Disclaimer: I do not own any character from Marvel; all rights belong to their respective owners.

Chapter 38

Thunderstruck

One Week Later, Triskelion

The Quinn jet landed on the runway skidding to a halt. The ship's loading doors hit the ground as a lone figured stormed out of the vehicle. Kaine removed his mask as he walked past the confused technicians.

Hawkeye descended from the ship a minute later bow in hand. He was followed shortly after by Widow, Black Cat and Spider-Woman. The latter was as furious as the teen who had first exited the vehicle. "Jessica we need to talk." Natasha called after her young ward. "First I need to kill that bastard!" "Jess wait!" Felicia called out after her friend who stormed into the base.

"Shit." Natasha muttered as she saw the young brunette run off into the base. Hawkeye walked after the teen after glancing back at Widow. He followed Jessica into the training room where he heard loud crashing noises. He slammed opened the door to see the room strewn with robotic parts. Kaine stood in the center of the area, spikes and claws unsheathed.

Jessica stormed up to him before taking a swing at him. He easily avoided the attack before delivering a brutal stomp kick to her stomach flooring her. Hawkeye quickly notched an arrow and pointed it at the enraged clone. "Kaine! Stand down!" "Fuck off Clint!" He yelled as he raised his spiked hand.

Jessica didn't hesitate before firing off a powerful venom-blast that sent the teen flying back. He slammed into the wall, leaving several crack throughout its foundation. "Graah!" He slumped to the ground before Jess leapt into the air planning to stomp kick his face. Kaine moved his head to the side, allowing the attack to strike solid rock. Kaine rolled to the side and leapt backwards onto his feet before firing off a slew of webbing from his wrists. The webbing entrapped young-woman, pinning her to the ground. "Graah!"

"You done 'sis'?" Kaine said with venom in his voice. "Grrrr!" Spider-Woman snarled as Hawkeye moved closer with his bow, arrow aimed at Kaine's head. "Back off kid. Now." Kaine retracted his stingers into his wrists before moving away from his genetic sibling. "Next time you pull a stunt like that, I'll drive my stinger through your heart!" He roared before storming out of the room, leaving the two post-humans behind. Hawkeye looked down at the pinned operative.

"The fuck was that about?" he asked, arrow still notched. "He was killing people left and right!" "It was a standard mission. Casualties were to be expected." "Not when they've surrendered! My brother wouldn't do that!" "He's not your brother. And I would stop comparing him to Spiderman. He has enough of an identity crisis as it is." Hawkeye loosened the grip on the bow, removing the arrow and placing it back in his quiver. He stepped away from the struggling teen and began to walk away. "Hey! Get me outta here!" Jessica screamed out at the Ultimate. "You got yourself into this mess. Get yourself out."

….

JFK Airport, 5:00 AM

The coated figure walked through the halls of the airport, his brief case held firmly in hand. He turned a corner and exited through the security check. His scheduled had already been delayed when an electrical storm had cancelled his initial flight, forcing him to use his private jet. He also had to prevent a widespread news report of his arrival to New York. 'Fame is such a chore.' The man thought as he walked down towards the check out line.

He waited patiently, with his hat held close over his white hair, for his luggage to arrive on the baggage ramp. He stood still while people walked by, completely unaware of the true dangers of the world. The man pitied them for their ignorance. Before the man could think further on the subject his cellphone began to ring.

The man flipped the phone open to answer it. "Hello?" he asked, although he had a feeling he knew who it was going to be. "Hello Mr. Sims." A thick Russian accent answered. "Hello yourself Mr. Kravinoff." "I assume you have arrived…covertly." "I have. I believe a meeting with this young Mr. Parker is to be arranged?" "Unfortunately I have yet to arrive. Keep watch over him, but do not approach him, I would hate for him to mistake you as a hostile."

"I see. The boy is not very trusting." "Can you blame him?" "I suppose not." The man said as he closed the phone. The man stood by the baggage claim until a black carrying case rolled down onto the revolving plates.

