I'm adding some new chapters in the story arc. Right now, you will meet face to face with Mania herself and a old enemy returns upgraded. This also serves as a prequel to StarTrain. With that said..enjoy the chapter.

[No one's POV] *6:00AM*
Y/n is seen sleeping on his bed with a leg across the edge of the bed. His 3-D Printing machine was on creating something. His arm then reaches something, then feels something soft and squishy. He gives it a test squeeze and moan was heard..

Y/n: *mumbles* What the hell...

He opened his right eye to see that he is groping Toxica's butt in her humanoid form..

Toxica: *gives a fanged lustful look towards him* Good morning, my loving Host~

Y/n: *jumps from her appearance* Toxica, what are you doing?

Toxica: What's wrong? *gets on top of him and leans close* I can't lay with my master?

Y/n: *sits up and her still on him* I don't know about that. And if you bonded to me, then you should know I have girlfriends.

Toxica: Yeah, but that won't stop me from being with you.

Nusa's voice can be heard as she flies out of the Miracle box

Nusa: Y/n...*stretches her tiny arms* It's time to get-

She then gets shocked seeing her boyfriend with Toxica on top of him in a naughty manner in her humanoid form..

Nusa: *to Toxica Just what the hell are you doing?!

Toxica: *hugs y/n's head between her breasts* Just giving my special host a good wake up~ Jealous, shorty?

Nusa appears in her human form and hugs y/n from behind.

Nusa: Back off, you slimy bitch! This is my man!

Toxica: *gets off him and gets in Nusa's face* Who are you calling a bitch, you shape-shifting imp?!

Nusa screamed and lunges at Toxica as a catfight begins. Y/n watches the two duke it out and choosing not to not involved in the fight; less the chance of losing an eye..he gets out of bed.

Y/n: Yeah...I'm gonna get ready for school.

He goes into the bathroom to shower..

Nusa: See what you did? You made him leave.

Toxica: I didn't do nothing. You started the fight.

Nusa: Hmph!

Toxica: I am officially his symbiote now. I'm bound to him for life, so you have to get use to it.

Y/n comes out wearing a different set of clothing..

He also had these bands connecting to his wrists and ankles..

Y/n: Are you two done fighting? Come on, we have to go.

Toxica jumps onto y/n, bonding with him as Nusa was helped up by her spider boyfriend.

Nusa: This Toxica is really getting on my nerves.

Y/n: I'll try to talk to her soon. Lets just head to school.

Nusa: *shifts to Kwami form and sits in shirt pocket* Ok.

They walked out of the room and out of the door to school.

[At School]
Y/n was sitting next to Juleka to help her with some chemistry questions for Ms. Mendeleiev 10 minutes before class starts. After he helped her, Y/n saw the shirt she was wearing and felt intrigued by the design.

Y/n: Sweet shirt, Juleka.

Juleka: *smiles* Thanks a lot, y/n. I've really liked Spider-X when he first appeared in Paris.

Y/n: Don't mention it. *pats her shoulder* Glad to help a friend.

Juleka: *hugs him* You really are a good friend.

Y/n: You're not the first one to tell me that. *pets the girls head* I'll see you later after class.

Juleka smiles as y/n then gets up and walks towards his group and sat down.

Gwen: Looks like Juleka is getting more confident in herself.

Anya: And it all because of a certain guy we know.

Y/n: You flatter me, Anya.

Marinette: Hey, guys.

They turn to see the bluenette coming their way with Adrien, Nino, Alya and Chloé.

Marinette: Did you guy's hear of the London Field trip were taking?

Miles: No, we did not.

Y/n: Never seen Big Ben before.

Ms. Bustier: * walks into the classroom* Good morning everyone.

Students: *sits in their seats* Good morning, Ms. Bustier.

Ms. Bustier: As some of you may know, we are having a field trip tomorrow to London.

Some "oohs" were heard of going to London, England.

Ms. Bustier: Not only that, we are also getting two new transfer students to our classroom.

Anya: New transfer students?

