The missile to destroy Raccoon City was getting closer by the second. Remy and Applejack were both waiting by a chopper while Carlos spoke with a nearby fireman.

"Get all the survivors as far away from here as possible," Carlos said. "Hurry, that missile could come at any minute."

"What about you?" the fireman asked. "Aren't you coming with us?"

"We have a chopper here, and we're waiting for some friends," Carlos said. "We don't want anyone waiting on us, if you fly now, you should be more than clear."

"Still, I don't know about leaving anyone behind," the fireman said

"I get that, but these people come first," Carlos said, gesturing to the group of survivors. "The heroes here risked a lot to save them. Please, just hurry, even if something happened to us, at least you're safe. I just can't leave in good conscious unless I know the rest of my friends survived too."

"I respect your comradery, I know what it's like to lose friend," the fireman said, pulling out some tags. "I lost some good ones earlier on myself."

"Danny, we gotta go!" another fireman called.

"I'm coming Gill!" Danny called to his fellow fireman, then turned his attention to Carlos. "Be safe, alright?"

"You got it," Carlos said, then turned to face Applejack and Remy. "We'll all make it out."

"Hey!" A brown haired cop called. "Good luck, and keep Jill alive! Same with that superhero she's got by her side!"

"You got it!" Carlos said, giving a thumbs up. "We'll make it through this!"

Danny started up the helicopter. It was a tight squeeze, as the chopper wasn't that suited for more than ten, but they made it work as the aerodynamic vehicle took flight, escaping the nightmare of Raccoon City.

"At least they're safe," Applejack said. "We just gotta wait fer Peter and Jill."

"I'll go see if I find them," Carlos said. "You two stay here."

"Wait, you really wanna go alone, mon ami?" Remy asked.

"I can take care of myself, plus you two need to watch the chopper," Carlos said, making his leave. "I'll be back!"

Remy scoffed to himself as Carlos left, the Cajun thinking over his words, "Keep an eye on the chopper? He expecting it to fly off on its own or something?"

"He might also want us to make sure a monster don't destroy it," Applejack said. "You remember what that big, scary monster did to the last helicopter, don't ya?"

"Oh yeah...good point," Remy said, feeling a bit freaked out. "That thing disappears for two days, and comes back uglier than before, and with those freaky tentacles too. You don't suppose there's actually more than one?"

"Please don't, ah do not want to think about an army of those monsters," Applejack said. "Somehow that thing is scarier than anything in the Everfree Forest. At least those beasts can be reasoned with. That thing, it just wants to hunt us down and kill us."

"At least it wants Jill dead since she's a S.T.A.R.S. member," Remy said. "Kind of curious as to why it specifically wants S.T.A.R.S."

"Weren't S.T.A.R.S. the ones who brought down Umbrella before?" Applejack asked. "Back when it was in the mountains."

"Good point, guess they want revenge," Remy said.

"Being able to program a monster like that though..." Applejack said. "Can you imagine?"

"Of course, I've seen a Sentinel or two," Remy said. "If there's one thing the X-Men worry about is those robots. Those things being around could turn every city on Earth into this one."

"Wow, kind of sad," Applejack said. "We're barely surviving this threat, yet there's something bigger in the horizon."

"There's always going to be something bigger," Remy said. "That's why you always gotta stay on your guard."

"Guess so," Applejack said. "You know, yer a really nice guy. Glad there's more to ya than being a thief."

"Well you rubbed off on me," Remy said.

"No way, you always had it in you," Applejack said. "But I will be honest, when Twilight suggested to Professor X that I be the one to help you with yer...um, rehab...rehib...er, fixin' you up, ah didn't think that ah could pull it off. Though I'm guessing being around Apple Bloom helped too."

"She's a cute kid, so I do have a little soft spot for her," Remy said. "Same with her friends."

"Boy, if ah tell them about this, they're gonna think I'm crazy," Applejack said.

"Please, they've seen Nightmare Moon, they've seen Chrysalis and those damn Changelings, this is nothing compared to that," Remy said. "Honestly, zombies ain't even that bad, you just gotta to know how to avoid them. They too stupid to be an actual threat."

"Yeah, aside from Nemesis, the most dangerous thing out there is probably that varmint, Nicholai," Applejack said.

"How right you are," a familiar Russian sounding voice said. From behind, Nicholai whacked Remy hard on the head with his machine gun, knocking the man down as he pulled out his handgun to aim at Applejack. "Privet, young woman. Good to see you."

Applejack raised her hands up, glaring a hole through Nichoali, "Where the hay did you come from!?"

"Not important, what is important is that I will be needing this helicopter, a missile is coming after all," Nicholai said. "I'd rather escape the blast."

"And let you ditch us? No way!" Applejack shouted.

"You are more than welcome to stay, but this is leaving now, so anyone not here will perish with the city," Nicholai said.

"You really gonna do something like that? How selfish can a person be!?" Applejack asked in complete disbelief.

"It's called survival, if you depend too much on others, your safety is not a guarantee," Nicholai said. "You do what you must to stay alive."

"Is that why you shot that guy earlier?" Applejack asked. "One of yer own men!?"

"I had my reasons, it's good for business," Nicholai said.

"Business? Oh, ah see, you some type of charlatan, ain't ya?" Applejack asked. "A scummy scammer as Granny would probably say. I'd say yer somehow even worse than the Flim Flam Brothers! And those guys are about as dishonest as you can get."

"Your country talk amuses me, along with your little strange but possibly not inaccurate comparison. Hoever I am afraid I will have to cut our conversation short," Nicholai said. "Will you be staying?"

"No, you will," Applejack whacked the gun away and went for a punch that Nicholai ducked from, using her momentum to flip her over and cause her to land on Remy just as he was standing up.

Nicholai wasted no time starting up the helicopter, and attempted to fly away. Applejack grabbed hold of it, surprisingly able to keep it from moving as the girl buffed her arms to tighten her grip and her legs for more muscle weight.

"Oooh, strong girl," Nicholai aimed his gun. "Are you stronger than a bullet?"

He began firing at her, Applejack doing her best to dodge, though one slip caused her to briefly lose grip on the helicopter. She went to grab it again, but Nicholai tossed a grenade near her, causing the girl to leapt out of the way.

The blast nearly ruined the helicopter's momentum, but Nicholai pressed forward, finally escaping. "It was a pleasure to see you both! Have fun in the afterlife!"

"No!" Remy grabbed a card, about to attack but the helicopter was already too high and away. Remy angrily stomped the ground, "Damn! That son of a bitch actually got away!"

"This ain't good, how are we gonna get out of the city now?" Applejack asked.

"...We'll figure something out, I didn't come this far just to die now," Remy said. "And I'm getting you back home to your family. Now let's go."

"Right," Applejack said, following Remy.

