Gwen suddenly felt all the tension drain from her body like air escaping from a punctured balloon, her legs giving way as overwhelming relief washed over her battered form. The adrenaline that had been keeping her upright through sheer willpower finally abandoned her, leaving her swaying dangerously.
In fact, she did collapse, but instead of hitting the hard ground, she fell headfirst into a sturdy metallic embrace that felt like colliding with a rock wall.
Looking up through her cracked mask, she saw a spider-themed mecha much smaller than the towering Leopardon had appeared behind her. The mechanical suit's black electronic display screen showed a cheerful virtual smile as its pilot greeted her warmly.
"Hi, long time no see, Gwen!"
Penny Parker's voice carried genuine happiness and relief at seeing her fellow Spider-hero alive.
"Penny?" Gwen's voice held a note of surprise mixed with gratitude.
Among all the Spider-People she'd encountered across the multiverse, Penny was one of the few who, like Spider-Noir, had actually met her before. Both were women operating in male-dominated hero communities, which created a natural bond that went deeper than typical Spider-solidarity.
"Why are you here too?!" Gwen asked, struggling to process this unexpected rescue.
"A big brother over there found me and recruited me for this mission," Penny's mech pointed toward a dark figure standing confidently on Leopardon's massive shoulder.
Gwen squinted upward, trying to make out details through her damaged mask. "Did he... drape the British flag over his body? Even Captain America isn't that theatrical with his patriotism."
"Well, he said he was Spider-UK," Penny explained with obvious amusement in her voice.
Spider-UK hailed from a reality within the broader Omniverse and was one of the few Spider-heroes who had independently discovered the Inheritors' multiversal hunting campaign. He had originally planned to gather his own resistance force when he encountered Miguel's Spider-Society, which was also recruiting Spider-People for their cause. Recognizing the wisdom of cooperation, he had quickly integrated his efforts with theirs.
The communication Miguel and Spider-Woman had referenced earlier, about "Peter finding Peter and Peter", had been referring to this expanded recruitment network.
"Be careful!" Gwen immediately warned as her tactical awareness reasserted itself. "This enemy is incredibly powerful! Much stronger than Karn!"
Originally, she had commanded her own formidable spider-team, but seeing so many of them defeated even Six Armed Spiderman killed had left her feeling powerless and uncertain whether even these reinforcements could stand against Morlun's enhanced abilities.
She gripped Penny's mechanical arm with one hand and struggled to stand upright. Penny immediately used her mech's articulated limbs to lift Gwen onto her shoulder, the cockpit hatch opening to reveal a young girl in typical Japanese school uniform.
"Don't worry too much," Penny said with reassuring confidence. "I heard that one of our Spider-Men already defeated that guy before."
She gestured toward Peter Parker from the 616 universe, though what Penny didn't understand was that the 616 universe's Peter had defeated a previous version of Morlun, not the current, Nemetrix-enhanced incarnation they were facing now.
As they spoke, several more figures descended from the dimensional portal like paratroopers deploying for a rescue mission.
The newcomers included the blonde Peter from Ultimate Universe-1610, the brown-haired Peter B. Parker, and the cartoon Spider-Ham Peter Porker. These three had worked together countless times and moved with practiced coordination.
The reason they hadn't immediately rushed to Gwen's side was tactical, they had taken advantage of the confrontation between Morlun and 616 universe Peter to execute rescue operations for the fallen Spider-heroes.
Blonde Peter carried the brutally injured Spider-Noir across his shoulders, his dark costume torn and bloodied from Morlun's savage beating. Peter B. Parker had retrieved the unconscious Superior Spider-Man, carefully supporting his damaged armor and wounded body. Spider-Ham, despite his diminutive cartoon appearance, had somehow managed to carry the critically injured Assasin Spider-Man to safety.
The other Spider-heroes weren't idle either, within moments, everyone except the confirmed casualties had been evacuated from immediate danger. Six-Armed Spider-Man was clearly beyond help, reduced to a desiccated husk that no healing technology could restore. Scarlet Spider remained too close to Morlun's position for a safe extraction, pinned in place by energy blades.
