AN: Hopefully, this will be the last chapter. Now I'd like to address the reviews.

Devin Devin - The reason I did a lot of telling, instead of showing in the chapters, was because I thought that if I did; the chapters would get too long. This is supposed to be a relatively short story; within the confines of the movie "Ultimate Avengers." Sure, I added some aspects from the comics. But if I included every scene, and every single conversation that was tied into every single event; then I would have to make chapters, upon chapters. I figured that if I just told everyone what happened, instead of writing those scenes out; that I could save some time that way. I still gave you all the information that you needed. You just had to let your imagination do the work for you. It's lazy writing, I know. But I was anxious to get those chapters done. So don't hate me for wanting to streamline things.

Now, with all of that out of the way.

Let's jump into it!


The Avengers were all on a black jet; heading towards the S.H.I.E.L.D. facility that had been invaded. Turns out, that the new Web-Shooters that Peter was given; could do so much more than just shoot the standard webs. They had their own instruction booklet. Thankfully, Peter had time to go through it all, before they arrived. When the jet landed, Peter took one last look at his new uniform; and then took a much needed deep breath. He began to put on his suit; while the others exited the jet. The Avengers that were present, were all wearing their uniforms. Peter was the last one to step off the jet; while wearing his new outfit.

His suit was mostly blue; with the other half of it being red. It had red gloves and boots; a strip of red running down the center of the torso, and the outside of the arms. There was a strip of red fabric that wrapped around his waist, in a sort of belt like style. The look was complete with a red mask, reflective lenses to see out of. The red parts of the suit were covered with a black web pattern. The two things that were perhaps the most noticeable about the suit, was the small black spider symbol on the chest; and the big red spider symbol on the back.

Peter's suit was probably the most flashy out of all of theirs; which made him feel a little bit awkward. Truth be told, he wasn't the only one who felt that way. It's like the color and design of his suit, was just begging for some criticism; from at least one of them.

"Nice outfit. I didn't know we'd be going to the circus later." Hank joked.

Peter took a good look at Hank, before he responded. "You've hardly got any room to talk." Peter retorted.

Hank was a little annoyed by his remark; but before anything else could be said, Iron Man landed in front of the group. Peter was happy to see Iron Man. Because he didn't arrive with the rest of the group; Peter wasn't sure if they'd be working with him, or not. "Glad you could join us!" Peter said in a welcoming voice.

"Don't put me on the payroll just yet. Let's see how this goes."

"Fair enough. But only if we get to talk after this is all over. I am so nerding out over that armor right now!" Peter was only slightly joking.

The intruder then began to hack into the S.H.I.E.L.D. database. He was downloading information on their weapons, defenses, and blueprints. The people at S.H.I.E.L.D. tried to stop him; but nothing they did could lock him out of their system. After the intruder was done, he placed bombs all over the facility. Outside, Peter was devising a battle plan for everyone to follow.

"Listen up. Our orders are to secure the center hub of the plant; which is one level below ground. To get there, we have to first make it past the automated weaponry."

"I can get through without setting them off." Wasp said while she was shrunk down; and then took a communicator from Peter, and flew off.

"Wasp, not yet. WASP!" Peter shouted.

"Don't worry; I know what I'm doing." She responded as she continued to fly off.

"Take it easy, junior. Now you're gonna see what today's heroes can do." Hank arrogantly declared.

Hank Pym might have been a genius; but Peter didn't like how smug he was being. "Iron Man, scan through the roof. If you find the alien, give us a shout. Widow, take the loading dock. I'll take the east entrance. Giant-Man, you'll remain here. If he escapes, you stop him." Peter ordered.

"Oh, great plan, coach. Bench your most powerful player." Hank said with sarcasm, while getting in Spider-Man's face.

"Those are your orders, Pym. Let's go!" Spidey said as everyone but Giant-Man advanced. Hank hated the fact that a brat was allowed to boss him around. Wasp blasted her way through a wall, and entered the complex. She reported that the central corridor was clear; but she had no idea how wrong she was. Black Widow made it to the loading bay. She met some resistance; but it was nothing she couldn't handle. Then Iron Man scanned through the roof; and found the intruder. He also discovered what could be described as infrared triggers, all around Wasp. This made Hank fear for his wife's safety.

Spider-Man broke down a door, and made his way inside. He was then immediately shot at by celling mounted guns. He dodged the bullets; and then used his webbing to yank the guns from the celling. "Okay, everyone advance! Wasp, that corridor is too hot. Maintain position, until you can be extracted!" Peter spoke through his comm link.

"Don't worry. At this size, nothing can-" She didn't get to finish that sentence; as a bomb went off, and knocked her out. Pym grew so worried for his wife, that he charged into the facility. However, he was blown away by the fire of an auto turret.

"Wasp, are you alright?" Spider-Man asked.

"I'll find her." Iron Man said.

"No, Iron Man! Stay in position!" Spider-Man commanded.

"Sorry, Spidey; rescuing ladies is what I do." Iron Man said after he crashed through the roof, and fought his way past the defences. Their was one blast door between him and Wasp; so he blew it apart with his missiles. He turned a corner, and spotted her. It might have been hard for anyone else to find her; given how small she currently was. But thanks to the zoom in his helmet; it was no problem for him. He was going to help her; but then a gun popped out of the wall, and shot him. He then tumbled into an exploding bomb, and then another; until he fell to the ground, and his suit was shut down.

Outside, Hank recovered from his ordeal with the turret; and then grew to his giant size. The turret fired again; but this time, he managed to avoid it, and destroy the turret. "JAN, JANET!" Hank shouted as he slammed his fists against the roof.

The whole building was shaking from Hank's assault. "Pym, back off! You're gonna bring the whole place down." Peter said while avoiding some of the falling debris. Spider-Man turned the corner; and saw more celling guns up ahead. He then decided to test out the functions of his new Web-Shooters. Apparently, the people at S.H.I.E.L.D. had completely redesigned his web fluid formula. The original formula was pliable; meaning that you could add just about anything to it. The new shooters were also voice activated. "WEB-SHOOTERS: ACID!" He shouted. The Web-Shooters then automatically switched cylinders.

Spider-Man charged forward, while avoiding gunfire; and then sprayed the turrets with his acid. The turrets that were sprayed, then fell apart. New turrets popped out of the ground. But thankfully, Black Widow came to his aid. She used her guns to blow apart the turrets. "These amateurs. They're going to get us killed!" She said before moving on.