As the helicopter flew by, Sephiroth was seen observing from the ground below.

"Planning to escape on your own?" Sephiroth asked, seemingly unaware of a large tyrant looking monster stumbling over, about to strike.

Suddenly there was a quick slash of a sword, following by a quick and sharp cutting sound. Sephiroth flung some blood off his sword and sheathed it just as the monster's upper half of its body slowly falling as the lower half fell the other way, blood sporting out of both sides of the monster.

His job done, Sephiroth made his leave, the man having more work to do.

As this went down, Jill and Peter had already regained their composure after the garbage room fight. The missile was coming and they had to act fast. Out of urgency, the two of them were quick to make their way to safety, and find a method of escape.

"I really hope Carlos pulls through," Jill said.

"He will, we gotta trust him," Peter said.

The two continued back through the halls, taking down all the skinless zombies that tried to stop them, wasting no time looking back and focused only on evacuation. However the two did end up taking a detour toward a familiar looking area.

"Jill, aren't we supposed to be escaping?" Peter asked.

"I know but let's try through here first, I think I saw an elevator," Jill said.

"I hope it was one," Peter said, following Jill.

They approached a lift elevator, heading toward a basement room and toward a locker resembling an elevator of sorts.

"Wait, don't we need a key?" Peter asked.

"I found one," Jill said, pulling it out and unlocking something. Within was a Rocket Launcher that held up to four blasts.

"Oh, sweet. Kind of hoped this was an elevator though," Peter said, picking the weapon up and aiming it just for the fun of it. "I'll hold this for you."

"Do you really want to just hold it? Or do you just want to use it yourself?" Jill teased.

"That actually would be badass," Peter sheepishly admitted. "Really would have come in handy killing Nemesis. Less work too."

"Well considering how small the room was, it would not have been a smart idea," Jill said. "Anyway, come on, we still need to find a way out."

The two ran back toward the hallway where they nearly got ambushed by Nicholai, approaching the iron shutter.

"This might be our best bet," Jill said, reaching into her pocket. "Now, I think I have the key-"

Peter punched the shutter down, smirking at Jill right afterward. "I am the key."

Jill raised her eyebrow, awkwardly glancing at Peter with a look of confusion, "Wow...that was corny."

"Yeah well, I did want to go through here earlier," Peter said.

"We had things to do, besides I didn't want you doing something you might have regretted," Jill said. "Come on, let's hurry."

The two continued ahead, making their way through another door. This path led them to a control tower, with a radio out front.

"Oh sweet, I think we're getting closer to the helicopter," Peter said, heading toward the window. I can see some landing pads...no chopper, hope that's not a bad omen."

"Let's have faith," Jill said, spotting something on the table. "What's this?"

"Looks like a portable radar receiver," Peter noted. "The design looks a bit archaic, but I think it can still function well."

"This may come in handy, especially with that missile coming toward the city," Jill said, looking out the window.

"I still can't believe the government would do that," Peter said. "What if there's survivors? Don't they care about their safety?"

"Guess the situation is too dangerous for them to take a chance. Not to mention they may not care if the survivors live since it's one less risk of exposing the virus," Jill said. "It's terrible, but I can't say I don't understand the choice."

"I still think this is ridiculous," Peter said. "I mean they can at least send some more heroes. Like, have they tried contacting Superman? I doubt anything in town can stand up to him, and something tells me he's stronger than this virus."

"I wish I could answer Peter, but-" Jill then heard some beeping on the table in front. "Huh?"

"Think that's someone who can help us? Or maybe Carlos?" Peter wondered.

Jill answered the call, hearing an unpleasant voice, "Still alive I see."

"Nicholai?" Jill asked.

"Ugh, not this guy again," Peter lamented, heading to the radio. "Hey jackass, don't you have anything better to do than screw around with us like this? We're trying to escape the city here. Honestly you should be working with us!"

"I have my escape, but you will not," Nicholai said. Suddenly a helicopter appeared in front of the window, one piloted by Nicholai as he started using the vehicle's turrets to fire at the two.

"Get down!" Peter said, he and Jill ducking to avoid the fire. "Great, we find a helicopter and that scumbag has it! Now he's trying to kill us! What is this guy trying to hide!?"

"I'm about to find out," Jill grabbed the radio to contact Nicholai. "So, you want to get out of here alone, is that your plan?"

"I made sure none of the other supervisors survived," Nicholai replied. "Since I am the only one who knows what happened, I'll have more bargaining power when it comes to discussing my bonus."

"Wow, what a greedy bastard this guy is," Peter said.

"Wait, then why are you trying to kill us?" Jill asked. "Neither one of us are on Umbrella's payroll!"

"Your death is desired for much different reasons, a modest amount, but a good reward to be claimed upon the confirmation of your death," Nicholai said. "As for the hero beside you? He is just unlucky."

"Surprise, surprise," Peter said. "Parker luck strikes again."

Upon hearing a ding, signifying the approaching missile, Nicholai decided to end things, "Although I'm sure I will miss you, it's time to say good-bye. You can either accept death with dignity or die with regret. It's entirely up to you!"

"Oh you're not getting away that easy," Jill said as Nicholai turned around. She grabbed her Rocket Launcher from Peter and fired. The rocket hit the tail, sending the helicopter spiraling out of control until an explosion was seen in the distance.

"Whoa..." Peter said. "That was...something. Killing zombies and other monsters is one thing. And I know Nicholai was a jerk but, I don't feel right just letting him die."

"You really shouldn't feel pity for him. He's done terrible things and chances are he plans to do more," Jill said. "I know it's not your style to kill a person though, so that's something I can at least spare from you."

"I appreciate that. Still, this feels wrong," Peter said, unaware of a quick silver flash nearby, though it did briefly catch his eye but he made nothing of it.

"I made my choice, this is my decision to live with," Jill said.

Seconds later, the door to the room open, "Jill! Spider-Man! What was that noise?"

"Oh hey...Carlos," Peter greeted. "So you know how we were hoping to find a chopper? Yeah that scumbag boss of yours kind of stole it."

"No!" Carlos shouted in disappointment. "That chopper was for us! Ugh, if I had known..."

"What's wrong?" Peter asked.

"There were two choppers, one was taken by some firemen to get the survivors we found out of the city," Carlos said. "I thought I had this other chopper secure, Gambit and Applejack were supposed to watch over it!"

"Oh God...I hope Nichoali didn't...he wouldn't, would he?" Peter asked.

Carlos grumbled in annoyance, "I shouldn't have left them behind like that. Still, I don't want this to be over! I can't let us die in a place like this! I am not going to give up!"

"Think there's still a chance?" Peter asked.

"I will make that chance for us," Carlos said, checking out the radio. "I'll send an SOS, it's our best chance!"

