Along Came Some Turtles

by The Legendary Dragon Reaper

Peter's life is again falling apart at the seems, but meeting some new friends, who just so happen to be mutant turtles armed with ninja weapons, might just be what he needs to turn things around. And a good thing given the new threats that are lurking in the shadows. Crossover/ continuation of Spectacular Spiderman with TMNT 2012. Support my Patreon. /TheLegendaryDragon Reaper.

48. Dimensions and Maze Runners

(Dimensions and Maze Runners)

Gamlover41592: Thanks, I'm glad to see you liked it.

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

Mike749: Thanks, I'm glad to see you liked it. Honestly when I was trying to come up with new hero personas for Leo and Donnie, it seemed like Ronin was a good fit for Leo. I do have one thing in mind for Donnie, but I won't spoil anything yet.

Spectacular Webhead 11: Thanks, I'm glad to see you liked it. Frankly with everything that was already happening, Dr Strange not appearing would've been a huge missed opportunity that I would never forgive myself for. And don't worry, Kraang Subprime will get exposed when the time is right.

Kival737101: Don't worry, I have some ideas for how Donnie will get his own persona, when the time is right.

Godzillaboy2021: Yep, now Leo is the new Ronin, joining Mikey and Raph as part of the hero gig. And yeah, Shredder working with the Turtles would never happen, at least not without an ulterior motive. But he would be willing to let the Turtles take out the likes of the Goblin King and the Kraang, if for no other reason than to take control of the city himself. Spider-Man may be willing to give Shredder a warning, but that would probably be as far as he would go. As for the Lizard, interesting idea. We'll see how that pans out.

Spiral-Voltron-Zero0Q1: Yep, Leo becomes the new Ronin, and Donnie will get his own in due time. And yeah, Peter and Raph making amends was long overdue.

Guest99: Yeah, Peter and Raph patching things up was fairly overdue. As for Karai, we'll see how that pans out over time.

Matt: Thanks, I'm glad to see you liked it. And it was a jab at Teen Titans Go, an atrocity that's somehow going on season 8. The original Teen Titans is a masterpiece, plain and simple.

Guest: I've got ideas for Donnie, but it'll be a little while. That being said, cyber armor ala 2003 actually isn't a bad idea.

Tornado Man: Thanks, I'm glad to see you liked it. As far as Karai goes, she'll have her own role in future events, but we'll see how they pan out.

Irishman1999: Thanks, I'm glad to see you liked it so much. Dr Strange appearing here was something I planned out ages ago, but including the likes of Hawkeye and Widow was a bit of a last minute decision. And yeah, I did take a lot of inspiration from that scene in Thor Ragnarok for Strange's appearance. I have ideas for Donnie to get his own persona, but that'll happen when the time is right. And I get it, Karai will get her rescue when the time comes, but you guys have to be patient until then. But no, Karai and Shinigami will not get together. And yeah, I thought that May would be a good choice to act as the mediator between Peter and Raph, given that she is known to be both gentle and stern when the need arises. It also serves as some good character development for both Peter and Raphael.

22jward: Wish granted.

Angel2023: Thanks, I'm glad to see you liked it. Peter and Raphael making peace was overdue in my opinion, and Dr Strange appearing was something I've wanted to include for awhile, so I thought now was the right time. The same can be said for Black Widow and Hawkeye, the latter giving his Ronin suit to Leo, which also gives him his own hero persona. I always appreciate new ideas, and I'll definitely keep yours in mind for the future.

MercWithaMouth1: All of these are interesting ideas, and it just so happens that I do have plans to have a few things happen during the trip to Dimension X. So yeah, we'll see how that goes, among other things when the time comes.

Skully13: All interesting ideas. I'll keep them in mind for the future.

DRAGONDAVE45: Yep, and he's got a lot to do going forward.

NERDY JETFIRE: Just wait, I've got plenty of jabs and references locked and loaded for use in the future. And I get it, I'll try to cut back on the cursing a bit. Marvel Rivals definitely caught my interest recently, and if I had to pick a few characters to go for, I'd say Spider-Man, Black Panther, Venom and Storm. You do make an interesting point about Winter Soldier though, so I'll be sure to keep that in mind

5FingerDeathFist: Interesting ideas, we'll see if they pan out or not. And I do have plans for something to happen during the Turtles' first trip to Dimension X, though I won't give off any spoilers as to what that is. And Karai will get her good karma eventually, don't worry.

The Chosen: Good choice for a song. I'll definitely keep it in mind.

962: RIP to Peter Renaday and James Earl Jones, their legacies will never be forgotten.

Mr E: Actually in this fic, I've already established that it was the Kraang that were responsible for the death of Peter and Eddie's parents. Look at chapter 42, the Mutanimals Initiative, for reference.

Shakespeare RZA: Interesting choice for a quote.

Anonymous: Interesting choice for a song, and pretty fitting all things considered.

BlackCobra1607: I actually did learn a bit about that from something I found on YouTube not long ago. Truth be told I never really kept up with the TMNT comics, but that one does sound pretty interesting. And you're not wrong about Fisk not wanting New York to be destroyed by the likes of Shredder.

GTA Godfather: I haven't watched the Penguin series yet myself, but I know a guy who does, and he had good things to say about it. I might check it out myself at some point. You do bring up a few things to keep in mind too.

GUEST: Interesting ideas. I'll be sure to keep them in mind for when I get to those points of the story.

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At the moment, the Kraang were having a bit of trouble on their home turf, meaning Dimension X in this cas, courtesy of a creature currently busting out of one of their facilities. That creature was none other than Leatherhead, as he busted out of said facility, hid in a maze of crystals and tried to use a Kraang Communication Orb to send a message to his friends on Earth, to warn them about the Kraang perfecting their mutagen. Unfortunately, his message was cut short when the Kraang found him, and despite putting up a resilient fight, the Kraang were able to capture him once again.

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Meanwhile, with the heroes in question…

"It's pretty crazy when you think about it." Gwen looked over at Peter as the two of them got off the Spider Cycle and made their way into the Lair "I still can't believe we only have a week left until we graduate. I mean classes, exams and everything just flew right over my head. I don't even know where most of our senior year went."

"Well you know what they say, time flies when you're swinging off the walls all over the city in a skin tight spider-themed costume." Peter gave a shrug, but paused as his face fell "And when you get stuck as a giant spider monster for two months. That wasn't fun."

"No it wasn't, for any of us really." Gwen gripped his hand reassuringly and gave him a small loving smile "But we're together again in the here and now, so it's time for us to make the most of it. Together."

"Yeah. Together." Peter gave a small smile of his own as the two of them exchanged a gentle and loving kiss, but his gaze hardened once they pulled away "Well we've still got a week before graduation, so we might as well put some focus on the important things. Like making sure we're ready for the Kraang invasion and the fight with the Goblin Nation. We're gonna have to be at the top of our game."

"And the moment of truth!" Mikey suddenly poked his head out of the kitchen and shot a grin at the two of them "Perfect timing guys, me and the bros are about to get started!"

"On what?"

"What else? We're about to binge through the last episode of Super Robo Mecha Force Five Team Five, just gotta get some snacks." he held up a bowl of popcorn for emphasis "You guys want in?"

"Works for me."

"Personally I'm gonna head into Donnie's lab and refill my webshooters. You guys go ahead and get started without me." Gwen gave Peter a quick kiss on the cheek and promptly made her way into Donnie's lab.

"So, giant mechas in space then?"

"You know it bro!" Mikey's grin widened as he caught Peter in a fist bump, and the two of them started making their way back toward Mikey's room "So things good on your end?"

"Yeah pretty much, just prepping for graduation next week." Peter let out a small sigh "Kind of hard to believe. You spend so long prepping for something like this, but once the big moment is actually here… It's pretty hard to wrap your head around."

"That bad huh?"

"Not really bad, just… a lot. Like everything really. This time last year, I was about ready to give up on everything in my life, spider-wise and personal-wise anyway. Now look at me."

"You got the girl, you got me and my bros and everybody else."

"I know. Plus it's not just me, look at how far we've all come. Not just since the start of senior year, but since I became Spider-Man. I don't even really recognize myself now, and Gwen… A lot changed with me and Gwen."

"Tell me about it. When I first met you guys you weren't even talking, and now you guys are going steady and you're a freaking superhero couple."

"Yeah. That definitely took some getting used to." Peter let out a chuckle "Look at everybody else in my age group, like Harry. He went through rehab, I thought he was the Green Goblin at one point, he and Gwen dated and broke up, now he's apparently with Liz and became a new Hobgoblin. A good Goblin, never thought I'd hear myself say that. Speaking of Liz, turns out she's a mutant now and at… I wanna say some school upstate?"

"Kinda, she's with Wolverine. He's good people, don't worry about him."

"Right. Plus look at Flash, he's actually a decent human being now. Mostly. Plus Hobie used to be the Prowler, and figured out my identity, the same with MJ. And Gwen and her dad. And the four of you. And Splinter, April, Jones, Daredevil, Dr Strange, the Connors- Oh wow, I am way worse at keeping myself secret than I thought."

"At least you know they're good people, right?" Mikey patted Peter on the back "Sounds to me like you guys came a shell of a long way."

"When you put it like that, I guess we did." Peter rubbed the back of his head "I guess we aren't the only ones either. Take a look at you guys."

"What do you mean?"

"Think about it. You guys look like you came a pretty long way from how you were when I first met you. You guys are freaking superheroes when you think about it. Most of you anyway."

"Yeah… most of us…" Mikey's face fell slightly as he looked away, something that didn't go unnoticed by Peter.

"What's up?"

"Nothing, it's just… You're saying me and my bros came a long way, but I don't think I really did. Not this me anyway."

"What's that mean?"

"Like I said, I haven't done a ton myself. Not this me." Mikey's gaze trailed to where his Turtle Titan suit was hanging on the door to his bedroom "You know me Pete, you've seen me from the start. Sometimes it feels like I come from a totally different world than the rest of them, cause I don't feel like the rest of them do. I'm the party dude sure, but I goof around and screw up a lot of the time. My bros never let me forget it, that's for sure."

"Where are you going with this?"

"My point is that I had to do some growing up after you got mutated, and you were gone for two months and your life got put on pause cause of it. I tried to do right by Gwen and May and all the others, really I did. I promised you I would… but I kinda thought I could use it to make up for some of my screwups. Whenever I put on the suit and become Turtle Titan, I get to help people that can't help themselves, to make a difference. And I guess… it's the sort of thing that actually makes me feel worthwhile, like I matter. It helps me to actually feel good about myself."

"Hm… You know, I kinda get that. I thought the same thing. But don't be so hard on yourself about all that. Frankly you were the only one I actually liked at first, and you didn't need to be a superhero to do that. Plus you saved Gwen from Kraven before I ever got there, that's gotta say a lot. And you're the one who got April to come back when she was mad at the guys."

"Ooh." Mikey cringed slightly at the thought "You know about that?"

"Gwen and MJ filled me in, and April mentioned a couple things here and there. You didn't need to be a hero to do that."

"I wasn't trying to be a hero. I was just trying to be a friend."

"And there we go." Peter gave a small smile as he put an arm around Mikey "Come on, let's go watch Super Robo Mecha Force before Raph stabs the VCR."

"You think he would?"

"He's your brother, you wanna tell me he wouldn't?"

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Meanwhile, with the start of the B plot…

"Looks like it's that time of the year again." a dark-skinned man in a white and green uniform and a baseball cap (Coach Smith) cast a glance over at the man beside him, the two of them letting their gazes to the various students bustling through the hallways as they continued on their way "It feels like it was just yesterday that I was about to graduate myself, and take a look at me now."

"Tell me about it." the other figure, a middle-aged man with dark skin, clad in a suit and wearing glasses (Principal Davis) let out a sigh as the two of them made their way into his office "Truth be told, with everything that's happened over the past couple of years, part of me began to think we never would get to this point. But these kids, they really are survivors."

"And thrivers, just take a look at the team. Or most of them anyway." Coach Smith gave a scowl toward a certain redhead walking through the halls behind them.

"Come on Smith, don't be like that."

"I don't have a good reason not to. Little punk got onto the team, screwed up the whole season and cost us the championship. The season where we finally made top ten in the state, and I was finally getting a little bit of respect for what I do."

"We all know what happened, but that's not who he is. Not as far as I see it. I don't condone his past actions obviously, but given his family history and everything that's happened to him, it's not surprising he'd make a few bad calls here and there."

"So what, you're saying we oughta forgive and forget?"

"Of course not, but keep in mind that under these choices they're still kids that try to deal with circumstances in what they think is the best way they can. And I don't think it's too late for him to make things right."

"You really think that?"

"I've been a principal longer than you've been a coach Stan, and I've learned a lot of lessons over the years. Probably the most important one is that anyone is capable of making at least one bad decision, but the true measure of someone's character is what they do afterwards. That sort of lesson applies to both students and teachers, and as far as I can tell Harry Osborn has really been putting in the works to make up for his actions."

"Uh huh." Coach Smith looked unconvinced, at least for the moment, though his gaze did soften slightly "So we're not supposed to be mad anymore?"

"Keep it in mind at the very least, but personally I wouldn't say I was mad at him. But being a principal and a parent, you care about your kids more than anything, and you want to protect them from everything. But as hard as it can be, you have to learn to let them make their own mistakes, because they can shape us into the people we're meant to be. The best thing we can do is be there for them when that happens. Protecting the students is our job after all." it was then that the sound of the door opening drew their attention.

"I hate to be the bearer of bad news then…" it was then that a figure with short brown hair clad in a blue uniform with a familiar logo (Phil Coulson) made his way into the office, his gaze hardening "But that may be more difficult than you believe it to be."

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Meanwhile, with the actually important characters of the B plot…

"That's what's been going on lately, at least based on what I've seen plus what Donnie told me to fill in a couple of the gaps." April glanced over to where MJ and Casey stood a short distance away on the roof of the school "Truth be told I'm still a little shaky on the details, but I'm pretty sure that's the gist of it if nothing else. Also I got this text from some number I don't know."

"Spam or something?" Casey gave raised eyebrow.

"No idea, it just says "Don't scare him off." I have no idea what the hell that means."

"Either way, this Goblin Nation stuff sounds like it's getting pretty screwed up." MJ cast a glance over at April "Speaking of which, how's Tiger holding up?"

"Aside from the fact that his favorite reporter at the Daily Bugle got killed, he was pretty shaken up by his little encounter with the Goblin King. Not that I can blame him."

"That's nothing, you should've seen how he was back when it first happened. He tried to hide it, but I could see how… haunted he looked by all of it." MJ cringed slightly at the memories "The fact that he was pretty much alone cause of it didn't help either."

"I'll take your word for it on that."

"Same with this: Norman Osborn is a special kind of monster."

"Wait wait, hold up, what?" Casey looked over at the two of them "I'm gonna need a hell of a lot more info here."

"Short version, Norman Osborn is the Green Goblin and he faked his death for like a year, now he's back and working with the Kraang as the Goblin King."

"Okay, got it. Why not just go get Junior to help us take him out then?"

"Wait, you mean Harry?"

"He's got the whole Goblin thing going too doesn't he, and he's helping us beat the crap out of those Goblin Nation freaks?"

"Yeah. Helping." MJ gave a small scowl at the thought of Harry "Probably not how I'd put it at this point."

