Spider-Man - Book 1: Power & Responsibility

by Triple B Studios

First published

A young man named Peter Parker gets bitten by a radioactive spider. He gained spider-like abilities he never thought he would have. This is a story of how he became Spider-Man and how he became New York’s world’s greatest hero.

A young man named Peter Parker gets bitten by a radioactive spider. He gained spider-like abilities he never thought he would have. This is a story of how he became Spider-Man and how he became New York’s world’s greatest hero.

Equestria Girls x Sam Raimi’s Spider-Man Crossover

Coverart by Supremospidey


Featured: 11/12/2023 Thank you for the feature! :raritystarry: :pinkiehappy:


A/N: In this series, set in its alternate continuity of Earth-1613, is where Sam Rami’s Spider-Man and Equestria Girls coexist in.

Chapter 1: The Spider

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On the wrist of a gloved hand stood an eight-legged jet black spider, motionless. Its eight eyes gazed upwards at the human who peered down upon it. The center of the arachnid's round abdomen bore the inscription of two zeroes. Anticipating the ideal opportunity to strike at anything it perceived as a threat, its dagger-like fangs twitched with eagerness.

In the palm of their hand, the founder and CEO of Oscorp, a man by the name of Norman Osborn, held the radioactive arachnid. With a smirk, he regarded it as perhaps his greatest creation.

When Norman was a kid, he exhibited exceptional academic performance, which was recognized by his educators who observed his brilliance surpassing that of his peers. Leading to his advancement through several grades. However, his personal life was not as fulfilling. His father, an unsuccessful entrepreneur and inventor, subjected his wife and son to regular abuse, which may have contributed to Norman's increased focus on his academic pursuits.

Norman enrolled at the Massachusetts Institute of Technology, where he graduated at the age of 18, setting a new record as the institution's youngest graduate. His academic achievements instilled in him a sense of destiny, and he subsequently established Oscorp Technologies. Initially, his endeavors were successful, and he relocated to New York City, where he acquired a grand residence with his early profits. Additionally, he entered into matrimony with a woman named Emily.

Norman was destined to follow in his father's footsteps, as evidenced by certain indicators. Last year, the company experienced a downturn, and Norman was compelled to mortgage his residence and exhaust all available lines of credit to maintain the company's solvency. It didn't take long for the scientists employed at Oscorp to privately expressed doubts regarding Norman's capacity to manage his own company. Some were apprehensive that their own careers were in jeopardy as the company's future remained uncertain. Norman devoted two entire workdays to persuading board members against staging a boardroom coup.

Sometime later, Norman met a fellow scientist in Otto Octavius and befriended him. Norman helped fund Otto's work through Oscorp. In June of 1984, Harry was born but his wife died later on. Leading up to where he is now.

"You a fan of Greek, mythology, Justin?" Norman inquired, his smirk unwavering.

"Can't say I have, Mr. Osborn." Justin replied.

"Ever hear the myth, Arachne?" Norman added. "The story goes that Athena—you know Athena, right? Seems she heard there was this woman on earth, a mere mortal, like you and me - who happened to be a better spinstress than she was."

"Spinstress?" Justin repeated with bewilderment.

"Athena wasn't happy to hear this," he continued. "And she came down to earth to destroy the woman's creations."

"Sounds like a woman." Justin commented.

"When this mortal girl saw what had happened - that she had insulted the Gods and that her life's work had been destroyed - she hanged herself."

Norman rubbed his finger above the spider's head.

"Athena took pity on the poor girl, and touched her on the forehead with magic liquid and said: 'You shall not die, Arachne. Instead you shall be transformed and weave your own web forever.' At Athena's words, Arachne shrank and blackened. First her nose and ears fell off. Then her fingers turned into legs. What was left of her became her body, out of which she spins and was left to spin her own web."

Norman graciously handed the radioactive spider to an employee who was donning a hazmat suit. With utmost care, the hazmat individual delicately returned the spider to its enclosure and securely sealed the lid. As Norman and Justin proceeded deeper into the laboratory, the observant spider remained vigilant.

Just as the duo departed, the arachnid swiftly detected that the lid had not been completely closed and began to ascend slowly. Its legs trembled as it sensed the electrifying presence of its own venom coursing through its body. The arachnid comprehended that in order to liberate itself from this altered, radioactive venom, it required a host. Emitting a faint hiss, the arachnid gracefully leapt off.


The heart of New York City is a bustling metropolis, teeming with life and energy. The great city is home to a staggering 8,804,190 people, spread out over an impressive 300.46 square miles. Skyscrapers and towers rise up from every corner of the city, creating a stunning skyline that is truly awe-inspiring. Cruise ships sailed through the waters that stretch out for miles, passing by the iconic Statue of Liberty. The sidewalks are flanked by a wide variety of establishments, including fast-food restaurants, malls, museums, restaurants, cafés, and bookstores, all lined up like dominoes.

A vast multitude of individuals of varying genders were milling about the bustling sidewalks. The jovial sounds of children's laughter and giggles filled the air as they spent their leisure time frolicking in the park. Adults dressed in business attire navigated their way through the crowds. The streets were abuzz with the sounds of cars traversing from different directions, while trucks rumbled along the roads, each headed towards their respective destinations.

Despite the undeniable beauty, there is one issue that has troubled the hearts of every man, woman, and child.

New York’s natural splendor is marred by the presence of crime. On some otherwise peaceful days, the tranquility is shattered by the alarming sirens of law enforcement officials pursuing robbers in speeding cars. Fear and paranoia fill the hearts of concerned parents, who worry about the safety of their loved ones. Crimes are committed on a daily basis, ranging from robberies and burglaries to car thefts. This unfortunate reality is a source of great concern for all who call New York home.

Located a mile away from the ongoing conflict, beyond the bustling city that divides crime and New York, is a grand edifice known as the Midtown High School. The lengthy corridors are adorned with numerous lockers, while the classrooms are equipped with several desks where students attend their daily lessons. The janitors diligently sweep the hallway floors, ensuring that no anomalies such as crumbs or dust are left behind.

A pale yellow car journeyed its way through town.

An elderly man named Ben Parker, smiled warmly and whistled cheerfully as he drove his new car through the town. He wore a brown coat over a white button down shirt. His brown jeans hugged his shapely legs perfectly. His shoes were brown leather loafers that had seen better days, but still looked like they had been recently polished. Wrinkles framed his chocolate eyes and his thinning gray hair was combed back, just like it always had been when he was thirty.

It was a beautiful morning in April, and the road before him was nice: smooth concrete and clear. Not a single pothole was to be found. The sun shone brightly, and there were no clouds in the sky. Ben Parker was a forty-two year old operation manager of the non-profit organization called F.E.A.S.T. Yesterday he had come to Queens with his wife and nephew to move into their apartment—as a beginning to their new lives together. Moving into the new neighborhood had actually been his wife's idea; for weeks May had filled his ear about the wonderful Canterlot High-school, and how good it would be for Peter to go there.

Seated beside him, Peter Parker adjusted his glasses as he gazed out the window at the apartments lining the street. He turned to glance towards the driver. Ben Parker was driving the car with ease and skill. His face, despite being mostly gray hair, was animated. As he drove, he hummed to himself, tapping his fingers on the steering wheel.

"So Peter, are you excited to start your first day in your new school?" Ben asked, turning his head to regard his nephew in the passenger seat. Peter glanced over at him.

"Hmm? Oh yeah, I am Uncle Ben." Peter replied, nodding in agreement. "It might be a little nerve wracking, though."

"Oh, really? Well you shouldn’t worry too much, Peter. You’ll be fine." Ben smiled at his nephew once again. "Now, I know it must be hard having to leave our old home. But I can assure you that once you spend more time here, everything will become very familiar. We will get used to living here," he chuckled slightly. "After all, you can't deny that New York is quite a sight to behold!"

Peter nodded and hummed in response before redirecting his gaze back out the window. They continued driving in silence. After a few minutes they reached their destination. Ben parked the car outside of the school building.

"Alright! We're here!" Ben announced, looking out the front windshield and smiling brightly at Peter. "You ready Peter?"

Peter nodded with a smile.

Peter opened the door and hopped out of the car, stretching his legs. His backpack strapped to his right shoulder blade. He closed the door behind him before turning to meet his uncle's gaze.

"Have fun Peter, I'll pick you up after school." Ben said, giving his nephew a thumbs up before putting the car in reverse and driving away. Peter watched the vehicle get smaller until it disappeared from view.

Peter sighed softly then turned to face the school and started towards the main entrance. Once he stepped inside, he looked around. He stood in the center of a corridor with two long pathways on each side. The hallway walls and ceiling were painted white, with large windows on both sides of said walls.

He turned to his right and began walking down the hall. He looked at a sign at the end of the corridor reading 'Room 7 – Classroom 4' and headed in the direction it indicated. He passed by three doors along the way, which he assumed were classrooms. One of the doors was open, but a woman's voice could be heard coming from within. Curious, Peter peeked into the room.

Inside was a classroom packed with students. Most of them were sitting on desks while they conversed or discussed whatever subjects caught their attention in class time. One girl student sat alone near the front, writing on a notebook furiously. Three girls giggled with one another nearby, laughing as they talked and joked with each other. An older lady with glasses stood next to her desk watching over all of them. She could be the teacher, as far as Peter could tell.

Her long brunette hair was tied in a ponytail. She wore glasses, an emerald long sleeved shirt, and blue jeans. There were bags under her eyes that suggested she had stayed up late doing paperwork. She turned her head and her eyes met Peters. In return, she gave Peter a slight smile.

"Peter Parker, I presume?" Stated the teacher matter of factly. Her accent was strong, but not thick enough for Peter to be able to make out any words beyond that. She seemed to have expected Peter's response and waited expectantly.

After a moment, Peter responded, "Yes ma'am." He said politely. The woman's lips widened to a slight small smile.

Peter moved on into the classroom and stood next to her. The teacher cleared her throat, grabbing every student's attention. Everyone turned their heads to stare at Peter and the teacher.

"Hello class. Please, take note of my name. I am Ms. Jane Foster, your new teacher today. Now before we begin we have a new student joining us. This young man has recently moved into Queens." Ms. Foster gestured to Peter. "Go ahead Parker - introduce yourself."

Peter glanced around the room. Every student was staring at him with curious gazes. He cleared his throat and introduced himself once again in a polite tone.

"Uh, Hello. I'm Peter—Peter Parker." He smiled awkwardly and waved. Some of the girls giggled and others frowned slightly while shaking their heads disapprovingly.

"Go ahead and take your seat, Parker." Ms. Foster motioned toward the empty desk in the back corner of the classroom. Peter nodded his thanks and made his way over towards his designated seat. He quickly took off his backpack and placed it next to his feet.

As Peter settled into his assigned seat, he looked from the corner of his eye and saw a hand stretched out in his direction. Turning his head, he faced a tall boy with orange hair and a wide grin.

The boy extended his hand. "Hi. I'm Harry Osborn, but my friends called me Harry. At least they would if I had any." He chuckled. "It's nice to meet you."

Peter's eyes darted from his hand—to Harry's face before he shook his hand briefly.

"Nice to meet you too." He answered.

Harry grinned again, and his hand returned to his lap. "Let's talk after class, alright?"

Peter nodded. "Sure. Sounds good."

Class proceeded with great speed. Peter listened attentively as Mrs. Foster spoke, providing explanations for the various subjects that would be covered in the textbooks and books of varying sizes. History, chemistry, physics, and some biology were among the subjects listed. Throughout the class, Peter dedicated most of his time to meticulously transcribing the details of each topic into his notes.

As the bell rang, Peter closed his notebook and rose from his seat. He carefully placed the aforementioned notebook into his backpack and grasped the strap, proceeding to exit the classroom. It did not take him long to locate the cafeteria. Upon arrival, he surveyed the crowd, observing that all the students had gathered there. They were clustered together in groups, engaging in conversations that resonated throughout the room. The students conversed, laughed, and partook in their meals.

"Yo, Peter!"

Peter's head snapped in the direction of the shout. He spotted his fellow classmate, Harry Osborn. Sitting on an empty mobile table with two trays full of food in front of him and a large smile plastered across his features. The same smile that Peter had seen earlier. Harry motioned to a spot next to him on the table.

Peter walked over and took a seat beside the curly haired boy.

"So you're the new guy." Harry stated with a smirk. "Thought I do you a favor and start off your day with a sandwich and some milk. My mom always says you gotta get your energy out somehow, right?"

Peter stared down at his tray of food and took in its appearance. The sandwich had been cut into triangles and placed next to a slice of bread. Right hand grabbed the first sandwich and bit into it. The bread tasted delicious and the cheese inside melted on Peter's tongue. The sandwich was followed by pieces of pickles, mustard and ham. He took a second bite before speaking to Harry.

"Thanks." Said Peter.

"No problemo." He gives Peter a thumbs up before he too begins eating his own meal. For a few moments, the pair ate in silence before Hary broke it.

The pair were silent as they ate until Harry cleared his throat.

"So, do you do any stuff outside of school?" He asked Peter.

"No." Peter replied with a shrug of his shoulders. "Not really. What about you?"

Harry shrugged his shoulders. "Same thing. Just hanging out here, mostly."

"You like playing video games?"

"Yeah, sure. Tons." Harry replied with a laugh. "I even have Grimm showdown Redux back at home."

Peter grinned. "Cool." He said simply.

Harry chews down on another piece of sandwich. After swallowing, he speaks again, "Not much of a talker, eh Pete?"

"Sorry?" Peter said, confused by the question.

Harry chuckles lightly, "Well, I couldn't help but notice how quiet you are. And don't worry, I'm not trying to make fun of you or anything. I mean, if someone who isn't very sociable talks to a total stranger, it would probably seem awkward as well." He smiles softly. "But hey, baby-steps, right? That's what my mom used to say."

Peter glanced to the ground. Rubbing his hand to the back of his nape. "I uh…guess I don't have much to say."

Harry gave him a reassuring smile.

"It's okay, that's fair. Not everyone finds it easy making friends." He takes a sip of his milk. "But I like to be your friend, you know?"

Peter glanced at Harry. "Really?"

Harry laughed brightly.

"Of course!" He leaned back in his chair and rested his hands behind his head. "And plus, we've already shared our names so there's that as well. So let's just call each other friends, yeah?"

