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Flash suggests that Gwen and Mary-Jane join him in a threesome, and both agree, though due to the blackout much of this is only partially visible.

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Spider-Man confronts Electro, and engages in a brief fight that spided when Electro accidentally electrocutes himself. Black Widow appears, spider gwen naked attempts to seduce Spider-Man into joining the Avengers. Peter returns home after having sex with Black Widow, and is greeted by his Aunt May, who is being visited by Otto Octavius.

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