"You still don't trust him? I thought he was helping."

"He is supposedly, but…"

"You're doubting him cause he's the Green Goblin's son?"

"It's not that, it's just… You guys didn't see what I did from Pete. Everything that happened after the Green Goblin died, it hurt him a lot more than he's willing to admit. Plus I haven't forgot about what he did to Pete and Gwen. Call me shortsighted if you want, but that's not the sort of thing you forget about really easily."

"I would disagree, but I kind of have some doubts too." April muttered "All of the drama going on with Peter and Gwen is one thing, but I get this feeling… It's like he's hiding something from everybody. Something bad."

"Dude can't be that bad right?" Casey gave a shrug "Sure he screwed up a lot, but you hated me at first and now look at us."

"Still not making out with you Casey, but I take your point. Plus Mikey and Raph did say how he helped turn Peter human again, and he's helped out as Hobgoblin a couple of times too.

"You do you, but piece of advice girlfriend, keep your guard up around him." MJ's scowl faded, but her gaze remained hard "He says he might have changed, but old habits die hard. Trust me, I would know."

"Hey guys." it was at this moment that Harry made his way over to the two of them, which put a quick end to their conversation "What's going on?"

"Nothing, just… Got some stuff to do. Later." MJ cast a quick look at Harry and promptly took her leave of the scene.

"...Okay then."

"Eesh, felt that blast of cold air from here." Casey let out a low whistle "That bad huh?"

"Meh, I've been dealing with a lot worse lately. I'm used to it. From pretty much everyone over the past six months."

"So you're gonna take it?"

"Not like I have any other choice. Not like I don't deserve it either."

"Eh, you do you." Casey gave a shrug and took his leave of the scene.

"What other choice do I have?"

"I don't know if I'd say that." April glanced over at Harry and offered a small smile "You did a few messed up things sure, but you're trying to make up for it. Give the others some time, they'll come around."

"I guess we'll see about that… for a couple of reasons." Harry's face fell slightly as he walked away from the scene.

'Well that was about as awkward as it could've been. Maybe I'll meet up with Donnie and the others and check out the finale of Super Robo Mecha Force.' April paused as she glanced down at her T-phone 'Donnie… he's always been there for me, even when I didn't want him to be. He's not like most other guys either…' her thoughts were interrupted when something else caught her eye… in the form of a white webline latching onto a sandwich left on a nearby tray and pulling it through a window 'What the- Isn't that…? Okay, this is either gonna work out great or horrible in the end There is literally no in between.' and so she chose to follow after the webline in question, leading her inside and down a flight of stairs.

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Meanwhile, with the A plot…

"That was AWESOME!" Mikey practically had stars in his eyes as he rushed out of his room at full speed, with Peter following close behind him "I mean when they formed the mecha and went head first into the wormhole, I thought I was gonna jump up and hug the screen!"

"That's exactly what you did." Peter pointed out dryly, then gave a grin "But yeah, it was pretty awesome. I needed that."

"I know right? I love this show so freaking much, I wish Super Robo Mecha Force Five Team Five was real and we were fake!" Mikey suddenly let out a gasp "Wait, what if we are? What if someone out there is watching us on TV right now, or reading about us on a computer screen like a comic book? I just went and blew my freaking mind!"

"...Have you been eating the pizza with those weird plants again?"

"Yeah, I got them out of some greenhouse a block out. Kind of weird because it was set up in a basement."

"Uh huh. You might wanna leave it alone for awhile." Peter gently patted Mikey on the shoulder as the two of them made their way into Donnie's lab "So, everything good in here?"

"Just finished loading up my web shooters." Gwen told him from where she was finishing up with changing into her Ghost Spider suit, complete with putting on her mask "Your turn."

"Works for me." so Peter made his way over to the smaller work station and began working with a cartridge filled with white fluid "Word to the wise Mikey, try drinking some water to help you come back down."

"Relax bro, my mind is super sharp right about now." Mikey gave a grin… only to turn his head and immediately let out a terrified shriek at the sight of a giant metal claw in front of him, which led him to recoil hard enough to hit the ground "Giant metal monster hand!"

"Relax Mikey, it's not something out of Super Robo Mecha Force." Donnie rolled his eyes as he looked up from his computer "That's just part of the Turtle Mech I've been working on. One of the hands to be more specific."

"Ooh, for real? The thing must be huge."

"It's supposed to be, but the problem is it's so huge I can't find a suitable power source to make it work."

"You know, I've actually been meaning to bring that up with you." Peter looked at him as he finished placing a web cartridge into his web shooters and began changing into his Spider-Man suit "What about my electric webs, you think that's worth a try?"

"I did test it out with a cartridge you had lying around, the problem is that they don't have a high enough level of conductivity to power something this big. The Kraang could invad any day now and I can't get it working!" Donnie slammed a fist onto his desk in frustration… which knocked the Kraang portal generator off his desk and onto the ground, causing it to activate and open up a purple gateway "Oh boy, this can't end well."

"Donnie I swear to god, if you blow us to New Jersey again!" this was when Raph and Leo made their way into the lab, just in time to see purple gas being emitted by the portal "Okay, this can't be good."

"It's not, my computer is reading it as Kraang atmosphere. Hurry and take these filtration units, they'll allow us to breathe it without getting poisoned." Donnie passed small devises to each of the others, which they promptly plugged into their mouths (Spider-Man and Ghost Spider lifting up the bottom of their masks to do so) before the gas fully enveloped them "And if I'm right about this…"

"Then that portal leads into Dimension X." Spider-Man finished "Home of the Kraang and all of the batshit insanity that comes with them."

"Yeah, so it must-" Donnie was cut off by the sound of familiar humming coming from the Kraang Communication Orb "Wait, is that-"

"Turtles, Spider!" it was then that the holographic image of a familiar figure appeared from the orb.

"Leatherhead, it's really him!" Mikey rushed toward the orb as his face immediately lit up with joy "He's still alive! What do we-"

"Hold on a second, he's saying something." Spider-Man cut him off.

"They're about to- Turtles, Spider! The Kraang have perfected the Mutagen, they and their human allies are about to-" and then the message cut out, causing the image of Leatherhead to disappear.

"Okay, that definitely can't be good."

"Definitely not, the Kraang must have got him!" Mikey looked at the orb in horror "We gotta do something, he needs our help!"

"We gotta figure out some kind of plan first." Spider-Man glanced over at the portal "He's gotta be stuck in Dimension X, the portal opening up must have triggered the message and activated the orb on our end. And he said they perfected the Mutagen, which has to be bad on god only knows how many levels."

"I'm pretty sure it is." Ghost Spidr looked over at him "I did tell you about when Leo and I ran into the cell of HYDRA that tried to steal a canister of mutagen from a Kraang truck."

"Yeah?"

"Basd on what we found out, it seems like that was a sample of the "perfected" mutagen that the Kraang had been working towards. They must have been able to mass produce it and make it work like they meant for it to in our dimension. Whatever they plan to do with it, we know for a fact it can't end well."

"Definitely not when it comes to the Kraang." Leo glanced over at the others "We gotta come up with a plan."

"We don't have time for that!" Mikey leapt upright as he pulled out his nunchucks "We gotta get in there and find Leatherhead!"

"And we will, we just have to figure out a plan-"

"Forget the plan, if we don't get in there and help him then who knows what the Kraang are gonna do to him!"

"It won't be anywhere near as bad as what they'll do to us if we charge in without knowing what we're up against!" Leo paused for a moment to compose himself "I get it Mikey, believe me when I say that we all want to find Leatherhead. But we can't charge in without having some idea of what we're up against. You know Leatherhead better than any of us, you really think he'd want us to walk straight into a trap?"

"No, but…" Mikey's face fell as he looked away.

"We're gonna get him out, but we have to play it safe." Leo patted him on the shoulder and then turned his gaze over toward the others.

'Leatherhead… I knew you'd still be out there…' Mikey glanced at the orb, then at the portal as images of Leatherhead flashed through his mind, which caused his gaze to harden 'If it were me in there, you wouldn't hesitate to charge in to save me, would you? So I can't just not do the same for you…'

"Oh boy, I know that look." Spider-Man glanced over to where Leo and the other Turtles were discussing "You're gonna do something batcrap crazy and reckless aren't you?"

"Bro… I think you got that already."

"Yeah I figured. Just wondering how I'm gonna make this up to Gwen." Spider-Man let out a long sigh "Alright, let's do this."

"Now we're talking." Mikey clasped hands with Spider-Man, and the two of them immediately made a beeline for the portal.

"Wait Mikey, don't!" Leo and the others noticed Mikey and Spider-Man rushing at the portal, too late to do anything about it "Mikey!"

"Booyakasha!" and then in an instant, the two of them disappeared into the portal.

"Dammit!"

"Peter seriously, you had better know what you're doing." Ghost Spider pinched the bridge of her nose and glanced over at the others "We're going after them right?"

"As if you had to ask, now let's move."

"Even pointing out how toxic the environment probably is-"

"No time for that."

"I figured, just had to be sure." and before they knew it, Ghost Spider and the other three Turtles launched themselves into the portal… which closed a mere split second after they were gone, leaving the portal generator to fall to the ground with a thud.

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Meanwhile, with the B plot…

'Okay, this is getting more and more horror movie-esque by the second.' April continued to trail the webline that caught her sight until she found herself in the school auditorium, casting a look around until a certain sensation rang through her head 'This feeling I'm getting… the presence is so familiar, like it's… Wait a second…'

"Of course you're the one who finds me here." a webline latched onto April's shoulder and drew her attention to where a figure was stepping out from within the shadows, revealing a figure with a head of shaggy brown hair and brown eyes, clad in a red t-shirt and a pair of sweatpants, with a pair of web shooters latched onto his wrists "Starting to see why so many people are interested in you."

"Yeah well, whoever says there's no such thing as bad publicity is a liar." April's gaze hardened as she pulled out her tessen and used it to cut the webline as she dropped into a stance "So what are you doing here Scarlet Spider?"

"You would wanna know about that, wouldn't you? But you don't have to worry O'Neil, I'm here on-" he was cut short by the sound of clattering, which drew April's attention to a certain spot visible behind him, with a visible sleeping bag, a few empty food bags and comic books poking out, which he immediately tried to step in front of as he went red in the face, to little success 'Aw crapbaskets.

"Okay then…" April's gaze softened slightly as she stowed away her tessen "Let me ask you one more time. What are you doing here… Ben?"

"...There's no way for me to come off well from this is there?"

"Not really no."

"Just checking." Ben Reiley let out a sigh as he stuffed some of his belongings back into the little compartment and turned back to face April "To avoid going into any detail for any number of reasons, my living situation has been compromised. Sort of. I just needed to find a place to crash where I wouldn't be spotted or recognized. Temporarily at least. Long story short, I went with a place I thought no one would think to look for me. It worked until you showed up."

"That's… pretty vague. Then again I'm not really one to talk, my best friends are a quartet of giant turtles and their dad is a giant rat that's teaching me to be a ninja.'

"You gonna try and pester me for more answers?"

"Don't worry about that, trust me when I say I get how important secrecy is."

"Attention students." the voice of Principal Davis rang over the intercom "Please join me in the gymnasium for an important announcement."

"Okay, so I guess that's a thing now." April turned and prepared to take her leave, but paused and glanced over at Ben as she reached into her backpack and pulled out a small paper bag, which she handed to him "I'm not sure what you're going through, but you better get some decent food, if nothing else than to keep up your strength." and then she took her leave of the auditorium.

'...Well that happened.' Ben watched as April disappeared from his sight, and then he looked down at the bag in his hand 'Huh, pastrami sandwich with coleslaw. The girl's got good taste if nothing else.'

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And now for the announcement in question…

"Thank you all for coming on such short notice." Principal Davis stood in front of the crowd that was gathered in the gymnasium, with a certain figure standing beside him, just as April joined at the end "Students and faculty, allow me to introduce-"

"If I may Principal Davis, I'd like to explain things to everyone directly." the figure with short brown hair in a blue uniform took a step forward to address the crowd "Thank you all for being here. My name is Agent Phil Coulson of the Strategic Homeland Intervention Enforcement and Logistics Division, or SHIELD as many of you may know." he was met with a series of gasps and muttering from the crowd "I wish I could say that I was here with good news, and no we haven't accepted an invitation to your latest job fair, nor am I here to accept applicants to become full-time SHIELD agents. As many of you know, an organization known as the Goblin Nation has been wreaking havoc throughout New York City, with various powerful individuals and weapons at their disposal. Unfortunately, SHIELD has determined that the connections that this organization has run far deeper than initially feared, connecting with other notorious criminal organizations across the world. They're also not above using force to further their ranks and bring in new recruits… and we have reason to believe they plan to conscript the populace of this school as their next target." and cue more horrified gasps.

"Like hell I'm joining those Halloween rejects!" Casey grabbed a nearby hockey stick and held it above his head as he unleashed a battle cry.

"You can relax Mr Jones, nobody is going to be forced into joining the Goblin Nation or caught in a heavy assault by them. That's why I came to this school today, I want to help you all in any way that I can. In any way that SHIELD can. I'll need a volunteer to demonstrate. Is anyone here willing?"

"...Meh screw it, why not?" Casey gave a shrug as he stepped toward the front, which prompted Agent Coulson to grab hold of his wrist.

"Before the forces of the Goblin Nation attempt to make any move against this school, I'm going to mask everyone's presence here with one of these." Coulson pulled out a what looked like a blue-colored metallic wristband.

"This isn't gonna be some kind of branding thing is it? Cause if it is, I want mine to look like a skull."

"No, it's nothing like that. Also you're way more excited about branding than you should be. No, the plan is to give everyone here a special device created by SHIELD scientists that will mask your presence from any Goblin Nation forces approaching. The effect will be temporary and only last until the danger has passed. Once they find that there's no one there for them to recruit, they would just move on and let you go about your business in peace. Now hold still while the device calibrates to your body." he prepared to attach the device to Casey's wrist.

'Wait a second…' April froze on the spot as a familiar sensation rang through her head, and in an instant she threw her tessen at Coulson, striking the wristband and sending Coulson staggering back a short distance "Don't trust him, that guy isn't a SHIELD agent!"

Coulson was left sparking and flickering thanks to the blow from April's tessen, and in an instant he was enveloped in a cloud of green smoke… which dissipated to reveal a figure clad in green armor and a purple came with a glass bowl over his head, causing everyone present to back away from him "Inconceivable, to think the great Mysterio could be discovered by a mere child!"

"Cut, just cut!" several more clouds of green smoke erupted throughout the gymnasium, which dissipated to reveal several identical Mystrio figures lining the walls, and the real one, albeit without the helmet on, revealing the face of Quinten Beck "Okay, whoever gave the new ones the ability to talk on their own deserves to be boiled alive! The image of Mysterio can only be captured by me and me alone, how do those rejects not see that?!"

"Okay first question, why show us your face?" Casey drew his attention "You really wanna show up here without your fishbowl thing on? Even I get that you don't wanna go around showing off who you really are, it's like lesson number one of the superpower game."

"And have the masses not know who's responsible for the presence of Mysterio? And speaking of knowing who's responsible…" Beck snapped his fingers, causing two of his duplicates to advance on the crowd in front of him "Grab the girl."

"Hey what are you- Get off of me!" April suddenly found herself being grabbed by the two duplicates, despite her attempts to free herself of their hold.

