Episode 2: Comes With Great Responsibility

All Characters belong to Marvel!

Also, I should put in a cast list of characters in this fic, just for the hell of it.

Peter Parker/Spider-Man played by Tom Holland.

Gwen Stacy played by Dove Cameron. (I saw her voiceover performance of the character, and honestly, I think she would kill it in live-action)

MJ/Michelle Jones played by Zendaya.

Ned Leeds played by Jacob Batalon.

May Parker played by Marisa Tomei.

Ben Parker played by John Stamos. (No offense, but to hell with Maguire!)

Norman Osborn played by Kevin Bacon.

Harry Osborn played by Dylan Minnette.

George Stacy played by Sean Bean

Yuri Watanabe played by Oliva Munn.

Wilson Fisk/Kingpin played by Vincent D'Onofrio.

Tony Stark played by Robert Downey Jr.

Stan Lee played by... Well, Stan Lee.

I'll add more cast members in the future, but for now, just enjoy the Episode!

EDIT: Changed Green Goblin from Kevin Bacon to John Simm.


It was a clear day in Queens, as Spider-Man was seen swinging around Town with his Webs.

Narrator: (Sees Spider-Man swinging around the city) I know I already said this, but my name is Peter Parker! And it's been two weeks since I first became Spider-Man! (Sees Spidey making a jump flip) Some people may think being a Superhero is simple, but the truth is, being one can be really hard sometimes, and especially when you're carrying a Secret Identity.

Spider-Man: (Moves to shoot more Webs when he suddenly depleted his last supply) What?! (Falls down onto a dumpster) AHHHH!

Narrator: (Sees Spidey drop onto a dumpster) That, and the part where you find out you have a limited amount of Webs you can shoot, which leads to our next part of the story.

Peter: (Runs towards his school) HEY! WAIT PLEASE, I'M LATE FOR CLASS! WAIT! (Ran up to the entrance, only for the janitor to shut it closed, locking him from the outside as he turned to the worker) Hey, come on man! I'm late!

Janitor: (Turns to Peter) Sorry kid, but it's part of the job! (Turns to leave)

Narrator: (Sees Peter groaning) Yeah, I learned that lesson the hard way.

Peter: (Leaned against the door) Seriously?

Narrator: (Sees Peter climbing up a wall) Turns out that keeping a Secret Identity can really affect your personal life. (Peeks his head out into the window, looking at the class) Especially when you're really trying hard not being late to class!

Mr. Harrington: (Turns to a piece of paper while leaning against his desk) Alright, I'm going to call row, so you all know the drill! Say your name so I can hear you. (Checks the row) Elizabeth Allan.

Liz: (Raises her hand up) Here!

Mr. Harrington: Sally Avril.

Sally: (Raises her hand up) Here!

Mr. Harrington: Jake Constantine.

Jake: (Raises his hand up) Here!

Peter: (Go gets his phone and starts texting Ned) Ned, turn left to the window!

Mr. Harrington: Hector Cervantez.

Hector: (Raises his hand up) Here!

Ned: (Checks his phone, seeing the message) The window? (Turns to the window, seeing Peter peek his head as he widened his eyes) What the-?!

Peter: Shh! (Points at his phone)

Mr. Harrington: Jason Ionello.

Jason: (Raises his hand up) Here!

Ned: (Turns to his phone, texting Peter) Dude, WTF are you doing?

Peter: (Texts Ned) I'm trying to get to class!

Mr. Harrington: Amelia Hopkins.

Amelia: (Raises her hand) Here!

Mr. Harrington: Michelle Jones.

MJ: (Raises her hand) Hey.

Peter: I really do not want to be late! I need a distraction!

Ned: What am I supposed to do?!

Mr. Harrington: Carl King.

Carl: (Raises his hand) Yo!

Peter: Just make up something!

Mr. Harrington: Ned Leeds.

Ned: (Turns to Harrington) HERE! (Everyone turns to him, seeing him shout) I'm here!

Mr. Harrington: (Sees Ned) Yes, I can see that well Ned. (Unknown to him or anyone else besides Ned, Peter was seen opening up the window behind him) I just don't see the reason why you have to yell.

Ned: Sorry sir! (Sees Peter climbing inside) I was listening to music loudly, I had no clue that I was speaking so loudly.

Mr. Harrington: (He and no one else saw Peter climbing on the ceiling) Okay, well I suggest you keep it on a low volume from now on, alright Ned?

Ned: (Nodded) Ditto!

Mr. Harrington: Alright then, now if there are no more interruptions... (Checks the row) Laurie Lynton.

Laurie: (Raise her hand) Here!

Mr. Harrington: Cindy Moon.

Cindy: (Raises her hand) Here!

Mr. Harrington: (Sees Peter's name) Peter Parker.

Peter: (Jumped from the ceiling and landed on his desk next to Ned) Here! (Panting)

Mr. Harrington: (Turns to Peter, noticing how sweaty he is) My gosh, Peter, did you take a run or something?

Peter: Yeah! (Nodded) Something like that!

Mr. Harrington: Okay then... (Turns back to the clipboard) Paul Patterson.

Paul: (Raises his hand) Here!

Peter: (Turns to Ned) Dude, thank you so much for helping me out!

Ned: (Turns to Peter) Dude, where were you?

Peter: I was late!

Ned: How could you be late?! You're-!

Peter: Shh!

Ned: (Nodded as he whispered) You're Spider-Man! You could have easily gone ahead and swung here with no trouble at all!

Peter: I know, I just had to deal with a mugger.

Ned: And a mugger kept you from getting here?

Peter: He had a gun! I had to be careful!

Ned: And how come you didn't use the Webs?

Peter: I ran out.

Ned: You ran out?!

Peter: Hey, I didn't know I could run out! This is a first for me!

Ned: (Sniffs his nose) Ugh! Did you fall inside of a dumpster?

Peter: (Nodded slowly) Hmm-mm.

Ned: (Covers his nose) Oh, god you smell!

Peter: Yeah, you don't need to tell me.


Later, Peter and Ned met each other in the cafeteria at lunch as they discussed the previous setback involving the Web Shooters.

Peter: (Sits next to Ned) And then the minute I pressed it, no webs came out! I just fell over just 100 in the air before landing in the dumpster!

Ned: (Sits next to Peter) I didn't know you could survive a drop that high.

Peter: Neither did I, but I don't really wanna push the limit on that.

Ned: Dude, you should work on the Web Shooter problem, especially if you need to get somewhere.

Peter: Yeah, I'll make sure to figure out the Web Shooter inventory before I go out being Spider-Man again.

Ned: (Looks at the TV) Speaking of which, check out the screen!

Trish: (Is seen on Trish Talk as the studio displays an image of Spider-Man) -Reports of a Spider-Man in the Queens Borough, as he was seen apprehending a mugger just last night-!

Peter: (Widened his eyes) I made the news?!

Ned: (Nodded) Hell yeah!

Trish: -As the question remains as to who is Spider-Man? What are his intentions? And most importantly, who is behind the mask? (Shows a man, sitting on his desk as he looked was seen on the screen) We now go live to J. Jonah Jameson, current head publisher of the Daily Bugle, and also the man who is known to publish his most trended article, Spider-Man: Threat or Menace?

Peter: (Raises a brow) Threat or Menace?!

Trish: Mr. Jameson is also an outspoken advocate against Spider-Man, despite his recent appearance.

Jameson: (Nodded as he was seen on screen) Happy to be here Trish.

Trish: Mr. Jameson, your article on Spider-Man is rather an interesting read, but some people may find this, myself included, rather odd, considering that witnesses that have seen Spider-Man in action to be a hero of sorts.

Jameson: Well, I must say those think that are sorely mistaken! Spider-Man acts like he's Robin Hood, but deep down, I know for a fact that he's a menace!

Trish: And how do you believe that?

Jameson: Because he always appears whenever the crime happens! One moment, you're getting beat up by a loan shark, the next, Spider-Man just happens to swing on around the corner, and he saves the day!

Trish: So, you're saying that the heroics are nothing, but a sham?

Jameson: Exactly Mrs. Walker, that is exactly my point! And to add a note to this, Spider-Man also leaves around a trail of property damage wherever he goes! Like the time he had made on that car's hood and grill! That must cost hundreds and hundreds of dollars to pay!

Peter: Well, how you try stopping a car from crashing onto a transit bus with your bare hands, and see how you like it!

Ned: (Looks at the news) Oh man, this is bad.

Peter: You think? Spider-Man is supposed to be a hero, not some kind of bad guy!

MJ: (Sat on the same table with Peter and Ned) And why do you care so much about it?

Peter: (Widened his eyes when he saw MJ sitting down) B-Because... (Turns to Ned, before turning back to MJ) Because this will put a bad image on him! You know? Because Spider-man's a hero!

MJ: And how do you know that? (Drinks a Gatorade)

Peter: Because... (Shrugged) He saved me! From a group of muggers, when I was walking home late.

MJ: Hmm-mm.

Peter: And honestly, if he was a bad guy, then what would be the point of helping me out when he could just beat me up with the rest of the muggers?

MJ: What does that say about Triple J?

Peter: That he's assuming too much about him, that's what! He doesn't even know what he's talking about.

MJ: Well, you can't really do anything about it, because one, he's head of a newspaper company, and two, you're not Spider-Man, are you?

Peter: (Widened his expression awkwardly) No, I certainly am not! I honestly don't know why you would think something like that.

Ned: Yeah, I don't know either, Peter's too skinny.

Peter: Really skinny.

Ned: Very skinny.

Peter: I am such, a fragile human being.

MJ: Yeah, my thoughts exactly.

Ned: (Turns to MJ) What, do you think Spider-Man's a menace too?

MJ: Honestly, I don't know what to say about Spidey. (Smirks) Heh, see that? I just made a new nickname for him! (Gets out her phone) That's definitely gonna trend real quick!

Peter: But do you think he's a hero or menace?

MJ: As I said, I don't know what to say about him. (Turns to Peter after posting) But, if what you say about him is true, then he should prove it.

Ned: Prove what?

MJ: That, he's a hero! And if he wants to be called that, then he should do things that would make people feel positive about him, like, I don't know... Saving a cat out of a tree? Getting people out of burning buildings, and... (Peter and Ned continue listening) ...Yeah, I got nothing else to point out. (Gets out a book) But yeah, you two get the point.

Harry: (Walks over to Peter and Ned) Hey guys!

Peter: (Turns to Harry) Hey Harry!

Ned: (Turns to Harry) Sup man?

Harry: Nothing much. (Sits in between Peter and Ned as he saw MJ) Hey MJ.

MJ: (Reads her book) Only my friends call me MJ, and you're not my friend.

Harry: Oh come on, are you seriously gonna hold a grudge on me? You don't even know me!

