Disclaimer: I own nothing but original characters.

Timmy is sitting in the lunchroom with Jimmy trying to have a conversation with each other but Timmy's mind is elsewhere as he thought about the day when he was on the field trip when that spider bit him along with what happened to him for s as he notices something was strange.

Timmy thought " What is going on with me. I took yesterday off to heal but I went through some changes As he looks at his clothes that barely hanging on to him.

Flashback

It's morning Timmy got off his bed and he headed to the bathroom to brush his teeth along with taking a shower. Timmy felt something was off about him and he looked in the mirror to see his clothes barely on him.

Timmy asked," What … the … heck ?" As he looked in the mirror to see he has a slightly muscular build with abs to Timmy's amazement as he touches feeling them.

Timmy went to pick up his touch brush and he quickly puts the toothpaste on it so he can brush his teeth. As he went to put his toothbrush down but he felt the toothbrush stick to his hand making Timmy raise an eyebrow as he opened his hand to see a white substance attach to the toothbrush.

Timmy asked," What is this ?"As he looked curiously at the strange substance and he tries to get the toothbrush off his palm but the toothbrush wouldn't budge from the palm of his hand.

Timmy asked," What is this stuff ?" As he looked at the substance with a frustrated look but he couldn't be curious about the substance. Timmy decided to tug the toothbrush tightly and he pulled the brush until he finally got the toothbrush off his palm.

Timmy said," Finally I got it off."As sigh in relief as he finally got the toothbrush off and he see some of the white substance on the toothbrush.

Timmy said," Intresting ."As he looked the substance in awe and wonder in his eyes.

Flashback over

Timmy found this substance is similar to the web of a spider 's web and he was amazed by the sheer strength of it but speaking of strength his strength increased as he was trying to open his locker but he accidentally ripped it off and he also got some sixth sense. He gains the ability to stick to walls and the agility of a spider.

Flashback

On the side of the building, Timmy clings, terrified, looking down at the ground far below. He pulls one hand off the side of the building gingerly, to reach up, for the roof. But he loses his traction and drops, plummeting straight toward the ground but he lands with catlike grace.

Timmy said," Damn."He looks around him. Nobody's watching, so he tries it again,

bending his knees this time. He jumps, soars, straight up into the air.

And the metal crushes under his grip. He laughs, giddy, thrilled beyond belief. He grabs another pipe, this one galvanized steel, and squeezes it with the other hand. Same result. Completely freaked out, Timmy walks to the edge of the building and looks down, then across at the even taller building across the alley.

Timmy looked at his wrists.e raises his right arm and extends it toward the building, tries to get the goop to spray out. But it doesn't come. He makes a fist. Nothing. He closes his thumb and little finger together. Nothing. He rotates his hand so the palm faces up, extends all five fingers, and brings his ring and middle fingers toward his palm, together.

Timmy said, The moment of truth."A single strand of webbing shoots out from his wrist, straight up. Timm frowns, tries to direct it more. This time it goes off in an arch to the left.

Timmy muttered," Hard to aim…" Timmy begins trying to come up with ways to get the webs to go in the direction that he wanted it to go.

One more try. This time the webbing flies across the alley and sticks to the side of the other building. Timmy tugs on it. It's tough. He pulls harder. Can't break it. He wraps both hands around it and yanks as hard as he can. He doesn't break the webbing, what he does is pull himself right off the roof of the building.

Timmy screams as he sails through the air, but he keeps his grip on the web, and the result is that he swings across the alley and lands on the wall of the building opposite, clinging there with his hands and feet.

Timmy said," Holy crap that was fun."As he has a smile on his face like a child at Christmas.

Flashback Over

Timmy thought " I'm like a real-life superhero."As he thought about his former two mentors Catman and the Crimson Chin. Timmy wanna show Jimmy his powers but he wants to see if he is free.

Timmy asked," Hey Jimmy got any plans for the weekend ?" As he looked over at his friend.

Jimmy said," Nah bro and look now Veronica coming over man."As pointed behind Timmy who looks behind to see it Veronica walking towards their table holding her lunch tray.

Veronica asked," Can I sit here with you guys ."As she looks at the two males.

Timmy said," It a free country."As he offers her a seat making Veronica smile as she takes a seat.

Veronica said," Like thanks. As she takes a seat by Timmy who raises an eyebrow at her actions.

Timmy asked," What got you upset Star."As he gives Veronica a curious look at why was she was scowling.

Veronica said," Well Timmy my former friends kicked me out of the table because my father just got arrested for a scandal at his company and we lost half of own fortune ." As she looks down at her lunch in sadness causing the two boys to shoot her a look of sympathy.

Timmy said," Talk about friends with benefits."As he tries to lighten up Veronica but she gave him a scowl which made him look down guilty which was seen by Veronica who looked touched by it and Jimmy.

Jimmy said," Sorry you had to go through that Star."As he didn't like fake friends which is why he is friends with Timmy after his ex-friends abandoned him for popularity.

Veronica said," Thank you guys and let be friends."As she has hopeful as she watches the two males give each other sideways glances until they turn back towards her with a smile on their faces.

Timmy said," We gladly accept your friendship, Veronica." He see Veronica gain an excited smile which made Timmy and Jimmy but the male duo frowned when they heard obnoxious male laughter coming from the other table.

