The next week, at the police station, Captain George Stacy and Lieutenant Yuri Watanabe are gathered at Stacy's office. Yuri slides over a picture.

"One of my men found this while patrolling," Yuri says as she points to the laminated picture that shows a similar semi-truck to Kearney's. It has an open back with boxes in it, the truck is parked by a warehouse, and a body of water is visible, "this warehouse is the same one that has been suspected to have some shady stuff going on, especially with ties to Kearney."

"Interesting, I think we should check it out. I can probably get a warrant for this." Captain Stacy responds.

"I'm not sure if you invite your friend."

"Unless we can make it not look like an invite." Captain Stacy smiles, with a hint of smugness. Yuri joins the smile.

That night, Captain Stacy, Yuri, and a squad of officers with bullet-proof vests on wait on the roof of a building by the warehouse. Yuri looks in the distance and sees a figure swing toward the roof.

"There he is," Yuri calls out, the figure becomes recognizable as Spider-Man, and he lands on the roof.

"What's up captain, officers?" Spider-Man awkwardly salutes them, he puts his hand back down.

"You know the plan?" Captain Stacy asks Spider-Man.

"Uhhh, beat up some bad guys?" Spider-Man makes a motion to punch his palm with his other hand.

"Maybe," Stacy responds, "you're basically lookout. I'm going to give you my walkie-talkie, while the rest of us search the warehouse you'll be waiting up here. If something goes wrong then Lieutenant Watanabe will signal you in, and only then will you get to beat up some bad guys." Spider-Man nods in understanding, Captain Stacy hands his walkie-talkie to the masked hero and instructs the crew to get off the roof and enter the warehouse.

Inside the warehouse, the purple gang from earlier are gathered up in a meeting with the staches of the drug beside them.

"Now, thanks to Spider-Man, the Pheonix Cartel is weakened. With the drug that Kearney has provided us, we can take down our rivals for good." The leader of the gang starts, "I need 3 volunteers to test the drug out." 3 members of the gang walk up, the leader walks around and hands the 3 of them a vial of the drug, "Don't drink all of it, you only need half of the vial for it to work. Also, I hope you wore some stretchy clothes today."

The members drink half of the vial and close it back up. Suddenly, they start to scream in pain as their limbs start to gain more muscle, their clothes start to tear, and their height starts to gain. Soon enough, the three gang members are now brutes just like Kearney. "Good, it works." The leader comments. Suddenly, there is a loud bang that echoes through the warehouse that sounds like a door being slammed open.

"NYPD, we have a search warrant!" Captain Stacy yells from the entrance, it too echos throughout the base.

"Go test your strength, boys." The leader instructs, "And the rest of you, drink some if you'd like." The brutes start to move toward the entrance of the warehouse.

Captain Stacy, Yuri, and the squad of officers all look around the warehouse. They suddenly hear what sounds like a giant stomping toward them.

"Call in the backup, Yuri." Captain Stacy instructs in a shocked voice, without a second of hesitation.

Spider-Man paces around the roof of the nearby building in boredom when suddenly he hears the static of the walkie-talkie and immediately holds it up to his ear.

"We need help, now, they took the drug!" Yuri yells throw the walkie-talkie, "Southside of the building, get here!" Spider-Man drops the walkie-talkie and dashes off the building and starts swinging toward his right. He positions himself and swings right to a window. He crashes through the window and lands on the nearby wall where the three brutes are about to kill the police.

"Hey, how about you pick on somebody your own size!" Spider-Man quips, "Or better yet, don't pick on anybody at all!" Spider-Man jumps off the wall at one of the brutes and grabs them by the head. He uses his weight to send the brute falling onto the cold, hard floor. Spider-Man lands in front of the police, "Is that the best you can do!?"

Spider-Man turns his head toward the police, "I've got these guys, you go destroy what's left of the drug so that no one else can drink it." He whispers.

