Location: Tent Training ground, Time: Some time after

"MONTANA!"

BAM BAM BAM

Ignoring the call, the adolescent orange hair man kept hitting the punching bag. Looking around he sees himself under a huge red & white tent filled with equipment and obstacle. People are practicing for the next performance from what he sees, a pink mustache muscular man lifting barbells, a girl from the Dragon Empire swinging with trapezes with net under for protection when making mistakes, and other obstacles being used.

"HERMAN SCHULTZ!"

"Aah'm cahming ya damn Banshee!"

Collecting all his anger into giving one last good wallop to the bag, resulted on it's chains snapping and dropping on the dirt floor.

Approaching the said Banshee, he got a good look of her; purple haired, wearing a belt that holds a scabbard which stored her personal sword. This woman is his and the whole circus' boss, Regina.

"If its one 'na them Racketeer Jahbs, Aah swear Aah'll kill them fellas for bein' massive fools for the obvious loan trap!"

"Not quite, something else entirely different" Now that caught his curiosity.

"Yeah, then what is it? Actually murder someone?" Replied sarcastically by the country boy.

"No, You'll just be receiving new equipment from I was told"

"Now ya got mah attention sweetheart". Now peeking his interest.

"I can't tell you the details here, so go to the black tent to meet the Tinkerer."

"Aight then." He was about to head for the exit unit looking back at the damage he had done, he felt bad for the unnecessary property damage.

"Sorry fellas, Aah'll pay for that."


Location: Unknown Hospital

"Ugh, what happened?"

Looking around all he can see is medical equipment around him, him wearing a patient gown & lying on a hospital bed.

Grabbing his head to only feel something restricting him. Weird...

"What the?!"

Double checking to only see that his- no, wait! BOTH his arms are metallic with a simple design, and he is cuffed. Prosthetics have replaced his arms and no no nononono.

"MY LEGS?!" to only see that his legs were also replace by simple prosthetics with the feet.

Breath in, Breath out, Breath in , Breath out, calm down

BreathinBreathoutBreathinBreathout, its ok I'm still alive, and my name is Max Dillon.

InhaleExhaleInhaleExhale, but what happened why I can't remember!?

Whatamifeeling?! Don't panic Dont pnaic ajejf, jaoijfej, vaeieavepeifj

INHALEEXHALEINHALEEXHALE

I HAVE TO GET OUTTA HERE

ZZZZZZZZZZZZZAAAAAAAAAAAAAAAAP

BOOM!

EHH EHH EHH EHH

"Patient: Leduc has breached his containment" a robotic voice announced over the speaker.

Smashing through the door to reveal an old elf man with white hair & red eyes, him wearing a lab coat to see a hole in the wall to look upon the city itself.

"The Patient has escaped we need to contact Big Band immediately!" With the elf in distress.

"I'm sorry but we can not, he is busy in No Man's Land to try stop slavers & the investigate the string of mysterious murders around it. While Ileum is at Canopolis taking out Medici hideouts." Came from a lab coat wearing Shark behind him.

"Then we should contact Hive, she is the only available unit we have."

"But she is-"

"Just do what I tell you! I know it is risky of how inexperienced she is with her Artificial parasite but we are desperate."

"O-Ok, I'll call. Let's just hope she is fast enough to react" grabbing his radio to only be yanked by what appears to be a black colored three-clawed hand attached to a long limb that is etched with white zig-zags to reveal to be coming from a slender female figure.

"Don't. We need to see if he is stable enough, just send her to spy on him" Walking forwards to reveal an orange skinned woman, blue eyes with tentacles for a hair.

"But the civilians will be in danger!"

" Yes, but with Spider-man, he can at least protect those in danger."

"Letting them fight? You can't be serious Olivia, and even then the Arachnid is a myth for all we know." now the shark realizing her intention.

"I was actually one of the few passengers in the blimp during the night, got the front row seats with him latching to the window. Plus we get data for both, isn't that right my dearies" caressing the clawed tentacle.


Location: MadMan's Cafe, Time: 4:00

Ring

Upon entering the cafe, they saw three people; one of them is a waitress wearing a green apron with a ponytail hair. Next up, is an old man wearing the same apron but unlike the waitress he wears a hat, whitening hair, has a mustache, & wearing shades indoors oddly enough. Lastly is a young adolescent yellow haired man combined with a black leather jacket that makes him obvious that he is a 'Greaser'(1).

"I'm parched, any of you guys want some drinks?" came from Osborn.

"No, me & Carol don't have much money in our pockets." replied by the male parker shamefully.

"How about my treat, Parker?

