The adventures of Spidey and Ariel

by The Whip

This boy name is Spidey a 17 year old teen, armed with a whip, bow and arrow, two different blades, a shield, a guitar, a Ultimatrix, and a Spider-Man Unlimited suit, lives with his bros and friends until one day he disappears into the sea and lost his memory and now he has spider powers like Peter Parker and he meets a certain red headed mermaid and this story has many surprises.

This story was never made until now.

The start of it.

In a town a town known as Motorcity v2 a city mix of nyc and la live three bros their names are Spidey, Altair, Ryder and his friends as follow Ben, Gwen, Kevin, Static, Gear, Rex, Bo & Luke duke, two Bumblebees.

They were having some sparring matches, racing, playing cards but all of a sudden this brown hair girl with purples eyes comes up to the house on the hill beside by the sea she tells the main leader of this team name the Roadburners v2 is Spidey now little information about him he is wearing a Spiderman unlimited suit inside the jacket on the upper body is a black thermal mma elite jacket with a Conner Kenway hooded beak style, wearing a Ultimatrix on the left wrist, wielding a sword of sound a mix of the mystic bullwhip and katana that only three bros wield, the blade of the daywalker, Shield of Triumph and powers of Spider-Man.

She tells Spidey that there is trouble at the seas and they arrive at the seas but there is no trouble at the seas so Spidey asks her "uh dude there is nothing here."

"You fool you have been tricked by the sea witch" she says and Spidey hears that word 'sea witch' so she changes into Ursula the sea witch.

"Well well well so Ursula we meet again" "yes you little rat" "what?" so Ursula grab me by a tentacle warp me like a snake she pulls out a wand and she throw me far, far out at sea she blasts me with that wand "Holy freakin' no!" Spidey says before hitting a side of a rock landing in the ocean and sinking to the ocean floor and finally Spidey lands on the ocean floor a bit of sand moves around as Spidey lands on the ocean floor...unconscious.

About 5 hours later the sunlight shines through the bright ocean blue water Spidey's stuff his hood is removed and his mask also removed by nanotech he was on his back on the ocean floor next to some marine life such as coral and scallops. Spidey's dark brown hair gently and slowly sways around as the water plays with his hair. The sunlight hits Spidey's face and Spidey's eyes twitch while closed.

"Is he gonna be alright?" A boy's voice was heard.

To Spidey's ears the voice sounded fuzzy and is echoed a bit as Spidey was waking up.

"Shhh! You'll wake him up!" A female voice said quietly to the boy.

The female had a beautiful voice. The most beautiful that Spidey has ever heard.

"Ugh...Where...Where the dingo I'm at?" Spidey asks as he reagains his senses.

The female voice and the boy voice gasps that Spidey spoke and was awaken.

"Ariel! There you are! What are you doing?" A male voice cried out to the female.

"Sebastian please keep your voice down!" The boy pleads with Sebastian.

Ariel floats above Spidey's body as Ariel looks at Spidey's face. Ariel gently moves Spidey's hair out of his face.

Spidey finally starts to open his brown eyes. To Ariel gently touch. He sees the beautiful ocean blue water. Then sees a girl floating above him. The girl had red hair with beautiful blue eyes. With a smile on her face. (red hair looks like Mary Jane Waston)

Spidey blinks a couple of times and his vision then becomes crystal clear. He sees the girl and Spidey feels an overwhelming joy build inside him. Spidey smiles as he sees the girl above him.

"Hi there!" Ariel tells Spidey.

Sebastian sees Ariel floating above a boy and Sebastian gasps.

"Ariel! What happened here?" Sebastian asks with concern and walks over to Ariel with his 6 little feet.

"Nothing Sebastian. Me and Flounder found him sleeping on the sand." Ariel tells Sebastian.

Spidey growls "I just have a little headache that's all mate." Spidey says as he rubs his forehead.

Ariel stops floating above Spidey for she sees that Spidey is not in a happy mood. Ariel frowns as she moves away.

Spidey sits up and sees Sebastian on Spidey's right side. Sebastian was on a rock.

"Are you alright?" Sebastian asks Spidey with concern.

Spidey eyes widen as he sees a talking crab screams in disbelief as he see a talking crab. Spidey shuffles away from Sebastian backwards and then bumps into something. He turns around and sees a yellow fish with blue fins and 4 blue stripes on his back.

"Hello!" The boy fish greet Spidey with a cheerful tone.

Spidey's eyes widen as he screams again and shuffles across the sand in the ocean floor backwards. Spidey then bumps into Ariel.

Ariel puts her hands gently on Spidey's shoulders.

"Are you alright?" Ariel says with concern and she puts her face near Spidey's frighten face.

Spidey and Ariel's face was just 1 foot apart from each other.

"No! I am not alright! Can't you see talking animals or is it just me?" Spidey asks with a frigthen tone.

"Well yes, hello? Your going to see talking sea animals in the ocean." Ariel tells Spidey with a grin.

"You are one strange merman." The yellow fish tells Spidey.

"Oh, Flounder don't be so mean." Ariel tells the yellow fish.

Spidey stops looking at Ariel and looks at Flounder. Spidey was still siting on the ocean floor.

Then abruptly Spidey gets a confused face.

"Wait...Did he just say merman?" Spidey asks in disbelief.

Flounder looks at Spidey as if Spidey was werid.

"Uh...yeah." Flounder says hesitantly.

Ariel swims in front of Spidey and plays with Spidey's tail fins. She gently tugs on them.

"Yeah silly merman." Ariel says playfully with a chuckle.

Spidey's eyes widen as he sees Ariel is a mermaid and the sight of his own tail fins.

"If your a mermaid, and your a fish, and your a crab then that means we are underwater!" Spidey exclaims as he looks up to the water's surface. It shined with beauty.

Spidey's lower fish body was black. His main lower was black with the sides are red and his tail fins was transparent with a tint of blue. Also outer fins around his hip were a transparent with a tint of triple color of black, red and blue. He still had his mma black jacket on and Spiderman unlimited suit under his jacket.

"What in the world?" Spidey says as he tries to get up but finds out that he can not control his movements. He tilts to one side and the other side.

Spidey tries to swim moving his arms in freestyle stroke. But Spidey finds it difficult to move anywhere in the water. Spidey then ends up being upside down. He crosses his arms arms across his chest. Floating in the water like a rag doll. Spidey groans and gives up trying to swim.

Ariel and Flounder giggles to themselves.

"What are you doing?" Ariel asks with a giggles and swims over to be next to him.

Spidey watches the beautiful mermaid effeortless swimming. Everything seemed upside down to him since he was upside down. Spidey watches Ariel's tail fin go up and down. Ariel stops in front of Spidey's face. Her face near his. Spidey sees Ariel's face upside down.

"You still don't know how to swim?" Ariel asks with a hint of concern in her voice and put her hand on her hip.

Sebastian ponders in his head as he looks at Spidey.

Flounder was next to Sebastian.

"I...I guess not...and I don't know how to flip my self up right again." Spidey tells Ariel with a hint of embarrassment. Spidey looks away.

Ariel looks at Spidey and smiles.

"Well I can teach you. But under one condition." Ariel says and then puts a sly face.

Spidey gives Ariel his undivided attention.

"What?" Spidey asks Ariel.

"You have to tell me your name! I am Ariel." Ariel says with delight and a smile.

Spidey smiles.

"My name is!..." Spidey says with a smile but then frowns at the end of his sentence.

"What's wrong?" Ariel asks with concern.

"I...I don't remember my name." Spidey says sadly and looks at his chest with his eyes.

Ariel frowns. She really wanted to find out his name.

"Oh..." Ariel says sadly.

"Where are you from merman?" Sebastian asks Spidey with curiosity after a long time of observing Spidey.

Spidey is still upside down. He looks at the sand below him.

"Um..." Spidey simply says but then tightly closes his eyes in frustration.

"I can't remember!" Spidey says in frustration.

Ariel frowns and flips Spidey over right side up.

"It's ok! Don't worry." Ariel reassures Spidey with half a smile.

Spidey blushes as he feels Ariel's soft, small hands on his waist.

Ariel turns him right side up and Spidey just floats there.

"Do you know who your parents are? Maybe the sea king can help you find your parents and then they can identify who you are!" Flounder tells Spidey with a smile.

"That's a great idea Flounder!" Ariel turns to face Flounder. And she tells Flounder with a smile.

Spidey faces turns concerned. 'Sea King... why does that sound so unfamiliar?' Spidey thinks in his head.

"I guess that would help." Spidey says.

"Well before we go. Why when you surprised of being a merman?" Sebastian asks Spidey with concern.

"Because I don't have any memories of being a merman before." Spidey simply tells Sebastian.

"My goodness boy we need to get you to a doctor." Sebastian says and turns to face the direction of Atlantica.

"Ariel, Flounder let's go. Let's see if the sea king can do anything for this unfortunate merman." Sebastian says and leaps and starts to swim with his arms like a freestyle stroke.

Ariel and Flounder swim right after Sebastian.

Spidey sees them swim away and Spidey tries to swim after them.

He tries to move his tail fin just like Ariel does. But he just looks awkward doing so.

"Umm a little help here would be great mate." Spidey says out loud to Ariel, Sebastian and Flounder.

Ariel, Flounder and Sebastian stop swimming and turn to see the struggling Spidey.

Ariel giggles.

"You guys go right ahead. I think the merman needs a one on one swimming lesson." Ariel tells Flounder and Sebastian.

Sebastian frowns defianlty and he swims over to Ariel's ear.

"Ariel I don't trust him. I mean what type of merman his age doesn't know how to swim? I am telling you. This has Ursula written all over it! He's been cursed to not swim. What is the curse rubs off on you! Let's let the sea king deal with him." Sebastian whisper to Ariel's ear.

Ariel definantly looks at Sebastian. "Well I don't think so. I will make sure he gets to my dad." Ariel tells Sebastian and quickly swims away to Spidey.

Sebastian sees Ariel swim away and he groans. "Ugh. That girl needs to listen to her elders more often." Sebastian says in defeat that he couldn't get Ariel to listen to him.

"Let's go Flounder." Sebastian simply says and swim towards Atlantica.

Flounder sees Sebatian swim away. He looks back at Ariel then turns back to Sebastian and hesitantly swims away with Sebastian.

Ariel reaches Spidey. Spidey still struggles to swim like Ariel.

"So..merman first of all. What is that thing you have on your body?" Ariel asks referring to Spidey's black mma jacket.

Spidey stops trying to swim and floats horizontally unable to control himself. He looks at his jacket.

"Umm it's my jacket." Spidey simply says.

Ariel blinks a couple of times confused.

Spidey sees Ariel's confused eyes.

"A jacket is what keeps me warm when it's cold." Spidey explains to Ariel still floating horizontal.

Ariel smiles. "Well it's not cold here so take it off. Besides your jacket is not helping you swim at all." Ariel tells Spidey.

"Alright." Spidey says and takes off the jacket and warps it around his waist and the Spidey suit takes it in.

Spidey and Ariel then look at each other. Spidey was slowly going upside down again.

Ariel giggles and flips Spidey vertical once again. Spidey blushes and looks away and scratches the back of his head in embarrassment.

"Thanks" Spidey says with a hint of embarrassment in his voice. Spidey looks away.

Ariel smiles. "Your welcome...So what's that on your chest?" Ariel asks Spidey referring to his black long selvee shirt.

"Oh this is my shirt." Spidey tells Ariel.

"Well it's gotta come off as well." Ariel tells with a friendly smile.

Spidey eyes widen a bit. He was embarrassed to take off his shirt in front of a girl. But Spidey obeyed and takes off his shirt exposing his upper part of the Spiderman unlimited suit with the web cape on his back.

Spidey drops his shirt onto the sand floor and exposing as well the spider symbol. Ariel eyes widen a bit. She was pleased with what she sees. Ariel closely examines Spidey's suit in awe. Her face just a feet away from Spidey's abdomen.

"Wow..." Ariel quietly says to herself.

Spidey looks down at Ariel with a confused face.

"Umm..." Spidey says unsure what to says.

Ariel hears him and quickly stands up again.

"Sorry." Ariel says and looks away. She nervously combs through her hair with her fingers.

Spidey does a reassuring smile. "It's alright." Spidey says with a smile.

Ariel stops combing through her hair and looks at Spidey in the eyes. She smiles back.

3 seconds of silence past by.

"Umm, so let's begin!" Ariel says with delight and swims in circles around Spidey.

Spidey watches Ariel swim around him.

"Maybe you learn by just watching? Watch me swim and then you try to do what I am doing." Ariel explains to Spidey as she swims around Spidey in multiple circles.

"I'll try." Spidey says and he starts trying to swim. His back arches to an extreme angle up and down.

Ariel sees Spidey try to swim she stops swimming around Spidey and Ariel laughs. Spidey stops trying to swim and listens to Ariel's beautiful laugh. His face is in total awe as he listen to Ariel's sweet laugh.

A smile slowly appears on Spidey's face.

"Sorry...I don't mean to laugh.." Ariel says as she stops laughing.

"No It's ok. I ...I think your laugh is cute." Spidey tells Ariel with a hint of embarrassment.

Ariel was taken aback by Spidey's compliment. Ariel smiles sheepishly.

"Well... since that didn't help maybe I have to explain further more how to swim." Ariel says.

Ariel begins to swim in circles around Spidey. Spidey watches Ariel swim around him.

"Move your tail fin up and down while slightly bending your back. In a smooth motion. Remember, don't push against the water. Move with the water." Ariel explains to Spidey while swimming in circles around him.

Spidey closes his eyes and sighs. He then open his eyes with determination.

"Okay then." Spidey says determined and follows Ariel's instructions.

Spidey then actually looks like a real merman. Swimming like a natural now.

"Your doing it! Your swimming!" Ariel exclaims with delight.

Spidey smiles and swims effortlessly around Ariel.

"Wow! I never knew I had it in me." Spidey says with delight.

Before you know it Spidey is doing front flips and back flips while swimming. He twirls in excitement.

"Look at you! Your a natural!" Ariel says with a smile.

Spidey smiles. "Yee haw!" Spidey yells out exicted and swims as fast as he can.

Ariel then gets surprised that Spidey just learned how to swim and Spidey is faster than Ariel.

"Wow! Your fast learner and your fast!" Ariel tells Spidey.

Spidey swims over Ariel and then under Ariel and then Spidey stops swimming and he floats in front of Ariel.

Spidey smiles and looks down at her because he was taller than Ariel.

"Yeah I know right?" Spidey says.

Ariel grins. "We better go see my dad." Ariel says with a friendly smile and swims towards Atlantica.

Spidey watches Ariel swim away. He then looks down at the shirt still on the ocean floor.

He then see tiny print on the shirt. 6 letters were on the front of the shirt.

It spelled out 'S-P-I-D-E-Y'.

Spidey squints as he tries to read the fine print.

"Spidey..." Spidey says to himself trying to sound out the letters.

Spidey's eyes widen as he then remembers his very name.

"Ariel!" Spidey calls out to Ariel and Spidey quickly swims over to Ariel.

Ariel stops swimming and turns to look at Spidey.

"Yes?" Ariel asks.

Spidey floats in front of Ariel.

"I know my name now." Spidey says to Ariel.

Ariel's face lights up with delight. "Really? What is your name then?" Ariel asks Spidey.

Spidey smiles. "My name is Spidey." Spidey tells Ariel.

Ariel smiles with delight. Ariel is happy to know Spidey's name.

"Great!" Ariel says. "Now I can't stop calling you merman." Ariel says and giggles.

Spidey chuckles. "That would be nice to stop callin me that." Spidey says.

Ariel giggles and swims towards Atlantica.

Spidey swims beside Ariel. Ariel's hair sways in the water. So does Spidey's web cape.

20 minutes of swimming and all of a sudden a female mermaid zooms past Spidey.

The mermaid catches Spidey off guard and Spidey's eyes widen.

"Whoa!" Spidey says as he watches the mermaid swim away.

"Was that a other..." Spidey says.

"Mermaid?" Ariel says finishing Spidey's sentence.

"Yes it was. Welcome to Atlantica." Ariel says and gestures over to Atlantica.

"Whoa..." Spidey quickly says quietly in awe.

Ariel giggles and swims towards the city.

Spidey soon after follows Ariel into the city.

Spidey sees the different mermaids and mermen into the city. Spidey looks amazement at the city's beauty.

Spidey swims beside Ariel. His web cape sways in the calm salty waters. He looks at his surroundings in total amazement. He was in the incredible underwater city of Atlantica. Ariel watches Spidey's amazement to the city. Ariel giggles at Spidey's amazement. It was as if a little boy was in awe to see something so magical. But to Ariel, it was just ordinary. She was used to swimming around the city. She lives in the kingdom of Atlantica.

Ariel still leading the way slowly swims to the castle where she lives. Spidey watched the different mermaids and mermen swim all around him. In Atlantica there were also streets filled with dolphins were like horses on land. They swam taking the mer people places. The mer people that were controlling the dolphins were on chariots of shells. They sat in it. The shell was tethered on the dolphins.

The dolphins were happy to help the mer people any way they can. Spidey and Ariel reach a cross swim [cross walk]. Ariel stops swimming and waits at the corner for the traffic to clear up. Spidey bumps into Ariel. He wasn't looking forward. Instead he was watching his surroundings. Ariel gently is shoved foward by Spidey's push. Spidey sees he's bumped into Ariel.

Ariel turns to jokingly glare at Spidey. Ariel puts her hands on her hips.

Spidey looks at Ariel and smiles nervously. "Hehehe... Sorry." Spidey apologizes to Ariel.

Ariel lets go of her glare and smiles and giggles. "It's alright. Just look where you're going next time." Ariel tells Spidey.

Spidey grins in agreement.

Spidey then sees ahead of him and watches the zooming traffic pass by. All sorts of sea animals and mer people on shell chartiots speed past Spidey and Ariel. Some carried cargo with them. Others were in a rush to places. Spidey then looks at Ariel and chuckles.

Ariel looks at Spidey. "What's so funny?" Ariel asks Spidey a bit confused.

Spidey chuckles some more.

"Why are we waiting here? When we can just swim over them." Spidey tells Ariel with a hint of amusement.

Spidey then swims up and over the zooming traffic.

Ariel's eyes widen as she tries to stop him.

"Wait! Spidey it's not safe!" Ariel urges Spidey trying to keep her self calm. She reaches for Spidey's tail fin trying to pull him back to safety.

"Relax. I got everything under control." Spidey tries to persuade Ariel as he takes his time swimming over the traffic of mer people and sea animals below him.

5 serconds pass and a merman is seen zooming towards Spidey.

"WATCH OUT!" A merman yells at Spidey with widen green eyes.

Spider sense...

Spidey gets startled by the loud and sudden sound of the merman but also feels a tingling in his head. He turns to look at the merman. The merman was a shell chariot transporting sporting gear. One of the gears were a bunch of spears. With the sharp end aimed right at Spidey.

Spidey's eyes widen gritting his teeth in fear and Spidey freezes in total fear.

Ariel sees Spidey and gasps. Her eyes widen as she sees Spidey in danger. Ariel makes the brave move and brust towards Spidey and pushes Spidey out of the way of the spears. Spidey and Ariel make it to the other side of the cross swim and Spidey lands on top of Ariel.

Ariel sees Spidey on her and sighs. Relieved that Spidey was alright.

Spidey looks at Ariel and sighs. He was glad to be alright.

"You...you saved my life." Spidey tells Ariel in astonishment.

"Spidey you have to be careful... I warned you not to go, but you still did!" Ariel cries out. She was still upset Spidey didn't listen to her.

"I'm sorry I'm sorry!" Spidey apologizes sincerely to Ariel with a small sincere grin.

Spidey gets off of Ariel and floats up straight. Spidey offers Ariel his hand to help Ariel up.

Ariel smiles at Spidey and takes his offer and lifts her self off the sandy ocean floor. She miss judges her strength and gets super close to Spidey's body.

Ariel's body and Spidey's body were touching each other. Spidey and Ariel look into each others eyes in passion.

Spidey's Spiderman unlimited suit chest touches Ariel purple bra seashells. Spidey holds Ariel close to his body in his arms.

All of a sudden a sound was heard. It sounded like a trumpet.

The sound catches Spidey and Ariel by surprise as they look around for the source of the sound.

Ariel recognizes the trumpet and quickly swims towards the sound.

Spidey has an idea in his head so rises his right wrist and shoots out a web line to swing on it. Spidey didn't want to lose Ariel in the crowd of mer people so he makes sure the sights and sounds of the city do not distract him as he swings overhead of the mer people to catch up with Ariel.

"We're here!" Ariel says with delight as she looks at the structures in front of her. Ariel floats in front of the structure.

Spidey looks at Ariel and stops web swinging jumps off of the web line. He then looks at what Ariel was looking and smiles in awe.

"Cool museum!" Spidey says with delight.

Ariel giggles and closes her eyes as she shakes her head in disagreement.

Ariel opens her eyes and looks at Spidey with a smile. "This isn't a museum. This is the castle in which my dad lives in." Ariel explains to Spidey with happy tone.

Spidey eyes widen a bit and he shrugs his shoulders as he closes his eyes. He then looks at Ariel without turning his to face her. He looks at her with his eyes. "Sorry." Spidey apologizes and grins as he tilts his head to the side towards Ariel a bit. Cause his hair to sway with his head movements.

"It's alright." Ariel simply says with amusement and swim towards the front door.

"Your dad must be rich." Spidey tells Ariel as Ariel swims away.

"Yeah you can say that." Ariel tells Spidey still swimming foward.

Spidey swims following Ariel. Ariel and Spidey pass by two mermen guards. They had seashells armor on and a pitch fork. They intensely looked in front of them. They didn't move an inch and floated up straight completely still.

Ariel swam ahead and past the two guards and into the castle. But Spidey was fascinated by the guards total attention to whatever was ahead of them. Spidey stayed and looked at the guards in the face and Spidey's face was only 1 feet away from each other. Spidey pouts at the guard trying to imitate the guard's facial expression. Spidey's lower lip puckers out a bit and Spidey's eyes get half way closed just the guard's serious facial expression. He then floats beside the guard and mimics the guards body and facial expression. After 3 seconds of holding the pose Spidey the floats in front of the guard once again.

Seeing that Spidey failed to make the guard annoyed or angry so Spidey then tries out trying to make the guard laugh. Spidey does silly faces. He sticks out his tongue and crosses his eyes and then puckers his lips together like a fish's mouth.

"I am a guard and I just sit here and do nothing alllll daaaaay looooong." Spidey says lowering his voice mockingly to the guard trying to sound like the guard.

Ariel laughs a bit as she hears Spidey. Ariel then comes into view. "Come on silly!" Ariel says with a chuckle and grabs Spidey by the arm and pulls him away from the guard. Spidey chuckles as Ariel pulls him away.

Ariel swims and leads Spidey to the main throne room where her father was at. On the way to the throne room, Ariel leads Spidey through the hallways of the castle. The castle was paved with beautiful tile. With a theme of aqua marine colors. It had a intricate pattern through out the hall way. The hallway walls were a marine green. The walls had painting after painting of important people that served through out the years in the kingdom. Even marine animals were in the paintings. Fishes, crabs, star fishes and much more. Sebastian was in one of the paintings.

Spidey looks at each of the paintings that he passes by. He looked at each one with interest.

Until all of a sudden an applause was heard within the throne room. It caught Spidey by surprise and gently pulls his arm out of Ariel's grip. The swift movement causes some bubbles to escape. Spidey and Ariel stop at a door at the end of the hallway.

"There's mer folk in there" Spidey simply asks Ariel.

"Thank you, Thank you...please have a nice day." A male voice was heard from within the throne room. The voice sounded old but not weak.

Ariel gasps in excitement. "That's my dad!" Ariel says with delight and opens the door. Spidey follows Ariel into the throne room. He wasn't afraid. Spidey just didn't know what to expect.

"Let's sit here Spidey!" Ariel urges Spidey with a delightful smile.

Spidey smiles and agrees. He sits beside Ariel on a makeshift seat. The seat was a clam. The clams had their mouths opens so the mer people may sit in them.

"Thank you all for coming." The old voice was heard once more. He was dismissing everyone out of the throne room.

Spidey lays his eyes on the voice's source. He sees a old merman. With a golden crown on his head. His hair was white and he had a long white bread. His lower fish body was a turquoise blue and his tail fins were transparent with a tint of turquoise in them. His fins around his hips were a transparent with a tint of turquoise in them as well. He had a golden trident as a weapon. It was gold and it looked powerful.

"Who's that?" Spidey asks Ariel as he puckered his lips just a bit and raises his eye brow. He turns his head to look at Ariel.

"That's the sea king." A boy's voice was heard from behined Spidey.

Spidey gets startled and quickly turns his head to look at the source of the sound.

"Oh hi Flounder!" Ariel greets Flounder.

"Don't sneak up on me like that again man." Spidey warns Flounder seriously.

Flounder frowns "I'm sorry didn't mean bother you." Flounder tells Spidey sadly.

Ariel leans over Spidey and plays with his hair. "Oh Spidey don't be such a grumpy fish." Ariel tells Spidey with a smile.

Spidey leans back a bit embarrassed. Ariel's seashells bra touches Spidey's right arm and Spidey blushes.

"Umm..." Spidey says unable to talk out of embarrassment. His face flushes red.

Ariel didn't know her seashell bra was on Spidey's arm.

Flounder giggles at Spidey's reaction to Ariel leaning over him.

"Ariel!" The sea king voice calls out to Ariel.

Ariel quickly looks at the sea king.

"Daddy!" Ariel greets the sea king and swims over to the sea king.

Spidey and Flounder watch Ariel swim to the sea king and greet him.

"Where have you been?" The sea king asks Ariel.

"Dad I playing with Flounder and Sebastian was supervising us until I spotted a merman on the ground sleeping." Ariel explains to the sea king.

Before the sea king could say another word Ariel continues her explanation. She animatedly explains to her father.

"I thought it was kinda odd for a merman to be sleeping on the ocean bottom only 100 feet away from the shore and only 100 feet below the surface so I wanted to make sure he was ok. Like you know...not harpooned or his tail fins weren't cut off by humans." Ariel explains to the sea king. As she cringes at the words she spoke out 'tail fins cut off'.

Spidey and Flounder listen to Ariel's conversation with the sea king. Spidey eyes narrow a bit as if he had something in his mind. 'Human... why does that word seem so...interesting?' Spidey says in his mind with a concerned face. His eye brows were a bit narrow.

"But I found out he's alright! I even taught him how to swim and...!" Ariel tells the sea king but was interrupted by her father.

"Taught him how to swim?" The sea king says with curiosity.

Ariel bites her bottom lip as if she regretted saying that.

The sea king looks over to Spidey.

"Young merman come here." The sea king orders Spidey.

Spidey passively looks around him to see if the sea king was talking with him or another person.

Spidey then points to himself. "Me?" Spidey asks.

Flounder quietly chuckles.

"Yeah! Your the only merman in this room besides the king." Flounder tells Spidey and pushes Spidey off his butt and Spidey in result floats towards the sea king. Spidey was surpirsed by the push and he looks over his shoulder at Flounder and glares at him. Flounder does a nervous smile.

"What is your name?" The sea king asks Spidey with a curious tone.

Spidey hears the king talk to him. Spidey then looks up at the sea king. "I'm Spidey." Spidey answers the king with a stern tone.

"Spidey huh? Well.. ok then Spidey, how old are you?" The sea king asks Spidey.

Spidey looks up at the sea king.

Spidey looks away with a smug face. "Well... I am basically 17. I mean my birthday is only in 3 days so...yeah..." Spidey answers the sea king smugly and scracthes his chest. He then looks at the king with a little smug smile.

"So your 16 now." The sea king asks Spidey with a stern tone.

Spidey smiles. "Yes sir!" Spidey tells the sea king with delight.

The king raises his eye brow at Spidey's expression and answer.

"So why a merman of your age doesn't know how to swim?" King Triton asks defensivily.

Spidey frowns. "I don't know. I just woke up on the ocean floor with my robes on and.." Spidey explains as he looks away and shrugs his shoulders but is interrupted by King Triton.

"Wearing some robes? I never heard such thing. and if I the sea king haven't heard of it. then it doesn't belong in the ocean!" King Triton tells Spidey with a angry tone. King Triton wasn't happy with Spidey's explanation.

Spidey swallows hard and looks away glancing a couple of times at the sea king.

"I'm sorry? Look! I wish I can explain but I simply don't remember! I woke up in the sand never learning how to swim until Ariel showed me." Spidey explains to King Triton and urges him.

"And you didn't know how to swim until my daughter taught you?" The sea king asks Spidey.

Spidey sighs lets go of his defensive tone. "Bingo." Spidey simply answers the sea king.

"Hmm... interesting." The sea king says mostly to himself.

"Spidey, I advise that you address me as 'your majesty' or 'king Triton' am I clear?" King Triton asks Spidey with a stern tone.

Spidey sighs "Got it, King Triton." Spidey tells the king.

King Triton then faces Ariel. King Triton was about to speak with Ariel until Ariel beats the sea king to it.

"Dad wait! Please can you help him? He lost some of his memory and his parents. I was thinking you could help him." Ariel pleads with her father.

"Hmm? Lost his memory?" King Triton says.

"Yes! Please can you help me?" Spidey asks king Triton.

King Triton turns to face Spidey.

"Where are you from?" King Triton asks Spidey.

Spidey looks down at the sand beside him. Spidey lets out a sad sigh. "I don't remember." Spidey tells King Triton. Spidey looks up at the King Triton once again.

"All I could remember was me waking up about 5 hours laters on the sand. Ariel woke me up." Spidey continues.

"Well maybe we can see if your parents are in the kingdom of Atlantica. They should be useful in restoring your memory." King Triton tells Spidey.

Spidey smiles "That'll be great!" Spidey says with delight to King Triton.

King Triton nods in Agreement. King Triton then faces Ariel once again.

"Ariel it's getting late. Let's head off to bed." King Triton tells Ariel and slowly swims away from Spidey. King Triton puts his arm on Ariel's back taking her with him and away from Spidey.

"Spidey.. come back tomorrow morning." The king tells Spidey as he swims away with Ariel in his arm.

Spidey frowns as he watches the sea king take Ariel away from Spidey. Spidey wanted to say something. But his words gets stuck in his throat. Spidey let's out a sigh giving up on telling the King something and Spidey hangs his head and looks at the sandy floor.

Ariel looks back at Spidey. Ariel frowns as she sees Spidey in the dim lighting of the room. The only light came from the full moon. The moon's light illuminated the room through the throne's windows. The windows didn't have glass. The windows were simply holes on walls.

"Dad wait!" Ariel urges her father and swims over King Triton's arm and to Spidey.

Spidey lifts his head and looks at Ariel attentively.

Ariel floats behind Spidey and puts her hand on his shoulders. Spidey turns his head looking at Ariel. Ariel's head was beside Spidey's head.

"He doesn't have a place to stay. Can he stay with me?...My room is huge! So.. So is my bed..." Ariel asks her father. Ariel hides her head behind Spidey's head as she blushes and quietly says 'so is my bed'.

Spidey's eyes widen surprised at Ariel's suggestion that Spidey can sleep with Ariel in the same bed with her. Spidey imagines Ariel and himself in the same bed under the sheets a intimate moment. Caressing each other and kissing each other. Spidey's heart beats gets faster and he gets goose bumps all over his arms at the thought.

King Triton eyes widen then quickly relaxed as he listens to Ariel suggests that Spidey sleep with her in her bed room and in her bed with her.

Ariel shows her head once again. Her head was beside Spidey's head once head again. Ariel rests her chin on Spidey's shoulder.

"Thank you Daddy!" So in that Ariel drags Spidey to her bedroom she tells Spidey to wait for in her bed and Spidey swims to the side of the bed he just jumps up on to the bed and wait for Ariel.

Ariel brushes her hair and swims to her bed side throws her self onto the bed. But slowly sinks as she gently lands onto the bed.

Ariel let's out a dreamy sigh and grabs Spidey and hugs him tightly against her body Ariel giggles at this.

Ariel closes her eyes hugging Spidey close to her body. She cuddles with him and closes her eyes and so does Spidey. Ariel and Spidey slowly drifts to sleep. Ariel dreams about Spidey resting in the bed with her. Spidey rests his head on his hand. His hand holds his head up and Spidey is on his his side facing Ariel. Spidey does a smug smile while his blue tail fins sways back and forth gently.

"Ariel... your name is so pretty just like your eyes." Spidey tells Ariel. His voice echos.

Ariel smiles and tilts her head away from Spidey a bit in embarrassment. Spidey uses his free hand to guide Ariel's face to face him.

Spidey smiles sincerely.

Ariel loved that about Spidey. His sincere smile. Ariel smiles with joy.

Spidey leans over and slowly closes his eyes.

Ariel does the same until all of a sudden the doors slam open and a dark, round ominous figure appears.

Spidey and Ariel look at the figure in fear.

"Not so fast there merman! Or should I say human!" The figure tells Spidey and zaps Spidey.

The zap causes Spidey to scream and his scream becomes muffled by bubbles as his lower fish body splits in two and Spidey has legs.

Ariel looks at Spidey in horror. She sees that Spidey was human the entire time. He had no tail fin but two legs and feet!

Spidey looks into Ariel's eyes with fear as he struggles to breathe. Spidey frantically tries to find a way to get some air into his lungs.

"SPIDEY!" Ariel cries out in horror.

Ariel and Spidey wakes up from her terrifying nightmare. She was still holding Spidey close to her body. Spidey asks Ariel what's wrong so she tells him if he was human in her dreams and he says 'no' Ariel sighs in relived and closes her eyes and falls back to sleep.

Spidey had a dream that he had a device on his left wirst was called the Ultimatrix and that's happen the Ultimatrix shows up on his wrist and Spidey says "whoa" and he goes back to sleep.

A round ominous shadow rest on Ariel's and Spidey's sleeping bodys. The shadow growls in disappointment and it disappears with it's 8 limbs following it.

The next day...

It was the next day. In the ocean the sea horse were nieghing, the fish were happy and swimming about, the turtles swam in utter happiness as well. From underwater everything seemed magical and special. The sun shined down from the sky and into the ocean. Giving the underwater enviroment that beautiful blue color.

In outer space...

A certian rocket was flying in space this rocket was holding a dog a white dog was name Krypto the superdog he was a little puppy at the time until he chewed somes wires and caused the ship to driving right into earth.

In the ocean...

Spidey lays in the queen size bed in Ariel's bedroom. He was sleeping on his side. Ariel's bed was beside the windows, so the sun's light shined through and hit Spidey's face and partially his body. Spidey's eyes twitch as he grunts at the sun's blinding light. Spidey slowly opens his eyes and sees the water's blue surface glimmer with beauty. Spidey lets out a big yawn, he opens his mouth wide. As he yawns he stretches his body. His arms all the way down to his tail fin stretch. Spidey lets go of his stretch and his body's tension releases. Spidey sighs pleased with his stretch and he postions himself to sit on the side of the bed. Spidey pushes himself off the bed and Spidey floats. He slowly to a large mirror. He then looks at himself with curiosity. He looks at his Spiderman unlimited suit chest spider symbol. His upper human part of him and then he looks at his tail fin. His fish like part of him. He postions his tail fin to be in front of his body.

"Hmm.." Spidey simply says as he looks at his blue transparnet tail fins.

Spidey's stomach then growls. Spidey turns his attention to his stomach and he puts his hands on his stomach.

"Looks like I better get some grub." Spidey tells himself and swims to the door.

He opens the door and pokes out his head as if he was being sneaky. He quickly turns his head to the right and looks down the hallway and nobody was there. Spidey then quickly looks to the left and looks down the hallway. He doesn't see anybody there either.

"Looks like the coast is clear." Spidey says and quickly swims out of her room. He is sure to be sneaky.

'I wonder where the kitchen is.' Spidey asks himself within his mind. Spidey swims through the hallways.

Spidey then hears voices down the hallway. Spidey quietly gasps and looks up at the ceiling swims up and sticks to the ceiling and hides there. "Spidey? Spidey! Ugh where is that boy?" A male voice calls out to Spidey.

Spidey then peers his head to looks down the hallway. It was Sebastian calling Spidey. Sebastian was walking on his 6 little legs. Spidey sighs and unsticks from the ceiling and makes himself visible. He floats in front of Sebastian.

"Ah there you are Spidey. I was looking every where for you." Sebastian tells Spidey.

Spidey grins. He doesn't show his teeth. "Do you know where I can get some grub? Because I am starving!" Spidey asks Sebastian impatiently.

"Hmph! Good Morning to you too." Sebastian tells Spidey sarcastically as he narrows his eyes and puts his claws on his hips.

Spidey chuckles. "Good Morning Sebastian." Now Spidey asks Sebastian with a smug smile. He sinks to Sebastian's eye level.

"That's why I was looking for you! We are all in the dinning hall about to have breakfast." Sebastian tells Spidey.

"Now hurry up and follow me. Ariel and the sea king are already there." Sebastian tells Spidey and turns around to go the dinning hall. Sebastian leaps and swims towards the dinning hall. He swims with his arms like a free stroke technique.

Spidey smiles. "Oh Ariel's there! Why didn't you say so?" Spidey says happily and quickly follows after Sebastian.

Sebastian rolls his eyes "teenagers..." Sebastian scoffs out.

Spidey looks beside him as he follows Sebastian. He sees through the windows of the wall. He sees different mer people swimming about. Spidey smiles pleased with the sight.

2 mins later Sebastian and Spidey make it to the dinning hall. Spidey looks at the large table before him. Ariel was sitting beside her father. She and her father were waiting for the breakfast to come out. Spidey then sees Ariel and smiles.

"Ariel!" Spidey calls out happliy and swims over to over her.

Ariel hears her name and sees that Spidey called her. Ariel smiles and waves to him.

"Hi Spidey! Sit here!" Ariel tells Spidey and pats the seat next to her.

Spidey smiles and swims to the ground dance a little to the right and jumps up to the seat and sinks to next to Ariel. Spidey then finally lands with his butt on the seat. All of a sudden a seahorse proudly enters the dinning hall. He had a purple ring around his neck. He was one of the king's heralds.

"Your breakfast is served, your majesty." The sea horse says with grace and bows to King Triton.

4 Mermen with plates fulls of food enter the dinning hall and place King Triton, Ariel, Spidey and Sebastian's food in front of them. "Thank you guys!" Ariel thanks the chefs that were the mermen. She gives them a friendly smile and gives them the thumbs up.

One of the mermen smile and slightly bow to her. "It's our pleasure Princess Ariel." The merman tells Ariel and swims away. The rest of the mermen soon follow and escape from sight. The sea horse follows the mermen chefs and they disappears from sight as well.

Spidey looks down at his plate. "Umm...what's this?" Spidey asks Ariel.

"It's fish." Ariel tells Spidey.

Spidey has a confused face. "Mer people eat...fish?" Spidey asks skeptically.

"Not to worry Spidey. The fish die of old age not by our hands." Ariel tells Spidey calmly.

"Not like those good for nothing humans!" King Triton says angrily.

Ariel sighs as if she has heard her father's story about humans many times before. Ariel quietly eats her breakfast.

Spidey's eyes narrow as if he was focused on something. "Human..." Spidey says.

"King Triton...can you tell me more about these so called 'humans'?" Spidey asks King Triton with curiosity.

"You mean you don't know?" King Triton asks surprised with Spidey's question.

"Humans!... They don't have fins. They have feet! They are wild savage beasts! They kill fish just because they want to. That's why it's dangerous for mer folk to be within 100 feet of the shore and 100 below the surface. That's why we stay away from shore and we are deep in the ocean. Away from any so called 'fishing hooks'! Why they are greedy good for nothing barbarians! If those wild savages ever comes near my daughter why I outta!..." King Triton tells Spidey with a hint of anger in his tone.

"Please your majesty...calm down." Sebastian assures King Triton as he eats his salad.

King Triton listens to Sebastian and then takes a bite out of his fish as he settles down.

Spidey ponders a bit at what the King tells him. Spidey eyes narrow as he thinks hard. It was as if everything was coming back to him. He just couldn't home in on it though.

"Spidey eat up. Or the plankton will eat of your food. Didn't you say you were starving" Ariel teases Spidey mocks Spidey as she says the word 'starving' Ariel then giggles at her boy voice trying to imitate Spidey's voice.

Ariel breaks Spidey's train of thought and Spidey looks at her. After 2 seconds Spidey smiles.

"Yeah. I was starving!" Spidey says and grabs a fork and digs in into his fish.

20 mins of eating everyone was done. King Triton wipes his mouth with a napkin. So does Ariel and Sebastian.

Spidey sees King Triton, Sebastian and Ariel wipe their mouths with a napkin and Spidey does the same imitating them.

"Spidey let's go. The kingdom is waiting for you and me." King Triton tells Spidey. King Triton gets up and swims away.

"Huh? Who is waiting for me?" Spidey asks skeptically.

Ariel chuckles grabs Spidey's hand.

Spidey feels Ariel's hand on his. Spidey smiles without showing his teeth and interlocks his fingers with Ariel's fingers. Ariel notices and gasps as she looks at Spidey. Ariel then smiles pleased with Spidey's move. Ariel and Spidey follow the sea king. Sebastian sees Ariel and Spidey holdings hands behind the Sea King's back. Ariel and Spidey swim over Sebastian following the sea king. Sebastian narrows his eyes for he was not pleased with what he was looking at.

"Ok you two, break it up." Sebastian warns and orders Ariel and Spidey. Sebastian leaps as he attempts to pinch Spidey's hand. Spidey was minding his own business but his spider sense kicked in he pulls his hand out of Ariel's hand and Spidey did the unexpected thing and guess what?

He webbed Sebastian up.

"Hey watch it you!" Spidey tells Sebastian in a deep but nasty tone.

"I got my eye on you boy." Sebastian tells Spidey and cuts his way out of the webbing and swims behind Spidey and Ariel keeping a close eye on them.

Spidey sighs disapponited that he couldn't hold hands with Ariel. Ariel giggles and looks forward.

In the distance cheering was heard. Ariel, King Triton and Sebastian knew this sound all too well. But to Spidey he had no clue what it was.

"What is that sound?" Spidey asks King Triton.

"That Spidey, is the entire kingdom of Atlantica." King Triton tells Spidey as he opens the doors. Letting the bright light of the sun shine of Spidey's face. Spidey squints as he struggles to see. They were now in a balcony.

The cheering is now a lot louder and Spidey sees a thousands of mermaids and mermen in a group below. Spidey looks in fascination at the large group of mermaids, mermen and marine animals of all sorts. They were all cheering for King Triton and Princess Ariel.

"Hey Spidey where are you man?" A male voice was heard within Spidey's mind. Spidey gasps as his eyes widen and the voice takes him by surprise and startles him.

He knew it wasn't King Triton, Sebastian or Ariel's voice.

"Who said that?" Spidey quietly asks as he looks to his right and his left.

"Merwoman and mermen. I see you are all doing well." King Triton talks to the thousands of mer folk below him with a smile.

The mer folk cheer once again in agreement.

"Now now...settle down." King Triton tells the crowd as he lowered his hands back and forth signaling to quiet down.

The mer folk quiet down.

"I have asked you all to come because I have missing child in search of his parents." King Triton tells the crowd.

The crowd talk among themselves as they get confused faces. To who is the missing child.

King Triton turns to grab the occupied Spidey and Spidey loses his train of thought to who that mystery voice was that spoke in his head.

"This young merman is named Spidey. If your the parents of Spidey please swim up towards me." King Triton tells the crowd as he lift Spidey's hand into the air.

The crowd is silent. Nobody spoke for Spidey.

"So none of you are the parents?" King Triton asks the crowd.

The crowd stays silent.

King Triton sighs in disappointment.

"You may all be dismissed." King Triton tells the mer folk and lets go of Spidey's hand and turns to swim away and into the castle once again. Spidey frowns as he failed to find his parents. Sebastian frowns and looks at Spidey's frown. Sebastian sighs sadly and walks away with his 6 little feet into the castle.

Spidey frowns in disappointment. He hangs his head forward in sadness. He was unsuccessful on finding his parents.

Ariel frowns at Spidey's sad face.

Ariel puts her hand on Spidey's shoulder.

"Spidey..." Ariel says.

Spidey sighs and turns his body slightly to look at Ariel. His sad eyes meet Ariel's eyes.

Ariel feels as if her heart skips a beat. Spidey's sad eyes burned through Ariel's soul.

"I guess my parents aren't alive if aren't in the city of Atlantica." Spidey sadly admits as he then brust off the balcony and swims away as fast as he can away from the kingdom.

Ariel looks at Spidey and has worried face. "Spidey!" Ariel cries out and follows Spidey. She swims as fast as she can to Spidey. But Ariel has a hard time catching up to Spidey because Spidey was faster than her.

