(The Clone Saga)

C.S. Allen: Yep, Murakami deserves a proper sendoff, and that's what Mikey gave him. Sadly, as fun as it was to have Peter, Gwen and Harry team up, it was meant to fail. And yes, something extremely wickey this way comes.

Gamelover41592: Harry has his part to play, for better or for worse. As for how that pans out, you'll see in due time.

Jebest4781: Thanks, I'm glad to see you liked it.

Godzillaboy2021: Even if you know someone is bad or in the wrong, that doesn't make it easy to break away from them. Both Harry and Karai can attest to that. Don't worry, I've got plans for both of them.

Pikachu345: Yep, Spider-Man is known for having the biggest rogues gallery in Marvel, and TMNT has a lot of those going for them too. Combining those forces can only lead to disaster, unless our heroes are properly prepared. And yeah, I did hear about Raph creating the Foot Clan a long time ago, and it really is an interesting idea.

Matt: To be fair they can't all have ridiculously huge stakes, otherwise it'll just burn everythintg out. As for that Fishface idea, we'll have to wait and see.

Spectacular Webhead 11: Thanks, I'm glad to see you liked it. Paying respects to Murakami only seemed right, given how much he meant to the group. As for who Harry is talking to, you'll see soon enough.

Spartan 117: Thanks, I'm glad to see you liked it. Honestly it was a relief to make this chapter a shorter one, it keeps me from getting burnt out. And don't worry about sharing ideas, I get it. Just try to tone it down in the future.

Guest: Oh believe me, that's gonna be a sight to behold. Pardon the pun.

Irishman1999: Yeah, if anyone was meant to speak at Murakami's funeral. Yes I'v seen every episode of My Adventures with Superman, and frankly it's the first DC animated show that's gotten my attention in a long time. The same with Batman: Caped Crusader. You're not wrong that this version of Supergirl has some similarities to Karai. And don't worry, they'll have plenty of reinforcements when the time comes to start the final battle with the Goblin Nation and the Kraang.

MercWithaMouth1: I love this, and I'm definitely going to find a place to include it.

Frosty Wolf: That's a fair point, even though I personally didn't have much of a problem with season 5. Except for the idea that Mutant Apocalypse is canon. I find it hard to believe that your friend didn't know anything about the outage, especially given how long it lasted. And you're right that the Kuro Kabuto has some really interesting backstory.

GTA Godfather: A bit heavy on the cursing, but otherwise a pretty brutal argument. I may actually make us of that in the near future, albeit making some sizable changes.

5FingerDeathFist: You'll see what I have planned for her, don't worry. But I don't plan on turning her into the Winter Soldier or giving her a scar like Zuko.

ShakespeareRZA: I've read that fic before, and it's a pretty good one. I'll keep those fics you mentioned in mind, don't worry.

Mr. E: Just because it happened in the comics doesn't mean it'll happen here, if what I've done with Gwen is anything to go by. Emily Osborn died in the Insomniac games, and she's dead for real here. As for Norman… you'll have to wait and see.

NERDY JETFIRE: I'm assuming you're referring to Hattori Tatsu. No, he's Shredder's right hand man and has appeared in the 2012 series and one of the live action movie trilogy from the 90's. As for him having connections to Daredevil… that may or may not pan out. I haven't really decided yet.

Anonymous: Yeah that's pretty much the big thing with revenge, it doesn't undo what's been done and it doesn't get back what's been lost. It does pretty much capture the feud between the Hamato and Foot Clans.

G09F17R02: An interesting idea, but you probably don't want to put too much stock into it right now.

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The night appeared calm over New York City, but as always, there were insidious forces at work in the shadows.

"Come on come on, would you guys hurry the hell up already?" two figures stood by a van parked in an alley, one clad in green and orange armor with a horn on the head (Unicorn) and the other in a blue suit of armor with wings (Killer Shrike) waiting on a group of thugs in masks and tracksuits lugging a series of briefcases out of a building "The last thing we need is Iron Man or any of his cronies showing up and kicking our asses."

"Get real Unicorn, when was the last time Iron Man himself ever bothered showing up for the likes of us?" Killer Shrike rolled his eyes as he opened one of the briefcases, revealing a series of jewels lined up inside, to which he gave a smirk "Sure as hell got its perks though, like getting to pick up on scores like this. Just look at it."

"This is still small time stuff and you know it Shrike, why are we even doing jobs for this guy anyway? Wasn't he just a lackey for the Big Man or something?"

"Yeah but apparently he's turning into this big rising star in the Maggia, and Tombstone's days are pretty obviously numbered after that whole Valentine's Day fiasco last year. Plus there's all kinds of other competition in town, like that new Goblin Nation people are raving about, not to mention word about that mysterious Foot Clan."

"Eesh." Unicorn glanced over to see the masked thugs loading the last of the briefcases into the back of the van "Looks like that's the last of them."

"Good, in that case we're finished here. Let's get the hell out of here and-" Killer Shrike was cut short by the sound of a loud splat, and both of them whipped around to see the rest of the thugs being strung up along the walls of the alley by a giant web "Aw crapbaskets, we forgot about the whole Spider-Man thing."

"Right idea, wrong good looking spider guy in a mask and suit." it was at this moment that a new figure dropped down onto the scene, clad in a red mask and bodysuit with a blue vest, and a black spider logo on the front "You can call me the Scarlet Spider. Now if you're smart you'll back away from the van that's housing the stuff you tried to steal out from under the nose of the Goblin King's benefactors, then… Crap, what was the whole police procedure thing again?" he paused as he pulled a notepad out from his vest and looked it over "Okay so get down on the ground, first on your knees and then put your hands behind your heads. Real police procedure and all that. I watch a lot of cop shows and they're good material."

"...Okay seriously, who the hell is this guy supposed to be?"

"Spider-Man's cousin, who freaking cares? Just blow his head off already!" Unicorn was quick to run out of patience and fired a laser beam at Scarlet Spider from the horn on his head.

"Bad move big guy." Scarlet Spider pulled himself up onto a nearby wall with a webline just in time to avoid the laser, only for a familiar sensation to ring through his head right before a rapid barrage of lasers came at him courtesy of Killer Shrike, one of them snapping the webline he was holding onto and leaving him to hurtle to the ground, though he was able to rebound and braced himself as the two of them closed in on him.

"Bet you think you're some big shot don't you? In that case I guess I'll have to set my horn to full power!" Unicorn prepared to fire another laser, only to be met with a series of webs being shot over his face, leaving him open for a roundhouse kick to the jaw that sent him hurtling to the ground.

"Unicorn! Now you're dead you little shit!" Killer Shrike pounced on Scarlet Spider and grabbed hold of him by the shoulders, letting loose a powerful surge of electricity as he pummeled him relentlessly, only to be grabbed by the wrists, resulting in the sound of a sickening crunch that caused him to scream in pain, and then a webline latched onto his chest and sent him hurtling into one of the walls of the alley, leaving him to slump to the ground.

"You gonna be smart and stay down, or do I have to follow up with the other arm to make sure the lesson sticks?" Scarlet Spider advanced towards Killer Shrike… only to suddenly be hit with a blast to the side that sent him hurtling to the ground.

"Not gonna lie, that felt pretty damn good." Unicorn gave a smirk as he pulled himself back to his feet and took a few steps toward Scarelt Spider "Now you get to watch while I drill this laser horn of mine right through your goddamn skull!" and then he started firing his laser at Scarlet while he was down, quickly burning his way through the torso of his suit… only to falter when a webline suddenly latched onto his face, giving Scarlet the chance to hurl him through the air and send him hurtling back to the ground with a mighty crash and leaving him in an unconscious heap as a result.

"Not gonna lie… that felt pretty damn good." Scarlet gave a mocking smirk underneath his mask as he leapt back onto his feet "You know when I think of unicorns, I think of rainbow colored horses with horns that play rave music. And those are more intimidating than this whole thing you've got going here man."

"Try saying that when I blow your head off!" Killer Shrike swooped down towards Scarlet and tried to land another blow, only to be grabbed by his remaining good wrist and subsequently slammed into the ground with a burst of enhanced strength.

'Okay, so that was fun.' Scarlet breathed a sigh as he shook off a bit of the disorientation he was feeling, and then he looked down at the burnt torso of his suit, then towards the unconscious bodies of Killer Shrike and Unicorn "A little bit toastier than I would've liked, but at least my job is done."

"So what now then?" a new voice caused Scarlet Spider to whip around, revealing Mac Gargan standing within the shadows of the alley, a green gauntlet visible on one hand "Do you plan to finish the job, or just leave them?"

