Episode 1: With Great Power

Hey, so this is my first time writing a Spider-Man Fanfic, so I hope I did a really great job!

Also, I just wanted to let you know that the costume is based on the MCU Spider-Man costume, with the Black streaks that are added in, for the info.

All Characters belong to Marvel!

It was a normal day in New York City, as the streets filled with the usual sounds of traffic, and the trains that come in and out, as a voice was narrating the background.

Narrator: (Narrates in the background) New York City... The Big Apple as they called it, and not exactly a perfect place, but it's home... Oh, you're wondering who's talking while you're sitting down in your laptop, well, my name is Peter Parker! (Looks at taxi driver yelling at the car in front of him) No, not that guy. (Looks at a fat guy eating a hot dog) Okay, absolutely not that guy! Sorry, are you confused? Well... Let help you out... (We see a red figure in the sky) Oh, wait! See that guy swinging up in the sky?

We look to the sky to see a Red and Blue costumed Superhero, with Black Streaks around his arms, chest/back, and feet, as well as the Black lenses covering around the White-eyes of the Mask as the man was shouting out in excitement, shooting out Webs from his wrist as he swung around the city.

Narrator: Okay pause! (Everything freezes, as we turn to the hero) See that guy wearing the costume? That's me! Now you're probably wondering why I'm swinging around New York with Webs while wearing a bright colored costume that looks like something only a superhero would wear? Well, the thing is, I actually am a superhero! Which means whenever I'm wearing that suit, my name isn't Peter Parker... It's now, the one and only, Spider-Man!

Spider-Man: (Everything unfreezes as he shouted out) WOO-HOO! (Swings around Times Square) Alright, this is awesome!

Thug: (Moves to steal a purse) Move it, lady!

Lady: (Gets her purse stolen) No, please!

Thug: (Aims a gun at her) I said move!

Spider-Man: (Hangs upside down underneath a street light as he looks at the thug from behind) Hey, didn't your parents teach you not to rob other people? (The second the thug turned around, he spun his web at him)

Thug: (Gets webbing stuck onto his face the second he saw Spidey) AGH! (Moves around blind)

Spider-Man: (Sees the thug moving around as he got off the street light) Ha, made you look! (Turns the thug upside down using his webs) There, that should hold you there! (Turns to the lady) You alright ma'am?

Lady: (Sees Spider-Man and hugs him) Oh thank you! Thank you so much!

Spider-Man: (Hugs the lady back) Hey, don't stress out about it, it's all good! (Turns around and starts swinging into the next building) Have a nice day!

Narrator: (Sees Spider-Man crawling up on top of a building) I always dreamed of being a Superhero... (Climbs up onto the rooftop, seeing the Avengers Tower) Like the Avengers when they save the day, and here I am! The Friendly Neighborhood Spider-Man! (Sees Spider-Man leaping off the building to swing around) But as much as I want to talk about being Spidey, I'd like to talk more about myself as Peter Parker... (We see inside of a house on Queens, looking at a young boy, who was closing his eyes with hands, making a countdown as he sat on the stairs inside of what looks to be his home) I used to live with my parents, Richard and Mary Parker...

Peter: (Uses his hands to close his eyes) Five... Four... Three... Two... One... Ready or not, here I come!

Narrator: (Sees young Peter running around the house, smiling as he looked around) For as long as I remembered them, my Father was a scientist, who often studied spiders in his free time, and we had lived in a suburban house, like any other house in Queens...

Peter: (Sees a pair of shoes underneath the curtain, smiling as he pulled out the curtain) Boo! (Sees a hat stand with a hat on top as the shoes were on the floor) Aw...

Narrator: (Sees Peter moving around the living room) And they were the best, smartest people that I have ever had... (Peter moves past a TV, which showed a screenshot of Oscorp) Considering that my Father had the privilege to work with Norman Osborn, the head CEO of Oscorp. (Moves around the house passing by the pictures of himself and his parents) And they were the best parents that I ever had... (Opens a door, slowly walking inside) That was... (Finds the office, which was a mess) Until one night, everything changed...

Peter: (Walks to the desk, noticing the window opening and closing from the wind) Dad? (Turns to the door) Dad!

Richard: (Walks in the house, hearing his son) Peter? (Walks to the office) Hey, what's up buddy? (Opens the office, finding it being ransacked as he widened his eyes) Oh god...

Peter: (Looks at his Father) Dad, why is your office a mess?

Richard didn't reply as he looked around his office until his only response was picking his Son up from the desk, putting him away from there as he turned to close the window curtains, getting out a drawer to open it, revealing a document as he pulled it out, Mary came inside, seeing the mess as Peter noticed, the tension running around made him scared.

Mary: (Walks inside, noticing Richard grabbing the files) Richard?

Richard: (Puts the files away) Mary, grab Peter, pack up your suitcase, and get in the car, we're leaving!

Mary: (Looks around the office, seeing the mess) Oh god, it's happening, is it?

Richard: (Turns to Mary) Mary, please! Do as I say, and get Peter out!

Peter: (Turns to his Mother) Mom, what's going on?

Mary: (Turns to Peter, picking him up) It's nothing sweetheart! We're just going on a ride!

Narrator: (Sees Mary picking Peter up while Richard erased everything from his chalkboard and took whatever research he had) It all happened at once... (A car was seen driving by an apartment building) One moment, I was just playing hide and seek with my Father... (The parents took Peter out of the car, moving towards the apartment) The next, I was being brought to the people that would be a big deal into my life. (Richard knocked on a door, which then opened, revealing two people, a man, and a woman) My Aunt and Uncle, Benjamin and May Parker.

Ben: (Sees Richard, Mary, and Peter) Richard?

Richard: (Sees Ben) Ben. (Walks inside) We need to talk!

May: (Sees Peter being brought inside) Hey, what's going on?

Peter: (Turns to his Mother) Mom? Am I in trouble?

Mary: (Turns to Peter) No honey, not at all! Why don't you go to the spare bedroom? Mommy and Daddy are going to have an adult talk with your Aunt and Uncle.

Narrator: (Peter is now seen inside the spare bedroom) Time became a blur to me, as I sat on the bed, wondering what was going on as I only heard my family argue, while I just felt the need to go home...

Ben: (Looks at Richard) Richard, you can't be serious!

May: Look, if you and Mary are in trouble, then why don't you call the police?

Richard: The police won't help us May! Nobody can't! Neither can you or Ben.

Ben: Well, at least tell us where you're going!

Richard: We can't tell you that either...

Ben: Well, why not?!

Richard: Because there are people that will cause harm to those who have knowledge of our whereabouts, and if I told you where Mary and I are going, then I'd only place you, May, and Peter at risk! Now I only ask you, just please... Trust me, and promise you'll take care of our Son...

Ben and May turned to each other, feeling a little reluctant until later, we see Ben and Mary at the elevator while Ben and May saw them out, with Peter on their side as they said their goodbyes.

Peter: (Looks at his Father as he saw him knelt before him) Dad, what is happening?

Richard: (Knelt down before Peter, smiling) Hey, it's okay buddy... (Rubbed his son's hair) Your Mother and I have to go on a very long trip, so you're gonna stay here with Aunt May and Uncle Ben for a little while.

Peter: But I wanna go with you.

Richard: I know... (Pulled his son closer, hugging him) But, this is something your Mother and I have to do on our own...

Peter: (Looks at his Father as the hug ended) Will you be back?

Richard: (Pauses, looking at Mary, before turning back to Peter) We... We hope so. (Gets up as Mary took his place)

May: (Walks to Peter, putting her hands on her Nephew's shoulders) Is there anything we can do?

Mary: (Sniffs as she rubbed Peter's hair) Um, Peter likes to eat Grilled Cheese when the cheese is melted on the crust of the sandwich, and he often likes putting his juice box on his lunch box... (Tears flow down onto her cheeks) And, he likes to sleep with a little light on at night...

Richard: (Placed a hand on his Wife's shoulder) Mary, it's time...

Mary: (Gasps as she hugged her son) I love you, Peter! (Kissed his forehead before turning to walk inside of the elevator)

Peter: (Saw his parents entering the elevator) Dad?

Richard: (Walks inside, turning to his son one last time) Be good...

With that said, the elevator door closed between the two groups, as Peter was seen looking out of the window, watching his parents leave in the car on a rainy night.

Narrator: (Peter watches his parents leave from his point of view) And there I was, 4-year-old-old me looking out the window, watching as his parents went on a journey that they never came back from... (Peter places a hand on the window) And I never really knew what was going on then, but when the time passed, I realized that the night they left me with Aunt May and Uncle Ben, would be the last time I'd ever see them again...

11 years later...

An alarm clock went off from a phone, as Peter Parker, who is now 15 years old, put his hand on it to turn it off, he got up, yawning as he grabbed his glasses and put them on.

May: (Is heard in the background) Peter, it's time for school!

Peter: (Gets out of the bed) I know, thanks, Aunt May!

Narrator: (Peter is seen getting dressed) Yeah, that's me now! 15 years old, and a decade after my parents had left me with Aunt May and Uncle Ben...

Ben: (Sits on a table drinking coffee as he saw Peter getting out of his room) Hurry! (Grabs an orange juice and cereal and slides them on the table) Finish these before you leave for the train!

Peter: (Sits on a seat and receives his breakfast) Thanks, Ben!

May: (Washes the dishes) Did you finish your homework?

Peter: (Eats up his cereal) Yes I did May!

Ben: Did you study for your Spanish Test?

Peter: Yes I have Ben! (Drinks his orange juice)

May: And did you finish the science project that you have been working on since last week?

Peter: Yes I did! Guys, I got it under control!

Ben: Just making sure, considering you're going to Midtown High!

Peter: I know! (Finishes his breakfast) See you guys later!

Ben: Whoa, wait! (Gets out a piece of paper and hands it over to his Nephew) Here, your permission form for that field trip to Oscorp.

Peter: (Widened his eyes) Holy Shit!

May: Language!

Peter: Sorry May! (Takes the paper) Thanks for that Ben, I totally need it!

Ben: Hey, it's no problem at all, just get your stuff and catch the train! (Sees Peter going back into his room)

May: (Turns to Ben) Hey, are you sure we should even let Peter go there?

Ben: Of course! (Sips his coffee) Besides, it's only a field trip, what could go wrong?

May: You know it's the place Richard worked at!

Ben: May... (Turns to May) It's been ten years now.

May: I know, I just don't want Peter to have thoughts about his parents abandoning him because they never loved him.

Ben: We never knew what was going on with them. (Gets up, placing hands around her shoulders) And besides, if anything goes wrong, we'll have Peter call us just in case.

May: If you say so.

Ben: Hey... (Places a hand on her cheek) Have I ever done anything that you would doubt on? Especially when it comes to that beautiful ass of yours! (Carries May bridal style)

May: (Gets carried by Ben) Oh! (Giggles as she looked at Ben) You Asshole!

Peter: (Walks in, smirking) Okay, one, gross! Second, what did you say to me about Langauge?

May: Oh lord!

Ben: (Puts May down) Go to school, you smartass!

Peter: (Grabs his skateboard and leaves) Later guys!

Peter is then seen leaving the apartment complex, heading off towards the train, riding on it before making his arrival at his high school.

Narrator: (Sees Peter going to school) Ah, there it is... Midtown School of Science and Technology! A place I like going to!

Flash: (Honks at Peter) Watch out! (Smirks when going at full speed)

Peter: (Sees Flash driving at him) Whoa! (Runs to the other side, seeing Flash in his Audi)

Flash: (Turns to Peter) What's up, Penis Parker? (Laughed it off)

Narrator: (Sees Parker groaning as he headed inside) Well, most of the time, if it wasn't for Flash Thompson, AKA, Midtown's number one douchebag, who also is my rival, and who also, crazy enough as it is, happens to be on Midtown's Academic Decathlon team, which happens to be the same team that I'm on. (Peter goes to his locker) Yay me.

Harry: (Walks over to Parker) Hey Pete!

Peter: (Turns around, seeing his best friend) Harry! (Bro hugs Harry) How's it going?

Harry: (Bro hugged Peter) Oh, you know... Dealing with the old man every day.

Peter: (Raises a brow) Did you have a fight with your Dad again?

Harry: Well, being the son of one of the richest men in New York has it share of drama when it comes to family.

Narrator: (Harry and Peter talk) Oh, and that's my friend Harry Osborn, the son of Norman Osborn! He and I go way back in Elementary school! And we happen to Midtown together, as well as being a part of the Decathlon team.

Harry: So, did Flash pull that car honk stunt again?

Peter: It's nothing Harry, it's fine.

Harry: Are you serious? That guy's a dick!

Peter: Harry, honestly, it's fine! I'm over it.

Harry: Whatever you say, man. (Folded his arms) Hey, did you get your Aunt and Uncle to sign off that permission sheet for the field trip?

Peter: (Holds out the permission form) I have it right here.

Harry: Great! That means I won't have to go on this trip over to my Dad's workplace alone. (Shrugs) Aside, from Gwen of course.

Peter: (Raises a brow) Gwen? W-Wait, Gwen is coming?

Harry: (Turns to Peter) Of course she is Peter, she signed in the permission form, just like you have. (Sees a Blonde) Oh, there she is!

Peter and Harry look over to see a girl with Blonde hair, as well as Pink Streaks, as she was seen talking to some of her friends, smiling in harmony.

Narrator: (Sees Gwen Stacy) Ah, there she is! Gwendolyne Maxine Stacy, AKA, the head team leader of the Midtown Decathlon team, AKA, the Daughter of New York City's Police Captain, and AKA, and I'm so not ashamed to admit it, the most beautiful girl that I have seen...

Gwen: (Is seens standing in front of Peter) Peter?

Peter: (His thoughts were broken as he saw Gwen standing in front of him, widening his eyes) Y-Yeah?

Gwen: (Raises a brow) Are you okay? Because I noticed that you were staring at me for some reason.

Peter: Oh! It's nothing, it's just... I like your hair.

Gwen: Uh... (Smiled a little) Thanks! (Shook her head) Hey, did you get your permission form signed?

Peter: Yeah! (Shows his paper to Gwen) I have it right here.