Ms. Bustier: Yes. *looks towards the door* You two may come in.

The door opened to reveal two familiar girls that only a Spider group know. They walked in and stood in front of the classroom..

*It was a bit hard trying to find casual clothing for Cindy Moon, so this is what she is wearing. The artwork is from dinalfos5 on DeviantArt*

Andrea: Hello. I'm Andrea Benton.

Cindy: I'm Cindy Moon. It nice to meet all of you.

Ms. Bustier: Why don't you two sit in front of Y/n and his friends?

They nodded and walked towards two empty seats and sat onto them. Cindy felt herself becoming hotter as her skin start to crawl.

Cindy: *thinking* What's happening to me?

Ms. Bustier: *holds out permission slips* These will be given to you and handed to your parents, so you can have permission to go.

She hands them out in piles for the students to pass back to the other.

Ms. Bustier: In the meantime, why don't we talk about what happened a few days ago with that metallic being?

Kim: Cool. That's something I wanted to chat about for days.

Rose: It's good that Ladybug, Spider-X and Cat Noir got their allies to come.

Alya: But the fact that the Avengers themselves showed up to help as well. All heroes uniting against a cosmic threat greater than HawkMoth!

Alix: oh, man. The heroic crossover of all time.

Gwen: Looks like this will be the talk of the week.

Miles: Can't really blame them.

[In the Hallway]
Y/n can be seen with his friends talking about their day.

Marinette: Wow.. the Heroes are getting more popular today.

???: Hello.

The group turned down see Cindy walking down, but she loses her footing on her right foot and nearly tumbles if Y/n didn't rush and grabbed her in time.

Y/n: I got you.

Cindy starts to turn red at seeing Y/n holding her with her head laying on his chest. She then sniffed a little and gained a massive blush on her face..

Cindy: *thinking* This scent..this has to be him!!

Y/n sets her down to a stair as he tries to get her attention..

Y/n: Umm..Cindy?

Cindy: *jumps out of a trance* O-oh, umm..thank you for saving me. OHWOULDYPULOOKATTHETIME!SORRYGOTTAGO!!

Cindy jumps over and runs out of the school, leaving the others in a confused faze..

Anya: Umm..what was that about?

Nino: No idea, dudette.

[Timeskip]
After classes were done, Y/n was sitting on the roof of the school with Chloé on his lap. She thought that they were too much apart and decided to hang with him for a bit. Pollen and Nusa appeared in their human forms next to their respective users.

Y/n: So, my loving queen. You're awfully clingy to me today.

Chloé: Well, we haven't been by ourselves before and after the "Style Queen" Incident.

Pollen: It's very true. Plus, I really enjoy being with my Queen's friends.

Nusa: I agree. Not to mention, we never get to be with one another often.

Pollen: Yes.

Chloé: *shuffles on y/n's lap* So..

Y/n: Hmm?

Chloé: You were pretty good fighting the Destroyer by yourself for a while before we showed up.

Y/n: By the time that the head started glowing..I had to step up.

An explosion was heard as the hero gets up with Chloé in his arms before setting her down.

Y/n: That's looks like something I should check out.

Chloé: I wish to help, but my day wants me home for something.

Y/n: That's ok. time to get in gear..

Y/n twists his bracelets and activates the nanobots to form his spidey suit.

*Replace the costume with your suit*

Chloé, Pollen and Nusa had a look of surprise of the new way y/n morphed into his suit.

Pollen: Oh, my...

Chloé: Just how much surprises do you currently have?

Y/n: Infinite possible amounts..*to Nusa* let's go see if anyone is hurt.

Nusa: *morphs into her Spider-Woman suit* You got it.

With that, the Spider-Duo swung towards the danger to see what is causing the destruction.

[With Spider-X]
He and Nusa swings towards the ruckus and take notice of some marble columns keeping some people from getting out and crushed from rubble of a store..but it won't last.

Woman: S-Spider-X?

Spider-X: *runs towards them* I'm gonna get you guys out.

