The sun shone brightly of the skyline of New York City, basking its' inhabitants in it light and heat. Home to many of the world's most powerful heroes such as Captain America, Ironman, the Avengers, and many more. Yet we focus our attention on one of the more colorful and street level heroes, Spectacular Spiderman, or as he is known by his friends Peter Parker.

When Peter was 15 years old he was bitten by a radioactive spider, which gave him the power of a spider. He started out using his powers for personal gain, but one decision and the loss of his Uncle Ben, made him learn that his powers were so much more. So from that moment on he was New York's Friendly Neighborhood Spiderman, protecting the people and annoying hero and villain alike.

We find our hero swinging his way through his city, the light bouncing off his polarized lenses of his mask. "Good Morning New York City!" he hollered as he reached the top of his swing, flipping in the air before diving down into another swing. Listening to police scanners and looking for crime on along his swinging route.

It had been over 8 years since he started being Spiderman and many things had happened. Over the past several months many things had happened to him and his city. The attacks of Mister Negative started it all bringing war to the streets of the city to get revenge on Mayor Norman Osborn. This was the event that broke the camel's back leading to the hardest time he had in years being Spiderman. After Mister Negative, was the Sable Corp goons who ran rampant in the city for the citizen's "protection". This caused more tensions while dealing with his rouge gallery, but what blindsided him the most was the slow descent of his mentor and friend Doctor Otto Octatvious.

Octavius was a brilliant man looking to change the world, through his inventions and ideas. Yet the lack of funding and a past of working with Norman Osborn had made it hard for him to get his ideas and innovations out into the world. His work was taken from him by Osborn, pushing him further and further, until something broke in the good doctor. He used his mind and focused his attention on Osborn wanting revenge. He intentionally released many of Spiderman's villains such as Shocker, Electro, Scorpion and more, to help in his revenge.

The climax of the conflict was the releasing of a virus called Devil Breath upon the city, causing many to get sick, including his Aunt May. Peter had done all he could with the help of his ex-girlfriend Mary Jane Watson, to find the antidote to help the people and his Aunt, but May had died before he was able to get her the antidote. He was able to stop Octatvious, but it had cost him.

Even with all that happening, he continued to be Spiderman, to use his power to help the people in need. He even got a protege, Miles Morales who had the same powers, that he was training to help Miles with his new powers. That was his life but he also had to worry about finding a job and dealing with his Aunts things. She had left him her apartment, so he didn't have to worry about a place to stay, but he still needed to pay his bills. He did take classes at college to become a teacher, so over the past month he had studied and gotten his teaching certificate, but had yet to find a job. So he spent most of his day patrolling.

He was pulled out of his musing when a ringing sound was heard in his mask. He saw that is was Yuri Watanabe, his favorite Police Captain. "Hey Yuri." he stated as he landed on the roof of a building. "What's up?"

"Spiderman," Yuri stated in her no nonsense tone, "We have a hostage issue in Chinatown."

"Got it Yuri I am on the way." Peter said as he started to swing towards the ping that was set on his map. "Anything else I should know about what is going on?"

"Just they are asking for money and a car." she replied

Peter sighed, "Do these guys ever think of anything more creative than money and a car." he said, as he traveled. "Can't they ask for a pony and forest, that would be interesting."

He heard a annoyed grown from Yuri, "Can we not discuss, what things a criminal should as for."

"Come on Yuri," Peter countered. "We could make it a game, Crazy VIllain Wants, ohhh! I can design a board game and we can make a kickstarter for it, we would make millions."

"I hanging up now." Yuri stated with annoyance, and the line went dead.

Peter just chuckled, "No one understand my genius." he pulled the line of his web taut and pulled of a quick turn in the air. "Oh well, I'll add it to the list of ideas I will get to someday."

He shot out two weblines and pulled them tight, shooting himself into the air at high speeds, a cry of joy filled the air as he went on his way. Such is the life of Spiderman.

-Utopia, San Francisco-

On the other coast of the United States, near San Francisco, was the remains of Asteroid M, home of the X-Men. The X-Men were a group of super powered being called Mutants, who gained their powers from the x-gene, a genetic mutation in the human genome. Mutants had been persecuted and hounded by many normal humans as they tried to find a way of coexisting.

The current leader of the X-Men Scott Summers, also known as Cyclops, was looking over the roster of the remaining Mutants and X-Men that were left on the island. He recently had a falling out with Wolverine, over what the X-Men were for, causing a large split between the group as many were leaving with Wolverine to continue what Professor Xavior started.

