Hey everybody, here's another chapter coming right at you! Review if you enjoyed it, please, oh pretty please!

"Max!" Spider-Man shouted in realization at the man in the green containment suit. Max nodded his head while looking around at all the people staring at the two super-powered mutants. Spider-Man then jumped off the police car he was crouching on and started walking towards Max.

"Yes I remember you, your my eye's and ears." Spider-Man said trying to sound overjoyed as if seeing an old friend.

"Sorry I didn't recognize you, what with the, uh." Spider-Man said gesturing towards the suit Max had on. Max kept looking at all the cops who had their guns up, worried they were about to start shooting again.

"I-I don't want them shooting at me." Max said pointing towards the cops.

"Yes, yes, of course, EVERYONE, THIS IS MY BUDDY MAX, OK, NO ONE SHOOT AT MAX!" Spidey shouted hoping the police would listen to him. Unfortunately what they didn't know was that one officer was perched on a nearby rooftop next to a giant screen, with a high powered sniper-rifle aimed towards Max. The officer was fully focused and his finger was squeezing the trigger.

"As soon as that thing moves, shoot it." A voice said through the snipers earpiece. Back in time square people kept looking towards Spider-Man and this new guy talking, only they can't hear a word their saying.

"Look, we'll go someplace, away from people, and talk, okay." Spider-Man asked Max trying to sound as calm as possible and genuinely worried about the man who was all fidgety. Max nodded his head and took a step back on the metal bars shocking him. This was enough for the sniper to shoot a bullet at Max, only to disintegrate before it hit him. Max looked over to the snipers area and shot a bolt of lightning at him, knocking the sniper away and breaking the bolts holding the giant screen together. Spider-Man shot a web at the hand Max was using to shoot lightning, only for the electricity to flow through the web like some cable and blast Spidey into the police car behind him. Spider-Man struggled to get up as the blast really took a tole out of him, and the web-shooter on his left hand, as it was completely malfunctioning. His spider-sense then started going off, looking to his side, he see's that the giant screen was about to fall on some nearby officer, who had no time to get clear. Spidey then shot a web-line at the officer with his one remaining web-shooter, and gave it a huge pull, getting the officer away in time to just miss being crushed by the screen. People then started cheering and clapping their hands to the web-slinger for saving the officer, soon people started chanting his name with the screens in Time Square now focusing on him.

"Wow, fifteen minutes of fame." Spidey thought as he started approaching Max.

"Max, buddy, lightning bud, sparkles? You okay man?" Spidey asked Max as he was starring at the giant screens showing Spidey, angering appearing in his eye's as he turned his head to look at the web-slinger.

"Stay with me Max." Spider-Man said to walking source of electricity who was squeezing his hands which were shooting out little sparks.

"You set me up!" Max accused Spider-Man thinking he was the one who gave the go ahead to the sniper.

"No, I didn't set you up." Spider-Man said trying to calm him down.

"YOU LIED TO ME!" Max shouted with the helmet of his containment suit opening revealing a head made of electricity, but your still able to see his eye's, nose and mouth. The screens in Time Square started scrambling as Max kneels down in front of the bars, grabbing them and sending volts of electricity through them hurling towards Spider-Man and the people behind him on the red glowing staircase. Spidey back-flipped onto the car jumping off it once again when the blast sent the police vehicle through the air towards the people and one man currently frozen in fear. Spider-Man's spider-sense started doing something fierce, it was time slowing down again, he could feel everything around him, he could feel two people about to grab the metal railings of the staircase conducting electricity, he could even feel the terrified people running towards the top of the staircase. He started moving his left hand towards his right handed web-shooter, covering the hole so that it could only shoot out of it's sides stopping the car from crushing the man. Spider-Man then did another back-flip sending one web-line towards the person about to grab the metal bar, and another web-line to the other, pulling their hands away so they don't get electrocuted. He then landed in front of the people momentarily stopping them so they could see electricity conducting itself through the bar, saving them. Max then starting shooting even more bolts of electricity at Spider-Man, who quickly dodged it and shot a few web-pellets at him, which had no effect. Spider-Man quickly hid behind a billboard blocking Max's attacks.

"And here Aunt May told me to bring an umbrella." Spidey said to practically no one. Once the blast had stopped, Spider-Man jumped over to face the new super-powered human by himself.

"Alright Electro! I'm-" Spider-Man said before looking to see that Max was nowhere to be seen.

"All alone." Spider-Man said wondering where he could have gone.

