Peter and Aunt May strolled into MJ's room. Both of them had a grim, depressant expression. Peter sat one side of MJ while Aunt Anna was on the other. She gazed at Peter long and hard. Aunt May stood at the end of MJ's bed and sat the flowers they got into the small end table.

"Where have you been Peter?" Anna asked.

"I've…been busy."

"You think there's more important things then friends."

"No. Of course not!"

"Watch your tone Peter."

"Sorry."

"That's just like you kids these days. You think your problems are more important then those around you. Every damn one of you are selfish," Anna said as he put her hand to her temple. "If more people cared and I mean actually cared about those around them then things like this wouldn't happen."

"Are you going to be okay Anna?" Aunt May asked.

"I'll be fine. I just need to get some rest."

"Peter I'm going to help Anna back to her room."

"Okay…"

Peter sat there and grabbed hold of MJ's hand.

ULTIMATE SPIDER-MAN #10 "SLIPPING AWAY"

Standing atop the tallest skyscraper Spider-Man looked over the city as if searching for something. The streets had become darker since his reeducation from Matt about how just little his impact was. He'd always be fighting to protect his fellow man. To make a difference and yet how could he when the world was so structured for corruption and darkness to rule while the light only sheered out pillars of meager hope. Spider-Man crouched down and bounded off the roof letting his instincts guide him. A simple press of the palm trigger concealed beneath his glove and his amazing webs shot across the ebony skyline lighting his way. As he soared over the abyss below, his mind raced with thoughts and worries. Half dreams and nightmares of what could mount up to being his life. The sensations disturbing his thoughts caused him to swerve his head in mid-swing and make his way back. A large plump of fire burned into the heavens and screams echoed from all the way down the street. Spider-Man broke into somersault from his web-line and smashed through window into the burning building to discover a woman and her young child bundled together with a fire surrounding them. Spider-Man leaped over the fire and rolled to his feet. Picking both of them up into his arms, he made a hasty exit and descended down to the street below. Another scream caught his attention and Spider-Man zip lined back up into the inferno and looked around the third floor. His vaunted spider sense picked up the unique disturbance coming from behind him. He turned and caught a purple fist to the face and crashed through the wall. When he climbed to his feet, another surprise literally dropped in his lap and his spider-sense felt a very intense sensation from the device before it exploded. Spider-Man crashed through another wall and knocked over a couch. He tried to get to his feet, but that explosive had taken almost everything out of him. The same purple hand grabbed Spider-Man by the throat and lifted him from the floor. His mask was torn down the left side revealing his bruised and battered face. His eyes slowly shrank as he saw something that could only be described as a nightmare before passing out.

---

Bull's-Eye walked into Fisk Enterprises wearing all black. He was dark under his eyes and there was an odd distance in the way he acted. He strode by the guards with not too much difficulty. Once he got up to the top floor. He made his way into Fisk's office and found a dark haired woman in Fisk's chair. She twirled the chair around, brought her legs down off the arm, and stood up. Her dark eyes focused on him.

"What are you doing here?"

"I work here."

"That may have been true once, but I'm the Kingpin's new assassin."

"Really?"

"Yes. Let us see just how good you are."

Bull's-Eye charged at Electra and she tossed her sai grazing his shoulder. She tsked and leaped over him landing a kick on the back of his head. He ate floor and rolled until he sprung back up into standing position. Elektra noticed white sticking out of his uniform and she picked up her sai twirling it as she assessed her opponent.

"Your not the real Bull's-Eye are you?"

The fake Bull's-Eye smiled and as the clouds covered the light that shined into the office. The figure tore away his disguise. His deep, grim, and downright terrifying voice caused Elektra to take a step back.

"You're smarter then I took you for," The white specter said as he came out of the shadows. "But you will not leave her alive."

"W-what in god's name are you?"

"I am your worst nightmare -- Khonshu's fist of vengeance. I am the Moon Knight."

Elektra screamed as Moon Knight's dark presence seemed to envelope her.

---

Spider-Man slowly awoke and tried to rub one of his hands across his face, but he couldn't. Some force restrained him and he was unable to free himself. For the moment, he tried to stir himself fully awake. He glanced around once the blurriness cleared up. He was in some form of factory, but he couldn't tell what kind. A figure clad in green and purple walked in front of him. His wide maniacal sneer caused Peter to turn away.

"Well, well, what do we have here? It seems my OZ did more then make me the man I am today. It also appeared to give some annoying brat super powers."

"So says the ugly sucker standing beside of me."

The figure socked Spider-Man sending his head rolling to the side and spittle flew from his mouth. He turned back to the figure with defiance in his eyes. The figure cackled while he marched over to control panel on the other side of the room.

"You amuse me boy, but I'm afraid that your no use to me as you are. So allow me to rectify that."

