They went back home, but his grandparents aren't there. Only a note on the fridge that said 'Michelangelo! Meatloaf and veggies in oven.' He heard an audible argument between Mary Jane and her dad out the window. Parker went outside to take out the trash. Mary Jane was outside, too.
Mary Jane: Were you listening to that?
Peter: No. Well, I heard, but I was just taking out the trash.
Mary Jane: I guess you can always hear us.
Peter: Everybody shouts.
Mary Jane: Your aunt and uncle don't.
Peter: Oh, they can scream pretty good sometimes. Listen, M.J., about today at school with Flash...
Mary Jane: You really freaked us out.
Peter: I'm sorry. Is he okay?
Mary Jane: He's just happy you didn't give him a black eye for graduation. So where are you going after you graduate?
Peter: I wanna move into the city. And hopefully, get a job as a photographer. Work my way through college. What about you?
Mary Jane: Headed for the city too. Can't wait to get out of here. I wanna...
Peter: What? No, come on. Try me.
Mary Jane: I wanna... ...act... ...on-stage.
Peter: Oh, that's perfect. You were awesome in all the school plays.
Mary Jane: Really?
Peter: Yeah. I cried like a baby when you played Cinderella.
Mary Jane: Peter, that was first grade.
Peter: Well... ...even so. Sometimes... ...you know people. You can just see what's coming.
Mary Jane: What do you see coming for you?
Peter: I don't know. Whatever it is, it's something I never felt before.
Mary Jane: And what for me?
Peter: For you? You're gonna light up Broadway.
Mary Jane: You know, you're taller than you look.
Peter: My hunch.
Mary Jane: Don't.
Man: (honks his horn in a new car) Hey, M.J.! Come take a ride in my new birthday present. Come on.
Mary Jane: I gotta go. (leaves)
Peter: Bye.
The girl got onto the birthday car and drove off.
Peter: Cool car.
Later, he looked at the paper to look for a car. He found one, but it was quite expensive. Luckily, he saw an ad that said "Need cash? Amateur wrestlers. 3,000! For three minutes in the ring! Colorful characters a must." So, Peter got to work on what his wrestler design will look like. The only colors he had for the design were cheap Red and Blue sheets. He worked on his web-slinging abilities.
May: (knocks on his door) Peter? What's going on in there?
Peter: I'm exercising. I'm not dressed, Aunt May.
May: Well, you're acting so strangely, Peter. Okay, thanks.
At the mansion, Norman looked at the latest issue of the Daily Bugle. It read "Oscorp May Lose Contract to Quest!' 'Wall Street Asks: Is this the end of Norman Osborn?" Norman wasn't liking this, not one bit. Back in Peter's house…
Ben: Something's bothering him. Maybe he's too embarrassed to tell me what it is. Maybe I'm too embarrassed to ask him. I don't know, I just don't know anymore.
Peter: We're going to the downtown library, we'll see you later.
Ben: Wait. I'll drive you and your friends there, buddy.
Peter: We'll take the train.
Ben: No, I need the exercise. Go on. Go, go, go.
A few minutes later, they parked in front of the library.
Peter: Thanks for the ride, Uncle Ben.
Ben: Now wait a minute, we need to talk.
Peter: We can talk later.
Ben: Well, we can talk now. If you let me.
Peter: What do we have to talk about? Why now?
Ben: Because we haven't talked at all for so long, your Aunt May and I don't even know who you are any more. You shirk your chores. You have all those weird experiments in your room. You start fights at school.
Peter: I didn't start that fight, I told you that.
Ben: Well you sure as hell finished it.
Peter: What was I supposed to do, run away?
Ben: No, you're not supposed to run away, but... But, Pete look, you're changing. I know, I went through exactly the same thing at your age.
Peter: No. Not exactly.
Ben: Peter, these are the years when a man changes into the man he's gonna become the rest of his life. Just be careful who you change into. This guy, Flash Thompson, he probably deserved what happened. But just because you can beat him up doesn't give you the right to. Remember, with great power comes great responsibility.
Peter: Are you afraid that I'm going to turn into some kind of criminal? Quit worrying about me, okay? Something's different. I'll figure it out. Stop lecturing, please.
