Beca ran as fast as she could to get back to her dorm room. She needed to suit up as fast as she could and get moving. While she was running, a guy tried to stop and make a move on her.

"Hey baby, where you running off to" he said standing in the way beca was running. She didn't reply, she just knocked him down with a punch as she ran and left him for his friends to laugh at and make fun of.

As she was running, a thought occured to her. If Goblin wanted her dead so badly, why not have just killed her right there in front of the hospital? But then knowing goblin, beca had another thought that answered her question. Goblin wanted her to suffer, he wanted to see the look in her eyes as he took away the one person she loved most. She couldn't let that happen, she had to save chloe and beat goblin once and for all.

Once she made it back, she took down the crime scene tape in the hole of the room and immediately searched for her gear. She found the web shooters in one of the hidden droors, still in perfect, working condition. Unfortunately, when she returned from her patrol earlier, she made the mistake of throwing the spidey suit on her bed, which of course resulted in it getting burned up in the attack. She groaned in frustration at her damaged suit, but then remembered amy made her a new one. She dug under the bed and pulled out the bag amy kept it in and pulled out the blue, black and purple suit that her best friend had made her in perfect condition and ready to be used.

'Thankyou amy" she thought to herself. "I'm gonna owe this night to you.'

The brunette took her phone outta her pocket and checked the time. She had an hour till midnight, which was all she needed. Beca knew she couldn't take on the goblin and save chloe alone, she was gonna need backup. It was a big risk and she didn't know how it would turn out, but it was one she must take.

She got on the Cleftomaniacs group text and told everyone to meet back at the rehearsal hall, it was urgent. The ladies did so and once they were there, they scanned the room for beca, wanting to know what was so important that she had to drag everyone from amy's side. After a minute of calling and searching the room, something else caught their attention.

"Oh my God, look it's spider-woman!" Stacie frantically called, pointing up towards the ceiling.

"Oh shit she's right!" Cynthia Rose followed up as everyone turned their attention to the vigilante lowering down by a web.

As she did the girls were shocked, excited and some were speechless. Arising commemts such as "oh my God" "woah spidey" "love the new outfit" "what's she doing here". Spidey finally came down and stood for everyone to see.

"Um..." aubrey tryna speak. "...can we help you" she scoffed.

Spider-woman, who's heart was pounding with anticipation, took one last breath and with all of her courage, removed her mask to reveal her true self to the others. The women were shocked at the new discovery, Beca Mitchell was Spider-Woman? All this time?

"Ok yes I'm spider-woman" beca stated after a brief moment. "But...that's not the issue right now" she said quickly to get it all out there and through their heads. "Remember the green goblin? He has chloe and I need ur help to save her" with that everyone was both shocked and worried, but none more than aubrey who had direct eye contact with the vigilante.

Beca stepped closer to Aubrey in a pleading matter. "Please, ur all I have" she begged with desperation in her eyes. Aubrey switching to a look of sincere determination.

X

Spider-Woman swung to the closest building she could towards the clock tower. There wasn't a lot of skyscrapers near it which would only make this harder. She stood on the roof, watching as the hands of the giant clock moved towards midnight hour. Once they did and the bell ran for 12 o clock, the Green Goblin burst outta the clock laughing. Beca took this as her cue, jumped and made her way to the top of the poll that stood on the top of the building. She clung to the poll as she looked down at the hovering menace who had an evil smirk on him.

"Where is she!" she immediately demanded. Goblin giggled under his breath, not losing the smirk as he held out his left arm. Beca followed his arm in the direction of a construction tower where her girlfriend hung by a rope and screamed for help.

Beca's heart skipped a beat at the sight of the redhead in danger. "Norman I know that's you!" she called looking back at the villain. "You hafta stop this now!"

Goblin just laughed. "Oh Beca, Norman Osborn is the least of your worries now" he replied with a huge grin. "What you should be worried about is whether you...or ur girlfriend dies first" his eyes widened with sick intention.

