tall man with long, unkempt hair. Misato kept her eye steady.

"Don't move. Raise your hands up and identify yourself."

Seemingly surprised, the man complied. Misato could make out a set of all-too-familiar blue eyes filled with rugged confidence. A playful smirk formed around his lips.

"I would appreciate it if you didn't shoot me."

Shigeru Aoba stepped forth. His uniform was torn, his eye blacked out from a blunt attack, a small box attached to his hip. He placed the box onto the floor, a sigh of relief came from the two technicians in the room.

"Aoba?!" Maya couldn't believe it. "What are you doing here!?"

"I was here the whole time." Shigeru explained. "Some crazy guy attacked me last night while I was finishing the night shift. He locked me down here." He stopped to catch his breath, panting heavily. "Anyone got lunch? I haven't gotten anything to eat for hours."

"Well, we don't have anything but we're glad you're alive!" Makoto said. He then blinked. "Wait! You weren't supposed to be at the night shift yesterday."

Ritsuko raised an eyebrow. "Indeed. What were you doing?"

"Researching. Saying my prayers. Fine tuning my guitar." Aoba's eyes darted left. "It really isn't any of your business, really."

Misato kept the gun trained on Shigeru. "It is. We need to know you're not my ex-boyfriend in disguise.

"Tch. Ex. Right." Shigeru rolled his eyes. "Look, I was going over some last minute MAGI preparations before I went home home. As I locked the door, I got attacked from behind. Come to think of it, he did look a shit ton like that guy we had the other day. Ryoji Kaji was it? He's a freak, definitely wouldn't want to pick a fight with that guy."

"I wouldn't say that…" Makoto couldn't help but grin. "I mean, I did elbow him in the gut earlier. He can't be that tough."

Makoto was too busy chuckling to notice the way Aoba's eyes sharpened. Misato did, however.

The story was plausible enough. While NERV had set working hours, there weren't hard rules against being in the building at night. She was too busy mailing Pen-Pen to the Horakis with Maya to verify his account, though she doubted Ritsuk wouldn't have said something about Aoba if he was there.

Aoba's sorry state indicated a struggle. His eyes gave nothing away.

His ear, on the other hand…

Misato clicked the gun. "Where'd you get that ear piece, Aoba?"

"Um, from the ground." Shigeru tilted his head. "Someone must have dropped it during the fight. Couldn't get anything on the radio. Anything important about these?"

"Funny you say that." Misato glared at her opponent. "Ritsuko only gave us those a couple of hours earlier."

Picking up on the implication, Maya's eyes widened. She moved ever to Ritsuko's left, trying to get a look at the now chuckling Aoba.

"There's no fooling you, eh Misato? You never change."

"Nobody does." Misato said. "A chameleon can change its colors but never the shape, right Kaji?"

His blue eyes shined with a hint of ruthlessness. Ryoji Kai grinned.

"Right."

He pulled out a gun, and fired.

---

"This must be the place."

Corridor after corridor of running and now here they were. The front door to the Central Power Station. Even outside, the pair of heroes could feel almost feel a sizable electric surge rising. It was a stark reminder of the ways they had to go before it was truly over.

They weren't idiots. Electro was the one most likely guarding the station. So long as he was there, he had direct control over the power grid. He had to be defeated if NERV wanted a chance at winning. Vulture had been easy, but a living electric battery was inevitably going to be a much tougher fight. Mana looked to her left, waiting for Spider-Man's acknowledgement. He gave her a small nod.

"You'll need to head to the control panel and reroute the power." He told his comrade. "I'll see if I can talk him down."

"You can try." Mana nodded. "I know how to handle the controls. You'll be careful in there, okay?"

"Yup."

"I mean it." She grabbed his shoulder. "You're still injured. Try not to reopen that wound during your fight."

It would become a fight, regardless of what Shinji wanted. He was certain of it.

"I hear you, I hear you." Spider-Man shrugged the hand off. "Trust me, I've faced worse odds. I beat the guy before. It'll be a piece of cake."

"That depends. Are you baking the cake or Katsuragi?"

Even with the situation, Spider-Man couldn't help but smile. "The cake won't suddenly come to life and attack you, that's for sure."

"What a relief." Mana said. "We should probably tell her we're here."

"Good point." Shinji pressed into his ear-piece. "Misato, we're right outside the Central Power System. We'll let you know when we reroute the power."

No response.

"Misato, come in. Misato?"

Still nothing. Shinji grew worried. His hand shook.

"Maybe they're in enemy territory?" Mana offered. "There's probably a good reason she hasn't contacted us."

"Something is wrong." Shinji said. "I should head back. I need to-"

"No! We can't quit now, while we're here. Trust in her. If we made it this far, she probably did too. She'll be safe."

Mana began to run off. "Stall him! I'll work as fast as I can."

Shinji watched her leave his side. He clutched the bandage on his chest, wondering if Rai would even accept his words now.

SEELE had changed him for the worse. Gone was the decent boy who wished him well after saving his sister. Now, Rai had complete control over his powers and was ready to do anything for a cure. Rai almost managed to capture Rei not too long before. What would he do now that Shinji walked his own territory?

Rai blamed him for his current situation. Spider-Man would need to put that aside for Rai see reason. Asuka informed him that she designed the suit to withstand intense amounts of voltage. With any luck, he should be able to fight him.

With that in mind, Spider-Man opened the door.

He was immediately greeted with the sight of bright electric currents. Blue sparks formed around machines, dancing up, down and all around like they were being pulled apart by a larger force. The open chamber was surrounded by seven large power nodes, and a high glass window that can see inside. Whoever controlled the power, controlled NERV.