Before Peter could reply, his world turned yellow followed by a wet splat. He opened his eyes and flexed his nostrils to catch the scent of eggs and bacon. Looking down, he saw that he was covered in eggs. Slowly, he brought a tentative finger to his fingers. The tips were stained with a mixture of both white and yolk. He frowned when he heard laughter around him. He looked up only to catch sight of several laughing boys sitting on the nearby benches.

"You must've gotten your egg mixed with your plate mate." One of them said with a chuckle.

Peter glared at him. The boys laughed harder.

"What, did you just look for a fork to try and get it off yourself?" Another one snickered.

"Ignore them Peter," Harry said. "They aren't worth it."

Peter glanced at him in surprise. Harry was watching him with kind eyes. "You know them?"

"Oh yeah." He replied with a nod. "Everyone in this school knows them."

He pointed at a tall balding chubby young man who wore a black t-shirt, short blue jeans, and converse sneakers. A big smirk played on his lips as he watched the scene before him unfold, leaning back in his chair.

"Let me introduce you to the two wolves of this school: Kenny McFarlane, the popular jock, but everyone here calls him Kong, and his childhood friend Flash Thompson, he's another jock and the popular player of the basketball team." Harry explained. "I highly recommend that you steer clear from them though. They have a history of picking on new students like us—and most importantly—you."

Peter raised a brow. "Have they picked on you?"

Harry nodded his head.

"Yup. But I don't let their insults deter me. At the end of the day though," he continued. "They're just that: noise. I can easily ignore and tune them out whenever we walk past each other. Or when we are walking through the hallways." He adds, smiling proudly. "They don't bother me."

"Are you sure?" Peter asks doubtfully.

Harry shrugs his shoulders. "Positive."


Inside every pillar glass tube, thousands of spiders crawled around their webs. Each thread was attached to a branch that was connected to the ceiling, floor and walls of a massive underground structure. Spider silk was woven between the trees and branches, weaving them together. Each of the arachnids crawled along their web until they reached a certain section of the ceiling and began pulling themselves onto it. Some spiders crawled towards specific places, searching for prey that resided within.

Other enclosures have different spiders living in different habitats, searching for their particular target to eat. Many spiders in the enclosures were small while others were unsettlingly big—the size of a man's palm. Some of them sat patiently in their webs, waiting for a snack that was going to come soon enough.

A group of students stared at the view from one of the observation windows. While they were understandably creeped out by how many spiders they can see from a single window, Peter on the other hand was enthralled. He found his place within the room: his back pressed against the wall with a book held in his hands. He listened attentively to their guide as she explained to them all.

"There are over 32,000 known species of spider in the world. They're in the order Araneae, divided into three suborders." She gestured to the display before her. "Arachnids from all three groups possess varying strengths which help them in their constant search for food. For example, the Delena spider, family Sparassidae, has the ability to jump to catch its prey."

Peter brought his camera up and snapped a picture of the Delena spider in question before continuing to follow what the guide said. It didn't take long for her to move away and allow the class to move to different sections of the building.

Before Peter could snap a picture at one of the spiders, the female guide raised a brow at him.

"For the school paper?" He offered sheepishly. The woman merely nodded her head and continued.

"Next, we have the net web spider, family Filistatidae genus Kukulcania. It spins an intricate funnel shaped web whose strands have a tensile strength proportionately equal to the type of high tension wire."

Camera raised, Peter quickly snapped the photo of one of the nets in front of him. Before he could take another picture, something flicked his ear and he whirled around to find Flash Thompson smirking at him.

A striped hair girl with glasses saw this and frowned at Flash disapprovingly. "Leave him alone." She told him sternly, giving him a sharp glare.

Flash rolled his eyes, unfazed by the girl. "Or what?" He says with a cocky grin. "You gonna give me a good telling off, nerd Sparkle? Because I don't care. I don't need to listen to some girl who lives off reading books anyway."

"What is going on here?"

Three of them turned to see their teacher standing behind him. His eyes narrowed and he crossed his arms. He was a black man who wore a brown buttoned shirt, dark gray pants, black loafers, and a red tie. His chocolate eyes bore angrily at Flash and Kong.

"The next person who talks will fail this course; I kid you not." He adds menacingly.

"Yes sir. Sorry Sir." Flash apologized quickly.

Mr. Harrington gave them all a once over then sighed in annoyance. "Let's go."

The female guide proceeded along the glass enclosures with Peter and the students following closely after her. A young man with pale yellow skin and spiky blue hair walked beside Peter and Harry. He glanced at Peter and Harry.

“You know what’s strange.” He said, raising a brow. Peter and Harry shifted their gaze to him.

“What is?” Harry asked, looking at the young man curiously.

“That jerk’s name is Flash. But my name is also Flash,” Flash pointed out, glancing at the pair. “That’s gonna cause a lot of confusion.”

The female guide cleared her throat for the trio’s attention.

"This grass spider hunts using reflexes with nerve-conduction velocity so fast that some researchers believe it almost borders on precognition; an imminent awareness of danger a spider-sense." She explained. The students listened carefully and kept their attention forward.

Peter and Harry followed close behind the group. Peter turned to Harry and leaned in.

"Those guys are jerks." Peter commented in a hushed tone.

Harry nodded his head.

"Tell me something I don't know." He pointed to a spider in the glass. "Hey, look at that spider."

Peter looked at said spider.

"Some spiders change colors to blend into their environment. It's a defense mechanism." He stated matter of factly. Harry chuckled at Peter's explanation, causing him to raise a brow at him.

"What's so funny?"

"Peter, what makes you think I'd want to know that?"

Peter blinked. "Who wouldn't?"

The class moved along, the pair trailing after them. As Peter continued to observe his surroundings, his eyes landed on a blond hair girl.

Her electric blue eyes were trained on the spiders surrounding her, her expression unreadable to Peter. She seemed to be studying the creatures intently, her gaze never wavering as she took in everything she could see. Mascara rimmed her eyes, making her appear more mature yet still childish. She wore a black square neck shirt with dark red jeans, and black leather boots. Golden bracelets wrapped around both wrists. Her blonde hair was pulled back in a simple ponytail with two purple butterfly clips keeping her hair in place.

The girl was looking at the spider that Peter had snapped a picture at. It dawned on Peter when he realized he's been staring at her for longer than usual. Peter blushed slightly and quickly averted his gaze. Harry noticed this too, noticing Peter's reddening face immediately.

He grinned at him.

"She's gorgeous, isn't she?" Harry commented casually, not taking his eyes off her.

Peter glanced at him nervously then returned to observing the girl.

"Yeah… Yeah, she is." Peter agreed softly. "Who is she?"

"Gwen Stacy." Harry answered simply. "She goes to our class. She's a smart cookie, I tell ya. You should go talk to her."

Peter whirled around again, now facing Harry completely.

"What? No way!" Peter denied vehemently. "Why would I do that? I mean, why would she want to speak to someone like me?"

"Come on man. Stop with your self deprecating crap, you'll be fine." Harry assured him. Peter opened his mouth to protest but was interrupted by the female guide's voice.

"Transfer RNA to encode an entirely new genome combining the genetic information from all three into these fifteen genetically designed super-spiders." The lady stated as she displayed images of spiders crawling around various different structures.

Gwen blinked rapidly and pointed at one particular glass.

"There's fourteen." She noted.

The female guide turned her head at Gwen. Her brow arched up.

"I beg your pardon? One's missing." She said in confusion.

"Yeah." Gwen nodded.

The female guide peered close into the glass enclosures where the spiders lived. Did a head count to confirm the girl's observation; and sure enough, there were indeed only fourteen spiders present in the enclosure. Her heart dropped slightly. That couldn't be right; that shouldn't be possible. She searched around the glass cases and looked for any sign that would reveal where the fifteenth spider could have gone; even looking up into the ceiling if it were there. It wasn't there.

"Oh no." She whispered, her eyes widening in horror. "No, no, no, no! No, no!"

"Is everything alright?" Gwen asked suddenly.

The lady paused, startled by her sudden presence, a knee jerk reaction but she immediately caught herself and calmed down. She shook her head slowly, forcing a smile onto her face.

"Everything's fine," She replied calmly. Gwen furrowed her brow as she studied the lady's face; searching for any signs of deception. "I guess the researchers are working on that one. If you'll excuse me I need to take care of something, I promise I'll be back. In the meantime you can take a look around if you want."

The female guide hurriedly started past Gwen and the students towards a corner of the room. She hid within the shadows, out of sight of everyone else while reaching into the pocket of her lab coat. Pulling out her phone, she scrolled through various messages until she reached the right number then pressed call. After a few rings, an unfamiliar male voice came out over the line.

"Hello?" He questioned, sounding confused.

"Hi. This is Doctor Elizabeth Taylor. I called because….we have a situation."

"What kind of situation?" He inquired warily.

Elizabeth closed her eyes momentarily before answering:

"Specimen double-zero is missing."

The line went silent for a moment until the male's reply sounded; clear shock evident in his voice.

"Double-zero?"

Elizabeth nodded grimly. "Yes."

"Our specimen?" He inquired.

"…yes."


"This is amazing Harry. This is absolutely amazing!"

Peter was amazed with the diversity of Oscorp's advanced technology, the development of new products and tech displaying before him. His jaw hung slack as he stared at an employee wielding two electric whips and whipped them acrobatically.

"Wow," breathed Peter.

Harry chuckled at Peter while shaking his head; He didn't share Peter's love and wonder for high tech.

"Easy, Pete. They're not that amazing." Harry said, shoving his hands in the pockets of his jacket.

Peter turned at Harry, his mouth agape.

"Not that amazing?" Peter was appalled by what his best friend said. "I feel like I'm in heaven! I mean, look at that guy with the electric whips. Oh, oh, or that guy with the hoverboard, or…"

Peter trailed off when he caught something from the corner of his eye. In the distance, he saw a man conversing with one of the Oscorp employees. He donned a white business suit with a black buttoned attire underneath, and a properly tied red tie. Said man was african-american with dark chocolate eyes, and a deep wave haircut.

It was then that Peter realized who he was staring at. He's seen this man before.

"Roderick Kingsley." Breathed Peter.

Harry turned his gaze at Peter. "You know him?"

Peter nodded. "Yeah, my father was good friends with him back when I was like, what, five years old. What's he doing here?"

"Meh, beats me." Harry shrugged his shoulders. "Probably another business meeting with my dad; something that would benefit the company, my dad always says."

Peter and Harry were filled with concern upon hearing a cracking sound. They raised their heads and observed a spider-web crack on the ceiling. The duo's hearts sank as the ceiling started to bulge, ultimately leading to its explosion. Dust descended upon everyone, and fragments of concrete fell. One large piece of concrete was descending directly towards Roderick Kingsley.

"Mr. Kingsley!" Peter shouted, and sprinted towards him.

Before Roderick had time to turn his head, Peter leapt and pounced him to the ground. His world faded into gray, followed by a powerful thump. It was as though a giant mallet had struck the earth. Particles of dust filled his lungs, causing him and those nearby to cough. Everyone remained mute until the dust had passed. There was silence.

After a few minutes the doors swung open. The air was broken by a looping siren. Oscorp's security packed the room, checking on everyone for any signs of fatal wounds or injuries.

Peter stood up with Roderick as they both coughed dust out of their lungs. The duo trotted out of the room with Harry trailing after them. Peter led them out of the room until they were back at the first section of the laboratory.

Roderick placed his hands on his hips. His chest rose and fell while shaking his head, turning his gaze towards Peter.

"Thanks, kid. You saved my life back there." Roderick said, patting Peter's shoulder.

"No problem." Peter said, breathing heavily.

Roderick nodded then walked past him and Harry. Descending down the stairs towards the exit. Peter turned to face his best friend.

"Are you okay, Harry?" Peter asked, his tone laced with genuine concern. Harry waved him off with a reassuring smile.

"Yeah I'm fine, just covered in dust is all." Harry reassured him. Peter sighed in relief.

"Okay, that's good. I'm really gla—"

Peter let out a cry as he felt a sudden surge of pain throughout his body. He instinctively raised his right hand to inspect the source of the discomfort, only to discover a jet black spider that had sunk its fangs into the center of his hand. A cold sensation coursed through his veins, as he gazed into the eight lifeless orbs of the arachnid.

The spider pulled its fangs out and leapt off his hand. Peter's eyes shut whilst rubbing his hand. He was repulsed by the furnace heat seeping through his arm.

"Woah, Pete. What's wrong?" Harry asked, stepping to his friend's side.

"Ow… some freaking spider bit me." Peter responded.

"A spider?" Harry repeated.

Peter groaned. "Man, that thing bit me like a darn cougar."

Harry laughed and patted his shoulder.

"Walk it off, champ. Just think of it as a bite from a house spider." Harry said reassuringly.

Peter nodded, even though he was still trembling. He could feel the spider's venom flowing from his hand and spreading to his entire body. Peter only hoped that it wasn't venomous.

It didn't take long for the duo to regroup with the students, who were situated outside near the bus. After being scolded by their teacher for wandering off from the group, everyone embarked back into the bus. Only Gwen, her friend Liz, the main seven, Peter, and Harry were last to go.

They gracefully boarded the bus and settled into their designated seats. As the powerful engines of the vehicle roared to life, it began its journey forward. Throughout the lengthy voyage, Peter was acutely aware of a frigid sensation that gradually permeated his entire being.

Peter's eyes flickered, his vision began to blur and she promptly fell to the floor, unconscious. . .

Chapter 2: Big Change

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Peter Parker awoke with a start and a gasp, eyes flying open. It wasn’t until the second breath in that he noticed he was back in his bedroom. He blinked at the ceiling above him, his chest rose and fell quickly as the last traces of panic faded from his system. The familiar darkness around him didn't help ease any of the tension. He rolled over and stared at the window on his right side. Strips of sunlight filtered through the blinds, illuminating Peter's floor from beneath. With a groan he pushed himself up and swung his legs off the bed, swinging them onto the cool wooden planks of the floorboards below him. Holding his head in his hands, Peter took a steadying breath.

His heart beat erratically in his chest, but his pulse seemed to slow with each passing moment. His breathing slowed and evened out after just a couple moments, the adrenaline rush fading. In the quiet silence his mind began to clear.

Peter closed his eyes and rubbed his temples, feeling the tension gradually seep away. It wasn't as bad this time. The nightmares had been frequent lately--not so vivid anymore, just enough that he could feel the phantom pressure of a spider's fangs piercing down around his throat. And he hated it.