The man walked forward and effortlessly lifted the object with one hand, setting it down on the ground. He moved forward, his bag rolling across the stone tiles as he walked out into the rainy morning. A small limo pulled up to the curb. The doors opened to reveal a woman wearing a pair of black sunglasses and a red and black dress. "Cassandra." "Ezekiel." Madam Webb responded curtly.

The man, now known as Ezekiel, stepped into the car. Shutting the door behind him. "I assume you being here means we have a problem?" Ezekiel asked his paraplegic acquaintance. "Yes." The woman replied.

"Does it involve the boy?" "Would I be here if it didn't?" Webb responded as she folded her hands together. "I suppose not." "She is coming." Ezekiel tensed at the words. "So the wasp has come for the spider…" Ezekiel muttered, leaning back in his seat.

"She will bring ruin to all." Madam Webb said as she turned to face Ezekiel. "What would you have me do then?" "Aid the boy." Ezekiel frowned at this suggestion. "I can't fight his battles for him."

"But you could aid him. Teach him, as Kraven did." "That is not my responsibility." Ezekiel said. "If he is to survive the 'Other' then he must fight these battles on his own. He must survive to defeat the inheritor."

The limo pulled to a stop outside of a large building. Ezekiel opened his door and removed his luggage. "I will do what must be done, Cassandra. Nothing more, nothing less. Have a pleasant day." He closed the door to the car and walked away.

Madam Webb sat in her seat with a small scowl on her face. "You foolish man. You won't be able to cheat death forever."

Midtown High

The teacher drawled away as class went on. Peter sat at his desk while doing his best to keep himself from thinking about that nightmare. He hadn't spoken to MJ for days and was sure his friends would try and find out what was wrong with him. As the teacher continued to blather away Peter thought back on current events. Just a week ago he had been trapped in a nightmare by a demon and was only freed by the aid of the Sorcerer Supreme, Stephen Strange.

The man had told him to contact him if he felt lingering affects of the nightmare. 'I might have to pay him a visit.' Peter thought as the teacher finally stopped talking. "Your assignment is to read chapters three through four and outline the notes you take." Most of the class groaned at the assignment while Peter remained indifferent. The bell rang signaling the end of class and the end of the day. Before anyone realized it, Peter was gone from his seat.

MJ looked at the empty seat and then towards the door, a look of pure concern on her face. Flash and Mattie glanced at each other before looking back at MJ. "Did something happen between you two?" Mattie asked. "I don't know." MJ said while still starring at the door.

The young teen moved through the hallway, pushing past anyone in his way. "Parker!" Peter glanced at the person who had said his name and cringed when he saw Jessica Jones running towards him. 'Damn it!' he mentally screamed as he saw the nosy busybody approach him. By now too many people had crowded the doors leading out of the school ruining his chances of getting away. "What's the hurry?" The girl asked smugly.

Peter pushed past the annoying girl only for her to follow after him. "I'm not in the mood right now Jones." "Yeah, about everybody in class can see that. And that's coming from a senior." "Then why don't you act like a senior and leave me alone." Peter growled as he stopped in front of a large crowd, again blocking the door.

He turned around to find another exit only for Jones to follow him. "Well I could do what a senior does and avoid the freshman, but you're a sophomore so that doesn't count." "Please just go away." Peter growled as the older girl continued to tale him.

"So why are ya keeping yourself distant from your girlfriend? You cheat on her and feel guilty?" Peter's mind flashed back to his kiss with the Black Cat, although he quickly replied. "No." "Then what?" Peter stopped in his tracks and glared at the senior high-schooler.

"I'm just keeping my space. So can you leave me alone?" Peter was doing his very best to not throw the girl out of his way. "Hey I'm just trying to figure some things out." "Yeah? Well leave me out of your news reports."

Peter pushed past the girl to look for another exit. 'The last thing I need is someone ripping into my personal life.' Peter thought bitterly as he'd had it with the crowd of students. He forcibly pushed past the students who crowded the steps to talk to friends as he made his way towards the street.

He saw several school buses leaving the grounds, taking students with them. Peter waited for them to pass, praying that none of his friends could stop him. His prayers fell on deaf ears as a voice called out to him. "Peter!" the boy cringed as he heard the voice of Mattie Franklin. The young girl ran up to her friend who refused to look her in the eye.