MJ: Uh, let's see... Last name, Osborn, known for animal experimentation. (Turns to give Harry a fake smile) Yeah, I already know plenty enough, thank you very much.

Harry: Yeah, that's my Dad by the way, so blame him!

Ned: That's a little funny, considering nobody knows who Spider-Man is, right?

MJ: (Rolls her eyes) Whatever.

Harry: (Turns to Peter and Ned) Speaking of which, I should talk to you about my Old Man.

Peter: (Raises a brow) You guys get into another fight?

Harry: Not really, but there was some freaky accident after school the other day, and then he started acting weird.

Ned: How weird?

Harry: Like, he hasn't been showing up more recently ever since an accident at one of his labs.

Peter: Well, your Dad probably has another one of those meetings.

Harry: I guess, but something tells me its something more than just that...


At Oscorp, Norman was seen in his room, staring at a window until a call was heard from his desk, as he went away from the window and turned to answer the call, as the screen was turned on, revealing none other than the military contractor for his company.

Norman: (Sees the General) General Slocum, what brings you to my time?

Slocum: (Is seen on the screen) Don't act polite Osborn! We've been waiting patiently for you to demonstrate your technologies to help improve the Government!

Norman: Apologies General, there was an incident.

Slocum: What kind of an incident? What happened?

Norman: I-!

Goblin: (Is seen in a memory) RAHH!

Norman: (Rubbed his head) I, am not sure... But whatever happened, it resulted in the death of one of my best leading scientists.

Slocum: So you're telling me that your research has been going nowhere, considering a fatality in your report? Mr. Osborn, Secretary Thaddeus Ross has placed me in charge of this project to ensure the program of an army of Enhanced beings that are similarly strong as to the Avengers! And you said that it would work!

Norman: And it will! General, we are this close to perfecting the same Erskine Super Soldier formula that Captain America has gone through, I just need some more time, and support-!

Slocum: For one thing Osborn, you have never had my support in this program, and for another, we have given you plenty of time until now.

Norman: General, please! You can't do this!

Slocum: But I can, Doctor Osborn, and for many reasons since I have received a report from one of the early test subjects that were found displaying the following symptoms, such as violence, aggression, and insanity. (Folded his arms) Now, if you'll excuse me, I have to prepare for a test run from Aerospace in a few days, so feel free to start placing in a resume for a job at Mcdonald's. (Chuckled as he ended the call)

Norman: (Sighs as he turned back to the window) Damn...

Norman went back to stare at the window, looking over Manhattan when memory flashes of a monster were seen as he gripped his head in pain.

Norman: (Groans as he received a headache) What the hell...

Stromm: (Is seen in a flashback) STAY BACK!

Norman: (Panted as he walked to the bathroom) God...

Stromm: (Is seen hanging upside down in the memory) Let me go! Please, just let me go!

Norman: (Turns to the sink and turned on the faucet) Jesus, what the hell's wrong with me?

Norman began to rinse his face off with water, wiping himself off as he rubbed his eyes to look at himself in the mirror, but instead of himself, there was a beast standing before him, its eyes glowing Yellow, and its skin Green, its Horns sticking out like a Goblin as it stared Norman back with hate.

Norman: (Widened his eyes in surprised) What the-?!

Goblin: (Roars) RAHHH! (Moves his hand towards Norman, breaking the glass)

Norman: (Jumped back) AHH!

Norman fell to the floor, staring at the mirror, which turned out to have not been cracked open, as he panted like crazy, as if he was out of breath, as he just stared out into a blank space.

Slocum: (Is seen in a flashback) I have received a report from one of the early test subjects that were found displaying the following symptoms...

Norman: (Stares into a blank space while eerie music settled in the background) Hehehehe...

Slocum: Such as violence...

Norman: (Starts laughing manically while slamming his fist onto the ground) Hehehehehehehe!

Slocum: Aggression...

Norman: (Bangs his fist on the floor) Hahahahahahaha!

Slocum: And insanity...

Norman: (Leaned his head against the floor, his expression looking quite crazy as he just laughed) HAHAHAHAHAHAHAHAHA!

Norman did nothing, but laugh the entire time as the water faucet continued to run its water, his laughter echoing the room, as his shadow began to show off a figure of a Goblin...


Back in school, Peter was seen walking in the halls when he started to encounter Gwen once more in the area.

Gwen: (Sees Peter) Peter!

Peter: (Noticed Gwen, widening his expression) Gwen! (Turns to Gwen) Hey, how are you?

Gwen: Oh, just dealing with school, but you already know I don't mind. (Folded her arms) But, how are you with everything that's happened?

Peter: You know... (Rubbed his head) I still feel sad at times, but you know... (Turns to Gwen) I found a way that makes me feel better because, in a way, it would make Ben proud of me, so... (Shrugged) Yeah, so far, so good.

Gwen: I'm glad! (Raises a curious brow) Just, what kind of thing did you find?

Spider-Man: (Is seen swinging around Queens) WOOO!

Peter: (Rubbed his head) Just... Some studying hard in school, because he said something like, With Great Power, Comes Great Responsibility, something to live by.

Gwen: (Nodded) Yeah, that sounds a lot to live by. (Smiled) Speaking of which, you don't happen to be a fan of Iron Man, don't you?

Narrator: PAUSE! (Everything freezes) Yeah, I'm so, so sorry to interrupt this, but I really need to tell you, I am a major Iron Man fan! No bullshit! And believe it or not, I actually got to meet him once! (Time travels back in time in Queens) It was sometime around months after it was first revealed that Tony Stark and Iron Man were the same person, as well as the same time as there was some commotion involving some guy named Hammer, and another creepy dude, who I think called himself Whiplash. (Young Peter was seen standing his ground, wearing an Iron Man Mask while everyone else was running away) I was just dropping by with my Uncle and Aunt on one of the Stark Expos when there were Robots that began to go nuts! (A Hammer Drone was seen targeting Peter, as he started to raises his hand up, while the Drone was raising its gun up at him) And I would have been toast if it weren't for this special moment.

Suddenly, Iron Man was seen landing behind Peter, as he raised his hand at the Drone, and shot at it, disabling it as it went down onto the ground, while the armored hero turned to the young Parker.

Iron Man: (Looks at Peter) Nice work kid. (Turns to fly away)

Narrator: (Sees young Peter staring at Iron Man) Yeah, that was probably one of the best moments of my entire life! (Travels back into the present) Unfortunately, because I was wearing an Iron Man mask, nobody would believe me, so yeah, funny how luck can have its limits.

Peter: (Everything unfroze as he nodded his head) Oh, hell yeah! The guy's really awesome!

Gwen: Good, because I got you a treat! Tony Stark is having another Stark Expo tomorrow, and Midtown's Decathlon Team just got invited to experience it.

Peter: (Widened his eyes) Oh crap, really?!

Gwen: (Nodded) Hmm-mm.

Peter: (Smiled) Gwen, thank you! I really appreciate this! What time-?

Gwen: Morning, an hour before school starts, so I'd suggest you start sleeping early tonight.

Peter: Thanks Gwen, you have no idea how much this means to me!

Gwen: (Smiled) Hey, no problem! (Turns to leave) I'll see you around tomorrow.

Peter: Great! See ya! (Turns to leave school as the bell rang)

Ned: (Turns to see Peter) Hey, did you hear about the Stark Expo?

Peter: Yeah, we're going to meet Iron Man, dude!

Ned: Yeah! That's really exciting!

Peter: I know! This is going to be awesome tomorrow!

Ned: Wait, so does this mean we're not doing the Spider-Man thing today?

Peter: (Raises a brow) What? No, we're still gonna do that. (Folded his arms) Besides, Spider-Man needs public support from what that nutjob, Jameson has to say about me!

Ned: That's really great because I got everything set up! Police scanners, GPS locations, web cameras, everything!

Peter: Awesome!

Ned: Wait, did you fix that Web Shooter problem?

Peter: Yup! (Cracks his fingers) Let's get to work!


Elsewhere, there was a convention going on, a party for the wealthy, as people around had cups of wine in their hands, a fat, bald man was seen sitting on a chair, while another, his assistant, was sitting next to him as they seemingly enjoyed the party.

?: (Turns to the bald man) So, this is a nice time, Mr. Fisk.

Fisk: (Drinks a sip of wine) More boring for me really... (Turns to his assistant) Wesley, about our business-!

Wesley: Don't be alarmed, the cocaine and meth operations are at a steady level.

Fisk: And the gun operation?

Wesley: We are about to have a huge deal with one of our buyers.

Fisk: Excellent, then it is no problem at all.

Wesley: Well, if I am being honest sir... The buyer is looking for something... Exotic.

Fisk: (Raises a brow) Define exotic for me.

Wesley: Well, what they're interested in is not something out of the normal shipment, but rather something uniquely exquisite, something most in this kind of business would love to have, something that's one of a kind. (Leaned forward) And I am not talking about the kind that you can just simply make from scratch, I am talking about the kind that only an Avenger, would use.

Fisk: (Raises a brow) I'm sorry, which Avenger are you referring to?

Host: (Gets a microphone) Thank you, everyone, for coming! You all are such genuine guests, but it is my proud duty, to represent to you, my Guest of Honor, Tony Stark!

Suddenly, Tony appeared on the stage, taking everyone to make loud claps of applause as he gladly took the microphone from the host, turning to his fellow guests.

Tony: (Turns to the guests) Thanks for having me everyone, it's really good to be here, staring at all the lovely ladies here, am I right? (Everyone laughs at his joke) Right, well, it's really great being here! (Turns to the host) Tom, thanks for having me, you have a nice party here.

Wesley: (Stares at Stark) You asked which Avenger I was referring to... (Folded his arms) Well, take a wild guess.

Fisk: (Sees Stark, before turning to Wesley) You serious?

Wesley: That's what the buyer told me.

Fisk: Well, he's going to be disappointed, because I don't have any of those kinds of weapons in my arsenal.

Wesley: If I may add, this buyer is willing to give out about $50 million dollars from this kind of sale!

Fisk: And I doubt Stark would ever bother making deals with weapons! He doesn't do that anymore.

Wesley: Well, if my inside man is right, Stark is unveiling one of his new suits tomorrow at one of his Expos at Central Park, so if we were to hire someone with special expertise, let's say, had a personal history with Stark, get the suit for us, then it won't be a problem.

Fisk: Do you realize what this is going to be? You're asking me to cross uncharted territory here!

Wesley: Well, I don't see any other options, considering our friend with the Horns keeps running amok in our operations at Hell's Kitchen, and besides... It'd be nice having something like that in our disposal to deal with him once and for all.

Fisk: Hmm... (Rubs his chin) I suppose so... (Turns to Wesley) Alright, start searching for one of Stark's personal enemies, see if one of them is available.

Wesley: I'm glad you said that.


Later, Spider-Man was seen standing on a rooftop, as he looked over New York, The Rock Show by the Blink-182 was played in the background.