Wait a minute…the spider.

Peter stood upright abruptly, his mind racing again. He brought his right hand up to his view where the puncture wound remained. He looked down at the spot where the spider had bitten him before. The punctures were gone, as if he hadn’t been bitten at all.

Peter sighed and ran a hand through his hair as he made his way into the bathroom, closing the door behind him and flipping the lights on. The lights illuminated the room, making everything look sharper and brighter than it really was. Peter glanced at himself in the mirror. Besides the bandages folded over his shoulder and neck he looked fine. But the memory of what had happened lingered. He still remembered how terrified he'd felt when the spider bit him; that was no small thing, especially considering that he hadn't known what or why it was doing there.

That had been one hell of an experience—Peter shuddered just thinking about it. He reached up and grabbed the washcloth hanging in the sink, using his free hand to turn the faucet handle up to the warmest setting. He wet the cloth and began washing his face. Wiping the dirt off his cheeks and chin, Peter set the washcloth aside on the counter. As he rinsed his mouth out Peter turned and looked at his reflection in the mirror once more.

He frowned a little when his nostrils wrinkled at the smell coming from him. He raised his arm and sniffed at the sleeve of his sweatshirt before immediately recoiling with a cringe. He grimaced in disgust, dropping his arm to his side. He smelled terrible; the sweat on his skin was sticking uncomfortably to his body, leaving a gross odor clinging to him. His shirt must have reeked. He needs a shower.

Bringing his hands down to grab the hem of his shirt he slipped it off over his head, throwing it across the bathroom doorway. Before he could reach for his pant’s however, his hands stopped mid reach and saw something odd in his reflection.

“Woah…” he breathed out, taking in the details of the new image presented before him.

As far as Peter knew he had always been a thin man; he certainly wasn’t muscular. However, he did know he was short; if someone walked past him they would surely notice that fact. Yet instead of being met with the sight of his normal skinny build, he found that the person standing before him was actually quite tall. His arms were strong looking, but not excessively brawny. In fact, it looked like those arms should belong to a gymnast. Even his legs seemed toned and well formed. But what captivated Peter most of all, was his six pack—six perfect abs, in fact.

Peter traces his finger along the hard line of one of them, his mouth falling slightly agape at the view. Peter swallowed nervously, suddenly hyper-aware of his own physique. My muscles looked strong too, he thought absentmindedly. But where did all this muscle come from? Peter lifted his other arm, examining the contour of his biceps and forearms, the flex of his tricep.

“Where did all this come from?” Peter muttered under his breath, still staring at his hands. He balled both of them into fists experimentally, watching as the veins in the palms flexed and bulged against his fingers.

A knock at the door pulled Peter from his reverie, breaking the strange trance he’d fallen into.

“Peter! Are you alright?” May called.

Peter blinked rapidly. He looked back at himself in the mirror and slowly nodded. “Um…I’m fine.”

“Any better this morning? Any change?” May asked, concern evident in her voice.

Peter smiled sheepishly at his own reflection.

“Change?” He looked down at his muscled torso and nodded his head with a smile. “Yup. Big change.”

“Well, don’t stay in the shower for too long. You’re gonna be late for school.”

Peter nodded his head. “Right.”

After a few minutes in the shower, Peter rummaged through his wardrobe and chose to wear a pair of black jeans and a gray turtleneck sweater. His hair was already starting to dry and frizz though, so he brushed it out to make sure nothing stuck. After pulling his shoes on, he checked his phone. No texts from Harry yet. That’s probably good. It would be better to just talk to him at school. Peter shrugged and pocketed his scroll. He grabbed his backpack and headed downstairs to the kitchen.

Uncle Ben was sitting at the table reading the newspaper, dressed as usual in the same clothing he wore yesterday. Pulling away from said newspaper, he turned his gaze towards Peter and smiled.

“Hey, you lookin’ better today.” Uncle Ben greeted as Peter approached.

Peter grinned. “Yeah, never better.”

“Well, thank god. You really had me worried, dear.” May said over her shoulder, her tone one of worry as well as her expression while looking at Peter.

Peter rubbed the nape with his hand. “I’m sorry I’ve made you worry.”

Uncle Ben blinked and pointed at his nephew.

"Hey, you're not wearing your glasses." Uncle Ben remarked surprisingly.

Peter blinked. He brought his hand up to his face.

"Oh, really? Heh, heh, I guess I must've left 'em in my room." Peter chuckled awkwardly.

May smiled at Peter, then motioned towards the bag sitting on the table’s center.

“I’ve already made your lunch.” She explained.

“Thanks.” Peter said, smiling as he moved towards the bag. He peeked inside to find a well-made sandwich inside a plastic container with his name written elegantly in cursive script on top.

Peter unzipped the back pocket of his backpack and shoved his bag inside before zipping it back up. Throwing both arms through the straps one at a time, he starts towards the main door. However, before he could grab the nob, he heard his Uncle call him from behind.

“Hold up a second kiddo,” he says. “I’ll take you to school.”

Peter turned to look at his uncle, puzzled. “Oh, you don’t have to. I’ll just take a Bus.”

Uncle Ben waved his hand dismissively.

“No, no, no, I insist.” He stood up from his chair and walked over to May. Placing both palms on her shoulders and smiles. “I’ll be back soon, hunny. I love you.”

May returned her husband’s affectionate smile.

“Love you too.” She said softly, leaning up on her toes to peck his cheek. Then she turned to face Peter. “Have a nice day, sweetie.”

“Later.” Peter said quietly and gave his aunt a quick hug, then walked out the door with Ben close behind.

Peter entered Uncle Ben’s car, buckling his seat belt as he waited for his uncle to buckle his. He glanced at the window next to him, noticing the car had started up and began moving forward. He closed his eyes and leaned his head back against the headrest, humming slightly to himself as he focused on his thoughts of how he was feeling in regards to yesterday’s incident.

He can still remember the moment vividly whenever he closed his eyes or tried to forget about it; the spider’s hot fangs piercing through the tender flesh of his hand, hot blood dripping down from his wound and flowing freely down between his fingers. The memory is etched into every inch of his brain; he didn’t need to open his eyes to remember every detail.

Peter shook his head, trying to rid himself of the remnants of the horrible memory. He decided to distract himself with thoughts of his childhood, where the streets of queens had been his true home. Both of his parents were white; his mother, a nurse, and his father, a scientist. He inherited his father’s skin, hair, and eyes. But he also carried his mother’s heart; she was gentle, kind, intelligent, and brave.

Physical science was in Peter’s blood. He didn’t care about sports nor did he have any interest in it. He spent his time in the labs where his father resides, inventing and tinkering, learning to find the right way around a problem, to solve it, to fix it, or even to improve upon it—whatever it took it had to work.

He remembered his father as being an intelligent man. His mother was kind and loving, yet passionate about helping people. Her passion had driven her to become a nurse. She loved children, and would treat every child be it toddler or teen as if they were her own. Peter was lucky enough to have his father as a role model during his childhood. His constant encouragement of his intellectual curiosity, and love for the natural world motivated Peter.

For a brief moment Peter frowned. Both of his parents died in a plane crash due to an engine failure while traveling. The tragedy was still fresh in his mind. Peter felt sad remembering the incident. He had learned from such a young age that death comes to everyone, sooner or later. But Peter never forgot his parents. God, no. He never stopped missing them.

Peter glanced at the window. Memories flashed through his mind again: he and his childhood friend, Eddie Brock, playing arcade games together, laughing at stupid things, and reading comic books. They shared many laughs and always got along with each other perfectly. Peter’s heart warmed when he thought about those memories. But then it got warmer when he and Jaune reunited again years later, which still shocks him of how tall he grew.

A small chuckle slipped through Peter’s lips. It never failed to amaze him the first time he met Eddies’ sisters. There were seven of the girls in total. He could still hear their giggles as they played dress up with Eddie, forcing him into wearing many princess outfits and putting on make-up. His lips pulled into a smirk and he shook his head. He couldn’t imagine a worse embarrassment than being forced to play dress up. He knew there was no salvation from Eddies’ playful sisters; it was bound to happen. Thinking back at that time, Eddie had to put up with his sisters on how affectionately they were with him.

Well, he’s lucky to have siblings, Peter thought.

“Peter?” Asked Uncle Ben curiously while driving.

“Huh?” Replied Peter, snapping back into reality. “Yeah, Uncle Ben?”

“What were you chuckling about?” Uncle Ben inquired, looking at him curiously.

“Oh, nothing. Just remembering some past events.” Peter said casually with another shrug. He wasn’t lying.

Peter’s Uncle nodded at his answer.

“Alright.” Uncle Ben’s eyes grew large before letting out a sigh and palming his forehead. “Oh goodness gracious..”

Peter glanced at his Uncle and frowned. “What’s wrong?” He asked.

“I forgot to buy the bananas, eggs, and apples for your aunt.” Uncle Ben gripped the steering wheel and exhaled slowly. “Okay.”

Upon reaching their destination, Ben immediately parked the car outside of the school building.

"We're here!" Ben announced, turning his gaze to his nephew and pat his palm onto his shoulder. “Just like last time, I’ll pick you up after school. Okay?”

Peter nodded, twisting his torso and opened the door. Hopping out of the car while stretching his legs. His backpack strapped to his right shoulder blade. He closed the door behind him before turning to meet his uncle's gaze.

Ben smiled warmly at him and gave his nephew a thumbs up before putting the car in reverse and driving away. Peter watched the vehicle get smaller until it disappeared from view.

He turned to face the school and started towards the main entrance. Once he stepped inside, he looked around. The long halls from both sides were filled with an ocean of students milling about and talking amongst themselves. He saw several faces that he recognized, but not all. Students greeted each other and exchanged small talk, chattering about what they wanted to do after class. A trio of girls passed by him walking forward while giggling amongst themselves.

Peter continued to scan the crowd for familiar faces. When he finally spotted one, a small smile formed his lips.

Harry Osborn.

He was chatting away animatedly with a girl who had red hair tied into two pigtails.

Peter approached the pair and tapped Harry’s shoulder. The boy turned around and smiled when he saw Peter.

"Hey, Pete." He greeted him, placing his left hand into the pocket of his jeans while holding his right hand up for a high five.

"Hey, Harry." Peter returned, returning Harry’s high-five. Harry turned his gaze towards the girl with pig-tails.

“Hey, I’ll see you after class. Alright?”

The pig-tail redhead girl nodded her head. Harry and Peter walked together down the corridor. Passing by students going in other directions.

“So, Pete. You uh, feeling better from yesterday?” Harry asked as he eyed Peter carefully. His eyebrows furrowed a bit as his mouth opened and shut a couple times.

Peter nodded. “Yeah.”

“Ah, that’s good. You got me worried when you suddenly passed out. Least Applejack was kind enough to carry you home.” Harry said.

Peter turned his gaze towards Harry.

“Applejack?” He questioned, quirking an eyebrow.

"Yup, a good friend of mine. She was really worried when she saw you passed out yesterday. She even insisted on carrying you back home.” Harry commented with a small chuckle. “Said she didn't want to leave your side after seeing the state you were in.”

Peter smiled and shook his head.

“I should thank her the next time we meet.” He mumbled.

Following far behind the two boys, Flash Thompson and Kenny McFarlane stalked them with grins plastered onto their faces.

“Wonchu look at that, puny Parker has his back turned? Well, looks like our little friend is about to get his first day wedgy.” Flash said mockingly, turning his gaze towards Kenny. “So, who gets to go first?”

“Well, you already had your first with another runt. I should have this one.” Kenny suggested smugly.
“By all means.” Flash stepped aside and gestured his hand forward. “After you.”

Kenny snickered slightly under his breath and moved forward. Each step was carefully placed as he crept closer towards Peter. Everyone but the two conversion boys watched Kenny creeping closer towards Peter. His arms spread wide in anticipation while his grin widened to reveal perfect white teeth.

A tingling sensation ran down from Peter’s hollow skull to his spine. He halted his tracks and stared forward. There was a second tingle, almost similar to the sensation of electricity running down his spine. It was as though someone had injected a jolt of electricity through his body. He shuddered as goose bumps covered his skin like thousands of tiny ants crawling up his body.

Peter whirled around facing a startled Kenny McFarlane. His hands shot up, grabbing both of Kenny’s wrist and narrowed his eyes dangerously up at him. Kenny yelped in surprise and jerked backwards.

“Back. Off.” Peter stated fiercely while glaring at Kenny.

Kenny gulped, feeling his stomach churn in nervousness. Peter slowly let go of both of Kenny’s wrists. He turned away and started forward down the hallway with Harry following behind.
Leaving Kenny frozen where he stood.

The bell’s ringing signaled to every student in different rooms that class was over. Said students already got up and started their way out of the room. Closing his notebook, Peter stood up from his chair, shoving said notebook into his backpack. Grabbing the strap and starts halfway forward before halting in his tracks.

Peter rubbed his temples; he could still feel the strange tingling feeling running through his head that happened earlier with Kenny. He felt confused and annoyed. Peter shook his head and headed for the door, leaving the classroom.

Upon entering the cafeteria, everyone was already seated on their respective chairs in groups. Laughter, chatter, and conversations filled the air. Some students were talking to their friends, while their other friends were busy on their phones.

"Yo, Peter!"

Peter's head turned in the direction of the shout. Like yesterday, he spotted Harry sitting on an empty mobile table with two trays full of food in front of him and a large smile plastered across his features.

Peter walked over and took a seat beside Harry. Peter opened his mouth to say something but quickly shuts it when he caught something from the corner of his eye. He turned his gaze to see Gwen Stacy from afar, sitting at another table with a group of girls. The world tuned out as he stared at Gwen in silent astonishment. He found himself lost in her electric blue eyes; eyes that made him feel warm and fuzzy. His heart skipped a beat when he realized he was staring too intensely at her. Blushing furiously, he looked anywhere except at her as his ears began burning red.

Peter quickly turned his gaze in time to see his friend Harry staring at him with a wide grin across his face.

"What?" Peter muttered irritably.
Harry pointed toward Gwen, his eyes sparkling mischievously, "You ogling Gwen?"

"No! I'm not ogling anything!" Peter snapped defensively.

Harry let out a chuckle. "Whatever you say, bro."