The figure threw a lever and a green bream emitted from a projector over Spider-Man. Instantly Spider-Man felt his body grow stronger. Stronger then it ever had been. Yet, there was something else. He could feel a great fog coming over his mind and his body transformed into a large man-spider. The figure threw the lever back and snapped his fingers. The creature walked over and kneeled before the figure where all eight of its eyes reflected off those of a mad man.

"Now my little pet. Let us see if you can find Octavius and then I can settle the score with him. You know if it wasn't for you defeating the Kingpin I wouldn't be able to do what I am planning."

The man-spider stared on with no recognition of the words the figure spoke. He merely followed as the figure commanded. Into the dark night, they went in search of one who would doom a city.

---

MJ woke up in her bed finally after a few days. Her eyes fluttered and she peered around the room she was in. Next to her, sat her Aunt Anna and on the other side was Jessica. MJ turned toward Aunt Anna and licked her dry lips.

"Where's Peter?"

"I-we don't know dear…"

MJ turned to Jessica, "How long have I been out?"

"Almost two days."

"I see."

MJ looked away from them both and Anna cleared her throat, "MJ, why on earth did you try and kill yourself?"

"I don't know…"

"That's not an answer!"

MJ glared at Anna.

"What would it matter anyways? Like mother like daughter."

"You take that back!

MJ turned away from Anna.

"I think I should leave," Jessica said.

"No, its okay," MJ replied.

"Maybe you should Jessica," Anna said.

Jessica looked at MJ and she nodded. Once Jessica was out the door Anna gripped the blanket on the bed tightly. "Your mother and I never get along even when she got in that awful marriage to your good for nothing father. Even before then, I had trouble with her and her mother. Nevertheless, despite it all I still loved them both," Anna paused as she looked at MJ and took a deep breath. "When your grandma died it nearly killed your mother… and I raised her just as I now raise you. She constantly gave me grief though because I was a step aunt from her uncle's second marriage and not her real mother. I still suspect she married your father to spite me. Now I know it was because she was pregnant with you. I had tried to talk her out of it, but she would have nothing of it."

"Why did you throw my father out?"

"Because I couldn't stand his behavior and I couldn't stand how you were self destructing from the way he was treating you. That's why I placed a restraining order on him to keep him away from you and since then; he stopped trying to see you. He called me the other day and told me he had his own kids to worry about. He even started to claim you weren't his."

"Aunt Anna…why do I have to be so alone?"

"Oh there, there dear. You will always have me and Jessica."

"And Peter?"

Anna was silent for a moment; "If he truly cares for you then he will be there for you when you need him most."

Anna and MJ broke their hug and MJ lay back in the bed.

"Are you going back to your room?" MJ asked.

"Yes. I will be around if you need me. I'm right down the hall."

"I love you Aunt Anna."

"I love you too Mary Jane."

---

"So close and yet I am so far away from completion. Why must fate toy with me?" Dr. Octopus said.

"Maybe because fate owes me a favor!"

"Who are you? What do you want?"

"Don't recognize your former employer Octavius? That's a shame. I remember you!"

"Osborn! Dear god! How?"

"Ask my pet! Sick him fido!"

Man-Spider leaped out of the shadows above Dr. Octavius and his eyes went stark wide. He didn't even have time to utter a scream as the Man-Spider tossed him aside like garbage and webbed him up like prized trophy.

"Now Octavius. Its time I get my just revenge."

Dr. Octopus screamed so loud that his voice carried through out the sewer tunnels to the surface.

---

Jessica was in a daydream when the bell rung and she headed for the next class. She accidentally bumped into Flash Thompson and she shivered in revulsion from what MJ had told her about him. Flash patted his friend Kenny Harlan on the back as they headed out. Both of them joked about something, but Jessica wasn't paying too much attention to what they were saying. She had made it half way to class when she saw a red haired teen shaking down Flash. She quickly walked past hoping the boy wouldn't notice her. Liz Allen was just down the hall walking toward Jessica and they both meet up before her class.

"What is it?"

"You didn't hear Jessica? Peter's missing and he's been missing for two days."

"When did he disappear?"

"Um, I think his Aunt last saw him when they went to visit MJ."

"Oh man."

"You think he's okay, Jessica?"

"I hope so, Liz."

---

Peter awoke in his bed and got up gingerly. There was a note crumpled up in his right hand and a picture in his left. He examined the picture and found his bare face on it with the collar of his spider costume showing. He read the crumpled up note and it was written in incursive. Peter stood up crumpling the paper in his hand and tossed into the wastebasket before he stepped out of his room. He strode downstairs to find Aunt May had stepped out. He looked at the paper laid on the table and it was Saturday. He had slept two whole days and he didn't have a clue as to how. He raced upstairs into the bathroom and after several moments, he came out changed in spare Spider-Man costume with spare pair of web shooters. He leaped from his room's window with the slim hope he could figure out what happened to him while he was out for those two days.