Double-Dee hurried into Dr. Connors ESU lab first thing before school, wanting to find out if they knew anything about Max's current condition. Double-Dee frantically looked around for Dr. Connors who was nowhere to be seen until he appeared walking out of his lab. He was looking at some papers, focusing intently on them and running through them.

"Dr. Connors!" Double-Dee called to the scientist who looked in Double-Dee's direction.

"I saw what happened in Time Square, is that guy really Max?!" Double-Dee asked even though he already knew the answer.

"Unfortunately, yes." Connors said with his head down in shame.

"What happened?" Double-Dee asked wanting to know the full story.

"There was an, accident, Max got shocked and doused in the fluid the increased the eel's bio-electric signatures." Connors said gesturing towards the broken tank that used to be filled with water.

"Now Max's body is currently generating a constant stream of bio-electricity, the suit was built to keep him and... us safe." Connors said.

"Were working on a cure, but, it's going to take time." Connors said rubbing his head as if he had a headache.

"I can help!" Double-Dee said hoping the doctor would agree.

"You can, but you need to go to school first, you can come after." Connors said leading Double-Dee to the door. Double-Dee would protest, but he needed to apologize to Sarah for ditching her, even if she was acting like a jerk.

"Alright, I'll, come after school." Double-Dee said stopped struggling and walking to the bus stop.

Double-Dee walked down the school hallway not at all in a hurry, seeing how Max is still out there, probably freaking out over his transformation. Double-Dee then spots Sarah fixing herself up in her locker mirror applying eye-liner. He then takes one big inhale, holding his breath for a second, and then exhaling and started to walk towards the redheaded cheerleader. Sarah closed her locker and noticed Double-Dee approaching her.

"Double-Dee, hey." Sarah said to the teenager.

"Yeah, hey, look I feel bad about ditching you yesterday, so if you still want help, we can meet up after school at the ESU lab, its up to you." Double-Dee said then leaving with Sarah looking at him in confusion as he walked away.

Max was walking down the street towards his flat, he had been hiding out in alleys for a awhile now, he needed to get home. He kept thinking what he ever saw in the web-slinger, he betrayed him, he lied to him, like everyone else. He just wanted to feel important, like he mattered, just for one person to know he exists, well they do now, after what he did at Time Square, they all can see what they did to him. Max started walking up the steps leading towards the door before a voice stopped him in his tracks.

"Max." He turned around to see the doctor who had treated him earlier at the hospital after the accident with a few police officers.

"We need to get you back to the hospital." The doctor said to Max.

"I'm done with hospitals! I just wanna go home." Max said turning back around but not walking forward.

"I'm not sure your ready for-" The doctor said before being pushed out of the way by one cop as he started to speak.

"Listen Dillion! After last nights little escapade, it's either a hospital or a jail cell! Your call." The officer said getting a wide eyed reaction from the doctor and some of his fellow cops. Max started to slowly turn around without saying a word.

"My, call, my call. None of this has been, MY CALL!" Max said now unleashing his power onto the officers, doctor, and the police cars overcharging their batteries and blowing them up. The officers and doctors were on the ground, some moaning in pain, some trying to get up, or both.

"Max, please, stop, we just want to help you." The doctor said trying to get Max to calm down.

"You can't help me, but I know who can." Max said before running down the streets with the street lambs bulbs blowing up after he passed them.

"Could we put him in a tank, use the bio-electric filter to siphon off-" Nazz said to Dr. Connors looking at the repaired tank full of eels, trying to figure out some way to cure Max.

"No, won't work I'm afraid, eels evolved to live in aquatic environments, Max didn't." Dr. Connors turning down Nazz's idea.

"And with the current voltage he's generating, you don't want him anywhere near water." Double-Dee said looking at the computer with research notes on bio-electricity with Eddy sitting next to him. They had been at this for some time now, finding a dead end to each new theory, with Double-Dee working from all different kinds of angles to find a way to stop Max in case he decides to go on a rampage.

"Double-Dee." A female voice said getting the scientist and Eddy to turn their heads and see it was Sarah. Double-Dee had a shocked look, as he thought she wouldn't actually come.

"Uh, hey, Sarah." Double-Dee said with an awkward wave. Dr. Connors then approached Sarah with a smile on his face and extending his left hand.

"Nice to meet you, I'm Dr. Connors." Connors said to the teenager.

"Hello." Sarah said back. Double-Dee then got up from his chair and walked towards the doctor.

"Uh, can you hang on just one minute Sarah." Double-Dee said dragging the good doctor along as Sarah went to talk to Nazz. Double-Dee made sure they were out of ear shot so he could talk to Dr. Connors.