"Warning! Missile Attack Confirmed!" a voice said over the monitor as alarms began blaring. "Warning! Missile Attack Confirmed! Emergency Level, D! All personal evacuate immediately."

"Dammit! I'll figure something out! I just know it!" Carlos insisted.

Peter pried open a nearby hatch, "Jill, let's see what we can do on our own!"

"Sounds good," Jill said. "Carlos, good luck."

"I'll make more than luck!" Carlos said.

Jill and Peter went down the ladder, the woman checking on the missile radar she just acquired.

"This thing is closing in fast, if Carlos doesn't hurry, we're done for," Jill said, then spotted some skinless zombies. "Great, now we have this too!"

"Seriously, what's with their goofy appearance?" Peter said, webbing a few out of the way as Jill shot some. "Come on! Don't waste too much time on them!"

The two ran through some doors and through a yard outside. A rumble knocked Jill off her feet, Peter being quick to help her up.

"You alright?" Peter asked.

"I'm fine," Jill said, spotting a picture with a letter. "What's this?"

"Is it important?" Peter asked.

"Uh, it says something about a Railgun, or at least some type of cannon," Jill said. "Come on."

The two continued on, spotting the deceased body of a special forces member.

"Poor guy, wonder what happened to him?" Peter said, feeling a bit uneasy seeing so much destruction.

Jill turned to the side, looking a bit disturbed, "I wonder what happened to that thing?"

"What thing?" Peter turned to find a giant humanoid B.O.W. "Whoa...I wouldn't want to mess with that."

"You have super strength," Jill said.

"I still don't want to fight ugly monsters," Peter replied, then heard more beeping from the radar. At this point, his Spider-Sense was ringing louder with each passing second. "We need to go."

"We should hurry," Jill said, heading through some doors with Peter.

Once on the other side, an explosion went off, damaging the door behind them.

"What just happened?" Peter asked, nudging the door. "This thing took some damage."

"Let's hurry before...oh wow," Jill gestured to the side. "Another monster."

Peter saw a dead tyrant with giant claws, "Whoa, I'd hate to fight that."

"I've fought something like it," Jill said. "It looks like the monster Wesker sent after Chris and myself."

"What happened to that Wesker guy again?" Peter asked.

"He was killed by his own creation," Jill said.

"How could someone even hope to control a monster like that?" Peter asked. "Actually, dumb question, I know plenty of mad scientists who would try and probably succeed."

"Also keep in mind that someone was controlling Nemesis," Jill said as the two passed by some dead US Special Forces members. "Or at least was able to give that freak specific orders."

"That's some scary science," Peter said. "I've seen my fair share of course."

"I'll bet," Jill checked a nearby computer. "Hm, looks like this powers that rail gun."

"Big gun," Peter said. "Would have come in handy sooner."

"Not like I'd be able to lift something that big," Jill said.

"Oh I bet you could if you put your back into it," Peter teased.

"Haha Peter, real funny," Jill said, the woman smirking a little. "Maybe you can carry it then, Mr. 'I lift ten tons'."

"I bet I could," Peter said, flexing his arm, then heard some rumbling. "Again with that, what's going on anyway?"

Suddenly something dropped down from the ceiling nearby, spooking Jill. "What was that?"

The two ran to see a mutated blob feeding off of the dead tyrant, growing some extra limbs and focusing on both Jill and Peter, the two stepping back and gazing in horror at the monster before them.

"What...the hell?" Peter asked. "Please tell me that's not who I think it is."

"It can't be...we killed it!" Jill said. Suddenly the monster spat acid at the two, Peter grabbing Jill and leaping away.

"There's no way that thing can be alive! You blew its freaking head off!" Peter shouted, the boy still in disbelief. "What the hell is it going to take to kill it!?"

Jill glanced at the Rail Gun, then back at the monster, an idea forming in her head. "If I had to guess, that Rail Gun might have the power strong enough to finish it off."

"We just gotta get it working then," Peter said. "You go figure it out, I can hold off this beast."

"Are you sure? Science is more of your strong suit," Jill said, then found herself dodging some acid.

"No time to debate, just go check the machine for now!" Peter said instructed.

"Alright, be careful!" Jill said, making a mad dash to the Rail Gun computer. "Now let's see here, gotta press this and..."

"Checking system..." a computer voice said as three lights went on. Nearby three more lights turned on near some power distribution machines. "Checking battery...warning, there is not enough power to activate the system."

"Not enough power? Wait, what batteries?" She quickly took a look around, taking note of the stations with blinking lights, "Could it be those things?" She read some instructions. "Insert batteries in order." She looked to the one next to her, "That says 'two', so I need to find 'one'."

"How's it going Jill!?" Peter asked.

"We need to push some batteries in! Is there a station marked with 'one' near you!?" Jill called.

"I'll check!" As Peter did however, Nemesis tried whacking Peter with his tentacles, the hero being quick to dodge. "Ugh, why did you have to turn into a tentacle monster? That's so freaking gross!" He did a quick split duck to avoid another attack. "Even Doc Ock isn't as creepy, his tentacles look kind of badass."

Nemesis spat acid at Peter, the hero again dodging as it continued trying to bathe its foe in burns.

"You're a worse shot than Scorpion," Peter said, then ran in to punch the monster against the wall. "Seriously though, your persistence, while admirable, is really starting to piss me off."

Nemesis stood back up and wrapped a tentacle around Peter's neck, lifting him up and slamming him a couple of times before throwing him toward Jill's location.

"Peter!" Jill immediately ran toward the hero, checking him for injury, "Hey are you hurt?"

"I've been slammed around like this before, it's just an average workday," Peter said, standing back up. "We gotta get to those batteries."

Nemesis began to crawl over the machines, looking to seek out Jill and Peter, the two still ready for an oncoming fight.

"I can keep this ugly bastard distracted, just figure out the batteries!" Peter leapt up and hit Nemesis with a kick that knocked it back, though the monster rebounded and whacked Peter against a wall.

Jill was quick to find the battery station, starting with device marked with 'one'. "There it is, just gotta push it in."

Peter unloaded on Nemesis, hitting the monster with blow after blow. Unfortunately it felt like no matter how hard he punched, the monster just wouldn't go down.

"I don't know what your creators in Umbrella made you out of, but it must be some pretty durable stuff," Peter said, checking his hands that were now oozing with the monster's blood. "This is going to haunt my nightmares."

Nemesis tried to whack Peter, the hero leaping back and rebounding off a wall with a massive kick, one that got Peter's leg stuck in the creature.

"Crap! Crap!" Peter hastily tried to pull his leg out. "Oh God, this is so gross! I hate you so damn much you freak!" He managed to pull away but took an acid burn to his face, the hero quick to try and wipe it off. "I am so going to demolish you!"

