BECK, PETER, AND Y/N sat at a bar. The older man held a beer bottle in his hand while Peter drank his soft drink through a straw. Y/N also had his own drink, which was a lemonade.

Quentin had his Mysterio armor on. Y/N still wore his stealth suit albeit without the mask. Peter discarded his stealth armor but sported the breathable athletic wear he had under the suit.

"Hey." Quentin spoke after noticing Peter's still dejected state. He recalled the words Fury told him.

"You gotta celebrate. You did good tonight." He added as he pat the young man's shoulder.

Peter sighed. "Fury was right. Tony did a lot for me so...I owe it to him, to everybody."

"Do you?"

Y/N decided to chime in. "He gave us a chance to be more. Be the heroes we had the potential to become."

"He wanted me to be more." Peter emphasized. "And Fury wants me to live up to that."

"And what do you want, Peter?" Beck asked. He looked at Y/N too. "Y/N?"

"What do you mean?" The web-slinger asked.

"What do you want? Right now. Peter and Y/N. I know you're thinking about it."

"I wanna enjoy my trip." Y/N replied. "I wanna spend time with my friends. Hang out with my girlfriend. Eat the different snacks throughout Europe."

Peter let out a chuckle and nodded, agreeing with his friend.

"I want to go to the top of the Eiffel Tower with the girl who I really like and tell her how I feel..." Peter said. "And...give her a kiss."

Beck widened his eyes and snickered like a teenager. Peter scoffed and chuckled.

"Shut up, man."

"You're not gonna do that are you?" He asked.

"Well, the Eiffel Tower is not an option anymore." Y/N chimed in.

"There are still lots of places aside from Paris." Beck replied.

"I can't anyways." Peter said.

"Why not?" Beck asked.

"Because I have way too much of a responsibility." He shot back. "Feels like what I do...gets in the way of the things I want."

Y/N understood his plight, but that was just the way of being a hero. He and his friend were going to have to live with that...unless they decided to give it up entirely. But that wasn't going to be in Y/N's plans anytime soon.

The teenager looked at his phone, seeing the time. He felt like it was best to get back to the hotel.

"I gotta go." He looked at Peter. "You coming or you gonna stay a bit more?"

He shrugged. "I'll stay a bit and finish my soda."

"All right." Y/N replied and then looked at Beck. The man smiled back.

"In a rush? The lady back at the hotel expecting you?" He asked.

"You could say that. I left her at the opera house so I want to make it up somehow."

Beck nodded and extended his hand. Y/N shook it and smiled at Mysterio.

"Uh...you said before that your world could've used people like us. Well, our world is in good hands with you here, Quentin."

"I appreciate it."

Y/N nodded and started to walk away. He looked down and saw a pair of glasses on the floor. He bent down to pick it up and immediately realized they were the EDITH glasses.

"Peter, dude." He tapped his shoulder and handed it to him. "You dropped these."

"Oh, crap." He muttered. "Thanks."

"Be careful. We can't be having multibillion-dollar accessories just lying around in Prague." Y/N said with a snicker and left the bar.

Beck looked at Peter, who was holding the pair of glasses. "Are those the—?"

"EDITH glasses, yeah."

"They were just on the floor?"

Peter nodded in embarrassment. Beck quickly brushed it off.

"Try them on. Let's see how they look on you." He told Peter.

"Yeah?"

"Yeah."

Peter put the glasses on and faced Beck. The man stared at the teenager as if he was critiquing the look.

"I actually really like them." Peter admitted.

Beck finally spoke. "Can I be completely honest with you?"

"Please."

"They look really stupid."

Peter paused. "Oh."

"But maybe they have a contact-lens version." He replied to lighten up the remark.

Peter took off the glasses and handed them to Quentin. "You try them on."

"No, come on."

"Try them on."

"I don't wanna try them on."

"Just put them on."

Beck finally relented and put the EDITH glasses on. He looked at Peter.

"What do you think, kid?"

