Slickboy444: Yeah I really tried to give it a more emotional ending there.

Proponent of EVO: Wow thanks, but it will end sometime. Maybe I'll do a sequel or something but let's wait and see how this turns out.

Andrewjameswilliams: It will be sometime before Doc Ock is known to be there.

Ldypebsaby: I got the idea for the letters from a show called Jeremiah

KaliAnn: A little soon for marriage don't you think? He won't choose but he will start to consider a new relationship.

J: I DO try, but it's NOT easy for me, and I can't find a good Beta so you'll either have to live with it or stop reading, personally just go with it.

Erich: The first scene was a little of both actually. Yeah he'll thank Betty later for that, and of course he'll regret that when he finds out about Doc Ock.

Morlin: Who are the science people in the League? I could use some names.

spontaneousxhumanxcombustion: First off you really need to get a shorter name, secondly thanks I really wanted to have Peter feel a bit better about himself now. He needed to start moving on and I felt the time was right.

Spyder616: Guilty as charged :). Peter won't make his decision for a few more chapters.

Big B: Thanks, I try to keep to the core of characters to the best of my abilities.

Malciah: Only almost? Damn, go to try harder next time. I don't know I just look deep inside and pull it out.

WDCain: Really? Maybe I'm just more used to that word, to me that's not too bad a word to say. The letter thing came from a show called Jeremiah. I didn't do the Harry thing because I didn't know about it the last issue I saw was when Gwen died and nothing after that, there's no comic shop in my town anymore so I miss a lot.

Casey: Sorry about the first dream but it was the only way for Peter to notice he was thinking more of them as friends. The letter idea I got from a show called Jeremiah

Stoneman85: I'll consider those idea, Luthor will show up later but I had a different way for him to be used in this story.

Silver Warrior: That dream was up for interpretation so whatever you felt was right is well…right. I only a little myself about it but I try and keep everyone on the same page. Thanks for all those reviews too.

Nighthawk: Yeah I know, but believe me I could have gone more but I felt I had the right balance for it.

Thanks to: Son Kenshin, Pokemonmaster14, X0001, Jezrianna, Emerald Knight1, Two Towers, Mightierdandasword, Winblades, mr.myth310, Drkman, X-Over, oneredneckgoddess, SiriusAboutMarauders, AnT, crankywonderjoe

AN: Sorry about the wait people I needed to focus on finishing up two other stories to get more free time and sometimes I'm not able to update as fast as I can so please be patient, plus there was a death in the family.

JUSTICE LEAGUE: THE SPIDER

CHAPTER 16: GROWING FEELINGS

Donna was picking through a meal lost in thought. So far she was gotten used to a lot of the differences in this world thanks to her sister and a few of the others. She had to admit she liked Hawkgirl no matter her mistake with her people but then again Diana was in exile for breaking their laws anyway and that wasn't fair either, things were certainly more complicated now, it all seemed to simple a few years ago but she had to admit that even though things were more complicated there were more wondrous too.

But she was also thinking about a certain wall crawler. Sure she liked him but was she just infatuated with him or was it more? She had to admit that she found him fascinating also. Plus she had a friendship with him now and didn't know if she advanced on him that she might ruin it. She sighed deeply poking some food that she normally liked but now wasn't that interested in it.

"Trouble?" Donna was startled and looked up to see her sister sit down across from her at the small table away from the other heroes there.

"I'm having trouble with this whole concept of relationships with men." Donna admitted placing the fork down.

Diana sighed too. "I know what you mean."

Donna smirked a bit before she guessed. "Batman right?"

Diana winced a bit. "Am I that obvious?" Sure lately she had growing feelings towards Bruce, in fact she also respected him, his skills and abilities and how he held his own in battle without powers like the others. She had tried talking to Bruce but he was his stubborn self about his no dating policy with League members. Personally she figured he was using that as just an excuse.

"Everyone knows…well…not Superman." Donna giggled a bit at that. "How someone like that who can see in so many different ways be so blind is beyond me." Diana had to agree with that, she respected Superman too but she had to admit in a few areas he was just so…naïve at times.

"So," Wonder Woman began. "We know my little problem…what's the name of yours?"

Donna bit her lip a bit not sure on how she would take this. "Peter." This was kind of a surprise to her. She thought about it and she had to admit that if her younger sister wanted to explore a relationship with a man, Peter would be the best way to start. She also knew that Peter needed to move on at one point but wasn't sure if he was ready to date again.

She leaned forward a bit to her sister with a little worried look on her face. "Be careful with him, I'm not sure if he's ready for a relationship and to be honest he might not be."

Donna sighed, that was something she was hoping not to hear but it had a ring to truth to it. "I know, I don't want to ruin our friendship, and I'm not sure how deep my feelings go anyway…Gods it was so simple a thousand years ago. We Amazons took whatever men pleased us, used them and then got rid of them."

Diana had to laugh at that. "Those were simpler times, but then you miss out on being friends with them." Diana thought how their life was so different from her old one. Amazon life is much more different the outside world. For starters most Amazon's were actually bisexual for the most part. They took men for both pleasure and for procreation. But most of their time was spent around other women. Some of them preferred only woman for company, but after a thousand years everyone needs comfort and certain needs met so they don't have the hang ups that the outside world had because they kind of out grew that taboo.