Spider-Man: (Uses his headphones) Ned, can you hear me?

Ned: (Is seen in his room, on his computer looking over the city cameras) Go for Ned.

Spider-Man: Awesome! Listen, MJ was right about something at lunch today.

Ned: (Raises a brow) Wait, we're actually taking advice from MJ?

Spider-Man: Well, she's kind of awkward, but she's got a point though! If I want to prove that Spider-Man isn't a threat, then I should start to mean it!

Ned: Okay, so how long do you want to do this?

Spider-Man: Probably until it starts getting late at night. (Knelt down in an acrobatic position) So, do you have anything I can go for?

Ned: Checking... (Spotted a red dot on the map) Okay, I got something! Car chase located on Forest Hills, going from Jewel Avenue to Yellowstone Boulevard.

Spider-Man: Car chase? (Nodded) Yeah, I think I can do a car chase.

And so, he went ahead with the car chase, as the police were chasing after two suspects in a car, when Spider-Man arrived, landing in front of the criminal's front hood.

Spider-Man: (Landed in front of the car's hood) Hey guys!

Thug: (Widened his eyes, seeing Spider-Man in the window) AHH! (Swerves over, hitting a wall)

Spider-Man: (Got flung over in the air when the car crashed) AHHH! (Fell on a car) UGH!

Ned: (Sees Peter in his house, rubbing his arm) So, that didn't go well.

Peter: (Groans as he rubbed his arm) Yeah, but at least those guys got caught by the cops, so that's the least of my worries.

Police Scanner: (Is seen on Ned's desk) All units, we have a possible 10-20 in progress, 10-5, robbery in progress, over.

Peter: (Turns to the Scanner) Oh, robbery! Perfect! (Turns to put his mask on)

Ned: (Turns to Peter) Hey, did you have time to find out whether or not, you're bulletproof?

Spider-Man: Uh... (Turns to Ned with a thumbs up) I hope so!

Robber: (Is seen robbing a restaurant) Get down! (Shoots his shotgun at the ceiling, making everyone shout) Nobody move! (Turns to the store owner) Hurry up and put the money in the bag! (Suddenly got kicked by Spider-Man, who jumped out into the window) AGH! (Fell to the floor)

Spider-Man: (Lands on the floor) Hey, you got a permit for that weapon?

Robber: (Gets out a knife and swung it at him) RAGH!

Spider-Man: (Moved his hand up, getting cut) AH! (Spiderwebs the guy) Seriously man?!

Store Owner: (Gets up, slowly) You alright?

Spider-Man: (Grabs a napkin, holding his wound) Yeah, just doing fine. (Turns to leave) Have a nice day!

Ned: (Is seen sitting on his desk) So, not bulletproof?

Spider-Man: No. (Groans as he webbed the napkin on his hand) Absolutely not!

Ned: Well, not everybody is Luke Cage man.

Spider-Man: Anything else?

Ned: Uh... (Looks at his computer) Oh, hey! An ambulance is having an issue with traffic, and the injured is having a heart failure, so they won't make it to Metro General on time!

Spider-Man: On my way! (Later is seen putting an elderly man on a wheelchair) Hey, you just take it, easy man! (Turns to a nurse) Hey, this guy is the guy you were expecting?

Nurse: (Walks to the man) Hey, yes it is! (Turns to Spider-Man) Thanks so much!

Spider-Man: Hey, no problem! (Swings into the air)

CBC News: (Is seen displaying images of Spider-Man) It appears to be that Spider-Man is displaying a lot of heroics lately since he was seen saving the life of a man experiencing a heart attack when the ambulance was stuck in a traffic jam-!

Fox News: (Shows a picture of Spidey in a fire) Spider-Man has just saved three people stuck inside of a fire at approximately 4:42 PM, bystanders have immediately given thanks to the masked hero-!

Channel 5 News: (Shows Spider-Man swinging) Looks like New York City has received another hero down the block, as Spider-Man is living up to his name-!

CNN: (Shows a picture of Spider-Man) Just one question that is on our minds, who is the man behind the mask? Who is Spider-Man?

Ned: (Sees the news, smiling) Hey, you're doing it, man! People are starting to love you!

Spider-Man: (Jumped onto a crane) Well, nice to know some people are appreciated.

Ned: Maybe Triple J will start to change his mind about you!

Spider-Man: (Hangs upside down, holding onto a web while looking a big screen) Yeah, I'm starting to doubt that.

Ned: Why would you say that?

Spider-Man: (Sees Jameson on the screen) You may wanna turn to the Daily Bugle on this.

Jameson: (Is seen on the Daily Bugle) Now, I know that there is a lot of commotion about these so-called, "Heroics, but make no mistake! Spider-Man is a menace to this city! And he is a fraudulent punk wanting nothing more than attention to live up to!

Ned: (Sees the Bugle) Man, that is bull! He's still talking crap?

Spider-Man: Yeah, this can't get any worse!

Jameson: (Is with George Stacy with him) Now, before I get into that, I'd like to introduce Captain George Stacy! New York's finest police captain this town has ever seen!

George: (Is seen with Jonah) Glad to be here Jonah.

Jameson: (Turns to George) Now, your job is to bring justice to those that do wrong, correct? So how come I am not hearing anyone in your department talking about putting handcuffs on that Wall-Crawling Menace?!

George: Well, you're correct, Jonah, it is indeed my job to bring those committing a crime to justice, and from what I've heard, apparently, so is Spider-Man's.

Ned: Okay, this guy's on our side.

Spider-Man: (Sighs in relief) Thank you!

George: But, what Spider-Man is doing is an act of Vigilantism.

Spider-Man: (Widened his eyes) Wait, what?!

George: And therefore, I am putting out a warrant against this so-called, Spider-Man, and anyone who sees him must immediately call 911 because Spider-Man is no hero, he is a vigilante. (Folded his arms) And that is all that I am going to say. (Turns to leave) Thank you for having.

Jameson: (Turns to the cameras) Now you see that? Now that is real heroism right there! Not some masked threat that lurks-!

Spider-Man: (Groans) Come on, you got to be kidding!

Ned: (Leans against his chair) Sorry man, at least we tried.

Spider-Man: (Sighs) Yeah, I guess.

Ned: So, do you wanna call it a night?

Spider-Man: Yeah, let's call this a night.

Ned: Alright. (Shuts his laptop off, as well as turning off the Police Scanner) See you tomorrow dude.

Spider-Man: Later Ned. (Turns to climb up the wall as their call ended, only to receive a phone call from May, which he answered) Hey May.

May: (Is seen watching TV) Hey Peter, how are you doing?

Spider-Man: (Walks on the roof) Doing okay, just heading home right now.

May: (Raises a brow) Oh, so does this mean you're not going on that date with Gwen Stacy tonight.

Narrator: (Sees Spidey widened his eyes as time froze) Date? Wait a minute...

Flashback, last week.

Gwen: (Texts Peter) Hey, how are you?

Peter: (Texts Gwen) Okay... We just finished the funeral.

Gwen: I'm so sorry for what happened.

Peter: It's fine, but can we postpone our date to like, a week from now?

Gwen: Totally! It's no problem at all.

Peter: Great! What time?

Gwen: Try 6:30, at that restaurant on Thompson Ave? Good Times Cafe?

Peter: Cool! See you on Wednesday! ;)

Gwen: :)

Flashback ends.

Narrator: (Sees Spidey on his phone reading the time, which read 6:25) Shit!

Spider-Man: (Widened his eyes) Oh! Right! Thanks for reminding me May! (Jumps off the roof) I gotta go!

May: Alright, be back home before 9.

Spider-Man: Okay, Bye! (Ends the call) Crap, how the hell could I forget?! (Jumps onto a subway train heading to Sunnyside when he got a call from Gwen) Crap! (Answers the call) Hey, how's it going?

Gwen: (Is seen walking in the restaurant) Hey, I'm here at the place! Are you on your way right now?

Spider-Man: Yeah, I'm almost there! (Train horns are honking)

Gwen: (Hears the train running in the background, raising a brow) Hey, where are you? Are you riding the train?

Spider-Man: Yes! (Rides on top of the train, arriving at his destination at Queens) Yes, I am, actually!

Gwen: Are you gonna make it on time?

Spider-Man: Oh yeah! (Jumps off the train, shooting off webs) Totally! Don't worry about it!

Gwen: (Nodded as she held out two fingers, signaling a table for two) Alright, well I'm gonna find us a table, so I'll shout out when I see you.

Spider-Man: Great! See you soon! (Swings to Sunnyside) Come on, don't be late! Please, don't be late!

He arrived at the destination, landing in an alleyway as Peter quickly changed back into his regular clothes, putting his Spider-Man costume back into his backpack as he walked inside of the restaurant, looking around while Gwen took notice.

Gwen: (Raises her hand up) Peter!

Peter: (Noticed Gwen) Hey! (Walks to the table, sitting down while smiling) Hey, it's great to see you!

Gwen: (Looks at Peter, smiling as he was sitting in front of her) Yeah, it's good to see you too! How are you?

Peter: Great! What about you?

Gwen: Okay, just getting around. (Looks around) So, have you ever been to this place before?

Peter: Uh, a few times, but I often take food from Mr. Dilmore's deli.

Gwen: The where the Pizza Hut is?

Peter: Yeah, that one! You go there for lunch too?

Gwen: Breakfast, actually.

Peter: (Made a surprised brow) Wow, he actually serves breakfast?

Gwen: Oh yeah, he's always served breakfast and lunch.

Peter: I thought he always served lunch.

Gwen: Well, you've just got proven wrong.

Peter: Heh, serves me right then.

Gwen: Hehehe, ah, this is nice.

Peter: Yeah, I'm glad we're hanging out.

Stan Lee: (Is seen as a waiter, who comes to Peter and Gwen) How can I help you two tonight?

Peter: (Turns to Stan) Oh yeah, I'll have Chicken Tenders with a side of fries, along with a Sprite with no ice.

Stan Lee: Alright. (Checks the order, and turns to Gwen) And what will you be having tonight miss?

Gwen: I'll have, tonight's special, with a Root Beer.

Stan Lee: Tonight's special, huh? (Grins) Excelsior! (Turns to leave) I'll get your order right on it!

Peter: (Turns to Gwen) So, Gwen, do you mind if I asked you a question?

Gwen: (Nodded) Yeah, shoot.

Peter: So... (Twirled his fingers) What do you think about Spider-Man?

Gwen: (Widened her eyes) What do I think of Spider-Man? Um... (Rubs her arm) Gosh, I honestly don't know what to say...

Peter: Well, you can think of something, right? Anything about him? About what he does?

Gwen: If I'm being honest here, I think what he does is okay it's just...

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

Gwen: (Shrugs) I think he needs a new costume.

Peter: (Widened his eyes) Seriously?