Mattie stopped beside the young teen and looked at him. "Peter, what's going on? Are you and MJ fighting or something?" "No." Peter replied dryly. "Then why are you so distant?"

By now the buses had already passed through the street, leaving the walkway clear. Peter quickly moved into the street, crossing the threshold in seconds. Surprisingly, Mattie kept pace with him without any sign of effort.

'Weird.' Peter though as he headed towards the direction of Strange's house. "Where are you going?" "To see a doctor." "About what?" "It's personal." Peter said, keeping each one of his answers as brief as possible.

"Yeah? Well can you give me something to tell MJ so she doesn't freak out?" Peter stopped at the cross walk directly across from his destination. The old mansion looked just as it had the week before and no less creepy, despite the time of day.

"Tell her I'm just figuring something out." Mattie gave him a quizzical looked before a shocked expression crossed her face. "Oh my god…" She muttered. Peter gave her a questioning look. "Mattie? Are you okay?" "You got her pregnant didn't you?!"

If Peter had been drinking water, he would have spit it out. "What?!" "You did! That's why you're seeing a doctor! And avoiding MJ! You're considering an abortion!" "That is so not the reason!" Peter argued. "It so is! Peter you have to take responsibility for this!" "What?!" "Do not argue! That is you're responsibility so you can't just run away from it!" "I wouldn't run away from that! Especially if I 'did'! But I didn't! Me and MJ haven't done anything like that!" Peter argued fiercely.

Mattie paused for a moment. "So you didn't get her pregnant?" "NO! We haven't even had sex!" Mattie gave him a thoughtful look before responding. "You mean not yet." Mattie said with a Cheshire grin on her face. "What?!" Peter exclaimed with a massive blush painting his face. "Hahahaha!" Mattie burst out giggling. "Sorry, I couldn't resist that last part!" Peter sighed. "That's it. I am not leaving you alone with Norah ever again." "You make her sound like such a bad influence." "She is." Mattie laughed at this only to stop a few seconds later.

"Peter, what's happening to you?" "Mattie…tell MJ I'll be fine. I just…I need to sort something out. Can you please tell her that?" Mattie reluctantly nodded her head as she watched Peter cross the street.

Peter stopped once he reached the other side and waved goodbye to Mattie as she walked back towards the school. Peter turned back to the mansion and walked up to its front gates. He pushed the decrepit metal structure, and watched as it swung back in, towards the buildings large wooden doors. 'How the hell is this suppose to keep things out?' Peter thought, not noticing the faint green glow that danced across the gate.

The boy walked up to the front doors and raised his hand to knock. The wooden wall broke inwards, showing only a wide dark corridor. 'Not at all spooky.' The boy thought as he cautiously stepped into the room. The doors closed behind him, leaving the boy in darkness.

Throughout the entire ordeal Mattie had watched her friend enter the creepy house, curiosity marred over her face. 'Peter…what are your hiding?' She thought as she peered around a corner. Mattie decided she had spied on her friend enough for one day and moved to leave only to hear cries of distress near the alley.

Mattie slowly approached the corner of the alley and peered inside to see an older man surrounded by an unscrupulous group of men.

"Please! Don't hurt me!" "Your payments overdue. You know the Kangaroo don't take kindly to tardy payments." The men in suits pulled out a plastic bag and a thin metal cord. All of them wore black leather gloves. "We'll send our condolences to the family." The man said as he stepped forward.

Before the well-dressed thugs could proceed with their nefarious goal, a lithe figure leapt into the fray, sending one man back with a powerful kick. Another man attempted to lash out against the interloper but was sent flying back by a long, bony, spider leg. Three more joined the fight, whacking and pinning the thugs to a wall.

In the span of two minutes all four men had been knocked unconscious. The victim looked towards the blue-hooded figure with a look of shock. Whoever was under the hood didn't bother sticking around as they jumped into the air and stuck to the alley-wall. They rapidly scaled the building before disappearing onto the rooftops.

