(In the mountains, a portal opens up, and three figures come out of it. One of them is a yellow hedgehog, and the other two are similar to Amy, but they're Amy Rouge and Rosy the Rascal. Lightning is using a radar.)

Lightning: If this reading is too accurate, he's here. I found him. I just hope I'm not too late.

(Then both Lightning and Rosy grab Amy Rouge's hand and they fly towards Latveria.)

(Meanwhile in Latveria Prison, Hanzo Hasashi and Kuai Liang are seen watching Damian Wayne and Sonic, who simply shake their heads in disgust, and then some noises are heard.)

Hanzo: Kang the Conqueror...

Kuai Liang: Or maybe Spider-Man's fan club.

Hanzo: I suggest we prepare for kombat.

(Then they go to a room, where they suit up as Scorpion and Sub-Zero. Meanwhile, a large hole is seen in the prison, cutting a large wire. One can barely see Iron Patriot and Captain Marvel in the distance. Pan down to a bunch of guards knocked out by rubble. Outside the prison, civilians have rallied, telling them to free Spider-Man to save them from Kang, with Captain Marbel and Iron Patriot flying through the hole made and being cheered on. Cut to Spider-Man's cell, Sub-Zero is scanning the cell for defects. He lands to the ground as the scan is complete.)

Sub-Zero: Ethyl Chloride cell's secure. Must be the Power Center.

Scorpion: The Power Center... if it goes down, those generators shut off!

Sub-Zero: (pointing to Spider-Man) And HE swings his web right out of here.

(The two run for the Power Center, leaving Peter smiling. The lights go off in Damian's cell. As the emergency lights go on, the top of the cell is torn off by Kid Arachnid.)

Damian: Am I...dreaming?

(A dufflebag drops in front of Damian. He looks up to see Kid Arachnid, smiling.)

(Down at the Power Center, Iron Patriot approaches the massive generator powering the prison. He approaches a part of the rotating generator and starts hacking it. Just then, Blue Beetle and Firestorm arrive.)

Scorpion: Here's the plan: one of us takes Norman, the other re-starts the generators before Spider-Man gets loose.

Iron Patriot: A feeble plan. (turns and lands in front of them) It's more likely you will DIE here.

(Scorpion looks at Sub-Zero)

Scorpion: Fix the generator.

(Sub-Zero goes for the generator. As Iron Patriot is about to shoot, Scorpion throws his spear at his hand.)

Scorpion: Get over here!

(Scorpion pulls Iron Patriot down before punching him down.)

Scorpion: You lowered your guard, Norman Osborn.

Iron Patriot: Just like you did when your family died, Hanzo.

Scorpion: You will regret having brought my family up!

(Enraging Scorpion is a big mistake someone would make. Iron Patriot is dumbfounded by how Scorpion manages to counter his blows. He gets some heavy hits in, but he is defeated by the former spectre ninja.)

Scorpion: Harry is much better without you!

(Sub-Zero joins him as the generator is operating again.)

Scorpion: Let's circle back, lock down Spider-Man's cell.

????: The old man's standards have dropped down!

(Then Damian Wayne appears as Nightwing.)

Nightwing: Can't you guys understand that you're following such a weak man.

Scorpion: Badmouthing your father again, I see.

Nightwing: Please, Spider-Man was more of a father to me than Batman ever was.

Sub-Zero: (to Scorpion) I'll teach this brat a lesson!

(Sub-Zero tries to freeze Nightwing, who nimbly dodges.)

Sub-Zero: You're just like Frost, such an ungrateful disciple.

Nightwing: Batman was never a father, let alone a mentor. He's nothing but a burden.

(Knowing there's no way to educate Damian, Sub-Zero decides to do what he does the best. Nightwing may have experience, but Sub-Zero is even more experienced than him, and proves it by knocking him out.)

Sub-Zero: You disappoint me, brat.

(At Spider-Man's cell, the newly-released Sonic is working on the computer at the dome.)

Sonic: Captain Marvel is outside, keeping what's left of the guards busy.

Peter: If it wasn't her, who let you out?!

Kid Arachnid: I did.

(Peter gasps by seeing someone wearing an uniform similar to his.)

Peter: Miles?

Kid Arachnid: Yeah, that's me.

(Unbeknownst to the three, Scorpion and Sub-Zero are seen sneaking up just before the cell room.)

Sub-Zero: Another Spider-Man?

(Back to Miles and Peter, they stare at each other, and Peter is happy to see him carrying his legacy. Then a shockwave happens.)

Kid Arachnid: Carol needs a hand. Sonic, how long?

Sonic: Give me five more minutes, then it's "lights out".

Kid Arachnid: (to Peter) I don't wanna leave you.

Peter: I'll be here.

(Kid Arachnid nods, then swings his web off to help Captain Marvel... going RIGHT past Scorpion and Sub-Zero.)