Peter stared at Beck for a moment. For some reason, the man wearing the glasses reminded him of Tony. Maybe it was the facial hair and expression, but it just did.

"Next Tony Stark, I trust you." Peter muttered to himself as he looked down. The next time, he emphasized it. "For the next Tony Stark, I trust you."

"What?" Beck asked.

"Mr. Stark left me a message with those glasses. For the next Tony Stark, I trust you."

"I'm still not following. How many of those soft drinks have you had?"

Peter continued. "He knew every mistake I ever made. He must've known that I wasn't ready for something like this."

"Then why did he give it to you?"

"Maybe he didn't trust me to have EDITH, he just trusted me to pick who should. It makes much more sense. He knew I'd do what's right. And he's not gonna give them to Fury because Fury would just give himself EDITH."

"You're probably right." Beck replied. "And what about Y/N?"

"He's not really fond of this type of tech. That's why he prefers the first suit Tony made him instead of the one made of iron."

"Barebones. I get it."

Peter held the glasses and thought. "The world needs the next Iron Man. And it can't be me. I'm a 16-year-old kid from Queens."

"You're selling yourself short there, Parker."

"I'm okay with what I have now. I can never live up to what Mr. Stark was. It needs to be an adult with some experience and that is good like him, like you."

"No. Peter, come on. No." Beck replied as he took off the glasses. He put them on the pub table.

Peter grabbed the glasses and put them on. "EDITH?"

"Yes, Peter?"

"Hi. Yeah...I'd like to transfer your control over to Quentin Beck."

"Peter, what are you doing?" Beck asked.

"Doing the right thing." He replied.

"Any transfer will require confirmation."

"Stark gave you the glasses." Beck exclaimed.

"Stark gave me a choice." Peter shot back. "It's my choice to make, okay? And I'm gonna make it. Look, you're a soldier, a leader. You stopped the Elementals. You saved my life. You saved the world, okay? He'd want you to have them."

Beck stood quiet. Peter continued.

"Like Y/N said, the world is in good hands with you here."

"Waiting for confirmation." EDITH spoke.

"Confirm."

Peter waited a moment before taking off the glasses. He handed them back to their new owner, Quentin Beck.

"Welcome to the Avengers." He said.

Beck seemed to be genuinely grateful. He put the glasses on and looked back at Peter.

"They look good on you." He complimented.

"Thank you." Beck replied and shook the teenager's hand. "It's an honor."

"Yeah." Peter nodded and got up from the stool, slinging on his backpack. "Mr. Stark would've really liked you."

"Headed back to the hotel?" Beck asked.

"Yeah. Gonna go finally have a real talk with Gwen."

"Good luck. I'll give you a fifty-fifty chance. You're pretty awkward."

"Yeah." Peter chuckled and walked toward the door. "See you later, man."

"See you." Beck bid farewell.

Peter left the bar. Immediately, the surroundings within began to decloak as many of the occupants sitting were mere holograms. The fancy decorations and colored paint on the walls were illusions as well and in reality, the bar they were in was run down and abandoned.

Several people and Quentin Beck were all that was left in the room. Mysterio grinned menacingly and looked at his colleagues.

"See? That wasn't so hard."

Everybody laughed and cheered. Beck snickered and clapped his hands before calling out to his team.

"Somebody get this stupid costume off me!"

A couple of people removed the chest plate and cape he had and Beck was left with an all-green one-piece suit. He got up from his seat.

"All right, we got EDITH." He handed the glasses to a colleague. "Get these connected to our system."

Everybody had a glass of champagne and was yelling toast as Beck walked up in front of them. He began to speak.

"No, this is a big win, but we still got a lot of work to do." He stepped onto the bar table and looked down at his team. "Okay, toasts! Hand me that bottle, Doug."

He took the bottle and opened the cap. Before he can drink, he continued with his speech.

"To the man who brought us all together, our former boss, Tony Stark. The jester king. Literally wrapped in wealth and technology that he was unfit to wield. Like the holographic system Arthur and I designed."