"Long time no see, Gwen," blonde Peter said warmly, his voice carrying genuine affection and concern. Without wasting time on extended greetings, he immediately began administering healing injections to all the wounded team members.
The self-healing serum he carried was based on the formula Ben had provided him during their previous encounter. As one of the few relatively successful Spider-Men across the multiverse, blonde Peter had managed to synthesize the compound in his own universe and had even used it to cure Dr. Connors' lizard transformation permanently.
However, Spider-Noir's injuries were far too severe for simple chemical intervention. Multiple internal organs had been damaged, broken ribs and spinal fragments had punctured his lungs, and his entire skeletal system had been compromised. He needed immediate surgical intervention that went far beyond what field medicine could provide.
Gwen was genuinely happy to see blonde Peter, but she looked behind him with obvious confusion. When she didn't spot another familiar figure, she asked with curiosity, "Where's the other Spider-Man? The younger one?"
She was embarrassed to realize she'd momentarily forgotten Miles Morales' name.
"This mission is too dangerous, and Miles isn't ready for this level of threat yet," Peter explained with protective concern. "I couldn't agree to let him participate in something this deadly."
In his own universe, Peter served as Miles' mentor and had been trying to guide the teenager's development as a hero. But the kid had been getting a bit overconfident lately and still displayed the kind of reckless impulsiveness that could prove fatal against space-level threats.
"By the way," blonde Peter continued, "I heard that Ben went to rescue his cousin Peter. Once we deal with this situation, we can rendezvous with him and then locate the Inheritors' main base to finish them off permanently."
Gwen's heart leaped with renewed hope, but she still felt deeply worried as she studied Morlun's imposing form below them. "Can we actually win this fight?"
Blonde Peter answered without hesitation, his voice carrying absolute confidence. "We brought some serious heavy hitters for this operation."
At that moment, Spider-UK descended with the unconscious Indian Spider-Man slung over his shoulder. He wore a distinctive red spider-emblem watch on his left wrist that marked him as a dimensional traveler of considerable experience. After quickly assessing the team's condition, he spoke with commanding authority.
"Let's evacuate the wounded immediately. We'll leave this battle to Spider-Man from Universe 51778 and Universe 616."
"But there are only two of them against that monster..." Gwen protested with obvious anxiety.
Spider-UK's tactical reasoning was difficult to argue with, though. "The injured need immediate medical attention, and most of us can't contribute meaningfully to a fight at this power level."
In truth, Spider-UK was himself a heavyweight combatant with considerable experience, but he also possessed strong leadership instincts. After analyzing their available combat effectiveness, he had decided against a direct confrontation with the enhanced Inheritor in this universe.
"Let's retreat to Universe 13 first," he announced while opening a multiversal transit portal. "There's an invincible guardian there who can protect us while we regroup and plan our next move."
"An invincible guardian?" Gwen asked with genuine surprise. She had always considered Ben to be essentially invincible, could there really be someone even more powerful than him?
It was difficult for Spider-UK to explain to someone who hadn't witnessed it personally just how overwhelmingly powerful that particular being was. For most Spider-People, Cosmic Spider-Man, who possessed the space consciousness of an entire universe, represented a level of power that was almost impossible to describe or comprehend.
He controlled cosmic force on a universal scale, and as long as he remained within his home reality, he was genuinely invincible by any conventional measure.
The only limitation was that his power was bound to his specific universe, otherwise, Spider-UK would have brought him to every battle they faced.
"Anyway, we'll wait there for everyone to assemble properly," he said with finality that brooked no argument.
Morlun paid no attention to the Spider-heroes' retreat. To him, most Spider-totems were merely appetizers with interesting flavors, pleasant snacks to consume between more substantial meals. But the two Spider-Men remaining to face him represented entirely different categories of prey.
One was the unusual figure with the massive mecha and an exceptionally strong totem aura. The other was Spider-Man from Universe 616, the same hero who had defeated him in their previous encounter.
Today would finally be his opportunity to settle that humiliating score.
"Spider-Man," Morlun said with predatory satisfaction, his tongue darting out to lick his lips, "I'm going to savor every moment of killing you slowly!"
