Ch. 342The true worth of a mentor

Dave fought Felicia at the Metropolis Museum as she tried to steal an Egyptian stone tablet, using tactics and gadgets to counter her strength. When SWAT cornered her, Dave disabled the pursuing drones to help her escape, then fled himself as officers branded him her accomplice.

  • Felicia struck Dave with her claws, but he used tear gas, a grappling hook, and combat techniques to knock her down and keep her away from the tablet.
  • Dave exploited Felicia's inexperience and impatience while she repeatedly tried to reach the tablet, until SWAT surrounded the museum.
  • Felicia retrieved the tablet and escaped the gunfire by leaping to the second-floor gallery, despite being hit by stun darts.
  • Dave destroyed four Stark Industries drones with EMP rounds, allowing Felicia to escape into a corridor.
  • SWAT identified Dave as Felicia's accomplice, so he filled the hall with smoke and escaped through the dome with his grappling hook.

Ch. 343Love and war

Felicia escaped the Metropolis Museum with a stone tablet while Peter, searching for her, changed course to help at the robbery and then encountered her during his pursuit. Peter recognized Felicia, but she denied her identity and tried to get away before he could learn that Kingpin had taken her parents.

  • Felicia escaped the museum through a stained-glass window and fled across the rooftops with the stone tablet as police pursued her.
  • Peter heard the museum sirens, recalled Yang Ming's advice, and swung toward the museum after deciding to help despite his search for Felicia.
  • Felicia spotted Peter swinging nearby and hid, but Peter noticed her agility and pursued her when she ran from the rooftop.
  • Peter caught the tablet with a web line and confronted Felicia, then recognized her by her eyes and asked if she was Felicia.
  • Felicia denied her identity and tried to pull away, while Peter revealed he had searched for her after finding her broken bedroom window and blood at Hardy Manor.
  • Felicia refused to let Peter stop her, and their struggle over the webbed tablet caused a crack to form along its edge.

Ch. 344Yang Ming returned

Peter let Felicia escape after she saved him, then found blood at the scene and worried about her and her kidnapped parents. Yang Ming returned to his clinic, where Peter arrived in distress and began telling him what had happened.

  • Felicia cut Peter's web, then instinctively jumped down and reached to save him when he fell.
  • Peter confronted Felicia about her parents, but police arrived before she could answer, and she fled with the stone tablet.
  • Peter chose not to chase Felicia, found her blood on the ground, and left the alley as police closed in.
  • Yang Ming returned to his clinic in Hell's Kitchen and enjoyed a brief moment of quiet.
  • Peter crashed into the clinic window, asked Yang Ming for help, and began explaining that his friend Felicia's parents had been kidnapped and she had been forced to steal.

Ch. 345You want them both?

Peter told Yang Ming that Felicia had been transformed with a powerful serum and asked him to help find her. Yang Ming identified Kingpin as the likely culprit, and he and Peter set out to rescue Felicia and confront him.

  • Peter described Felicia's silver hair, claws, and enhanced abilities, then blamed himself for failing to help her.
  • Yang Ming teased Peter about his feelings for Felicia and Gwen before pressing him to admit that both mattered to him.
  • Peter explained that Felicia had stolen a black stone tablet from the Metropolis Museum and that Nightlight had failed to stop her.
  • Yang Ming identified Felicia's mutation as a refined Super Soldier Serum and traced the operation to Kingpin, who had kidnapped her parents.
  • Yang Ming warned that Peter was unprepared to face Kingpin's forces, but agreed to go with him to make Kingpin reveal what he knew.

Ch. 346The arena and the dead end

Yang Ming and Peter reached Kingpin’s underground laboratory as Felicia delivered the stolen stone slab, only to be forced to fight three serum-mutated prisoners. Felicia was badly injured but kept fighting, and Yang Ming and Peter prepared to intervene.

  • Yang Ming silenced Peter’s anxious questions and took him through a portal to Lower Manhattan.
  • Felicia gave Kingpin the black stone slab and demanded that he release Walter and Anastasia, whom his mercenaries held at gunpoint.
  • Kingpin opened the prisoners’ chamber and ordered Felicia to survive against three mutated men if she wanted her parents freed.
  • Felicia transformed into Black Cat and fought the three monsters, injuring them but taking heavy blows herself.
  • Peter watched from a ventilation duct and worried that Felicia could not hold out, while Yang Ming told him it was time to act.

