AS the dust settled, Max found himself on his knees, trembling. His ears rang from the explosion, the world around him spinning as his mind fought to comprehend the chaos he had wrought.
Slowly, his gaze moved across the diner, and his breath caught in his throat.
The once filled to the brim diner of families and couples, was now a graveyard of broken glass, toppled tables, and scattered bodies.
His heart pounded louder than the sirens in the distance. The robber, the man who had threatened them all, lay dead among the others—his body lifeless, mouth twisted in a grotesque final expression.
Max's hands trembled as the faint glow of electricity flickered around him. He had done this.
"What have I done?" The words slipped from his lips in a broken whisper. The diner was quiet now, too quiet. It was a silence that pressed on him, heavy and suffocating.
Max swallowed hard, but the lump in his throat only seemed to grow. The weight of his actions crushed down on him.
His power had spilled out, uncontrolled and wild, and in trying to stop one bad man, he had become something far worse.
He wanted to be a hero. He wanted to save people. That's what Spider-Man had told him—to use his powers for good.
But this? This was destruction. The bodies on the floor were proof of that.
Why? he thought, his mind reeling. Why me? Why do I always ruin everything?
The sirens outside grew louder, snapping him from his spiraling thoughts. He stumbled to his feet, shaking, the horror of his actions weighing on every breath.
Before he could make sense of it all, a figure stepped through the shattered glass entrance.
Captain Stacy, flanked by officers, scanned the scene. His eyes widened as they locked onto Max standing in the wreckage.
The officers raised their weapons in unison, tension crackling in the air as they moved in closer.
"Hey, kid!" Captain Stacy called, cautiously, his gun drawn but lowered. "Are you alright? What the hell happened here?"
Max's chest tightened. His gaze darted around the room—at the blood, the twisted bodies, the lifeless eyes staring up at him. His mind raced. "I... I didn't mean... It wasn't supposed to..." His voice cracked. "I just wanted to help."
Captain Stacy stepped closer, wariness in his eyes. "Did you...do this?"
Max froze. The question hit him like a blow. Did you do this? He had. He had done this. But not on purpose, right? His heart pounded as the officers advanced, their guns all trained on him now.
"I didn't— It wasn't my fault! Please!" Max took a shaky step back. The lights around them flickered. "I didn't mean to hurt anyone!"
"Easy, kid," Captain Stacy said, sweat dotting his brow. "You need to come with us now. Just calm down, and we can figure this out."
"No," Max stammered, panic rising in his chest. "It's not fair! I just wanted to help!"
The sirens from the squad cars began flickering again, the lights outside dimming. He could feel the energy building inside him, like a storm just waiting to break loose. The officers took another cautious step back, fear creeping into their eyes.
"Stand down, kid," Stacy warned, his voice steady but tense. "Don't make this harder than it has to be."
Max clenched his fists, his emotions surging, twisting inside him. It wasn't fair. Why did it always end like this? Why did everything in his life fall apart no matter how hard he tried to do the right thing?
He could feel the fear in the officers around him. Just like his mother had been. Just like everyone always would be…now that he was this monster.
"Why me?" Max whispered, the words dripping with bitterness. "Why is it always me?"
Before Captain Stacy could respond, a familiar figure swung down from above, landing in the debris. Spider-Man.
Max's heart clenched at the sight of him—his mentor, his friend. The one person who had believed in him. But when Spider-Man's eyes swept across the scene, the devastation, the bodies, his face fell.
"Oh God... Max." Spider-Man's voice was barely audible, laced with a sorrow. "What... what have you done?"
Max's stomach dropped. Spider-Man looked at him, not with anger, but with an overwhelming sadness.
It was the kind of look that cut deeper than any scolding ever could. A look that said everything Max had feared—he had failed. And in that failure, he had lost him, too.
"I didn't mean to," Max muttered, voice hoarse, barely able to meet Spider-Man's gaze. "I just wanted to help. You... you said I could be a hero."
Spider-Man shook his head, his mask barely hiding the pain in his eyes. "Max, there are people dead. Innocent people. If you really want to do the right thing... you have to turn yourself in."