"I don't see how that's your business." Scarlet paused as his gaze hardened from underneath his mask "And for that matter, what are you doing here anyway?"

"I was nearby when I heard the commotion, I came to see what was going on and see what I can do to help out. Essentially what you did,." Gargan turned his gaze over towards Unicorn and Killer Shrike, then back to Scarlet Spider "But I doubt it was for the same reasons. Looks like you're still in pretty decent spirits. You don't have to worry though, I don't want to fight you. I just wanna talk."

"Pretty sure the phrase "Stranger danger" comes to mind right about now."

"Not a stranger."

"Just saying what it sounds like. And even if it didn't, there's the whole "you running out on the Goblin Nation" thing to consider."

"Then those jackasses should've thought of that before they decided to try and kill my fiancee for shits and giggles." Gargan was met with silence, and so he let out a sigh "But I'm not here to take that out on you. I've learned a few things since the last time we crossed paths, mainly through some of my other contacts . There's a lot more at play here than either of us would've guessed."

"Uh huh. Forgive me if I'm not exactly convinced. What could you know about me that I don't already?"

"Where you came from for starters. As in, where you really came from." Gargan took in the look of disbelief Scarlet was giving him "Yep, that's about what I expected. Come on, let's walk and talk for a bit… Ben."

"...Shit." Scarlet gave a scowl as he lifted off his mask, revealing the face of Ben Reiley "So you know about me using that name then?"

"I got my sources, like a couple of teenage girls you got acquainted with at the Lincoln Dynamic Youth Center. Pretty interesting stuff you hear through the likes of them. One in particular did seem pretty fond of you." Gargan let out a chuckle when he saw Ben blushing slightly, but then his gaze hardened "Alright enough screwing around, let's walk and talk." and so he started walking away from the scene, pulling out his phone as he did so 'Hate to drag you into all this drama Gwen, but it was bound to happen sooner or later.'

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Meanwhile, with the main power couple…

"Okay hold on, let me see if I've got this." Ghost Spider cast a glance over at Spider-Man as the two of them sat perched on the edge of a rooftop "So you and the guys practically swam through that wave of rats to get to the Rat King's lair?"

"Hey trust me, it wasn't fun for any of us. Pretty sure I got rabies somewhere in the middle of all that." Spider-Man cringed slightly at the thought "Hell of a way to start senior year though, am I right? Sad thing is I'm pretty sure that wasn't even the most painful part of the day."

"Tell me about it." her face fell as a series of memories flashed before her eyes, but then her expression brightened slightly "Then again, at the start of senior year I never would've thought that I'd be getting into the whole superhero thing like you."

"Along with us finally getting together, that's good too." the two of them shared a chuckle as their hands intertwined "But I do get it, a lot has happened. It's only been about 7 months, but it feels like it's been a whole freaking lifetime. Think about it."

"I know what you mean. You and I got together, and we even got to go to the Fall Formal."

"Me and the guys saved the world from the Kraang the first time around. And they came back like a month later. Then I got turned into a Man Spider for like two months…"

"I became Ghost Spider in that time, Mikey and Raph became superheroes too, and we even got to meet Wolverine."

"Finding out Karai is really Splinter's daughte, Harry becoming the new Hobgoblin, Eddie being brought back to the good side. Sort of."

"Not to mention meeting the Avengers, one of the best days of my life by far."

"You did mention us finally getting together."

"I know what I said." he faltered slightly as she gave him the Look, only to relax slightly when she started laughing 'Oh thank god, that will never stop being terrifying to me. But yeah, we've come a pretty long way since the start of senior year."

"You even longer, given everything you've been through even without me."

"Tell me about it. A lot has happened to me over the past two years, but even more since the two of us finally got together. Which kind of brings me to something I wanted to ask you when we were alone, and since the guys took off awhile ago to shut down another Kraang plot, no time like the present."

"Okay…" Ghost Spider paused for a moment as she slowly took off her mask, revealing the face of Gwen Stacy "Like a spider thing or something personal?"

"Personal, and kind of in the works for awhile." Spider-Man took a breath as he pulled off his mask, revealing the face of Peter Parker "Okay, here it goes… Gwen Stacy, the person who's been at my side longer than anyone in my life aside from Aunt May…" he pulled a small object out of his suit, that being a signal white rose "Would you do me the honor of being my date to senior prom?"

"Peter…" Gwen was left blushing a deep shade of red as she accepted the white rose and held it close to her "You know, there was a time when I thought a moment like this would never really come. And now that it has…" in an instant she threw her arms around Peter's neck and caught him in a loving kiss "It's worth all of the waiting and more."

"So… that's a yes right?"

"Dos this answer your question?" she pulled him into another kiss, this one more heated than the last, before she broke away.

"...I'm gonna assume that's a yes?"

"It's a yes."

"Okay good." Peter let out a sigh as he held Gwen close to him, the two of them gazing out into the night sky "I'll probably regret saying this at some point in the next few hours, but I can't think of anything that could ruin this moment." he paused as he took notice of a nearby figure out of the corner of his eye, with Gwen doing the same, and both of their gazes hardened as they pulled their masks back down "Gwen."

"I know." both of them broke apart and ducked… just in time to avoid a red and black blur that soared just over their heads, complete with what appeared to be blads that only narrowly missed cutting through them, and then they got a good look at the source of it.

'Okay, now I think it's a good time to ask, what the hell?! This guy didn't even trigger my Spider Sense, and with that suit… I've got a bad feeling about this…'

"So here you are… the real deal…" as it turns out, perched on a wall above the two of them was a figure clad in a full bodysuit, black for the face and shoulders and red for everything below it, and a black spider symbol on its chest "After all this time, I finally meet you… the real one, in the flesh…"

"I'm gonna go ahead and guess you're not just another fan." Spider-Man's gaze hardened as he dropped into a stance "So who are you? What do you want?"

"I go by the name Kaine. As for what I want… Right now it's to see your head mounted on a bloody pike!" the figure, now known as Kaine, summoned a pair of blades out of his palms and pounced towards Spider-Man with a burst of speed, managing to pierce one of his legs before he could get out of the way, and subsequently unleashed a powerful surge of electricity, instantly enveloping Spider-Man and causing him to cry out in pain.

"What are… you doing… to me?"

"Showing you what a real spider can do, and now I'll-"

"Get the hell away from him!" Ghost Spider pounced at Kaine and landed a roadhouse kick to his face before he could react, forcing him off of Spider-Man and sending him flying off of the rooftop they were on, allowing her the chance to help Spider-Man onto his feet "So much for nothing ruining the moment. Are you okay?"

"I… I don't really know." Spider-Man paused as he glanced down at the new stab wound on his leg "It's kind of weird but… it feels like he sucked away some of my… me. I don't really know how else to put it."

"Any chance you can still fight?"

"Enough of a chance to get some payback for that sucker stab. You know like sucker punch but with a stab instead of-"

"I got it, trust me."

"Right, no explaining the joke. Golden rule of humor."

"You know you're a lot more colorful than I thought you'd be." Kaine suddenly swooped back onto the scene, his demeanor growing harder with apparent anger as he barred the blades coming out of his hands "I didn't come here to make jokes."

"So then how about you start by telling us what you really want?"

"Like I said, what I want is to see your head on a bloody pike, and my stingers will be what does the job!" Kaine launched himself at Spider-Man and Ghost Spider, letting a series of attacks fly forward with his stingers barred.

"Yeah, let me think about that… Not happening in your lifetime!" Spider-Man eventually found the chance to catch one of Kaine's fists in his own and dealt him a swift knee to the face, only for this to make him stumble slightly, but leave Spider-Man open for the uppercut to the jaw that followed, sending him hurtling off the rooftop.

"Spider-Man!" Ghost Spider was quick to charge at Kaine next, catching both fists with a quick webline and landing a fist straight to the gut, followed by one to the face and then a kick to the back of the head that sent him crashing to the ground… only for his hand to snap up and grab her by the ankle, enveloping her in a surge of electricity that caused her to cry out in pain.

"Keep your hands off her!" Spider-Man suddenly swooped back up onto the scene and quickly dealt Kaine a solid kick to the back of the head hard enough to send him hurtling off the edge of the rooftop, and then he turned his face toward Ghost Spider "You okay?"

"A little shaken up but I've been worse, though that actually hurt a lot more than I thought it would." Ghost Spider cringed as she rubbed the new wound on her leg, pausing as the sound of rinnig drew her to pull out her cell phone.

"Tell me about it. Here I thought he was just coming after me." Spider-Man cast a glance toward where he could see Kaine swinging away into the distance "No chance in hell he's getting away that easily. Come on, let's go get him."