Ch. 347No matter what you become

Peter and Yang Ming intervened as Felicia was cornered by mutated inmates, and Yang Ming killed the attackers before confronting Kingpin. Peter reassured Felicia that she was still herself, but Kingpin sent her parents toward the crushing gears.

  • Peter dropped through the ventilation duct and rescued Felicia from the first mutated inmate.
  • Yang Ming stopped the other two inmates with an unseen force and killed them with scalpels, then challenged Kingpin over his experiments.
  • Kingpin activated a mechanism that lifted Walter and Anastasia over a row of grinding gears.
  • Felicia rejected Peter’s help and called herself a monster, but Peter removed his mask and told her she was still Felicia no matter what she became.
  • Kingpin interrupted them and sent Felicia’s parents’ restraint chairs hurtling toward the gears.

Ch. 348The Mandarin descended

Yang Ming rescued Walter and Anastasia from Kingpin’s trap, but Kingpin injected himself with the Serum and overwhelmed Peter and Felicia. Yang Ming subdued him before the Mandarin arrived and carried Kingpin away, leaving Felicia’s family safe but the conflict unresolved.

  • Yang Ming opened portals to divert Walter and Anastasia’s restraint chairs away from the grinding gears, and Felicia freed her parents.
  • Kingpin injected the Serum, transformed into a powerful monster, and badly injured Peter and Felicia in the ensuing fight.
  • Yang Ming stopped Kingpin, crippled him, and prepared to make him reveal his secrets before Peter asked him to preserve evidence for the police.
  • The Mandarin descended into the Laboratory, blasted Yang Ming back, and used his rings to take Kingpin away.
  • Felicia watched Kingpin escape as he silently promised that the game was not over.

Ch. 349The Black Creature on the Meteorite

Yang Ming and Peter rescued Felicia and her parents from Kingpin’s laboratory, where Felicia recovered control of her serum and returned to normal. The group escaped through a portal as authorities approached, while a black creature on a meteorite headed toward Earth in search of a host.

  • Yang Ming identified the Mandarin as the Ten Rings’ leader and collected a sample of Kingpin’s blood after the Mandarin carried Kingpin away.
  • Felicia’s mother embraced her despite her injuries and altered appearance, and Walter apologized for involving his family in his serum research.
  • Walter explained that Felicia’s serum included a stress-response lock based partly on her own words, and Felicia regained her golden hair and retracted her claws.
  • Yang Ming examined Felicia, then opened a portal to his clinic as Peter, Felicia, and the Hardys escaped before police arrived.
  • A black, living fluid clung to a meteorite hurtling toward the solar system and vowed to find a host.

Ch. 350Lovebirds and Venom

Yang Ming trained Felicia to control her serum while Peter grew closer to her, leaving Gwen feeling shut out of Peter’s life. After Gwen discovered a meteorite in the woods, the alien Venom escaped and began bonding with her.

  • Yang Ming trained Felicia, knocked her off balance, and Peter caught her before she hit the floor.
  • Yang Ming said Felicia had mastered control of the serum’s stress lock, and Peter took her upstairs.
  • Gwen worried that Peter was avoiding her and walked alone to an abandoned state park.
  • Gwen followed a fiery object to its crater and saw a black, living substance emerge from the meteorite.
  • Venom sensed Gwen, seized her ankle, and covered her body as he began bonding with her.

Ch. 351Gwen and Venom

Gwen Stacy discovered that an alien symbiote named Venom had bonded with her, and she fought it into agreeing not to eat people by risking a fall from the Empire State Building. After finding that chocolate could satisfy Venom’s hunger, Gwen faced an armed robbery at a convenience store, where Venom asked whether it could eat the robbers.

  • Gwen woke up hanging outside the Empire State Building and learned that Venom had bonded with her, giving her heightened senses and strength.
  • Venom tried to take control of Gwen and feed on human brains, but Gwen resisted and threatened to make them both fall to their deaths.
  • Venom agreed not to eat people and saved them from the fall by swinging Gwen into an alley.
  • Gwen took Venom to a convenience store and discovered it craved chocolate because it contained phenethylamine.
  • Four masked men robbed the store, and one threatened Gwen with a switchblade as Venom asked if it could eat them.

Ch. 352A Romantic Showdown

Gwen Stacy used Venom to stop a convenience-store robbery without letting the symbiote eat anyone, then shared chocolate with it above New York. The next day, Gwen confronted Peter and Felicia at Empire State University, while Venom sensed something unusual in both of them and Gwen began connecting Peter to recent events before walking away.