Peter continued his assault on the monster while Jill pushed in the second battery. She looked to the side, feeling worry for Peter. "I gotta hurry!"

Nemesis tried to attack Peter with more acid, the young hero leaping back to avoid it. In doing so, he spotted a nearby Rocket Launcher. A devious smile etched across his face as he picked it up and aimed at the monster. "Hasta La Vista, Baby!"

Peter fired the Rocket Launcher, hitting the monster and knocking it off of a container, leaving a huge mess of blood from the impact.

Jill, who was still pushing the batteries, couldn't help but laugh to herself, "I knew he couldn't help himself."

Peter leapt over to where Nemesis was, deducing the situation, "Probably don't even need that Rail Gun, no way that thing could have-"

Nemesis whacked Peter off the top of the container, the monster still crawling around despite its heavy injuries.

"Seriously!? Is this thing immortal!?" Peter shouted. "No, we just need more power to kill it!"

"It's coming!" Jill said, running to push in the last battery. "There, that should be it!"

"Executing charge program, preparing to fire," the computer voice said as the rail cannon began to generate some energy.

"We need to get it in line!" Jill said, firing her machine gun at Nemesis to get it's attention.

"Shouldn't be hard! I just need a lot of webbing!" Peter said.

Nemesis leapt to attack but Peter was able to punch it back as the boy attempted to web the monster down, though it was quick to fight back.

"Counting down..." the machine said, preparing to fire the Rail Gun Cannon. "Five...four...three..."

"Watch out!" Jill called.

"Two...one...!" The machine fired, hitting Nemesis head on, the monster take a lot of damage.

"Did that work?" Peter asked, then saw the creature still moving, leaving the boy in disbelief. "HOW!?"

The cannon began charging again, readying for another attack. Figuring they still needed more time, Jill pulled out her shotgun and prepared for more. "Just keep attacking!"

As she fired at the monster, it knocked her back with its tentacle, though Peter was quick to punch it into the path of the cannon. "This thing is way too resilient. It must really be fond of you Jill, maybe you're better off adopting it like a pet. It already walks on all fours like a dog."

"Now's not the time for jokes," Jill said.

"Hey come on, nothing wrong with a few laughs, watch," Peter said, grabbing Nemesis by the hind leg and slammed it a few times. "SPIDEY SMASH ANNOYING MONSTER!"

"Uh..." Jill scratched her head in confusion. "What was that?"

"My Hulk impersonation, pretty cool huh?" Peter asked. "Personally, I think it's really Incredible."

"Take this seriously, the sooner we kill this thing, the better we'll be," Jill said.

"Problem is..." Peter began stomping on the monster. "It doesn't...want...to stay...dead!" Despite the power coming from each stomp he used to punctuate his sentence, it mattered little as Nemesis was still able to whack Peter back.

"Counting down...five...four...three...two...one," the cannon again fired, hitting Nemesis directly.

"That had to do it, no way it could take two hits," Peter said, walking over to kick it lightly, not getting a reaction. "Okay, I think it's finally-"

Nemesis whacked Peter, knocking him into Jill as the woman groaned in annoyance, "These monsters never stay dead."

"I hate him, I hate that creep," Peter said, sitting up. "I don't think I've hated anything else this much...actually no there's one other person that I probably hate way more."

"Who? Nicholai?" Jill asked.

"Uh...forget I said anything," Peter said, helping Jill up. He turned his attention to Nemesis, taking note of something in particular. "I think it's slowing down, maybe one more hit from that cannon will do the job."

The monster slowly crawled up to them, giving Jill an idea. "Peter, try using your webs again, I'll distracted him while you get enough to trap this beast."

"You got it, boss," Peter leapt to the top.

"Boss, that sounds kind of nice," Jill pulled out her grenade launcher and blasted the monster, keeping it back as Peter started webbing him from all around.

"I'll keep you pinned down, hopefully get a direct hit that will kill you for good!" Peter said, blasting the webbing at Nemesis.

"Counting down..." The computer said once more. "Five...four...three...two...one!"

Jill and Peter kept their distance as the Rain Gun fired once more, the blast strong enough to severely damage Nemesis as it finally lost some limbs and laid lifeless on the floor.

"Warning, system overheated, entering cooldown mode," the computer said as everything shut down.

"Three direct hits, no way it's getting up," Peter said. "How much time before that missile comes?"

"It's still several minutes away, but that's not a lot of time," Jill said. "I really hope Carlos figured something out."

"Don't worry, I'll swing everyone out of the city myself if I have to," Peter said. "Might be tricky but it's manageable."

"Are you fast enough to put the required distance?" Jill asked as the two made their way toward the exit.

"I think I am," Peter said. "Look, we'll do something but I don't want to sit by and just accept death, that's not who I am."

"Same, I am not ready to die now," Jill said, placing her hand on the knob. "Especially after-"

Suddenly the two heard a noise. They looked to the side and to their frustration, the monster known as Nemesis was still not dead. Using what was left of its energy, it crawled toward Jill and Peter, still focused on completing the task assigned to it.

"How...the hell...is this freaking thing still alive!?" Peter asked. "Three direct hits from the Rail Gun! I'm honestly starting to believe that it's immortal!"

The monster spat acid at the two, both dodging to the side. Peter looked furious and wanted to destroy this monster, even if he had to knock the building down on it.

Jill however found a Revolver Magnum and fired at the monster, one by one, unloading it's round as she got five shots in so far. The creature was on its last legs as Jill offered the creature a rare snarky smile out of her.

"You want S.T.A.R.S.? I'll give you S.T.A.R.S." Jill said, firing once more and finally killing the creature once and for all. The monster simply began to wither as blood drained out of its body, putting an end to Umbrella's T-Type weapon.

"Wow, that was awesome," Peter said.

"Thanks, hopefully it stays dead," Jill said.

"I don't want to stick around and wait to see it spring back to life, we need to skedaddle," Peter said.

"Didn't know anyone still said 'skedaddle'," Jill commented.

"Hey! Don't make me sound old! I'm younger than you!" Peter said. "Don't think just because you're stunningly attractive doesn't mean...uh" Peter's face turned red as he awkwardly turned away. "...Wow, that just came out of my mouth."

Jill looked almost as surprised, but only offered a playful smile, "Gee, that was nice of you to say. I hope that girl of yours doesn't mind."

"She's not my girl, not yet at least," Peter said.

"Want a tip on girls?" Jill asked.

"Well sure," Peter said. "What do you-"

Jill leaned in to give Peter a quick kiss, taking the boy by surprise. It didn't last long but the boy was satisfied with what he got. "Be yourself, it's quite charming."

"Uh...heh...wow..." Peter was at a loss for words. "That was a very generous tip."