He explained that Tony turned that invention into a self-therapy machine and renamed it Binarily Augmented Retro-Framing, also known as BARF. He said that he tried explaining to Tony the real capabilities of their design, but ended up firing them.

"Our life's work was made as a joke. But now it won't be. And I'll honor Arthur's memory as we continue this crusade because, unfortunately, he was causality in our facade."

The rest of the team didn't know it, but Beck intentionally killed Arthur Parks during the fake battle against the fire Elemental, wanting sole credit for the invention and leadership of the team. Even if some suspected Beck's involvement in his death, they were too afraid to question him.

"To Arthur!" Beck exclaimed.

"To Arthur!"

Beck also gave a toast to William, a former employee of Tony Stark and Obadiah Stane, who integrated his weaponized drones with Quentin's illusion tech. He also credited Guterman, who came up with the fake backstory for Beck. He then thanked Victoria, who hacked into satellites to trick Nick Fury into thinking the Elementals were moving locations. Beck finally pointed to Janice, who he thanked for letting them know that Tony posthumously handed down EDITH to his protégés, Peter Parker and Y/N L/N.

Quentin continued. "Tony Stark is gone. There is a window of opportunity, and someone will step up. But these days, you can be the smartest guy in the room, the most qualified, and no one cares. Unless you're flying around with a cape or shooting lasers from your hands, no one will even listen."

There was a beat. Beck chuckled.

"Well, I've got a cape and lasers. With our technology and with EDITH, Mysterio will be the greatest hero on Earth! Then everyone will listen!"

The crowd cheered.

"Not to a boozy man-child."

"No!"

"Not to a couple of hormonal teenagers."

"No!"

"To me...and my very wealthy crew." He held up the bottle. "To us."

"To us."

He shouted again. "To Mysterio!"

"To Mysterio!"

"To Peter Parker."

"To Peter Parker!"

"Poor kid." Beck mumbled as he brought the bottle down. He then called back out to the crew before stepping off the bar. "Let's get to work!"

• • •

BACK AT THE hotel, the students were packing up their stuff. In the morning, they were going to fly back to the U.S because of all the Elemental attacks that happened during the trip.

Still, Peter didn't want it to end so quickly. He still wanted to have a somewhat romantic time with Gwen. So the teenager mustered up the courage to ask her out. He didn't give any details of what his exact plan was for the night, but Gwen happily obliged anyways.

The two teenagers walked across a bridge. The stars were out and there was a nice breeze as they strolled through the night. Peter was still pretty fidgety as he tried to spark conversation.

"I'm glad we're doing this." He said.

"Yeah, me too." She replied.

"To see the city a bit."

There was a pause before Gwen spoke again.

"You know...they used to execute people on this bridge."

"Oh. Really?"

"Yeah. MJ told me that."

He chuckled. "Sounds like something she'd know."

"She said that they'd put them in baskets and drown them in the water." She looked at Peter. "Sorry. Pretty morbid."

"It's not as morbid when you say it." Peter replied.

There was silence again as they walked. Their hands were almost touching and Peter wanted to hold her's. He pulled his hand back out of nervousness but didn't notice that Gwen tried to do the same.

"There's this thing I've been wanting to talk to you about...for a while." Peter said.

They stopped at the other end of the bridge. Gwen turned around and faced Peter.

"Yeah?"

"It's our last night in Europe and I had this plan that I wanted to tell you." Peter stuttered for a bit but finally composed himself. "I'm just gonna tell you. Gwen–"

"I have feelings for you too, Pete." She said, knowing what he was trying to say.

This came as a shock to Peter. He was speechless for a moment, but his awed expression turned into a smile.

"You do?"

She got close to him. "You've been there for me ever since I moved to New York and enrolled in Midtown. We share the same love for science, but what sticks with me is your charm, your selflessness, and in a way..." She giggled. "Your awkwardness."

Peter blushed at her compliments. He couldn't believe this was happening. For a second, he thought this was all a dream and that he had been knocked out during the fight with Living Laser.