Spidey's blood boiled with rage from him threatening her girl and attacking her best friend. "HOW BOUT YOU!" and with that she leaped of the poll and straight at the goblin.

He caught her and pushed her up against the wall. Beca, using the glider as leverage, swiped away his hand and ducked his right hook to come back up with an uppercut. She immediately followed her assault with a left forearm and straight right, all to the villain's face. Goblin was caught off guard by how much tougher and motivated the hero was as she continued her furious attack.

He motioned his glider to back away from the hero. She jumped off the wall towards the menace, only for him to lower down, causing her to fly over his head. She flipped over and shot a web at goblin's glider, pulling her under it. But she then immediately jumped off when goblin increased the fiery thrusters under his glider, slightly burning the hero as she tried to put out the flames on her suit while falling.

She landed on her feet on a flat, landscaped edge of the building. She looked up to see the goblin beginning to make his way towards chloe. Beca shot both webs at his glider, pulling her to the edge of the wall, which she stomped on and used to help her pullback against the glider. Goblin doing everything he can to pull away from spidey's grip until she let the webs pull her away and sent flying, colliding with the villain's back and clung as hard as she could to him. Goblin grunted as he desperately tried to shake the vigilante off his back.

Chloe watched as they violently spun right towards her. Luckily, spidey was able yank them away before they hit chloe. Instead, goblin backed into the tower's steel wall hard, causing spidey to loosen her grip on him and followed it up with an elbow to the face before pulling her over his head, sending her to fly away. Beca shot a web to swing around a steel bar and kick the goblin back into the wall, only for him to retaliate by grabbing and slamming her back into the wall.

He used his left hand to keep her pinned to the wall as he tried to force the blades of his right arm into the hero's chest. Beca used all of her strength to push back against goblin's arm, but then just kicked him where it hurts most. She kept her grip on the goblin's arm as she flipped over behind him, wrapping his own arm around his neck and then shot a web to his other arm to pull up against it. She shot a web at the arm she was already gripping and pulled both with all her might, attempting to pierce the blades in goblin's neck, only for the goblin to flip backwards and smack beca with his glider.

As goblin checked the wounds on his neck, which were almost fatal, beca quickly recovered from her hit. She shot one web up and another at the side, further up on the tower to pull her back up. Goblin looked down just in time to be met with spidey's feet, knocking him off the glider and sent him flying away. She then went to the aid of her girlfriend who was still hanging.

"Hey babe" she said as she hung from a web in front of her girlfriend. "You doing ok?" she began untying the rope.

"Now that ur here? Always" she smiled. Beca, thinking back to their last conversation, didn't know what to say. Chloe caught sight of this. "Hey, I knew you wouldn't let anything bad happen to me" she smiled again.

"Well we're not out of this yet" she said as she continued to untie the rope.

Suddenly, the rope snapped. Chloe screamed as she began to drop, beca immediately grabbing the rope to stop the fall. She held on tightly to the rope that held her girlfriend while holding on to the web that kept them both from falling. Beca looked up to see the web beginning to break.

"Chloe hang on! I gotchu!" she called. But then suddenly, felt something swooped by and hit her. Once she regained her senses, she turned to see the green goblin back on his glider.

"It's time to die!" he said as blades stuck out from the side of his glider and he turned to aim them towards the vigilante.

He fired his glider straight at the hero, there was nothing she could do, she was defenseless. He was headed right at her, but then, something smacked goblin across the head and caused him to go off his course and smacked his head across the crane chloe was hanging by.

"Up here asshole!" aubrey called and goblin looked up to see the maniacs at the top of the tower with several different melee weapons and other tools they started throwing at the goblin.

"Pick on somebody who can fight back bitch!" Cynthia Rose called as they continued to shout and throw objects at the villain.

Meanwhile, spider-woman tried to keep her grip on the rope as her web slowly tore off the bar. "Chloe! Can you free ur arms?" she called down as the ginger tugged her arms out.