He jumps inbetween the columns and holds up the heavy rubble. The hero used his legs to push the marble columns apart so the citizens can escape.

Spider-X: Go! Now!

Everyone then ran out of the bank quickly in time as the building came down. Spider-X maneuvers away from the crumbling rubble before it crushed him.

Nusa: Are you ok?

Spider-X: I'm fine.

???: Incoming!

Spider-X and Nusa turned only for the male hero to be crashed onto by someone. He gets a good look of her backside to see a woman bonded to the Venom Symbiote, but looked more punk like with spikes on her hips, wrists, shoulders and shins.

*wings are not there*

???: Ouch. That really hurt.

Spider-X: Uhh, miss?

The female Klyntar user looks down to see that she is sitting on Spider-X's chest.

Mania: I'm Mania. And, oh-*gets off him* Sorry, Spidey.

Spider-X: *gets up and dusts himself* Don't worry about it.

The three turned to Cars flying in the air. Only one baddie can do this: Rhino.

Nusa: More trouble is coming.

Mania: Mind if I help?

Spider-X: How can I be sure that symbiote of yours won't cause any trouble?

Mania: She won't. I promise you. Plus..*twirls her fingers* I've been a big fan of yours.

Spider-X: Ok..Toxica, let's kick into action. I have a feeling more strength is needed

Toxica: Yay!

Mania gets shocked of seeing Toxica envelop from Spider-X's body and into his Agent Toxin form. Nusa looked up and down, seeing the new suit.

Mania: Whoa..since when did you have a symbiote?

Agent Toxin: Since the last few days in New York?

Mania: *hugs his side* Arent you full of surprises?~

Toxica: *pushes Mania back with her tendrils* Don't even dare, Girly.

Mania: *pouts*

Nusa: Let's just go.

The three Spiders took off web-swinging to find out who is causing destruction. When they arrived, it turned out to be the Rhino.

Agent Toxin: This guy again.

[With Rhino]
Rhino(real name Aleksei Mikhailovich Sytsevich) once a thug for the Russian Mafia, trying to grasp the dreams of easy money now encased in more advanced powerful armor bonded to his form.

He uses his modified horn to smash away another GIGN van. The police quickly scatter as the oncoming projectile was towards them thus resulting in other police cars being trashed by the brute.

He laughed at their miserable attempt to capture him, "No good small fries!"

Bullets showered him however they had no effect on his armor as he charged at the officers, once again he uses his horn to smash away another cop vehicle to land on other vehicle instantly destroying it.

"I'm the Rhino and nothing can hurt me!" He roared.

With brute strength, he lifted another police car as the law enforcers stood helplessly watching Rhino on his rampage. One unlucky law enforcer was caught in the shadow of the thrown object as the others scattered away from the car since he tripped on his own two feet.

On the floor with hands over his head, the poor officer was waiting for his untimely death. A few tense moments that felt like an eternity passed the officer opened his eyes scanning the area making sure he wasn't dead. Once he flipped over on his side he saw that the car was suspended in midair by ropes however the ropes were webs as he noted that were connected to different lampposts.

A thud was heard followed by a sarcastic voice.."wow, Aleksei, what did you shed your shell into.. something more ugly?" Mania spoke.

"Sure looks that way." Nusa retorts

Rhino turned to face his oppressors, "Get lost, you out of Towner. This ain't your territory, and you ain't the bugs I want to squash either..but I will be delighted to squish the life out of ya if you even try to stop me."

"So you can form sentences Spider-Man usually says you have an IQ of spoon since you're a dumb animal!" Mania smirked from under the mask seeing Rhino irritation.

"DUMB ANIMAL!? Why you little punk!" Rhino said as he charged again.

The spider trio swung towards their adversary. Rhino delivered an uppercut in the air only to hit air, Agent Toxin dodged while spinning on his arms vertically before jumping off.

"Parties over here, needle brain!" He taunted swinging away from the crowd of law enforcers.