"Thanks. I...um, I'm not used to being rescued." Spider-Man said before he switched his Web-Shooters back to their standard settings. Widow smiled before she attached a grenade to one of her guns; and used it to blow up a door that was in their way. When they got inside; Spidey saw that the satellites had been rigged to blow. "MOVE, MOVE, MOVE!" Spider-Man commanded, as they started to run for their lives. When he was safely outside, the intruder used a remote detonator to blow the place. The blast was strong enough to knock Hank off his feet. Peter and Widow, eventually found Janet; who was trying to help an injured Iron Man.

"HELP! He's not getting any air. And I can't get his helmet off." Janet said in a panic.

Peter immediately got to work, trying to help Iron Man. He used his strength to remove Iron Man's face plate. Peter succeeded in giving him oxygen; but everyone else was shocked to see who was underneath the mask. When they all made it outside; it was revealed that the true identity of Iron Man, was none other than Tony Stark. Janet went to go help her husband. When Hank got to his feet, and saw who Iron Man really was; he felt that he owed him somewhat of an apology. "Uh, listen. About that arrogant jerk comment, earlier-" Before anyone could give Hank a response; a black jet appeared, and dropped off General Fury.

"Stark! I should have known." Fury said. It figures; only Tony Stark could have come up with something as impressive as Iron Man.

Peter took off his mask; and tried to debrief Fury. "Sir, I'm afraid-"

"Save it, Captain. I know what happened. You let that alien blow up the satellites; and steal everything there is to know about S.H.I.E.L.D. . Do you realize how vulnerable that makes us?"

"Nick, this wasn't his fault." Janet said while trying to steady her husband.

"No, you're all to blame. You disobeyed orders; you deviated from the plan. And if Hank hadn't left his post; that intruder would have been ours."

"I WAS TRYING TO SAVE MY WIFE!" Hank defended.

"That was not your mission. I got no use for Hot shot amateurs. You're fired, Pym."

"Oh yeah! Well, good luck winning this without us, Fury. Come on, Jan." Janet stayed to apologize to everyone. "JANET!" Hank repeated. After her husband shouted for her; she left with him.

"This is exactly why I worked alone." Iron Man said as he put on his helmet, and flew away.

"You two, report back to base!" Fury was addressing Black Widow, and Spider-Man. But instead of doing as he was instructed by his commanding officer; Peter just walked right past Fury, and kept walking. "Captain, where are you going? Captain?" Fury received no answer from him.

"Let him go. I will talk to him." Widow told Fury, before she went after Peter. After that disastrous mission; Fury was on a jet, in route back to base. He told the pilots to put the base on alert; before he made a call to the SSP lab. Dr. Banner picked up the phone; and was asked by Fury, what the progress on the serum was.

Banner told him that they were finally ready. Fury then told him to prepare for all twelve candidates. Bruce protested, but eventually gave in. When Bruce hung up the phone; his hand wouldn't stop shaking. He reached in a cabinet, and pulled out a syringe. He was running out of time. He was going to have to put his plan in motion, tonight.


Later, Peter could be seen walking through New York, without his mask on. He felt like such a failure; that he didn't even care if anyone saw his face. Eventually, Black Widow caught up with him. "Where are you running to? You have nowhere to go, Captain."

"Don't call me that! Right now, I don't feel like a leader, or a hero."

"Peter, wait. Please!" Widow said as they both came to a stop near a railing. They were able to see the Statue of Liberty from where they were standing. "Your performance today; it is to be admired. Regardless of-"

"I failed." Peter stated.

"No, the team failed you." She clarified.

"I was in command."

"You are not responsible." She told him.

"Trust me. Whenever something goes wrong, I'm always responsible. My uncle died; he was there, because of me. Then I joined the war; because I thought that I could make a difference. But all that brought me was blood, death, and misery. In the end, it cost me everything. And now today. I told the General that I wasn't ready to lead again. Someone could have been killed."

"And what if they were? We all make that sacrifice going in. It is not your burden. Peter, you are someone who has given everything to a cause that he believed was just. And whether I get hurt, or whether I die; you are the one I'm willing to follow."

"Do yourself a favor. Don't. Because I'm done!" Peter said before he walked away. Right now, he felt like he was at his lowest point. He just needed to go somewhere. He needed to talk to a friend. Going over to Harry and MJ's, now; would just be awkward. This made him think of one other person. Someone that he has met recently. So he decided to head on over to their house.

The rest of the Avengers, were all dealing with the aftermath of the failed mission. Hank and his wife were currently back at their lab, arguing about it. "I just think that once General Fury cools off; we should go talk to him." Janet said.

"Forget it, Jan. Have you no dignity." Hank answered.

"It was our fault, Hank, ours. If we just listened to Peter-"

"Why are you sticking up for that guy, huh? It was a mistake to put him in charge. We were taking orders from a kid. We let a child lead us."

"That "child" saved a lot of lives during the war."

"Oh, so he automatically knows everything?" Hank retorted.

"It's always everyone else's fault, and never yours. Right, Hank?" Janet mocked with sarcasm.

"Yeah, right." He responded, before he walked off.

In another part of town, Tony Stark was in Stark Tower; sitting in a chair with a glass of alcohol, while still wearing his Iron Man armor. He had his helmet off; as he just looked out the window, at the city below. He couldn't help but think about what leaving the team would've cost him. He was presented a chance to make a real difference as Iron Man; and he was letting it slip right through his fingers. He contemplated going back to his team; and rejoining the fight.

Back at the Triskelion, Fury walked into the SSP lab; and was hoping to find Banner, with no such luck. When Betty walked in, he asked her where Bruce was; and why he wasn't getting the serum ready. But Betty informed him that Bruce didn't tell her that the serum was ready. Upon further research, Betty discovered that Bruce was only doing tests on his own blood. Fury wondered why he was doing this; and asked her where the other trials were. They spotted a cabinet with a lock on it; and assumed that's where the other trials were. Fury took out his gun; and shot the lock off. Only to find more vials of Bruce's blood.

Betty went through the files; and informed him that there were no other trials. All this time; Bruce was only ever working on himself. Then Bruce came back into the lab; and saw the opened cabinet. He knew what this meant. He tried to explain himself; but before he could, Fury pinned him against the cabinet. He yelled at Bruce; and told him that he needed those soldiers that they were going to give the serum to. Bruce said he didn't, if he had The Hulk. He told Fury that he could control The Hulk with the serum. Then the General got a call on his comm link.

