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Disclaimer: Though I would like to own Spider-Man and Spider-Man related things I don't, so you catch my jingle.



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Chapter 2:





Opening his eyes slowly, revealing it's icy blue tint, Peter woke up feeling refreshed somehow.

He grabbed his glasses and put them on.but strangely he couldn't see with the. Everything was a big blur as he looked in the mirror. He shrugged it off and looked once more at the mirror eyes wide with the miraculous physical change that had occurred to his body, he was still slim, but much more built and tanned. He was looking sharp than ever before. He ran downstairs with a huge smile on his face and got his backpack ready to go,

" Oh, Peter your feeling well?" May asked him smiling sweetly as Ben did the same.

" Big time!!" He felt more confident and waved to his beloved Aunt and Uncle. They both looked at each other with an expression of wonder,

" Teenagers, something we all went through yet still don't understand."

May chuckled as she sat down drinking her tea.

As Peter walked the steps of his front door, he could hear Mary's father yelling at her. Saying things that would scar emotionally, she didn't deserve it. Peter frowned and walked behind her not wanting to get in her business, soon then a car passed by and stopped in front of her. No doubt it was her little girl friends ALWAYS ruining a good moment to really talk to her. Peter sighed and smiled sheepishly as he walked to school.

(At the Osborn's Estate)

Norman was on the carpeted floor what seemed like to be sleeping as his son Harry walked in. He quickly ran to his father's side and called his name.

" DAD! Hey dad wakes up, what happened? Why are you on the floor?"

He said sitting his father up onto the wine colored sofa. Norman looked to him with eyes frightened,

" I.I don't k-know Harry.I.I.I what happened."

He said trying to remember the events of last night, but couldn't come up with anything but a blank mind.

Two of Norman's executives walked in with urgent news.

" Sir, we have terrible news, your partner has been murdered.and the glider and stealth stolen."

The female said clutching a 'Daily News Bugle' newspaper in her hand as the other spoke.

" The whole Lab is a mess, thank God your ok Sir, we were worried."

Norman couldn't believe his ears.nor did he want to. He sat there in shock still trying to remember what happened. Harry was in as much shock of hearing this and forgot all about school.

" Oh no. I'm going to be late.dad, be careful ok."

He ran out the door and headed to school.

~*~



Peter stretched as he balanced his eraser on his nose. He felt great, something he hasn't felt in a long while.

He mastered a millionaire smile as he again aced his Science test,

" Well done Peter, looks like you're the only one again who aced a science test. Good job."

Everyone envied him; he always got amazing grades. Though he earns it; always-on time; paying attention, studying. Why wouldn't he be passing? One of Flashes friends came up his aisle and of course had to say something,

" Hey teachers pet, why don't you just suck on it some more, maybe you can get the whole class to pass the course."

Cracking the tease, everyone began to giggle. Peter just laughed and shrugged it off, he knew he wouldn't waste his time on someone so jealous.

After first and second period was over, Peter walked to his locker. Putting away his things, he got his lunch money and looked to the locker beside his, Harry's.

" Hmm wonder if came today." Shaking his head he smiled as he seen Mary Jane walk by with a pearly smile. And right behind her. Flash. It was always Peter's luck, MJ was never alone.or at least when she was, someone would always pop in.

"Hey Parker." He said getting in Peter's face.

{Oh boy not again} Pete thought as Flash pushed him to his locker.

" My man Jessie here tells me you've been eyeing my girl MJ, this true fly boy?"

His pushing became harder and Peter could feel it. All he could do was look in Flashes face.

People started forming a circle around the two, one of them being Mary J,

" Flash leave him alone, and besides you don't own me and he didn't do anything wrong." She said placing her hands on her hips demanding her jerky boyfriend to stop.

" MJ shut up and keep out of this. You're nothing, your not wanted."

His words cutting her heart making her feel less of a person. It was bad enough that she got it everyday from her father, giving her trash talk, but her boyfriend. A tear began forming in her eye, and Peter could see that.

" Flash, your such a jerk, how can you say that to Mary Jane, your girlfriend. Your pathetic."

He knew this would spark up a flame in Flash, and of course it was all he needed.

