The sky had turned red and the moon shined through the sky, people taking it as a symbol of hope that light could shine through darkness. What was once a blue filled atmosphere had now been reduced to a blood-red haze, perfectly setting the mood of the city. Smoke from various fires throughout the city only added to the impression that the sky itself was bleeding. New York City had been through hell and the journey seemed like it would have no ending. Some people-the ones who were alive-called it a terrorist plot. Others blamed it on paranormal forces. But they, as well as the rest of the world, knew that their problems all had to do with one man. A man who, unbeknownst to the public, had instigated this violent chain of events years ago when he was still young. And, unfortunately for him and the rest of the world, his past had caught up with him.

This man was now walking on a building, witnessing the consequences of his actions. All around him, chaos ensued. Like a bat out of hell, a hovercraft twisted and turned in the air, barrel rolling right towards him. Something had struck the craft with enough strength to make it catch fire. As the craft picked up speed, smoke billowed out of the fire. Had this been any other day, the man would have done what he could to save the craft, but he had other business to attend to. The hovercraft crashed onto the roof of the building, hitting it at the top corner of the front, causing it to roll forward and land upside down. Dust filled the air where the craft had crashed, making the man cough through his mask.

As he walked forward, he could feel the heat from the burning hovercraft on his back. It was not needed, considering he was already sweating beneath his costume. A flicker of movement to his right showed a helicopter flying towards the building. The doors were being opened and he could see soldiers garbed in navy blue suits holding machine guns. For a second, he thought they actually might make it to the roof.

As the helicopter began its descent to the roof, a black and white flash flew out of nowhere and crashed into the tail of the copter. It spun around and the pilot desperately tried to gain control, but it was a lost cause. The tail hit the side of the building and the main portion of the chopper rose up like a skyscraper, the propellers still spinning. Then, like the hovercraft, fell on its back. He could see the pilot knocked out, his bloodied face planted against the windshield. Despite the setback, the soldiers in the copter were not as badly injured. They still managed to open the helicopter doors and come out, guns blazing at the black and white flash that had tried to dispose of them.

The man continued his walk. Out of the corner of hie eye, he saw a different soldier that was clad in dark orange armor and he wielded a pistol. The soldier was shooting at the sky when something leaped from the side of the building onto the roof. It tackled the soldier and the two rolled on the ground. The soldier screamed as the creature came out on top. It grabbed the soldier by his throat with an iron grip, cutting off his air circulation very quickly. The creature threw the soldier off the building and roared in victory, only to be killed by machine gun fire seconds later.

The soldiers from the helicopter tried their best to move in a coordinated manner, just like they had been trained. However, they had not been trained for something like this. Creatures flew in the sky and climbed up buildings to get to their prey. At some strange level, the soldiers didn't entirely hate these beasts. Sure, they had killed many of their comrades, but they were not the target. The soldiers' anger was all focused on the man that stood before them. For he was the true prey of these creatures. Why should they all die for him? Why should their brothers in arms have to die for him? As much as they all hated the man's guts, the reality of the situation was that this man was the city's only hope for survival. Also, all of them fought for the same goal of peace. Soldiers knew what drove them: honor, duty, and love for their country. But what drove this particular man? They, and all of New York, wanted to know what drove the Spider-Man.

It was among many questions and speculations about the famous superhero, such as what true identity is, if he had a girlfriend, if he was just a myth, etc. Spider-Man had been around long enough for people to concot their own theories about him and his mysterious powers, as well as many other superheroes like him. Unlike Spider-Man, many other heroes worked alongside others and had their own organizations. But it seemed like Spider-Man always stood alone and took care of problems his own way. Maybe that was one of the reasons he was ridiculed so much. Everyone knew that Spider-Man was the most debated superhero of them all. But these days, no one cared about any of these things. Only one question about the webhead ran through people's mind: What will he do to save this city?