Mattie leapt over multiple rooftops to distance herself from the scene of the crime. She finally stopped running after about five minutes and ten blocks. She sat down on the roof, panting lightly as she removed her hood. "I can't believe I just did that!" She muttered.

She had never used her powers for heroics. 'Maybe I could be like Spiderman!' She thought briefly before flinging the idea from her mind. 'No! I'm not getting involved in this stuff! Getting my powers was an accident in the first place! Just to get back at dad.' Mattie tried to get her breathing under control. "I need to get home…" She muttered. As she stood up she felt a breeze on her back. "Oh man…" She grumbled as she realized her spider legs had ripped four wholes in the back of her hoodie.

"I liked this one too…" The teenage girl whimpered as she moped over the loss of her garment.

Sanctum Sanctorum

Peter Parker waked into the dark hallway of the magic user's house moving past several creepy and demonic statues. 'This is some creepy shit.' Peter continued walking down the hall until a bright light surrounded him. When he opened his eyes he realized that he was inside a glowing green pentagram.

"This is not suspicious at all." Peter said feeling exasperated. He reached out with his hand to touch the shimmering field of green energy. "I wouldn't if I were you." Peter turned his head around to see Tigra leaning against a staircase banister.

"Is this how you welcome guests?" "No, usually they're put in worse traps. Nothing personal but for all we know you could have been possessed by another demon." Peter narrowed his eyes before sighing. "Look am I gonna be trapped in here during my little check up or is there a way out?" "Drink from the cup in the front of the circle."

Peter looked down at the floor and truth be told, there was a clay cup at the circles edge. Peter picked up the goblet and looked inside to see a black sludge like goo inside of it. "Please tell me I don't have to…" "Drink it? Unfortunately yes. Do it in one big swoop." Peter sighed and grasped his nose to prevent the pungent smell from penetrating his nostrils.

He swallowed the black sludge in one gulp. "Did it. You ha—gurk-gak!" Peter exclaimed as his entire trachea felt like it was on fire, like acid was being poured down his throat. The boy fell to his knees grasping his throat with his hand, trying to force whatever he had just ingested out of his body.

The glowing pentagram faded and Tigra casually walked next to the teen, kneeling down and patting him on the back. "That's it, puke it out." Peter finally did as she suggested and vomited up the contents of the cup. "W-what the fuck was that?!" The boy exclaimed as he felt his lungs recover from the intense pain. "Proof that you aren't possessed. If you were, you would've downed it like a champ." "So you make people puke out their lunches?! The hell is wrong with you people?!"

"It's just a precaution Mr. Parker. Nothing personal." Peter and Tigra turned to face the Sorcerer Supreme himself as he walked into the room. "I see there is no lasting possession over your soul. That is a very rare case, especially considering how powerful the demon was." Strange said as he offered a hand to Peter.

The troubled teen lifted himself up without the aid of the magical doctor. "I need to ask you some things." Peter said. "And that is?" Peter glanced at the other occupant of the room, i.e. Tigra. "What?" the cat girl asked. "Tigra if you could leave us for a moment." The cat girl looked reluctant at first but obeyed, walking out of the room and closing the door.

"I believe this fills your requirement." "I guess." Peter said hesitantly. "Is this about the demon's illusions?" Peter nodded his head before asking his own personal question. "Were they actually…illusions?" Strange looked at the boy, deducing his actual question.

"Those were the manifestations of your greatest fears and worst worries. They were all fake." Peter remained silent for a while, contemplating the doctors words. "What you saw that night was nothing more than a psychological trauma meant to break your spirit. It would've made possession of your body much easier." "Really?" Peter asked with fake interest.

"Sarcasm is not lost upon me. I understand that you are shaken by what you saw, but you can't let it stop you." "You think I don't know that? You think I don't realize that I can't stop?" Peter said his anger rising as well as his voice. Doctor Strange looked down at the younger boy before sighing. "Peter, I realize what you must be going through…" "Do you?" Peter snapped. "You know what its like to lose someone you love when you could've done something?! You know what its like to fear for the people you love everyday of your life?!" "Yes." Strange said without a hint of hesitation, stunning Peter.