"Well just take it slow with him and see where things go pressuring him might only push him away."

"Like you and Batman?" Donna asked and Diana wished her little sister wasn't so perceptive sometimes.

-Peter's Apartment-

Peter was taking some time off just to relax a bit. He wouldn't have the time once collage started and that wasn't far off. In fact the summer was about to start, thankfully he didn't need to finish high school. That was bad enough as it was and to be honest he was a lot smarter then your typical student, hell with his smarts might have just passed high school in two years if he could have done that. Plus he only really had three friends during high school too.

He was sitting on the couch reading his mail. A few junk mail that he threw out, a post care from Wally when he ran to Peru. He had to admit he kind of envied Wally, that he could just run anywhere on the planet in minutes, there was another from Jimmy in Metropolis that got a smile to his face. He had to admit he liked the guy, and it was nice to know someone with similar interests.

He was also looking through a bank statement he had and frowned. Even though he was living rent free, and was being paid well he knew that he needed more income. First off school stuff would cost a lot and even living alone he had a few budget problems, especially with his Spider-Man activities. Although he was glad that the only super villains so far were more of these wannabe ones that had shown up, but he wasn't complaining.

Also after going around the world with the League and facing major villains it was nice to come back to New York with only the regular crime to worry about.

But there were still the budget problems. He was considering taking on a roommate but who? He couldn't just let in anyone even though he wasn't the best at keeping his identity secret. First was Fury and the Ultimates, then when the X-Men had him and pulled off his mask he remembered going on a small rant about how they knew Peter Parker was Spider-Man, but even though they had seen his face they didn't know his name until he said that, and then all those villains.

Then the Justice League of course, Peter had to laugh a bit. How can one person that keeps getting his secret coming out yet still kept it from the world was beyond him.

But then his thoughts returned to another problem. It had been a few days since those strange dreams and even though he felt a bit better and that weight on his soul had lessened, that one with Kara and Donna was still bothering him. Was it just a hormone thing or was it something more? Sure they were both his friends and he liked them, and okay they were both beautiful but was he really thinking of them in a more romantic fashion?

He lay back onto his bed and sighed. His life even here was never easy especially his personal life. There was still the matter the he and Kara hadn't spoken since the shower thing and it was bothering him that he might have strained his relationship with one of his closest friends over a little accident, it's not like either one planned it or something.

That and it was killing him how they hadn't talked, especially since she was one of the few people he could talk to about things that others he knew wouldn't get. He decided right then and there that he would have to speak to her and get this shorted out. After a quick call to the Kent he found out she was visiting Clark in Metropolis doing a research project on something there for school. She figured that by going to the source at Metropolis might give her a little more points with the teacher and was trying for an A this time around.

He changed into his Spider-Man suit and with a quick teleportation to the Watchtower and then back down again to Metropolis he started out his search. Luckily he knew his way around the large city a lot better then his first time here. He figured Clark and Lois would be at the planet or covering some kind of news and so he kept an eye out for smoke, sirens the usual stuff that other heroes would be around. He also figured that Kara would be there in her Supergirl identity.

So far he had seen the usual crimes, and he did meet up with Steel again helping him out taking these bank robbers from getting away but he hadn't seen Superman or Supergirl lately. Peter thanked the large armored man anyway and continued his search. He was hoping that this would have been easier but wasn't. He had already found a payphone and called the Daily Planet but Clark and Lois were both out and he tried Jimmy but he was with them covering a story.

Peter sighed and went on. 'Man you'd think finding them would be easier then this.' He thought while swinging. He was considering yelling for help hoping that with that super hearing one of them would notice but he wasn't going to try that. First off someone else might need to be rescued and would be yelling for help too, secondly…it just would be too embarrassing, him in his Spider-Man suit yelling for help at the top of his lungs when nothing was wrong.

He wished the Kents had known about what exactly the school project was but they didn't, so he couldn't guess where she might be. He tried a few of the places that she had shown him around hoping she had finished and had checked them out but it was another dead end. So far he had spent three hours trying to find that girl and if he didn't know any better he swore she was somehow avoiding him.

Meanwhile Kara herself was sitting in the park with a drink looking over the notes she got. She was doing this boring history report and had gotten some information out of the museum and a few of the people working there, even a few quotes and stuff and was putting it all together. 'God this is so boring,' She thought. She had wished that she had help, even though she could do all her homework in minutes sometimes it was too boring to go through it that fast.

She gathered up all the notes and put them in her backpack and finished off her drink. She saw a trash can twelve feet away and threw the bottle in it as if going for a three pointer shot. In went in of course, with her abilities it was easy. She sighed and looked out over the distance. She had been kind of in a little depressed state. It had been too long avoiding Peter and she was wondering if he didn't want to see her again, after all she had walked in on him. She was just glad that he wasn't naked or she might literally have died from embarrassment, although she had been close enough with what did happen.

