TSSM S03E05: Nox

Disclaimer: I do not own The Spectacular Spider-man or its characters or any other characters owned by Marvel or Sony. Copyright infringement not intended. The rights of Spider-man and related characters belong to Marvel and Sony.

The pale white moon hung above the whispy clouds in the deep blue sky. "Thwip!" a familar vigilante web-swung his way through Manhattan as he went about his usual night-time patrol for crime.

As he swung his way, several things ran through the teens mind:

Tomorrow is Flash's party, and almost everyone would be there, including MJ, Harry and most importantly, Gwen. Recently, Peter and Gwen haven't been able to meet very often, thanks to the efforts of Harry Osborn. I hope the time lost would be compensated for in some way at the party...Peter wondered as he continued swinging his way through the city.

Well, I've already nabbed several muggers tonight. I guess this week can be considered a rather pleasant week! Got a paycheck, not much harassment in school, got a party coming up tomorrow and, if I manage to come home on time tonight.

Come home on time.

Peter always worried about coming home on time at night. What if he ends up worrying Aunt May? What if he ended up getting a strict curfew? But what if one night, he didn't come home at all? Peter did not even dare to think about it. To imagine how all the people who cared about him would react to it. Aunt May, Gwen, MJ, Harry... Perhaps it was just too severe a consequence for Peter to even consider. But anyway, it was already a routine for the boy to survey the streets of Manhattan and battle criminals: something he had done countless times, day in, day out.

Anyway, it seems like I've finished up here, Peter thought, looking around. Time to head ba-

"BOOM!" An explosion sounded off, followed by the trademark cackle of a pumpkin bomb.

WHA- OH NO! Could it be?...

And it was. A glider soon flew into sight and there, atop it, stood a figure dressed in body armour and an orange hood and cape.

I thought I caught him...looks like Menken wasn't the real one after all. Gosh do I hate goblins... Peter begrudgingly turned to give chase to the goblin as his disappointment was evident.

"BOOM!" Another explosion went off as a cackle sailed through the air, taunting the terrified civilians. Screams broke through the air as the Flying raider hovered above the panicking crowds. People who were just going about their everyday lives, minding their own business. Nevertheless, he showed no mercy and armed another pumpkin bomb, before flinging it to another group of bystanders.

Suddenly, there was a flash of white and the bomb disappeared. "BOOM!" An explosion went off in the air behind him. The Hobgoblin turned around to look in the direction of the explosion.


"Hey Hobby! Howd'ya doin?" Peter chirped as swung towards the Hobgoblin, sticking both feet out to deliver a swinging kick. But the goblin simply dived down and evaded the attack.

"Slash!" suddenly, Peter felt a lack of tension in his web and quickly spun a new one as he started falling. Before he could start attacking the goblin again, the Hobgoblin turned around and shamelessly blasted away from the hero.

"HEY WAIT UP!" Spidey yelled as he gave chase.

The Hobgoblin flew with incredible speed. Peter could barely keep up with it. Did he improve his glider? Peter wondered. They were travelling really fast. He could barely catch his breath as he had to constantly re-string new webs to continue his pursuit of the hooded villain.

"You can't catch me Spider-man!" taunted the Hobgoblin as he chucked a pumpkin bomb at Peter, who easily dodged it.

"BOOM!" the bomb detonated above the street. The civilians below, though unharmed, screamed and ran, causing panic on the streets below. This Madman! I've got to stop him quick! Before someone actually gets hurt. But what's his purpose anyway? Where's he going? Peter wondered as the goblin continued to fly off at full speed.

The flying goblin made several sharp turns, causing Peter to swing hard and feel the centripetal force gushing through his body. If he wasn't bent on stopping a deranged criminal, Peter would certainly have enjoyed such a thrilling motion under the cool night sky. He continued to chase the Hobgoblin for a few minutes when suddenly, Peter's sharp ears picked up the sounds of alarms ringing.