Gone were the yellow sparks that defined him, replaced with a pure blue that surrounded his body. Electro had the power, and his screams were of maddened joy.

"More... MORE!" Electro screamed. "I can feel the room around me… The base, the labs, the Evas, all of it! I feel EVERYTHING! My power is growing… soon, I'll BE power!"

Bolts shaped like lightning blasted all over the room. Walls shattered upon impact, even the boy's brief spurts of happiness creating destruction. Electro did not care. As Dr. Akagi told him, gods did have to choose.

"Soon, I'll have everything! EVERYTHING!"

"Everything… except a pair of pants."

Sharply, Electro turned his head toward the insect below him. A furious glare came over him.

"YOU!"

"For someone who hates his power, you seem to love the vibes here." Spider-Man said. "Tell you what, Rai, how about you shut down the machines and we can all go home safe and sound-?"

Spider-Man felt the blast before his brain processed it. He slammed against one of the nodes, already regretting saying anything. He caught his breath.

"Ow... I could really use a Spider-Sense right about now."

Given it still wasn't working, Shinji had to make do with his other powers. As such, when he saw another bolt heading his direction, he launched a web-line to swing away from the blast. He swung across the chamber and dodged another set of electric bolts.

"Shut up, monster!" Electro shouted. "I know what you did! You killed everyone I cared about!"

"Only bad thing I did was forget to shower this morning." Spider-Man rolled away of another bolt, attaching himself to a wall. "How was I supposed to know we were having guests? Nobody told me."

"GRAH! You're so annoying!"

Electro summoned another energy blast. One that Spider-Man, predictably, dodged by jumping out of the way. He used both feet to kick Electro to a machine, as he attached himself to another wall.

"And you are not thinking straight, Rai. Let's talk this out before you do something you'll really regret."

Shaking his head, Electro growled. "There's nothing to talk about. Not with you."

He disappeared into a flash of light. Before Spider-Man could wonder where he went, Electro suddenly reappeared right in front of him. Electro slammed his body against Spider-Man, the shock being enough to force him down to the floor.

"I've thought this long and hard, Ikari. You betrayed me when you didn't give up Adam. I'm going to kill you for that!"

Spider-Man clutched his head, trying to shake off the pain. He began to run, thankfully missing another body slam from Electro.

"Whoah whoah, kill? I haven't even written my will yet!"

Electro swiftly gained on him, flashing forward towards Spider-Man. He grabbed the wall-crawler by the neck and smashed him against a wall, though Spider-Man recovered by punching him straight in the face. He jumped above Electro, web-zipping past the danger.

"I'm sorry Rai, I really am. I wish I could have helped you. But you know what would be really useful? Attacking the actual bad guy killing innocent people! REALLY feels like you are losing perspective here."

Electro rose from the floor, floating in the air. He absorbed more energy, gathering it together in a ball.

"I know a murderer when I see one! YOU'RE going to pay!"

He pushed the energy ball, which then split into several smaller orbs. When they reached Spider-Man, they began to explode all around him. He managed to save himself from the brunt of it, by propelling himself to the ceiling.

"Excuse me, but I'm not the one on Team Slaughterhouse right now. Are you sure you want to stay there?"

Spider-Man ran along the ceiling. Electro attempted to blast him, but Spider-Man was quicker. He slammed into Electro head first, sending both to the floor. The teens recovered, enough to come up with a counterattack. Electro moved out of the way of another punch, and subsequently fired several blasts at Spider-Man. The rapid-fire attack was no match for speed, however, which allowed Spider-Man to land another hit on Electro. Electro then slammed into two of the nodes, before falling to the floor.

"Please stop, Rai." Spider-Man said. "Shooting me with energy blasts isn't going to cut it anymore!"

Refusing to give up, Electro put his hands together. A blue sword appeared between his hands.

"No. But this will."

He swung the sword at Spider-Man, aiming at his arm. Spider-Man avoided getting it cut off, but it did slice through his suit. He clutched the bleeding wound, working to avoid the swipes of the sword. Instead of landing on him, the sword only cut through the nodes around the pair of fighters.

"Stand still, freak!"

"Right, because you're so normal." Spider-Man spat out. "I know you missed Kendo practice, but your teachers probably didn't train you to slice up a poor sap."

"Shut up."

Spider-Man moved out of the way of another swipe. "Just saying, there were probably a lot of scared techs shot by the soldiers you let in."

"Shut up."

"No, I won't."

"Shut-"

"Does Sunako agree with you right now?"

"SHUT UP!" Electro screamed. "SHUT UP, YOU STUPID FREAK! I'LL KILL YOU!"

He aimed for a frontal attack, which Spider-Man counted on. He dropped to the floor and grabbed the sword with his feet. He flipped Electro over, the sword dissipating as he crashed to the floor. With each resounding failure, the sparks surrounding Electro became more violent.

"Gah! Why don't you just die, you murderer?!"

"Can't, I still have to pay off the debt I owe the National Tax Agency." Spider-Man said. "Also, I never killed anyone."

"LIAR! You killed Kotei! Yamagishi, Inumaru, everyone back in Kokoro! That was your fault! Me and my sister wouldn't be this way if HERZ weren't after you!"

Spider-Man grimaced under the mask. "That's not true. You know that, Rai-"

"DIE!"

Electro tried to punch Spider-Man, but he dodged it, causing Electro to flail around. The chamber began to dim.

"Even if I did kill them, you're not avenging anyone the way you are now. Can't you see that, Rai? Dr. Akagi is just using you."

"Shut up! You got me into this mess when you put on that costume!"

Another punch. Shinji obliged Electro by striking his chin, knocking him back. The lights started to flicker on and off.