"Copy," Yuri whispers back, her and Captain Stacy instruct for the rest of them to fall back. Spider-Man slightly chuckles as the first brute gets up off the ground, he leaps toward the three brutes. He punches one in the face and goes flying behind them. He webs one by the foot and pulls it to knock him over. Spider-Man flips and lands on the ground, he makes a hand gesture for them to come to him. The three brutes comply and start to charge toward the hero. Spider-Man's cocky attitude disappears when he sees that he doesn't have any environmental objects he can use to his advantage.

He takes a deep breath and, while the brutes continue to charge toward him, runs toward a wall and gets on the wall to run on it. He jumps off the wall and one of the brutes grabs him by the leg and throws him to the back wall in front of them. Spider-Man screams in pain as he collides with the wall, cracking it in the process. Spider-Man lands back on the ground and leaps back, he punches one brute in the face and kicks another. He shoots a web at the last one's head and pulls it as he goes flying down the hall. Spider-Man lands on the ground and pulls the web. The brute instead pulls the web to pull Spider-Man toward him. He punches Spider-Man in the chest and he lands back on the ground.

"That was quite the mean move there, and my feelings are hurt. But I'll be fine." Spider-Man quips in a fake sad but strained voice to the brute's confusion. Spider-Man quickly grabs a fire extinguisher. He pulls the pin and starts to spray it everywhere to dispense smoke. Spider-Man, using his spider-sense to see through the smoke, webs up the brutes to the walls around the all.

"You're going to regret this, bug!" One of the brutes comments.

"What is there just some side effect of the drug that makes the user say movie villain lines?" Spider-Man jokes as the smoke clears up, revealing the brutes webbed to different walls around the hallway. "Were you three going easy on me?" Spider-Man rhetorically asks as a joke. He starts to walk down the hall where the police went.

Meanwhile, Captain Stacy is leading a stealth operation, they come across a multitude of rooms and halls to go through.

"Alright, we should all split up, I'll go up here." Stacy points to a barely lit hallway.

"All by yourself, what if there's another brute, you don't have your walkie-talkie you can't call for help!" Yuri argues, concerned for Captain Stacy's safety. Stacy chuckles and holds his gun up.

"That doesn't seem like a problem," Stacy comments before walking down the hallway, "you stay here to lead this group." Stacy cautiously walks down the hallway, he comes across a room with a stash of the drug as well as the leader in the room. The leader is going to grab a vial off the floor. Stacy jumps around a corner into the leader's line of sight. "NYPD, step away from the vial and get down on the ground now!" Stacy yells in a deep and powerful voice while pointing his gun at the leader, the leader continues to slowly reach for the vial. Captain Stacy shoots the vial as a warning shot, the leader starts to put his hands up but pulls his gun out instead.

In a second that feels like hours, The gang leader shoots at Stacy's chest. At the same time, the captain shoots at the leader's leg. The two gunshots sound like lightning that echoes through the concrete warehouse. Everybody in the warehouse hears it.

The police captain and the gang leader fall to the ground. Lucky for Stacy, his bulletproof vest took the shoot. The gang leader starts to bleed from his leg, he breaths with his teeth closed because of the pain. Suddenly, the rest of the gang, aside from the brutes, walk into the room with their guns drawn. Captain Stacy sighs while struggling to breathe.

"You're going to die for that." The leader says, talking about his leg.

"Yeah, but you forgot one thing." Captain Stacy comments. "I've got backup, too." Almost immediately after he says that, Lieutenant Watanabe, the officers, and Spider-Man enter the room.

"NYPD, drop your weapons!" All but Stacy and Spider-Man yell out, "You're under arrest!" Stacy sighs with relief and lies down.

"Are you okay, captain?" Yuri asks Stacy, getting down on his level.

"Yeah just a broken rip or two, I should be fine." Captain Stacy mutters under his breath. Lieutenant Watanabe slightly chuckles in light to see that Stacy is still himself. The squad of officers all shoot the vials of the drug just as they aimed to do. Once every last vial is destroyed, the officers handcuff the members of the gang and take them away.

"That was easier than expected," Spider-Man comments to Captain Stacy, helping him up.

"Maybe for you, what happened to those brutes anyway?" The captain asks, standing with his arm over Spider-Man.