What's that? A bank robbery? No. Seems to petty for a goblin to be personally involved in it. Wait...these buildings, it seems familiar, just like when I went with Captain Stacy to...where was it again?...OH! The Vault! OH NO!

It was then that Peter realised that there was a prison break occurring right now, at the location they were heading to. I've got to stop it! Or else...Those guys that I caught will be free again!

Soon, Peter could see flashes of red lights and the sounds of sirens as the figure of The Vault came into view. The Hobgoblin sailed into the compound, followed by Spidey.

As Peter entered the camp, he could not believe his eyes. The scene was a huge mess. Rubble was strewn all over as pieces of concrete and metal were everywhere. Walls were torn down as the sounds of explosions and fire echoed off. Prison guards armed with riot gear clashed with inmates of all shapes and sizes. Numerous individuals lay unconscious on the ground. Many of them had bruises and were bleeding. What a horrendous sight.

"HAHAHAHA Are you stupefied Spider-man?!" Hobgoblin gloated as he raised his arms, marveling at the scene of chaos around them. "I've destroyed the security systems and everyone you've captured is out. Now all these people are free. Free to do whatever they like, and for some of them, what they like is hurting you!" The goblin shouted menacingly as he pointed at Spidey.

Peter sensed danger everywhere. Taking quick glances around him, Peter spotted several of his enemies closing in on him. Surrounding him was Rhino, Kraven, Vulture, Doc Ock, Molten man, the Enforcers Shocker, Ricochet, Ox ,Electro, as well as several other crooks Peter couldn't recognise or remember (spot, kangaroo, gibbon, grizzly). All of them were armed with their usual gear and suited up. I guess this was all-planned beforehand. Peter thought. The atmosphere was tense as both Peter and the villains around him waited for either side to make a move. The look in their eyes said it all. They all wanted one thing. To kill Spider-man.

"We meet once again arachnid." Doc Ock said as he pronounced 'arachnid' with clear disgust.

"Oh hey Doc! I see that you've brought more friends this time. What was it the last time? Sinister Six? So what's it now? Sinister-one, two, three, four, five, six, sev- arghh! This place is so messy! I'm not even sure who's on your team!" Spidey remarked.

Ignoring him, Otto continued. "I believe almost everyone here is at least somewhat familiar with this pest here. So I hope that no one has any objections to crushing him together." Doc Ock smiled wickedly as he clasped his pudgy little hands together.

"None." Rhino replied. He then took the first move and charged at Spidey. "DIE SPIDER-MAN!" He bellowed.

Peter wasted no time dodging as he flipped into the air, but immediately pulled himself back to the ground with his webs as bolts of electricity and shockwaves flew in his direction. Peter had no time to recover as his spider-sense tingled yet again. He somersaulted away, narrowly avoiding Doc Ock's arms that embedded themselves into the concrete floor. Mark tried to catch Peter with a fireball, only to be swiftly avoided by the agile teenager, much to his frustration. Kraven then gave chase, matching Spidey's speed and agility with his own feline biology. Indeed, Peter found it harder to shake Kraven off, as he narrowly avoided several deadly swipes. Whew! That was a close one! Peter thought as Sergei's claws narrowly missed his crotch.

Just then, Peter spotted Ox charging at him from the opposite direction from which Kraven was pursuing him. As they closed in, Peter attached a web to Kraven, who was on his left with his right hand and Ox, who was on his right with his left hand, pulled them in and leapt into the air, just in-time to avoid the head-on collision between the two ruffians.

"WHY YOU LITTLE!" the villains yelled as Spidey hopped away from the scene he just made.

"HEY MAX! I thought you were at Ravencroft? How did you end up here? Got a transfer for a class reunion?" Spidey teased.

"SHUDDUP!" Electro yelled. In his rage, he fired a bolt of lightning at Peter, only for the boy to dodge, allowing the bolt to hit the vulture, who was following Peter's movements. The old buzzard wobbled in the air, dazed as he haphazardly tried to land, but ended up crashing instead.