"Gwen...you're the most beautiful girl I've ever met. Not only on the outside...but on the inside especially. You've always had my back and supported me through the things I do. In a way...you complete me."

Gwen smiled and got teary-eyed. She leaned in and kissed Peter, and the boy reciprocated the act. She pulled away and rubbed the sides of his shoulders.

"I also know that you're the Silver Centurion." She revealed.

The look of shock came back on Peter's face. "Uh...what? I–"

"Don't even try, Pete. I know. I'm very observant. How do you think I found out Y/N was Spider-Man?"

Peter nodded. "Right."

She arched a brow. "So you're admitting it?"

He chuckled. "So you're not sure?"

"I'm like...99.9% sure. I just want the confirmation."

"Then...yeah."

"Cool." She replied with a smile, then took off her backpack and unzipped it. "Now I can ask you about this."

Gwen took out a piece of a drone from the fight at the festival. It had Spider-Man's webbing on it. Peter looked at it but wasn't sure what it was.

"What is that?" He asked.

"I thought you would know." She replied. "Maybe we can go back and check it–"

Suddenly, the piece of machinery whirred and emitted a blue light. Out of fear, Gwen dropped it to the ground and a hologram came out of it.

For a few seconds, it displayed a monster made of smoke. The two were startled as they looked at the projection before it shut off.

"What the hell was that?" Peter asked as he looked around.

"I don't know."

Peter slowly went up to the piece of technology and picked it up. He began to look at it.

"What is it, some kind of projector or something?" Gwen asked.

"Yeah, but it's really advanced."

"It...it looked so real."

"Yeah. Really real." Peter muttered.

Gwen shook her head. "Wait, does that mean that–?"

"The Elementals are fake?" Peter interjected. "That doesn't make any sense because we were there, right? There was fire and destruction, and...who would do something like that?"

The machine whirred again in Peter's hand and a projection came out of it. It showed the smoke monster again but this time it was battling someone else...

"Mysterio." Gwen muttered.

Immediately, Peter's eyes widened as he realized his mistake. He spun around and looked at Gwen.

"Oh, man...I really messed up."

"Peter?"

"We have to get out of here. I need to talk to Y/N. Come on!"

Without hesitation, the blonde followed Peter and ran across the bridge.

• • •

QUENTIN BECK WAS rehearsing his fight against the final Elemental in their hideout. Janice, Guterman, and Victoria stood around while William was on the balcony manning the drones.

"Make sure every drone is weapons-hot. We need maximum damage." Beck told William.

"That is gonna cause a lot of casualties." Guterman remarked with a chuckle.

"Oh, yeah. More casualties, more coverage. I gotta cut through the static. London is a beautiful city, and it will suffer, but they can rebuild." He replied. "If I'm gonna be the next Iron Man, I need to save the world from an Avengers-level threat."

Beck tapped the gauntlet on his motion-capture suit and the drones projected his Mysterio suit onto him.

"But when its new savior descends, all those causalities will be forgotten."

Suddenly, his hand started to become blurry and it glitched out. Beck looked at William above.

"What's going on with my hand? Why is that happening?"

"Oh, uh, one of the drones that came back from the plaza was missing a projector. It's fine." He answered.

"Wait, and you're–?" Beck inhaled. "You're telling me this now?"

Quentin tapped his gauntlet and brought up separate screens of each drone's feed from that night.

"It's—It's one drone." William replied. "The image will be perfect. I promise."

"The projector is evidence. It's going to tell people what we're doing and how we're doing it." Beck deactivated his motion-capture suit and raised his tone. "I am trying to fool seven billion people here, including Nick Fury, who happens to be the most paranoid and most dangerous person on the planet. If he catches on before I kill him, he will put a bullet in my head. And nobody wants a bullet in their head, right?"

Beck forced the drones to toggle their guns and aim at the rest of the crew. They all stood there in fear and were silent.

"Pull up EDITH." He ordered William.

"Hello, Quentin."

"Hi, honey. I need a level-five search, full-resource protocol for this device."