Rhino ran after him dropping the bag of money he had in his hands from the bank he had robbed. Agent Toxin, Nusa and Mania swung to where there will be the least casualties, thus leading them towards a less heavy populated area of Paris, so they hoped.

Rhino charged an ongoing truck instantly tipping it over causing a massive back up in traffic as he did he flipped over another car was the next unfortunate victim to caught in his rampage.

Rhino continued his pursuit saying, "You like being hunted, freak!?" He roared

While swinging away, Agent Toxin rolled his eyes, "Looks who talking at least I don't have a horn to tell other animals to get out of the way!"

"I maybe a freak but I least I'm not running away like a coward!" Agent Toxin said.

While running, the Rhino spotted a fire hydrant, he kicked open to cool himself from overheating. Mania had an idea with the fire hydrant. She caught it in webbing then soon swung around to be met with yet again with the Rhino about to ram her with his horn.

Mania using her momentum of her swing and flew towards armored skinned man, spun in midair along with the hydrant to meet his target head on the results; that Rhino was dazed for only a few moments allowing the make symbiote user to land a few blows, yet it proved a bit futile as the new amour skin Rhino had was impervious to some physical assault.

''How does Spider-X put up with these fools? It's absurd.'' Mania said to herself.

Agent Toxin's Spider sense rang as a honk from truck was heard, leaping out of harm's way the truck stood no chance against Rhino as it was obliterated on impact. The Rhino finally out of his daze looked angered as he ripped the motor from under the hood of the truck.

The driver luckily got out in time before he faced the assault on his truck with his own motor. Rhino finished it off with him slamming dunking the motor on the load.

"Stupid truck making me lose spider poser." Rhino growled

Standing on a lamppost not too far away, Mania sighed while face palming herself, "Above all the villains that had to rob a bank we end up with, we had to fight the stupidest of them all. If it were up to me I would definitely ended your social life! So congratulations rhi-horn, you took your frustration out on a defense truck. How do you feel?"

Her answer: the motor being thrown at her while it missed him it hit the building behind him. Rubble fell to the unsuspecting mother and daughter walking under the debris, Agent Toxin cursed mentally as he slingshot towards them grabbing them both and leading them away towards safety.

Spider-sense flared again as Agent Toxin looked in time to see the charging human rhino coming at him full speed, with nowhere to go but up he jumped as high as he could wall crawling on the building the motor went through. Lamentably, he did not make far as he would have like for part of the building structure collapsed along with him.

Rhino grabbed his ankle thrashing him around as a ragdoll on top of the bricks. The male Spider-Hero grunted in pain though it was tolerable to a point when he was flung threw the air towards another part of that town towards an unsuspecting ice rink.

Crashing through the building startled a lot of people who were Ice-skating soon the building started shake some thought it was earthquake others looked at the outside the window to see a rhinoceros coming straight at them.

[Timeskip]
People yelled to get out of the way as the Rhino charged in the building, he grinned as he looked at a semi-limping spider walking towards him he kicked him over his back as his foot came to view with his face. "Say nighty night, bug boy."

In pain, Agent Toxin couldn't muster the strength to speak, Rhino enjoyed a few more seconds of gloating. It cost him as something wrapped around his feet and something sticking to his armor. He turned to see Nusa and Mania.

"I don't think so, Bug guy." Mania spoke.

She and Nusa pulled Rhino away, as the male Spider-Hero got up and his symbiote healed him and turns to Mania.

"You ok, Spidey?" Mania asked concerned.

"Thanks to you two..yeah" Agent Toxin spoke as he got up.

With Rhino distracted, Agent Toxin got ready to slingshot his old adversary Rhino square in the chest.

"Won't do you any good small fry." Rhino charged head on.

Spidey flew at him with feet looking to do some damage apparently it wasn't quite what he was expecting really. One moment Rhino was charging at him, the next he flew across the building into several other buildings leaving behind his figure imprinted on the wall.

"Take that Rhino...uh...Rhino?" Agent Toxin question, while tilting his head to the left

Spidey got out of a somersault spin from launching at his foe, he looked around for the muscle brain buffoon.