He reached for the Nemetrix device mounted on his collar, and his entire form immediately began to shift and flow like liquid mercury. Within seconds, his appearance had transformed completely. What emerged was no longer remotely human—his body stretched into the sleek, predatory frame of a massive alien raptor. Pale, metallic feathers bristled along his limbs as broad, taloned wings unfurled from his arms, scattering a flurry of white down. His head elongated into a hooked beak lined with serrated teeth, and the sound that tore from his throat was not a roar but a shrill, piercing screech that rattled the air itself.
Peter Parker from the 616 universe felt his pupil contract as a chill of recognition and dread ran down his spine.
This wasn't just another monster transformation. This was something wholly alien.
Morlun's once-aristocratic features had vanished, replaced by smooth, pale tissue that glistened like scarred flesh. From his chest downward, his torso split open into a colossal, fanged maw that gnashed hungrily, saliva steaming in the air.
This was Omnivoracious, a predatory entity from the stars—an avian apex hunter evolved to feed upon hyper-intelligent lifeforms. Its shriek could shatter equilibrium and disrupt neural signals, while its talons carved through solid metal as if it were flesh. It was the perfect counter to every thinking creature in existence… and now it had set its sights on Spider-Man.
Of course, after being enhanced by the accumulated totem power of the Inheritor bloodline, the creature's destructive capabilities had been amplified far beyond its natural limits.
"Be careful!" Peter warned urgently, taking a defensive step backward. "The Morlun I fought before didn't have access to these shapeshifting abilities!"
The only familiar aspect was Morlun's continued ability to completely negate Spider-sense, leaving them effectively blind to his attacks.
"Mm-hmm, he does look quite formidable," came a calm voice from beneath a mask.
Takuya Yamashiro's expression remained as unreadable beneath his distinctive Spider-Man costume. Moving faster than an afterimage, he leaped down from Leopardon's massive shoulder and delivered a devastating flying kick directly into the rapidly approaching Morlun.
BOOM!!!
The impact sounded like a cannonball striking the earth as the transformed Morlun was driven into the ground with such force that his body curled into a shrimp-like configuration. He cratered into the wasteland floor like Yamcha after a particularly brutal beating, the fangs in his chest-mouth shattering from the tremendous impact.
Even the experienced Peter Parker from the 616 universe was left speechless by the casual display of overwhelming power.
But Takuya Yamashiro merely frowned slightly and offered what sounded like genuine praise.
"He's still alive? What a terrifying enemy indeed."
This was coming from someone who casually kicked space-level threats into craters without even using his giant robot? Peter was beginning to suspect that his presence here might be somewhat redundant.
He had originally planned to share intelligence about Morlun's weakness to radiation and suggest luring the Inheritor to a universe with high radiation levels to exploit that vulnerability. But it was becoming increasingly apparent that Takuya Yamashiro was more than capable of handling Morlun without tactical assistance.
Still, Peter felt obligated to share critical safety information. "Takuya, be extremely careful not to let him grab you. If he makes physical contact, he can drain all our power and life force directly through his touch."
Essentially, he was recommending that Yamashiro use Leopardon to maintain safe distance during combat.
No matter how powerful someone's physical abilities might be, once an Inheritor managed to establish contact, the only outcome was inevitable death. Many Spider-heroes had suffered horrible fates because they lacked this crucial intelligence and underestimated the vampiric threat.
But even when the information was available, most Spider-People simply didn't possess sufficient long-range combat capabilities to exploit it effectively. Fighting an Inheritor with web-shooters alone seemed almost ridiculous.
Takuya Yamashiro, however, appeared to deliberately misunderstand the warning.
Using Leopardon would make this far too easy and boring. The casual kick he'd just delivered had nearly finished Morlun entirely, if he employed the Sword Vigor, his opponent would probably explode immediately.
It was a rare opportunity to travel through the multiverse and test himself against exotic threats. He wanted to enjoy the experience while it lasted.
As he contemplated his approach, Morlun's broken body in the crater began to writhe and reshape itself. The white feathers of Omnivoracious dissolved into shimmering scales as his form elongated and thickened. His arms twisted backward, stretching into clawed forelimbs covered in dark green plating, while the rest of his frame dropped into the posture of a four-legged reptilian beast. The skin along his neck split apart, revealing two sinewy serpentine heads that uncoiled from his shoulders and swayed with hypnotic malice, their jaws dripping with acid-green saliva.