Peter scowled and pulled out his bag from his backpack. Pulling out the plastic container before opening it up and began eating his sandwich. Before he could take another bite, his mind suddenly buzzed, drawing his attention away from his sandwich towards a girl nearby.

She was adorable, with wide, innocent teal eyes and long, wavy, powder-pink hair. She walked forward with a tray of food in hand. But that wasn’t what caught Peter’s attention. His eyes landed on a puddle of water that she was approaching.

Peter observed as the girl inadvertently stepped upon the aforementioned puddle, resulting in a moist, resounding impact. A startled yelp escaped her lips as she lost her footing, causing the tray she held to ascend into the atmosphere. Reacting instinctively, Peter swiftly vacated his seat, executing a nimble roll upon the floor before enfolding his arm around the descending damsel's midsection.

The girl emitted a gasp as Peter drew her nearer, assuming a protective stance. Her countenance pressed firmly against his chest, her eyes widening as she gazed upward at him, her visage suffused with a rosy hue of mortification. With one hand securely encircling her waist, Peter adroitly employed the other appendage, successfully intercepting the tray's descent upon the aforementioned hand.

The food fell back on the try in perfect
balance and precision. Peter was shocked of what he just did. None more so then the girl in his arms. Peter shifted his gaze towards her.

“Are you okay?” Peter questioned with concern etched onto his face. The girl remained stunned as she blinked owlishly at him.

“Um, yes.” She muttered shyly, averting her gaze downwards. Peter uncoiled his arm off of her waist, allowing the girl to stand straight.

“Could’ve been a bad fall, right? Might wanna watch your step next time.” Peter advised with a smile. The girl responded with a nod.

“T-Thank you,” she said softly before turning and walking off in her direction.

Peter watched the timid girl sit down with her friends who were staring at him. All six of them in awe of the spectacle they just witnessed. He couldn’t blame them though; he was just as surprised as they are.

Peter paused.

Did he just talked to a girl without stuttering his words?

“Peter..?”

Peter turned to his left finding Harry standing in front of him. His face etched awe and admiration. “Wow, man… That was so cool!”

Peter chuckled awkwardly, scratching his neck with a slight grin plastered onto his face. “Uh, yeah, thanks, Harry.”

“When did you learn to do that?” Harry asked curiously.

“Ah, well I don’t know.” Peter replied truthfully. “I guess my body just moved on its own.”

Harry nodded understandingly. “That makes sense. Hey, I was thinking. Why don’t you and I go to the arcade after school today? You can even pick which games to play and I'll pay.”

Peter thought about it for a moment. Spending time with his first friend sounded fun. Plus he hadn’t played arcades since he was a kid so he was eager to finally get back to the pastime.

“Sure, I’m down.” Agreed Peter.

Harry’s face lit up excitedly, “Awesome! I’m gonna head to the bathroom. Wait for me, okay?”

Peter watched as his friend sprinted off towards the double doors. He gave a small smile at his antics before returning back to his seat. Upon sitting back down, he blinked in puzzlement when he felt something cold. He brought his hand up and looked down at the source.

Peter raised a brow.

A fork was sticking to his wrist.

Peter attempted to shake off the fork by shaking his hand, but to no avail. The fork stubbornly remained affixed to his wrist. Briefly glancing at the individuals surrounding him, who were engrossed in their own conversations, Peter let out a sigh and redirected his gaze back to his wrist.

With utmost care, Peter firmly grasped the handle of the fork and began to slowly lift it upwards, gradually raising the utensil higher. It was at this moment that Peter's eyes beheld a delicate strand of web extending from his wrist and adhering to the fork. A look of astonishment washed over Peter's face as he stared intently at the intricate web entwined with the fork, struggling to comprehend the inexplicable sight before him.

Peter immediately stood up from his seat. He yanked the fork out of his wrist and placed it down next to his tray. He starts forward towards the door, leaving behind his unfinished food. As Peter walked, his eyes were transfixed onto his wrist where the protruding web once was.

His words from earlier today reigned true.

Something has changed.

Chapter 3: Superpowers

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On Tuesday, within the confines of Canterlot High School, Peter Parker found himself seated at his desk, enduring the seemingly interminable passage of time. His finger gently tapped against his pencil, his body contorted in an attempt to avoid drawing any unwanted attention. Adjacent to him, Harry diligently transcribed notes, the sound of his pen etching on paper filling the otherwise silent classroom. Peter redirected his gaze towards his own paper, methodically ticking the boxes adjacent to the correct answers for his completed homework.

Once more, Peter's finger tapped against his pencil, his mind consumed by the peculiar incident that had transpired recently. Awakening to find himself in the physique of an athlete was one thing, but the discovery of his newfound ability to shoot webs akin to a spider was an utterly bewildering experience. Furthermore, he had also uncovered an uncanny aptitude for sensing danger, a sixth sense that had eluded his awareness until his altercation with Kenny McFarlane just the other day.

He stared into deep space, his mind playing the memory of stopping Kenny in his tracks. Kenny sneaking up behind him, his mind suddenly buzzing like crazy, halting him in his tracks, leading him to where he sat now. There were good benefits after said fight, Kenny didn’t bother him anymore.

At least for now.

However, subsequent to that particular incident, a rather startling revelation had ultimately become apparent to him: during his visitation to the field trip, the arachnid which had inflicted the bite upon him was not of the ordinary variety, and thus must have transmitted certain mutated characteristics that ultimately led to the manifestation of his own unique set of extraordinary abilities.

Peter had thought about telling Harry about his new superpowers but he immediately dismissed the notion. If he were to show Harry or anyone, they would overwhelm him with questions on how he obtained his new spider-powers. Rumors would spread like wildfire within his peer group and amongst the school faculty, and Peter couldn’t afford to face that kind of backlash. So instead, he decided to keep his abilities a secret and maybe spend his free time mastering his new gift.

He will need to ascertain what he is capable of and acquire mastery over his abilities as expeditiously as possible. The query that arises is, what exactly can he accomplish? Based on his understanding, it is evident that the arachnid in question was not an ordinary spider, but rather a spider of a potentially experimental nature. He has somehow acquired its physical capabilities, but what other talents does he possess?

Drawing conclusions from the information he perused in a book at the library, Peter surmised that it was not an ordinary spider with documented characteristics. Rather, it appeared to be a fusion of various species that underwent mutation and coevolution, resulting in the emergence of a unique individual endowed with venomous capabilities. This, at the very least, is Peter's conjecture. Perhaps he possesses the ability to leap great heights, akin to the jumping spider, which can propel itself a distance of ten to fifty times its own body length. However, the production of venom or webs seems to be beyond his purview.

The school bell finally rang as the class began to disperse. Peter packed his things faster than anyone else to make a quick getaway. He shoved his books into his backpack, along with his notebook, pencil case and lunch box. Some of the other students noticed this as he nearly bolted out of the room.

"Hey, where's Peter off to in such a rush?" one of the boys in the class asked, confused about the boy’s behavior.

"Yeah, and did anyone else notice he grew a few inches?" Another boy noted as they and others noticed his strange behavior.

"Who knows. Maybe he's got a girlfriend?" One of the girls suggested. A silent pause descended the classroom before they exploded into laughter.

"Yeah right, who'd want to date that nerd!?" Another girl laughed as they made fun of the introvert nerd.

Gwen and Harry watched Peter leave the class with an arched brow. It would be disingenuous for the pair to deny that they too were wondering why Peter was in such a rush to get out of class. Maybe to avoid getting picked on again by Flash? She didn’t know for sure.

Sunset Shimmer shook her head at their words before exiting out of the room. She was tired of them making fun of his friend. It annoyed her immensely. But she must focus on getting her test done by Wednesday and if she was ever going to pass, she needed to finish everything on schedule today. Sunset halted in her tracks and blinked.

A sudden realization dawned on her.

Wait a minute, Sunset thought, was that guy from earlier always tall..?


The bus arrived at their destination in a timely manner. The students disembarked one by one, with Peter and Harry being the last to alight. After Peter and Harry said their farewells, he turned away. He scrutinized his hand intently, repeatedly clenching and unclenching it in search of any discernible change. The recollection of him adhering to the ceiling flashed through his mind.

He could still faintly perceive the buzzing sensation in his head.

As Peter continued to stare at his hand, his gaze eventually drifted upwards staring forward. Peter started down the street and walked aimlessly down the sidewalk. The occasional vehicle drove past, and pedestrians continued to stream out of shops and houses. It wasn’t long until Peter stopped at the entrance of an empty alleyway.

Peter stared at the narrow street formed by the proximity of adjacent buildings. He scanned his surroundings, making sure no one was nearby. Peter started forward through the alleyway, taking small, deliberate steps. His eyes darted every which way as he moved. After walking for a bit he halted at the alleyway’s center.

Peter turned his gaze towards the wall. He walked up to said wall and placed both hands on it. He started crawling up, his shoes doing nothing to stop him from sticking to the surface. His concentration worked on sticking with his fingertips, releasing one hand then placing them on the surface again. Effectively climbing the wall like a spider.

Not even his shoes got in the way, as he almost instinctively knew how to make them stick to the wall. Peter ascended higher up the wall as he eventually reached the precipice above the roof. He paused briefly to look around. From where he stood, there were several rooftops stretching out further than his eyes could see. Some people hurried past on bicycles, some on foot and still others drove by in their cars.

He shifted his gaze back to the other roof of a building, only a few feet away. Peter assumed a pose stance to run. His eyes narrowed with determination. With a burst of speed, he sprinted forward. He began pumping his arms and legs furiously as he raced toward the apex.

Peter swiftly retreated his feet, powerfully kicking from his heel, and propelled himself forward. Leaving behind a small crater as both feet slammed into the ground. He leapt with incredible speed as he jumped eighty-three meters in the air, leaving behind a gust of wind.

“WOOHOO!!” Peter cheered as he landed on another roof, causing him to fall onto the ground with a thud.

Peter remained on the ground as he panted heavily. His heart was pounding furiously inside his chest as he tried to regain his breath. It was exhilarating! Peter felt as though he had just taken a flight—one full of exhilaration. As his heart slowed down he gazed down at the concrete beneath him.

After several seconds, Peter slowly stood up. He stretched out his body languidly, feeling a wave of satisfaction wash over him. He looked ahead at another rooftop and smiled. Peter proceeds to run forward and jumps to another roof, cheering with excitement as he makes his way toward another rooftop. He leapt upward once more, reaching the same height as he had the previous time and began running toward yet another rooftop.

His heart was racing in his chest. He could hear it beating rapidly as he raced across the roofs and across the neighborhood. Wind whipped past his ears, blowing his brown hair wildly across his face. The sun was hot above him. He continued sprinting until he landed onto another rooftop.

Peter turned his gaze towards a nearby warehouse. He quickly made his way towards the building’s entrance. After opening the door to the warehouse, Peter walked inside. He looked around. No one else was present, and judging by the amount of work laid out neatly on the table, the place seemed abandoned.

Old cars with no wheels were lined up in display, along with old machinery which may or may not have been used for some sort of maintenance. Peter surveyed the interior of the building. There were numerous boxes containing assorted tools stacked against one wall and shelves lined with glass jars filled to the brim. Peter walked towards the cars, examining their condition. They were mostly untouched, but one of the cars did appear to have suffered considerable damage.

The paintwork was cracked and worn from years of exposure to the elements. Judging by the size of the vehicle, Peter guessed that it wouldn’t take too much effort to repair the car and return it to its original state. Peter's eyes momentarily shifted from his hands to the wrecked car before him, and his lips twitched upward in a small smile.

Peter slid his hand under the car then slowly and effortlessly lifted it up. Outstretching his left hand he places it at the vehicle’s belly, lifting it up as high as he can manage while maintaining its balance. Once Peter had a good grip he hoisted up the damaged car above his head with ease. Peter couldn’t help but laugh gleefully. He held the car for several moments before setting it back on the ground.

“Haha! Man, I feel like Hercules! I love that freaking spider!” Peter grinned, his eyes dancing with mischief as he reminisced over this moment. “Man, this is amazing! I still can’t believe this is happening. I have superpowers. Real powers!”

Peter blinked and glanced at his phone, noting the time: 1:17. As much as Peter desired to continue testing his strength, it would be prudent to make his way back home; he would not wish to cause any concern for Uncle Ben and Aunt May.

With utmost discretion, Peter departed from the warehouse and effortlessly leapt back onto the roof, ensuring that no one observed his departure. From one rooftop to another, he gracefully traversed until he safely landed in the alleyway. Exiting the aforementioned alley, he proceeded to stroll along the sidewalk, making his way towards his humble abode.

There he could conduct some secret experiments with his new gifted powers.

Chapter 4: Spider-Man vs Crusher Hogan

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Uncle Ben drove his car with his nephew by his side through the city of New York. An ocean of individuals of two genders filled the streets, and adults in business attire navigate their way through the crowds. The sounds of cars and trucks can be heard as they travel in different directions.

Uncle Ben glanced at Peter with concern adorning his countenance. For the past few days, he had seen his nephew acting quite weird. Neither he nor May couldn’t recall the last time they had ever spoken to Peter. His normal daily chores had decreased, and to top it all off, Peter had been doing strange experiments in his room. Experiments that Ben still couldn’t wrap his brain around.

Uncle Ben faced the road. With all of this in mind, he knew he could not let this be. Peter is a good kid; he knows it, and May knows it as well. But this? This was just stupid, even for someone as smart as Peter.

All the more reason to have a talk with his dear nephew.

He’ll never know if he’ll get another opportunity like this again.

“Thanks for the ride, Uncle Ben.” Peter said, about to reach for the handle. Uncle Ben tapped his hand on Peter’s shoulder.

“Wait. We need to talk.” Uncle Ben

“We can talk later.” Peter insisted. Uncle Ben shook his head.

“Well, we can talk now. If you let me.” Uncle Ben persisted, frowning at him.

Peter raised a brow at his uncle. “What do we have to talk about? Why now?”

“We haven't talked for so long,” Uncle Ben began, his tone laced with genuine concern. “May and I don't know who you are; you shirk your chores. You have all those weird experiments in your room, and you start fights at school.”

“I told you I didn't start that fight.” Peter remarked.

“You sure finished it.” Uncle Ben retorted.

“Was I supposed to run away?”

“No, you're not supposed to run away, but…”

There was a pause between the two.