"Yea!" she called back freeing her limbs.

"Ok I need you to climb to me baby, come on! As fast as you can!" beca called, continuing her struggle as chloe began her climb. The hero looked up to see the web was about to break. "Chloe hang on tight!" she shouted letting go of the current web and immediately shooting another at the same spot. Chloe got bounced a little but she was hanging on and continued to climb up.

The goblin looked back towards the vigilante and her girlfriend and made an effort to fight through the objects being thrown at him and aimed to proceed with his attack, only to be stopped by a flare.

"Where the hell did you get that?" aubrey asked Stacey as she blew the smoke off the gun.

"You get with enough guys and you can get anything" she grinned.

Chloe finally reached her girlfriend and beca released the rope to hold the redhead tightly to her. "Ok listen, I'm gonna keep releasing the web....and that's gonna make us drop down very quickly ok? So hold on tight" she breathed quickly in her desperate attempt to save her girl.

"Oh my God" chloe panicked.

"Chloe look at me! We're gonna be ok, alright?" she said reassuringly and chloe nodded. "Here we go!" and with that she began extending her web, causing the two to lower at a quick pace. All seemed to be going well, they were about 20feet above a platform before goblin flew through the web, using the glider's blades to cut through the material.

As they spun to the platform, spidey made sure it was her back that collided with the steel floor and not chloe's. She groaned at the impact but it was nothing she couldn't fight through. "Are you ok?" chloe asked.

"I'm alive" beca groaned. "You?"

"While on the ground and on top of you? Yea" she smirked. For a second they forgot about the current situation at hand, until goblin swooped in to wrap another wire around the ginger's waist. Beca clung to her girlfriend for dear life, causing both of them to get pulled away by the goblin's glider.

He flew the two as far as he could from the tower and the maniacs, who had lived up to their name. Spidey stayed wrapped around her girlfriend as they swung around, shooting web bullets at the goblin whenever she had him in his sights. He did his best to block and dodge the bullets, being unsuccessful in some matters, as he flew to an abandoned mansion that was old and torn up and had mounts of torn brick walls, busted wooden floors and grass growing on the inside. He detached the wire, dropping the two inside as he flew over.

Spidey staggered to her feet to search for the goblin, who was no longer in the area. "You ok?" she asked helping the ginger to her feet.

"Yea I'm fine" she sighed.

"Chloe I'm so-" she began.

"No, don't you dare" she interrupted. "I signed up for this, me....and I knew you wouldn't let anything happen to me" she smiled, cupping the hero's cheek.

Beca didn't know how to respond, not that she had time too. Suddenly, her spidey senses went off. She turned to see a golden ball flying their way outta the corner of her eye. She pushed chloe away with all of her strength, sending her flying away. She then turned just in time to see the bomb bounce just a few feet away and explode, sending her flying through a brick wall.

As she came to, her body radiating with pain, her suit all torn up and half of her mask missing, the goblin jumped off his glider and slowly made his way towards the struggling hero.

"All I wanted was to join forces and make something great outta this world" he said walking closer as beca she struggled to her feet. "But you just... couldn't...put ur little moral code aside could you" he snarled as he began his vicious attack on the defenseless hero. The pain in her body interfering with her reflexes along with goblin's speed preventing the hero from being able to defend herself or fight back.

The menace landing hard clubbing blows, worsening the condition of the wounded warrior. She tried everything in her power from jumping, shooting webs and fighting back but nothing would give her the edge she needed. Goblin kicked her up against a wall and beca tried with all her might to will herself into fighting back, only for the menace to stomp on her arm as she was about to shoot a web.

"You've spun ur last web spider-woman" he said in a low sinister voice. "and if only you had forgotten about ur pathetic moral right you and ur girlfriend could've lived a long happy life, but since you really pissed me off, ur gonna die knowing that she'll have a nice, long....death" he stated, growing a wide, sinister grin.

