Here's a story done by guestsurprise! Enjoy and no flames please!

Peter Parker lay sick on his bed…he had been bitten by a spider in the lab that he had just visited and he was feeling beyond ill. He had vomited a few times and felt chills and he knew he had a fever. He remembered that he was bitten by that horrid spider and he felt like he should have killed it, but he didn't. Why? He didn't know.

"A-Am I dying?" he thought to himself. He was sure of it! He couldn't tell his aunt or uncle or else they would be panicked in worry.

But as he tossed and turned in his bed, he could only think about the lovely Mary Jane Watson. The girl he wanted to date so badly, but never got the courage to ask.

"She would just think I'm a geek anyway," he said sadly, now feeling his stomach churning again. He couldn't breathe and he felt like he wouldn't even make it through the night. But after a few minutes, the room began to spin and he soon he was out cold.

Peter could only smirk as he remembered what happened to him only a few months ago. Now he had a better understanding of his powers and what he needed to do. He wanted to be a hero but he knew that he would need time understanding more about himself and what he was capable of.

As he was swinging, his spider sense went off! Now scared, he turned around and was shot to the ground by the Hobgoblin! He landed with a hard thud on the rooftops and almost got the wind knocked out of him.

"GAAAAH!" He gasped, still not accustomed to fighting.

"You've got a lot to learn about fighting boy," the Hobgoblin laughed out, clearly amused by Spiderman's lack of fighting skills.

But Peter wasn't going down without a fight. However, he was still distracted because he had recently lost his uncle Ben and the pain was still deep within him.

"Seems like you're losing your touch," the Hobgoblin laughed, now tossing him hard into a wall.

"Not yet yellow face," Peter growled back, now dodging a well-aimed punch. What he didn't see was a figure watching them from the darkness. It tilted its' head curiously as it watched the two fight.

"My what an interesting being. No doubt the one I am looking for," it smiled with a toothy grin.

Meanwhile, Peter knocked the Hobgoblin off his feet and then he began to swing away to safety, leaving the criminal tied up. It was giving him time to escape!

"You little brat!" the Hobgoblin growled, now turning and aiming a gun at Peter's back. But before he could, another figure shot webbing out and pulled the weapon from him. "What the! Who did that?!"

The figure watched him with purple eyes from the darkness and the moment the Hobgoblin turned, his eyes went wide!

"What on Earth! What are you!?" he yelled out in shock. The figure only smiled and then turned and followed after Peter. The Hobgoblin only stared in disbelief! Whatever it was was NOT human!

Meanwhile…

Spiderman was swinging as fast as he could; he had a book report to finish and had not eaten since breakfast. He was famished.

"I've got to get home," he said, but then he groaned as it began to rain. "Great! Just great! I've gotta get home before Aunt May gets home!"

And with that, he swung around the corner, not knowing that someone, or something, was following him. Whatever it was was keeping up with him pretty quickly.

"My he is quick…very quick indeed," the being said, still having no trouble keeping up.

Peter was only a few blocks from home when he felt something whip him across his back. He let out a shout of pain when he turned and saw that it was Black Cat!

"Hello there Spider," she winked.

"Black Cat this isn't the time," he said, now trying to stay out of the way.

"Oh you never have time for me," she smirked, now holding out some beautiful green emeralds. "Perhaps these will change your mind!"

Peter's eyes widened! Those were the same emeralds that had been stolen a few days ago from the Natural History Museum!

"I should've known that was you!" He said, now making a grab for them. "Give those back!"

"Nope! I got them fair and square!" she smiled happily. Spiderman smirked and wrapped some webbing around her pinning her arms to her side. She shouted in shock and he quickly pulled her to his chest to keep her from plummeting 1,000 feet!

"Calm down," he chuckled, now smirking under his mask. "Just hand them over Black Cat."

"No! I need these!" she protested, now squirming to get loose.

"No you don't! And when you stop trying to be a criminal maybe we can talk about being a team," he grinned, now keeping her to him as she squirmed. "And quit squirming Cat; I'm not letting go until you give me those jewels."