"Spidey please wait!" Ariel calls out to Spidey. But Spidey doesn't hear Ariel for he was too upset with himself.

Ariel frantically tries not to lose Spidey. But she is determined to get to Spidey.

Ariel sees the city of Atlantica behind her. It was really tiny now. She realized it was dark out now that the sun was now setting in the horizon on the water's surface. She looks at her surroundings and sees sunken ships all around her. They were broken and wore down. Her eyes widen in fear as she realized she was now in shark feeding gounds. She then looks ahead of her once again but to her displeasure Spidey was no where to be seen. The waters around here were bit murky just like fog up on land. Ariel could only see 1 mile ahead of her. She stops swimming and floats in the middle of the deserted graveyard of the hundreds of suken ships. "Spidey?" Ariel cries out as she fears that she lost Spidey for good and she fears for his and her life.

On the surface...

The Roadburners v2 has put up a search party for Spidey they were find him in all kinds anywhere at the bottom of the beach a portal opens up and its show 4 figures, two groups with 4 kids. One was a giant panda he was Po the dragon warrior, 2. a blond in a sg (stands for supergirl) was Kara Kent, 3. a red head in a batgirl costume was Barbara Gordon, 4. two groups are the tranformers Aminated and prime groups with Jack, Miko, Raf and Sari. They were going to help the Roadburners v2 in the search of Spidey.

In the ocean...

The ocean was dark with only the moon's light as a light source. Ariel is in danger. She was in the murky waters, in the middle of shark feeding grounds. Her surroundings seemed bleak and desolate. There were sunken ships everywhere. It was a grave yard of the ships looked like they originated in the 1700s. But there were some ships that were made out of metal, modern and were made out of metal. But all the ships were worn down and torn apart. She frantically searches for Spidey. She quickly swims into a ship through it circle small window.

She searches inside swimming inside the ship. "Spidey!" Ariel quietly calls out to Spidey. She didn't want to attract sharks.

Spidey was in a different boat just 20 feet away. He sits in the captains quarters. He was sitting on the chair. There was no skeleton in the chair. He had sad eyes as he looks at his surroundings. He looks at the underwater room. On the sides of the room were glass windows that Spidey looked through.

Spidey slouches in his chair as he sets his tail fin on the captain's desk. Spidey pouts his eyes half way closed. He looks at his tail fins as he sways it back and forth towards him.

"Looks like I'm on my own." Spidey admits to himself.

With Ariel she still searches for Spidey. She looks under desks and dinning tables. She looks in dirty old treasure boxes. But Spidey was not found.

"Oh Spidey...where could you be?" Ariel quietly says as she continues looking in the dangerous waters. All of a sudden a gary dorsal fin appear and swims by quietly past the glass window Ariel was floating in front of the glass window. Ariel's back was towards the window, so she didn't see a dorsal fin. But she did see the shadow. She gasps in fright and quickly turns 180 degrees to confirm what she thought she saw. But the time she looks at the glass window the dorsal fins was gone.

Ariel's heart beats races within her chest in fear. She could leave and head back to Atlantica and ask for a search party. But she fears she would lose Spidey forever. And she was prepared to risk her life to find Spidey.

Ariel closes her eyes and breathes out a sigh to as if shake away her fear. She clenches her fist and opens her eyes determined. She then swims out of the sunken ship and into a another ship. She swims under the floorbroads and enters lower deck of the ship.

Ariel looks under a desk but finds no Spidey. She then lifts her head once again and to her displeasure sees a large gary fish in front of her. It looked angry. It had angry crimson eyes with black pupils in them and a white underbelly. Ariel looked like a little chew toy compared to the large fish. The fish bares it's razor sharp white teeth.

Ariel's eyes widen in fear. She remained frozen in fear. The fish Ariel was confronted with was a male great white shark. The shark quickly lunges towards Ariel. Ariel at the second shakes the fear away and bursts out of the way of the sharks open jaws.

Ariel evades the sharks attack and she quickly swims away for her life. Ariel swims from ship to ship as fast as her tail fin could take her. She hoped that swimming in closes spaces would discourage the shark and make it swim away.

But Ariel's plan only made the shark more determined on getting Ariel. The shark swims faster chasing after Ariel. Ariel gasps as she tries to swim faster away from the shark. But she is up to her limit. She could only sprint for so long. She swims around and past ships, ship sails, and ship poles. But nothing could keep the shark away.

The shark opens his jaw wide open ready to take a bite out of Ariel. Ariel gasps as she feels that it's all over. Ariel then swims into a ship and the shark slams his jaws shut on to a piece of wood. The shark missed Ariel by only one foot. The sharks growls in anger. Ariel escapes into a ship and takes refuge in the ship's captain's quarters. She hides under the desk hoping the shark doesn't find her. She hides in the dark corner under the desk. Ariel's heart beat pumps with force as she cringes in fear. The shark crashes into the wooden ship and vigorously searches for Ariel. Ariel cringes and closes her eyes shut as she hears the crash of the shark's entrance. She is sure stay quiet so the shark does not hear her.

But the sharks keen hearing hears Ariel's heart beat. The shark turns towards the captain's desk just 20 feet away where Ariel was hiding under the captain's desk. Ariel hears the shark growl and she knows that she's been detected she opens her eyes in fear and gasps.

The shark charges towards the desk. Ariel acts fast as she attempts to swim away from under the desk. But Ariel was too late. The shark crashes into the desk causing the desk to slam against Ariel's body with force.

"AHHH!" Ariel cries out loudly in much pain. The desk falls and lands on Ariel's tail fin.

Spidey was still moping in the captain's quarters. Until all of a sudden he hears Ariel's painful yelp. His eyes widen as he becomes alert and he quickly pushes off the chair to float up straight. "Oh no Ariel!" Spidey says in a determined but hero like voice and he quickly went to his sidearm and the item was a bullwhip a kangaroo hide bullwhip 10 ft. He grabs it off his belt the bullwhip was still in the lasso like form and he winds up for the burst of Sonic like speed "I'm up...over...and GONE!" Spidey says that catchpharse from the adventures of Sonic the hedgehog series and Spidey use those three little words and burst towards Ariel's voice.

The shark was a bit dazed from the forceful impact with it's head and the desk has caused. Giving Ariel some time to escape.

Ariel desperately tries to push and lift the heavy captain's desk off of her tail fin. But Ariel wasn't strong enough.

The shark then regain his senses and angrily looks at the trapped Ariel. Ariel looks into the shark's angry eyes with fear.

The shark prepares his launch towards Ariel. Ariel closes her eyes feeling that it's all over for her.

"Hey! Over here you dang dipstick!" A male voice was heard. Ariel opens her eyes in joy as she knew exactly who the voice belonged to. The shark quickly and swiftly turns towards the voice.

It was Spidey. And Spidey had a serious and fearless face. The object he held in his right hand was the Legendary Bullwhip from the Indinana Jones himself. "Stop picking on this girl or prepared for a whipping from me by my other nickname 'The Whip' you little monkey fool!" Spidey tells the angry shark as the nanotech rises over on his head and reveals the Spiderman unlimited suit mask and he begins to unwarping the bullwhip from lasso to rope form and he cracks breaking the sound barrier from the bullwhip "let's rip it up you freak!" Spidey says that as his eyes narrowed with a mixture of anger and determination in them under the mask and cracks his neck on shoulders and tells the shark that his saying to 'BRING IT ON!'.

The shark growls and lunges towards Spidey with great speed. The speed and sudden lunge doesn't catches Spidey off guard.

"Spidey look out!" Ariel cries out in desperation.

Spidey's spider sense kicked in and his eyes widen as he quickly at the last second dodges the shark's attack but Spidey rises his right arm and gave the shark two big o whiplashs on his back and under the belly from his whip. The attack almost costs Spidey's life. But Spidey escpaed with his life and a stingy sentsation on his right arm. The salt water was lightly stinging his cut the shark's razor teeth has made. Spidey grunts in pain as he looks down at his cut on his Spidey suit and puts his hand over his bleeding cut. The blood escapes and stains the water around the cut a blood red.

"Oh shit." Spidey grunts out as he realizes how close he was being shark food.

Ariel gasps at Spidey's bleeding right arm. Spidey then glares at shark. The shark smells the blood which makes the shark go crazy. His puplis dilate and shark with no time to waste lunges towards Spidey once again oh no shark frezny he looks at the shark but Spidey puts up his bullwhip back on his belt and whips out his nasty weapon: The Bow and Arrow the bow was a recuve army camo bow and the arrows were black long wooden body with two yellows tail and one white tail on these arrows with a very very sharp tip at the front of it and he has unlimited of them he grabs an arrow from his back from his black arrow holster inserts the arrow onto the bow and pulls it back and aims it at the shark 'one shot' he fires the arrow right at the head for a fatel t shot and stabs into the shark's head. The arrow lands just the sharks eyes.

The sharks eyes all of a sudden turn white. The shark sinks just in front of Spidey 'one kill' 'and never mess with me and my deadly eye of the sniper.' Ariel's eyes widen in shock. That Spidey fire the arrow and had a perfect bulls eyes on a incredibly fast moving target. Spidey's right arm was still bleeding. Spidey grunt at the stinging sensation on the cut. He puts up his bow and arrows disappeared in a white light.

"Spidey! Swim away from here! Hurry! Your blood is only going to attract more sharks!" Ariel tells Spidey with fear struck in her voice.

Spidey's mask was removed by nanotech and defiantly looks at Ariel.

"And leave you here to die?" Spidey raises his voice at Ariel.

Ariel blinks at Spidey's tone with her.

"Well I am not leaving without you, Ariel!" Spidey tells Ariel with determination.

Spidey then positions himself to lift the heavy desk off of Ariel's tail fin with his superhuman strength at full power. Spidey grunts as he tries to lift the heavy desk off with his good left arm, but it was no use. He needed his two arms. Spidey then uses his bleeding right arm to lift the heavy desk off of Ariel's tail fin. She grunts in pains and closes his eyes tightly as she grits her teeth. The desk rasises and flips off of her and allowing Ariel to free her tail fin. She floats up straight beside Spidey.

All of a sudden a another great white shark appears as he sense of smell lead him to Spidey and Ariel. The shark doesn't hesitate to lunge at the occupied and injured Spidey.

Ariel sees the shark lunge at Spidey'a back. "Spidey! Look out!" Ariel cries out in fear as her eyes widen.

Spidey's spider sense kicked in and hears Ariel's warning and he quickly turns to face a fast moving shark speeding rights towards Spidey. Spidey quickly moving out of the way grabbing Ariel with him. Spidey and Ariel swim out of the boat through a small circle window on the side of the boat. The shark crash through the wall of the boat causing broken wood to be flown everywhere. Spidey and Ariel evade the shark's attacks thanks to Spidey's spider sense and they seek refuge in a metal modern boat. They enter through a small circle window. Spidey lets Ariel in first and Spidey quickly follows after Ariel and web up the window.

The shark tries to crash in but the metal and the web won't allow it. The shark peers in and sees the cowering Ariel and fearless Spidey in a dark concer. Spidey held Ariel close to his body in his arms. The shark growls and swims away. He stays in the area hoping the two would come out.

Spidey takes in deep breathes and then looks at Ariel. Spidey's right arm stops bleeding and the nanotech repair itself. Now everything was clam and quiet.

Ariel sighs in relief and sinks to the bed that was in the room they were in. Spidey does the same and sits in the same bed with Ariel beside him. They both sat at the end of the bed. They were in the bedroom of the ship and appearently there was only one queen sized bed. The bed had no sheets by two pillows. Spidey and Ariel were surround by metal walls that protected them from any sharks that want to crash through.

"Spidey why didn't you try to swim away?" Ariel asks Spidey with concern.

Ariel speaks again before Spidey could speak.

"Why? Oh Spidey! I was so scared that I would lose you!" Ariel cries out as tears burst out. Ariel hugs Spidey with force causing Spidey to fall onto his back.

Spidey held Ariel in his arms.

Ariel then rests on the bed on her side. Spidey lays beside her.

Spidey holds back his tears. His tears collect in his eyes but they don't drip out.

"I was scared too..." Spidey tells Ariel softly.

Ariel stops crying and she looks at Spidey in the eyes.

"Of what? You seemed so fearless." Ariel asks Spidey as she sniffs.

Spidey pauses and lays on his side to looks at Ariel beside him. Ariel and Spidey's sad eyes met.

Spidey softly wipes away Ariel's tears off her face.

"I was afraid of losing you." Spidey softly tells Ariel.

Ariel then gets closer to Spidey's body.

Spidey held Ariel close to his body.

"I was afraid I would lose you too." Ariel tells Spidey quietly.

"But we have to stay here until morning when the it's safer to leave." Ariel tells Spidey quietly.

"Alright" Spidey simply says with a sigh and wraps his black tail fin around Ariel's emerald green tail fin. Ariel embraces Spidey's tail fin around her's and Ariel does the same with Spidey's tail fin.

"Ariel..." Spidey softly calls Ariel.

Ariel looks at Spidey in the eyes.

"Yes?" Ariel asks Spidey.

"I swear to protect you with my life and I promise to you." Spidey tells Ariel softly.

Spidey's words touched Ariel's heart. Ariel does a heartily smile and comes a bit closer to Spidey's body. Ariel's purple bra shells were now touching Spidey's Spiderman unlimited suit chest.

"And I swear to protect you as well Spidey." Ariel tells Spidey with a beautiful smile.

Spidey and Ariel's eyes met once again brown and blue eye colors. It held a strong passion. Their eyes get half way closed, then fully closed as they fell asleep in each other's arms... in the same bed.

On the surface...

Everyone has begin the search for Spidey they have spit into two teams team 1 and team 2 began to search in every area on land and in Motorcity v2 team 1 continue the search at the ocean.

The rocket ship has landed in Central park.

In the ocean...

Spidey and Ariel were awake. They were already on there way to Atlantica once again. They slowly swam beside each other taking their time. Spidey's web cape and Ariel's hair gently swayed in the water's current.

Spidey's cut healed and was slowly fading away but it was going to turn into a little wound in the end. They swam in the clear blue waters deep beneath the glimmering water's surface. They were 20 feet deep. But to mermaids this wasn't deep. It was danger zone for any fishing hooks or boats/ships to hit them as they passed by. But Spidey and Ariel didn't even notice.

Ariel sighs.

Spidey looks at Ariel with concern. "What's wrong?" Spidey asks Ariel with concern.

Ariel sighs once more and looks away in sadness. "My dad is defiantly going to ground me for not being home last night." Ariel explains to Spidey.

Spidey looks at Ariel with concern. "Well I didn't know you were following me when I took off like that. I'm sorry." Spidey tells Ariel.

"You were only looking out for my safety that's all." Spidey continues to explain to Ariel.

Ariel sadly sighs. "Yeah. I was." Ariel sadly says.

Spidey face brightens up as he then gets an idea. He slams his fist to the open plam of his hand.

"I got it! Why don't I explain to your that it was my fault and then you will be off the hook!" Spidey smiles and chuckles at his own joke.

Ariel softly giggles at Spidey's joke and she looks at him. Ariel then frowns and flips over so that her stomach and face was facing the water's surface. "I know, but he won't believe you. My father always thimks I am swimming near humans." Ariel explains to Spidey as she puts her hands behind her head.

"But I can't help it. I think humans are so interesting." Ariel tells Spidey.

"I sometimes dream that I am a human and that I can run, jump and dance." Ariel says with a dreamy sigh and she hugs herself.

Spidey listens Ariel with much curiosity. Spidey flips over like Ariel so his stomach and face were facing the glimmering blue water surface.

"Human..." Spidey softly says.

"Yeah..." Ariel says.

"I don't know why but the word human is so interesting to me." Spidey tells Ariel.

"Really? How?" Ariel asks with curiosity.

"I don't know. It's like the word human and I are...related." Spidey tells Ariel.

Ariel frowns. Ariel stops hugging herself and she puts her hands behind her head once again.

"I have nightmares as well." Ariel sadly says.

Spidey turns his head to look at Ariel.

"I had a nightmare that you were in my bed and you were complimenting me by saying my name was pretty just like my eyes. Until all of a sudden the doors slam open and a dark, round ominous figure appears. It then says 'Not so fast there merman! Or should I say human!' and the being zaps you! You turn into human right before my eyes. I was scared because if you would have turned into a human I wouldn't be able to be with you again." Ariel explains to Spidey.

Spidey stops swimming and floats up straight. He hears Ariel's nightmare and for some reason the story hits home. He is beginning to remember what has happened to him. His eyes widen as he stays completely still. He was struggling with something internal. He had a strong urge to go to the surface now. He wanted to piece together the information that is jumbling around in his head. Ariel sees Spidey has stop swimming. Ariel then swims towards Spidey. She looks at him with concern. She knew Spidey had something in his mind.

"Spidey?" Ariel quietly calls Spidey.

All of a sudden Spidey feels something hard land on his head. Spidey loses his train of thought and he rubs his head.

"Ow!" Spidey cries out as he rubs the top of his head. He has one eye tightly closed and Spidey's eyebrows narrow. Spidey then catches the object that hit Spidey on the head.

Ariel gasps as she feared it might be a fishing hook. Ariel now realizes that they were only 20 feet below the water's surface.

"Oh Spidey are you alright?" Ariel cries out.

Spidey opens both of his eyes and stops rubbing his head. "Yeah I'm alright." Spidey tells Ariel and looks down at the object in his hand.

"What is this?" Spidey asks in much confusion. He puckers his lips and his right eyebrow raises as he closely examines the object.

It was a omnitrix badge shape object and it had a golden chain attached. The water's current caused the object to be hit on Spidey's head.

Ariel closely examines the badge object in Spidey's hand.

"This is so familiar to me... but I don't know what it is." Spidey says. Spidey then tries to open it. But it won't open.

"Ugh! It won't budge!" Spidey groans with a hint of frustration.

All of a sudden a shadow passes over Spidey and Ariel. The shadow catches Spidey and Ariel by surprise. They both look up at the shadow and it was a boat with a Assassin's creed symbol on the belly of the boat and the boat was in the water passing over them.

"A boat..." Ariel softly says.

Spidey has a smug smile. "Let's check it out" Spidey says as he puts the golden chain through his head and he wears the object like a necklace. Spidey then quickly swims towards the boat.

Ariel eyes widen. "Spidey don't get too close!" Ariel cries out as she quickly follows Spidey.

Spidey stops swimming and he turns to look at Ariel below. "Why?" Spidey asks.

"Because humans are in it! We can't be seen." Ariel says with a stressed tone.

Spidey smiles. "Well I'll make sure they don't see me then." Spidey says and he continues his ascend to the boat.

Ariel has a worried face and she quickly follow Spidey.

Up above on the boat it's occupants were none other then Altair, Ryder, Ben and Gwen. They were searching for Spidey.

Altair was an Assassin he wears the assassin's creed robes and gear from assassin's creed his Weapons: Sly cooper's cane but has the power of the trident, a lasso, the sword of sound, a Solar Cell Morpher with a Travelion card, Triassic battlizer but with brachio morpher look and has the power to transform into a merman by bring his legs together and breaths like forever in the ocean as a merman and his tail is white with red in the middle and his fins are white as a ghost and second power Eagle vision.

"SPIDEY!" Altair yells loudly to call for him.

Altair sighs and stops calling for him. He needed to rest his vocal chords.

Ryder was a biker he wears the Johnny Blaze's ghost rider clothes from the movie 'Ghost rider' with the black bandana and black sunglasses.

Weapons: hellfire chain whip, shotgun, two colt single action army revolers, 1873 winchester, and .50 caliber barrett m82a1 they have unlimited ammo, the sword of sound and a sonic underground guitar and powers of the Ghost rider.

Ryder was operating the boat slowly so in case they didn't miss Spidey. Ryder had a serious face on. He was determined to find Spidey.

Gwen was siting with her hand in the glimmer blue water.

Gwen sighs as she looks beside her where the open ocean was.

Spidey was now under the boat. Ariel was under the boat as well.

"Spidey do you realize we are only 2 feet below the water's surface?" Ariel whispers to Spidey with corcern.

"Yeah I know." Spidey says and he knocks on the boat's belly. Ariel's eyes widen that Spidey touched the boat.

Ryder, Ben and Gwen hear the knocking. Their faces turn confused.

"What was that?" Gwen asks out loud.

"It sounded like...knocking." Ben says skeptically.

"Ah, it did mate...It did." Ryder agrees with Ben.

Below the boat Spidey and Ariel hear them.

They quietly laugh.

"Now you try." Spidey tells Ariel with a smile.

Ariel giggles. "Alright." Ariel says and she knocks on the belly of the boat.

"There it is again!" Ben says out loud.

Spidey and Ariel hear Ben and they laugh quickly. Spidey then swims to the side of the boat. And sees a hand sticking into the water. It was Gewn's hand.

Spidey chuckles as he holds back his laughter. He then grabs on to the hand with his very own hand.

Gewn gasps as she attempts to pull her hand out of the water but she was unable to.

"Guys something has gotten hold of my hand!" Gewn cries out.

Spidey hears the woman cry out and Spidey laughs out loud unable to hold in his laughter.

Ariel gasps at Spidey's loud laughter. "Spidey! Quiet down they'll hear you!" Ariel warns Spidey with a worried face.

Ben and Ryder rush towards Gewn and just then Ryder and Ben reach Gewn, Spidey let go of Gewn's hand and he lightly tickles it with his transparent blue tail fin and Spidey burst to lower depths. Ariel quickly follows Spidey to the depths below. They were now 20 feet below the surface.

"Did you hear that?" Gewn asks as she pulls her hand out of the water and looks at her hand to make sure it was alright.

"If you mean the knocking yes mate." Ryder tells Gewn.

"No not that... I heard very faint laughter that sounded like a boy...just like...Spidey's laughter." Gewn says as she looks at the water surfacing hoping to see what had grabbed her hand.

Ryder laughs. "Spidey isn't here. Why on earth would you think it's was Spidey laughing?" Ryder laughs. Ryder then grabs the controls and makes the boat drive away.

Altair has a concerned face as he looks at the water's surface. He has a feeling mermaids have something to do with this. But he didn't want to say it.

Spidey and Ariel laugh.

"That was...fun!" Ariel exclaims happily as she twirls with her arms out open.

"Told you it would be fun." Spidey tells Ariel with a smile.

"Yeah..Well let's go see my dad. I better make sure to tell him I am alright." Ariel say and starts swimming towards Atlantica.

Spidey quickly follows behind Ariel and smiles.

20 mins later they make it to Atlantica.

"Spidey wait here! Let me go see my father. Then you and I can go see someone that can tell us what the circle thing is around your neck." Ariel explains to Spidey with a smile and she rushes towards the city.

"Alright I'll be waiting then." Spidey yells out to Ariel as she was 20 feet away from Spidey.

Spidey smiles and waits on a smooth flat boulder.

Sebastian sees Spidey and swims up to him.

"Spidey! There you are! Where have you been? Where is Ariel?" Sebastian asks Spidey with concern.

Spidey has a smug smile. "Hey Sebastian. Ariel is fine. She went to go see King Triton." Spidey tells Sebastian and he lays down onto his back. He looks at the water's surface.

Sebastian sighs in relief to hear Ariel was ok. "Thank goodness."

"Sebastian... what's it like...on the surface?" Spidey asks as he looks at the glimmering light of the water's surface.

"Hmm? The surface?" Sebastian asks.

Sebastian then gasps as he realizes something.

"You went up to the surface didn't you?" Sebastian cries out.

Spidey let's out a sigh as he rolls his eyes.

"No. I just want to go there so bad. I want to see how it's like... to be...a human." Spidey tells Sebastian.

"What? That's crazy talk!" Sebastian says in alarm and he swims beside Spidey.

Spidey sits up and sighs. "But I really want to see how it would like to be a human... I feel as if humans and me are related." Spidey urges to Sebastian and Spidey looks at him with concerned eyes.

..Under the Sea start..

Sebastian: Spidey listen to me, the human world is a mess. (Spidey rolls his eyes and sighs)

Life under the sea is better than anything they got up there!

The seaweed is always greener

(Sebastian gestures to seaweed beside Spidey)

In somebody else's lake

You think about going up there

(Spidey looks up at the water's surface)

But that is a big mistake

(Sebastian pulls his chin downward for eye contact)

Just look at the world around you

Right here on the ocean floor

Such wonderful things surround you

(Sebastian twirls. Spidey raises his eyebrow and smiles at the multicolored fish swimming around his body)

What more is you lookin'for?

(Spidey pouts and rests his fist under his chin.)

Under the sea

Under the sea

here where it's better

Down where it's wetter

Take it from me

(Sebastian gestures to himself.)

Up on the shore they work all day

(Sebastian pretends to be pushing something heavy)

Out in the sun they slave away

(Sebastian pretends to be hot)

While we devotion'

Full time to floation'

(Sebastian leaps and floats)

Under the sea

Down here all the fish is happy

As off through the waves they roll

(lots of different colored fish swim by Spidey)

The fish on the land ain't happy

They sad'cause they in their bowl

(Sebastian sad face)

But fish in the bowl is lucky

They in for a worser fate

One day when the boss get hungry

Guess who's gon' be on the plate

(Spidey has a grossed out face)

Under the sea

Under the sea

Nobody beat us

Fry us and eat us

In fricassee

We what the land folks loves to cook

Under the sea we off the hook

We got no troubles

Life is the bubbles

(Sebastian twirls causing bubbles)

Under the sea

Under the sea

Since life is sweet here

We got the beat here

Naturally

Even the sturgeon an' the ray

They get the urge 'n' start to play

(Spidey watches the ray and sturgeon play and Spidey smiles)

We got the spirit

You got to hear it

Under the sea

The newt play the flute

The carp play the harp

The plaice play the boss

And they soundin' sharp

The bass play the brass

The chub play the tub

The fluke is the duke of soul

(Yeah)

The ray he can play

The lings on the strings

The trout rockin' out

The blackfish she sings

The smelt and the sprat

They know where it's at

An' oh that blowfish blow!

(Spidey looks bored and Ariel comes to Spidey. Spidey looks happy to see Ariel. Ariel smiles and whispers in Spidey's ear.

Spidey smiles and nods at what Ariel tells him and he then swims away with Ariel. Sebastian doesn't know that Spidey left and the music continues.)

Under the sea

Under the sea

When the sardine

Begin the beguine

It's music to me

What do they got? A lot of sand

(Sebastian throws sand in the water above him)

We got a hot crustacean band

Each little clam here

know how to jam here

Under the sea

Each little slug here

Cuttin' a rug here

Under the sea

Each little snail here

Know how to wail here

That's why it's hotter

Under the water

Ya we in luck here

Down in the muck here

Under the sea

The fish and Sebastian poses and points to Spidey. But he only points the rock Spidey was sitting on. The fish frown to find that Spidey left and they swim away and all different directions.

..Under the Sea end..

Sebastian notices that Spidey is gone. "Spidey?" Sebastian says as he notice Spidey is gone.

Sebastian then sighs. "Someone has got to nail that boy's fins to the floor" Sebastian sadly says.

On the surface...

Team 2 search in the city while team 1 continue searching at the ocean they were finding Spidey if he was alive or not.

Under the sea...

The waters were cool blue as the sun's light shined through the surface of the water and into the wonders of the sea. Ariel and Spidey swam low to the sandy bottom. As they swam along the sandy bottom of the sea floor. Sand was being swayed around by the current Ariel and Spidey were pulling along with them.

Ariel and Spidey were laughing.

"Thanks Ariel for saving me from Sebastian's song." Spidey thanks Ariel with a charming grin.

Ariel giggles. "Your welcome Spidey. Sebastian does have words through music." Ariel tells Spidey with a smile.

Spidey smiles back. "So where are we going and who is Scuttle?" Spidey asks with curiosity as he swims beside Ariel following her.

"Scuttle is a great friend of mine. He is very smart when it comes to objects from up above." Ariel explains to Spidey.

Spidey looks at Ariel. "Up above? You think this badge object came from up above?" Spidey asks with more curiosity his eyes narrow focused on what Ariel tells him.

"Well I have never seen it in the the sea so it doesn't belong here." Ariel tells Spidey.

"I mean we can ask my father. But he would just get angry and ground us both for having something that didn't belong in the sea." Ariel closes her eyes and shrugs her shoulders.

Spidey nervously chuckles. "Yeah not a good idea." Spidey chuckles.

Ariel looks at Spidey and smiles. She then looks at the water's surface above them. It shimmered with beauty.

"We're here." Ariel says with delight and starts to burst towards the water's surface.

Spidey's eyes widen as Ariel sudden brust takes him by surprise.

Spidey then burst as well. He quickly beats Ariel to the surface of the water. He pops out of the water. It looked like Spidey shot out of the water with the outmost grace. But Spidey was never planning to shoot out of the water like a dolphin does. Spidey miss judges his own speed as begins to screams as he sees he's not about to land in the water but on a hard boulder.

Spidey lands hard on his back. "Ow..." Spidey groans out his tightly shut under the pain his back was in.

Spidey's entire body was out of the water even his black fish body and transparent blue tail fins wasn't even touching the water.

"Are you alright there?" a male voice was heard from above Spidey.

Spidey groans as the pain goes away and he open his eyes. He rests his elbows behind him. He lifts his back a bit as his elbows anchor on the rock he was on. He looks just at the right moment as Ariel pops out of the water a bit and swings her hair behind her.

The sight to Spidey was utterly amazing. Spidey smiles with delight as he watches Ariel swim towards him.

"Are you ok Spidey? You shot out of the water pretty fast." Ariel tells Spidey with a giggle.

Spidey grins. "Yeah I am fine." Spidey tells Ariel with a smile. All of a sudden a seagull lands on Spidey's stomach.

"Are you alright?" The seagull asks Spidey. As the seagull's face gets closer to Spidey.

Spidey leans away from the seagull as the seagull gets uncomfortably close to Spidey's face.

"Oh Scuttle this is Spidey! Spidey this is Scuttle...the seagull." Ariel introduces Spidey and Scuttle to each other.

"Pleasure to meet you Spidey!" Scuttle says with pride as he grabs Spidey's hand to shake it. causing Spidey to fall back onto his back again.

Spidey groans with annoyance. Spidey then sits up straight causing Scuttle to fall off of Spidey's stomach and onto his black fishy part of his body.

Ariel giggles as she watches Scuttle and Spidey. Ariel was still floating in the water. Only her purple seashell bra was showing. The rest below that area was underwater.

"I can tells you guys can get along just fine." Ariel giggles.

Spidey groans. "Yeah just fine." Spidey says sarcastically as he tries to get Scuttle off of him. He gently grabs Scuttle and rests him beside him.

"Why thank you Spidey." Scuttle says and waddles over to Ariel.

"So Ariel. What can I help you with?" Scuttle asks Ariel eager to help.

Ariel smiles. "Scuttle, Spidey has a badge object around his neck. Can you please tells us what it is?" Ariel asks Scuttle.

Scuttle looks at Spidey and he waddles over to Spidey. He quickly flies up to Spidey's right shoulder and lands on his right shoulder.

Spidey looks at Scuttle skeptically. Scuttle takes a look at the badge object that hung from a golden chain. "Hmm..." Scuttle says as he ponders. Scuttle then grabs the badge object and pulls it over Spidey's head so that the golden chain was not around Spidey's neck anymore.

Scuttle jumps off of Spidey's right shoulder and he lands on his orange webbed feet.

"Hmmm... it seems to black, green and sliver, round, and hard." Scuttle says.

"We know that..." Spidey tells Scuttle as he loses his patience with the bird.

"Wait!...I am not done yet." Scuttle says as he examines the badge object in his feathers.

"It's...it's..." Scuttle says.

Spidey and Ariel listen attentively as they awaited Scuttle's answer.

"A snarfblaster." Scuttle concurs.

Spidey eyes narrow as he knew that was not the answer.

Ariel looks in amazement at the badge object as she leans over the rock and closely looks at the snarfblaster.

"Wow...a snarfblaster...What was it used for Scuttle?" Ariel asks eager to find out.

"Well a snarblaster was used to swing around and catch food." Scuttle says as he gets up and starts swing the badge object by it's golden chain.

Spidey's eyes widen as he was afraid Scuttle would lose his grip on the chain and lose the badge object forever.

Ariel watched Scuttle swing the object above his head.

"No! Stop!" Spidey cries out as he quickly grabs the snarfblaster out of Scuttle feathers.

Scuttle suddenly looks at Spidey.

"I was only trying to help." Scuttle says with a smile.

"Umm.. thanks for your help Scuttle. I...I gotta go now." Spidey tells Scuttle and puts the badge object around his neck and Spidey tries to stand up. He finally stands on his tail fins but a split second later Spidey completely loses his balance and falls over and lands into the water once again with a big splash.

"OKAY! Bye! See ya later!" Scuttle says with a grin as he yells to Ariel and Spidey as they swam away and finally sunk into the water.

Ariel and Spidey swim beside each other.

"Why did you try to lift your entire body like you were standing up like... like a human." Ariel tells Spidey.

Spidey looks at Ariel with curious eyes. "Really? Well I didn't really think about it. I guess it was just instinct." Spidey tells Ariel.

Ariel frowns and looks away. "Hmm..." Ariel says to herself as she ponders.

"Anyway, I don't think that seagull know what he is talking about." Spidey says with a roll of his eyes.

Ariel frowns and looks at Spidey. "Really? you think so?" Ariel asks Spidey.

"I'm am sure of it." Spidey says with a sharp nod of his head.

"So.. all of those things I showed Scuttle were not named correctly?" Ariel says with a frown as she looks away.

Spidey looks at Ariel and his eyes narrow with interest. "What other things?" Spidey asks with curiosity.

Ariel looks at Spidey and smiles. "My collection!" Ariel says with delight.

Spidey grins. "Collection?" Spidey says with a smile.

"Come follow me I will show you!" Ariel says with happiness that she was now able to show Spidey her collection. Ariel rushes to her collection which was about a mile away.

Spidey quickly follows right behind her.

On the sea floor was Sebastian and he was not too happy that Spidey disappeared without a trace.

"Where can that boy be?" Sebastian tells himself.

All of a sudden two shadows past over him. Sebastian gasps as he looks up and sees Spidey and Ariel swimming above him. They didn't notice Sebastian.

"Spidey! there you are!" Sebastian cries out. But Spidey doesn't hear Sebastian as he swims away following Ariel.

Sebastian pouts. "Oh not this time. I not leaving you out of my sight boy!" Sebastian says determined and he leaps off of the sandy sea bottom and starts after Spidey and Ariel.

'I wonder where those two are heading off too.' Sebastian says in his mind as he quickly follows Spidey and Ariel with a determined face.

It was now dark and the moon shined through the water's surface. Ariel and Spidey look at their surrounds to see if anybody had been following them. They smile to see nobody around and Ariel start to tug on the huge boulder. She grunts as the boulder proves to be diffcult to pull. Spidey grins and helps Ariel pull the boulder away.

The boulder moves away in a flash with Spidey's might and Ariel and Spidey quickly swim inside.

Sebastian gasps as he quickly swims inside before the boulder got a chance to close completely.

Sebastian was now inside the cave with Ariel and Spidey.

"This must be where Spidey and Ariel make out and..." Sebastian quietly tells himself as he tightly shuts his eyes as he was unable to finish his sentence. 'I don't even want to think about the rest!' Sebastian says in his mind.

Spidey looks around his surrounds. He sees hundreds of items from the human world. Shelves upon shelves of all sorts of items. But in the top was a hole. A hole that barely Ariel could squeeze through. But the moon's light shined down with shimmering beauty. Spidey watches in total awe at the wonderful haven he was in.

"Wow Ariel! This place..it's so cool! I never would have thought this place actually existed!" Spidey says in total awe.

Ariel giggles and smiles. "I know. Me and Flounder discovered it when there was a horrible current storm [Wind storm] one day. It was quite awful. So me and Flounder found refuge here." Ariel explains to Spidey.

Spidey listens to Ariel and smiles. "Wow." Spidey says speechless.

Ariel smiles but then frowns as she looks at all of her collection. "Yeah... but there is one thing wrong with this place." Ariel says with a frown. She was floating 3 feet above the sandy bottom looking at a painting of a castle.

Spidey frowns. "What?" Spidey answers Ariel.

"It's all under water." Ariel says sadly.

"If my father found out about this place. He would destroy it. He would shatter every thing I ever worked for!" Ariel cries out as she sinks rests her human part of her body on a blouder that was sticking out of the sandy bottom and her fish lower part of her body was hanging off the ledge of the blouder.

Ariel thinks of a flash back when her father and Ariel were arguing that humans are not savages and are not dangerous.

"Daddy humans are not dangerous! You need to understand that not everything out there is not intened to harm us!" Ariel yells angrily at her father.

King Triton gets angry. "Ariel what is the matter with you? Have you gone mad? They are humans we are mermaids! Mermaids and Humans can NEVER BE TOGETHER! That's it! Your grounded! From now on Sebastian will keep an eye on you from this day forth!" King Triton says with a angry tone and he turns away before Ariel can protest.

Ariel frowns as she bites her lip to keep herself from crying. Ariel quickly swims away to cry...alone. The flash back ends and Ariel deeply frowns as she holds back tears. Spidey sees Ariel and frowns. He swims over to her afloats right above her.

..Part of your world start..

Spidey: Ariel are you ok?

Ariel: If only I can make him understand. I just don't see things the way he does but...maybe he's right, maybe there is something the matter with me. (sighs)

I don't see how a world that makes such wonderful things(Ariel shurgs her shoulders)... could be bad. (Ariel turns her head to look at Spidey above her.)

(Sebastian pouts as he watches Ariel and Spidey from a distance hidden under some clutter.)

Look at this stuff

Isn't it neat?

(Ariel shows Spidey a fork in her hand)

Wouldn't you think my collection's complete?

Wouldn't you think I'm the girl

The girl who has everything?

(Ariel sits up and looks around the cavern)

Look at this trove

Treasures untold

(Spidey looks around the cavern beside Ariel)

How many wonders can one cavern hold?

Looking around here you think

Sure, she's got everything.

(Ariel looks at Spidey and smiles and shurgs her shoulders.)

I've got gadgets and gizmos a-plenty

(Ariel swims to a shelve and shows Spidey a pair of dull dark charms. Spidey follows)

I've got whozits and whatzits galore

(Sebastian quietly follows the couple around the cavern in the shelter of the clutter)

You want thingamabobs?

(Ariel shows Spidey a briefcase and opens it revealing 20 cork screws)

I've got twenty!

(Spidey raises one eye brow as he looks at the thingamabobs. He knew that wasn't what they were called)

But who cares?

(Ariel closes the case and puts it away)

No big deal

I want more

(Ariel looks at the hole above her)

I wanna be where the people are

I wanna see, wanna see them dancin'

(Ariel looks at a small glass sculpture of human dancing)

Walking around on those - what do you call 'em?

Spidey: (sings along with Ariel) Feet.

Oh - feet!

(Ariel chuckles nervously)

Flippin' your fins, you don't get too far

(Ariel swims on facing the water's surface)

Legs are required for jumping, dancing

(Ariel grabs Spidey and dances with him floating in the water)

Strolling along down a - what's that word again?

(Ariel and Spidey pretend to be walking down a street beside each other)

Spidey: Street

Street

(Ariel let's go of Spidey and swims towards the hole above her. Spidey follows behind Ariel)

Up where they walk, up where they run

Up where they stay all day in the sun

Wanderin' free - wish I could be

Part of that world

What would I give if I could live out of these waters?

(Spidey listens to Ariel and he starts to remember)

What would I pay to spend a day warm on the sand?

(Ariel lays down on the sand and stretches her arms outward)

Bet'cha on land, they understand

(Ariel sits up)

That they don't reprimand their daughters

(Ariel frowns as she thinks of her father)

Bright young women

(Ariel poses)

sick of swimmin'

Ready to stand

(Ariel looks above her and swims upwards doing back flips)

And ready to know what the people know

(Ariel grabs a book and opens it)

Ask 'em my questions and get some answers

(Ariel shows the open book to Spidey. Ariel puts the book down and swims to a painting of fire, Spidey follows)

What's a fire and why does it - what's the word?

Spidey:(sings along with Ariel) Burn.

Burn?

When's it my turn?

(Ariel tucks her arms to her chest)

Wouldn't I love, love to explore that world up above?

(Ariel reaches her arm through the hole and reaches for the water's surface)

Out of the sea

(Ariel sinks to the bottom floor. Spidey sinks with Ariel trying to piece together the information Ariel sang about the human world.)

Wish I could be

Part of that world

(Ariel and Spidey sit beside each other on the boulder look at the hole above them)

..Part of your world end..

Spidey ponders as he looks around the cavern.

Ariel sighs as she ends her song and looks at Spidey.

"Spidey are you alright?" Ariel asks Spidey with concern.

Spidey's eyes widen as he starts to remember what he was: A HERO FOR LIFE!

A flash back plays in his head little fragments play.

"I am the sea witch!" The sea witch says with a sinister tone.

"Yeah yeah I know you freakin' old hag!" Spidey says to the sea witch.

"On your 17th birthday..." The sea witch tells Spidey but her sentence is cut off.

All of a sudden evil laughter was heard inside Spidey's head. Spidey groans as he tightly shuts his eyes.

"Spidey!" Ariel cries out as she holds Spidey's hand.

Spidey gasps as he opens his eyes and the laughter stops. He looks at Ariel.

"Ariel...I My birthday...it's tomorrow!" Spidey tells Ariel with a concerned face.

Ariel smiles. "Oh! That's great! Tomorrow you and me can go to a carnival tomorrow!" Ariel says with delight.

Spidey sighs and looks at Ariel with a sincere smile. "I would be glad to go to the carnival with you. But..." Spidey tells Ariel as he holds on to Ariel's hand but Spidey is interrputed by a voice.

"But what?" Sebastian says as he steps out of hiding and puts his claws on his hips and he pouts at Ariel and Spidey.

Ariel and Spidey quickly turn to the sound and see Sebastian. They gasps at the cavern's secret was exposed.

On the surface...

The moon shined bright among the faint stars. It was now dark out of the sea. Altair, Ryder, Ben, and Gwen were on their way back on to land.

Ryder had a powerful yellow head light at the front of the boat. Ryder moved towards home. The distance shore was now visiable.

They didn't had any luck in finding Spidey at the sea.

12 seconds later the boat hits the sandy shore docks. Ryder drives the boat to the dock and docks it there.

Ben, Gwen and Altair, Ryder jump off the boat and land onto the dock.

They tried the boat to the dock by rope and starting to walk up the 30 ft. stairs made out of cement they contiune walking to the house which was a Bruce Wayne house manor look and go to their seperated ways to get some sleep in the morning for the finding of Spidey.

..Under the sea...

"Ariel...I My birthday...it's tomorrow!" Spidey tells Ariel with a concerned face.

Ariel smiles. "Oh! That's great! Tomorrow you and me can go to a carnival tomorrow!" Ariel says with delight.

Spidey sighs and looks at Ariel with a sincere smile. "I would be glad to go the carnival with you. But..." Spidey tells Ariel as he holds on to Ariel's hand but Spidey is interrupted by a voice.

"But what?" Sebastian says as he steps out of hiding and puts his claws on his hips and he pouts at Ariel and Spidey.

Ariel and Spidey quickly turn to the sound and see Sebastian. They gasps at the cavern's secret was exposed.

Spidey and Ariel's hearts beat faster as they think of an explanation.

"Umm...I...umm.." Spidey says as he tries to speak to the angry Sebastian.

"If your father knew about this place...!" Sebastian yells out.

Ariel cringes and then quickly swims towards Sebastian and meets him at eye level on the sandy sea floor.

"Please don't tell my father! If he'd find out, everything I ever worked for would be ruined!" Ariel pleads with Sebastian with a worried tone and face.

"Hmph!" Sebastian pouts and turns away from Ariel as he crosses his claws across his chest.

"Sebastian please!" Ariel pleads with Sebastian raising her tone of voice.

Sebastian turns around and looks at Ariel.

"Ariel! Get your head out of the sand! Humans are not friendly! They are dangerous spineless savages harpooning fish eaters! Don't you see? Humans kill, destroy and conquer! That's all they do! Humans are good for nothing barbarians!" Sebastian raises his tone at Ariel.

Spidey eyes narrow as he watches Sebastian yells at Ariel as he clenches his fists. Something then catches his eye. His face turns concerned as he swims towards the object on the floor. It was wooden and it appeared to be a slender stick. Spidey holds the wood object in his hand.

'This...stick...it seems so familiar' Spidey says within his mind as his eyes narrow as he concentrates.

'This stick..it's...a wand!' Spidey continues in his mind as his eyes widen in revelation.

'Maybe Ariel found it and claimed it as part of her collection. But then again. Something tells me that's not true. This wand as a bigger story behind it...but...what?' Spidey continues within his mind.

