Disclaimer: I don't own Spider-man or any Marvel related character. They still belong to Stan.

A Spider that Follows Another

First Encounters

New York City, the city that never sleeps. It has everything. Schools, apartments, housing, restaurant, theaters, grocery stores, and all the nine yards. It also had a protector that swings around on spider threads and wraps up the villains like flies in a web. This is not the earth where a dorky orphan gets bitten and becomes the hero; instead, it was a model student with good looks that gained the powers to fight crime. They call this hero, Spider-Girl!

"Another night, another late patrol…" Spider Girl groaned and shivered in the cold breeze that cut right through her costume. Resting on top of a stone gargoyle like a guy in a bat suits does on tv didn't help much. "And I was hoping to sleep in this time. I have an exam to study in only two more days!" She has been doing this routine for a year already and tried to fit in her school life with fighting crime. But it is nights like these that were cold in both weather and circumstances.

Then the sound of police sirens was heard and got Spider-Girl's attention. "Finally, some action will cheer me up and maybe warmer too." Spider-Girl, with her honed reflexes and experience, shot a spider string without looking and swung to keep up with the police cars racing through the city. It didn't take long for the police to park their cars in front of a alleyway. "Save some for me guys." Spider-Girl whispered to herself, she really didn't want the cops to know that she was there.

"Another one, this is ridiculous." Spider-Girl noticed that the police officers just stood at the entrance and one spoke something of annoyance.

"We can't even do our jobs anymore."

"Maybe the big man in the Daily Bungle was right." Spider-Girl heard that one and groaned. Ever since she was first seen in her outfit, tying up some thugs in her webbing, the owner of the local newspaper had spoken of nothing but slander at her name. He kept saying that she is the new criminal in town and was just killing off the competition before turning to crime herself. Spider-Girl tried to ignore it all and keep doing what heroes do but none of it helped, she is still considered to be a menace by the police and even the other high school students talk bad about her.

"At least there is nothing broken this time. And she is getting to the scenes before we do." The first officer spoke again and Spider-Girl scowled her eyes under her face mask. She knows that tonight so far, she hadn't even seen a thug until now. That was why she was hanging around for a sign of trouble like the sirens from earlier.

She wanted to see this crime scene for herself. As quiet as an alley cat, Spider-Girl moved closer without the cops noticing. When she got a good look, Spider-Girl saw that it was another mob of gangsters that were beaten to a pulp and they were apparently bound to a wall or the ground by something she couldn't see.

"…it was not girl that did this!" As the police officers were trying to peel off the punks, one of them was protesting something. "I keep telling you, this was a man that beat us up! He was that big and wore a hood over his mask with a strange cloak too! And that sword of his cut up our weapons like they were carrots!" That got Spider-Girl's attention and she knew that it wasn't her. Swords were not her style, there were more 'dangerous' weapons than those in her disposal.

'Alright, forget about them. I need to find just who is using my name and my face to do a better job!' Spider-Girl said to herself and swung out to search for clues.

XXXXX

Which was easier said than done, for real. After a bit of searching and nothing found that night, Spider-Girl decided to call it a night and hoped that she will get enough sleep for her exam. She had to tell everyone at her school that it was studying late that got her some bangs under her eyes and some dark rings too. Those made the test extra hard and she only got the minimum necessary to pass which got a bit scolding from her guardian about 'staying up late studying'.

Now, this will make day five of looking out for this new kid in town that has been stealing her thunder and leaving scraps for her to take home. But this day was going to be a bit different. And it started with a call about the super-tough, super-strong and super-dumb enforcer called the Rhino, from the suit that he always wore. Apparently, he was doing yet another rampage across New York.

Spider-Girl got into her outfit and swung out to find the Rhino and try to stop him like before. It didn't take long to finally find the gang enforcer, only there was no gang in sight. In fact, Spider-Girl could have sworn that the Rhino was running into something but away from something else. That would explain why the big guy was breathing heavily, kept looking over his large shoulder every two seconds and his eyes were filled with fear.