Gwen: (Nodded) Yeah! I mean, if you look at his costume, it's just nothing, but a onesie really! So let me tell you, he definitely, is in dire need of an upgrade!

Peter: I, I don't know. (Shrugs) I think it looks fine.

Gwen: I don't know, it's just that the outfit is really in bad taste.

Peter: (Raises a brow) Is that another reason why everyone's complaining about Spider-Man?

George: (Walks to the two) What about Spider-Man?

Peter: (Turns to see George, widening his eyes) Captain Stacy?!

Gwen: (Turns to see her dad, widening her eyes) Dad?!

Peter: (Turns to Gwen) Dad?!

Narrator: (Everything freeze) Hold up, did I mention that Gwen Stacy's Dad happened to be one of New York's finest officers in the city? Yup, the same guy that's trying to arrest me for being Spider-Man, and possibly for dating his Daughter right in front him, so yeah! (Chuckles) Just my luck, right?

George: (Nodded as time unfroze) Yeah, nice seeing you Gwen. (Turns to Peter) But do I know you?

Peter: (Turns to George) Uh... (Shook his head) Nope! I'm a total stranger, not even famous.

George: Then how come you knew my name?

Peter: Well, I saw you on the news, with J. Jonah Jameson, about Spider-Man.

George: Right... (Raises a brow) Who are you?

Gwen: That, is Peter Parker, who goes to the same school as I do, and is in the Decathlon Team, School Paper, and currently, my boyfriend.

George: Oh, is that right? (Turns to Peter) Well, it's a pleasure meeting you, Peter.

Peter: (Nodded as he shook hands with George) Yeah, nice meeting you too, sir.

George: (Turns to Gwen) I apologize, was I interrupting your date?

Gwen: Uh, yeah you are actually, just what are you doing here?

George: I was just grabbing some takeout when I saw you with Peter, who was asking you about Spider-Man. (Turns to sit on a stool) Which makes me curious though, what do you think of him?

Peter: (Shrugs) I, I don't know, what about you? You haven't really answered your thoughts about Spidey.

George: Spidey, huh? Is that one of those nicknames they call him?

Gwen: (Nodded) Yeah, my friend, MJ picked it out.

George: Right. (Folded his arms) Well, to answer your question, Mr. Parker, I think that Spider-Man is a vigilante who believes that working above the law is alright, and he's also assaulting civilians wherever he goes.

Peter: (Raises a brow) Assaulting? Is that the right word you put it?

George: Well, just last week, Spider-Man was found pushing a man out of the window, who just landed face forward onto the car.

Peter: Last time I heard, that man was not only alive but was also the same man that killed my Uncle.

George: Point is, he has no right to do that! It's not his job, it's the job for the police.

Peter: Really? Because, you don't seem to mind Tony Stark flying around in his Suit, or Thor using his magic hammer against bad guys.

George: That's because we all know who they are! But Spider-Man? Nobody has a single clue to who or what he is! The Avengers are smart and well trained, but Spider-Man is not only clumsy, but he's also reckless! Although he leaves clues every now and then, that doesn't mean that he's also dangerous.

Peter: Says the same guy who made the Hulk.

Gwen: (Noticed a conversation between Peter and her Dad becoming an argument) Guys...

George: Alright, what do you think about him, huh? What do you think of Spider-Man?

Peter: Me? Honestly, I think the guy is just trying to help out!

George; You think so?

Peter: Yeah! I mean, I saw that video, with him stopping a car from crashing into a transit bus, and I think that most people would say that he was, you know... Providing a public service.

George: Well, I have to say that most people would be wrong because what Spider-Man did was a good cause, but he did put in a lot of damage on that car.

Peter: Well, what if that's the problem though? I mean, what if that was like, his first time ever doing it?

George: Well, that just proves my point about how clumsy he is!

Peter: And those guys having a car chase earlier today? How come they weren't arrested?

George: (Scoffs) Oh, trust me! If I wanted them off the streets, they'd be off!

Peter: So why weren't they?

Gwen: (Laughs nervously) Haha! Hey, so where are those drinks, huh?

Stan Lee: (Comes in with the Root Beer and Sprite) Sorry about that, here you go!

Peter: (Receives his drink) Thank you.

Stan Lee: (Turns to George) I'm sorry, but aren't ya with these kids?

George: I'm about to leave soon. (Turns to Peter) And to answer your question is because those men in that car were leading us to people that ran the entire operations running in New York, people who worked for men like Wilson Fisk, and it was a six-month strategy until Spider-Man came and ruined it. I mean, you have learned a thing about strategy, right? Coordinated attack?

Peter: (Nods slowly) Yeah, I have learned that word and its definition.

George: Then you should know that Spider-Man needs to be out of the streets.

Peter: Well, how was he supposed to know if you were making a move on them?

George: Oh for god's sakes! Whose side are you on here?

Peter: Hey, I'm not about choosing sides, I'm just saying because I watched a video on the internet-!

George: Oh, here we go! A video on the internet! Here it is, folks! Cased closed!

Gwen: (Sighs) Oh boy.

Peter: Well, all I'm saying is, that he looks like he's trying to help!

George: That's not what Jameson says.

Peter: So what? You're gonna believe what some guy on the internet says, huh?

George: At least they have a point about Spider-Man.

Peter: Well, with all due respect sir, but that would just make you look like a complete hypocrite!

Gwen: Hey guys! (Gets their attention) Hey, it's kinda getting a little too wild in here, so maybe we should like, call it a night on this conversation before it goes any further?

George: (Sighs) Fine. (Turns to leave) For the record, he's one of a kind.

Gwen: (Turns to Peter) That was dramatic.

Peter: (Rubs his head) Yeah, sorry about that!

Gwen: (Raises a brow) Just to be curious, why does it matter whether or not Spider-Man is an issue?

Peter: Well, uh...

Gwen: (Sighs) You know what? Maybe we should call this another time. (Gets up) Besides, my Dad's probably gonna be in a mood, so I should be there when he calms down.

Peter: Oh, Gwen, I'm sorry! I didn't mean!

Gwen: Oh, it's cool! Besides, I can convince him you mean well. (Turns to leave) I'll see you tomorrow at the Expo!

Peter: Yeah, see ya! (Sighs as Gwen left, hitting himself on the head) Stupid!

Stan Lee: (Walks to Peter, noticing the whole ordeal) Well, that went well.

Peter: You don't say...

Stan Lee: So uh... Do you need that Tonight's Special canceled?


Later, somewhere in New York, a man held in a straightjacket was seen inside of a van as he was driven somewhere, being guarded by two SWAT team members when the Prison truck made its stop, making the man confused by this action.

?: (In a straightjacket, raising a brow) Why we stop?

SWAT: (Gets the man up) Let's go Vanko.

Vanko: (Gets escorted out of the truck) Have we arrived at the Raft yet?

SWAT: You're not going to the Raft. (Turns to Vanko) Mr. Fisk would personally like to see you.

Vanko looked up to see Fisk Tower, standing right up in the air, as he was then sent up into the personal chambers of Wilson Fisk, AKA the Kingpin, as he was walked down by the two corrupt SWAT agents, having his straightjacket taken off.

Fisk: (Sees Vanko) Thank you, gentlemen, you may leave now. (Sees the two left, leaving him and Vanko in the room) Tell me... Do you know who I am?

Vanko: (Nodded) Wilson Fisk... I've heard a lot about you and your reputation.

Fisk: Then you should know that I have a job for you.

Vanko: (Folded his arms) Let me guess, does it involve a dance with the Devil of Hell's Kitchen I've heard so much about?

Fisk: He is... An annoyance, indeed, but it's not about that, this one's a different job, one you would find preferably most, entertaining. (Turns on his computer, showing off Tony Stark) You and Tony Stark have a history together, correct?

Vanko: (Buried his hand into a fist, glaring at the picture of Stark) Nothing in this world would please me more other than to see Stark's head on a spike.

Fisk: And that leads me to the job. (Shows photos of the Stark Expo) There is a Stark Expo going on tomorrow at Central Park, and rumor has it that Stark is unveiling a new prototype suit of his, and the reason why I'm telling you this because I want that prototype. (Turns to the pictures) I find his technology something that will help my business, and unfortunately, I don't have any of that at my current disposal. (Gets out a switch, revealing Vanko's Whiplashes) But, if you get me that suit, I'll pay you over $10 Million in cash, starting with the first half right now, and the next after you retrieve it. (Turns to Vanko) Do we have a deal?

Vanko: (Looks at his Whiplashes, as well as his suit) I'm gonna need some upgrades... (Turns to Fisk) As well as some armed explosives.

Fisk: (Nodded in approval) Consider it done.


Later the next day, Peter was seen at the Stark Expo with his fellow Midtown Students, as they walked around Central Park, having been decorated with the Stark/Iron Man logos all over the street.

Mr. Harrington: (Turns to the class) Alright class, now remember! This is a field trip, and you're free to roam around freely at your own domain, but make sure to come right back here afterward, but that is if you want to get left behind of course. (Turns to leave) Now have fun!

Gwen: (Turns to the group) One more thing! We're supposed to pair up into a group of two during the occasion, so find a partner, and we'll see you around! (Turns to walk around with Liz)

Harry: (Turns to Peter) Hey, I'm sorry about the date with Gwen last night.

Peter: It's all good Harry, I just, didn't expect her Dad to be there!

Harry: Well, New York's a big place, but you just happen to run into people you never expect to meet.

MJ: (Turns to Harry) Hey Osborn, you're it.

Harry: (Turns to MJ) What?

MJ: I'm your partner today.

Harry: But, I thought you hated me?

MJ: Well, I don't have anyone else to go to, so today's your lucky day.

Ned: (Nodded) It's fine Harry, I'll go with Peter!

Harry: (Nodded) Right. (Turns to leave with MJ) So, where do you wanna go?

MJ: (Shrugged) Point me to where an Avenger is, and that's where we'll go to.

Harry: Heh, fine by me!

Ned: (Turns to Peter) You met up with Gwen's Dad?!

Peter: (Rubbing his head) Yeah, I did.

Ned: Oh damn! That sucked... (Raises a brow) Did you tell him you're Spider-Man?

Peter: (Raises a brow) No! Why would I do that?!

Ned: Sorry, my bad!

Peter: (Sighs) It's cool.

Ned: (Looks around the expo) Holy crap, this is really exciting!

Peter: (Grinned) Yeah, having to be here is fun!

Ned: Yeah, and then maybe Spider-Man and Iron Man should, you know... (Winked) Meet up sometime.

Peter: (Turns to Ned) What? No way!

Ned: Oh come on, it'll be awesome!

Peter: Ned, I'm here to be Peter Parker, not Spider-Man!

Ned: Dude, it would totally help your rep against that bozo from the Daily Bugle!