"Look. I did hurt Mayumi. I lost control at Kotei, I made my mistakes… but I'm not responsible for their deaths, anymore than I am for HERZ experimenting on you and your sister. HERZ would have gone after anyone, because they were obsessed with power. Inumaru became a monster that had to be stopped, and right now, you're helping an even bigger monster slaughter thousands of lives. You have the option to back down and let us stop her."

Electro sensed it before he realized what was happening. The energy feeding him was rapidly fading. He looked around the room, seeing the nodes turn off little by little. He was losing control.

"No…"

"Rai, listen to me." Spider-Man said. "Even if Dr. Akagi gives you the cure, do you really think you'll get away with this? You'll be hunted by the cops forever for helping a supervillain destroy Japan! You and your sister won't know a moment's rest if you continue."

Ignoring the insect in his way, Electro searched for something, anything that would explain the loss of energy. He needed it badly, to destroy the spider- to feel alive. He needed to beat them all.

Finally, he saw her. Through the glass window, a girl- no older than Shinji- was typing on the console. Electro glared at it.

"Maybe not… but we'll be alive… unlike you."

Before Spider-Man could reply, Electro fired a blast directly toward the window.

---

The lights went out.

Misato tried to focus amid the screaming. She cursed herself for not guessing Kaji would take out the light. It was a smart move on his part, putting everyone into a panic state while he made his move. A convenient distraction. Misato needed to catch him by surprise.

Remembering his position, she bull-rushed him.

Sure enough, she caught a body as they both tumbled to the floor. Kaji's gun fired a stray bullet, which thankfully didn't hit anyone judging from the lack of reaction. Misato pushed her arm into Kaji's neck.

"Don't. Move."

She could practically feel his oh-so-smug smirk as he chuckled. "I remember- ack- doing something like this back in sophomore year. Good times. Where did they all go?"

"They were over for a long time, Kaji."

"We'll get 'em back. After I'm done."

He smacked her head with the butt of his gun. As she was disoriented, Kaji to pushed Misato out of his way, ready to kick her face in. However, Misato grabbed his foot and swiped at his other leg, pushing him off. She quickly pulled her gun on him.

BAM!

Kaji rolled out of range, raising himself to fire at Misato. The bullet penetrated her shoulder, causing Misato to drop her weapon. She moved behind a pillar.

"I know we had our lover spats, Katsuragi, but trying to kill me? That's too much."

Misato covered her rapidly bleeding shoulder. She bit back a groan.

"You're performing terrorist attack on a government building. What part of that isn't too much?"

A shot near the pillar. Footsteps. Slowly, Misato moved around the pillar, letting Kaji get closer to an empty spot.

"Nothing that happens today will matter." Kaji said. "Once I find Ayanami, we'll be in a brighter future…"

She had to find the gun. She had to- the pain came back again. Misato continued to clutch her shoulder as she walked backwards.

"What do you want with Rei?"

Until she found the gun, Misato had to stall for time. Kaji chuckled.

"Do you really need to ask? I need her to complete the ceremony."

Where was it? Misato moved her foot anywhere she could to find the gun.

"Third Impact? We fought the Angels to prevent that, and you want to make it happen?!"

"Please. You act like we don't have a plan. SEELE built the Mass Production Evas to direct Third Impact to their precise liking. We simply adapted those plans for our purposes. Well, Naoko made her plans and I made mine. She doesn't know that yet."

"That's insane."

"News flash, HUMANITY is insane. We're the Eighteenth Angel, and yet we're separated by our AT-Fields, arguing and fighting each other for the stupidest of reasons. Maybe we were better off cavemen. At least we were only concerned with food and propagating the species."

The footsteps drew closer. Misato felt the back of her foot hit something metallic.

"So? You're going to send us back to the Stone Age?"

"Nothing like that. As crazy as we are, we'd be more insane left alone. No. All I want is a happy ending. For everyone. For us."

She slowly crouched, moving her hand to the gun.

"For us? You mean yourself."

"I want to wipe out the Committee from ever existing. I want to undo Second Impact so none of us would have had to suffer the destruction of our planet in a few years time. I want you to be happy… to see your father again."

Misato froze.

"Misato, I know the reason you ran from me. You thought I was too much like your father. Men and women, eternally split apart by an endless river… I told myself that, but I never believed it. It was my way of coping after losing you. You were the best part of my life."

"…"

"There is no excuse for what I've done. I know that. But once Third Impact happens, we'll all be happy. You would have never lost your father, really gotten to know him. Asuka wouldn't have lost her mom either. She would have been a normal girl. I… I would have still had my own name, instead of the one I stole. I'd be worthy of you."

A sniff. It did not come from Misato.

"Please Misato, for me… I love you. Just let me do this."

Tears came down her face. Even now, her heart hurt with longing.

"I wish I could do that Kaji…" She said. "I can't… not until you answer… what about Shinji?"

The footsteps stopped. Misato could feel him close to her.

"Yui and Gendo… they're something else, Misato. For the future to exist, they have to vanish."

Misato raised herself. She placed her finger over the trigger.

"Then I have to stop you."

The back up lights flickered on.

Misato fired first, hitting Kaji's hand. The bloodied gun dropped, but before Misato could fire again, Kaji caught her weapon and twisted her arm to knock it off. Misato, still reeling from the injured shoulder, attempted to slam him to a nearby pillar, but Kaji swiftly moved aside to push her bleeding arm into it. She let a guttural growl, elbowing Kaji in the stomach before grabbing the back of his head and slamming her knee into stomach.

They were the results of advanced military training, and pushed their skills to the test.

"Why risk your life for that boy?!" Kaji shouted. "Do you even know him? Truly?"