Gwen: Great! (Takes the paper) I just need to know because I'm collecting them for Mrs. Warren since she's going to be taking charge of the field trip to Oscorp! (Turns to leave) See you tomorrow on the trip, Peter!

Peter: (Waves his hand goodbye) See you later Gwen!

Harry: (Grins as he turned to Peter) So, when are you going to ask her out?

Peter: (Widened his eyes as he turned to Harry) W-What? What do you mean?!

Harry: Oh don't give me that look! I know you like Gwen, why don't you just ask her for a date?

Peter: I don't know! Why don't you do it if you don't think it's a big deal?

Harry: Oh yeah, me, being the Son of a CEO who rarely spends time with his son, and the Daughter of a Police Captain of New York, both Dads whos seem to not like each other in any way possible, yeah! Pretty good combo for a disaster. (Folded his arms) Trust me, I am going to leave that to you!

Peter: (Hears the bell ringing) Oh crap, we're going to be late!

Harry: Yeah, let's go!

Peter: (Puts his board in the locker room, walking with Harry) Hey, are you going to be on the bus with us?

Harry: I wish! But you my Dad, being the one that owns his private building, wants me to be there first with the rest of the class! (Turns to Peter) I mean, do you have any idea who else could have their name on the building?

Peter: Uh... Tony Stark?

Harry: Well, that was six years ago, back when he teamed up with the Avengers to stop that Alien Invasion!

Narrator: (Harry starts walking away while Peter turned to look at a TV, revealing footage of Iron Man and Captain America) It was true... Back when I was only like, 9, Aliens actually appeared from the sky, and then a team known as the Avengers, consisting of Iron Man, Hulk, Thor, Captain America, Black Widow, and Hawkeye! Earth's Mightiest Heroes brought together to fight back the Aliens, in which they did! And funny I should mention this because they're also a part of the lifetime idols I look up to every now and then, but I'll get to that later.

Peter: (Catches up with Harry) Hey, what do you think the trip will be like?

Harry: Meh, just the usual trip back home. (Turns to Peter) You?

Peter: Probably excited!

Harry: And here I thought Tony Stark is your favorite rich man/superhero idol.

Peter: Well, don't get me wrong Harry, but it's just that my Dad worked with your Dad long ago, and I kind of want to see the place that he worked at before he and my Mom... You know...

Harry: (Looks at Peter) Right. (Placed a hand on his shoulder) Well, I'm sure it'll be a piece of cake! (Walks away) Besides, what could happen?

Narrator: What could happen during the trip will be the most amazing thing that will change my life forever, is what could happen, that's what!

The next day, the school bus was seen driving on the streets of Queens on route to Oscorp, as Peter waited for the bus at the bus stop.

Narrator: (Sees Peter waiting) Ah, here I am, the field trip to Oscorp, probably the day my life changed completely.

Peter: (Moves to put a book in his backpack when the bus passed by him, making notice) HEY! (Starts running after the bus) Wait for me!

Narrator: (Sees Peter chasing after the bus) Okay, probably not that part, but don't worry, we'll get to that real soon.

Peter: (Bangs on the bus) Please man! Stop the bus! Can somebody tell to stop the bus?!

Flash: (Turns to the driver) You hear that? He said, "Keep driving"! (Turns to everyone) Everyone on me! I say Penis, you say Parker! Penis!

Students: (All shout in unison) PARKER!

Flash: Penis!

Students: PARKER!

Liz: (Sits next to Gwen, feeling disgusted) Dear god, I thought the 80's passed 3 decades ago...

Gwen: (Looks around) Is everyone just going to encourage this?

Liz: Aren't you paying attention?

Gwen: (Rolls her eyes) Ugh, wait right here! (Gets off her seat, walking to the bus driver) Hey, stop the bus! (Turns to the driver) Can you please stop? He's going to chase us until we reach 47th Street. (Hears the driver groan, making him stop while everyone else starts groaning) Thank you! (Turns back to her seat)

Flash: (Groans as he looked at Gwen) Why to go on killing the moment Gwen!

Gwen: (Turns to Flash) Yeah, well way to go on, "Flashing" your boobies! (Hears everyone laugh at Flash)

Student 1: (Laughs out loud) HA! Good one!

Peter: (Panted as he got on the bus) Thanks! (Felt a paper ball hit him in the face as he turned to the group) Seriously guys? (Sighed as he turned to walk on the bus, looking for a seat) Hey man, can I sit-!

Student 2: (Shook his head) Nope.

Peter: (Sighs) Okay. (Turns to a girl) Hey, can I-!

Cheerleader: (Shook her head) Sit here, and I will slap you!

Peter: Okay... (Sighs)

Narrator: (Sees Peter having difficulty) Wow, looks like I'll be standing for the rest of the trip.

Ned: (Raises his hand up) Hey! Over here!

Narrator: (Peter turns to an Asian kid) Oh wait, there's Ned Leeds! Another one of my best friends!

Peter: (Walks over to Ned, sitting next to him) Hey, thanks for helping me out Ned!

Ned: No problem! (Feels the bus driving as he looked at Peter) So, you have time to help me with my Lego Star Wars set?

Peter: (Nodded) Uh, sure! What kind do you have this time?

Ned: (Smirks) Pick a guess...

Peter: Okay, umm... Is it the Death Star?

Ned: (Shrugs) Ehh, close, but you're very warm.

Peter: Okay, so... Return of the Jedi?

Ned: (Gets out an Emperor Palpatine lego) Bingo!

Peter: (Widened his eyes) What?!

Student 3: (Noticed the Lego) Ugh, lame!

Peter: (Looks at the student, before turning back to Ned) That's awesome, how many pieces?

Ned: Three thousand, eight hundred and three!

Peter: (Scoffs lightly) That's insane!

Ned: I know! (Chuckles) So you wanna start tonight?

Peter: (Nodded) Oh yeah, totally! I'd love to do it!

Ned: Great! So, I would do it at my place, but my mom and dad have this thing going on tonight, so I was thinking of taking this at your place, so-!

Narrator: (Sees Peter and Ned having a friendly chat) Ned Leeds, my best friend since childhood, aside from Harry of course, also go to Midtown together! And if there is one thing that he and I personally enjoy doing the most, it's Star Wars! Especially if it's in Lego! And that was the thing we talked about right before going into Oscorp...

While the bus drove into Manhattan, the Oscorp Tower was standing tall and wide at Midtown, it's Purple Emblen sticking at the top of the building as the man known to be Norman Osborn was seen standing in front of a window, looking out to New York City as he stared at the metropolis wide area, until an assistant has arrived in his office.

Norman: (Stares into the city while his assistant knocked on the door) What is it, Felicia?

Felicia: (Looks at Norman) Mr. Osborn? Doctor Octavius is calling, he says he has an important update on the research project that he is working on.

Norman: (Nodded) Put him through. (Turns to a large screen, which activated as it showed a scientist wearing high tech glasses) So, Doctor, I hear you have some good news, so humor me if you will.

Otto: The Spider is performing at a high standard level! It precedes every expectation that even I could fathom!

Norman: Alright, what exactly can it do right now?

Otto: Its abilities are remarkable! Its' speed, senses, and strength are unlike anything I have ever seen before! With this breakthrough, we could be the first to discover a Cure for Cancer!

Norman: (Nodded) Alright Otto, you have impressed me. (Folded his arms) Now your job is to impress my son's field trip class, they will be here in five minutes, so get the Spider down to the lower levels, and make sure everything is ready for them! (Ends the call as he saw Harry coming in) Ah... (Smiles at his son) Harry, so glad you're here.

Harry: (Looks at his Dad) Yeah, sure you are.

Norman: What's the matter? You don't look very excited.

Harry: Well, to you, this is pretty much another day at work, while for me, I pretty much live here, so if it's all the same, we can both admit that it is just another walk in the park.

Norman: Harry, you really got appreciate the work that I'm doing here! The research that we've been conducting, it is guaranteed to change the lives of everyday citizens!

Harry: Yeah, I'm sure Iron Man would love to hear that speech. (Turns to leave) Now, if you don't mind, I'll be waiting in the back when my class arrives.

Norman: (Raises a brow) Wait a minute, why? The class will be arriving at the front entrance, just like I told you!

Harry: (Turns to his Dad) Look, I know you don't mind showing people in, but I don't feel comfortable inviting all the kids I go to the same class with right into my front doorstep.

Norman: So what? Would you like to trade in the Tower for a Ferrari every single time you flunked out of every private school I ever sent you to?

Harry: Look, Midtown is fine! I like it there, but the rest of the schools, they never were meant for me.

Norman: Of course they were! You're an Osborn... (Placed his hands around his son's shoulders) Don't be ever ashamed of who you are.

Harry: (Looks at his Dad) I'm not ashamed of what I am, it's just...

Norman: (Raises a brow) It's just what?

Harry: (Sighs as he shook his Father's hands off him) Forget it. (Turns to leave) I'll go down and be the tour guide.

Norman: (Sighs as he turned to his assistant) Mrs. Hardy, will you please help bring in the Midtown class? That should make my Son at least feel comfortable when he greets his class.

Felicia: (Nodded) Of course. (Turns to follow Harry) Oh, and I think you have another important call from Doctor Octavius.

Norman: (Raises a brow) Dear god, already? (Groans) Put him on! (Turns to the screen, facing Octavius) What is it now Doctor?

Otto: Mr. Osborn, we have a slight problem! One of the crew members slipped on the floor and broke the glass containing the specimen!

Norman: Don't tell me it's the Spider that you mentioned!

Otto: I'd only be lying if I didn't!

Norman: Shit! (Rubs his face) You have got to be kidding me! (Turns to Octavius) Is it contagious?!

Otto: That's unlikely, but that doesn't mean that it could not bring possible harm to anyone it comes into contact with!

Norman: Goddammit, you had one job to do! (Sighs) Alright, lock down everything in that level! Bring in the Containment Unit, I want that Spider found, but I do not want it coming close to where the students are, a lawsuit is the last thing I need on my hands!

With that said, everything in the experimentation lab has been placed into lockdown, unaware to everyone, the Spider, which is Red and Blue, was seen crawling in the vents, making its way down into the bottom of the Tower as it jumped off into the elevator shafts, and then swung its way into another vent, making a small dent as it crawled into the entrance, right on time for the Midtown field trip class to arrive as Harry and Felicia had been expecting them.

Peter: (Looks inside the building) Whoa, this is crazy!

Ned: (Looks around) I can't believe Harry Osborn actually lives here!

Mrs. Warren: (Comes inside of the building) Alright class, gather around! This is very important that we stick together, and everybody's accounted for! (Sees a hand raising up) Yes?

Michelle: (Holds a book in her hand) Sorry, where you when you were supposed to be on the bus ride?

Mrs. Warren: I was told the bus was getting packed, so I had to drive here by myself. (Points at Michelle) Now if you don't mind, Mrs. Jones, that you put away your book and keep it in your bag for the rest of the trip? (Sees Michelle putting her book away) Thank you!

Felicia: (Sees the students lined up together) Hello, my name is Felicia Hardy, and I will be your tour guide for the field trip. (Points to the direction) Now, if you all wouldn't mind following me down this way-!

Gwen: (Walks over to Peter) Hey, Pete! You brought your camera with you, right?

Peter: Oh! (Gets out his camera) I have it right here!

Gwen: (Smiles) Fantastic! We'll definitely need some good field trip photos for the School Newspaper! (Turns to go back with Liz)

Ned: (Sees Gwen) Was that Gwen Stacy?

Peter: Yeah, she and I are on the Decathlon Team, as well as the same School Newspaper.

Ned: Dude, you should totally ask her out!

Harry: (Walks over to Peter and Ned) That's what I told him yesterday!

Peter: (Turns to Harry, smiling) Harry!

Harry: (Smiling) Peter! (Bro hugs Peter) Good to see you, man!

Peter: Good to see you too! How are you doing?

Harry: (Shrugs) Oh you know... Surviving. (Turns to Ned) Hey, how's it going Ned?

Ned: (Fist bumps Harry) Great, how's it going?

Harry: Great so far! (Sees Michelle) Who's that?

Ned: (Sees Michelle) Oh, that's Michelle! We call her MJ!

Harry: (Turns to MJ, giving off a handshake) Hey MJ, I'm-!

MJ: (Reads a book) Harrison Osborn, I already know who you are.

Harry: Oh? Am I bothering you?

MJ: (Turns to Harry) Not really, except that I don't really associate myself with people that perform animal experimentation. (Closes her book) And by the way, only my friends call me MJ. (Walks with the rest of the class)

Harry: (Raises a brow, looking at MJ) Well, she's... Awkward.

Peter: (Looks at MJ) Yeah, that's kind of her personality really.

Harry: Yeah, and she doesn't really seem to like me that much.

Ned: She's always weird like that, don't worry too much about it...

Soon, the class entered the labs, as scientists were seen working on a number of spiders that were inside of glass boxes while Felicia escorted the class in.

Felicia: (Walks inside of the lab) Currently, there are 35,000 species of spiders around the world, all of them in the Order of Aranae, which is divided into three-!

Peter: (Walks inside, looking at a microscope) Whoa, this is amazing! (Points at the scope) That is the most advanced electron microscope in the Eastern Seaboard! It's unreal!

Flash: (Scoffs) Yeah, just as unreal as to how Thor is the only one that that can lift his Magic Hammer! (He and his friends chuckle)

Harry: (Turns to Flash) Hey leave him alone!

Flash's friend: (Raises a brow) Or what?

Flash: Or else his Father will fire your Father! (His friends chuckle as he turned to Harry) Come on Osborn, we're just having fun here.

Harry: (Looks at Harry) Yeah, being obnoxious douchebags is considered having fun, right!

Mrs. Warren: (Turns to the group) Is there something going on here?

Flash: (Turns to the teacher) Oh, no Mrs. Warren, everything's fine!

Mrs. Warren: It better be, or else the next person that talks will fail this course, and I kid you not! (Sighs) Let's go! (She walks with the class, while Flash and his two friends follow her)

Ned: (Looks at Flash) Man, those guys are jerks!