"You sure?"

"You're my best friend, pal."

"Since when did you two became best friends? Huh?!" Rudely interrupted by the Leather jacket.

"Um who are you?" Parker questioned the mysterious man 'weird, my spider sense is not tingling, unless...'

"Are you really abandoning me? Bro?"

"Eddie! Wha- ho-how? I thought you were in Canopolis?!" Carol screamed.

Now revealed to be his old friend Edward Brock, the greaser quickly grabs hold of Peter & Carol to hug them very tightly, experiencing his great strength. Then dropped gently and giving them toothy smile.

"Got a job with Dr. Miles Warren, a biochemistry Professor and he has a partner that goes with Stanley Whitefin. and they setting up a research facility, so I can get my scholarship."

"I-I mean this so much to comprehend, but I hope the best of luck"

"Thanks sis, but I really came here to give my bro a limited time only opportunity."

"Wait, what is it?" Osborn wondered.

"I'm recruiting you Pete, since your thing is more of mechanical engineering, maybe I can convince Mr. Whitefin to intern you."

"A- I'm very honored, Eddie"

"Time for a mini celebration and..." drifting away to look at the only blondie in the establishment that isn't him, sitting at a stool far away from the conversation.

Approaching the girl he leaned to the counter with his head resting on his hand.

"So, you're a mute now?"

"Hey, Brock" replied by the blonde submissively

"Hey. Really?" chuckling to the quiet response

"What else am i supposed to say? My Ex-boyfriend just showed up unannounced." Tears forming in her eyes.

"Hey hey, I'm very sorry for leaving you behind. I just wanted to have a future y'know have a successful life, I never meant to hurt you. Maybe I can order those Vanilla milkshake you always like." Sniffling from his explanation, she ordered.

"Yeah sure I want one of those, please."

"Of course you are, you always like sloshing white stuff in your mou-." SLAP


Location: New Meridian Streets, Time: 6:00

Walking alone in the city filled with weird people, and their stares which is pretty obvious since the fact that he is wearing a dark green hooded sweatshirt(2), pants, baseball cap he found on a trash, a bandanna to cover his mouth and shades.

With a bit of a stroll to find himself in front a cafe. Holding a couple of Bones he picked during his journey, he could at least afford a refreshing drink.

Entering the establishment he saw four school students around his age group and one black leather jacket wearing man. Sitting down on a different side far away from them as possible, however the brown haired nerd is staring at him.

"What will you order young man." distracted to only be broken on his stupor, from the old server.

"A cup of Joe."

"Name?"

"Max."

"No 'please'? I swear kids these days are being more disrespectful." Crumpling a fist by Max's frustration

"JUST. Make. My. Drink." With the old man gone, he checked his money. 'hmph, it's enough I guess'.

Watching the group, he saw Four eyes grabbing a newspaper with huge interest like he saw some money, The blonde is drinking white milkshake through a straw, while black jack has a brown milkshake probably chocolate and his hands in on top the girl's hand like they were a couple, an elf is seems trying to impress a brown haired girl with a story, and her eyes are glowing with Awe but didn't know what they are talking about.

Now to Peter reading on the news paper to see that the Daily Bugle is paying good money for the pictures of spider-man and his proof of existence.

'Holy moly! this could pay the bills, maybe I can take pictures of myself. I mean its been awhile since I put water on pictures but as long as I have permission to use the School's Darkroom then I could probably save the Parkers' bacon' .

'But I don't really need it since I could probably have that job from Eddie's' now looking at the strange sweatshirt guy from far away.

'That guy is messing with my spider-sense, like he will do something in an impulse. Really strange wearing a hooded sweatshirt, unless he came from military.'

"Here is your coffee sir." interrupted by the young waitress with her holding a mug, the hooded man rudely snatching from her hands. He tried to open his open bandana to only shoot electricity from it which made him accidentally drop the mug that resulted in breaking, & receiving a high pitched 'EEP' from the waitress.

"Damn it!" flick his hands away from the surprise, which resulted into an electricity bolt hitting the big tanker which exploded, that resulted in a big brown mess and the lights flickering.

The Teens however, managed to be safe with Eddie quickly holding Filia between him & the explosion. Harry diving to carol, using the counter as a cover.

"What in the Goddess is happening to my establishment!?" now with the old man looking at the damage.

The Hooded man taking a few step backwards to quickly sprinting away from the scene.

"Anyone okay?!" Eddie scanned around but someone is missing?

"Peter? Where's Peter?!"