"Hold up." Ghost Spider turned him around to face her and held up her cell phone "I got a text from my Uncle Mac, he wants to meet up with both of us."

"Right now?"

"He says it's important, and I think he's right… Because he says he found most of the details of Project Arachnid."

"Project what?"

"...We still have a lot to catch you up on."

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One quick change of scenery later…

"I'm gonna level with you kid, a lot of what I have to say isn't easy." Gargan cast a glance over at Ben as the two of them walked their way through a park "But where you come from, that's actually… pretty screwed up, is one way to put it."

"Pretty sure I already know about the birds and the bees." Ben paused and looked down at his feet as he stopped walking, which prompted Gargan to stop alongside him "Not sure how exactly I know that, but I know Father himself didn't exactly tell me."

"Father… that name has a whole new meaning to it now." Gargan paused to try and find the proper words "Not from a biological standpoint, but… it's not wrong to say that either."

"Yeah I know, I'm basically adopted. Stepson of the year or whatever, pretty sure I've gotten enough of that from the other assholes Father is lining up as his generals. The real problem is that most of the decent supervillains are off the grid or painting a target on his back, so they would never side with him willingly. At least not without mind control."

"Or blackmail as I can attest, but your point is a lot more true than you think." Gargan cast a quick look at Ben "A lot of these guys are in it for their own goals or cause they think the Goblin King is their ticket to the top of the food chain. Then there's the ones he brings in with blackmail or mind control… or ones he just creates himself."

"Creates himself? Am I supposed to know what the hell you're talking about?" Ben cast a raised eyebrow toward Gargan.

"Let me put it this way, you ever learn about how the Hulks were created?"

"Yeah, the OG one was made from storming a testing ground in New Mexico."

"You know how She Hulk was born?"

"Something about a blood transfusion?"

"Blood infected with gamma radiation, passing those powers onto her."

"Yeah." Ben paused as the realization began to dawn on him, and he looked at Gargan with clear disbelief and skepticism "So what are you saying, that Father made me into a lab rat and gave me spider powers using Spider-Man's blood or something?"

"You don't believe me." it wasn't a question.

"Can you blame me? You sound like a crack addict, and I'm not standing around listening to your batshit conspiracy theories when I could actually be doing something useful." he moved to take his leave of the scene, only to be stopped by what Gargan said next.

"You ever stop to think about how you could've gotten the same powers as Spider-Man when you don't even remember like from before the Goblin King took you in?"

Ben didn't respond right away, he just turned around to face Gargan, pausing a moment before he spoke again "So you're saying… he gave me these powers, to try and make me into a soldier for him or something?"

"That's my speculation. As for how he got his hands on you… That's a lot more complicated, not to mention unsettling. Let's just say your origins are more tied to Spider-Man than either of us would've guessed." that was enough to leave Ben frozen on the spot.

"How… How do you know all of this?"

"I've got a few contacts that have been working against the Goblin Nation, by this point you've got a pretty good idea of who they would be, and they found a little something in the computers of TCRI called Project Arachnid. It's got a lot of info about who you are, what they want you to be. Do yourself a favor kid, watch your back and steer clear of them. For all our sakes, along with yours."

"You… You don't get it." Ben's voice was quiet and somewhat shaky now "Everything I am now is because of them… because of Father… I'm nothing without him.. I just wanted to show him how capable I am… To let him know he can depend on me…"

"Kid it's not just- Wait hold that thought." Gargan's gaze hardened as he glanced over to see a red and black figure perched in a nearby tree "We've got new company."

"What are you talking about?"

"No time to explain, let's take this somewhere else. And I've got a few people it's about time for you to finally meet face to face." Gargan quickly made his way into the surrounding forest area, with Ben cautiously following close behind him "Also one last thing, think about this: Are you really nothing without your Father, or is he nothing without you?"

Ben said nothing, he just followed after Gargan in silence, tightly clutching his mask that he held in one hand.

What they didn't notice however, was Kaine watching them from afar, and once Ben and Gargan had left the scene he was quick to come out of his hiding place 'That's him, there's no doubt about it… Father thinks that we're all failures… that I'm a failure… Time to show him what we can really do… He'll regret ever writing us of… All of them will…' and then he tappd an ear piece underneath his mask "Brothers. It's time for us to make our move and show how much we're truly worth."

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Meanwhile, with the two in question…

'For crying out loud, you'd think a dude in a red and black spider suit would be easier to track down.' Spider-Man cast a look around as he and Ghost Spider continued swinging their way across the rooftops of New York in search of Kaine, albeit with little success "Seeing anything on your side?"

"Nothing that gets us any closer to- Wait a second." Ghost Spider quickly turned her gaze, and his by extension, toward where a purple and silver colored figure could be seen bursting out of a building with a briefcase in hand and flying into the night sky "The Beetle. I think we just found a new lead."

"You think he's gonna know something?"

"I found out while back that he got recruited into the Goblin Nation, along with that weed monster you and the guys fought."

"Snakeweed."

"Yeah, him. Anyway he's with them now, so if nothing else he might have some kind of lead we can use to track down this Kaine guy."

"Works for me. Hold up one second." with that in mind, Spider-Man swooped down and let loose a few shots of webbing that covered the propulsion pack on the back of his suit, binding the wings carrying him and leaving him to fall to the ground in a nearby alley "Yeah quick word to the wise Beetle, trying to pull a robbery out in public kind of goes against the whole assassin thing."

"Perhaps… but it does serve other purposes…" Beetle quickly leapt back up onto his feet and pushed a button on his wrist, causing his armor to expand slightly and cover itself in additional layers that made it appear more bulky, and then he grabbed a nearby dumpster and threw it at both Spider-Man and Ghost Spider, forcing them to dodge it and leaving it to embed itself in the front of a nearby building "Like luring the likes of you out into the open."

"Ah. One of those things, okay now I'm getting it. Plus it looks like someone got a wardrobe update."

"More like a much needed upgrade." Ghost Spider muttered "I guss we shouldn't really be surprised, given what we've seen from the likes of the Goblin Nation so far."

"Makes you wonder what they're doing to the rest of- Crap, move it!" Spider-Man grabbed hold of Ghost Spider by the waist and pulled both of them into the air to avoid the oncoming barrage of missiles the Beetle was firing at them, cancelling out each projctile with multiple shots of impact webbing, albeit still resulting in a series of smaller explosions, blowing both of them back down to the streets below as a result of the impact 'Well so much for that little plan going off without any problems. It's times like this I really freaking hate the Parker luck.'

"To think that this is all it takes to bring down the likes of you." Beetle landed on the ground in front of the two of them as they picked themselves up, readying a laser blaster poking out from his wrist and aiming it at them,

"Hey come on man, what's the rush? You don't have anything to say? Nothing like any puns or gloating at your apparent victory?" Spider-Man shared a look with Ghost Spider as the two of them picked themselves up "Right, strong silent type. Kind of forgot about that. And that not everyone appreciates my sense of humor. You do though, right?"

"Depends on how well it's put to use, and the saying "timing is everything" comes to mind right about now." Ghost Spider told him dryly "Like not when we're about to get blasted right in the face."

"Making jokes in tense situations is how I cope, you know that!" Spider-Man prepared to make another move towards Beetle, only to stop in his tracks as a familiar sensation rang through his head 'Okay Spider Sense, now I'm just wondering why I bother keeping you around at all. I've had this thing pointed at my face for at least two minutes now, what the hell are you-'

"Here's the big difference." a laser beam suddenly shot out of the darkness and struck Beetle in the arm, blowing off the blaster and forcing him back a short distance as another figure appeared on the scene, that being a humanoid looking figure in a green mechanical suit with a tail attached to the back crouched down on all fours "There's two kinds of people when it comes to stuff like this: The ones that like to talk to the point where people want to rip out their vocal chords, and the ones that actually know how to get stuff done. Lucky for you guys I'm the latter."

"Uh huh." Spider-Man shared a quick look with Ghost Spider "I know I've been asking this a lot and it's not gonna stop anytime soon, but is this another thing you dealt with while I was gone for two months?"

"Nope, never seen this one before. I think." Ghost Spider paused and looked over the new green suited figure for a moment 'But the way he looks is kind of familiar, and his voice… No way, don't tell me…'

"We can do the full introduction later, right now just call me Scorpion and let me take care of this asshole." the figure, now known by the name of Scorpion, braced himself as the Beetle fired a barrage of rocket projctiles at him, only for him to strike at them using his tail, detonating them in the following explosion that sent him skidding back a short distance, but otherwise leaving him unharmed. It was then that he seized the chance to pounce on Beetle, using the claws on his hands to pin him to the ground in an instant, then moved to stab him with the tail.