"NO! I-I didn't mean to.." Electro stammered as he took a step back.

"BUG'S MAKING A DANG FOOL OUTTA US!" Montana yelled as he angrily fired off shockwaves at Spidey, who dodged them yet again.

"DON'T JUST RUSH IN! CORNER HIM!" Octavius yelled.

Just as Doc Ock gave his command, gibbon, grizzly and kangaroo ran blindly towards Peter and tried to subdue him by themselves. Needless to say, Spidey had an easy time as he simply evaded and out-maneuvered them, tripping and tangling them up with his webbing due to his superior speed, agility and greater awareness of what his surroundings.

Grizzly charged at Spidey, swiping with his claws , his eyes burning with vengeance as Spidey easily dodged his blows.


"Nope. Sorry bear man"

"BEAR MAN?! I thought I told you my na-" Grizzly was cut off as Peter had caught him, gibbon and kangaroo with his webs. Pulling the webbing hard, Spidey reduced the trio to a bundle of what some people would call a 'Furry Party'.

"SPIDER-MANN!" Rhino once again charged at Spidey, crashing head-first into a solid wall, his head embedded in it.

As Peter landed, he turned around to see all of his enemies lined up before him. The imposing crowd of super-powered crooks would have instilled fear in almost anyone there. Spidey looked at the angry mob of super-powered criminals before him. While he was able to evade them for a while, Peter was not sure if he could actually find a way to subdue all of them at once. Some of them were stronger than him, and others carried deadly weapons. He was starting to feel tired too. But this wasn't the first time Peter was driven into a corner or outmatched. He always found a way to get out of these kind of situations, always found a way to outsmart villains and always found a way to overcome his opponents. Well...it looks like I may have a higher chance of being home late tonight...

Just then, there was the sound of multiple sirens as several police vehicles pulled up. From one of the cars, out stepped the white-haired Captain Stacy. He held up a megaphone and spoke. "CONVICTS OF THE VAULT! PLEASE SURRENDER YOURSELVES PEACEFULLY OR YOU WILL BE MET WITH LETHAL FORCE! I REPEAT, CONVICTS OF THE VAULT! PLEASE SURRENDER YOURSELVES PEACEFULLY OR YOU WILL BE MET WITH LETHAL FORCE! THIS IS YOUR FINAL WARNING!"

Suddenly, the Hobgoblin flew towards the group of police vehicles and hurled a pumpkin bomb at Captain Stacy.

"Well here's some lethal force for you!"

"NO!" Peter fired a strand of webbing at the bomb which plummeted towards the captain. He missed.

WHAT?! How did I miss that? Peter stared in shock. The bomb continued to plummet as Gwen's father was milliseconds away from death.

Not much time to think, gotta act!" Still holding on to his strand of webbing, Peter leaped and pulled himself towards George Stacy. As the boy approached the captain, he lunged, pushing him away from the bomb.

"LOOK OUT!" Peter yelled as he knocked the captain out of the way.

The bomb landed beside Peter.


Peter was instantly blown away as his vision went blurry for a moment. All of his senses were overwhelmed as his ears were ringing. His body flew through the air and landed on the concrete ground with a 'thud'. Peter groggily got up as pain rocked throughout his body. Parts of the back of his suit were torn open.

"Spider-man!" Captain Stacy yelled as he realised what had just happened. He got up, attempting to help Peter to his feet, only to be cut-off as the villains got in-between him and Peter.

The villains surrounded Spidey from all angles, with vulture guarding the skies. The injured Peter glanced behind him. It was the door to the facility, his only means of escape. Wasting no time, he dashed inside, with the criminals hot on his heels.

Walter Hardy woke up in the darkness. As he regained his senses, he realised that he was in the back of a police truck. What am I doing here? What happened? Am I getting a transfer?