Ben: I don't mean to lecture and I don't mean to preach. And I know I'm not your father...
Peter: Then stop pretending to be!
Ben: Right. I'll pick you up here at ten.
Peter and the Loud siblings left the car and went into a building. They were watching some wrestler getting handed to by a wrestler named Bone Saw.
Crowd: (chanting) Bone Saw! Bone Saw! Bone Saw! Bone Saw! Bone Saw! Bone Saw!
Bone Saw did a pile dive on the wrestler, pinning him down to the ground.
Counter: One, two, three. That's it!
Bone Saw: Who's the man?
Wrestling Announcer: Ladies and gentlemen, give it up for Bone Saw McGraw. For 3,000, is there no one here man enough to stay in the ring for three minutes with this titan of testosterone? Who? I know who. The Flying Dutchman!
Peter got in line for the wrestling fight. He was in a red and blue wrestling suit to look like a spider-like man.
Check-In Girl: Next. There's no featherweight division here smallfry. Next.
Peter: No, no. Sign me up.
Check-In Girl: Okay. You understand the NYWL is not responsible for any injury you may and probably will sustain while participating in said event and you are indeed participating of your own free will?
Peter: Yes.
Check-In Girl: Down the hall to the ramp. May God be with you. Next.
Lincoln: Good luck, Peter.
By then, Bone Saw had defeated the Flying Dutchman by throwing him out of the ring.
Counter: Winner!
Bone Saw: Next victim!
Wrestling Announcer: Are you ready for more?
Bone Saw: Bone Saw is ready!
Wrestling Announcer: Will the next victim please enter the arena at this time? If he can withstand just three minutes in the cage with Bone Saw McGraw, the sum of 3000 will be paid to… (to Peter) What's your name, kid?
Peter: The Human Spider.
Wrestling Announcer: The Human Spider? That's it? That's the best you got?
Peter: Yeah.
Wrestling Announcer: The sum of 3000 will be paid to... ...the terrifying, the deadly... ...the amazing Spiderman!
Peter: My Name's the Human Spider.
Worker: I don't care. Get out there.
Peter: No, he got my name wrong.
Worker: Get out there, moron.
Peter walked his way to the ring. On the way, he saw the Flying Dutchmen being carted out, for his leg was injured.
The Flying Dutchman: Oh, God. I can't feel my legs.
He got into the ring, where a cage formed around it. It was going to a cage fight against Bone Saw.
Wrestling Announcer: Will the guards please lock the cage doors at this time?
The workers locked up the cage in chains and locks.
Peter: Hey listen! This is some kind of mistake. I didn't sign up for a cage match! Unlock the thing! Take the chain off!
Bone Saw: Hey, freak show! You're going nowhere. I got you for three minutes. Three minutes of playtime.
The bell rung, and the boy jumped out of the wrestler's attack. He stuck on the cage's wall.
Bone Saw: What are you doing up there?
Peter: Staying away from you. That's a cute outfit. Did your husband give it to you?
Bone Saw and Peter start their fight and the boy web-slung out of the wrestler's way.
Crushette: (hands Bone Saw a chair) Finish him off!
Bone Saw attacked with the chair and hit him against the cage. He then hit him with a crowbar, but Peter manages to kick him and flip him over to the cage wall. He had defeated Bone Saw in under three minutes.
Counter: One, two, three! That's it! That's it! Winner!
Wrestling Announcer: Ladies and gentlemen, give it up for the new champion, Spiderman!
The crowd cheered, including Lincoln and his sisters.
Lincoln: Yes! Brand new car, here we come!
When they got to the office, the gang got their reward in the form of….
Lola: 100? That's it?
Promoter: Now get out of here.
Lori: But the ad literally said 3000!
Promoter: Well, check it again, blondie. It said three grand for three minutes. Your friend pinned him in two. For that, I give you 100. You're lucky to get that.
Leni: That's, like, so unfair!
Lincoln: You can't do this to us!
Peter: We need that money.
Promoter: I missed the part where that's my problem.
The twelve left angrily from the office, but coming into the office was a robber. He threw the empty money bag at the man.