Peter: Yeah, well, how am I supposed to-? (Bumps into someone) Ugh! Sorry man, I didn't-! (Turns to see Jameson, widening his eyes) Whoa!

Jameson: (Turns to Peter) Watch where you're going, kid! I'm about to report the news here! (Turns to the cameraman) Ready?

Cameraman: (Sets the live feed) I'm all set boss.

Jameson: (Turns to the camera) Greetings fellow New Yorkers! I'm here live at one of Iron Man's finest Stark Expos! A true hero at best! Unlike that Wall Crawling Menace that is known as Spider-Man!

Ned: (Looks at Jameson at awe) Oh, my, god! Is he seriously doing this to berate Spidey?

Peter: (Shook his head) Come on man, let's just enjoy the expo.

They walked around the park, while Happy Hogan, Tony's personal driver, was seen walking around the park as he was on the phone talking to Tony.

Happy: (Is on the phone) Hey boss, everything's all set up out here, so where are you?

Tony: (Getting one of his suits ready) Just deciding what I'm gonna wear for my breakout scenery.

Happy: Well, can you please hurry up? Everybody's wondering where the Iron Man is!

Tony: And if they want Iron Man, then they'll get Iron Man! (Goes to put on one of his suits) Just make sure to introduce the prototype.

Happy: (Sighs) Got it, boss!

While everyone else was enjoying the party, Vanko was seen walking around in a Trench Coat, as he looked around for any sign of Stark.

Vanko: (Looks around) It's crowded, but I don't see Stark anywhere.

Wesley: (Is heard on his comlink) Keep a good lookout, he's bound to appear anytime soon.

Vanko: As long as I get Stark, you get your Suit.

Wesley: Whatever works for you. (Ends the call)

Happy: (Gets another call) Wait, what do you mean the speaker called in sick? Why now? Well, who's gonna do it then? (Raises a brow) Me?! Hell no! I shouldn't even-! (The caller ended) Hello? H-Hello? Damn! (Turns to the stage) Oh, god this is gonna suck. (Gets out the microphone) Hey, everyone? Can I have your attention? (Gets the audience's attention) Hey look, I know that many of you came here to see the Invincible Iron Man, but he's running a bit late right now, so everyone just relax! He'll be here shortly-!

Ned: (Looks at Happy) This guy doesn't know how to give speeches.

Peter: (Shrugs) I'd say he's... Shy.

Liz: (Turns to Gwen) Hey Gwen, I'm going to use the restroom, is that okay?

Gwen: (Nodded) Yeah, go ahead. (Turns to look at Happy)

Ned: (Noticed an Avengers Lego set) Holy shit, an Avengers Lego set! (Turns to Peter) Hey, you know how much-?

Peter: (Nodded, seeing Gwen alone) Yeah, go right on.

Ned: Sweet! (Giggles in excitement while leaving Peter)

Peter: (Turns to Gwen) Uh, hey Gwen?

Gwen: (Turns to Peter) Oh, hey Peter!

Peter: (Rubs his head) So about last night, with your Dad-!

Gwen: (Shook her head) Hey, it's no problem at all! I didn't expect him to be there, that's all.

Peter: I just didn't want anything bad to go wrong last night, and to make it terrible.

Gwen: Trust me, when it comes to my Dad, he's always the one that makes it terrible. (Folded her arms) But last night wasn't as bad really, it was rather... Interesting.

Peter: How?

Gwen: Normally when it comes to hanging out with other students, it would normally be me and dad doing the grunt work, but you and him? You took my spot that night, and went toe to toe with him!

Peter: And it doesn't freak you out?

Gwen: Eh, it wasn't too bad, but honestly, I was more worried about him placing cuffs on you than how our night would have gone.

Peter: (Raises a brow) Wait... Is that another reason why you choose to end the night?

Gwen: (Shrugs) Well... That I thought would freak you out.

Peter: Not really, I-! (AC/DC is now playing in the background) Wait... Is that AC/DC?

Happy: (Hears Thunderstruck by AC/DC playing as he looked up and sees Iron Man in the sky) Oh thank god! (Points at Iron Man) Hey, everybody look! It's him! That's the Iron Man!

Suddenly, everyone started to give a round of applause as Iron Man made it to the stage, landing as he got out of his suit, walking to Happy.

Tony: (Turns to Happy) Wow, you do not good at making speeches.

Happy: (Hands the mic to Tony) Well, you're the one that's normally good at talking to people!

Tony: (Takes the mic) Well, at least you tried. (Puts the mic up as he turned to the audience) Hey, hey, hey! How's the weather in New York City? (Everyone cheers for him while he smiled) My, it's good to be back!

Flash: (Stands on a chair) BLOW SOMETHING UP!

Tony: Blow something up? I already did that.

Peter: (Smiled while looking at Tony) Wow, it's really Tony Stark!

Gwen: (Nodded) Yeah! At least his suit isn't in bad taste.

Peter: (Turns to Gwen) You seriously aren't letting this go, aren't you?

Gwen: (Shook her head) Show me a new suit, and I'll consider retiring.

Tony: (Continues talking to the audience, making them laugh and cheer) I'm not saying that Uncle Sam should kick back on a lawn chair, sipping on ice tea, because I haven't come across someone on this Earth that is man enough to come toe to toe with me on my big day! (Hears people chanting his name) Oh hey! Don't do that, this isn't about me, nor is it about you. (Folded his hands behind his back) It's actually about legacy! It's about what we choose to leave behind for generations upon generations, and that's why, I am proud to introduce the new advancement that Stark Industries has come to develop in recent years, the Iron Man Mark 47!

Tony activated a switch, which revealed another Iron Man suit, one with its normal Red and Yellow shading, but has a Silver coloring added as a third, located on the chest area as Vanko took notice of the suit immediately while people cheered and clapped their hands.

Wesley: (Is on Comms) You're a go! You know your lines?

Vanko: (Nodded) I know that I'm not allowed to say my client's name in public, that's for sure. (Puts on his mask)

Wesley: Then get the job done.

Suddenly, Vanko put on his Mask, activating his Whiplashes, burning out the trench coat underneath to reveal armor similar to the Iron Man tech, as he lashed out at the stage, taking everyone by surprise as he nearly cut Tony in half.

Peter: (Widened his eyes) Get down! (Pulled Gwen to the ground)

Gwen: (Widened her eyes as she was pulled to the ground, with the whiplash nearly hitting her) AHH!

Tony: (Ducked down to avoid getting cut in half, as he got up to see Vanko in his armor) Vanko!

Whiplash: (Walks to Tony) TONY STARK! You and I need to talk!

Flash: (Hides in the tent with Ned as he looked at Whiplash) Holy shit, we're so dead!

Whiplash: (Whipped at Tony once more, aiming at one of his suits) RAH!

Harry: (Looks at Whiplash while standing next to MJ) That's not good!

Gwen: (Gets up, looking at Whiplash) We need to get out of here! Peter, I-! (Turns to Peter, noticing that he vanished) Peter?!

Flash: (Noticed Peter running off) Where does Penis think he's going?!

Ned: (Sees Peter running off) Uh... (Turns to Flash) Being... A coward?

Tony: (Turns to Whiplash, as he was on the floor) Hey, Vanko! It's been a while, like, 8 years ago now?

Whiplash: (Walks to Stark) Too long has it been since I have been in chains, but no more! (Raises one of his lashes up) Because now, I have the chance at getting rid of you once and for all! (Moves to make the swing, only for something to hold him back) Ugh! (Turns to the whiplash, seeing a web holding it) What the hell?!

Spider-Man: (Grunts as he held the whiplash away from Stark) Hey, the bad guy convention center at Coney Island called! They want their Iron Man wannabe from 2010 back!

Gwen: (Seeing Spider-Man save Tony) Holy cow, he's strong!

Liz: (Pulls Gwen out) Gwen, let's get outta here!

Flash: (Widened his eyes) Holy shit, it's Spider-Man!

Ned: (Smiled) Yeah, go Spider-Man!

Jameson: (Sees Spider-Man) It's him! (Grabs a microphone) Get out of here, you Web-Headed menace! No one wants you here, you-! (Gets webbed in the mouth) GMM!

Spider-Man: (Turns to Jameson after webbing his mouth) Hey, would you be quiet, please? The adults are talking!

Whiplash: (Thrown his second Whiplash at Spidey) RAH!

Spider-Man: (Sees Whiplash trying to hit him) Whoa! (Jumps away from Whiplash)

Whiplash: (Takes the webs off his weapons, contacting Wesly) What is this? You said Iron Man was only attending!

Wesley: (Is inside of a limo, looking at live footage between Spider-Man and Whiplash) That is only an inconvenience! Just deal with him and take the suit!

Whiplash: Alright, but not because you told me to! (Turns to Spider-Man)

Spider-Man: (Gets up, turning to Whiplash) Hey, who was that you were talking to?

Whiplash: None of your damn business, that's what. (Swung his Whiplashes around) Now move along if you know what's good for you.

Spider-Man: And miss out on the party? (Dodges a swing, making a flip) Now, where's the fun in that?

Whiplash: (Glares at Spidey) Have it your way. (Swung at him several times)

Spider-Man: (Makes several flips while avoiding getting hit by the Whiplashes) Whoa! Didn't your mom tell you not play with dangerous-! (Nearly got cut by the neck) Ah! Sharp, Electrical toys?!

Whiplash: They are not toys, they are Whiplashes!

Spider-Man: Seriously? (Ducked down, shooting two webs past Whiplash) Have you not heard of a practical joke before? (Pulls on the webs to slide across the ground to kick Whiplash by the stomach) YAH!

Whiplash: (Gets kicked by the stomach) GUH! (Knelt on the ground, holding his stomach) Ugh...

Spider-Man: (Turns to Whiplash) Okay, had enough yet?

Whiplash: (Swung his Lashes at Spidey) YAH!

Spider-Man: (Gets tied around by one of the whiplashes) Agh! (Grunts) Okay, I guess not!

Whiplash: (Turns to Spider-Man) I have no time for this! (Swung Spider-Man onto a tree) RAH!

Spider-Man: (Gets slammed onto a tree) UGH! (Gets slammed onto another tree) OW! Hey, that's not fair! (Gets swung to the ground) Oh god! (Gets slammed to the ground) GAH! (Laid on the ground, groaning) Ugh...

MJ: (Gets her phone out, recording the whole fight) Ooh, that's gotta hurt.

Whiplash: (Turns to stand above Spider-Man) You idiot... I offered you a chance to walk away. (Raises his Whiplashes up high) You should have taken it when you had the chance! (Suddenly gets hit by proton blasts) AGH! (Fell over, rolling on the ground)

Iron Man: (Is seen flying in the air) Hey, why don't you pick on someone your own size? I'm right here!

Jameson: (Rips off the webbing as he saw Iron Man in the sky) Oh hell yeah! That's it Iron Man, send Spider-Man crawling back to his hole!