"Officer, where am I going? Walter asked groggily.

"Oh hey dad you're up! Don't worry, we'll be safe soon."

"Felicia! Wh-what are you doing here?!"

"I'm breaking you out! I couldn't leave you there even if you wanted. That place's a mess now!" Felicia remarked.

"What?!" Walter rubbed his head. Having just woken up he slowly began to recall what happened moments ago...

Suddenly all the cell doors were unlocked. Briefcases were dropped in front of some of the cells. Some of the inmates in those cells opened them and started putting on the costumes that were inside the briefcases. That was when they started wreaking havoc on this place. The other inmates followed suit and a so massive prison riot broke out. I wanted to remain in my cell, so I stayed put. But then there was this huge blast that hit my cell and I passed out. The next thing I knew, I was here. I guess Felicia found me and brought me here.

Walter cleared his throat. Looking towards the front of the truck where his daughter was, he asked: "Felicia, what were you doing there...you came to break me out, didn't you?"

"I'm not leaving you behind again dad... Besides, you can't go back to that place..."

Peter ran through the narrow hallways of The Vault. His breathing felt heavier. His vision was still slightly blurry and his head felt a little dizzy. Despite the pain, the young hero pressed on, as a horde of approaching murderous crooks were after his blood.

"SPIDER-MAN!" A bloodthirsty chant rang out from his pursuers. Fireballs and bolts of of electricity and shockwaves flew towards Spidey, attempting to hit him in that narrow space.

Peter bounced off the walls and contorted his body like a gymnast, narrowly dodging the projectiles as he relied mainly on his Spider-sense in that cramped space.

"You can't run forever Arachnid!" Doc Ock's cold voice rang out. Once more, several deadly projectiles flew off towards the elusive Spidey.

As Peter ran and dodged, he thought to himself: Why am I doing this? How am I gonna beat all of them? They're chasing me so fiercely, there's barely any space to dodge their attacks. My head still hurts from that blasted pumpkin bomb so I find it difficult to think clearly. It was hard enough when I fought the sinister six on my own. Now there's so many of them in this tight space it isn't even fair. Maybe I should just run away and catch them another day. Maybe I could just slip into some tiny vent or crevice and get out of sight. I need to be home anyway. I've got my own commitments too.

Peter then began to think about the other things in his life; Aunt May, Gwen, Mary Jane, Harry, his school, his job, so many things. Even heroes have a life. Maybe if I manage to get out of this, I could attend the party and see all my friends again... Especially Gwen. The party...

Just then, Peter imagined the smiling faces of everyone there...Gwen, Harry, Mary Jane, even the others like Flash, Liz, Sha shan, Randy... Their smiles looked so warm amidst this grueling situation. He imagined the warm smile of his Aunt May. Wait a minute. What am I thinking? I can't let these criminals roam free...with so many of them on the loose, they'll threaten the entire city! Everyone's smiles... everyone's happiness and safety, they'll threaten it! Now that they're in one place, this is the best time to stop it. I'll stop them right here right now, in The Vault!

With that, Peter began thinking of a way to trap the horde of villains. But in the constant struggle of not getting hit in the narrow hallways he could only think of one thing: The huge chamber where Walter Hardy released tranquilizer gas on the inmates during the previous prison riot. Peter then made a hard right as he ran towards that room at full speed.

"Where do you think you're going Spider-man!?" Electro yelled as he threw another lightning bolt at Peter, which missed again.

"Nice try Max, try hitting me next time."

"WHY YOU!?" Jamie prepared another bolt but stopped as Kraven suddenly rushed in front of him. The cat bounced off the walls as he tried to catch up to Spider-man. As he got ahead of the crowd, Kraven went faster. With no one beside him to hinder his movements, Kraven soon caught up with Peter. He then took a swipe at Peter.

"Yikes!' Peter narrowly dodged a deadly swipe as his spider-sense warned him just in time. Kraven continued to slash at Peter.