"Then let the games begin!" she smiled, now breaking free and swinging to another side of the building. But Peter also noticed she was not up to her game either; she looked like she wasn't feeling well.

"Hey…Cat what's wrong?" Spiderman asked. It's true she was a thief, but she never tried to hurt him or destroy him like the other guys he had to face.

"I-I'm fine," she said, now trying to swing away, but Spiderman swung in front of her, now upside down.

"Hey wait a moment…talk to me," Spiderman said, now wiping her hair from her face.

"I'm alright. I just need some rest," she said, now looking at him and then giving him the jewels. Now Spiderman knew something was very wrong! Black Cat would never just give him jewels!

"Cat, c'mere," Spiderman said, now reaching for her. But she backed away and gave him a wink.

"Until next time Spider," she said, but she then let out a cough and disappeared into thin air.

"Black Cat! Black Cat stop!" Spiderman called, now flipping over the top of the building and chasing after her. But she then did a nose dive and disappeared into the fog below. Spiderman dove after her but she was nowhere to be found when he swung across a few buildings. "Great…where'd she go?! She's sick and needs help!"

He looked for her for at least another hour but she was nowhere to be found. He had a bad feeling about this but he didn't know what to do. What she did made absolutely no sense at all! She said she wanted the jewels and then she just gave them up with no fight? Definitely not normal for her!

"I just need to keep my eyes open; she's out there somewhere. But now I gotta head home," he said, now swinging towards his house and landing inside. Once inside, he began to get out of his costume and he noticed that there was something in his room with him! Now horrified, he spun around and saw a being sitting in the corner. Thank goodness Aunt May wasn't home yet because Peter let out a shout that could've woken up the neighborhood!

"Why do humans scream? I do not see its' purpose," the being asked, slightly flinching at Peter's screaming.

"What are you?! Who are you?! Why are you in my room?! GET OUT!" Peter shouted. The being slowly stood and came out of the darkness.

"Now where are my manners…I should have introduced myself," the being said. Peter's eyes widened in horror and he fell back on the floor. The person was at least a foot taller than him and was of muscular build. He wore dark blue pants and a ripped white shirt. He had six dark grey spider-legs sticking out from the side and yet two human arms. His skin was a dark gray and he had two main purple eyes of a human but three smaller purple eyes on each side, totaling eight eyes altogether. He had dark black hair and his bangs were covering his eyes until he moved them. But Peter almost fainted because in a strange way…he looked just like Peter himself! Now Peter screamed even more and curled up on the floor! He turned and tried to run out the door, but the being jumped in front of the door and stuck himself to the wall!

"Wait! Peter wait! I mean you no harm! Don't you recognize me?" he asked

"OF COURSE NOT!" Peter yelled. The being looked at him and then closed his eyes. Peter then watched as he shrunk down more and more and more. Peter then looked down and gulped hard! He turned into the EXACT same spider that bit him! The one who gave him his powers! That did it…Peter's eyes rolled back in his head and he fainted!

"Oh dear…" the spider said, now crawling up on Peter's face and seeing his eyes were shut. The spider then sighed. "This is going to be a long night."

An hour later…

Peter groaned as he felt himself being placed on the bed. He was beyond exhausted and he had bruises and cuts from the previous battles.

"Peter? Peter wake up," a voice gently said. Peter slowly opened his weary eyes and almost let out a shout until the being clapped a hand over his mouth. "Alright alright…you have a reason to panic but rest assured I'm not here to harm you. I came to thank you!"

Peter tried to struggle but the being didn't move. "Peter…you and I have become one. I am the spider that bit you before. However, that bite had two different effects. You gained some of my powers and I gained some of your human intelligence."

Peter's eyes widened as the spider grinned at him with his creepy fangs. There was a radioactive human-like spider in his room that had his DNA!

guestsurprise: This story is a tribute to Stan Lee, my buddy newbienovelistRD, and to the many many Spiderman lovers out there! This story has begun!