The soldiers on the other end; gave the General the information he needed. Then the General told them to move to DEFCON five. When the call ended; he told everyone in the room that the three Chitauri ships would be there in less than five minutes. Fury then turned to Bruce; and said that if they survived that attack, he would hang Bruce for what he's done. When Fury was gone; Bruce made a mad dash for the Rebirth Chamber. He input a vial of serum, and climbed inside. Betty tried to stop him; but it was too late. All she could do was watch helplessly, as the chamber was flooded with gas; and Bruce was transformed into The Hulk.

When the transformation was complete; The Hulk burst through the chamber, and approached Betty. She was frightened; which made her take a few steps back. When The Hulk was close enough to her; he grabbed a hold of her. But nothing could have surprised Betty more than what came next. The Hulk was speaking in complete sentences. Meaning, that Bruce was right. He had managed to get control of The Hulk, at long last. Betty was thrilled at this news. She had never been so happy to be wrong. Then The Hulk placed Betty gently on the ground.


Peter had made it to the Stacy residence; before knocking on the door, and waiting for a response. Gwen came to answer the door; and was surprised to see Peter, wearing a new costume. She wasn't expecting to see him again, so soon; much less, in a different costume. Peter told her that he really needed to talk to someone; and asked if he could come inside. Gwen then gave him permission to come in. When Peter was inside; he was met by not only Gwen, but also, her father.

Gwen took notice of Peter's new suit. It was far less serious than his original one. In a way, the red and blue suit actually made him look less like a thug; which was a step up, in her book. She found herself just having to comment on it. "Nice suit! It definitely has more color than your last one. It makes you look more..."friendly." Gwen tried to find the right word to use. But with those bright colors; that was the only positive term that she could come up with.

"Thanks. That's what I was originally going for. But I was a little worried when they finally gave me my new uniform. I thought that the bright red and blue, and the overall design of the suit; might be a little flashy." Peter claimed.

"No, it's perfect. A modern look, for a modern Spider-Man." Gwen did her best to say that without chuckling; but towards the end, she failed. Then she saw Peter hang his head in depression. She didn't think that the playful little jab she made about his outfit was that bad. In all honesty, the suit was actually pretty cool. So that couldn't have been what was bothering him. "Peter, what's wrong?" She asked.

"It's just...I went on a mission today; and it was bad. I let everyone down; and people got hurt. I probably shouldn't be telling either of you this; because it's most likely top secret. But I don't care. I just...I really need someone to talk to. Please?"

Gwen could sense the urgency in his request. She understood that he had to unburden himself of whatever was bothering him. "Alright. You can tell us anything you want; and it will just stay between us. So why don't you sit down, and tell us everything?" She said as she sat down on the couch; and gestured for Peter to join her. Peter sat next Gwen; with her dad sitting in a recliner chair, right beside the couch.

Then Peter told them everything he's been through since they last saw him. He told them about his run in with Electro; and how he almost killed him. He told them everything he learned about the Chitauri. He told them everything he could remember from Nick Fury's briefing. Finally, he told them all about the mission he was on.

"Wow, just...wow! So, you've been dealing with these aliens since world war II? And now they're back? Well, I guess you're just going to have to stop them then." Gwen told him.

"Well, I tried that; and the people on my team got hurt. Someone could have died."

"But they didn't. Maybe in large part, because of you." She said.

"But they could have. Plus, we're not at war anymore; but I still almost killed a man. He was dangerous; and he could have hurt a lot of people. But he wasn't a soldier; and I had no right to take his life from him. I can't do this anymore." Peter got up from the couch; and was holding his mask in his hands. He stared down at his mask, before he started to speak again. "You know, after Uncle Ben died; I decided to join the Army. I wanted to make sure that what happened to me, didn't happen to anyone else.

I tried not to kill my enemies on the battlefield, but I failed. I tried to protect the men that fought beside me; but I couldn't even do that. Being Spider-Man was supposed to make things better. But it didn't. It only made things worse." Peter clenched his mask tighter in his hands. "You were supposed to make things better!" He said before he threw his mask to the floor; and walked over to the window. Both Gwen and her dad got up from their sitting positions. Gwen picked up Peter's mask; before she and her dad walked over to him.

"So that's it? You're just going to quit? Things get hard; and you give up?" Gwen said in a disappointed tone.

"Gwen, I gave this my best; and I failed."

"So try again. Aliens are invading. Someone has to stop them. And that someone, is you." Gwen could see it in Peter's eyes; this wasn't making him feel any better. She was going to have to try a different tactic. "You know, I'm sure you've been told this by now. But what happened to your uncle; it wasn't your fault. You couldn't have known what was going to happen that day. You joined the Army to fight against the evil that took him from you. When you were at war; you only killed because you had no choice. The men that fought alongside you; their deaths were not your fault.

They fought for what they believed in. And they died, still believing in it. As for the man you almost killed; you were a soldier, and he was your enemy. He was hurting you, and others; and for a brief moment, you felt as if you were back in the war. But in the end, you didn't kill him. What almost happened, doesn't make you a monster. There are people who can help you. And lastly, you did everything you could to help your team on that mission; and because of that, no one died. Peter, the truth is, whatever's been holding you back; you need to get past it.

It's not just about you, or what you want. There are other people with friends and families. If these aliens win, it will mean the end of the world; it will mean the end of everything. But you have the ability to stop them. You have the power to save everyone. I know you can do this. I believe in you." Gwen said as she rested her hand on one of Peter's shoulders. A lot of the memories that she brought up, were really painful for him. The mere thought of them, almost made him want to cry.

"Before Uncle Ben died; he taught me a lesson. It's one that I've carried with me for what now seems like a very long time. He taught me that "If there is too much power, then it is the responsibility of the people to take it away."

"Huh, that's the opposite of my motto. I've always believed that "With great power, comes great responsibility." Captain Stacy said.

"What?" Peter asked as he turned his attention towards Gwen's dad.

"Well, think about it. If everyone always just did whatever they wanted, without any consideration for others; then the world would be a far worse place to live in. If you have the power to do good; if you have the power to help people, or make their lives better. Then you should do it for no other reason than, because it's right.

Many don't feel the same way. There are plenty of people that have power; but not all of them choose to use it responsibly. When I became a cop, I took an oath to serve and protect. When I became a father, I promised to protect and love my daughter. Those are the codes that I now live by. And it's because of this, that I believe that "With great power, comes great responsibility."