"Magnifying. Located."

Beck saw footage of Gwen Stacy finding the projector and leaving the scene. He then saw a video of her later that day showing it to Peter Parker.

The man let out an exhale and shut his eyes. Immediately, he knew what to do to deal with Parker more easily.

"EDITH. Disable Peter Parker's Mark 3 suit. Don't allow him to put that thing on."

"Disabling."

Beck knew that Peter would inform Y/N of his findings. The wall-crawler was mostly barebones and had no tech, so to deal with him would have to be hands-on.

"You know, William, one day, after I've had to kill Peter Parker and Y/N L/N because of this, I hope you remember that their blood is on your hands!"

Mysterio glared at his people and walked out of the room.

• • •

Y/N CAME OUT of the room he shared with his friends. Ned wasn't around and he assumed he was with Betty. Peter wasn't around either. The teenager decided to visit MJ in her room.

He carried his backpack and walked down the hallway, but a door he was passing opened. It was Cindy.

They looked at each other but immediately decided to move on.

"Bye." He quickly said.

"Bye." She replied and immediately went back inside.

Y/N felt that lingering sensation within upon seeing her. He breathed in and out and kept walking to MJ's door.

He knocked and sometime later the brunette opened the door.

"Hey."

"Hey." He greeted.

MJ motioned the boy to come in. He looked back for a moment to see if any of the chaperones were around before entering.

"Gwen's not here?" He asked after noticing her roommate wasn't there.

"She went out with Peter."

"Oh, that's great. Good for them."

"About time, huh?" She asked with a chuckle.

"Yup."

Y/N sat at the foot of the bed. He saw that a foreign film was playing on her television but the sound was muted. MJ stood beside him and explained why.

"Sometimes I like to mute movies and say my own lines. Especially foreign movies. I know...pretty lame."

Y/N laughed. "No, that sounds pretty fun. And cute."

"Don't say cute." She replied with a shake of her head and sat down beside him.

They sat there in silence for a few seconds. Y/N looked down and MJ noticed his seemingly low spirit.

"Everything okay?" She asked.

Y/N sighed and scratched the back of his head. "It's just...this whole trip was not what I expected."

"Yeah...monsters made for the elements coming out of the ground, a magical being not named Doctor Strange appearing, Nick Fury hijacking the trip."

"It wasn't supposed to be that way. I wanted to leave all the superhero-ing back in New York and just...have fun here. Spend time with my friends. Spend time with you."

Y/N reached for his bag and took out the small case containing the necklace he bought her. "Like Pete, in a way, I had things planned out. I was going to give this to you in Paris. But since we're not going, you can open it now."

He held the case out but MJ didn't take it. He moved his hand back.

"Give it to me tomorrow when we get back home. It's gonna be a new day...and I want to be surprised."

Y/N let out a soft laugh and put the case back in the bag, agreeing with her request. MJ wasn't really fond of surprises, so the fact that she wanted his gift to be one meant something.

"The trip didn't go as planned, I know, but it doesn't matter to me. It could be the worst vacation ever..." She held his hand. "But as long as you're there...it's worth it."

Y/N looked at her and leaned over to kiss MJ on the lips. He parted and smiled.

"I'm supposed to be the lovey-dovey one." He joked.

"I can be a romantic too, Y/N L/N."

They kissed again, this time the embrace lasting longer. Y/N put his hands on her shoulders and then on her back as he deepened the kiss which MJ matched his intensity.

Once their tongues got involved in their kiss, the couple parted and took in a breath as they looked at each other. They knew what it was going to lead to.

"MJ...are you–?"

"Yeah." She nodded. "I'm ready."

Y/N swallowed and nodded back before he resumed their kiss. MJ gently bit on the boy's bottom lip which egged him on even more. He moved away from her mouth and placed kisses down her neck and reached her collarbone.

He wanted to peel the floral dress she had on off of her. But before he can start moving it off her shoulder, she used the strength she had to push him onto the bed.

"Whoa." He said in an impressed manner.

