MASKS WERE OFF as the three Spider-Men stood on a rooftop with fellow hero Specter. The two Peters looked at their other variant, also Peter Parker (Andrew), who rested against a railing. They continued talking and Peter (Andrew) looked up at Peter (Tobey).

"So...you have web-blood?" He asked before darting his eyes at Peter (Tom).

"No." Peter (Tobey) emphasized. "I just have glands in me that produces it." The older Spider-Man tried to explain why he doesn't need web-shooters.

"That's...kinda gross." Peter (Tom) replied.

"Well, at least he doesn't run out of it. Right?" Y/N chimed in.

"No...and yes?" Peter (Tobey) thought back at when his stress caused his powers to dilute. "It's complicated."

"Well, I make my own webbing. Just saying." Peter (Tom) tried to flaunt.

"Really?" Peter (Tobey) replied and examined his Iron-Spider suit. "The suit too?"

"Uh..."

"Look." Peter (Andrew) interjected and looked at Y/N. "We're straying away from the point. So you three are not from here?"

"No. This Peter and I are from a different universe and so is this Peter." Y/N answered as he pointed at the two Peters.

"So there's a multiverse?" Peter (Andrew) asked with a furrowed brow. "That changes how we understand the initial singularity. We're talking about an eternal inflation system..."

Peter (Tom) raised his arms. "That's why I was saying!"

"So there's different worlds with a different Spider-Man?" Peter (Andrew) looked back at Y/N. "So then what are you?"

"I'm Specter. I don't shoot webs or stick to walls."

"Yeah, I noticed that when you took down Rhino."

"In his world they have other heroes. Captain America, Iron Man, all of them." Peter (Tobey) said.

"Tony Stark? We have him too but he mostly operates on the West Coast." Peter (Andrew) stated. "I also got a buddy who calls himself Daredevil that operates a few miles out."

Peter (Tobey) scoffed. "This world has others too? Now I'm starting to get pissed off."

"Wait. You're saying Tony's still operating?" Peter (Tom) asked.

"Yeah. Why?"

Y/N noticed the young man's body language upon hearing that Stark was alive in this world, at least a different one.

"In our world he...uh...passed. He was a good friend of ours." Y/N told him.

"Wow. I'm sorry to here that." Peter (Andrew) said.

"He saved our universe." Peter (Tom) added. "And we need your help to not only keep ours safe, but yours as well."

"What do you mean?"

"Three of our most cunning villains were transported into their world. They plan on using some device to mess with reality." Peter (Tobey) explained.

Peter (Andrew) stood up and looked at the older man.

"Who?"

"I don't know if you've encountered them here yet. But I'm talking about the Green Goblin, Doctor Octopus, and Electro."

Peter (Andrew) has only encountered two of the three so far. It also hurt remembering back at the day he fought both Goblin and Electro, the same day Gwen died.

"Okay." He simply replied. "So what's your plan? How do we go back to your world?"

"Uh, that's the problem. We don't know." Y/N answered.

"Great news." Peter (Andrew) said sarcastically.

"You wouldn't happen to have a Doctor Strange in this world, would you?" Peter (Tom) asked.

He nodded. "Uh, we do actually. He hasn't been seen recently but I do know where he stays."

"The Sanctum?" Y/N asked.

"Yeah...whatever you call it." Peter (Andrew) responded as he put on his mask. "Let's go see if the Doctor's home."

The four heroes made it to Bleeker Street where the Sanctum Sanctorum was. To Y/N and Peter (Tom) it looked the same, which honestly didn't surprise them since Sanctums were crucial in a world's safety. They guessed it had to look the same.

Peter (Andrew) knocked on the door and after a moment of waiting, it opened by itself. They walked through, seeing the usual stairs in the middle of the room along with the decor the sorcerers were usually fond of.

"So, where is he?" Peter (Tobey) asked.

"I'm not taking appointments at the moment." A voice called out from the top of the stairs.

They looked up and saw the man wearing similar clothing to Y/N's Doctor Strange. The robes were sleeker and a brighter blue with his cloak being also a brighter red.