Nevertheless, Spider-Girl sprung into action and shot a web string at the Rhino's shoulder only for the latter to instantly grab it right after it hit. He then pulled on it that sent Spider-Girl to the pavement hard. "Yes! I got…" The Rhino cheered for a bit but changed that expression when he saw Spider-Girl on the ground. "Wait, you are not the one after me. You are way too puny."

"It is called *cough* a diet, lunkhead." Spider-Girl groaned and tried to get up from the crater she left from being swung down on her own web. "Now where are *cough cough* your bosses? Talk and…" Spider-Girl tried to talk tough but her legs were shaking and her head hurt a lot from being handled by the Rhino; even the enforcer could see that by his disappointed expression.

"Well this is stupid, even for me, so you better go to sleep and let me pass! Now!" The Rhino then charged for Spider-Girl, with the force and speed of an actual rhino. The heroine could see him coming but her body just wasn't cooperating right now and things were looking bad. Some of the citizens nearby even yelled out for her to move out of the way.

Spider-Girl truly thought that she was going to be killed at last and braced for the impact. And yet it didn't come. "They say chivalry is dead these days but some of us can't help but stand up for the better ladies." Spider-Girl felt her body fix itself a bit as her vision got corrected and she could feel her legs again. And when she opened her eyes, the heroine saw a figure only bigger than she was and yet he, with just one hand and feet firmly on the ground, was holding the Rhino in his tracks!

"You…its you…" The Rhino had one personal weakness; once he starts running, he could only go in that certain direction and can't change it in mid-run. And now, someone actually stopped him and the Rhino was locked in place. "…just who are you…!? Why did you kill…my bosses!?"

"Because they never share their profits, not even when they promised to." The figure said, "Besides, I am not staying for long. Once I am done here than you won't see me again." Spider-Girl was about to say something when a citizen spoke up.

"That cloak! Those boots! The mask that looks like the Spider-menace! That's him! He is the one who has killed half the bad guys here in New York in just one week!" As excited as he is, everyone else could still make out what he just said in one breath. Spider-Girl released that the one she was trying to find while running in the dark had found her instead.

"So big guy, did you know that you can make an elephant float? Just add ice cream." The cloaked figure said to the Rhino who won't even chuckle. "Well, do you know that will make the Rhino float?" The enforcer didn't like the sound of that, especially when the figure lifted him off the ground with just that arm! "Let's find out!"

With a mighty throw, the Rhino was sent flying far across until the crime enforcer saw that he was heading towards the pier! The Rhino screamed and braced to sink into the water like an anchor. Yet when his body met the water, the Rhino didn't sink. It was like the water was harder himself which got him to shake with the impact. "Huh?"

"I can see that you never thought that some spider species can make webs along a body of water for their prey." The cloaked figure was suddenly on the pier and addressed the floating villain. "But I needed to think bigger than that to stop a rock slide once so you are safe from drowning, my dear Rhino. But you are still in hot water~!" The villain growled and tried to get up but whatever web that he landed on was just as sticky; the Rhino was now just another fly stuck on a spider's web.

"Anyhow, I will love to meet a fisherman that bests my catch." The Rhino still tried to move his head and he nearly got a heart attack when the cloaked figure practically walked on the sea water towards him! "And no, it is not special effects I stole from a movie studio. It took a while but studying mater skitters did pay off." The figure answered a question that was never asked.

Once this man in a cloak got back to the pier, Spider-Girl just arrived and was a bit out of breath. "Took you long enough."

"Do you have any idea how much time I took out of my busy life to find you!?" Spider-Girl shouted, not a bit amused with this man. She could see that this man does wear a mask under the hood that was similar to her design.