All this time; did Peter have it wrong? Was it really that simple? That lesson that Captain Stacy gave him; it sounded like something you would tell a child, in order to get them to behave. But it was more than that. It was a way of saying that if you have the power to do good, then you should; simply for the sake of doing good. That kind of power, could change the world.

Not long after that; the three of them heard a loud explosion, that echoed throughout the city. Captain Stacy turned on the news; and saw that aliens were attacking the Triskelion. They both looked to Peter; who was hesitant to get involved. He didn't want to mess things up again. "I'm not sure if I'm ready to be a leader. I don't know if I can be a hero." Peter lamented.

"I do. I've known from the moment I met you. You saved my life in that alley; you didn't have to, but you did. You were good enough to make sure I got home safely. And you shared things with me that most people wouldn't even want to talk about. You are good, you are decent; and you are brave. You are a hero. Your friends need your help; the world needs your help. Get going." Gwen said as she handed Peter his mask. Her words managed to renew his confidence. Peter began putting on his mask. His face was almost fully covered, before Gwen stopped him. "Wait!" She said before she leaned in, and kissed him on the lips.

"What was that?" Peter asked after they parted.

"I just...I had to do that; in case I didn't get to do it later. We can talk about it more, when you get back." She said while blushing.

"If I come back." Peter murmured while he pulled his mask down the rest of the way. He wanted to be optimistic; but in all honesty, there was no guarantee that he would survive this battle.

"Oh, you'll come back. I know you'll come back." Gwen said with all the confidence in the world. When Peter left for the Triskelion; Captain Stacy said that he was also going to head to the site of the battle. He may not be a member of S.H.I.E.L.D. , but he was still a cop. It was his job to help people. Gwen wanted to go with him, but he said no. He told her to stay home; before he headed out. But not long after he was gone; she decided to follow him anyway.


The Chitauri were decimating S.H.I.E.L.D. . They sent one of their Helicarriers to intercept the enemy ships; but not even that was enough to stop them. When the Helicarrier was destroyed, the aliens deployed ground forces; which were then making short work of the S.H.I.E.L.D. soldiers. None of their defensive measures were working. The only thing that seemed to make a difference, was when Fury and Widow used rifles with Vibranium tipped ammunition. It was the only weapon that could penetrate the alien's armor.

Parts of the base were falling apart during the attack. The roof of the lab where Betty and The Hulk were at, started to collapse. Hulk shielded her from the rubble; but they soon became surrounded by aliens. Hulk had managed to get her away from them, before telling her that he would deal with the Chitauri; and for her to get to safety. He then tackled the aliens, as she ran for her life. Betty came across more Chitauri; but thankfully, Fury and Widow came to her rescue. After they killed the enemy in front of them; Betty thought that she should apprise them of the situation.

"The Hulk's out there! But, Bruce has control."

"Oh, this just keeps getting better." Fury said sarcastically. Now on top of an alien invasion; he had to deal with The Hulk. Banner was actually crazy enough to go through with his wild plan, after all.

Spider-Man had arrived on the scene; and was trying to use a turret to shoot down one of the ships, with no success. His Spider-Sense was warning him to jump off the turret; thankfully, he listened, just before the aliens blew up the turret. If it wasn't for his Spider-Sense, he would have gone up in smoke; just like the gun he was using. He started fighting with the aliens. Thanks to his agility, he was able to stay one step ahead of them. He threw punches and kicks at some; while he wrestled with others. He even used his webs, to throw a few of them against each other. That Vibranium armor sure packed a punch.

He took down one last enemy, before The Hulk landed in front of him. He thought that he could be there to help. But instead, Hulk pinned him to a wall; and yelled at him. "THIS IS MY FIGHT! STAY OUT OF IT!" Hulk shouted before releasing Spider-Man; and attacking a Chitauri ship. He brought the ship down; and then threw what was left of it at the alien's ground forces. He then got to work, smashing the rest of them. A half a minute after that display; Captain Stacy showed up at the Triskelion. When Fury asked who he was; he told him that he was a cop, and that he was here to help.

Fury said that there wasn't anything that he could do; and then told him to leave. But Stacy refused. He told Fury that helping people was his job; and he wasn't leaving until he did. Even if that only meant getting people to safety. Fury could see it in John Stacy's eyes; he wasn't going to leave, no matter what he said or did. Fury didn't have time to worry about both the Chitauri, and him. So he decided that if Captain Stacy was going to stay; then he was going to put him to work. Fury gave him a spare rifle; and told him to help him evacuate the soldiers, and vehicles.

Then a ship shot a piece of the base; which was now falling towards the convoy of evacuating vehicles. Before the structure could hit them, it was caught by Giant-Man. He was joined by Wasp, and Iron Man. They all came to help out. "Good to see you, Stark." Fury said.

"You're lucky; I had an opening in my schedule." Iron Man responded.

Giant-Man threw the structure he was holding, at the Chitauri. Then everyone attacked the aliens. Even Captain Stacy joined the fight. Spider-Man webbed and attacked his enemies from above. Fury, Widow, and Stacy; all shot at the aliens. Wasp shrunk down and messed with the Chitauri's armor; from the inside out. Iron Man blasted one with his repulsors; before taking him into the sky. He had an idea for the ships. "Vibranium armor, Hank. Let's see what we can do with that." Said Tony. Giant-Man picked up part of a destroyed bridge; and was holding it like a baseball bat.

"Serve em up." Hank responded. Iron Man threw the alien; and Giant-Man used the bridge to hit it right into a ship. The ship now had a hole in it; big enough for Iron Man to shoot at the insides, and blow in up. The last ship was destroyed by a lightning strike. This was revealed to be the work of none other than Thor. Thor then landed near Spidey.

"My apologies for the delay, Spider-Man. I was vanquishing bog boars, when I learned of the attack." Thor said while shaking Peter's hand. Now, all of the Avengers were assembled.

"Who's the chick with the hammer?" Giant-Man wondered.

"Whoever she is; I'm glad she's on our side." Iron Man added his own comment. Neither of them knew Thor. So it's possible that they didn't know he was a guy. Either that, or they thought that they were being funny.

When the fighting was over; they found The Hulk, still smashing what was left of the aliens. Peter walked towards him; to try and calm him down. "Dr. Banner, Bruce, you did it." But then Hulk turned around, and hit Peter away. Spidey went flying into a truck, with everyone else gasping. Hulk grabbed a hold of Iron Man; and used his body to swat away both Fury and Widow. Hulk threw Iron Man towards the bottom of the base; this was followed by an explosion. Giant-Man tried to step on Hulk, but he avoided it. Hulk then jumped on Hank's knee, and hit it with enough force to hear the sound of bones breaking.