" Your mine Parker!"

The crowd started their rants as Flash held his fists up ready to punch the living day lights out of Peter.

Flash threw a quick punch to Peter; amazingly he dodged it fairly quickly giving only a small awe to everyone.

He kept punching trying to connect with Peters face, but it was hopeless.

Peter was too agile for him.how? Peter could sense something coming fro behind him and he quickly did a flying back flip really awing everyone.

Flash was fed up and charged Peter with a series of punches, all failed. Peter then grabbed Flash, flipped him to the left and punched him in the stomach making him go flying back into locker.

Everyone had his or her share of wows, and how did he do that! It's amazing! Mary Jane looked to Peter shocked and thankful. Only her eyes could show emotion as her jaw dropped in amazement. Peter wiped the smile off his face and ran. He couldn't believe what he just done. He out of all people. a nerd beat up Flash!

He looked at his spider bite and realized that the swelling went down.

He then noticed something different. His pulse had a white patch on it. He examined it at first, and then touched it. Nothing seemed to have happened. He then looked to his hands and fingers. Something was very different. Little hairs began growing on his fingertips making him raise a brow. Could it be?

He then ran into an alleyway looking at the brick wall, then to his hands. His conscience told him he was crazy but his heart told him yes. He summed up all his courage and placed one hand on the wall. Gradually he placed the other and continued. Half way up he looked up and began laughing. He couldn't believe it; the super enhanced spider that had bitten him enchanted him with great powers. He crawled back down and head back to school, seeing how lunch was over.

Mary Jane was at her locker, sitting down with her head to her knees. Peter looked at her, and again noticed no one around. He gently walked up to her and kneeled down on one leg,

" ... Hey.are you ok?" He said in the sweetest and loving tone. She brought her head up revealing glossy green eyes. She nodded and fanned her face.

" Just thinking is all.your really unique." She said as she slowly got to her feet. Peter raised a brow and smiled a bit.

" Unique? How so?" he said curiously. She smiled at him and slightly nodded her head,

" I'm sorry for everything they've done to you. I guess when it comes to the male testosterone they like to get cocky.he got what he deserved."

Peter smiled,

" You still didn't answer my question Mary Jane."

She looked to him and smiled,

" Your just unique Pete, and I'm glad you did what you did."

He words made Peter smile all over, she was glad.and she was actually talking to him. The bell rang jolting the two back to reality.

" Well.I better go, don't wanna get late to class. See you 'round Pete."

" Yea, hope to see you to.bye."

And just like that the two were separated. Peter felt he could do anything now; he couldn't stop smiling.

~*~

School went by quickly. Just a couple more days and they would be graduating.

Peter was excited, he knew exactly what he would do as soon as he got out of school. Photography was one of his many skills, and he loved doing it. Getting a job at the Daily Bugle would be a tough nut to crack seeing on how J.J. Jameson was a prick. Though thinking positively was always a good thing.

Peter felt that nothing could bring him down today.but all that was shattered when he arrived to his house. Police were everywhere. He ran to the front yard looking down at his beloved uncle.

" Uncle Ben.?"

He chocked on tears as he gripped his hand. His eyes opened slowly, teary as he opened his mouth.

" Pe-ter."

" I'm here Uncle Ben.I'm here."

He began feeling hot tears stream down his face. Just before his uncle could get out a word from his mouth.it was too late.he was gone.

" Uncle Ben.UNCLE BEN!!!"

Peter began sobbing as his uncle's hand fell to his side, lifeless. One of the police officers placed a hand on his shoulder,

" I'm sorry son.it was too late when we got here, but we got the robber who did it, and he will pay through justice.

Peter got up solemnly, taking one last glimpse at Ben. He didn't see his Aunt and wondered.no. She was alive, but heartbroken and weary. She was on the floor whimpering, as she shook. Peter walked over to her and wrapped his arms around her as she buried her face on his shoulder and cried away. Peter felt anger well up inside him.

He wouldn't allow the same thing to happen to anyone else. He has powers now.powers that will stop anyone fro doing harm to others.

" I swear Uncle Ben. I will do everything in my power to protect the people of this city."