"They're good and webbed up, the drug should wear down any minute now." Spider-Man answers, and just as he says that he hears quaking footsteps echo through the warehouse. Yuri takes Spider-Man's place helping Stacy stand while Spider-Man investigates the noise. "Me and my big mouth," he whispers to himself, he turns toward Yuri and Stacy, "You get out of here, I got this." Yuri and Stacy nod, and Spider-Man walks down into a dark hallway. He relies on his spider-sense to navigate his surroundings. The footsteps get louder.

Spider-Man prepares himself, he gets on the ceiling of the hallway as he hears the brutes approaching. They walk right under Spider-Man without noticing, and the hero drops from the ceiling and right onto one of the brutes' backs.

"The bugs here!" The brute yells out, alerting the other brutes and moving around frantically.

"In the flesh," Spider-Man quips, he jumps off the brute's back and punches another one in the face. The third one slaps Spider-Man, sending the masked hero into a wall. Spider-Man quickly gets back to his feet, only slightly dazed. One of the brutes charges at Spider-Man, he rolls out of the way, and the brute rams into the wall. Spider-Man webs the brute's legs and pulls him down. Another brute swipes at the hero, and Spider-Man senses the attack and jumps over the brute. While in the air, he webs the brute's head and pulls him down as Spider-Man lands on the ground. Spider-Man swiftly tries to web up the third brute, but the brute runs through a wall to get away.

Spider-Man follows the brute through the wall. Spider-Man looks around and sees a maintenance room. The brute sneakily hides in a corner. The hero's spider-sense starts going off when the brute runs and tackles Spider-Man. "I thought being sneaky was my schtick." Spider-Man quips with a strained voice. The brute prepares to take Spider-Man out with a punch but suddenly starts to scream and falls over onto the ground. Struggling to breathe, the brute slowly returns to his regular form. Spider-Man gets up and looks out into the hall in which he sees the other two going through the same transformation.

"Guess the dose didn't quite cut it, did it?" Spider-Man smugly quips, walking through the hall and out of the warehouse. Outside the warehouse, Spider-Man meets up with Captain Stacy and Yuri.

"Did you wear them out?" Stacy asks,

"Yeah, you can go arrest them now. But, I wouldn't move them too much, their clothes might be a bit big for them." Spider-Man responds, Stacy puts one of his hands on his face.

"Hey, you heard the man, go arrest them!" Yuri yells at the group of officers, who had put the gang members in police vans.

Later at the R.A.F.T. super prison, Kearney returns to his cell after a meal and grabs the Daily Bugle newspaper from the cafeteria. Kearney sits on his bed and reads the paper. Spider-Man Tangles with Super Soldiers, Is He In On It? The title reads.

"They got you." Kearney chuckles, referring to the purple gang leader. He continues to read the paper, with a smile on his face. At lights out, Kearney is sleeping in his bed. Suddenly, his cell door opens. A R.A.F.T. Security Guard stands at the door. Kearney wakes up and rubs his eyes.

"Come on, we don't have long." The guard orders, Kearney gets out of bed and starts walking towards the guard.

"What is this even about?" Kearney asks, in a whisper.

"Just shut up and I'll explain later." The guard places some futuristic handcuffs on Kearney's wrists that lock automatically with a slight beep. The guard starts walking down the hallway, Kearney's quick to follow. Eventually, they both reach the outside of the super prison and find more guards around the exit.

"What's your reason for taking this inmate off campus?" One of the guards asks the guard helping Kearney.

"Well, there's been a last-minute change of plans." The guard answers, "It has been decided that this inmate is actually not threatening enough for a super prison, so he is being moved." The other guards are skeptical.

"Alright then, I'll just check the records. Stay here until that's done." The guard walks into a booth and turns on a computer. The other guard and Kearney wait patiently until the guard comes out of the booth. "I checked, and, you're good. Don't know why you would do it at midnight, though."

Kearney and the Guard walk into a police van, Kearney in the back. The guard drives off and away from the prison, and they finally make it away from the bridge to the mainland.

"So," Kearney breaks the silence, "what is this about?"

"Well, you're free." The guard responds.

"What about the other prison?"

"There is no other prison."

"Then, what's the catch?"