Peter: Yeah, and one of them is also on the Decathlon Team.

Harry: That never made any sense to me at all, period.

Ned: (Looks around) So, do you know everyone here, Harry?

Harry: Not really. (Looks at Felicia talking about a spider) Except, maybe Felicia... The only thing I know about her is that she's kind of a Cat person.

Gwen: (Noticed a spider missing) Hey, there's fourteen.

Felicia: (Raises a brow, turning to Gwen) Excuse me?

Gwen: (Turns to Felicia) Sorry, but we're only seeing fourteen of them instead of fifteen...

Felicia: Huh... (Walks over to where Gwen is, seeing the glass box empty) Okay, I suppose the researchers are still working on that one...

Peter: (Takes photos of the spiders, when he noticed people in hazmats suits coming in) Whoa, what's going on?

Harry: (Sees the Containment Unit going to the elevator) Huh, that's weird, it's my Dad's Biohazard Unit.

Ned: What are they doing?

Harry: Must be some accident upstairs... (Turns to his friends) It's fine though, nothing bad is gonna happen down here.

Narrator: (Sees Harry, Peter, and Ned walking with the class) Well, it is true that nothing bad is gonna happen... (Sees the spider inside of a web) But that doesn't mean nothing is going to happen!

Gwen: (Turns to her friends) Hey Liz, Sally, you go ahead without me, I'm going to write down some notes.

Sally: (Nodded) Sure thing! (She and Liz leave Gwen alone)

Ned: (Sees Gwen being alone) Hey look Peter!

Peter: (Takes a picture shot) Hm? (Turns to see Gwen)

Harry: Hey, now's your chance dude!

Peter: (Looks at Gwen) Okay, I don't think it's the right time!

Harry: Like sure it isn't! Come on, it won't be that bad-!

Mrs. Warren: (Walks over to Harry) Harry. (Gets Harry's attention) I couldn't help, but notice that you were talking throughout that entire presentation. (Turns to Ned) That goes for you too Ned.

Harry: (Sighs) We're sorry Mrs. Warren, I was just giving off facts about my Dad's tech...

Mrs. Warren: Yes, well if you're through giving off facts, how about we all talk about how we listen... (Gets Harry and Ned over to the class) Now, I don't know what it's like at those fancy private schools Osborn, but in Midtown School of Science and Technology-!

Narrator: (Sees Peter alone as he looked at Gwen) Ah, here you are Parker! Now's your chance...

Peter: (Sighs as he turned to Gwen) Uh, hey Gwen?

Gwen: (Turns to Peter) Hm-mm?

Peter: Um... (Gets out his camera) Can I take your picture? I need one with a student in it.

Gwen: (Widened her eyes) Oh! Um... (Rubs her hair) Yeah, that's actually a great idea! (Looks around) Uh, where do you want me? (Points at the corner next to the glass boxes) Over here?

Peter: (Nodded) Yeah, yeah that's great!

Gwen: (Smiles as she got ready to pose) Don't make me ugly Parker!

Peter: With you? I find it impossible.

Narrator: (Peter is seen taking pictures of Gwen with the glass boxes, unaware of the spider that escaped crawling its way down towards Peter) Yeah, that's it Peter, keep taking those pictures while that spider crawls towards you.

Gwen: (Gets out a book manual, posing) This good?

Peter: (Takes another shot) That's perfect! (The spider crawls towards his hand, not knowing it's above him) You look great!

Gwen: Alright, how about some gag pictures, does that sound good?

Peter: Sure! (The Spider lands onto his hand) Just get creative!

Gwen: Okay, um-!

Liz: (Turns to Gwen) Gwen, let's go!

Gwen: (Turns to Liz) Coming! (Walks over to Liz, turning to Peter) Hope those pictures are worth the money shot!

Peter: (Smiles as he looked at Gwen) They will! Trust me!

Narrator: Okay, and... (The spider moves to bite Peter) Now!

Peter: (Gets his hand bit) Ow! (Grabs his hand while the spider dropped to the floor, crawling its way underneath a table) Ugh... (Looks at his hand, noticing a nasty bite) What the hell?

MJ: (Noticed Peter groaning, as she turned to him) Hey, you alright?

Peter: Uh... (Puts his hand into his hoodie pocket) Yeah! Yeah, it's nothing to worry about!

Mrs. Warren: (Turns to Peter and MJ) Parker, Jones! Let's hit it.

Peter: (Turns to Mrs. Warren) Yes Mrs. Warren!

Narrator: (Peter and MJ leave with the class) And now... (A computer screen was shown, revealing a screenshot of details, including Spider Sense, Spider Strength, jumping, and speed) We wait for the big stuff to happen...

Later at Oscorp, after the field trip ended, Norman was in the upper-level labs as he looked around, his scientists gathered around.

Norman: (Turns to Octavius) So you mean to tell me that you not only found the spider, but it was dead?

Otto: We don't know what happened, sir! Doctor Modell and Doctor Stromm examined it, we have no explanation for the cause of death!

Norman: This is unbelievable!

Max: Mr. Osborn, don't panic! It is a setback indeed, but if we can get a blood sample of the spider, as well as the other fourteen spiders, we could-!

Norman: (Turns to Modell) There's no point in collecting DNA of a spider if the spider is already dead! And the remaining fourteen are useless, they cannot help us! (Sighs)

Stromm: Sir, we are so close to replicating the Parker formula! If you can just give us some more time!

Norman: Time is something we cannot abide by anymore... (Folded his arms) Besides, we have only mere weeks before the military contractors cancel it, and Oscorp becomes dead on a stick!

Max: Well, what do you suggest we should do then?

Norman: I believe it's time we move into Plan B...

Otto: (Widened his glasses) The Goblin Serum.

Stromm: You can't be serious!

Norman: It's the only thing that will save my company.

Max: Norman, be reasonable! We haven't gotten into the proper testing trials yet! We haven't even tested it on a live test subject yet, not even collecting volunteers!

Norman: Alright, fine! I'll be the one that goes first!

Otto: Mr. Osborn, if I may have a suggestion-!

Norman: You're done here Doctor Octavius, I have no need of your services anymore.

Otto: (Widened his expression) What, you're firing me?!

Norman: Consider it a consequence for failure.

Max: Now wait a minute! Norman, this is insane! The Goblin Serum has only received its early test results, but it needs at least 5 years of-!

Norman: If we wait for 5 years, Oscorp will be nothing, but forgotten history! I will not wait much longer, I will test the Goblin Serum, and I want it tested immediately!

Max: (Shook his head) Not with me Norman... You may scare the staff by firing those that don't live up to your expectations like Doctor Octavius, but I will not work with a company that will gladly create dangerous experimentations!

Norman: If you don't want to be here Max, consider yourself fired.

Max: Well you can't fire me, sir. (Rips off his name tag) Because I quit! (Turns to Octavius) Come on Otto, we don't belong here...

Norman: (Watches Max and Otto leave the lab, before turning to Doctor Stromm) You plan on leaving me as well Stromm?

Stromm: (Shook his head) Of course not sir!

Norman: Good, then get to work ASAP! I want to begin test trials tomorrow...

Later, Peter arrived at his home, who seemed to be sweating from his forehead while having a massive headache, caused by the bite, which grew worse as he walked inside of his apartment, seeing May and Ben inside.

May: (Sees Peter getting inside) Peter! Hey, how was the field trip?

Peter: (Walks inside the apartment) It was fine May...

May: (Raises a brow) Hey, weren't you supposed to be at your friend Ned's playing with Legos?

Peter: I was, but I canceled it because I wasn't feeling too good.

Ben: (Looks at Peter, noticing how sweaty he is) Hey, have you been taking the gym today? You look kinda sweaty.

May: (Walks over to Peter, feeling his forehead) Whoa! Your head is hot!

Ben: (Raises a brow) How hot?

May: (Turns to Ben) Like feverous hot, that's how!

Peter: (Shakes May's hand off of his head) It's fine May... (Walks to his room) I just need to go to bed...

Ben: (Turns to Peter) Did you get some pictures at least?

Peter: Uh, just a few... (Opens his door) I gotta crash, everything's okay! (Closes his door)

Ben: (Turns to May, raising a brow) What was that about?

May: (Shook her head) I have no clue.

Narrator: (Sees Peter taking off his shirt, revealing his skinny look) What it's about is me having to deal with one of the worst headaches I had to deal with! (Peter blinked slowly, feeling dizzy as he walked to the bed) Not to mention the dizziness. (Moves to fall onto the bed, but instead fell to the side of it as he grabbed a piece of his blanket) Never did strike a good landing either. (Peter breathed heavily as he covered himself with his blanket) See this moment? Now, you probably saw me as a really skinny dude, but oh man! Just wait until you see what I look like in the morning!

Soon, young Parker fell unconscious, as the afternoon fast-forwarded into the night, which then suddenly fast-forwarded into the morning, as his phone's alarm clock went off, he opened his eyes, getting up off the floor as he turned to look around, seeing himself lying on the floor.

Peter: (Raises a brow) Why am I lying on the ground? (Turns to turn off his alarm, as he went to grab his glasses, putting them on when his vision suddenly changed) Whoa! What the...? (Takes off his glasses, and puts them on, back and forth, revealing a difference between vision) Okay, weird. (Puts his glasses on a shelf as he turned around, looking himself at the mirror, which made his whole expression widen) Whoa!

Peter looked at himself in the mirror, his reflection the same, except he was no longer the skinny kid, but rather, a tough kid, who looked like he was going to the gym, as he looked buff.

Peter: (Widened his eyes as he touched his own chest) What the hell? (Moves his arms around, mirroring his reflection) What? What the...? (Scoffs lightly, making a smile) Dude!

May: (Knocks on the door) Hey, are you feeling kiddo?

Peter: (Looks at himself in the mirror, admiring his new look) I feel great May! (Turns to the door) Real great!

May: (Raises a brow) Well, did you experience any changes at all?

Peter: Oh yeah! (Chuckles) Big, big changes!

May: Then hurry up! You're going to be late for school!

Peter: (Widened his eyes) Oh, right! (Puts on his clothes and gets out into the living room, joining the family) What's up, guys?

Ben: (Raises a brow as he turned to Peter) Hey, what's up buddy? (Looks at Peter) You look... Well!

Peter: Oh yeah! I am so far better than well right now! (Looks around) What time is it?

May: It's like 6:30 in the morning.

Peter: Great! (Grabs his backpack, phone, and earbuds) I'm heading out!

May: Wait, right now?

Ben: You have like another hour and a half before school starts!

Peter: I'm going to see Ned! We'll both take the train to school!

May: Okay, just make sure you make it on time! (Sees Peter making his exit, turning to Ben) Okay, that was fast!

Ben: Yeah, I think it was all the hormones... (Grabbing a cup of coffee) That's really common with Teenagers.

May: You really think it's hormones?

Ben: Well, he doesn't seem to need glasses anymore, so what else is there than hormones?

Peter: (Walks out of the apartment) Holy crap, this is so weird! (Walks in the street, looking for his bite, which also disappeared) Wait, wasn't there a bite on my hand since yesterday?! (Felt a tingling sensation) Whoa. (Stops in the street, rubbing his arms) What's that weird feeling-?!

Taxi Driver: (Drives in the street Peter is walking on) Hey! (Honks his horn, getting Peter's attention) Get out of the way!

Peter: (Sees the taxi driving at full speed) WHOA!

Peter made a jump, a surprise, very high jump over the taxi, everything went in slow motion as Parker made a flip until everything went back to its normal speed, and Peter made a well-performed landing on the ground, his eyes widened as slowly got up off the ground, looking at his hands.

Peter: (Widened his expression as he looked at his hands) What the hell?! (Looks at the taxi as it drove away, before turning to the street) Wait...

Peter slowly walked into the street, until he started jogging, and soon jogging turned into a run and running turned straight into sprinting, as he sprinted down the street, until he made another jump off the ground, which suddenly sent him up high in the air until he landed in an alleyway, making his way to his direction.

Narrator: (Sees Peter jumping in the air) So in the beginning, did I say this was the most amazing thing that happened to me? Well, I take it back, it was the most Spectacular thing that happened to me!

Peter: (Laughs excitedly) Haha! This can't be real! (Makes another jump, which was the same length as the last one) WOO HOO! (Landed on the ground) Whoa! (Sprinted) This is amazing! Yeah! (Jumps once more) YEAH! (Sees a building he is about to crash into) Oh, no, no, no-! (Braced himself for impact) AHH!

Peter made the impact, but instead of face forward slamming onto the wall, he opened his eyes, finding his hands stuck to the brick wall unharmed, as he looked down at the street, noticing how tall the height was as he looked at the wall again.

Peter: Holy...! (Slowly moves his one hand off the wall, looking at it to move his hand up, and then his other forward up, as he began to crawl up on the wall) Oh my god! (Climbs to the top of the roof) Oh my god! Holy-! (Pants as he looked around the city, seeing how tall he is on the roof) I'M KING OF THE WORLD! WOOOOO HOOOOOO! IM ON TOP OF THE WORLD!

Houseowner: (Gets up onto his window, looking out at Peter who keeps shouting at the top of his lungs) Hey, SHUT UP! (Peter turned to his attention) We're all trying to sleep here!

Peter: (Turns to the person in the window) Sorry! (Looks around) Man, I gotta find Ned!

In Ned's House, Ned was seen brushing his teeth while staring at himself from the bathroom mirror when he heard something knocking on his door, as he finished brushing his teeth, turning around to look at his sliding glass door, as he walked towards it, wondering what was knocking on his sliding glass door when Peter's head was seen upside down, facing him.

Peter: (Is seen outside the window upside-down) Ned!

Ned: (Widened his eyes) AHH! (Fell to the floor, being jumpscare) Peter?!

Peter: (Lands on the floor, looking at the window) Ned, can you let me in, please?

Ned: Yeah. (Gets up, and opens the sliding glass door to let Peter) What were you doing on my rooftop?! (Raises a brow after closing the door) How did you get onto my rooftop?!

Peter: (Walks inside) Are your parents home?

Ned: (Shook his head) No, they're at work. (Looks at Peter) Dude, what's up? You're acting really strange right now!

