Answers to reviewers questions or statements:

Rider Paladin: Peter and Veronica's interactions at first will be a bit of a one eighty compared to their first meeting. She was in her own words, a world class bitch before coming to Riverdale. Oh Veronica's father's dealings and actions will be something of a source of tension between the two in their relationship.

Guest: No it'll be just Veronica lusting after Peter, her mother will be more loyal to her husband Hiram. I'm thinking of introducing those two later in the story, plus having Sabrina in this will give Peter another reason to visit the Riverdale area, her home is across the river after all.

rmarcano321: I have and no Scorpion won't be one of them.

cabrera1234: No it's not a Spectacular Spider-man crossover, the only thing it has in common with that show is that Peter is friends with Gwen Stacy, Harry Osborn and has Eddie brock as an older brother like figure.

Disclaimer: I don't own any Marvel or Riverdale characters seen, mentioned or used.

Peter had to hold back a depressed sigh as he stood before the main entrance of Spence High School early Monday morning. Students were already arriving, half of them being dropped off in cars that Peter swore cost more than the entire apartment complex he and his Aunt May live in and then some. They were also dressed in the latest fashions or the kinda clothes that Harry Osborn would sometimes where to school, mainly to show off to some of the girls there in the hopes they might be willing to overlook his awkwardness and the fact he hangs out with Peter and go out with him.

It never worked of course, but one couldn't deny that Harry had an impressive wardrobe at home. A wardrobe that the Osborn heir was more than willing to lend to Peter when he found out where the Queen's born teen was being transferred too…

…

"Bro, you need to take my clothes, hell take all of them!" Harry said as he exited his walk in closet with a armful of designer shirts and pants and dropped them on his bed.

It was Friday afternoon and the three longtime friends were currently at Harry's home where Peter had not even half an hour ago dropped the bombshell that was him being transferred to Spence High School. Safe to say, Gwen and Harry didn't take this well, the former hugging Peter tightly while the latter fell to his knees in a rather dramatic fashion and yelled 'no, not him too, damn you Spence' before he dragged both Peter and Gwen into his room. For the next half hour, Peter's two friends grilled him on the why's and how's of Peter going to Spence before the red head of the group began to retrieve various articles of clothes from his closet.

Gwen, who was currently sitting on the edge of Harry's king-sized bed, picked up a purple button up shirt and felt the soft texture "Ooh, silky. This will do"

Peter, who was standing next to the bed, ran a hand over his face at this "Harry, I'm not gonna wear your clothes to my new school. That's just… weird"

Harry paused on his way back into his closet and turned towards Peter with an incredulous expression "Pete, do you have any idea how much of a sore thumb your gonna stick out at Spence?"

"I doubt I'll stand out that much" Peter said with an eye roll "Besides, what's wrong with my clothes?"

"Well…" Harry said as he glanced at Gwen for help.

The blonde-haired teen shook her head at Harry before she gave Peter a sympathetic look on her face "Peter, your clothes are nice, really they are. Heck you have more fashion sense then half the guys at Midtown… but this is Spence we're talking about here. Their average clothes are what Harry buys"

"At least" Harry said with a nod as he re-entered his closet "And trust me dude, you're gonna get enough crap for being the poor kid transferred in, don't need poor fashion, and I mean that literally, on top of that. On the upside, their jocks won't give you too much crap, it's the guys from the Decathlon you'll need to worry about. They hate the idea of someone poorer than them being as smart, or in your case, smarter than them"

"How do you know so much about this school?" Peter asked with a quirked brow as Gwen went back to looking through the shirts laid out before her so she could assemble an outfit for Peter to wear to his new school.

"I know people that know some people that go there" Harry called back before he mumbled a few words along the lines of 'what the hell was I thinking when I go this' before he emerged from the closet with a black jacket and held it up to Peter with a grin "Here, this should fit you"

Peter examined the jacket and let out a low whistle as he saw the sheer detail and skill put into making the fabric "Damn Harry, how much did this cost?"

"More than three hundred, less than a thousand, may or may not be partially made of an animal that may be on the endangered species list and leave it at that" Harry said with a grin as he placed it in Peter's hands "Try to wear this with either red or dark blue or white. Green, yellow and brown are no goes and its machine washable so you won't have to worry about going to the cleaners every week"

"Thank you mom" Peter snarked as he took the jacket and examined it further while also marveling at how soft the inside was, it gave him an idea of what to do with his next Spider-man suit he's been planning to make for a while now.

Gwen finally held up a dark red shirt and held it up towards Peter with a thoughtful look before she nodded "Yeah, wear this under it along with a pair of black pants, preferably black jeans and you'll be perfect"

"Really?" Peter said as he took the long sleeve shirt and held it up while Harry nodded.

"Yeah, you always seem to look good in dark colors like that" Harry said as he folded his arms across his chest before both Peter and Gwen looked at him strangely, causing him to frown "What? A guy can acknowledge that another guy looks good and still be straight you know"

"I didn't say anything" Peter said defensively.

"You didn't have to; the look spoke plenty" Harry shot back with a snort.

"Now we just need to get you some good shoes and you'll be squared away to attend Spence High, aka Prepy jerksville" Gwen said as she sat back down on the bed.

Peter chuckled at this as he placed the jacket and shirt back on the bed before he fell back on to the soft mattress with a huff "Wish I didn't have to be squared away for a new school, especially that one"

"Hey, it could be worse" Gwen said as she reached over and placed a comforting hand on Peter's shoulder "Your aunt could have sent you to a school outside the city"

"For all we know, she was best friends with some teacher that works at some remote private school in Europe" Harry laughed "Dude, who knew your aunt had connections?"