"Consider that a 'thanks' for being there for me throughout everything. Saving my life, keeping me safe, and being a source of optimism when I really needed it. I don't know if we would actually make for a good couple, but you make for a great partner," Jill said.

"Would you even say 'friend'?" Peter asked.

Jill nodded in agreement, "Considering I was comfortable enough to kiss you, then yes. I'd say we're definitely friends now."

"Missile Incoming!" a voice said, to the concern of Jill and the annoyance of Peter.

"Thanks for ruining the moment, computer voice," Peter commented. "Still, we gotta leave."

The two went through a door, approaching an elevator that brought them down below. Upon stepping out, the elevator went back up, not that either of them paid much mind to it. The two looked around a bit, trying to find any sign of life, or any means of escape.

"Well, since there's nothing here, I guess I should try to be your ride out of the city," Peter said, then grabbed a radio. "I'll call my friends, it might be tight but I think I can speed us out of here."

"What if we don't make it?" Jill asked.

"Better than not trying," Peter said. Just as he was about to make the call, the elevator had returned, now with the trio of Carlos, Remy and Applejack.

"Jill! Spidey!" Carlos called.

"Oh good, I was about to call you," Peter said. "Remy, Applejack, I'm glad you're both okay."

"Would have been better if that scumbag Nicholai didn't sneak up on me and damn near knock me out," Remy said as he rubbed a sore spot on his head. "He better hope I don't find him."

"Well he's probably dead, thanks to Jill," Peter said.

"Ha, I only wish I took him out myself," Remy said.

"Listen, no chopper means we need to escape the city on foot," Peter said. "I can get us out, but it might mean carrying you all at once. It will be uncomfortable but-"

"You don't need to, another chopper is coming," Carlos said.

"Really?" Jill asked. "You found help? How?"

"Believe it or not, the pilot seemed to know you Jill," Carlos said.

"Me? Who would be looking for me?" Jill asked.

"Think it's your friend Chris? Or someone from S.H.I. .?" Peter asked.

"Does it matter? We're going to be saved!" Carlos said.

"Gonna be long gone from this infected city," Applejack said.

"Well where is this chopper?" Peter asked, before hearing the sound from the distance.

"Hey there it is!" Applejack said, pointing to it. "Ah see it!"

Carlos ran over with a flare to wave it down as the helicopter landed. Once on the ground, Jill, Carlos, Peter, Remy and Applejack were quick to hop on board as it took them out of the city.

Carlos let out a sigh of relief, happy to have survived and avoided death. Applejack and Remy sat on the floor, the farm girl huddled next to the Cajun as he kept his arm around her. Peter and Jill looked out the chopper, just to really experience their escape, and to know this was real.

Jill turned her attention to the pilot, "I really appreciate you coming to save me."

"I couldn't let you die," the pilot said, his voice very familiar to Jill.

"Barry?" Jill asked.

"Good to see you again," Barry said as the missile approached. "Brace yourselves."

"It's coming..." Jill commented.

"This is the end," Remy commented.

The missile hit Raccoon City dead in the center, sending off an explosive shockwave that completely engulfed the city. The buildings were eradicated, all the cars sent flying, and the monsters destroyed.

The shockwave of the explosion nearly knocked the helicopter off balance, fortunately Barry was able to keep it properly adjusted.

"Everyone alright back there?" Barry asked.

"I'm fine," Carlos said.

"So am I," Remy said.

"Same here," Applejack said.

"I'm alright," Jill commented.

Peter had no response, all he could do was stare in disbelief at what happened. Where Raccoon City once was had become a large tree like cloud of smoke, the destruction being officially finalized in his eyes.

"All those people..." Peter lamented. "Just the other day, they were probably just living their normal lives. Living happy..."

"Peter?" Applejack asked.

"...How did it get to this?" Peter wondered aloud. "How could a company cause this type of destruction? One that warranted a missile strike?"

"Peter..." Jill placed her hand on his shoulder.

"Kid, how you're feeling now, is how Jill and I felt back in the mountains," Barry said. "We thought the mansion was bad, but this...yeah, it's a whole lot worse. It's one thing to see the destruction, but to know that despite what you tried, you couldn't prevent it from happening."

"This time..." Jill said, getting all eyes on her. "I will not let this happen again. Next time, it's our turn. Umbrella is going down."

"You won't be alone," Peter said. "I'll do what I can to help."

"We all will," Barry said. "Now, let's get some distance."

"By the way...you two see that monster again?" Remy asked.

"Yes...and all I can say is, I am glad we never have to see it's stupid face or hear it's annoying voice ever again," Peter said.

"Let's hope that we don't," Applejack said. "That thing's face is going to haunt mah nightmares fer years."

"Feeling's mutual on that," Peter said.

"Ditto," Jill agreed.

Remy chuckled to himself, "Y'all need some stronger nerves."

"Oh put a lid on it," Applejack said as the chopper continued it's flight away from the Raccoon City blast radius.

Several miles away was the rendezvous point for all the Raccoon City Survivors. Bit by bit, the miliary began to rally everyone up, checking on the survivors and ensuring there were no signs of infection among them.

Barry had landed the helicopter nearby, with Jill, Carlos, Peter, Applejack and Remy exiting and checking their surroundings.

"Where'd all these army folk come from?" Remy wondered. "Could have used them in the city."

"Some of them probably did go into the city, they just never came back out," Peter said. "Plus this place did just get nuked, obviously some guys are going to be here to check on everyone."

"Hopefully that's all they're doing," Remy said. "Don't want them getting paranoid and thinking any of us are infected. Who know what they would do?"

"Let's not think too hard about that," Carlos said.

Jill surveyed the area, taking in how many had actually gotten out of the city. Unfortunately, the amount looked to be small, barely even a tenth of the population. The virus spread too fast for anyone to catch, and the consequences were monumental.

"Jill?" Peter got the woman's attention. "You doing alright?"

"I think so..." Jill looked to be at a loss. "It's weird, I know it all happened, but part of me feels like it was never real. It's almost a blur."

"You're still processing, I imagine that you spent a lot of time in the city running on adrenaline," Peter said. "Just be careful, once reality sets in, then you're going to really feel it."

"Better than feeling nothing I suppose," Jill said, still surveying the area.

"Any friends of yours out there?" Peter asked.

"I wouldn't say friends, though I do see some coworkers," Jill said, gesturing to a cop. "Like that one, his name is Kevin."

"Kevin?" Peter turned to a cop with brown hair that was speaking with a woman with a green jacket and a guy who looked to be a subway worker. "That cop guy?"

"Yeah, he applied for S.T.A.R.S. a couple of times, but failed the application each time," Jill said.

"Not skilled enough?" Peter asked.