"That's step one down, courtesy of the greatness before you." Beck gave a smirk as he took a few steps toward April, pressing a few buttons on his gauntlets "You really are as much of a pest as you've been made out to be Miss O'Neil, especially given that you just ruined any chance of this going along smoothly."

"You were posing as SHIELD agents to try and take us in, what so you could force us to work for the Goblin Nation?"

"That is part of it yes, kind of part of the job at the moment. It was going to be a clever one too, just get everyone to put on one of these and say hello to instant army." he held up one of the metallic wristbands in question, revealing a blinking purple light on the inside "Call it cliche as you will, but mind control tech does have its advantages."

"GOONGALA!" Casey used his hockey stick to take off the head of the Mysterio duplicate next to him and moved to pounce at the original in a rage… only for Beck to push a button on one of his gauntelts, summoning a giant tree behind him that blocked Casey's strike, as well as bound his arms and legs in its branches.

"The same can be said for my new hardlight hologram projecture. I have a certain little scarlet insect to thank for that, and I'll be sure to put it to good use when I find him. As for you, let's see how thrilled the new benefactors are when they see you." Beck gave a smirk as he turned his gaze back toward April and reached to force a metal wristband onto her.

"No, no stay back! I said STAY BACK!" April thrashed around in an attempt to free herself, one hand grasping one of his gauntlets, and she suddenly unleashed a burst of psychic energy, which unleashed a wave of white energy rippling throughout the gym and beyond, with everyone present scattering in a panic.

"What is this, what are you doing?!"

"You don't need to know!" in an instant, Ben suddenly appeared through the white light and dealt Beck a kick to the chest hard enough to send him crashing to the ground, then went on to grab April by the hand and drag her away from the scene.

'Great, so she has help. That's one more pest to deal with.' Beck gave a scowl as the light finally subsided, and he cast a look around at his new surroundings, that being a rural farmhouse area, to which he 'What is this place? Some kind of rural farmhouse?' he took a step towards the house itself and tried to place a hand on it, only for it to pass right through it 'Fascinating. It seems as though that girl's power combined with my own illusionary technology to cover the entire school in one massive illusion. Change of plans." he turned to a group of his robot duplicates "Go and find that girl, the one responsible for this. With her powers at my command, the great Mysterio will take his mastery of the arcane arts to even greater heights!"

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Meanwhile, with the A plot…

"Look out!" it didn't take very long for the group to reach the other side of the portal, with Ghost Spider being the last one to land on the ground, albeit more gracefully than the others "Are you guys okay?"

"Well we still have all our limbs and we're not dead." Leo was the first one to pull himself to his feet, though his gaze quickly fell onto what lay before them "On the other hand, take a look at all of this."

"What is it?" Donnie was the next to recover, and then he and Raph cast a look out at the endless pink void before them, housing various floating islands, crumbling debris and hideous monsters as far as the eye could see "By Darwin's beard…"

"So this is Dimension X…"

"I don't know what I was expecting, but it definitely wasn't- Get down!" Ghost Spider cut herself short as a familiar sensation ringing in her head drove her to pull the other Turtles to the ground before a giant Kraathatrogon soared directly over their heads "Like was saying, whatever I was expecting, it definitely wasn't that."

"None of this makes any sense." Donnie looked around as he began baking towards the edge of the floating island they were on "There's no sun, there's no anything."

"I know, I don't see how it could- Donnie look out!"

"What-" Donnie didn't get to finish before he plunged off the side of the floating island… only for the others to rush over to the edge and see him standing directly below them "Oh for the love of- This is ridiculous, gravity can't just work like this!"

"Not in our world, but apparently that doesn't apply here." Ghost Spider latched onto Donnie with a small webline "Just take this for example, seeing how we're in a different dimension." she fired a single shot of impact webbing past them and sent it flying… only for it to loop past them a few times before she caught the webbing on one of her arms "So I guess it only makes sense it should have different laws of physics."

"Yeah okay, this is about as fun as the second season of the Promised Neverland." Raph let out a groan of frustration "Let's just find Mikey and Parker and get the hell out of here."

"That I agree with you on, but we need to find some kind of place to start."

"How about over there?" Leo pointed to another floating island in the distance.

"I guess, but how are we gonna get to-

"Eenough with the stalling let's freaking do this already." Raph charged forward and leapt off the island… and subsequently catapulted over the giant space between them "What the shell are you guys waiting for? Let's go already!"

"...Okay then, I guess we have our answer." so Ghost Spider leapt across the void onto the next floating island, with Leo and Donnie following after her, and the four of them did so across several more islands and floating structures "You know there's a thought occurring to me, how come we haven't seen any Kraang since we've been in here?"

"I was wondering about that myself, but it raises a question." Donnie stopped on top of a large floating structure, which caused the others to do the same "Has your Spider Sense been going off since we've been in here?"

"Aside from that run in with the Kraathatrogon, no not really. So there isn't any immediate danger in this dimension, at least for now."

"Then that tells me they don't know that we're in their dimension, at least not yet."

"Except for whatever the shell those things are." Raph pointed to two chains of what looked like sentient spheres floating in the distance, which left him and the other Turtles stricken with their supposed cuteness "Aw just look at the little guys, they're all cute and sparkly."

"Um… I don't think they're actually little." Ghost Spider paused as a familiar sensation began to ring in her head as the chains of spheres began hurtling towards them, and then appear in front of them at full size as they surged with electricity "Nope, definitely not little."

"We should run right?"

"If my Spider Sense is anything to go by, YES! RUN!" Ghost Spider and the Turtles scattered as the chains of spheres (now being referred to as Scatterpillars) being shooting beams of electricity at them.

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Meanwhile, with the B plot…

"What the hell is all of this?" Harry and Hobie were looking around at their surroundings going through constant changes as they ran through what was meant to be the halls of Midtown High, except it took on the appearance of something very unsettling "Where in the hell are we right now? How did we get here?"

"Well iif the stench is anything to go by, I'm gonna say the men's locker room. But thanks to the magic acid trip we're stuck in right now, it looks more like the Technodrome."

"The what?"

"The interior of the alien Death Star, I've seen pictures from… let's go with people who got taken in there during the assault." Hobie cringed when he saw Harry flinch at the mention of the Technodrome 'Me and my big freaking mouth, have to bring up the day that he found his mom dead. Smooth move Hobie.'

"But I… I don't get it, is it really here?" Harry took a look at the supposed interior wall of the Technodrome and tried to press a hand against it, only for it to pass through "Is this some kind of illusion?"

"Probably a hologram, that is Mysterio's thing to my understanding." Hobie paused and pulled out his cell phone "I just got a text from Watson, she's with Jones and a bunch of others in the nurse's office. We'd better find a way to get over there."

"Right, over to MJ Watson and her crowd… yay." Harry rolled his eyes slightly.

"You really wanna go it alone given everything that's going on right now?"

"I'm just saying, I'm probably less likely to get a knife in the back when I'm away from the rest of my peers. I know the looks I get from everyone else."

"Uh huh. Potential armor-piercing question here, are you actually surprised?" Hobie was met with silence "Just because I didn't get to say anything before, doesn't mean I didn't notice things going on. Pretty sure people are still sore about you screwing up the championship for us in last year's season. Not to mention all the drama that went down with you and Stacy, which more or less amounted to emotional blackmail and honestly is a lot worse in the eyes of at least a dozen people in there."

"You think I don't know what I did?" Harry rounded back on him "You think I don't feel bad about it? Cause I do, okay?"

"I'm not the one you gotta tell that too. You wanna show people you regret what you did, you wanna show them that you changed, you gotta put in the effort." he was again met with silence, and so he let out a sigh "Just call that something to think about, alright?"

"...Fine, whatever." Harry rolled his eyes, but prepared to move with Hobie regardless, only to stop when he looked back and noticed something "Quick, get down!"

"What is it?" Hobie whipped around to find a Mysterio duplicate emerging from the illusion and advance on them… only for it to be cut in half in a matter of seconds, and then evaporate in a burst of flames "What the-"

"Good thing I kept this thing." as it turns out, Harry was standing before him holding his flame sword, the blade dissipating and allowing him to stow away the hilt "So how's that for showing people I changed?"

"Honestly? Not a bad way to start." Hobie idly patted Harry on the arm, and the two of them began making their in what they thought was the direction of the nurse's office.

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Meanwhile, with another wayward duo…

"We gotta keep moving, I'm pretty sure this is wall is just another hologram." Ben continued leading April by the hand through the halls of Midtown High as images continued to shift in front of them… only to end up running face first into an actual wall that sent both of them crashing to the ground "Or not… So much for the sixth sense… Ow… Also, why the hell are we in what I think is some kind of subway relay station turned surprisingly spacious apartment out of a basement?"

"I have no idea what you're talking about." April let out a groan as she pulled herself back onto her feet, only to freeze at the sight before her 'Oh god, it looks just like the Lair! I don't- How did we end up here?"

"Because we have no idea where we're going since the place keeps changing."

"No I get that, I mean how did…" April let out a sigh "I don't know how this happened. I was freaking out when Mysterio grabbed me, and then zap! Next thing I know everything looks like this and you're dragging me away."

"Just a theory, but my guess is that the stress of having the walking ham in the fish bowl try to put a mind control device on you caused your psychic powers to act up, it scrambled with his tech and it cast a giant series of holographic illusions throughout the area. Long story short, unless you know of a way to figure out what's real and what's not we're gonna end up running into more walls than Danny Phantom."

"...You know what, hold that thought for a second." April paused as she pulled out her T-phone and held it up in front of her "And just like that we have light. Thank you Donnie."

"Your phone can see through the illusions?"

"A couple of modifications I have Donnie to thank for."

"One of your Turtle friends?"

"The smart one, and as far as I know one of the ones you haven't met. The only downside is, this thing can show where we are under the illusions but can't do anything to actually turn it off, at least not as far as I know. I'm not exactly used to the whole "being a mutant" thing."

"Uh huh. As much as the thought of it sickens me, I think we're gonna have to find Mysterio himself. If your powers clashing with his tech was what caused this, then we get our hands on his tech and use it to reverse engineer the giant Owl House reference we're stuck in. Lead the way, she with the magic phone."

"Got it." April took the lead and began making her way down the hall, with Ben following close behind her, during which she cast a quick look back at him "Tell me something Ben. Why did you save me back there? From Mysterio, I mean."

"Well… I could list any number of reasons ranging from hating that guy and everything about him, which I do, to wanting to get back on the good sign of a certain other redhead… But right now the main reason I choose to go with is, I consider it paying you back for the sandwich you left with me earlier." Ben paused as they came to the top of a staircase "Okay, so are these real steps or hologram steps?" he tried to take a step forward… only to end up falling down the staircase and hitting the ground with a loud thud "Real steps… good to know… ow…"

"Yeah, forgive me if I'm a little bit skeptical." April made her way down the stairs and held out a hand to Ben, pulling him back onto his feet "The first time I met you, you made out with my cousin and tried to kidnap me so you could take me to the Kraang and the Goblin Nation. Now you're trying to help me stay away from them… Because of a sandwich?"

"Like I said, I hate Mysterio and pretty much everything about him. Contrary to what the Office makes people believe, your coworkers don't always become like family. Plus I hadn't eaten in almost three days, and it was a really good sandwich." Ben started walking ahead of her "We need to keep moving."

"First of all, no sandwich is that good. Pizza gyoza on the other hand, I've learned first hand that that's a different story." April cast a look over at Ben "Also, part of my psychic powers is that I get a certain… feeling, whenever people are hiding something from me. There's something else going on with you isn't there?" that was enough to make Ben stop in his tracks.

"Why do you want to know?"

"Because if we're going to find a way to get through this, we need to be able to trust each other on some level." April paused as her gaze softened slightly "Is this is about… what happened with you and the Jackal?"

"...So the Spiders told you. Guess I shouldn't be surprised." Ben slowly turned around in order to face April as he breathed a deep sigh… only to immediately cut himself short as a sensation went off in his head "Pouring my heart out is gonna have to wait until later, we've got company."

"Wait, what?"

"Halt foul heathens, before the majesty of Mysterio!" a group of Mysterio duplicates burst forth from within the illusion and charged at the two of them.

"Stand back, I'll take care of them." Ben charged forward and began ripping through one robot clone after another via his enhanced spider strength, only for one of them to suddenly detonate in a small explosion, sending him hurtling across the halls and tumbling to the ground in a scorched heap, followed by a thick layer of white substance being used to bind him.

"Ben hold on!" April pulled out her tessen and tried to cut down another Mysterio clone, only for two more to appear behind her and bind her in another layer of the white substance 'What in the hell- Is this webbing?! I thought only the Spiders could make those? But Ben used to work for the Goblin Nation, so… I guess it only makes sense they could reverse engineer it. Maybe if I can move my arm enough to… there we go!' she gritted her teeth and began moving her arm just enough to move the blade of her tessen against the webbing.

"Quite the surprise isn't it? Yes, we have our resident Scarlet Spider to thank for learning how to create this webbing, along with increasing the tensile strength three fold." one of the Mysterio robots advanced towards the two of them…

"Stop you fool!" this was when a green cloud of smoke erupted from the remains of a destroyed robot, and then dissipated, to reveal the image of the real Quinten Beck standing before them, albeit a holographic version "Don't you see? That boy IS the Scarlet Spider, the webs he used on me previously proves it! Let the boy go already!"

"Of course O great one." the duplicate wasted no time in ripping Ben out of the webbing and pulling him back onto his feet "Apologies to the son of of the noble Goblin King, his majesty whose destiny is to rule."

"Well said, and here's hoping his majesty agrees."

"Way to ham it up even more than usual." Ben shot an unimpressed look at the holographic image of Beck "Here I thought you didn't actually care."

"I never said that I didn't care about your well being, nor would I ever admit to such a thing while the Goblin King is listening to everything I'm saying." that was enough to make Ben freeze on the spot.

"He… He's listening to us right now?"

"That he is. He also sent out a search party for you some time ago, and ordered us to report your location if we should ever find you."

"You don't say…" Ben began sweating visibly as he backed away slightly.

"Simply say the word, and my duplicates will escort you back to the nearest base of the Goblin Nation, where the Goblin King will be awaiting you. He'll be very pleased to know you're back safely, and that I was the one to return you to him. He'll also probably want to know why you're not in your uniform."

"Oh, well there's a perfectly good reason for that… and I'll let you know what it is as soon as I can come up with it."

"How about this for a reason!" a tessen was suddenly locked into the head of one of the Mysterio robots, courtesy of April as she freed herself of the webbing and leapt back onto her feet, then grabbed Ben by the hand and took off running "Call it his resignation!"

"After them, do NOT let them escape!" the hologram of Quinten Beck disappeared, leaving the remaining Mysterio clones to chase after Ben and April… only for them to round a corner and find that they were nowhere to be seen.

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Meanwhile, with the A plot…

"If my Spider Sense is anything to go by, YES! RUN!" Ghost Spider and the Turtles scattered as the chains of spheres (now being referred to as Scatterpillars) being shooting beams of electricity at them.

"Hang back you guys, I've got these freaks!" Raph and Leo leapt into the air and attempted to pierce through the scatterpillars with their respective weapons, only for the spheres in the chain to separate from each other as he tried to strike and then reconnect, before firing two large bolts of electricity at the two of them, electrocuting them on the spot.