"What kind of abomination is this now?" Peter exclaimed in shock and revulsion.
Not only had Morlun's appearance changed dramatically, but his injuries had been instantly healed and his vitality completely restored.
This was Bloodfen, the natural predator of plant-based life forms and the evolved enemy of species like Swampfire. While designed to suppress botanical abilities and resist fire-based attacks, Bloodfen also possessed the same regenerative capabilities as its plant-type prey.
Morlun emerged from the crater moving like a velociraptor, his new form allowing him to traverse the broken terrain with predatory grace. His razor-sharp claws left deep gouges in solid rock, while the two dancing serpent heads created a nightmarish display of alien menace.
"Die!" he roared through both mouths simultaneously.
The heads suddenly extended like striking lightning, revealing that Bloodfen's anatomy was more plant-like than truly animal despite its appearance. His heads could stretch across vast distances like aggressive vines, and at this moment they shot out from dozens of meters away to attack both Spider-heroes without warning.
The strike moved faster than a bullet.
Peter Parker couldn't react in time. With his spider-sense completely negated, even his heightened alertness couldn't compensate for such an unexpected attack pattern. He was instantly caught by one of the serpent mouths, which bit down on his shoulder and began coiling around him with crushing strength.
Despite possessing the proportional strength of a spider, capable of lifting several tons, Peter found himself completely unable to break free. Morlun's transformed state possessed equal or superior physical power, easily capable of lifting entire train cars.
Even Takuya Yamashiro hadn't anticipated such an unconventional attack method. His eyes, which appeared narrower and more angular than typical Spider-Man masks, flashed with sharp focus as he suddenly raised his left arm to intercept the second serpent head.
The Spider Bracelet collided with Morlun's fangs, generating a shower of brilliant sparks as alien biology met advanced technology.
"No matter who you are, you cannot possibly defeat me!" Morlun's head released a hoarse, triumphant roar while his forked tongue flicked out menacingly. "You have spider blood flowing through your veins, which means you're destined to become food for the Inheritor family!"
As he spoke, Morlun's serpent mouth suddenly expelled a cloud of toxic miasma directly toward Takuya Yamashiro's face.
He expected the Spider-hero to either be immediately incapacitated by the poisonous gas or forced to retreat to avoid the attack. Either response would allow Morlun to execute his next calculated move.
However, what Morlun could never have anticipated was that brilliant light suddenly flashed from Takuya Yamashiro's eyes. In the next instant, powerful air currents erupted from the massive steel titan beneath his feet, completely dispersing the poison cloud before it could take effect.
Leopardon's enormous form began descending toward Morlun's position like a collapsing mountain, creating a sense of overwhelming pressure that dwarfed everything else on the battlefield.
"A man's burning fighting spirit cannot be extinguished by a creature like you!" Takuya Yamashiro stood proudly on the giant's shoulder and shouted with passionate intensity. "I will destroy you completely, you bastard!"
"Let's go, Leopardon!"
Instantly, the massive robot threw a devastating punch with the force of a million-ton meteor strike.
CRACK!
The impact was like a prehistoric extinction event compressed into a single moment. Morlun's body exploded like a rotten tomato being struck by a sledgehammer, his transformed flesh scattering across the wasteland in gruesome fragments.
Morlun's remains were scattered like liquid mud across a wide area. Even Bloodfen's remarkable regenerative abilities couldn't function when faced with such catastrophic destruction. The Nemetrix possessed certain protective mechanisms that weren't as sophisticated as the Omnitrix's safeguards, but they did provide Morlun with one final opportunity to survive.
However, this was truly the most desperate possible way to continue existing!
As Takuya Yamashiro controlled Leopardon to tower over the scattered remains, Morlun experienced genuine suffocating terror for the first time in centuries of predatory dominance.
"Look directly at me!" Takuya Yamashiro's figure stood like an avenging deity against the sky.
"I am the incarnation of death itself, the emissary from hell, Supaidāman!"