"Please Sebastian... ok! I don't want to be human anymore. In fact! I don't want anything to do with humans! Just please don't tell daddy. I will never visit this cavern again it's...it's nothing to me anymore" Ariel calmly and softly tells Sebastian as she does puppy eyes at Sebastian.

Sebastian looks at Ariel and tries to resist Ariel's puppy eyes.

"Ugh...Alright! Alright!" Sebastian groans and then sighs.

"I won't tell your father." Sebastian continues.

Ariel smiles and hugs Sebastian. "Oh! Thank you so much!" Ariel says with the outmost joy.

Spidey hesitantly puts the wand down on a empty spot on the shelf. 'Well I will come back to it when I need to.' Spidey says in his mind and swims towards Ariel. He briefly looks back at the wand and groans as he looks away and swims to float beside Ariel.

"Let's go home you two. The annual carnival is up tomorrow and we want to be well rested." Sebastian says.

Ariel smiles and rests Sebastian on the sandy floor bottom. Ariel then swims over to the exit where the blouder was in the way. Ariel tries to push it out of the way.

Spidey chuckles and swims over to Ariel and easily moves the boulder out of their path. Spidey and Ariel quickly swim out of the cavern but Sebastian couldn't make it out in time.

He yelps as he is nearly crushed. Spidey quickly shot out a web line to Sebastian and yanks him out of there and rests Sebastian on his shoulder.

"Thanks for making Ariel happy. I hate to see Ariel upset." Spidey tells Sebastian.

Sebastian grins pleased with himself.

Ariel and Spidey swims beside each other as they go into the city of Atlantica and into Ariel's bedroom for a good night sleep.

But someone has following them. Lurking in the darkness were two sinister looking eels.

"It looks like.." Eel one says.

"We know where.." Eel two says continue Eel's one sentence.

"The wand is located." Eel one and two say in unison and snicker evilly. They both quickly swim into the cavern through the hole up top. They quickly swim towards the wand and grabs it. As quickly as they entered was as quickly as they exited with the wand in their grasp. They swims 2 miles towards a cave with a faint purple arua shining from within.

A octopus with a human upper body and a black octopus body a being was in the cave. The eels quickly enter the cave and reach the octopus being.

"My dear Ursula" Eel 1 says.

"We have a pleasant surprise for you." Eel 2 says.

"Really? What would that be?" Ursula asks.

"We found your wand." Eel 1 tells Ursula with sinister pride.

"Really? You have?" Ursula asks with evil joy.

"That's right my Ursula. Here it is." Eel 2 tells Ursula with a sinister smile and he gives Ursula the wand.

Ursula as an evil smile as she grabs the wand from Eel 2.

"Yes! The wand is in my grasp!" Ursula says with evil joy and a evil smile as she looks at her wand.

"Now we can continue with your plan Ursula." Eel 1 says.

"Yes soon the ocean and the land will yours to control Ursula!" Eel 2 tells Ursula with a sinister chuckle.

"That's correct my two precious little ones." Ursula says.

Ursula pouts and the stands in front of her table.

"But there is one boy that stands in my way." Ursula continues as she gestures at the table and the table opens admitting purple light and purple smoke. Within the smoke was a hologram of Spidey. It was a hologram of Spidey swimming.

"Ursula that's him?" Eel 1 asks Ursula.

"That's the one that you transformed into a merman?" Eel 2 asks Ursula.

"Yes.. it is.." Ursula says with a evil grin across her face.

"The spell will wear off tomorrow night." Ursula continues as she watches closely at the hologram of Spidey swimming.

"We'll pay him a delightful visit tomorrow. A visit he will never...forget." Ursula says as she starts to laugh evilly.

The wand in her hand glows a bright red as Ursula the sea witch laughs evilly.

At Atlantica...

The hologram of Spidey becomes real as we come back to Spidey at Atlantica.

Spidey was laying down in Ariel's bedroom on a web hammock which was made by Spidey's webbing and his webbing was waterproof and unlimited also (a side note there) he watches the shimmering moon's reflection on the water's surface. Unknowingly to him it would be his last night as a merman.

He thinks about Ariel's beautiful singing.

Spidey let's out a happy sigh as he closes his eyes and falls asleep.

He begins to dreams he was training with his bros in the ring of awsomeness they were training in hand to hand combat, whip training for Spidey and Spiderman training too, Altair assassin and lasso training, Ryder gun training Spidey has to admits he have the best brothers ever and the others were sparring, playing cards and video games, racing and watching for danger but all of a sudden a brown hair girl with purple eyes walks up to the house on the hill and she tells Spidey there is some trouble at the seas and so they got there but there is no trouble and Spidey asks this girl there is nothing here.

"You fool you were lured into a trap and tricked by me the sea witch." This girl transforms into Ursula the sea witch.

Spidey saw the sea witch and shocked but not scared "Well well well Ursula so we meet again eh?" Spidey asks the sea witch and reachs for his Ultimatrix "little you rat" "what?" Ursula grabs Spidey and she has a wand in hand and the wand glows red and the sea witch says this to him "on your 17th birthday you will be human again but by then you nor any body else will be able to stop me!" The sea witch laughs evilly and she throws Spidey far, far out into the sea and the sea witch shoots the beam at Spidey and the beam completely engulfs Spidey.

Spidey screams at the top of his lungs in pain. The beam lifts Spidey in the air. His legs bind together and turn black with the sides of red. His feet bind together and turn blue as well. But his fins were transparent with a blue tint to them.

The sea witch laughs evilly and the beam stops flowing. Spidey glares at the sea witch not knowing what has happened to him. He only cared that she had caused him pain and he wasn't going down without a fight. He tries to webbed the sea witch in the face but ends up webbing the wand and yank the wand out of her hand. The sea witch was taken by total surprise and gasps in shock that the wand lands in the ocean.

"No!" The sea witch yells out.

Spidey falls since the beam was not supporting his weight. He falls and hits his head on the side of a rock before landing in the ocean and sinking to the ocean floor unconscious.

The sea witch in rage and kicks some sand around her and sinks into the water to start her search for the wand under water. She ignores Spidey for she thinks he snapped his neck upon impact of the rim of the rock. Spidey finally lands on the ocean floor a bit of sand moves around as Spidey lands on the ocean floor...unconscious.

Spidey wakes up from the dream. He eyes widen as he yelps out breathing heavily. His heart beats really fast. He sits up in a cold sweat.

"It...it was just a dream..." Spidey says as he tries to catch his breath.

"About.. my past.." Spidey says as his eyes widen in revelation as he finally remembers what happened to him.

"It's all coming back to me! I ...I was...a human." Spidey says with much revelation and total state of shock in his voice.

"I ...gotta tell Ariel! But.." Spidey says with determination but then frowns as he finishes his sentence.

"Ariel would hate me. I...would never be able to see Ariel...I would never be able...to...be with her." Spidey says sadly.

"But she deserves the truth." Spidey finally says with determination.

Spidey then reachs his right wrist which the Spider wrist morpher which it has the spider smybol on it and shuts it downs and reveals his bare chest which muscle style a little bunk up and Spidey then swings blankets off of him revealing his lower black fish body. He then pushes off from the hammock and floats. He then swims to the front door and places his hand on the door knob.

The door slams open on it's own and the happy Ariel with a big smile reveals her self with wide open arms.

"Surprise Spidey! Happy birthday!" Ariel says with total happiness and hugs Spidey.

Spidey's eyes widen surprised. He then hugs Ariel back.

"Wanna go to the carnival to celebrate your wonderful day you become a merman?" Ariel says with a smile.

Spidey listens to Ariel and hears the part 'man' more loudly in her sentence.

Spidey sighs and looks at Ariel.

"I'd love to but I have something to tell you." Spidey says.

Ariel giggles and listens. "Okay."

"I...I..." Spidey says but doesn't finish his sentence.

Spidey sighs in defeat looks at Ariel once again. "I can't wait to spend the day with you." Spidey tells Ariel.

Spidey didn't have the guts to tell Ariel the truth.

Ariel giggles and smiles. "Alright then! Let's go!" Ariel says eagerly and swims away leading Spidey out of the castle and to the carnival. Spidey slowly follows. The thought of him turning into a human never left his mind.

Finally Spidey and Ariel exit the castle and a red crab and yellow fish with blue strips awaited them at the exit.

"Are you guys ready? I can't wait to go!" Flounder exclaims with excitement as he does a back flip in the water.

"Oh and Spidey! Happy birthday!" Flounder exclaims to Spidey with a smile.

Spidey grins. "Thanks Flounder."

"Well.. I will be keeping an eye on you two for the day. Here are the rules that must be followed." Sebastian says as he tries to establish his authority.

"Rule number 1! You two are not to leave my sight! Rule numder 2! You two must be within 5 feet from me. Rule number3!..." Sebastian says as he lists the numerous rules.

"Let's go have some fun." Ariel quietly tells Spidey and swims towards the carnival which was 2 miles away.

Spidey chuckles and follows Ariel. Flounder does the same.

"Rule Number 5..." Sebastian says but he notices Ariel and Spidey were not with him.

"Ariel...Spidey?" Sebastian says confused as he looks around and then spots them 10 feet behind him.

"Hold on you two!" Sebastian calls out to Ariel and Spidey and follows after them.

20 minutes later Spidey, Ariel, Flounder and Sebastian make it to the carnival.

In the carnival there weren't any roller coasters. But the only rides there were a ferries wheel, and a ride on some dolphins. Within the carnival were mer folk, games, and a spot to play and listen to music.

Spidey, Ariel, Flounder, and Sebastian heard the lively and great caribbean music from the distance.

"Let's go!" Ariel says with excitement and swims into the carnival.

Spidey grins and follows after Ariel. Flounder and Sebastian follows as well.

"This place is...well pretty cool if you ask me." Spidey admits as he looks at the colorful sights of the carnival.

"It's your birthday Spidey. Where do you want to go first?" Ariel asks Spidey with a smile.

Spidey looked confused as Ariel questions takes him by surprise. Spidey's head was too busy thinking about the sea witch. Spidey wasn't himself today.

"Umm how about the ferris wheel?" Spidey says as he gestures over to the ferris wheel.

Ariel smiles and leads Spidey to the ferris wheel. Spidey follows.

"Okay a lot of merfolk are here today so I want you two stay close to me. I don't you two to get lost." Sebastian says as he looks at the merfolk around him.

"Umm Sebastian.." Flounder calls Sebastian.

"Yes?" Sebastian responds.

"I think they are lost.." Flounder says with a sad tone.

"What?" Sebastian exclaims as he turns to look for Spidey and Ariel but they are no where to be found.

"Oh no!" Sebastian cries out.

"Spidey!...Ariel!" Sebastian calls out loud to Spidey and Ariel. But his voice wasn't loud enough to over come the noise of the merfolk all around him.

Spidey and Ariel enter the ferris wheel and go for a ride. They go up, up, up.

"Yay! This is fun!" Ariel shouts with joy.

Spidey's mind was somewhere else and Ariel finally takes notice.

"Spidey is everything ok?" Ariel says with a frown on her face.

Spidey's eyes widen as he turns to look at Ariel. He then smiles.

"Yeah...I'm totally fine." Spidey tells Ariel with a nervous chuckle.

Ariel giggles. "Ok then." Ariel says with a smile.

The ferris wheel ride finally ended and Spidey and Ariel exit the ride.

They hear the lively Caribbean music in the distance.

"Let's go listen to the band." Ariel says happily and swims towards the music. Spidey slowly follows behind.

1 minute later Spidey and Ariel reach the source of the lively music. A band of fish and a octopus were playing the instruments.

..Music is Under the Sea Instrumental..

Spidey and Ariel sit at a table and listen. Spidey then takes notice of Ariel's tail fin's. They were swaying along with the beat of the music.

"Ariel would you like to dance." Spidey asks Ariel with a smile.

Ariel looks at Spidey surprised. "Dance? But Spidey I can't dance." Ariel says discouraged.

Spidey chuckles. "Yes you do. Come and let the master show you how its done." Spidey says with a smile and tugs Ariel by the hand to float in front of the band that was playing the music.
Spidey sinks on to his tail fin and stands on them like they were his feet. Ariel sees Spidey's plan and Ariel face lights up with joy. She then does the same and stands on her tail fins like they were her feet. Spidey and Ariel try to walk on their tail fin as they try to dance with the music. Spidey and Ariel laugh together as they waddle on their tail fins. Spidey and Ariel were holding each other like they were about to waltz.

The song finishes and Spidey and Ariel stop trying to dance and laugh.

"That..was very different! But it was fun! It was like we actually had feet! Who thought you to dance like that?" Ariel asks with a smile.

Spidey lightly gasps as Ariel's question catches him off guard. "Umm I don't know." Spidey says with a frown.

Ariel frowns as well but then smiles at Spidey. "Let's go into that ride." Ariel says as she points to a forest of kelp.

Spidey follows Ariel into the kelp forest. But Spidey and Ariel never entered a ride. Instead they unknowingly left the carnival and entered a very dense kelp forest.

Sebastian and Flounder spot Spidey and Ariel and quickly follow right after them.

Ariel and Spidey search for the ride but it was nowhere in sight. They then make it to the very center of the kelp forest. It looked like a meadow of lush green seagrass every where. The center was also shaped like a heart.

"I am tried of swimming. Let's rest here for now." Ariel says as she sinks and sits on the lush sea grass. Spidey sighs and does the same. It was getting dark outside and the moon was about to appear again. But Spidey and Ariel don't notice.

Finally Flounder spots Spidey and Ariel.

"Sebastian I found them." Flounder tells Sebastian.

Sebastian then pops his head out of the dense kelp and sees Ariel and Spidey.

"Typically teenagers. Running away from authority." Sebastian says and pouts.

"Even if we don't find this ride then I wouldn't mind. As long as I am with you Spidey." Ariel says as she cuddles beside Spidey. Spidey embraces Ariel's cuddling. And Spidey cuddles back.

"Ariel.. thank you for making my life truly special." Spidey tells Ariel with a smile.

"But I have something to tell you." Spidey tells Ariel with a serious face.

"Yes?" Ariel asks.

"I...I..." Spidey says as he sighs and closes his eyes and turns his face again bit.

"Yes Spidey?" Ariel asks eager to know.

Spidey looks back at Ariel with a frown. "I almost forgot to tell you that there is a piece of kelp on your bra strap behind you." Spidey says as he regrets not telling her the truth.

Ariel's eyes widen as she then giggles and blushes as she turns her back towards Spidey.

"Can you take it off please?" Ariel asks bashfully.

Spidey chuckles. "Sure." Spidey says tries to untangle the kelp off of Ariel's bra strap on her back.

Sebastian eyes widen. "What is that boy doing?" Sebastian cries out as he believe Spidey is going to take Ariel's purple seashell bra off.

Flounder stops Sebastian from storming into the scene. "He's taking off the kelp on her bra strap not her bra silly." Flounder tells Sebastian.

"Oh thank goodness." Sebastian sigh out in relief.

Spidey finally takes off the kelp and shows it to Ariel.

Ariel looks at it and giggles.

Spidey smiles and puts it up to his lips and he pretends it's his mustache. Spidey and Ariel had their share of laughs and then swim away from each other curious of their surrounds on the sea grass. They look to see of there is any more stuff they could find they could play with.

..Can you feel the love tonight start by the Lion King..

Sebastian: Phss I'll tell you Flounder this is horrible.

Flounder: How?

Sebastian: Him, Her...Alooone. (Puts emphases on the word 'alone'.)

Flounder: What's wrong with that? (Flounder confused)

I can see what's happening

(Sebastian pouts and cross his claws)

Flounder: What? (confused)

And they don't have a clue

(Sebastian gestures at Spidey and Ariel)

Flounder: Who? (confused)

They'll fall in love and here's the bottom line

Our trio's down to two.

(Sebastian shows his two claws)

Flounder: Oh. (frowns)

Ze sweet caress of twilight

(Sebastian sings in a sarcastic mock-French accent)

There's magic everywhere

(Sebastian sings back to normal, but still sarcastic)

And with all this romantic atomsphere

Disaster's in the air

(Sebastian frowns and pouts as he watches Spidey and Ariel.)

[Chorus:]

Can you feel the love tonight?

The peace the evening brings

The world, for once, in perfect harmony

With all its living things

[Spidey: Singing through his mouth!]

So many things to tell her

(Spidey looks at Ariel passionately Ariel looks back)

But how to make her see

The truth about my past? Impossible!

(Spidey looks away and frowns)

She'd turn away from me

[Ariel: Singing through her mouth!]

He's holding back, he's hiding

(Ariel curiously looks at Spidey facing away from her)

But I just don't know why

(Ariel frowns and looks down)

Why won't he be the Spidey I know he is

(Ariel looks at Spidey and frowns)

The Spidey I see inside?

(Ariel looks away)

[Chorus:]

Can you feel the love tonight?

(Ariel and Spidey turn to look at each other)

The peace the evening brings

(Ariel and Spidey swims closer to each other)

The world, for once, in perfect harmony

(Ariel and Spidey smile at each other and Ariel pokes Spidey)

With all it living things

(Spidey chuckles and hugs Ariel with passion)

Can you feel the love tonight?

(Ariel is taken by surprise)

You needn't look too far

(Ariel hugs back with much force)

Stealing through the night's uncertainties

(Ariel falls onto Spidey laying on him Spidey and Ariel look into each other's eyes)

Love is where they are

(Ariel kisses Spidey's cheek. Spidey eyes widen and he blushes. Ariel giggles)

[Sebastian:]

And if she falls in love tonight

(Sebastian sings with passion and Flounder sniffs)

It can be assumed

[Flounder:]

Her carefree days with us are history

[Sebastian and Flounder:]

In short, our gal is doomed!

..Can you feel the love tonight end..

All of a sudden Sebastian and Flounder feel a slender semi slimy fin come across their mouths. It was the two eels that belong to the sea witch.

Their screams are muffled as they try to cry out for help. The eels then tie up Flounder and Sebastian in the kelp and they covered up their mouths with the kelp as well.

Spidey and Ariel don't hear Flounder or Sebastian.

Ariel laid on top of Spidey.

Spidey and Ariel looked into each other's eyes with great passion.

"Ariel...There's...something I have to tell you." Spidey says as he regrets something.

Ariel frowns at Spidey's sad face. "Yes Spidey?" Ariel asks.

"I...I'm.." Spidey tries to tell Ariel but his words get stuck in his throat.

"I'm a BIG, FAT, LIAR!" The sea witch's voice was heard.

Ariel and Spidey gasps as the voice catches them off guard and Ariel gets off of Spidey and Spidey sits up.

"Who said that?" Ariel asks as the voice startled her.

Spidey eyes narrow as he looks around for the voice and his spider sense kicked in to source of the voice coming from.

"Show your self!" Spidey commands to the dircetion of the voice's sound coming from.

"If you insist." The sea witch says with a evil tone and the sea witch shows herself. She was now in the seagrass meadow with Spidey and Ariel.

Ariel and Spidey gasps.

"It's the sea witch!" Ariel cries out.

Spidey gasps as his eyes widen. He knew exactly who she was. She was the one that transformed him into a merman.

"Happy Birthday Spidey. Now your a grown man." The sea witch says as she puts emphasis on the word 'man'.

Ariel eyes turn confused. "Man?..." Ariel says with a hint of despair in her voice.

Before Spidey could protest Ursula continues to speak.

"You mean he didn't tell you?" Ursula asks sarcastically.

"You see...you were lied to." Ursula continues with a sinister grin.

"What?" Ariel softly asks.

"You see. Spidey has worked for me." Ursula continues as she uses her wand to zap Spidey so that Spidey moved towards closer to Ursula.

"What? I never worked for you freakin' oversized witch!" Spidey says angrily.

"Ariel! Don't listen to her. She's freakin' lying!" Spidey urges Ariel to believe him.

"I'm not a liar. You are! All this time you could have told her you were human all along. But then you decided not to tell her. You decided to deceive her poor heart in order to keep it from your friends and your brothers." Ursula explains to Spidey.

Spidey's eyes widen. "How you know about my friends and my bros? What have you done with them?" Spidey shouts angrily as he tries to attack Ursula.

But Ursula zaps Spidey's fist and pushes Spidey into the kelp tangling his limbs so that Spidey was not going anywhere and his mma jacket deform from his black tail fin and got into position.

"I have done nothing to them...yet." Ursula says with a evil tone.

"Get me out of this NOW!" Spidey shouts angrily.

"Why...why did you lie to me?" Ariel softly asks as tears develop in her eyes.

"Ariel I didn't lie to you! I mean...!" Spidey urges towards Ariel.

Ursula then zaps Ariel so that Ariel zooms towards the kelp tangling her within the kelp as well.

"Just so you do spoil my plans." Ursula chuckles evilly.

"Let me go! I will tell my daddy!" Ariel yells out as tears run down her face.

"Tell him?" Ursula says.

"How are you going to tell him when you stuck and about to drown?" Ursula laughs with evil delight.

"I'm not about to drown! I'm a mermaid!" Ariel shouts at the sea witch.

"Not..for loong!" Ursula say with a sinister tone.

"After Spidey transforms you's transform a minute later! Hahaha!" Ursula laughs evilly and swims away with her eels.

The eels zap Spidey in the chest multiple times causing Spidey cringe in pain.

"Stop your hurting him!" Ariel cries out.

The eels snicker evilly and swim away.

The zapping causes the golden chain around his neck to fall along with the omnitrix badge and the badge lands and activites revealing Spidey's past in holograms.

And inside was a hologram of Spidey having fun with his friends and brothers. He was a hero for life. Spidey looked happy in all of the pictures of the hologram. And he was human. Ariel watches the holograms of Spidey.

"So...he is a human. My...my nightmare has come true." Ariel sadly says as her tears flow out of her eyes.

"Ariel! I'm sorry!" Spidey apologies to Ariel. Spidey was 10 feet away from Ariel tangled in the kelp.

"I'm sorry I didn't tell you sooner." Spidey sadly says as he frowns and looks down.

Ariel looks over at Spidey.

"Ariel I lov..." Spidey says but then all of a sudden cringes in pain. He grits his teeth as his eyes tightly shut close.

Bubbles start escaping his mouth and nose as he is now unable to breathe under water.

"Oh no! Spidey!" Ariel cries out.

Spidey all of a sudden feels the water in his lungs. Spidey now desperately needed air.

More bubbles escape from his mouth and nose as Spidey desperately tries to free himself.

Ariel helplessly watches Spidey start to drown.

The ocean waters were cool and soothing. But deep in the depths disaster was brewing.

Sebastian and Flounder are tied up together in kelp. They desperately try to free themselves to help Spidey and Ariel.

Spidey's merman time was up and the spell was lifted. But he was transforming back into human..under water.

Spidey released bubbles out of his nose and mouth as he struggled to untie himself. He was running low on air.

Spidey cringed closing his eyes tightly shut and he grits his mouth as if he was in pain as his lower black fish body then starts to lose it's color. It started matching with Spidey's skin tone. His legs were visible and his blue tail fins turn into feet with 5 toes in each foot. Spidey was now completely human once again. The kelp and the mma jacket around his waist and covered his manhood.

Ariel watches in horror as she is helpless to help Spidey.

Sebastian and Flounder watch in shock as they watch Spidey transforms into a human.

Spidey continues to struggle himself free but it was no use. Spidey starts to lose consciousness.

His vigorous struggling starts to come to a halt. His body falls limp in the tangled kelp.

'Ariel...I'm sorry.' Spidey says in his mind as his eyes close and Spidey sees blackness and as his last small bubble of air escapes from his lungs and floats to the surface.

"Oh no! SPIDEY!" Ariel calls out.

Ariel says but then all of a sudden cringes in pain. She grits her teeth as her eyes tightly shut close.

Bubbles start escaping her mouth and nose as she is now unable to breathe under water.

Ariel now desperately needed air.

More bubbles escape from her mouth and nose as Ariel desperately tries to free herself.

Ariel's lower fish body begins to disappear as it starts to lose it's color and match Ariel's skin tone. Her legs emerge and her tail fins become feet. The kelp wraps around her waist covering her womanhood.

Sebastian finds a way to free himself. He frees his claws as he cuts away the kelp that held them. Flounder and Sebastian were now free.

"Oh no! Ariel and Spidey are in trouble!" Flounder cries out as he quickly swims to Ariel.

Sebastian gasps as he quickly swims to Ariel who desperately needed to have air in her lungs rather than water. Sebastian looks at Ariel's desperate face to free her self.

"Don't worry Ariel!" Sebastian says and he cuts away the kelp that held Ariel.

Ariel was now free and she desperately tries to swim to the surface knowing there is air up there. But she doesn't know how to swim as a human. She kicks and moves her arms frantically but she doesn't get anywhere.

Flounder spots the omnitrix badge on the sea grass and grabs it using his mouth. He quickly swims up to Ariel.

"Ariel! Grab on to me!" Flounder tells Ariel as his voice is muffled by the omnitrix badge in his mouth.

Sebastian quickly swims to Spidey and cuts away the kelp that held him. But Spidey's body was lifeless. Spidey starts to sink as the kelp was no longer holding him.

But Flounder swims by Spidey so Ariel could grab Spidey.

Ariel grabs Spidey's arm and holds him close to her body. Ariel looks at the surface as it gets closer and closer.

Flounder struggles as he tries to tug along not one body but two bodies.

Sebastian quickly follows Flounder to the surface.

Flounder makes it to the surface of the water and so does Ariel and Spidey.

Ariel takes a huge breath in of the salty sea air. Ariel gasps for air as she is tugged to shore by Flounder holding Spidey in her arms.

They finally make it to shore. Ariel doesn't know how to walk so she drags her self on to shore using her arms and lays Spidey on his back.

"Oh no. Spidey! Spidey! wake up please!" Ariel cries out. Her voice over came the noise of the gentle waves crashing beneath her. The waves eventually climbed up on shore and crash against Ariel's back and Spidey's body. Ariel cringed surprised by the sudden water crashing on her back.

Ariel then drags Spidey's body a bit more up on the shore so the waves wouldn't come crashing down on them.

"Spidey please wake up!" Ariel cries out and starts to hit his chest hoping it would wake him up.

Sebastian climbs on to the shore and stands along side Ariel.

"Ariel.. he's gone." Sebastian says sadly.

"No! I won't give up! He's not gone!" Ariel cries out determined to wake Spidey up.

5 seconds later Spidey starts to cough out water. Ariel smiles relieved to find out Spidey is alive.

Sebastian smiles as he is glad to find out Spidey is alive. Flounder was still in the ocean close to the shore. He watches from a distance with a smile perched on his face.

Spidey coughs out much water and then starts to slowly opens his eyes.

He sees Ariel smiling against the night sky. The stars twinkled behind her with the out most beauty.

"A...Ar...Ariel?" Spidey says faintly.

"Yes Spidey! It's me Ariel." Ariel says happily as she places her hand on the side of Spidey's face.

Spidey smiles and sits up. "Ariel..I...I thought I was a goner" Spidey says with a relived smile.

"Remember that promise we made. I swore that I would protect you at all costs." Ariel says with a gentle smile.

Spidey gently smiles back.

Ariel sits by Spidey. She smiles. "Guess what." Ariel tells Spidey.

"What?" Spidey asks.

"You two are humans now!" Sebastian says with a desperate tone.

Spidey's eyes widen as he looks at his legs in front of him. He lifts his right leg and wiggles his toes. He then looks at Ariel's legs. They were slender. Spidey smiles with delight.

"Ariel...your human." Spidey says with a excited tone.

Ariel giggles as she smiles and nods bashfully.

"Oh now the sea king won't be happy with this!" Sebastian cries out and the paces the sand.

"His daughter! A human!" Sebastian say as he gestures to Ariel.

Ariel frowns and grabs Sebastian.

"Please don't tell daddy!" Ariel pleads with Sebastian and she does puppy eyes.

Sebastian tries to resist Ariel's puppy eyes and he groans.

"Fine! What ever." Sebastian groans and rolls his eyes looking away.

Ariel smiles. "Oh thank you Sebastian!" Ariel says with glee and sets Sebastian down on the sand.

Spidey smiles at Ariel and then stands up. He struggles at first. It's been a while since Spidey stood on his feet. He finally stands up straight and he feels the sand between his toes and sighs happliy. Ariel looks up at Spidey. She watches Spidey stand up.

Spidey looks down at Ariel with a smile.

Ariel smiles back and then tries to stand up herself. Her legs are a little wobby. Spidey watches and chuckles. It was as if watching a baby try to stand on it's own with no support for the first time. But then his eyes widen as he then notices Ariel is not wearing any underwear. The only thing that was covering her woman hood was a poorly wrapped kelp around her waist. Her chest was being covered up by the purple seashell bra.

'Oh my goodness, she's naked!' Spidey says in his mind as his hearts beats faster and his breathing gets faster.

Ariel then tries to walk but then trips over.

"Whoa there!" Spidey says as he quickly reacts and catches Ariel before she could hurt herself.

Ariel looks at Spidey in the eyes giggles.

Spidey blushes as he carries the wet and naked Ariel in his arms.

"Sorry I'm so clumsy now." Ariel says with a giggle.

Spidey carries Ariel as if he was cradling a baby. His face flushes red as he feels Ariel's wet naked body in his arms.

Spidey couldn't say a word as he doesn't know what to do.

"Um..let's go and get some clothes..." Spidey says with difficulty as he tries to pay no mind to Ariel in the nude. Spidey quickly walks away from the waves carrying Ariel and he starts to head towards the stairs leading up to the house on the hill at the end of the cliff which was 30 ft. up.

Flounder was still in the sea. "Here! Take this!" Flounder yells out as he then spits out the omnitrix badge out of his mouth and the badge object lands on the shore just 2 feet away from Sebastian.

"I think it's important that you give it to Spidey." Flounder yells out over the noise of the crashing waves.

Sebastian didn't notice Spidey leaving with Ariel. "Ok! I will give it to Spidey! And Flounder what ever you do don't tell the sea king if he asks you about Ariel or Spidey!" Sebastian yells over the noise of the waves crashing.

Flounder nods. "Ok then see you later!" Flounder says and sinks into the ocean.

Sebastian then grabs the omnitrix badge and place it on his shell back he then notices Spidey walking away with Ariel in his arms. Sebastian quickly runs after Spidey with his 6 little legs.

"Spidey wait!" Sebastian calls out to Spidey.

Spidey and Ariel don't hear Sebastian over the crashing waves and Spidey continues walking with Ariel in his arms.

"What are clothes?" Ariel asks with curiosity.

Spidey was still blushing and his heart was beating fast as if he just sprinted a mile.

Spidey makes it to the house and opens the front door with his hand walk on in and he closes the door behind him with his leg.

"Umm clothes are what people wear to cover themselves." Spidey says as his voice cracks in between the word 'cover'.

Spidey rests Ariel on the sofa which was made out of leather.

Ariel feels the new texture of the leather with her hands.

"So where can I get clothes?" Ariel says as she begins to stand up again. She was very eager to try out her new legs.

Spidey watches Ariel. "Oh jeez..." Spidey says as his eyes widen. The kelp was dangerously about to fall off of Ariel's waist. If Ariel moved another inch the kelp would fall right off her exposing her woman hood.

"Umm.. Ariel it's best you sit...I'll teach you to walk once you get some panties on..." Spidey says as he regretted saying panties. Spidey slaps his mouth shut with his hand.

"Panties?..What's that?" Ariel asks with a curious face.

Spidey eyes widen as he covers his blushing face slapping his face with his hand.

"Spidey?" Ariel asks cofused. She was still standing in one spot.

Spidey doesn't say a word. He didn't want to say something he would regret saying so he runs to his bedroom down through the hallway and enter's his room he quickly and looks for his DX army baseball cap, black tank top, blue jeans, one pair of red wings biker gloves, underwear and black and white Puma tennis shoes. He takes off the uncomfortable kelp off of him along with his mma jacket. Spidey was now completely naked as he continues his search for his clothes.

Ariel watches Spidey leave and looks confused and she attempts to follow him into the room he walked in which was his bedroom. She wobbles as she walks but she most of her support from the walls of the hallway. She doesn't notice her kelp around her waist fall off and she enters Spidey's bedroom.

Spidey turns to looks and he feels his heart beat so fast that it was as if his heart was going to pop out of his chest. Spidey's eyes widen and his face blushes red. Spidey then quickly remembered he's naked himself and he quickly grabs the sheets of his bed to cover himself.

He covers his eyes with the sheets.

"Ariel...!" Spidey cries out as he tries to erase the image of what he saw of the naked Ariel.

"Umm... I was wondering why you were acting so odd. I have so many questions to ask you. Like where I can find clothes, what are panties and a new question... what is that in between your legs?" Ariel says curiously.

Spidey eyes widen as he hides his face under the sheets. "You saw?" Spidey asks out loud as he talks to Ariel from underneath the sheets blushing bright red.

Ariel smiles innocently. She didn't know it was a bad thing to look. "Yeah!" Ariel says happliy.

"So are you answer my questions?" Ariel asks with a impatient tone.

"Wait in the other room! Then I will answer all of your questions." Spidey says as he forced the words out of his shocked body.

"Ok!" Ariel says with a smile and turns away and walk into the living room with support of the walls of the hallway.

Spidey peeks from under the sheets to see if she was gone and sighs relived. He then drops the sheets and finds his underwear, socks, black tank top with a amazing Spiderman symbol on it blood red style, his gloves, his pants, his shoes, and his cap on his head backwards he retied his jacket around his waist.

He enters the living room full with clothes on and sees the naked Ariel standing in the kitchen/living room. Ariel was curiously looking at the fire place which was filled with ashes.

Spidey blushes once again and looks away.

"Umm my friends and my brothers has clean clothes you can wear." Spidey tells Ariel looking away and not making eye contact.

"Ooo! Where?" Ariel asks with a smile.

"Wait here!" Spidey tells Ariel and Spidey quickly runs up the stairs and to Gwen's room sneaks in there like a ninja and grabs a white blouse with a black front that goes to the waist and a light blue skinny pants that goes to the ankle, black flats and a white bra, white panties. The panties and bra were new and were never worn. Spidey comes back to the kitchen with the clothes. Ariel was sitting in the kitchen floor looking at the tongs. She was confused on what it was and she fumbles with the tongs.

"Here you go Ariel." Spidey says as he looks away and tosses the clothes at Ariel.

Ariel turns her head and looks and then the clothes fall on her face.

Spidey doesn't notice and quickly walks away so that Ariel could get dressed.

He all of a sudden hears a faint knocking on the front door. Spidey curiously looks at the front door. He didn't know who it could be.

Spidey quickly heads for the front door and opens it. He looks around but nobody seems to be there.

"Hmm?" Spidey says as he looks around for a human being.

"Down here boy." Sebastian says with a annoyed tone.

Spidey looks down and sees Sebastian holding the omnitrix badge on his shell back.

"Oh it's you. Umm.. come in." Spidey says unsure what to say. He steps aside his shoes seemed like buildings compared to Sebastian as Sebastian walked past them and into the house.

Spidey then closes the front door and sighs.

"Where is Ariel?" Sebastian asks Spidey.

"Spidey! I put on clothes for the first time!" Ariel calls out to Spidey with a happy tone.

Spidey and Sebastian hear Ariel from a distance.

"This way, follow me." Spidey says as he walks to the kitchen and looks at Ariel. His eyes widen and then looks away. He then looks back at Ariel. Ariel was sitting on the kitchen floor with silverware every where around her.

Ariel has the slippers, pants, and underwear part right, but her white bra was on outside of her white shirt and black front.

"I did it!" Ariel says happily.

Sebastian gasps and puts down the omnitrix badge beside Spidey's shoes. Sebastian rushes over to Ariel.

"Ariel!" Sebastian calls out as he frantically runs to her.

"Hi Sebastian!" Ariel says with a smile.

Spidey bends downs to pick up the omnitrix badge and then walks away from the kitchen hoping Sebastian can help Ariel out. He steps into the living room and plops down on the sofa of leather. Spidey sighs as he looks at the omnitrix badge in his hand.

2 minutes later Ariel slowly walks out of the kitchen holding on to the wall for support. She was now dressed correctly. She had the white shirt on with the black front on it and the light blue skinny pants that stopped just above her ankles and that hugs her legs. Her red long hair was now dry.

Spidey looks at Ariel and smiles. "That's better." Spidey says still sitting on the sofa.

But around the sofa there were not structures for Ariel to hold on to. So Ariel makes a brave decision and walks to Spidey without support. Her feet inverted towards each other as she walked.

She was very wobbly and ultimately falls over and lands on top of Spidey.

Spidey and Ariel look into each other eyes. Spidey smiles. Ariel smiles back.

Sebastian finally make it out of kitchen and sees Spidey and Ariel.

Sebastian pouts. "Ok you two lovers knock it out!" Sebastian says and walks towards Ariel and Spidey.

Spidey smiles. Ariel giggles and gets off of Spidey and sits next to him.

Spidey returns his attention to omnitrix badge in his hand. He fumbles with it as he tries to turn it on.

Ariel gently frowns. "I saw was in that." Ariel says calmly.

Just when Ariel finishes her sentence Spidey gets the omnitrix badge to activites and displays it holograms of Spidey and his bros and friends. The holograms played mini motion videos of Spidey plays with them. Him as a hero for life, leader of this team. Spidey looked happy in all of the pictures of the holograms.

Spidey sighs. "This is me and my bros Altair, Ryder my friends Ben, Gewn, Kevin, Static aka Virgil, Gear aka Richie, Rex, Bo & Luke duke, and the two Bumblebees."

"I figured that." Ariel says as she gently frowns.

"I...I never lied to you. The sea witch was lying to you. I...I wanted to tell you as soon as I found out. But I was afraid you'd would hate me." Spidey sadly admits. Spidey then looks at Ariel.

"So you really did forget you were human?" Ariel asks.

"Yes! I did. Until I had the night before the carnival. That's when I found out about everything and wanted to tell you...but then again..I was too afraid to tell you." Spidey says with a frown.

Sebastian climbs on to Ariel's lap.

"And you weren't working with the sea witch?" Sebastian asks Spidey.

"No! Never!" Spidey urges.

Sebastian smiles. "I believe you then."

"You do?" Spidey asks surprised.

"Yes I do. I can tell who's lying and who's not! And you boy... are NOT lying." Sebastian says with a smile. He then climbs up onto Spidey and stands on his head on his cap.

"Your a good kid Spidey." Sebastian says with a smile.

Spidey looks up at Sebastian on Spidey's head with his eyes and smiles back. "Thanks Sebastian."

Ariel giggles.

Spidey deactivites the omnitrix badge turning off the holograms of Spidey and his gang.

"Well one thing's for sure. This isn't a snarfblaster." Spidey says with a chuckle.

"It's not? Then what is it?" Ariel asks with a curious tone.

"It's my friend Gwen's plumber badge" Spidey says as he smiles looking at the badge.

"Your friends... wow.. what they's like?" Ariel asks with a smile.

"Well why don't you meet them yourself?" Spidey says with a smile.

Sebastian was confused about the whole snarfblaster thing.

"Really?" Ariel says with a bright smile.

Spidey smiles. "Yea. But first you gotta learn how to walk." Spidey says as he puts the plumbers badge in his pocket and quickly picks up Ariel.

Ariel was taking by surprise by Spidey's forward actions and Ariel laughs as she is held by Spidey.

Ariel puts her arms around Spidey's neck. And Spidey walks away and opens the front door with his hand and out of the house and kicks the front door with his leg with cradling Ariel in his arms made it outside. Spidey smiles at Ariel. Ariel smiles back. Sebastian was still on Spidey's head.

Spidey and Ariel make it on to the stairs and on the sandy beach. Spidey and Ariel shoes entering the yellow loose and warm sand.

Spidey sets Ariel down and puts Sebastian on a boulder that was beside him.

Ariel was now standing on her own two feet. She looked down at her feet and smiled. Spidey was holding onto Ariel.

"Ok Ariel it's one foot after the other." Spidey instructs Ariel as he begins walking slowly. Talking each step like a turtle. Ariel was still holding onto Spidey's shoulder with her two hands as she walked beside him.

Ariel smiles as she walks. "Yay!" Ariel exclaims happily.

Spidey smiles. "Your doing great!"

"Ok now you have to let go of me and see if you can do it on your own...okay?" Spidey says as he slowly walks away from Ariel so that Ariel had nothing to hold on to.

Ariel frowns as Spidey walks away. But then she closes her eyes and takes a deep breath of the saltly humid air and then opens her eyes determined.

"Ok I can do this!" Ariel claims and starts to walk on her own.

She wobbles a bit but not as much as before when she first took her steps.

Ariel then almost falls over but then catches her self before she could.

Spidey and Sebastian gasp.

"I'm..ok" Ariel says with narrowed eyes. She was determined to not fall over.

Ariel then straightens her self up and starts to walk normal. Spidey smiles. "Ariel! You did it! Your walking correctly!" Spidey exclaims with a bright smile and he runs to Ariel and then lifts Ariel by the waist into the air and spins once with her in the air he gently puts her back down.

Ariel and Spidey smile at each other. "Thank you Spidey! For teaching me how to walk!" Ariel says with a excited tone.

"Now will you teach me how to run?" Ariel asks happily.

"Well let's get used to walking first. Then you can start learning how to run." Spidey says with a grin.

Ariel sighs. "Aw ok fine..." Ariel says a bit disappointed but then smiles at Spidey.

Spidey then holds Ariel's hand and walks towards the stairs grabbing Sebastian to put on his shoulder.

Ariel walks along Spidey holding his hand.

"So then you can answer my questions!" Ariel says excitedly.

Spidey chuckles. "Yea fire away ask me everything" Spidey says with a grin as he looks at Ariel then looks in front of him.

"What was that thing between your legs?" Ariel asks happily.

Spidey's eyes widen.

"Spidey?" Ariel asks a bit confused.

Sebastian groans at Ariel's questions and falls asleep on Spidey's shoulder. It was still dark out but dawn was soon approaching.

Spidey sighs and looks at Ariel raising one eye brow Spidey grins. "Let's just say...it's the thing that makes me a boy..." Spidey says.

Ariel smiles. "OOOOOO... So that's why I don't have one." Ariel says and then let's go of Spidey's gloved hand and pulls away the waist of the pants away from her body so that she looked down at her womanhood.

Spidey blushes and grabs her hand so she stopped doing that.

"Umm.. yeah...don't do that." Spidey orders as he looks away blushing red.

Ariel looks at Spidey and smiles being obedient. "Ok Spidey!" Ariel says with a smile.

Spidey and Ariel continue to walk on the dark beach towards the stairs holding hands.

..At the Motorcity v2 train station...

In the this city's train station everyone was working, walking to their platforms for express railway but there was one train come in from the other city New york city and this train was a look-a-like of the Solar Streak express but 2v of a passenger train and the size the same of it.

The Solar Streak was carrying three figures two were male and one was female, the first was wear some tennis shoes, dark blue pants, black shirt while wearing a gray jacket on him he has brown eyes and rustey up brown hair he was listen some music on his ipod he was the 16 old years old Peter Parker from the Amazing Spiderman movie he has the Amazing Spiderman costume under his clothes and a backpack on his back double sash. 2. he was wearing some sneakers white types, light blue jeans, a lightest red t shirt and a gary blue jacket both selvees roll up and a watch on his left wirst, lights brown eyes, light brown hair and was 19 years old he was the 2nd Peter Parker from the Spiderman: The Animated series he has traditonal Spiderman outfit under his clothes. 3. she was a red headed, sky blue eyes, red lips, wearing a dark blue jacket, light purple turtle neck shirt, a three button style yellow shirt while above the light purple turtle neck shirt, skinny light purple blue jeans, brown cowgirl heel style boots, she was none other then Mary Jane Waston Parker from the Spiderman: The Animated series and married to Peter Parker.

The Solar Streak express stops at the station and the three got off of it and walking down to the stairs and got outside and there was someone waiting for them it was a girl she has blond hair, blue sea eyes, wearing jungle boots green army, a dragon jumpsuit pants with black stripes on sides, a black t shirt and a sidearm was the type 17 pistol on her waist she was Eva from the Metal Gear Soild 3 snake eater game and she was Ryder's sister and she has a ride was a yellow Chervlot Camro SS two black racing stripes on the top has a autobot smybol on the steering wheel it was Bumblebee from the Transformers movie.

They were here to help the Roadburners v2 in the searching of Spidey.

"Well hi ya'll over here!" Eva says and waves out to Peter, MJ, and Peter Parker and they saw Eva waving out to them they walks towards the yellow car where Eva was.

"Oh hi Eva!" MJ says excited to Eva and they handshake to each other.

"Hey Mary Jane say MJ anything happening back in New york city?" Eva says to MJ while taking their stuff in the back of Bumblebee.

"Oh nothing Eves nothing at all." MJ says in a little happy tone to her friend Eva.