Hank screamed in pain while clutching his knee. Then Hulk threw a boulder at Hank's head, knocking him down. Wasp flew in front of Hulk's face, and zapped him; but he just swatted her away. The stings did make him cry a little, though. Now, it was Thor's turn. He walked up to Hulk, and uppercut him with his hammer. Hulk went flying, before slamming through several floors. "Rock giants crumble under the blow of the mighty Mjolnir." Thor proclaimed. But then he heard Hulk start to grumble from his crater. "I fear this brute won't be as obliging." He said in worry. Hulk got out of his crater; and the fight with Thor continued.

Betty made her way onto the battlefield; and tried to help Spider-Man. When Peter came too, he saw his friends laying on the ground, hurt. This told him one thing; he had to stop The Hulk. "Betty, how can we stop him?"

"He won't stop until everyone's dead." She answered with sorrow.

"No, I don't accept that." Peter said as he began to rack his brain for a solution. Then he remembered that Bruce did have ways to manage his condition. "What about Bruce's medicine? Will it work on the Hulk?"

"Maybe, at twenty times the dose." She replied.

"Go get as much as you can!" He instructed her. She then went to fetch the meds. Thor was kicking Hulk's butt. He was the only one strong enough to go toe to toe with him. Hulk then ripped off the turret of a tank; and slammed it against Thor. Thor dropped his hammer; and when Hulk went to go pick it up, it was heavier than he thought. He did manage to lift it; with much difficulty, and to the surprise of Thor. He threw the hammer at Thor, knocking him down. He was about to finish him off; when Spider-Man swung in and kicked Hulk in the face, staggering him back. "LEAVE THEM ALONE, HULK! Fight me!" Spider-Man challenged.

Hulk roared and charged at him; but Spidey managed to trip him with a web-line that he made. "Alright, time to see what these babies can really do!" Peter said, referring to his Web-Shooters. "WEB-SHOOTERS: ACID!" When Hulk got up; Spider-Man sprayed him in the face with acid. Hulk yelled in pain; however, it only took him a matter of seconds for his face to heal. "Right, unstoppable rage machine." Peter said in remembrance. He switched his shooters back to standard; and tried to web The Hulk up. When The Hulk broke free, Spidey delivered a strong punch to his head; only for The Hulk to retaliate with a much stronger punch.

Peter went flying, until he hit the ground, hard. Hulk jumped after him, with the intent to squash him. But thankfully, Giant-Man caught him in the palm of his hand. He applied enough pressure to crush a normal man; but Hulk was holding his own. "You're still a little man, Banner! Now knock it off, or I'm gonna squish ya!" Just then, Hulk broke free of his grip; and jumped onto Hank's neck, effectively strangling him. When Hank passed out; Hulk jumped into the air, to build up enough power to smash him.

"NO!" Janet shouted as she stung The Hulk, saving her husband's life. She continued to sting Hulk; but she was soon joined by Captain Stacy, who was shooting Hulk with his rifle. Hulk roared, and Captain Stacy staggered back. By this time, Gwen had made it to the Triskelion; just in time to see her dad get cornered by The Hulk. When she saw her dad fighting this hulking monster; she feared not only for his safety, but also, his life. She was so scared, that she actually ran towards her dad.

"DAD!" She yelled as she ran up to him.

"GWEN? WHAT ARE YOU DOING HERE?" He told her to stay home. But looking back on it; she's a rebellious teenaged girl, so of course she disobeyed him. She never listens, never. When she got to her dad; she stood between him and The Hulk, with her arms out wide. All she wanted to do was protect her dad.

"Leave him alone!" She said to The Hulk. Hulk roared in anger. Janet and Captain Stacy did their best to fend off The Hulk; but that didn't stop Gwen from being afraid. But no matter what; she wasn't going to leave her father.

When Peter got up; he saw that The Hulk had Captain Stacy, and now for some reason, Gwen, cornered. Seeing this filled him with rage; he saw red. He clenched his fist; and was filled with a new found sense of determination. So much had been taken from him. He has lost so much. But he wasn't going to let anyone else get taken from him. Not The Avengers, not Captain Stacy; and especially not Gwen. "NO, HULK!" Spider-Man shouted as he ran towards Hulk. He shot a web-line at Hulk; and pulled his feet right out from under him. Hulk looked at Spider-Man with a murderous intent.

Then Spidey started to think to himself. "The madder he gets, stronger he gets. But the madder I make him; the more he focuses on me, and not them. Which means, all I have to do, is be annoying. I can do that!" All Spidey has to do is stall until Betty gets back with the meds. He just has to use his speed and agility, to make sure Hulk doesn't smash him. He also has to make sure he doesn't smash anyone else. No problem.

You couldn't tell, but Spidey was currently grinning under his mask. It was going to be fun to prank The Hulk. He shot Hulk in the face with a glob of webbing. Hulk then ripped it of. "That's right, I did that. What are you going to do about it, green bean?" Hulk charged at him. He tried to smash him; but Spidey was too quick. Just then, Hank regained consciousness, to see the fight between Spider-Man and The Hulk; as did some of the other Avengers. Spidey shot another web shot at Hulk; hitting him right on the shoulder. "Tag, you're it!" Spidey said before he lifted up his mask to give Hulk the raspberry. Hulk jumped at him, only to miss, again.

"Hey, Hulk! You know, I don't get why you're trying to prove you're the strongest. Think of all that wasted potential. You could make a mint being the spokesperson for Green Giant. Selling veggies to old people, and kids who will never eat them. Maybe then everyone will have a new reason to hate you." Hulk threw a boulder at Peter; but he caught it with a web-line, and threw it right back, hitting The Hulk in the head. "Missed!" Spidey teased.

Hulk tried to hit him again; but it was useless. "Missed again." He said. Then Peter chose to step it up a bit. But this would either be the mother of all distractions. Or just something that ends up getting him killed. "You know Banner, I just realized something. I've seen the way you look at Professor Ross. There must have been something special between you two, once upon a time. But of course you know, it's never going to happen. Growing up, everyone probably looked down on you; because you're different. And Betty was no exception. Why should she have to waste her life on a loser like you?