“You're changing. I went through exactly the same thing at your age.” Uncle Ben said, smiling at his nephew.

Peter couldn’t help but chuckle.

“No. Not exactly.” Peter replied.

Uncle Ben’s smile didn’t waver.

“Peter… These are the years when a man changes into the man he's gonna become for the rest of his life. Just be careful who you change into.”

Uncle Ben briefly frowned at the floor.

“This guy, Flash Thompson, he probably deserved what happened. But just because you can b*at him up… doesn't give you the right to.” The elderly man placed his hand on Peter’s shoulder. “Remember, with great power comes great responsibility.”

Peter blinked at Uncle Ben in bewilderment. Great power? Great responsibility? What in the world is he talking about?

“Are you afraid I'll become a criminal?” Peter was confused. “Quit worrying about me, okay? Something's different; I'll figure it out. Stop lecturing me.”

Uncle Ben sighed.

“I don't mean to lecture or preach. And I know I'm not your father.” He replied, placing his hand over his heart. Peter glared at his uncle

“Then stop pretending to be!” Peter shouted, frustration lacing his tone.

There was silence between the pair. Uncle Ben sighed before turning away from Peter.

“Right.” Acknowledged Uncle Ben. “I'll pick you up here at ten.”

Peter opened the door and hopped out of the car by stretching his legs. His backpack strapped to his right shoulder blade. He closed the door behind him before turning to watch Uncle Ben putting the car in reverse and driving away. Peter watched the vehicle get much smaller from view until it disappeared behind a building’s corner.

Peter let out a disappointed sigh before turning away down the sidewalk. Starting forward towards his real destination not too far away.

A sense of regret gripped Peter to the core.


Peter Parker walked up and stood before the mirror. He gazed upon his costume in the reflection of said mirror, a blend of pride and satisfaction emanating from his being as he admired the ensemble he had meticulously crafted. For a few days, Peter had dedicated himself to the design and construction of this garment, fashioning it with his own two hands. The costume predominantly featured a crimson sweater, black jeans, boots, and a mask. A web-like pattern gracefully adorned the crimson sections of the suit. Additionally, a red spider insignia embellished the center of the chest, while a larger spider emblem graced the back.

Given his limited expertise in the realm of sewing and sewing machinery, the process of fabricating this suit proved to be arduous for Peter. However, his perseverance was handsomely rewarded in the end. Now, he stood before the mirror, donning his inaugural spider costume, a heartfelt tribute to the genesis of his extraordinary abilities. Yet, his elation and fascination were momentarily eclipsed by a new concern that had entered his mind.

What should I call myself? Peter thought.

Peter cupped his chin with his palm as he pondered the question deeply. The ‘Human Spider,' was the first name that came to his mind but he quickly discarded it due to its ridiculousness. The next option was to go with ‘The Spider,’ but even thinking about calling himself such a childish name didn't really resonate with Peter. Before he could ponder any further, he heard the door swing open behind him. Peter looked over his shoulder to see a middle-aged man in a yellow tuxedo approaching him.

Peter recognized him as the promoter, the boss of the wrestling show.

"Gotta say kid, you got a nice suit there," the promoter said, pointing at Peter's suit with his cigar. "You made that yourself?"

"Uh, yeah. Took a while to put together though." Peter replied.

"I see," acknowledged the promoter, puffing out smoke from his mouth. "Have you thought of a name for yourself yet?"

Peter turned away from the man when he noticed something on the bench. Two stacked books laid on said bench — Along Came a Spider by James Patterson — and — The Invisible Man by HG. Wells — were the book's titles. His eyes briefly darted at the words, 'Spider,' and 'Man,' then began repeating them in his head akin to a prayer. Peter's lenses grew large almost as though he found the answer to his question.

"Spider-Man." Breathed Peter, still staring at the two books. The promoter blinked in surprise."

"Hey, that's not a bad name web-head," the promoter said. "Alright, Spider-Man it is then. Come on Spider-Man, your match is ready."

Peter, now officially known as Spider-Man, trailed behind the promoter down the winding hall. In the arena in Queens, the Unlimited Class Wrestling Federation, or UCWF for short, is hosting the event. A wrestling match has already begun between Crusher Hogan and Bonesaw McGraw. Spider-Man walked down the hall as he's soon to be next. He proceeded to watch the match between Crusher Hogan and Bonesaw McGraw. Bonesaw proved to be a formidable foe but he got picked up and slammed down hard by Crusher.

"Oh! Looks like Bonesaw got his bones sawed!"

The referee goes to the countdown and sees Bonesaw is hurt.

"One! Two! Three! Crusher is the winner!" The referee announced with a shout.

Everyone cheered as Crusher Hogan still remained undefeated, he roared out to the audiences. The medics came in and wheeled Bonesaw out as Peter sees the pain the poor guy is in.

"Now to the next challenge! We have someone new, he's mysterious, he has no name, give it up for... The Amazing Spider-Man!"

Spider-Man came out to the stage, and he was taken aback when everyone booed at him. For a wrestler he's not that much muscular than any wrestler, not to mention his average height. Spider-Man advances down to the stage, still wearing his mask to hide his face. Spider-Man and Crusher came to the referee.

"Alright listen up, you only get three minutes in the ring. If any of you forfeits or gets defeated in three seconds, then you lose the match, are we clear?" The referee briefly shifted his gaze between the two fighters.

"Yeah!" Complied Spider-Man.

"Perfectly." Crusher Hogan added.

"Good luck to you both."

"It's not too late to back out, little man." Crusher Hogan smiled.

Peter didn't grace his opponent with a reply but assumed a fighting pose. The bell rang throughout the arena, commencing the start of round one. Crusher charged to pounce but blinked in bewilderment when he only grabbed air. Just in the nick of time, Spider-Man jumped over him.

"What the..?" Crusher Hogan is confused.

"Too slow!" Spider-Man joked with a chuckle.

Crusher rolled his body around with a growl as he charged in again. But Spider-Man anticipated this. Spider-Man leapt in the air and wrapped his legs around his neck, flipping him down hard.

"Whoa! This is totally unexpected! Can Crusher fare against this new fighter?"

Everyone in the arena booed but others cheered for Spider-Man. They were all amazed at what they were seeing; the newcomer moved so fast Crusher couldn't even touch him. Humiliation filled Crusher to the core. In his mind's eye, he was the strongest man in the ring, and now this newcomer is getting the best of him. He picked up a folded chair and tossed it at Spider-Man. Spider-Man flips back and kicks the chair up.

"You threw a chair at me!" Spider-Man mocks, shaking his head. "Now that's just low."

"Ah! Shut up!" Crusher Hogan yells.

Crusher Hogan charged at him again until Spider-Man flipped back and tossed him hard at the ropes. Crusher slowly got back on his feet as he glanced up in time to see Spider-Man yelped and drop kicked him. Pain flooded his body. Crusher flew out of the ring, over countless individuals' heads and indented himself on the wall.

Everyone stared at the unconscious champion with wide eyes.

The fan's favorite champion that had held the title for years has been knocked out of the ring.

"One! Two! Three! We have a new winner! Ladies and Gentlemen, give it up for Spider-Man!"

Peter watches in awe as an ocean of new fans cheered for him. All of them chanting his name akin to a prayer. He couldn't help but laugh at this display. Never in his life did he imagine he would ever stand here before so many people cheering for him, and that fact alone caused his heart to swell up in joy.

Peter threw both of his fists in the air, cheering in his victory.

Among the cheering crowd of every new fan of the web crawler, Applejack, Rarity, Rainbow Dash, Fluttershy, and Pinkie watched the whole fight go down. Twilight Sparkle was the only who remained silent and just stared in awe. The girls were also cheering for Spider-Man’s first victory as they along with everyone else chanted his name.

Sunset Shimmer, who was sitting next to Twilight, stared at Spider-Man in wonderment.

Chapter 5: Great Responsibility

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Peter Parker patiently stood across the promoter's desk. He was awaiting the retrieval of his three-thousand dollars. Wrestlers of various shapes and sizes also stood behind him, patiently awaiting their turn. The promoter meticulously counted the money of each fighter after every bout.

A wide grin graced Peter’s lips under his mask. Everything happened just as Peter had planned. Before he had participated in the wrestling match with Crusher-Hogan, he was at home in his room trying to figure out some way to test out the extent of his powers. He could jump at great distances, crawl on walls like a spider, and has super strength—all the traits that were passed down to him from a radioactive spider. Though he had the strength to lift a car with such ease, he still wanted to see how far he could push himself. In order to accomplish this, he needed to test more of his super strength than just lifting vehicles.

Which led him to a newspaper article titled, "Defeat Crusher Hogan, and win three-thousand dollars!" It showed a picture of the man who would go on to become a star wrestler in America. It took one look at the man for Peter to spring an idea in his head. He will test out his super strength by fighting and defeating Crusher-Hogan. But in order to set his plan in motion, he needed to get one person out of his hair:

Uncle Ben.

After his first fight with Flash Thompson back in school, it didn't take long for the principal to call both Uncle Ben and Aunt May in to discuss the incident. They didn't like the idea of their nephew doing something so out of character for him. Though Peter had told his guardians that Flash was the one who started the fight, he couldn't deny that he ended it before it could escalate further. Furthermore, Peter was spending more time testing his powers in his room then doing his chores.

The more his behavior changed, the more concerned they became.

On the day before the match was starting, Peter lied to Uncle Ben and Aunt May by telling them that he was going to the library and study. He would be lying if he said it didn't make him sick whenever he lied to Uncle Ben and Aunt May; but what he had been up to was too important not to do. But phase one, two, and three are now complete; now all he needs to do is collect his money and head back home before Uncle Ben and Aunt May realize where he went.

The promoter diligently counted every last dollar in his hand. Once the counting ceased, he placed them into a bag and handed his assistant a clipboard containing the names and numbers of the champions, before shifting his focus to Peter.

"I've gotta say kid, you made one hell of a show," he admitted, lips grace with a big smile. "You should definitely come back again. People would pay bucks to see another fight like that!"

Peter waved his hand dismissively.

"Nah, that won't be necessary. This was a one time thing," he responded. "If you could just give me the cash I'll be on my way."

"Are you sure, kid?" The promoter crossed his arms. "You could be famous, you know? Imagine what you could do for your own career! Hell, you'll be king of the world!"

Peter chuckled and shook his head.

"Sorry man, not interested. Can I have my reward now?" He extended his hand.

The promoter sighed and reluctantly handed Peter the bag filled with money.

Peter smiled under his mask.

"Welp, you have a good night sir." Peter turned around and started out of the room.

Peter walked down the winding hallway while staring at the bag of money in hand. If he had to be honest with himself, he didn't know what to do with his reward. There had been no other time in his life where he had ever received so much money, so now that he finally had it, he wasn't exactly sure what to do with it.

The thought of buying a car crossed his mind, but quickly faded away due to him not knowing how to drive. Maybe when the time is ripe, he could take Gwen out on a date and take her to one of those fancy restaurants. That sounded nice.

Peter blinked. His thoughts trailed off when he felt someone shoulder their way past him. He glanced over his shoulder to see a muscular blonde man fully clothed in black. His face was hidden under the hood of his black coat, yet Peter noticed that his chocolate eyes were glaring towards the door he had just exited. Peter frowned and looked forward, continuing on his way towards the elevator.

It was then that Peter halted in his tracks when a gunshot suddenly exploded from the direction the man came from.

Screams and cries rang throughout the hallways as everyone scrambled to escape the building. Some people fell to the ground in fear. A few of those lucky enough not to lose their footing ran past Peter and continued running to another section of the hall. Leaving Peter alone to stare in shock.

"Put the money in the bag!" Peter heard the man shouting from behind the door. "Hurry up!"

The door swung open with a loud creak. The man with a bag of money in one hand and a pistol in the other, and his face was covered by a ski mask which made Peter kinda suspicious. He sprinted forward whilst pumping his arms furiously to maintain his momentum. The promoter stood by the doorway, holding his bruised shoulder. Blood poured through the fabric and soaked it red.

"Hey!" The promoter shouted while pointing at the thief. "He's got my money!"

A police officer rounded a corner after hearing the commotion and began charging after the runaway thief. The thief pumped his arms harder in an attempt to gain distance from the officer. Peter watched as the thief drew closer and nearer to him.

Peter simply moved to the side close to the wall. Not to be subjected to the tense situation that was unfolding before him. This action surprised the runaway thief; none more so then the cop and the promoter.

The thief quickly approached the elevator by tapping his hand on the button. Just as the doors opened, the thief entered and repeatedly tapped the lower button for it to close. Before the doors closed he glanced at Peter and nodded at him in appreciation.

“Thanks,” he said.

The officer reached the elevator doors and slammed his fist onto it. He cursed under his breath as repeated the action a second time. He lowered his head as he was internally disappointed in himself for not being fast enough to catch the thief.

“Jeez! He was really in a hurry wasn’t he,” Peter stated, a sheepish grin gracing his lips.

The officer glared at Peter over his shoulder.

Peter arched a brow at him.

“What?” Peter questioned in bewilderment.

“What was that?” The officer asked, turning his body to face him. Peter was still confused.

“What was what?” Peter repeated in confusion.

“Why didn’t you stop him?” The officer demanded, jabbing his finger into Peter’s chest. Peter snorted in amusement.

“Not my job,” he stated nonchalantly.

The promoter approached the pair and turned his frowning gaze towards Peter.

“Kid, I saw the way you fought in the ring, you could’ve taken that guy apart,” the promoter remarked. “Now he’s gonna get away with my money!”

Peter shifted his gaze towards the promoter.

“I’m sorry, but I’ve missed the part where that’s my problem,” Peter deadpanned, shocking both the promoter and the officer. “Besides, I’m sure the cops will catch him before he hurts anyone.”

Peter shoulder-passes the officer and steps towards the elevator. The officer and the promoter watched as Peter tapped the button next to the elevator. The elevator doors opened, and he entered before clicking a button. The pair glared at Peter in disappointment before the doors closed.

Peter’s grin grew wider once the doors shut.


Manhattan was still awake as lights from all buildings lit of the night. The moon basked Manhattan’s streets and sidewalks. People were milling about the said sidewalks, trucks rumbled along the roads on their way to various destinations, and random cars drove down the streets in different directions.