Beca had never felt more rage in her life as she looked back up at the villain with fire in her eyes. "If you only you could stick around to see what a hell of a time me and chloe were gonna have" he finished, about to continue his attack, until chloe unloaded on him with a led pipe to his head.

He quickly swung back, knocking her away. This only infuriated the brunette even more. She jumped to her feet and began unloading on the villain with her own hard clubbing blows. Goblin finally went for a punch which was dodged and followed by a web to his inner leg, beca yanking the web to trip him over and kicked him so hard in the gut he slid and collided with the wall. She shot both webs at the top of the wall and pulled it down right on the now panicked menace.

Goblin slowly stood through the rubble and scanned the area for his attacker. She wasn't there, but he turned to her scream as she swung, grabbed him by the throat and lifted him up to a wall where she continued her assault on the maniac. Pounding him with furious punches, causing him to knelt over, only for her to hold him back up and give one last hard right hook, knocking him over. She then wrapped her arms around his neck in a sleeper hold, squeezing as tight as she possibly could with the intention to choke out and kill her rival. Goblin unable to to pull the arms away as beca squeezed tighter and tighter.

"Beca stop" chloe whispered as she came from behind, tryna pull the hero away. "This isn't you and it's not right, you know it isn't" she pleaded but beca wouldn't loosen her grip in fear of what else would happen. "Beca you got him, it's over, don't do something u'll regret" she whispered again in a soft, calming matter and with that beca slowly let loose of the almost unconscious villain.

Beca backed away, panting hard as she watched the goblin collapse on the floor. She turned, wide eyed, at her girlfriend who gave a reassuring smile. "It's fine now, we're ok" chloe nodded, keeping her smile and with a hopeful glint in her eyes before she was peppered with kisses by her hero. Beca pulling her in for a tight hug like the world depended on it.

They broke apart when they heard the goblin screech in agony. He was clawing at his own body and it looked as if his skin was changing. He must've been changing back into Norman Osborn. The two women watched as his deformed body parts started to decrease in size and change back into normal human forms, his skin grew lighter and smoother and his head shrinking back into a normal round form. Goblin covered is whole face before fully changing back.

"It's over norman" beca declared. But when he revealed his face, it wasn't norman osborn. It was....

"Jesse?" beca sighed in shock. She didn't believe her own eyes. It couldn't have been him, but then again, how could it not be him? How else could the goblin have known about the people closest to beca? It was him, Jesse was the Green Goblin.

Jesse slowly stood with tears forming in his shameful eyes. "Beca I'm so sorry" he sighed. "I never meant for any of this to happen" he sobbed.

"You killed all those people" she stated still in shock.

"The goblin killed em!" he cried back. "I didn't-I had no control over him"

"But...you took the serum, didn't you?" beca asked.

Jesse sighed. "I had to bec.....I'm sick" he breathed. "I have the same shit that's killing my dad, I just didn't wanna die, not like that!" he cried. "I knew that stuff would make me better because it was in his super soilder files, but I never thought it would....do all of this!" he winced.

"When did you know?" beca asked after a brief pause.

"Earlier tonight, when amy told me what you guys found" he replied.

X

Jesse rushed back into his room after leaving Amy's and talking to Aubrey. He looked through his side shelf next to his bed and pulled out the formula that he took from his father. He stood, staring at the green liquid in his hand.

"It can't be" he sighed.

"But it is" he heard somebody behind him reply. He spun around only to his reflection in the mirror, but it wasn't him, it looked like him, but it was something else.

"Wha...what the hell are you?" he demanded, still in shock.

"Some would say....I'm ur father's greatest creation, but I'm your greatest gift" he grinned.

Jesse was breathing hard at the unbelievable sight. "What do you want?"

"Oh it doesn't matter what I want" he replied slowly. "Only what you want, I'm just here to ensure you get it all. A billion dollar corporation, power beyond ur wildest dreams, immortality and it's only the beginning of what we can accomplish together" he stated but then switched to a serious look. "But there is someone...who can stop us....and we must stop her"

"Who beca?" Jesse's eyes grew even wider, if possible. "No, she's my best friend, I won't do it!" he sincerely defended.