Promoter: Hey, what the hell...?
Robber: (points his gun at him) Put the money in the bag.
The Louds and Peter were about to go into an elevator when…
Robber: Hurry up! (hits the promoter with his gun)
The robber left the office with the money in the bag.
Promoter: Hey! He stole the gate!
Officer: Stop that guy!
Promoter: Stop him! He's got my money!
Uninterested, they got out of the robber's way, just to get back at the promoter for cheating them out of their promise.
Robber: Thanks.
He went into the elevator and left.
Officer: What the hell's the matter with you, you let him go! (to some cops) Cut him off and call the cops!
Promoter: You could've taken that guy apart. Now he's going to get away with my money.
Peter: We missed the part where that's our problem.
They left the building. They were still mad that they didn't get the money, but they thought the promoter got what he deserved. On their way, they saw a huge crowd gathering over someone.
Luna: What's going on over there?
They went through the crowd and saw Uncle Ben lying on the ground. He had been fatally shot.
Peter: That's my uncle! What happened?
Vanoss: That guy is been shot by that guy who stole the money from the fight.
H2O Delirous: Somebody call 911 'cause this guy is dead!
Peter: What?! Uncle Ben? Uncle Ben? Uncle Ben?
Ben: Peter.
Peter: (with tears in his eyes) I'm here, Uncle Ben.
Ben: Peter.
He laid dead on the ground. Peter cried, for he had lost his uncle.
Officer: They got the shooter. He's headed south on Fifth. We got three cars in pursuit. All right, folks. Come on, move back.
Lincoln: How dare he hurt our new friend's uncle? He'll pay. He will pay dearly.
The Loud kids and Peter began their path for revenge by running to an alley, where Peter got into his costume. He climbed up walls and jumped from building to building with the kids following him. They looked over and saw the killer in the same car that Uncle Ben drove that day.
Lisa: Killer at 12 o'clock.
Peter web-swinged his way through the city to chase down the robber. Meanwhile, Team Powerpuff was roaming around in New York City.
Buttercup: There's gotta be something we can do tonight. We've done a lot of things in the morning and in the afternoon.
Garfield: Most of these places are filled with too many people for just one small building.
Michelangelo: Look on the bright side, guys. At least nothing evil can pass us by.
A car passed by them, being chased by police cars.
Raphael: Whoever's in that car definitely failed driving school!
Yoshino: That's no car. That's a police car!
Blossom: And if there's a police car…
Bubbles: Then there's someone in trouble!
Buttercup: I knew we would come to this point eventually.
The three girls began to transform.
Blossom: Blossom!
Bubbles: Bubbles!
Buttercup: Buttercup!
They were now the Powerpuff Girls Z.
Powerpuff Girls Z: Powerpuff Girls Z!
In the air, twelve figures passed over them.
Theodore: What was that?
Yoshino: Let's follow them.
Team Powerpuff followed the twelve figures, not knowing that they were the Loud siblings and Peter Parker, chasing after the car. They got on top of it and Peter punched through the top, trying to get the robber. He fired his gun at the twelve, but they dodged his bullets and jumped on top of a truck.
Lana: Bridge!
They jumped over a bridge, and then to the front of the car. Peter punched through the front window, causing the robber to crash the car into a gate. Luckily, the gang jumped out of the way before it could make impact. In the warehouse, the robber was wandering around with the money bag in his hands. He didn't notice the twelve sneaking up on him. He ran to the door, but Peter grabbed him and shoved him through the door windows. He then cast him aside and took off his mask, revealing himself as his uncle's nephew.
Robber: Don't hurt me. Just give me a chance. Just give me a chance!
Peter: What about my uncle? Did you give him a chance? Did you? Answer us!
He held up the robber, but he realized it was the same robber he and the Louds helped get away.
Robber: (flashback) Thanks.
The robber was now pointing his gun at the boy.
Robber: See ya.
Peter grabbed his arm and twisted it. The robber backed away and tripped on a pipe, causing him to fall out of the window and land on the wooden steps. He laid dead, just like the man he killed. A spotlight shown from the NYPD boat at the twelve.