Peter walked down the sidewalk with his head lowered. As he walked, he began reminiscing over the memory of his conversation with Uncle Ben. Thinking about it now placed a bad taste in his mouth, especially how he rudely shouted at the man. That twinge of regret he felt not too long ago was now replaced by another feeling. An indescribable one: guilt.

Peter glared at the concrete floor. He hated himself for how he acted so harshly to the man and even more because of how much he had meant to Peter growing up. Ever since his parents died, Uncle Ben had been nothing but kind and gentle when he took him in. He was the closest thing to a second father Peter could ask for and he appreciated every single one of those years they spent together. And yet despite that, Peter repaid his kindness with harshness.

Peter frowned at the ground. His uncle was trying to tell him something important and he threw it back at his face. Why couldn’t he just listen to him? Why did he have to push him away like that?

Peter clenched his fist. He didn’t deserve that; he doesn’t know. He doesn’t know that ever since he gained his powers from the spider all he can think is that the one person who would know what to do was his dad. His dad would have known what to make of all this—his powers—what they mean. But he’s wrong. And he’s sick of being wrong.

Uncle Ben and Aunt May are his family and it’s way past time for him to grow up. It's time he tells them what’s going on with him, and whatever happens, happens. If he’s a freak—he’s a freak.

They love me no matter what, Peter thought.

Peter blinked.

Were those sirens he heard just now?

Peter glanced up and his eyes grew large. His house was surrounded by both police cars and ambulances. Officers stood next to their car talking on the radio, paramedics ran towards the scene and several citizens were standing near the perimeter of the property looking shocked.

“Oh, no…” Peter whispered in horror under his breath.

Peter sprinted towards his house as his countenance grew pale. He dodged around a few cops and paramedics while keeping his line of sight focused ahead at the doorway, not allowing a moment for anyone to stop him. He finally entered his home and caught his breath when his gaze landed on the floor.

Peter’s gaze landed on Aunt May and female officer kneeling beside her. Aunt May had her face in her hands and wailed, while the woman comforted her by patting her shoulder with her head lowered in sympathy. Peter shifted his gaze towards something next to Aunt May’s knees.

Peter’s eyes widened in pure horror. There was blood on the floor, however, that wasn’t the only thing that made him pause.

He was solely staring at Uncle Ben’s glasses.


Aunt May sat on the living room couch staring back at the officers sitting across from her. Tonight has been both a traumatic and an unexpected experience; one that she hoped would never repeat itself in the future. Even now as she sits on the couch she was praying that this was all just a nightmare, that any minute she'd be waking up in bed in her beloved Ben’s arms. But this wasn’t a dream—this was real. That realization alone caused more tears to well up in her eyes.

“You said you heard a noise?” The female officer asked, looking at Aunt May with concern written in her eyes.

Aunt May nodded.

“Yes, we—we heard a noise in the back,” Aunt May choked out as she tried not to cry again. “And to be honest we both thought it was Peter; because Peter uses the back entrance most of the time. But Ben called out to him—and he didn’t answer.”

Aunt May paused for a moment before speaking once again.

“And right then—I don’t know why——but right then I knew something was wrong,” she continued. “I knew that someone was in our house. I could—I could just tell from the kind of silence.”

“Both of you were in the room?” The female officer pressed, as though needing to verify that.

Again Aunt May nodded.

“Yes,” Aunt May replied. “And I think Ben knew something was wrong too, because he got up first. He got up and called out to Peter again. There was nothing for a second——then we heard a pan drop. Ben looked at me and said he thought a squirrel got in the house. And I said I haven’t heard that happening in Queens. Then I looked in the doorway of the kitchen——and there he was.”

Tears started rolling down Aunt May’s cheeks once again as the memory of the horror unfolded through her mind.

“He—He was just standing there in the doorway—he was shaking——and he asked us where we kept our money. Ben told him we didn’t had any; and we didn’t. Nothing. And the guy just got real agitated and screamed: “Give me all your money!” And Ben—he—he just—I guess it was just the tension of the situation—the ridiculousness—I don’t know—the way things had been going on lately. But—Ben he—he kind of chuckled and said: “You probably have more money than we do.” And the——the chuckle kind of——I don’t know——it really made him mad.”

Aunt May clasped a hand over her mouth. Willing herself to remain composed, and wiped away her tears.

“What happened next, ma’am?” A male officer, standing next to the sitting female officer, questioned gently.

“And that was it,” Aunt May replied. “He just ran out the way he came and——Oh, no.”

Aunt May glanced at her nephew and her heart sank. Peter’s head was lowered, and a shadow casted over his face. Tears dripped steadily from his chin as he sat frozen and motionless beside her.

Peter was mute through everything Aunt May recounted. His eyes were as blank and unseeing as the ones of the dead. Aunt May reached out and placed a tentative hand over his, giving it a light squeeze. But Peter did not respond to it.

“Units respond to a 340 at Chelsea and 4th.”

Peter lifted his head and stared at a officer standing outside of the living room. He began to listen to the conversation going on between the cop and the radio.

“Copy dispatch,” the officer acknowledged into the radio.

“Do you guys have any spare cars over there? We have a 340.” The cop in the radio requested.

“We’re almost done here. What’s up?”

“We got a guy—tried to rob a poppey’s chicken mock two blocks from where you are. Three squad cops were parked out front and the guy still thought he could take the place. They chased him into an abandoned warehouse and are requesting backup.”

The officer shook his head.

“Man, the idiot brigade is out in full force tonight,” the officer commented under his breath. “Yeah, we’ll send car 444 over there now. Over…”

“Over.” The man in the radio responded.

Another officer approached his partner.

“A foot chase? Maybe the same guy who perpetrated this whammy?” The other officer asked incredulously. His partner snorted.

“I wish,” the first officer answered. “Go on over and be a cop.”

Peter’s eyes deeply narrowed when the conversation was over. His blood boiled; and his fists curled up into tight balls. A vein pulsed in his forehead as he stood up.

“Peter?” Aunt May’s voice wavered slightly as she turned toward her nephew just in time to see him sprint out of the living room. “Peter!”

The huntress turned to where the boy had ran off to and frowned.

“Oh, it’s okay, ma’am. Kids take these things the hardest…” The huntress assured. “The kid’s just got to find a way to let it out.”


Peter rounded around a corner and sprinted full pelt down an alleyway. While running he pulled his shirt over his head and flung it aside, revealing his crimson sweater with the red spider insignia. Once he had discarded the garment, Peter reached behind himself and retrieved his mask. He slipped it over his head and tightened it quickly.

Peter slams one foot into the ground creating a small crater. Crackles of red and blue lighting circulated around his leg for a brief moment, before quickly followed by leaping high in the air with incredible speed. He landed on the roof but proceeded to run forward, then leapt to another, and another. With each leap his speed increased even further. The individuals under the streetlights below, along with the apartments became a blur.

His sadness withered away akin to a leaf being blown by the wind. At this moment, Peter only felt one emotion taking over.

Rage.


Dennis Carradine stood behind the window as the red and blue lights flashed outside. A trio of cop cars parked outside of the warehouse, as well as three police officers carrying handguns. One of them held up a flashlight and shone it through the windows.

“We’re not gonna wait here all night, pal! Be smart and cooperate!” The officer shouted.

“Officers at 412, backup is on the way.” the man on the radio reported.

“That’s good news, dispatch. I would like to finish my dinner.” Another Officer beside his partner replied.

“Call in the update, over.”

“Sure, sure. Over.”

Dennis peered around the broken window frame. He knew he couldn’t take them on, he’s one against three, plus they were armed. But he had to get out of this warehouse somehow.

“Pigs are everywhere…” Dennis muttered under his breath, turning away from the window.

“The only way out is the front door! If we have to charge in there, it ain’t gonna be pretty!” One of the officers shouted through the broken window.

Take you with me if I have to, Dennis thought, pieces of garbage.

Dennis surveyed his surroundings. He stood at the top floor of the warehouse, surrounded by piles of wheels, empty barrels, and big engines that sat dormant for years. There were two doors along the right wall. Both of them led into what was once an office area of sorts, but now had long since collapsed in on itself. The other door led to the roof, which was honestly a dead end for him.

But Dennis still wouldn’t let those cops catch him. God, no. He wouldn’t let them get the chance.

“Gonna have to get out of here one way or another.” Dennis said to himself as he scanned the room again, trying to think of a plan to escape.

Dennis blinked. He noticed a perceptible shift in the atmosphere.

The room was silent.

Dennis twisted his torso and looked around. The only sound was from the traffic passing by, the creak of the old warehouse, and some distant sirens. His heart beat rapidly when he caught sight of a dark shape from the corner of his eye. But by the time he turned to investigate, the shape vanished.

“Wh-Who’s there?” Dennis asked, trying to keep his voice steady.

There was no response.

“Who’s there!”

Nothing.

Dennis darted his eyes from the corner to the ceiling. He tried looking for any sign of a phantom, be it a rodent or man. But he found nothing, and yet he still felt something lurking.

“This isn’t funny, whoever—”

Dennis stopped in mid sentence as he heard a thud behind him. He rolled his body around and retreated one step backwards. He blinked and stared in bewilderment.

In the darkness, Dennis met the eyes of a tall figure. The person stood motionless before him, glaring silently back at him. They donned a crimson sweater with patterns of webs adorning the garment’s sections. They wore black jeans, dark brown boots, and a mask. Additionally, a red spider insignia embellished the center of the chest, while a larger spider emblem graced the back.

Dennis blinked in surprise. He recognized this guy, the masked champion he ran past not too long ago. Although he doesn’t understand why he’s glaring—

“What’re you—”

Pain.

Pain, like nothing he had ever felt before. Pain, as if a speeding car drove into his chest, his body coiling in around it. He let out a yell as the force of it flung him backwards.

The person stayed rooted where they stood. Their fist outstretched, their expression coldly emotionless. Said fist was pulled back to their side before taking a step forward.

Dennis dropped the gun whilst screaming as he fell backwards. He saw the assailant in the corner of his eye in an instant, just as their fist smashed into his jaw. His jaw burned from where their fist struck, the sensation spreading across his face. It felt as if someone hit him with a hammer.

The assailant punched Denniss’ face. Their fist caved into his nose, and he bounced across the room for a few meters before laying still. He roared In mingled pain and rage as he pushed himself up. Blood ran down his face, his nose bubbling with labored breath. He coughed, and grabbed at his nose, twisting it back in place with a crack.

“Murderer.”

Dennis glanced up and his vision was filled in a black blur. His jawline burned as he flew high in the air, slamming into the floor hard enough that he saw stars. The wind left his lungs, his head throbbed, and he lay stunned on the ground.

“You murdered someone today. A good man, a good person,” the masked vigilante spat as they stalked towards him. “Do you have any idea what you’ve have done?!”

Dennis groaned in reply. He slowly pushed himself up onto his hands and knees. Every movement sent sharp stabbing pains throughout his body, sending him rolling off of his back. He grunted at the searing pain in his lower abdomen, and squeezed his eyes shut. His nose throbbed fiercely, making him gasp in pain. When he opened his eyes again, he spotted the masked figure standing over him.

“I…I don’t know what you’re talking about,” Dennis croaked hoarsely.

“Liar!!” The assailant screamed, shooting their hands forward and grabbing Dennis’s collar. Dennis’s eyes grew large as his face was brought close to the masked strangers’.

“W-Wait! Please, just give me a chance, just give me a chance!” Dennis pleaded, his voice shaking as the grip around his collar tightened even more.

“What about my uncle? Did you give him a chance?!” The attacker asked furiously. “Did you?!”

Before Dennis could reply the masked assailant sets him down on his knees. While still tightly holding his collar in one hand, while using the other to strike Dennis’s face. The abrupt punch was followed by another and then another. Each blow landed harder than the last, causing the already painful blows to double.

In his last fleeting moment of consciousness, Dennis watched as the masked strange stranger unceremoniously threw him to the floor, straddles themselves on top of him, and proceeds to lashed out at his face in a series of punches. The last thing he felt was his own groaning and rasping breathing.

And then all was quiet.


Peter Parker breathed heavily under his mask as he held his assault on the man who murdered his uncle. Said man laid on the floor with his head lolling to the side. Even with the mask the murderer wore, Peter could clearly see the blood beneath the mask pooling from their neck to the floor.

After a few minutes Peter placed two fingers on their neck to feel for a pulse. At first, there was none. Then after a couple more seconds, they gave a weak twitch underneath his fingers.

“They’re alive.” Peter whispered under his mask. “Just unconscious.”

Peter shifted his gaze towards the murderer’s mask. His hand slowly reached out towards the murderer’s mask and grabbed a handful of it. Without breaking eye contact, he pulled down the mask.

Peter’s eyes widened in horror and gasped at what was before him. The man had short blonde hair styled into an undercut, and light brown skin. Peter’s horror increased tenfold when the man’s eyes fluttered open, and he’s met with two chocolate orbs. The same ones he saw back at the lobby.

“That—That face! Its—oh no, it can’t be…” Peter’s voice faded away as a sudden realization dawned upon him. He began to rethink the incident back at the lobby.

“Thanks…”

“Why didn’t you stop him?”

“Not my job.”

“Kid, I saw the way you fought in the ring, you could’ve taken that guy apart.”

“I’m sorry, but I’ve missed the part where that’s my problem.”

Tears poured from Peter’s eyes under his mask. All this time he was beating up the man he let slip past him, because he couldn’t be bothered. The same man that he could’ve taken down easily with his spider-powers, yet he didn’t take advantage of any opportunity to do so. This was all his fault. He’s the one to blame; he should’ve stopped him earlier when he had the chance!

Peter pulled his own mask off and clasped a hand over his mouth. Had he stopped the thief when the opportunity presented itself, Uncle Ben would still be here. Alive and whole, with him and Aunt May like always! But instead he let the crime slide by without doing anything about it. Because he was too selfish to stop a runaway thief, and it was that very selfishness that caused the death of his uncle.

Peter glanced to the corner of the room. He saw a long rolled up rope sitting neatly stacked beside a big tire. He walked towards it and retrieved the rope in his hand, then went back to crouch beside the man he brutally attacked. Peter sat the barley conscious man upright and began tying the rope around both of his wrists tightly. Once Peter was finished, he stood back up and retreated backwards.

Peter slid his mask back on while rolling his body around and started towards the window to the side building. He began crawling on the wall, taking care not to be caught by the cop’s flashlights. By the time Peter reached the roof, he immediately leapt to the air, faraway from any police vehicles and their blinding lights. The leap upon landing on another roof was followed by another and another.