"Guys hold on!" Ghost Spider swooped in next and latched onto the scatterpillars with a webline for each of them, using her enhanced strength to hurl them to the ground, and then she leapt back and fired a barrage of impact webs at them, forcing them to scatter, and then something she took notice of out of the corner of her eye prompted her to leap over a crystal wall and hide behind it, leaving the scatterpilars to depart from the scene. It was only after they were gone that Ghost Spider crawled back out into the open "Okay, so… that happened."

"Probably the only thing we can say at this point." Leo and the others made their way back out into the open and glanced at the retreating forms of the scatterpillars "Mostly since we have no idea what the shell those things were."

"Some kind of chains of sentient bio-electric spheres. I'd be more interested if they didn't want us dead.

"Mikey would've come up with a real name for them." Raph pointed out dryly, though his face quickly fell "For all we know he and Parker are probably Kraang bait by now."

"Don't count on that. Pete and Mikey are survivors, something this wouldn't get to them. You believe that just as much as I do. I have to believe it." Ghost Spider's face fell slightly, though this was quickly wiped away when she took notice of something "Donnie, what are you doing over there?"

"Checking out our surroundings, you gotta see this." Donnie directed the attention of the others to where he was fiddling with a large crystal structure "I'm pretty sure this is the same kind of crystal that was in the Kraang power cell."

"Definitely interesting, but I don't think it's a good idea to mess with that."

"I like to think of it as satisfying scientific curiosity." Donnie continued fiddling with one crystal attached to a branch… only to end up breaking it off, and for it to start glowing "Then again, any number of cats can tell you how dangerous that is."

"So glowing is bad in this case?"

"Glowing is bad in almost every case. Go go GO!" and so Donnie dropped the crystal the four of them leapt forward just as the crystal exploded, the force of the blast sending them careening down onto another floating island, where they hit the ground with simultaneous thuds… with the Turtles being yanked out of the way of falling shrapnel by Ghost Spider.

"Okay, I'm thinking a new rule is in order: Scientific curiosity is overruled by self preservation, no one touch anything. All in favor?"

"Aye." came the simultaneous chorus from the other Turtles.

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Meanwhile, with the prisoner…

"That which is known as crapbaskets." in another room, a group of Kraang soldiers were at work on torturing Leatherhead via electro shock rods, leaving him roaring in pain and sprawled out on the ground in a cell "The one who is known as Leatherhead has sabotaged Kraang's plans for the time which is known as the last."

"Kraang believes it is is that which is known as sabotage, and no longer will the one who is known as Leatherhead be an irritant to our dorsal regions."

"Colorful as always…" Leatherhead spat out some blood as he glared up at the Kraang with eyes full of defiance "But I think the phrase you're looking for is pain in the-" he was cut off when the Kraang soldiers began zapping him with shock rods again, earning another roar of pain.

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Meanwhile, with the B plot…

"Okay we're good, we should be safe here." April was quick to lock the door behind her, then paused and cast a look around at the room she found herself in 'And it looks like the dojo. Okay this is weird, it's like my psychic powers clashing with Mysterio's tech is… maybe tied into my memories somehow?'

"Oh god, he's gotta know by now… He's looking for me…" Ben's heavy breathing was quick to snap April out of her musings as he slumped against one of the walls of the room, his expression one of pure horror "He's gonna find out I'm here… I gotta run… hide… do something… I can't stay here… I gotta…"

"Hey hey take it easy, it's gonna be alright." April knelt down next to Ben and put a hand on his shoulder "It's okay, no one is going to hurt you. Just take a couple deep breaths, okay?"

"...Okay." Ben paused for a moment and began to follow April's lead as he took a series of slow, deep breaths, allowing him to compose himself slightly as April sat on the ground against the wall next to him.

"To answer your earlier question, I did hear a little bit about what happened before from Peter and Gwen. Not everything though. You ran away from the Goblin Nation, didn't you?"

"Yeah… I just… I found out a lot of things about myself… things that they were keeping from me all this time and… I couldn't stay there anymore."

"I… I kind of know how that feels actually." April paused and glanced up at the ceiling "Not that long ago, when I still wasn't on speaking terms with the Turtles, I met with Daredevil and the Defenders. And I met this one journalist who had been gathering all kinds of crazy info on the Kraang, along with Venom. Turns out the Jackal was working with the Kraang to try and make a living genetic clone of me out of my DNA. We wiped their computers and destroyed any traces of that little side project of his, but then they ran a few tests on me… and it turns out that I'm a mutant. Like both kinds of mutants."

"Both kinds?"

"Apparently I have an X-gene so I'm one kind of mutant, and my DNA is a blend of human and Kraang DNA, courtesy of my mom being experimented on, which makes me half human and half alien, or half mutant and half alien. I was… I didn't know what to think after I discovered that, I kind of just holed myself up in my room for about a week. In hindsight though, me being a mutant did explain a lot of things. I could notice and feel things other people couldn't, and it made me feel like I stood out, like everyone saw me different. Truth be told, it wasn't until I met the Turtles and Pe- Spider-Man… that I felt like I really fit in with anyone. So I get it, the truth is not everyone out there is great. A lot of people out there are downright horrible, but a lot of them are just good people too. Then the things about yourself that you don't like or shake you up, with the right people they don't seem all that bad anymore. You can trust me, if you don't want me to say anything then I won't."

"...Okay on the one hand, solid 8.5 out of 10 on the speech." Ben glanced up at her "On the other hand, it's gonna take more than a cheap knockoff of the Talk no Jutsu to get me to spill my spider guts to you."

"Fair enough. Alright come on, we'd better keep moving if we're gonna find the real Mysterio and grab whatever he's using to undo all of this." April motioned for him to follow her as she disappeared into the wall in front of them.

'Fine, let's just get this over with.' Ben leapt to his feet and moved to follow after April, albeit with his thoughts drifting as he did so 'Right people huh… I'll keep that in mind, assuming I ever really find them.'

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Meanwhile, with another B plot group…

"You have gotta be freaking kidding me." Hobie's expression dulled at the sight of the giant rock golem hurtling towards them "Who in the hell thought it was a good idea to give total control of a hardlight hologram projector, which can basically create anything the user thinks of, to the overly hammy ripoff of Gandalf in a fish bowl?"

"The hell if I know, but one thing is for sure." Harry rushed forward and ripped through the rock golem in front of them with his flame sword, leaving it to evaporate in an instant "I'm just glad these things stay solid long enough for me to do that, otherwise this would be a way bigger pain to deal with."

"And considering it's Mysterio to deal with, we don't need this to be a bigger migraine than it already is." Hobie paused as he looked ahead to see a group of Mysterio robots emerging from beyond the wall in front of them and hurtling towards them "Speaking of which…"

"I've got them, just stay back!" Harry rushed forward as the Mysterio duplicates closed in, and in a series of swift strokes he managed to cut down the robots with ease, leaving them to literally fall to pieces, and then he turned his gaze back toward Hobie "So how do you think that works towards proving I've changed?"

"You're getting points with me, but I don't know how much that's gonna mean with everybody else."

"Can't you just tell them what I'm doing?"

"Well yeah, but to quote this one guy I know who lives on the Upper East Side: Whatever you do in this life, it's not legendary unless your friends are there to see it."

"I can vouch for that one." Casey suddenly poked his head through the illusion wall behind the two of them "Hurry up and get over here, this is getting all kinds of freaky."

"Got it." Hobie shared a look with Harry, and the two of them quickly rushed towards the back wall and disappeared the instant they phased through it.

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Meanwhile, with the A plot…

"Okay hold on, give me a second." Ghost Spider leapt to the ground on top of another floating island and stopped to the catch her breath, with the Turtles doing the same alongside her "I have to be honest, part of me wonders how your mutant alligator friend survived in this dimension for as long as he has, if what we've seen so far is anything to go by."

"I know what you mean…" Donnie paused to try and catch his breath "At this rate I kind of don't blame the Kraang for wanting to invade us, their dimension is horrible."

"Honestly it kind of does, not what I was expecting when I saw it for the first time in that portal hub during the whole Kraang worm situation."

"I don't know about that, if nothing else that thing looks kind of cute." Leo directed the attention of the group to something that caught his eye.

"Mop mop." as it turns out, the creature in question was a little alien blob that appeared to sit on top of a small plateau, prompting Leo to make his way towards it.

"See?"

"All I see is us getting eaten alive." Raph commented dryly "Seriously Leo, the thing about this dimension that makes any kind of sense is that we don't wanna screw around with anything too cute!"

"Oh come on, how bad could this thing me?" Leo made his way over to the creature and began to tickle it slightly, causing it to giggle and let out a small bit of gas from its head "See it's so small, how could it-" he was cut off by the sound of rumbling, followed by the plateau housing the creature rising up to reveal a large rock-like insect creature looming over them.

"...That right there. That's freaking how. RUN!" Raph made the call, prompting the three Turtles and Ghost Spider to run as fast as they could, with the creature (referred to as a Rocktopus) hot on their heels "I hate cute things, I freaking hate cute things!"

"Starting to gt there myslf, now hold on!" Ghost Spider latched onto each of the Turtles with a webline and began pulling them with her as she launched herself off the floating island, pouncing from one piece of floating debris to another until the four of them came crashing to the ground of a large floating sphere, the chase continuing on… until Ghost Spider found herself being pulled out of the way by another line latching onto her, along with the other Turltes, while she found herself landing in the arms of another figure "What the-"

"Hey now." Spider-Man gave a grin from where he was now holding Ghost Spider in his arms bridal style "Any chance this gets me enough boyfriend points to make up for going Leeroy Jenkins into another dimension?"

"...Let's get away from the giant monster and talk about that later." Ghost Spider leapt back onto her feet and caught Spider-Man in a quick kiss "But so far, it's looking promising. Speaking of going Leeroy Jenkins into another dimension, where's-"

"Hey rocktopus!" it was at this moment that Mikey leapt down onto the scene, now clad in a new purple headpiece over his mask "Stay the hell away from my bros and Ghosty, and buzz the shell off!" he let out a loud shriek that left the Rocktopus disoriented and promptly fired a barrage of small projectiles at it, enveloping it in a series of mini explosions that blew it back a short distance "Yo Spidey, you're up!"

"Way ahead of you!" Spider-Man launched himself onto the head of the Rocktopus with a quick webline and dealt the cute blob on top of its head a sharp kick to the head, disorienting it enough that it fell off the sphere and into the endless pink abyss, to which he landed back on the ground and gave Mikey a quick fist bump "Yeah it's official, we're awesome."

"You know it bro."

"Mikey, Peter, you're okay!" Leo and the other Turtles, along with Ghost Spider, were quick to rush over to their side "We were worried about you guys."

"Took you long enough to show up bro, you have any idea how long we've been here?"

"Wait, what?"

"No seriously, do you? My T-phone started glitching out when we got here, so I have no idea how long it's been."

"We went through the portal a few seconds behind you guys at most."

"Yeah I noticed the phone problem too, so I started setting a timer. As far as I can tell it's been about a day and a half maybe." Spider-Man glanced over at the others "My understanding is that they've got some kind of temporal differential at play here."

"...In English?"

"Time passes a lot faster here than in our own dimension- Hold up one second." Spider-Man let out a shout once the group took notice of the rocktopus climbing back up, which caused it to roar and then climb away from them "Okay, I think we're good."

"Wait, how did you do that?" Ghost Spider shot him a raised eyebrow under her mask.

"We'll explain on the way, but for now we gotta keep moving. Those things are gonna keep on coming back, and we still have the whole rescue mission thing to deal with."

"Pete's right, Leatherhead still needs us. Speaking of which give me one second, I'd better stock up on bang rocks." Mikey leapt up onto a nearby crystal tree and let out a series of squeals, which caused a few small crystals to fly off and allow him to put them in his belt "Okay, that oughta be good. Heads up Pete." he tossed a few small bang rocks to Spider-Man.

"Thank god these things don't explode when you touch them."

"But seriously, how did you do that?" asked Ghost Spider.

"Turns out a lot of stuff here reacts to sound, kind of like with the Venom Symbiote. Except these things don't end up dedicating their lives to making me suffer, so it's kind of an improvement in the grand scheme of things. We figured that out when I managed to fend off one of those things with our concussive blasters, and then had to come up with a good substitute when I ran out of them. Speaking of which, try these things." he picked up a few small worm creatures from the ground and threw them to each of the Turtles, and one to Ghost Spider "Squeeze the middle of them and they can work like grappling hooks or webs, it helps if you wanna conserve whatever web fluid you've got. Also other stuff that's a lot less gross."

"...I don't think I want to know."

"You probably don't, but I get the feeling Mikey is gonna show it to you soon enough. Now let's get moving." Spider-Man squeezed his worm, causing it to extend a line that latched onto a large piece of floating debris, with Mikey doing the same, and the others following their leads, only to get yanked upwards and onto the debris, with only the Spiders and Mikey landing gracefully while the other Turtles fell flat on their faces and/or backs.

"Okay, first question." Raph was the first one to land on his feet and turn to the others "How the shell did you figure these freaky bug things work?"

"You can thank our alien jungle survival expert over there for that one. He's pretty much the equivalent of Indiana Jones here, in brains and being a badass."

"Just seemed kind of obvious. Plus in the crazy backwards land, crazy backwards dude is pretty much king by default." Mikey gave a shrug… right before he squeezed his worm and sent a stream of green ooze into his mouth "Plus these things are like snack packs, they're pretty tasty too."

"Yeah, that one he's on his own with that one."

"Your loss bro, now let's go rescue Leatherhead." and so Mikey fired a line from his grappling worm and swung off into the endless pink void of Dimension X, with the other Turtles and the Spiders following close behind him, albeit not as gracefully.

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Meanwhile, with the B plot…

"Okay seriously, that never stops feeling weird." Ben cringed slightly as he and April phased their way through another fake wall and found themselves in one of the regular hallways of Midtown High "But to raise the million dollar question, is this real?"

"I think so, just hold on one second…" April paused as she pressed a hand against the lockers lining up the wall, and then one of the water fountains… and immediately cringed as she tried to pry a piece of gum off her hand "Yep it's real, no way illusion gum would be anywhere near as disgusting as the real deal. But on a more positive note, we made it through the illusion, so call that a win."

"Considering the stench coming from what I can only assume is the men's locker room, I'm not so sure calling this a win is-" Ben cut himself short as a familiar sensation began ringing within his head "Hold that thought, I think we've got company."

"Wait, you mean it's-"

"April!" it was at this moment that MJ came rushing down the hallway and came to a stop in front of them "I've been looking everywhere for you."

"MJ thank you're okay, it's been a freaking mad house in here."

"I know what you mean, it's- Wait a second." MJ cut herself short when she saw Ben standing a short distance away, and her gaze immediately hardened "What exactly is he doing here?"

"You don't have to worry, he's cool. He helped me get away from Mysterio before, and I'm more or less 80% sure he ran away from the Goblin Nation." April paused and looked back at Ben, then back towards MJ "Also he hasn't taken a shower. In a while. Try to act like it isn't really noticeable."

"Uh huh. Well better to have him with us than against us. Now come on, bring Scarlet Spider over and let's go find the others before these illustrious illusions get anymore chaotic than they already have."