Max's heart twisted violently. Turn myself in? The words echoed in his mind, cutting him open. They didn't understand. No one ever did. They couldn't see it—this wasn't his fault. This was just more bad luck, more cruelty from a world that had always been against him.
"You told me I could be like you!" Max shouted, his voice trembling with anger and grief. "You said these powers could make me something better!"
"Max, please," Spider-Man pleaded. "You have to listen to me. There's still a chance for you to...to make this right."
But Max couldn't listen anymore. The rejection, the fear, the endless bad luck—he was drowning in it. His eyes darkened as his mind cracked under the weight. The diner, the robber, Spider-Man—all of it blurred together into a single cruel joke.
And Max was tired of being the punchline.
"No," Max said, his voice low and dangerous. "No more. No more bad luck. No more people taking from me."
Spider-Man tensed, recognizing the shift. "Max, don't—"
"DON'T CALL ME THAT!" Max roared, and a wave of electricity exploded from his body, sending Spider-Man and the officers flying back. Cars flipped, lights shattered.
The city seemed to flicker in and out of existence as raw power poured out of him, surging through every wire, every light, every structure around them.
Spider-Man struggled to his feet, horror written across his face. "Max..."
"No. Not Max. Not anymore." he said, rising into the air, electricity crackling and arcing from his skin. The power surged through him like a drug, intoxicating, overwhelming.
He was no longer the weak, powerless man the world had beaten down. Now, he had control. Now, he could take what he wanted.
"I'm Electro."
Spider-Man watched Max, as energy surged into his body, electricity striking the ground like thunder strikes. Spider-Man turned to Captain Stacy, "you need to run!"
The city plunged into darkness as another surge erupted from him, blacking out entire blocks.
Spider-Man barely managed to web Captain Stacy to safety before another blast sent them both crashing into the side of a building.
Peter stared up at Max—no, at Electro—and felt a deep, aching sorrow.
This was his fault. He had tried to save Max, to show him the way, but in the end, the weight of Max's pain had been too much. And now, the city would pay the price.
Captain Stacy, still recovering from the shockwave sits still, his body telling him to do something to stop this, to not leave this to a boy, but he knew what this kid was capable of....even so...he watched as Max continued to surge with electricity...could Spider-Man even stop him?
"You won't win," Electro said, hovering above him, electricity crackling in the sky like an approaching storm. "I don't want to kill you, Spider-Man."
Peter's heart sank. He had heard those words before, from so many others who had lost their way. But hearing them from Max felt like a deep blow, he thought he'd finally found someone to truly share this life with. He sighed, the weight of the moment pressing down on him.
Spider-Man turns to Captain Stacy, "you need to get everyone out of here. Keep civilians off the streets," he said, moving to face the Electro.
"You can't fight him." Captain Stacy says, "He'll kill you."
Spider-Man doesn't turn back to face Captain Stacy, "if those with the means and the power don't fight when necessary. Then what's the point?"
Captain Stacy watches as Spider-Man faces down Electro, but he knew that there wasn't anything he could do. And as much as it killed him, he needed to leave this up to Spider-Man. He called on his radio planning to set his men up in specific areas, hoping that the destruction to the city could be kept to a minimum.
"I'm sorry, Max." Spider-Man stood, facing the storm head-on. "But I have to stop you."
Max's face twisted, fury boiling over. "I tried your way, Spider-Man. I tried to be responsible." He sneered. "But the world never gave me a chance. And now, I'll give them exactly what they've given me. By the time I'm done, I'll be the last light that shines on this Earth."
As the storm of electricity raged around them, Spider-Man prepared himself for the fight ahead. He had to stop Max... even if it killed him.
**
The air crackled with tension as Spider-Man faced off against Electro, the darkened city looming around them like a silent witness. Max—or Electro now—hovered above the street, his entire form aglow with raw energy.
Bolts of electricity arced from his body to nearby streetlights, stoplights, and power lines, sending flashes of light skittering across the ground.
Spider-Man could feel the static charge even from where he stood, his senses on edge.