"Hey web freak!" Rhino called out.

The three heroes turned to Rhino, who is now getting back up.."You don't think I can take a hit?!

"Buddy.. we're not even through yet." Agent Toxin said.

Nusa and Mania turned to see people nearly falling of of buildings.

"You two, go help those people." Agent Toxin spoke to them.

"But what about you?" Mania asked.

I'll be fine, now go!" He tells them.

"Be careful." Nusa said as she and Mania zipped away.

"Poor little Spider..all alone." Rhino sneered.

"A Big oaf like you should know this Spider's got bite." Agent Toxin remarks.

And with that, cue the rhino charge. Jumping up in the air, he sailed over the Rhino's head. Mid air, he twisted, shot a web at a car and with a quick pull, the car exploded on Rhino's back.

"Well first you're gonna have to pay some insurance bills..and then hospital bills and did you pay your rent yet? Wouldn't want you to get kicked out. Or are you still living with your parents? How's Mister and Miss Rhino? All good, I hope." Agent Toxin joked

"Will you shut up!" Rhino came charging out, smashing his fist on the ground and causing a shockwave. "You think a trick like that's gonna stop me? I've upgraded my armour way beyond what was before."

Agent Toxin chuckled, "Oh really? You got a breath freshener in there? Cause, yikes I don't think it's only your armour that got deadly."

Flipping back, he watched as his enemy growled before crouching low, both fists in the ground. Slowly, two large poles sprouted from his back and a weird whirring noise was heard.

"Not only is this suit made of Vibranium, making it indestructible, but I had a chat with Electro and guess what Spidey." Rhino spoke to Agent Toxin

"He gave ya a back massage? Cause ya gotta admit that suit don't look comfortable." Agent Toxin spoke

"No you idiot! These two towers have electricity running in them, playing of each other and when they reach the top, it's either a big ray gun..or a big boom." Rhino chuckled.

"Great, mister horny over there decided to use more than brawns this time. Well good thing it's been a year and I have my own secrets." Thought Agent Toxin, "While that's nice to hear Mister I-Got-New-Toys, I hate ta break it to ya but I got some toys of my own. And they are way better than the so called "Rhino Blaster" you got!"

With that, The spider hero's left wrist open to reveal his web gadget shooter forming and with a few web shots, he made sure Rhino wouldn't be getting away from the pavement.

"What's this supposed to do?" Rhino wondered.

"It's supposed to keep you there, my gigantic friend." He said as he jumps onto Rhino's back.. "Now, let me just pull out some wires eh? Didn't think of this did ya? Hey, Karen. Are you online?" Agent Toxin spoke to his A.I via his tech glasses underneath the mask

"Hello Mister L/n, it seems you have found yourself in quite a predicament. How may I help." Karen spoke

"Hey Karen, Rhino decided to be grumpy today so I need to put him back in his cage. You see these two poles, can you show me the schematics and the wiring. I need to disable them and fast." Agent Toxin asked

"Very well. Rhino suit blueprints being mapped up. This will take a few minutes." Karen said

"Got-Whoa!" Agent Toxin shouted as Rhino finally managed to break through the webbing.

"Don't know what you did Spiderman, but it won't be enough. I don't have to sit still, I can move just fine." Rhino said

And with that Rhino started going on a rampage, trying to get Agent Toxin off his back.

"Alright big guy, time to knock you out." Agent Toxin spoke

With that, Y/n jumped up high in the air causing Rhino to stop and turn in his confusion. Shooting two lines on either side of the target, Y/n used a good deal of his strength and was launched at insane speeds towards the walking tank.

Rhino smirked, expecting Spidey to break his leg or something. Imagine his surprise when he felt himself being lifted up and thrown across the street, before landing with a big THUMP.

"Huh what the hell is your face made of?" Agent Toxin grumbled.