The three friends see it is Francis laughing and pointing at Sanjay who just tripped on a banana peel. Timmy gained a devious look on his face as he puts one hand under the table in a familar position and he shoots a web at Francis's lunch tray and he tugs it causing it to fall into Francis with the still-hot food causing Francis to let out a screech which gained everyone attention.

Everyone in the lunchroom looked shocked for a moment until they all burst out laughing and pointing at Francis who is getting red in the face. Timmy gets up from the table and he heads to the door of the cafeteria but until to him, his web is still attached to the tray which caught Francis 's attention as he sees the tray is trailing behind Timmy who exited the cafeteria.

Francis roared," TURNER!"As get out of his seat to follow after Timmy.

Veronica and Jimmy looked at each other in concern for Timmy causing them to get out of their seats to follow after Timmy which caused everyone to get out of their seats to see what Francis is going to do Timmy.

Timmy is by his locker and starts dialing a combination. Suddenly his brow furrows, he puts a hand on the back of his neck. Timmy learned it was his sixth sense.

Timmy muttered," Weird sense... danger…" reflexively, he whips around in defense posture, in time to see a fist that's headed straight towards him. Lightning-quick, he darts to the side, a split-second ahead of Francis's thrown punch, which bangs into the locker where Timmy was standing.

Francis asked," You think this funny Turner?"As he gestures towards his stain pants making Timmy pale but he smirks.

Timmy said," Well yeah."As he crosses his arms over his chest.

Francis said," You are dead turner. Do you hear me? Dead."As he cracks his knuckles.

A crowd quickly forms around them. Francis takes two more swings, but again Timmy ducks them- and fast. Francis is puzzled but he gets enraged, Francis roars and lunges at Timmy. Timmy ducks one, two, three, four punches, never even having to move his feet, just darting his torso around so fast he creates a motion blur.

Jimmy and Veronica had their jaws on the floor as they watch as Timmy dances around Francis punches like it is nothing. Timmyclenches his hands into fists to go on the offensive but a teacher is hearing the commotion and he see the crowd causing him to intervene.

The teacher asked," What the hell is going on out here?!" As he sees the Francis and Timmy fighting.

Francis turns at the voice, but it's too late for Timmy to pull the punch. It lands solidly on Flash's jaw and sends him sailing back against the lockers, hard. He slumps to the floor, unconscious. Everyone is silent that Timmy Turner took out the scariest bully in Highschool with just one punch.

The Teacher said," Turner and Francis principal's office."As he gives both boys stern glares.

Jimmy said," Way to stick it to the Bull."As he gives Timmy a thumb up.

Veronica said," You were in the right Timmy."As she winks at Timmy who blushes.

A couple of minutes later Timmy is sitting in the passenger seat of his Uncle Ken's car and it is a silent car. Timmy looked out the window with a guilty look on his face as he felt like he used his power in a negative way.

Uncle Ken said," I won't ask what the fight was about, that's your business. You're changing, and that's normal. This is the age when a man becomes the man he's going to be for the rest of his life. All I'm saying is to be careful who you change into. Okay, pal?" As he looked at Timmy who looked at him.

Timmy said," I'm trying, Uncle Ken, I am. I feel all this, this-power, but I don't know what it means, how to control it, even, or what I'm supposed to do with it."As he doesn't want to reveal his powers.

Uncle Ken said," You'll figure it out. You're one smart cookie, Pete, your teachers tell me they've never seen a science whiz like you at this age. Knowledge is power. But with great power comes great responsibility. Remember that. "Of those to whom much is given, much is required. Much more than hallway fistfights." As he chuckles hoping to get Timmy to lighten up a bit.

Timmy said," Thanks, Uncle."As he smiles after hearing the advice.

As they are driving the car stops at a red light and Timmy sees a figure walking to their car looking very suspicious as he was wearing shades which made Timmy raise an eyebrow because it is nighttime and Timmy see he has a star tattoo on his left forearm.

Uncle Ken asked," Is there anything I can help you with sir?"He looked at the man standing by his window.

The man said," Yeah you can give your car ."As he points a gun at Ken making Timmy look in horror.

Uncle Ken said," Okay let act like adults sir and I get out of the car."As he slowly gets out of the car with Timmy who is still looking at the gun. Uncle Ken hands the man the keys to the car.

The man said," Thanks old man and one more thing."Before the two turners could react the man fired a shot Ken and the bullet hit Ken in the chest causing Ken to fall to the ground.

Timmy said," Uncle Ken."As he ran over to his Uncle's side and he see blood is coming out of Uncle Ken.

The carjackers get into the car and drive off leaving the two Turner on the road as people were coming out of their cars to see if they can help. Timmy was hysteric as he has tears streaming down his face.

Timmy yelled," SOMEONE GET AN AMBULANCE!"As cries as his Uncle loses blood.

Timmy hears the siren of the ambulance coming in an earshot and he prays that His Uncle Ken makes it through. Timmy pulls out his phone and he begins to dial his parents to come to his location to pick him up.

Timmy see the ambulance is coming near him and they parked the truck in front of him. The paramedic all came out of the truck and they all begin moving towards Timmy who is still crying but he has a hopeful look on his face as they all brought their equipment toward him.

Notes: Here is chapter 2 and Timmy got his powers. Who path should Timmy's take? Should it be Tobey, Andrew, or Tom? If you got any ideas for Veronica along with Jimmy then Pm me the ideas. Should Uncle Ken live or die?