"Filthy little…" Beetle summoned a blade from one arm and moved to try and slash Scorpion across the face with it… only to be stopped by Scorpion's tail weaving around and stabbing the back of his head, causing him to freeze on the spot.

"You think I didn't know the back of your helmet is unprotected? Trust me buddy, I've done my research. No I ain't gonna kill you, that's not really my style. Just a little paralysis thing cooked up by my new… let's go with benefactor. That oughta keep you from acting up again, at least for a little while." with that in mind, Scorpion turned his gaze back towards where the Spiders were standing looking rather dumbstruck "Just gonna throw this out there, if you're gonna call the cops on him now would be the time for that."

"Right…" Spider-Man quickly pulled out his cell phone and typed away as he sent a message, then turned his gaze over to Ghost Spider "Again with having a crap ton of questions about all of this."

"For once you're not the only one." Ghost Spider readied her web shoots as both of them took a few steps toward Scorpion "We want answers, who are you and what are you doing here?"

"Straight to the point, not bothering with any BS. I respect that. Maybe this oughta give you an idea of who I am." Scorpion gave a smirk as he leapt onto his feet "New York City, your city. A city that you come to know like the back of your own hand, but that's how you know one crucial detail about it… That it has a dark 's where people like me come in. Whether people realize it or not, there are all kinds of criminal factions lurking underground and within the shadows. People like the Big Man, or all the other wannabes that lurk in the shadows, or hide in plain sight. But he's not the benevolent and kind-hearted philanthropist that he wants everyone to think he is. No, that part of his personality is as fake as the smile on a used car salesman."

"...Many a people know who he really is, not many live to shout it out." Ghost Spider took a few steps forward as she began going along with the bit "There are some who don't want that fate to fall upon any more innocent souls than it already has, and that's where people like you and me come in. People willing to get their hands dirty and do what has to be done."

"I've been fishing for leads, but now here I am, drifting along a sea of dead ends… and then I run into her. The one that shines the only ray of light into my dreary world." Scorpion let out a chuckle as he pushed a button on his wrist, causing his suit to detract… revealing the figure of none other than Mac Gargan with a smirk spreading across his face "Good to finally see you face to face again kid."

"You too Uncle Mac… I just didn't think it was gonna be like this." she gestured to the device now visible on his wrist.

"Yeah… that's more of a recent development, but that's not really what I came to talk with you guys about. There's somebody I think you guys should meet."

"Okay…?" Spider-Man's gaze hardened and took a few steps forward "And who exactly is that supposed to be?"

"Right over here."

"Holy hell!" Spider-Man whipped around at the sound of a new voice and let a roundhouse kick fly, only to find the source of that voice blocking it with his forearm "Okay seriously, how the hell do you guys keep doing that?"

"I've got a lot of free time on my hands. Dependong on the day at least." Scarlet Spider gave a small shrug.

"I meant bypassing my Spider Sense."

"You mean that tingle thing?"

"Please for the love of god, do not call it the tingle thing."

"You call it whatever you want, I call it what it feels like and it feels like a tingle." Scarlet paused and looked over Spider-Man for a moment "So you're the real deal. The first Spider. I've heard a lot about you."

"Am I supposed to see that as a good or bad thing?"

"I didn't bother listening to any of the BS Jameson is putting out."

"...Okay, that's a point in your favor." Spider-Man lowered his leg and looked over Scarlet Spider for a moment "So I'm gonna go ahead and guess you're this other spider that I heard about from Daredevil?"

"I go by the name of Scarlet Spider."

"Scarlet Spider? How the hell did you come up with that?"

"Simple, it's my favorite color and it's more creative than something basic like Spider-Man. It's like a 12 year old came up with that."

"Blame the jackass in the arena who came up with it, I wanted to go with the Human Spider and he had to screw it up."

"Speaking of jackasses screwing things up." Gargan was quick to draw both of their attention back to him "You two wanna get back on topic before we have the arachnette here give you both the Look?"

"...Go on."

"I didn't bring you here so you could jump down each other's throats like a couple of hormonal dumbasses." Gargan breathed a sigh as he fully turned his gaze towards the three of them, in particular toward Scarlet Spider "There's some things I've learned recently that the lot of you need to know. Things I've discovered about what the Goblin Nation has been up to. And things about you, and where you come from."

"Yeah, you were telling me about that before." Scarlet cast an uneasy glance at him "But you left a lot of stuff out of there didn't you?"

"Originally yeah. Part of me was hoping to ease you into it, but I don't really see that happening at this point. Come on, let's take this somewhere a little less public. Maybe grab a bite to eat or something, I skipped out on dinner."

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One quick run through a hot dog cart later…

"Now this is what I'm talking about." Gargan made his way to the edge of the rooftop where the three spiders were seated, and he sat down a bag on the ledge and handed a hot dog to each one of them "I know how you like them."

"Yeah, with some exposition for starters." Spider-Man was the first one to break the silence and looked over at Gargan "You said you wanted to talk, about what exactly?"

"First I'm gonna get this whole thing out of the way. No secret identity BS, I know who all of you are." that was enough to make the group tense up "For starters, Ghost Spider here is actually my niece Gwen Stacy."

"So… you do know then."

"Yeah. He knows." Ghost Spider slowly pulled her mask , revealing the face of Gwen Stacy "He revealed it to me a few weeks before we turned you back. And he knows about you too."

"...What?"

"Wasn't really that hard to piece together in the grand scheme of things. Frankly I'm surprised more people haven't figured it out." Gargan gave a shrug, and then he turned toward Scarlet Spider "And just to balance the whole thing out before anyone starts flipping out, I'm just gonna get all of it out of the way. Spider-Man is Peter Parker, and Scarlet Spider over there is Ben Reiley."

"...Son of a-" Spider-Man and Scarlet Spider both paused and shared looks, then slowly took off their masks simultaneously, revealing the faces of Peter Parker and Ben Reiley respectively, and the former let out an aggravated "You know there was a time when literally no one in the world knew who I really was. I'm starting to miss that."

"I figured it was better to just get it out there than to pussyfoot around for hours on end. I got you guys here to get down to business, and to give you answers. Besides I'm risking a lot by coming to you guys in person, considering the comically giant target I have on my back. But I'm gonna make this quick, cause I don't know how much time we go."

"Right now I'd rather you just start at the beginning." Ben told him flatly "What exactly did you find out and how does it relate to any of us? To me?"

"Fair enough. Here goes…" Gargan took a breath, and began his story "One thing I've kept under wraps for the past few months is that… I got recruited into the Goblin Nation."

"What?!" Gwen's gaze quickly snapped towards him, her expression one of shock and disbelief, and a bit of hurt.

"I only did it because it was either that or they put a bullet in my fiancee's skull." that comment was enough made her relax, but only slightly "I did what I had to do to make sure that I could keep her safe. I ain't proud of it, but it's better than her being dead."

"Why… Why didn't you say anything? I could've helped you get her out."

"They made it clear I was being watched, even if I did try that it'd put her at risk and reveal you have a connection to me. Too big a risk for me to take. But I wasn't gonna play their game, so I did what I could to get you any info I could find. Worked for awhile, until I got found out by the Kraang and their second in command, Subprime. Lucky for me I had a few other people looking out for me back then. Long story short, I said I'd join up with them in exchange for making sure that Sarah was protected."

"And who exactly are they?" Peter gave a raised eyebrow.

"Short version, not your biggest fans."

"That doesn't really narrow it down."

"Exactly."

"Can we get back on topic?" Ben directed their attention back to him "You said you found stuff out inside of there. What exactly?"

"Right, the big one… Awhile back, Gwenny here gave me a drive she got from a friend of hers that broke into TCRI."

"It was Eddie and April with Daredevil's group." Gwen looked over at Peter and was quick to offer up context "They broke into TCRI and found info on some kind of cloning experiments being conducted by the Jackal. They wiped the computers clean of it, but Eddie managed to pull off something called Project Arachnid. He gave it to me after, and then I gave it to Uncle Mac because he said he could crack the encryption."

"Which I did. It's screwed up, to put it about as mildly as I could." Gargan paused and tried to choose his words carefully "I met with the Goblin King at one point, he never let me see his true face but said that being part of his organization could get me anything I ever wanted. Warren was quick to attest to that, said that he wanted a place that didn't have any boundaries. He wanted a place that would let him push his research in genetics and biology beyond anything that would be allowed by conventional science. Beyond anything allowed by any governments."

"Jackal. That figures." Peter and Gwen shared a look "Of course that one pops up where no one actually wants him."