"Sounds like a plan, god only knows what Casey is getting up to right now." April began making her way down the hall with MJ by her side, until…

"Hold it." a webline suddenly latched onto MJ's back and yanked her backwards, immediately followed by Ben grabbing her by the throat "Start talking, who are you?"

"Ben what the hell are you doing?" April tried to step towards them "MJ is my cousin, she's on our side."

"You would be right, except that's not her."

"What are you talking about?"

"Don't act like you don't sense something is off, you're the one with the special sense about things." Ben's gaze hardened as he glared at MJ "Two things tipped me off. One, the way she's talking. My time with her might have been short, but she never gave me any reason to think she would be that hammy about pretty much anything. Two, she referred to me as Scarlet Spider and not Ben. I never actually interacted with her as Scarlet Spider."

"You and I did, did you ever stop to think I might have told her, or any of the others you've met before?"

"Did any of you tell her directly?" Ben was met with silence for a moment.

"...Oh crapbaskets, it's not her."

"Case and point." Ben gave a scowl as he watched the figure of MJ in his grasp morph into the figure of Mysterio, complete with the cape and helmet, only to be forced to let it go to avoid the waves of green energy, though he did take the chance to deal it a roundhouse kick hard enough to literally knock its head clean off.

"Honestly, it's so hard to find good help these days." a voice echoed throughout the halls as a cloud of green smoke erupted around them, with the real Quinten Beck emerging from within, followed by several Mysterio robots "Not that I should be surprised by now. Especially with the likes of you children making my performanc much more difficult. But I suppose it's as the old saying goes: If you want something done right, you have to do it yourself." and so he moved to advance on the group.

"Yeah well, nobody ever said I lived to please you." Ben grabbed April by the arm and took off running down the hall… only to be stopped in his tracks at the sight of a cloaked green and purple figure looming in front of them, much to his visible horror "Fath- I mean The Goblin King…"

"Not quite." Beck let loose another wave of green smok as the Goblin King look alike went up in a sudden burst of flames with enough intensity to send Ben and April hurtling backwards a short distance, giving him the chance to grab April and pin her to the ground while two of his robots stomped down on Ben's back "My arcane smoke is for more than just dramatic effect you know, it saps the will and dull the senses of those who are exposed to it, allowing me to bring them to their knees. This batch is especially potent, made especially with you in mind. Call it returning the favor for you bringing down my new dracodroid some time ago. Now since the Goblin King wants you back more than people want to forget about the last season of Game of Thrones, which says a lot, I'm gonna go right ahead and put me-"

"Out of my misery? Go ahead and try it." Ben shot him a glare full of defiance "You won't get the satisfaction of seeing me beg."

"I was gonna say put you to sleep, but don't think that I'm not tempted. Platypus ligavit me in braccis meis!" Beck gave a wicked smirk as he waved a hand and unleashed another cloud of smoke, which caused Ben's world to quickly go black.

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Meanwhile, with the A plot…

"Okay here we are, this is the place." it didn't take long for Spider-Man and Mikey to lead Ghost Spider and the rest of the Turtles to one particular floating island, where they all hid themselves outside of a rather large Kraang compound, the former hanging upside down from a crystal tree beside the rest of the group "Alright to give you guys the short version, we've got some good news and we've got some bad news right about now."

"So what's the good news?" Ghost Spider gave a raised eyebrow from underneath her mask.

"We've got thousands of Kraangdroids to fight our way through in there, and they've all got the aim of Stormtroopers."

"How is that good news?"

"You haven't seen the bad news yet, the good news here is basically the lesser of two evils, which is more or less the norm for yours truly."

"What's worse than thousands of Kraangdroids?" Ghost Spider received her answer in the form of a familiar sensation going off in her head… which was immediately followed by two rock giants (Traag and Granitor) emerging from the Kraang compound, one spewing lava and the other breathing blue fire "Oh. Nevermind, I think I get it now."

"Yep. That right there is Traag and Granitor, aka the Zuko and Azula of Dimension X, aka the bad news in this case."

"Okay, good to know. RUN!" and so the six of them scattered just in time to avoid the stream of blue flames Granitor was breathing in their direction "Any chance you guys have a plan for how to deal with them?"

"Actually we do, and it works a lot better than the last time we fought one of these. All we have to do is-"

"Donnie to the right, Raph to the left, now MOVE!" Leo made the call, and he and the others were quick to spread out with their weapons drawn.

"...Wait for them to get their shells handed to them and make sure they don't get melted like something out of Stranger Things." Spider-Man shared a look with Mikey "Yeah, this isn't going to end well."

'This is so not going well!' Leo and the other Turtles were quick to try and evade the attacks of both Traag and Granitor, with Leo eventually taking the chance to try and climb onto Granitor's back and cut off his head, only to be grabbed by Traag and about to be doused in another wave of lava, until…

"HEY!" a barrage of miniature explosions pelted both Traag and Granitor hard enough to force them to release their grip on the Turtles, courtesy of Spider-Man and Mikey hurling exploding rocks at the two of them "Quick word of advice, stay away from my turtle possy. And to quote Regular Show, STEP OFF!"

"I got you guys." Ghost Spider was quick to latch onto each of the Turtles with a webline and pull all of them back onto the sidelines "So as far as I can tell, they've got this covered."

"You know it Ghosty, now hang back and enjoy the free show." Spider-Man gave a grin from underneath his mask, and then he and Mikey charged towards Traag and Granitor without an ounce of hesitation.

"Yep… they're one heck of a duo."

"I don't believe what I'm seeing." Raph was the first one to speak up as he shared a look with the other Turtles "Parker is one thing, but Mikey seems so… not like Mikey."

"Really? Because this is the side of him I recognize the most."

"Then I gotta wonder who the shell you've been hanging out with."

"I don't think that's the issue here." Leo glanced over to see Mikey continuing to quickly push back both Traag and Granitor "We're seeing the same Mikey, but… maybe we just haven't been watching him closely enough."

"You have no idea how long I've wanted to do this: Booyakasha!" Spider-Man latched onto a nearby crystal tree with a webline and hurled it at both Traag and Granitor, causing the tree to explode on contact and sending them falling off the edge of the floating island, only for him to look down and see Grantior hanging onto the ledge with one hand "And we've got a straggler because of course we do. Care to do the honors Mikey?"

"You know it bro." Mikey gave a smirk as he widened his stance and subsequently let out a long deafening shriek, shattering part of the ground in front of them and sending Granitor plummeting into the abyss below "How was that one?"

"Not gonna lie, starting to get why the Venom Symbiote hates sound so much. Doesn't make that any less awesome though."

"Nor should it." Mikey's grin widened as he caught Spider-Man in a fist bump, and then they both turned their gaze back toward Ghost Spider and the other Turtles "Alright come on, we gotta get moving. We gotta get inside to bust out Leatherhead." and so the group promptly took off towards the entrance to the Kraang compound.

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Meanwhile, with the B plot…

"Guys check it out, he's waking up!"

'Oh god, my head…' Ben let out a pained groan as he opened his eyes as he forced himself to sit upright, and he cast a look around to see various students and faculty scattered around the room they were in and treating their various wounds, and then his gaze snapped up as he regained his full sense of awareness "This is another illusion, O'Neil are you-" he tried to leap to his feet, only to end up falling to his knees almost immediately.

"Take it easy, try not to stand up too fast." Hobie caught Ben by the arm and gently helped him back onto his feet "This isn't another freaky Mysterio thing, you're with everyone in the school infirmary."

"Oh… so that's where we are… I wasn't expecting to come to here."

"I think the same can be said for all of us." Principal Davis made his way towards Ben as his gaze hardened "You have some of my students to thank for that, Scarlet Spider I believe you were called."

"Actually… I'd prefer to go by Ben."

"Duly noted. How did I end up here though?"

"We saw you being dragged around by Mysterio and his duplicates, and some of the students were very… enthusiastic about saving you. Some more than others."

"Goonagala!" Casey quickly drew the group's attention from where he was standing over a pile of broken Mysterio robots, with a metal club in hand.

"Yes." Davis paused as he turned his gaze back toward Ben "But with that being said, you'll have to forgive me if I'm a bit skeptical. It's my understanding that you were in league with the Goblin Nation, and one of them has taken one of my students hostage. I suggest you give some answers as to where they might be taking Miss O'Nil so I know what to tell the police, about both them and you."

"Uh huh." Ben cast a look around and took notice of the distrusting glares that were being sent in his direction "Look I get it, I know I've done some screwed up stuff. But I'm not with the Goblin Nation. Not anymore. I was with O'Neil the whole time, I was trying to find a way to get her to you guys and undo this whole crazy illusion maze."

"Here's an idea for you." Coach Smith glanced over at Principal Davis "Maybe we can just trade him to the Goblin Nation to get the O'Neil girl back. They'd probably wanna get him back with them the first chance they got."

"Okay that's just tasteless, but I'm not making this up."

"He's telling the truth." it was at this moment that Mary Jane took a step forward and put a hand on Ben's shoulder, the two of them exchanging a small smile "I know it. And I know that he's the best chance we've got of getting the Gandalf reject in the fish bowl as far away from this school as possible."

"Right, so here's the thing…" Ben took a breath to try and compose himself, which became much easier when he felt MJ slip one of her hands into his "Mysterio is going to make a beeline for the gym, but he's gonna have god only knows how many of his robots guarding him, and his hardlight hologram projector means he can create pretty much anything he can think of. And the guy has a REALLY rich fantasy life."

"That's not gonna be a problem." Hobie was quick to speak up and glanced over to where Harry was tinkering with the hilt of his flame sword "The new guy isn't the only one who can rip apart most of what Mysterio throws at us. He'll probably need a little bit of backup though."

"Way ahead of you my man." Casey gave a grin as he suddenly popped up next to him "Casey Jones is always up for showing these assholes what he's made of."

"...Not really what I had in mind, but still better than most of the football team. You know what screw it, I'll take it." Hobie shared a look with MJ, Harry, Ben and Casey, and then glanced over at the others "Now let's get to it, we have to come up with a plan and we don't have a lot of time on our hands. And I'm gonna have to break into one of my secret stashes."

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Meanwhile, with the A plot…

"Alright, looks like we're in the clear so far." Spider-Man kicked open a vent, which allowed him, Ghost Spider and the other Turtles to drop down into the hall of the Kraang facility, and he poked his head around a corner to see two Kraangdroids guarding the area "Mikey, you know what to do here?"

"You know it bro." Mikey gave a grin as he poked his head around the corner and proceeded to use two grapple worms to yank the Kraang right out of their droid bodies, leaving them to hit the ground in simultaneous unconscious heaps "Smooth like the back of a turtle's shell."

"I still can't believe that I've been fighting the Kraang with you guys for a year and I never even thought of trying that with my webs. I disappoint myself." Spider-Man let out a sigh as the group continued onward, only to end up looking through the door in front of them and getting a look at what was inside.

"Preparing to initiate that which is known as Mutagen Transformation Sequence. That which is known as Mutagen Transformation Sequence initiated." two Kraangdroids brought out two large cannons on opposite sides of a normal tree… which they immediately sprayed all over with mutagen, resulting in a flash of white light. When it subsided, in place of the tree was a familiar crystal tree, which was then encased in a glass dome as the Kraang present took their leave.

"...That is definitely not good."

"No, it definitely isn't." Donnie finished picking the lock on the door, allowing the group to make their way into the testing room and get a look at what lay in front of them "Do you guys see this? This is what Leathrhead meant when he said that the Kraang had managed to perfect the mutagen, this is what it's meant to do in the first place! They're going to use it to transform every living thing on Earth! The animals, the plants, even the people! They're literally going to turn Earth into a carbon copy of Dimension X!"

"So Pete was right, it definitely isn't good." Ghost Spider muttered.

"No it's not, it really isn't. There isn't even one mildly positive thing that can be found upon the 10 billion screaming nightmares waiting for us!" Donnie immediately cringed at how loud and shrill his tone was… mainly becaus it led to a group of Kraangdroids rushing into the lab armed with blasters, forcing the group to retreat before they could be spotted.

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Meanwhile, with the mutant reptile prisoner…

"What do you want?!" Leatherhead let out another roar of pain as the Kraangdroids continued to pierce him with their electroshock rods, though he managed to stop himself from falling onto his knees and simply let out a snarl "What is it… that you want from me?"

"What Kraang wants is that which is known as screaming." the Kraangdroids moved in to continue the torture session… only to be stopped by two weblines yanking them backwards and a green and purple blur subsequently ripping them to pieces.

"These are…" Leatherhead paused as he managed to crank his head up enough to see the figures standing in front of him, and he gave a small smile "You did come…"

"Leatherhead!" it took less than a second for Mikey to bolt into the prison cell and screech to a halt in front of him as he threw his arms around him in a tight hug "Are you okay big guy, what can we do for you?"

"Give me one second and I can get him out." Ghost Spider knelt down and fired a few small shots of electric webbing, disabling the energy stocks he was trapped in… and leaving him to fall right on top of Mikey and crush him.

"Get him… off of me… can't breathe…"

"I got him." Spider-Man lifted Leatherhead over his shoulder and gently set him back down on his feet "Probably took a lot longer getting here than you would've liked, but at least we came through in the end right? That's more than can be said for most politicians."

"Yes you did… thank you my friends…" Leatherhead gave a small smile as he glanced between the others, pausing to look at Ghost Spider "Both old and new it seems…"

"Old or new, we're sticking together through this." Ghost Spider gave him a small reassuring smile, one that Leatherhead returned.

"I must admit, part of me was afraid that you would never come."

"Hey trust me man, there ain't nothing in this dimension or ours that was gonna stop us from getting to you." Mikey gave a grin, though it faltered slightly as he glanced over Leatherhead and took notice "We definitely gotta get you back home so you can moisterize dude, cause you look kinda… you know…"

"Older? Yes, I am aware."

"Right, the temporal differential." Spider-Man shared a look with the others "I mean it's been less than a year for us, and that thought alone is probably gonna cause me some existential dread later on, but for you…"

"Yes, I have been trapped in this dimension for many decades now, spying on the Kraang and trying to sabotage their plans where I could. When I discovered that they had finally perfected the mutagen with the help of their human allies, I knew that I had to contact all of you as soon as I could. The time has come. Their invasion of Earth begins now. Follow me my friends, we have work to do." he grabbed a nearby crystal to use as a makeshift crutch and took off down the halls of the Kraang compound, roaring at one of the defeated Kraang as he did so.

"...Well, so much for mellowing with age."

"Yeah, I kinda figured he'd be a little bit cranky." Mikey let out a chuckle "Anyway come on, if he says we got work to do then we gotta get it done."

"Way ahead of you oh savage one, now let's do this." and so the six of them took off down the halls after Leatherhead.

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Meanwhile, with the B plot…

"It really is a bit strange how these things tend to work out." Quinten Beck cast a dull glance to where April was kneeling on the floor in the gym, albeit not looking like the rural farmhouse area, bound by chains and surrounded by a large group of his robot duplicates "Truth be told yes, I had said that fooling a group of hormonal teenagers and a bunch of washed up athletes was a waste of the majesty with which I created Mysterio in the first place. But a true master of the craft is able to find mastery with everything he does and- You're not even listening are you?"

"You mean to your supervillain monologue? I got it the first six times." April rolled her eyes, then let out a sigh and looked away 'Way to go April, you let yourself get captured for like the umpteenth time and you can't even get out of some ropes on your own. You try to make yourself up to be a big bad kunoichi, yet you need Donnie and the others to swoop in and save you every single time. Smooth, really smooth.'