"Let me be in charge." She said with a sultry tone and crawled on top of him. She traced her finger down his clothed chest to his waistband. "I'm gonna make you forget all those feelings you had for Cindy."

Y/N frantically nodded. "Okay. Okay."

MJ kissed him again. He had his arms still spread on the bed and let the brunette take charge. She straddled him as their kiss deepened.

Suddenly, the door to MJ's room opened. The exclamation of their friend was the first thing they heard before they parted.

"MJ! Have you seen–?" Peter called out as he entered with Gwen. He immediately saw them on the bed and looked away. "Oh, God! I'm so sorry!"

"Peter!" MJ exclaimed and got off of Y/N.

Gwen felt bad as well. "We're sorry."

The boy groaned in annoyance as he sat up from the bed. He slapped the mattress and rubbed his face. "I should've locked the damn door..."

"Again, I'm so so sorry." Peter said again before running to the window. He made sure they were closed and shut curtains. "But I made a big mistake, Y/N."

"Bigger than barging into the room?" He asked with a side-eye.

Peter got in front of Y/N. "I gave Beck the glasses."

Y/N raised his head. "You what?"

"And it turns out...he's a bad guy."

"What?" He finally stood up. "How do you know?"

"Gwen and I found a projector that belonged to the drones he controls. Weaponized drones that projected the Elementals."

"You're saying all those monsters were fake?" MJ asked them.

"Fake in a sense...but all that damage was real." Gwen answered.

Y/N shook his head. "Shit...what are we going to do?"

"With EDITH, Beck probably tapped our phones. We have to talk to Fury in person and tell him. Then maybe we can confront Mysterio." Peter said.

Peter tapped on the watch he wore that contained his armor. It didn't work. He tapped it again. Peter then tapped it multiple times, to no avail.

"Oh...crap." He breathed out.

"What?" Y/N asked.

Peter rubbed his hair. "Beck must've disabled my suit."

Y/N shook his head. He eyed the backpack that was still on the bed. "But he can't disable mine."

He went over to it and pulled out his stealth suit. "I'll go to Berlin and talk to Fury."

Y/N took off his shirt but stopped upon looking at Peter and Gwen. They quickly turned around and let the man change. MJ didn't and decided to watch.

Suddenly, Ned came into the room. He eyed Peter and Gwen who were facing the door and saw MJ staring at the changing Y/N.

"Uh...what did I just walk into?" He asked.

Y/N finished putting on his mask. Peter chose to tell Ned what was going on.

"Mysterio is a fraud."

"But he saved me and Betty's lives." He replied.

"No, he's been faking the whole thing with illusion tech." Gwen said.

"Yeah, he's using these...hologram projectors." MJ chimed in.

"That's crazy." Ned said. "So were you all working the case? Without me? The original FOS?"

"Peter, call my dad or May, get either of them to tell Mr. Harrington that they wanted me to stay with family in Berlin, okay?" Y/N asked.

"Sure."

"I gotta go." Y/N said as he went to the window. He opened it and was ready to leap out.

"Y/N, wait." Gwen tossed him the projector. "You might need that."

He nodded. MJ went up to him and held the side of his arm.

"Be careful."

"Everything's gonna be all right." He reassured her then looked at the rest of his friends. "Watch out, okay?"

Y/N turned around and dove out of the window, where he initiated his swing through the street.

• • •

SPIDER-MAN TRAVELED TO Berlin where he surprisingly crossed paths with Nick Fury. They took an unmarked car to their base and Y/N waited until they were secure to speak.

They walked into a room and Fury was adamant and hearing what the boy had to say.

"So, is there anything you want to tell us about that girlfriend of yours?" He asked Y/N as he stood beside Maria Hill.

"He's talking about EDITH." She clarified.

"Look, Peter made a mistake. Beck has them now and he's not who you think he is." Y/N explained. "He's a liar. Mysterio, the Elementals, it's all fake. He's using illusion tech and that's how he tricked all of us."

He took out the projector and slid it across the table toward the two agents.