Scorpion: Come on, Batman's counting on us.

(Meanwhile, Lightning is seen easily beating Captain Marvel and Kid Arachnid.)

Lightning: You're no heroes.

(Back to Spider-Man's cell.)

Sonic: Gotta hand it to Palmer. His people's cryptography is legit. Doesn't mean I won't break it.

Peter: Sonic, behind you!

(Sonic sees a spear, and dodges it. Then Sub-Zero tries to freeze him down, but Sonic dodges the attack as well and charges at him, but suddenly Lightning comes out of nowhere and tackles him down.)

Lightning: Gotcha!

(Sonic looks up to see Lightning.)

Sonic: Lightning?

(The computer then shows that the power in the red sun cell is going down...and, in a matter of minutes, Peter will be able to leave.)

Sub-Zero The Ethyl Chloride generators!

Scorpion: We need to reactivate that console before Spider-Man powers up!

Sonic: (to Lightning) Outta my way!

(Sonic tries to attack Scorpion and Sub-Zero, but Lightning prevents him from doing so.)

Lightning: He's mine. Reactivate the generators.

(They nod and go for the generators while Lightning prepares to face Sonic.)

Lightning: I miss you, Sonic, the old you, the one who never gave up and would never betray his friends but that changed when you killed Tails. He was my father!

Sonic: The old me died a long time ago. And I won't miss you.

(Both fast, both using speed... sounds like an even match. Sonic has experience, though. Even Lightning recognizes that and alters his attack patterns. By a hair, Lightning manages to shut Sonic down.)

Lightning: Nobody's cheering for you now.

(Meanwhile, Scorpion and Sub-Zero reboot the generators; the Ethyl Chloride bathes Peter again.)

Peter: Kang is too much for Batman. I'M your only chance.

Scorpion: (approaching cell) Here's the thing, Spider-Man. Batman ASKED us for help. He didn't draft us, make us sign a loyalty oath or threaten us with jail!

Peter: HE won't go far enough! THAT'S why he'll fail!

(Suddenly a web pulls Scorpion down, and he turns to see Kid Arachnid.)

Kid Arachnid: Stay away from him.

(Lightning tries to help Scorpion, but gets blown away by Captain Marvel. But then Amy Rouge pulls out an orb with an Anti-Venom symbiote.)

Amy Rouge: Spider-Man 2.0, huh? How about saying hi to my friend here.

(Amy Rouge breaks the orb and the Anti-Venom symbiote attaches to Miles, harming him.)

Kid Arachnid: (weakly) Anti-Venom symbiote... (struggles to stand)... you're... HNGH!... you're just as...bad... GAH!... as Captain Marvel and Iron Patriot... said...

Amy Rouge: Surrender and this stops.

Kid Arachnid: Web-Warriors... never... surrender!

(Kid Arachnid breaks free from the Anti-Venom symbiote and punches Amy Rouge down.)

Kid Arachnid: We will free Peter, whether you like it or not!

(Then Amy Rouge and Rosy the Rascal look at each other)

Rosy: Let's change partners!

(Captain Marvel takes the initiative and tackles Amy Rouge over the railing and into the bowels of the prison, leaving Rosy the Rascal with Kid Arachnid.)

Kid Arachnid: We NEED Peter's help, girl! You have NO idea what Kang can do!

Rosy: No... but I know what SPIDER-MAN can do!

(One has a hammer and is a counterpart of Amy Rose, other has Spider powers. Kid Arachnid's power is on par with Rosy the Rascal. But Rosy has more heart and commitment than Kid Arachnid has. It's close, but Kid Arachnid is brought low.)

Rosy: Guess YOU belong here, too.

(Amy Rouge arrives, only for Captain Marvel to come in as well. Iron Patriot comes in, carrying Nightwing and Kid Arachnid gets up while helping Sonic.)

Captain Marvel: You fought valiantly... but this battle's over!

Lightning: Maybe, but you won't have the victory.

(Lightning charges up his body, shocking everyone.)

Amy Rouge: Are you crazy, Lightning?

Lightning: It's the only way! Now, go! (to Captain Marvel and company) Leave, ALL of you! Or you'll be pulverized.

Captain Marvel: You'd blow up a city rather than let Spider-Man go?!

Lightning: I'd save the Earth!

(Captain Marvel goes to attack Lightning... when Kamen Rider Ghosr comes in and slashes her. Then Shadow comes in.)

Shadow: Lightning, stand down!

(Batman lands in and walks past his former allies before stopping to see Lightning, Amy Rouge, Rosy the Rascal and Kid Arachnid.)

Batman: Who are you?

Lightning: I'm Lightning the Hedgehog, created by Miles "Tails" Prower. These are Amy Rouge and Rosy the Rascal.