  • Gwen Stacy transformed with Venom, disarmed four robbers, and left them bound for the police.
  • Gwen shared boxes of dark chocolate with Venom atop a water tower.
  • Peter encountered Gwen at Empire State University and struggled to explain why he had been absent and injured.
  • Felicia linked arms with Peter and challenged Gwen, prompting a tense exchange that Harry Osborn watched and mocked.
  • Venom sensed a beast-like mutation in Felicia and powerful radiation-induced mutations in Peter, leading Gwen to suspect a connection between Peter and recent events.
  • Gwen shouldered past Peter and walked away, leaving him convinced their relationship was over.

Ch. 353The Serum Experiment

Dr. Connors’s new serum successfully regrew a chimpanzee’s leg, but Norman Osborn planned to begin human trials without Connors’s consent. Norman then received an anonymous photograph of a black-and-white figure at the docks, labeled as a new test subject.

  • Dr. Connors injected the new serum into a chimpanzee, which regrew its missing leg without the deformities that plagued earlier experiments.
  • Norman praised Connors’s achievement and asked when human trials could begin, but Connors insisted on more testing and informed volunteers.
  • Norman privately ordered Dr. Erskine to take three serum vials and send them to the St. Joseph Veterans Welfare Institution for unauthorized human trials.
  • Norman opened a Green Pumpkin-Shaped Metal Device and received an anonymous email with a photograph of a figure at a warehouse and the message, "[New test subject discovered.]"

Ch. 354Unsung Heroes

Erskine delivered Norman Osborn’s experimental serum to Dr. Sean, who tested it on three injured veterans. Benjamin regained his leg but the serum awakened buried memories and revealed that the veterans’ former comrades were still alive, leaving the experiment—and the threat those survivors represented—unresolved.

  • Erskine delivered three doses of serum to Dr. Sean at the veterans’ institution, where Sean planned to test it on the residents despite the risks.
  • Benjamin, Pete, and Chris signed consent forms after recalling how they had uncovered organ trafficking by military personnel and were injured in a deliberately mishandled mine-clearing mission.
  • Sean injected Benjamin with the serum, which rapidly regrew his missing leg and restored sensation.
  • Benjamin’s recovered memories triggered a violent episode in which he relived the village shooting and blamed his commanding officer for the order.
  • Benjamin revealed that the people hidden in military coffins were still alive, then buckled the metal bed with his strength.

Ch. 355Midnight terror

Benjamin, Pete, and Chris transformed into lizard-like monsters and massacred the staff and guards at St. Joseph Welfare Institution in Queens. Peter Parker, Commissioner George Stacy, and Gwen Stacy responded to the emerging crisis, with Gwen leaving home in her black-and-white Costume to reach the institution.

  • Benjamin transformed into a scaled monster, killed Sean, and Pete and Chris underwent similar mutations while retaining their tactical skills.
  • Benjamin, Pete, and Chris killed the underground security team, then charged into the lobby and began slaughtering the veterans at the institution.
  • Peter Parker woke to his Spider-Sense and headed for Queens after hearing gunfire and sirens.
  • George Stacy received word of the attack, left to lead the response, and told Gwen to stay home.
  • Gwen heard Venom describe the bloodshed, ordered it to quiet down, and raced toward Queens in her black-and-white Costume.

Ch. 356Give Me Two Minutes

Peter and Gwen fought the Lizard Men in Queens while Yang Ming evacuated civilians and treated an injured officer. With the officer breathing again, Peter and Gwen faced all three attackers as Yang Ming asked them to hold the street for another minute and a half.

  • Peter webbed the airborne ambulance to a bank column, rescued its driver, and warned officers not to retreat south as the Lizard Men cut communications and blocked escape routes.
  • Peter called Yang Ming, who used portals to evacuate an elderly man and a veteran while setting up a casualty collection point at the bank.
  • Yang Ming began treating a critically injured officer and asked Peter to keep the Lizard Men on the empty street for two minutes.
  • Gwen Stacy pulled George out of Chris's charge, shielded him from debris, and directed him toward the safe area without revealing who she was.
  • Peter and Gwen teamed up to bring Pete down, but Benjamin and Chris turned their attention to Gwen as Yang Ming reported the injured officer was breathing again.

Ch. 357This time, I'll protect you

Gwen Stacy and Spider-Man coordinated against Benjamin, Chris, and Pete while Yang Ming evacuated injured people through portals. After Gwen stopped Venom from taking control, Spider-Man was trapped inside a burning bus, and Gwen prepared to rescue him despite Venom’s fear of fire.