He also didn't look like Strange. Just like the Peter Parkers, his appearance differed from the other world's Sorcerer Supreme.

A/N: Portrayed by Ewan McGregor.

"But I guess I'll welcome walk-ups." Doctor Strange told them.

"Woah, you look different." Peter (Tom) blurted out.

"I don't know what you mean..." He studied the young man and looked at the rest of them. "Yet I, myself, don't understand this."

"Look, Doctor, these three are from another world. A world like ours that is in danger. If we don't stop what's going on there, it could put ours in jeopardy." Peter (Andrew) explained.

"A multiversal crisis?"

"Uh...yes."

"That explains why I'm seeing three guys in red and blue and a dude in a glowing suit." Strange replied. "Follow me."

They followed the sorcerer down the hallway as he continued speaking.

"I haven't been out much since I did sense a issue in our reality. I tried my best to study it with a few colleagues but we couldn't pinpoint what exactly caused it."

"Our Doctor Strange said that worlds are starting to collide." Y/N spoke.

"Well, of course, that is a glaring consequence during a crisis like this. They should call him Doctor Obvious."

They walked into a room similar to the one the original Doctor Strange showed Peter (Tobey), Y/N, and Peter (Tom). Strange tapped on the globe and showcased the same strands of light from before.

"This is the timeline we're in right now." He pointed. "It has bumped into a couple different ones so far, but nothing too drastic."

"What about mine?" Peter (Tobey) asked.

He sighed. "There's too many strands to know exactly. I'm sorry. But there is one that seems to be affected the most."

He zoomed in and showed one strand colliding with multiple.

"What are the chances that's ours?" Peter (Tom) asked Y/N.

"Knowing our luck, it is. It would explain why three different bad guys showed up."

Peter (Tobey) looked at Strange. "That's where we need to go."

"You think I can just cast a spell, open some sort of portal, and send you there?"

There was slight pause as they four heroes looked at the sorcerer.

"Of course I can. I'm the Sorcerer Supreme. Or at least I thought I was the only one."

Doctor Strange grabbed at the strand of light and started looping it around his hands. He tossed it in the air and it formed a portal, the Sanctum from the original timeline shown through it.

"That was easy." Y/N remarked.

"Go on and save your world and...whatever." Strange extended his hand towards the portal, and Peter (Tom), Peter (Tobey), and Y/N walked through. Before Peter (Andrew) can follow, Doctor Strange grabbed his shoulder.

"I'm counting on you to alleviate this problem before it can spill through to ours, Spider-Man." He told him.

"You can count on me." He replied, then went through the portal.

• • •

THE PORTAL CLOSED behind them and the group walked through the corridors of the Sanctum. They heard voices in a room, and upon entering saw Happy, May, and MJ.

"Peter!" May exclaimed as she ran over to hug him and MJ did the same.

Y/N looked at Happy. "Do I get a hug?"

The guests immediately noticed the two other Spider-Men in the room.

"Oh..." Peter (Tom) noticed their confusion and went over to introduce them. "This is Peter and this is...Peter. They are me from another universe."

The two Peters took off their masks, the older one giving an awkward wave.

"Are you sure?" Happy replied and pointed at Peter (Andrew). "He's way taller and has sleeker hair."

May elbowed Happy in the side and Y/N walked up to them.

"It's a lot to explain at the moment, even we find it all confusing. But that guy from the courthouse, the Goblin on the bridge, they're a part of this whole crisis." He explained.

"Those guys have been a problem." Happy said.

Peter (Tom) wondered how long they've been gone from their current universe.

"How long has it been since they struck Oscorp?"

"About a few hours." MJ answered. "The wizard just brought us here an hour ago."

"Where is he?"

At that exact moment Doctor Strange came into the room and was surprised to see them.

"Where have you been?" He asked the heroes, then noticed Peter (Andrew). "You went to get help?"

"Accidentally." Y/N answered. "Look, Octavius and Osborn are using some reactor from Oscorp for something. They even have this guy called Electro helping them."

"I think I've noticed. Parts of the city have experienced a blackout throughout the day."