Scott meanwhile was trying to make a world for all Mutants to live peacefully by any means possible. So with his remaining people he planned to move the Mutant front forward to help all Mutants around the world. As he looked over his information, he felt the eyes of someone watching him.

He turned and saw a tall woman looking at him, she long silk like blonde hair, piercing blue diamond color eyes, and figure a supermodel would kill for. She wore white corset that showed much of her stomach and top of her chest, fitting leather white pants with matching heels, and a white cap to complete the look.

This was Emma Frost, the resident Omega Class Telepath and his current lover. She was once their enemy with the Hellfire Club, trying to gain control of the Phoenix Force to take over the world. Yet over the years she had come to join the X-Men and had started a relationship with Scott even though he was with Jean Grey at the time.

-Emma POV-

Emma watched Scott as he turned to look at her. He was tall and handsome and his ruby red visor gave him a dangerous and exotic look. He was a competent leader and compassionate man, which had drawn her to him. Yet those feelings had slowly began to change as of late. With the events of super sential and the fight between Wolverine and Cyclops on her mind.

With Wolverine leaving to start a new school she considered going with him, so she can do what she always loved to teach. Yet Scott had been begging her to stay with him here on the island. She had asked for time to think as she mulled over what action she should take. She understood that Logan was going to open a new school which Emma knew that it would be named after the blasted Jean Grey, which she rather not be reminded of all the time. Yet by staying with Scott would lead to many conflicts and heartbreak.

Yet as she was mulling over these choices, her thoughts returned to her own school and how much she loved being the one in control of what was taught, and how the school was run. To teach what she felt the students needed to learn and to grow into amazing and outstanding individual. She had worked with young mutants all her life, but what if she worked will all young super powered individual.

A plan started to form in her mind, a school of her own, away from the drama of the X-Men and the baggage that came with her past. A fresh start where she would lead young minds into the future, changing the way the super powered community operated. This would be Frost Academy for the Exceptional, her school and mark on the world.

She had spent the last several days going over this plan in her mind for her school. She wanted to have it setup the school in a metropolis, which she finally settled on New York. Emma decided to have the school there because it was the center of the superhero world, also as a competitor to the blasted Jean Grey School. She had found a location for the school to be built fairly quickly, as she saw much of the land she wanted was for sale, due to the recent activity with Doc Ock. She chose the Upper East Side, where she was able to get the land from purchasing old Kingpin bases and building for a good price. After she had pulled out some designs for the school that she had made years ago, and made some updates to them. As she finalized the plans it had lead her to where she was standing in front of Scott at this time. Her mind made up to leave and start anew for herself.

"Emma," Scott said warmly, but a hint of uncertainty in his voice. "How are you doing?"

Emma just walked toward him with deliberate steps. "I am doing well Scott," she replied as she stopped in front of him.

Scott just nodded, "That is good." he replied as he looked her in the eyes. "So I take it you have come to a decision."

"You are always good at understanding a situation." she commented as she shifted her weight to her right foot, and placed her right hand on her hip. "I have come to a decision Scott, I am leaving. I need to go back to what I love to do, teaching"

Scott frowned, as he looked at her. "So your siding with Logan then." he stated, the edge of anger in his voice, turning his head away from her.

Emma stepped forward, placed her hand on Scott face and turned it back to look at her. "Scott." she said is a calming tone. "I am not siding with Logan."

"Then why are you leaving?" Scott asked

Emma gave him a tired smile. "Scott. We have been together for many years and have done so much together. We both done things that are questionable, as well as all the good that we have done for our kind. Yet this is where we part, I need a change, a break from this and the X-Men. I am not siding with either of you, I am siding with myself."

Emma couldn't tell what he was thinking because his eyes were always covered. They were silent for a longtime, when he finally spoke. "Please don't go,I need you." he pleaded.

She gave him one last kiss, "I will always care for you Scott." she stated as she separated from him, taking steps towards the door. "But I need to do this for myself."

She took one last look at Scott as she exited the room, closing the door behind her. As she walked she heard the shout of frustration come from the room behind her. She felt a moment of doubt but that died quickly. She knew she needed to do this, to break away from the chains that held her in place. She walked quickly and with purpose to the waiting Wolverine at the Blackbird.

