Garment district, Manhatten 8:44 p.m.

Outside a 50 story building, a sleek figure wearing a grey top exposing her stomach and tight black pants with purple streaked black hair. She had on night-vision goggles with an attached laser, ultility belt, and a hi-tech backpack. She used her laser to cut the glass window into a circular shape and quietly removed it as she threw it outside. She pulled out a zip-line launcher from her backpack and fired it upstairs inside, while staying still. The figure went into a bedroom taking a prized trophy hanging from a ledge.

"A football trophy, so simple." she said as she left the room a jewel diamond downstair at a necklace caught her eye

"What do we have here?" she replied with a smile on her face as she saw the necklace

"Come to Taly." she said with her hand reaching toward it only for a web shot to swing her hand away

"I don't think so, pretty lady." said a hipster and free spirit voice

She turned around and saw the new Spider-Man webbing down in front of her. Spider-Man takes a look at her as he lowers down, she had dark skin, black and purple streaked hair, and hi-tech equipment. But most of all, she was Terry's age which had shocked him

"Well, well, well. What do we have here?" she said

"Who? Me? Oh I'm nobody, just your spectacular Spider-Man stopping what appears to be a buglary. And who might you be?" he asked her

"The name's Talon. And birds don't fight spiders." sends a kick toward his chest "We just swat them around."

Spidey started shooting web at Talon, who in return manuevered around them. She then swung herself toward Spider-Man, only for Spider-Man to grab her leg. She quickly swatted it away and kicked a vase toward his way, but manage to dodge it as the vase shattered before an alarm blared off. Talon leaped out of the circle shaped window cut as Spider-Man leaped as well. They both landed on a construction site and continued their chase as Talon shot out a grappling hook to another building. Out of nowhere, a blast of energy shot a rope that hold the support beam. Both Spider-Man and Talon saw this with wide eyes as the beam began to hurdle at the road toward roaming cars.

"Dammit!" Terry said leaping out the site and webs the support beam as he sends another toward the crane Talon was somehow operating

Spider-Man looked around every direction to find where the blast came from, it caught his eye as he saw a african american man with a fade cut and goatee wearing a black suit with green line insets on the arms and legs of his suit. He held out a purple mask on his left hand and there was searing smoke on his right hand, which would the blast had camed from him. Unknown to Spidey, Talon was slowly making her way out of the machine as she fell from the crane and started to scream. Spider-Man looked at Talon falling toward and back at the direction of the man that fired off the blast now gone. Spidey retaliates by diving down and grabbing her as she was saved. They landed on a rooftop where Spider-Man placed her down gently as she stood up.

"Thanks, web-head." Talon said with good faith

"You're welcome. Who the hell was that guy?" Spidey said looking at the direction where the man was

"What guy?" she asked him in confusion

"The guy in the black and green suit with a purple mask. The same guy that sent that blast." he replied

"Prowler." she said with a grim and darker tone as Spidey's eyes widened under his mask

"I need to find him." declared Spider-Man

"He'll find you. But I wouldn't deal with him, Prowler can't be trusted." Talon stated

"What do you mean by that?" asked Spider-Man

"During a gig at Oscorp, him and an old partner of his Darnby Harris did a little heist. But, things went south once they got what they needed. Prowler let Harris take the fall, while he ran home-free. Now, Darnby calls himself Carrion and he's Tombstone's main enforcer." she explained with Spider-Man's expression shocked as he looked away

'So that means it was Darnby the whole time. And I fought him earlier back at the robbery. Why didn't I see that coming? And if what Talon says is right, then Carrion's pissed about Prowler. But why would he come back and why now? It's time I found out.' he thought as he turned around to see Talon was gone

"Dammit! I shouldn't have left her out of my sight, but it doesn't matter. Right now, it's time to find Prowler." Spidey declared as he grabbed his camera from scene where Talon stole the possessions and web slinged through the city to find the Prowler.

Brooklyn, New York

Spidey was about to call a night when all of a sudden, his spider sense ringed as he dodged a blast from behind. He web slinged around and sees none other than the Prowler that had fired off the blast, only for Spider-Man to web sling-shot himself towards Prowler. Prowler starts to sent a swift kick toward Spider-Man's head, who in return dodged it and sent palm strike at Prowler's chest which caused to stagger back. Spider-Man attempts to send an uppercut at Prowler, but he tackled Spider-Man to the ground. Spider-Man kicks him away as Prowler almost brings up an energy blast, but he shoots web balls at Prowler's face and kicks the arm as it sent off a blast. Spider-Man send two blows at Prowler who in return, caught both blows.

"You got moves, kid. I could use someone like you." he said

"And yet, you're the one that decided to send a support beam to crash and kill a few people? No thanks." replied Spidey

"Had to see for myself if you were the real deal. Listen, I need you help with something." Prowler pleaded with him letting go of Spider-Man

"Really?" he said in non believing way

"Yeah, I need you to help me take down Scorpion." he explained with Terry's eyes going wide for a second and gave Prowler a grim look under his mask

"I need to know, did a CIA couple contact you for some reason?" he asked

"Why do you want to know that for?" Prowler asked in curiousity

"There may have been a connection to the original Spider-Man." explained Terry

"Yeah, they needed me to find the original Spider-Man. When I heard they got killed, I started to part ways in case whoever killed them came for me. But, I tell you what." Prowler stated walking toward Spider-Man

"You help me out, I help you out." gives Terry a piece of paper "You call where you're ready. Now I gotta jet, think about it." he said as he jumped down and shot a grappling hook to another roof

Komori residence, Queens 9:36 p.m.

Terry had arrived home by the window in his room, and shut the window down quietly. he used the wrist-morpher to change back into his plain clothes. The door opened up revealing Harry coming in and as the door closed, Terry told him everything.

"So he just gave you a number if you're want in, that's it?" Harry said suming up what Terry had told him so far

"Yeah. I'm deciding to whether call him or not, Talon mentioned he can't be trusted." puts his hand on his chin "But if I play along, he could tell me what happened." Terry stated

"What about what Talon told you?" he asked Terry

"I'm still giving into her advice but for now, I'll decide on whether to do this." he answered with Harry leaving his room

"Okay. Send these pictures to the bugle, take a shower, and hit the sack." he declared as he did the following

Tuesday, Midtown high 12:47 p.m.

Terry was outside mediating on whether to call Prowler or not, while Harry and Dante was checking out the cheerleader squad. A hand had touched his shoulder as he turned around and saw it was Laura.

"Hey." he said

"Hey. Are you alright? it seems like something's bothering." Laura replied with a concern look

"I'm mediating on something that's been pondering me." Terry said calmly

"About What?" she asked curious

"Laura be honest, was there ever a chance that you and me would work?" he asked her as she looked down and sighed then looked back at him

"Terry, you know I can't answer. As much I would want to get back together, I'm not ready for it. But, if you aren't sure what to do, you have to do what you think is right as long as you stay who you are." she concluded as she went with Harry and Dante

"She's right." he sighed out

Brooklyn, New York 6:59 p.m.

Terry stands on top of a water tower with his spider costume on, taking the number Prowler as he called it.

"Do we have a deal?" asked Prowler

"I'm in." Terry replied

AN: I thought of who could voice Terry is Kirby Morrow, he voiced Cyclops in X-men evoultion. But I strongly think Johnny Yong Bosch would voice Terry better, through college, and so on. I also learned that I used Talon from the MTV Spider-Man by mistake, but I'm thinking of considering using some of it for New Ultimate Spider-Man.