Peter: Okay, um... (Turns to Ned) Ned, I'm going to tell you something about me that I recently just discovered, and no one else, besides you and me can ever know!

Ned: Not even Harry?

Peter: (Shook his head) Not even Harry! Can I trust you?

Ned: (Nodded) Yeah, go ahead and shoot.

Peter: Great! (Blows some air) Okay, where do I begin? Um... (Walks back and forth across Ned's room) Okay, so for most of my life, I was just a normal guy in New York, just going to school, studying for college, all of that stuff, but then yesterday at the Oscorp field trip, something happened to me, something that never really happened to me before, and then this morning, I discovered this, new thing that I have! Like it was something that woke up like a bird inside of an egg, and now! (Turns to Ned) Now I don't know how I feel! I don't know if I should be scared, or excited, or maybe both, but whatever it is, I really do not want it to stop!

Ned: (Widened his eyes) Oh my god, you're Gay, aren't you?

Peter: (Raises a brow) What?!

Ned: Holy crap, this is why you never ask Gwen Stacy out in school! It all makes so much sense now!

Peter: Wait, Ned, this isn't-!

Ned: Hey, it's all good man! Besides, I don't mind that kind of stuff, and there are kids in our school that are gay, lesbian, Bi-!

Peter: Ned, stop! I'm not gay! Alright, this isn't a sexuality talk!

Ned: Oh... (Sat on his bed) Okay, well then what kind of a talk is this?

Peter: I... (Sighs) You know what? It's better if I just show you. (Drops his backpack)

Ned: (Raises a brow) Show me? (Watches Peter as he walked up to the wall) What is it that you have to sho-! (Witnessed Peter crawl up into the wall, widening his eyes) Oh... (Sees Peter crawling on the ceiling) My... (Sees Peter hanging upside down on the ceiling) God!

Peter: (Drops down from the ceiling, landing right in front of Ned) You see what I'm talking about?

Ned: (Stares at Peter, looking very wide-eyed) ...Are you an Avenger?

Peter: What? No! Dude, I just discovered this! How am I supposed to be an Avenger if I just got the ability to climb onto walls with my own hands?!

Ned: I'm sorry, it's just... (Stands up) Holy Shit!

Peter: Whoa, keep your voice down!

Ned: (Walks back and forth in his room) Holy, mother of god!

Peter: Ned, Shh! Be quiet!

Ned: (Turns to Peter) Peter, what the hell was that?!

Peter: Didn't you watch? I was crawling up the wall into the ceiling!

Ned: Yeah, how did you do that?!

Peter: I don't know!

Ned: Wait, scratch that! Can you do more than that?

Peter: Uh, well... (Scratches his head) I can run really fast.

Ned: Like Quicksilver?

Peter: Okay, not that fast!

Ned: (Points out at Peter) Captain America fast?

Peter: (Shrugs) Eh, something like that.

Ned: Holy crap! What else can you do?

Peter: I can jump like really, really insanely high! Like, almost the equivalent of the Hulk's, but more balanced and less messy.

Ned: Are you as strong as the Hulk?

Peter: I don't know. (Gets a grip on the chair's armrest) How am I supposed to know? (Felt something snap) Huh? (Turns to the armrest, finding it crushed in his hand) Whoa! (Turns to Ned) Sorry about that!

Ned: Oh man, this is amazing! (Widened his eyes) Are you a Mutant?

Peter: (Raises a brow) What? No! (Sees his friend tilting) Well, I don't think so... (Moves to a chair) I mean... (Sits on the chair) I don't mind Mutants, but I hope it's not the case.

Ned: Alright, well are you Inhuman then?

Peter: (Shook his head) Well, that's unlikely, because you have to go through Terigenesis for that!

Ned: Did you?

Peter: No!

Ned: Okay, then that means you're a Mutant!

Peter: Not everyone with Superpowers is a Mutant Ned! Seriously, do people always ask Thor if he's a Mutant?

Ned: Well, that's unlikely because he's Asgardian.

Peter: But the rest of the Avengers?

Ned: (Shook his head) No...

Peter: Then stop assuming that I'm a Mutant!

Ned: Well, how do you explain your powers then?

Peter: I don't know man! Last night, all I remember was getting bit by a spider and then-! (Widened his eyes as a flashback of the spider biting into his hand emerged) The spider!

Ned: (Raises a brow) Spider?

Peter: (Turns to Ned) Yesterday at the Field Trip, I was taking pictures when a spider landed on my hand and bite right into it!

Ned: You're saying a spider bit you, and that's how you got your powers?

Peter: Yeah!

Ned: Well, that sounds lame.

Peter: What?! How's that lame?

Ned: Dude, being bit by a Spider, and then suddenly just getting superpowers from it? It doesn't make any sense!

Peter: Well, would it make sense if it was that missing spider from the Oscorp lab? The one that they were experimenting on?

Ned: (Widened his eyes) Oh, okay! Now I see your point. (Gets up) Okay, so what are you going to do now that you have powers?

Peter: I don't know... (Looks at his hands) I haven't really thought of anything on how to use them.

Ned: Dude, you should like, become an Avenger! You'd totally kick some serious ass!

Peter: What? No, I can't do that!

Ned: (Raises a brow) Why not?

Peter: Because I have school to go to!

Ned: Peter, nobody with Powers wants to go to school!

Peter: Well, I can't just ditch school! Besides, I-! (Widened his eyes) Oh god, school! What time is it?!

Ned: (Checks his phone) It's 7:30.

Peter: Oh, man! We missed the train!

Ned: What do you need the train for?

Peter: To get to school! And now I'm going to be late!

Ned: (Folded his arms) Well, I doubt you'll be needing it anymore.

Peter: (Raises a brow) What's that supposed to-! (Widened his eyes) Wait, you're not actually thinking of what I am thinking?

Ned: Well, you can jump really high!

Peter: And how do I carry you?

Ned: Hmm... (Scratched his head, then snapped his fingers) Hey! You know that scene from Empire Strikes Back? The one where the training sequence began?

Peter: Oh you mean the part when Luke had to carry Yoda on his-! (Widened his eyes) Oh dear god, Ned! Please don't even say it!

Suddenly, about 5 minutes out from Midtown, Peter is seen jumping high in the air, with Ned literally riding on his back as he jumped in the air, landing on the ground as he jumped towards the school.

Ned: (Sees the view of Queens from each jump) This is almost like the ride at Disneyland!

Peter: (Grunts as he carried Ned) Yeah, except you're a bit heavy!

Ned: (Turns to Peter) So, you got bit by a Spider, right? Can you like, shoot Organic Webbing?

Peter: Huh, that's not a bad idea! (Lands on a rooftop, seeing the back of the school as it was far away) It's worth a shot! (Jumps in the air, trying to shoot webs out of his hands, but none shot out) Uh, nothing's coming out!

Ned: What, you can't shoot any?!

Peter: No, I just don't think I have any Webs! (Falls down into the dumpster with Ned) AHHHH!

Ned: (Falls down with Peter) AHHHH!

They both fell flat onto the dumpster, crashing down into the pile of garbage, as the two got out of it, crawling their way out of it, and onto solid ground as they both leaned against the dumpster panting.

Ned: (Panted as he looked at a wall) You don't have Organic Webbing.

Peter: (Pants as well) I don't have Organic Webbing.

Ned: (Turns to Peter) You really should work on that.

Peter: Yeah, well... (Gets up off the ground) I'm sure we'll be okay with walking at this point.

Ned: (Gets up off the ground) I guess so... (Starts walking to school with Peter) Hey, where's your backpack?

Peter: My backpack? (Touched his back, noticing he isn't carrying a backpack) Oh man! (Turns to Ned) I must have left it at your house! Why didn't you say something?

Ned: Well, I thought you would put back on after making crawling up my wall.

Peter: (Groans) This is going to be fun to explain Aunt May and Uncle Ben tonight.

Later, Peter and Ned were in the Gym, sitting on the bleachers while everyone else was either playing basketball or making poster decorations for the upcoming pep rally as they sat together having a discussion.

Ned: (Sits next to Peter) So, any quick reflexes?

Peter: (Sits next to Ned while tying his shoes) Well, a taxi driver almost hit me, and that's when I got this tingling feeling in my gut, and then I just jumped over it.

Ned: Cool! Is that some kind of ability to make you full alert?

Peter: Maybe, I haven't thought much about it.

Ned: Alright, that's cool... (Looks at Peter tying his shoes) So, are we gonna talk about the webbing?

Peter: What about the webs?

Ned: Well, I'm only saying this because you don't really shoot Organic Webbing, which would have been really cool in my point of view, but since you don't have any webs to shoot, you should really start finding a way to make webs.

Peter: (Turns to Ned) What for?

Ned: I don't know, swing across building to building! To get around places! Aside from jumping up and down all the time, it would save you from landing in a dumpster the next time you jump.

Peter: Are you saying this because I would do that to go to school? Or are you saying that because you think I'm Superhero material?

Ned: Peter, you have been always saying to me that you always wanted to be a superhero!

Peter: That was when I was in Elementary and Middle School!

Ned: Dude, you have powers! Do you even know the percentage of people getting a rare opportunity like this?

Peter: No, and I don't wanna know! Besides, why do I have to be a hero? There are enough superheroes in the world! I'm just a fifteen-year-old kid trying to go to school! And beyond that, how am I supposed to be one if I don't even have a costume?

Ned: Oh, I can whip you up a costume! (Chuckles) Haha! Whip you up, get it? (Lightly hits Peter by the shoulder) Get it?

Peter: How can you even do that?

Ned: My parents own a clothing store! They not only sell them, they make them! High-quality stuff! They even make unique logos, all I have to do is go over there, make you something colorful, kinda like a Captain America mix, only except yours will be Red and Blue instead of just Blue and Red, and then you can go out there and fight crime!

Peter: Ned, I don't want to have a life of adventure! I just want to live a normal life, to be myself!

Ned: Peter, nobody wants that! Look, it'll be fun! You can be the hero, and I'll be your guy in the chair, easy peasy!

Peter: What are you even talking about? There's no such thing as a guy in a chair!

Harry: (Walks over to Ned and Peter) What about a guy in a chair?

Peter: (Noticed Harry, widened his eyes as he looked at Ned) Uh, well-!

Ned: (Turns to Harry) Peter and I were discussing how each Superhero has a guy in the chair.

Harry: (Raises a brow, tilting his head) What guy in the chair?

Ned: (Looks at Harry) You know, the guy in the chair! A companion that sits on the computer, and helps the hero from his room.

Harry: (Shook his head) Yeah, I don't think there's such a thing like that man.

Peter: Yeah. (Turns to Ned) So can we drop it, please?

Ned: (Sighs) Fine.

Harry: (Groans as he sat next to his friends) God, what a day.

Peter: (Raises a brow) Hey, what's wrong Harry?

Harry: Oh it's nothing! Just my Dad being Dad as usual.

Ned: What happened?

Harry: I don't know... (Gets out his backpack, putting his clothes in the bag) But I overheard him talking with one of his scientists, something about a Spider.

Peter: (Widened his eyes) A spider you say?

Harry: Yeah, apparently, an accident happened, and then one of the spiders they were experimenting on escaped its confinement, and the crazy thing is... (Turns to Ned and Peter) It happened during the field trip.

Ned: (Widened his eyes) Whoa, seriously? Where is this spider?

Harry: They found it, but strangely enough, they found it dead.

Peter: Really? So, how did it die?

Harry: Honestly, everyone would have thought that it got stepped on, but the doctors said that its entire blood was drained as if it had recently bitten someone so hard, it gave out all of its blood.

Peter: (Looks at Ned) Seriously?

Harry: Yup... (Sighs) I don't know about you, but hey... (Turns to his friends) At least it gives my Dad a reason to get off my back for a while.

Flash: (Is seen playing basketball, as he jumped in the air to block an opposing player, knocking the ball off his hand) Woo! (Pushed the player to the floor, as he looked down at him in victory) Rejected boy!

Liz: (Is seen working on a poster with Gwen and MJ when the ball hit the paint jar, spilling paint all over the poster) Ah! (Looks at the paint, as well as the ball, and then got up to look at Flash) Hey, you did that on purpose Flash!

Flash: (Turns to Liz with a smug look) No, but I should have! Your pep rally poster's too lame anyway.

MJ: Yeah, I'm pretty sure every pep rally poster is lame anyway, but what do the teachers care, right?

Gwen: (Turns to Flash) Seriously, we needed to get these done before the pep rally next Friday!

Flash: Well, you should watch your backs then! Maybe you won't be clumsy to let paint spill all over! (Turns back to the game)

Gwen: (Sighs as she turned to her friends) Alright, let's pick this up, come on.

Harry: (Saw the whole thing unfold) Man, what a dick.

Peter: (Looks at Gwen, and then turns to his friends) I'll be back. (Gets up and walks over to Gwen) Hey, Gwen! Do you need a hand?

Gwen: (Turns to Peter) Uh, no! I think we're fine here.

Peter: You sure? Because I can help anytime.

Flash: (Noticed Peter is seemingly distracted, smirking as he raised the ball up high) Head's up Penis Parker!

Flash threw the ball directly at Peter, who felt the same tingling sensation he had before, and then suddenly to everyone's complete surprise, Peter caught the ball right in his hand, taking those watching back as they had seen the catch Parker had just pulled off.

MJ: (Widened her brow) Whoa.

Harry: (Widened his eyes) Since when did Peter learn how to do that?

Gwen: (Widened her eyes in surprise) Wow! (Looks at Peter) Nice catch!

Peter: (Widened his eyes as he looked at the ball he was holding) Thanks...

Flash: (Looks around, surprised as everyone else was) Uh, okay... (Claps his hand) Nice catching Parker, that was really nice! (Snaps his fingers) Alright, now come on! Give up the ball now.

Peter: (Looks at the ball, turning to Gwen with a smirk) Actually, you know what Flash? (Turns to Flash) I got a better idea! (Twirls the ball with his finger) How about you take it from me?

Flash: (Scoffs) You serious?

Peter: No, really! Come on, one on one match between you and me, all you have to do is grab the ball, and that's it.