"He is Shinji Ikari. He is also Spider-Man." Misato saw the way Kaji's eyes widened at the revelation. She took some pleasure in knocking him off guard. "I drink myself to sleep worrying about him, whether I failed as a guardian or not, whether I'm a good person or nor, and LIKE HELL I'd let you do anything to him!"

Kaji knocked the wind out of her by hitting the stomach. Misato grabbed his bleeding hand and twisted it, making him scream.

"GAH! Didn't you hear anything I said?! I am doing this for you."

"I didn't ask you to set up Maya to die. If you wanted to help me, you should have come clean instead. Shinji was braver than you!"

Saying that drove him into a rage. He smashed her against the wall, slamming his hands to the sides of her head. Up close, Misato could see his tearful blue eyes, sad and reddened.

"She worked for NERV. She and Ritsu-poo had to pay. Do you know why?"

His face twisted, from his own face into Ritsuko's. To Misato, the recreation was almost perfect, except for his blue eyes. It was uncanny.

"I was sooooo in love with the Commander." The fake Ritsuko said in a childish voice unlike what she would actually say. "I never helped Kaji, and never would have. The Commander is my one and only, and I would do anything, even continue stripping clones of his dead wife girls for his eyes onlyyyyyy~"

"Not anymore." Misato said. "Neither of us want to hurt you."

She kneed her opponent, and slammed her elbow into his head. Kaji returned to his normal self, falling to the floor, but not before swiping at her leg and knocking her off balance. Kaji used both hands to push himself back up.

"Misato, there is no saving me. I can't go back now, not when we're so close! Everyone here is a monster, even me! This is the only way! NERV has to die!"

He heard a scream. Kaji turned back to find Misato clutching her shoulder. Immediately, he rushed to her side.

"Are you alright?"

She gave him a look. "You shot me, dick. You figure it out."

He bristled at the curt response. Then, he sighed.

"Sorry. But like I said, I can't quit. This really is the best for everyone. NERV is-"

"Oh, shut up! They did more for me than you ever did, you asshole!"

Kaji was shocked to hear that voice ringing in his ears. He pressed his fingers into the ear-piece.

"If you really cared about doing the right thing, you wouldn't have WORKED WITH THE BAD GUYS KILLING EVERYONE! You're a disgusting coward, Kaji!"

He couldn't believe his ears, even as his mouth was left agape.

"Asuka?"

---

"KIRISHIMA!"

Spider-Man couldn't believe it. The window shattered into pieces from the blast, and no Mana in sight.

Time froze to a standstill. He wasn't even aware of Rai as he began to talk.

"You know that girl, huh Ikari? Someone trying to sabotage me?! Well guess what? No one is hurting me again! Least of all you people!"

Shinji's ears rang, only dimly aware of the electric current near him. He had accepted that Rai turned crueler since they last met months ago. He had shown that cruelty in spades during the fight. However, to suddenly and deliberately kill another person like that?

"You're not paying attention, are you?!" Electro screamed. "I want you dead!"

Electro threw a punch. However, it was swiftly caught in the air by Spider-Man's own. The wall-crawler slowly twisted the arm, causing his enemy to shriek in pain.

"L-Let go of me you psycho! Freak!"

"Really?" Shinji said. "Because from where I'm standing, you're a murderer."

With that, Spider-Man punched Electro squarely in the face. It knocked him back, the impact being enough to shock Electro back to focus.

"I-I'm not a killer! I stopped her!"

He raised both hands to blast Spider-Man, who moved to the side and kicked Electro. It forced Electro into a node. For the first time, he gained an idea. He shoved his fingers through the machine, absorbing its energy. The node dimmed as Electro glowed brighter.

"Idiot! With the power here, I can summon enough power to roast your body down to ashes!"

He vanished, reappearing behind Spider-Man.

"I'll kill- UGH!"

Spider-Man elbowed his gut. He then punched Electro. Then again, again, and again.. Electro couldn't get a word in, the pummeling taking the breath out of his mouth.

"Could you at least be more creative with your insults, Rai?" Shinji said. "All you do is tell me I'm a killer, or bad, or you want to kill me. Come on. Try harder!"

Electro staggered back. He took a breath, before avoiding another punch.

"Hold on!" Rai shouted. "You're not supposed to-!"

"What? Fight back? You can blame me for murdering your friends, but don't you dare say you have the high ground here! Not after what you did!"

The suit was overloading. Shinji could tell that the shielding protecting him from the electricity was melting. He also didn't care, not when Rai was scampering off.

"I... I didn't do it… SHUT UP!"

Rai teleported out of the way of a punch. Instead of taking his chances, Rai flew to the air, avoiding the ground. He readied a volley of electric orbs.

"I-It doesn't matter anyway!" Electro shouted. "By the time the doc's done, all of this will never have happened! I wouldn't be a killer because of you!"

He fired them in Spider-Man's direction. Unfortunately, Spider-Man moved faster than all of them, causing them to explode into tiny explosions. In response, Spider-Man ripped a metal plate from the wall and threw it at Electro. He dodged that one.

"Is that the best you can do-?"

Another metal plate hit him as he talked. Electro was dazed, enough to not see Spider-Man swinging toward him. He kicked Electro's torso, sending him flying across the room. Not done with the attack, Spider-Man jumped toward him, grabbing onto Electro and throwing a brutal attack to his face.

"Stop! Stop!" Rai shouted. "You made me into this!"

"No. YOU did!" Shinji was getting tired. The suit generated sparks from the overload. "You murdered someone, take responsibility!"

"NO!"

Electro blasted Spider-Man to the ground. He aimed another blast, but Spider-Man ripped the floor plating and blocked it. Rai got frustrated with his lack of progress.