"This time around the Goblin King had him workingt to make something for him, to create a soldier, a weapon… the perfect weapon. He managed to gleem some info from something called the Weapon X project, though I don't have much detail on that."

"It does sound familiar." Gwen muttered "I think Wolverine mentioned something like that at one point."

"Based on what I do know, you're better of staying as far away from that as you can. Anyway, I don't know for certain how many times he tried and failed to get it right, four or five if I had to guess. Far as I know, he finally figured out where to look for the answer. What the Goblin King wanted all along… was you." he turned his gaze toward Peter "Well, he wanted Spider-Man to be more specific. It turns out your DNA infected by a genetically altered spider was the key to making what he wanted, so… at one point they got their hands on it."

"Are… Are you serious right now?" Peter cast a look over at Ben, and then his gaze slowly turned back towards Gargan "You mean… they cloned me?"

"They made a couple of genetic variations here and there, but yeah, more or less. A genetic copy of you from a physical standpoint, but without any of your memories."

"So they tried to make a weapon… but ended up making an entirely new person." Peter slowly turned his gaze toward Ben "He said your name was… Ben Reiley?" he was met with only a single quiet nod "Did they give you that name?"

"I… I gave it to myself." Ben finally spoke up, his voice lacking any emotion "At one point it kind of just… popped into my head. I didn't know where it came from. Now I do."

"Huh… My uncle's first name, and my aunt's maiden name. It uh… It actually works pretty well when you put them together." Peter awkwardly patted Ben on the shoulder, albit without getting a response, and then he turned back to Gargan "So… I still have more questions about this."

"I figured you would." Gargan gave a single nod of understanding "I'll tell you what I know, but that's all I can tell you."

"How exactly did they get their hands on my DNA?"

"My understanding is that the Kraang managed to get their hands on you awhile back, and while they spent a good chunk of that time torturing you for shits and giggles, they managed to extract enough of your DNA for the Jackal to eventually put out a few clones."

"...Dammit, I didn't think of that."

"I'm guessing you have an idea of when that could've happened?"

"It was during the whole thing with the first Hobgoblin. I was having that run in with Black Cat, we got ambushed by the Hobgoblin, I pushed her out of the way and got blown through a damn building. Hobgoblin dumped me at some Kraang base, my memory of that is a bit hazy but I know I was in there for a few hours until the Turtles and Black Cat broke me out. I guess they took some of my DNA during all of that. I doubt the Kraang themselves were the ones who came up with that idea, seeing how Jackal was in prison then."

"Probably have Subprime to thank for that little bit of insight. If nothing else that sadistic little shit is good at planning ahead."

"Hold on a minute." Gwen quickly looked over at Gargan "If the Kraang and the Goblin Nation got their hands on Peter's DNA, then does that mean… they know his identity?"

"I didn't find any proof of that for all my snooping around, but I doubt you'd wanna assume that they don't know either. Better to keep your guard up just in case."

"Fair enough I guess." Peter shared a look with Gwen, and then he turned his gaze over to Ben, his expression softening slightly "You know, my Uncle Ben said told me growing up that I could choose the kind of person I want to be. I think that applies to just about everybody."

"Hm… Maybe, but I-" Ben was cut short by the sound of an explosion in the distance, to which he turned his gaze towards Peter and Gwen "I'm going to assume I know exactly what's about to happen next."

"Maybe you really are part me after all." Peter pulled his Spider-Man mask back down over his face, with Gwen pulling down her Ghost Spider mask "We'll talk when we get back, so… enjoy the hot dog I guess." and so the two of them webbed lines and simultaneously swung away across the skylin of New York.

"Well that's… one way to end this I guss."

"Be real for a second, there's no good way to end something like this. It's gonna be ridiculously uncomfortable either way." Gargan took a bite of his hot dog, and then looked over at Ben "But he isn't wrong about what he said. We get to choose who we want to be, not what other people try to make us. Being created from Parker's DNA, being made to serve the Goblin Nation, even wearing that mask and suit. None of that gets to define who you are. You get to choose, in these kinds of moments. The real question is, who do you want to be?"

Ben said nothing, he just let his gaze drift out toward the skyline of New York.

XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX

Meanwhile with the hero power couple…

"Good god." Spider-Man cast a look around as he and Ghost Spider swung their way toward the source of the explosion, only to end up coming across a freeway blocked off by a massive pile up of wrecked cars hurled all over the place "You know New York is where we grow up and I'll always consider it my home… But I look at stuff like this and wonder, why the hell does anyone want to live here?"

"This is just based on one scene alone." Ghost Spider muttered in between swings "The other day I stopped by my dad's precinct and got a look at a map he was using to work on a case. It showed every burglary in New York over the past year and covered them with pins?"

"Let me guess, the whole thing."

"The whole thing."

"Seriously there's so much crime in New York, why do people live here?"

"The why of it doesn't matter." a new voice drew their attention to where George Stacy and a few of his officers were taking shelter behind a police car, guns in hand "We're in it together, and we're going to make the most of it. Glad to see the two of you could join us."

"Just doing our part, now have your officers fall back and form a perimeter. The two of us should be able to handle it from here." to prove that point, Ghost Spider unleashed a series of quick shots of webbing to create a makeshift net to catch the oncoming car being hurled toward them, catching it in mid air "Case and point."

"You heard the lady, fall back and form a perimeter." George nodded towards the offers nearby, then gave a simple nod to both Spiders and went on his way, leaving behind a clear unspoken message 'Be careful.'

'Always.' Ghost Spider gave a nod of her own, and then shared a look with Spider-Man, only to notice him frozen on the spot with his gaze pointed forward "What is it?"

"I'm getting a seriously messed up case of deja vu here." Spider-Man pointed forward, which led Ghost Spider to follow his gaze to what lay in front of them.

"So you're finally here. Took you long enough." Kaine was the one standing before them, only now he stood alongside three other figures "It saves us the trouble of having to hunt you both down and drag your bodies back ourselves."

"A little bit less morbid than how we were gonna put it, but the overall story is still pretty much the same. So who's your buddies?"

"Before we start with the blood bath, let me take the chance to make some introductions to the two of you. This one here is Jack." he gestured to a figure standing beside him, humanoid with green fur, pointed ears and claws "That's Guardian." he pointed to the disheveled brutish figure with long hair and bulging muscles "And then you have Spider Skeleton." he gestured to the figure that looked like a literal skeleton, albeit wearing scattered torn bits of Spider-Man's suit, or what looked like it "My younger brothers."

"See the family resemblance, like a bunch of bloodthirsty psychopaths that apparently formed their own super colorful boy band. Good for you." Spider-Man quickly dropped into a stance, with Ghost Spider doing the same by his side "So what is this is about, what do you guys want with us?"

"Not her, just you. And what we want… is your bloody corpse!" Kaine latched onto a totalled truck behind him with a webline and promptly hurled it forward in a burst of strength.

"You're not the first one to try that, you ain't gonna be the last!" Spider-Man and Ghost Spider each combined their webs to form a giant web, and then the former richocheted off the side of the truck and launched himself toward Kaine, only to find Spider Skeleton being launched at him in return "Ghosty!"

"I got him!" Ghost Spider leapt over head and dealt Spider Skeleton a roundhouse kick to his ribcage, sending him hurtling onto the top of a nearby car… and causing his skeleton to literally fall to pieces upon impact, much to her shock and horror 'Oh my god… Did I just…?'

"The mission… Get the Spiders…" a moment passed before Spider Skeleton picked himself up off the car, put himself back togethr and began stalking his way forward, albeit with some bones dropping to the ground in the process, until he finally lost enough that he fell to the ground as his bones crumbled to pieces, much to the horror of those present.

"Oh my god… What's going on…?"

"I would've thought it was obvious by now." a sharp kick to the head sent Spider-Man hurtling to the ground next to Ghost Spider, courtesy of Kaine as he landed on top of the car in front of them "He's dying. All of them are. It's a lot harder for the rest of us, because we can't all be perfect or successful like our big brother Scarlet."

"Hold on a scond…" Spider-Man spat out some blood to the side as he leapt back to his feet "I want to understand, just… who are you? What are you?"

"Haven't you figured it out by now?" Kaine let out a snarl as Jack and Guardian leapt over to his side "I'm the one who has to speak for our siblings, because the others never actually got to learn how to speak. With the exception of Spider Skeleton, and… well you know."

" Our siblings?"

"You're the original, and we share your DNA. Trying to replicate your success so that we can serve the purpose of Father." Kaine was shaking with anger by this point "Each attempt at trying to recreate you was less successful than the last, but Father doesn't care. One big happy family, so long as we do what he says."