Cop: (over megaphone) Freeze! We got the place completely surrounded!
The cops arrived at the warehouse, but by this point, the twelve were long gone. They were sitting on top of a building perch.
Lincoln: Uncle Ben… gone. If we hadn't taken part in that stupid wrestling act, none of this would've happened.
Just then, more figures showed up on the building.
Yoshino: Freeze right there!
Leni: (scared) Yikes! What did we do, officer?!
Leonardo: So, you must be the guys who passed by us while a chase was happening.
Peter: You knew about our chase?
Alvin: Exactly. We save the day every time we come to a new place.
Simon: This wasn't the first time we came to New York, though.
Blossom: What was going on in that chase?
Lynn: Our friend, Peter, participated in a wrestling contest to get 3000, so he can get a car for his girl, Mary Jane. Unfortunately, that rotten promoter gave us 100.
Lucy: When the robber showed up, we got out of the way. We thought he deserved it, but it also led to Peter's uncle, Ben, being shot and killed.
Lori: We wanted to find the guy and make him pay for what he's done, but when we found out he was the same man that robbed the promoter, we felt horrible.
Lincoln: I guess being focused and cheated out of money blinded us on what's really important.
Peter: Yeah. I used my powers just to win the wrestling match, but it costed my uncle's life. From now on, I must use my powers for good, because with great power comes great responsibility.
Raphael: You know, I feel that way, too. The first time the Girls met us, the Shredder took Master Splinter as his prisoner. I had a nasty temper like yours when it happened. After I argued with Leonardo, I left to the rooftop, but that led to the Foot Clan attacking us. That's when I learned that if you're not careful with your temper, it could affect others.
Peter: Wow. You're Team Powerpuff, aren't you?
Bubbles: That's us.
Blossom: How do you know?
Peter: I read your story on the Daily Bugle.
Buttercup: He read our story. He read our story! Isn't he dreamy?
Luna: You dudes are awesome at kicking butt. We even had adventures of our own, too.
Lisa: Technically, we only made two so far, and in both adventures, we found a friend.
Leni: Oh, that reminds me. (gets out a box) I still have him in this box.
Lola: You've been carrying that thing this whole time?
Leni: Someone's got to look out for him while Billy's away.
Alvin: Him?
Lincoln: Oh, yeah. You see, he's with us on our break in New York ever since the gremlin incident. But fret not, he isn't harmed or anything, he's okay. (to the box) Don't worry, Gizmo. It's only night time. You can come on out.
He opened up the box. Inside the box was a furry little mogwai named Gizmo. He was Billy's pet and the Louds' first friend.
Bubbles: It's so cute.
Garfield: Wait till Nermal hears about this. His cute-ing days are numbered.
Peter: Wow. What is it?
Lisa: It's a mogwai, but we like to call him Gizmo. He's been our friend since our holiday at Kingston Falls.
Peter: Cool. (holds him) And he's real.
Luan: You know, you remind him of Billy. Always a kid who's learning how to take responsibility.
Garfield: Yoo hoo! Hello? Time to go home. It's past curfew. Hurry, hurry.
Lynn: Oh, right. We better get going.
Lincoln: You guys want to come with us?
Yoshino: Of course we'll come. It is our day in New York.
Lincoln: That's great. Come on.
They went back to Peter's house, where Peter hugged his grieving aunt. Meanwhile at a testing site…
Man: General. Good to see you. Our exo skeleton's got real firepower, General Slocum.
General Slocum: Well, if it does what you say it can, I'll sign that contract tomorrow. I assume you're confident about this test.
Man: Absolutely, Captain Curtis is our top pilot. Now, what about your commitment to OSCORP?
General Slocum: Nothing would please me more than to put Norman Osborn out of business.
Curtis: Preflight complete. Mark.
The captain flew in the exoskeleton.
Worker: (over radio) We are picking up an unidentified object closing fast.
Curtis: What the hell is that?
Worker: (over radio) Can you see anything?
He heard evil laughter.
Curtis: Oh, my God!
The captain was shot by a laser, blowing the exoskeleton up with him in it. A green creature on a hovering vehicle shot lasers at the base, killing many people including the general. A villain was born.