Iron Man: (Lands on the ground) Wow, that guy's definitely not a nutjob. (Turns to Spidey as he got on his feet) You okay kid?

Spider-Man: (Groans as he got on his feet) Yeah, I'm all good! (Turns to Iron Man) Hey, I gotta say, I'm a huge fan-!

Iron Man: (Tilts his head while looking at Spidey's outfit) Is that your costume?

Spider-Man: (Looks at his outfit) Y-Yeah. (Turns to Iron Man) Why?

Iron Man: Oh man, it needs an upgrade! Because I gotta tell ya, that is seriously a very poor taste!

Spider-Man: Really?

Iron Man: Yeah, I can actually feel the taste just, pouring onto my tongue right now, and I feel like I want to vomit.

Spider-Man: (Sighs while facepalming himself) You know, you're actually the 2nd person to say that to me.

Iron Man: Seriously? Who's the 1st?

Whiplash: (Gets on his feet, glaring at Iron Man) STARK! (Gets the heroes' attention) We're not done yet! (Swung his lashes out upon several civilians) RAH!

Ned: (Sees Whiplash attacking him and Flash) Oh god! (Gets down)

Flash: (Gets down on the ground to avoid getting cut) AH, OH MY GOD!

Liz: (Is about to leave with Gwen until one of the whips blocked their path) AHH!

Gwen: (Widened her eyes) Liz, get down!

Harry: (Sees MJ about to be attacked) MJ, look out! (Pulled her and himself onto the back of a counter)

MJ: (Gets pulled into the back of the counter, just in time to be nearly sliced in half) AHH! (Fell onto the floor, with Harry on top of her) Ugh!

Harry: (Looks at MJ) You okay?

MJ: (Nodded, looking at Harry) I'm fine, you can stop flirting with me now!

Harry: (Raises a brow) I wasn't-! (Sighs) Alright!

Spider-Man: (Looks at his friends being in danger) Holy crap! (Turns to Iron Man) Uh, Mr. Stark, the civilians!

Iron Man: (Looks at Whiplash) Yeah, you don't need to tell me, I can hear the screaming and cries for help! (Turns to Spider-Man) Hey, if you're out here trying to prove to me and everyone else that you're a hero, now's your chance! Take the civilians out of the danger zone while I deal with Whiplash!

Spider-Man: (Nodded) Okay, I'll be right back! (Swings his way onto the area) Okay, I can do this, I can do this!

Flash: (Noticed a trail of gasoline being lit in flames) Oh god, this isn't connected to a hot dog stand, is it?!

Ned: (Widened his eyes as the trail led to a gasoline tank) Oh shit!

Spider-Man: HANG ON! (Lands on the ground, using his Web Shooters to get Ned and Flash out of there) NGH!

Ned/Flash: (Gets pulled by Spider-Man as the tank blew up) AHHH! (Fell onto the ground in front of Spidey) Gah/Ugh!

Spider-Man: (Turns to the two) You guys alright?

Flash: (Turns to Spidey) Holy shit, that was awesome!

Spider-Man: I know, get out of here!

Ned: (Turns to leave with Flash) You rock Spider-Man!

Harry: (Moves with MJ) Come on, let's get out of here!

MJ: (Runs with Harry until Whiplash moved to attack Harry) Harry, look out!

Spider-Man: (Jumps in the air, seeing MJ and Harry about to get attacked) Harry! (Shot out a web and swung towards the two)

MJ/Harry: (Gets picked up by Spidey just in time to avoid getting hurt) AGH!

Spider-Man: (Lands on the ground as he turned to the two) Alright, you're safe! Now get to the streets!

Harry: (Turns to Spidey) Wait, where's Peter? Where is he?!

Spider-Man: Uh, P-Peter's fine! I got him out, and his friend Ned, they're both fine!

MJ: (Raises a brow) You actually know Peter Parker?

Spider-Man: (Turns to MJ) Well, yeah! (Winked) Cool guy! (Turns to the battle) Now get out of here!

Iron Man: (Shoots at Whiplash several times) So tell me, how did you get out? Give one of the guards a quick BJ on the way?

Whiplash: (Deflects the shots Iron Man gave him) I was sent by another powerful man, looking after your tech, so I came here to do the job!

Iron Man: Really? (Sees Whiplash swing at him, moving his arm to get it caught, wrapped around his limb) And who exactly is this, so-called powerful man I should call? The current head of the Prostitution ring?

Whiplash: After all these years, and you're still a man who talks too much! (Pulls on his whips, pulling Iron Man backward to slam him on the ground)

Wesley: (Continues to see the battle unfold) Dammit Vanko, this has gone for far too long! Do you want the money, or not?!

Whiplash: (Shrugged) Looks like today's your lucky day Stark. (Moves to throw Iron Man across Central Park)

Iron Man: (Gets thrown across the park) AHHH!

Mr. Harrington: (Sees Gwen and Liz trapped) Gwen, Liz! (Runs to them, only to bump into Jameson) Ugh!

Jameson: (Turns to Harrington) Watch where you're going, pal!

Mr. Harrington: (Turns to Jameson) Oh, I'm so sorry-! (Sees Whiplash about to attack them) AHH!

Spider-Man: (Moves to pull both Jameson and Harrington away from Whiplashes attacks) I got you!

Harrington/Jameson: (Gets pulled away by Spidey) AHH! (Suddenly gets stuck on a web tied between two trees) Ah!/Gah!

Spider-Man: (Lands on the grass, turning to the two) Hey, you guys alright?

Jameson: (Turns to see Spider-Man) Spider-Man! (Struggles to get out) Get us out of this thing!

Spider-Man: (Raises a brow) Seriously? Not even a thank you?

Jameson: (Glared at Spidey) Don't act all coy with me, punk! I know your intentions, and this was your plan all the long! Tie me onto a web just so you can humiliate me!

Spider-Man: Uh... (Shrugged) You're welcome, I guess? (Turns to leave) Weirdo.

Jameson: (Sees Spider-Man leave) MENACE!

Yuri: (Is at the crime scene when George arrives) Captain!

George: (Turns to Yuri) Where is she, Yuri? Where's my daughter?!

Yuri: She's still in the danger zone! But so far, she's okay as long as she and her friend don't get into the crossfire!

George: (Looks through a pair of binoculars, seeing his daughter with Liz) Okay. (Gives the binoculars to Yuri) I'm going in Detective!

Yuri: (Widened her eyes) Captain-!

George: (Turns to the force) And no one makes a move until I say so!

Whiplash: (Walks to the suit when Spider-Man jumps in front of him) Get out of the way, bug.

Spider-Man: (Turns to Whiplash) You didn't seem to ask the pedestrians that question!

George: (Hides behind a corner, seeing Spider-Man) Spider-Man...

Whiplash: They were in the way, so I push them out of my way. (Points at the Mark 42) Now if you don't mind, I'll be leaving with that suit over there.

Spider-Man: (Turns to look at the suit) Wait... (Turns to Whiplash) All of this just so you can take one of Stark's new suits?!

Whiplash: I get paid $10 Million for it.

Spider-Man: Why?! Don't you already have a suit of mass destruction in your wake?

Whiplash: As I told you before, none of your damn business, now move!

Spider-Man: Yeah, I don't think so! (Gets into a fighting pose, unaware that Whiplash is looking at Gwen and Liz) You'll have to get past me first!

Whiplash: (Grins while seeing a parked car) If you say so. (Moves to swing at the car) NGH!

Spider-Man; (Dodged the swing) Whoa! (Lands on the ground, noticing him aiming at a car) Hey, you missed!

Whiplash: True. (Picks the car up) But I never intended for you. (Throws it at Gwen and Liz)

Spider-Man: (Sees the car being thrown at Liz and Gwen, widening his eyes) Oh god, Gwen! (Swung towards the two)

Liz: (Sees a car falling towards her and Gwen) Oh my god, Gwen!

George: (Widened his eyes, fearing for his daughter's safety) GWEN! (Runs for her)

Gwen: (Sees the car falling right them) AHH! (Raises her hands up)

Spider-Man: (Lands in front of the two to catch the car) GUH! (Slides backward a little, as he carried the car with all of his weight) Ngh!

Gwen: (Slowly puts her arms down, seeing Spider-Man saved her and Liz's life) Spider-Man!

Spider-Man: (Looks at Gwen) Hi!

Gwen: (Waved a little) Hi...

George: (Pulls his gun out, slowly walking to Spider-Man) ...You got that handled?

Spider-Man: (Nodded slowly) Yeah, now get them out of there!

George: (Nodded as he put his gun away, turning to Gwen) Gwen! (Extended his hand to her) Come on!

Gwen: (Turns to her dad, grabbing his hand) Dad! (Leaves with Liz and her Father)

Spider-Man: (Puts the car down) Ugh! (Panted) Damn, that was heavy!

Whiplash: (Moves to the suit, looking at Spider-Man) Nice workout bug, but I win this round! (Touched the suit, only to be electrified) AHHH! (Shook as he was electrified, until he dropped to the ground) Ugh...

Spider-Man: (Widened his eyes) Holy shit!

Iron Man: (Flew into the area) Nice work, kid.

Spider-Man: (Looks down at Whiplash) Uh, thanks! (Turns to Iron Man) What just happened?!

Iron Man: Oh, that was just a safety protocol, just in case someone without clear access to my hardware attempted to steal one my suits. (Looks down at Vanko) Don't worry, they all live through it.

Yuri: (Runs through the park) All units move forward!

Spider-Man: Uh, okay... (Turns to look around) You got it from here, right?

Tony: (Removed his mask) Yeah, I can handle it from here, you're all good kid.

Spider-Man: (Turns to Iron Man) Thanks!

Spider-Man made his leave, while police made their arrival, Wesley was still in his limo, looking over the footage as he witnessed Whiplash being defeated.

Wesley: (Looks at the live footage) God dammit. (Turns to make a phone call)

Fisk: (Gets a call, as he answered) We have the suit yet?

Wesley: We don't, and we never will due to the failure of our asset.

Fisk: Are you shitting me?! (Threw a glass at the wall, shattering it) What the hell happened?!

Wesley: Iron Man defeated Mr. Vanko with a little help. (Looks at the screen, revealing Spider-Man) A little, Spider help.

Fisk: (Raises a brow) You mean to tell me that we have been screwed with by a mere Spider?!

Wesley: Not the ordinary, it's the one you sometimes would see on the news. (Shuts the laptop) They call him, Spider-Man.

Fisk: (Sighs) Goddammit! (Groans)

Wesley: Well, this makes a problem for us.

Fisk: Is there anyone else looking to buy weapons?!

Wesley: Well, there's this company located in San Francisco, a CEO of Pym Particles by the name of Darren Cross. (Turns to look out the window) He's interested in purchasing our weapons for "Scientific Research" for that Yellowjacket Project of his, and he's willing to buy them for the highest bidder.