MJ and Eva were best friends for life just like the other two Kara kent and Barbara gorden and the thing that MJ call Eves because Eva had a nickname like that and the four eventaully arrvie at the house on the hill and Bumblebee stop behind a wall at beside of the house and they got out of the car but the other ones show up during the night before drawn hit and each one was different one has a were two best friends the first one was wearing a blue and silver white Puma shoes, black jogging pants with white stripes on the sides, a DX army t shirt and a brown cowboy hat he was Frankie and the second male had on blue boots with flames on the feet, two black knee pads, red shorts with two white red stripes on the sides, a black bulletproof vest like with a DX smybol on it and a cross necklace, two black elbows pads, two black sweat bands, two black ufc gloves fingerless and little light sky blue eyes, black mohawk, facial hair on his chin sideburns and upper lip color is light yellow brown he was the created a superstar character on wwe 12 his name was Chuck Liddell. 7. two of them one was male wearing two black shoes, brown pants, green shirt, small facial hair under his chin and light brown hair he was Shaggy from the Scooby Doo series and his pal was a great dane brown hair with black spots on his back and wears a collor reads sd on it he was Scooby Doo the series named after him. 8. was a blue hedgehog with green eyes he wears two white gloves on his hands, running shoes red and white with a gold buckle on it two of them he was the fastest thing alive Sonic the Hegdehog from Sonic X series. 9. two humanoid kats one was a dusty yellow with brown stripes on it arms, wearing a g flight suit you know the blue suit with a black and red parachute look and white shirt under it, a black mask and blue and red helmet, black gloves, he was the Turbokat pilot T-bone or Chance furlong for short, 2. he was rusty red fur kat and he wears the same outfit that T-bone was wearing his name is Razor or Jake Clawson weapons expert of the Turbokat.

..Back in the house...

While everyone was asleep a strange black smoke into the come the house it start to kidnapping half of the team and after the black smoke take everyone but the only ones were unharm were Altair, Ryder, Ben, Gwen, Kevin, Static, Gear, Rex, Bo & Luke duke, and Po they were sleeping but that black smoke had two yellow eyes in them they were Ursula's eels change into the black smoke and disappear to the Solar mts location about 10,000 miles from Motorcity v2.

..Back outside...

Spidey and Ariel continues walking on the beach. They made it to the stairs Spidey starts to walk up the stairs and Ariel quickly follows him.

She frowns as the steps messes up her walking.

"What's going on? The ground is getting higher." Ariel says with a frown.

Ariel stumbles as she walks.

Spidey looks beside Ariel and frowns.

"Well you see on land gravity has a bigger role on you. Just lean forward a bit to balance yourself." Spidey instructs Ariel.

Ariel does as instructed and she smiles as her walking turns back to normal.

"It's worked!" Ariel says with a smile.

Spidey chuckles and walks forward following the cement path.

2 minutes later Spidey and Ariel make it to the peak of the stairs and to the cliff. They see the ocean in front of them as Spidey and Ariel stood on the edge of the cliff as the salty air played with their clothes and hair. The lighthing bugs flew around the couple. The massive ocean expanded into the horizon before disappearing from view at the horizon. The sunrise was at the horizon as well giving the scene an orange glow.

"So this is how the ocean looks like... all these years... I was in it." Ariel says in awe.

Spidey looks over at Ariel and grins. "That's right Ariel." Spidey softly tells Ariel as he looked down at her.

The lighthing bugs flew around couple as if they wanted Spidey and Ariel to kiss but all of a sudden a beeping sound was heard in front the couple.

It was the beeping from Spidey's Ultimatrix.

"Spidey what is that thing on your left wrist?" Ariel asks with a curious tone.

Spidey looks at his left watch on his left wirst "Ariel this device on my left wirst is called the Ultimatrix." Spidey says and shows Ariel the watch like gauntlet that stretched from his wrist to his lower forearm some of it under the glove. It was green in color with neon tubes on each side of the device. On the top was a dial with a green hour glass symbol with a black background.

Spidey tells Ariel about the this device was and what does it do. He tells it a similar one on Ben and Spidey mess around with his and got rid of sdm (Self-destruct mode) and place in the master control and mess with the dna catch mode and put in the Omnitrix the new type dna is the Mermaid dna it allows you to change from alien to human to mermaid the symbol to try this ability is marked to look for a tail. And a new form in the Ultimatrix is this new alien called Fastattack like Fasttrack and he extremely fast due to his speed: 4,969 mph and his form of it is the legs and tail of XRL8, upper body is Fasttrack, on the hands two gaunlet claws holder three claws can on out Worlvine style, head is the dirt bike helmet with a visior on it and able to run over all kinds of tough terrian like ice able to slow down his speed if he wants to.

Spidey looks at it "hmm it seems tells me that my half of my new friends and old friends were kidnapped by a black smoke and there is some other people located around the other side of the house's wall." Spidey says as he points to the side of the wall at the house.

The others hears this and found a door to the side of the house they open it and get everyone in expect for Bumblebee who drives into the shadows under some trees and stays there for now.

Spidey senses them there no more and Spidey looks at Ariel "hey Ariel ready meet my gang?" Spidey says with a smile.

Ariel smiles with delight at Spidey "yes Spidey I do!" Ariel says in excited tone.

"All right then way we go!" Spidey says in a funny voice and walks to the house with Ariel and he got there he opens the front door Spidey walks in Ariel follows Spidey in and he closes the door.

Spidey looks around and he calls out his gang "hey ya'll come on out!" Spidey yells out to his bros and his friends.

..Upstairs bedrooms...

While everyone was asleep but they hear a familier voice downstairs Altair wakes up to a voice he familier with "whoa ain't that Spidey I hear?" Altair says in a little sleeply voice and he jumps out of bed, everyone gets the same message and they walking towards the stairs and Ryder looks around the side of the wall and sees his big bro and the main leader in person alive Spidey.

"Holy nuts it is Spidey!" Ryder says as the others ones looks too and they walk down the stairs and sees that Ryder wasn't lying they gasps at Spidey and Spidey breaks the quietness "hey ya'll miss me!" Spidey says to them and his mains bros walk up to him and they gave themselves a high five to each other. "Spidey where you have been man?" Ryder says to Spidey and Spidey says this to him "funny story Ryder but ya'll my little Ultimatrix tells me that my friend Bumblebees has been kidnapped by a strange black smoke?" Spidey says to his gang.

"Yeah Spidey that's right I had sense through my ninja like sense this black smoke while I was asleep" Altair says in a wisdom voice to Spidey.

"Yea Altair you got that right!" Spidey says to Altair.

"Oh ya'll gather around I think there is someone would like to meet you ya'll" Spidey says to his gang and the gang walks to the bottom floor and Ben breaks the silence "who it is Spidey?" Ben says in a curious tone.

Spidey smiles and moves to the left reveals to the gang the blood red headed girl with blue eyes shorter then Spidey wears a white blouse with a black front that goes to the waist and a light blue skinny pants that goes to the ankle and hugs her legs, black slippers with a smile on her face.

The gang then looks at Ariel.

"By the way Spidey who is this young girl with you?" Virgil asks Spidey.

Spidey grins as he looks at Ariel. "Dudes I you like you to meet this is Ariel ya'll." Spidey introduces Ariel to his gang Spidey as he looks at Ariel with a smile.

Gwen smiles and walks to Ariel as she held out her hand for a handshake.

"Pleasure to meet you Ariel." Gwen tells Ariel.

Ariel giggles and shakes her hand and nods her head. "Nice to meet you..uh..." Ariel says with a smile but then frowns as she forgets Gwen's name.

"My name is Gwen Tennyson and right there is my cousin Ben." Gewn tells Ariel as she points to her cousin.

Ben walks up to Ariel and shakes her hand and so does everyone else.

"All right Spidey so explain to us what happened to you during these three days?" Altair asks Spidey.

Spidey was about to tell his story when a loud sound came from underground and it caught them by surprise.

"WHAT WAS THAT!" Spidey yells out.

Ariel cringes at Spidey's yell.

Sebastian groans as he wakes up. He stretches.

"What's with all yelling boy?" Sebastian asks half asleep.

The gang notices and hears Sebastian on Spidey's left shoulder. They raise an eyebrow.

"Eh mate?... Why do you have a toy on your left shoulder?" Ryder asks Spidey.

Ariel eyes widen as Ryder notices Sebastian and Ariel quickly grabs Sebastian and cups Sebastian in her hands.

Ariel chuckles nervously. "I forgot I put that there..." Ariel says with a nervous smile.

Ryder looks at Ariel and chuckles as he looks away.

Sebastian struggles to free himself out of Ariel's hand. Ariel keeps her hand closed. She didn't want Ryder to find out that Sebastian was a talking crab.

"Ok Whatever rides your style mate." Ryder tells Ariel with a chuckle.

"Ok ya'll let's go that sound was came from the cave." Spidey says and leds his bros and friends and Ariel also to the a white door with a NASA smybol on it in the libaray.

Spidey opens the door and reveals some stairs cave walls that leds to the spidercave underground (look-a-like of the Batcave) he tells them to follow him down through the cave walls some stairs so when Spidey led them to the cave they stop at the entry point to see the cave was a huge cave, hangers, small science lab, and in the center very large and impressive computer.

Spidey saw some people down there and found that source that cause the sound was very large penny knock off and flat.

"Hmm it's seem my little friends that we got some friends down there" Spidey says and reach for his Spider morpher but Ariel looks at the watch before Spidey even laid a hand on it.

"Spidey what that's?" Ariel says in a curious tone and raises an eye brow.

Spidey looks at Ariel in a confused face "Ariel this watch is the Spider morpher which means it allows me to bring up my Spidey suit." Spidey says and shows Ariel the watch which it was a silver, it is somewhat rectangular in shape and has a circle in the middle with a red spider symbol on it and has two red rectangles on it and has a button on it's side.

Spidey presses the button and a hatch opens up and comes on out is little tiny nanabots the bots are released they start to cover to up the left hand and reveals a spider symbol it gives a short light burst, covers up his back with the same spider symbol and the web cape, moves to his legs and gave the same light and then finally covers up his face and the Spiderman unlimited suit is online and when Ariel looks at it she sees the upper part familer to her but the legs were the same look when Spidey had the tail look but it was revesed the red lines were now on the inside part not in the suit, outside/inside part, and she also saw the color was the black, red, and blue the mask has some red on the sides and the middle was black with two white eye pieces on it.

"Spidey this suit I mean...wow!" Ariel says in amazment about Spidey's suit.

"Thanks Ariel it's actually made out of nanobots which are tiny robots." Spidey says to Ariel and jumps to the wall Ariel saw in surprised what Spidey can do and he wall crawling to the top and activies his stealth mode and this mode doesn't over heat so Spidey can actully stick in this mode like from MGS4 the game stealth camo gear.

When he reaches the center top of the cave he deactivies the stealth mode and web yo-yo down to them he still remains in the darkness like a ninja.

At the down center of the platform Frankie was look around of the cave and Peter was talking to MJ when his spider sense goes off and sees up in the darkness.

Spidey comes out of the darkness of above and reveals himself "hello ya'll!" Spidey says to them while still upside down.

MJ hears a familer voice and turns her head to the left. "Spidey it is you!" MJ says in a excited voice.

Spidey looks at MJ "whoa MJ last time you and Peter were getting married is that correct?" Spidey says and jumps down from the web line.

"Yes Spidey it was and I even heard that you have gone missing on the radio back in nyc so me and Peter and this second Peter have come here and help them to search for you?" MJ says and gestures the two Peter Parkers.

Spidey looks at the two Peter Parkers and calls the other ones at the stairs and they come on down.

MJ sees them "is that them?" MJ says and looks at them.

"Yes but expcet for one?" Spidey says.

Ariel comes to Spidey and stands by his side "Spidey do you know you this girl?" Ariel says in a curious tone.

"Yes Ariel I know her since about 8 months ago." Spidey says in a gentle tone.

MJ looks at the red head known as Ariel and walks up to her "hello Ariel nice to meet you!" MJ says in a happy tone and brings out her hand.

Ariel looks at MJ and shakes her hand "it nice to meet you MJ or...?" Ariel says but doesn't know MJ's full name.

"It's Mary Jane Waston Parker" MJ says to Ariel in a happy tone.

Then Ryder comes on in into the sence "all right Spidey now would you care to tell that story to us why you had gone missing for these three days?" Ryder says to Spidey.

Spidey sighs "all right ya'll gather around because I got a story tell you." Spidey says and everyone gather around.

Spidey begins to tell the story when he had he a little encounter with the sea witch and transform into a merman and meet Ariel as a mermaid seen a golden city from there to when he a encounter with a shark trying to eating Ariel and save her life made a promise to her to protect her with his life and from to third day when the he was transform back to human but also Ariel same thing.

"And that's my story ya'll!" Spidey says to them.

Everyone's faces was in shock and amazement.

"Well Spidey that's a shocker!" Chuck says in a shocked tone.

Spidey then looks at Chuck and gets a confused face.

"Uh do I know you man?" Spidey says in a confused tone and raises an eye brow under his mask.

"All right Spidey my name is Chuck Liddell and my best friend over there on the chair is Frankie." Chuck Liddel says and points to the chair that Frankie was sitting in.

"Hey man what up eh." Frankie says to Spidey with tip of his hat and waves to Spidey.

"Ah Frankie it's nice to meet you mate." Spidey says to Frankie waves in him a way peace sign.

"So Chuck Liddell have any powers under you man?" Spidey says in a curious tone.

"Well Spidey since you ask I do I have super strength, super speed, dense skin and able to withstand temperature of 1 million below zero, and my moves are wrestling." Chuck says and points to himself.

"Hey Spidey I recalled something that I heard from you and Ariel talking about may I responsom were talk about." Frankie asks Spidey.

"Yea Frankie I did it was a black smoke kidnapped some half of the team so we need to find them." Spidey says in a determined voice.

"All right Spidey do you have any way to find them?" Frankie asks Spidey in a curious tone.

"Yea Frankie I did the two Bumblebees had some tracers in them man." Spidey tells Frankie.

"Let's see here find them on the computer eh mates." Frankie says as he types some commands into the computer. 5 seconds later Frankie find something "bingo we got it." Frankie says in a exicted tone.

"Yo Frank you managed to find something on the computer?" Chuck asks Frankie in curious tone.

"Yes I did Chuck yes indeed we found them." Frankie tells everyone in a excited tone.

Spidey looks at the computer and sees two autobots symbols on it "you right Frankie you did find them they're at uh oh." Spidey says to Frankie but didn't finish his sentence.

"Uh oh means?" Ariel asks Spidey in a curious tone.

"They're at Solar mts which is located about 10,000 miles from here." Spidey tells Ariel in a not like able voice of the Solar mts.

"So Spidey let me get this straight they're at Solar mts. But hey ya'll how you think going and get them?" Frankie asks Spidey of a curious face.

"Well the airports are out, railways same there, so only one option left is hmm." Spidey says while thinking in his head.

"So what is Spidey what you have in that big head of yours?" Ryder asks Spidey in a curious tone.

"If it 10,000 miles from here to there so...ROAD TRIP!" Spidey says in a excited tone.

"Road trip?" Ryder asks Spidey in a curious tone.

"That's right Ryder." A familier voice in the group was heard.

Ryder hears that voice from just about everywhere in the world.

"Eva?" Ryder says in a Naked Snake like voice.

Eva then walks into the sence in front of Ryder "hey Ryder long time no see" Eva says in a remember voice.

"Well sis same here." Ryder says to Eva and locks hands for a high five.

"It's so good to see you Ryder." Eva tells Ryder in a happy voice.

"And Spidey it's good to see you too." Eva says to Spidey.

"Well Eva last time I saw you have been teaching the ways of CQC techniques so I thank you!" Spidey tells Eva as he gestures of the fighting techniques he recive from Eva teach him.

"And Spidey there is someone wants to meet you." Eva tells Spidey and puts her fingers up to her mouth and whistle for her ride to come her and about 2 mintues later a yellow camro drive into the cave on the seprated road that leads to the hanger that holds the rides in there.

The yellow camro stops in front of them.

"Uh Eva ain't that who I think you think he is?" Spidey asks Eva in a curious tone.

The yellow camro transforms into his bi-peadel form standing tall he has yellow paint all over on his robot parts, two wings in the back which are the car doors and an Autobot symbol on his head.

Everyone didn't get scared but expect for Ariel she got scared but then turn into curiosity she looks at the tall mech.

"Who is that Spidey?" Ariel asks Spidey in a curious voice and raises an eyebrow.

"Ariel that right there is Bumblebee." Spidey tells Ariel and points to Bumblebee.

"That's... right... Spidey." Bumblebee tells Spidey while changing radio stations.

"Whoa Bee it's nice to meet you." Spidey says in a happy tone.

"So Spidey you said the only way to get to Solar mts. by road trip so what way we do have?" Bo asks Spidey.

Spidey thinks in his mind and about 5 seconds later he snapped his fingers he has an idea "our rides ya'll" Spidey says in excited voice.

"Ok Spidey your gang get there by the used of your rides and get there within 5 days but you better get there within those days." Frankie tells everyone as he types on the computer.

"And why that's dude?" Chuck asks Frankie in a curious tone.

"Because Chuck on the number 5 day the weather forcasts for a 20 ft. tall in atmosphere, wind mph about 500 mix of a hurricane and tornado storm." Frankie tells Chuck as he gestures to the computer.

"Mix of hurricane and a tornado?" Chuck says to himself and thinks in his head.

"Yo Spidey anything have say that Frankie say 'mix of a hurricane and tornado' hmm." Chuck asks Spidey.

Spidey thinks in his mind but then says this "Hypercane!" Spidey says in a not so good voice.

"Hypercane? Spidey what's that?" Ariel asks Spidey in a curious voice.

"An prehistoric superstorm Ariel." Spidey tells Ariel in a widsom voice.

"So Frankie we get them or stay here for the night?" Chuck asks Frankie.

"Chuck by the time we got in the world I probable tell ya'll get some rest because ya'll roll out tomarrow and Spidey here a map for the journey to Solar mts. my leader." Frankie tells Chuck and says to Spidey as he hands him a map by printing out.

"Thanks Frankie and Frank you the new techical dude on the computer and watch over the house while we gone all right mate." Spidey tells Frankie.

"Thanks Spidey I won't you down man." Frankie tells Spidey in a happy tone.

Then of a sudden someone's stomach was growling.

"All right ya'll which one of your stomach growling?" Spidey asks everyone in a curious tone.

"Not us Spidey but we think it's actully your girlfriend right there." Kevin says as he points at Ariel.

Ariel stomach begins to growl once again and Ariel giggles. "Yes I'm a bit hungry." Ariel tells Spidey with a smile.

"All right ya'll if any of you are hungry then head up to the kitchen and let's grab some food." Spidey tells everyone to the kitchen upstairs and everyone get up there for some sandwhichs but expect for Spidey, Ariel and Bumblebee, Frankie.

"Night Bee see you in the morning. Come on Ariel allowed me to get you some something to eat." Spidey tells Ariel and says to Bumblebee and Bees transformed back into his car form and drives to into the hanger to recharged for the night and Frankie well actully he grabs himself a hotpocket put into mircowave and eat it for his main course.

Spidey still in his spider suit costume was walking up to the kitchen with Ariel by his side and they reach the kitchen and Ariel saw some sandwhichs on a plate and Spidey's mask was removed by nanotech and starts to eat a sandwhich and about 20 mintues everyone was done with dinner and everyone was ready to go to bed but Gwen tells Ariel to follow her to give her some pjs and when they reach Gwen's room upstairs Gwen goes on in and Ariel follows her on in and Gwen gives Ariel her an pink night gown "thanks Gwen" Ariel tells Gwen with a smile.

The red/orange haired Gwen tells Ariel this "you're welcome Ariel now let me or Spidey If you need anything just tell ok?" Gwen tells Ariel with a smile.

"All right Gwen but quick question though what's the quickest way get to Spidey's bedroom?" Ariel asks Gwen with a curious tone.

Gwen points to some stairs were left of her room "right there Ariel is your fastest route to Spidey's bedroom." Gwen tells Ariel.

"Thanks Gwen." Ariel says to Gwen with a smile.

"No problem Ariel see you in the morning." Gwen tells Ariel and closes her door for a good nights rest and Ariel walks to the stairs and starts walk on down and Ariel leans back to control her walking on the stairs and finally Ariel reachs the end of the stairs when she sees Spidey's door.

Ariel while wearing the pink nightgown she walks up to Spidey's door and she knocks on it "Spidey are you in there?" Ariel asks Spidey if he's in there.

In Spidey's room Spidey was prepareing for bed he was in his Spidey suit his mask was removed by nanotech because he was going to use it to sleep in it while he prepareing the bed he hears a knock from his door he hears a familiar voice on other side of his door "Spidey are you in there?" It was Ariel's voice on the other side of the door.

"Hold on Ariel I let you on come in." Spidey says to Ariel and raises his left wrist and shot out a web line to the door's knob and yanks it but not too hard on it and opens the door for Ariel and she walks on in and closes the door behind her and Ariel looks at Spidey "hey Spidey" Ariel tells Spidey and waves to him with her hand.

"Hello Ariel how you tonight?" Spidey asks Ariel with a smile.

"Hey Spidey I hope if you don't mind can I sleep with you?" Ariel asks Spidey with a smile.

"Sure Ariel why not." Spidey tells Ariel with a approved look on his face.

"But quick question Ariel where Sebastian though?" Spidey asks Ariel with a curious tone.

Then right on cue Sebastian came on out of Ariel's long red hair he was hiding in there due to Ariel hidden him in her hair.

"Right here Spidey." Sebastian says with a annoyed tone.

"Sebastian there are you have you been hiding in Ariel's hair?" Spidey asks Sebastian with a curious tone.

"Yes I did Spidey." Sebastian says to Spidey with a clamed voice.

"All right Sebastian and Sebastian you might need some sleep for tomarrow because we riding out in the morning." Spidey tells Sebastian with a clam voice.

Spidey gets into bed and Ariel while holding Sebastian in her left hand she puts him down on a table which was right beside the bed and Ariel gets into bed with Spidey bursh up against Spidey's legs she shifts into the bed and pulls up the covers on her and Spidey does the same in the queen size bed.

"Thank you Spidey!" Ariel tells Spidey with a happy tone.

"You're welcome Ariel and Ariel listen this road trip for tomarrow you maybe see some of sights of these citys that all of us going through." Spidey tells Ariel with a smile.

"Really?" Ariel says with a bright smile while she was still sat up in the bed.

"Yes Ariel the citys that going through are 2 country citys and 2 forests area." Spidey tells Ariel as he gestures to with the map that he got from Frankie.

Spidey puts the map back on the right table was beside the bed "all right Ariel and Sebastian let's get some sleep so good night you two." Spidey tells Ariel and Sebastian as he turns out the table lamp and Spidey lays down on the bed and Ariel does the same when she lays down on the pillow she find it so soft for her she slowly closes her eyes and slowly drift to sleep and so does Spidey.

In Spidey's dreams he dreaming about he was drowning in the ocean he can't swim he sees blackness in his eyes he loses consciousness before the last thing he saw was someone swimming towards him and grabbing his chest.

He didn't want to open his eyes for fear he still in the water, but he felt himself on something solid. Someone was stroking his cheek. He heard a soft voice starting to sing, "What would I give, to live where you are? What would I pay, to stay here beside you? What would I do to see you, smiling at me? Where would we walk, where would we run, if we could stay all day in the sun?"

Spidey reached up and took the hand stroking his cheek in his gloved hand. He parted his eyes, and saw a familiar face. "Ariel." He whispered.

"Just you and me," She continued singing, smiling at him. "And I could be, part of your world."

Spidey slowly smiles while he is asleeping he was dreaming about Ariel saves his life when she was a mermaid and sings to him in his dreams.

In Ariel's dreams she dreaming about she on one of her adventures in the shark canyon she was finding some humans objects for her grotto while she was doing that but just then somewhere in the darkness a strange figure was hiding in the darkness he was holding a rope in one hand and he was a humanoid verison of a great white shark known as a

sharkanian he was waiting for an ambush on the red headed mermaid when she had her back turn he swam up to her and caught her by the back of her hands and she turn around to sees a sharkanian in her face he was anrgy and held her hands behind her back he was trying to tied up Ariel he had the rope in his right hand as he ties the rope around Ariel's hands to keep Ariel as a prize for his Emperor Sharga he as dragging Ariel back to their kingdom Sharkaina but somehow Ariel escaped from the sharkanian she was swimming to a cave to hide in there but the sharkanian caught up to her and about to slap Ariel in the face as he raises his right hand Ariel was in a concer held by the sharkanian she closes her eyes waiting for the slap and the sharkanian throw his hand almost at Ariel's face.

But somewhere in the shadows a certain human Spider-Man was in the shadows underwater wearing his Spiderman unlimited suit like a divers suit and he has unlimited oxygen in his suit when he sees a sharkanian with a certian red headed mermaid was about get slapped in the face so he acted fast and shoots out a web line.

The sharkanian was almost there to slapped Ariel in the face but he hears a 'twip' sound behind him and before you know his hand was caught in a web substance when he looks up at his right hand was in that substance and Ariel reopens her eyes she sees a web substance on the sharkanian's hand and she traces the web line to the shadows she can't see through the darkness but she knew that she was saved.

"Unhand her." A voice shouted at the sharkanian from the shadows as he helds the web line.

The Sharkanian laughed.

"Do you really think you will stop me?" The sharkanian laughed again. The person in the shadows was really getting anrgy as he reavels himself as Spidey. The sharkanian held the princess, keeping her hands still tied behind her back. "I'm sure you know how much of a prize she is to Emperor Sharga." The sharkanian tightened his grip, making Ariel yelp in pain.

"Spidey please help me." Ariel says in a pain/sad voice.

Spidey's brow furrowed in anger under the mask. "I said this once and I said it twice, Let. Her. GO!"

He yanks the web line in his left hand pulling the sharkanian and the sharkanian scowled at the human, preparing for the punch and moving the princess in front of himself protection. Spidey saw this and quickly pulls back his right fist for a WMD punch to avoid hitting Ariel. The web line slipped from Spidey's hand but Spidey didn't stop. He had just connected the punch with the sharkanian's face as Ariel was suddenly thrown from the enemy's grasp into a rock. With the sharkanian knocked out by Spidey's WMD punch he was unconscious, Spidey turned around to find Ariel on the sandy bottom, not moving. He uses his legs he swam quickly to her.

"Ariel?" he asked, hoping and praying she was okay. He gently picked her up, carefully supporting her head with his legs, as if it were a frail shell. "Ariel?" he tried again. "Please don't you dare leave me. I don't ever want you to go away, ever."

Spidey began to cry, leaning his head on Ariel's head on his legs. The mermaid slowly began to stir. Spidey felt her movements and looked right into her eyes with his white eye pieces. The young princess blinked slowly, noticing Spidey holding her.

"Spidey?" she said.

He nodded. "Yes?"

Ariel was going unconscious again. "Behind, you..."

Spidey's spider sense was going off and quickly dodges it as a slash motion was made while holding the knocked out Ariel in his arms he turns and sees the sharkanian was wielding a sword in his left hand.

"You again!" Spidey says to the sharkanian in a anrgy tone.

"Yeah me again so I'm going to kill you you worthless worm." The sharkanian tells Spidey in a mad tone.

Spidey then lays Ariel down gently on the ground and then turns around to face the sharkanian he looks in the sharkanian in the eyes and the sharkanian was about to the throw the sword at Spidey he threw it at him but Spidey dodges it with spider like reflexes and spider sense kicked in to the left and the sword hit a rock striking into it.

"You're unarmed my friend." Spidey says as he jumps to the sharkanian about 3 feet away from him.

"Hey here's a little joke for you what happens when a human performs a certain move on you sharkanians hmm?" Spidey asks the sharkanian in a clamed voice.

"I don't know why?" Sharkanian says in a confused tone.

Ariel who was knocked out awaken up to this fight she sees Spidey was about to make a move on sharkanian.

"THIS!" Spidey says and slaps the sharkanian in the face blinding in the eyes then Spidey gets into a postion he pumps his left leg and about for 5 seconds he kicks up his leg right up into the sharkanian's chin and conneted with SWEET CHIN MUSIC super kick and knocks the sharkanian back way back that is and behind him was a set of spikes on a rock about 10 feet away from him 'going, going, going, going.' Spidey says in his mind as the sharkanian gets closer to the rock with spikes on it and soon as the sharkanian made contacts with the spikes his body got cut inside and outside his blood came out on of his body and he was dead.

"And gone he's out of here." Spidey says in a baseball catcher tone.

Ariel's eyes widen in shock that Spidey kicks the sharkanian in the chin and killed him but she was pleased for Spidey saving her.

Ariel wokes up with a silent scream in her mind she was breathing heavily in cold sweat she looks at her hands to make sure the rope wasn't on her and it wasn't on her she sighs in relief she looks at the sleeping Spidey he sleeping peacefully she sees his cap on the table and she did the unexpected thing ever she looks down at Spidey with his hair out of the cap and she shifts through the sheets next to Spidey she lays beside him, stroking his dark brown hair with her hand find out it was so soft she removes her hand and next to his chest she strokes his Spidey suit she feels like if she feels through his clothes and his suit she even feels his bare chest under there it was quite muscular she lays beside Spidey cuddles up to him her head resting on Spidey's right shoulder she puts an arm over his chest she nestled against his shoulder, truly happy for her while she sleeping through the night next to Spidey.

The next day around about 5:58 am on the alarm clock its reachs 5:59 and 6:00 am the alarm clock goes off but Spidey wakes up to the sound of the alarm and presses the snooze button on the black alarm clock and Spidey lets out a small yawn with his left arm and looks at the alarm clock he sees it time to roll out.

"Looks like time to get the show on the road." Spidey says quietly as but he felt a very smooth, soft and warm sensation against him as well. He looks to his right and sees a familiar figure next to him it was Ariel.

Her head was resting on his right shoulder an arm draped over his chest and she looked very peacefully asleep as well.

'Time to wake her up.' Spidey says in his mind.

Spidey put his hand on her shoulder. He shook her lightly and said, "wake up sleepy head." Ariel woke with bed-head and rubbed her eyes she yawns and looks at Spidey "morning Spidey" Ariel says in a little sleepy tone.

"Uh Ariel quick question though." Spidey asks Ariel in a curious tone.

"Yes Spidey?" Ariel says with a half smile.

"Had a nightmare last night?" Spidey asks Ariel in a caring tone.

"Yes Spidey I did but it turns into a good dream after while." Ariel tells Spidey with a smile.

"Well Ariel that's good to hear." Spidey says with a smile.

Ariel looks at the little clock on the night stand beside Spidey and she shifts out of the sheets and Spidey does the same.

"Spidey what's that?" Ariel asks Spidey as she points at the little clock tells the time 6:00 am.

Spidey looks at his alarm clock "Ariel that's a alarm clock it's tells time and the alarm for to wake up." Spidey tells Ariel as he gestures to the alarm clock.

"Oh ok thanks Spidey but why it's says 6:00 am?" Ariel asks Spidey in a curious tone.

Spidey looks at the time on it and he knew what it is "Ariel it means to get the show on the road come on, get dress Ariel and I won't look at you ok?" Spidey tells Ariel with a smile.

"All right Spidey but hey you know my clothes are?" Ariel asks Spidey in a curious tone.

"In the chair over there Ariel." Spidey says to Ariel as he points to a wooden chair with Ariel's clothes.

"Thank you Spidey you won't reget it." Ariel tells Spidey with a smile.

Ariel walks to the wooden chair and starts to getting dress while Spidey makes up the bed he retucks the sheets under the pillows and about 1 minute later Ariel got done put on her clothes she walks up to Spidey "Spidey I'm ready to go." Ariel tells Spidey with a smile.

Spidey just finish making up the bed and turns around to face Ariel "all right Ariel but let's not forget your little friend Sebastian which he is still asleep." Spidey tells Ariel as he points to Sebastian who was still asleep.

Spidey walks to the left night stand which had Sebastian sleeping on it "wake up Sebastian" Spidey says to Sebastian as he gently shake him.

"5 more minutes Ariel." Sebastian says in a sleepy tone.

Spidey sees that didn't work so he has an idea in his mind and a mischievous grin slowly worked its way onto his face. "Okay you asked for it Sebastian."

"Ariel get me a bucket with iced water over there will you?" Spidey asks Ariel with a mischievous grin planted on his face.

"But Spidey are you going to hurt Sebastian?" Ariel asks Spidey with a concern tone.

"No Ariel I won't hurt him I'm giving him a little wake up call eh?" Spidey tells Ariel with a caring tone.

"All right Spidey." Ariel says to Spidey with a smile.

Ariel then walks over to the concer which has the bucket with some water in it she picks it up and walks back to Spidey with the bucket in hand she put it down next to Spidey and Spidey tells Ariel thanks and he grabs Sebastian lightly and places him in the bucket and about 2 minutes Sebastian was shock and woke up like an frezee storm hit him and he jumps of there he shivers with chill all over his skin.

"S...Spi...dey." Sebastian says as he still shivers from the wake up call that Spidey gave him.

Spidey then reachs for his spider morpher on his right wirst and shuts downs his Spidey suit the nanobots retrace into the watch and in seconds Spidey's regauler clothes was back on.

"Sorry Sebastian but you should woke up my friend." Spidey tells Sebastian while Spidey walks back to right night stand and grab his cap put it on backwards again and Spidey grabs the map on it and walks to the door that led to the hallway "hey Sebastian come here if you still you can rest in my jacket's pocket." Spidey tells Sebastian as Sebastian walks over to Spidey on his 6 little legs and Spidey picks him up places him in the jacket on the left pocket and Sebastian just settles in there.

"Come on Ariel let's roll!" Spidey tells Ariel as he opens the door for Ariel when Spidey let Ariel out first and he closed the door Ariel was carring a blue small backpack on her back it kept her pink nightgown in there and Spidey has the map on his back pocket Spidey and Ariel walked to through the living room and to the stairs where the gang was.

"Hey dudes ready to roll." Spidey asks his gang if to locked and load to hit the road.

"Yeah Spidey I'm ready." Po says in a exited tone.

"Great Po all right ya'll let's hit it to it." Spidey says as he walks to the spidercave with Ariel by his side and his gang follow him too.

They as walk down the stairs they reach the cave "hey Frankie we're gone ok man?" Spidey tells Frankie as they walk on the hanger's catwalk.

"See you later Spidey and good luck everyone." Frankie tells Spidey and the gang as they walking towards the hanger and plays on the computer.

When Spidey and the gang and Ariel reachs the hanger which it was a big hanger look a like of a air plane hanger and Spidey walks in front of the doors it was a metal voice activited sliders "door open." Spidey tells the doors to open.

"Voice recognized Spidey." Orcale says to the gang from the speaker on the hanger's comm unit she opens the double doors sild opens letting in the gang to the inside the hanger and the doors closed leaving them in the darkness.

"Orcale lighthing the place will you?" Spidey tells Orcale as he can't see through the darkness but his spider sense tells him where to go.

"Voice recognized Spidey." Orcale says as she light up the place row by row and the place was now has some lights in the hanger Ariel looks around at the hanger she then look at Bumblebee was in his car form.

"Spidey what are these?" Ariel asks Spidey in a curious tone as she looks at the rides in amazement.

"Ariel these you are referred to is our rides or cars for short." Spidey tells Ariel as he gestures to the rides all around them.

Spidey points to one that is one of Spidey favorite is a yellow car "Ariel look here this car is my favorite and a good one this one is known as the Lamborghini Murcielago LP 670-4 SV." Spidey tells Ariel as he gestures to the fastest Lamborghini ever made known to the world.

Then Spidey turns to his gang and tells this "all right ya'll let's ride." Spidey says to the gang.

Spidey turns to Chuck and the 2nd Peter Parker "Chuck and Peter you two are the missing brothers of ours." Spidey tells the two.

This surprises Chuck and Peter "what Spidey you did you say?" Chuck says in a shocked tone.

"Same here Chuck." Peter Parker agrees with Chuck Liddell.

"You Chuck are 4 bro and Peter 5 bro." Spidey tells them as his two other bros join him.

"Yea Chuck that's right." Ryder says in a clamed tone.

"Same here Peter." Altair says in a clamed tone.

Chuck and Peter got to thinking and about for 1 minute they said this "all right Spidey we're in." The two say in usion.

"Great and Chuck I got something for you." Spidey tells Chuck and reachs into his left pocket and a car key the symbol was a Chervlot Corvette zo6 and toss it to Chuck and Chuck caught it "uh Spidey what this?" Chuck asks Spidey in a curious tone.

"Chuck it's your car key to NFS Carbon verison of supereb performance yellow Corvette zo6 equip with a airforce spoiler, body kit no. 4 and a black Corvette symbol on the hood." Spidey tells Chuck as he points to the yellow car with the airforce spolier.

Chuck looks at it and his jaw dropped his eyes widen "wait Spidey is that car!" Chuck says in exclaim tone as Chuck walks to the car.

"Yeah Chuck it is and careful with this one because extremely fast." Spidey tells Chuck in concern tone.

"And why that?" Chuck says in a curious tone.

"Top speed on it Chuck is about 402 mph it fast and a another feature in there is Speedbreaker gadget." Spidey tells Chuck.

"Speedbreaker?" Chuck says in a confused tone.

"It's slows down time for you to a drift." Spidey tells Chuck in a clamed tone.

"Aw sweet thanks Spidey." Chuck tells Spidey in a happy tone as he gets into the car he opens the door and steps inside closes the door and he inserts the key into igintion and the car roars with life only one word comes in into Chuck's mind 'AWSOME!' Chuck says in his mind.

Spidey turns to Gwen, Kevin, the 2 Peters "Kevin, Gwen your ride is right over there and the 2 Peters are riding with you two all right?" Spidey tells the 4 in a curious tone.

"Yea they can ride with us." Kevin says in a clamed voice as they walk over to Kevin's car green with black racing stripes on it, Kevin's Dodge Challenger from Ben 10: Ultimate alien they got in into the car with the 2 Peters in the back and Kevin and Gwen in the front.

Spidey turns to MJ and Eva "you two if you friends ride together I know you has some catching up to do." Spidey tells the 2 women.

"Thanks Spidey." MJ says to Spidey in a happy tone.

"You're welcome MJ." Spidey tells MJ with a smile.

"Come on Eva let's roll." MJ tells Eva as they walk to Bumblebee and Bumblebee opens the doors for MJ and Eva as they got into the seats Bee closes the doors for them.

Spidey turns to T-bone, Razor and Po "hey T-bone your jet is right over there." Spidey tells T-bone as he points to the T-bone and Razor's jet the Turbokat.

"Thanks Spidey." T-bone says in a exited tone.

T-bone, Razor and Po runs to the jet T-bone and Razor jumps into the jet and Razor opens the bomb bay doors allowing Po entering into the bottom of the Turbokat and strap in on the seat and Razor closes the doors and the glass hatch closed.

Spidey then turns to Ben and Sonic "Ben your car is over there." Spidey tells Ben as he points to the DX mark 10.

"And Sonic is riding with Ben." Spidey tells Sonic in a clamed tone.

"All right Spidey." Sonic tells with a grin.

Ben walks to the car and Sonic ran to the car it suprised Ariel by the speed of Sonic shown and they got in into the car.

Spidey turns to Bo, Luke, Virgil, Richie and Rex "your four your ride is over there." Spidey tells the four as he points to orange car with the number 01 on the sides and a Conferate flag on the roof.

"Yo V what car is that?" Richie asks Virgil in a curious tone.

"I don't know Rich I don't know." Virgil says in a confused tone.

"It's called the General Lee." Bo tells the two in a clamed tone.

"Bo is right you two it's the General Lee but really a 69 Dodge Charger Rt." Spidey tells Virgil & Richie.

"A 69 Dodge Charger?" Rex says in a curious tone.

"Yes Rex it is." Luke tells Rex with a clamed tone.

Bo and Luke duke walk to their car with Rex, Virgil, Richie those three got into the back and Bo & Luke got in the front.

Spidey turns to Shaggy and Scooby Doo "Shaggy and Scooby your Mystery machine is over there." Spidey tells them as he points to the van with orange flowers on it with the old saying 'Mystery Machine' on it.

"Like thanks man." Shaggy says in a happy tone.

Shaggy and Scooby walks to the Mystery machine get in the van and ready to go.

Spidey then turns to his brothers "Altair and Ryder where are your rides?" Spidey asks his bros in a curious tone.

"Spidey mine is over there." Altair says as he points in the smoke and he puts his fingers to his mouth under his hood and whistled for his ride and about 2 minutes later coming out of the smokes is an all white horse with a dark face and a brown saddle with a blue sleeping bag, gun holster, saddle bags it was a western saddle and the horse was a mare means female and has black halters it was running towards Altair.

"What that Altair?" Ariel asks Altair in a curious tone.

"Ariel it's called a horse and she is a mare her name is Amy." Altair tells Ariel in a clamed tone as his horse comes to her rider.

"Ariel care to pet it she won't bite." Spidey tells Ariel as gestures Ariel to pet Altair's horse.

Ariel puts her hand up to Altair's horse and Amy puts her nose into Ariel's hand neighing quietly and Ariel was happy as she gently pets Amy on the nose "wow Ariel I think she likes you." Spidey tells Ariel as she contiunes to pet Amy.

And about for 2 minutes later Ariel releases her hand from Amy's nose and Altair got on the horse and he was ready to go and his horse has some powers of Calter Slater's horse aka The 2nd Ghost Rider.

"And mine is under here." Ryder tells Spidey and Ariel as he walks to a brown cover and under the cover was a motorbike and when Ryder rips off the covers it revealed the ac rider (In terms of GTA 4 bikes) the whole thing was a Hexer with ninja stars from a Hellfury, black saddle bags from a Freeway, back seat from a Angel bike, the tries were dirt bikes wheels, the paint job was black and blood red, front headlight has a Assassins Creed symbol on it and tail plate says 'AC RIDER' on it.

"Ryder what this?" Ariel asks Ryder in a curious tone.

"It's my bike." Ryder tells Ariel as he gets on it and starts the bike the engine revs loudly and it seems Ryder is ready to go to the 1 country city.

"Well Ariel let's go." Spidey tells Ariel as he grabs Ariel's hand and locking his fingers in hers and gestures to the Spidey's ride and they reach to the Lamborghini Murcielago LP 670-4 SV they stop on the right side of the car "here Ariel allowed me." Spidey tells Ariel as he relesases Ariel's hand and open ups the door for Ariel the door raises up because it was a scissor door car and Ariel gets in into the Murcielago SV and Spidey closes the door and runs to the other side of the car getting out his car key which was a Lamborghini symbol and on the back it says 'SV' on it and he gets to the left side of the car opens up the door and gets in closes the door and they were in the car.

"Ready to roll out, Ariel." Spidey asks Ariel if she was ready to go.

"Yes Spidey I am." Ariel says with a smile.

"Then let's ride." Spidey says as he starts up the car by insert the key into the igintion and the car's engine revs with life like a wolf howl and inside on the steering wheel were 2 red buttons were n2o nitro tanks and the car's under carrige were blue neons lights on each 4 side of the car and Spidey presses the gas peddle and the car moves into motion and the hangers doors open to revealed a huge road that leds up to the cement road and the car reachs about 20 mph as it goes out of the hanger and Altair's horse neighing loudly and stands up for 10 seconds and stands downs as she kicks up some speed, Ryder throttles the bike following Spidey and Altair, Ben and Sonic follow in pursuit, so does Kevin and Gwen following Ben and Sonic, Chuck shifts it into turbo, Bo & Luke did the same, Shaggy and Scooby did the same too and T-bone and Razor's jet as the platform goes down spins around and reachs down and the other hangers doors opens to the Turbokat and T-bone shifts the throttle into overdrive and the jet races through the long tunnel and the doors at the end of the tunnel open up at the ocean for the Turbokat takes off into the air leaving some afterburners smoke in the air and T-bone raises the driver slightly back towards him and the Turbokat goes back and flips back to its normal state.

At the front of the mt beside by the house the hangers doors open up and the first car came out was the Lamborghini Murcielago LP 670-4 SV, 2nd was a horse, 3rd a bike, 4th Ben's car, 5th Kevin's car, 6th Eva's car, 7th Chuck's car, 8th Bo & Luke's car, 9th Shaggy & Scooby's van, and in the sky 10th the Turbokat blazeing in the sky with the sun shining in the sky at 7:00 am in the morning.

The Roadburners v2 rides off into the Motorcity v2 in the main car up front was Spidey and Ariel in the car Spidey was telling Ariel to look out of the car to see the city and Ariel just that did she smiles as she looks at her surroundings the many different humans doing different things. Kids running on the sidewalk laughing and she sees people dancing around trees and sees the big buildings.