The world blurred around Peter as he proceeded to leap from one roof to another. He honestly didn’t know where he was going nor any semblance of a plan in mind. Mixed emotions of hatred, regret, and grief swirled within him akin to a stormy sea. Only then did Peter come to a halt by standing at the precipice of a highrise apartment block.

Peter slowly sat down at the edge. He pulled his mask off of him, placing it down at his side. He held his knees up against his chest and buried his head between them. The floodgates burst forth as hot tears ran down his cheeks, soaking through the fabric of his suit. He cried quietly as he hugged himself with his arms, letting the pain that plagued him flow out of his system.

Peter wept until the tears ceased flowing. Ten minutes passed before he decided to stand up once again. As he stood up, he glanced down at the night streets of Manhattan. Not staring at the individuals walking down the sidewalks, rather into space, lost inside his thoughts. Peter closed his eyes as he thought about the last words his Uncle said to him.

With Great Power, Comes Great Responsibility.

Peter’s eyes opened and glanced down at his mask. He picked it up and brought it close to his face, staring intently at it. He slowly brought it back to his side.

Peter’s eyes narrowed as a new found determination coursed through his veins. A new purpose for life took center stage in Peter’s mind; it filled him with energy he hadn’t known was inside of him. And right now, with the promise of change looming over him, Peter knew that he must fulfill it. Not just for himself, but for Uncle Ben.

Peter clenched the mask in his fist tightly. He was selfish. So selfish—and Uncle Ben paid the price. Not just his uncle, but he and Aunt May as well. He will never forgive himself for that. He will never ever forget that he could have stopped it.

It’s all so clear to him now. It’s like he’s been wearing a blindfold and ear muffs all his life, and someone just ripped them off him. Peter sees the world clear now; and he sees where his place is in it.

Peter glanced up at the moon basking its white glow down on him and the city below. For some reason he’s been given great power, and he acknowledges now that his gifted powers did not come to him by chance. He had a responsibility to protect people who’re unable to defend themselves. He didn't understand his Uncle's words, solely because he didn't want to listen to him and do his own thing. But he understands them clearly now, and he knows what he has to do.

Peter closed his eyes. He internally makes a promise to himself. He will be responsible with his gift, use his power to save people and fight against any evil that may bring harm to innocent people. All while donning his suit and taking up the role of Manhattan’s friendly neighborhood hero.

Peter snapped his eyes open. His nose was assaulted by the smell of something… burning. His gaze shifted from the moon to his right where he spotted a fire raging away. Smoke ascended into the air, filling the entire area in a dark gray haze.

Peter quickly puts his mask back on and jumps from the roof. He began leaping through the city above many pedestrians and cars that drove by. Few individuals would halt in their place in time to glance up at him as he swung overhead. The spectators were of no concern to him; their attention was drawn elsewhere as he moved from streetlamp to streetlamp, eventually approaching a large building.

Peter's eyes blinked in surprise.

He was staring at a building that was on fire.

Flames licked from its top as it threatened to engulf the entire building. The structure's fire alarms blared as smoke poured from all the windows, firefighters swarmed to the building attempting to put out the flames. Meanwhile police officers tried to disperse the crowd, directing the fleeing onlookers away. Peter glanced down in time to see a woman trying to break through the firefighters and paramedics.

Her eyes shone red and was covered in ash from her surroundings but she didn't care. Tears trickled down her cheeks as she struggled to break out of the two firefighters' grip, but they remained firm despite her pleas. Her cries grew louder when the two men pulled her away from the inflamed building.

"Please, my children are in there!" Shrieked the woman, struggling against the hold on her arm.

"I'm sorry ma'am but I can't let you in!" Said one of the fire fighters.

"But my children!" Exclaimed the woman.

"I'm sorry! We can't let you. It's too dangerous!" Replied the second fire fighter.

"NO! Let ME GO!" Screamed the woman, still struggling against the grip of the men.

Peter shifted his gaze towards the engulfed edifice. His eyes narrowed with unwavering determination. With a spring he gracefully launched himself fast through a window, shattering the glass upon entry.

Peter’s feet made contact with the plush carpeted floor, he swiftly pivoted, and meticulously surveyed the room for any lingering souls unable to escape. The flickering flames illuminated the space, casting ethereal shadows that gracefully danced upon the walls. Peter diligently scanned the vicinity, his eyes darting in search of any semblance of movement, until they finally alighted upon a closet.

Peter blinked. He heard sniffling from within the closet doors. He approached the doors and carefully pulled them aside. Inside were two toddlers, a boy and a girl huddled together.

The little girl had pale skin with ginger hair covering half of her face. She wore a polkadot short sleeve t-shirt, and blue shorts. Her hazel eyes were glazed with dried out tears as she stared up at Peter.

The little boy shared the same skin as his sister. However, unlike hers, his hair was pitch black and spiked upwards. He wore a pair of red pants, along with a black hoodie. His chocolate eyes gazed up at Peter.

They looked to be around seven or eight years old.

The two siblings's whimpering turned into quiet sniffles as they backed away from Peter. Peter crouched down before them, keeping his voice low so as to not scare the two youngsters. The youngsters watched him cautiously.

"Hey…" spoke Peter softly, keeping his tone calm and soothing. "It’s okay, I’m not gonna hurt you.”

The little boy and girl sniffled as they eyed Peter warily.

“I’m here to bring you guys back to your mom,” continued Peter. “You wanna go back to her, right?”

The youngsters glanced at each other nervously before looking back up at Peter. They gave small nods.

“Good,” said Peter. “Come on, I’ll carry you?”

The children hesitated before the girl timidly stepped forward. Then the boy trailed after and Peter wrapped his arms around both of the youngster’s waist. Peter’s heart melted as he gently picked them up. He stood slowly before turning his gaze back to the window and leapt out.

Peter breathed deeply when the scent of fresh air filled his nostrils. It was refreshing compared to the acrid smell that lingered in the building just moments ago. He sighed and relaxed as he felt the wind blowing against his skin; it was invigorating as he floated in midair, enjoying the scenery surrounding him.

Peter landed on the ground next to both the stunned woman and the firefighters. Even the paramedics and the crowd halted momentarily when they noticed him. The police were the only ones unaffected; all three of them were busy trying to calm some of the bystanders. Peter approached the mother, then released the children and watched them running towards her.

The woman's eyes widened as she looked down at her children hugging her tightly. A gentle smile broke across her features as she crouched down and cooed the crying youngsters. She wrapped her arms around them, rocking them gently back and forth and whispering sweet things. A small tear rolled down her cheek.

"Oh, my babies." Whispered the woman before she looked at Peter with a tear-filled smile. "Thank you."

Peter nodded his head in reply. The mother’s lips parted, as to ask Peter something but he had already leapt away into the night, leaving her alone among the firefighters and policemen. As Peter jumped from one rooftop to another, he heard a woman screaming in terror. A quick glance behind revealed that the woman, a civilian in her mid-thirties, was surrounded by a trio of men.

One man in the middle held a knife as he slowly stalked towards the woman. His muscular goons followed behind him, each carrying an axe and a bat in hand. The woman proceeded retreating backwards until her back hit the wall.

Peter glared at the approaching men with fury in his eyes. He jumped off the edge and landed in between the trio of thugs and the frightened civilian. The thugs took a couple steps back, startled by his sudden appearance. Before any of the men could react, Peter slams one foot into the ground creating a small crater. Crackles of red and blue lighting circulated around his leg—all up to his thigh for a brief moment, before quickly followed by launching forward and striking his fist to the man with the knife’s chest.

The thug’s body coiled around Peter’s fist. Yelling in pain as the force of it flung him backwards, while Peter stayed rooted where he stood. The second thug saw Peter in the corner of his eye in an instant, just as his fist smashed into his jaw. The thug’s jaw burned from where Peter’s fist struck, the sensation spreading across his face. The thug bounced on the alleyway way floor before hitting his back hard on the side wall.

The third remaining thug whipped out his knife in front of Peter. He launched forward with a yell, shooting his hand forward to stab the assailant from behind. But thanks to Peter’s spider-sense, he anticipated this and easily sidestepped the slash. The thug blinked in surprise when he only cut air, causing him to stumble. He attempted to regain his footing, but he was met with a fist to his cheek.

Peter’s fist caved into his cheek, and he bounced across the alleyway for a few meters before laying still. Peter scanned his surroundings for any more threats to take care of before facing the civilian who was staring at Peter with her mouth agape in shock. A smile formed on her lips as she stared at him in amazement.

“Are you alright ma’am?” Asked Peter.

“Yes, thank goodness,” she replied.

“Okay, call the police, and tell them what happened here,” instructed Peter. She nodded before turning on her heel and dialing the emergency number.

Peter glanced at all three of the thugs. The trio laid groaning on the alleyway floor. All three of them had their eyes shut tight, one of them clutching onto their stomach in pain. The other sat his back against the wall, unconscious with his hanging head to the side, and the third thug laid knocked out cold on his stomach.

Peter leapt high in the air with incredible speed. He landed on the roof, then leapt to another, and another. It didn’t take long until he stopped at one roof and saw a group of thugs cornering a married couple. He leapt off the roof and landed In between them without hesitation. The crook in front of him blinked in surprise.

"What the? Where did you-" Peter didn't give him enough time to finish his sentence as he leapt forward with incredible speed and lashed his fist straight in the crook's stomach. Pain flooded his body. He doubled over with wide eyes, clutching his stomach as he coughed, and dropping his gun.

Everyone was stunned.

One of the crooks shouted. "You little punk!"

The thug's trigger finger got tighter around the handle and fired several rounds of Dust into the strange man. Each round was aimed at his chest, and said rounds missed its mark as Peter dodged each shot with ease. The gangster screamed in frustration as they proceeded to fire shots continuously at Peter with no result.

Peter landed behind in an assumed crouch position. The thug rolled around to glance down at him, prompting Peter to throw an uppercut straight into the man's chin! The Crooked Man flew backward as saliva dripped from his lip, landing hard on his back. The other thieves gawked in disbelief.

All of the thugs started to back away in terror. Peter sprinted towards two gangsters and struck both his fists into their chest hard. The pair’s eyes widened, their bodies coiled around Peter’s fists, and pain flooded exploded in their whole being. The pair doubled over whilst clutching their stomachs, followed by dropping their handguns and falling on their sides.

Peter snapped his gaze towards another thug. Said thug had already aimed his gun at him, firing three rounds of bullets at him, which Peter easily dodged. Peter sprinted towards the assailant then jumped in the air, raised his rear leg, and roundhouse kicked the crook’s cheek. The crook flew fast and far until he landed outside of the alley, laying still on the sidewalk.

Peter scanned his surroundings for any more threats to take care of before facing the two civilians who were staring at Peter with their mouths agape in shock. He glanced at the group of the thugs, finding them on the alleyway floor groaning in pain. Before the woman could ask, Peter leapt high in the air, disappearing over the roof.

Leaving the married couple staring up in awe and wonderment.

Peter advances through the city by jumping over rooftops towards home. On this day the moon ascends to a new era.

The era of The Amazing Spider-Man.


Captain George Stacy watched the paramedics set the thief on a stretcher as they pulled him onto the ambulance. He sighed and ran his hand through his short blonde hair. Three minutes before he arrived here, the runaway criminal, Dennis Carradine, was chased down into an abandoned warehouse. The cops had the area surrounded so the man had no escape.

That is until the three officers heard the man screaming.

At first no one knew what was happening inside the warehouse. When Captain Stacy arrived, everyone entered the building to search for the criminal. However, when he and the officers found him, they were shocked. Dennis was on the floor, his face bruised, bleeding, and severely beaten. It was as if someone was almost beating the thug to a pulp.

Even now George still has no idea how the man was still alive. But all that mattered was that they caught the guy. But George still couldn’t help but wonder…

“Who could’ve done that to him, Captain?”

George Stacy glanced at the officer beside him. The young officer stared at Dennis’s broken state as the ambulance sped towards their destination. The young officer shifted his gaze towards George.

“I mean, I’ve seen criminals beat up before… but not like that,” Officer continued. “Whoever was fighting him was beating him to a pulp.”

George sighed and turned his gaze towards where the ambulance had driven off.

“I wish I knew,” said George. “Come on, let’s get out of here. It’s been a long night.”

George turned away towards his police car.


Peter slowly walked down the sidewalk back towards home. His countenance was as somber as a graveyard. He glanced up to see a familiar face sitting on the stairs near his house. It belonged to a girl – Gwen Stacy, who now stood up as soon as she saw him coming. Gwen approached Peter until the pair were standing right in front of each other, both bearing their own solemn expressions.

“How are you doing?” Gwen asked, her tone laced with genuine concern.

“I—uh… I don’t know,” Peter replied.

“Your aunt’s staying with your neighbors.” Gwen informed him.

“Good.” Peter replied curtly.

“They asked me to wait for you. Bring you back to their place—you know—if you want.” Gwen added. Peter replied with a nod.

Silence once more descended upon them. Neither seemed to know quite how to break it. After a few minutes, Gwen stepped up to Peter and pulled him into a warm hug. Peter blinked in surprise.

“I’m so sorry…” Gwen whispered.

Peter’s eyes watered at that statement. He wrapped his arms around Jaune as he cried quietly.

The sound of his tears echoed through the quiet streets.


During the war the Daily Bugle was founded on the streets of Manhattan. It was a daily tabloid newspaper read by the citizens, and the publication constantly edged out its rival The Daily Globe to be the most read newspaper in the country. During said war, a man named Jameson worked for the Bugle, once almost catching a picture of an unmasked Captain America. This man later served as an editor, directing C. Thomas Sites. He served as publisher many years ago, when the Daily Bugle printed a story alleging, correctly despite official denial, that Captain America had been lost at sea.

A group of bugle staff sat down on a gathering table in a office. All of them staring at the man who stood across the table holding a headline newspaper. A man who long ago began his journalistic career as a reporter for the Bugle while still in high school. He purchased the then-floundering Bugle with monies obtained from assets inherited, and turned the paper into a popular success.

He is a demanding, loud, and rather bitter old individual, and his name is J. Jonah Jameson.