"Maybe, this is a bad time." Double-Dee said.

"No, it's okay, I need to check on some results in my office anyway." Connors said before walking into his office and shutting the blinds so no one could see what he was doing. Double-Dee looked confused before walking back to Sarah and Nazz.

"So, Nazz, you like this stuff." Sarah said awkwardly as she didn't know Nazz had this side.

"Yep, I'm also a nerd." Nazz said proudly.

"We all are, you could be too." Double-Dee said holding a metal rod used to pick up the eels and rubber gloves.

"Great." Sarah said sarcastically while rolling her eye's.

"I'm serious Sarah, your smart, you can get this stuff." Double-Dee said walking her over to the tank full of eels, with Nazz focusing on them.

"You just have to see it in a different way." Double-Dee said before plunging the metal rod and his hand into the tank of electric eels.

"Double-Dee!" Sarah exclaimed thinking he would get electrocuted but instead he was alright and started moving the metal rod.

"In nature, everything is connected, as scientist we expand upon those connections, maybe as people we could do the same." Double-Dee said then looking over at Sarah who was astonished at his little monologue, as so was Nazz who was staring at Double-Dee in a new way. She new Double-Dee was a smart guy, sweet, and brave for the way he stood up to Kevin whenever he was bullying someone, but this side of him was something of a surprise, a good surprise.

"I thought you said this stuff was boring." Sarah said smiling at Double-Dee.

"It is." Eddy said walking right next to Nazz. Sarah looked at him with the usual angry face she used whenever she saw him, Nazz rolled her eyes, and Double-Dee just ignored him as usual.

"Anyway." Nazz said looking at Double-Dee and Sarah.

"Your lucky to have Double-Dee as a tutor Sarah, probably like, a Nobel Prize in his future." Eddy said with Double-Dee smiling at Eddy's compliment. Suddenly the lights in the room started flickering on and off with Double-Dee's spider-sense starting to kick in. The front doors to the lab were then blasted open with the kids getting back and Sarah grabbing a hold onto Double-Dee.

"CONNORS!" The voice said before walking over to the kids revealing himself to be Max. He seemed to be frantic and searching around for Dr. Connors and looked towards the kids.

"WHERE'S CONNORS!" Max shouted to the kids before pushing the papers, beakers and books of the table in a rage.

"You really don't want to keep me waiting kids! Where's Connors!" Max said before Connors came rushing out of his office putting on his lab coat for some reason and setting a syringe that was filled with a green substance down on the desk .

"Max, I'm right here, try to remain calm." Connors said trying to reason with Max.

"Calm! CALM! We left calm a lifetime ago doc, I can't take it anymore, you caused it, you cure it! NOW!" Max said demanding to be reverted back to normal. Double-Dee could only watch what would happen as he couldn't risk letting his secret out, he needed some kind of opening or chance of some kind. Sarah was still holding onto Double-Dee for dear life as Nazz didn't look so scared while Eddy just stayed back.

"We will, it'll just take time." Connors said.

"I DON'T HAVE TIME! Cure me, NOW!" Max said before shooting a beam over Connors head making him duck.

"Before I really get upset." Max said closing in on the doctor.

"Okay, have to stop this, god I hope this works." Double-Dee said slipping out of Sarah's hold and looking over to Eddy.

"I'll distract him, you get the girls out the back." Double-Dee said to Eddy before charging at Max.

"Double-Dee, no!" Nazz shouted at Double-Dee who tried to tackle Max, only to be hit by electricity and thrown through the front doors of the lab into the middle of the plaza. Eddy was already leading the girls out of the back door before looking back to see if Double-Dee was alright, but no sign of him.

"Max please, stop, we'll find you a cure, it just needs time." Connors said getting his attention.

"YOUR LYING!" Max accused the doctor as he destroyed the desk in front of him with the syringe hitting the ground. Max took one step closer to Connors before a voiced was heard above them.

"Whoa guys, I know it's not a cure but how about some chill pills." Spider-Man said revealing himself hanging upside-down on a web near an open window of the glass roof. Spider-Man lowered himself onto the ground in front of Max who shot a bolt at him only for Spidey to dodge it.

"You!" Max said to the wall-crawler.

"Yeah, me, look I know your in a tough spot, but I really want to help Max." Spider-Man said extending his hand.

"You want to hold my hand." Max said taking Spidey's hand and electrocuting him blasting him to the ground.

"None of you get, without a cure, I'm not Max Dillion! I'm, what you'd call me?" Max asked the wall-crawler steadily getting up.