Spidey smiles at Ariel's amazement. "Ariel look in the distance it's the old Brooklyn bridge." Spidey tells Ariel as he driving his car points to the big bridge up ahead and Ariel turns her head shifts through the seatbelt and she sees the big bridge "oh wow Spidey it's big and beautiful." Ariel says in awe as she sees the Brooklyn bridge.

They drive over the bridge and they got to an curve to the right and drive to their destionation located about 100 miles away from Motorcity v2 to the first country city on the map "Ariel our first destionation city is called Pigeon Forge, Tennessee." Spidey tells Ariel while not his eyes off the road as they go through Big Timber Forest which about 20 miles from there to US route 441 and 2nd forest area.

"Pigeon Forge, what that's?" Ariel asks Spidey with a curious look and a smile.

"It's a mountian resort city, Ariel." Spidey says with a smile while driving the car through the forest.

"What's a resort city Spidey?" Ariel asks Spidey in a curious tone.

"Is when a town or area where tourism or vacationing is a primary component of the local culture and economy and it's usally if someone needs a vacation up there, Ariel." Spidey says as he sends the car up to 150 mph and everyone did the same too and they were out the forest and climbing up a mt which it was about 20 miles again.

Ariel feels the sudden thrust from the car as she was throw back into her seat and regains control as she sees the view from the top of the road on the mt and they continue the jounary to Pigeon Forge, Tennessee and Ariel sees some more forests as they coming down from the mts and another 20 miles to the Pigeon Forge, Tennessee and they drove through the forest and came to a highway but with no cars and they came to a curve that leds down hill.

"Ariel might tighting your seatbelt." Spidey warns Ariel and Ariel did that "why is that?" Ariel asks Spidey with a curious tone and she looks at Spidey with a eyebrow raise.

"Because watch this!" Spidey tells Ariel as he sends the car up to speed limit 212 mph and does a massive drift leaning the car to the right and drifting down the curve and then re- straighten the car and everyone follows Spidey.

Ariel was pumping with blood in her veins as she got scared by the drift but then that scared went to pure adrenline as she regains control of her body and laughs with delight Spidey looks at Ariel with one eye crocked to the right and the other one to the road.

"Uh Ariel are you laughing?" Spidey asks Ariel with a curious look.

"Spidey this fun!" Ariel says in a excited tone and with a smile.

"All right Ariel." Spidey tells Ariel with a smile.

They drove through the highway and continue down the road and about 99 miles later they arrvied to see some gas stations and they sees the Smokies mt in the far back and a curve uphill and Spidey drove up the hill curve and they came to Pigeon, Tennesse as Spidey sees the famous Titantic museum, the upside down house, the mts and malls, rides. "Ariel what you see is this I was talking about Welcome to Pigeon Forge, Tennessee." Spidey tells Ariel as she looks out at the window and smiles in amazenment. "Oh wow this place is so..." Ariel says but couldn't finish her sentence.

"Want me to help you Ariel it's one little word that describe this place for you to your state under the sea it is AWSOME!" Spidey finishes Ariel's sentence.

Spidey then presses a button in the car and opens the comm link unit to the cars, Ryder's black sunglasses and Altair's Dino morpher and the jet "yo dudes since we here we need to find a place to rest up and I think only way to do that is a either two options?" Spidey asks everybody as they continue drive and riding and flying through Pigeon Forge, Tennessee.

"What are the two options Spidey?" Ryder says over the comm link unit on his sunglasses.

"One we could go to a motel but I don't trust these things and the second option." Spidey tells Ryder as he drives to a rental place.

"2nd option?" Ryder asks Spidey with a curious tone through the comm link unit on his black glasses.

"Rent a log cabin!" Spidey tells Ryder with a exclaim tone as Spidey drives to the log cabin rental place located down the road.

"Spidey what a log cabin?" Ariel asks Spidey with a curious look.

"Ariel a log cabin is a house built from logs and there are lot of them in Pigeon Forge and there is one here at Ogle drive at Peggy lane and the log cabin number is 404." Spidey tells Ariel as he drives into the log cabin rental place and everyone else park theirs and so does Spidey.

Spidey then opens the car door and the door rasied and Spidey got out and pulls the door down he takes a look around and smells the air 'it feels like a country boy around here to me' Spidey says in his mind as he walks up the ramp wood stairs and Ariel took her seatbelt off and opens the door she got out and closes the door she speed walks towards Spidey following him and Spidey got the door open and walk on in but his spider sense goes off when he sees Ariel following him so he left the door open for Ariel for in come and she did she mouthed 'thank you Spidey for leaving the door open for me' Ariel as she looks at Spidey with a smile.

Spidey and Ariel walked to the front desk for service and Spidey presses the little ringer bell "hello anyone home?" Spidey says out loud as he looks around the log cabin rental place and so does Ariel as she sees the that Spidey was talking about in the car and curious though and about 2 minutes later a boy about 20 years old he has Jack Black hair style with his eyes were green as the forest and he was wearing some tennis shoes with blue jeans and a Assassin's creed shirt which it was black with a red creed symbol and on the back it says 'Nothing is true and Everything is premitted' thing was walking towards the front desk.

"Yes man what is..." The boy looks at Spidey and Ariel in front but when he sees Spidey his eyes widen "Spidey is that you dude?" The boy looks at the 17 year old Spidey.

"Uh dude do I know you?" Spidey asks the boy with a curious tone.

"No Spidey you don't you know me but I know you you're Spidey the Ultimate hero!" The boy says with a smile. "Oh my name is Hammy." Hammy tells Spidey with a grin.

"Wait Hammy dude weren't there a character name that?" Spidey says and thinks in his mind.

While Hammy did the same and about 20 seconds later they snap their fingers and says this in usion "Over the Headge the movie!" Spidey and Hammy says in a exicted tone usion.

"Man Spidey so why you here in Pigeon Forge, Tennessee?" Hammy asks Spidey with a curious tone.

"Come here." Spidey tells Hammy and whispers into his ear telling him what happened back in Motorcity v2 and Hammy nodded in responed.

"All right Spidey log cabin key number?" Hammy asks Spidey as he walks to the keys section.

"Number 404 Hammy." Spidey tells Hammy with a smile.

"404 it is." Hammy says in a clamed tone as he grabs the key labeled '404' on it and gives it to Spidey and then Hammy notices a girl with Spidey she looks in wonder around this place "Spidey who the girl with you?" Hammy asks Spidey as he points at the redhead.

"Her name is Ariel Hammy." Spidey tells Hammy as he looks at the key and then at Ariel smiles at her.

"See you around mate, come on Ariel." Spidey tells Hammy and Ariel her name called she follows Spidey out the door and they walk down to the car and they got in and buck up their seatbelts and Spidey roll down his window and signal the team to follow him to Ogle drive and Spidey drives the car to Ogle drive about 50 yards and they got to Peggy lane they drive and they turn left uphill and got to a 1 floor log cabin they park their rides, Altair got his horse tied to a stand beside the cabin and T-bone parked the Turbokat on a falt hill and Po came out from under the Turbokat's cargo hold and they walk towards the cabin. Spidey and Ariel got out of the car and Spidey bounced up a little over the stairs and Ariel just walked up and everyone else follow them and when they got to the front door Spidey grabs the key out of his back pocket and inserts into the key hole and turns to the right and pulled the key out and turn the knob and they enter into the cabin the cabin was a like condo it had everything with a main room that quite was large, contanining some furniture (a large L-shaped couch that could probably hold eight people along with three comfortable chairst) and a 46x50 inch plasma screen TV that was hooked into the wall. Sitting just below it was both an Xbox 360 and a Playstation 3, along with two controllers for each. There were some games there, however. On the far side was a pair of large sliding glass doors to the outside patio.

Then there was the kitchen, which was to the left of the main room, which held a nice table that could seat six people, plus the standard oven/stove, refrigerator, freezer, sink, counter-top, and cabinets to hold all of the needed supplies.

To the right of the living room was a hallway that led to a computer room, library, rec room (which contained a pool table, a mini-bar, three stools, and a small TV that was suspended from the wall), a bathroom, a closet, and a workout room.

Then there was Spidey's room; the condo had a second floor, which contained another, larger bedroom that came with its own bathroom and a balcony. All in all, a pretty sweet cabin.

"Welcome to the railer ya'll." Spidey tells everyone as they came in and Spidey closes the door behind him.

"Man Spidey nice place you have here." Virgil says in amazement.

"Same here V." Richie says with Virgil.

"Thanks ya'll glad you like it." Spidey agrees with Virgil and Richie.

Spidey then walks to the glass stairs and turns to the front of his gang "okay ya'll we stay here for one night and leaving in the morning that clear?" Spidey asks everyone and everyone nodded in respone Spidey sighs in approved and tells everyone to find a bedroom or a place to sleep when night falls and everyone picked the living room as their place to sleep and Spidey and Ariel choosen the upstairs bedroom the bed was a king-sized bed on a wooden floor with the front look glass stand that stretches from the right wall to left wall with glasses stairs about 10 feet in height and everyone starts to plays with the some stuff that around in the cabin Ryder plays video games he was playing AC3 the game and Virgil and Richie were reading some comic books in the library, T-bone was in the kitchen while watching Sacry Cat on the small tv on the wall, Razor was in the rec room working out with Chuck and Peter, Ben, Kevin, and Rex they were playing some pool and Gwen, MJ, Eva in the library reading some books, Po and Altair were training on the balcony platform and the 2nd Peter was on the computer in the rec room playing spider card and Sonic was eating some chill dogs and Bo & Luke were doing some archery at the shooting range on the paltform.

"Well Ariel what do you think about this town hmm?" Spidey asks Ariel in a curious tone.

"It's beautiful here but I wonder about this town though has some fun around here." Ariel says as she looks at Spidey with a smile.

Spidey looks at Ariel and smiles "you're right Ariel but if you see something really cool then come with me because we got to do something real quick follow me." Spidey tells Ariel but then he forgot something so he reachs down in his jacket pocket and brings out Sebastian in his gloved hand looks at him he was asleep and Ryder pausing the game he walks over to Spidey and notices the little red crab in Spidey's left hand "uh Spidey what that in your hand?" Ryder looks at the red crab "Ryder his name is Sebastian Ariel's guardian by her dad Triton." Spidey tells Ryder and tells Ryder to put Sebastian at the upstairs table and Ryder nodded as Spidey gives Ryder Sebastian in his gloved spiked gauntlet hand and Ryder runs up the stairs and puts Sebastian on the table and runs back to the game and continue with his game.

"Come on Ariel let's go." Spidey tells Ariel as he grabs his car key and they got out the cabin and got into the car they open their doors and got in closes the doors.

Spidey starts up his car and back it up and put into drive and roll on down the road take a right and Spidey drives to the Dixie Stampede dinner/show down on the road and Spidey arrvies there turns to the left and parks it there he turns off the car and both of them got out the car Spidey looks around the parking lot and notices some cars were parked there "say Ariel remember when I promise you still need to walk well lets try some running?" Spidey asks Ariel in a curious tone.

"Running you mean?" Ariel says to Spidey with a curious smile.

"Yay Ariel time for that lesson of the between walk and running for this lesson is in term of speed to do this is to take off like a speed mon allowed me Ariel to showed you how it done." Spidey tells Ariel as he winds up his body and gets into running postion 'here we go' Spidey says in his mind and takes off running like a star athlete closes his fists and runs from one spot to another a spot and back to his car where Ariel was and she was surprised that fast Spidey rans faster then a well either a merman swimming or a normal human "Spidey how fast was that you ran?" Ariel asks Spidey in a curious and surprised tone.

"Well Ariel it's simple I have spider powers and my speed was about 200 mph." Spidey tells Ariel with a smile.

"Spider powers? What those?" Ariel asks Spidey in a curious tone and with a eyebrow raise.

Spidey tells Ariel about spider powers from the suit to Peter Parkers posses the same powers as Spidey and about for 2 minutes Ariel's mind was blowed away and smiles in surprised.

Spidey and Ariel walks to the Dixie Stampede's front to get some tickets for the whole team to see and so Spidey and Ariel head on back to the cabin Spidey drives the car to the cabin and parks it there and gets out of the car closes the doors but before Spidey or Ariel could get in the log cabin a certain seagull was in the sky flying and he spots a certain red head was with a 17 year old teen he flys down onto the wooden counters under the log cabin "hey Ariel." The seagull says to Ariel.

Ariel hears a familiar voice and she turns around to the voice "Scuttle?" Ariel says with a smile.

"In the flesh Ariel." Scuttle tells Ariel with a smile.

Spidey then sees Scuttle with Ariel "well ain't old Scuttle." Spidey says in a funny tone.

Then Scuttle looks at Spidey "hey Spidey long time no see so what you two doing here?" Scuttle asks Spidey & Ariel in a curious tone.

"Well Scuttle about yesterday that two of my friends have been kidnapped so we on a journey to get them." Spidey tells Scuttle as he gestures that he got from his Ultimatrix.

"Wow Spidey that some short story of yours." Scuttle says to Spidey in a amazement tone.

"Well you two be on my way now see you around." Scuttle tells Spidey and Ariel as he waves good bye and flys off into the sky.

"Whoa that was strange eh Ariel?" Spidey tells Ariel with a shurgs of his shoulders and gave a 'I don't know' saying.

Spidey and Ariel gets into the log cabin and Spidey closes the door "dudes I got something we can probability do tonight." Spidey tells his gang as he gets the tickets from the Dixie Stampede dinner/show and lays it down on the counter.

Bo & Luke got done with archery they walk to the kitchen and sees the tickets on the counter "uh Spidey what tickets are those?" Luke asks Spidey in a curious tone.

"Dixie Stampede Luke." Spidey tells Luke as he picks up one of the tickets and shows it to Luke and gaves it to Luke when he sees it Luke gaves it back to Spidey but Spidey tells him to keep it for the tonight and Spidey gives a another ticket to Bo and Bo & Luke duke puts their tickets in their wallets.

Then everyone got done with their things walks up to the kitchen and sees some tickets on the counter and each one picks it up "hey Spidey these tickets for?" Ryder asks Spidey with a curious look through his black sunglasses.

"Ryder you know why we actually came to Pigeon Forge, Tennessee for mate?" Spidey tells Ryder with a wise look.

"No why?" Ryder asks Spidey with a eyebrow raised.

"Not only this town is on the map but also nick named 'funnest and action hub place ever' thing Ryder." Spidey tells Ryder as he gestures his ticket labeled 'Dixie Stampede' on it.

When Ryder sees the ticket labeled 'Dixie Stampede' on it "Dixie Stampede." Ryder says to Spidey as he gestures the ticket in his hand.

"Yay Ryder we all do it tonight and we may some fun on the road trip ok dudes?" Spidey asks the gang in a curious tone and they nodded to a yes for Spidey and Ryder and Spidey high five each other.

So everyone went back to what they were doing and Spidey walks over to the refrigerator and opens the door of refrigerator and gets a two sodas they were Coke Zero drinks and Spidey closes the door on the refrigerator and Spidey sits on the table chairs and gestures Ariel to come sit and she nodded and she did Spidey gaves her a Coke Zero and pops his open and Ariel does the same and Spidey takes a slips from his drink and Ariel does the same then she asks a question from yesterday about the Ultimatrix but what forms on there are and Spidey sighs and brings his Ultimatrix and Spidey puts his right gloved hand and turn on the dial on the watch and the dial pops up and made a strange sound and green light emerging from the dial and a form shows up on it Ariel looks at the dial on the Ultimatrix and Spidey sees the form was Fastattack and Ariel sees the alien then Spidey switching through the holograms and showing Ariel the aliens form of the Ultimatrix they were Swampfire, Humungousaur, Big Chill, Rath, Spidermonkey, Echo Echo, Jetray, Diamondhead, Chromastone, Lodestar, Cannonbolt, Nanomech, Upchuck, NRG, Armodrillo, Terraspin, Ampfibian, Goop, Alien X, Wildmutt, Four Arms, Ghostfreak, Heatblast, Clockwork and Water Hazard and lastly Way Big. And Spidey is already done showing Ariel the aliens on his Ultimatrix and he deactivates the Ultimatrix and lowing his left arm and take a another sip out of the soda and continues to drink it and about 1 second later the can was empty and Spidey crushs the can on his head and aims at the trash can and shoots the can into the trash can and made 3 pointer shot and Ariel drinks her soda the hack of it and gaves her can to Spidey and Spidey did the same thing with Ariel's can and she let out a little burp and she giggles at her burp holding her hand over her mouth and Spidey and Ariel starts to talk about their lifes and they did this for more than 7 hours and it was getting dark outside and Spidey gets up from his seat and Ariel does the same and Spidey looks at the clock on the wall and its reads 7:00 pm and Spidey tells everyone it's time and everyone nodded in response and Spidey and Ariel head out of the log cabin and everyone follows them and when everyone is out of the cabin Spidey locks up the cabin and everyone gets to the rides and T-bone & Razor gets up to the Turbokat and gets out the Cycletron bike and Po got into the back of the Mystery Machine and Spidey and Ariel into the Spidey's car and Spidey turns on the car and he back ups the car and puts it in drive and everyone follows Spidey and Ariel to the Dixie Stampede show/dinner and about 5 minutes later they arrive there and everyone parks their cars on the parking lot and everyone turns off their cars.

Spidey and Ariel walks with everyone else to the Dixie Stampede's front and hands the girl at the front their tickets and they walk on in and Spidey tips his cap to everyone he walks by and everyone in the gang follows Spidey through the halls and they stop at the pictures Ariel asks Spidey and everyone if they wants pictures of them like a family and as a team and they agree and everyone gets into posses and with Spidey and Ariel up in the front, Altair shows his hidden blade on the left wirst gauntlet cover in leather with the Dino morpher metal brace and Ryder with his arms cross on his chest and giving a grin showing his teeth, with Chuck in the left back giving the 16 year old Peter Parker the rabbits ears with his hand, Ben and Gwen and Kevin were on the right side with Virgil and Richie in the middle with Rex on the left side, Bo & Luke behind of the five teens and 4 others and everyone else different places and about 3 minutes later the picture was made and the lady who made the picture she gave the picture to Spidey and they wave goodbye.

Spidey walks through the halls and reachs the a saloon look like of the old wild west was the 'carriage room look' with the gang as they follow Spidey and Ariel up the stairs a few steps up and they turn to the right and contiune up the stairs until they reach the some bars Spidey lets the first half of the gang sit towards the end of the bar the second half behind them and Spidey sit in the middle with Ryder and Ariel and Ariel notices from above a stage was in the middle of the carriage room and holds two stools "Spidey what's that down there?" Ariel asks Spidey in a curious tone as she points towards the stage down below them and Spidey sees the stage down there "Ariel that's a stage." Spidey tells Ariel and gets a strange thought through his mind and thinks for a moment and gets a idea so he tells Ryder in the ear whipsers in it and Ryder nodded at Spidey's idea so Spidey tells Ariel he be right back with Ryder and Spidey stands up from the stools and walks up the stairs and to the left of the stairs Ryder whips out his Sonic Underground guitar from his back which was attached to a black strap around his body and Spidey does the same as they walk up to the stage in the middle of the Dixie Stampede and they sit on the stools.

Ariel sees Spidey and Ryder down there with some guitars with them 'what are they doing?' Ariel says in her mind as she has a curious look on her face.

Altair and the gang notices Spidey and Ryder down on the stage and they like this where is going and Spidey and Ryder tuned their guitars and cleared their throats and they started to sing.

Why Don't We Just Dance by Josh Turner...

(Intro of the song)

Spidey: Baby, why don't we just turn that TV off.

Ryder: Three hundred fifteen channels of nothing but bad news on.

Spidey: Well, it might be me but the way I see it.

Ryder: The whole wide world has gone crazy.

Both: So baby, why don't we just dance.

Spidey: This little bitty living room ain't gonna look like much.

Ryder: But when the lights go down and we move the couch.

Spidey: It's gonna be than enough.

Ryder: For my two left feet and our two hearts beating.

Spidey: Nobody's gonna see us go crazy.

Both: So baby, why don't we just dance. Down the hall maybe straight up the stairs. Bouncing off the wall, floating on air. Baby, why we don't just dance.

Ryder: Baby, why don't you go put your dress on.

Spidey: And those high-heel shoes you love to lose as soon as the tunes come on.

Ryder: On second thought, just the way you are.

Spidey: Is already driving me crazy.

Both: So baby, why don't we just dance. Down the hall maybe straight up the stairs. Bouncing off the wall, floating on air. Baby, why don't we just dance.

Ryder: Well, it might be me but the way I see it.

Spidey: The whole wide world has gone crazy.

Spidey and Ryder: So baby, why don't we just dance. Oh baby, why don't we just dance.

End of Why Don't We Just Dance by Josh Turner.

The crowd claps for the performance of the song and Spidey and Ryder walks back the stairs and soon as they reachs the bars Spidey sees some people heads into the arena and Ariel runs up the stairs and tells Spidey that was a good song and Spidey tells Ariel thanks and they walk towards the doors and sees a civil war look house and Ariel sees the desert dirt and they walks towards some rows with chairs and it can fit 25 people in the seats and the shows starts and the waiters come out with creamy veat soup and the gang drinks their soup and Spidey drinks his soup and Ariel does the same with hers and burps a little and giggles and Spidey asks Ariel if have a eating contest and they started within seconds and 1 minute later they were done and they contiune watching the show and 2 hours later the shows were over and they got up from the seats and walks down the stairs and they walk through the gift shop and they reachs their rides and got in and they drive back to the cabin and parks their rides T-bone and Razor put their Cycletron in the Turbokat and Spidey reopens the door and everyone got to the living room and they choose some areas to sleep and Spidey and Ariel walks the glass stair and soon they reach the top Spidey notices a hoodie on the bed but not just any hoodie it was a white and red AC Brotherhood beaked hoodie and a note was on top of it.

Spidey walks to the front end of the bed and picks up the note and Ariel was beside by Spidey, she looks at the hoodie and walks to the hoodie and Spidey opens up the note and she picks up the hoodie and it unfolds from it folded state and finds it so soft and she sees a zipper on it and Spidey reads the note it states 'from Spidey to Ariel' and Ariel puts on the jacket by pulling her arms into the sleeves and fixing the collar on the hoodie and she zips up the hoodie's zipper to the end and Spidey didn't know this note wasn't from him but he sense it's was Hammy work and he did a nice thing for Ariel and Ariel pulls her hair into the hood and she pulls the hood's sides to her head and her eyes look under the hood with a beak and she looks at Spidey and he puts the note in his back pocket of his jeans and turns to look at Ariel who was wearing the hoodie on her and she looks at Spidey who was looking back at her.

"Nice fit on you Ariel." Spidey tells Ariel as he walks around her and checking her new hoodie she got and notices it was a Ezio Auditore Da Firenze style hoodie and Ariel takes off the hoodie and places it on the wooden chair and grabs her pink night gown and walks to the bathroom and closes the door and gets ready for bed and Spidey reaches for his Spider Morpher and presses the button and the hatch opens up and the nanobots start to cover up Spidey's entire body expect for his head, the nanobots covers up his left hand giving the black/blue color and the red spider symbol under the palm of the hand a red pad button with the four red line on it and it gave a burst of the yellow tech light moves to his back gives it a black/blue color with the same red spider symbol and brings out the web cape from the neck line back and gives it the same burst of light and moves to his front and covers up the front giving it the black/blue color with the red spider symbol in the front and gives it the same light again and the arms has the red lines on both arms and moves to the legs with the left sides the black/blue color and the inside right the reds line that stretch's to the boots which it has the three red spaced spider legs on both sides and gives the final burst of that light and his Spiderman unlimited suit is online and Spidey walks to the right side of the bed's table and places his cap on the table.

2 minutes later Ariel opens the bathroom door with her pink night gown on her body and her clothes in her arms as she walks to the chair with the hoodie on it and places it on there and she walks to the bed and Spidey pulls off the covers of the bed and so does Ariel and Spidey jumps into the bed and pulls the covers on him and Ariel shifts into the bed and pulls up the covers on her.

"Ariel did you had fun tonight hmm?" Spidey asks Ariel in a curious tone while they sat up in the bed.

"Yes Spidey I did and the way you and Ryder sing that song...what was that song you and Ryder sing?" Ariel tells Spidey and asks in a curious tone.

"Josh Turner's song 'Why Don't We Just Dance' Ariel." Spidey tells Ariel with a grin.

"Ariel the next destination we going at is a forest called Timber Forest." Spidey tells Ariel as he shows the map to Ariel and Ariel was studying it and Spidey puts the map back in his pocket.

"Spidey what's a forest?" Ariel asks Spidey in a curious face.

"

A forest, also referred to as a wood or the woods, is an area with a high density of trees Ariel." Spidey explains to Ariel in a wise tone.

"All right Ariel lets some sleep so good night." Spidey tells Ariel as he reach's for the lamp on the table but before Spidey reach's the lamp switch Ariel asks him if she feels to sleep near you and Spidey nods his head and he turns off the lamp and the cabin went dark and Spidey lays down on the pillow and Ariel shifts through the covers and rests her head on Spidey's right shoulder and puts her right arm over his chest and they smile at each other in the darkness of the cabin and their eyes slowly closing and full closed and they fell asleep together.

The next day the red alarm clock reach's 5:59 and about 60 seconds later it's reachs 6:00 am the alarm went off and Spidey and Ariel's eyes shot open at the alarm and they look at each other and they smile as their hands touch each other and lay on there and they reach for the alarm clock and hit the snooze button and that shuts downt the alarm and they got out of the bed by retucking the covers under the pillows and they look at each other and they smile.

"Man Ariel that was a good night last night." Spidey tells Ariel as he picks up his cap and puts it on his head backwards with a smile.

"Yeah Spidey that was a good night last night." Ariel tells Spidey as she walks to right table beside and grabs the sleeping Sebastian and she walks back to her blue bag and places Sebastian in there and grabs her clothes with her hoodie and the blue backpack to the bathroom and she closes the door and getting dress and Spidey was still in his Spider-Man Unlimited suit expect the head cover up by the mask and it's stops at the neck line and walks to the end of the glass stairs and sees his gang was up and ready they look up at Spidey and he asks everyone is ready and they nodded and Ariel opens the bathroom door and she walks out with her clothes on and her hoodie on her with the bag and her hood up and Spidey walks to the stairs and Spidey starts to walk down the glass stairs with Ariel follow him and they reach the floor and Spidey and Ariel continue to walking to the door and the gang follow them and Spidey opens the door and they got out of the cabin and Peter Parker who was with MJ closes the door on the way out and lockes the door to the cabin and Peter tosses the key overhead of everyone to Spidey and Spidey's spider sense kicked in and grabs the key by his hand behind him. Spidey calls for Sonic and Sonic walks up to Spidey and Spidey asks Sonic to give this key back to Hammy and he gets into Sonic's ear and whispers him thank you for that hoodie for Ariel and Sonic nods and Spidey hands him the key and Sonic has the key in hand and takes off running at the speed of sound.

Spidey and the gang gets into their rides and Spidey starts up his and puts it into resvere the car backs up through the curves Ariel was looking at Spidey's driving ability and he turns to the right and reach's the main road and he turns the car into a 360 spin and puts it into drive and the car goes and everyone follows in pursuit as Spidey drives to the highway and they reach the highway Spidey turns the steering wheel to the right and roll on with his gang.

Back with Sonic he was running to the cabin rental place and 4 seconds later he reach's there and steps on the brakes and he walks on the ramp and opens the door and walk on in and Sonic walks to the front desk and saw Hammy on the computer working and Sonic clears his mouth and Hammy looks at Sonic.

"Are you Hammy?" Sonic asks Hammy in a curious tone.

"Yes I'm and you are?" Hammy asks Sonic with a eyebrow raise.

"Sonic the name, speed my game!" Sonic said in a cheerful voice, pointing his thumb at himself with a smirk.

"Well Sonic it's nice to meet you eh." Hammy tells Sonic with a smile.

"Hammy here's the key back to you and Spidey tells me to tell you thank you for that hoodie you got for Ariel." Sonic tells Hammy as he gives the key to him and also tells him that from last night and he nods and Sonic waves good bye to Hammy and Hammy waves the same way to Sonic and Sonic opens the door and walks to the gravel and takes a look to the left and the right and takes off running to the highway through the traffic and he spin dash drift to the right and reachs the gang and Sonic runs to Ben's car and three seconds later Sonic reach's there as Ben's car was driving and Sonic knocks on the window while running and Ben notices to the right of his car was Sonic and Ben opens the door and Sonic slows down a bit and jumps into the car's right side and Sonic lands on the seat and closes the door and the gang heads to the destination Timber Forest located about 100 miles away and they drive to there and about 99 miles later they reach a dirt road Spidey turns his car to the right and everyone follows Spidey up the drive way and the dirt road leads into the deep forest and about 3 minutes later they drove, ride and flight to the big opening in the forest Spidey parks his car under some trees and T-bone puts his Turbokat into hover mode and the jet was in the air as T-bone parks the jet under some trees far away from Spidey's ride and Altair puts his horse up to a hitch post and Ryder puts his bike beside the hitch post but by the tree and everyone else parks their rides under the trees also and Spidey turns off his car and Ariel gets her blue backpack off of her back and takes the hood off of her head and unzips the hoodie by the zipper and takes the hoodie off and folds it and puts it in the backpack and and puts it back on again her back and Spidey and Ariel gets out of the car and they closed the door and Spidey was still in his Spidey suit as he walks around the forest and smells the sweet forest air and sighs in happliy like it's feels a country boy found home in the forest and Ariel looks around the forest in wonder and curious though as she got from her books back from her grotto in the sea and she smiles in amazement.

She hears the birds chripping in the air and sees a picnic table in the middle of the opening.

Eva then walks up to Spidey and tells him in the ear we need supplies for the camp and Spidey nods his head and reach's for his Spider Morpher on his right wrist and shuts down his Spidey suit as the nanobots retrace into the watch and the hatch closes up and turns to Eva to asks her if he can borrowed Bumblebee and she says yes for now and Eva runs to him and Bee opens up the trunk and Eva with the help of MJ they get the food out and places it on the picnic table the food was hot dogs and mashollows and Eva tells Spidey what supplies we need is 26 camp forks, 26 sleeping bags and 10 tents and Spidey remembers that down pad and Bee closes his trunks and drives up to Spidey and opens his door for him and Spidey gets in the car and Bee closes his door and Spidey grabs the seat belt and clips it over him and Ariel notices Spidey was in Bumblebee and runs to him and knocks on right side and Bee hears Ariel's knocking and Ariel walks back a bit and Bee opens his right side door and Ariel walks up to Bee and gets in the car with Spidey and Ariel grabs the seat belt and strap herself in the seat and Bee closes his right side door and Bee rolls down his window and Spidey tells Eva he and Ariel be back with the supplies and Eva nods her head and Bee rolls up his window and Bee starts up the engine and Spidey tells Bee let's roll and Bee beeps back to Spidey saying all right and Bee goes into drive and Spidey just relaxed by putting his hands on back of his head and stretchs his legs straight out and Bee reach's the highway to the left which it leads to Timberline not from 'Open Season' movie about 25 miles due to the way back to Pigeon Forge, Tennessee but far away from there and Bee puts on some radio and Spidey listens to the song that song was 'Scream by Usher' and Spidey listens to the beat as his head beats to the right and left and Ariel looks at Spidey and does the same as she listens to the beat and Bee continues to drive to Timberline and Ariel likes the song and she laughs as she listens to the beat and Spidey looks at Ariel and she having fun of the song and Spidey feels that beat and feels like a Michel Jackson beat and about 24 miles later Bee, Spidey and Ariel reach's Timberline and Spidey opens his eyes he took a little nap and sees the Wal-Mart store and Bee parks in the parking lot and Spidey and Ariel unbuckle their seat belts and gets out of Bee and Spidey and Ariel runs to the store and gets the supplies in there and Spidey grabs a shopping cart roller and Ariel follows Spidey to the sporting goods and about 10 seconds later they reach there and Spidey grabs the 26 camp forks places them in the cart, next the sleeping bags and Spidey grabs about 15 bags places them on the roller and Ariel grabs some gives them to Spidey and Spidey places 5 by 5 on it and Spidey grabs the 10 tents and places them on the cart and tells Ariel to ride on and Ariel nods her head and gets on the shopping cart roller and Spidey pushes the cart and Spidey rolls out with the supplies and Spidey stops at Bee and Spidey and Ariel starts to load up with the supplies Spidey places the tents in the trunk and does the same with the sleeping bags and Bee closes the trunk and opens left side door and Spidey and Ariel places the camp forks in the back and Bee puts back the front seat and Spidey and Ariel gets in the car and Bee drives back to camp and about 24 miles later they drove to camp and Bee drives up the dirt road and mades it to the opening Bee parks under the trees and Spidey and Ariel gets out of Bee and Spidey calls for Chuck and Ryder as they walks to the back of Bee and he opens his trunk and Chuck grabs the 10 tents out of back and places them on the ground in the middle of the opening and Ryder grabs the sleeping bags and places them in the middle of the opening of the forest and runs back away from them and everyone else stands behind Spidey and Ariel sits on the back of Bee and Spidey looks at the stuff.

"All right Spidey let it rip!" Ben tells Spidey in a exclaim tone.

Spidey looks at Ben behind and nods his head and turns back to the stuff and cracks his neck around his shoulders and rises his left arm which has his the Ultimatrix and rises his right hand and activtes the watch the dial pop up with the green light on the dial a form was on it and that form was Rath and Spidey twists through the menu on the Ultimatrix and founds the form he was looking for and the form was Fastattack and rises his right hand high in the air and Ariel has her curious spark and asks Ben if he has any glasses to see through and Ben nods his head and gives Ariel some glasses and she places them on her eyes and now she able to see through that light and Spidey slams the dial down and he was engulfing in a bright green light and everyone eyes was blinded and they shielded their eyes but expect for Ariel she has glasses to see the transformation of the Ultimatrix and Spidey's DNA was changing and Ariel begins to watch Spidey transform.

Spidey's legs changes into the XRL8 hings legs with the small round metal balls on the feet and the tail comes out from the tail bone the tail color was black and sky blue patten the lower part was done and moves to the upper body the body changes into Fasttrack body the color was pitch black front and back with the Ultimatrix symbol on the chest and moves to the arms and it shows up with the Fasttrack's gloves like with the Golden Tigers Claws holders on each arm and the upper body was done, moves up to the head shows up with the black dirt helmet as his face color changes to XRL8 sky blue with the black lines on the face his eyes color emerald green and the visor closes the eyes from the top and the mouth guard closes from the bottom and the transformation was done.

Everyone deshielded their eyes from the light and Ariel watchs in amazement at the Ultimatrix able to transform everyone into a alien and standing front them of Spidey's place was Fastattack and his visor, mouth guard open up "Fastattack!" Spidey says in a raspy-fast tone and he turns to the gang and Ariel looks at Spidey's face it was a reptailen face with the black lines and the eyes were emerald green and Ariel smiles in amazement at Spidey and Spidey gives the thumbs up to the gang and turns around to the stuff and he grins as his visor and mouth guard closed and takes off running towards with his speed leaving a trail of XRL8's trail light and runs around in a vortex of tornado and sets up one by one in a straight line and 10 seconds the tents and sleeping bags done set up and stops on a dime and turns to the forest looks his through visor and smiles and dashs off running through the forest and 3 seconds later stops on a dime and looks around the opening was a large lake and the shore has some stone steps, stone bench and large stone with written on it and Spidey looks at it and it says 'this lake is a magically lake called Swan Lake and a certain yellow stripe swan shows up tonight around about 8:00 pm and this swan was a female swan. The person: a male with a black mohawk and little light sky blue eyes.' Spidey reads the written on the rock and places a mental note to tell Chuck about this.

Spidey looks over the lake and sees about 4 big logs on the other side and dashs on the water and mades it to the other side and picks up about two big logs and his strength level about 150 tons and runs back to the camp site and 3 seconds later Spidey arrives with 2 big logs and Spidey slams the logs on the ground and there was some fire wood in the middle and Spidey runs back to the lake and grabs the last 2 logs and runs back to the camp site and lays down on the ground and the four big logs in the middle of the opening and Spidey sits on the log with his tail hanging out behind of him and he was in the middle of the log and the gang walks to the logs and Ariel steps over the log and sits by Spidey and Ben does the same he sits by Spidey's right side and Ryder sits by Ben and Altair sits by Ariel on the first log, the second log with Gwen, Kevin, Eva, MJ, and Chuck, the third log with Bo & Luke duke, Peter Parker and the 2nd Peter Parker, Rex, the four log Virgil, Richie, Po, Sonic, and the Swat Kats and Shaggy, Scooby Doo and the gang was on the four logs.

"Spidey how are you change back?" Ariel asks Spidey in a concern tone.

"Like this!" Spidey tells Ariel and stands up from the log and slams the dial on his chest and Spidey was engulfed in the same green light and everyone shielded their eyes expect for Ariel and about 7 seconds later the greem light died down and everyone deshielded their eyes and Spidey sits down on the log again.

"Spidey I had to admit that Ultimatrix of yours and Ben's is a great and good gadget." Ariel tells Spidey with a giggle.

"Thanks Ariel and Gwen here something back to you." Spidey tells Ariel with a smile and gets the omnitrix badge out from his pants and toss it to Gwen in the air and Gwen caught it by her Mana powers a Andiote powers and uses by her hand clenches into a fist and she brings it down to her and unclenches her fist and the badge drops into Gwen's hand and this surpirsed Ariel and she asks Gwen what powers were those and she says Mana powers and everyone starts to tells their adventures their lifes and this goes for hours and hours and hours on the sky went to daylight to sunset and Spidey notices this and gets out a notepad and pen from his pocket and wrote this saying from that stone and rips the note and gives it to Chuck and Chuck reads the note and nods his head and tells everyone he right back and everyone nodded and Chuck sits up from the log and steps over back from the log and dashs off in a blur like Superman and about 2 miles later Chuck reach's there and hides behind some burshes and the sunset sky went nighttime and Chuck pulls out some glasses from his shorts and puts on his face and turns on the night vision mode in the glasses and waits for the swan and the swan arrives she was flying in the air and the clouds hid the moon and the swan lands in the water and uses her black webbed feet swims around and Chuck looks at the swan in curious and the clouds removes themself from the sky and reveals the moon that moon shines in the middle of the lake and the swan moves to the middle of the lake where the moon's reflection was and under the swan a yellow light was the lake and yellow stripe on it's head shines with a bright golden light and Chuck's eyes were blinded by the light stands up from the burshes and walks to the light and drops on his back and the water in the lake rises around the swan blocking it's view momentarliy and 5 seconds later the water drops to the lake replaces the swan with a young woman she has blond cuvry hair to the spine, she has violet-blue eyes, wearing a medevil style white evening gown which it the one with the green puffs on the shoulders, white long fitted sleeves, long skirt white with a green line in the middle and white shoes and has a necklace around her neck it was a gold oval shape necklace and she opens her eyes and she was on the lake and that spell was broken due to this world moon and she was Princess Odette from the 1994 movie 'Swan Princess' and Odette looks around on the lake and the forest and she looks straight through the darkness and notices a male with a black mohawk and her eyes widen and runs on the lake with her skirt lift a bit and reach's shore and continues to runs towards Chuck and she drops on her knees and trys to wake up him by gently shaking his shoudler.

About 2 hours later Chuck was slowly waking up from that light "man that light was like a freight train." Chuck says quietly and sits up on his butt and he didn't notices someone was behind him as Odette slowly walks to Chuck and places her hand on his shoulder and Chuck frozes from the touch and slowly turning his head to the right and notices a hand on his shoulder and spins on his butt and Odette quickly removes her hand and Chuck moves back quickly on his hands and feet his eyes widen in fear at the person in front and bumps into a tree and Odette stands up and puts her hands up and showing him she not a threat "whoa there sorry about that scary you likr that but who are you kind sir?" Odette tells Chuck concern tone and asks him in a curious tone.

Chuck sildes up to the tree and sighs in relif and takes off his glasses and places them in the shorts and walks up to Odette and notices he was taller then her and helds out his hand to Odette for a hand shake "Chuck Liddell or Chuck for short and you are?" Chuck asks Odette and she shakes his hand and looks him in the eye "Princess Odette or Odette for short Chuck." Odette tells Chuck with a smile and releases her hand from his hand.

Odette walks to the stone bench and sits down on it and gestures Chuck to sit with her and Chuck walks up to the bench and sits on there and Odette begins to tell her story from her world and got into this world and within 2 hours later Chuck's mind was blown and Chuck tells her you think that he tells his story he with his brothers and friends we are on a rescue mission to get back our friends and Odette's mind was in shock and they stand up from the bench and Odette places her hand on Chuck's left shoulder and feels a super powers going from Chuck to her it's runs through her veins and Chuck and Odette gains a heat vision power and Odette gets the same powers as Chuck and she removes her hand from him and her head spins a bit she places her hand on her head and her head now spins like a twister and she faints but Chuck uses his high reflexes catchs Odette in his arms and carries her like a bride and she opens her eyes and looks at Chuck with a love sick look in her eyes and she smiles and blushes a bit and Chuck notices that look from anywhere and asks her she was all right and she nods and tells her there's a camp site from here about 2 miles that way and Odette nods her head and closes her eyes for a little nap and Chuck takes off in a blur and uses that superspeed of his and reach's to camp about 3 seconds later and stops on a dime and notices that everyone start a fire on the fire wood and Chuck walks to the first log where Spidey was and tells him look and Spidey turns to look at Chuck notices a blond young woman was in Chuck and Odette wakes up at Spidey and says hi to him and Spidey tells Odette hi back to her and Odette tells Chuck to put her back on her feet and Chuck nods his head and gently puts her back on her feet and Odette walks to the third log with Chuck and the others scoot both way and Odette sits on the log and Chuck does the same with Odette and Chuck asks Spidey if we can have Odette join us and Spidey nods his head and Chuck smiles and Odette does the same and Ryder gets off the log and Altair does the same and they walk oppsites dircetions and Altair grabs the food off of the picnic table and walks to the camp fire and Rdyer grabs the camp forks from the tree and walks back with the forks to the fire and Ryder passes out the fork to the gang and each one by one and walks back to the first and sits back down and Altair with the food sits back down on the log and passes out the food to everyone and everyone has their forks and their food and roasts over the fire and Spidey starts to tells scary storys some may scare your pants off and others eyes widen and about 2 hour later they already ate and Spidey tells everyone we riding out in the morning and the gang says where and Spidey says NYC stands for New York City and they nodded and Altair puts out the fire with water and Spidey reach's for his Spider Morpher and the nanobots covers up Spidey's body expect his head and 7 seconds later his Spiderman unlimited suit is online and Spidey tells Ariel to not put on the gown and Ariel nods her head and they walks to their tent and Spidey unzips the zipper of the tent and let's Ariel in and Ariel walks on in and she crawl on all fours and Spidey follows Ariel inside the tent and Ariel removes her black slippers and places them at the middle stick in the tent and Spidey zips up the tent's zipper and Ariel unzips the sleeping bag zipper and gets in shifts through there and Spidey zips up for Ariel and she smiles and Spidey unzips his sleeping bag and gets into the bag with one arm out and Spidey grabs the zipper and zips up his bag and Ariel smiles at Spidey and Spidey smiles back and helds out his arm to her and Ariel gets her arm out and gently lays it on Spidey's right arm and traces the red line and reach's the hand and it's reveals his right hand and she touch the red pad and the nanobots deactivtes and spreads to the wrist and she pulls off his biker glove off of his hand and places it on the ground beside by her shoes and she sees his hand and grabs it with her hand and she feels his hand was soft like her skin and she smiles even blushes a little shade of pink and she really likes Spidey the powers of him, weapons and his looks but mostly his heart of a hero and she may just maybe fall in love with him like a male to female, merman to mermaid, super hero to super heroine, mr. spider to ms. spider and lastly hero to princess and he looks into her eyes and it held a passion, a bond of somewhat and a relationship going on they smile at each other and theirs eyes half way closed and finally full closed they sleep together with their hands in held of each other.

In Ariel's dreams she was dreaming she was swimming away through the canyons and swimming away from her used be best friend he was a merboy has tanned skin, blond hair, blue eyes, bigger muscles than Triton, green tail and he was evil in the eyes his name was Urchin and he has a 12 inches of rope in his hand and chasing Ariel through the canyons and Ariel swims faster then him but reach's a dead end and a piller and Urchin reach's Ariel and Ariel turns around and she backs up to the inescaped rock from the top to the bottom and Urchin lashes the rope around the rock and ties up Ariel's hand and she was trapped to the rock and Urchin has a hungry look in his eyes and trys to mate with her by the belly button and Ariel uses her tail to block him from doing and 1 minute later he stops and he looks her dead square in the eye "Urchin stop." Ariel tells Urchin with a mad tone.