'What have I done,' She wondered. 'Did I screw things up permanently with him?' She hoped not, it was hard finding friends that she could talk to about her entire life. Sure in Smallville she had friends but they didn't know about most of the things in her life. Peter was someone her own age that she could relate to, talk to and had fun with. The thought of losing that was depressing to say the least.

Her thoughts were interrupted as she heard a familiar sound in the distance. When she first got here her powers were still growing, she hadn't learned to use her X-Ray vision yet or any other vision other then heat vision, and she was just getting her hearing powers and couldn't do the ice breath. Mainly it was because Clark had been here longer then she was so it would take time for her body to gain enough power to activate those powers. But now with her hearing coming she could clearly hear the unmistakable sound of Peter and his web shooters.

"It can't be…can it?" She asked herself out loud. She quickly gathered her stuff and made a bee line to somewhere isolated and quickly changed and flew up into the sky and to where she heard him.

Peter had just stopped to reload his shooters before going on, and was on the rooftop of a tall building. He was considering giving up and just going back home and waiting until she got back home and call her when he felt a gush of sudden wind and looked behind him hearing footsteps. 'Well it's about time." Peter thought seeing Kara in her Supergirl uniform only with a backpack on.

"Hey…new look?" He joked pointing at the blue backpack.

She just gave a slight smile. "Hey I'm not leaving all this work just laying somewhere…so…what are you doing here?" She asked a little shy at seeing him after what happened.

Peter was a bit nervous too and was glad for the mask. "Well I talked to the Kents and they told me you were here and…well…Look we need to talk. About that whole shower thing…"

"I'm sorry." Both teens said at the same time and for a second nothing then both just ended up laughing, from both the tension and at what just happened.

"Hey I'm the one that walked in on you." She pointed out sitting down next to him.

He scratched the back of his head. "Yeah but I should have warned you about that shared bathroom."

After a moment Kara spoke again. "Peter…we didn't screw up what he have did we? I mean you're one of my closest and best friends and…I missed you." She said the last words quietly feeling the truth of that.

"To be honest so did I," He said to her placing his hand on hers that was resting between them. "We I first got here you helped me out a lot that day on the barn when we just talked. Plus your one of the few people that I can talk to about a lot of things. I don't want to lose you as a friend Kara, I lost too many in my life and I don't…I don't think I can take losing another…especially you."

Kara was shocked and very touched by his words, she felt a lump in her throat. No one had ever said anything like that to her in her life and didn't know how to respond to it. So she just went with her feelings and hugged Peter. "Peter…you will never lose me, no matter what happens," After he returned the hug and she pulled back after a minute. "Peter let's promise each other that no matter what we stay friends, okay?"

Peter smiled under his mask at her. "Sure thing Kara, I'd like that."

She smiled warmly at him and he felt warmth inside at seeing it.

-New York, STAR Labs-

Doctor Octavius had managed to convince the two scientist of keeping him secret and helping them out with their research. He had to admit that they were very bright, not as smart as he was certainly not, but their theories and technology was a marvel. They were working on a new and improved version of the chamber that could make a permanent link between worlds. Although he couldn't let them link back to his word, that would be unacceptable since he was serving multiple life sentences for many crimes including multiple homicides.

He didn't care about that though, they were just people who had got in his way. He had also managed to convince them to let him build something to help in the construction. He said they were tools he used before in his world and they had been, but they had also been much more. In a white lab coat and dark tinted shades to cover his sensitive eyes he was already working on the harness. Fury had destroyed his first set of tentacles when he had been captured after one of his escape attempts. His mind had been altered during the accident that had linked his mind with his first harness.

When they had been destroyed he had been crushed, they were more to him then just equipment, they had been a part of him. Then when he escaped another time he tried to recreate his work and tried to take his revenge on Fury. It turned out that he could make new ones that would still respond to his mind. It took time and some trail and error but it had worked.

He had nearly killed Fury but then the Ultimates and that Parker had to interfere with him, and he had been thrown back in. For three years every time he escaped Parker was usually the one that had a hand in sending him back and Fury would always trash his latest harness and tentacles. Every time it killed him inside but he always came back and made more. But there was no Fury this time, in this world and he had surprise on his side.

First he would study Parker and any allies he had, then he would find a way to tear him apart. Then he would use the machine to find a world without any heroes or groups that could bother him. Unfortunately the two scientist might not like him using their machine to escape to another world.

They would most likely get in his way at some point and even though he owned them his freedom if they got in his way…well…then he would deal with them like everyone else that had gotten in his way. He smiled as he finished with the final touches on the casing of the harness looking over his work. He had many resources at his disposal and wanted to see if he could use them to make any enhancements to his designs.

He grinned at the thought of Parker's face when he saw him. The sheer look of horror on the boy's face would make all the patience and waiting to face him all worth it. Soon he would have his revenge, a new start and so far everything was working out just fine. He leaned back in his work chair crossing his arms and sighed feeling content with his life at the moment.

"Soon…very soon you all will live again." He said smiling to his harness. Soon the world would know and fear the name Doctor Octopus.

NEXT UP CHAPTER 17: GRADUATION

Kara graduates from high school and makes plans for the future.