"GAH! Just die, you insect!"

"I'll do it when you stop being a baby!"

Electro continued blasting at the metal plate. Spider-Man checked his suit's data. It would take a minute for it cool down. He could wait the time.

50 seconds.

"I'm not- not-!"

"Face it, Rai! You're on the wrong side and too stubborn to admit this is wrong!"

40 seconds.

"I need this! The cure-!"

"Is worth more than the lives of thousands?! You truly are selfish!"

30 seconds.

"Me?! SELFISH! YOU DRAGGED US INTO YOUR NIGHTMARE!"

20 seconds.

"By the time we're through, I'll drag you out of it kicking and screaming. Because I don't think you'll give up your power even if you kill me."

10 seconds.

"SPEAK FOR YOURSELF, IKARI!"

Electro formed another sword. He sliced through the metal plate.

5 seconds.

"I GOT NOTHING TO LOSE!"

He aimed the sword through his enemy. Time slowed down, the sword was sliding towards Spider-Man…

… who moved out of the way…

"!"

… and landed a punch on Electro.

The knock-back was instantaneous. Electro was no longer clad in his blue form, but now returned to his human self. Rai laid on the floor, barely conscious of himself. He ignored Spider-Man glaring down at him, at least feeling the world as a human should again. He could feel the metal through his flesh, the air around him harder to breathe without his power.

"… Grrrrr… gh…"

Rai hated it. He hated every single second without the energy in his veins. Powerless, he turned toward his hated enemy.

"Well? What are you waiting for? Kill me. End this."

To his anger, Spider-Man shook his head. The way he acted… it was condescending.

"I'm done with you, Shiraishi."

Rai spat at him. "What? Too cowardly to get your revenge? I'd kill you if our roles were reversed."

"I know, Rai. Unlike you, though, I'm not a murderer. I never will be."

Spider-Man webbed him to the floor. Rai reacted in surprise, but most of all, rage.

"How dare you! You killed Kotei and Mayumi, but all of a sudden you lost the guts to kill me?! After I killed your friend?! You're not better, you're just a scumbag who uses people!"

"Projection isn't going to help you, Rai." Shinji said. "I don't know if they'll be able to cure you. But I'll be there to see you face justice for your crimes."

With that, Spider-Man turned away.

The simple action drove Rai to a frenzy. He would walk away after the injustice done upon him?! That rotten traitor, living the good life while he suffered horribly at the hands of the monsters. The Commander's son, pampered and finding redemption while he rotted on the ground…

"I won't let you do this! YOU'RE NOT BETTER THAN ME!"

Rai gathered power. Spider-Man turned around to find his enemy surrounded in yellow sparks.

"I'LL GET MY REVENGE RIGHT HERE AND NOW!"

Spider-Man readied for a fight. Electro charged at him…

… but then a hook-line struck the ground between the pair of fighters.

"!"

"!"

Electro was confused. There was no one else in the room. Except…

Before he could react, he was struck by a kick to the chin. Someone knocked him back to the floor, readying her fists for the fight.

"Wh… what?"

He was getting tired of being beaten up. Shinji Ikari, for his part, was amazed.

"Kirishima! You're okay!"

Mana Kirishima smirked at Shinji. She retracted the hook, then brought out a pair of sticks from her belt. At the press of a button, they turned into batons.

"Hi, Shiraishi is it? My name is Mana Kirishima. These batons were made specifically for you."

A small part of Rai felt relieved he didn't kill anyone. A larger part was consumed with rage he couldn't take away one thing from Ikari.

Electro went to rectify that, by teleporting to her front. However, Mana slammed one of her batons into his stomach. The rubber was enough to bypass his electricity. When he pressed on the attack, Spider-Man webbed Electro's fist up and went to punch him. Electro angrily blasted Spider-Man, but not only did he miss, but Mana slammed her batons onto his head and chest.

"Always the face! Why?!"

"It's pretty punchable, to be fair." Mana shrugged. "Deal with it."

She moved out of the way of a blast, as Spider-Man went behind Electro and wrapped his legs around his neck. Spider-Man used this knock him to the floor, moving out of the way of another blast. Electro rushed towards him, but Mana brought her baton to his stomach, knocking back before slamming the other baton to his neck. She slid away of another punch, before Spider-Man struck Electro with a kick.

Spider-Man and Mana's combined teamwork left Rai shaken. He staggered and panicked, falling to the ground in a fetal position.

"Mana, not that I'm ungrateful or anything but-!"

"How did I survive?" Mana smirked again. "I didn't want to be taken down by some two-bit loser, so I managed to roll away just in time. I like how you handled him earlier."

"Would have been easier with you."

"Hmmm, maybe. We did clean his clock thoroughly just now huh?"

Electro glared at the duo. "You think you've won!?"

"Think? I'm pretty sure we did." Spider-Man pointed at him. "How about you quit? If you do that, maybe we'll give you a lil' lollipop for all your troubles."

"NO!" The blue returned to Electro's body. "I'M GOING TO END THIS!"

Before the pair could resume their beatdown, Electro blasted off from the ground. He returned to the center of the nodes, which radiated with energy. He began to absorb the power.

"I'LL BLOW UP THE WHOLE PLACE AND NOTHING YOJ TWO CAN DO WILL STOP ME!"

Soon, the room began to shake. Machinery began to explode, the metal plating on the walls tearing apart, and the current becoming stronger with each passing second. It was Shinji who realized the danger first.

"He's right!" Spider-Man said. "What are we gonna do?!"

"I don't know! I thought we had him!" Mana screamed. "We can't just die here!"