Flash: (Grins) Oh, this outta be good! (Walks over to Peter)

Harry: (Looks at the two) What is Peter thinking of doing?

Ned: (Looks at Peter) He's gonna make Flash pee his pants in front of everybody...

Flash: (Looks at Parker) You sure you don't wanna back out right now Parker?

Peter: (Shrugs) Go ahead, take it!

Flash: If you say so. (Moves to grab the ball, only for Parker to a quick back dribble, not getting the ball) Huh?!

Peter: (Moves the ball onto his other hand) What's up, Flash? Ball's right here!

Flash: (Stares at Parker) Okay... (Tries to grab the ball again)

Peter: (Moves the ball onto his right hand again, raising it up high) Come on, Flash! You can do better than that!

Flash: Alright, game over pal-! (Tries to grab the ball, but then Peter jumped, making him stumble around until he was turning to the wall, as he felt the ball hit him on his back) Ugh! (Turns to Parker)

Peter: (Threw the ball at Flash right the back, looking at him with a smirk) What's the wrong Flash? I think your speed's starting to get really, really slow right now, don't you think?

Flash: (Looks at Parker, noticing everyone making the "Oooh" sound) That's it! (Moves towards Parker)

Peter: (Sees Thompson trying to charge at him) RAH! (Moves to throw the ball at Flash, which he didn't, but made the opponent flinch) Thought I was gonna really hit you, did ya? (Everyone laughs as Flash turned his attention to him) Okay, seriously though, take the ball. (Extends the ball to Flash, noticing how hesitant he is) Oh, are you nervous right now? Alright... (Moves his left hand to cover his eyes) How about this? (Fellow students start to exclaim) Alright? How about that? My eyes are closed! (Turns his head around) Ready for you to take it anytime now.

Flash: (Looks at Parker offering the ball to him) Alright... (Moves to touch the ball, as he tried to get it, the ball doesn't take off) Huh? (Tries to pry off the ball off Parker's hand) Jesus Parker!

Basketball Player: Come on Flash, take it!

Peter: (Turns to Flash, grinning) Yeah Flash, go on! Take it!

Liz: (Looks at the whole ordeal that goes on) Oh... My... God... Am I dreaming right now?

MJ: Nope... (Grabs a piece of bubblegum) This is all real.

Flash: (Grunts as he tried pulling the ball off of Parker) Ugh! (Slips backward and fell to the floor, making everyone exclaim)

Peter: (Twirls the ball again, looking down at Thompson) So, what was that you said yesterday in the Field Trip? Something about how unreal it is that Thor is the only one that can lift his Magic Hammer? Well... (Bounced the ball several times) I find this unreal that you can't even get the ball out of my hand! It's like you're Unworthy of it.

Flash: Okay, you know what? (Gets up, backing towards the basketball net) Come on Parker! Let's bring it! Come on!

Peter: (Dribbles the ball back and forth) If you say so!

Parker moved towards the basketball net, as Flash attempted to take the ball from him, Peter shoved him away like as if he was playing Football, knocking Thompson to the floor as Peter jumped high into the air, everything in slow motion as everyone looks at him from various standpoints, Ned and Harry standing next to each other with widened eyes, MJ sitting on the bleachers making a bubblegum, and Gwen standing next to the poster making a shocked face as everything turned back to normal the moment Peter slammed dunked the ball onto the net, as well as causing the glass to shatter unexpectedly, making everyone gasp in surprise, cheerleaders falling onto each other in a pile, the same time as MJ making the gum pop, her eyes widened in surprise as Peter let the glass fall onto him, widening his expression as he looked up at the net, all the glass pieces on the floor as everyone stared at him.

Ned: (Widened his eyes) Whoa!

Peter: (Looks up at the broken glass) Holy Shit!

Coach Wilson: (Was having a chat with Principal Morita when he saw Parker break the glass) What the hell?

Principal Morita: (Turns to Peter) Parker! (Gets Peter's attention) My office!

Stan Lee: (Is seen as the janitor as he saw the glass broke) Oh boy! I hope this doesn't affect my shift!

Later, Peter was seen inside of the principal's office with his Uncle Ben, as they had wrapped up the discussion about the backboard, with them being finished as the two Parkers walked out of the office and into the hallway.

Ben: (Sighs) What was wrong with you?

Peter: (Turns to Uncle Ben) Uncle Ben, please don't get mad, okay? I promise I'll save up money to pay for the backboard-!

Ben: No, don't worry about that! The place I work at can handle that without a problem.

Peter: Yeah, by the way, you never said where you worked at.

Ben: I told you, I work at a very important place as an engineer, but that's not important right now! (Turns to Peter) Now is it true? About what I just heard back there? Did you humiliate that kid?

Peter: Well... (Rubs his arm) Yeah, but to be fairly honest, this guy was really having it coming!

Ben: Oh, did he?

Peter: Yeah, totally!

Ben: Is he that same kid that drives the Audi? The one that almost ran you over in the parking lot, was that the same kid?

Peter: Well, yeah, but-!

Ben: So tell me something, was that stunt you pulled about receiving attention? Or was it just getting even?

Peter: Ben, you know I don't care about the popularity!

Ben: So it was about getting even then?

Peter: Well... Yeah, basically.

Ben: Oh, so you must feel good about yourself, huh? Being the new tough guy in school, that feels pretty good right now?

Peter: What? No, it isn't like that!

Ben: Then what is it about, huh? Because thanks to your show, I had to change shifts at work today, which not affects me, or your Aunt, but it also affects the place I work at!

Peter: Well, why didn't you let Aunt May come here? She could have handled it!

Ben: Your Aunt has a busy schedule today, and has a lot of meetings.

Peter: Yeah, so did you!

Ben: Which I had to get out of, no thanks to you! (Sighs) Look, I don't need to drill you any more than I have to, considering that the Principal has done that more than I have, so don't forget, you have after-school detention, and once it finished, you come straight home by 6:00, okay?

Peter: (Nodded) Okay...

Ben: Okay. (Noticed Gwen going to her locker) Hey, that girl looks familiar... (Turns to Gwen) Isn't she inside that picture on your laptop?

Peter: (Noticed Gwen, widening his eyes) Uh, no! I don't know what you're talking about?

Ben: I'll be damned, that's her! Woo, she's got nice hair!

Peter: (Turns to Ben) Ben, please don't make a big deal out of it!

Ben: Well, it actually is a fact about doing things done will make you feel better.

Peter: How does that suppose to-!

Ben: Hey! You, in the Blonde!

Peter: (Widened his eyes) Ben, what are you doing?!

Ben: (Gets Gwen's attention) Hey, you see my Nephew? He has a picture of you on his computer!

Peter: (Blushes) Ben!

Ben: (Placed a hand on Peter's shoulder, smirking) Good luck getting the girl Pete. (Turns to leave) Remember, be home by six!

Peter: (Watched Ben leaving, sighing as he turned to Gwen) Uh, hey!

Gwen: (Walks over to Peter) Hey... (Looked at Ben) So, you have a picture of me on your computer?

Peter: Well, that's my Uncle! Don't listen to him, he's a serious pathological liar, and he thought you were someone else!

Gwen: (Turns to Peter) So you don't have me on your computer?

Peter: Oh yeah I do. (Widened his eyes) But not in a creepy way! I mean, I have pictures of you on the Decathlon Team, the School Paper, and the Debate Team!

Gwen: (Turns to Peter) Those pictures don't happen to be the same one from the Field Trip yesterday, right?

Peter: (Widened his eyes) Yeah! (Snapped his fingers) Yeah, I-I was just sorting them out for the School Paper for editing when my Uncle saw you on the pics!

Gwen: Oh, good! (Sighs) Great, I thought for a second there that I'd have some weird, creepy, peeping tom flashing photos of me and I was gonna get stalked later on!

Peter: Yeah, that would be weird!

Gwen: (Chuckles with Peter a little) Ah, speaking of Flash, did you get expelled?

Peter: Uh, no! I got three days in Detention, including next Monday.

Gwen: Oh, that's great that you're not expelled for shattering the backboard glass... (Folded her arms around her books) Besides, you're a pretty good photographer, as well as an upstanding member in the Decathlon Team, so we'd be lost without you.

Peter: (Nodded) Thanks... (Stands as Gwen is about to make her leave) Uh, hey! (Turns Gwen's attention to him) You don't have anything else going on inside your schedule, do you?

Gwen: (Tilts her head) No, I'm just at my apartment with my family all day... (Looks at Peter as she walked to him) Why are you asking?

Peter: I... (Sees Ned walking to him from behind Gwen, widening his eyes as he raised his hands in the air, waving at him) I-I was just curious, because... (Sees Ned hiding behind a corner just in time for Gwen to turn around) Because I was wondering if we could hang out! (Gwen turns to him again) Besides just spending it with the Decathlon Team, or being in the School Paper! I thought maybe we could, I don't know, grab some something to eat, maybe grab a cup of coffee sometime...

Gwen: (Raises a brow) A cup of coffee?

Peter: Uh, yeah! I mean, or, we could do other things...

Gwen: Peter Parker, are you asking me out on a date right now?

Peter: (Widened his eyes) Well, if that's not in your mindset, we could just hang out in a friendly way, or-!

Gwen: (Nodded) Uh, yeah!

Peter: (Looks at Gwen) Yeah, what?

Gwen: Yeah, we could, you know... Grab a cup of coffee.

Peter: (Looks at Gwen with excitement) Really?

Gwen: Sure! Or we could do it for Breakfast, either one.

Peter: Uh... (Smiles) Good, that's really good!

Gwen: Cool...

Peter: (Stands around with Gwen while Til Kingdom Come by Coldplay is being played in the background) Well, I mean, not right now!

Gwen: (Nodded) Yeah!

Peter: I mean, I have Detention in about a half an hour, so-!

Gwen: Oh yeah, I understand! Totally! So when do you wanna-?

Peter: Uh, how about Saturday?

Gwen: Saturday? Yeah, we could do Saturday!

Peter: That would be great!

Gwen: Or some... (Circles around) Other time... (Chuckles)

Peter: (Chuckles) Yeah!

Gwen: (Turns to leave, smiling) See you around Parker.

Peter: Yeah... (Waves his hand goodbye, standing by while watching Gwen leave) Yeah, see you! (Watches Gwen turn around and wave at him before turning around, smiling)

Ned: (Gets out of the corner, walking to Peter) Did you do it?

Peter: We have a date this Saturday!

Ned: (Grins) Oh man, that's awesome!

Peter: Yeah! (High fives Ned) High five!

Ned: (High fives Peter) Woo! It's finally happening man!

Peter: I know! (Walks with Ned) I can't believe it!

Ned: (Walks with Peter) Okay, so does this mean you'll have time to hang out later?

Peter: (Turns to Ned) Oh no, I have to be back by Six, or else I'll be in trouble.

Ned: But dude, there's something that we really have to try! Look, there's a wrestling match tonight at Five, and the winner gets $3 Thousand dollars afterward!

Peter: $3 Thousand dollars? That's a lot of money!

Ned: I know, which is why I think you should do it!

Peter: But I can't! Ben will kill me if I don't make it home on time!

Ned: Dude, this is like an opportunity for us, to make some money! Besides, if you don't wanna be a hero, that's fine! At least we could do is some hardcore wrestling.

Peter: But what are we gonna do with $3 Thousand dollars?

Ned: I don't know, save it for use! Like buying an expensive gaming console! I always wanted one of those!

Peter: Ned, those cost like $3 hundred dollars... $3 Thousand is pretty much more than that!

Ned: Come on man! Don't you think it would be cool to have that kind of money?

Peter: (Looks down at the floor) Yeah, it would be pretty cool... (Turns to Ned) Alright, 5 o'clock tonight, right?

Ned: (Nodded) Yeah, that's when it starts!

Peter: Okay, cool! That's about an hour before my deadline. (Nodded) Yeah, let's do it.

Ned: Really?

Peter: Yeah! What could go wrong?

Later, Peter and Ned were seen inside a locker room, with Peter, who is now wearing a Red Sleeveless Hoodie with a Spider Symbol on the chest area, Red Shoes as well as Red Socks, Red and Black Fingerless Gloves, and Blue Sweatpants, as well as a Blue Sweatshirt that is underneath the Hoodie, overlooking a match between two wrestlers, as one of them fell to the ground, crashing right onto a table, smashing it in half while the victor roared in victory, the crowd cheering as the two teenagers watched.

Peter: (Looks at the match) Oh my God, I'm going to die out there!

Ned: You'll be fine! (Turns to Peter, giving him his Red Mask) Here, wear this!

Peter: (Turns to Ned, taking the Mask) Is that a mask?

Ned: Yeah! I thought that would blend in with the wrestlers since they all wear masks.

Peter: I guess... (Puts the Mask on, covering his own face as he looked at Ned) How do I look?

Ned: (Smiles) You look awesome!

Peter: (Turns to look at a mirror) I don't know... It's not that cool like the other costumes.

Ned: Well, it was all that I came up with! At least it'll be better than just wearing spandex.

Peter: Yeah, but I think the mask could look a lot better! (Gets out a set of Googles)

Ned: (Raises a brow) What's that?

Peter: It's the Goggles from our last group project.

Ned: The one from the first week of school?

Peter: Yeah, I kept them afterward because I kind of liked the way they function... (Puts them in the empty sockets of the mask) Okay... (The Goggles activate, as the optic lenses function by making a brow) How do I look now?

Ned: Way better than before!

Referee: (Gets inside) Hey, you two done yet? Your match is about to start!

Peter: (Turns to Ned) Holy Crap, it's time!

Ned: Crap! We need to give you a name!

Peter: I already have a name, it's Peter Parker!

Ned: Not your real name! I meant like a codename! You know, how wrestlers here are called Bone Saw, Crusher Hogan, you need a name, a name that has a ring to it!

Peter: (Turns to the ring) Yeah, I'll figure something out! (Walks away) Wish me luck! (Leaves Ned in the locker while walking to the scene) Alright, what do I call myself? God, this is really hard! (Sighs) Alright, let's see if this works...

Loudspeaker: Will the next contestant enter the arena at this time?