"Hey, back to me girly." Beck snapped his fingers in front of April's face "I'm in the middle of the next draft of my monologue. So this whole thing is your doing?"

"That's one way of looking at it. All my fault."

"Right, because it's all about you when it should be about me. Now how about telling me exactly how you managed to pull off this masterful illusion. Figuring out the trick to this would allow me to take my own mastery of the arcane arts to the next level." Beck gave a smirk, only for it to falter when he noticed April scowling at him "Fine, go ahead and be that way. I guess I'll have to put in the effort the old fashioned way. Other mes, do the thing."

"Wait, what?" April found herself hoisted back onto her feet by one of the Mysterio robots, and her scowl deepened when she saw Beck approach her "What are you doing?"

"I like to think of it as getting stuff done." Beck let out a chuckle as he approached April and pulled out a small blue wristband with a blinking purple light "Once you have this thing on, I have a feeling you're going to be much more agreeable than you are now." and so he moved to place the mind control device on her.

"No stop, don't come any closer."

"Oh quit being so dramatic, it's called doing my job." he reached down towards her with the device in hand.

"Stay back! I said STAY BACK!" April let out a shriek and another psychic burst, enveloping the area in a white light.

"Son of a… Those idiots at TCRI really have weird taste." Beck opened his eyes and cast a look around, only to see that the illusion was no longer present and the appearance of the school was back to normal "Well, I guess that's one less thing to worry about now. Now in the meantime, where were we?" he moved back towards April, only to falter when he noticed her eyes were glowing white, and then another pulsing light enveloped him, short circuiting the other robots in the process.

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Meanwhile, outside the gym…

"Halt!" a group of Mysterio robots stood on guard outside the entrance to the gym, and they were quick to go on alert when they saw Principal Davis making his way toward them "The gym is off limits by order of the master of the arcane arts."

"I'll remember that once it applies to me." Davis paused for a moment to collect himself, one of his hands hidden behind his back "The only people that I answer to are the school board, and it would be wise of you to let me pass through."

"Why should we?"

"Because one of my students is in there, and as principal I'll do whatever it takes to make sure that my students are safe." to that end, Davis pulled out his arm from bhind his back to reveal a purple gauntlet, on which he pressed a button, revealing Hobie, Casey, Harry, MJ and the rest of the group armed with various weapons.

"In that case… go forth and show the true might of the arcane arts!" the squad of Mysterio robots promptly rushed toward the group at full speed, with the group meeting their charge using the various weapons at their disposal, giving them the chance to fight off as many of the robots as they could.

"Goongala!" Casey in particular was ripping apart one robot after another using his various hockey weapons, only to end up getting hit with a burst of green energy from one of them that sent him crashing to the ground in a hap.

"I gotcha!" Flash of all people was able to catch Casey in his arms before he hit the ground, then paused as he let him get back down onto his feet "Don't tell Sha-Shan about this."

"I ain't telling anyone about this."

"Good enough for me." Flash immediately recoiled when he saw a large wave of energy being fired at them by a Mysterio robot, prompting him and Casey to duck… only to realize that the blast never came.

"I got you guys." as it turns out, Ben had managed to swoop in towards the robot, avoiding the blast and dealing it a roundhouse kick to the head hard enough to blow its head clean off, and then he cast a glance over at Flash and Harry "You guys good?"

"Uh… yeah, yeah we're good."

"Good." he fired a barrage of razor bats to cut through the robots preparing to surround him and close in on a few of the others, allowing them to retreat and fight off the next group of robots closing in on them, until…

"ENOUGH!" a large cloud of green smoke erupted through the halls as the last Mysterio robot pressed a button one of his gauntlets, summoning several more copies that immediately grew into larger hulking versions "The great Mysterio, master of the arcane arts, will not be cowed by a group of children and pitiful washed up NFL dropouts!"

"Then how about just one of us?" Harry swooped in without hesitation, and in an instant he pulled out two pumpkin bombs and threw them at the hulking duplicates, resulting in a loud shrik and an explosion that bathed the halls in a cloud of green smoke that blew the duplicates to pieces, and then he charged at the last robot.

"How about two of us instead?" Hobie was the next one to swoop in and leapt off of Harry's back to propel himself into the air, brandishing a set of metal purple claws that ripped through the last robot with ease, complete with him landing on the ground and him and Harry striking poses side by side "I feel like such a Power Ranger."

"Is that a bad thing?"

"Hell no, my 12 year old self would be screaming at the top of his lungs right now."

"Yeah we all would, but we got a job to do." Ben leapt past them and immediately kicks open the doors to the gym, only to be taken aback by what he saw "What the-"

"Make it stop!" as it turns out, Beck was lying on the ground writing agony near where April was kneeling in the middle of a spiralling white vortex of energy "Make it stop, get me out! Why am I seeing this?!" and then he seemed to finally stop moving.

"...Well at least we can hear ourselves think again."

"Not how we wanted it to happen though!" MJ and Casey were quick to come rushing into the gym, with Harry and Hobie close behind "What the hell is going on?"

"Looks like her powers are acting up, it's affecting Mysterio too." Ben paused as a familiar sensation went off in his head "And it looks like we've got another problem."

"What is-" MJ was cut off by the sound of loud stomping, which drew their attention to what was standing behind them "Okay… what is that?"

"Something big, loud, stupid and really bad for us."

"Meaning?"

"HELL YEAH!" it was at this moment that the hulking gray horned figure of the Rhino came bursting through the doors to the gym, a confident smirk spreading across his face, with his chin now being exposed as a result of his last appearance "I've been wanting a reason to get back out here, now you kids are gonna get reminded why you don't wanna screw with the Rhino!"

"...Okay, I get it now. Any chance you can take him on your own?"

"Not for lacking of trying, but my experience tells me no." Ben told her flatly "Even my strength isn't enough to get through that hide of his, though god only knows whatever the hell it was that did that to his jaw."

"Hang back red, Casey Jones has got this. And he's got backup." Casey gave a smirk as he took a few steps towards Rhino while brandishing his weapons, with Hobie and Harry stepping up close behind him, and he cast a glance back at MJ and Ben "I can deal with the Lion King reject up there, you guys get in there and save April."

"Uh huh. Any ideas on how we do that?"

"I think there's only one way." MJ glanced back at where April was seated in the spiralling white vortex and tried to take a step toward it, only to be stopped by Ben putting a firm hand on her shoulder "I'm not backing down, my cousin needs me and I'm gonna help her."

"I think you know as well as I do that she wouldn't want you to put yourself in danger for her sake. Stand back and let me try this." Ben steeled himself as he reached into the vortex… only for his eyes to flash white as he was blown backwards a short distance, left in a stupor by the contact 'The lab… Kaine and Jack and the others… Warren… Goblin King…'

"Ben? Ben!" luckily for him, MJ was quickly able to snap him out of his stupor "Are you okay, what happened?"

"I… I saw things… memories I think… But some I didn't recognize… Like I was seeing my worst nightmare come to life… And I think I understand what the others are seeing…" with that in mind, Ben took a breath and forced himself through the vortex until he was inside… only to suddenly find himself in a white void with no one else in sight "What the- MJ? O'Neil? Is there anyone there?"

"Why do I keep doing this?" a familiar female voice echoed throughout the white void, a voice that Ben was able to recognize.

"O'Neil? O'Neil is that you?" Ben tried to reach out, only to end up touching air, with the voice still echoing around him.

"I leapt in like Leeroy Jenkins and let myself get captured again… I keep working so hard, trying to push myself, be a good student or a good kunoichi… So why do I keep screwing these things up so bad?"

"O'Neil can you hear me? O'Neil! April are you there?" Ben watched as the white void faded away, revealing the landscape of a rural farmhouse "April!"

"Whenever I have a really good thing, I just end up ruining it…" April was curled up against the wall of a large barn, her head buried in her knees "I finally get my dad back, and he ends up getting mutated… I have great friends like the Turtles, and I lash out at them over a mistake and cut them off… It's like I can't trust myself to do anything right…"

"...I know the feeling." Ben's gaze softened slightly as he sat down next to April "I know what it feels like, when you try to do what you think is right or best, and then everything blows up in your face for one reason or another. Take a look at me. I spent my whole life thinking that I was doing something good for someone good… but it was just a big fat lie. I was being used like a means to an end by someone else. And it feels like there's a small part of me that still wants that to be true. Like you want to believe that you're the one screwing up a good thing, like with those Turtles… But it's not true. It's like you said before, you know?"

"What I said before…?" April glanced up at Ben, revealing her eyes glowing white.

"You said it yourself. A lot of people out there just suck, but that doesn't mean there aren't good people out there. You find the people that make things you don't like about yourself, not seem that bad anymore. Isn't that what those Turtle guys are proving to be for you?"

"...Yeah. Yeah, I think they are." April gave a small smile as her eyes stopped glowing, revealing her typical blue pupils… which also caused the image of the farmhouse to disappear and return the gym to normal "Well thank god that's over, I was getting a real migraine from that."

"April!" it was at this moment that MJ came running up to her and immediately threw her arms around April in a tight hug "You okay girlfriend?"

"More or less. A lot better than I was. I had some help with that."

"Yeah, I could tell." MJ glanced over to where Ben was walking away from the scene, and was quick to catch him in a hug of his own "Thank you."

"Sure, it uh… it was no big deal really." Ben found himself blushing visibly, only to pause when he noticed Rhino's unconscious form sprawled out on the ground, amidst a sizable hole in the wall of the gym "Well damn, looks like you guys were busy."

"Oh trust me, Casey Jones would love to take credit for this." Casey let out a pained groan as he picked himself up off the ground, clutching his ribs in pain "But that went about as well as last time."

"Okay, so then who did-"

"You're looking at him."

Ben looked up to see a figure clad in green armor drop down from the roof, to which he gave a small smirk "Well that's kinda typical, you always show up when we least expect you to, don't you Gargan?"

"It comes with the trade kid." Scorpion gave a shrug as he pushed a button on his gauntlet and retracted his armor, revealing the face of Mac Gargan underneath "I figured you guys could use some backup when I heard the Walking Ham down there was doing his thing." he gestured to the downed form of Mysterio on the ground "Also… I'm really sorry."

"For what?" Ben received an answer in the form of a certain sensation going off in his head once again "Aw crapbaskets. We've got more incoming."

"Yeah… This part of the job I hate." Gargan let out a prolonged sigh "Allow me to introduce the main man himself, the Master Planner, one of the greatest underappreciated minds on Earth, yada yada… Dr Otto Octavius and the Sinister Six."

"Thank you Mr Gargan, I believe I can take it from here." sure enough, from the gaping hole in the wall emerged none other than Doc Ock himself, being followed by the figures of the Vulture, Electro, Kraven, Alistar Smythe (in a hover chair), and another figure clad in a red and black winged suit and matching mask "Although now I believe it to be more accurate that we refer to ourselves as the first incarnation of the Sinister Seven… although I'm sure that one Miss O'Neil is very familiar with at least some of us in one aspect or another."

"Hold on, what?" April was the first one to approach them, albeit cautiously "You… You know who I am?"

"In a certain sense. I know that you've proven to be very important to a certain organization that my colleagues and I have taken it upon ourselves to oppose. And you've proven to have close ties to a certain Spider-Man, if what I've heard from one of my companions here is anything to go by." he gestured to the masked figure standing behind him

"...So that's what this is about." April's gaze hardened as she reached for her tessen, with Hobie and the others grabbing their own weapons "You just want me to get to Spider-Man? You know he'd come after you the second he found out where you were, with or without me."

"Oh believe me, I'm well aware of that. But this isn't about defeating him. This is about sending a more… positive message."

"Meaning?"

"Meaning that I am well aware that Spider-Man and I have had our fair share of… diffrences in the past. But I believe it is time for us to have a serious discussion about a common adversary that we share."

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Meanwhile, with the A plot…

"Here we are." Leatherhead pushed out one of the MANY hexagons lining the walls throughout the Kraang compound, allowing the Turtles and the Spiders to get a look at the room that lay beneath them "I believe this is what you've been looking for."

"On the one hand, yeah." Ghost Spider poked her head out and got a look at the room beneath them, with a large crystal structure hanging from the ceiling and a control console in the center of the room, surrounded by purple doorways as far as they could see "Okay yeah, that is most definitely not good."

"Right, one of those freaky portal doors I've been seeing Jackal use. Now I know where he got the idea from." Spider-Man glanced down and shared a look with the others "I'm also scared to ask why they're bringing out so many of the portals?"

"I think we're about to find out." Raph directed the group's attention to where various doorways opened up from the walls, revealing hundreds of Kraangdroids lined up in preparation to enter through the aforementioned portals "Now we know."

"Yep, welcome to hell basically."

"You speak the truth my friend." Leatherhead noted grimly "The tunnel leads to the hive factory, which is where the Kraangdroids are manufactured, so the numbers they garner are effectively limitless."

"So then what can we do against them?" asked Donnie.

"We can go down fighting, because I would rather die on my feet than live on my knees as a slave to those filthy Kraang!"

"Big difference there Leatherhead, me and my brothers have kneepads. Right now the only really sensible course of action for us is to retreat and find a way back to our dimension!"

"Not a chance!" Mikey leapt to the forefront of the group and whipped around to gather the attention of the others "Leo, Raph and Ghosty, you guys go and block that tunnel! Donnie, me and Spidey will had out and sabotage the portal generator! Leatherhead-"

"Crush Kraang." Leatherhead tightened his grip on his crystal cane.

"And a lot of them, now let's get to it!" and so Mikey used his grapple worm to swing his way down toward the ground, with the rest of the group following suit.

"KRAANG!" Leatherhead let out a roar as he hit the ground and immediately started ripping apart any and all Kraangdroids he came across, with Leo and Raph doing the same using their respective weapons.

"Get down!" Ghost Spider swooped in and immediately began ripping apart Kraangdroids left and right using her webs and enhanced physical strength, only to see more of them coming with every second passing "He did say their numbers were pretty much limitless."

"And considering we're talking about the Kraang, that says a lot." Leo stabbed a Kraangdroid through the torso with one of his katanas, continuing this process with every one he came across, until sometbhing else caught his attention above them "You guys see that? Some kind of blast door above them. If we can get that thing closed…"

"I'm on it!" Ghost Spider swung her way over toward the blast door and placed a hand on the scanner next to it, only for nothing to happen 'Right, they use scanners for their handprints. In that case…' she dealt a sharp kick to the chest to the Kraangdroid trying to blast her nearby, ripping it to pieces and allowing her to grab its arm and use it on the scanner, causing the blast doors to come down almost instantly, crushing the next waves of Kraangdroids as they tried to close in on the group… only to immediately be met with a familiar sensation going off inside her head, alerting her to the presence of a giant Kraang walker with spider legs, and a Kraangdroid on top of it blasting at her, forcing her and the others to go on the evasive 'Great, you take out one of the Kraangdroids and two giant walkers of mass destruction take its place! Why am I getting a sense of deja vu?'