"On the contrary, he was very skilled, he scored well in all the combat trials," Jill said. "The reason he failed however, is because he's too laid back. He's got that Happy-Go-Lucky personality, and that's not the best mindset to have in combat."

"Are you certain about that? It helps having someone to ease the tension," Peter said. "Not saying that everything needs to be played off like a joke, but make things too grim and things just feel hopeless."

"I get what you mean, but I just don't know if he understands that balance," Jill said. "Me and my teammates, we would joke about being like Samurai."

"Samurai? Really?" Peter asked.

"They uphold justice just like we do," Jill said, pulling out her handgun. "Even our weapons have a name, Samurai Edge. Because we try to understand their values."

"So Kevin isn't Samurai enough?" Peter asked.

"I'd say he's more of a Cowboy," Jill said.

"Well, to be fair, a Cowboy isn't too different than a Samurai, they have honor too after all," Peter said.

"I guess you have a point, honestly I'm not the biggest expert, a lot of my knowledge probably comes from old movies," Jill said.

"Oh, you like those types of movies? Cool, I got some awesome movies we can watch one day," Peter said. "How about seeing a Samurai movie, but it takes place in space!"

"You're such a dork," Jill said. "But I like that about you. It's cute."

"I try," Peter playfully joked. "To my point, if a goofball like me can take things seriously, maybe your friend Kevin could have too."

"I guess that's probably true," Jill said.

"Also consider the fact that he's still alive," Peter said. "Despite all the odds, he made it out of a city like that, while helping lead other survivors to safety. Guess he could have pulled it off as a S.T.A.R.S. member. Though, I suppose you did save him from being hunted by Nemesis at least."

"Way too soon," Jill said. "Honestly, I'm not even sure he's dead."

"Jill, even if he survived your finishing blow, the city blew up," Peter said. "There's no way he's surviving a missile strike strong enough to level an entire city."

"I just don't even know what to expect anymore," Jill said.

Peter placed his arm around the woman, hoping to reassure her. "Listen, if it will help, I can stick around you for a bit. This way you won't feel so nervous."

"Excuse me, but I'd like to think that I don't need a bodyguard," Jill said.

"Funny, you said something similar to me right after we met," Peter said. "Didn't really hold up well."

"I let you tag along out of sympathy," Jill insisted.

"Uh-huh, sure," Peter commented.

"Don't make me hurt you," Jill playfully warned.

"Alright, alright," Peter said. "In all seriousness, me sticking around isn't just for your own reassurance. I just really want to make sure you're safe, and I'd feel better if I could see for myself."

"Well that's really sweet of you," Jill said, placing her arm around Peter. "I did plan to go and find my partner Chris though."

"Not right away, right?" Peter asked. "You need some rest."

"I had enough rest after recovering from my infection," Jill said, then got shushed by Peter. "What is it?"

"Don't mention your...condition...out loud," Peter said. "People will assume that you're going to transform."

"Uh, right, that's a good point," Jill said.

"Besides, you could use a day off to clear your head," Peter said. "I know you're worried about your friend, but I feel like he'd be just as worried about you if he knew about this outbreak."

"No doubt, Chris was afraid this would happen, he's not going to be pleased that it not only came to pass, but that Raccoon City was annihilated," Jill said. "I'll have to get in contact with him about this soon."

"Think your friend Barry knows anything about what Chris might be up to?" Peter asked. "Might ease your mind a bit."

"Right, I should ask him, "Jill said, turning to face her teammate. "I probably should let him know about Brad too."

"Brad?" Peter thought back and remembered. "Right, the guy with the yellow vest. He was the only other S.T.A.R.S. member in town, right?"

"Yeah, he was," Jill said. "Chris is in Europe, Rebecca and Richard likely went with him. I'm honestly surprised Barry was even here. Unless S.H.I.E.L.D. contacted him or something."

"Speaking of S.H.I.E.L.D., I gotta see what old Eyepatch thinks of all this," Peter said.

"Eyepatch? You mean Nick Fury, right?" Jill asked.

"The one and only," Peter said.

"I imagine he's already caught wind of this, especially if Hawkeye and Black Widow were in town," Jill said.

"Oh yeah, I hope those two made it out," Peter said, taking a look around. "I don't see them here though."

"Jill! Spider-Man!" Barry said, making his way over. "Hey, I just got word that members of S.H.I.E.L.D. are on their way here."

"Oh good, we can talk about this with Fury sooner than we hoped," Jill said.

"Any update on other potential survivors?" Peter asked.

"Not on my end, maybe some people got lucky," Barry said.

"I hope so," Jill commented.

Jill turned to face the city one more time, silently grieving the place she once called home. Though she wasn't the only one. She could spot a nearby waitress doing the same, the girl holding her hands out in prayer, along with some others.

"I can only imagine how many families might have been affected by this," Peter commented. "All those lives that Umbrella had a negative impact on. Just one more reason to bring them to justice."

"No doubt about that," Jill said, then turned her attention to Barry. "Hey, your wife and kids are safe, aren't they?"

"Yeah, I managed to get them as far away as possible," Barry said. "Long before all this, I needed them away from Umbrella."

"Ever since Wesker held them hostage," Jill said.

"...I still haven't gotten over what I did because of that," Barry said. "I never should have let him control me like that."

"Barry, it's fine, you did what you needed to do to protect them," Jill said.

"Still...I feel like I could have done something," Barry lamenting, recalling his fallen comrades. "Maybe our teammates would have still been alive."

"What happened to Joseph, Enrico and the others wasn't your fault," Jill said. "Wesker is the one who brought us to that terrible mansion just to test out his B.O.W.s, including that so-called Ultimate Lifeform. He's the one who allowed Bravo Team to suffer like they did. He's the one who killed Enrico when he caught on to his plans. You didn't do any of that, and when the time came, you showed you were more loyal to us than to a scumbag like him."

"It was the least I could do," Barry said. "I won't stop trying to make up for my mistakes though."

"Hey, I don't know the full story, but I respect the fact that you want to make things right," Peter said. "You seem like a nice guy, try to go easy on yourself."

"Thanks kid, here's hoping you don't screw up like I did one day," Barry said.

"Too late for that," Peter muttered.

"Did you say something?" Jill asked.

"I..." Peter shook his head. "Look, let's just say that I know what it's like to goof up already. I have my own mistakes to atone for, so I understand where you're coming from Barry."

Jill seemed very worried for her friend. The woman turned her attention to her colleague, "Mind giving the two of us a moment?"

"Sure," Barry said, making his leave as Jill focused on Peter.

"Hey, earlier you seemed upset about something," Jill said. "Is there something that you want to tell me?"

"It's nothing, don't worry about me," Peter said.

"Peter, you stood by my side when I was injured and I thought I was going to die," Jill said. "You saved me when I needed it and you fought hard so we could escape together. Please, just trust me with whatever's bothering you. You did a lot for me, at least let me hear your struggles."