"What's the matter with you Ariel don't you love me?" Urchin asks Ariel in a evil tone.

"NO! Urchin I don't love you." Ariel tells Urchin in a angry tone.

Urchin looks away from her and shuts his eyes tight and clenches his fists in angry and lets out a mad cry and stop and he looks at Ariel with a evil look in his eye "if you don't love me then not your father, sisters, or friends will have you so prepare to died." Urchin tells Ariel in a evil tone in his voice and swims down to a pile of rocks and sees a Yin-Yang symbol on it and presses the symbol and the symbol opens up and Urchin pulls out a golden trident looks like King Triton's Trident and aims it at Ariel like a gun swimming close on the ground and a dark green light on the trident and a evil look in his eyes "any last words before you die you stinkin mermaid." Urchin asks Ariel with a deadly evil tone and aims the trident at Ariel.

Ariel looks at Urchin in the eye and smirks at him "sorry Urchin and my last words is one and it spells S-P-I-D-E-Y which means.. SPIDEY!" Ariel calls out to Spidey the ultimate hero.

"Who is the heck is Spidey?" Urchin asks Ariel in a confusion tone.

"Right here bitch!" A male voice was heard behind and before Urchin even turn around a bulwhip's popper caught the trident by the staff part and yanks it out of Urchin's hands and was throw to the rocks breaks in half on the rocks and Spidey's whip was wrapped back in the lasso form and clips on his belt and the Spidey's suit takes it in and Ariel looks behind of Urchin and sees Spidey and he was in his Spidey suit and her eyes water with tears and burst out from her eyes and runs down her face and smiles at him "Spidey!" Ariel calls out to Spidey with her tears of joy.

Spidey looks at the rock holds Ariel and whips out his bow and arrows grabs the bow by the black handle and he grabs an arrow from his back from his black arrow holster inserts the arrow onto the bow and pulls the string on the bow back and aims it at the the knot of the rope that ties between Ariel's hands and releases the arrow from the bow and the arrow was send flying to the rope spinning in the air and cuts the ropes in half and Ariel was now free and check her wrists and Urchin was in shock his face frozen with shock and Ariel was done checking her wrists and Spidey's bow and arrow disappeared in a white light and Ariel looks up to Spidey and smiles at him and burst towards him with her arms wide open and caught Spidey in a bear hug made a little twister motion with her finger nails digging into his back and Spidey helds Ariel in his arms stroking her back and her hair and she was crying her eyes out on Spidey's right shoulder and Ariel looks from his shoulder to him in the eyes that look like MJ's look and Ariel smiles at Spidey and Spidey smiles back under the mask and Urchin turns around and notices Ariel is with a human and this human has a ability to breath underwater and lets a war cry and he was about 50 yards away from them and burst towards them "you stinkin human and you mermaid you two are going to be killed." Urchin tells Spidey and Ariel in a angry tone.

Spidey's spider sense kicked in and tells Ariel to get away from here and Ariel nods her head no and Spidey asks her no what do you mean no and Ariel asks Spidey to remove your mouth guard and Spidey nods his head and his mask mouth guard was removed to the nose and Ariel removes her arms from Spidey's back and smiles at him and Spidey asks Ariel why and Ariel puts a mischievous grin on her face and Spidey notices that look from everywhere and this answers Spidey's question and clenches him by the suit's chest and the suit stretches like a normal costume and Ariel pulls him in a kiss on the lips but not just any kiss the kiss of true love and Spidey's eyes widen but he goes with the flow and that kiss lasted about for 2 minutes and Ariel releases from Spidey and Spidey looks at Ariel in wonder and he smiles and she smiles back and his mouth guard put back and Spidey tells Ariel to drag him behind that rock and Ariel nods and still clenches on his suit and drags him behind that rock and Urchin follows Spidey and Ariel and Urchin reach's that rock and notices Ariel was not there only Spidey and Spidey knows where is Ariel at and Spidey jumps up in the air and shoots out a web line and swings to Atlantica and Urchin follows him and Spidey was swinging in the air and reach's the peak in the air and does some flips front flips, back and twisters and was sky diving to the ground and shot out a another web line from his build in web shooters and about 20 minutes later he reach's the city limites and gets to the castle with Urchin on his tail and Spidey jumps up to the wall and crawl fast to the ceiling activates the stealth mode his suit goes in invisible and no one can see Spidey and reach's the throne room ceiling and Urchin losts Spidey as he goes in the throne room and Spidey sees Urchin from the bottom and whips out his bow and arrow again and gets an arrow out from the back and it puts on the bow and aims it at Urchin and the arrow was send flying down towards Urchin and Urchin didn't notices a arrow was send flying to his head from above him and Urchin looks around more and within 3 seconds he was brain dead by the arrow and death came from above and he was dead as the arrow pierce through his head and Spidey deactivates the stealth mode and Spidey's back nanobots opens up and reveals Ariel she was hiding in the Spidey suit the whole time and his bow and arrow disappeared in a white light and Spidey's nanobot retrace back and web-yo to the ground by the web line and Ariel follows Spidey to the ground and looks at Urchin dead from the arrow and Spidey jumps down from the web line and does the same with Ariel and Ariel doesn't feel bad for Urchin and looks at Spidey she smiles and Spidey looks at Ariel smiles back and they turn to each other and Ariel swims up to Spidey and wraps her arms around Spidey's neck and wraps her tail around his legs and Ariel's head bury in his chest and Spidey helds Ariel in his arms rocking back and forth stroking her red soft long hair.

Ariel and Spidey wakes up to Spidey's mental alarm and Spidey and Ariel smile at each other. Ariel uncleches Spidey's hand and Spidey grabs his right fingerless Red Wing biker glove and puts it back on his hand and the nanobots retrace on the glove again and the Spidey suit's right glove back on and Spidey gets out from the sleeping bag and rezips the bag up and rolls it up and Ariel grabs her slippers and gets out from her sleeping bag too and rezips the zipper on the side and rolls up her bag like Spidey's bag too and puts on her slippers on her feet and grabs her backpack and puts on her back and Spidey crawls to the zipper on the tent and Ariel does the same following Spidey and Spidey unzips the zipper and crawls out from the tent and Spidey gets on his feet and stands up standing tall and Spidey looks around the forest and notices not anyone was up and Spidey walks forward a little and turns around and faces Ariel down below and Ariel looks up at Spidey and smiles at him and Spidey smiles back at her and puts out his hand to Ariel and Ariel takes Spidey hand and he pulls up her on her feet and she was surprised by Spidey's strength and Spidey tells Ariel to help him with the tent and she nods her head and Spidey grabs the two the sleeping bags and places them on his shoulders and walks to his car and Ariel runs to the car and opens up the front trunk of the car and Spidey places them in there and Spidey turns around and walks back to the tent and Ariel does the same with Spidey and they start to tear down the tent and Spidey gets into the tent and dislocated the stands inside the tent and the tent's cover drops down on Spidey and Ariel was now worried about Spidey and she rushes to him and finds an opening and sees his feet and grabs them and pulls him out of there and she notices when she pulls him he was light and drags him on the ground and Spidey has the stands from the tent and notices Ariel was helping him out from the tent and Ariel unclenches his feet and Spidey tells Ariel hold this and Ariel grabs the stands from Spidey and stands back about few feet from him and Spidey puts his hands on the ground behind him and handsprings up like Shawn Michaels and gets on his feet and Ariel grins at Spidey and Spidey spins around to the dropped tent and rolls it up into a ball and puts it in a green travel bag and Ariel pulls the sticks into a skinny look and she puts them in the bag and Spidey zips up the bag by the zipper and snaps the sash and grabs it and walks to the car and puts it in there and closes the trunk and sits on the front of the car and gestures Ariel to sit with him and Ariel smiles at the offer and walks to him and sits with him to the car and they look at the night sky and the stars shines in the night and they wait for dawn to rise within two hours.

Ariel looks at the moon rising down from the sky and Spidey looks at Ariel and rises his right arm to his left hand and his suit is epuip with three things, Spider tracer, Spider darts and a sonic emitter from Spider-Man Unlimited series suit and shoots out a tracker to his hand and the tracer was a small black spider symbol with a small red light bub and while Ariel wasn't looking Spidey made a necklace of the tracker by using a thin but strong web line from his webbing and cups it in his hand and tells Ariel to look behind her and Ariel to the left and faces Spidey and notices his hand closed with something and asks him what in your hands and Spidey opens up his hand and Ariel looks in suprised at the 2nd gift from Spidey and smiles with a bright smile at him and she gently grabs the web line and she asks Spidey to help her with the necklace and Spidey nods his head and pulls her red long hair and Ariel puts on the necklace through her hair and to the neck and Ariel looks at the small spider symbol and she tells Spidey thanks for the gift and Spidey tells her you're welcome and Ariel hugs him with a bear hug style and Spidey was caught off guard by Ariel's hug and he hugs her back and Ariel feels within Spidey's arms like a home to her and she snuggles up to him on his chest and feels a inner peace when she around him and Spidey senses behind him and looks upside down like a spider and notices Chuck and Odette were up and put down their tent and 2 minutes later they put up their sleeping bags and the tent in the Corvette's trunk and Chuck notices Spidey was looking at him and Odette and Odette looks at Chuck then at Spidey was staring at them and they wave to them and Spidey nods his head at them and Chuck opens his left side door and Odette asks Chuck what's this and Chuck tells her it's a car and Odette nods her head and walks to the right side door and opens up the door and Chuck gets in the car and closes his door and Odette does the same and they were in Chuck's car and Spidey looks at Ariel and notices she was sleeping on his chest and he smiles at her sleeping and stands up from the car and puts Ariel in his arms carring her like a baby and walks to the side of his car and puts up one knee to Ariel's back and opens the right side door and puts her in there and buckle up her seatbelt and closes the right door and the gang starts to wake up and does the same with theirs tents and Spidey gets to his side door and opens up the door and gets in and closed the door and buckle up his seat belt and everyone was done with the tents and Eva grabs the forks and places them in the back of Bumblebee and everyone gets in, on with theirs rides and Spidey rolls down his window and looks out from it and notices everyone was ready to go and Spidey gets his head in and starts up the car and the car roars with life like a wolf's howl and Ariel wakes up from her nap and looks at Spidey and smiles at him.

"Ready to go Ariel?" Spidey asks Ariel with a curious tone.

"Yeah Spidey let's ride." Ariel tells Spidey with a happy tone and a grin.

Spidey then steps on the gas paddle and the car moves with the wheels spinning and takes off about 20 mph through the forest and T-bone takes off with the Turbokat into hover mode and takes off into the air and everyone follows Spidey and Spidey looks at the dirt road and reachs the highway and Spidey turns the steering wheel to the right and the car moves to the right and drifts a bit to the side and restraighten and they were on their way to the 2nd city NYC or New York City located about 100 miles from Timber Forest to NYC Spidey drives through the forest and Ariel looks at the pines trees in wonder and Spidey drives through the forest and reachs a desert area and Ariel sees some mt like rocks in the desert and this desert was 20 miles large in area and everyone was speeding to the 2nd city and reachs a bridge on the Grand Canyon and Ariel looks at the Grand Canyon from the bridge and 19 miles later they were out of the desert and reachs a large forest and they drove through it about 20 miles of it and everyone is driving through the forest and about 20 miles later a fog like mist was right in front of the gang and they drove right through it and Spidey uses his spider sense to see through the fog and notices they were going up and Spidey notices that was the Brooklyn bridge and the fog clears up around the bridge and Spidey sees NYC stands for New York City the city that never sleeps and Ariel sees the same thing with Spidey and sees some big buildings in the distance and her jaw drop a little in amazement "Spidey is that New York?" Ariel asks Spidey in a curious tone.

"Yay it is Ariel." Spidey tells Ariel with a grin while driving into the city and Spidey drives down the bridge and reachs a hotel about 100 yards to the first and second bridge and Spidey drives his car into a parking lot beside by the hotel and Spidey parks his car and Altair puts his horse to a hitch post and everyone else parks their in each lot of the parking lot and Spidey turns off his car and Spidey takes out the key and the Spidey suit opens up the back pocket of the jeans and puts the key in it and the Spidey suit closes up and Spidey and Ariel unbuckle their seatbelt and gets out of the car and closed the doors on the car and everyone else did the same with theirs and Spidey and Ariel walks to the big hotel and they walk on in and the hotel's name is the Plaza hotel it name and the door slide open for them and Spidey sees a lot of people walking around in the hotel and Ariel looks at the Plaza hotel she watches the people working or staying and smiles at it and Spidey still wears the Spidey suit and walks to the front stand of the hotel and people stares at Spidey and his gang but mostly Spidey with a red head with him and the people just stop staring at him and Spidey reachs the front stand and a familiar face show up in front of Spidey and the gang it was Hammy from Pigeon Forge, Tennessee.

"Hey ya'll what's up?" Hammy asks the gang in a curious tone.

"Well isn't old Hammy." Spidey says to Hammy in a funny tone.

"Spidey who is this?" Odette asks Spidey in a curious tone.

"Odette this is Hammy, Hammy Odette." Spidey introduces Hammy to Princess Odette and Chuck's girlfriend.

"Odette eh? Well then Spidey what hotel number you want?" Hammy asks Spidey as he walks up to the key slots and trying to choose a key.

"Number 411 key man." Spidey tells Hammy in a clamed tone.

"All right Spidey No. 411 it is." Hammy tells Spidey as he grabs the key and gives it to Spidey.

"Thanks mate." Spidey tells Hammy with a smile as he grabs the key from him and walks to the elevator and Spidey uses the key to inserts into the keyhole by the red doors and turns it to the left and the elevator's doors open up and Spidey walks in and gestures the gang to walk in and Ariel runs to the elevator and stands by beside Spidey and the gang runs in the elevator and the elevator's size was about 10x10 wide and the number of the gang was about 26 members of the Roadburners v2 and Spidey has the key in his hand and the doors closes and this elevator starts to going up, up to the 11th floor that is and the music in the elevator was playing and Ryder really hates that music in the elevator and tells Spidey if he has music in his suit and Spidey looks at Ryder and nods his head and the suit plays some real muisc the song was a country song Chris Young 'Voices' and the gang listens to the song and Ryder likes it too and Ariel hears the song and notices it comes from his Spidey suit and smiles at Spidey and the elevator stops at the 11th floor which was the end and the doors open up and the 11th floor was a penthouse at the top of the Plaza hotel and the gang walks out and Spidey along with Ariel does the same and the muisc shuts off in the suit and Spidey looks around at the penthouse which it looks like the same look from the cabin in Pigeon Forage, Tennessee expect for the stairs and Ariel looks out from the windows and looks at the Big Apple known as New York City and her jaw drops a bit and Spidey walks to the window where Ariel is. "Big isn't it Ariel?" Spidey asks Ariel in a curious tone.

"Yeah Spidey it is." Ariel says in awe at the mass of the city.

"Say Ariel want me to give you the tour of New York hmm?" Spidey asks Ariel with a grin at her.

Ariel looks at Spidey and smiles at him "yes Spidey please." Ariel tells Spidey with a bright smile.

"All right then Ariel but first hold still will you?" Spidey asks Ariel and Ariel nods her head and Spidey walks behind Ariel and reachs for her blue backpack's right pocket and pulls out a pair of black strapped goggles and Ariel turns around to Spidey and notices he was holding some goggles in his hand and Spidey tells Ariel to put these on your eyes and Ariel did that she grabs the goggles from Spidey's hand and puts them on her eyes by the strap and she looks through the goggles's black smoke glasses and Spidey gives her thumbs up of the goggles on her and Spidey pulls off his cap and Ariel asks Spidey why are you pulling off your cap and this answers Ariel's question as Spidey puts his cap on Ariel's head backwards so that holds her hair in place and Spidey tells Ariel to get on his back and hold tightly and Ariel nods her head and Spidey turns around to the back and Ariel walks up to Spidey's back and gets on his back by getting her arms around Spidey's neck and Ariel jumps up and wraps her legs around Spidey's stomach tightly and Spidey looks behind him and sees Ariel was on him and Spidey tells Altair to open up the doors of the balcony and Ariel hugs tightly Spidey and Altair runs to the doors of the balcony and opens up and Spidey tells the gang he and Ariel right back within 5 hours and they nod and Spidey takes a running stance and Spidey takes off freerunning to the balcony and Ariel notices Spidey's plan and prepares the rush of adrenline as Spidey rans to the end of the balcony and a bald eagle was flying over NYC and lands on the top of skycraper and looks at Spidey from a distance and Spidey jumps over the balcony and the eagle sang's it song to the Assassin's signtaure Leap of Faith and Ariel looks at eagle from the distance and notices that she and him were freefalling to the ground and tighting her hold on Spidey and Spidey notices that and quickly rises his right arm and shoots out a web line thin like thick white string from his build in webshooters to the builldings or the sky and Spidey was taking by the dirction of the web line and swings of the web line and Ariel looks around her and Spidey as he webs swings to the peak of the swing and Ariel puts her chin on Spidey's right shoulder and her eyes widen in amazement at Spidey's web swinging and the city and Spidey reachs the peak of the swing and let's go of the web line and Ariel holds onto Spidey the tighest she can and Spidey flips in the air and Ariel's vision was spinning from Spidey flips and Spidey skydives to the ground and flips again and shot out another web line to the sky and swings again to the ground and Ariel looks around at the city and Spidey starts the tour with Ariel and about 2 hours later the tour was done due to Spidey's web slinging and the tour of NYC and Ariel even saw the statue of Liberty from the distance from the tour and Spidey and Ariel were on a building with Spidey sticking to the wall and Ariel was surpirse at Spidey's amazing powers of a spider and she asks Spidey what was a spider. Spidey tells her a spider is a small, eight legged, arachnid with a rounded abdomen and should not be mess with because they sometimes have poison or vemon for short can kill you and most kinds spin webs. Ariel's mind was blown away with this information about spiders and smiles at him and he smiles back.

"Come on Ariel there is something to give you at a store down in Time Square." Spidey tells Ariel as he jumps off from the wall and lands at front of Ariel with his back turn on her and Ariel gets on Spidey's back again and Spidey jumps off from the building again the eagle sing's it song of Spidey's leap of faith like a assassin and freefalls to the ground and shoots a web line again to the building and after 9 web swings Spidey and Ariel made it to Time Square and Spidey lands in front of a toy store and Ariel gets off of Spidey and Spidey walks to the front door and opens up the door for Ariel and Ariel walks on in and Spidey walks in behind Ariel and she notices a certain toy look like of the Ultimate hero and she smiles really brightly and runs to it and grabs it and looks at it. It was mini big repilca of Spidey wearing his Spidey suit with the mask on and looks like a stuffed animal toy and she squeals at it and hugs it tightly to her chest and Spidey looks at Ariel found her new gift and he walks to the clark of the store and he was happy to see Spidey again and Spidey pays the clark with $3.75 cents to the clark and he waves goodbye to Spidey the Ultimate hero and his girlfriend Ariel and Ariel hugs Spidey and says thank you and Spidey smiles at Ariel you're welcome and Ariel puts her new stuffed animal toy in her backpack and puts the pack on her back again and gets on Spidey's back again and Spidey jumps up in the air about 125 feet and shoots out a web line and swings and about 1 hour later they were sitting on the top of the building with a stone bench and Spidey had came back with some milkshakes one was banana milkshake and Ariel's shake was strawberry and they were finishing with their shakes "Spidey I love this drink it tastes like a strawberry." Ariel tells Spidey with a smile as she finishes her shakes and throws it away in the trash.

"Same here Ariel and I hope you like the tour around NYC or New York City." Spidey tells Ariel with the same smile like Ariel and throws away his shake in the trash.

Before Spidey or Ariel say a another word Spidey's bat like ears picks up a disturbed sound it was a small muffled explosion rang out into the air several blocks away.

Ariel looks at Spidey with concern and notices his pupils in his brown eyes dilate and she was worried "Spidey what's wrong?" Ariel asks Spidey with concern and has worried eyes.

Spidey's pupils retraced back to normal and looks at Ariel and turns to the sound came from "Ariel look there in the distance can't you see the smoke, it's thicker than just an explosion... it's a fire. Come on Ariel! Let's roll!" Spidey tells Ariel as he gets up from the stone bench and Ariel looks in veiw of where Spidey had heard the sound come from and he was right there was a black smoke rising into the air and she worried about the others humans and she gets up from the bench and gets her goggles on her eyes again and Spidey's mask was back on by nanotech and she gets back on Spidey again and Spidey sprints off the building with Ariel on his back and leapt to the ground with the eagle sang's it song again of the leap of faith and Spidey shoots out a web line and swings to the source of the fire came from.

Back at the hotel on the 11th floor Odette was looking out of the window with Chuck and he was telling her the adventures of each team member from last night in Timber Forest "Odette you like the city hmm?" Chuck asks his girlfriend in a curious tone.

"Yeah Chuck I do like it but I wonder what Spidey and Ariel are doing right now?" Odette tells Chuck with a smile and curious tone.

Before Chuck could say a another word a voice was heard "hey guys come to the living room right now!" It was T-bone's voice calling all members of the RB v2 and Odette and Chuck uses their Superman like speed and takes off to the living room and 3 seconds later the whole gang was in the living with T-bone and Razor on the sofa and the T.V. on it was already on the CNN News with the news anchor spoke to the camera.

"This just in... reports are coming in of an apartment building in the Central New York Area which seems to have been set ablaze, we're going live to Kristen Summers who is already at the scene" the male news anchor's image was cut out and replaced by that of a young woman who was standing in front of crowds of people with the burning building only several yards away blocked off by barricades and New York's own fire department.

"Thanks Tom, if you have just tuned in to this story then allow me to fill you all in on what's going on at this catastrophic turn of events begun in the first place. An explosion was heard in the heart of New York City over twenty minutes ago which has resulted in an apartment building being set on fire, now people don't know how this happened exactly, as you can see the fire is raging out of control take a look." Kristen finished as her face was replaced by footage to the fire that was happening right now.

The camera was rather shaky but seemed to catch showed that fire was raging out of control and the firefighters were working fast to put out the fire quickly.

Away from the burning building about 50 yards was some trees and in the air was Spidey and Ariel Spidey was swinging on a web line and Spidey jumps off from the web line and lands on the ground "all right Ariel wait here I be back to get you and head back to the hotel." Spidey tells Ariel as she gets off of Spidey and she walks to the tree and she gets out her hoodie from the blue backpack and gets it on her and she removes the cap from her head and she puts on her hood on her head and she tells Spidey to get back to me and he nods his head and Spidey runs to back away from the burning building and jumps into the air and shot out a web line to the sky and swings to the burning building.

The T.V cut back to the female reporter and she continued on, "but now back to the story at hand as you can see behind me the fire is still raging on but the New York City fire department are doing everything they can do extinguish the flames and..." Kristen says in the camera but doesn't finish her sentance and a eagle's scream was heard in the sky and the people notices that eagle's song and was that call meaning someone was coming "what is that camera man get a shot of that." Kristen tells her camera man and the man did that and points his carmera in the dircetion of the eagle and sees a teen swinging on a web line "it that... it is women and men it's Spidey the Ultimate hero!" Kristen tells the people as Spidey swings over the people and into the burning building and Spidey's suit was fire proof, space suit, static proof and scuba suit and the eagle flies back to Ariel and Ariel was waiting for Spidey but she sees the familiar eagle was with Spidey as it's flys towards her and the eagle lands on wood bench and Ariel looks at the eagle curious and walks to the wood bench with the bald eagle on it and sits on the bench with the eagle and she sees on it talons or verison of it feet was a Assassin's symbol and this eagle was look at Ariel and looks through her eyes and the eagle notices this girl was a former mermaid and nods it white fur head in respect at the girl and Ariel and this eagle name was Thunder the eagle look at the burning building.

"And with Spidey in the building and carrying people out on his back and the firefighters working to put out the fire, thankfully it looks like this unfortunate incident will soon be over" Kristen finished as she to turned to the scene playing behind her and watched intently.

The news on the T.V had also garnered the interest of Odette as she was glued to the sofa with the gang and hoping that nobody would get hurt; Odette seemed to breathe a sigh of pure relief as Spidey somesaulted out of one of the top windows with a man on his back. Ariel does the same about Spidey. After a brief stint of panic between Odette and Ariel were on the edge of the seats as Spidey was in the leap of faith free-fall with a man holding onto his back for dear life, the arachnoid teen landed without missing a beat and set the man down where he was reunited with the rest of his family. The camera zoomed in on Spidey or his 3rd nickname Spider-Man (3 nicknames for Spidey: The Whip, The Ultimate hero, and Spider-Man) the viewers at the home and the hotel could clearly see the large white opaque eyes from the Spidey suit's mask mimic every expression he held under his mask, the current one he held seemed to be one of relief but just like that it changed to one of sheer worry.

Ariel and Odette knew why as they had heard what he had heard, the hysterical pleas of a woman screaming that her baby was still in the building, Odette and the gang never their eyes off of the T.V screen and looked as if Odette was about her fingers nails and Ariel gets up from the wood bench and puts Spidey's cap in the bag and runs to the burning building and the eagle takes flight with Ariel and Ariel was in the crowd in the back of barricades and the eagle lands on Ariel's right shoulder but not too tightly with his claws and what surprised Odette the most is that quicker than anyone had anticipated Spidey had reacted shooting a web-line out from his build in webshooters on his wrists and slingshot himself skyward and into one buildings many windows.

As most of the country watched all viewers including the Roadburners v2 held the same thought inside their head.

'He's been in there way too long' Ariel thought quietly. She was worried about Spidey and the live of a baby was on the line and even mostly concern about Spidey.

After several minutes of waiting the suspense was gettin thick and the camera caught the looks of the fire department holding the mother back from entering the building, they were looks of sheer sorrow and pity. Even Ariel looked disheartened and worried with Thunder on her shoulder, but the mother still looked hopeful through tear stained eyes but it was as if she was being taunted because suddenly another explosion rung out through the sky and flames erupted spewing out of the window Spidey had entered in hopes of rescuing her baby.

The gang could hear as well as see the mother break her heart on the national television and scream out for her child, it stabbed Ariel straight in her heart to say the least. But then out of nowhere another explosion echoed out and a figure leapt from the window doing the leap of faith and the eagle sang it song, Ariel and the gang easily recognized who it was but also noticed he has something sheltering with his web cape and when he walked closer to the mother the T.V's HD quality clearly defined he has no injury, no scratch on his suit and no burned marks on it.

The many fire-fighters holding the distraught mother back released their grip on her and let her walk steadily towards the teen, the teen walks slowly to the mother with his web cape sheltering with his arms something. As he finally reached the woman he looked down into his arms and at the package he was protecting and slowly handed it over to the woman with the web cape unwrapping the package from his arms, but the mother was still crying heavily as though she was expecting an apology from the teen man and his condolences and Ariel gets over the barricades and runs to Spidey stands by his side with the eagle on her shoulder.

But instead she got this, "Your baby's fine ma'am" Spidey tells the mother of the baby with a smile under his mask and Ariel smiles as well under her hood.

The mother's eyes instantly lit up and she carefully took the baby in her arms and cradled it tightly seeing it was unharmed, not even a scratch was visible. The young mother began sobbing heavily but the camera made it clear she was wearing a huge grateful smile, Spidey was about to turn and walk away with Ariel when something stopped him and held him there.

The woman had grabbed onto him and hugged him with all of her might causing the Ultimate hero to stop dead in his tracks, Spidey did know what to do and the look he held was one of sheer surprise. With nothing else to do he gently reached his arm around her and patted her back, audible sobs and thank you's spilled out of her mouth but Spidey merely whispered 'don't mention it mate'.

The mother released Spidey from her grip and notices a girl with Spidey and Kristen walks up to Spidey with the mic in her hand and the camera man follows her also and she helds the mic up to Spidey "mr. Spidey sir thank you for resucing the people from the building but quick question thought who the girl in the hoodie?" Kristen asks Spidey in a curious tone.

Spidey looks at Ariel and gestures to take off the hood and the eagle flies to Spidey's right shoulder and lands there and Ariel removes her hood and her red long hair drops from her hood and Kristen asks the girl name and Ariel tells her name is Ariel and she with Spidey and gets her hood on again and the eagle takes flight in the air and Spidey turns his back and Ariel gets on his back again and Spidey jumps in the air and shoots out a web line to the sky and swings back to the hotel.

The T.V screen switched from the dramatic scene back to the news anchor in the studio and the gang hears a sound from the doors of the balcony and it was a bald eagle on the ground and Altair gets the door open for the eagle and the eagle flies in to the bird stand and lands there and Spidey and Ariel comes in after the eagle and she gets off of Spidey's back and takes off her hoodie refolded and puts it back into the bag and takes out Spidey's cap and gives it back to him and Spidey takes his cap back from Ariel and says thanks Ariel and she smiles at him and Spidey reachs his Spider Morpher and shuts down the Spider suit and normal clothes was on Spidey again and Spidey smells something under his pit and lift up his arm and takes a whiff of it and it stinks under there and tells everyone if you need me I taking a bath and they nodded and Spidey walks to the double door which was the bedroom and opens it and closes the doors behind and walks to the dresser and grabs a single pair of underwear and walks to his black parachute bag's side pocket and grabs a Degree adrenaline V12 deodorant and the black parachute backpack was a real parachute the chute was a ram air parafoil, color full black with a blood red Assassin's creed symbol and Spidey walks to the bathroom and opens up the door and closes the door behind him.

In the living room everyone was doing their things and Ariel walking around the table and she got bored within seconds and she gets really curious about Spidey and she sneaks to the bedroom and opens the door to the bedroom walk on in and closed it behind her and she trys to find Spidey and she remembers something Spidey say and she walks to the bathroom's door and places her hand on the knob and slowly turns it to the left and opens it slowly and Ariel peers her head in and notices Spidey was taking a shower with his back and she sees his clothes on the table and shifts through the door around it and quietly closes the door and walks to the toilet and sits there and Spidey was washing his hair and moves to his body and 2 minutes later he was done he opens the door of the shower and grabs a towl and wraps it around his waist and he doesn't that Ariel was in the bathroom with him and walks out of the shower and walks up to the mirror and grabs a another towal and drys his hair and Ariel looks at Spidey's abdomen her eyes widen a bit at the six pack ab on Spidey and he was physical fit and smiles pleased with what she sees on Spidey.

"Wow..." Ariel quietly says to herself.

Spidey's spider sense kicked in and notices Ariel was in the bathroom and looks at the right and she just giggles at Spidey even looks away from him blushes full shade of red on her face and laughs at Spidey's reaction with her in the room.

"Oh you little! Ariel!" Spidey yells out at Ariel and he was embarrassment of her in the room.

"Sorry Spidey." Ariel apologizes to Spidey and gets up from the toilet and gets out of the bathroom and sits on the bed and Spidey gets on his deodorant and the underwear and his clothes and gets his deadorant and gets out of the bathroom and Spidey tells Ariel apology aceepted and Ariel smiles at him for her apology aceepted and Spidey walks to the black parachute bag side pocket and places the deodorant back in the bag and grabs out a sky blue color skin Ipod cell phone from the bag and puts on the black bag on his back, putting on the straps on his shoulders, buckle the chest strap over the red spider symbol and blending with the symbol and the black tank top and the parachute backpack has a rip cord on the left top side of the strap for releases the chute and the second rid cord on the right side of the strap for pulling in the chute to reused again.

Spidey gestures Ariel to follow him and Ariel turns to him to look at him and she nods and Spidey walks to the door and Ariel gets up from the bed and Spidey opens the door and the first thing he sees out of the bedroom was the gang had already came back from the store and got some soda like Coke Zero, Coke-Cola, pepsi, Mt. Dew and Ben even has his smoothies and the sky outside was about get to dark and he walks out from the door and Ariel follows him out of the door and she closes the door behind her and Spidey.

"All right ya'll what on the menu tonight hmm?" Spidey asks the gang in a curious tone.

"Gee Spidey I don't know but I see you have your phone out so you order some pizza for us please?" MJ asks Spidey from the counter with a smile.

"All right MJ all right crap pizza it is." Spidey tells MJ as he turns on his ipod unlocking it and going into contacts Ariel was beside Spidey as she watches Spidey working on a cell phone and about 2 minutes later he finds a Pizza Hut symbol before he press the smybol he asks types of pizza you all want we only have 10 pizzas and they tell Spidey what they and he nods and presses the symbol the phone going into speed dial and Spidey puts the phone up to his ear and it ringing.

In a part of New York City the Pizza Hut's workers were busy making pizza and the cashier gets a call and answers the phone "hello this Pizza Hut what's your order sir?" The cashier asks the caller on the phone. "Yes dude this caller who you are talking to is Spidey mate." Spidey tells the cashier in a clam tone. "Spidey as in the Spidey the Ultimate hero that was you save all those people, a baby and you have a beautiful red head girlfriend with you, well then Spidey what the order man and let me guess the gang with you hmm?" The cashier asks Spidey in a exicted tone. "All right man here's the order..." Spidey tells the cashier the order from him and the gang and about 45 minutes the cashier has order from Spidey "thanks Spidey your order will be delivered within 5 mins and it's free dude so bye." The cashier tells Spidey and hangs up the phone and Spidey turns off his phone and places it in his back pocket of the blue light jeans and he tells everyone the pizza should be arrived within 5 minutes and they nod and they start to get the glasses out under the counter and Odette and Ariel looks at Spidey "Spidey quick question thought what's a pizza?" Ariel and Odette ask Spidey at the same time in a curious tone.

Spidey looks at Ariel and Odette in a confused look "you two never heard pizza before? Wow all right you two pizza is an oven-baked, flat, round bread typically topped with a tomato sauce, cheese and various toppings. Pizza was originally invented in Naples, Italy, and the dish has since become popular in many parts of the world." Spidey explains to Ariel and Odette.

Ariel and Odette's mind were blowed away by the information of the pizza and Odette went to help Chuck with the glass cups and about 5 minutes later they got out the plates and the glass cups and the elevator dings and the doors open up and revealing the pizza man holding about 10 pizza boxes and Spidey runs to the elevator and grabs the boxes from him and Spidey tells the man thanks and the man glimpsed behind Spidey and looks at Ariel and gave Spidey a thumbs up before he left in the elevator and the doors closed and Spidey raise an eyebrow at the pizza man and looks at Ariel behind from the distance and shrugs his shoulder and walks to the table and the gang expect for Altair whiffs at the pizza in hand with Spidey and Spidey places each box on the round table and Ariel and Odette walks to the round table with the pizza and the gang walks to the boxes of pizza and opens up each box and the pizza slices each one has different toppings and the gang with the plates in hand picks up about 5 slices of pizza and Spidey and Chuck grabs four the remaining plates and walks back to the round table and Spidey grabs for 5 slices of cheese pizza and gestures Ariel to use the plate and Ariel grabs the plate from Spidey's hand and grabs pepperoni pizza 5 slices of it and Chuck and Odette does the same and the gang lays their plates on the counter and Ariel, Chuck and Odette does the same with the gang and Spidey places his plate with the cheese pizza on the lower counter and Spidey walks around from the counter and sees the remote for the kitchen T.V on the far away table and everyone includes Ariel watches Spidey and Spidey has an idea in his mind and reaches for his secret weapon under his black jacket hoodie and the weapon was the familiar bullwhip that Spidey got from Indiana Jones and he unclips the whip from the whip holster on his light tan belt and Spidey throws the half of the whip back of him and the whip stretches out to the 10ft. length and Ariel looks at the bullwhip in Spidey's right hand and Spidey cockles his arm back and shot it forward and flicks his wrist and the whip creates a looping effect and shots towards to the remote and caught it by the whip's popper and Spidey pulls back the whip that had the remote to him and the whip comes back to him and Spidey caught the remote in his left Red Wings fingerless biker glove and Spidey tosses it to Peter Parker and Peter caught it in his hand and Spidey begins to rewrapping his whip into lasso form and holding it in his right hand and walks to behind the counter with the bullwhip in hand and places his whip on the counter in front of him.

Ariel and Odette were surpirsed at Spidey uses a bullwhip to catch something from a distance with percise accuracy of the whip and Ariel also saw the same whip that Spidey used to save her from a shark and Ariel looks at the legendary bullwhip of Indinana Jones "Spidey may I look at your weapon for a second?" Ariel asks Spidey in a curious tone on the whip.

"Sure Ariel take a look." Spidey tells Ariel as he grabs his whip and places in front of Ariel and Ariel looks at the bullwhip she feels the leather with her hands and the leather was hard she feels the handle of the whip and Odette does the same with Ariel and about 1 minute later they gave back the whip to Spidey and Spidey puts up the whip under his jacket and reclips on the holster and the jacket went over the whip and Spidey tells Peter to turn on to the show 'Ridiculousness' and Peter did that and they start to eat their pizza and Ariel and Odette were enjoying theirs and Spidey looks at the show and laughs and the gang does the same and about 20 minutes later they were done with the dinner and Spidey asks his gang where are you sleeping at and they say we don't know and Spidey tells Ariel to get on her pink nightgown right now and Ariel nods her head and runs to the bedroom and to the bathroom and gets on her sleeping wear and Spidey gets out his phone and calls Hammy and tells him to get the sleeping bags for the gang from their rides expect his ride and Hammy tells Spidey all right and hangs up the phone and puts it in his pocket and the gang looks at Spidey in confusion and Spidey tells them you're sleeping in the same bedroom as me and Ariel and they grin at Spidey and Spidey reaches for his Spider Morpher and presses the button and the hatch open up and the nanobots come on out from the wrist watch and covers up his body expect for his head and his Spiderman Unlimted suit is online and Ariel walks out from the bathroom with her night gown on and puts her blue bag on the table beside the bed and grabs out her stuffed Spidey toy on the bed and walks out to the living room and Ariel walks up to Spidey and stands by his side and Spidey tells Ariel that gang are sleeping with us in the bedroom tonight and Ariel smiles at Spidey and Spidey smiles back and the elevator dings and opens up the doors and reveals Hammy with a cart holding about 24 sleeping bags and Spidey thanks for being up the bags and Hammy nods his head to Spidey and the gang starts to grabs their sleeping bags from the cart and Spidey tells Ariel to get to bed and Ariel runs to the bedroom and untucks the cover of the bed and gets in and pulls the covers on her and untucks Spidey's side of the bed and the gang lays the bags on the ground in the living room and goes to the back bathroom they line up and they get on their sleeping wear (Altair's wears a white tank top, white shorts and his hood, Ryder's wear is a black tank top, black shorts, some black goggles and his black bandana, Chuck's wear was bare chest, red shorts, Odette's wear was a white verison of Ariel's nightgown, Peter's wear sweat pants, Ben's wear bare chest and black shorts and the rest has different clothes.) The gang grabs their sleeping bags and Spidey opens the door of the bedroom and Spidey tells everyone to spread out and find a place to lay down and the gang lays out in different places some to the window, the dresser, around the bed and the bathroom and Spidey claps the outside lights in the living room and the lights shut off and Spidey closes the door behind him and Spidey jumps to the ceiling and wall crawls over the gang and Ariel looks up the ceiling and sees Spidey above him and Spidey web-yoyo to the bed and Spidey looks at Ariel upside and the gang looks at Spidey and Ariel and Spidey jumps off of the web line and it disappears into thin air and lays down in the bed and pulls up the covers on him.

"Night mates." Spidey tells his gang as he reaches for the lamp.

"Night Spidey, night Ariel." The gang tells Spidey and Ariel as they lay down in the sleeping bags and lay their heads on some pillows.

Spidey turns off the light from the lamp and lays down in the bed with his head on the pillow and Ariel does the same and holding her Spidey toy in her arms and closes her eyes and Spidey was facing away from Ariel and she sleep for 2 hours and Spidey hears dropping from outside as rain as it begin to pour.

After a moment, Ariel awake up to the dropping of rain and she sat up a bit and flinched a bit. "What's that Spidey?" Ariel asks Spidey in a quiet curious tone.

"Hmm?" Spidey says as he was asleep with his eyes closed and laying on his side.

"That noise. It sounds...like rocks are falling or something on the window. Is someone on the roof." Ariel asks Spidey as she looks at the window from the bed.

"No. It's rain." Spidey tells Ariel as still has his eyes closed and laying down.

She was on her side, facing away from him. As his words, she rolled over a bit to her back holding her mini Spidey in her arm and Spidey rolls over on his side and facing her and opens his eyes lightly and looking right at him like he'd just spoken in another language. "What?"

"The rain? Oh, that's right. You've probably never heard it before Ariel, right? It's water that falls from the sky." Spidey explains to Ariel in a quiet tone.

"The sky?" Ariel sat up putting her mini Spidey in between the pillows and turning her head to the windows of the bedroom, looking past the dripping glass windows to see a crying sky to confirm this. "How...?"

"It's a cycle," he yawns. "Water evaporates into the air and up to the clouds where it stays and once they get too heavy and full of water, it rains back to the Earth to help plants and stuff live and repeats forever. It's...recycling for water." Spidey explains to Ariel in a quiet tone not trying to wake up the gang.

"Does the water come from the ocean?" Ariel asks Spidey in a curious quiet tone.

He shrugged under the blankets. "Some of it."

"So...I've swam back at the ocean that's been in the sky?"

He smiled at her little childish curiosity. "You've swam in that's been all over the world."

He could barely make out the bright smile that spread across Ariel's red mouth. "How can that be?

"Water never dies. I just told you, it goes through that cycle. From the first day, until the last. That's the life of every drop of water."

"Whoa..." her whisper barely fought the sound of the splashing raindrops. He watched her for a few moments as the rain got harder, her eyes focused, taking it in. He couldn't imagine what she must be thinking; it nothing for him, something he'd grown accustom to throughout his life. But this was new to her, and it might have meant something to know that the waters she's used to lived in goes through something like thatm been everywhere at least twice and seen more things than she could ever dream.

A loud noise from outside, a flash of a single white light caused her to let out a yelp and throw herself back against the headboard. It startled Spidey as much as her, nearly making him wide awake with his eyes open to widen as big as possible. She was breathing heavy, hands clutching the covers as if her life was being guarded by them. "Ariel?"

"What...?" She wasn't responding to him, but rather asking what the crap had just scared her.

"It's just a little thunder and lighthing. It happens when it rains."

"All the time?"

"Well, no...?"

Another bang and a flash. Her eyes pressed closed, her hands flying to cover her ears. Ariel's body curled into an almost upright fetal position. "I don't like it Spidey!"

Spidey sat up in the bed and moved close to her, not feeling a sudden chill due to his Spiderman Unlimited suit's temperature control, no longer concealed in the warmth of the bed. His arms went around her. "It's okay, Ariel, shh. It's just a little thunder and lightning. It can't do anything to you."

She whimpered. "I'm sorry..."

"For what?" He laughed a little.

She, however, did not. Removing her hands from her ears and peeling her eyes open, she looked up at him sheepishly like a frighened child. "For making you comfort me over something so...silly."

"Don't be. I don't mind. As long as you feel safe, I don't care what I do." He gave her a warm smile, which seemed to help her a little. "Just try and get some sleep."

The both of them resumed their postions, him facing away from her, her facing him. Spidey can feel Ariel's movement as the sounds and lights continued, and she reacted every time. He turn on his side a bit and watched her behind him, how she winced each time it happened, and slowly watched her uncoil and relax, almost just as she did, it happened again. He could see how tense she was from the muscles in her body. Feeling bad, he could do nothing for her and lays back on his left side.

She opens her eyes lightly and staring back at Spidey's dark brown hair without his cap on his head and asked him to, taking him up on his word. "Spidey?"

"Hmm?" He was getting sleepy. The thunder and lightning didn't bother him at all.

A silence ensued. For a moment, he figured she had nodded off, but she spoke up again, keeping her voice at an embarrassed whisper. "Will you hold me Spidey?"

The eyelids that once felt impossibly heavy now snapped open and Spidey turns over his right side and facing Ariel. A heat wave spread over him, making feel like a wall of sweat at just escaped his face. Heart flying within him, stomach suken, he croaked out a "Uh..." before automactically moving closer to her. How the crap do I do this?

Somehow, she could tell what he was thinking. She shifted up to Spidey and Ariel grabbed both of his arms and wrapped it around her waist, causing him to be right up against her body in her night gown, contorting his to match how hers was laying. Ariel kept her arm atop on Spidey's arm and the other one under her body and shifted right up to Spidey and places her head under his chin and nestled in his chest, under his chin and Spidey entwining his fingers. Spidey wanted to explode. He smell her scent from her hair and it smell like a patch of roses in her hair. He could feel every movement from her - every muscle retracting, every breath which caused her to sink into him a little more. But once she sighed contently, he seemed to feel the same, smiling, glad she couldn't see it.