"My sister had a brain tumor. That's why I studied to be a doctor. I was her surgeon the night she died. On my table." Peter looked at the man in shock, unable to formulate a response. "I retreated into myself. Pushing away my friends, my peers, everyone. I became a bitter and selfish doctor, and in the end I lost my hands in an accident. My desperation led me to Tibet where I was found by my master, the Ancient One. He taught me the mystic arts and gave me a new purpose of helping people before he too was taken from me. Believe me, I know what its like to lose everything."

Peter looked at the mystical man in shock. "I didn't…" Know? How could you? My life is mine. Yours is yours. I do not know all your woes, and you do not know mine. But you cannot let a single event like a nightmare stop you from caring." "That is not my issue!" Peter protested. "I'm keeping my distance because I care!" "But will they see it that way? Believe me, it will only make things worse."

Peter looked down at the ground. "The night is darkest just before the dawn. But do not despair in this little rut. You have to overcome it." Peter remained silent for another minute. "I had to tell Johnny the same thing." "You helped him though, right?" "I did what I could." The man said as he walked down the hallway, motioning Peter to follow.

"He was a troubled man. Losing his lover, and his soul, a slave to the demon chained to his existence." "He said the spirit of vengeance could use holy fire, but isn't that like…the complete opposite of hell?" "The spirit of vengeance was formerly a spirit of justice. But tricked into hell where it was driven insane. Once a ghost rider reclaims dominance over their soul, the spirit may take on its original form." "So Johnny isn't bound to hell anymore, right?"

The duo entered a large library filled with what looked like thousands of books. "What, did you rob the library of congress?" "Oh I have little use for the books they carry. Here lies the vast knowledge of every recorded magical spell and item in the fabric of existence." The archaic and gothic design definitely left that kind of impression. 'Whoa…' Peter thought as he walked towards one of the shelves.

All the names were in strange or archaic languages languages, the only words Peter could make out were the ancient Latin ones. "So these have magic spells in them?" "Yes. But I wouldn't touch one of those." Peter immediately pulled back his hand from the tome he was about to grab. "Are they cursed?" "Some are. I don't want you getting killed by my magical barriers though." Strange picked a thin manuscript from a shelf and casually flipped through it. "So do you know if Johnny is okay? I mean…I know I told Tigra he was…but that was months ago." "I'm sure Mr. Blaze is fine. If he wasn't we wouldn't be having this conversation. But enough about Blaze." "I still gotta a question. How long has your cat-girl assistant had the hots for him?"

Strange chuckled lightly, a surprising scene for someone who oozed restraint and pure seriousness. "Indeed Tigra has a strong attraction to Johnny Blaze, feelings he refuse to act upon out of fear." "The whole Ghost Rider thing screws up relationships, huh?"" It is not a position to take lightly. Neither is yours." Peter looked down at the ground. "Yeah. Look…thanks for the help and all, but I gotta get going." The older man nodded his head before leading Peter out of the room.

They entered the dark hallway and approached the large wooden door leading to the outside. Strange waved his hand over the door's crest and allowed the structure to swing inward, allowing light to stream into the dark home. Peter walked past the Sorcerer Supreme and stepped out onto the walkway. "If you need anything else, don't hesitate to ask." Strange said as Peter approached the front gates. "Alright, same goes for you, man." Peter pulled the gates open and walked onto the street, shutting the gates behind him.

Triskelion, Prison Quarters

Kaine sat on his bed, mask off, contemplating everything in rage. So what if he had killed those scientists? Half of them hadn't even deserved the right to live. He kept trying to rationalize or justify his anger, but it always came back to one source, Peter Parker. He had been the cause of his birth. And now he was the source of his anger. "I'll kill him." Kaine growled as his thoughts drifted to his genetic donor.

"Why?!" He screamed slamming his fist into his room's mirror, shattering the glass. He kept his fist where it was, bleeding on the wall. "That's all I am! A fucking imitation!" He screamed to no one but himself. A loud banging noise emanated from outside his cell as several lock came undone.