"TOO LATE!" Electro grinned. "You should have just let us win… now, YOU'RE ALL GONNA DIE!"

The two were unable to get closer. Spider-Man tried to launch a web, but a bolt struck his hand, causing him to recoil. Mana held onto him, as both began to be pushed back by Electro's power.

Electro, for his part, couldn't be more alive.

Doctor Octopus was right. The power was addicting, all-consuming… most of all, beautiful. He experienced true joy in being able to tap into it. The electricity flowing through his veins, the base and all its inhabitants visible to him for all time. He felt unbeatable now. No one needed to protect him. Now, he could be power itself. More than Doctor Octopus could ever dream to control.

At the height of his power, he discharged more than he could take. The cataclysm would soon be complete…

…

…

…

..

.

Sand.

Rai was curious about the grains of sand appearing before him. He looked around, only to find more of it. Little by little, the grains gathered together, forming larger shapes of sand.

"What the… Sunako?!"

The room was soon surrounded by the sand. A sand-blizzard formed around Rai, causing him to panic.

"Where the heck are you, Sunako?! Can't you see you are ruining me!"

She said nothing. The storm continued, past his objections.

"I MEAN IT! WHY ARE YOU DOING THIS?! ARE YOU STOPPING ME, SUNAKO?! BECAUSE I WON'T LET YOU"

He threw a bolt at the sand. It had no effect. Finally, her voice was heard.

"We're done, brother. You've gone too far. We have to stop, before it's too late."

"NO! I have to get them! I-!"

"You what?"

Rai sputtered. He was at a loss.

"I can't just be… be… me… not after this…"

"This is why I have to stop you. I won't let you become a killer! Not like everyone else in this god-forsaken base!"

He was surrounded in sand. Too much of it. It was hard to breathe, when they suffocated the air around him. Rai fought to his last breath, but every motion just made his lungs give out faster.

Soon, Rai lost consciousness.

As he did, the sandstorm slowed to a crawl. One the dust settled, Spider-Man and Mana found Electro lying on a soft sandy hill, with Sunako watching over him. She caressed his face, brushing locks of hair from his eyes.

"How did we get to this point, Rai?" Sunako asked no one. "I gave up everything so we could live, but then we become these… monsters… you deserved so much better."

Spider-Man made a step. "Sunako…"

She held a hand to stop him. He complied. Sunako gazed at Rai, one more time. Then, she carried his body with both hands.

"He's not dead…" She explained. "Rai won't hurt you anymore. I'll take him away from here. We won't be involved in this shit anymore."

She moved past the pair. They allowed her to do so, tired from all the fighting. Spider-Man didn't leave it at that, however.

"We'll find a way to save both of you. I promise."

Sunako snorted. "Like I believe someone like you."

She turned back to her sand form, and vanished into thin air. Mana sighed.

"S.H.I.E.L.D. knows people." She said. "I can get in contact with Captain America and ask any available scientists to help the two."

"I hope they honor that promise." Spider-Man nodded. "Let's reroute the power and get out of here."

Mana's eyes widened. "Your wounds…"

Confused, Shinji put hands to his chest. The bandages had somehow fallen off during the fight, revealing the scar disappeared. He no longer felt pain coursing through his body.

"Huh. I think I'm getting better…"

---

"Yes. Me. Got anything to say, Kaji? Or would you like me to carry the conversation myself?"

Kaji's heart stopped at those words. He moved away from Misato, his full attention diverted towards the voice on the ear-piece.

"No, no. I'm listening, Asuka." Even now, he couldn't help but smile. "It's been a while."

"No kidding. You left me and Kaworu on the boat, then never talked to me again."

"I didn't want to get you caught up in my plans." Kaji admitted. "You're just a kid, Asuka. I cared too much about you for that."

"Funny. I don't believe you."

"Believe whatever you want. I told the truth."

"Hmhm."

From the corner of her eye, Misato saw two people sneak through the door. Makoto held a crowbar ready. Maya stared down the floor, looking for something. They approached quietly, while Kaji was distracted.

"Where are you right now?"

"Inside my mama's Unit 02. Thanks a lot by the way, you really helped me out when Doctor Octopus tried to kill me- wait no, I was alone when I got STABBED THROUGH THE STOMACH!"

Kaji's eyes widened. "What were you doing fighting her? She is stronger than you!"

"Because unlike you, I'm not a coward. She was going to blow up our one chance to take out those monsters outside the base. Yeah, a real hero you're turning out to be, Kaji."

"I did what I had to do. After we use Adam none of this would have-"

"I heard everything, moron, and I don't care. Resetting the past to come out on top doesn't make you suddenly not responsible. You proved who you really were long ago."

"If you really heard me, then you know what my Third Impact would entail!" Kaji shouted. "A happy ending, for all of us! You would have grown well, with your mother, without Spider-Man infecting you with his disease."

"His disease is what kept me alive, dickhead!"

"If you didn't have those powers, you wouldn't have been in Doctor Octopus' line of sight!"

"Even without powers, I would have fought in the Eva rather than cry about life not going my way like you are! Do you really think that low of me?!"

Makoto gained up on Kaji, still with the debris in hand. Maya's eyes widened. Misato turned to her direction, and saw what she was looking for.

"I never looked down on you. I'm sorry for the way I let you down before-"

"Let me down? That was the one time you acted like an actual adult, unlike now. Who do you think you are, shooting Misato while claiming to be fighting for her?!"

"It was all for her! It was for everyone! Including you!"

"Really? Tell me, how long were you impersonating that tech?"