"That's a projector that I pulled off the fire monster in Prague."

"So all that death and destruction we witnessed was created by this?" Fury asked as he pointed at the part.

"No, not just this. I think he's using drones."

Nick sighed. "Well, if this is true, then Beck's very dangerous and we need to be smart." He looked at Y/N. "Who else knows about this?"

Suddenly, the boy heard a faint trilling in his head as his spider-sense activated. He sensed danger.

"L/N?" Fury called out.

"It's Beck. He's here."

"What?"

Maria's body started to dissipate and it was revealed to be part of an illusion. Fury unholstered his pistol and looked on in confusion.

"Hill?"

The entire building they were in started to change. In reality, it wasn't a highly-secured facility they entered, but an unfinished construction site.

"It's all an illusion–"

Peter ducked and avoided a bullet that shot out of a drone behind him. It hit Fury and the man was hurled back to the wall, seemingly killing him.

"Fury!"

The drone shot again and it hit Y/N. He was hurled back and fell through the gaps, landing several floors down. He coughed as he got back up.

"Wow, Y/N, wow." Mysterio's voice echoed through the room. "I thought we were close. Fury always had to die, but not you."

Several drones circled Spider-Man and aimed their lasers at him.

"Stop hiding, Quentin!" Y/N shouted and shot webs at the drones.

The projectiles went through the drones and they were actually illusions. The room he was in started to change and became pitch black. His stealth suit also changed to his red-and-blue suit.

"What–?"

"I tried to help you walk away. Now you're making me do this."

He heard slamming behind him and turned around. Y/N was now in his school's hallway and he spotted Mysterio walking through the green fog toward him.

"You told me you wanted to enjoy your trip."

Y/N raised his arms and tried to shoot Beck with his web-shooters but instead of webbing, a green mist came out of the nozzles. He looked at his wrists in confusion.

Mysterio appeared behind him. "You told me you wanted to spend time with your girlfriend."

Spider-Man reacted by spinning around and punching him, but he ended up hitting a concrete column instead.

"Argh!" Y/N grunted as he held his hand.

Suddenly, he heard a familiar voice shout.

"Help me!"

His eyes widened. "MJ!"

Y/N broke down a nearby door and stumbled upon a different scene. He almost fell over the edge and quickly realized he was at the top of the Eiffel Tower.

"Oh, God."

"Y/N?"

He looked to his right and saw MJ. She looked over the edge and then back at Y/N with a frightened expression.

"What's going on?" She asked.

"I know this isn't real, Beck! Get out here!" Y/N exclaimed.

"Do you, now?"

Mysterio reappeared beside MJ and grabbed her by the throat. He held her up and dangled the brunette over the edge.

"MJ!"

He ran toward them but Beck let go and let the girl fall. Y/N dove off the tower to catch her but instead landed on the floor. Again, it was another one of Beck's illusions.

"I don't think you know what's real, kid."

Everything around him sped up and he stumbled from the sudden movement. He stopped in front of his apartment building and stared at it. Suddenly, Mysterio's enlarged fist came out of the door and hit Y/N.

Y/N was thrown back and he crashed through glass. He fell through an abyss covered with webs until the projections were deactivated. The web-slinger crashed onto the top of a parked car that was outside of the building.

He rolled off the car and landed on the floor. Y/N groaned and panted as he got to his feet, looking around and realizing he was back at the construction site. He spun around, watching out for Beck.

More drones immediately came out of the building he was in before and dove toward Y/N. They reactivated their projections and the incoming drones turned into large shards of glass.

Y/N dove and dodged each of them as they stabbed into the floor. The shards circled Spider-Man and the hero gazed at each of his reflections.

"Just look at yourself."

He eased closer to one of the shards. Suddenly, his reflection came out and started to attack him. The rest of the reflections jumped him as well and piled onto Y/N.

"You are just a scared little kid in a sweatsuit."

Y/N got out of the dogpile and his clones disappeared. He looked down and realized he was wearing his first-ever suit, the one he made to fight at the wrestling venue years ago.