Spokesperson: (Turns to the audience) Who wants more?

Crowd: WE DO!

Spokesperson: (Chuckles as he walks backstage) For the next victim to enter the arena at this time if he could withstand just three minutes in the cage, with Bonesaw Mcgraw, he will win $3 Thousand dollars, shall be handsomely paid to... (Turns to the corner, whispering to Peter) Alright, what's your name kid?

Peter: Uh, yeah! Call me the Human Spider!

Spokesperson: (Takes off his glasses) The Human Spider? That's it? That's the best you got?

Peter: Yeah!

Spokesperson: Oh, good lord, it sucks! (Puts his shades on, turning to the audience with the microphone ready) The sum of $3 Thousand dollars...

Ned: (Walks in the crowd) Excuse me, can I sit down somewhere? (Sees everyone ignoring him) No? Okay... I'll just... (Shrugs) I'll just stand then... That's cool.

Spokesperson: Will be paid to, the terrifying... The deadly... The Amazing SPIDER-MAN!

Spider-Man: (Widened his lenses as everyone started booing at him) What? No! (Turns around) Hey, that guy got my name wrong, it's the Human Spider!

Bodyguard: I don't care, get out there!

Spider-Man: No man! The dude got my name wrong!

Bodyguard: (Turns to push the kid) Get out there, you moron!

Spider-Man: (Gets pushed out of the stage by the bodyguard) Okay, jeez! (Turns to walk to the arena, listening to the booing) Wow, everyone really hates my guts!

Bonesaw Girl 1: (Turns to Spider-Man with a mic on her hand) Bone Saw's gonna eat you up and spit you out, little man!

Bonesaw Girl 2: (Turns to Spider-Man with a mic on her hand) I hope you brought your mommy with you-!

Bonesaw Girl 3:(Turns to Spider-Man with a mic on her hand) We're gonna break you up and smash you up-!

Spider-Man: (Gets popcorn thrown at him) Hey! (Turns up to the people throwing food at him) Hey, is this all necessary?!

Bonesaw Girl 4: (Turns to Spider-Man with a mic on her hand) I'm gonna rip off eight of your feet fingers off one by one-!

Spider-Man: (Sees all the 4 women taunting at him) Okay, can you ladies back up for just a second?

Wrestler: (Defeated as he groans, being rolled down in an ambulance cart) Oh my God! (Gets Spider-Man's attention as he was being watched) Oh, my legs! Oh God, I can't feel my legs!

Crowd: (Shouts in unison) KILL! (Some people hold out signs, which read "KILL HIM") KILL! KILL! KILL! KILL!

Spider-Man: (Looks around at everyone chanting, until he saw Ned standing, seeing him shrug) Oh man, I'm gonna die in here, aren't I? (Looks at the arena) Here goes! (Walks inside, just in time for the cage to start setting up) Huh?! (Turns around, looking at the cage) What the?!

Crowd: (Shouts in unison) CAGE! CAGE! CAGE! CAGE! CAGE!

Spider-Man: (Sees the cage all formed up) Uh, hello? Guys?

Spokesperson: Will the guard please lock the cage doors at this time?

Spider-Man: (Widened his lenses) What?! (Sees the cage being locked from the outside) Hey man, wait! Listen, I didn't sign up for a freaking cage match! I thought this would a regular! Like Rocky! Have you watched Rocky? (Sees the guard leave) Hello? Wait, unlock the thing, man! This is a mistake!

Bonesaw: (Chuckles) Hehehehe! Yes, you have! Because you're stuck here for three minutes with me! You ain't goin' nowhere!

Spider-Man: (Turns to Bonesaw) Hey, listen to me, man! There's been a serious mixup!

Bonesaw: I don't care, runt! All I know is that I have three minutes to have our little "Playtime"! (Hears the bell being rung, as the three-minute timer activated) RAAH! (Charges at the teenager)

Spider-Man: (Sees Bonesaw charging at him) Oh, great! (Leaps from the floor)

Bonesaw: (Slammed himself against the bar poles) UGH! (Fell the floor, making the crowd groan as he got up, looking at Spider-Man, who is now up high on the bars, hanging on there like an actual spider) Hey, what are ya doin' up there?

Spider-Man: (Sticks up high on the bars as he stared down at Bonesaw) Staying away from you, that's what! Hey, that's a cute outfit man, did your husband give it to you?

Bonesaw: (Bangs on the bars) Get yer' scrawny ass down here and fight like a man!

Spider-Man: Nuh-huh dude! I'm staying up here for the next three minutes! You can just stay down there and-!

Bonesaw Girl 1: (Grabs a chair and hands it to Bonesaw) Go get him!

Bonesaw: (Grabs the chair and throws it at the kid) RAH!

Spider-Man: (Widened his eyes) WHOA! (Jumps off the bars, dodging the chair while making a flip) Hey! (Lands on the floor, looking at Bonesaw) That wasn't nice!

Bonesaw: (Charges at Spider-Man again) RAGH, hold still!

Spider-Man: Hey! (Jumps up high in the air, landing on the floor again) What's your problem?

Ned: (Turns to Spider-Man) Come on dude, you gotta fight him!

Spider-Man: (Turns to Ned) What, seriously? This guy's twice my size!

Bonesaw Girl 4: (Hands Bonesaw another chair) Finish him off!

Bonesaw: (Grabs the chair, moves behind Spider-Man) Arrrr...

Spider-Man: (Doesn't notice Bonesaw walking behind him) How am I supposed to beat if he's so big-!

Ned: (Widened his eyes as he saw Bonesaw behind his friend) Peter, behind you!

Spider-Man: Huh? (Turns around, only to be hit by Bonesaw with a chair) AAGH! (Fell to the floor)

Ned: (The crowd cheers while he just groaned) Oh god, this isn't good!

Spider-Man: (Groans, as he tried to get up) I'm starting to think-! (Gets hit by the chair again) OW! (Fell to the floor) Ugh, this was-! (Gets hit by a chair, by the head) UGH! (Moves his head down, but tries getting up) A really-! (Gets hit by the back) OH! (Falls down, groaning as he looked at Ned) A really bad idea!

Crowd: (Chants Bonesaw's name) BONESAW! BONESAW! BONESAW! BONESAW!

Bonesaw: (Moves to grab Spider-Man by the leg) Hehehe!

Spider-Man: (Gets grabbed by the leg) Oh God! (Gets carried and slammed around the bars) AGH! (Gets slammed again) GAH! (Falls on his back) Ugh...

Bonesaw Girl 3: (Gives Bonesaw a crowbar) Kick his fire ass!

Bonesaw: (Grabs the crowbar and turns to Spider-Man, raising it up high) Time to die, Bug! (Moves towards him)

Ned: (Widened his eyes) Peter, now! Hit him!

Spider-Man: (Opens his eyes, widening them when Bonesaw tries to swing a crowbar at him) Whoa! (Kicks him in the stomach)

Bonesaw: (Gets kicked in the stomach) GUH!

Spider-Man: Okay! (Kicks Bonesaw again) You do not! (Kicks again) Swing! (Kicks once more) A crowbar! (Kicks another) At anyone! (Kicks him rapidly) At all! (Kicks him in the face) YAH!

Bonesaw: (Gets kicked in the face) UGH! (Stumbles backward as the crowd grew loud, as he glared at Spider-Man) Why you little Shit! (Tries to swing the crowbar at his opponent again) RAAH!

Spider-Man: (Sees Bonesaw trying to swing the crowbar at him) Oh, come on! (Uses both feet to lift Bonesaw up) What did I just say about not swinging crowbars at people? (Kick throws him against the bar)

Bonesaw: (Gets thrown against the bars) UGH! (Fell to the ground face-forward, defeated)

Referee: (Gets onstage after the cage has been lifted up, kneeling down at Bonesaw) 10, 9, 8, 7, 6, 5, 4, 3, 2, 1! (Slams his hand down on the floor) We have a WINNER!

Ned: (Widened his eyes as the crowd cheered) Holy Shit! (Gets on the arena, running to Spider-Man) Hey, you won the match dude!

Spider-Man: (Widened his eyes as he turned to Ned) Seriously? Did I just win?

Ned: Hell yeah man! You won the match!

Spider-Man: Holy crap! (Gets his hand risen up by the referee) Holy crap!

Spokesperson: (Gets the microphone out) Ladies and gentlemen, give it up for our new champion, SPIDER-MAN!

Ned: (Hears the crowd roaring) Way to go... (Turns to his friend, smirking) Spider-Man.

Spider-Man: (Looks at Ned) Spider-Man... Yeah... (Looks at his hands) Yeah, I'm starting to like it! (Turns to the crowd) HEY, I'M SPIDER-MAN EVERYBODY!

Crowd: (Everyone goes wild as they all chant the victor's name) SPIDER-MAN! SPIDER-MAN! SPIDER-MAN! SPIDER-MAN!

Everyone continued to chant his name as Spider-Man reigned victorious in the arena...

Later, Ned and Peter, who still has his mask on, were seen sitting on a chair as they waited for the man at the front desk to gather the money they were owed.

Ned: (Smiles at his friend) And you were kicking him in the stomach and everything, and the crowd goes wild, and people were like shouting your name!

Spider-Man: (Chuckles behind the mask) Yeah, that was so cool! I just kicked that guy's ass!

Ned: You kicked a really big guy's ass! And now we get $3 grand!

Spider-Man: I know! This is so awesome!

Assistant: (Gets out of the door) Hey, Mr. Spider-Man? We're ready to deliver your payment. (Goes back inside)

Ned: (Gets up from his chair) Oh man, this is really exciting! We get to have $3 Thousand dollars in our pockets!

Spider-Man: Yeah, $3 Thousand, that's amazing! (Goes inside with Ned, as they walk to the man at the front desk) Hey, the lady said you have our money ready?

Man: (Turns to see Spider-Man, looking at him up and down while counting money) Alright... (Gets out just a single $100 dollar bill and placed it on the desk, with Peter getting the money as he and Ned were seen waiting for more, making him notice) Alright, you're done! Now get outta here.

Spider-Man: (Widened his eyes) W-What? (Grabs the money, raising it in the air) This is a hundred bucks!

Man: (Turns to Spider-Man) Yeah, that's your payment! Now get on out of here, you're wasting my time.

Ned: Hold on, that's unfair! The advertisement said $3 Thousand!

Man: (Turns to Ned) Well, check it again kid! It said $3,000 Grand, for three minutes, and Webhead pinned the guy in two! And for that, I'm giving you a $100, and you're lucky to get even that!

Spider-Man: That's not fair! I earned that money fair and square!

Man: (Turns to Spider-Man) Kid, you're livin' in New York! Life ain't fair around here! Now move along!

Ned: (Sighs) Come on man, let's go...

Peter: (He and Ned take off outside in an alleyway, as he took off his mask in frustration) Man, this is a load of crap!

Ned: Hey, let go of it Peter, we got paid some money.

Peter: (Turns to Ned) But we were promised Three Thousand Dollars! And we only get just a hundred! A hundred bucks for one lousy cage fight that I nearly died inside of!

Ned: Well, do you wanna go through that again?

Peter: No, of course, I don't ever want to go through that again! (Sits down on the stair) This is just stupid to have gone through it only to be paid little because I stayed in for 2 minutes instead of 3!

Ned: Look, man, it isn't much, but at least it's enough to grab some lunch... Perhaps for that date with Gwen on Saturday?

Peter: (Looks at Ned) Yeah, I guess... (Gets up) Alright, let's get out of here... (Noticed it's night time) Hey, what time is it? It looks dark...

Ned: Let me check... (Gets out his phone, widening his eyes) Oh boy!

Peter: (Turns to Ned) What? What is it?

Ned: Peter, you said that you needed to be home by 6:00, right?

Peter: Yeah.

Ned: (Shows his phone to Peter) It's 7:30.

Peter: (Widened his eyes) Oh my God, I'm late! (Turns to run) I gotta run! (Jumps high in the air) See you tomorrow Ned!

Ned: (Sees Peter making a leap) Wait, Peter! (Raises the hundred dollar bill in the air) You forgot the-! (Sees Peter gone) Oh, forget it, he's gone!

Peter: (Jumps on top of a Subway Train) Oh my God, Uncle Ben is gonna kill me! (Gets out his phone, noticing the loaded text messages and missed phone calls he received) Oh, I am so dead!

Soon, Peter managed to reach Queens, as he ran back onto the Apartment, he quickly grabbed a hoodie from the lost and found and put it on to cover up his outfit, as he ran inside of the building, only to see Ben and May already downstairs, just ready to get out.

Peter: (Sees Ben and May) Oh, hey guys...

May: (Sighs as she looked at Peter) Jesus Peter, where the hell were you? We were calling you, texting you, and you didn't even respond!

Peter: I'm sorry, Aunt May, okay? Something came up-!

Ben: Something came up? Really? Something other than just walking home by 6, just as I have told you?!

May: (Folded her arms) Peter, we were scared! Alright? We had no idea where you were, and-! (Noticed Peter's Red Socks and Shoes) Dear lord, what are you wearing?

Peter: (Looked at his feet, turning to May) I'm wearing shoes!

Ben: Those... (Looks at Peter's Red Shoes and Socks) Are very bright shoes, where did you get them?

Peter: I-!

Ben: No what, that's not important! What's important is that you scared your Aunt and I half to death! We gave you a very specific time to come home, and what did we get? No phone call, no text message, not even a damn email! You didn't even respond to us at all, that is very irresponsible of you!

Peter: Look, guys, I'm here, alright? You don't need to worry about it anymore! (Walks to the elevator)

Ben: (Placed a hand on Peter's shoulder) Peter Parker, you listen to me! Are you listening to me?!

Peter: (Turns to Ben) Yeah, yeah! Go ahead, Uncle Ben.

Ben: (Sighs) Look, you're a lot like your Father! Believe it or not, you really are, and that's a good thing! (Peter looks at him) But the thing that I remember about your Father is that he lived by a philosophy, more like a principle really, and he believed that if you could do good things for other people, you have the moral obligations to do just those things, and that's what's at stake here!

Peter: (Nodded) Huh-huh...