That was the question running through Spider-Man's mind right now as he left the soldiers to do their job. He flipped and leaped off of the building, his body straight like a pencil. The cool air kissed his skin and he knew that no one could get a rush like this. As the ground approached him, he quickly shot out a web strand to a close building and pulled it taught. He let his legs swing free as he gripped the strand with both hands.

You have it don't you. You know what that thing does to you! You know how it can change you!

Spider-Man propelled his legs forward and brought them up to his chest. He let go of the web and pushed out with his legs. He freefell for a few seconds, then shot out another strand, which he quickly pulled on with one hand and twisted his body as he flew towards another building, one of many nameless nondistinguishable buildings in New York. He landed on the side of the building and ran forward, gaining speed and leaped off. As he neared his target, he shot out a strand to close the distance.

If that damn thing gets control over you, gutting is still an option. Got me?

Spider-Man landed on the creature that was attached to the building. It cried out in surprise of the webslinger, who kicked off the creature, sending it down to the ground. In truth, that small fry had served as a means to get to a higher part of the monster food chain, namely the ones that could fly. Spider-Man tackled a flying one in mid-air and punched it in the face. The creature squealed in pain and flapped its mostly white and black tipped wings to try and get some altitude, but Spider-Man simply webbed the wings up so they couldn't flap, causing the monster to fall in the streets.

This city is going to be ours, my love. Just wait and see.

Spider-Man swung towards another creature who was trying to break a window on the side of a building to get to innocent bystanders. The webslinger angled his body so his legs just narrowly missed the creatures body, but his arms didn't. He vertically clotheslined the monster, twisted in the air, and used that extra momentum to throw the monster as far as he could. He swung towards another flier and kicked it with boths legs, sending the creature crashing into a building.

When this is all said and done, who do you think the people will remember as their savior?

Spider-Man saw a group of about four creatures on the street. He swung low to the ground and held his right leg back, getting it ready. Upon impact with the four monsters, he kicked out with his right foot, sending all four creatures sprawling on the sidewalk. He noticed he was at the end of his swing, so Spider-Man let go of the web and landed on a small attachment to a much larger skyscraper. He surveyed his surroundings, looking for people to save or monsters to kick the crap out of.

A dark blue tank-like police vehicle drove by the building Spider-Man was standing on. It looked like the driver was drunk. The car crashed into a Starbucks at the corner of the next block. Policemen began to exit the vehicle. A policeman held his bloody head and had an expression of sheer pain on his face. Then, that expression changed to one of terror when he looked down the street. Spider-Man positioned himself so he could see what was spooking the man. He cursed when he saw what was coming. More creatures, only these were pure white with black ooze running down their bodies.

The small army was headed straight for the group of weakened policemen. Spider-Man saw this as a golden opportunity to do what he did best. He leaped off the building and swung over to the police. As he impacted with the ground, the police raised their pistols to him, expecting him to be one of the creatures. Quickly, they realized who they were looking at.

The police captian of the team walked up to Spider-Man and said, "We'll cover you from behind."

Spider-Man nodded and turned to the coming creatures. The ones in front opened their mouths and roared, showing off fangs stained with the black ooze. If this was supposted to intimidate him.....

"Open fire men!" The police captain bellowed. The others complied and began to pelter the monsters with gunshots. The creatures whipped back with every shot they were blasted with, as if they were being hit with constant whiplash. This only made the creatures more angry and they began to run forward. It was a scary sight to watch them all running at the same pace in the same way. Just like zombies. The police marveled at Spider-Man as he stood there in the street, ready to meet the coming onslaught. The webslinger cracked his knuckles and got in a fighting stance. As the creatures approached, Spider-Man took a deep breath through his mask and attacked.

The creature in front leaped forward, its sharp claws outstretched. Spider-Man ducked under the talons as they barely missed his head and pivoted into a sidekick. He aimed it perfectly because the monster crashed into others like bowling pins. Another monster lashed out with a punch that Spider-Man easily blocked. He countered with a front kick to the monster's chest. Out of the corner of his eye, he saw two more creatures coming for him. He turned around and began shooting web balls at them. Because of the surprising strength of the material of his webs, the web balls had as much effect as a shotgun.