Don't get me wrong, she's a very attractive woman. I can't even think of a guy who wouldn't want to be with her. I can see the appeal. She's smart, beautiful; she's total nerd bait. She could be a nice person too; I don't know her that well, but maybe she is. If I was born in this century, and I was a decade older; then I'd be in to her too. Betty's nice to everyone; she loves everyone. Everyone except for weak, little, pathetic, puny Bruce Banner." The Hulk was now fuming mad. Madder than anyone's ever seen him. "Well, I guess it worked." Peter said in reference to his plan. The Hulk was now determined more than ever, to crush Spider-Man.

"What's he doing? Does this kid have a death wish, or something?" Hank asked.

Janet was trying to figure out what Peter's plan was. What reason could he have for infuriating The Hulk. Then she remembered how adamant he was about keeping everyone else safe. She finally understood his plan. It all clicked into place. "He's buying us time. If he makes himself the target; then The Hulk won't come after us." When Hank and the others understood this, they were all blown away. They didn't realize the depths that Peter would go to. He would do anything, sacrifice anything; all to protect others.

"WEB-SHOOTERS: FLAMETHROWER! I don't know why Fury had that one put in. But right now, thank goodness he did." Peter said as his Web-Shooters switched modes. He blasted The Hulk with flames; but that only managed to tick him off. His Web-Shooters had a whole bunch of things that he didn't get a chance to try yet. Stuff like Impact Webbing, Taser Webs; and a lot of other stuff too. The S.H.I.E.L.D. guys were very thorough. Back at the fight, Iron Man had recovered; and blasted The Hulk into a wall. He went after him, only to be thrown back outside. Hulk then proceeded to beat on him, damaging his armor.

"Hulk, over here!" Spider-Man said, trying to get Hulk's attention. In order to get Hulk off of Iron Man, Spidey swooped in and kicked him in the face. He tried to do more; but Hulk kicked him into some shipping containers. Fury, Widow, and Captain Stacy were shooting at Hulk; but then he threw a helicopter rotor at them. Thankfully, no one was hurt. Before Hulk could even think about hurting anyone else; Spider-Man got back on his feet, and back into the fight.

Peter's suit was slowly becoming more and more destroyed. There were cuts and gashes on the pants, sleeves, back, and torso. His mask had a big rip in the side, that exposed some of his hair; and it had lost one of its lenses. "Hey, we're not finished yet!" Peter said as he punched The Hulk. Hulk tried to punch back; but Peter avoided it, and hit him again. The next punch that Hulk threw, didn't miss; it sent Peter flying several feet away. Then Betty showed up with Bruce's meds, in a tranquilizer gun; and then gave it to Spider-Man. "Iron Man, Hank, slow him down!" He ordered.

"Sure, no problem." Iron Man said in a possibly sarcastic tone. Iron Man blasted Hulk with his Uni-beam; and sent him into the air.

"TAG, YOU'RE IT!" Hank quipped as he slammed his fist into The Hulk; who went through the floor as a result. Hulk jumped out of the hole, and uppercut Giant-Man in the jaw. Peter tried to get The Hulk in his line of fire, before he returned to ground level; but he just couldn't steady the gun.

"I can't get a beat on him. Wasp, distract him!" Spider-Man instructed.

"I'm on it." She said before she shrunk even smaller; and flew inside Hulk's ear. The buzzing made him lose focus; until he was able to knock Wasp out of his head.

Peter was trying to aim the gun; until he eventually gave up. "Oh, screw it!" He said before he took the dart out of the gun; and shoved it into the nozzle of one of his Web-Shooters. "I'm a better shot with these, anyway." Spider-Man lined up the shot; and fired the dart right into The Hulk's back. The Hulk roared in pain; and when he realized what happened, he threw a boulder at Spider-Man. The boulder just grazed the side of Spider-Man's face; but it was enough to knock him down. Then The Hulk grabbed a hold of him; and gave him a bone crushing bear hug. Peter could feel himself breaking; but he wasn't about to give up.

He fought back with everything he had. He repeatedly punched The Hulk in the face, to no avail. All that did was showcase Peter's defiance. "STOP!" Betty yelled. When Hulk heard her voice; he threw Spider-Man aside, and approached her. "Hulk, Hulk, it's okay. It's okay, I'm here now. I won't let them hurt you." Betty spoke to Hulk in a soothing manner. When Peter saw Hulk near her, he wanted to rush to her defense.

"What is she doing? He'll kill her!" Peter said as he tried to get to her; only to be stopped by General Fury.

"No, he won't. She's trying to calm him down, so he won't burn through the sedative." Fury explained. After hearing that, Peter relaxed a bit.

"I need you to stop fighting, okay? It's time to rest. Everything's going to be alright, I promise." Betty told Hulk, while she brushed her hand against his face.

"Betty..." Hulk said before he collapsed, fell down, and changed back to Bruce Banner. The battle was done, and everyone got to relax. After the fight was over; it was only then that Peter realized that most of his strength had left him. His legs started to feel like jello, as he fell to the ground. When he was on the ground; Gwen immediately ran over to check on him.


The next day, Bruce was locked in a special cell, that was meant to hold The Hulk. Betty went to see him; and saw that he was just sitting there, not looking at anyone. She asked how long he's been like that; and the guard said that he hasn't moved since they brought him in. He asked if Betty wanted him to let Bruce know that she was there; but she said no. She didn't know what to say to Bruce. At the end of that painful realization, she turned around and left.

Peter was in a dark place, with very little light. But when things came into focus; he started to see what could be people, off in the distance. "Hello? Can someone please tell me where I am?" He asked. Then appeared a man, on the ground, and cowering in fear. He was wearing a soldier's uniform; and he looked to be scared to death of Peter.

"Please, I surrender. Please don't kill me!" He begged in a German accent.

"Hey, buddy, relax. I'm not going to hurt you. I just want to know-" Before Peter could finish; the man fell backwards, like he had been shot. Blood started to pool out of the man's now visible wounds. He was dead. Peter was in shock. Someone just killed this man. It's not like he hasn't seen death before; but this man was begging for his life, and somebody killed him. Peter did his fair share of killing; but he was never so cruel as to unjustly take someone's life away from them.

"Oof, tough break. But then again, what can anyone else expect, when it comes to you? You're a stone cold killer." Peter turned to the sound of the new voice; and saw a figure that was dressed in his old Spider-Man outfit, the same one he wore when he was in the war. He couldn't understand why that was. He didn't know who was wearing the suit. Maybe, it was someone trying to imitate him. Or maybe he was finally going crazy. But either way; he decided to just roll with it. This person has made attacks on his character; and he was not going to let that stand, not without a fight.

"What are you talking about? I didn't do this." Peter said in reference to the dead man.