Goblin switched back to his grin. "You won't have to, I'll do it myself" and then he laughed evily as jesse screamed, beginning to change into his evil half.

X

"I'm so sorry becs" he sighed. "I never would've taken that shit if I knew this would happen" he shook his head. "Go ahead and finish me" he said wiping away his tears.

"No, jesse this wasn't ur fault" beca pleaded. "Ur father can help you"

"No, he can't fix what I've done, I caused too much" he cried.

"Jesse that wasn't you, that was the goblin and he's gone now" she stated. "Everybody, including amy will understand and they'll forgive you, I know they will" she said reassuringly doing her best to reason her best friend.

He didn't reply for a moment. "Do you think aubrey will forgive me?" he cried.

"Jess of course she will, she loves you" the brunette replied reassuringly. "Just come back with us and it'll all be ok" she said sweetly.

But then, Jesse began to grunt and clutch his gut in a struggling matter. "Jesse?" beca called scared. "Jesse?!"

He opened his eyes which turned yellow. "Jesse's dead and so are you spider-woman" he growled and beca's spidey senses went off as the glider began to charge towards her with blades sticking out. She instinctively jumped up and when goblin realized it was headed for him........"shit"

He let out a strangled cry as the blades pierced right through his gut. Beca gasped once she realized what had happened. "Oh my God Jesse!" she cried out, going to the aid of her friend.

"No don't pull it out!" chloe said quickly before beca could pull out the glider. "It'll just increase the bleeding" but then jesse just shoved it straight out.

"It's too late" he barley managed to say with blood in his mouth.

"Oh no jesss please" beca cried, grabbing his shoulders. "I....I wanted to save you" tears streaming down her face.

"You did save me" he smiled, rubbing her cheek. "You...are a h-hero"he said sweetly, his eyes beginning to fade.

Beca took a deep breath, beginning to except the inevitable. "I love you bro" she breathed through tears.

"I love you to....." and with that, his eyes slowly closed and his head dropped.

Beca broke into tears as she pulled her best friend closer to her. Chloe moved behind her, wrapped her arms around her and leaned her head on her sobbing girlfriend, never leaving her side as long as beca stayed.

Once Beca was able to calm down some, chloe helped her to remove the goblin's armor. Beca wrapped Jesse's body in a big rag and agreed to meet back at chloe's room. Chloe let everyone know she was ok while beca left jesse at his father's house, thinking that would be best.

Once she made it back to chloe's she immediately clung to her girlfriend and broke into tears again, not caring about her wounds. Chloe held her tightly and let her cry for a while before lowering her to the bed and beginning to treat her wounds.

"What should we tell amy and... aubrey?" chloe asked cautiously after a while. "I don't wanna lie to them beca" she pleaded.

Beca didn't either, but she thought she owed it to jesse. "We won't, he died helping us to defeat the goblin" she replied and in a way that was the truth and chloe could except that.

Chloe finished the patch up and could see what beca was thinking. "Ur thinking about our talk earlier aren't you?" she asked with caution again.

Beca nodded. "But as selfish as this may be, ur right.....I...I just can't face this without you" she cried again.

"Sshhh sh sh hey look at me" she whispered. "And you will never...ever have to again" she said looking at beca's sweet eyes. "I'll always be here.....no matter what....and that is a guaruntee" chloe wiped away her girl's tears. Beca sniffed away the rest before letting chloe pull her in for a deep kiss. The ginger leaning back and pulling beca with her as they broke apart and just layed there in each other's arms for the rest of the night.

A/N: hey everyone, wooo deep ending huh? But don't worry this isn't over yet and in the meantime Thankyou for fighting through this it's the longest chapter I've ever written and I hope it was worth it. Thankyou and love u all for reading.