"So that means… you guys are clones of me too…" Spider-Man and Ghost Spider shared a long look, and then he turned his gaze back toward Kaine "Then by that thought process, that means I should know how you guys work."

"Then you know what we're about to do!" Kaine let out a snarl as he sent Jack and Guardian charging forward in a rage, with him quickly following their lead.

"You ready for this?"

"No, but I don't think we could be either way." Ghost Spider took a breath braced herself as she and Spider-Man began dodging and weaving their way around the various attacks of the clones, with Spider-Man using a webline to hurl a car at Guardian and Ghost Spider pinning Kaine to the side of the freeway with a few shots of impact webs, but this was quickly cut short by Guardian bursting forward, pulling Ghost Spider toward him and dealing her a quick slash to the side of her stomach, leaving a deep bloody gash behind and causing her to cry out in pain as she was sent hurtling backwards.

"Ghosty!" Spider-Man caught her before she hit the ground and moved to brace himself once he caught sight of Kaine hurtling towards him… only for his Spider Sense to force him to duck to avoid an oncoming energy blast that sent him hurtling off the freeway and toward the street below, which was immediately followed by the sound of a mighty crash "Okay… what the hell was that?"

"The cavalry coming in hot to save your web holes." it was at this moment that Scorpion leapt down onto the scene, fully armored up and with a metal stingr emerging from the end of his tail, only for it to start spinning wildly like a makeshift fan, using it rip through the various weblines being sent hurtling towards him, only for one to grab him by the arm and hurl him through the air hard enough to send crashing back to the ground, giving Jack and Guardian the chance to pin him down as Kaine loomed over him with his stingers barred, until…

"HEY!" this was when Scarlet Spider suddenly dove down onto the scene, slamming onto the freeway with enough force to shatter the ground beneath them, which caused Kaine and Jack falling to fall to the street below, and Guardian being launched high into the air, while Scarlet himself picked up Scorpion before he could fall with them, and then he cast a look back over toward Spider-Man and Ghost Spider "Go ahead and get some distance, Gargan and I can take these ones on for now."

"It's not that simple." Spider-Man took a step forward, still supporting Ghost Spider as blood continud to pour from the gash in her stomach "These ones, they're-"

"My siblings. I know." Scarlet cast a look down at where Kaine could be seen picking himself back up "Gargan filled me in on a few more things after you guys left, and beyond that part of me just… kind of knew it. Let me try and talk them down."

"...I'll be back in a few, just try not to get killed." so Spider-Man webbed a line and swung away from the scene, carrying Ghost Spider with him.

"Alright, now let's do this." Scarlet cast a single nod over toward Scorpion as he braced himself for what was coming 'I guess we'll see how this goes… and see just what kind of person I want to be.'

"HEY!" Kaine launched himself back up onto the freeway, with Jack popping back up a short distance away, only for them to see Guardian falling to the ground "Jack!"

"I'm on it!" Jack quickly made a dive toward Guardian to try and catch him… only for him to dissolve as he hit the ground, leaving only a few pieces of flesh behind, much to the horror of those present "He's… gone…"

"The cellular degeneration… it was too far along…" Kaine gritted his teeth and clenched his fists to the point where blood trickled down his palms, and then he shot a glare at Scarlet "You had to be the perfect one didn't you? You and the original. Well look at what you're doing to all of us now!"

"You think he wanted this? That I wanted this…?" Scarlet forced himself to look away from the remains of Guardian "He didn't start this… Neither did I… I didn't wany any of this… I don't really know what I want now, but it's not this…"

"Then do all of us a favor and just freaking die already!" Kaine barred his stingers and launched himself toward Scarlet Spider in a rage, only for Scarlet to use his webs to wrap around Kaine's waist and hurl him back to the ground, but this did little to deter Kain as he latched onto a nearby car with a webline and hurled it at Scarlet, only for him to counter with one of his own.

"Stay back kid!" Scorpion leapt in front of Scarlet and yanked him to the ground to avoid the debris that followed, and then he shot a quick barrage of lasers from the tip of his tail, only to see both Kaine and Jack hiding behind a truck to shield themselves, the truck itself being obliterated in the explosion that followed 'That won't be enough to finish them… so what do we-'

"DIE ALREADY!" Kaine and Jack pounced at Scorpion and Scarlet Spider from opposite sides, until…

"Not today." Scorpion was quick to block Kaine's stinger with his own, followed by using his tail to backhand him hard enough to send him flying, but this was immediately followed by his arm being bound by a new webline, with Jack using it to pull Scorpion towards him.

"Get down!" Scarlet Spider swooped back down onto the scene and dealt Jack a roundhouse kick to the face, sending him hurtling to the ground, which was immediately followed by a truck being hurled at him and Scorpion hard enough to send them hurtling across the freeway and crashing onto other streets, with Scarlet just barely managing to pull himself out of the way of oncoming cars and traffic 'They take to much damage and… they just up and melt away… all of them… I never wanted this… any of this…'

"NOW DIE!" Kaine pounced at Scarlet Spider and Scorpion in a rage, pounding away at the former and forcing him deeper into a makeshift crater in the middle crater amidst oncoming cars, until…

"Cavalry has arrived!" Scorpion yanked Scarlet out from under Kaine by the wrist using his tail, though the rescue attempt was stopped halfway through by more oncoming cars "Pretty sure you aren't gonna get much headway on this when we're in the middle of rush hour!"

"Does it look like I care? All of it would be worth it to see the life drain out of those perfect eyes of yours! They make me SICK!" Kaine pounced at Scorpion next, letting his stingers fly and clash against Scorpions metal claws.

"Yeah trust me, we heard you the first time!" Scorpion continued fending off Kaine's attacks up to the point where Jack swooped in and tried to bind him with webs just as an oncoming truck was hurtling towards them, until…

"I got you!" Scarlet Spider yanked Scorpion out of the way with a webline right before the truck rammed straight into Jack, leaving it to screech to a halt and tip over, forcing the oncoming cars to try and screech to a halt, only for some to run into each other and one or two to careen off the freeway, until…

"I gotcha!" lucky for them, that was when Spider-Man and Ghost Spider swooped back onto the scene, catching the cars before they went over and hoisting them back onto the freeway, with the former ripping one door off a car to let a group of people get out (only for them to immediately take off running the first chance they got) and hurl it at Kaine, sending him kareening back into the truck with a loud bang "Okay, that was way too close… and this is just all kinds of screwed up right now."

"That's one way to put it." Scorpion picked himself back up and leapt over toward the two of them, with Scarlet Spider joining him not long after, and the former turned his attention over toward Ghost Spider "You okay kid?"

"Just had to take care of this." Ghost Spider gestured to the bandages now covering the wound on her torso "I'm up for this, don't worry."

"I'll be holding you to that."

"Don't think it's gonna come to that." the side of the wrecked truck was promptly cut open to reveal Jack and Kaine slowly making their way towards the group, and the former spoke as he grabbed hold of the wreckage of a nearby lamppost "You know, Kaine is one thing, but I never wanted to fight the two of you like this… brothers… I wish things could've been different with all of us… To call ourselves friends… It would've been nice."

"Sure, moved into one place together like something out of Full House. We might have his DNA, but that doesn't make us family." Kaine let out a snarl as he turned his gaze back towards the group "I've heard all of it while they kept us in our pods. They keep talking about us like we're not even there, like we're not real, like we don't even matter! All we hear is how perfect the real one is, and how our big brother is the only anywhere close to being as good as him, and how we're nothing but failures!" and so he launched himself at the group, with Jack doing the same, the two of them focusing their attacks on Scarlet Spider and Spider-Man and eventually getting the chance for Kaine to slash the former across the chest, sending him crashing to the ground in an instant, with Kaine standing over him with stingers pointed forward.

"Hold on!" Spider-Man tried to rush over to Scarlet Spider's side, only to find Jack latching onto one of his legs with a webline, and Ghost Spider latching onto him with one of her own, and another figure moving towards Jack from behind

"Let's see how much of a success you are when they see your bloody corpse!" Kaine moved to send one of his stingers right through Scarlet's face… only to be stopped by the sound of a loud piercing noise, which drew his gaze towards the sourc of it, and he was immediately horrified by what he saw.

As it turns out, Scorpion was the one who made a move… which involved sending the stinger of his tail hurtling right through Jack's chest, which immediately caused him to lose his grip on his web, and leave him to fall to the ground, while Scorpion himself cast a quick frantic glance over toward Spider-Man and Ghost Spider "You two okay?"