"Oh, no?" The figure said, gesturing for Peter to look down. When Peter looked down, he saw a literal smoking gun in his hand. He was also now, somehow, wearing his original Spider-Man uniform; the same as the figure who stood before him. In panic, Peter threw away the gun; and ripped the mask off of his own face.

"No, that's not how it happened. I never killed anybody like that before. I never killed anyone who was defenceless." The figure seemed to chuckle at Peter's response; like it amused him. "Who are you?" Peter questioned.

"Isn't it obvious? I'm you; or at least, a part of you. When Uncle Ben died; that was the day I was born. And I've been with you, ever since. Don't you get it? I'm Spider-Man." The figure let Peter absorb this, before he continued. "I'm sure by now; people must have told you that Uncle Ben's death wasn't your fault. But you and I both know, that they're wrong. You guys were there that day, because he knew that science was important to you. He wanted to impress you; or maybe he wanted to fuel your passion. And then you went on to kill countless people in response to that tragedy."

"That's not true! Uncle Ben wasn't my fault. No one could've known what was going to happen that day. And you're making me sound like some sort of mad man. You make it sound like I enjoyed killing, I didn't."

"You joined the Army; you took Uncle Ben's gun with you. What did you think was going to happen when you did those things? But you didn't need a gun. You were way faster and stronger than anyone else on the battlefield; and you had your Web-Shooters. You didn't have to kill your enemies, Peter. So, why did you? Why?"

"I was at war. It was about survival; not just for myself, but also, for my men. I didn't have a choice." Peter defended.

"How convenient? And what about that dust up you had with Electro?"

"That was an accident. The adrenaline was getting to me; and for a moment, I forgot where I was. It was a lapse in judgment."

"Was is, or was it your default setting? Ever since the war; killing's gotten easier, hasn't it? Do you really think that the people you've met, will want anything to do with you; once they know the real you?" Then Peter saw images of The Avengers, the people at S.H.I.E.L.D. ; and finally, Gwen and her dad. "You'll lose them; just like you lost everyone else. You're a violent man; and in the end, it cost you everything. Admit it, you're a killer." The figure taunted.

Peter was getting angry. None of this was true; that's something that Peter knew from the depths of his soul. "NO! Uncle Ben wasn't my fault! I joined the war, not only to avenge him; but also because, I honestly believed that it was right. And maybe the thought of killing had crossed my mind, since then. But there are people in my life, who genuinely want to help me. People who believe in me. I'm not going to let them down. Bottom line, I'M NOT A KILLER!" Peter shouted.

"Then what are you?"

"I AM PETER PARKER!"

"And what else?"

"I AM SPIDER-MAN!" Peter yelled, before his old Spider-Man suit broke away; and in its place, was his new red and blue suit. This was proof that Peter had finally let go of the past. He was ready to embrace his new self. The version of him that everyone believed in. The person that he wanted to be.

"Just needed to hear you say it." The figure said, before he disappeared. He was testing Peter. He wanted to see if his resolve was strong enough to free himself of the pain of the past. For him to know, that whatever choices he made back then; they don't have any sway over him now. Peter finally understood. The tragedies he's suffered, and the choices he's made; they don't define who he is, he does. Peter looked down at his mask; and was filled with confidence. He put his mask on, to complete the suit. He was now an all-new, all different, Spider-Man.

Just then, Peter opened his eyes; and saw that he was in a bed, in the medical bay of the Triskelion. It had all been a dream. But either way; he finally got the closure that he needed, well, almost. As if on cue; when Peter woke up, he saw Harry standing outside his room. "Hey, Pete. I, uh, brought someone by to see you." He then escorted MJ into the room; before he shut the door, giving them both some privacy. It was still strange for MJ to see Peter like this. It was like he hadn't aged a day. But Peter was just happy to see her; so much so, that he actually cracked a smile.

Outside the room, Gwen was standing next to Harry. She had been the one who went to the Osborns; and asked them to come here. She felt that it was important for Peter to finally say a proper goodbye to the love of his life. "He needed this." Gwen said.

"So did she." Harry responded.

MJ sat on the bed with Peter; and took his hand in hers. "I've had a good life, Peter." She told him.

"I'm happy to hear that." He answered.

"Now, it's your turn. By the way, there was an oddly dressed, blonde young lady; who came to our house. And she insisted that we come down here to see you. It was strange; but I knew her heart was in the right place."

Peter could just tell that the girl that MJ was describing, was Gwen. "She's a friend." Peter informed.

"I think she wants to be more than friends." MJ added.

"Yeah, I'm starting to get a sense of that too."

"Well, I hope she makes you happy. God knows, you deserve happiness. Cherish the ones you love; and everything else will take care of itself." What MJ said, really made Peter think. Could he fall in love with Gwen? It was clear that she had feelings for him. But how did he feel about her? He hadn't known her for that long. But the one thing he did know for sure; was that he cared about her, a lot. It was definitely something to talk to her about. It was thanks to her that Peter was finally starting to heal. Because of Gwen; Peter and MJ, at long last, got their closure.

Sometime later, Peter was well enough to be let out of bed. At one point, he was hoping to visit Bruce; and apologize for all the things that he said, and all the things that he didn't say. For all the things that he did; and for all the things that he didn't do. He just hadn't gotten around to it yet.

He had to use crutches to get around; but he managed to make it to an outside observation deck of the Triskelion. From there, you could see what felt like the whole city. There were tables set up on the deck; with The Avengers sitting at one of them, enjoying a meal. It looked like an outdoor picnic.

When Peter came outside, they all took notice. Tony Stark stood up and raised his glass. "To Spider-Man; the never say die kid, who fought to the finish, defending this bunch of ingrates." Everyone else stood up; and raised their glasses in toast. Everyone was trying to make Peter feel comfortable. They owed him their lives. This was their way of saying thank you. Even Captain Stacy and Gwen were there. Fury had given them permission to be there. Peter then hobbled over to Gwen. There was something that he needed to say to her.

"Gwen, MJ told me what you did. I know it was you who brought her here for me."

"Well, you didn't get to be with her in the way you wanted. And you didn't get to say goodbye either. So, it felt like the world owed you a do-over."

"Thank you." Peter said in a sincere tone. Gwen smiled, before she leaned in, and kissed him in response. When they all began to eat; the only people that were absent, was Fury and Black Widow. They were watching everyone through a window.

"I still can't believe it. It's finally over. Those hotshots actually pulled it together."Fury remarked.

