Yay! On my second chapter for my spider man fanfic enjoy

I do not own any characters; all right belong to their respective owners and Marvel Comics.

Ultimate Spider-Man Reboot

Chapter 2


The Day Everything Changed

Peter got off the bus that had taken them from Midtown high to the Oscorp labs, he sighed as he looked up at one of the most famous scientific buildings on the planet, on par with Stark Industries and the Baxter Building Institute. Peter began to walk towards the building when he was suddenly pulled into a headlock by a blonde haired jock, it was none other than Flash Thompson the high school's star quarterback.

"What's up Puny Parker?" he exclaimed as the headlock turned friendly, "Jeez Flash people are going to think that your bullying people with how you greet them even if your good friends." This voice of criticism came from Flashes girlfriend Liz Allen.

"Ah come on he knows I'm playing, right buddy." Peter let out a small laugh after Flash released him, "Yeah, but it wouldn't kill you to hold back a little." "Yeah the last thing the football team needs is you suspended for accidentally suffocating your friend." All three high schoolers looked over to see Harry Osborn =, a young man of about peters height (a little taller though) with brown combed hair and green eyes. "Yeah that would be a pretty lame reason" Flash responded. All four friends shared a laugh as they walked in.

Each one of the friends had one thing in common loss of loved ones. Flash use to be the middle school bully to both Harry and Peter alike, but after learning of the accident that had taken both boy's families from them he backed off. This was due to the fact that Flash had lost his mother in a car crash with a drunk driver when he was ten, later he apologized for his behavior and the three reconciled their differences. Liz's father left her mother before she was born and her older sister died from a drug overdose about a year ago. Each one of the friends had made the most of their situations and pulled through it, but that was what tied them together the pain of loss.

If it wasn't for the accident that had claimed his parent's lives Peter would have been thrilled by the chance to visit the labs, but today he could not shake a small feeling of foreboding that seemed to emanated off the building.

"All students please enter the building and stay together." The words spoken by professor Francis Warren urged the large group of students into the facility.

Before Peter could enter the building he was stooped by Professor Warren himself Harry, Liz, and Flash all looked towards the Professor but Warren told them to go inside, peter motioned that it was okay and all three headed into the Building. "Is there something wrong professor?" Peter asked curious as to why he had been singled out, "Peter I know about the accident that happened here and I wanted to know if your okay with going inside the lab." "I'm fine sir, I got over it a long time ago."

"You know this is also where my brother was at the time of the accident." This caught Peter's attention, "Really? What happened to him?" At Peter's urging Warren told him as they proceeded into Oscorp's lab areas at the back of the class. "His name was Miles, he worked with your parents quite closely, but after the accident he went missing. I haven't heard from him in over 4 years.'' "So he went missing right after the experiment failed, why?" "I don't know, after the accident at the labs he became very.." the professor paused for a second trying to find the word that would best fir his needs, "odd, very odd." Peter could tell that his prying was beginning to bring up bad memories so e left it at that and regrouped with his friends.

The group entered into a large and spacious part of the lab filled with different computers and tanks filled with different animals and experiments. But while the students were all wowed with the high tech machines and scenes around them none noticed the worried look of several scientist near the edge of the room.


"How did it get out of its tank?" an older scientist asked his colleagues, clearly afraid.

"Dr. Smythe, please calm down! We can scare any of the kids here on the trip. The spider must have escaped when the black out occurred about an hour ago, everyone was in such a hurry to get things back online for the visit that we didn't have time to check all the tanks."

"Dr. Morbius I understand you reasoning but shouldn't we try to evacuate the students? We can make up some excuse about private experiments going on, maybe we can take them to the second bio lab with the experimental eels, that might give us time."

"That just might work Mrs. Sasha!" Smythe said praising the woman for her quick thinking. "You Take them into the second lab and keep them occupied well look for the spider."

With that the doctor dismissed both Morbius and Sasha to create a slight detour leading the students into the next room.


Peter day finally seemed to be brightening as they stepped into the secondary Lab. This room was filled with different species of animals all in different containers. One container held a large amount of electric eels except these ones seem to be much larger and longer in length. The second tank held a large collection of reptiles ranging from small lizards to a full-blown Komodo dragon. A smaller container held a small pack of rats with one being spate from the others in what looked like a miniature cage. It was significantly larger than the other ones, why it was separate Peter could not say.

"Please everyone if you would be so kind as to direct your attention towards some of our Cross species test subjects, each individual organism is a different breed from the next, but we have been selectively splicing their DNA with those of other animals and of course their own species. Dr. Connors is very excited about the new processes we have developed, now are their any questions relating to the test subjects."

As several people raised their hands Mrs. Sasha began to answer their questions one by one. While this was happening one of the scientist from the previous labs walked through the doors carrying a tray of beakers, unbeknownst to the newcomer was that he had left the lab doors open a bit to long and a large spider colored black and red began crawling towards the group of students. In particular the spider seemed drawn to one student in particularly, a short teenager with brown hair.

The spider began to crawl up the unsuspecting boys pants and onto his arm. Peter felt a strange pressure on his right arm, he looked down and to his horror was a gigantic spider resting on his hand, the moment the spider bit into his hand he let a cry pain. All the students turned to see Peter grasping his right as the spider began to scamper into the crowd, everybody began to shriek and scatter as the spider began to advance on them. Flash and another student, Kong, began to try and stomp on it, but the nimble spider was only pushed away from the crowd back towards Peter. After noticing the now cornered spider right at his feat, Peter slammed his foot down upon the accursed specimen that had caused him such pain. The spider was surprisingly tough, not dying under Peter's foot, until the boy released a subtle blast of bioelectricity in to the creature making it explode.

Most students let out sighs and cries of relief, but for three students (Harry, flash and Liz) the problem hadn't ended as their friend was still clutching his hand, sweating profusely and looking pretty pasty.

"Pete are you ok?!" Harry asked concern evident in his voice. Peter could barely hear any sound before he looked at his hand and saw that most of his visible veins were now black and red. The last thing peter saw before blacking out was professor Warren calling out for some doctors.


End of chapter 2