"YOU!" Kain let out a snarl full of rage as he watched Jack's body melt into a puddle, and then in an instant he blitzed across the scene and grabbed hold of Scorpion by the throat, slowly tightening his grip and holding him over the edge of the freeway.

"Stop it!" Scarlet Spider leapt back to his feet and latched onto Kaine's arm with a webline "Let him go."

"You actually care about this bastard after what he just did?" Kaine let out a scoff "Of course you do. It's not like you actually care about any of us. You never even knew that we existed before today. Well guess what… You don't car, so why should I?" and so he dropped Scorpion, leaving him to hurtle to the ground below.

"NO!" Ghost Spider launched herself down toward Scorpion, grabbing him by the arm and webbing a line onto a nearby building, barely managing to slow themselves down before they hit the ground.

"Ghost!" it was only a few seconds before Spider-Man leapt down to the ground to join her and quickly pulled her back onto her feet "You okay?"

"I'm fine. More or less. But I'll manage, so don't worry." she gripped his hand reassuringly, but this moment was cut off by the sound of a loud roar from above, to which they could see Kaine once again launching himself at Scarlet Spider in a rage "Seriously though, what the heck is going on? Why do they keep… you know…?"

"Dissolving into puddles of goo in ridiuclously gorey ways?" Scorpion finished for her, and he let out a sigh "I want to say that's Warren's doing. One thing I discovered when I decrypted the drive on Project Arachnid. Apparently some of the clones are vulnerable to potential cellular degeneration, either on their own or by a command that he put in during the process."

"And you think that's what's been happening to the rest of them?"

"Either on their own because their bodies are breaking down, or because Warren has been doing it for sick kicks. Frankly I wouldn't put that one past him to-" Scorpion was cut short by the sight of Scarlet Spider and Kaine hurtling off the freeway and hitting the ground in front of them with a loud crash "Hold that thought."

"You get the hell up…" Kaine slowly pulled himself back onto his feet and began limping his way toward Scarlet, blood pouring out of different parts of his body "Look at me… I SAID LOOK AT ME!" and he launched himself at Scarlet in a rage once more… only for his lower body to begin melting away, and what was left of him fell forward.

"Wait hold on!" Scarlet caught what was left of Kaine (mostly just his head, torso and one of his arms) and fell to his knees as he cast a frantic look over at Gargan and the others "We gotta do something! You said something about cellular degeneration right? There's gotta be some way that-"

"There isn't anything we can do." Gargan's tone was grim "Warren made it pretty clear on the notes he had on that drive, once the cellular degeneration starts there's no way to stop it."

"No, he… he can't…"

"You know, it's funny… but Jack might have been right…" Kaine spat out some blood as he looked up at Scarlet, his body continuing to decay "Maybe if things had been different… the lot of us being friends… being brothers… it wouldn't have been so bad…"

"Yeah… it might've been nice…" Scarlet Spider slowly pulled off his mask, revealing the face of Ben Reiley with tears streaming down his cheeks "I'm sorry…"

"Just do me a favor… take off my mask for me… would ya?"

"Sure… no problem…" Ben slowly pulled off Kaine's mask, revealing a head of short brown hair in a buzz cut and matching brown eyes "Better?"

"More or less… I just wish things could've been different… I would've turned out… to be such a badass…" Kaine let out a weak chuckle "But since they're not… Just keep going… and show those blowhards what we're really mad of…" and with that, he finished degenerating entirely, leaving behind only a puddle of what used to be his body.

"They… They're gone… He killed them…" Ben slowly turned to where bpth Spiders and th Scorpion stood a short distance away "And they killed themselves… trying to hurt me… to hurt all of us…"

"It wasn't their fault. They didn't have a choice." Scorpion slowly made his way over to Ben and placed a hand on his shoulder "Warren and the Goblin King, they never gave them a choice in any of this…"

"I know… I just wish that-" Ben cut himself short as a familiar sensation began going off in his head, a split second before a purple doorway opened up behind them, followed by a sudden surge of electricity enveloping him, causing him to cry out in pain and quickly pass out, with Scorpion being hurled to the ground with a loud crash as a result.

"Son of a-"

"Well now, isn't this quite the treat?" it was at this moment that the Jackal stepped out of the gateway, a smirk spreading across his face as he followed by a large squad of pumpkin soldiers armed with rifles "I have to say Gargan, I wasn't expecting you to crawl back out from under your rock so soon. This will do very nicely."

"Keep saying that Jackal, once I've got these webs shoved up your-" Spider-Man and Ghost Spidr were quick to launch themselves at Jackal, only for him to grab them and step back through the portal and for it to close a split second before they reached it 'Shit…'

"They're gone… Uncle Mac is gone… Dammit!" Ghost Spider slammed a fist into the ground in frustration, only to pause as her Spider Sense began blaring, alerting her to the presence of the pumpkin soldiers pointing their guns at her, to which she quickly leapt over the gunfire that followed, firing off a few impact webs at some of the soldiers, pinning them either to the ground or to some of the walls around them, only to pause when she landed on the ground and noticed one particularly brave soldier holding a rifle directly to the back of her head "Trust me, you don't want to do this."

"They don't. But I'm sure as hell not gonna say no." another webline yanked the rifle directly out of the soldier's hand, courtesy of Spider-Man, followed by him dealing the pumpkin soldier a swift roundhouse kick to the face that sent him crashing into a lamp post, leaving him to slump to the ground in an unconscious heap "You okay?"

"Physically, yes." Ghost Spider leapt upright and looked at where the portal once stood "In terms of my uncle and your doppelganger being kidnapped, not so much."

"Just hang tight, I've got an idea on how we can-" Spider-Man was cut short by the sound of his phone ringing, which led him to sigh and pull it out "Kind of crappy timing here Mikey."

"Sorry dude, but stuff went bad dealing with the Kraang tonight. Long story short, we got a rescue mission."

"That makes two of us. We found the Scarlet Spider and now he and Gwen's uncle just got kidnapped by the Jackal."

"Raph got his brain switched with a Kraang."

"...I'd say yours is weirder, but I can't after seeing everything I've seen tonight. Where are you guys heading?"

"Bottom of the East River, stuck in the Technodrome. Turns out the thing is still working down there."

"Of course it is." Spider-Man paused as he and Ghost Spider shared a look "I can't guarantee anything, but if we get through our stuff with time to spare we'll head down there and meet up with you. If not, then we'll meet up back at the Lair. Sound good?"

"Works for me, see you guys later. Just be careful, alright?"

"You too partner."

"Ha, you said the thing! Oh and just gonna throw this out there, you wanna track someone down fast, just do the pizza thing."

"Got it." and so Spider-Man hung up and turned his gaze back to Ghost Spider "Looks like we're on a little tighter of a schedule than we thought. Don't worry though, I've got a pretty good idea on how we might be able to track them down pretty fast."

"Already have it covered right here." Ghost Spider held up her cell phone "I managed to track the position of Uncle Mac's cell phone by using mine and bouncing the locator signal off of the satellites. It's what Miky uses to track pizza delivery guys."

"...God I love you so much."

"I love you too, but let's focus on saving Ben and my uncle."

"Got it, now let's grab the Stealth Bike and get moving." and so the two of them webbed two simultaneous weblines and swung off across the rooftops of New York.

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Meanwhile, with the kidnappees…

"You know how screwed up this is." Gargan glared at tge Jackal with defiance even as he was being held up by the throat "He's a kid."

"I was tasked with creating a weapon, the perfect weapon to do what the Goblin King wishes without hesitation. Do you have any idea how difficult it was for me to get it to work the first time? It's a miracle I was able to put out the others when I did." Warren didn't even flinched under the glare being sent his way, and even gave a smirk "But now not only do we have him back where he belongs and ready for reprogramming, but now I can put you to good use with this new little gadget you have. The work of Dr Octavius if I had to guess. I suppose I'll have to thank him next time I see him for this additional asset."

"Hold it." it was at this moment that Ben spoke up from where he was strapped down to a lab table in the center of the room "I'll do whatever you want, just… let him go. He shouldn't have to be forced into this."

"Is that right? The man who revealed that you're nothing more than a clone of Spider-Man, and you want to put your life on the line for him? I shouldn't be surprised." Warren let out a scoff "I suppose that means we were too successful, in addition to Spider-Man's abilities we gave you his sentimentality. But that's not going to happen, because the Goblin King has plans for you as well as him, and I'm here to bring them to fruition. Don't bother struggling, it's only going to make this more painful for you, and it won't do any good."