Electro's eyes burned with madness, but Spider-Man could still see traces of Max in there—the friend who had once looked up to him. But now, that person was buried beneath the weight of power and anger. And there wasn't time to save him. Not anymore.
"I won't let you stop me, Spider-Man," Electro growled, his voice distorted by the crackling electricity surging through him. "Not this time."
"Max, you have to stop!" Peter shouted, trying to keep his voice calm despite the thudding of his heart. "We can still fix this! You don't have to hurt anyone else!"
"Hurt?" Electro sneered, energy swirling around him, his body a glowing beacon of destruction. "What about when I was hurting!? Who stopped then?! Who helped me?!"
Before Spider-Man could respond, Electro hurled a bolt of electricity directly at him.
Spider-Man leaped into the air just in time, the ground beneath him exploding in a shower of sparks. The force of the blast sent cars flipping and storefront windows shattering.
I have to get him out of here, Spider-Man thought, his mind racing. If he keeps this up, half the city could go down.
He shot a webline to the nearest building and swung out of the way as Electro fired another barrage of energy in his direction.
Spider-Man dodged and weaved between buildings, his webbing snapping him from streetlight to traffic pole, all while keeping an eye on the civilians below.
People were fleeing in panic, cars screeching to a halt, horns blaring, but there were still too many trapped in the crossfire.
Electro chased after him, blasting energy in wild arcs, his anger growing with every missed shot.
The sheer power radiating from him was enough to make the air feel thick with electricity, the hairs on the back of Spider-Man's neck standing on end.
Every streetlight Electro passed flickered out in a shower of sparks, leaving the city in deeper darkness with every moment.
Police sirens blared from the street below, while helicopters circled above, their spotlights tracking the chase as it ripped through the heart of the city.
Spider-Man could hear the police radios crackling with urgency, their calls frantic as they tried to coordinate a response.
But they couldn't stop Electro.
Only Spider-Man could.
As Spider-Man swung around a corner, his eyes caught a group of civilians trapped behind an overturned bus, struggling to get out.
No time to think—he dropped down mid-swing, landing with a roll before sprinting toward them. "Get clear!" he shouted, waving his arms. "Move!"
Just as they scrambled to safety, Electro swooped down, unleashing a storm of electricity. Spider-Man barely managed to dive between the civilians and the blast, webbing the bus and yanking it out of the way.
The bus skidded across the street, and Spider-Man swung out just in time to dodge another strike.
His body was already aching, muscles straining as he pushed himself to the limit.
But he couldn't stop. Not yet.
"We didn't have to be enemies!" Electro roared from above, his voice echoing across the darkened city. "You're forcing me to do this!"
Spider-Man shot a webline up, flinging himself into the air again. Electro pursued, sending arcs of lightning through the sky, narrowly missing Spider-Man as he zigzagged between buildings.
Spider-Mans mind raced as fast as his body moved. He needed a plan.
He couldn't keep dodging forever—one slip-up, and Electro would fry him. And worse, more innocent people could get caught in the crossfire.
As he swung through the city, Spider-Man spotted a large construction site up ahead—an unfinished building with plenty of steel girders and scaffolding.
It was far enough from the crowds, and more importantly, it had enough metal to ground Electro's attacks if Spider-Man could just lead him there.
"That's it," Spider-Man muttered under his breath. He changed course, making a beeline for the site. He hoped Electro would take the bait.
Sure enough, Electro followed, his rage blinding him to the strategy. Spider-Man swung around the skeleton of the building, dodging another bolt of lightning that crashed into a steel beam.
The impact sent sparks flying, but it also gave Spider-Man an idea.
If he could time it right, he could use the construction equipment against Electro.
"You're only delaying the inevitable!" Electro shouted, his body flaring with power as he charged up another strike. "You can't stop me anymore!"
"Sorry, Max," Spider-Man muttered to himself, twisting mid-air to fire a webline at the crane above. "I don't have time for your monologue."
He yanked hard on the web, causing the crane to lurch and swing its massive arm down toward Electro.
The electricity struck the metal, sending a shower of sparks into the air.