Ben: And if there's one meaning behind it, it's Responsibility! Alright? Knowledge is Power, and with Great Power, Comes Great Responsibility! (Placed a hand on his Nephew's shoulder) Great Responsibility Peter, those are the things your old man lived by...

Peter: (Nodded as he looked down at the floor) Yeah, that's just really nice of you to say that Uncle Ben, it's great! Except there's just one thing that has always come to my mind for all my life, and that's the question of where are they? (Turns to Ben) Huh? Where are my parents?

Ben: (Raises a brow) What?

Peter: Where are my parents?! Where's my Dad? Where's my Mom? Where have they been for the past 11 years of my life that I have spent living here when it was their Responsibility to be right where you two are standing and tell me this himself?!

Ben: Peter-!

Peter: No, how dare you?! (Shoves Ben's hand away, backing away from him) How dare you tell me this when it should have been my Father that should be telling me this! (Gets tearful) Instead of just leaving me behind! Abandoned! Scared! And left without telling me a reason why they left and never even bother to come back! (Panted slowly as he looked at Ben, before turning around)

May: (Placed her hands on her chest as she saw Peter turning around) Peter, where are you going?

Peter: (Turns to the door) I'm going out for a walk!

Ben: (Turns to Peter) Peter, come back here! (Sees Peter opening the door) Please-! (Peter slammed the door shut, causing the glass to break)

May: (Gets startled by the glass getting shattered) AH!

Peter: (Turns around, noticing the glass broken as he looked at his Aunt and Uncle) Sorry... (Turns around and leaves)

May: (Gasp as she looks at the broken glass) Dear god...

Ben: (Slowly stepped on a piece, sighing) I should go after him.

May: Ben. (Placed a hand on his shoulder, turning his attention to her) I think maybe it's best that we don't bother him...

Ben: (Turns to May) He's out there at this time of night May, he shouldn't be out alone.

May: He's a teenager Ben! Teenagers go through all kinds of emotional behavior, I think we just have to sit down and let him be for a while...

Ben: I know... (Turns to the door) But somebody's gotta make sure he stays safe... (Turns to May) I'll be back... (Gets out of the door) Peter? Peter, where are you? Let's talk...

Ben continued to call out his Nephew, who doesn't notice him laying on the high levels of their apartment, looking at his Uncle as he searched for him, turning to the night sky as he gave out a big sigh...

Later, Peter was seen inside of a store, looking on his phone as he waited in line, carrying a bottle of Chocolate milk in his hand as he looked over texts from his Uncle, in which he never really replied as another man came in, one with a scorpion tattoo on the back of his neck as he grabbed a load of beer cans and stood behind Peter, who was next in line.

Cashier: (Sees Peter trying to buy a chocolate milk) Alright, that's $2.07.

Peter: (Tries to get the $100 dollar bill, but he couldn't because he realized he didn't have on it) Aw, man!

Cashier: Hurry up kid!

Peter: Sorry! (Sighs as he got out two dollars, and 5 cents) Here you go.

Cashier: (Counted the money) You're two cents off.

Peter: (Raises a brow) What?

Cashier: I said you're two cents off! This is $2.05, the Milk is $2.07!

Peter: (Sighs) Dude, I'm not really in a mood tonight, so can we just-!

Cashier: Look kid, you can either pay the amount of cash that reads on the cash register, or you can buzz off! Store policy, so are you gonna pay or what? You're holding up the line here!

Peter: Come on, I don't have two more cents on me!

Cashier: If you can't afford your milk, then just step aside! What? You didn't get enough milk money from daddy today?

Peter: Dude, please! Be smart about this, we're talking two cents here! You're freaking out over two cents! Now I had a really rough night, and I really would like to purchase this milk, please!

Cashier: Yeah, well I missed the part where that's my problem!Step aside kid! You're holding up the line!

Peter: Fine! (Gives the milk back) Take your stupid milk! (Turns to leave)

Cashier: Thank you! (Sighs as he sees the man, only for him to push some items off the counter) Hey! (Glares at him) Really? (Scoffs) God dammit! (Bends down underneath) I'm really sick and-!

As the Cashier picked the things up, the man with the scorpion tattoo moved to open the cash register, in which Peter came to notice as the man took the cash out of the register, who turns to look at the teenager, until he grabbed the chocolate milk and threw it at him, which Peter caught in his hand.

Man: (Smirks) Thanks for the distraction kid! (Turns to leave)

Peter: (Looks at the milk, until he left) Heh.

Cashier: (Gets up, mumbling when he noticed the cash register was empty) Son of a-! (Bangs on the counter, and got out of the store when the man responsible for stealing his money was seen running) HEY! Somebody stop that guy! He stole my money! (Noticed Peter) Hey kid! Aren't you gonna help?

Peter: (Looks at the cashier) Sorry, I missed the part where that's my problem!

Cashier: Oh for god sake! (Runs around in the street while Peter walked the opposite direction) Someone! Help me out, that guy stole my money! (Uncle Ben was seen walking in the same area when he took notice of the robbery) Hey, hey! Stop that man! He stole my cash!

Man: (Runs on the sidewalk Ben is on when he tripped and fell over) Ugh! (Slipped out his gun, sliding across the ground between him and Ben, as he got up to reach it)

Ben: (Sees the man running for his gun) HEY!

Ben made a move on the man, grabbing his gun, as they made a struggle over it, until the man shot Ben, which Peter had heard, making him turn around, as Ben widened his eyes, and fell to the ground, while the thief/shooter ran off, as bystanders took notice and walked over to Ben, noticing his injury.

Police Officer: (Noticed people gathering around) Hey, everyone back up! (Walks over to Ben, noticing a bullet wound) Oh shit! (Gets out his radio) All units, we have a 10-10, shots fired! 10-5, shots fired! (Sees the thief get inside of the car) I have eyes on the suspect! Suspect is heading south onto-!

Peter: (The cop talks on the radio as he saw people gathering around) What's going on? (Walks in the crowd) Excuse me, pardon me!

Police Officer: (Continues talking on his radio) I have a wounded civilian with a gunshot wound, requesting an immediate emergency unit, over!

Peter: (Walks in front of the cop, until he noticed Ben bleeding on the pavement) Ben?

Police Officer: (Turns to Peter) Hey, kid! You need to back up-!

Peter: Wait, that's my Uncle! (Crawls onto his knees) That's my Uncle! (Turns to Ben) Ben! Ben!

Ben: (Groans as he noticed Peter) Peter?

Peter: Oh god! (Turns to the Officer) What happened?!

Police Officer: There was a shooter, he shot the guy right where he stood. (Looks at Peter) Listen, I just called in the paramedics, they're on their way! (Noticed the bystanders getting closer) Hey! (Turns to the crowd) Stay back!

Peter: (Turns back to Ben) Hey, you hear that Uncle Ben? There's an ambulance coming, just stay with me! (Grabbed his Uncle's hands) Please, just hang in there! Don't go!

Ben: (Groans in pain as he looked at Peter) Peter...

Peter: (Tears start to show up as he looked at his Uncle) I'm here Uncle Ben! I'm right here, don't go!

Ben: (Looks at Peter) Peter! (Tries to say something else, until he gave out his last breath, closing his eyes)

Peter: (Saw Ben closing his eyes, not even breathing) Ben? (Moves his Uncle's chest) Ben, open your eyes! (Tears start going down) Ben, wake up! Uncle Ben please! (Tries to open them open) Uncle Ben please, open your eyes, talk to me! Please! (Hugged him) Please, don't go! Please, I don't want you to go, please! Please come back! Ben! (Whimpered) Oh god, Ben!

Police Radio: (A woman's voice is heard) 10-88, I have reports of units chasing after the suspect. (Peter raised his head up, turning to the Officer) The suspect is in a vehicle, the license plate number is AMS-2065, all units beware of the license plate number-!

Peter didn't need to hear any more info, as he started to leave the scene, running towards the alley as he ripped the hoodie covering his costume off, and then put on his Mask, donning the Spider-Man persona once more as he started to jump really high in the air, onto a rooftop as he saw police cruisers chasing after a vehicle.

Spider-Man: (Sees the vehicle being chased) I'm not going to make it to him! (Turns to grab his phone)

Ned: (Is seen on his computer playing a game when he got a call, which read Peter as he answered) I know, you forgot the $100 dollar bill-!

Spider-Man: (Runs) Ned, are you on the computer right now?!

Ned: (Raises a brow) Yeah, why?

Spider-Man: I need you to track down a license plate for me! It's really important that you do that!

Ned: (Widened his eyes) Wait, does this mean I get to be the guy in the chair?

Spider-Man: Yes, you get to be the guy in the chair, now track it down!

Ned: Oh yeah! (Exclaims) I'm the guy in the chair!

Spider-Man: Ned!

Ned: (Nodded) Right, sorry! (Gets out of the game) What's the license plate number?

Spider-Man: (Jumps onto a wall and climbs on it) It's AMS-2065, I need it tracked right now!

Ned: Alright. (Types the number onto the computer, and tracks it down from the geo map) Alright, it's currently driving at a high speed on Grand Central Parkway!

Spider-Man: Good, let me know when anything changes!

Ned: Peter, I don't understand! I thought you didn't wanna do the Superhero stuff? And I'm actually hacking into a police network, this is kind of-!

Spider-Man: Ned, the guy I'm after killed, my Uncle! He killed Uncle Ben and I can't let him get away with it! I need you to keep tracking him, okay?

Ned: (Widened his eyes, as he looked at the map) Roger... I'll let you know when anything changes.

Spider-Man: Thanks!

Ned: Peter... What are you doing if you're not chasing after the guy that killed your uncle?

Spider-Man: (Lands onto the rooftop of Midtown School of Science and Technology) Just doing a personal project that really helps me out! (Gets inside of his science class) Alright, come on! (Gets out a textbook) Okay... Okay, that should work! (Gets out some fluids, and placed two liquids together) Okay, okay, please don't get slow on me, I don't have time for this! (Grabs a pencil and stuck it on the liquid, pulling it to be caught in some kind of web) YES! (Sighs) Alright, time for the web shooters!

Back with the chase, police cars were seen driving after the car, as the man that killed Uncle Ben had begun shooting at the cops tailing him.

Man: (Shoots at the cruisers) Leave me alone, you stupid ass cops!

Ned: (Tracks the car onto the New York State Pavilion) Peter, the cops are about to lose him, what are you doing?

Spider-Man: (Gets out of the school) Something really important! (Sighs) Okay... First time's for everything! (Activates the Web shooter, only for webs to spray all over the place) Oh, no! Don't you go crazy on me right now! Come on! (Shoots a second time, shooting a solid Tonsile Web) YES! (Grabs the web) Alright... Here goes! (Jumps off the school) WOO HOO! (Jumps in the air, shooting more webs to swing around the Borough) That's more like it!

Asian Officer: (Chases after the suspect) All Units, this is Watanabe! I got lead on the suspect, 10-6! Suspect is-!

Man: (Shoots at the car) Take this, Bitch! (Shoots at the tires)

Yuri: (Crashes onto a tree) Ugh!

Man: (Smirks) Oh yeah! (Sees Spider-Man suddenly land on the hood, making him widened his eyes) WHOA!

Spider-Man: (Angrily swung his arm at the front windshield) RAH! (Broke the glass)

Man: (Felt the glass shatter in front of him) Oh, Christ! (Swerves around the car, until he crashed right onto a gate, next to an old abandoned warehouse as he got out of the car coughing) What the hell? (Turns to his car, noticing Spider-Man is gone) What the hell was that?

Yuri: (Gets out her gun) FREEZE! (Shoots at the thief)

Thief: (Nearly got shot) Ugh! (Runs inside of the warehouse) Bitch!

George: (Drives on the spot, seeing Watanabe as he got out of the car) Detective! Where is he?

Yuri: (Turns to George) Captain! (Pointed at the warehouse) He went that way! Along with someone else!

George: Is the suspect associated with someone?

Yuri: No... (Turns to the building) I don't think so...

George: (Sees other police officers arriving) Alright, everyone, fall in! The suspect is inside that warehouse!

Police started to go inside, while the suspect himself started to walk inside with his gun ready, unaware of the Webhead lurking in the shadows as he walked prepared.

Spider-Man: (Jumps in front of him and hit in the face) RAH!

Man: (Gets hit in the face) UGH! (Turns to shoot at Spider-Man)

Spider-Man: (Jumped on the ceiling, avoiding gunfire as he used his webs to take the gun out of the man's hands) RAH!

Man: (Gets his gun taken away) Ugh! (Looks at the kid) Whoa, listen! Leave me alone man, I was just minding my business, just give me a chance!

Spider-Man: (Walks angrily towards him) Did you give that guy a chance? The man you shot in cold blood? Did you bother to give him a chance?! (Grabs him and lifted him against the wall) ANSWER ME!

Suddenly, the light shined through, as Spider-Man got a good look at his face, which revealed to be the same man with the Scorpion tattoo on his neck...

Man: (In a flashback as he gave Peter a Chocolate milk) Thanks for the distraction kid!

Spider-Man: (Widened his eyes) No... (Lets him go) It can't be you...

Man: (Scoffs as he gave a smirk) See ya! (Grabs a knife and swung it at him, but got his hand caught, and his wrist broken) AGH! (Stumbles backward, dropping the knife) OW! (Gripped his wrist, turning to the man responsible) Asshole! You broke my wrist! Mother-! (Trips) Ah! (Falls back into the window, shattering it) AHHH!

Spider-Man: (Widened his eyes) Oh crap!

George: (Sees the man falling from the window) Oh Shit!

Man: (Fell onto a car face forward) GUH!

George: (Looks up at the window, seeing Spider-Man, before turning back to the man) Let's look at him!

Yuri: (Runs over to the suspect, pulling him over to see that he had an injury on his head, recognizing him) Well, I'll be damned! That's responsible for the previous robberies!

George: (Turns to Yuri) Mac Gargan? That's him?

Yuri: Yeah... (Moves to check his neck for a pulse) And to our surprise, he's still breathing.

George: (Turns to look at Spider-Man, only to see that he is gone) No thanks to our little this guy.