“Well, let’s just see what the distinguished competition has for their headline this morning…” Jonah said sarcastically, not bothering to look away from his newspaper. “Huh. And let’s see, what did the journal run this morning? And…what, pray tell, did the Daily Bugle decide to run this morning? Some fat cat’s car catches fire.”

Jonah turned to face his staff with narrowed eyes.

“It’s a crap story. A crap story and we didn’t even have any decent art to go with it,” he said bitterly, folding up the newspaper and tossing it on the conference trash can. “So my question to you is… what is our front page news today?”

Jonah walks towards the window and flashes his hand towards the sky.

“There’s a guy,” he continued. “There’s a guy out there dressed up in his underwear—running around calling himself Spider-Man. That is fantastic! That is what sells newspapers. I want to know his name. I want to know his birth sign.”

Jonah glanced at his staff over his shoulder.

“I want to know if the stories of his “Wall Crawling” are true. He can crawl walls? Is he a mutant? Did he rocket to remnant from some doomed planet from somewhere? I want to know if he has some kind of superpower or if he’s just pulling the wool over everyone’s shillelaghs. I want to find out if this idiot is the same guy as that wrestler.”

Jonah turned towards Urich and stepped towards him.

“Urich, I want you to go to the stadium and I want you to do a follow up on that robbery story.” Jonah instructed. Urich blinked in bewilderment.

“What?” Urich asked confusedly.

“I heard this Spider-Man was there when the robbery went down, and before that he became a wrestling champion that night,” Jonah explained. “I want to know why the same wrestler is going around makin’ Boy Scout in his Jammies.”

“But Jonah, I’m working on…” Urich protested. Jonah silenced him by pointing a finger at him.

“The Kingpin can wait to have his big fat butt handed to him by you another day, Ben. If you haven’t dug anything up on the Murdock case by now, you probably aren’t going to.” Jonah snapped.

“But…”

“Get your name on a headline “Star Reporter,” that’s what I pay you for.”

Jonah picked up a newspaper from the table and stared at the back of the masked vigilante briefly before glancing back at his staff.

“I want to know everything there is to know about Spider-Man. I’m telling you—I smell it! This is our new O.J. Hero or Villain? Cow artist or crook? People won’t—they won’t be able to get enough of him one way or another.”

Jonah walks back towards the window as he concludes his speech, looking out of the windowside toward the street below.

“In fact, right this second—I bet that creepy schvatz is up to something that’ll be our headline tomorrow.”


Four days later…

The rays of sunlight gracefully infiltrated the crevices in the blinds. Resembling delicate laser beams that bestowed their luminosity upon Peter reclining on his bed. He groaned as he sat upright, rubbing sleep from his eyes with one hand, before reaching for his alarm clock on the nightstand. It blared an annoying beep at him which he silenced by flipping over and pressing the end button with two fingers.

Peter lifted his bed sheets off and rubbed the morning crust out of his eyes. He walked into his bathroom to start his morning rituals to begin the day. Turning the bathroom lights on he lifted both his eyes to look himself over in the mirror to see his messy hair, and his white t-shirt and black shorts still clean with no stains whatsoever, making part of his morning routine complete. Peter took off his pajamas, kicked them away, and proceeded towards the shower, once he was finished he brushed his teeth, and returned to his bedroom to attire himself.

He rummaged through his wardrobe and chose to wear a pair of black jeans and a gray turtleneck sweater. His hair was already starting to dry and frizz though, so he brushed it out to make sure nothing stuck. After pulling his shoes on, he grabbed his backpack and headed downstairs to the kitchen. As soon as Peter's shoes touched the ground his nose caught the scent of eggs and bacon, causing his stomach to growl loud enough for Aunt May to notice him enter the kitchen.

"Ah, there you are, Peter. Did you sleep well?" Aunt May asked while holding a frying pan full of scrambled eggs.

"Yup," Peter replied, setting another dining set across the table for her to eat breakfast.

Aunt May poured some eggs onto her plate and the rest to Peter. He pulled her chair for her to sit on and kissed her cheek. Peter soon sat down and they both said their prayers and started eating.

Reaching for the remote, May turned on the TV for the both of them. A beautiful woman appeared on the screen. Her hair was tied down to a ponytail and her eyes were hazel with a bit of green to their beauty. She wore a nice red suit with long sleeves, her skirt reaching down to her knees, and black heels. The anchorwoman clears her throat and begins her monologue.

"With the added news that the infamous Vulture has escaped, the number of bank thefts has increased exponentially over the months making many people of Manhattan worry about the future of this city." The news anchorwoman reported on the recent string of robberies, showing pictures of shops ransacked with their dust stolen.

"However, all changed when several shop owners were saved by the masked vigilante known only by the name: Spider-man."

The images depicting the incidents of dust shop robberies were promptly replaced with ones that showcased Spider-Man, firmly grasping two incapacitated criminals in each hand. In another photograph, Spider-Man was seen skillfully ensnaring the aforementioned thugs with his webbing, securing them to the ground. As he swung away from the scene of the crime, Spider-Man kindly acknowledged the shop owners with a wave. Peter, upon observing the photograph, couldn't help but smile, fully aware that the efforts he was exerting were not in vain, given the noticeable decline in criminal activity.

"Crimes have decreased these past few weeks making people notice the crime fighter's good deeds. Going to the streets, we have our news reporter asking the people of Manhattan what they think of Spider-man." The anchorwoman was soon replaced by a young man in the middle of a busy part of Manhattan.

"Thanks, Jenny. As you can see around me many people are getting ready for work, but some are also looking up in hopes of seeing the Spider-Man in action." The cameraman shifted his sights to bystanders walking around to get to work while some were looking to the sky, seeing if they might catch a glimpse of the wall-crawler web swinging from building to building. "I've asked many people about what they think of Spider-man and his crusade on crime. Here are their answers."

The next scene shows different people. Commenting what views they have on Peter's actions of being Spider-man.

"Spider-Man? That guy's the best! Literally lifted my car to the shop when it broke down on 7th! And I'm using 'literally,' the right way, yeah? I tried to pay him! But he declined and said, and I quote: 'Your smile is enough.' I mean, what more can I say? He's the best!"

"You wanna know what I think? He's nothing but a menace to the whole kingdom. He's probably some Huntsman deciding to take the law into his own hands."

"I think what he's doing is a heroic act. The police can't stop this much crime, so it's nice knowing the fact we have someone else cleaning the streets and keeping us safe."

"He throws up his hands, ropes come out, and he climbs up the ropes like a spider web."

"I see the web and it's a signature, and I know Spider-Man was here."

"The guy protects us, you know protects the people."

“Some kind of freakyloo or something. Wakadoo.”

“He stinks and I don't like him.”

The scene changes back to the anchorwoman.

"As you can see, many people have mixed reviews about our neighborhood vigilante,” she said, fully turning her body to face the camera. “But to the news crew we only have one question."

For dramatic effect, the camera zoomed in close for Lisa Lavender to ask the golden question.

"Who is Spider-man?"

Aunt May turned off the TV and went back to eating her breakfast.

"Goodness, that Spider-man sure is helping the city." She said, turning her gaze towards Peter.

Peter nodded in agreement. "Yeah, he is."

Aunt May gazed at Peter with concern.

"I'd prefer if you ever see him stopping crimes or doing anything dangerous, promise me you will run away." She turned her head to look at the picture across the room. Peter knew what picture it was, but he didn't turn around to look at it.

After a minute of eating Peter finished his plate. He got up from the table, taking the dishes off said table, and placing them in the sink. Before Peter could reach for his backpack, he walked up to Aunt May as she was cleaning the dishes.

"I'll see you later, Aunt May." Quickly giving her a peck on the cheek, Peter grabbed his backpack near the table and started towards the front door.

Peter descended down the stairs until he stood on the sidewalk. He briefly surveyed the crowd of passersby, observing two children engaged in lively conversation on the opposite side of the sidewalk, while a family of three patiently awaited the arrival of the bus from a nearby bench. Peter turned to his right and caught sight of the bus just as it pulled up.

The bus doors opened and individuals began boarding. Filling the seats in an unending stream of bodies, and Harry embarked last with poise. The bus proceeded forward, rumbling towards its subsequent destination. Making several stops in various parts of the neighborhood, Peter encountered a few other children along the way, eventually seeing Harry approaching his designated seat and sitting down beside him.

"Morning Harry." Peter greeted Harry with a smile.

"Morning Pete." Harry returned, smiling back at him.

"How’s your morning been?" Peter asked, tilting his head. Harry sat down beside him.

Harry shrugged his shoulders. "Could’ve been better. But hey, no point dwelling on it.”

Peter and Harry engaged in conversation on various subjects while awaiting the arrival of the bus that would transport them to the school. Unbeknownst to them and the students, a man in a dark winged suit was watching the moving vehicle from above.

His HUD zoomed in on Harry Osborn and he hummed. He was a pale, balding man donning a mechanical green exo-suit. His eyes were narrow, with small brown irises, accompanied by relatively long lower eyelashes and petite eyebrows.

Prominent steel wings extended from his back, while his mouth was concealed by an armored black plague mask, adorned with intricate gold embroidery. On each foot, he wore steel-like talons resembling those of a bird, sharpened to a fine point. Additionally, his metallic green gloves featured black claws affixed to the joints of his hands.

Vulture narrowed his eyes and flapped his wings forward.


The bus arrived at their destination on time. The students disembarked one by one, with Peter and Harry being the last to alight. While Harry walked towards school among the students, Peter halted in his tracks.

Peter blinked in alarm.

His spider-sense was tingling!

Peter glanced at the city of Manhattan over his shoulder. Even from far away he can hear the blaring sirens from behind the buildings. Peter closed his eyes and sighed.

"Welp… guess I'm gonna be late for class." Said Peter under his breath.

Peter snapped his eyes open as they narrowed with determination. He turned away from the courtyard and sprinted towards the street, paying no mind to the citizens as they watched him run down the sidewalk with incredible speed. He eventually rounded a corner into an alleyway, pulling his shirt over his head and threw it aside. As quickly as the boy appeared, a blur shoots out of the alleyway high in the air.

Swinging on a web.


Twilight Velvet was seemingly oblivious to the potential destruction it could cause as she stood among the pedestrians who observed a convertible speeding in their direction. Such occurrences are often witnessed on television, undoubtedly. But Twilight, having resided in Manhattan her entire life, had never before been an actual eyewitness to such an event. Two police cars were closely tailing the convertible, akin to determined bloodhounds that had caught the scent. One of the police cars pulled up alongside, and the Lincoln abruptly veered sharply.

It forcefully collided with the police car, causing the officer behind the wheel to lose control. In the midst of the chaos, the officer let out a scream, which was soon joined by the cries of the onlookers as his vehicle somersaulted completely over. It was hurtling directly towards Twilight and the individuals in close proximity to him.

And then it stopped.

In midair.

Twilight gasped at what she was seeing. As did the individuals surrounding her. It was as if the intangible hand of the divine had indeed descended and grasped the automobile, thus preserving their lives.

Twilight blinked. He caught sight of something shimmering in the illumination of the street lamps. It appeared to be upholding the police car, suspending it in mid-air. He cautiously extended his hand and made contact with something that seemed to exist and yet not exist simultaneously.

"It's a web," Twilight uttered.

A gust of wind suddenly rushed by. Followed by the sound of something slicing through the atmosphere above them. Prompting Twilight and the rest of the onlookers to lift their heads and witness a figure adorned in blue and red zooming past in the sky.

Twilight found it quite unbelievable. She had been convinced that it was a fabrication concocted by the news media to boost newspaper sales or promote products for advertisers on Daily News. However, to her astonishment, there stood the costumed individual who had made numerous appearances in news reports.

The convertible swiftly traversed an intersection up ahead as it was closely pursued by the remaining police vehicle. Subsequently, the traffic light altered its signal and the cross-traffic commenced its movement. Spider-Man was now hurtling directly towards a substantial truck that had positioned itself directly in his trajectory.

It was utterly impossible for Spider-Man to decelerate in time to evade the truck. He did not even attempt to do so. Instead, he contorted his body sideways, narrowly clearing the confined space between the truck and the cab that was transporting it. The truck driver twisted in his seat, gaping, as Spider-Man angled up and away, accompanied by a deliriously demented, "Whooooooo-hoooooooo!"

One man leaned out of the window with their pistol in hand and began firing up at him. Not only was the gunman firing up at him, but the driver was likewise leaning out the window and shooting. Upon looking up at the web-head, he noticed something different about him.

The web head changed his costume.

No longer did the web crawler wear the spider-like sweater and black jeans. The new costume he donned predominantly featured a resplendent shade of blue, accentuated by red gloves, boots, mid-section, and mask. A web-like pattern gracefully adorned the crimson sections of the suit, originating from the mask. Additionally, a black spider insignia embellished the center of the chest, while a larger red spider emblem graced the back.

"Eyes on the road, boys! Wouldn't want to hurt somebody!" Shouted Spider-Man, even though he knew they weren't going to hear him.

With a remarkable display of agility that would have surely impressed even the most accomplished Olympic gymnast, Spider-Man skillfully evaded the incoming bullets, gracefully maneuvering through the air. In a swift motion, he swooped down, launching web-balls with precision. One of these web-balls successfully disarmed the driver, causing the pistol to slip from his grasp. The other web-ball struck the gunman directly under his chin, momentarily stunning him. As a result, he found himself hanging weakly out of the window, his arms dangling helplessly while the gun clattered away.

Spider-Man gracefully landed on the trunk of the speeding car and extended his wrists. With remarkable precision, web-lines shot out, skillfully ensnaring the torsos of both men. The other ends of these webs were securely attached to a nearby lamppost. Due to the car's own momentum, it continued to roll forward, causing the web-lines to gradually stretch and then snap taut. Consequently, the driver and the gunman were effortlessly lifted up and out of the car, left suspended from the lamppost, their fate now in the hands of Spider-Man.

Spider-Man slithered in through the open window just as the convertible was beginning to slow. He didn't allow it the opportunity and brought his foot down on the gas, speeding it up. As he turned down a side street, he caught a glimpse of bewildered police behind him pulling to a stop. They were staring in wonderment at the sight of the criminals suspended in midair by gossamer-thin threads.

The officer glanced down when something fell on his feet. He outstretched his arm, retrieving a folded piece of paper in his hand. When he unfolded it, he found a message written on the paper and began to internally read it.

Courtesy from your friendly neighborhood Spider-Man.