"You wanna try shooting, then here's how you actually hit somthing!" Raph fired a shuriken at one Kraangdroid blasting at him, hitting the blaster and prompting the Kraangdroid to drop it and put up its fists "Aw crapbaskets. Well if I gotta." so he stowed away his sais and leapt at the Kraangdroid, letting a fist fly, only to receive a knee to the chest, albeit countering with a fist to the face and an uppercut to its jaw. He in turn received a smash attack to the head, which angered him into charging at the Kraangdroid and taking another fist to the face… only to take the chance to grab the Kraang out of the droid and hurl it away "Yeah that's right, victory for Raph!"

"Not going to mean much if we get disintegrated!" Ghost Spider latched onto Raph with a quick webline and yanked him out of the way of an oncoming barrage of blaster fire "You good?"

"Not dead so I call it a win, thanks." Raph glanced over to see Leo dodging the legs of the giant Kraang spider walker and Leatherhead throwing a the broken body of a Kraangdroid at one of the Kraang controlling it, and then his gaze fell onto one of its legs "Any chance you got a real grapple on you?"

"No need, I already have a plan of my own. Leatherhead I'm gonna need a quick lift!" Ghost Spider sat Raph down and latched onto one of the legs with a webline, then let Leatherhead throw her forward, giving her the chance to wrap a giant webline around the top of the walker and both of its legs, binding it in place "Now!"

"BOOYAKASHA!" Leatherhead let out a roar as he slammd his crystal kane against the giant walker, knocking it to the ground and crushing the Kraang that were controlling it underneath its weight.

"Nice work." Ghost Spider gave a smile of approval underneath her mask… only for her Spider Sense to alert her just in time to avoid an energy beam hurtling through one of the walls of the compound, allowing the Kraangdroids to continue marching onto the scene, along with two more walkers

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Meanwhile, with the other A plot team…

"Booyakasha!" Mikey pulled in a Kraangdroid with a grapple worm and proceeded to take it out with a single blow "I got you guys covered, go in and do what you gotta do!"

"Way ahead of you." Spider-Man yanked away the Kraangdroid at the control console with a quick webline and proceeded to rip off its limbs and pin the Kraang itself to the ground with a quick shot of webbing, giving him and Donnie the chance to make their way over to the control console "Okay long story short, we gotta shut down all the portals they're gonna use to try and invade."

"But make sure to leave one open to give us a way back home." Donnie began typing away on the control console "Then we set the whole thing to blow after everyone gets through." he kept on typing on the console… only for his face to quickl fall "You know, assuming that we have any idea what we're doing."

"Well if I had to guess…" Spider-Man glanced back to see a few of the portals changing from triangles to ovals and other shapes, while taking the chance to web a few Kraangdroids trying to take aim at them "I'm gonna go with no. You know what just hang back and cover me, I've got this." and so he began typing away on the console apparently at random, which quickly closed all of the remaining portals except for one "Looks like it worked."

"You did you do that?"

"No idea, but it worked for Mikey so why not?"

"...Yeah okay, fair enough. So how long do we have?"

"My guess is less than a minute, so let's move it and hopefully not get blown up." and so the two of them took off towards the remaining portal.

"Go through without me!" Leatherhead batted away a Kraangdroid using his crystal cane and cast a glance over at the others "I'll hold them off until you're all through!"

"Not a chance big guy, not this time!" Mikey suddenly pounced at Leatherhead and dealt him a kick hard enough to send him hurtling through the portal, followed by the sound of a loud crash from the other side "Leatherhead!"

"I'm okay!"

"Works for me. Come on guys, we gotta move it!" Mikey leapt at the Kraangdroids approaching them and fired a barrage of exploding crystals, creating a series of small blasts that pushed them back a short distance.

"Calavry coming through, let's move it!" Ghost Spider quickly ushered the other Turtles through the portal before leaping through herself, sending them falling back into New York City.

"And then there were two." Spider-Man fired a web bomb at one of the giant walkers, binding its legs together and sending it crashing to the ground "Come on Mikey, let's go somewhere they aren't trying to kill us."

"Right… Gotta say goodbye to being smart." Mikey's face fell slightly, but he quickly steeled himself as he followed Spider-Man back through the portal, followed by a grapple worm latching onto the crystal tree and pulling off a small branch a split second before the portal closed all the way… which caused the crystal tree to start glowing.

"Prepare for that which is called explo-" the Kraangdroid didn't get the chance to finish before crystal was enveloped in a white light, followed by a massive explosion.

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Meanwhile, with the B plot…

"Alright, put him in the back but be cautious. We've thought we had him before, and he may have other tricks up his sleeve." George Stacy watched as Mysterio and Rhino were taken away by other officers, the former being loaded in the back of an armored truck and the latter being carried away by a crane, and then he cast a glance over at Principal Davis "You know on the one hand, I don't exactly approve of the idea of civilians putting themselves in the line of fire with active supervillains, lest it provoke retaliation."

"Normally I would agree, but I like to think it helped to make a point." Principal Davis paused and gave a smirk as he glanced back at April, Casey, Hobie and the rest of the crowd "That it says a lot when a group of teenagers are enough to fight off said supervillains. Plus these kids really are something special."

"Hm… Don't I know it." George gave a small smirk of his own, but then his demeanor quickly hardened as he glanced over to where the figures of Doc Ock and the rest of his group were all seated on the roof of the school building, Scorpion in particular "But I think it's safe to say that we have other things to be concerned about right now."

"A point I won't object to. So regarding what you and I spoke about earlier…"

"We may have to do it, if for nothing else than to ensure everyone's safety. But we shouldn't get too far ahead of ourselves either." George shook hands with Principal Davis, then made her way over to the group of students "Is everyone here okay?"

"High on the thrill and a couple cuts and bruises at worst, but I think we're gonna pull through this okay." Casey glanced over at April "Speaking of which, how freaking awesome was all of that? I can't believe you went and ripped Mysterio a new hole!"

"Not the sort of thing I would recommend, especially when it involves civilians being put in harm's way." George paused and looked over at April, then gave a small smile "But with that being said, I'm not one to deny credit where credit is due. Taking down a villain like Mysterio is no small feat either… though it's not something I'd recommend."

"You're not gonna hear me object to that." April breathed a sigh as she pulled her knees close to her chest "I'm pretty sure I almost went down with him."

"Which raises another question I have…" Ben cast an uneasy glance at April "Is Mysterio going to be okay?"

"Do you honestly care?"

"...No, I actually don't. The guy is a massive prick." Ben let out a chuckle, only to pause at the stern look George was giving him "I'm guessing this is where the interrogation starts?"

"Not really how I put it, but I do need some answers from you." George told him flatly "I need to know what you can tell us about the Goblin Nation and their plans, as well as confirm whether or not you've officially severed any existing ties you have with them."

"Right, I kind of figured as much."

"And have you ever sneezed with your mask on?" Casey was met with a few looks from the rest of the group "What? It's a huge pain whenever I gotta sneeze with my mask on, I gotta know how other guys deal with that."

"Okay, in order: The Goblin Nation is allied with an alien race from another dimension calling themselves the Kraang and they're working to prepare a huge invasion of Earth, starting with New York City, but I was never brought in on any specific details. I… did leave the Goblin Nation a while ago, long story and I don't wanna go into it. And yes, I have sneezed with my mask on before. It's disgusting." Ben paused for a moment to compose himself, though he did shudder slightly, at least until he felt MJ grip one of his hands "Like I said, I don't know too much about specific invasion plans, but what I do know about it… there's a lot to go over."

"I imagined as much." George took a step towards him with his arms crossed "So I suggest that you get started."

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Meanwhile, with the A plot…

"Eesh, feels like my stomach is doing flips, and from me that says a lot. Now I know what it's like to portal jump into another dimension." Spider-Man cringed slightly as he glanced down to see the others climbing up the side of the building "You guys doing okay down there?"

"We're fine, if nothing else this went a lot smoother than the last time we went jumping through dimensions." Ghost Spider let out a sigh as she leapt up the side of the building and landed on the rooftop in front of him "If nothing else, it's a lot less disturbing this time. No supermutant swordsman or giant worms causing earthquakes."

"...That alone just hurts my brain. Is this what it feels like when I tell normal people about what I go through as Spider-Man?"

"Speaking from personal experience, yes."

"Eesh, that sucks."

"Probably, but this definitely doesn't." Mikey gave a grin as he climbed down from the roof of a nearby water tower and held up the crystal "Hey Donnie check it, I think I just found you a new power source for your Turtle Mech!"

"A Kraang crystal, of course!" Donnie's face lit up with joy at the realization from where he was climbing up the fire escape "Mikey I'm just gonna say it, you're an absolute genius!"

"I was a genius. Not anymore." Mikey's face fell slightly as he pulled off his helmet "Now I'm just back to being the same old Mikey, the one that goofs off and screws everything up all the time."

"Not to mention being the party dude and the Turtle Titan, and frankly the only one of you guys I liked at first. Plus the move with snagging a power crystal was brilliant, something you did here, and you didn't need to be Turtle Titan to do that." Spider-Man gave a grin under his mask and patted Mikey on the shoulder "Plus I've been kinda thinking about something you said to me before, and you were wrong."

"Gonna need a little more than that bro."

"You said that putting on a suit and being Turtle Titan makes you worthwhile, but it's not. The way I see it, it's the other way around. Don't tell yourself anything otherwise."

"Huh… You know, I never really thought of it like that." Mikey gave a small smile "Means a lot coming from the OG hero of the team."

"I'm not trying to be a hero telling you this. I'm just trying to be a friend." the two of them shared a bro hug "Plus I think it's earned, the way I see it we scored a huge win today."

"You won't hear me object to that." Donnie gave a grin of his own as he and the others finished climbing onto the rooftop "That overload should've been more than enough to take out their entirely facility, the Kraang's invasion will be set back for months!"

"But it does raise the question though." Ghost Spider glanced over at him "How long is that going to be for us, given the time difference?"

"Honestly it's hard to say. It should be a few hours at least… maybe a day at most." the group's face fell slightly at that.

"Not to mention the Goblin Nation, and the Green Goblin himself." Spider-Man clenched his fists tightly to the point where blood was trickling from his palms, though it relaxed slightly when he felt Ghost Spider gently grip one of his hands, and he gave a small smile from under his mask "Well on the plus side, one thing already puts this over the last so-called "final showdown" I had with the Green Goblin. At least I'm not alone this time." he returned Ghost Spider's grip with one of his own as he glanced around at the others… only for the moment to be cut short by the sound of a phone ringing "And the moment's ruined."

"The one time I forget to put my phone on vibrate." Donnie let out a sigh as he pulled out his T-phone and answered it "April? Yeah I know I'm sorry, we were… I'm gonna go with out of range. It's a long story, what's up? Wait, what? What?! Are you- Uh huh. Okay. Where are you guys right now? Okay, we'll be right there." and then he hung up and turned to the others "We'd better get moving."

"Is this serious or you trying to have a lovelife again?" Raph asked dryly.

"Serious. April just said that Mysterio just showed up at her school and tried to conscript everyone ther into joining the Goblin Nation. Apparently Rhino showed up later on to aid Mysterio, but he was subdued."

"Wait, what?" Spider-Man immediately pulled out a cartridge from his belt and loaded it into one of his web shooters "We gotta get moving."

"Hold on, there's more. Apparently your counterpart the Scarlet Spider is there too, he helped to fight them off."

"Okay, so silver lining."

"More like bronze at this point. Scarlet wasn't the one that subdued him, and it wasn't April, Casey or any of the others either. Apparently towards the end of the conflict, some new arrivals made themselves known. Ones that Peter should be very familiar with."

"...I get the feeling I'm not gonna lik where this is going."

"And you probably shouldn't. The new arrivals consist of some of your rogues gallery. To be more specific, Doctor Octopus, Electro, Kraven and the Vulture, that one raising a couple of questions, and two unknown figures, along with one calling himself the Scorpion." that was enough to make both Spider-Man and Ghost Spider freeze on the spot.

"Scoprion… that's my Uncle Mac." Ghost Spider took a step forward "But don't tell me… They couldn't have allied themselves with the Goblin Nation."

"Based on what April told me, no. Apparently they swooped in towards the end of the conflict and took down the Rhino in order to save everyone. And Doc Ock himself knows about April having a connection to Spider-Man, and wanted her to pass on a message."

"What kind of message?"

"Long story short, because April only had the short version, he wants to call a truce. Something about having a common enemy to deal with first."

"...Yeah, I'm probably gonna regret this." Spider-Man let out a long sigh as he pinched the bridge of his nose, then turned to the others "Alright come on, let's head to Midtown and see what the so-called Master Planner has up all eight of his sleeves this time."

"We might have a bit more to worry about too." Ghost Spider drew his attention as she pulled out her phone "My dad texted me. He says that Rhino and in Mysterio are in custody now, so that's good… but we're probably gonna have to make a good case as to why they shouldn't cancel graduation next week."

"And the good news just keeps on rolling in."

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One quick trip to Midtown later…

"Glad to see you're all doing okay." George glanced over to see Spider-Man and Ghost Spider drop to the ground in front of him, and he glanced out the corner of his eye to see a group of shadowy figures, one particularly hulking one, perched on a nearby rooftop "But I think it's safe to say that we do have some things to discuss. As students yourselves, I think you two have the right to at least make a statement for it."

"At least we know we're getting a say in it." Ghost Spider took a step forward "Do you really think it's necessary to cancel graduation? I mean I get that Mysterio attacking would cause a lot of concern, but…"

"It's not ideal, but it may be the best way to ensure that everyone here stays safe. Keep in mind that this isn't the first time we've seen supervillains endangering the lives of the students and the faculty here, if Spider-Man's last fight against Venom is anything to go by." that was enough to make Spider-Man cringe "Not to mention the time the time he fought Doc Ock on Coney Island and one of the students here got caught in the crossfire, or when my daughter was taken hostage by Venom during the Thanksgiving Day parade last year." that made Ghost Spider cringe even harder "Not to mention the Death Star incident last year, as people have called it. Whether it's directly at this school or not, the fact is that the students and faculty here have had their fair share of encounters with supervillains and mercenarys. Not to mention the fact that one of the students here became one of those supervillains, Mark Allen becoming Molten Man."

"But that wasn't his fault." Spider-Man was quick to protest "Miles Warren was-"

"I know that just as well as you do, but that doesn't change the fact that people are getting angsty over these kinds of situations happening over and over again. This isn't something that I want to do, but if it means making sure that innocent people don't get hurt… then we might have no other choice. Plus keeping in mind that the graduation ceremony itself is more or less seen as a formality, everyone will still be getting their diplomas."

"Maybe, but… I think it's more than that." Spider-Man paused as he took a step forward, his voice going slightly quieter "Just think about this for a second, okay? After everything that's happened over the past two years, with all the supervillains and the crime lords and a freaking Death Star almost mutating the planet… I think people need this. I know what the Goblins are capable of, and what they aim to do. They spread out and try and cause chaos wherever the shell they want, and they try to turn everybody against each other. If we back down from it now, it means that they get what they want. I think by moving forward with graduation, it's gonna be an inspiration to everybody."

"I… see." George paused for a moment and frowned in thought "As much as I understand what you're saying, we also can't ignore the reality of the situation."

"But Pe- Spider-Man is right, the reality of the situation is that if we give in now the Goblin Nation and the Goblin King win."

"I understand that… but don't forget that there are other factors we need to keep in mind aside from the Goblin Nation." George paused and glanced up at the figures looming on the roof of the school building "Seven on them in particular."