"Ever since we scooped Ikari out. I threatened him over the garage, but I didn't kill him." Kaji made sure to emphasize. "He went off the grid, I don't where he is now. Point is, I've been watching over you in this place… it was horrible, watching you turn into that monster copycat of Spider-Man, and then seeing you lie in the hospital. Just more reminders of NERV's evil."

"Interesting. Tell me, if you knew all of that how come you never came to visit me?"

Kaji froze at that.

"I mean, if you impersonated that guy the whole time, then it would have been no problem for you to swing on by and say something? Not even chocolates? I wouldn't have known it was you, but you had many, many chances to do something, anything. Instead, you left me alone to suffer."

"Asuka, I was…" He tried to think. "I was busy-"

"Weird, 'cause I'm sure Maya had a lot of shit to do given her job, and yet she helped me when I fucked up. Unlike you."

Kaji was desperate to come up with anything to say.

"I would have come, but I didn't have the time! I had orders to follow!"

"No, buts! My opinion of you sinks every time you say that, and you're already lower than the dirt!"

"Asuka!"

"Good bye, Kaji. I'm not sorry for giving up on you, since you already gave up on yourself."

Static. The voice cut off. Kaji was sent to a panic. Makoto stood right him.

"Asuka? ASUKA!"

Makoto readied the crowbar. Kaji continued to shout into the ear-piece.

"COME IN, ASUKA! You're not going to win this, you hear me! If I don't succeed, everyone here-"

Kaji caught the crowbar with one hand. He then kicked the tech in the stomach, sending him to the floor. Makoto tried to get up, but a foot stomped on his chest, keeping him in place. He looked up.

"- Will die, from their own stupidity."

Makoto knew Kaji could shape-shift. He saw it twice now, it would be foolish to pretend otherwise. Makoto tried to keep that in mind, as he witnessed a sneering Misato holding the crowbar over her head.

"You got a lucky hit last time." The fake Misato said. "You won't be so lucky now."

She struck his face. Makoto screamed in pain.

"AAAH! S-stop!"

"Nope. We're just getting started, you little wimp."

He was struck again. Makoto's nose bled from the attack.

"You thought you could win me over?" Makoto couldn't help but recoil. Her voice was tinged with hatred. "If you played the good little soldier long enough I'd fuck your sorry ass and scampered off happily ever after? Kaji is a real man, unlike you."

The fake Misato pummeled him harder. Each blow drew more blood, ripped apart skin, and made Makoto scream harder in agony. Misato heard it all, and couldn't take it.

"No! Kaji, stop!" She shouted. "Don't hurt him!"

Kaji ignored her. He still maintained her form even as he brutally struck the man.

"Come on you little nerd. You can't protect me if all you do is cry like a bitch!"

Makoto groaned. "Please… help me… help… ACK!"

"Begging your tormentor for help?" The fake Misato laughed. "You're more of a loser than I thought! Don't worry, though. I'll end your suffering soon enough…"

She raised the crowbar into the air. Makoto closed his eyes. His only thought then was regret. He wished her face wasn't the last thing he saw.

"I'll see you in the next life, Hyuuga!"

The crowbar came down.

BANG!

Makoto felt the weapon clang to the floor. He opened his eyes, becoming shocked when he saw Kaji, returned to his normal form, bleed from his shoulder. Kaji clutched his right arm, turning toward his attacker.

Maya Ibuki held the gun. Her cold glare threw Kaji off balance.

"Well, if it isn't the little bunny. How's Ritsuko doing-"

She fired again. A burst of blood came from Kaji's chest.

"Ack! Seems like… I touched a nerve…"

Another shot, and Kaji coughed blood. He staggered backwards, changing forms again.

"This is revenge isn't it?" The fake Ritsuko chuckled. "Haha… go on and take it… Avenge your girlfriend, kill me. As if she deserves that loyalty."

Maya shook her head. "Don't worry. You'll survive."

A final shot rang out. The fake Ritsuko fell to the floor. Now, Kaji's stomach burst with blood all over it. He coughed and coughed, unable to do much except lie on the floor.

Even with the danger past, Maya kept the gun on him. Waiting for a sign, anything, of another attack. She felt the phantom pain from where he shot her before. She would not allow him the chance to strike again. Kaji only smiled at her, as if taunting her weakness. Her finger pressed the trigger ever so slightly…

Maya felt a hand on her shoulder.

"I'll take care of this, now." Ritsuko said. "Maya, I need you to finish the virus. I trust you to finish the job."

Maya slowly turned to her lover. Slowly, she nodded at her instruction. She threw the gun down, but not before saying-

"I don't regret this."

In response, Ritsuko only gave her a small frown. The regular lights returned to the room.

"We managed to stop Electro." Shinji's voice was heard over the ear-pieces. "Normal power should be restored."

"It seems like Ikari brought the power back." Maya said. "I'm going to need Hyuuga's help."

In a hurry, she tended to her fellow tech, still bleeding from Kaji's attack. Ritsuko went to Misato, inspecting her shoulder wound.

"I can't take care of the wound yet." Ritsuko said. "But I have some materials here that could help."

"Good." Misato turned her head. "What about him?"

Kaji said nothing. He viciously glared at Ritsuko, shaking his head at the doctor. For her part, Ritsuko shrugged.

"I'll save him. If he wants to kill me, so be it. But I won't leave him behind again."

Ritsuko left it at that. She thought it was enough. She did not expect Misato grab her arm, bringing herself close to her ear. Misato only said two words, ones that Ritsuko didn't expect to make her stumble.

"Thank you."

---

"I think I'm better now, Mama."

"Are you sure?"

"Yes, Mutter. You don't have to watch me like a baby. I'm well past that."

"Yes you are, dear."