"I...I can't," Peter said.

"Is this about your uncle?" Jill asked. "Earlier you mentioned something about allowing him to die. I know you also mentioned he raised you like a son, so I imagine it was hard to lose him."

"It was unbearable," Peter said.

"Please, tell me," Jill said, taking the boy by the hand. "I won't judge you over a mistake. You didn't judge Barry, so I'd have to be a really shitty person to judge you."

"Barry was blackmailed, I was just selfish," Peter said, the boy remembering that fateful night. "I got so mad at someone that I didn't even bother stopping a burglar when he robbed the person I was mad at. I could have, I had the power to do so, but one, that guy screwed me over when it came to money, and two, I just didn't feel like taking orders from anyone! I was done letting people walk all over me, especially an asshole who wouldn't pay me money that I earned in a fight."

"A fight?" Jill asked.

"Some underground martial arts thing, I fought and beat this huge Russian grappler, and still got screwed over in my prize money," Peter said. "Some burglar showed up, robbed the guy, and I let him pass. Big mistake, because that same burglar tried stealing my uncle's car, and when my uncle wouldn't let him, the burglar shot him. I arrived just in time to see my uncle bleed out and die before my eyes."

"My God..." Jill said.

Peter wiped a tear from his eye, "I caught the burglar, and I really, REALLY wanted to kill him." Peter clenched his fist. "I didn't though, because I knew my uncle wouldn't want me to. Plus, that would make me no better than him."

"So, is that why you don't want to kill?" Jill asked. "Because then you'd feel like that burglar?"

"Probably," Peter said. "I just can't bring myself to take a life. Even Nicholai, scummy as he was, I just couldn't kill him. Part of me wanted to do so though."

"Well, at least I saved you from that choice," Jill said. "Still...I'm so sorry about your uncle. You didn't deserve that."

"It's not just me though, my aunt lost the love of her life because of what I did," Peter said, the boy turning away in shame. "I just can't forgive what I did."

"Peter, I let two friends die because I was too scared to save them," Jill said. "You're not alone."

"You have an excuse, everyone will pity the girl who froze at the sight of a monster, but not the super strength hero who wouldn't even lift a finger to stop a weak burglar," Peter said.

"Excuse or not, I know the feeling of letting people die," Jill said. "Peter, please. I don't want you to end up like Mikhail did."

"Huh? What does Mikhail have to do with this?" Peter asked.

"You saw how he was, he blamed himself because his crew got killed, and despite his wounds, despite the fact that he was willing to fight, he still felt useless," Jill said. "From your perspective, is that fair to him?"

"No, I'm sure Mikhail did his best," Peter said.

"Then apply that to yourself," Jill said. "My opinion, I think you're a great guy and I more than appreciate what you did for me the last couple of days. You helped save my life, keep that in mind the next time you feel like you didn't do enough. In fact, a large number of people owe their lives to you."

"It's the least I can do," Peter said. "Everything I do is because of the impact my uncle has had on my life. I want him to be proud."

"I think he is, Peter," Jill said. "I don't know your uncle, but I think he's proud. You're a very responsible person."

"Well, my uncle did teach me this," Peter began. "With Great Power, comes Great Responsibility."

"Well how about that, you at your age understand something a lot of higher ups don't," Jill said. "Gives me hope for the future."

"That flatters me," Peter said.

Nearby the cop Kevin approached the waitress, "You okay Cindy?"

"Huh?" Cindy turned to the cop. "I'm fine, just processing all of this."

"I don't blame you, what happened was intense," Kevin turned and faced Peter and Jill, offering a friendly wave. "Hey Spider-Man, thanks for the assist."

Cindy turned around, showing her own gratitude, "Yes, thank you so much."

"It's no trouble," Peter said.

"Hey Jill, got yourself a good friend there," Kevin said.

"Don't I know it," Jill said, affectionately rubbing Peter's head.

"Friendship is Magic," Peter said.

Jill raised her eyebrow, "Huh?"

"My friend Twilight's saying, it's not as cool as my uncle's but it's something," Peter said.

"Well, it's cute," Jill said. "I won't say it myself but it's cute."

"She'll be happy to hear that," Peter said. "The part where you called it cute, not the part where you refuse to say it."

Jill giggled to herself, "You're such a goofball."

"Yeah, I know," Peter replied, smiling out to the sunrise, grateful everything turned out alright. "Can't wait to see my friends again. Johnny and Twilight are not going to believe this though."

In time, several more army trucks pulled up, these having the S.H.I.E.L.D. insignia. They were soon joined by a helicopter that landed not too far away, Nick Fury emerging from the air vehicle.

"Well now, what do we have here?" Fury asked.

"Yo Fury," Peter said.

"Spider-Man...you look like hell," Fury said.

"Yeah, I just finished getting out of Raccoon City, the city filled with monsters," Peter explained. "A catastrophe you probably could have prevented if you listened to S.T.A.R.S."

"Don't start with me on that," Fury said.

"Fury..." Jill walked over, the woman crossing her arms in annoyance.

"Let me guess, you want to complain too?" Fury asked.

"I'm pretty pissed off honestly," Jill said.

"Look, I'm sorry that I can't snap my fingers to make things better," Fury said. "Shit happened, deal with it!"

"Wow, can you be any more unsympathetic?" Peter asked.

"Look, I just came to let you know that I got your ride back to Japan," Fury said. "I can help that farmer girl and the X-Men's poker buddy get home too if you need."

"You do that, me personally, I want to go find Chris," Jill said. "Do you have any whereabouts of Chris."

"Last I heard, he might be somewhere in that town, Midgar," Fury said.

"Again, that name sounds familiar," Peter said. "I feel like Twilight's mentioned it."

"That place is getting some attention, especially regarding some planned explosions," Fury said. "Shinra's gotten some enemies."

"That sounds troubling," Peter said.

"Is Chris a part of that?" Jill wondered.

"By the way, do you know anything about Hawkeye and Black Widow?" Peter asked.

"Yeah, Maria Hill just called me," Fury said. "She picked them up in a helicopter with three survivors. A cop named Leon, a college girl named Claire, and a little girl named Sherry."

"Wait, Claire?" Jill asked. "As in Claire Redfield?"

"That's her," Fury said.

"Oh God, she actually came to the city?" Jill asked. "How did I miss her?"

"I didn't see her either, or this cop," Peter said. "But it sounds like Hawkeye and Black Widow kept them safe at least."

"That's good, I wouldn't know what to tell Chris if his sister died," Jill said. "Surprised about the cop. I believe his name is Leon Kennedy, he's a rookie that was hired some time before the outbreak. I'm glad he make it out of the city."