Spider-Man returned to the main onslaught with quick jabs delivered with lightning fast precision, causing the heads of many creatures to snap back. He dodged a kick by lowering himself to the ground and spinning his leg around, tripping many of his enemies. Before they hit the ground, Spider-Man grabbed one with a web strand and whipped that creature around, hitting all the other airborne creatures farther away. Then, he leaped into the air and picked out the remaining few monsters. He shot a web near the center of the small group, pulled, and slammed himself into the ground, causing a force that blew the creatures away.

The police captain fired off a few shots, catching the remaining monsters in the chest. Two more monsters got up close and personal with the other policemen. One creature sliced at a policeman, who ducked and bashed the creature with the butt of his pistol. Another policeman came up behind the creature and tackled it to the ground. It struggled, but he shot it in the head at point-blank range. The other creature stabbed another policman with its claws, but its head was blasted away by another's shotgun.

The police captain turned to the webslinger and said, "Don't worry about us. Go and help the others!" Spider-Man nodded and swung off in a flash. He did have business to attend to.

As Spider-Man swung higher in the air, he could see the carnage throughout the city. Lights were still on in most buildings, but he could hear screams from miles away. Streets were littered with debris and broken concrete. Buildings were crumbling at their foundations because of all the fighting by super powered individuals, namely himself. It tore him up inside to see the city like this; a city that had been his home for his entire life was now being destroyed by forces that Spider-Man knew all too well. Above him, a jet fighter flew and Spider-Man looked down to see green smoke coming from the street he had just fought the creatures at. He landed on the side of a building to get a closer look. He used his spider-sense to look through the smoke. He saw the police captain had laid the flare down because he and his men were pinned down by more of the monsters. Spider-Man knew he wouldn't get down there in time, even though he knew what would happen next. The creatures sliced through the policemen and the captain let out one final cry of defiance. Spider-Man closed his eyes as the jet fighter fired two missiles upon the marked area. The creatures, along with police, disappeared in a firey explosion.

Spider-Man clenched his fists with rage. Someone was going to pay and he knew exactly who that person was. He swung away in a flash desperate to find what he was looking for. He swung low to the street and landed on a flagpole just as another hovercraft crashed into the side of a building. Luckily for the men inside, the exit was at the end protruding from the building and they opened the door. Spider-Man could see their clear googles scouring the skies for any more unwanted guests and he did the same. He used his spider sense to track any trace of the monsters and, fortunately, he could find none. He assumed the men would be safe and got ready to swing off again.

Suddenly, part of the hovercraft exploded, surprising the soldiers on the outer platform of the craft and causing them to trip and fall off the edge. One soldier was able to get his wits about him in time to grab the end of the platform, but he was going to have a hard time getting up because more flying creatures showed up. The soldier was so overcome with fear that his grip failed him and he started to fall. Spider-Man wasn't about to let someone else die on his watch, so he quickly shot a web strand at the far building and, since it went taught very quickly, he was able to web zip himself over there. He aimed it perfectly and caught the soldier in mid-fall. The webhead landed on the ground and set the soldier down.

The soldier gasped and began to run for the nearest building, but he still said, "I owe ya one Spidey! Hey watch-!"

Spider-Man was hit from behind by a flying creature and the wind was knocked out of him. He reacted like a snake and elbowed the flier in the jaw. It cried out and grabbed Spider-Man's throat. The webslinger grabbed the arm that was holding his throat and began to push it away. The two engaged in a mid-air battle of strength and Spider-Man won, pushing the creature's arm away and back kicking the creature itself with both of his feet. The monster grunted, but recoiled quickly, flying around for a second try. However, Spider-Man was ready this time. He rapidly changed direction in an act of impressive webslinging and began to charge the creature head on. The monster flapped its wings, eager to meet its prey. But Spider-Man didn't oblige it and flipped over the monster, just as it slashed its claws. Past the creature now, Spider-Man put his right hand over his left shoulder and fired a web strand which caught the monster in the back. He tugged with all his might and the monster was sent crashing into the street below.