Yuri: (Turns to George) Who was that?

George: I don't know... (Turns around) But something tells me that we're gonna be seeing a lot more of him soon...

The Police move to place Gargan in handcuffs, while Peter is seen holding on to one of the Pavillion pillars, taking off his mask as he breathed out air, looking at the man that he had let go at the store...

Peter: (Panted as he looked straight at Gargan) What have I done?

Back in Oscorp, Harry was seen in the living room, watching some TV when his father came in, checking on him.

Norman: (Turns to Harry) Harry, how's it going?

Harry: (Watches the TV) Nothing much, just watching the TV

Norman: Really? What are you watching?

Harry: What do you care? Aren't you too busy to hang around with your Son?

Norman: I may be a busy man Harry. (Turns to sit on the chair across from his son) But that doesn't mean I care about you and your well being... Now, I know we haven't really had been getting some quality time together, and I would say that it's because of the meetings, but to be honest, that would be just a sorry ass excuse of myself to even bother, because the truth is, I haven't been the same after your Mother passed away...

Harry: (Makes a brow) Okay, that is probably the one thing that you have just admitted to now...

Norman: Yeah, well, that's because I'm your Dad Harry, and I know I haven't been paying the utmost close attention to you, but I want to be there for you... I want to be there when you graduate from High School, I wanna be there when you graduate from College, I want to be the kind of Dad that wants to know more about their Son... (Placed a hand on Harry's hand) I want to be just like any other Father in the world Harry, and I know I don't seem like it, but I wish to have these talks from time to time...

Harry: (Looks at his Dad, seeming to be interested in the topic when he widened his eyes) Oh my God...

Norman: Harry, please! You have to believe me-!

Harry: No, not you, the TV! (Dials the volume up high as the TV started to show the news)

News: (Is seen on Queens, displaying a picture of Ben) -A tragedy has occurred tonight in Queens, as a 55-year-old male, Benjamin Parker, husband of May Parker, age 53, was just walking out in the streets when a burglar ran out after robbing a convenience store and shot him in the chest dead! (Shows a photo of Mac Gargan) Police say that the suspect responsible was Mac Gargan, who had been wanted for multiple strings of burglaries in the past month, has been caught after a car chase, and is now placed in police custody! Witnesses say that G

Harry: (Looks at the footage) Oh my God, that's Peter's Uncle!

Norman: (Raises a brow) Peter?

Harry: (Turns to his father) Yeah! Peter, Peter Parker, he's my friend that goes to Midtown!

Norman: Parker? (Placed a hand on his chin) Parker, that sounds awfully familiar.

Harry: Well, it should because his Dad actually worked close to you once.

Norman: Parker... (Widened his eyes as he turned to Harry) Wait, are you talking about Richard Parker?

Harry: If it rings a bell, yeah.

Norman: And you're friends with his son?

Harry: Oh yeah! We've been friends for like, years! (Folded his arms) Why are you curious now?

Norman: I...-!

Stromm: (Contacts Norman) Mr. Osborn! We're ready to begin testing whenever you are!

Norman: Right, I'm on my way! (Turns to Harry) Harry, I deeply apologize, I gotta go-!

Harry: (Nodded) It's fine! Besides, I gotta call Peter anyways, check how he's doing! (Turns to leave)

Norman: (Nodded) Right...

Norman left the living room, walking in the elevator to arrive at the lab, as Stromm was seen waiting for him as the CEO walked in.

Stromm: (Looks at Norman) Mr. Osborn, I really advise you to reconsider this!

Norman: (Walks inside) Is it all in here?

Stromm: Yes!

Norman: Good. (Takes his shirt off) Let's get this over with!

Stromm: Sir, please! The performance enhancers aren't ready! (Norman takes out an enhancer tube) The data just doesn't justify the test!

Norman: Yeah, well I don't give a damn about the data! (Placed the tube on the machine to scan it) We need this done in order to save Oscorp!

Stromm: Mr. Osborn, I have to ask you for the last time, we can't do this! It's too great of a risk!

Norman: Don't be a coward! (Takes the tube out after it was finished being scanned) Risks are part of Laboratory Science! And sometimes, you just have to do things yourself! (Sighs as he looked at the tube) 40,000 years of evolution, and we never tapped our true vastness of human potential, and I don't mean superpowers. (Turns to Stromm) I mean the potential of evolutionary intelligence! (Drinks a cup of whiskey) Ugh! (Finished his own drink as he threw it to the ground) Alright, let's start! Open the cage.

Stromm: (Opens the biohazard cell) I really think this is a bad idea...

Norman: (Walks inside of the cell, and placed himself on the table) Yeah, well if you keep complaining, I'll have to fire your ass just to shut you up. (Felt the locks tighten up) God, I didn't realize this would be cold.

Stromm: (Walks out of the cell and worked on the control panel) Alright, starting in 5... 4... 3... 2... (Turns to the tube, which was still on the machine) 1...

It began to activate, as the tube emptied out its liquid, turning it into gas as they appear from underneath the vents that Osborn is inside of, as the green gas lit up the chamber, his skeletal readings that are shown in the monitor were seen to be increasing, until his heart rate starting to beep rapidly, and sounds of screaming pain were heard as Stromm turned to the cell, noticing his boss hyperventilating himself.

Stromm: (Widened his eyes) Oh my god! Mr. Osborn! (Turns to the panel) Oh god, what have I done?!

Stromm turned off the test immediately, but then suddenly, there was a monstrous sound coming from the chamber, as metal was heard being crushed, and that was proven when a piece of the lock that held Osborn was thrown out towards the glass, shattering it while Stromm ducked down, hitting the computers as everything began to malfunction, as Stromm looked up to see something... Not Norman Osborn, but something else, a creature whose skin is Green as the Hulk, but has Horns grown out of his skull, as his eyes glowed in a menacing Yellow Hue, as everything switched to the beast's point of view, as he looked down at Stromm...

Stromm: (Is seen in in the Monster's POV as he is scared) Oh dear god, what is that thing?! (The beast moves towards him) No, stay back! Stay the hell away from me! STAY BACK! (Tries to crawl away, only for his leg to be entrapped by its hand) AHH! (Gets hung upside down as he looked at the creature) Let me go! Please, just let me go! (Everything is seen on a wall, as shadows of himself and the creature are seen as the beast raised its claws up) No, no! Please! NOOO-!

Those were the doctor's last words, as blood was seen splattered onto the wall where the shadows were seen on...

The next fateful day, Peter was seen walking in his school, silent as students he passed by stared at him, word of his Uncle Ben being killed the night as he walked silently to his locker, as Flash was seen walking towards him.

Flash: (Walks towards Peter) Parker! Hey Parker, you got time to talk?

Peter: (Puts stuff in his locker as he groaned) Flash, I am so not in the mood right now.

Flash: Hey, listen, I just wanna-! (Moves to grab Parker, only for him to be grabbed by the collar and then slammed against the lockers as he was lifted up) Whoa!

Peter: (Glared at Flash) I said I'M NOT IN THE MOOD! (Thompson's eyes widened as he stared at him, slowly putting him down) Alright?

Flash: Dude, relax! I only came by to apologize! (Peter lets go of him) I heard about your Uncle, so I just wanted to say I'm sorry... Alright?

Peter only nodded slowly as he closed his locker, and ventured down the hallway, walking near Gwen, who saw Peter as she walked to him.

Gwen: (Walks in front of Peter) Peter! (Moved to hug him, taking Parker by surprise) I'm... I"m so sorry... I don't know what to say...

Peter: (Slowly hugged Gwen back) You don't have to say anything... (Let's go of the hug as he walked away) It's fine...

Later, Peter was seen in his apartment, as police were seen informing his Aunt May about the suspect they apprehended last night, as her eyes were as tearful as Peter's was right now...

Quaid: (Is seen with May) The charges against Gargan is pretty high, Mrs. Parker, so you can rest assured that he'll be facing life in prison once he faces trial.

Police: (Turns to Quaid) Frank, we're done here, let's go.

Quaid: (Nodded as he turned to May) Contact us if you need any more info...

May: (Nodded) Hmm-mm, thank you... (Placed her hands on her mouth as the police left)

Peter: (Walks over to May) May? About Ben-!

May: (Shook her head) No, no don't Peter, it's not your fault. (Turns to her Nephew) This is not on you... It was on that man that took him from us...

Peter: (Sits next to May) But that doesn't mean everything won't be the same again...

May: I know... (Placed a hand around his shoulder) So we'll have to adjust living on without him... (Takes a deep breath as she started to get off the table) Sorry, I just... (Turns to Peter) I need to be alone for a while, is that okay?

Peter: (Nodded) Sure... (Sees her going into her room and closing it, as he walked out of his apartment, sighing as he rubbed his head when he noticed Harry and Ned walking to him) Hey guys...

Harry: (Walks to Peter) Peter! (Hugs Peter) Hey, we're so sorry about what happened... (Breaks up the hug) I didn't know what to get you, so I just... (Brought an Oreo cookie cup) Got you a snack eat...

Peter: (Chuckles as he took the Oreo) Thanks, I'll uh... I'll make sure to eat these sometime...

Harry: (Folded his arms) Hey, is there any way we can do? I mean, I can have my Dad pay for the Funeral arrangements, but I meant with you-!

Peter: (Nodded) It's fine... (Looks at Harry) It's all good man, you don't have to do anything else...

Harry: Alright... (Turns to leave) Well, I'll be seeing you then...

Ned: (Watched Harry leave as he turned to Peter) So... How are you?

Peter: (Turns to Ned) What do you think?

Ned: Sorry! Bad choice of words, my bad... (Sees Peter walking inside of the restroom) Look man... (Follows Peter inside, as he looked at him) Last night was really, really crappy, but you got the guy that hurt your Uncle, man! At least, you don't have to-!

Peter: (Leans against the wall, sitting down) I let him go...

Ned: (Raises a brow) What?

Peter: (Pulled his knees closer) Last night, at the store... I saw him take the money out of the register, and I let him get away with it... (Tears start welling up) And then, he ended up shooting Ben in the chest... All because of me...

Ned: (Looks at Peter) Peter... You can't mean that-!

Peter: I do! (Gets up) You were right... I have superpowers! And I could have used them to stop Gargan, or otherwise... (Leaned himself against the wall) Otherwise, Ben would still be alive today, and we'd be back in the apartment back to normal...

Ned: Peter, I'm really sorry about Ben... He was a great guy...

Peter: (Turns to Ned) Remember, yesterday morning when you told me that I could be a Superhero?

Ned: (Nodded) Yeah, what about it?

Peter: I wanna do it...

Ned: You wanna do it?

Peter: Yes I do, and I need your help with that.

Ned: (Nodded) Sweet, so I'll be the guy in the chair again?

Peter: (Sighs) You can always be the guy in the chair.

Ned: Great! I mean, are you sure?

Peter: I have the power to do things most people can't, and when I don't use them, people get hurt because of me... (Folded his arms) Just like what happened to Ben was on me...

Ned: So, you're going in the game?

Peter: I think it's about time that New York is introduced to its new hero on the block because Spider-Man's open for business!

Ned: That's just great! Okay, I'll need to get my computer all set up! (Turns to leave) I'll text you!

Peter: (Nodded) Got ya...

Peter walked back to his apartment, as he opened the door, he walked inside of the living room, only to see a man wearing a black leather coat, black cargo pants, and appears to be bald, dark-skinned as Peter took immediate notice.

Peter: (Raises a brow) Uh, excuse me, what are you-?

?: (Stares at the window) Forgive me, I was dropping by to share my condolences when the door was unlocked... (Folded his arms) Your Uncle was a great man I have ever worked with... Shame he had to go away this soon, especially by this tragedy...

Peter: (Looks at the man) I'm sorry... Who are you supposed to be?

?: Just... (Turns around looking at Parker, as he is wearing an eyepatch) An old man paying off his respects... (Walks to him) You must be Peter Parker... Ben told me a lot about you.

Peter: (Nodded) Yeah, you must be one of Ben's coworkers, right?

?: I'm his boss.

Peter: (Widened his eyes) Oh! So, you must be...?

Fury: Fury. (Extends his hand, offering a handshake) Call me Fury.

Peter: (Nodded) Right... (Extended his hand to Fury, making a handshake) Nice to meet you, Fury.

Fury: Nice meeting you too kid... (Turns to leave) I'll go ahead and be out of your way now...

Peter: Okay...

Fury: (Turns to Peter) Oh, and if I have any word of advice... (Peter turns to his attention) Keep both eyes, open. (Turns to leave, shutting the door behind him)

Peter: (Raises a brow) Okay... (Turns to go to his room) That was weird.

Back in Oscorp, Harry was just arriving back when he noticed an ambulance carting away someone, who has a rag covering him as it was placed in the vehicle, taking notice as he walked inside.

Harry: (Noticed the ambulance) Hey, what's going on?

Oscorp Employee: (Turns to Harry) There was some kind of freak accident in one of the labs... Stromm was found dead inside.

Harry: (Widened his eyes) Whoa, how did it happen?

Oscorp Employee: We don't know, we just found him like that when his body was discovered.

Harry: (Turns to go inside) Oh god, my Dad was working with him! (Turns to the elevator, and once he got to his floor, he walked inside of the living room) DAD? (Looks around the floor) DAD?!

Norman: Right here Harry...

Harry turned to see his Father standing in front of the window, with no shirt on, and his pants seemingly partly ripped off as he stared at the window, his son making his approach.

Harry: (Walks to his Father) Dad? Why don't you have a shirt on?

Stromm: (Is seen in a flashback) NOOOOO!

Norman: (Stares at the window) Harry... What time is it?

Harry: It's like, 5 in a half... (Raises a brow) Dad, are you okay?

Norman: (Looked at his hand) I feel better son... In fact... (Turns to Harry with a smile) I never felt so better!

Okay, so this is my first shot at making a Spidey Fanfic, so let me know your thoughts on the review section! What do you guys think of this? Did I do a good job so far? I like to know so therefore I could try making an improvement later in the future.

I hope you guys enjoyed it as well as you have a nice day, and you guys just stay tuned for more Spider-Man!