So the Upgrade system that I'm introducing in this chapter is similar to the Mega-Evolution concept in Pokémon. I'm also giving my own name for the New Element that powered Tony Stark's Arc Reactor from Iron-Man 2 onward.

Episode 70: Iron Spider Upgrade!

"An…Upgraded form?" Peter almost lost his balance. "You can't be serious!"

"No, I'm totally serious!" Peni put Spidermin down and held up a coin-shaped device with a glowing downward triangle. "Spidermin, Upgrade!"

The glowing triangle within the coin became brighter as it shone a light on Spidermin. As the light continued to brighten, Spidermin's body underwent a dramatic change. His body became more metallic in texture, the spider-shaped emblem on his back became larger, his eyes changed from white to blue, while four extra gold limbs emerged from his body. As the light died down, Peter and the others were speechless as they gazed at the new Spidermin.

"Behold Spidermin's Upgraded form Iron Spider!" Peni then flicked the coin over to Peter, who caught it. "That's an Upgrade Module, which is made from the same element that powered Tony Stark's Arc Reactor."

"You mean the Palladium, or the New Element?" Peter questioned.

"New Element?" Peni snorted. "That's the old name for it."

"What is it called now?"

"Starkadium. Pepper Potts got it patented this year with that name after Tony's failed attempt at calling the New Element Badassium."

"Oh, yeah, I remember my uncle laughed about that name when we heard about the failed patent on the news. Wow…." Peter examined the coin carefully before asking, "So how does it work?"

"As a Marémon Modifier-in-Training, I'm not allowed to give away trade secrets," Peni said.

"Is it because of the Iron Monger incident?" Thor guessed.

"Wasn't that when Tony's dad's business partner used a prototype of the Upgrade Module to transform Ironfly's Pre-Matured form Magiron into Iron Monger, which forced Marvo's government to put strict rules on the manufacturing and selling of Upgrade Modules by professional Marémon Modifiers?" MJ remembered.

"Yep, that's the reason I can't explain how Upgrade Modules work," Peni confirmed. "But what I can tell you is the effect lasts for one Marémon Match in length, unless the Marémon faints."

"What if I switch out an Upgraded Marémon during the match?" Peter wondered.

"It will remain in its Upgraded form until the match is over," Peni answered. "Consider this my way of saying thanks to you guys for teaching me the value of my own Marémon and getting the chance to test its capabilities on that Veneo thing."

"Do you think you could also give us data on your Marémon?" MJ said, holding up her MarGuide. "Professor Banner asked me and Peter to fill the MarGuide with information on any new Marémon we come across. He was even nice enough to put in an entry for Veneo and its Pre-Matured form Symbio while you were asleep, Peter."

"Really?" Peter looked at his MarGuide and sure enough he found two entries on Symbio and Veneo. "Banner works fast!"

"He sure does," Peni remarked. "It makes me want to get better if I hope to be a great Marémon Modifier like my father."

"Yeah, and I want to be a Marémon Hero like Tony Stark," Peter said, looking at Iron Spider. "So, Spidermin — er, Iron Spider — do you like your new form?"

Moving his extra limbs and looking down at himself, Iron Spider nodded and leaped onto Peter's shoulder. However, the extra weight of Iron Spider's metallic body caused Peter to loose balance and fall on his back.


After Peter had his Marémon checked out from the Marémon Care Ward, he decided to explain to Thor, Peni, and MJ the events prior to his costumed appearance at the radio tower. He left out the revelation that Felicia and Black Cat were the same person, as well as the conversation he had with Felicia that morning. Then just as he and the others were about to cross the street, they were approached by Alexander and Rider.

"Excuse me, Mister Parker," Rider said and lowered his head. "I wanted to apologize for the interrogation earlier today. Sometimes I get overly confident in my hunches to the point of disregarding Nova Corps protocol."

"So you lied when you said you were following orders?" MJ folded her arms. "What kind of Prime Centurion abuses their power like that?"

"Please, don't be angry at Mister Rider," Alexander insisted. "He believes in justice first and foremost, though he can get carried away sometimes. That's why I brought an antibiotic to relieve any lingering pain from Novi's Electro Discharge."

"You hurt Peter with your Marémon?" MJ reached for a PDB. "I have enough mind to challenge you to a Marémon Match for that!"

"Don't!" Thor said, standing between MJ and Alexander. "It's illegal to challenge authority figures to a Marémon Match, except for Realm Champions and the Avengers Quartet."

"Your Asgardian friend speaks the truth," Rider said. "You can accept our apology and the antibiotic, or I might have to arrest you for threatening a Nova Corps Centurion."

MJ hesitated and relaxed her hand. "Fine, we'll accept your apology and antibiotic. Let's go."

Peter took the antibiotic from Alexander's hand and followed MJ as she walked away with Thor and Peni at their heels. Once they were gone, Rider's helmet glowed and his Novi appeared. The Novi then whispered things to Rider, who nodded several times.

"Novi's Worldmind just finished analyzing the information from the interrogation, and he has concluded that Peter Parker is Spider-Man," Rider said to Alexander.

"Shouldn't we go after him, then?" Alexander said. "And we still need to find that platinum-haired girl we saw in the hospital, whom my Novi thinks might be Black Cat."

Rider shook his head. "We'll let them go for now, since they did give us valuable information to take down the Maggia and stopped Veneo from harming the hostage MJ. But if they show up in this town again, I might not be so forgiving."

To be continued…