Kid Arachnid: (glares at Batman) I'm Miles Morales, Spider-Man's number one fan.

Nightwing: You keep SO many secrets, but you can't stand it when one's kept from you, can you?

(Batman goes over to the cell computer and punches a few things in.)

Captain Marvel: You CAN'T beat Kang, Bruce!

Batman: You're right, Carol... I can't.

(Batman puts his handprint on the computer screen. The Ethyl Chloride turns off and the cell opens. Peter clenches his fist as he starts to get his power back.)

Sub-Zero: What the--?!

Peter: (going face-to-face with Batman) You ready to stop Kang by any means necessary?

Batman: By the means at hand.

Peter: What's your game? You're always three moves ahead.

Ghost: Saving the world is enough for now.

Peter: I am NEVER going back in that cell.

Batman: We'll cross that bridge later. Right now, the world needs us!

(Peter looks back at his compadres... and Miles. They may not trust Batman... not completely... but they agree that saving the world from Kang is priority one.)

(In Kang's ship, the main bot seems a bit disturbed at recent events. He then turns to see Doctor Octopus coming behind him.)

Dr. Octopus: You summoned me, Kang?

Kang: There have been surprising developments. Peter Parker is free. But, MORE remarkably, he is NOT the last Web-Warrior. There is another refugee.

Dr. Octopus: (worried) Two Web-Warriors?!

Kang: Continue as planned. Peter Parker is not yet at full strength. But remember: the Web-Warriors belong to ME!

(Octavius starts to wonder if he's on the wrong side of the battle here.)

(Back at Hyperion, Batman, Daniel, their League and Spider-Man's Regime sit around a table. And... none of them seem too happy about it. Catwoman unrolls blueprints and starts the meeting.)

Catwoman: Thanks to Ben 10's recon, we have locations for every ship in Kang's fleet. They're targeting major cities on every continent. Betas are being offloaded on the outskirts...

(As Catwoman continues, Batman gets up and walks to the side, Lightning following him.)

Batman: Gwen, give us some privacy.

(Gwen creates a magic circle around Lightning and Batman)

Lightning: Listen, Batman, about the prison. We...

Batman: That was reckless! Don't pull a stunt like that again. Make up for it by finishing ANOTHER mission...discreetly.

(As Batman tells Firestorm of the mission, Catwoman keeps talking about Kang.)

Catwoman: We have to evacuate the cities before attacking the fleet, but we need communications restored first. So, before we get started, Sonic is going to fix Brother Eye.

Sonic: (as Batman rejoins the meeting) I am NOT Bat-tech support!

(Into the light comes Kid Arachnid...and Peter Parker once again decked out as Spider-Man.)

Spider-Man: That's not the issue, Sonic. (walks to the table, all eyes on him) Miles, Norman and Carol saw how Kang destroyed some cities. Miles says we have less than 48 hours before he destroys the Earth.

Batman: Without tight coordination, we'll lose valuable time.

Spider-Man: And that means we fix Brother Eye.

(Sonic winces a bit at the thought of working for Batman.)

Batman: Catwoman, Black Cat and Harley will join you. You'll need their help getting into the Batcave.

Sonic: (exasperated) Just give me the coordinates. I'll open a portal and "ring" in.

Batman: You can't. I reversed-engineered the mobian technology.

H. Quinn: Try teleporting into the Batcave. 'Stead of "boom", you'll go "splat"!

Sonic: So...how do we get in?!

Black Cat: The old Underground. There's a tunnel entrance under Arkham.

Sonic: I'm taking YOU two to Arkham Asylum?!

H. Quinn : (popping a bubble) Promise it won't be awkward or nothin'.

Spider-Man: I need a few hours in the at the Avengers Tower, building a new suit... assuming you haven't blocked my access, Stark.

Iron Man: Not yet.

Spider-Man: Damian, Norman, you're with me.

Captain Marvel: And the rest of us? We can't just sit here!

Batman: We plan our attack. Once Brother Eye's online, we mobilize. (stands) Remember: out there, there's no Regime. Not anymore. So we DO! NOT! KILL! (awkward silence) Let's go. (everyone stands and leaves to prepare)

Captain Marvel: (taking Kid Arachnid's wrist) You're with me.

(Kid Arachnid looks at Spider-Man with worry as she leaves. Only Spider-Man and Daniel are at the table now. Spider-Man looks at the table... then looks up at Daniem)

Spider-Man: Why'd your father keep it?

Daniel: Keep what?

(Spider-Man pulls the sheet off the table...revealing the old Justice Champions table, used before the Watchtower was built. It has a large gash across it.)

Daniel: (non-chalantly) Hm...forgot that was there. (leaves)

(Spider-Man looks down at the table, remembering the meetings he and Batman lead with the rest of the heroes...and smiles at the thought of the heroes reuniting to stop Kang.)