"What do you want Frost?"he asked in a gruff tone.

Emma looked down at the gruff man. "I just need a ride to New York."

Logan was quite, before walking onto the plane, "We can do that." Emma took one last look at Utopia as she walked onto the Blackbird towards her new start in the City that Never Sleeps."

-At New York City-

It had been several months since Emma had left Utopia and all she had been doing is getting everything ready for the opening of her new school. The construction of the school had started quickly, and thanks to some favors she called in, the construction was done quickly. So that she would be ready to open at the start of the new school year.

The School was separated into three wings connected to the main courtyard area, with the fourth wing being for administration. The west wing was the dorms for the students, which she was able to have at least 100 students for the first class, for all grades from 6th to 12th. She was planning for a 50/50 split of male to female students. The North Wing was the main entrance of the school as well housed the main classroom areas, as well as cafeteria area for the students. The east wing would be the most reinforced area of the school to train their powers, and had it own version of the danger room yet not as big as at the Xavior mansion. The South wing was the Administration, teacher offices and dorms, and her office and apartment.

She was also looking for students to fill out the first class of the school. She had contacted the Avengers and many other teams to let the know she is looking for students with powers not just Mutants. It was still a long way of finding many students but she had found a few students, who were of the more unsavory variety. She had pulled some strings with the government to get at least one of the teen superpowered villains that were acting with good behavior to be part of her school, as long as they were fitted with power inhibitors at all times unless during training.

The first student she was receiving was Danielle Blunt, or as she was called Aftershock. Her powers were similar to the villain Electro, who was brainwashed into her villainous ways. She had spent most of her time in the RAFT not getting into fights and keeping to herself. With this behavior, Emma was able to get Danielle into her school as one of its first students. She was also looking into many of the students of the now Defunct Avengers Academy, that had closed over a year ago, but so far she had no luck.

She sat in her finished office in the school, wearing a pair of pin striped pants, a white shirt that had the top two buttons undone, a matching jacket to the pants resting on the back of her chair as she looked over many of the papers in front of her. She had so much work to do, to get the school up and running but it was fulfilling.

A knock was heard at her door "It's open." she called as she continued to look over potential students. As a man stepped with short blond hair, the same Diamond blue eyes as Emma. This was her brother Christian Frost, he was the oldest sibling and was thought not to have powers for a long time but had energy manipulation and psychokinetic powers. Emma had recruited him to be the school main Administrative staff, so that she could have someone she trusted on her team.

He walked over to her desk and set a large file on her desk. "Here is a list of teachers I have compiled for you." he stated, "Both powered and non-powered."

Emma nodded, "Thank you." she replied as she pulled open the file. "Anyone that caught your attention?"

"Only a few." he replied as he looked through his own set of files. "For the powered teachers we can borrow a few from the Avengers since I know they owe you some favors. Unfortunately most of those teachers do not have actual teaching experience when it comes to regular subjects. There is one non-powered teacher that has caught my attention." he pulled out a file and handed it to Emma.

Emma looked down at the file and saw the picture of a handsome man, in his mid twenties, brown messy hair, a small nervous smirk on his face. The name on the file was Peter Parker. His resume was fairly varied from working at the Daily Bugle as a photographer, A Pizza Delivery Boy, but what caught her attention was that he was the lab assistant of the now jailed Doctor Octavious. He had Bachelors in Mechanical Science, a Master is Chemistry and Biochemistry, A Bachelors in Computer Programming, and finally his teaching certificate with a bit of substitute teaching at local highschools in the area.

She set the file down a look of interest in her eyes. "He looks like someone we can use here." she stated setting the file in the potential teacher pile. "Give him a call so we can get him in for an interview."

Christian nodded, "I will give him a call." he replied and left the office. Emma watched him go as she took one last look at the file of Peter Parker and wondered what he could bring to the Frost Academy for the Exceptional.

Hello Again everyone, its been a while and I am coming back with a new story and idea, I hope you all enjoy it and I will do my best to get back in the swing of things with writing stories. I have a few chapters of Love of the League in the works and I hope to get those out at some point. This Idea stuck me a while ago as something that I wanted to do. I love PS4 Spiderman and wanted to do a story with him but also wanted to pair him with someone who is his complete opposite, hence Emma Frost. I want to see how a relationship both personal and professional would build between the two of them and go from there. This is edited to the best of my ability and I am working on getting better. Let me know what you think and thank you all for your support and love