"They even rescued a little girl," Peter said. "Any word on her parents?"

"Sounds like they didn't make it," Fury said.

"Damn...is that girl going to have a home?" Peter asked.

"She might," Fury said. "I'll ask later."

"I wish her the best then," Peter said, then turned to Jill. "So, off to find Chris?"

"Looks like it," Jill said.

"Wanna come back Japan with me first though?" Peter asked. "I can even see if I get a trip to New York instead."

"This ain't a taxi service, you want to go to New York, call that freaky sorcerer friend of yours," Fury said.

"Sorcerer?" Jill asked.

"Oh yeah, I know a guy who can do magic, his name's Doctor Strange," Peter said.

"...I shouldn't even be surprised, you know a God of Thunder," Jill said.

"World's a weird place," Fury said.

"Still, you should come with me," Peter said. "You lost your home, you need a way to start over."

"I guess you're right, I'll come back with you," Jill said. "Together, we'll figure out how to destroy Umbrella for good."

"Yeah, we will," Peter said, extending his fist. "For a good future."

"Yeah, a good future," Jill said, looking to the horizon. "We'll make it ourselves."

Within his monitor room at an unknown base, the former S.T.A.R.S. Captain, Albert Wesker was observing all the detailed reports of the Raccoon City Outbreak. Hearing reports about Umbrella's involvement did put a smile on his face, as this was an opportunity he would gladly make great use out of.

"Poor Umbrella, perhaps you should have given control to me when you had the chance, at least then you would still be standing," Wesker taunted. "Instead, you fizzle out like a burnt out candle."

As he overlooked the reports, he heard some footsteps approaching his chair, "Wesker."

"Sephiroth, I did not expect to hear from you," Wesker said. "I believe that you were on your way to Midgar."

"That is still in my agenda, I too have an old employer to check in with," Sephiroth said. "This may take me quite a while, I trust my assistance will not be required for the foreseeable future."

"Do not worry, I have agents out in the field," Wesker said. "In addition, I am proposing several partnerships to worthy allies, which may increase our numbers exponentially."

"Sounds interesting, just be careful who you trust," Sephiroth warned.

"By the way...what of Nicholai Ginovaef?" Wesker asked.

"He'll live, but he is quite injured," Sephiroth said, recalling having been there to get Nicholai to safety before his helicopter crashed. "He might be out of commission for a while."

"That's fine, let him rest," Wesker said. "If I need him, I will call him."

"What of Ada Wong?" Sephiroth asked. "Do you still trust her? Especially given her interaction with The Avengers? As well as those two civilians?"

"I will admit, that is troubling, but I should hope that Ada makes the right choices," Wesker said. "Otherwise I may have to cut ties with her."

"She is a talented woman, it would be a shame to lose such skill," Sephiroth said. "Just be mindful of whom you trust."

"I offer you the same advice," Wesker said. "By the way, have you seen Jill Valentine?"

"Yes, she was with a young hero, a remarkable fellow," Sephiroth said.

"So I have heard," Wesker said. "I believe he calls himself Spider-Man."

"Such a juvenile title," Sephiroth said.

"Juvenile or not, he shows incredible prowess," Wesker said, checking over some captured footage of Peter. "Even the camera cannot keep up with his incredible speed. His show of strength is something else too. He is far more powerful than to be expected of those with the extra join in their smallest toe. Perhaps it is the X-Gene? Or something much more?"

"Science has become quite a sight to behold as of late," Sephiroth said. "You'd be amazed at what can be done with Mako energy."

"Do you suspect that of this Spider-Man fellow?" Wesker asked.

"No, I did not sense Mako," Sephiroth said. "It would appear you have quite the enigma."

"You would be correct," Wesker said.

"Best of luck to you," Sephiroth said, turning to make his leave. "Perhaps our paths will align again, though I must warn you, changes are incoming."

"Changes you say?" Wesker asked.

"I do not wish to spoil the surprise, soon all on Earth will see just what my true calling is," Sephiroth said. "I would brace for the unknown if I were you."

"Very well..." Wesker said as Sephiroth made his leave. Once gone, Wesker thought to himself as his ally's words rang through his head. "I should keep an eye on him, or rather see if Ada would be willing to."

Wesker checked his monitors again, spotting reports about not only Raccoon City, but now about Spider-Man. He looked over some reports he received from Nicholai regarding Peter and his relationship with Jill.

"My, this Spider-Man fellow became very good friends with you, hasn't he Jill?" Wesker said. "It's not often you let someone in, so far only Chris has broken through your seemingly hard shell. Or were you always this fragile? Perhaps the city was too much for you, but fortunately you had a hero to keep you safe."

Weser sinisterly chuckled as he glanced at the sight of Spider-Man's image, eagerly awaiting the day he woud cross paths with him.

The fight against Umbrella was far from over, but several were ready to do what they must.

Chris Redfield, a man getting the information he needed in Midgar, and evidence to bring down Shinra and Umbrella.

Jill Valentine, who while she found where Chris was, did not find the man himself. That would not stop her from looking.

Claire Redfield, who would find out about Shery being taken, and opted to figure out a way to save the girl, after getting in contact with her brother.

Leon Kennedy, who did what he needed to do to protect Sherry while she was in the custody of the government. He would not allow harm to befall her.

Hawkeye, who was ready to rage war against Umbrella, and bring the harbingers of chaos to justice, one way or another.

Black Widow, who would utilize all of her spy capabilities to gain the intel she needed on Umbrella, and Shinra too while she was at it.

Spider-Man, the hero with many responsibilities. Taking down Umbrella was one of them, he would not allow the Raccoon City incident to repeat itself.

Meanwhile, in the town of Midgar, a man with a large sword was leaning against a pole, letting others pass him by.

"Excuse me?" Came the voice of Twilight Sparkle, the girl having just arrived. "Sorry to bother you but, I'm looking for information about Shinra and a group called AVALANCHE."

"What's it to you?" The boy asked.

"It's official Hero Business," Twilight said, showing her UA card, and her Equestrian ID. "As well as Royalty Related on behalf of Equestria."

"What is a hero to you?" the boy asked.

"Someone who wants justice," Twilight said. "I'm not going to assume either side is evil, I just want the full story."

"...Alright, I can take you where you need to go, just don't try anything funny," the boy said.

"Uh, thanks, I guess?" Twilight said. "I don't think we've been introduced yet. My name is Twilight Sparkle, what's your name?"

"Cloud," the boy said. "Come on."

Twilight followed Cloud to the Seventh Heaven Bar, the girl hoping to get the information she needed.

Injustice was still prevalent in the world, where it's in Midgar or elsewhere. And despite the tragic destruction of Raccoon City, with it came the rising of new heroes, ready to do their part to keep the world safe.


That marks the end of this story, thanks for reading.