"That's what you thinks…" Ben gritted his teeth, and with a burst of strength he shattered the restraints pinning him to the table, allowing him to leap onto his feet "But I haven't gone all out yet… And I won't… As long as you let him go…"

"Hm. I knew I should've gone with the adamantium restraints. But by all means my boy, go right ahead." Warren gave a smirk as he transformed himself into the Jackal, tightening the hold he had on Gargan's throat, and summoning a surge of electricity within his gauntlet for good measure "Do something else you're going to regret."

"You said that you had plans for him, didn't you?"

"That I did. But given what I've seen of him today, I highly doubt that I have need for any of the other attempts. You're of much more value than the rest of your siblings."

"...What?" Ben shared a look with Gargan, and then slowly turned his gaze back to Jackal "What are you talking about? My brothers are…"

"It's quite funny you should ask." Jackal gave a smirk as he pressed a button on a nearby control panel, causing a cylindrical pod to emerge from the ground… revealing a familiar figure that was floating inside.

"Who… Who is that…?"

"That would be the finished product of my attempts to create the perfect spider soldier loyal to the Goblin King. What do you think you and your dear brothers were meant to be building up to all this time?" Warren rolled his eyes and looked over Ben for a moment "I will say it's a shame to have to lose you though, out of all the test subjects you're the one who came the closest to the original. You were eeven stable enough to bypass any potential cellular degeneration. Now just imagine what I could do when I get my hands on the DNA of Ghost Spider, the possibilities of what I can-" he was cut short by a metal stinger piercing through his shoulder, causing him to cough up blood and release his grip on Gargan

"And that right there is where I draw the line you piece of shit." Gargan let out a snarl as he was fully encased in his Scorpion armor, grabbing him by the throat using his tail and thrashing him around the room, eventually throwing him into the pod carrying the would be perfect clone, causing the glass to crack and the fluid inside to shatter, eventually leading to the clone inside falling out.

"NO!" Ben leapt forward and caught the clone before it hit the ground, only for it to dissolve into a puddle in his arms, much to his horror 'No… how many of them… How many of me has he created… just to throw them away like trash…?' he was quickly snapped out of his horrified stupor by the sound of a loud crash just as Scorpion was sent flying through the air by a surge from one of Jackal's gauntlets.

"HEY!" it was at this moment that the Spider Cycle came bursting through one of the walls to the lab, with Spider-Man and Ghost Spider mounted on the back of it, catching Scorpion in mid air as they did so, and the former held out a hand to Scarlet Spider "You up for getting the hell out of here?"

"...Yeah. Frankly there isn't anything I want more right now." Scarlet Spider quickly accepted the hand and mounted the back of the Spider Cycle with the others.

"Good, now let's get the hell out of here." Spider-Man turned his gaze toward where the Jackal was picking himself up "I don't know what you were up to in here, but this isn't over. Not by a long shot."

"On that we can agree. As for my actions here… you don't need to know." Jackal gave a smirk as he pushed a button on the control panel, then pushed a button on his gauntlet, opening up a purple doorway, which he promptly stepped through just as a loud surge went off throughout the facility, followed by a loud crash.

"And I think that's our cue to leave." Spider-Man and Ghost Spider shared a nod, and then the two of them, along with Scarlet Spider and Scorpion, took off on the Spider Cycle just as the whole facility began going up in flames, followed by an explosion.

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A short while later, outside the facility…

'Okay, I think I've said enough times how messed up this whole situation is.' Spider-Man let out a heavy sigh as he brought the Spider Cycle to a screeching halt, and then cast a glance over at the others as they got off "I know this is probably a really stupid question but… everybody okay back there?"

"Not even a little bit." Ben's expression was unreadabl as he put his Scarlet Spider mask back over his face "I gotta go."

"Already? You don't have to leave, we can-"

"He knows. They all know." Ben's tone was shaky and quivering, and he began hyperventilating slightly "I know what I am… and he knows that… I can't go back to him…"

"Take it easy, try to breathe." Ghost Spider put her hands on his shoulders "We can find a way to help you."

"You can't… He'll find you… His reach goes everywhere… I have to go, just… please don't try and follow me…" Scarlet Spider brushed her hands off of him, then webbed a line and swung away into the night sky without another word.

"Scarlet… Ben…"

"Let him go." Gargan put a hand on Ghost Spider's shoulder as his armor retracted back into the gauntlet he wore on his hand "The kid's been through a lot tonight, and after what he saw, just about anyone would need some alone time to clear their head."

"But what if the Goblin Nation tries to take him back again? What guarantee do we have we can even find him when that happens?"

"Simple, my people will find him the sam way that they did the first time. Speaking of which, I have to get back to them and report in, but I'll be around if you need me." and so Gargan took his leave of the scene without another word.

"...So what now?"

"One second and we'll find out." Spider-Man paused as he pulled out his cell phone, then turned his gaze back toward Ghost Spider "Looks like the guys wrapped up their mission, so now we head back to the Lair for a rendezvous. And knowing Mikey, probably pizza."

"Honestly after tonight, I don't have any appetite."

"Trust me, you're not the only one." Spider-Man promptly mounted the Spider Cycle once more, with Ghost Spider doing the same "But at the same time, free food is free food."

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One Spider Cycle ride to the Lair later…

"Honestly, it's nights like this that make me wish we were old enough to drink." Peter let out a heavy sigh as he and Gwen brought the Spider Cycle to a stop and made their way through the entrance to the Lair, to find the Turtles, April and Casey seated in front of the TV "Hey guys, we late to the party?"

"Now we're talking!" Mikey gave a grin as he leapt to his feet "I was wondering when you guys were gonna show up. So how did stuff go on your end?"

"That depends, how much time have you got?" Peter immediately slumped down to the ground next to Mikey, with Gwen sitting next to him "We finally met Scarlet Spider. Turns out he's a clone of me made by the Jackal, among others… that kind of melted when we fought them earlier."

"Turns out my uncle is now a super mercenary called the Scorpion." Gwen paused as she took notice of the looks she was getting from the others "I know how it sounds."

"And now Scarlet is out god knows where doing god knows what, and we've all been thoroughly brain screwed by everything that happened tonight. Any contenders for the highest level of bat crap crazy?"

"I got my brain switched with a Kraang." Raph told him dryly.

"Up there, but not high enough."

"Casey and I got our brains switched too and I had to watch him pinch my butt." April shuddered at the memory.

"...Okay, that's definitely up there, but I think Raph's is more important, mostly because I'm pretty sure Mikey said something about the Technodrome."

"I blacked out and when I came to, they had taken me down there." Raph gave a scowl as he sat down next to the group "I just wish I could've taken that thing out, but the good news is that I did get a quick look at the Kraang's invasion plans. They've got thousands of soldiers ready to go, not to mention god only knows what kind of crazy new weapons and tech."

"Anything on the Goblin Nation?" asked Gwen.

"Nope, not a damn thing, but god only knows how we're gonna stop it."

"We must have patience my son." this was when Splinter made his way out of the dojo "It is as I said to the others previously, a solution will arise when the time is right."

"That's encouraging."

"Actually we might already have one." Donnie gave a grin filled to the brim with triumph as he held up his sketchpad, revealing a sketch of a large mecha robot "We can bring down the Kraang and the Goblin Nation with a little something I like to call the Turtle Mech!"

"Never change Donnie, cause you never cease to amaze." Peter gave a grin as he caught Donnie in a quick fist bump, then turned his gaze toward his phone 'Well it has been said that one should draw wisdom from many different places. Maybe I'll follow in Donnie's footsteps and finally get around to rebuilding my Spider X armor, but maybe something a little bigger… Iron Man and the Hulkbuster, Donnie and the Turtle Mech, meet Spider-Man and the Goblin Buster.'

A/N:

· Yeah I know what a lot of you guys are thinking, that this is long overdue, but it's finally here: The clone saga, or as close to it as I'm gonna get. I'm sorry for taking so long to get here, truth be told I let myself procrastinate on doing this longer than I probably should've. I've been dealing with job hunting, which is NOT fun, and I replayed the Midnight Suns game (which doesn't get anywhere near as much love as it deserves). Aside from that, I've really been struggling with how to make sure this chapter turns out as good as it can. Truth be told I never really read the Clone Saga comics, seeing how I personally keep up more with the shows and movies, but I did it in a way I thought made sense, so we'll see how it looks in the end.

· In other news, as a result of the events of this chapter, Spider-Man and Ghost Spider have finally had a face fo face meeting with Scarlet Spider, who's defected from the Goblin Nation. Not only that, but a good season and a half after his debut, the time has finally come for Mac Gargan to take on the mantle of Scorpion, albeit not being trapped in a suit like other versions, and also not exactly a villain. He's got more of an anti-hero role of sorts at most. Not a bad guy, just getting roped into working with a few insidious forces