"From Vibranium ya dunce! Why is your leg not broken!" Shouted a very pissed off Rhino. "Like I said, I got some new toys as well. Including a suit lined with Vibranium, meaning most of the impact was absorbed." 'Though from now on, I'm gonna have to get the other suit out for this guy.'

Rhino stomped his foot in anger before charging.

"Hey Karen, any chance ya got the schematics ready?" the hero asked.

"80% done." She replied

"I'll take that as a no." The hero remarked

Agent Toxin jumped over the charging boulder of a man and changed his web fluid from normal to a more explosive one. "Alright big guy, time for a bang."

Twisting in mid-air, web shots rained down onto the hulking figure with startling accuracy. Soon a big cloud of dust covered the street.

"Eh, hopefulllllll-Rah!' Out came charging Rhino, "Nope, why would that have worked. He has a freaking Vibranium suit on...oh, i'm so dumb .

With that, Y/n quickly exchanged his explosive web fluid with a more shocking feature. "Alright ugly, time to get lit!"

"What are you tal-AHAHHHHHH"

Rhino roared in pain as the shot web globs he fired pumped electricity that ran through his body armor..

"Scan complete. Manual removal of the green wire shall stop the electrical build up." Karen spoke

"Awesome, thanks K." Agent Toxin spoke

Swinging down quickly, Agent Toxin landed on Rhino's protected back. He did an X-ray scan, looking for some specific wires that power his suit..

"Huh, probably so he wouldn't be electrocuted by his own attack. I'll have to think about that."

Creating a blade with the symbiote, he slashed the box open and finding the wire, he pulled.

With a big slump, Rhino fell forward beaten while the poles shut down.

"Phew. That was close. K, I need you to start working on all the stats of this thing. I do not want to have to wait until the last minute again." Agent Toxin

"Of course Mister L/n.."

"Why must you cause such trouble, Horn-Boy" Agent Toxin spoke to the knocked out Rhino.

"Is all the villains you fight this dumb?" Toxica questioned in his mind.

"Sometimes, yes." Agent Toxin replied.

[End of Fight]
S.H.I.E.L.D came by and took Rhino in their custody as Ladybug, Cat Noir, Ghost Spider and Spinneret. The spotted heronie then used her miraculous ladybugs to fix the damage caused by Rhino.

Ladybug: I'm

Spider-X: Well..we had some extra help.

Spinneret: Who do you mean?

???: He means me!

Mania then appear out of nowhere, shocking the heroes..

Mania: Hi. *hugs Spider-X with his face close to her breasts* Hey, Spidey~

Spider-X: Uhh...

Ghost Spider: *glares at Mania* And just what are you doing?

Mania: Just hugging my new favorite Spider-Man. Jealous?

Spider-X: *frees himself* Yeah, you cant do that. Mostly because..

Spinneret wraps around Spider-X, alongside Nusa, Ghost Spider and Ladybug..

Y/n: These four are my girlfriends.

Mania: Damn..you have your own harem?

Ladybug: We all fell in love with this guy.. and he accepted us.

Mania: You are one lucky guy.

Spider-X: I know.

Mania: Til next time, Spider-Man.

The symbiote girl then jump away from view leaving the heroes alone.

Spinneret: Something tells me we won't hear the last of her.

Spider-X: No, we will not.

[With Mania]
The Symbiote Girl then swing onto a clear hiding spot where no one could see her. Her white eyelids closed as the face peels off to reveal..Andrea with

Andrea: I-i can't believe we did that..

a medium sized goopy head emerged from Andrea with sharp white eyes, elongated jaws and fangs looking at it's host.

*replace Eddie with Andrea*

Mania: Come on. We both know that you wanted to do that to Spider-X. The lewd dreams you had of him.

Andrea: *shakes her head* NONONONO!! I don't think like that!

Mania: Have you forgotten that I can see your memories and dreams? You cannot lie to me.

Andrea: Well..

Mania: *smirks* I'm right, am i?

Andrea: Shut up..

[I'm ending the Prequel chapter here. The real StarTrain chapter will come next week with us getting the Power Stone. See ya]