Fisk: (Facepalmed himself) Alright, when can we sell the weapons?

Wesley: Tomorrow morning, by the earliest.

Fisk: Alright... (Wipes the sweat off his head while turning to a laptop) I want the location remote, somewhere nothing wrong can go wrong!

Wesley: Understood.

Fisk: And Wesley! (Looks at a picture of Spider-Man) I want more detail about this, Spider-Man, no matter how small or big, bring to me.

Wesley: (Nodded) That can be arranged. (Ends the call)


Later at night, Slocum and a group of military men were seen at a testing ground, as they looked at one of their volunteers making a test run on what appears to be a jetpack operated by a suit.

Scientist: (Turns to Slocum) This is bound to be similarly greater as the one Tony Stark uses! It'll be great for combat uses.

Slocum: (Folded his arms) As long as I get to see Osborn losing his company, I'll be satisfied either way.

Loudspeaker: Begining in five, four, three, two, one!

Soon, the test volunteer has started to fly up into the air, activating the jetpack as everyone looked at him with Pride.

Volunteer: (Smiled) Hey, this is some good shit!

Scientist: (Turns to Slocum) So, what do you think?

Slocum: (Folded his arms) It'll do. (Turns to the scientist) Contact Secretary Ross, tell him that-!

Goblin: (Is heard in the background) HAHAHAHAHAHAHA!

Slocum: (Suddenly hears disturbing laughter in the background) What the hell?

Volunteer: (Raises a brow) Hey, what the hell is that thing?

Slocum: (Turns to the volunteer) What thing?

Volunteer: I don't know, but it ain't the-?! (Widened his eyes) Oh my god! Oh my-!

Suddenly, a tanker was thrown at the volunteer, killing him in an instant as the tanker exploded upon impact, as everyone widened their expressions)

Slocum: (Widened his eyes) Holy shit!

Soldier: (Contacts the general) General! There's something out here! It's-! (Gets pulled away) AHH!

Slocum: (Turns to run) Everybody, move!

Slocum moved into a spare hiding place, while everyone was heard panicking, until a sound of a monstrous beast was heard, as well as shouts of pain, gunfire, until everything literally died down, as he hid in the room, holding out his gun aimed at the door, until it was kicked open, taking him by surprise as the beast, which was the same one that previously killed Stromm, as it began walking to Slocum.

Slocum: (Widened his eyes at the beast) Jesus! (Shoots at the beast, only to have his arm cut) AGAH! (Gripped his wound while kneeling down)

Goblin: (Looks down at Slocum) Look at you... Such an ungrateful brute, who cares nothing about the science, nor the patience!

Slocum: (Looks at the Goblin) What the hell are you?! (Gets picked up) Ngh!

Goblin: (Glares at Slocum) I, am... (His eyes glowed in a Yellow, firey look) HELL!

Slocum watched as the beast ignited himself in flames making him scream in terror until he was killed without warning, as an explosion suddenly blew up the testing ground, engulfing everyone and everything, including what seems to be the Goblin inside...


Later the next morning, Midtown was buzzing full of the news of what had happened the day before, as everyone's #1 topic was all about Spider-Man after what he did at Central Park.

Jason: (Is seen on School TV news, displaying an image of the Central Park attack) Yesterday, Midtown's Academic Decathlon had made an achievement! Not only in their skills of knowledge, but also in their skills of survival!

Betty: (Nodded as she sat next to Jason) That's right Jason! Yesterday on what was supposed to be a normal field trip was turn into a fight for their own lives!

Hector: (Is seen on the TV) There was Sally screaming, Cindy screaming, and electric whiplashes!

Flash: (Is also seen on the TV) It was insane! Like, S##t went down today!

Mr. Harrington: (Is seen having a cup of coffee while wearing a towel) The important thing is that we made it out alive, and it's nice to be grateful for the save... (Shook his head while noticing a Daily Bugle logo) Unlike some people that is.

Gwen: (Sighs as she was seen sitting on the back of an ambulance, wearing a towel) Spider-Man... Saved my life... (Scoffs) And I don't care what that blowhard at the Daily Bugle has to say, what Spider-Man has done... (Rubs her hair) That's a debt that I can never repay...

Jason: Well, thankfully, no one was injured, all thanks to the Spider-Man!

Betty/Jason: (Shows an image of Spider-Man) Thank you Spider-Man.

Ned: (Looks at the news with Peter) Holy shit, you're famous, dude!

Peter: (Smiles while hushing Ned) Shh, I know!

Ned: (Turns to Peter) How crazy does it feel? To know that you're famous, and no one ever knows it?

Peter: I'm starting to get the hang of it.

Ned: (Widened his eyes) Oh, can we tell everyone?

Peter: (Shook his head) No, no!

Ned: Why not? Tony Stark doesn't keep a secret on being Iron Man, why should you?

Peter: No! Absolutely not! I mean, not with Aunt May with what she's gone through! Okay? She doesn't need that on her conscious.

Ned: (Nodded) Right. (Grabs his bag) Okay, so now what?

Peter: (Shrugs) Now, I guess we continue business as usual.

Harry: (Walks over to Ned and Peter) Hey, that was some crazy shit yesterday, right?!

Ned: (Turns to Harry) Yeah, I heard Spider-Man saved you!

Harry: (Nodded) Yeah, he did! I heard he also saved you guys too.

Peter: (Folded his arms) Well, you gotta give the guy a credit some time. (Raises a brow) Hey, how are you doing by the way?

Harry: I'm doing well, although my Dad failed to notice.

Ned: Why?

Harry: I don't know! I come home after that, and he wasn't there, no one seen him around.

Peter: That's weird.

MJ: (Walks over to the three) Hey Losers. (Gets their attention) Looks like you were right about Spidey after all.

Peter: (Turns to MJ) You believe us now?

MJ: I think I'm starting to like his style. (Folded her arms) Although, he needs a new suit because that outfit is a bad taste!

Harry: Oh, no shit!

Peter: (Widened his eyes, seeing Harry) You too?!

Harry: (Raises a brow) What? Don't you think his outfit's a bad taste?

Ned: (Widened his eyes) A BAD TASTE?!

Peter: Okay, I think we should be going! (Gets Ned) Come on Ned!

Ned: (Groans as he walked with Peter) A bad taste?!

Peter: I know.

Ned: I'm the one that picked that outfit!

Peter: I know, don't worry about it!

MJ: (Sees the two leaving) That was weird.

Harry: Yeah. (Turns to leave) See you around MJ.

MJ: (Sees Harry leave) Harry, wait! (Gets his attention) Listen, yesterday at Central Park... I like to thank you for having my back.

Harry: (Turns to MJ, nodding) Hey, it's no problem at all! I'm just happy to help out.

MJ: (Smiled a little) Thanks... (Looks at Harry) FYI, I still hate you for Animal Experimentation.

Harry: (Raises a brow) Wha-?

MJ: Yeah. (Turns to leave) See you around Osborn!

Harry: (Scoffs, staring at MJ before turning around, smirking) She likes me...

While everyone was walking, Peter walked with Ned until he spotted Gwen once more.

Peter: (Widened his eyes) Gwen! (Turns to Ned) Hey Ned, I'll catch up.

Ned: (Nodded) Okay. (Turns to leave)

Peter: (Turns to Gwen) Gwen!

Gwen: (Turns to Peter) Hey! Are you alright?

Peter: (Nodded) I could ask the same for you.

Gwen: (Sighs) Yeah, you were right... Spider-Man is a hero, and New York is lucky to have him around!

Peter: So, does this mean your Dad won't like-?

Gwen: (Shook her head) He's still committed to that vigilante act, but in a way, I think he was glad when he showed up yesterday at a nick of timing.

Peter: (Nodded) Well, at least he knows what Spider-Man's here for.

Gwen: Yeah.

Peter: (Looks at Gwen) Hey, so do you wanna like, go to a movie sometime?

Gwen: (Nodded) Sure, I'd-!

?: Gwen!

They both turned around, seeing another kid standing in between them, as he looked at Gwen.

Gwen: (Widened her eyes) Eddie!

Eddie: (Looks at Gwen) It's... It's been a while.

Gwen: (Nodded) Yes, it has...

Peter: (Turns to Gwen) Who's this guy?

Gwen: (Turns to Peter) Oh, Peter, this is Eddie Brock. (Turns to Eddie) Who I thought was transferred to San Francisco.

Eddie: My old man flaked out, so my mom decided it's better we stay here.

Gwen: (Nodded) Good for you then.

Eddie: (Nodded) So... Do you wanna talk sometime?

Gwen: Later, when we get the chance.

Eddie: Okay. (Turns to Peter) Nice meeting you, uh...

Peter: It's Peter.

Eddie: Peter, right! (Snaps his fingers) Got it! (Turns to leave)

Peter: (Turns to Gwen) So, you two have a history together?

Gwen: (Turns to Peter) He's... My ex-boyfriend.

Peter: (Widened his eyes) Yikes!

Gwen: Yeah... (Rubs her hair) Awkward, right?

Peter: Are you okay?

Gwen: (Nodded) Yeah, yeah! (Walks away) I just need some time to think about to things.

Peter: (Nodded) Right, well, I hope things work out okay! (Turns around) "I hope things work out okay"? (Smacks his head) Stupid!


Later, Peter went back to the apartment, upon seeing an Orange Audi on the way, as he looked at it briefly, until walking back inside, up to his apartment as he walked inside.

Peter: (Walks inside) Hey May!

May: (Turns to Peter) Hey Peter, how was your day?

Peter: Oh, it was fine. (Turns to grab a Capri-Sun out of the fridge) Hey, did you notice this crazy car parked outside-?

Peter turned around, only to find Tony Stark, sitting in his apartment with his Aunt, making him completely surprised by this encounter.

Peter: (Widened his eyes) M-Mr. Stark?

Tony: (Turns to see Peter) Hello, Mr. Parker.

Peter: Um... (Takes his earbuds off) W-What are you doing-? (Smiled) Hey, I'm um, um, um, Peter!

Tony: Tony.

Peter: (Folded his arms) What are you, what are you doing here?

Tony: Well, it's about time, you got my emails... (Winked) Right?

Peter: (Slowly nods) Yeah, yeah, about the...

May: (Raises a brow) You didn't tell me about the grant.

Peter: The grant! Yes! The grant-?

Tony: The September Foundation! Remember, when you applied?

Peter: Yeah?

Tony: I approved! (Moves to drink his coffee) So now we're in business.

May: (Looks at the two) Peter, you didn't tell me anything, what's up with that? Are we keeping secrets now?

Peter: I, I just know how much you love surprises, so I thought I would let you know... (Turns back to Tony) Anyway, what did I apply for exactly?