"Sparkles?" Spidey answered.

"No not that, Electro, yeah, I'm ELECTRO!" Electro said proclaiming his new name with the helmet of his containment suit opening unleashing his power again blasting things all over the place with Spidey and Dr. Connors shielding themselves. What no one noticed was that one of the blast's had electrolyzed a syringe that was lying on the floor, the same syringe Connors put on the desk. Spider-Man then looked towards a big chunk of the desk Electro had destroyed and getting an idea.

"All right, Electro, you wanna vent!" Spidey said before webbing the chunk of desk.

"Then vent!" Spider-Man said then slinging the desk into Electro. Electro seemed alright as he shielded himself and started blasting at the web-slinger who was bouncing all over the room. Electro kept firing at Spidey, putting dents and holes into the construction all over the room without noticing that Connors was starting to get out of the lab by heading towards the exit. Electro turned around to see this and was about to shoot him if not had Spider-Man quickly webbed him up and the door after Connors had gotten out.

"Gone, my one chance at a cure, AND YOU'D LET HIM ESCAPE!" Electro said frying his way out of the webs and charging at the web-head, only for Spidey to jump over him and near the webbed exit. Electro turned around and looked at Spider-Man with deep hatred and slowly approaching him.

"That's it, the gloves are off." Electro said charging up power in his hands.

"Oh please don't say that, cause every time someone say's that I-" Spider-Man was cut off as he was hurled by a bigger blast by electro sending him out the front door with some equipment from the lab into the plaza.

"Get hurt." Spider-Man said as he was still lying on the ground in pain only getting up when he saw Electro about to shoot at him again. They were once again back to Spidey jumping around to avoid Electro's blast. Spider-Man noticed the rubber glove he had used earlier on the eels was lying on the ground with some other equipment. Spidey then grabbed the rubber glove and proceeded to put it on his left hand.

"Alright Electro, the gloves are on." Spider-Man said as he shot a web at a nearby street lamp and started to swing right into Electro, grabbing him with the rubber glove and throwing him into the side of the building. Electro fell to the floor groaning and slowly getting up with Spidey landing right beside him thinking he won.

"Ha you can dish it out, but you can't-" Spidey was once again cut off as he was blasted by Electro into the giant metal radio tower, grabbing onto it and rubbing his chest.

"Aw, me and my big spider mouth." Spider-Man said then looking to Electro who was approaching the tower chuckling.

"Can't escape me up there web-slinger, THIS IS MY PLAYGROUND!" With that being said, Electro shot himself towards the radio tower much to Spidey's surprise he can do that. Electro grabbed onto the tower electrifying it with Spider-Man now only grabbing the tower with his gloved hand.

"Okay, maybe climbing the big metal tower wasn't such a good idea." Spider-Man said then dodging Electro's blast's.

"What I need is a plan." Spider-Man said then dodging another one of Electro's blast with it blowing off a letter of the radio tower, with it hurtling down through a glass roof of the ESU swimming pool. Spidey then formulated an idea in his head.

"Or the world's biggest dunk tank." Spider-Man said then swinging around the radio tower circling around Electro who's attempts to blast him were futile. Spider-Man then kicked Electro off the tower sending him into the pool. After a few seconds of nothing happening, Spidey though his plan had failed until a huge blast of water shot out of the building along with some steam covering his view. After the steam cleared, Spider-Man looked down to see Max all juiced out laying in what use to be the pool mumbling, Spidey jumped down next to Electro knowing he was done for.

"People finally NOTICED ME!" Electro shouted to Spidey but was now not trying to attack him.

"I was gonna go back to college, find a woman to settle down with, have a life, a complete turn around. Then this happens, and then people notice me, but then they started shooting, throwing hateful words like I'm some freak, I still thought it was gonna get better, BECAUSE OF YOU!" Electro said sadly pointing a finger at Spidey who didn't say a word and only listened.

"You gave me hope, you acted so kind to me, you saved my life, then I was one of your enemy's, no different from the crooks you fight." Electro said sliding down the side of the pool looking down before looking at Spider-Man, like he could see his eye's beneath his mask.

"You said we were partners." Max said like he lost all hope. Double-Dee looked sadly at Max thinking what he could have done differently to prevent this from happening.

"I'm sorry Max." Spider-Man said before police sirens were heard outside of the building. Spider-Man shot a web, but not before taking one last look at Max and swinging away just as several police officers came busting in the room to see the damaged cause by the fight between the super-powered hero, and villain.

Whelp, Another chapter done, again please review or you can favorite or follow, or all three! Thank you!