The door screeched open as Nick Fury strode into the small room. "You just keep causing me grief kid." He said while leaning against the doorframe. "Get out Nick." Kaine said, not bothering to look at the man who had orchestrated his creation. "Since when did you start giving orders?" "Since right fucking now! Get out!" Kaines screamed at the director of SHIELD, who to his credit wasn't fazed in the least. "Can't do that son. Now what's this I hear about you trying to kill your sister?" "She's not my sister!" Kaine screamed as his spikes jutted forth from his wrists, splattering blood all over the floor.

"Y'know the janitors are terrified of coming in here right?" "I don't give a fuck! If it's anyone's fault it's the bastard who won't get out of my fucking room!" Fury smirked at this. "So it seems. Listen… Kaine…" "What?!" the clone snarled as he kept his stingers unsheathed. "I know you didn't ask to be made b—" "You're damn I right I didn't ask for it!" Kaine screamed.

Fury remained still as the clone stepped towards him. "I never asked to be made! I never wanted to feel this much hate! You made me into this Fury! So tell me…you think it was a good idea?!" Fury stood silently. "I think you do more good if you stopped killing everything that looks at you." Kaine snarled before turning his back on the man. "Good talk kid." Fury muttered as he left the room, allowing the metallic door to slam shut.

…..

Warehouse

Peter walked into his warehouse, looking around for any sign of his girlfriend. When he found no evidence that Mary Jane had been there. Peter sighed in defeat. "I was really hoping she would be here." He needed to explain his actions and fix his own insecurity.

He decided to head down to his lab and repair part of his damaged costume. He walked down the steps to enter his lab. He punched in the command code on his lock and pulled the door open to enter his lab. He moved past the desk filled with the chemicals for his web-fluid and moved towards the spare materials for repairing his suit. He quickly began to sow up the damaged garment. 'I really need to apologize to her.' Peter thought as he continued his work.

About an hour passed before he finished, and after restocking his equipment he pulled his suit on before covering it with his normal clothes. He moved from his workbench and headed towards the stairs that lead to the main floor. He proceeded up the steps but still found no sign of his girlfriend. "Just great." he said, pulling out his cell phone and dialed MJ's number.

The phone rang for a few minutes before her voicemail picked up. Peter sighed and closed his phone. Disconnecting the call. "Goddammit." He muttered as he lifted himself off the couch and walked around the room. "This is bad." Peter grumbled as he paced the room. "She won't even answer my calls."

Peter stopped pacing and decided to clear his head. He walked towards the door to the warehouse, but was surprised when it slid open. Peter stood back as he gazed at the beautiful face of his angry girlfriend.

"Mary Jane, listen I need to t—" "No you listen Peter!" The redhead yelled. "You are not weaseling out of this one Mr. Parker! Me and you are talking! Right now!" "I couldn't agree more!" "You can't jus-," MJ paused in her rant after hearing her boyfriend agree. "You do?" She asked honestly. "Yes. We need to talk."

"Okay?" MJ asked, now a little fearful of the impending conversation. "Listen…" Peter began trying to find the best way to speak his mind. "I needed to think things over. So much has happened. Between Harry and his dad, Flash recovering and what's happened lately…I was just….I don't know, caught up in my owl little world." Mary Jane listened carefully to her boyfriend's words. "I shut you out and that was wrong. But I just didn't know…" MJ raised her hand to stop her boyfriend's apology.

"Peter, I get it." She said while a small smile formed over her gorgeous face. "Apology accepted." Peter smiled in joy at his girlfriend's understanding. "You rock." He said as Peter embraced MJ in a hug. MJ returned the hug before looking up at her boyfriend. "So…you gonna tell me what been bugging you?" She asked earnestly. Peter smiled slightly as he looked down at the redhead. "Yeah it might take a little bit."

MJ leaned in closer before whispering into her boyfriend's ear. "I'm all yours." Peter smiled again before leaning in and kissing MJ on the lips. The girl returned the gesture, wrapping her arms around Peter's neck as she deepened the kiss. The two stumbled back and landed on the couch with MJ straddling Peter's waist. Peter rested his hands on the girl's back pulling her in closer.