"Do you know where they can be?" Peter (Tobey) asked.

"No clue as of now. But I'm sure they'll strike again soon." Strange replied.

"Then we need to prepare." Peter (Andrew) told them. "The combined forces of Electro, your Goblin, and this Octopus guy isn't going to be a walk in the park."

"But they've never had to go up against three of us. Plus a guy with ghost powers." Peter (Tobey) added.

Y/N shrugged in agreement. "Once we get an idea of where they can be. We'll move."

"It's settled then." Strange said. "Now if you'll excuse me, I have something to take care of."

• • •

THE THREE PETERS got to talk with one another and with Peter (Tom)'s friends and family. Happy still joked that Peter (Andrew) was way too pretty to be him, which annoyed both MJ and May. Peter (Tobey) got to share some of his life experiences and what he's learned from them.

Y/N walked up the group after trying to call Wanda again, who still didn't answer. He was starting to get worried and wanted to get this over with quickly so he can check in on her.

Peter (Tom) had a similar problem. Ned wasn't picking up his calls and wondered where he was. MJ assumed their friend was with their parents probably leaving the city after the sudden attacks. After what happened in London they've been pretty cautious about everything.

"So your body makes webs? That's disgusting." Happy spoke to Peter (Tobey).

"It was weird at first. But I got used to it."

Happy looked at Peter (Andrew). "Do you have some weird difference? Do your shoot webs out of your...?"

"Hap, come on." Peter (Tom) chuckled.

"There's literally three of you. This is a once in a lifetime experience and I need to ask all the questions I can."

May decided to speak, looking down for a moment before doing so.

"How was...how was your Ben like?" She asked them.

That question caught not only the two multiversal Peters be surprise, but also Peter (Tom).

"May..."

"No, it's fine." Peter (Tobey) said somberly before looking at May. "I have a feeling he's...um..."

May sighed, knowing what he was asking. "Yes, about eight years ago."

"I'm sorry." He apologized before he continued. "He was great. Amazing in fact. He was basically my father."

"He didn't have to be. But he was. And I loved him for that." Peter (Andrew) added. "But sometimes I look back and think I could've done things differently...said things differently."

Peter (Tobey) understood what Peter (Andrew) meant. The lasts words they said to their respective uncles were out of anger.

"When he died I understood that my powers were a gift. With that power I had the responsibility to use it for the greater good." Peter (Tobey) said. It was also what he was teaching Miles back in his world.

"With great power comes great responsibility." Peter (Tom) reiterated the words his uncle once told him. The two Peters nodded in agreement as it was the same lesson their uncles taught them.

He continued. "There is no finer words that has ever been spoken to me. Ben is the reason I wake up everyday and put on my mask. It doesn't matter if everyone knows who I am now, I'm not going to stop. He's the reason I'm Spider-Man."

MJ held Peter (Tom)'s hand and the two smiled. May and Happy also shared their own grins.

"We all had somebody in our life that inspired us." Peter (Andrew) remarked. "Looks like Ben makes an impact in every universe."

Suddenly, MJ's phone received an alert. She showed it to Peter (Tom) who grabbed it and looked.

"There was a power surge in Time Square." He informed them.

"Could it be Electro?" Y/N asked.

Peter (Andrew) recalled his battle with Max in that same place. "Definitely."

Peter (Tom), who now sported his upgraded red and black suit, picked up his mask. "Let's end this."

• • •

ELECTRO LEVITATED OVER Time Square near the New York Times tower. Doc Ock was on it, waiting on Osborn's return from whatever errand he was on. The two villains had been there to serve as a distraction in case the Spider-Men and Specter returned from wherever they went to.

In the distance they spotted the heroes, along with their new addition. Electro glared as he recognized the suit of one of them.

"Would you look at that..."

The three Spider-Men and Specter landed in the middle of Times Square, which had been evacuated and made barren due to the arrival of the villains. Electro descended and looked at them.

"I see you've brought a guest." Electro said and looked at Peter (Andrew). "One with prior history."

"Hey, Max! You look...different. Yellow suits you better." He replied.