For a while, every time a bash of thunder and lightning came, he could feel her every flinch in his grasp, Spidey sleeps through that and squeezed his arms tightly to let know he was there, that everything was okay. After a while, her flinching softened and finally came to an end as she drifted off into sleep. She wraps her arms around Spidey's waist and returned the squeeze and fell off the edge into a dream.

This entire thing was like a dream to him. This simple act was as intimate as he had ever been with her, and yet it was so innocent he felt ridiculous. She was so warm, so comforting, so soft, he snuggled into her a little more, hoping not to wake her. Success-she only sighed and moved back into him, his chest. Unbelieving of this moment, he began to count in his sleep each of her slowing breaths as he, himself, crossed over into a deeper dreamworld than he was in now.

The next morning and the little yellow alarm clock reaches 6:00 am in the morning and Spidey sense the alarm was going off and Spidey release an arm around the sleeping Ariel and shut down the alarm by the snooze button.

Spidey looks at the sleeping Ariel in front of him and smiles at her and Spidey wakes up Ariel by her shoulder and gently shaking her "wake up Ariel." Spidey tells Ariel in a soft tone and about 2 mins later Ariel slowly awake up from her sleep and Ariel looks at Spidey and smiles at him and releases her arms from Spidey's waist "morning Spidey." Ariel tells Spidey with a smile.

"Same to you Ariel." Spidey tells Ariel with a grin.

Ariel sat up from the bed and notices the gang in the same room with them and Ariel grabs her blue backpack from the right side table of the bed and asks Spidey if is a way to get over the gang and Spidey tells Ariel simple my little friend up and Spidey gets out from the bed and jumps to the wall behind him and sticks there and reaches for the covers on the bed and retucks the sheets under the pillow and Ariel gets out from the cover on the bed and Ariel retucks the covers under the pillow while jumping up a little on the bed and Spidey jumps off from the wall and stands on the bed Spider-Man style and Ariel gets on Spidey's back and Ariel rests her chin on Spidey's right shoulder and Spidey jumps off from the bed to the wall and sticks there and crawls to the doors and Spidey press open the door and the door slowly open and Spidey crawls from the wall to the door with Ariel and Spidey closes the door quietly trying not to wake up the gang and Spidey jumps off from the wall and lands on the floor with such grace and Ariel gets off from Spidey and tells Spidey she be right back and Spidey nods his head and Ariel runs to the bathroom in the main room of the penthouse and Spidey goes to the sofa and sits there and waits for Ariel and notices something was not right and notices his cap was not on his head and gets up from the sofa and sneaks to the bedroom and open the door and sees his cap on the table and shoot out a web line to the cap and the web grabs the cap and Spidey yanks the web line towards him and Spidey grabs the cap and puts it on his head backwards of the long front part in the back of his head and Spidey notices one of his gang is waking up and Spidey looks at who was waking up it was Gwen waking up and she notices Spidey was up and looks behind her and sees Spidey at the door way and waves at him and Spidey waves back to Gwen and tells her good morning and Gwen does the same and gets up from her sleeping bag beside by Kevin and grabs her clothes and walks over the gang and gets to the bathroom and gets dress and about 2 minutes later she walks out of the bathroom and walks to her sleeping bag and zips up the zipper and rolls up the bag and Spidey walks away from the door and Gwen walks out from the bedroom and Gwen had her auburn hair in a high pony tail and wearing two black flats, hugging gray jeans on her lower body, red shirt with black vest and sits at the sofa and Spidey also notices Ariel forgot something on the bed and it was her mini Spidey and Spidey shot out a web line to the mini Spidey and yanks it to Spidey and the mini Spidey was flying to Spidey and Spidey caught it in his hand and Spidey walks to the sofa and lays the mini Spidey on the coffee table in front of the main T.V and Gwen has her sleeping bag with her in her hand and looks at Spidey and Spidey looks at Gwen and she stands up to her full height to Spidey and Spidey notices he and Gwen were at the same height.

"Hey Spidey where's Ariel at?" Gwen asks Spidey in a curious tone.

"Getting dress Gwen." Spidey tells Gwen as he points to the bathroom and Gwen looks at the bathroom in the hallway and Spidey deraises his arm down and Gwen could sense one thing in Spidey the first thing he has a plan in him and about 2 minutes later Ariel got done getting dress in the bathroom and she walks to the living room and notices her mini Spidey on the coffce table and grabs it and gets off her bag from her back and places it in the bag and puts her bag on her back again and Ariel looks at Spidey and grins at him and Gwen looks at Ariel and notices that grin from everywhere and sense within her every time she looks at Spidey she is falling in love with him and Gwen can maybe tell the gang about this and Spidey senses the gang was up and adam from the bedroom and the gang in the bedroom gets up and they go to the bathroom line up one by one and about 45 minutes later they walk out from the bedroom with their sleeping bags in arms and Spidey reachs for his Spider Morpher on his right wirst and shuts down his Spidey suit as the nanobots retrace into the watch and about 7 seconds later the watch's hatch closes up and Spidey's clothes was on again and Spidey walks to the elevator with the gang and the elevator doors opens up and they walk in and the door closed up and the elevator goes down to the lobby and about 3 minutes later the elevator reachs the lobby floor and the doors open up and the gang walks out of the elevator and the doors closed up and Spidey sees Hammy at the front desk and Spidey whistles to Hammy and Hammy hears Spidey and Spidey tells Hammy think fast and Spidey tosses the key in his hand to Hammy and Hammy caught the key in his hand and Hammy tells the gang good bye and Spidey does the same and gives Hammy a Matt Hardy style finger poss while walking out the hotel and they head to their rides and Spidey tells Eva and MJ to put those camp forks in the Mystery machine and Shaggy and Scooby Doo help Eva and MJ with the forks into the Mystery machine and everyone gets into the rides and Spidey and Ariel were in Spidey's ride and Spidey starts up the car and the engine roars like a wolf howl and Spidey steps on the gas paddle and the car moves to a drift spin and straighten to the road and Spidey steers the steering wheel to the right on the highway and everyone follows Spidey and Ariel out of the NYC and heads to the next destionation about 100 miles from NYC.

"Ariel our next destionation is a another forest area called KY forest or Kentucky forest the greenest forest in the world." Spidey tells Ariel as he drives to the KY forest and the car hits 212 mph and Ariel got used to the Lamborghini Murcielago LP 670-4 SV top speed and Ariel lays back in the seat with her seat belt on and the gang keeps up with Spidey and Spidey looks at Ariel "Ariel would hear some travel music?" Spidey asks Ariel in a curious tone while driving on the road.

Ariel looks at Spidey and smiles "yeah Spidey I do." Ariel tells Spidey with a grin.

"All right then Ariel here's one." Spidey tells Ariel with a smile and grabs from the car mirror in the car and opens up the cover and grabs a Rascal Flatts cd label 'Me and My gang' puts in the cd radio and Spidey turns on to track 14 on the cd 'Life is a highway' and Ariel listen to the music and looks at the highway outside from the car and Spidey listen the music and relax of the song and about 99 miles later they reach to the KY forest and Spidey turns the car to a hard right and drives on the dirt road and the gang follows Spidey and Ariel and about 5 minutes later Spidey reachs a big opening in the KY forest and Spidey slams the brakes on the car and the car stops on a dime and Spidey drives the car under some shady trees and Spidey parks his car there and turns off the car and the gang puts their rides under the same trees and everyone gets out of the cars and the jet and Spidey and Ariel gets out of the car and they closed the doors and Spidey walks to the front trunk of the car and opens it up and grabs the green travel bag and Ariel grabs the two sleeping bags in the trunk and places them on her shoulders and Spidey closes the trunk and Spidey and Ariel walks to the back of the car and Spidey drops the bag on the ground and Ariel gently lays the bags on the ground beside by the green travel bag and Spidey unzips the the bag and gets out the cover of the mossy oak camo cover tent and Spidey grabs the stands of the tent and Spidey starts to place the spikes to hold the tent in place and Spidey works fast as he places the spikes in the ground and ties up the black strings and Spidey ties the cover to the strings and Spidey grabs the stands for the tent and Spidey grabs the front cover and opens up and walks in and he starts to relocated the stands and places them in the front and the front stands up and Spidey crawls to the back and places it in there and the back stands up and Ariel grabs the sleeping bags and walks up to the tent and Spidey sticks his head out of the tent and Ariel gives Spidey the bags to him and Spidey thanks Ariel for that and Spidey unrolls the sleeping bags and places them each side and Spidey crawls out of the tent gets up on his feet and Spidey sees the gang does the same with their tents and about 30 minutes later they got done with setting up camp.

Spidey and Altair notices they needed some firewood and Spidey and Altair search for some and Altair uses his Eagle vision for used in search of firewood and he looks up at the mt size rock and sees that Thunder found some at the top of the rock "Spidey up there." Altair tells Spidey in a calmed tone.

Spidey looks up at the rock and sees Thunder on top of the firewood and Spidey and Altair gets into a running stance and they take off running to the flat wall of the mt size rock and Spidey jumps up to the rock and uses his wall crawling ability to climb up and Altair scales up the wall by the way of Conner Kenway climbing way and they crawl and climb pretty fast to the top and about 30 seconds later they reach the top and Thunder gets off of the logs and Spidey and Altair walks to the firewood and Spidey gets his mini notebook out from his pocket with pen and wrote 'grab the firewood as they come down and someone set up a patch of hay at the bottom of the ground' Spidey rips off the note from the notebook and places the notebook and pen in his back pocket and gives it to Thunder by the beak and Thunder takes off to the sky and gets to the ground and Spidey walks to the edge of the mt size rock and Altair starts to grab some wood in the pile and Altair tosses it to Spidey and Spidey caught it by high reflexes and throws it over the edge and at the ground Virgil sees some firewood coming to the ground and Virgil lights up his hands with his static powers and blast at the wood and his powers caught the five firewood and lay it on the ground in the middle of the opening and on the top Spidey and Altair saw Virgil caught the firewood and put it in the middle of the opening and they see that Chuck manage to get about 4 big logs from within the forest and Spidey and Altair were at the edge of the rock and Gwen sees them and Gwen cast a spell with her powers and made a big patch of hay and Spidey and Altair sees that and they look at each other and nodded and stand up and walk backwards and Ariel looks up at the rock size mt. and Spidey and Altair runs to the edge of the rock and Thunder sings it song as Spidey and Altair jump off of the rock does the leap of faith with their arms in a eagle spread style and legs together as they dive to the hay on the ground and they flip in the hay and land in the hay and they get out of the hay and Spidey and Altair walks to the 4 big logs in the middle of the opening with the firewood and the gang sits on the logs like back in Timber Forest.

"All right ya'll tomarrow is the next destionation the Solar mts. and I got a plan how to get them out of there so listen up and listen up good so here's the plan." Spidey says to the gang and he tells his plan to the gang as he explains his plan to the gang and about 5 hours later they got plan in their minds even include Ariel and they notices the sky was getting dark and Spidey tells Ryder to light up the firewood and Ryder nods his head and gets up from the log he was sitting on and he gets his sword of sound based samurai sword element blade fire and earth out from his black sheath and shouts out the sword of sound fire and the blade lights up with Ghost Rider style fire and Ryder puts his sword in the pile and the firewood lights up with fire and the sword shuts down and Ryder puts his blade in the sheath and the sword of sound disappears in a Ghost Rider style flame and sits again on the log and Eva and MJ goes to the Mystery machine and open the double doors and grabs the camp forks and the food and closes the doors they walk back to the campfire with the stuff and they pass out the forks to the gang and does the same to the food they start to get set up their forks with food and roasts it over the fire and about 20 minutes later they got done with their food and Spidey gets up from the log and stretches his bones and tells everyone he and Ariel are turning in for the night and Ariel smiles at Spidey and she gets up from the log and walk to their tent and Ariel unzips the front of the tent and she crawls into the tent and Spidey reachs his Spider Morpher and activtes the watch and the hatch opens up and the nanobots gets on Spidey's arm and about 7 seconds later the Spiderman unlimited suit is online and he crawls in and zips up the zipper of the tent and they went to sleep like in Timber Forest.

Gwen sighs "guys there is something I got to tell you." Gwen tells the gang in a calmed tone.

The gang looks at Gwen in a curious look "Gwen what it is?" Ben asks Gwen in a curious tone.

"Ya'll you did notice about Spidey's girlfriend Ariel just smile at Spidey." Gwen tells the gang in a calmed tone.

"Yeah Gwen I did notice that smile on her face." Ryder tells Gwen in a calmed tone.

"Really Ryder?" Kevin tells Ryder in a smirk tone.

"Yea Kev it is and that smile now that me and Altair know about that from everywhere." Ryder tells the gang as Ryder and Altair high five each other.

"And Gwen that smile you say about does that meaning?" Chuck asks Gwen in a curious tone.

Gwen, Altair, and Ryder think in their minds and about 6 sceonds later they say this "they in love!" and the gang nodded at this.

"No wonder dudes they sleep together and she only does it to be with him and trust me ya'll if they in love which means Spidey will protect her with his life and that promise they made when she almost got eaten by a great white shark that means she loves him, he loves her and just maybe someday they may get married and that ya'll that's why we need them to do that. You know get them to falling in love and get them married all right ya'll that's the plan to that and beside he our leader and she our's friend all right mates." Chuck tells the gang in a calmed tone.

They nodded and they look at the mossy oak tent and they determinated to do that and they get up from the logs and Altair puts out the fire with his sword of sound element blade air and water and Shaggy, Scooby, Eva, and MJ grabs the food and the forks puts them in the Mystery machine and they get into their tents and rest in for the night.

The next morning Spidey and Ariel wake up to Spidey's mental alarm again and they smile at each other and Spidey gets out from his sleeping bag and Spidey rolls up his Power Rangers Time Force style sleeping bag and Ariel gets out from her the same sleeping bag that Spidey has and rolls it up and Ariel puts on her black slippers on her feet again and she crawls to the front of the tent.

Spidey follows Ariel to the front of the tent and she unzips the zipper down and she crawls out of the tent and Spidey does the same and they were out of the tent and she and he stands up to their full height as Ariel was shorter than Spidey and he was taller than her and they had their sleeping bags in hands as they walks to the front of the car and Spidey opens up the trunk and they place the bags in it and Spidey runs back to the tent and starts to take it down by the sticks and about 50 seconds later Spidey takes down the tent and places the cover into the green travel bag with the sticks in it and zips up the zipper on it and grabs the green travel bag runs back to the front of the car and places the bag in there and Spidey closes the trunk and Ariel removes her blue back pack and grabs her Ezio style hoodie from it and puts it on and she puts back the back pack on her back with her hood down and Spidey senses his gang gearing up for the rescue of the half gang of The Roadburners v2 and the first one out of their tent was Virgil and Richie as they were in their Static and Gear costumes with Virgil's clothes blue sun glasses, white mask, black t-shirt with a lightning symbol on the front, black pants, long black trench coat, and black gloves and Richie's is a helmet with a green filter visor, muscle shirt green, green pants, gray shoes and on his back is his Backpack robot as they take down their tent and the next one to wake up is Peter Parker with his wife Mary Jane Watson as Peter Parker was in his Spider-Man costume which was the red, blue with black webbing and a black spider symbol on the front and his mask on his head with MJ because she has spider powers like Peter Parker and her costume was the Spider-Woman style as they take down their and everyone else wake up and start to take down their tents and about 20 minutes they had their tents taking down and Eva puts her tent in the Mystery machine and everyone else gets to their rides and Spidey was still in his Spider costume he tells Ariel to get in the car and she nodded and she walks to the right side of the car and open up the door and get in and closed it and buckle up.

Ryder pushes his bike and he sees Spidey and he walks with his bike in his hands as he pushing to Spidey "ready to go Spidey?" Ryder asks Spidey in a curious tone.

"Yeah Ryder I'm are you?" Spidey asks Ryder the same question to him.

Ariel rolls her window down and leans her head out of the car and sees Ryder with Spidey as he gets on his bike.

"One word Spidey. Let's ride." Ryder says that in a Johnny Blaze style and starts up his bike as he drops down on the seat and he transforms into his Ghost Rider form his glasses and bandana disappear from sight and his black jacket spike up and his gloves did the same and his skull lits up on fire and Ariel got in surpirse at Ryder's power of the Ghost Rider the Spirit of Vengance and Ryder was armed with his chain whip and shotgun, his rifle on his back with the shotgun and the whip, his pistols on his sides of his hip and his sniper rifle in his saddle bag broke up and Altair rode up to Ryder and Spidey and Ryder's bike wheels flame up with the Ghost Rider flames and Spidey runs down to his left side door and opens up his door got in and closed it and Ryder revs his bike and back up and Altair did the same and Spidey buckle up and starts up his car and back up his car and turns the steering wheel the car spins around and was now in the front of the dirt and Spidey revs his engine and Spidey unlesah his parking brake and puts it into drive and speeds up to 50 mph and Altair's horse kicks up some speed and Ryder does the same with Altair and everyone else follow those three and about 5 minutes later Spidey reaches the highway and Spidey drifts to the road and they drive ride and flight to the final area on their road trip the Solar Mts about 300 miles and they through drive the rest of KY forest and about 20 miles later they reach a another forest but this forest was called Death Forest this forest was a deadly forest with dead trees, really foggy on the ground and really dark night sky Spidey turns on his blue neon light under carrgie to a bright light and Spidey's mask was back on to the full view of it and done by auto his night vision mode on in his white eye pieces and Ariel puts up her hood and blinks one time and she notices her vision was giving off a strange glow and she looks at Spidey and she sees that glow on Spidey has a golden glow and Spidey sense Ariel is staring at him and turns his head and looks at Ariel and notices her eyes were glowing with a bright\dark light blue in her eyes and that hoodie has giving her the Eagle vision and made her a Assassin like Altair and him because Spidey is half superhero\Ultimatrix wielder\Assassin and Ariel blinks again and her Eagle vision shuts down and Spidey turns back on his eyes on the road and drove through the forest about 100 miles later they reach a big tunnel about 100 ft in length as the gang drove though the tunnel T-Bone take his jet down and refolds the wings and fly through the tunnel and about 5 minutes later Spidey and the gang reachs the end of the tunnel.

When Spidey and his gang got out of the tunnel they drove on the road and they saw the mts of mts the Solar Mts it was like the Mt. Everest with the mt Himalaya's range in China and India which the height was about 29,035 ft in the sky and Spidey and Ariel look up at the mt range and they look at each other and they had a determined look in their faces under his mask, under her hood and Spidey presses the same button in the car from Pigeon Forage, Tennessee and tells T-Bone, Razor to go on head and T-Bone says all right and takes off to the sky and boost over the mts and Spidey tells everyone to follow and do it fast and they agree to that and Spidey depress the button and the comm link turn off and tells Ariel to hang on tight and she nods and Spidey goes over drive as he presses the two red buttons on the steering wheel and a pressure sound was made and the needles in the dials go to full pressure as they go to full acceleration and the car send off with the burst of speed and Spidey drives the car up the 5 miles length of road with 4 curves and the gang follows Spidey and Ariel up the mt.

On top of the mt T-Bone, Razor and Po reach the top of the Solar mts T-Bone and Razor got their Glovetrix on their right forearm and they were waiting for the other members of the gang to get up here.

"So the source of the signal is on the top of Solar mts and it located under this lake measured about 300 ft deep loaded with razor sharp rock spikes and they in a castle house style manor with shielded bubble on the windows and the front door." T-Bone says as he looks at his Glovetrix rader of the fortess under water.

"I agree with you T-Bone and who ever kidnapped the small half of the Roadburners v2 will their tails kicked." Razor says with T-Bone as they waited for the gang to arrive.

"Same here you two and I'm about unleash powers of Awesomeness this like and this." Po agrees as he does some kung fu moves like the way of the Dragon Warrior.

They start to a familiar engine sound as they looked behind them and see the yellow car in front of the gang and Spidey steps on the brakes slowing down his speed and spins drifts about 3 times before coming to a complete stop and the gang slows down their rides and Altair gets off of his horse and Ryder parks his bike beside Amy and gets off of it and everyone gets out of their rides and runs to T-Bone, Razor, and Po at the lake and Spidey and Ariel gets out of the car and runs to the lake with the gang.

"So they under here ya'll?" Spidey asks the three in a curious tone.

"Yeah Spidey they are under there." Razor tells Spidey in a calmed tone.

"Quick question Ben who is the new members of the gang after I was gone in the sea? Because I know about the two Bumblebees." Spidey asks Ben in a curious tone.

Ben looks at Spidey through his mask's eye pieces "their names are Kara, Barbara, Sari, Jack, Miko, Rafael, Krypto, Prowl, 2 Bulkheads, 2 Rachets, Acree, and 2 Optimus Prime Spidey they came to help us to find you until now and Krypto came in to do the same with us and now we rescue them from who ever is caught them."

"I see Ben and Gwen shield up!" Spidey says as Gwen generating anlong with Bumblebee in his bi-pedal form a big hamster size ball with the gang pink shield and Ariel looks at it in wonder and Spidey with the gang walk to the lake and take a dive into the water and they sinked to the bottom of the lake and about 4 minutes later they reach the bottom of the lake and they see the Forever Knights style house castle about 50 yards away from them.

Spidey turns to Ryder "Ryder got the box with you?" Spidey asks Ryder for the item of the plan that Spidey had come up with.

"You mean this Spidey." Ryder speaks in his Ghost Rider voice as he pulls out from behind him a pizza box and hands it to Spidey and Spidey looks in the box it was a fake chesee pizza with a M67 grenade the pin was in the grenade and Spidey closes the box and Spidey walks to the front door with the gang in the shield and he knocks on the front door.

In the castle house the guards were in the house the Templars from Assassin's creed series and about 20 in the area of the living room watching TV and two were at the front door and one of them hear the knock on the door and one walk to the door.

Back outside of the house Spidey reopens the box and grab the grenade's pin and pull it out and places the grenade in the box and closes the box and the front door open with the Templar "here's your pizza man." Spidey was in a pizza man outfit with the gang no where in sight expect they in invisible and Templar gently grabs the pizza from Spidey and tells him thanks for the pizza and closes the door on Spidey and Spidey's costume was back on him and the gang reappears.

"Ya'll I got pizza." The Templar tells to the other ones and one on the sofa turns to the Templar with the pizza box "dude that ain't no fucking piz..." The Templar didn't even get to finish his sentence as the box blow up from the grenade in the box and smoke in the area of the Templars were dead due to the grenade's explsion and about 2 minutes later the smoke clean from the air and the front doors open up with Spidey and the gang and Altair smiles under his hood with the Templars died and Shaggy closes the doors behind them and Spidey tells to follow me and do it quickly and they nodded with Ariel also and they ran up the stairs and run down the hallway and about 10 minutes later they stop at the end of the hallway and sees the half of the gang in the ice they were froze up and Spidey was about to give the command to melt this ice when a evil laugh echo in the hallway and Spidey, MJ, the 2 Peter Parkers's spider sense going off like really nuts and Spidey grabs Ariel and tells everyone to get away from this spot right now and they ran back away from the ice prison and a lighthing bolt shot down to the ground from above and Spidey puts Ariel behind him and Ariel hides behind Spidey and smoke was front of them and a figure in the smoke and everyone armed their powers, weapons, stances and Ariel stands beside by Spidey with her hood up and when the smoke clear a light green skin woman really skinny with a black octopus body, white hair stand up and a familiar wand was in her hand and smiling evilly as she sees a familiar person with the gang in a white hoodie and Ariel hides behind praying for Spidey to protect her and the gang hides Ariel them with Spidey in the front.

"Well, well, well isn't that Ariel in the back with you fool." The woman was name Morgana and she laughs evilly at Ariel behind Spidey and the gang she fearful clenches Spidey's arm tightly wiht her all might and Spidey feels that pressure on his left arm and looks behind him with his head and feels Ariel's fear from her and Spidey tells Morgana to leave her alone or else and she says or else what.

Morgana uses the wand and fires at Spidey with a dark green beam and the beam was flying at Spidey and Gwen generated a Mana shield at Spidey and the beam didn't get Spidey due to Gwen's Mana powers and Spidey tells Gwen thanks for the save and Gwen grins at Spidey and Spidey turns back to the Ursula's crazy sister with the wand and smiles angry at her and the nanotech's right side removes and Morgana about to used the wand again and Spidey quicker then lighthing unclips the whip holster and quick draws the bullwhip and shot it at Morgana's right hand with the wand and she was disarmed and she was shocked as the wand from her hand was grab by the bullwhip's popper and the whip was pull back to Spidey and Spidey caught the wand in his hand and Spidey puts back his whip on the belt and the nanotech put back over the whip and Morgana she is mad now at Ariel's boyfriend Spidey and Spidey tells Ryder to do it and he nods and steps in front of Spidey and Morgana looks at Ryder and Ryder looks at Morgana dead in the eye looks like a mexican showdown only thing is missing a tumble weed in between this and Morgana smiles evilly and Ryder notices that smile from everywhere and Ryder goes for his Colts revolers and Morgana is about shoot a beam from her hands but Ryder beat her to the punch as he quick draws his pistols and aims them at Morgana's head and cocks them "heeeeerrree comes the lead enema!" Ryder says as he pulls the triggers on the guns.

BANG! BANG!

A whining boom and crack sounded out and a flash of fire came out from Ryder's Colt S.A.A .45 revolers and before you know it Morgana felt thudding and piercing in her head as two bullets shot from Ryder's guns and her eyes roll in the back of her head and she drop face first into the ground and her body turn into dust from the shot of Ryder's Colts and Ryder spun them around and holstered them like a gunslinger in a Western movie and Ryder gets out from his Ghost Rider form and his black sunglasses, bandana reappear and smiles at his work of the gunslinger.

Spidey tells everyone to step away from him and they did that as Spidey helds the wand in his left hand and brings his knee up and brought it down on the knee and snapping the wand in half and drops the pieces the wand onto the ground from his hand and Spidey's spider sense kicked in as he looks at the ice prison and notices a red glow coming from the ice and Spidey's mask switch to thermal vision as Spidey look at the biggest heat source and sees that Kara and Krypto blasting away the ice with their heat vision and the ice started to melt away and Spidey tells Ariel to unclenched my arm and she did that and tells Chuck to help them with the ice prison and he nodded and they walked to the side of the ice prison and Spidey turns to everyone and tells Gwen to shield up and brace yourselfs and Gwen put up a shield over the gang and Ariel looks at Spidey and notices that same stance from her dream back in Motorcity v2 as Spidey and Chuck get into the SCM stance and they stomp their left leg into the ground for 3 times and 4 seconds later they drew back from the ice prison and kick up their left leg into the side of the ice prison with their superhuman strength conneted with SWEET CHIN MUSIC and the ice shattered like glass as the ice's shreds flying out from the cave size hole and Kara and Krypto stop using their heat vision and Gwen power down her shield and the gang along with Spidey and Chuck help the small half of the gang Spidey carried Kara Kent out of the prison in his arms with Ariel carring Krypto in her arms as the rest of the gang help Barbara Gordon, Jack, Sari, Miko, Raf out of the cave as the other ones with superhuman strength carried the Transformers out of there and Spidey gently put Kara on her feet as she come to and Krypto did the same and Ariel gently Krypto on the ground and she walk back to Spidey and Spidey sees Ariel stands by his side and Kara notices this girl with Spidey and Spidey held out his hand and Kara saw that and shakes his hand and tells him thanks for the rescue and Spidey says no problem and everyone come to and they look at Spidey and Ben told them that's Spidey and Spidey tells Altair and Ryder to grab your swords of sound because we are out of here and they nodded and Spidey tells Ariel to keep up and she smile and she walk to his back and got on by her arms wrap around his neck and her legs wrap around his stomach and told everyone to keep up and Spidey broke into a run and Altair, Ryder did the same and everyone did the same also.

They ran down the hallway 10 minutes later they reach the stairs and ran down them and Spidey looks at the really bigs in front of them "Altair let it rip!" Spidey tells Altair as he uses the sword of sound "sword of sound elemental Air." Altair shouts as he vertical slash the blade and air current shot out from the katana as they hit doors wide open and Ryder going to do the same thing "sword of sound elemental Earth." Ryder shouts as uppercut slash and a light beam shot out and those spikes outside of the castle creating a ramp to the surface and Altair reuses the sword of sound and a water current shot out from the tip of the blade and the water current broke into two as they push back the water to the sides and Altair, Ryder puts back their samurai style swords on their sides and they ran through the door way and ran up the ramp and Spidey notices the wind around them pick up a bit and Spidey knew that Hypercane is coming and told everyone this "time to hit the road jacks" Spidey says as runs to his car and stop on a dime and Ariel got off of him and Spidey opens the door for her and she grins at him for that and she got in quickly and Spidey closed the door as Ariel strap in her seat belt over her and Spidey runs to the left side of the Lambo and gets his door open as the other ones get on, in their rides and the Autobots transform into their car form and Spidey gets in and closed the door and strap in his belt and Ariel looks at Spidey under her hood and Spidey inserts the key into the ignition and turned forward as the 6.5 liter v12 engine came to life "I feel the need...the need for speed!" Spidey says that as steps on the brakes and gas paddle and making the wheels spinning in the ground doing a burnout and Spidey let's go of the brakes and the car goes about 20 mph as while building up speed. "YEE HAW!" Spidey shouts as he drives the car and Ariel smiles at Spidey and everyone follows Spidey and Ariel down the mt and about 20 minutes later they reach the bottom of the mt and Spidey opens up the comm link and tells everyone if anyone has a speed booster or N2O use it and they agree and Ryder's Ghost Rider from reppeared and his wheels caught on fire and Altair's horse uses the Ghost Rider power and her feet caught on fire meaning she is using her speed of the Ghost Rider's horse power and Spidey turns off the comm link and tells Ariel to lay back in your seat and she nodded and did that and Spidey press the buttons on the steering wheel again and the car full speed ahead and they race through the tunnel, through the forest and everyone got of the Solar mts range and back there the clock struck mightnight at the Hypercane came down over the lake with the fortess and suck it up and turning it into a pile of rubble and Spidey races back to Motorcity v2 with the gang the whole gang and about 24 hours later they reach back to the home of the Roadburners v2 Motorcity v2 as Spidey drives through the city and they reach the house and T-Bone fly back to the hanger within the spider-cave and the hanger doors open up for the gang and they drive down to the hanger and the Autobots drive to the left into their bases in the cave and Spidey and the gang parks their rides in the hanger and Altair puts his horse in a stable and Spidey and Ariel got out of the car and they closed their doors and Spidey's mask was removed by nanotech to in between the neck line and chest line as he walks to the front of the trunk and opens it and Ariel removes her hood letting her red long hair drop to it full length and Spidey grabs the green travel bag, the sleeping bag and Ariel grabs her sleeping bag from the car's trunk and Spidey closed it with his foot and everyone gets out of their rides and Spidey tells everyone if you need me let me know all right and they nodded and Spidey walks out of the hanger with Ariel following him and Spidey says hello to Frankie and Frankie does the same to Spidey and Ariel as those two walk up the stairs and they run to Spidey's room and about 3 minuntes later they reach Spidey's bedroom and Spidey opens up the door for Ariel and she mouthed 'thank you' and she walked in with Spidey behind her and he closes the door behind him as they walk to the dresser and place their stuff on it and Spidey looks at Ariel and notices she was tried from the ride back to here how my friends well she has lack of energy and shaking a bit.

"Come on Ariel you're tried huh?" Spidey asks Ariel in a curious tone.

She nodded and Spidey places an arm around her shoulders as he guides her to the left side of bed and takes off her hoodie along her black flats and pulls off the covers for her to lay down in and she weakly smiles for that help from him and she gets into the bed and covers her up and tells her try to get some sleep and she sleeps like a baby and Spidey tip toe quietly like a ninja away from Ariel and before even Spidey had a chance to get away Ariel woke up and looks at web cape and her hand shot out from underneath the covers and grabs his cape and pulling back him back to her and Spidey was pulled back to Ariel as he looks at her in the eye and notices she does not want to be alone and he nodded and she gestures him to lay down with her and Spidey jumps over the bed and lands on the right side of the bed and pulls off the covers and gets into the bed with her and pulls up the covers on him and lays down with her and Ariel gets over to Spidey and asks him if she sleep on his chest and his eyes widen at that and he nodded and she gets on his chest as she wraps her arms around his body and Spidey enfolding her with his arms and she held close as she nuzzled into his chest she happliy sighs with herself as she sleeps on top of Spidey.

Little did Ariel know that someone was watch her from a far away place in the sea in a cave with the familiar glow in there the purple glow that is and someone was watching Ariel was a familiar octopus who is a white hair, obese purple-skin with eight arms and a upper human body and that octopus named was Ursula she watched the whole event from Solar mts and her wand is destory she was mad due to Spidey destroy that wand from her sister Morgana and she was dead due to Ryder's weapons and yet she calmed down and she has a nasty plan in her head and she smiles evilly as she watches Ariel lays with Spidey and laughs evilly in that bubble of hologram she got.

"Oh, no, no, no, no, no, no. I can't stand it - it's too easy. The child is in love with a human. And not just any human - the one I almost drown the leader of the Roadburners v2 Spidey! Her daddy'll LOVE that." Said Ursula with an evil smirk. "Maybe I don't need the wand anymore but something more powerful then that wand but the Trident is powerful weapon in the sea. But how to get it away from her daddy by the used of his youngest daugther and to do that I need her back in the sea." Ursula saids in a evil tone as swims to her cabinet and looks for a spell to turn Ariel back into a mermaid. "King Triton's headstrong, lovesick girl would make a charming addition to my little garden." She looked over the merpeople who fooled by Ursula's deals. "Or the other way around it by joining her sisters in my collection in those bottles over there." Ursula said as she points her eels to the six different colored bottles and she finds the right bottle with a the looks like a contact in the bottle and smashed the bottle with the contact in it and grabs the glowed contact and places it in the bubble and the contact's magic worked it thing as the magic floated around Ariel and the magic worked as her name show up on the contact but not taking her voice away from her and cackled through her lair with her eels does the same with their master.

But someone was watch this from a hole and Flounder gets worried about Ariel and found out her sisters were kidnapped by Ursula and swims off to the surface to get help and warn her about this.

In the house as Gwen was in her room she was reading her spell book that she got from Charmcaster but a familiar persons enter her room from out of nowhere a man dressed in a lab coat with a pocket watch and a second person was a elderly woman with a blue long coat, gray hair, blue eyes and Gwen sees the two people one them was her grandmother Verdona Tennyson and the other was Professor Paradox "grandma!" Gwen said in a happy tone as she walks up to her grandma Verdona and hugs her and her grandma hugs her back and they relesase each other and she turns to Paradox "Paradox what are you doing here?" Gwen asks him in a curious tone.

"Hello Gwen." Paradox says with a smile.

"The reason I came here is to drop something for your leader of this team Spidey it is? And the item is in this box right there. It's a special item Gwen and Verdona is there you need tell to Gwen about something." Paradox tells Gwen as he points to the suitcase size by the wall and tells Verdona to tell Gwen about something important and he walks away from about few feet from them.

Verdona looks at Gwen in the eyes and leans in to her ear whispered about a disturbed in the magic force and Gwen asks who and Verdona tells her take a walk on the beach and you may found out why and Verdona hugs Gwen again one last time and she walks to Paradox and they disappear into thin air and this confused Gwen what has Verdona told her and she walks to the suitcase size box and grabs by the sides and places it under her bed and she decides for that walk on the beach might get her question answers as she runs to the front door and open it and closed it behind her as she walks to the stairs down to the beach beside by the house and she walks for a good time until she heard a splashing in the water Gwen runs to the source of the sound and she sees a yellow-blue striped fish with a blue mohawk on his head and she walks up to the fish splashing the water and bends down to the fish's level.

Flounder was looking at Gwen and he got scared a bit but Gwen tells him to calm down a bit and he does that as he looks at Gwen in the eyes.

"Now who are you and what are you doing?" Gwen asks Flounder in a curious tone.

"Flounder and you are?" Flounder asks Gwen in the same tone.

"Gwen Tennyson but called me Gwen Flounder and let me guess you friends with Ariel aren't you?" Gwen asks Flounder in a calmed tone and he nodded and she asks him what was the problem and Flounder told her about a certain sea witch has done something to Ariel and Gwen guess it was Ursula did this and Gwen also second this was the thing that her grandma Verdona told her about and asks him what the magic was and he told her it was a contact magic and he even has the information of it and he told her what the contact says 'if Spidey gets to kiss Ariel before or on the third day she stays human if he does not kiss her before the sunset on the third day she gets turn back into a mermaid and possibly she belongs to her forever' and this shock Gwen to the core as Flounder told this and she tolds thanks for that and Flounder waves goodbye to Gwen and sinks back into the ocean and Gwen runs back to the house and she opens the doors and the two first people she sees were Chuck and Odette Chuck was giving Odette the tour of the house here in Motorcity v2 and Gwen calls out to them and they look at her and notices the worried in Gwen's eyes and Gwen tells them what has Flounder told her and they were shock to their minds as Gwen was and so in that Gwen, Chuck, and Odette told everyone expect for who were not part of that meeting from KY forest and not to tell Spidey or Ariel and they already know what to do they need to get Ariel to kiss him or Spidey kiss her and they had a plan to do that and they got to do something before night time as Ariel was still asleep from that ride back to the city and Altair told them to get 5 certian items for Ariel and they ask what was the items, Altair brought out a suitcase from his room and told them get two wirst watchs, bow and arrow, bullwhip, and katana and they nodded and they get to their rides as they get those items and about 5 hours later they came back with the items that Altair told them to get as they walk up to Altair with the suitcase and they place one by one the items into the suitcase's slots and Altair closed the case and tells everyone to get some sleep because operation true love is in effect for tomarrow and they nodded and they head for theirs room but Altair runs to his room and once there he places the case under his bed and runs back down stairs and heads for Spidey's room and he reachs there and slowly open his door and peek inside as he sees Spidey and Ariel in the bed activtes his Eagle vision as he sees that Ariel is on top of Spidey and walks on in and walks to the left side of the bed as he sees the blue backpack beside by the table and knees down and goes through her stuff as he trys to find Sebastian and about 5 seconds later he finds him and puts back the backpack in it place like before and holds Sebastian in his hand and gets out of there as he closes the door behind him and runs back to his room and he reachs there as he opens the door and gets in there and closed behind him and walks to his left table on his one style bed and places him and gets into his bed and waits for the plan get on the rails as he waits for mornuing to come.

In Spidey's bedroom Spidey was asleep as he has Ariel on top of him and the next thing before know it his nanotech suit's lower part starts to get on Ariel's pants and starts to transform it to a long light blue skirt and the nanotech retrace back to Spidey's legs. In Peter Parker & Mary Jane Watson Parker's bedroom MJ was looking for a light blue ribbon great for Ariel tomorrow with her date with Spidey and she found it and places beside by her bed's table and these two were had twin set beds and she changes into her sleeping wear and gets in the bed and sleeps for the night.

The next day as Spidey was asleep and about 2 minutes later he wakes up and notices that Ariel has sleep on her side of the bed and he smiles at that and gets up sat up in the bed and grabs his cap and places it on his head again like his habit and looks at Ariel and leans in to kiss her on forehead and she smiles for that and Spidey quietly gets out of the bed and remade his bed and quickly sneak out like a ninja and leaves Ariel to sleep alone and Spidey shuts down his Spider suit and gets to the kitchen and grabs a basket and starts to make lunch for him and Ariel because Spidey has got information from his Ultimatrix's comm link with Altair's Dino morpher and he has a date with his girlfriend and his spider sense going off and turns to look at Altair and MJ as they walk to kitchen and Spidey notices that Altair has Sebastian because he was woke up from that power nap of his and Altair places him on the counter and he walks to him and Spidey notices that Sebastian has been informed about yesterday. Sebastian asks Spidey he has been told about yesterday and Spidey nodded and Sebastian looks up at Spidey and he saw hope in Spidey's brown eyes and Spidey tells MJ to get Ariel ready and she nodded as she held the light blue ribbon in her hand and Spidey tells Sebastian to hop in here as Spidey gestures to the basket filled with food and Sebastian walks up to the basket and Spidey helps him by lift him into the basket and Sebastian gets into the basket as Spidey closes the mini wood doors on the basket and Altair looks at Spidey in the eye and he held out his fist to Spidey and Spidey does the same and they fist bump to each other "good luck Spidey." Altair says to Spidey in a calmed tone as Spidey grabs the basket and walks out the door gets to the front door and sits on a chair by the window waits for Ariel to come.

MJ wents to Spidey's room as she opens the door and sees that Ariel was asleep and she walks up to her and put her hand on her shoulder. She shook her lightly and said "Wake up, sleepy head." Ariel woke up with bed-head and rubbed her eyes. 'That was a good dream last night' she thought. All she could dream about Spidey kissing her. Ariel smiled every time Spidey would lean in and caressed her cheek. All thoughts were stopped when MJ woke her up and she notices something else with her clothes as she gets out of bed and she looks at her clothes was now a dress with a white blouse look with the same black front that goes to the waist and a new thing on her lower body was a light blue skirt that goes to the ankle. Ariel looks at MJ who was holding a light blue ribbon in her hand with Ariel's black flats shoes. MJ gestures to sit here in front of this mirror and Ariel does that as she sits there as MJ was fixing Ariel's red long hair and about 2 minutes later MJ finished fixing hrer hair by putting on the ribbon and make it into a bow on her back of her head and MJ smiles. "You look beautiful Ariel." Ariel looked into the mirror hoping she was beautiful for Spidey "go get them Ariel." MJ tells Ariel and whisper in her Ariel tell her something and Ariel smiles for that for advice from MJ as she gives the black flats to Ariel and Ariel slips on her feet and gets up from the chair in front of the mirror and looks at MJ and Ariel then gave MJ a hug. MJ thought 'Maybe she the one for Spidey since these two know each other' and then she returned the hug and Ariel waves goodbye to MJ as she walks through the hallway, through the living room and to the front door to find Spidey waiting for her. Spidey looks at Ariel and he has a loss of words at Ariel's beauty and she wonders what Spidey was starting at. Sebastian was in basket making sure no one saw him and to help Spidey.

Spidey was wondering what was going on in her head. He shook his head and said, "Ready to go Ariel?" she nodded and Spidey he held out his hand and Ariel took it. In the house on the stairs Chuck and Odette were watching this with inserted and they look at each other and smile to each other. Spidey pulled her hand and they went down the stairs in front outside of the house as Spidey's car was in the cement lane and Spidey opens up the door for Ariel as she gets in and she closed the door and Spidey goes to the front of the trunk and opens it and Spidey bends down to his knees and opens up the mini wooden doors and Sebastian sees Spidey and Spidey holds out his hand for Sebastian take and he gets on Spidey's left fingerless Red Wing biker glove and tells him quietly to hop in his jacket's pocket and Sebastian nodded as Spidey puts him in his pocket and hides there and Spidey puts the basket in the trunk and closes the trunk and Spidey gets to his left side door and opens it and gets in and closed the door and buckle up and notices Ariel was staring out of the window and leans in to get her attention and he was so close to the red head. So close, her hair was in his face and he got a whiff of her. 'YEE HAW she smells like the sea mixed with roses and flower petals on breaking waves' he thought. He closed his eyes and smelled her. Ariel turned her around to see what Spidey was doing. When she did this, their noses were touching. Spidey and Ariel both looked straight ahead and away from each other. 'What just happened?' Spidey thought while he was blushing bright red as he looks at the ignition and turns on the car as the Lambo sv roars with life. 'He was so close' Ariel thought while she was blushing bright pink. Spidey shook his head as he puts his ride into drive and rolls on as Spidey steers the car to town.

When they got to town as Spidey to Central park in his hometown Motorcity v2 and they arrive there and they got out of Spidey's ride and they stand in front of Cental park and the first thing that was Ariel was amazed by everything. From mini bookshops to puppet shows, everything she read about the human world was better then she ever imagine she even commented about Spidey's hometown one of the nicest place in the world. Spidey didn't mind being drag by Ariel. Just seeing her smile at everything made him happy. Even Flounder show up as he was watching the couple and wandered if they kissed. "Has he kissed her yet?" Asked the yellow fish. Sebastian came out of the jacket pocket and whispered, "Not yet." Flounder was a little disappointed and groaned. "Ohh..." Ariel heard music, even she heard some music from Pigeon Forage, Tennessee. More than anything she wanted to dance on her legs with Spidey. At first, Spidey was a little shy to dance with a girl. "I don't know I..." Said Spidey in a shy tone but he was cut off by Ariel's voice "what the matter Tiger." Ariel says in a husky tone to Spidey and gives Spidey a hopeful smile and this set Spidey off that she called him 'Tiger' and this get Spidey in a dancing mood and he knew he couldn't dampen it. Sebastian hop out of the jacket pocket and runs to the fountian and hides in there. "Alright, Ariel, I hope you can keep up with the master of the dance." Said Spidey with a wicked smile. Spidey tells the band to play a song to dance to and the band notices that smile and they get out a cd player and plays a song for Spidey Master of the dance.