Location: Tram, Time: 6:30

Running and bumping with into a few people, he got into a tram to remove his hat, bandana, shades & his sweathirt's hood, taking a breather after. Without knowing where to go, he looked to the window to see where he ended up in.

The Place was unique. It is filled with fish people, looking upwards to see bridges & jellyfish styled lanterns, even the chimneys are designed after corals.

"Phew, I gotta leave this city or I'll get caught."

"Then maybe you should take the train instead." Being surprised to a random voice to see a web red head looking at him from the window, upside down.

Upon instinct, the blonde shot a strong electricity at the window which was quickly dodge by retreating figures's web head. Then he shot electric above on his roof which blasted a smoking hole to only the red & blue blur smashes to front window, spotting a terrified tram operator.

SENSE

Reacting from his warning system, the Spider quickly grab the operator with him to jump away from the tram, to only escape a lightning attack that hit the controls.

Unbeknownst to anyone, the control malfunctions & the brakes got snapped. Resulting with the Tram barreling downwards from the slopped road. Quickly assessing the situation, Max jumped away.

Spider-man on the other hand left the operator at the sidewalk and chase the speeding Tram. Swinging through the narrow road

'This guy really likes breaking random property, huh. I gotta stop this or else it will hit- oh speak of the devil' spotting a young dagonian sea urchin carrying a huge stack of newspapers above his head making it impossible to see the oncoming threat.

Racing against the Tram, he launched line on the speeding metal to pull both hands with all his strength in order to be faster.

He shot a long line to his right, then swing towards the kid, the resulted a bunch of the paper flying with narrowly dodging The tram of hell that went into a huge splash. Now sinking under the water, slowing down in the process.

Checking the kid on his hands to see him shivering, so he started reassuring him.

"You ok kid?"

"Th-Thank you mistah." the Dagonian kid replied being absolutely terrified of the close call.

"What's your name kid?"

"L-Leroy."

"Well Leroy here's some advice; look both ways before crossing AND don't carry that much newspaper, I mean sheesh you gonna sell all of that?"

"I have to feed me and Grandpa, got no other way" looking down to his own shoes.

Seeing the sadness, he grabbed the baker boy hat on the ground then puts them on the kid's spiky head.

"Then good luck kid, gotta go now beat up some baddy who caused all that trouble." before he's about to form his signature hand pose, the kid ask him one last question.

"Are you one of them Comic book Superheroes that I read like Sentry, Cap, & Iron Man?"

"I'm your Friendly Neighborhood Spiderman." continuing, he leapt & swing through the narrow road.

"And don't forget the Hyphen between Spider & man!" the kid giggling with his silliness.


Location: Little Innsmouth, Time: 7:00

Running away from another crime scene. Again. He stopped on a bridge. Panting from the run he looked to see that the bridge he is on has a red painted wooden guardrail.

"Y'know you could've killed many people from what you just did." landing in front him is the Red & Blue wearing tights.

"Could you just leave me alone!"

"Can't do that, you're a danger to the public with the ruckus you've been causing"

"Then take this, you stalker!" with Spider-man ducking from the attack

Shooting another lightning, the spider jumps onto street lamp or bridge lamp? then swung right, dodging all of the attacks. Swinging around the target to give the bolt head a double kick, resulting with the guardrails breaking, with Max thrown to another bridge, with this one is in front of a restaurant named 'Dak'kull Dubu'.

Sitting on his signature style with his knees spread outwards & hands between the legs from a rope that carries Jellyfish lanterns.

"Ohh Electrohhh~! For a guy with electric powers, you're pretty slohw!" Rhymed the web-head.

"RAAHH!" From sheer rage, he discharge a massive Electromagnetic pulse (EMP) that knocked off Spider-man, and unintentionally killed all the lights in Little Innsmouth, but only the lanterns was unaffected thats giving light to the place.

After being knocked off from the utter force, Spidey gracefully landed in front of a glowing & furious Electro.

"Come on, Static. Let's dance!"

Shooting more lightning, Spider-man quickly bob & weaving, then shot back with his own web line in order to reel him in. But he was surprised that the blonde dodge and grab his line in which he gave a strong shocked that damaged his right parasite & burned Peter's right hand, which with him resulted screaming in pain.

Afterwards Electro yanked the spider & gave a strong electrically charged punch to his chest that send him flying to the Restaurant and crashing against the doors over to the counter.

"Owowow. A-all Thi- dIs pa-Ain just proOves I'm still aLive." jolting every word from the charged attack.

Observing his situation, he must've flew right through the window between the dining room & the kitchen where the food is placed for the waiters to grab. This confirms that he's in the restaurant, unsurprisingly dark from the recent EMP.

