Disclaimer: I don't own any of the comic book or movies characters.

Note: This is my first attempt at a fan fic so try to keep the hate mail to a minimum…. Sorry people, but there will be another leading lady, not M.J. Fair warning…I've conjured up the character to help get into the groove of the Spider Man universe since I am relatively a newbie. This story is going to be mainly about my character and I know that sounds selfish and should basically shut down the reason of having it under Spider-Man, but I figured I should since it deals with him. This is almost like practice to see if I can get into writing about the Spider-Man characters. If anything, I know this won't go exactly how most people probably want it to, but at this point I don't care because…its all fiction. So sit back and enjoy. Please review this and tell me what you think. Input would be a good thing at this point!



A relatively regular looking brunette was walking through Washington Square Park. She was taking her normal path home…walking along the snow filled stony path to a bridge that crossed a man made pond. The cold air hit her face with such a start that she squinted her dark brown eyes to protect them from the weather. The wind soon picked up and picked up one of the many papers she was holding, carrying it right out of her hands. Groaning, she held onto her cloth hat and ran after her paper. That was the third time that day that the wind caught one of her papers. She should have just put them in her book bag, but she was adamant on reading them on her way home. She knew the path well enough to walk straight through it in the dark.

She chased the white sheet onto the same wooden bridge that was part of her trek home. Her face grimaced at the thought of losing it. 'Please don't go over…please don't go over…' The paper flew straight to someone's white K-Swiss. The owner stepped on the paper to stop it from flying all over her feet. Saying a quick prayer of gratitude, she jogged over to the girl. Fixing her hat, she said slightly out of breath, "Thanks f-for stopping my p-paper. That's the third time today it's gotten away from me."

Kim Baker eyed the girl with little interest. Her foot still firmly planted on the paper, she pushed a strand of her blond hair behind her cartilage pierced ear. "Like… I… care."

The girl furrowed her dark eyes inward. "Oh, well…thanks just the same." Bending downward, she sat there for a moment expecting the girl to lift her foot. She looked back up at her with an expectant look on her face. "Would you please lift your foot off of my paper?"

Kim nudged one of her friends and pointed innocently to the sheet. "This paper?"

"Yes…may I have it please?"

"Sure." Kim stooped down, lifted her foot, and picked the paper up. Waiting for the brown haired girl to stand up again, she put it out in front of her. When the girl went to grab it, Kim snatched it back, folded it up, and tossed it behind the owner, in which the wind caught it again. With quick reflexes, the girl scrambled for the paper and caught it before it could fly off of the bridge. She could hear the girl and her friends laughing, but paid it no mind. Blowing her hair out of her face, she turned around and walked toward her former spot.

Kim and her posse were still blocking her off. She was at the end of the bridge and was not about to turn around because of a snob. "Excuse me…" silence, "excuse me!"

Kim turned around lazily again. "WHAT… do you want?"

Placing a hand over her hat so the wind wouldn't catch it, she said, "I'm trying to get by."

Kim cocked her hip to the side and took a stance. "So?"

Smiling falsely, the girl said, "Well…in order for that to happen, you might want to do the thing called…moving?"

Kim folded her arms over her chest. "Make me."

The girl moved one-way…Kim blocked her. She moved one direction again, and Kim blocked her once more. Sighing hard, she blew some loose strands of her hair out of her face. "What do you want?"

"For you to know your place."

"Last time I checked, human beings past the whole feudal era."

"Whatever dweeb." The girl eyed Kim carefully, swallowed her anger, and pushed her way through Kim and her friends. The cold air wiped around her form violently as she walked home by herself.

She soon reached her somewhat costly apartment, compliments of her parents. Peace and quiet…the thing she craved the most. Sighing hard, she shrugged her jacket off and placed on her midnight blue sofa. Her answering machine caught her eye as the red light flashed on it. Rolling her eyes at it, she continued on her previous trail. Her feet their way up the cottony carpet stairs to her bedroom. Glancing around her room, a small sigh of pleasure escaped the pinkish lips. Pleasure because that room seemed to have been one of the few things not touched by the outside world. She stepped out of her shoes and padded across the shiny wooden floor in her socks. She closed her door and turned on her Christmas lights. Her feet soon made their way to her full length mirror. She took out her bobby pins and let her semi curly hair fall to her shoulders. The dark eyes made their way from her flushed cheeks, to her worn dark-brown eyes. What she saw disgusted her. She bared the markings of someone who was constantly being stepped on...as figurative as it sounded to herself, she nearly chuckled when her mind conjured a foot print on her forehead. This was her...someone with very little self-esteem, and someone who was tired of situations...something most people would call life.

Tugging at her hair ruefully, tired shoulders shrugged at its owner's form. With the soft light illuminating the room, she found her blue futon and sat on it while gripping a pillow while her toes swirled around her blue rug. She looked toward the New York skyline that was now full of an array of orange, pink, and light and dark blues. She just shook her head at herself and reveled in the thought that she was surprised at the confrontation she had today. Maybe she just had this uncanny ability to bump into rude, bullyish people…the bitterness lingered on. All she could do was sit alone in her apartment with her mind wondering. Getting up, she turned on her sound system and walked toward her canopy bed. Her body made a quiet swoosh as it landed on silky sheets. The sullen eyes closed slowly as the mellow sounds of the Sneaker Pimps echoed in her ears.

Take me down, 6 underground

The ground beneath your feet

Laid out low, nothing to go

Nowhere or way to meet

I've got a head full of drought, down here

So far off losing out, round here

Over Ground, watch this space

I'm open to falling from grace

This was Kristina Devun. She was always one to be a loner. Friends…she had no real true ones…at least she didn't think she did. She often tried the whole friendship thing only to have it blow up her face. She took a deep breath to calm herself down.

Calm me down, bring it round

To way high off your street

I can't see, like nothing else

In me, you're better than I wanna be

Don't think cause I understand, I care

Don't think cause I'm talking, we're friends

She grinned bitterly at those last two lyrics. Truer words seemed to have never been spoken in her case. There were some nice people around her, even some people that liked her company, but sometimes even they seemed shady to her. It was probably because of the past that she began judging the people in front of her, which she knew she shouldn't do but was something she couldn't stop doing. There was only one object of her affection, and his eyes were caught with the gaze of another.

Over Ground, watch this space

I'm open to falling from grace

Talk me down, safe and sound

Too strung up to sleep

Wear me out, scream and shout

Swear my time's never cheap

I fake my life like I've lived, too much

I take whatever you're giving, not enough

Over Ground, watch this space

I'm open…

She could never feel like she quite belonged yet she didn't long for the attention that followed it. She was born Creole and raised in Louisiana. When her family moved to New York when she was 15, nobody was there for her to blend in with... She was an ethnicity rare in New York and she found herself looked down on because of it. College was her focal point during high school, the one true hope that things would get better, that all she was was someone stuck in the mediocre and juvenile world of high school, but alas, she was wrong. It was a drag. Instead of being different, it was the same, just on a different level. Just once, she wanted things to favor her instead of going against her like so many things had in the past.

I fake my life like I've lived, too much

I take whatever you're giving, not enough

Over Ground, watch this space

I'm open…to falling from grace...

Drifting to sleep, her last thought was that she wanted more out of life, she wanted to live…not just exist. She got her wish…when along came a spider…