  • Gwen and Spider-Man divided the fight between the ground and the bank wall, then coordinated their attacks to hold off Benjamin, Chris, and Pete.
  • Yang Ming and the paramedics continued evacuating the injured through a portal as the fight raged around them.
  • Pete used Gwen’s pull to swing into the portico, but Yang Ming sent him through a portal before he could reach a stretcher.
  • Benjamin struck Spider-Man into an overturned bus while Gwen was left facing Chris and Benjamin alone.
  • Venom tried to make Gwen bite Chris, but Gwen regained control and restrained him instead.
  • Gasoline ignited beneath the bus with Spider-Man trapped inside, and Gwen pulled a web line taut while telling Venom she would protect him.

Ch. 358Both Spiders Unmasked

Gwen Stacy and Peter Parker worked together to rescue people from a burning bus, each risking their life to hold back the wreckage and evacuate the injured. After the bus exploded, their masks came away and they recognized each other as Gwen Stacy and Peter, while Venom confirmed Peter was Spider-Man.

  • Gwen Stacy broke open the burning bus door and discovered that the trapped Spider-Man was the talkative Peter from her laboratory.
  • Gwen Stacy and Peter worked together to free injured passengers, with Peter holding up the bus frame while Gwen cut through the wreckage.
  • Gwen Stacy and Peter evacuated the passengers as the bus’s fuel tank exploded, and Peter held back the collapsing roof so she could reach safety.
  • After Gwen Stacy checked that no one remained inside, the fuel tank exploded again and threw both of them through the air.
  • Gwen Stacy and Peter recognized each other after their masks were damaged, and Venom identified Peter as Spider-Man.

Ch. 359Fighting Side by Side

Peter and Gwen Stacy fought together to stop Benjamin and protect the wounded as the National Guard attacked the welfare facility. Benjamin escaped through the sewers with the storage device, and Gwen Stacy ended up at Yang Ming’s clinic, where she insisted she and Peter would talk once she recovered.

  • Gwen Stacy confronted Peter about avoiding her and hiding the truth while George ordered officers to protect the wounded and keep the creatures away from the bank’s portico.
  • As the National Guard helicopters prepared to fire, Peter and Gwen Stacy worked together to bring Benjamin down in the street.
  • Benjamin tore an implanted storage device from his chest, identified Sean as the person behind it, and swallowed the device before escaping into the sewers with Pete and Chris.
  • Peter and Gwen Stacy chose to protect the wounded rather than pursue Benjamin, but the helicopters opened fire and destroyed the welfare facility.
  • Peter carried Gwen Stacy through Yang Ming’s portal to the clinic, where she told Peter they would discuss his Spider-Man identity after she healed.

Ch. 360Scapegoat

Connors discovered that Norman had used the New Lizard Serum on veterans, turning three men into monsters and causing a deadly attack. After Connors refused to continue human trials, Norman moved to frame him as the project’s public scapegoat, while the surviving test subjects remained at large.

  • Connors saw the news of the attack at the St. Joseph Veterans Welfare Institution and found that all three doses of serum were missing from Oscorp’s safe.
  • Connors confronted Erskine and then Norman, who admitted the serum had been used on three veterans and argued that the experiment had succeeded despite their mental deterioration.
  • Connors demanded the data and refused Norman’s order to begin phase two human trials, tearing up a recruitment list of twenty-seven vulnerable people.
  • Norman summoned security and threatened to blame Connors for the human trials using his signed research documents and electronic signature.
  • Connors warned Norman that the surviving test subjects would return for him, and Norman told him to let them come.

Ch. 361You two live together?

At Yang Ming's Clinic, Peter told Gwen Stacy that Norman Osborn had authorized human experiments and planned to continue them, then decided to protect Dr. Connors. Gwen and Felicia insisted on joining him, leaving Peter facing an uneasy trip to Oscorp with both of them.

  • Yang Ming treated Gwen Stacy and warned that Venom was weakened by sonic attacks and flames.
  • Peter revealed that he was Spider-Man and told Gwen Stacy about the evidence connecting Norman Osborn to the human experiments.
  • Yang Ming urged Peter to protect Dr. Connors, and Peter prepared to go to Oscorp despite his injuries.
  • Gwen Stacy said she would accompany Peter, and their concern for each other prompted Yang Ming to tease them about their relationship.
  • Felicia arrived, teased Peter and Gwen Stacy, and then demanded to join the trip to Oscorp; Gwen Stacy agreed that all three should go.
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