The webslinger began to swing away, but he saw a soldier crawling on the ground. He was trying to get out from under some rubble. Never one to miss helping the innocent, Spider-Man swung down and landed near the man.

"Hey hey help me!" The soldier cried out. "Get this stuff off me!"

Spider-Man nodded and began to lift the debris off him. He noticed that his muscles were actually straining under the weight of the debris. This just showed how tired he was. He had lost complete track of time, but he didn't care about that. He had sins to atone for and he planned to carry it out. He grimaced as he pulled that last bit of debris off the soldier.

"Ahhh!" He said as relief filled his body. "Thanks man. I thought I was a goner."

Spider-Man knew he couldn't just leave him here, so he picked the soldier up and began to look for the closest medic. The soldier put up no argument because he wanted to get as far away from those monsters as possible.

Soon enough, he found a group of military jeeps at a checkpoint. The soldier started to cry he was so happy. The webslinger landed near the jeeps and his appearance was quickly known. The soldiers pulled a stretcher ou of their medical jeep and laid it out for the soldier. Spider-Man gently set the man down on the stretcher, who quickly wiped his tears away so no one esle could see he had been crying.

"We're gonna need some evac. Pronto!" One of the soldiers said.

The other held up a radio. "Just got the message sir. They'll be sending in a medical chopper within thirty minutes."

"Tell 'em to have sonic rounds for Christ's sake! Those flyin' bastards are tearin' us apart up there. As if we didn't have enough trouble on the goddamn ground."

Spider-Man had been silent this whole time, not really listening to their conversation, when suddenly he exploded into a babbling rage at the soldiers. "Where's Cage and his search party?"

The soldier turned to the webslinger. "Who the-?"

Spider-Man grabbed the man by his shoulders. "The civilian volunteers. You've seen them right?! Do you remember a-a pretty redhead? Arm in a cast?" The soldiers had no time to react at all, but Spider-Man ruled them out as useful. "Goddammit! You're no help to me!"

The soldier shoved Spider-Man's arms away, saying, "Hold that incredibly useless thought webhead! I just got word that we have vehicles inbound to our position."

Spider-Man shifted from looking in the direction of the vehicles to the soldier on the stretcher. Any thoughts of staying were no killed. He fully turned away from the soldiers, running towards what he was looking for.

The soldier turned away from the webslinger and said, "Private, look after this man. Copy?"

The private looked nervously at the captain. "Well, I-I would s-sir, but look at this." He showed the captain his navigational computer, found on each soldier's wrist. The screen showed red dots against a mostly green background. And the dots were moving awfully fast towards their position.

"Perimeter breach!" The captain yelled at the top of his lungs. "Incoming from the south side!"

All the other soldiers quickly got into position and loaded their guns while they moved about. Some took cover behind the jeeps, but most stood out in the open, considering the monsters had no projectile weapons, they were no real threat unless they got up close. All guns aimed south down the street at the incoming enemies. More white zombies headed toward their postition.

"Fire!" The captain ordered.

Bullet casings littlered the streets as the machine guns laid waste to the monsters. The few that got past began to leap upon the soldiers, but were quickly stopped by Spider-Man. He landed a two-legged kick to a creature's face and backfisted another who came from behind. The last one actually faked the webslinger out with false kick and punched Spider-Man on the side of the head. He growled, shutting out the pain and plowing through the monster with a barrage of punches that made short work of the creature.


Spider-Man quickly turned around to see a horrific sight. A monster had gotten to the soldier on the stretcher and begun to devour him. The soldier screamed as the creature's skin became sharp tendrils that were stabbed into the soldier's body. The soldier grew stiff and pale. Completing the process, the monster opened its mouth and sunk its fangs into the man's throat.

"Son of a bitch!" The captain screamed as he tore up the creature with machine gun rounds. However, Spider-Man knew it was too late. As some soldiers began to go toward the private, Spider-Man yelled, "Get away! He'll kill you."