Lying down, he tilted his head to the right to see a Dark-skinned boy the same age groups as he is, hiding from the glowing danger. He wears a white apron with white clothes underneath & a paper forage kitchen hat.

"Hey, you need to get outta here, it's too dangerous!" he warned the boy.

"But you're hurt real bad."

"This isn't something you can fight, you don't have powers like me or Static shock over there"

"Anything else I can support you at least?" questioned the Dark skin boy.

"Maybe some rubber gloves but I know kitchen glove are not built to withstand that much shock since they have holes that can electricity travel to."

"How about you can borrow one of my brother's electrician gloves"

"That. That could actually work, and what's your name pal." moving away to grab a nearby box to open it to which revealed a pair of orange gloves.

"Name's Miles Morales" Miles giving the pair

Spider-man only took the right hand.

"I have to use one, I still need my webs." he explained.

Springing over to window and grabbed a nearby chair to throw towards his enemy, that causes the villain to get a chairful of wooden splinters.

Shooting a singular web directly to the eyes made Electron temporarily blind, with him struggling to remove.

"Get it off! Getitoff!" Upon ripping off he could only see total darkness with lanterns illuminating a small amount of light and himself being another light source.

"Sh-Show yourself?! You can't attack me full of energy without getting zap!"

POW

Receiving a wallop to his face, he was knocked out to the water under the bridge and gave the big body of water a big light display of lightning arches from the water, bouncing up & down until quickly dying out.

Diving underwater to rescue the blonde, he grabbed and swim back in ascension.

With the chance, he took a closer look on the man to reveal he was no man but his age. Yet the more noticing thing is that he has an X scar of both cheeks. Putting two of his finger on the wrist to check his pulse.

'Ok still alive Pete, now I have to do CPR.'

'but I have to sacrifice my first kiss! Damn, for the greater good I guess.'

"I'll take it from here Ara-kid" Reeling from the nickname he received.

"It's Spider-man for the last time, Violet! And could you please be quick, he's about to die." Now revealing the purple veteran skimpy horny Vigilante.

"You can leave now it's getting late, I don't want you sleeping through school. They are very important in life."

"Yeah yeah, but I take the credit" Thwiping away to the night while with Deep Violet staring at him, then looked down to only smile on the unconscious villain.

Unbeknownst to both Vigilantes, they were being watched by a girl in a bee getup and a Ninja Nurse.

"Yes, me and Hive had observed the fight. We have confirmation that the 'Spider-man' had won the fight." The Nurse talking to a radio.

"And I say he is a good fighter, a creative & resourceful one as well. Won't you agree, Small Bee."

"It wazzz amazzzing with hizzz acrobatic skillzzz, maybe on par with the Dragonese acrobat."

'It seems he has caught an admirer.' Thought to herself while watching the process of Deep Violet 'rescuing' the defeated villain with a mouth-to-mouth resuscitation.

End of Chapter

Greaser(1)= a rough young man, especially one who greases his hair back and is a member of a motorcycle gang. (He's not part of gang or anything, it's just his character style that I portrayed)

Sweatshirt(2)= Created for military men when exercising, the ancestor of the hoodie we all know and wear.

(BIOGRAPHY)

Arachne

Description of the parasite is two small ovals with 4 spider legs each, this gives it a spider appearance. It attaches to a host by dividing in half with both parts will latch and attach into both wrists of the host. But somehow, unintentionally makes the host's blood into Skullgirl blood.

Because of its origin is one developed by OsCorp, hoping to create a parasite to defeat the Skullgirl without the pale imitations of Synthetic Parasites.

Its intelligence is that of an animal since it is still freshly created/born.

The power it gives back is Spider strength, Nigh flexibility, and the mysterious spider-sense; is basically the Skullgirl blood somehow reacting in his body when he is in danger which gives him goosebumps & the famous tingling sensation of his head, his blood mutated into Skullgirl blood when the parasite latched onto him.

It refills its web fluid by eating starchy food by directly feeding on the wrist, which will peel the skin to reveal the parasite & consume directly. Peter managed to invent a "Web-solution" that can feed the parasite in small amounts of the solution, and create large amounts of the web to shoot with.

Note:

I'm sorry about the new updates on the last chapter. I hope you enjoyed this one, I felt that the grammar action scenes are a bit redundant, so if you know writing tips on how to make better action scenes, message me. Thanks!
And also for those who don't know, Skullgirls is set somewhere similar era during Postwar America. So expect some vintage, yet advanced retro-futuristic technology and clothing from Diesel/Decopunk era that is transitioning to the Atompunk era.