Evacuate the Dance Floor by Cascada...

He grabbed her hand and pulled her to the dance floor. Spidey placed his right hand on her waist and Ariel put her right hand on his waist above the jacket. The red head twirl a few times, she stumbled a little, but Spidey would catch her. He would lift her up and spin around and Spidey gently puts Ariel back on the ground and tells her to wait a moment on the fountian and she back away from him and sit on the fountain and Spidey dances like he dance before as he does some fancy footwork as he does stomps, leg rotates without his foot caught in the other one, spins about 180 around himself and moonwalks backwards, finally finishing this off with a spin-a-roonie on his head and spins on his head about 10 times and flips back up on his feet and lastly spins around one more time and his legs criss-crossed and stands on his feet away from each other and this really suripse Ariel, Sebastian and even Flounder as their jaws drop and Ariel never knew why Spidey called 'the Master of the dance' because he dances like a dance machine and Spidey looks at Ariel's shocked face. 'Man if my gang only saw me now.' He thought. Ariel walks up to Spidey and smile for the dance with him and saw his dances moves and Sebastian gets out of the fountian and runs up to Spidey and jumps into his jacket pocket. They went back to the car and head away from Cental park. Scuttle flew by and asked Flounder. "Yo, Floudner! Any kissing?" Flounder already told Scuttle about yesterday and said the same thing as Sebastian. "No, not yet." The seagull wanted for the lovebirds to smooch already. "Hmm. Well they - they better get crackin'." Spidey had tell the red head where he wanted to take her. "You know Ariel, there is this one place I wanted to take you... It's a lagoon not far from here; I spent most of my time over there, when I wanted to going fishing. Well, I was hoping maybe we get away from the people and it just be the two of us." Ariel tells Spidey yes as she nodded her head and they were off.

After the dinner they had Spidey found a boat and he let Ariel go in first, he pushed the boat to open water and hopped in. Spidey grabbed both of the oars on each handle and rowed them out to open waters. Scuttle and Flounder were watching the couple to make sure they kissed. "Move over - move your big feathers. I can't see a thing." Sebastian was hidden behind Spidey making sure he was nowhere to be seen. Scuttle was starting to get worried. "Nothing is happening. . . . Only one day left, and that boy ain't puckered up once." He then had an idea. "O.K. All right, this calls for a little vocal romantic stimulation. Stand back." Scuttle was singing very badly. Spidey heard squawking from Scuttle and looks to left and notices his spider sense going off as a web bomb shot out at Scuttle and Ariel faked smiling and looks to see her friend ruining her chances to kiss him. 'I'll never kiss him now' she thought as she slaps her forehead and Scuttle got webbed by Peter Parker with MJ and they looked at the couple through the bushes and this was the chance for Spidey to tell Sebastian to do it! And Sebastian grabbed a reed and said, "You want something done, you're got to do it yourself. First, we got to create the mood. Percussion. . . . Strings. . . . Winds. . . . Words. . . ."

~There you see her

~Sitting there across the way~

~She don't got a lot to say~

Ariel found Sebastian singing in Spidey's ear. 'Oh please don't let him find you.' She thought.

Spidey plays along with this I mean sure he can sense Sebastian near him with his spider sense.

~But there's something about her~

~And you don't know why~

~But you're dying to try~

~You wanna kiss the girl~

"Did you hear something?" Asked the not confused Spidey as he plays along with this. Ariel shrugged her shoulders and shook her head.

~Yes, you want her~

~Look at her, you know you do~

Spidey and Ariel both looked up at each other and smiled.

~Possible she wants you too~

~There is one way to ask her~

~It don't take a word~

Ariel leaned in front of Spidey and puckered her ruby lips. But Spidey was being shy and he moved away and continued to row the boat.

~Not a single word~

~Go on and kiss the girl~

~Sha la la la la la~

~My oh my~

~Look like the boy too shy~

~Ain't gonna kiss the girl~

~Sha la la la la la~

~Ain't that sad?~

~Ain't it a shame?~

~Too bad, he gonna miss the girl~

Spidey really wanted to know why Ariel called him 'Tiger' but he already knew that was MJ told her that and he decides to a little game with Ariel. "Ariel, we're going to play a little game this game is called 'guess your name' ok?" She nodded and Spidey pretend he had an idea. "Heh - maybe I could guess. Is it, err, Mildred?" Spidey asked. The red head made a face. "O.K., no." Spidey kept on guessing. "How 'bout - Diana? Rahcel?" But every time Spidey fake guesses a name, Ariel shook her head. Sebastian notices this a little game and decides to play along with this as he help Spidey. "Ariel. Her name is Ariel." He whispered to Spidey. Spidey thought the last word with Sebastian's help 'Try Ariel' "Ariel?" He asked to himself. The red head hear what Spidey said and nodded her head as he won the little game with her. Then she grabbed his hand with joy. "Ariel?" Spidey asked happliy making sure he got the name right and he won the game. Ariel nodded her head again and tells Spidey great game Spidey. Spidey thought about the name of hers. "Well, that's a pretty little name Ariel." He then place his hand on top of her and said, "O.K. - Ariel . . ." He even like the name when he said it.

~Now's your moment~

~Floating in a blue lagoon~

~Boy you better do it soon~

~She don't say a word~

~And she won't say a word~

~Until you kiss the girl~

All of the animals in the lagoon were creating the most romantic setting for the lovebirds.

~Sha la la la la la~

~Don't be scared~

~You got the mood prepared~

~Go on and kiss the girl~

~Sha la la la la la~

~Don't stop now~

~Don't try to hide it how~

~You want to kiss the girl~

~Float along~

~And listen to the song~

~The song say kiss the girl~

~Sha la la la la~

~Do what the music say~

Spidey's heart was starting to beat like to the music and Ariel looked more beautiful than before.

~You got to kiss the girl~

Spidey and Ariel were staring at each other intensely. 'Maybe if I...' then he lost all thought and thought about kissing Ariel.

~You've got to kiss the girl~

He reached out his hand and lightly caresses her cheek. 'This is just like my dream' she thought. Then their eyelids started to grew heavy.

~You wanna kiss the girl~

Spidey leaned in closer towards Ariel's lips and Ariel leaned in close to Spidey's lips.

~You've gotta kiss the girl~

Spidey and Ariel were only a few inches away from their first kiss. Sebastian saw and thought 'this is it' as he shook Scuttle.

~Go on and kiss the girl~

Spidey's spider sense kicked in but the warning came in too late as the boat tips over send the couple into the lagoon waters. Sebastian slapped his forehead and thought, 'So close' Spidey picked up Ariel in his arms and said, "Whoa, hang on - I've gotcha." Little did Ariel know that eel 1 aka Flotsam and eel 2 aka Jetsam congratulating each other for tipping the boat but Spidey's sense that Ursula's eels were here and he will killed them later.

In the sea witch's lair, Ursula had saw what happen through her bubble. "Nice work, boys. That was a close one. Too close." Ursula was getting very angry because Ariel almost seal the deal by staying human. "The little tramp!" Ursula didn't know Ariel got almost kissed Spidey on the lips. "Oh, she's better than I thought." She had to do something beacuse tomorrow would be the last day Ariel would be Human. Plus, Spidey has the mermaid princess in love with him. "At this rate, he'll be kissing her by sunset for sure. Well, it's time Ursula took matters into her own tentacles!" She used all of her ingredients to make a potion of her own. "Triton's daughter will be mine - and then I'll make him writhe. I'll see him wriggle like a worm on a hook!" She laughed evilly by using a fake copy of Ariel's voice to transform into the same human from the very first time that she had Spidey in the sea.

The next morning, Ariel got up from bed she was still wearing her dress from yesterday and looked into the mirror while fixing her hair. 'Let it be the day that I can kiss him. please I really want to kiss him.' As she ran down through the hallway and hides behind a wall as she sees Spidey laying down on the sofa without his Spidey suit and he woke up as he hears a knock from the front door and he gets up and walks to the front door and opens it and Ariel walks to a another wall and hides there and Spidey just open it halfway his spider sense was going off really dangerous behind this front door and closed it and walks away from the door and a another knock hear it from the door and Spidey ignores that and someone was up as Kara Kent walks up to the front door and Spidey sees that Kara Kent is about open up the door and trys to stop her but too late as she opens the front door for the person and that person was the same brown hair, purple eyes, wears a seashell necklace and wore a dark purple dress. "Oh hey Spidey, I hope we can catch a sunset please." The girl said in a seductive tone. Up the stairs Altair, Ben, Gwen, Kevin, and Ryder were watch this thing and they were suspicious of this girl. Ryder and Altair doesn't like her one bit and Altair tells Gwen, Ben, Kevin to touch his back and they did that and Altair activtes his Eagle vision as Ben, Gwen, Kevin enter into Altair's mind and knew the reason why that girl is that same girl cause Spidey to disappear and that girl was Ursula the sea witch. "Who the crap are you?" Kara asked. "I'm Vanessa. His girlfriend." Vanessa replied as she grabbed Spidey's arm and snuggled close to him.

Ariel heard all this and her heart hurt when Vanessa said that she was Spidey's girlfriend. She shook her head and say quietly 'no'. She then hid herself behind the wall and heard the rest of the conversation. "Uh, sorry but... he can't go with you Vanessa." Kara tells Vanessa in a smirk tone. 'He loves her...not me?' Ariel thought as she ran her hand through her red long hair. 'No...no...NO' she covered her face and runs off crying back to Spidey's room. Spidey pushed Vanessa away as hard as he can and stands by one of his gang. "Sorry you little yellow belly shit. She right and don't even try to get me into one of love spell" Before he could finish the sentence, he heard Ariel crying. "Ariel?" Then Vanessa grabs Spidey by the hand and starts to pull him out of the house and Kara Kent couldn't do anything about it. But Spidey resisted as he tried to get away and yelled, "Ariel! Let go of me! Ariel!"

It was late afternoon at the pier, the ship has been called and it sailed off and Ariel was watching her one true love going away with someone else. She backed herself against a pole and was crying bitterly. She slid down and continued to cry. Sebastian look up at Ariel and frowned. Ariel rested her head on her knees and her shoulders were shivering. 'But…I'm in love with him.' She thought as a tear slid down her cheek. Flounder cried seeing his best sad. It looked as if this was the end of the road for Ariel.

Scuttle was flying and humming to himself. He then spotted Thunder and Krypto flying in the air. "Hey guys, yous happy that Spidey found someone?" Asked the seagull. Thunder scream in agreed and Krypto said this "you're right on that Scuttle." Then Krypto froze, uses his super hearing he heard a voice singing.

~What a lovely little girlfriend I make, my dear I look divine

Scuttle heard the voice too, 'That sounded like Ariel's voice' he thought. "Come on, guys." Said Scuttle as he, Thunder, and Krypto went to the porthole to find a girl singing.

~Things are working out according to my ultimate design~

Vanessa threw one of her sharp hairpins at the mirror's frame. She laughed evilly, when it hit the angel face. Kyrpto and Scuttle gulped hard and hid themselves behind the porthole while Thunder is on top of the porthole looking in. She steps on perfumes and all sorts of make-up.

~Soon I'll have that little mermaid and the ocean will be mine!~

She lifted the mirror to look at herself in the mirror, but in the reflection was Ursula laughing. The seagull, the bald eagle and the kryptonain superdog knew who the girl really was. "The sea witch! Oh no . . . She's- We gotta…" Scuttle runs into side of ship and Thunder gestures to the pier over there and Scuttle knew what to do and Thunder flys overs to Ariel as Krypto and Scuttle follows Thunder. The seagull had to find Ariel. "Ariel!" He and the guys found her and her friends at the pier. "Ariel! Ariel. I was flying, I wa - of course I was flying - An' - We s" Sebastian was waiting on the stuttering seagull and Scuttle finally said, "We saw that the watch - the witch was watchin' a mirror, and she was singin' with a stolen set o' pipes!" As he pointed his feather fingers at his throat. Ariel was trying to understand what hewr seagull friend was saying and say "What?" Scuttle then grabbed the red crab and yelled, "Do you hear what I'm tellin' you? SPIDEY IS WITH THE SEA WITCH IN DISGUSE!" As he repeatly hit Sebastian on the floor. Ariel put it together it was Ursula, who took Spidey away from her. Sebastian was rubbing his head after what the seagull did to him. "Are you sure about this?" Asked the red crab. "Have I ever been wrong? I mean when it's important!" It's true, when Scuttle knew what was important he was never wrong. "What are we gonna do!" Asked the yellow fish. Ariel got up and looked towards the ship. The sun was setting down and Ariel heard what happened today '. . . Before the sun sets on the third day. . .' Ariel knew she had some time left 'I still have to try' she thought. Ariel then jumps into the water, but she was having hard time swimming. Because the only way she knew how to swim was with her tail. Sebastian knew what Ariel was doing; he then cut the rope that held the barrels. Ariel manages to hold on to one of the barrels and made a knot in the rope for Flounder. "Ariel, grab on to that. Flounder, get her to that boat as fast as your fins can carry you!" Flounder nodded and said, "I'll try." Flounder was pulling Ariel towards the ship. The red crab couldn't deny that he had to tell Ariel's father. "I've gotta get to the sea king. He must know about this." Scuttle and the guys wanted to help Ariel, too. "What - What about us? What about ME?" Sebastian yelled, "You - find a way to STALL THAT SHIP!" He then went into the deep waters and had to find King Triton. "Stall the ship. Wh- what am I - what - that's it! Krypto you get that seashell necklace from that sea witch. Got it?" Asked the seagull. Krypto said, "I do one you better I fly to the front of the ship and stop it with my super strength for Ariel to get on the ship all right. Ruff, ruff, and away." As Krypto head in the same direction as Ariel and Flounder, Scuttle and Thunder flies off to rally the animals and fish. "Move it, let's go, we got an emergency here!"

Back at the ship, Vanessa tried to get Spidey to dance with her. Spidey would just push her away. "Oh Spidey, why won't you dance with me?" She asked sweetly. Spidey gave her the Bat-glare and said, "I dance with only one girl." Vanessa was frustrated 'Stupid little boy' she thought. "Please Spidey, one dance?" She looked up at him with an innocent smile. This girl wouldn't take a hint and starts to get Spidey really piss off. Spidey stare at her and hoist her up and gives her a the AA slams her on the floor and taunts her with a 'Can't see me' in her face. Meanwhile Ariel, Flounder, and Kyrpto were heading towards the ship Spidey and Ursula were. Flounder was pulling all his might. Ariel told go to Krypto and do it. Krypto knew what he had to and he went on ahead towards the ship. "Don't worry Ariel. ugh - we - we're gonna make it. We're almost there." 'Please hurry' she thought. Vanessa saw the sun going down as she recovered from the AA. She smiled evilly, 'Her time is almost up.' She thought. Then all of the sudden, she hears a eagle scream in the air as Thunder comes with birds and animals swoop in for an attack, causing great choas as Spidey gets away from Vanessa and let Thunder attack. Vanessa was getting everything from the animals to birds. She kept screaming being attacked left and right while Spidey is laughing at her. Ariel and Flounder reach their destination. Ariel then climbed up on to the deck and found Vanessa struggling with Scuttle. "Get away from me you little- Oh, why you little" Thunder saw this and clawed Vanessa's leg. Spidey laughing at this as he walks behind Ariel and quiets his laugh and Vanessa yelled in pain and the necklace went flying. Krypto saw this and fire up his heat vision and hit it dead center as the necklace break into a thousand little pieces. Vanessa was furious and Spidey pokes Ariel from behind and Ariel notices that Spidey was behind her. "Ariel." He says with a smile. Ariel turns around and smiling at the Ultimate hero and said, "Spidey." Ariel wraps her arms around Spidey's waist as Spidey pulls Ariel close to his chest. "Spidey do you like me?" Ariel asks Spidey in a curious tone. "Of course I do like you Ariel you're my special kind of a girlfriend." Spidey tells Ariel with a smile. "Spidey, get away from her!" Yelled Vanessa with a raspy voice. She covered her mouth and realized she didn't have that fake sweet voice any more. There were no more words to say between Spidey and Ariel, he was going to kiss the girl since the first day they met in the ocean right here and right now. Ariel wraps her arms around Spidey's neck and tipped her head as she lean in towards Spidey's lips. "SPIDEY NO!" Yelled Vanessa. As the sun settled, Spidey's spider sense going off and Ariel felt pain down in her lower part of her body and unwraps her arms away Spidey's neck and Spidey knew this thing happened before because he seen a certian movie from the year 1989 when he was little and she fell down to the floor but Spidey caught her by her arms and bends down to Ariel's eye level and asked, "Are you all right Ariel?" she nodded and Spidey notices there were tears coming from Ariel's eyes as the tears stream down her cheeks. He softly wipes away Ariel's tears off her face and she felt a little better for Spidey's concern with her. Vanessa laughed evilly and said, "You're too late!" Spidey glares at Vanessa or should he say Ursula and he back to look at Ariel. He saw that Ariel has her emerald green tail again instead of her slender legs. He slaps himself in his forehead and he doesn't care that she was a mermaid or not. He loved her with his heart and soul no matter what. Spidey stands up and spins around to face the motherfucking sea witch and swore to protect Ariel with his life and she doesn't realized that Spidey is a superhuman superhero/Ultimatrix wielder/Assassin armed with his weapons and powers. "You're too late!" Vanessa showed her what she was, and it was no other than the sea witch herself. Ursula dragged over to where Ariel and Spidey were. Ursula slaps Spidey away from here to the left of the ship with her tentacle and grabbed the mermaid and said, "So long, spider boy." As she and Ariel went overboard, Spidey handsprings up to his feet and runs to the side of the ship and tried to reach out to Ariel but it was too late. "ARIEL!" Spidey yelled to the red headed mermaid as those two get into the sea.

Ursula and the mermaid princess were away from the ship and away from her true love Spidey. Ariel belongs to Ursula now because of the spell that Ursula put on her. Her necklace starts to beep because that necklace is not any normal one that's a Spider Tracer or a tracker to track someone as it beeps quietly to let Spidey know. "Poor little princess - it's not you I'm after. I've after a much bigger fish to" Said Ursula in a stern tone. The sea witch was stopped by the sea king. "Ursula, stop!" Sebastian made it in time to tell the sea king what had happen. "Why, King Triton! Ha ha ha - How ARE you?" She said as she was looking at his trident greedily. King Triton was not going to change the subject. "Let her go." Said the sea king in a strong voice as he pointed the trident in Ursula's face. "Not a chance, Triton! She's mine now. I put her under a spell by this contact." Said the sea witch in a sly voice as she showed the contract that Ursula put her under. Ariel tried to swim to her father, but Flotsam and Jetsam grabbed the red head mermaid with their tails. "Daddy, I'm sorry! I - I - I didn't mean to. I didn't know" King Triton was furious, he then attacks the contract with a fierce blast from his trident, this send the sea witch backwards against the coral but to no avail the contact didn't break. "You see? The contract's legal, binding and completely unbreakable - even for YOU." Ursula had the sea king right where she wanted him. "Of course, I always was a girl with an eye for a bargain. The daughter of the great sea king is a very precious commodity. But - I might be willing to make an exchange for someone even better. . . ."

Spidey was angry because Ursula has taking Ariel and spins behind him and faces the front of the wooden stand and bows his head and shouts out to the sky as he lets a war cry roar like the one of the Dino Thunder zords and looks in determintion out at the sea and looks at his Spider Morpher's spider symbol and notices it the red spider is blinking not by sound but by light and that's the tracer been actived and looks at Krypto and Scuttle, Thunder and tells them to warn the gang to protect the city and Krypto nods along with Thunder who sreechs in agreement and Spidey is ready to get his girl back and kill that motherfucking big o bitch sea witch and takes a running stance as he sets his Spider Morpher to activted before Spidey reachs the water and gets ready 1 for the money, 2 for the show. "I'm up...over...and GONE!" Spidey runs on and 3 to push it to the limit and his nanotech activated as they spread to cover up his entire body with his mask as the nanobots covers up his left hand giving the black/blue color and the red spider symbol under the palm of the hand a red pad button with the four red line on it and it gave a burst of the yellow tech light moves to his back gives it a black/blue color with the same red spider symbol and brings out the web cape from the neck line back and gives it the same burst of light and moves to his front and covers up the front giving it the black/blue color with the red spider symbol in the front and gives it the same light again and the arms has the red lines on both arms and moves to the legs with the left sides the black/blue color and the inside right the reds line that stretch's to the boots which it has the three red spaced spider legs on both sides and covers up his head with the mask has some red on the sides and the middle was black with two white eye pieces on it and gave it final short light burst and the Spider-Man Unlimited Suit is online and jumps up a little to the wooden railing and jumps up again into the air and dives into the water as Thunder gives Spidey it's last song to him as he does leap of faith into the water and reachs the water and Spidey was underwater as human and the first thing he notices he not drowning and his suit allows him to breath underwater with unlimited oxygen and he sinks to the ocean floor and Spidey shot out a web line under the ocean and swings to the spot were Ariel's tracer was activated and has a determined face under his mask as he swings to the spot 'hold on Ariel I'm coming' and about 1 minute later he reaches the spot and stealth crawls flat on the ground and reaches the cliff over them and sees King Triton with them as has a look of terror as his daughter was encircle her by the contract's magic and Ariel gave a shriek of terror, the gold magic shriveling her body to the size of a jellyfish.

Spidey sees this and gets really anrgy for Ursula hurting Ariel and his fury is building up and saw Triton's eyes widened in horror and his whole body shook. Ursula was giving King Triton one last chance to save his daughter. "Now! Do we have a deal?" It seemed that the sea king had no choice. King Triton took a deep breath and, a heavy exhale, he pointed his trident at the contact and signed his name over Ariel's. "Ha! It's done then." The sea witch crowed triumphantly.

Ariel rapidly grew back to her normal size as the magic zipped over to her father, reducing him to a small polyp in seconds. Ursula laughed evilly as she watched the sea king fall. Ariel watched her turned into one of Ursula's victims. "No . . .Oh, No!" Said the red head mermaid.

Spidey shouts in rage in his mind what had Ursula did to Triton and she will pay it with her life.

King Triton was now one of Ursula's victims. Sebastian was sad to see the sea king in this weak state. "Oh, your majesty . . ." Ariel was sad that her father paid the price instead of her. "Daddy? . . ." The sea witch had the power of the sea king. "At last, it's mine." Ursula said as she picked up the crown. She laughed evilly as she picked up the trident. Ariel's face change from regretful to vengeful, her fingers curled into claws. "You - You monster!" The mermaid said as she swam at the witch, who had her back to them and tried to choke Ursula and Spidey thoughts 'get her Ariel make her pay for what she has done to your father' The sea witch grabbed Ariel and threw against a rock pillar. Spidey saws this and has a nasty idea in his mind and whips out his bow and arrow as he looks at his bow. 'Hell yeah!' He thought and inserted a arrow onto the bow and looks down at them. "Don't fool with me you little brat!" Said the sea witch as she pointed the trident at Ariel's chested. Spidey aims it at Ursula's right shoulder with his eye of the sniper comes into play and pulls back the arrow and fire the arrow as the arrow was send down at Ursula. "Contract or no con- AAAAHH!" The sea witch was cut by a familiar arrow it grazed her arm, and flew past into the rock pillar next to Ariel. Ariel's eyes opened wide at the sight of the arrow.

"I recognize that arrow! Could it be...?" She whispered.

"Who dares?!" Ursula bellowed, furious as she trys the to see who the culprit might be. Spidey's bow and arrow disppeared in a white light. "I do you son of a bitch!" Spidey reveals himself on top of them from the cliff and he challenged her with a rage she never will stay alive and get back Ariel from her.

Ariel saw him from up top, and tears sprang into her eyes, along with a bright relieved smile to see Spidey again. "Spidey!"

"Why you little troll!" Ariel tried to swim towards Spidey but Ursula's tentacles pinned her down. "Spidey! Spidey look out!" warned Ariel. The sea witch had to get rid of this human. "After him!" Said Ursula to her pets. Spidey jumps in the air really high and he had two eels chasing after Spidey. When Spidey reached the surface he thinks really fast a plan to end this but then he was pulled in back the water and was wrapped by Flotsam and Jetsam. Sebastian and Flounder had to help Spidey. "Come on!" Said the red crab as he and Flounder swam towards Spidey. Sebastian pinched Flotsam's tail. This made eel cried in pain and let go of Spidey. Flounder use his tail to hit Jetsam repeatedly and made the eel dizzy. The eel let Spidey go as well. When Spidey was free, he shot out two web lines and slingshot to the surface. The sea witch had to do this herself. "Say goodbye to your sweetheart." Said Ursula as she pointed the trident as Spidey and Spidey's spider sense goes off like in the red zone and looks at Ursula who has the trident at him. Ariel manages to be free of Ursula's tentacles and yanked her white hair. This made her to be in pain and miss Spidey. Instead of blasting Spidey, blasting her pets as the bolt of magic hit Ursula's eels, reducing them to strands of nothingness. "Babies! My poor, little poopsies!" gather their remains in her hands. Ursula was full of rage as she looks up to the surface with crazy eyes and sees that Spidey made it to the surface with Ariel hot on his trail and used the trident to make herself a giant.

Spidey and Ariel both reached the surface Spidey wanted to make sure nothing bad would happen to Ariel. But she worried for Spidey and warns him. "Spidey, you've got to get away from here." Spidey was not to leave his love no matter what and he not's a chicken he a hero. "No way, Ariel I ain't leave you with this bitch." Bubbles started to form around them and Spidey's spider sense kicked in as a golden mountian split then. The mountain became more like a crown. They found themselves top of Ursula's head and looked like ants to her. 'Holy mother fucker this a big bitch' Spidey thought.

Back on the land at the house the whole gang of the Roadburners v2 watchs from afar away here at the sea witch rises out of the ocean and they were shock with terror expect for Ryder and Altair as Ryder used his eye of the sniper and sees Spidey on top of her head with Ariel and Altair tolds Gwen and Sonic get the suitcase from Gwen's room and they nodded and they ran into the house.

Spidey and Ariel look at each other and jumped off the sea witch's head and into the sea. They went back to the surface with Spidey full in rage of rages and held close. Ursula was laughing evilly at the couple. "You pitiful, insignificant, fool!" One of her large tentacles tried to hit the couple. "Look out!" Yelled Spidey. They both dive into the waters and avoid her tentacle. Ursula was now all-powerfull. "Now I am the ruler of all the ocean!" Said the sea witch as she used the trident to create a storm. "The waves obey my every whim!" The waves spilt the couple as for Spidey Ursula slaps him with her tentacle sending him flying back to the land and Ariel saw that she was scared now without Spidey with her.

As Spidey was flying through the air as Sonic and Gwen got out with the suitcase she sees Spidey about hit land and gasps and quickly generating pink tentacle to grabs him and gently sets him back on the land and Spidey thanks Gwen for that and she asks where Ariel and he points out to the sea with the sea witch.

"The sea and all its spoils bow to my power!" As she created a whirlpool with the trident. Ariel manages to grab on to one of the rock pillars. She trys to find Spidey around her and he was not in sight and trys to yelled for him. "SPIDEY!" The sea witch then focus on the mermaid. She used the trident to blast the rock pillar Ariel was on. The red head mermaid fell into the whirlpool with her screaming her heart out and Spidey hears those screams as well as Kara, Kyrpto "Spidey there is something in this suitcase might be able to help you out and killed her." Gwen tells Spidey as gestures to the suitcase and Spidey opens the suitcase and his eyes widen as he pulls out a blue hoverboard with two yellow lines anlong the side and notices there was a second one just in case to use as a spare and looks out at sea and smile really wickly at Ursula and Spidey put the board on the grass and steps on it and starts it up with two green flames came out of the two exhausts that were in the back of the board. The gang gives the go ahead to Spidey and Spidey goes to the witch and rescues Ariel.

Ariel hit the wet sand with an audible thud, the ocean floor absorbing only a little of the impact. The spray stung her eyes, and the rush of the water pounded in her ears. She was helpless as she looked up and the sea witch aimed the trident into the whirlpool and fired. Ariel scooted out of the way, the bolt only barely missing her tail.

Spidey was speeding on the board as he kicks it into overdrive and Ursula laughed wickedly as she rise over her head and the trident lightning with a bright dangerous yellow and yelled, "So much for TRUE LOVE!" Ariel thought this was going to be the end as she sherds a single tear as she accepted her fate of the end for her.

Spidey saw this "THAT IT'S BITCH YOU GOING TO DEAD!" Spidey yelled as presses the back button of the board and a hidden blade style knife spring out a big that is and kicks the hoverboard into maximum overdrive and flys towards to the sea witch's chest and yells all the way over the whirlpool and Ursula saw Spidey coming, but he was too fast for her. Spidey taunts Ursula with a another 'you Can't see me' because in your face thing and Spidey jumps off of the hoverboard and flips in the air and dives into the whirlpool as he skydives to Ariel and the hoverboard goes into overdrive as hits into her chest. Ursula felt the blow and was impaled by the blue hoverboard. Spidey reachs Ariel as he flips and faces the sky he quickly shot out a web line to the sky and the web stretchs out to it limit and Spidey reachs out for Ariel with his hand reaches out towards the mermaid.

"Ariel, grab my hand!" Spidey screamed over the roar of the water.

She looks up, and struggles to reach up against the wind. As her hand is getting closer, the water spills over completely, coming towards her at an alarming rate. She looks over, gasps, then gives Spidey a frightened.

"It's ok, Ariel, it's ok! I'm right here!" He called. "Jump up!"

She straes at him, doubtful, but then hears the roar of water closer to her. The mermaid gets on her tail and bends and jumps as high as she can, almost missing Spidey's hand completely. But Spidey acts quickly and shoots out a web line to her and Ariel grabs on the web line and Spidey pulled up her to him as she wraps her arms Spidey neck's and the web line bungees the couple out of the whirlpool and Spidey release the web line and they went flying to shore as they watch Ursula dies as the trident sinks into the ocean and a churning pool of bubbles around her and they flying in the air as they head to shore.

After the sea witch was defeated by Spidey the Ultimate hero, everyone who made a deal with her went back to his or her original forms and the six colored bottles were broken and Ariel's sisters were free and they swim out of Ursula's lair and the trident sinks farther into the deep and lands in front of the sea king and was in his mighty form again.

Far from Atlantica a portal open up in underwater and a mermaid comes out of the portal and this mermaid has a crown on her head, light orange hair that is tied up in a ponytail and stretches down to her pale blue tail fin, dark puple seashell bra, small necklace around her neck, eye color is olive green she was none other than Ariel's mom Queen Athena as she swims to land as fast as she can.

Spidey and Ariel head down towards to a rock and Spidey tells Ariel to brace for impact and she tightens her grip on and Spidey puts legs to stop the impact and Spidey lands on the rock with a nonsound stop and Spidey helps Ariel gets off of him and she sits on a slab of rock and as soon as Spidey was on his feet, Ariel attacked him with a huge hug, knocking him flat on his butt.

"Oh my gosh, Spidey, thank you! You saved me and all of Atlantica!" She exclaimed, overjoyed.

His mask removed by nanotech and he looks down at the top of her head and gives a slight chuckle. "Haha, Ariel, why wouldn't I save you and your city?"

She looks up, and then looks down sheepishly, color rising to her cheeks.

"Well Ariel I'm glad to meet you but there is something I been aiming to tell you." Spidey tells Ariel in a grin.

She got a curious look on her face, and said "what is Spidey?"

Just now comprehending what he had said, he turns a bright scarlet.

"Um,well, I, uh..." Spidey stammered.

"Well, if you can't talk about it, it's fine." She interrupted.

"O-oh, ok." He replied.

He jumps off the rock into the waist deep water. As he wades back to shore, he curses at himself.

"Damn it! Why couldn't I say three simple words?! I'm an idiot!"

Ariel watches him wade back and sighs.

"Man, I couldn't tell him." She thought sorrowfully. "No! I can't just give up like that!"

And so, before she could even process what she was doing, she shouted out those fateful words. "Spidey, I love you!"

He had just gotten out of the water when he heard her. He looks up, eyes wide. Realizing what she had just said, she jumps into the water, right when he turns around.

"Ariel?!" He called, wondering where she could've gone. He didn't try to look though. He was reeling in shock at what had just happened. Even the gang heard about this due to Kara super hearing. He plops down on the sand, looking up at his gang.

Meanwhile, Ariel is sitting behind the rock, trying to calm her heart.

"Oh my gosh, what have I done? I probably scared him." She murmured.

"Ariel, he's just in shock. I'm pretty shocked myself right now." a deep voice said.

She looks and sees her father floating a few feet from her.

"Daddy? What are you doing here? You should be checking everyone in Atlantica!" She exclaimed.

"They fine Ariel. I'm more concerned about you." He replied.

"Daddy, I know you're against humans, but Spidey..." Ariel started.

"Is a good man. He saved my life from Ursula killing me and risked his own to save you and Atlantica. I'm ok with you loving him" Triton finished.

"Really? You're ok with it, Daddy?" She asked.

"Yes Ariel." He answered.

"Oh Daddy, thank you!" Ariel exclaimed, giving him a huge hug.

Her face turns solemn though, and she lets go of her father. She looks back at Spidey, who was still in the same position as before.

All of a sudden a certain mermaid was sneaking up on Triton and her daughter Ariel Athena was behind her husband and smiles and pokes him on the shoulder and Triton feels a poker behind and when turns around his eyes widen, his jaw drop and he saw his wife who was be dead but now she was alive and well "hey Triton." Athena says with a smile. Triton turns to Ariel and pokes her on shoulder and when she turned around she has the same reaction as her father and swims up her and hugs her in a huge hug "Mom! I thought were you dead since I was five years old but I can't not believe you are alive." Ariel says in a happy tone to her mother and Athena notices her daughter's eyes were watering but not about her but someone she likes. "Triton did our daughter already find someone to spend her life with?" Athena asks her husband and her daughter in a curious tone.

Ariel looks at Spidey from the rock and Athena knew why Ariel looks at that boy on shore and the way she watchs him she really be there with him on the land and Athena looks at Triton.

"But, there's no way for us to be together. I can't live out of water, he can't live in it." She sighed. Triton and Athena looks at their daughter, and they lets out a small sigh. Athena motions to Triton to do it and he puts on a smile, then points his trident at Ariel, a golden light flowing out of it. Ariel, realizing that something was happening, looks down and sees her tail in a golden glow. It starts to morph, and seperates into legs. She gasps, then looks up at her dad and mom and gives them a big grin. They smiles at her, produces a dress for her to put on.

"Spidey." She called, as she stepped out from behind the rock.

He turns around, and sees Ariel coming up out of the water, walking towards him.

"Ariel?!" He exclaimed.

"Spidey!" She cried, smiling and laughing.

His face lights up, a big grin plastered across it. Not using his superhuman speed, he starts to run towards her. She does the same. As they reach each other, he grabs her and lifts her highs into the air, and spins around. Ariel laughs, her hair flying everywhere. He sets her down and gives her a big hug. As she returns the hug, he says something she thought she would never hear.

"I love you too." He beams.

Her eyes widen, and she gets tears in her eyes.

"Oh Spidey! I thought you would never say it!" She gushed.

"Yea, Well, I realized how much you mean to me with my gang's help. They gave me the courage to be able to tell you and to go save you." He replied, blushing.

She giggles, then pulls him closer to her and plants her lips on his as she wraps her arms around Spidey's neck. He was caught off guard, enfolding her in his arms, Spidey returned the kiss, deeping it, and allowing her to lift her feet from the sandy ground, easily supporting her. When they broke apart, they touched fore foreheads together, with their hand interlocked. Ariel snuggles up to him, and he wraps his arms around her. Behind the rock Athena and Triton looked at the couple how happy they are when they together.

"Ariel your lips taste salty." Spidey chuckled.

Ariel blushed, a bit embarrassed by her apparnetly odd flavor.

Spidey laughed again. "Don't worry, I like salty things."

Ariel looks into Spidey's brown eyes they look like a little kid's eyes and Spidey leans in again to kiss again and Ariel tipped her head and closed her eyes and they kiss once more as she put her hands to his chest and giving to Spidey's kiss. Spidey broke the kiss and said, "I love you, Ariel." Ariel smiled and pulled Spidey for another kiss. He returned the kiss and puts his arms around her waist.

A certian team member yelled from up above them, "Hey you two, get a room!" Spidey and Ariel broke the kiss and found Kevin watching the whole show. Gwen elbows Kevin in the stomach and yelled, "Don't mind us!" Spidey looked at his red head and looked at Kevin. "Who asked you to watched Kevin?" Yelled Spidey. Spidey got Kevin there and Kevin just shrugged. Ariel put her arms around Spidey's waist and hugged him. "Don't worry, I'll look after him." Said Ariel in a sly tone. Spidey looked back at Ariel and said, "Ariel would you like teach you to how drive my ride around my city?" As pulled her close to his chest. Ariel smiled and said, "If only you teach me Tiger." Spidey grabbed her hand and they ran off together.

About 10 hours later Spidey and Ariel were in Spidey's bed Spidey has got done teaching Ariel how to drive his ride and she did darning great for a mermaid princess but as they stare into each other eyes and their souls were at the right place, right time as they fell asleep together.

The next day Spidey and Ariel and the gang decides heads to the movie theater and they watch this really funny movie as they laugh, eat some popcorn which Ariel found very tastly to her and they watch this movie for 5 hours and they came back to the house and Spidey tells everyone them good night and they do the same as they head off to theirs beds.

The next day is a special day for Spidey and Ariel as they going to a Italian restaurant and they ate pretty good and Spidey did something the unexpected thing that did notices something in Ariel's dinner plate as a little ring was in her dinner and Ariel notices too as she picks up the ring it has a diamond on it and she looks at Spidey and he just shrugs and Ariel notices little printing on the ring it reads 'Will you marry me by Spidey' Ariel's eyes widen big as dinner plates and she looks at Spidey and Spidey stands up and walks over to Ariel and she looks at the ring in her hand and turns to look at Spidey and Ariel slips on the her finger and her eyes starts to leak out as Ariel practically pounced on him with a kiss and Spidey eyes widen but he return the kiss to her and Ariel broke away from Spidey she still had her arms wrapped around Spidey and tell him yes I will marry you and he smiles for Ariel and they kiss again.

The next day at the Spidey told the gang expect for the half of the Autobots and they give Spidey a big dog pile on him. As for Ariel she told the females what has happened yesterday and they smile and MJ tells Ariel to follow her and Ariel did that along with Odette and MJ, Ariel, and Odette reachs MJ and Peter Parker's bedroom and MJ gestures for Ariel to sit and Ariel did that and MJ got out something from her dresser and Odette and Ariel looks at what MJ pull out from her dresser was her wedding outfit (the wedding outfit from the Spider-Man Animated series 1994) and this surprise Ariel as she got up and look at MJ's old wedding outfit from her wedding in New York City and MJ tells Ariel to have this outfit for you and she smiles for MJ giving her this outfit and Odette asks Ariel to see this and Ariel turn around notices that Odette was holding a beautiful golden crown in her hands and Ariel's eyes widen in shock as Odette and MJ puts the stuff on the dresser and Ariel hugs them both and they hug her back and everyone went to bed because tomorrow is a special day for Spidey and Ariel.

The next morning Spidey was on the tallest building in Motorcity v2 he was look out at the city of his hometown he protects but mostly other citys in the world even underwater ones and he has on his Spidey suit without his mask on his head and sighs happily and his ipod touch starts to play John Cena's ringtone and Spidey pulls out his phone and on the phone's front was playing the theme song of John Cena was Chuck calling him and puts his phone up to his ear "hello this is Spidey what is Chuck?" Spidey asks Chuck in a curious tone. "Spidey are you coming Ariel is waiting for you and don't worry about the suitcase that Altair has it with him and get your butt down Spidey." Chuck tells Spidey as Chuck was sitting on the chair on the ship and Chuck hangs up his cell phone and puts it in his red shorts. On the lower deck of the ship Odette and MJ were helping Ariel get into the wedding dress and about two minutes later they got Ariel into the dress which was easy to do due to Ariel's hourglass body of her and Odette gifted Ariel with the crown and a third person was helping them with Ariel the last thing was a handling Ariel the light blue roses bouquet to her before getting to the upper deck it was Babs Kara's friend. Back on the building Spidey puts up his cell phone in his pocket and he was wearing his cap on his head and the nanotech covers over it and entire covers up his head and Spidey looks out at sea and sees the ship in the distance "well ya'll I get to a wedding mates." Spidey runs to the edge of the building and takes a leap of faith as he skydives and quickly shot out a web line to the sky and swings to the ship and when Spidey reaches the peak of the swing he let go of the web line as he flips in the air feeling the rush of the wind and skydives to the ground and quickly shot out a another web line to the sky and swings over the sea and swings up over the ship and let's go of the web line and heads for the ship floor as he skydives and flips in mid air and hits the wooden floor and the gang expect for the Autobots notices Spidey was on the ship and Chuck looks at Spidey he was wearing his Spidey suit and gives him the thumbs up as Spidey starts to walks to the front of the ship and his brothers Altair and Ryder were the ones to tie the knot of the wedding of Spidey and Ariel and Spidey waiting for his soon to be wife. Odette superspeeds out and sits by Chuck and they look each other and they smile. Everyone was quieted down when they saw Ariel coming out with MJ in MJ's old wedding outfit with a golden crown on her head and she has the roses in her hand. She walked down the aisle to where Spidey was standing waiting for her. MJ gets to her husband and sits down by him and Ariel reached where her love was, the Assassin and the rider asked the final question to soon to be newly weds and leaders of the Roadburners v2. Altair asks Spidey first "Spidey, do you take this young woman, Princess Ariel to be your wife and sworned to protect?" Spidey looked at Ariel under his mask, smiled, and said, "I do Altair." Ryder asked Ariel, "Ariel, do you take this young man, Spidey to be your husband and sworned to protect him?" Ariel almost tears up and choked. She sniffled and said, "I do Ryder." They both exchange looks at the gang and looked at each happily. Altair and Ryder were happy was well and they said together, "We now prounce you husband and wife. You may kiss the bride." Spidey cupped her cheeks with both hands, and his mask was removed by nanotech and kissed her.

Scooby Doo got in between the newly weds and licked their cheeks. Everyone clapped and cheered for them. Chuck and Odette and Peter Parker and MJ were happy to see newly weds. 'They are going be a great family.' Thought Odette. Ariel threw the bouquet into the air and Odette caught it. Odette looked at Chuck and Chuck looked at Spidey with a nervous face. Spidey gave the Chucky a shrug and wished him luck. Chuck gave Odette a slight hug and smiled at her.

King Triton and Queen Athena lifted themself to see their youngest daughter. Ariel looked at her parents and gave them a goodbye hug. "I love you guys."

~Now we can walk~

Ariel let go of her parents and turned to see her husband. Spidey saw the royal parents and does a John Cena salute to them.

~Now we can run~

King Triton and Queen Athena knew that their youngest daughter was going to be happy for the rest of her life.

~Now we can stay all day in the sun.~

The sea king and queen had to go because of their duties. Ariel blew her parents a kiss and Spidey grabbed her arm with his.

~Just you and me,~

The newly weds waved everyone goodbye.

The sea king used his trident to make a rainbow and the newly weds goodbye to the merfolk.

~Part of your world.~

Spidey and Ariel looked at each other and they looked at Altair helds out his Sly cooper's style cane which was the wooden handle with a gold crescent at the top, giving the item the overall shape of a question mark "Ariel are you ready?" Altair asks Altair in a curious tone and she nodded and she looks at Spidey and kissed happily as Altair shot out a golden beam at the couple and Ariel feels the same powers of Spidey goes into her body and about 2 minutes later Altair shuts down the beam and his cane disappears in a golden light and runs to get her new gear and Ariel brokes away from Spidey and she feels she has the same the powers as Spidey and Altair came back with the gear and Ariel walks with Spidey to the table and Altair opens up the suitcase and reveals some of the same gear that Spidey has and Ariel grabs her Spider Morpher and clips it on her right wirst and the bow and arrows disappears into a blue light beam and shots at Ariel not even hurting her and her bullwhip of Spidey's flys out and straps to her waist line and her katana known as the Storm Blade control of weather and disappears into a yellow light beam and shot out at her again and lastly the last item was the one to transform her back into a human or mermaid but mostly into aliens was a green-black watch, its face replaced by the image of a green, black-outlined hourglass-crest it was the Omnitrix and Ariel smiles for Spidey and Ben giving her the Omnitrix and she helds her left wirst and the Omnitrix jumps up and straps on her wirst and Ariel is now Mrs. Spidey or Ariel the Ultimate heroine with Spidey the Ultimate hero and they knew were happy for their lifes.

But this story is far from over it only begun.