Tony: (Points out at Peter) That is why I'm here! To hash it out

Peter: Hash it out, alright then.

Tony: (Turns to May) You know, it's so hard to believe that you are somebody's Aunt, I mean, it is incredible!

May: (Smiled a little) Well, we all come in shapes and sizes, you know.

Tony: Yeah, and your meatloaf today, whew! That was exceptional-!

Peter: Okay, can I stop you there?

Tony: (Turns to Peter) Yeah.

Peter: Does this grant have like, money involved, or-?

Tony: Well, it's pretty well funded.

Peter: Yeah?

Tony: I mean, look who you're talking to.

Peter: (Nodded) Yeah, wow!

Tony: (Turns to May) You mind if I get five minutes alone with him?

May: (Turns to Tony, nodding) Sure!

Later, they both went into his room, as Tony moved to spit out the meatloaf out of his mouth into the garbage can as he turned to Parker.

Tony: (Turns to Peter) As walnuts, meatloaves go, that wasn't bad. (Turns to look around) Hello, what do we have here? Retro tech, huh? (Points them out) What is this, thrift store? Salvation Army?

Peter: (Folded his arms) Uh, the garbage aisle.

Tony: (Turns to Peter) You're a dumpster diver?

Peter: Yeah, there was-! (Shook his head) Anyway, look! I definitely did not apply for your grant-!

Tony: Uh-huh! Me first! (Looks at Peter) Just a first question of the rhetorical variety... (Gets out his phone, showing holographic images of Spider-Man) That's you, right?

Peter: (Widened his eyes) Uh, n-no! I mean-!

Tony: (Shows footage of Spider-Man fighting against Whiplash) Wow, you got some pretty hefty moves! (Shows an image of Spider-Man holding a car) And look at this, three thousand pounds! That is mad skills right there buddy-!

Peter: Uh, that's all on Youtube, right? (Walks around) Because you know that's all fake! Most of it is pretty fake, all done on a computer! (Doesn't notice Tony looking around) You know, it's that video-!

Tony: (Nodded as he looked up at the ceiling) Yeah, yeah, yeah! You mean those UFOs over Phoenix?

Peter: Yeah, exactly!

Tony: (Grabs a stick and hit the ceiling panel, revealing the Spidey suit) Oh, what do we have here?

Peter: (Widened his eyes) Oh! (Moved to push the costume back into a closet, as he turned around, looking at Tony) Uh, it's a... (Blows some air)

Tony: (Turns to Peter) So, you're the Crime Fighting Spider... (Raised a brow) Or the Spider-ling. (Tilts his head) Spider-Boy?

Peter: (Folded his arms) It's Spider-Man.

Tony: (Points out at the outfit) Not in that Onesie, you're not.

Peter: Hey, the outfit isn't a onesie, and the colors are supposed to look cool!

Tony: Oh no, the colors are great!

Peter: Oh?

Tony: Yeah, it's the outfit itself, it is totally outdated.

Peter: (Groans) You know, I was having a really good day today, you know Mr. Stark. (Walks past Tony, unaware as he got out his suit) Didn't miss my train, this perfectly good DVD player sitting there, and Algebra Test. (Bangs his pencil on his desk) Nailed it.

Tony: (Looks at the outfit, before looking at Peter) Who else knows? Anybody?

Peter: (Turns to Tony) Just one of my best friends, but that's it! No one else.

Tony: So, not even your unusually attractive Aunt?

Peter: No! (Shook his head) No, no, no, no! If she knew, she'd freak out if she found out, and then I would freak out!

Tony: (Looks at the web vial) You know what I think is really cool? This Webbing. (Throws Peter the vial, which he caught with his hand) The tensile strength is off the charts! Who manufactured it?

Peter: I did. (Threw the vial at the closet)

Tony: (Looks at the suit) Climbing walls, how are you doing that? Adhesive gloves?

Peter: (Looks out the window) It's a long story, I was-!

Tony: (Noticed the goggles) Lordy! (Gets Parker's attention) Can you even see in these? (Puts the goggles on)

Peter: (Turns to Tony) Yes, yes! I can-!

Tony: (Uses the goggles) Whoa!

Peter: (Takes the suit away from Tony) I can't-! (Puts it in his closet, turning back to Tony) I can see in those, okay? It's just that when whatever happened, happened, it's like my senses are dialed to 11! I have this thing called a Spidey sense-!

Tony: (Raises a brow) Spidey sense?

Peter: And I need those goggles on because they help me with my senses because I have no control of my input, so they kind of help me focus.

Tony: (Folded his arms) Any reason why you're doing any of this? Because I don't see a reason why some 14-year-old kid should be running around in a onesie playing superhero.

Peter: First off, I'm 15! (Sighs as he sat on his bed) Second of all, the reason why I'm doing it is that... (Rubs his head) For one thing, I've been me, my whole life, and I had these powers for only two weeks now.

Tony: (Nodded) Yeah, that explains a lot. (Twirled his hand) Continue.

Peter: I read books, I build computers, and yeah, I'd love to play football! But I couldn't then, so I really shouldn't do it now!

Tony: Right, because you're different.

Peter: Exactly, but I can't tell anybody that, so I'm not... (Sighs) Look, when you can do the things that I can, but you don't... (Gets Tony's attention) And then when the bad things happen, they happen because of you.

Tony: (Looks at Peter) So, you want to look for the little guy, you want to do your part, make the World a better place, all that, right?

Peter: (Nodded) Yeah, yeah, yeah! Just looking out for the little guy, it's what it is.

Tony: (Sighs as he got on his feet, standing in front of Peter) I'm gonna sit here, so you move the leg.

Peter: (Nodded) Right. (Scoots over)

Tony: (Sits next to Peter, putting a hand on his back) First off, let me just say how much I want to thank you for the assist yesterday at Central Park, I couldn't have done it without you.

Peter: (Nodded) Just doing my part in making the World a better place.

Tony: Right, well second of all, you are in dire need of an Upgrade.

Peter: (Raises a brow) Come on, I like the suit!

Tony: Yeah, well you're going to like this one a lot more. (Gets out a suitcase)

Peter: (Raises a brow) What's this?

Tony: Oh... (Gets the access codes activated) Just a little thank you gift I like to give for that help yesterday.

Peter: (Looks at the suitcase) What is it?

Tony: (Turns to Peter) Why don't you open it and find out?

Peter: (Looks at the suitcase) Okay...

Peter moved to unlock the suitcase, which suddenly sprang upwards, as it revealed a Red and Blue Suit, with the mask having a Black and White Pupil, small Black Faded streaks shaped like webs going around the Red areas, as well as a Black Stripe on the chest and arms, taking Peter by surprise as he stared at the suit.

Peter: (Widened his eyes, looking at suit) Whoa!

Tony: You like it?

Peter: Oh my god! (Turns to Tony) This is for me?!

Tony: (Nodded) 100% guilty as charged.

Peter: (Turns to the suit) This is the coolest thing I've ever seen!

Tony: Huh-uh.

Peter: This is insane! (Turns to Tony) Does this mean I get to keep it?

Tony: Oh yeah, it's yours, kid! Just don't go too crazy with it!

Peter: Sweet! (Sees Tony leaving) Oh wait, does this mean that I'm like an Avenger now?

Tony: (Turns to Peter) Yeah, we haven't gotten to that stage yet, but we'll keep in touch. (Turns to leave) Have fun.

Peter: (Shuts the door as he looked at the suit) Oh man!

Soon, Peter tried on the new suit, as he looked himself in the mirror, seeing the neat outfit that he was wearing, all very superhero looking as he finally puts on his mask, turning the Spider-Man persona on as he opened the window, looking at New York with promise.

Spider-Man: (In his new Red and Blue advanced suit as he jumped out, swinging around Queens) WOO HOO!

Tony: (Looks up at the sky, seeing Spider-Man in the new suit) Make us proud kid. (Gets a phone call, as he moved to answer) What up?

Fury: (Is seen at an unknown location contacting Stark) Get in touch with the Parker kid yet?

Tony: (Walks to his Audi) Oh, kid's one of a kind. (Gets in his car) Although, I don't see the reason why you had to send me to talk to him instead of just sending Romanoff to spy on him.

Fury: For starters, he helped you out, so I figured this was a low key touch there.

Tony: (Starts the car) Mind telling me why he's important to you though?

Fury: (Folded his arms) That's classified.

Tony: Of course it is. (Starts driving) Well, he's pretty good to go, nothing wrong here.

Fury: I'll see about that. (Turns to a monitor) And one more thing...

Tony: Yeah?

Fury: Did you seriously make him a new suit?

Tony: Well, you have to admit Director... (Shrugged) That outfit was seriously outdated. (Ends the call)

Fury: (Sighs while rolling his one eye) I swear to god if it turns out to be another Iron Suit...


Later, Harry was seen back in his home, looking around until he heard disturbing laughter going around the house, making him wonder what the noise was.

Goblin: (Is heard in the background) HAHAHAHAHAHA!

Harry: (Continues hearing the Goblin laugh) Dad? (Hears the laughter dying out) Dad, what the hell is that? (Turns to his room) Dad? (Sees his father on the ground) DAD! (Runs to him) Dad, are you alright?!

Norman: (Groans as he opened his eyes, seeing his son) Harry?

Harry: (Looks at Norman) Dad, what happened?! How come you don't have a shirt on? (Noticed how dirty his feet was) And how come your feet are dirty?!

Norman: (Looks at his feet, seeing the dirt left in there) I don't know... (Rubs his head) I can't remember what happened.

Harry: Nothing?

Norman: No, nothing.

Harry: (Raises a brow) Do you need to see a doctor or something?

Norman: (Shook his head) No, no! I don't need to see a doctor! I probably had too much to drink last night, that's all.

Harry: (Rolls his eyes) Sure you did. (Turns to leave) Well, I'll be in my room.

Norman: (Nodded, seeing his son leave) Okay...

Norman moved to get on his feet, as he turned to a glass reflection, revealing a Green Goblin, making him jump out of fright, as he looked around, seeing nothing, no beast in the penthouse as he looked at the reflection once more, seeing his normal human face as he stared at himself, before turning to leave to his chambers...


Hey guys, I'm so sorry for being late! I meant to post this on Wednesday, but then I decided to post this on the weekend!

So, for those who are familiar to my sense of writing, you may already know that I am currently writing a Transformers fanfic, as well as writing a Spider-Man fic out of that, so I'm thinking about doing one story at a time on the weekends, like one will be Transformers next weekend, or the next time I post, and the next time afterward will be the Spider-Man series!

So that's my overall plans for the writing schedule, hope everyone has a nice day, and make sure to add in a review so I know what you guys think of this Episode, and I'd really appreciate it if you have done so.

Also, make sure to also check out Transformers Animated, and I'll see you next time on the Friendly Neighborhood Spider-Man!

PEACE!