"That too." The man in the cloak replied and that was the last thing Spider-Girl needed; a smartass on her home truff. "Seriously, and you women say that men were slow at the draw." Spider-Girl doesn't couldn't take it, not after five days searching and the failed ambush on the Rhino, and foolishly tried to punch the same man that tossed around the Rhino like a dog does its toy. "This too." The man said in a deadpan before tossing away Spider-Girl into the wall of a nearby building.

Compared to what the Rhino did her, that was like landing on a bed of feathers to Spider-Girl. Too bad that this bed also happened to be a sticky web too! "Don't whine, that will only last another two minutes. In the meantime, think hard on what went wrong today and you will save yourself a lot of trouble when you figure it out." And like that, the man in a cloak had vanished with the Rhino who hadn't spoken a word since he was 'fished' onto the pier.

XXXXX

Thankfully for Spider-Girl, it indeed took a couple of minutes for the web gluing her to the wall helplessly had dissolved and she was freed. It was about time, she seriously saw dozens of men see her stuck to the wall and from the looks in their eyes, they had lewd thoughts about it. It was not her fault that her spider bite happened to give her a body that will make a female model jealous. All it does is give her chest pain in her suit and get glares from girls from watching their boyfriends stare at her.

Right now, Spider-Girl really had a lot to say to this man in the cloak with a spider mask under the hood. She really had no idea where he came from or what his deal with doing her job and treating her like a rookie. She graduated from being a Freshman Spider hero a year ago. And she was a proud woman to put her life on the line for her city and those she likes that live in it. Just what did that jerk know about her?!

She had gotten so heated under the covers that Spider-Girl had let it dampen her reflexes a bit and she practically tripped over a loose brick on a ceiling, sending her to fall over the edge. Spider-Girl flinched a bit from the sudden jolt and before she could try to at least grab that same edge, someone had grabbed her by the back of her outfit. "This is a dangerous job, missy. We can't afford to lose our cool, that's for our prey. Just in case you forgot."

Spider-Girl knew that voice and speak of the devil, there he was. "YOU!" She could tell that this man was enjoying this; Spider-Girl could have sworn to see a grin form underneath the mask. "This is the last straw! This is my town and you have no business being here!" She expected to be scolded for being ungrateful or an argument to start like usual between a boy and a girl. Instead,

"Actually, you're right." The figure in the cloak said like it was no big deal. "I am only staying for a bit longer so I wanted to have another encounter, to make a lasting impression. And I keep finding you in the need of help. You better get out more and let some people in your life, being lonely is not the way of success." With that said, the man dropped Spider-Girl on the roof.

"And what do you know about being a hero!? You just wear a mask and a hood!" Spider-Girl was not going to let this down when she let herself being showed up by a man but this one must have guts of steel to not even shiver. She seriously broke the bones in men before for even trying to feel her up with their eyes. "And another thing! Don't treat me like a little kid, am I not woman enough to be a hero!?"

The whole time, the figure was staring at a brick wall that was on the same roof for some reason. Then he turned with his finger on his chin, still covered by his mask. "I am afraid that question is not going to be answered. Because I already packed my things and left my rent to be received. I will be leaving now and you best act like we never talked tonight. Ta!"

The figure then walked right into the brick wall, as if it was a portal! "Wait you!" However, Spider-Girl wasn't going to let a dismissal go unanswered and ran faster than she ever did to try and catch the train too. The good news is that she made it before the doors closed, the bad news is that this train wasn't going to stop at her home world anytime soon. And the whole time, the residents leaving underneath the floor thought it was a pair of late-night workmen and never gave it much thought or notice. One thing is for sure, Spider-Girl or Gwen Stacy won't be seen for quite the while.

End of Chapter 1.

*Hey guys, I got a real surge of ideas for a new story and I actually made this on the day before Christmas! I also have plans to make a another new story but that won't be for another while. Probably not until the new year starts. Like before, flamers will be ignored and some constructive criticism will be appreciated. Thank you!*