It was surreal to talk to her mother like this. Asuka had never known what she was like, and actively refused to. Now…

She still wasn't sure what to make of it. But her mother saved her life. Asuka owed her plenty for that.

"Idiot Shinji took care of Electro. The techs are working on a virus. Now we need to take care of the last thing in our way."

"These creatures are horrible, Asuka. They might tear you apart if you're not careful. Are you sure?"

"Positive."

Asuka didn't think she would get into an Eva again. The Angels were dead. The military force, while massive, wasn't to the level of using one. The Evas should be decommissioned as soon as possible, and she'll be there to make it happen.

However, Asuka supposed it was appropriate that these abominations were her final enemy. Humanity was the Eighteenth Angel, and all of it combined wouldn't make for a fair fight.

With the full power of a berserk Unit 02, Asuka felt safe in her mother's nest.

"Let's bring the carnage!"

She charged at them.

Author's Notes:

Yeah, it's been several months since the last update. Don't worry, four more chapters to go before its officially over.

A lot has happened since last time. I finished most of my classes, so I've been looking for internships and jobs. Got into the Netflix Marvel stuff, which made me regret not putting at least one cameo for Daredevil due to how amazing his show was (highly recommend, along with Jessica Jones), Across the Spider-Verse was somehow better than the first movie, Insomniac is releasing Spider-Man 2 (which looks amazing!), Zeb Wells is competing with Joe Quesada in how much he can screw up the books, My Adventures with Superman has been a breath of fresh air for one of my favorite characters, so much in so little time! Good and bad comes with the territory, I hope you're all well.

Time for reviews:

Author0fntent: You were on the right track. While it's not the Black Widow we're all familiar with, Mana was trained by Yelena Belova. Worth noting to those who've only seen the movies: Yelena started life as a villain, which is why she comes across worse in this fic than her more anti-heroic counterpart in later comics or the MCU.

Z-King: Yum! :)

lautaro94: I can believe Yui and Mr. Sinister would know each other, maybe influenced each other's research. A fic that would put her in that Mr. Sinister role would be amazing, ngl.

Z3R003: Less "made her" and more "helped her discover her true feelings." In this fic, at least, Asuka is more attracted to girls than she is guys and she needed time to realize this.

MagicalMetallurgy: If I were to rewrite the fic (which won't be any time soon tbh), I would like to explore a team up between Spider-Man and Mysterio. I definitely think that's a neat idea. Later chapters will resolve your concern, and hopefully you'll enjoy the place he ends up in. As for Across the Spider-Verse, HOLY CRAP IT WAS SO GOOD! I can't believe they were able to outdo the first one, never have I squeed and squirmed in the theater as the movie unfolded, its story is so clever, engaging, so much to read into. I can't begin to write how I feel about it, and in some ways made me question the way I've been writing the fic so far.

JonathanO'Riley: Real talk, if Miguel recruited Shinji into the fold, especially after Mayumi or Kaworu's deaths, he might have bought into the canon events stuff. Ditto for Asuka.

Next Chapter: Last Stand Against Armageddon!

Omake:

"Face-to-Face with…Myself?" by GainaxVel3o and Author0fntent

"Ugh. Stupid girl, ruining me like this."

For the last hour, Doctor Octopus tried to apply ointment for her recently scarred face, courtesy of Asuka, aka the Scarlet Spider. Not only did it hurt, but it hadn't worked. She threw the ointment tube at the wall in frustration.

"Goddamn it!" she shouted at no one. "Fine— I'll just watch the monitors then."

She turned them on and observed the current status of her takeover of the Geofront.

"Let's see…Spider-Man and some other redhead beating my minions— boring. Kaji clearly being a traitor— meh. My darling MP EVAs standing guard? I'm proud, but it's still too boring. Oooooh slaughtering of innocents in the hallway, my favorite~"

Suddenly, a portal appeared right behind her. Doctor Octopus turned around, confused by what was happening.

"That's an understatement," she said to the narrator. "We never even established dimensional travel in this fic!"

A robotic leg soon stepped outside of the portal. Only a few seconds later, a seemingly-metallic double of the doctor, with large shoulder pads, Adamantium plating, a black crown, and a chrome mask not unlike Iron Lady's, stood before Doctor Octopus.

"It is a common technology where I come from." She said. "Dr. Naoko Akagi, correct?"

Doctor Octopus grinned. "That WAS me—I've…reinvented myself since then. Are you…?"

"More or less. I am a version of you born by the MAGI. You may call me Alkhema."

"Excellent!" If it was even possible, Doctor Octopus grinned wider. "Perhaps you'd like to join me? I am ever so closer to my plans for world domination, and so far my underlings leave a lot to be desired!"

"I'm afraid not," Alkhema replied as she shook her head. "Your genocide is inefficient at best."

Naoko blinked. "What."

"You have control over the MAGI. I commend you for creating chaos throughout Japan, but you could have played the long game with the system. Blackmailing politicians to pass legislation causing famine. Minor accidents that lead to big disasters. Killing any unsuspecting heroes before making your master play. In addition, you had no way of controlling your Sinister Six should they ever go rogue—Electro nearly destroyed the base while we talked, for example."

"I-It hardly matters!" Doctor Octopus said dismissively. "Once I have Ayanami and Adam, the world will bend to my will!"

"That is another thing. Why are you not carrying out the task yourself?" Alkhema pointed out. "You are letting a potential traitor walk around with the keys to your defeat. You are horrifically incompetent, old hag."

Alkhema blocked a sudden tentacle attack and then blasted Doctor Octopus, her momentum shattering a console in the process.

"I will be taking over from you," Alkhema stated. "This world will be much easier to control than others I visited."

Not for the first time, Naoko REALLY hated herself.