"I don't know exactly, I'm not the boss here."

"Then who is?"

"The Master Planner." The guard reveals, "I don't know who he is exactly, but, he's got the bucks."

"Do you know what this Master Planner wants me to do?"

"Something involved with this 'Project S-6' or whatever it's called," The guard answers, "here, he told me not to read this but to give it to you when I bust you out." The guard pulls a small notepad out of his pocket and gives it to Kearney. Kearney grabs the notepad and reads it. Congratulations on getting out, Kearney. Now, don't think you're done quite yet. You're going to be a part of something greater. But to do that, you're going to have to do something else. I need you to sneak into Oscorp. Norman Osborn should be there, he's quite the workaholic. By the Oscorp building, there are some security uniforms and badges for you in some bushes. Sneak into Norman's office and threaten him, point a gun to his head, and demand that he combine the super soldier drug with Spider-Man's blood, of course, you'll need to get that blood. But once that's done, show the bug no mercy. Sincerely, the Master Planner.

Kearney is slightly confused about all of this, he questions why he's a part of this.

"Drive to the side of Oscorp." Kearney orders.

"Is that what the note said?"

"Just do it." The guard drives up to the side of Oscorp, just as instructed. It's a desolate part of the city. Kearney hops out of the van and walks up to the bushes nearby. The guard follows. He scrambles around in them before finding the security uniforms. He throws one at the guard. "Put that on." Kearney starts to put on his security uniform, and so does the guard. "What's your name anyway?" Kearney asks.

"Simon," Simon answers, now in the security outfit. Kearney is also in the security outfit. They both approach the front doors to Oscorp, it has construction material around it from Kearney and his crew's attack. Kearney and Simon walk into the lobby of Oscorp and see more construction. Kearney and Simon go up the stairs to the balcony. They walk down a hallway to an elevator, they hit the up button, and wait for it to arrive.

Eventually, the elevator doors open, Simon and Kearney walk into the elevator and hit another one of the buttons. The elevator doors shut and starts to move up. After a while, the elevator still hasn't reached the level.

"Slow freaking elevator." Kearney comments, leaning on a wall.

"Yeah, I suppose so," Simon responds. After a bit more of waiting, the elevator stops and opens its doors. Simon and Kearney walk out and toward Norman Osborn's office. The duo sees an empty secretary's desk right outside the office, they assume that the secretary went home. Kearney bursts through a door and into Norman Osborn's office, Norman is awoken by the sound of it. Kearney and Simon walk into the office as Norman wakes up. Kearney pulls his pistol out and pulls the trigger, aiming up.

"Who are you!?" Norman yells out, "What do you want!?" Kearney puts his hand back down.

"I'm so glad you asked," Kearney responds, "I need a little something. Do you remember the super soldier drug?"

"Yes, of course."

"I'm glad, I'm going to need you to combine that with Spider-Man's blood."

"Why should I?" Norman narrows his eyes at Kearney. Kearney pistol-whips Norman in the face.

"There's a lot more pain than that if you don't," Kearney says, in a serious voice. Kearney looks around and sees two pictures. One of the pictures is Norman and Peter at his graduation, and the other is Norman and Harry at the same graduation. "Are those your children?"

"Don't even think about it." Norman's voice goes from scared to serious.

"Oh, I am." Kearney responds, walking over to the pictures, "Unless, you do what I ask." Norman is reluctant.

"Fine." Norman responds with hesitance, "But you don't lay a finger on them,"

"Deal. First I'll get Spider-Man's blood, and then we'll talk. I have some requirements first."

"What?" Norman asks Kearney.

"You have more of that serum, right?" Kearney smiles at his own plan.

"Yes, I do," Norman says, full of dread for what he is partaking in.

"This may help with the blood thing," Simon comments, handing Kearney a business card. Kearney reads a phone number on it.

"Is this the boss' number?" Kearney asks as he turns to Simon.

"Presumably, call it on my phone." Simon hands Kearney an unlocked cell phone. Kearney dials the number and holds the phone to his ear.

"Ah," the Master Planner answers in a confident voice, "I knew you'd call. I'll give you all that you need." Kearney smiles.