After what seemed like forever, the couple finally broke the kiss as they regained their breath. "So…what is it?" MJ asked between breaths. "The night of our date…I swung by a creepy old house and tried to stop what I thought was an attack." "But?" MJ inquired. "I ended up being attacked by a literal demon. Long explanation, not now." He said to stop any further questions. "It showed me my greatest fear…everyone I love…dying. All because of me."

MJ could say nothing as she stared at her boyfriend's troubled expression. "I saw everyone just…dying…just because they knew me." "You wouldn't let that happen." MJ said defiantly. "It happened to Gwen." "Peter! Do not blame yourself for that! You did what you could and Gwen died saving your life! Just like you would do for her! That was what you feared right? That's all it was. Just fear." Peter looked up at his girlfriend. "I know. I talked to the guy who got me out of that nightmare. He said it was all in my head. Not real." "Good." MJ said smiling as she pressed herself up against Peter's chest.

The teen could feel his girlfriends breasts pushing up against him and he blushed at her forwardness. MJ saw the red tint on his cheeks and giggled at his cute reaction. "You are so timid." She said playfully as she locked her lips on Peter's again. The boy eagerly kissed back, soon taking control of the kiss and pushing his girlfriend onto her back. MJ didn't resist as her boyfriend deepened the kiss, with her running her hands through his hair, pulling him in closer.

They made out for several more minutes before they finally broke the embrace. Both teens panted from the lack of air but each held a grin on their faces.

"Feel better?" MJ nearly purred. "Yeah…" Peter said with a smile. "Any plans for tonight?" Peter asked. "Nope. You?" "Not a one!" MJ smiled at this response before moving back down on her boyfriend to continue their make-out session.

…..

Power Plant

"I'm telling you Jackie! The grid just went haywire!" One electrician exclaimed as he and another walked out into the generator field. The electric grid developed by Oscorp (Identical to the one in Amazing Spiderman 2) pulsated with electric energy, emitting a faint purple and blue glow from the flashing lights.

"I know. I was in the control room when it happened. It was off the charts! Where was it? Section G?" "Yeah! It was massive! Like a freaking lightning bolt ripped it apart!" "Just show me where it is.

The two men arrived at the designated section of the plant and found a massive crater filled with burning and smoking metal. "Is that the generator?!" Jackie exclaimed. "Exactly my reaction when I found it! It juts blew up!" "How?! This thing was supposed to be the most powerful generator in the world! How did an overload actually happen!" "I don't know Jackie! One minute everything is fine! The next kablam! The entire complex lights up like the fourth of July!" "We need to get the manager on the line! Pronto!"

The two men moved to enact their self-given order when the towers around them began to spark and surge with energy. "What's happening?!" Jackie exclaimed as electricity arced through the air wrapping around the crater. The energy began to circulate around and inside the crater.

The electricity coursed through the air as a very human-like shape began to form. "What the hell…?" the electrician muttered as a being of pure lightning emerged from the crater. Energy arced off the being as it descended onto the ground.

"What…?" Jackie began before a bolt of lightning ripped through his body, searing it to his bones.

The remaining electrician stared on in horror before the electrical being turned its attention towards him. The man was frozen in shock as he stared straight into the eyes of the ethereal elemental.

The being raised its hand before a bolt of lightning slammed into the man vaporizing most of the man's chest. The smoking husk slammed to the ground leaving only the elemental.

"More…" it muttered as its walked through the complex, arcs of electricity whipping around the room as the generators began to die out.

Time Square, 7:00 PM

Peter and MJ walked down the streets on Time Square moving past the bustling streets. They saw several people posing with costumed figures as the massive billboards displayed the latest products.

"You're aunt was cool with this right?" Peter said as he and his girlfriend walked down the street. "I said we were heading to the library." "She bought that?" "She hasn't really met the new you yet." Peter had to admit that was true. He really didn't like being around Anna Watson despite how much he loved MJ.

"That's probably for the best." "Probably." MJ said while smiling. She grabbed Peter's arm and hugged as she and Peter continued down the street. As they walked neither noticed the flickering lights that were emanating from the traffic lights and street lamps.