"I created Mysterio to give the world someone to believe in. I control the truth. Mysterio is the truth!"

Y/N looked up and saw a large statue of Mysterio. Suddenly, the villain appeared behind him and was ready to attack.

Spider-Man backflipped away from one of his energy beams. Mysterio kept shooting at Y/N but the kid swung around the area, weaving away from the beams. Y/N shot web projectiles at Beck but the man dodged them too.

Y/N landed on a boulder and shot two web lines at Mysterio. He thought they stuck to him and tried pulling Beck down but instead, a crane was brought down that almost crushed Y/N.

Mysterio reappeared and flew toward Spider-Man. Y/N swung around as the villain kept shooting his beams at the web-slinger, one of which blasted a structure and caused him to fall.

Y/N rolled across the floor and looked up at Beck. Mysterio shot a large statue that was next to Y/N and caused it to fall onto him. Once it impacted, Y/N opened his eyes and realized his surroundings changed again. He was also back in his red-and-blue suit.

"You aren't good enough. You try to make up for your mistakes...but you're not doing a damn thing about it."

He looked up and saw three tombstones in front of him. One belonged to his mother, Audrey. Another belonged to Ben Parker. The final one was for Tony Stark.

Out of nowhere, a hand came out of Stark's grave. Y/N fell back in fear and witnessed the corpse of Iron Man come out from the dirt. He crawled toward Y/N as maggots and spiders came out from his eye socket.

"Deep down, you know I'm right."

Y/N tried running away but ended up hitting a wall. He fell back onto a pile of snow and realized he was in a snow globe. Small buildings started to come out of the ground.

"You made your choice. All you had to do was step aside. And now you have–"

A gunshot sounded and all of the projections stopped. Beck was in his motion-capture suit and he fell to his knees, shakily breathing. He fell to the floor and Nick Fury was behind him, gun in hand.

Patrol cars containing his agents arrived at the scene. Y/N was on the floor now wearing the stealth suit he came with. He was panting and exhausted, both mentally and physically, from what he had to endure.

"Fury!" He groaned and got back up.

Nick walked up to him. "Beck's people are trying to find everyone who could expose him. Who'd you tell?"

"Uh..."

"I know Peter told must've told someone else aside from you. You two are more alike than you think...so I know you must've told someone as well. Just tell me."

"Okay..." Y/N rubbed his head.

"Who else knows?" Fury shouted.

Out of panic and exhaustion, Y/N decided to tell him. "Peter told me! He and Gwen found out before me. We explained it to Ned and MJ. Maybe Ned told his girlfriend, Betty, about it too...but I'm not sure."

Fury chuckled and crossed his arms. Y/N looked at him through his mask with a quirked brow.

"What?"

"Just like Peter...so gullible." Fury said.

"Huh?"

"I mean, you're smart as a whip. Just a...sucker."

Nick Fury changed into Quentin Beck, who had his motion-capture suit on and a dome over his head that controlled the drones surrounding him. This was yet again another illusion.

"And now all your friends have to die."

Y/N stepped back. "Oh, my God."

His immediate surroundings kept changing to various locations as metal beams and rocks fell from the ceiling. Mysterio kept walking toward him as his drones projected the illusions.

"It's easy to fool people when they're already fooling themselves. But for what it's worth, Y/N, I really am sorry."

The illusions were deactivated and Y/N was back on the construction site. He looked up at Beck, who just stared at him. Y/N immediately looked to his right, seeing an incoming bullet train speeding toward him. Unbeknownst to the teenager, he stopped at the train tracks.

The train hit him and it kept going. Mysterio crossed his arms and looked on, showing no sign of remorse for seemingly killing Y/N.

"EDITH." He spoke.

"Yes, Quentin."

"Access files to Y/N L/N's class trip."

Beck's plan now was to deal with Y/N's friends. With Parker's armor deactivated, he wouldn't be able to protect them or even himself. It would be an easy task. Beck continued.

"I need them to fly home from London."