10.

"Ah, man, this is… tight." Peter said with a grunt.

"You've had tighter," Gwen told him. "Remember MJ's?"

"Yeah, but, it stretched after a while."

"This will too. Now come on, get in there."

"You brought this on yourself Pete," Kitty said. "Just work with us."

"Ow, something snapped," Peter winced.

"Sorry, my bad," Mary Jane said. "Just trying to jam it in there."

"Well no jamming anything, please."

"Oh man up, Peter," Gwen said.

"I am manned up. It's just a tight squeeze."

"No, it's because you're so big. You're bigger than I remember," Kitty said. "When you're all the way in just move around and it'll stretch. That's what they all do."

"I know that. I've done this hundreds of times. Just let me do things my way."

"If we did that we would be here a lot longer," Mary Jane told him. "We need to do this right."

"And fast. You don't have much time before they hear us downstairs and want to see what we're doing," Gwen told them.

Downstairs in the living room, Bobby and Johnny were still watching TV as May went back to washing the dishes. Everything was as it was before the news broadcast, more or less with the only difference being what was on the television.

"This sucks, man," Bobby said. "Peter's right, it's like everyone's rooting for the bad guy and no one wants heroes anymore."

"Course, no one wants to be one anymore." Johnny continued watching the broadcast closely. The guy in the red and blue outfit with no face had managed to keep the other Spiderman at bay for close to an hour now. "Anyone else killed, I'm going. I can't stay and do…"

A heavy thud came from upstairs followed by a round of laughter. Both teenage boys looked up at each other.

"Peter's up there, right?" Bobby asked.

"Yeah," answered Johnny.

"And so are the girls, right?"

"Yeah."

"So he's up there, alone, in a room full of his girlfriends?"

"Yeah."

"Dude," Bobby said. He and Johnny looked at each other again then said the same thing as one, "Ultimate player." They followed it up with a fist bump.

"Alright, let's see it," Kitty said as she and Gwen joined Mary Jane by Peter's bed.

Taking a step back, Peter rolled his shoulders and flexed his arms. He twisted at the waist, moved his legs around, and rotated his neck to get a feel to the new outfit. The costume was of a completely different material and wasn't like what he was used to wearing with the cloth version. It was still formfitting but did indeed stretch out and became comfortable within a few minutes.

Dressed mostly in a dark blue, Peter looked himself over as the girls looked on. His boots were gone and now only the outside half of his feet had a dark Crimson on them that reached up to nearly the top of his calves and shins. His waist had read slits on each side that gave the impression of a partial belt. Red covered the tops of each arm with a break of dark blue on the forearms. They covered the shoulders and converged into a large spider design on his chest and back. Unlike the last one he wore, this costume had no web pattern to it and looked as if it could easily blend into dark areas quite easily.

"It's made from the same material the X-Men uniforms are made from with a little bit of unstable molecules thrown in," Kitty told him. "It's more durable than the cloth one you wore and can take a bit more punishment without you getting injured and will not burn or let you get cold."

"You…" Peter said when Kitty cut him off.

"You can thank Jean and Susan for the material. I just got the ball rolling."

"And we came up with the design," Gwen said indicating her and Mary Jane.

"Well, how do you like it," Mary Jane asked. "We worked on it for the past few weeks and Kitty here…"

"It's a great, MJ. Thanks. All of you, thank you."

"Now there's only one thing left to do," Gwen said. "Go break it in."

"Yeah, about that," Peter said with his head hung down and his hands on his hips. "I appreciate what you did here, but I can't go. I promise Aunt May I wouldn't."

"Peter, you can't mean that. Those people are going to die if you don't…"

"I can't, Gwen." He took a few steps away from them. "I…"

"Peter," his aunt called. "Do you want some…" She stopped at the top of the steps and stared at her nephew with a bowl of popcorn in her hands which she then dropped to the floor. "What's this?"

"Aunt may, I…"

"No. You take that thing off and you throw it away. You promised you wouldn't go out there again like that."

"Aunt May," Kitty said. "He's…"

"Kitty, no. He's not going to get himself killed again. I won't allow it."

"I'm not!" Peter yelled. "I was telling them…"

"Aunt May," Johnny said as he came running up the stairs. "He detonated another bomb in a couple more people were killed. We're going, Bobby and me."

"Then go, but Peter stays."

"Aunt May…" her nephew said

"Enough, Peter."

"Aunt May!"

"I said enough!"

"It's not enough!" Peter and his aunt stared angrily at each other, neither wanted to back down in the slightest. "I know what I said. But if Johnny, Bobby, or even Kitty go, things will get worse. I'm not asking you to let me go, but I'm not telling you I won't. People are dying out there and if I can stop them then why shouldn't I help? I don't want to break my promise but someone has to do something."

"But why you? Why must it always be you?"

"Why any of us?" Bobby asked. "Why is it any of us have powers and others don't?"

May looked at the six teenagers around her. Four had powers and two didn't. Despite that, Mary Jane and Gwen didn't let that stop them from helping her nephew when they could. The two from the X-Men and one from the Fantastic Four could have turned their backs so easily on the ones they protected that also hated him. It was a choice Peter was making at that moment because of her. She may be his aunt but he was more of a son to her and she didn't want to let him go. But seeing him now in that new costume and the other's willingness to go themselves, she knew she had to let him try.

"I don't want to lose you again," May told him

"You won't."

She hugged him tight with him doing the same to her. "Please come back safely. You're my son. I love you."

"I love you too Aunt May. Mom."

She kissed the top of his head and held him for a few more moments before letting him go.

"We have something else for you." Reaching into a large box the costume arrived in, Kitty pulled out a grey sleeveless hoodie. "This goes with it." She gave it to Peter and he looked it over.

"I don't think I should wear a hoodie with this," he said.

"It's bullet proof."

"You're wearing it," May told him.

"Yes, ma'am." He quickly put on the sleeveless garment and zipped it up. The front was adorned with a large red spider like the one on his costume. "So does the hood act like a mask or…"

"I got it," Mary Jane told him.

She pulled a red mask out from her pocket and stepped toward him. Fitting it over the top of his head, she slowly slid it down to just the top of his eyebrows. "Be careful. And remember, I love you. I'll be waiting for you when you get back."

She gave him a long kiss before sliding his mask on completely then handed him his pair of web shooters he had brought from Shield. "Go get 'em, Scarlet Spider."

To be continued