"You killed me! Now I'm going to return the favor."

"Kill is quite a word, don't you think? I'd say you just disappeared into nothingness."

"I'll fry you into nothingness!"

Electro shot a bolt toward them which the heroes dodged. Doc Ock climbed down from the tower and joined the fight.

A bolt shot towards Peter (Andrew) and he flipped over it. Peter (Tobey) shot a web-line at Electro and pulled him to the floor, his web-shooters fortunately not affected by the electricity.

"You magnetized them?" Peter (Andrew) asked Peter (Tobey).

He looked back in confusion and Peter (Andrew) quickly realized.

"Oh, right."

Doc Ock was fighting Peter (Tom) but was joined by Y/N. Specter phased through one of his swipes and kicked him to the floor. Peter (Tom) tried tasing Ock again, but one of the arms grabbed him and threw him down the street.

"What's with you and all this rag dolling?" Y/N asked and flew at Doc Ock again. Suddenly, he was hit by another opponent and heaved into the side of a building.

Specter groaned and looked up to see a towering man in dark green armor who had a tail with a stinger at the end of it. His faceplate retracted and Y/N saw the man within.

A/N: Portrayed by Michael Mando.

"Who the hell are you supposed to be?" Y/N asked. "Let me guess, you call yourself the Scorpion?"

"Indeed I do." He simply answered. "Tasked to kill anyone associated with that damn kid, Spider-Man."

He jabbed his tail down at Specter who rolled away in time to avoid it. He flew forward and tackled Scorpion to the floor, but he wrapped his tail around his torso and held him up.

"I heard you died, vato. Now I'm gonna make sure you stay that way."

"If you heard a lot about me, then I'm pretty sure you know I can do this."

Y/N phased out of his hold and punched him across the face. He stumbled back a bit before thrusting his tail forward again, but a web held it back.

"Scorpion! How you doing, Mac?" Peter (Tobey) exclaimed as he recognized the villain. He quickly zipped towards him and kicked him in the face.

The heroes continued fighting Doc Ock, Electro, and the newly arrived Scorpion in Time Square. The inexperienced Mac Gargan was the first to be taken down and the four engaged the two remaining villains. Before they can, Electro charged his body and emitted a large shockwave, pushing the heroes back and causing a momentary black out.

When they got up, they noticed Electro and Doc Ock fleeing. They were going to give chase, but they suddenly heard a whir of a glider above them.

The Green Goblin.

"You are blinded by your sense of justice to see clearly!" The Goblin yelled. "So blind that you don't recognize when only one out of many need help."

He looked at Peter (Tom) with a menacing smile, then lifted an arm to press a button on his wrist. Peter (Tom)'s spider-sense blared before there was an explosion on top of the New York Times Tower.

"We are who we choose to be. And you've already chosen." The Goblin cackled. "Unfortunately, your friend suffered the consequences."

It immediately clicked in Peter (Tom)'s head. It was as if he had tunnel vision and ignored his colleagues as he swung up towards the top of the tower.

He made it to the roof, looking around the scorched area as debris around him emitted smoke. He only took a few steps forward before spotting a body beneath rubble, one he instantly recognized.

Ned.

He took off his mask and ran over to him, lifting the debris off of him and pulling his body out. There were rips in his clothes and blood coming out of his mouth.

"Ned." He tried waking him, even though a part of him knew the chances were slim. "Ned. Come on, brother. Ned?"

He was still unresponsive. He checked his pulse and didn't feel anything. His fears came true but he didn't want to accept it. It hurt too much.

His best friend was dead.

"Ned..." Peter (Tom) sobbed as he held his body closer. He felt like he failed to do what he promised, which was to protect the ones he cared about.

How could he have not realized this? When Ned wasn't answering his calls, when he wondered where he was. If he would've been a better friend...a better hero...he would've known and looked for him.

Peter (Tom) heard a cackle fading in the distance, and looked up to see Green Goblin flying away towards the Statue of Liberty.

He glared as the rage built up within him. He was going to make him pay.

He wanted him dead.