"Hey Peter?" "Yeah MJ?" "Is Wilson Fisk really the Kingpin? I men I know what the Bugle said but you were there that night." "Believe me I was a little stunned at first too. Big wealthy philanthropist turns out to be a powerful crime lord. Weird huh?"

"Yeah." MJ said still deep in thought. The teenage couple walked past a group of people taking photos with their phones. "Hey what gives?" one complained as he began to tap his smartphone. Peter turned towards the group as they began to repeatedly tap their mobiles.

"Hey! I had like four bars and now I got nothin'!" "Me too!" Peter looked at MJ who took out her own phone and saw it displaying a static-like version of the main screen. "What the?" She muttered before Peter took the device. "Cell signal is even messed up." He muttered.

"Maybe a tower shut down." "Yeah…but that wouldn't explain everyone's staticy screens." Peter said as he looked around. Now that his attention was on the situation, Peter realized several of the digital sings throughout the block were beginning to flicker as their images became distorted.

"What is up?" Peter muttered as he looked around. "Peter?" "Hmm?" He said while turning to face his girlfriend who was looking up. Peter followed her gaze until it landed in front of a large screen.

Enlarged screen began to die as electricity took form outside of it. The crowd stood in awe as a human shape began to form from the electric energy. The figure slowly descended to the ground where it hovered. The being floated over the awe-struck crowd and drifted over to the center of Time Square. As it lowered itself people rushed to take photos and video but as soon as they drew their cameras and mobiles small streak of electricity flashed through the air, merging into the elemental being.

"What the hell is that?" Peter muttered as he stepped in front of MJ. The being dropped onto the ground, or more accurately, onto the metal grates that connected to a mass of electrical wires. The being slammed its fist down into the grate, burning through the metal hull to grasp the cables.

Energy surged through the street, causing all the signs to flicker on and off rapidly before they finally blew, showering the area in shards of glass.

Peter thought fast and whirled around to grab MJ, holding her beneath him as the glass fell. The pieces of debris fell hard, but it felt only like a swarm of bees (granted they still stung). MJ looked up at her boyfriend in shock and concern. "Peter!" "Just a few scratches." He said as he picked his girlfriend up from the ground. "We both know I've been through worse." MJ nodded her reluctantly while they both turned to look at the being who had caused the boy's injuries.

The being had begun to resemble a far more solid electric-human form. His skin glowed a bright blue as his vein pulsed with energy. His body emitted arcs of lightning that flew through the air, striking metal poles and cars with no regard.

"That's more like it…"The being mumbled as his body became stable. Peter looked closer at the man and realized he was familiar. He remembered the brief battle in the Roxxon's laboratory where the creature had first been created. "Electro…?" He muttered.

The creature whirled around and glared at Peter. "What did you call me?!" Peter realized that the creature had heard him as he backed up, gently pushing MJ back and out of the approaching danger.

The being known as Electro stepped forward menacingly as electricity sparked in his hands. "How do you know that name?" he said in a whisper as he stepped closer to the post-human teen. "I…" Peter began before the sound of sirens made itself known.

Electro whirled around to see police car approaching as several street officers moved into the area. They raised their weapons and pointed them at the electrical menace.

"Hands in the air! Now!" one officer ordered. Electro tilted his head as e looked at the policemen. An irritated look took hold on his face. "I wouldn't do that if I was you." He muttered as he took a step closer.

"Don't! Move!" The officer screamed as he gripped his gun tighter, his fellow cops did the same. Electro wasn't deterred as he took another step forward. "Open fire!" the officer ordered as his men pulled their triggers.

Bullets flew through the air, aimed straight for Electro. The being threw is hand up in defense and in doing so released a field of electricity that vaporized the bullets in midair shocking all who were present.

"Oh shit…!" Peter muttered as he stood protectively in front of MJ who bore an equally horrified expression. Electro looked at the officers in shock. A sinister grin spread across the man's face as he moved his hands together, creating a small sphere of electricity.

"My turn." He said.

Hope you like the intro of Electro into my story! I'll try to create a meeting between Kaine and Spiderman and maybe have a bit of a fight between them.