"WOAH! HA! Miss! Miss! Miss! ARGHHH!" Spidey failed to fully dodge the last blow as a single claw scratched his shoulder. Peter immediately webbed up Kraven's face and webbed himself away, increasing the distance between them.

"Okay I'll give you some points for that Sergei, yowch this hurts!" The villains continued their relentless pursuit as Peter drew nearer to the large chamber. At this time, I could be at home now, even in bed. As Peter tried to fight the pain of his bleeding shoulder, images of Aunt May, Gwen and the rest of his friends flashed through his mind. No, not now. Now, I gotta focus on beating these guys.

Suddenly, Peter spotted a familiar doorway. Yes! This is it! He dashed into the chamber as the inmates followed suit.

"Well done Spider-man, you've just cornered yourself!" Hobgoblin gloated.

"Schwapp! BAM!" Spidey webbed up the doors behind them. "We'll see about that Hobby!" Peter replied as he started swinging over to the valve that releases tranquilizer gas.

"NO! DON'T LET HIM GET THERE!" Montana yelled as he fired a shockwave blast at Spidey, who dodged it, letting the blast hit the ceiling instead. Concurrently, Ricochet bounced off the walls and went for the distracted Spidey, hitting him in the back.

"Ooof!" Peter flipped away and landed on a wall. "Looks like this is gonna be a little harder than I thought." The villains stared at him menacingly. Spidey leapt off and once again tried to get to the valve. In response, the crooks continued their barrage.

Peter dodged multiple streaks of electricity, shockwaves, as well as pumpkin bombs as he did what could be called the 'World's hardest gymnastics' which was a series of impossible flips and dives, using his webbing to maneuver mid-air.

"CLANG!" there was a flash of grey and red at the valve as Ricochet collided into it. He was trying to break it!

"CLANG! CLANG! CLANG!" He was fast. Peter would have found it easier to nab him if he was standing still and not having the need to dodge multiple blasts. A few more hits and the valve handle would be broken. He had to act fast. This was just like one of those games where he had to time it perfectly. Peter studied Ricochet's movements. He took a deep breath.

"Three...two...one...and NOW!" He spun a web at the valve, nabbing Ricochet right on point! (Peter could not turn the valve with his webs as he was constantly swinging mid-air. It took him a lot of concentration to nab ricochet)

Swinging the villain away from the valve, Spidey webbed him to the wall. The valve was now mere meters away.

Suddenly, Peter pulled himself away as he narrowly dodged a fireball without even thinking.

"Woah! That was cl-"

"BAAAAM!" Spidey was hit squarely by Shocker's blast and sent crashing through the ceiling.(which had already been weakened from the blasts that missed Spidey earlier) It left a gaping hole in the rooftop, leaving the night sky visible.

"Good work boy, because of your shot, I was able to catch him off-guard." Montana complimented Mark Allan. The villains then proceeded to take the stairs that led to the rooftop...

Peter woke up to the sight of the night sky. "Wha- what happened?" He slowly pushed himself up as pain rocked throughout his body. It was the second time he had taken such a hit tonight. As he brushed off the rubble that covered him, Peter caught sight of familiar but not-so friendly figures walking menacingly towards him. Great. There goes my plan.

"We've finally got you cornered Arachnid." Doc Ock said menacingly.

"We'll see about that!" Spidey retorted.

With that, several mechanical arms lunged for Peter as he did a series of backflips. Peter jumped off to dodge another of Mark's fireballs, before getting knocked back to the ground by vulture. Spidey somersaulted and landed on his four limbs. Hobgoblin tossed a pumpkin bomb towards the ground where Peter had landed. Spotting Rhino in the corner of his eye, Peter webbed the bomb and flung it to the savannah mammal and hopped away.

"BOOOOM!" The mighty Rhino stumbled backwards from the surprise blast, unhurt but enraged.