They saw what he meant. The former soldier had begun to turn a ghostly white. Black ooze began to permeate through his pores and his face was contorted into a twisted grin. His teeth grew longer and more sharp. He got off the stretcher and surveyed the people around him. He roared into the night and completed his transformation by tearing his clothes off, revealing the form of a creature.

Since the soldiers were to stupified to do anything, Spider-Man leaped in the air and tackled the private, now turned monster. The creature cracked the concrete upon impact with the ground. Spider-Man brought his foot down upon the monster's face, knocking it out completely.

Silence reverberated throughout the soldiers. What they had just seen was the most horrifying, yet amazing thing they had ever seen. Spider-Man, however, had seen this one too many times and each time made him feel like a piece of his soul had been ripped out. Disgusted with what had just happened, the hero swung away, leaving the soldiers to mourn for their lost comrade. He had no time for mourning. Not anymore.

The sound of tires squealing caught Spider-Man's attention and he crawled on the side of a building to get a better look. A silver car was driving at breakneck speed down the street. An ordinary person would not be able to see the driver, but Spider-man was anything but ordinary. He could clearly see the African American in a bright yellow tee shirt driving like a maniac, but his main attention was focused on the redheaded woman.

"MJ!" The words escaped the mouth of Peter Parker with no difficulty. True, anyone could have heard him say the name of the redheaded woman and it wouldn't be too hard to put two and two together. But at this point, Peter couldn't give a rat's ass.

As he swung to meet the car, the black driver maneuvered the car so that ti ran into several creatures. As the monsters smashed into the car, the black ooze squirted onto the windshield, making it difficult to see. The driver clipped a monster in the leg as the car swerved and it was almost cut in half. Eventually, the ooze got to be too much so the driver stopped. The two occupants opened their doors and exited the car. One of the woman's arms was in a cast, yet she wielded a shotgun.

Spider-Man swooped down from the sky and landed on the car, startling the other two. "MJ! Dear God, I was so worried."

The black man pointed at the webslinger and said, "You best play it cool now man. Or else I'm gonna have to beat yo ass up and down this block."

MJ, the more diplomatic of the two, pointed the shotgun at her boyfriend and asked, "Is it really you this time?!"

The black man didn't want to wait for an answer. He pulled MJ by the arm, towards the approaching hovercraft. "C'mon we gotta go."

Spider-Man leaped off the car, desperately wanting her to hear his words. "Look, I screwed up in the worst way possible. I know it and everyone else knows it. But I promise I-I won't use it again!"

MJ laughed, but not in a nice way. "Promise?! We are way past that."

The black driver put his hand on her shoulder and led her to the hovercraft that had just landed by them. Dust kicked up from everywhere and MJ's hair was tossled every which way. "We ain't got time for this."

Spider-Man reached out to her, but she had already turned away. He lowered them slowly and felt something wet running down his cheek. The worst part of all this was that he knew it was entirely his fault. He hung his head down low and let the tears come.

Suddenly, his spider sense tingled, drawing his attention to his immidiate left. There was a fire from an exploding vehicle that was still burning strong, but that wasn't what he was looking at. A dark figure stepped through the flames, walking with confidence. His spider sense was tingling so hard that it almost gave him a headache.

MJ must have sensed it through women's intuition, because she had also turned around and didn't like what she saw. She pulled out of the grip of the black man and yelled back to Spider-Man. "Oh no. Get away. Get away!"

The black man held her back and pulled her towards the hovercraft. "Come on!"

Once again, Spider-Man found himself torn between two things: saving the woman he loved or saving the people of New York. He faced the mysterious figure, then back the Mary Jane.

MJ struggled with the grip of the massive black man, pushing herself forward with her hand outstretched, her face pleading. "Don't do it. Just come with me."

Spider-Man was about to make the toughest decision of his life, when dark tendrils shot out and pulled him into the darkness. The darkness that had plagued the city. The darkness that had been the ban of his existence.

The very darkness that had started it all.