"Yes they did. They had a great leader." Widow said in reference to Spider-Man. After that, Peter waved them down; instructing them both to join him and the others. As the two we're going to join them; Fury laid a newspaper down on a desk, before he left. The newspaper had a picture of The Avengers on it. When they made it down to the others; Fury had an idea that he wanted to share with Peter.

"You know, Peter, I've been thinking. Maybe you should learn more about the modern world. If you'd like, I could have someone assigned to you; and help you get up to speed." Peter thought about his offer; and came up with a counter idea.

"Alright, I'll do it; on one condition. I want Gwen, to be my guide." Gwen was surprised at this. He was more or less saying, that he wanted her to teach him everything he needed to know about the new world.

"Really? Are you sure?" She asked.

"Yeah, I trust you. If nothing else; I figure that it would give us another reason to hang out together. Besides the obvious one, of course." Before Gwen could ask what he meant; Peter leaned in, and kissed her on the lips. She wrapped her arms around his neck; to deepen the kiss, in response. Almost everyone, with the exception of Gwen's dad, was giggling at the sight of this. It might have been silly to some of them; but this was a big deal for Peter. This was the first time that he initiated a kiss with Gwen. His unanswered question, was now answered. He was falling in love with Gwen.

It was unorthodox, but Fury told Peter that if he really wanted Gwen to be his guide; then he could make that happen. With that out of the way; everyone sat down, and continue to eat.


A while after that, and in another part of the city, it was now night time; and Captain America could be seen fighting a giant metal Rhinoceros. In truth, it was actually a guy in a mechanized Rhino suit; that was rampaging through the city. Cap was trying to protect the civilians; while also trying to take down Rhino. Steve did his best to keep the people safe; but unfortunately, there were bystanders in Rhino's path.

However, before Rhino could hit them; multiple web-lines were shot down, and connected to the civilians. They were then yanked out of the way, before Rhino could trample them. Cap thought that was weird; but he didn't have time to worry about that now. He had to stop The Rhino. He was able to lure Rhino to a construction site. Steve saw an empty crane, with a wrecking ball attached to; and a slab of wet cement. "Wet cement, big crazy gut, wrecking ball. This gives me an idea." Steve murmured.

He had trapped Rhino in the cement. "Here goes nothing!" He said as he used the wrecking ball to slam Rhino right in the back. Rhino went flying; and landed hard against some fuel tanks, which then exploded.

"That had to hurt." Captain America quipped.

This wasn't enough to stop Rhino, though. But it did leave a massive hole in his back, exposing the circuitry. Captain America chased after him; with Rhino trying to crush him, every step of the way. Cap was able to get on his back; and used his shield to destroy the exposed circuitry, essentially, shorting the armor out. Rhino fell to the ground, motionless. Steve left him for the cops; before he came to rest on a rooftop. His shield was really dented, by the end of the fight.

"Wow, that shield has seen better days." A voice said. Steve turned to the source of the voice; only to see a guy wearing a skin tight red and blue suit, with a spider symbol on the chest. Peter had been fully healed since his fight with The Hulk.

"And you would be?" Steve asked. Thinking about it, Peter guessed that Steve wouldn't recognize him, in his new suit. So he took off his mask, to reveal his identity. This surprised Steve, a little; but he probably should have figured that it was him, since he had the whole spider motif. "So it was you who saved those civilians?" Steve inquired.

"I was just out for a swing; when I saw the commotion. You did most of the work; I just offered some support." Peter tried to be modest. Steve was happy to see him; but he kept thinking about their last interaction.

"Listen, about the last time we spoke. I just wanted to say that I'm-"

"No, you were right; and I needed to hear it. I was so used to doing things a certain way; and that almost made me become someone that I never want to be. But you need to know that I do have people in my life, that are trying to help me through this. So, I am getting the help I need. Mostly because of you. Thanks for the wake up call." Steve wasn't expecting to hear any of this; but he was glad to know that things were turning around for Peter. Spider-Man was still his favorite hero, after all. "But that's not why I'm here. I have something for you." Peter said as he pulled out a big bag.

What Peter pulled out from the bag, was a big round shield. The shield was mostly red, with a white line that divided the red into two separate lines; and there was a big blue space in the center, with a very noticeable big white star on top of it. "I had my friends at S.H.I.E.L.D. , make this for you. It's made out of a very durable alloy. It's darn near indestructible. No one will be denting this one. Go ahead, give it a try." Spidey said as he handed the shield to Cap. Steve gave it a try; and found that it wasn't just durable. It was also lighter, and more aerodynamic. It would be great for throwing.

"Thanks. I don't know what to say." Steve told him.

"Don't say anything. You've earned it. I've heard about all the good you've been doing for the people of this city. Now you have the skills, the heart, and the tools to succeed. Be seeing you around." Peter said as he started to leave.

"Wait, you will?" Steve asked.

"Yeah. I'm thinking about giving this whole hero/vigilante thing a try. Who knows, maybe we'll run into each other, every now and then. If that happens, we could always have a team up. It's like I always say, now. "With great power, comes great responsibility." Peter hit Steve with the same pearl of wisdom, that Captain Stacy dropped on him. They were words to live by. "Anyway, be seeing ya." Spider-Man murmured before swinging away.

Captain America had learned a lot, that day. He learned a lesson in morality. But the one thing that he would always remember; is that he wasn't alone. Other heroes have officially rose up; to join him in this crusade. Heroes like Spider-Man; and that made him happy to know. So happy, that he actually cracked a smile; before he headed home.


AN: We're finally at the end of our story. Sorry that this chapter probably took so long for everyone to get through; but I was really trying to get everything done with this last chapter. Also, I suck at giving descriptions; so if any of you were confused, then allow me to clarify something. Both Spider-Man suit, and Captain America's shield; look exactly like they do in the prime Marvel continuity. I also made the conflict between Cap and Rhino; the same as the level of the "Ultimate Spider-Man" game. I couldn't resist. I just love that mission.

You will see Green Goblin in the sequel story, somewhere down the road. It could take a while, though. The dream sequence that I wrote with Peter, was supposed to be him battling his demons. I had fun with that. Now he knows that he has to let go of all the bad that he's been holding on to. The past doesn't matter; he has to start living for the present. He has to start living for the good. Just like we all do. He's trying to become a better person; and that's why I love him.

And just like always; if you didn't like something, then that's all you have to say. Don't go out of your way to be a jerk in the reviews. Be honest, but fair.

STAY AWESOME!