The Amazing Spider-Man 3

Chapter 37

The Venom Symbiote. Of course, someone was able to get it. They couldn't have just gotten it from Mysterio; it had my powers, so it had to be some that had gone through me first.

I racked my brain, trying to think of where I had slipped up. My old Spider-Man suit was still locked up in my room. I thought earlier, recalling the moments with Gwen on a roof.

And then it hit me.

Gwen had picked up my suit. She wrung it out. I remembered in horror: the small black drops that had splattered on the concrete.

We had never cleaned it up.

Then the memory was gone, leaving me back in reality. Just in time, too, because Venom, what I decided to call it, was towering over me.  It grinned, giving a chuckle.

"I believe you have what I need," he hissed.  "I can sense it."  Venom could sense the rest of the Symbiote.  Did he know about my Spider-Man suit, too? 

I saw movement behind him.  Tony lifted his arms, and pieces of metal flooded through the door.  They latched onto him, and, after only ten seconds, he was in his full Iron Man suit.  He was covered in iron, completely unrecognizeable.  He was a couple of inches taller.  Red and yellow paint shone majestically. 

If there hadn't been a deadly creature looming over me, I would have been in awe at the splendor of the suit.  I had much worse things to worry about, though.

Tony lifted his hands, speaking to Jarvis, and balls of fire erupted from them.  I saw a flicker in Venom's white masklike eyes.  He dodged the explosion, and I tumbled to the side, shielding Gwen with my body.  She gasped.  Pieces of the walls crumbled onto my back.

Venom had my powers.  He had spider senses.

Tony ordered for Pepper to leave the room.  After protesting, she finally scurried away.  Then, he looked at me and Gwen.  He had no idea that I was Spider-Man.  I couldn't see his face, but I could tell that he wanted us to leave as well.  I shook my head no, herding Gwen out of the door.  I shut it behind her.  Then, the three of us were alone.

Tony sped over to me, trying to grab and take me to safety.  Instead, I used my spider senses to dodge him.  He was going to go after me again, but Venom decided to strike.  Tony gave up on me, chasing after Venom.

That distraction gave me enough time to slip off my clothes, revealing my Spider-Man suit.  Neither of them noticed.  I pulled my mask on over my face, then lept into the action.

Tony looked at me, his gaze lingering for a moment as he realized that he had backup.  Or, maybe he was mad, because it was all my fault in the first place.  Venom hissed again, lunging for me.

"Thanks for the powers."  He laughed, slashing his claws through the air.  I shot a web, swinging around him in a circle.  I landed on the ceiling.  "Too bad your webs aren't organic."  He jumped, landing on the celing beside me. 

Another power that he had...stickiness.

I shot a web at him, binding his hand to the ceiling.  He laughed, jerking his hand with ease.  The web ripped.

Yet another power.  Strength.

The only thing that I could do that he could not was shoot webs.  Plus, he had more powers than me.  How would I defeat him?

Tony shot another fireball.  Venom and I both dodged it, landing side-by-side on the glass table.  Venom looked at me, his large teeth and mouth stretching into a smile.

"We'd be a good team, you know.  We have practically the same powers.  We could work together..." he said.

"Are you kidding?"  I inturrupted him.  "I would only fight alongside someone that wasn't trying to kill me."

"Suit yourself," he huffed, lunging for me again.  I spun to the side, and Tony pounced on top of Venom.  Venom slithered from his grasp.  Then, it was my turn to pounce. 

I slammed my body into Venom before he could respond to his spider senses.  He stumbled backward, surprised.  I used this instant to my advantage, shooting another web at him.  His left arm slammed into the wall.  I knew he could free himself, but I had bought myself another second of time.

I shot another web at his other arm.  Then his legs.  He began to struggle, freeing himself from one web just as another bound him even more.  Tony lifted his right arm, shooting one last fireball.  The wall exploded, crumbling to the streets below.  Venom, no longer bound, flailed into the sky.  His body dropped, and I jumped down after him, catching his left hand.

Suddenly, Venom's suit faded away.  He was unintentionally shape-shifting back into his human form, because he didn't have enough power and energy left to sustain his alter ego.

I stared into his deep, frightened brown eyes in shock.  No, it couldn't be.  His shoulder length blonde hair swayed in the breeze.  He had a hint of scruff on his chin where he hadn't shaved in a few days.  This was the first time I had seen him, the real him, since the accident.  He wasn't wearing sunglasses like before.

My hand shook as I lowered his sleeve, revealing something that I dreaded to see.  There was a black tattoo of a star on his left wrist.

My grip faltered.  His hand slipped from mine.  He fell, screaming.  I closed my eyes as he reached the ground.  I swear I heard his body hit the asphalt.

I didn't save him.  Should I have?  He killed Uncle Ben.