Electro screamed in frustration as the charge was absorbed by the steel structure, his power surging uncontrollably.
But it wasn't enough to stop him. Not yet.
Electro's eyes blazed as he redirected his energy, blasting away the scaffolding that surrounded him.
Spider-Man had to think faster. He needed to overload Electro's powers—make him burn out before he could cause more damage.
Spider-Man dodged another volley of lightning and, with precision, fired two quick weblines at a nearby wrecking ball.
With a hard pull, the ball swung free, crashing into a power line tower beside the site.
Electro screamed as the electric current surged into him from the tower, the massive energy feedback causing his body to spark violently.
Spider-Man heart pounded. This was his moment.
"Max! You have to stop!" he yelled, landing on the scaffold just a few feet from Electro, who writhed in pain as the power overwhelmed him. "You can't control it! If you don't stop now, you're going to kill yourself!"
Electro's eyes flashed with a dangerous light, but Spider-Man could see the torment beneath it. "I... I won't let them take this from me!" Max's voice cracked, his pain showing through the anger for the first time. "I won't let anyone take it!"
Spider-Man saw his opening. He fired a web directly at Electro's chest, then another to the grounded steel structure, channeling the energy away from Max's body.
The feedback caused Electro to scream again, but this time, his power began to drain. The electricity that had surged so wildly now crackled out in small, sputtering arcs.
As Electro writhed in agony, his body still crackling with residual energy, something snapped in him.
His eyes blazed with even greater fury, and before Spider-Man could react, Electro reached out toward a nearby power line, drawing more electricity into his already overloaded form.
The surge of power made the air hum with an almost unbearable intensity.
Bolts of lightning flickered out of his body uncontrollably, causing the ground to tremble beneath Spider-Man's feet.
"You're not stopping me!" Electro screamed, his voice now a twisted blend of human and raw energy. "No one can stop me!"
Spider-Man's eyes widened as Electro turned his attention upward—toward one of the news helicopters hovering too close to the chaos.
No, no, no!
Electro's hand shot out, firing a massive bolt of electricity directly at the helicopter.
The blinding flash lit up the night sky, arcing through the air like a jagged spear. Spider-Man's instincts kicked in, adrenaline surging through him.
He pushed off the ground with all his strength, launching himself into the air.
The wind roared past his ears as he swung at breakneck speed, his muscles burning with effort.
He fired a webline to the helicopter, yanking it hard to the side just as Electro's bolt barely missed its rotor blades.
The blast struck a nearby rooftop instead, causing an explosion of concrete and sparks.
The helicopter spun wildly, thrown off balance from the sudden movement.
Spider-Man clung to the webline, swinging around and landing on the side of the helicopter, his heart pounding in his chest as he anchored it with more webbing, stabilizing it.
The pilot looked terrified but nodded in silent thanks, adjusting the controls as Peter released his grip.
No time to rest. Electro was charging up again, his body flickering with wild energy, eyes blazing with madness.
Spider-Man leaped off the helicopter and landed on the nearest building.
His mind raced. I'm out of options, he thought. He's too powerful. Every time I think I have him, he just absorbs more energy.
He barely had a moment to catch his breath when the crackling voice of Captain Stacy came over an intercom in one of the police helicopters circling overhead.
"Spider-Man, listen to me," Stacy's voice boomed through the chaos, urgent but steady. "We've got a plan. Lead this guy to Central Park. We've got a setup ready. Trust me."
Spider-Man paused, weighing his options. It's risky, but what other choice do I have?
"On it," Spider-Man muttered, knowing that Stacy couldn't hear him, but hoping the message got through.
He shot a webline and swung back into the fray, deliberately taunting Electro.
"Hey, Max!" Spider-Man called, flipping through the air just as Electro launched another bolt in his direction. "I know you're mad, but how about we finish this somewhere with fewer news helicopters? Maybe somewhere scenic?"
Electro snarled, his energy surging as he gave chase. Spider-Man pushed himself harder, sprinting across the rooftops and diving between buildings.
The city streets below had been cleared, police barriers blocking off the area thanks to the NYPD's quick response.