As Spidey landed, he came face-to-face with yet another savannah mammal. Sergei Kravinoff. The wild cat pounced on the boy, hoping to get another hit in.

"GRRRAWWRRR!" he growled.

Though barely, Peter managed to dodge all of Kraven's slashes. He then did somersault over the hunter

"I have you now Spider-man, the hunt would soon be over." Kraven proclaimed as he turned around to meet Spidey.

"Ummm, you may want to watch out for bigger game... like the one behind you!"

Kraven turned around just in time to see Rhino running towards him at full speed.


But it was too late. With no time to stop his momentum, Rhino crashed into Sergei, sending the cat flying into the air.

"Wow! first Rhino, now Kraven. Hmmm I guess if I get Ox too, I'll be a certified poacher.. WOAH!" The floor beneath Peter cracked as he jumped to avoid the blasts, from Shocker, Vulture and Hobgoblin.

"Wew! That was a close one."

"You can't dodge forever Arachnid, sooner or later, you will grow tired and slip up. That is when, we will take the chance to crush you." Doc Ock remarked

"HA! Like when? -BZZZTTT! ARRGHHH!" a bolt of electricity hit him squarely. Peter dropped to the ground, shocked from the lightning as smoke trailed off Max Dillon's hands.

"Like now" Otto smirked.

Rhino lunged for Peter, swinging his fist out. Peter dashed away but he was too slow. The punch hit him squarely in the solar plexus and sent him flying into Ox, who charged at him and knocked him into the air once more. Spidey landed with a 'thud'.

Just as he was getting up, Peter did a half-dodge as Kraven pounced towards him. Once again, one of his claws managed to slash Peter.

OW! Not my other shoulder! He got one of my sides as well...

Otto wasted no time in grabbing Peter while he was distracted and started slamming him to the ground with one of his tentacles.

"BAMMM! BAMM! BAMM!" Peter body squirming body repeatedly hit the concrete ground of the roof, cracking the tiles.


Crap...I'm losing consciousness...need to get out of this... somehow...

Doc Ock then flung Peter towards Rhino, who smacked him away like spiking a volleyball, sending him crashing into the ground.

"URGHH!" Peter groaned as he struggled to get up. I feel pain all over my body. Pretty sure something's broken...not sure which part.

"BRZZZTTT! ARRRGGHHHH!" A jolt of electricity hit Peter, not giving the boy time to recover. He slumped to the ground.

Otto picked him up and tossed him into the air like a ragdoll.

"BZZARTTT!" Hobgoblin hit Peter with his finger blasts mid-air and sent him flying in the opposite direction.

"POWWW!" Ox knocked Spider-man away, not giving him the chance to touch the ground.

"WHAMMM!" a powerful blast from Shocker rammed into Spidey, sending him flying off into the distance, towards the Ocean.

"WHAT!?" Sergei was shocked.

"Montana you idiot, we could have at least made sure he was gone for good if we killed him right here." Otto scolded.

"Man, I kinda wanted to impale him." Rhino added

"Well at least he's gone now." Vulture stated.


"It's alright Kraven, you got what you wanted. You hunted him in a pack. On the bright side, you did manage to draw some significant amount of blood from him." Hobgoblin assured.

At this, Kraven calmed down, albeit still discontented.

"With those injuries, he couldn't have gone far." Hobgoblin smirked.

"By the way, thank you for your help gentlemen, in getting rid of a mutual pest. If you wish, you can also join me and help build a criminal empire together."

Doc Ock scoffed.

Hobgoblin smiled deviously. "Anyways the night's all yours. Go and have some fun."

The white pale moon hung above in the black night sky. Aunt May sat on the table in the Parker household, patiently waiting for her good nephew to come home. Little did she know, that on that night, he wouldn't be coming home at all.

The same white moon hung above the unconscious Peter as he sailed through the air, over the dark, cold Ocean that lay beneath him...

To be continued...