"More like four or five in this case." it was at this moment that two figures dropped down from the roof, specifically Scorpion and the masked figure in the red and black winged suit "Though that last one is kind of debatable. Anyway call this what you will Georgie, but I'm siding with the kids on this one."

"First of all, I told you not to call me that." George's gaze immediately hardened "And that's how I know it's you under there Mac."

Sure enough, Scorpion lifted up his mask to reveal the face of Mac Gargan, and he gave a small smirk "Good to see you too brother in law. But in all seriousness, I side with the kids on this whole situation, even if I'm not surprised with you going for the whole "Cut and run" approach for this kind of situation. We gotta show some backbone against these assholes, especially with everything they've already done. The kid is right, these people need a win after everything they went through the past year and a half, and to keep them together against the likes of these would be HYDRA wannabes."

"I get that, believe me I do, but my job is to make sure that any existing conflicts don't escalate into an all out war." George paused as he looked over at Spider-Man and Ghost Spider, then back over to Mac "But with that being said, I'm willing to at least hear out any sort of ideas you may have in mind. Within reason."

"Yeah… you might wanna be flexible about the whole "within reason" point. Cause I'm pretty sure that's gonna be the Doc's cue to start flexing his ego on us."
"A bit crass, but not entirely inaccurate in the current situation." sure enough, that was the moment in which Doc Ock's tentacles carried him down to ground level facing both the Spiders and George Stacy "Believe me when I say that I am aware of the present sense of irony, given what took place in our last encounter. If memory serves, you were the one to defeat myself, along with both Tombstone and Silvermane. Not unaided mind you."

"You sure about that?" Spider-Man crossed his arms and gave a raised eyebrow from under his mask "Cause the way I remember it, you were hamming it up by saying that you and the other crime lords could divide Manhattan however you wanted once I was out of the way, and then trying to drive your freaky metal tentacles through my skull."

"And believe me, that option is very probable, not that you should expect anything less from myself and my companions at this point." Doc Ock paused as his tentacles lowered him onto the ground to meet the group at eye level "However, I have a different proposal. We could continue to quarrel as we always have… or we could combine our forces in the name of defeating our shared enemy: the Goblin Nation, the Goblin King to be more specific, and their allies."

"Uh huh." Ghost Spider shared a look with Spider-Man, George and Scorpion, and then turned her own gaze "Assuming that this isn't a trap of some kind, I know all too well of your personal ambitions to rule the city and your grudge against Spider-Man. Why choose to side with us and not the likes of them?"

"Believe me, Ghost Spider was it? I have my reasons."

"They mostly amount to his own ego." this was when the masked figure took a step toward the group "Long story short, they can be boiled down to two reasons. One, he's got a personal grudge against the Goblin King. Two, he's got way too much pride to let anyone take over the city except for him."

"Hm. It would seem that you've come to know me well." Ock gave a smirk "Impressive, given how short our time together has been."

"I've heard a lot about you, and I've seen enough examples to get how that works. And I've got some history with doing that kind of thing myself."

"Raises its own question though." Spider-Man gave a raised eyebrow from under mask "If you know so much about them, why bother coming to us?"

"Because as much as Ock hates to admit it, he knows that even with his new team, he can't take on the Goblin Nation and their allies before. He needs you guys." the masked figure turned his gaze back towards Spider-Man and Ghost Spider, lowering his voice enough so that only they could hear "He knows for a fact that if anyone can take down the Goblin Nation and the Kraang, it would have to be you guys. You've done it before after all… bro."

"Wait… Bro?" that was enough to make Spider-Man and Ghost Spider go wide eyed "Don't tell me, that voice… Eddie?"

Sure enough, the figure lifted his mask to reveal the face of Eddie Brock standing before them, a small smirk spreading across his face "Sup?"

"...You joining up with the Sinister Six. This feels like a recurring nightmare I've had a couple dozen times."

"Figures you'd say that. But relax, I'm not going after you right now. You know what I'm about these days. Just hear me out for a second, okay?" Eddie was met with silence, and so he chose to go on "Like the webhead here said, let them have the whole graduation ceremony thing. With the city pretty much going up in flames on a daily basis at this point, they need something good in their lives right now, something to look forward to."

"I appreciate the testimony, but you should know that mentioning the city going up in flames on a daily basis doesn't exactly help your case." George told him dryly.

"...Good to know."

"Word choice, super important when it comes to bureaucrats." Gargan noted dryly.

"Good to know." Eddie turned back to the others "Look, just keep the graduation ceremony going forward, and we and the rest of the Sinister Seven can provide extra security throughout the city. Keeping in mind that with the Doc's brains and the powers and tech we each have at our disposal, even the likes of the strongest supervillain in the Goblin Nation's arsenal would have a tough time breaking through. The same goes for the Kraang."

"Interesting thought." George shared a look with the Spiders "And if anything should happen during the ceremony, any direct assaults on the city?"

"Then we'll take personal responsibility, to make sure that everyone in the city is kept safe from the Goblin Nation, the Kraang and the Goblin King."

"Yeah you're one thing Bro-ck, Brock, totally meant to say that… but frankly you're not one of the ones I'm worried about. You're not the one with the track record of constantly trying to kill me. Not to take over the city at least." Spider-Man turned his gaze away from the likes of Eddie and the Scorpion, and turned his gaze onto Doc Ock "Tell me something Ock, what guarantee do I have you're not gonna try and shove those tentacles of yours through my back the first chance you get?"

"Something that I believe you to understand quite well: Looking at the bigger picture, as I'm sure you would call it." Doc Ock paused for a moment "As I said, I am well aware of the… let's call it turbulent history that the two of us share. The same for certain others." he cast a side glance over at George, then turned back to Spider-Man "The fact is that our past alliances and conflicts no longer matter. Not so long as the threat of that wretched Goblin looms over all of us with his hideous shadow."

"So basically you wanna call a truce." Spider-Man's gaze hardened slightly "And how long am I supposed to expect that to last?"

"Only for as long as is mutually beneficial."

"And when that little teamup of ours is done, back to business as usual?"

"Do not misunderstand my intentions Arachnid." Doc Ock began looming over Spider-Man as his tentacles drew him closer "Let me be the frist one to remind you, my motives are very selfish I will admit. I am willing to put my own ambitions aside for the greater good, if only for a short time. But do not forget that the right to end your miserable loud-mouthed existence belongs to me, and only to me. When the Goblin King has been de-throned so to speak, I will wring the life out of you and conquer this city… but I will do it on my terms." with that said, he held out one tentacle to him "So then, do we have a deal?"

"...I gotta be honest,part of me did miss that brutal honest and superiority complex Ock. Never change." Spider-Man glanced over at Eddie and Scorpion, then at George, and then his gaze finally landed on Ghost Spider, and upon receiving a single nod from her, he turned back to fully face Ock and shook one of his tentacles "We have a deal."

"So glad you decided to look at the bigger picture and listen to reason. You can count on our support when the time is right." on that note, Doc Ock allowed his tentacles to carry him over the school building, which led to him disappearing amongst the skyline of New York City.

"Right, so… See you guys at dinner." Scorpion patted Ghost Spider on the shoulder, and then he leapt back up onto the school building.

"And then there was one…" Spider-Man shared a look with Ghost Spider and George, and then he turned his gaze to the only remaining figure, that being Eddie "So… hey."

"Hey." Eddie paused and rubbed the back of his head in a rather sheepish manner "So thanks for that. For hearing me out I mean."

"Sure, it uh… it's not big deal, really. So what's with the new threads? And the new team by the look of it?"

"Oh, you mean this? And them?" Eddie glanced down at the red and black flight suit he wore, and the figures of the Sinister Seven disappearing across the rooftops "After… the last time we talked, I tried to take a little downtime, go to my thinking space and all that. Didn't think about the radiation my new teleporter was giving off. Turns out Doc Ock's group managed to track me down pretty easily then. Max- I mean Electro tracked me down and offered me a place in their group, something about being ready to tangle with a group way worse than them. Turns out they had been keeping tabs on the Goblin Nation. Of course I couldn't really fight that well after… you know… and I wasn't gonna let them electrocute me or stick me in some freaky test tube machine to do what they did to Sandman and Rhino, so they went with the next best thing: Turns out Vulture had another prototype of his suit he'd been working on, and he's letting me test it out. Plus check these out." he held up his leg to reveal the sharp talons on the feet of his suit "Turns out it works out pretty well."

"You think it's gonna help out with the Kraang?"

"I think I'm probably gonna hold up better doing this than the 70 year old man."

"Fair enough." Spider-Man paused and looked around to make sure no one else was present, and then he lifted up his mask to reveal the face of Peter Parker "Listen Eddie, I know we've had a lot of bad stuff happen between us, but… I don't wanna give up on this. On us. And I like to think you don't either. You think there's any chance the two of us… maybe… that we could just start over? Give it another shot, and try doing things right?"

"...Yeah. I think I'd like that." Eddie gave a small smile, one that Peter returned, until Eddie's gaze fell onto the spider symbol on Peter's chest "Though I doubt you're gonna need me to look out for you like we used to. Not when you're the big bad superhero."

"I wouldn't say that. Lord knows I've screwed up a lot of stuff over the past few years."

"Welcome to the club." Eddie paused and looked at Ghost Spider and George, and he quickly turned his gaze away "Well I think I'm gonna get going… you know, before things get any more awkward than they already have. Probably says a lot."

"Probably a good call. But… we'll see you around?"

"...Yeah. You'll see me soon enough." with that said, Eddie turned his back on the group and sprouted his wings as he took off into to the skies of New York City, catching up with the rest of the Sinister Seven in a matter of moments "Hey."

"Hey." Electro glanced over as he watched Eddie drop onto the rooftop in front of him "So do they suspect anything?"

"No, why would they?"

"Just gotta make sure, it took a lot of convincing to get Doc and the others on board with letting you in. Gotta make sure you're still with the plan. We just gotta get in a good position to make our move."

"I know what the plan is dude, I just had to a little… convincing, to get them on board with having us around. Looked to me like they bought it hook, line and sinker."

"I'm very glad to hear that my friend." Doc Ock drew their attention as he dropped down in front of them and wrapped a tentacle around Eddie's shoulder "Because the things that we have set into motion cannot be stopped."

"Yeah, that… that's great." Eddie's face fell slightly as he looked away, and promptly took back to the skies.

"Hey kid." a green tail suddenly latched onto one of Eddie's legs, courtesy of Scorpion as he pulled himself up into the air and landed on Eddie's back "You got a sec to talk?"

"Did you really have to climb up onto my back to say this?"

"I figured it'd be better if we got to do this in private, away from the Empire wannabes down there." he gestured to where Doc Ock was travelling with Vulture, Electro, Kraven and Alistar Smythe, and then he glanced back down at Eddie "Just figured I'd offer you a little bit of wisdom I picked up from work as a PI."

"Okay…?"

"I've picked up a few life lessons from my line of work, and from this one PI friend of mine, a former detective in the NYPD, Rosa Diaz. The world is a load of crap. People suck. Everyone cheats. Love is an illusion. Nancy Meyers is a fool. And all jokes aside, a legit piece of advice for you." Scorpion paused for a moment as his gaze softened "A lot of times when you gotta make a choice, both options flat out suck. Sometimes you just gotta make a call and hope it doesn't turn out to be a mistake. Call it something to think about, alright?" and so he leapt back onto the rooftop to join the rest of Ock's group.

'Just gotta make a call and hope it's not a mistake, huh?' Eddie glanced out at the sun shining in the skies above him 'Is this a mistake? I guess we'll find out soon enough.'

XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX

Meanwhile, with the main hero group…

"Gotta essay, it doesn't feel right being out here without my Turtle Titan gear. Especially if I can't be down there." Mikey glanced out to see Spider-Man and Ghost Spider making their way onto the rooftop to join him and the others "So how did that go?"

"Well the good news is, we got about half a dozen supervillains on our side because they hate the Goblin Nation and the Goblin King more than us." Spider-Man gave a shrug as he shared a look with Ghost Spider "Plus Eddie is with us against them too. The only downside is, Captain Stacy made it pretty clear that since I'm the one who agreed to the little ceasefire, whatever happens is gonna be our responsibility to stop."

"And you're sure we can actually trust them?" Raph gave a raised eyebrow.

"What I'm sure of is that Ock's ego is bigger than his IQ, he'd never let anybody take over New York other than him, especially not old Stormin Norman. Long story short, the enemy of my enemy is a guy who hates the Goblin King less than us. Frankly I'm taking a win."

"We've had at least a few wins today." Ghost Spider looked over at the others "We got a lot of new allies and Eddie is back with us, and we managed to take out an entire Kraang facility, so their invasion has been set back."

"For months in their time, but for us about a day at most."

"And that's if we're lucky. It means we have to be alert." Leo glanced in between the Spiders, the other Turtles and Leatherhead, as well as April and Casey as they came climbing up the stairs to join them "We have to be ready guys, because there's a storm coming. A big one. Are we ready to fight?"

"I've already fought the Goblin once before, what's one more on the list?" Spider-Man gripped one fist, with Ghost Spider taking his other hand in hers, and the others voicinig their own agreement, with one exception "Mikey, you in dude?"

"I just need a moment… Okay, I'm ready. BOOYAKASHA!" Mikey leapt upright with a wide grin and caught the others in a high three/five with everyone present.

"Booyakasha. No arguments here." Spider-Man gave a small smile, but then his face fell slightly as he glanced out at the skyline of New York City 'Leo's right, there's a huge storm about to come pouring down on us. Didn't think I was going to have to face the Green Goblin again after last time… But if nothing else, at least I'm not alone this time. I've got some good friends, a team to help me see this through. One way or another…'

A/N:

One step closer to the end, the penultimate chapter of the season. And even now we've got a lot going on, two different plots on two different fronts, in two different dimensions for that matter, both adding lots of buildup to what's going to happen in the grand outing for this season, and I think you all know what's going to happen there.

The A plot itself is pretty standard, covering the Turtles venturing into Dimension X to rescue Leatherhead, only now we have Spider-Man and Ghost Spider along for the interdimensional ride this time around. Now they know just how close the threat of the Kraang invasion really is, but they're ready to fight no matter what they may face, be it the Kraang or the Goblin Nation… or something more personal than they realize.

The B plot itself is probably the more interesting one to be honest. It covers an assault and/or recruitment drive on Midtown High run by Mysterio himself (along with the Rhino towards the end), as well as the return of the Scarlet Spider, who takes it upon himself to protect April O'Neil from them. This ends up leading to the very end of the chapter and into the next one by introduction (or reintroducing) Doc Ock and his new Sinister Seven (Doc Ock, Alistar Smythe, Vulture, Electro, Kraven, Scorpion, Eddie Brock in a Vulture suit), who are finally preparing to make their move to bring their own plans into fruition. And let me tell you, they will not go down quietly. Also another subtle Brooklyn 99 reference, let me know if you find it in there.

Oh, and I should probably let you guys know, I'm gonna take a little bit before I put out the next chapter, for a couple reasons. One, I want to take my time and make sure that I get it right, seeing how this is pretty much the pinnacle of everything that happened so far. Two, I want to take some time and work on a couple of my other stories, since I've been neglecting them while working ont his one. Three, I want to make sure I don't end up burning myself out. And four, I recently got my hands on the new Dragon Ball game Sparking Zero, and I know that it's gonna take up a good chunk of my time. I mean, how could it not?