The streets were empty now, save for the occasional abandoned car and a few flashing lights in the distance.
Electro flew after Spider-Man, blasting apart anything in his path. Streetlights exploded, electrical boxes burst into flames, and the dark city seemed to pulse with the energy Max was drawing from it.
Finally, Spider-Man could see the edge of Central Park up ahead. He swung through the trees, his body aching from the non-stop action.
Electro followed, but the densely wooded park made it harder for him to fire off accurate shots.
Spider-Man flipped and dodged, his agility keeping him just ahead of Electro's relentless blasts.
They collided once in midair, the impact sending Spider-Man crashing into the ground. He groaned, rolling onto his back just as Electro descended toward him, fury in his eyes.
"You're finished!" Electro screamed, raising his hands to deliver a final blast.
Before he could unleash it, a blinding light flashed across Electro's face. Captain Stacy had positioned a powerful spotlight on a nearby truck, catching Electro off guard.
The distraction was enough to make him hesitate.
"Now! Hit him!" Stacy shouted through the megaphone.
At his command, fire trucks stationed around the park unleashed powerful streams of water from all directions.
The hoses blasted Electro, who staggered backward, his body sparking wildly as the water hit him.
His power began to short-circuit, bolts of electricity firing off in random directions as he tried to fight against the onslaught.
But Electro wasn't done yet. With a scream of rage, he fired off a powerful blast that struck one of the fire trucks, sending it tumbling across the ground in a fiery explosion, the shockwave pushing the other trucks over.
The hoses went slack, but Spider-Man had seen enough.
He noticed the slight flicker in Electro's power, the way the water had weakened him. This was his chance.
Spider-Man fired a webline at Electro, yanking him off his feet and pulling him to the ground.
He followed up with a flurry of punches, each one hammering Electro harder into the earth.
Electro tried to fight back, but the water had already weakened him, his strikes becoming less coordinated, less powerful.
The news helicopters were circling overhead, capturing every brutal second of the fight. But Spider-Man didn't care about the cameras.
All he could think about was stopping Electro before he could hurt anyone else.
With Electro dazed, Spider-Man sprinted toward one of the downed fire trucks, grabbing a loose hose from the wreckage.
He turned it on full blast, aiming the powerful stream of water directly at Electro.
"Let's cool you off, Max," Spider-Man muttered, spraying Electro with everything the truck had.
The water pounded against Electro, short-circuiting his energy reserves. Sparks flew from his body, his scream fading into a gurgled shout as his powers finally overloaded.
With Electro stunned, Spider-Man charged forward, delivering a powerful kick that sent him crashing into the ground.
The earth shook with the impact, and Electro lay still, his body smoking, flickers of electricity fading from his skin.
Spider-Man stood over him, breathing heavily. His suit was soaked, his muscles ached, but Electro was down.
Finally.
The sound of approaching sirens filled the park as the police moved in to secure the area.
Spider-Man glanced up at the helicopters, their spotlights still trained on him. The city had seen everything.
Tonight, Spider-Man had won.
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
A dark room.
That was all Maxwell Dillon could see—no sounds, no smells, no light. Just endless, suffocating blackness.
He was alone.
But then again, that was a feeling he was all too familiar with.
"Spider-Man," he muttered, the name burning on his tongue. His voice was low, venomous. "Spider-Man..."
Deep underground, in a place where no electricity flowed, his escape was impossible. They had buried him beneath the city, far away from power.
But it didn't matter. He had something else now. Something that fed him more than electricity ever could—his hatred. It simmered beneath the surface, growing stronger with every passing second.
Electro's lips twisted into a cruel smile. "Spider-Man... I will show you real despair. So, wait for me. Just wait..."
Suddenly, a flicker of movement. On a dim monitor, a figure leaned forward, watching the scene unfold from an unseen location. A pair of mechanical arms twitched in the shadows, cold and methodical.
"Yes..." A voice, smooth and calculating, echoed softly in the dark. "He will do nicely...You've made a great many enemies Norman. I feel as though I should thank you for making them so valuable."
Dr. Octavius smiled.
And the screen went black.