"Apparently no one" Peter sighed.

"Have you told Eddie yet?" Gwen asked after a few moments of silence.

"Tonight, when he comes over for dinner with my Aunt and me" Peter said as he rested his head on his hands.

"That's gonna be a fun dinner, I just know it" Harry joked as he sat beside Peter "But all joking aside Pete, your Aunt's smart in getting you out of Midtown"

Gwen nodded at this "Yeah, even my dad's starting to look for alternative schools for me to go to after Christmas. I mean he can't keep ten squad cars in the parking lot all year in the hopes it'll scare off the next crazy"

"But that time the Trapster did try to attack the school, oh man" Harry said with a chuckle at the memory "Man, who knew watching someone getting tazed and pepper sprayed at the same time by like nine different cops would be so awesome"

"I'm sure he'd say differently" Gwen responded dryly.

"Well, here's hoping the attacks stop soon" Peter said with a saddened sigh 'And they will, because my baddies are gonna start to notice I'm close to Spence High eventually. No amount of switching outfits or waiting until I'm like five blocks away before showing myself will fix that. Some of them are way too smart for their ow good… especially Otto'

It was than that Gwen clapped her hands together, gaining both Peter and Harry's attention "Hey, how about we head down to the Coffee Bean for one last expresso drinking contest? Before Peter goes to Spence"

Peter frowned at this "What, won't we be able to still do that after I transfer?"

"Yes, but this will be our last time having an expresso contest while we're all still at Midtown" Gwen said as she stood up and went to get her purse "Besides, the Bean is having a special on Lattes today and I want to get one before they run out"

…

'Hmm, I'm starting to think drinking nine expressos in a row before going on patrol is a bad idea' Peter thought with a humorless chuckle as he took several deeps breaths and began to slowly approach the school, taking note of the various students around him.

A few took notice of Peter and likely recognized that he was new before they lost interest and returned to whatever conversation they were in or whatever held their attention beforehand. Peter had little difficulty identifying the various clicks the school possessed, while Spence may have had more money, better science and math programs and a lot more influential people pass through it's halls at one point or another, it was still a high school.

On one end of the courtyard Peter could see the school's football team, half of them in their letterman jackets, the others not. The cheerleaders not to far away from the school's most popular athletes. Then on the other end of the yard there was the slightly more intellectual groups, decathlon club, whatever science clubs they had, if they were called that, performing arts and even a few goth kids.

'Wow, that's the most expensive looking dark depressing clothes I've ever seen' Peter thought as he watched a few of the goth kids slip off to somewhere, probably to pray to Ghost Rider or something along those lines.

Peter then turned his attention towards what would be considered Spence's 'nerd' group and was about to walk over and introduce himself before a girl passed in front of him.

"Watch it newbie, some of us actually want to get to class here" she said as she brushed by Peter, her face in a book.

Peter watched her go for a second before he waved after her "Uh, nice to meet you too… I think"

"Nice to hear a stereotypical sarcastic remark from a stereotypical new kid" she called back as she looked over her shoulder at Peter for a moment with narrowed eyes before she nodded "Welcome to Spence"

She then turned and made her way inside the school, leaving Peter standing there for a few moments.

"And there's the lone type girl that doesn't really fit into any actual social click" Peter said with a grin and was about to head inside himself to find out what classes he had when suddenly someone knocked into him, sending both Peter and the other person tumbling to the ground.

'Thanks' for the warning spider-sense, glad you have my back… not!' Peter thought as he landed on the ground with one of his new classmates right on top of him.

"Ow… dude what are you made of, rock?" the teen above him groaned as he picked himself up and looked down at Peter with a sheepish grin "Sorry, that was… that was really my bad"

"It's fine… I'm actually used to being tackled to the ground by people" Peter said as the two climbed back to their feet and turned to one another.

The person that ran into Peter was a boy and seemed to be around his age though an inch or two shorter. He was also a bit on the heavier side and was dressed in a messy but rather expensive looking shirt, jacket and pants with white sneakers. Over his shoulder was a blue backpack with a few tears on it and the left strap was missing entirely.

"Uh, hello" Peter said as he held his hand out "Peter Parker"

"Ned Leeds" the teen replied with a friendly smile as he nodded towards Peter "I take it your new here?"

"What gave it away?" Peter asked with a raised brow.

"The whole 'I have no idea why I'm here and don't want to be' look you had on your face before I ran into you" Ned said with a grin before he shrugged "Plus I've never seen you around here before. Spence is big, but it's not that big"

"Ah" Peter said with a nod as he adjusted the grip on his backpack.

"Yeah" Ned said as he pointed towards a sheet of paper that was partially sticking out of Peter's pocket "Your schedule I take it?"

"What?" Peter said before he followed Ned's gaze "Oh yeah, those are, uh my new classes here"

"And you have no idea where half of them are, right?" Ned said with a laugh before he patted Peter on the shoulder "come on, I'll help you"

"Really?" Peter said with surprise as he let Ned lead him up towards the school as more students began to arrive and head on inside.

"Yeah, besides it's better I give you the tour then-"

Whatever Ned was about to say was cut off as someone suddenly stepped in front of both Peter and Ned. He stood a few inches taller than Peter and possessed tousled brown hair, green eyes and was dressed in some rather expensive clothing, even by Spence's standards they seemed to be pricey, Peter thought.

Ned looked less than pleased to see the man "What do you want Nick?"

The now identified Nick merely smirked at Ned before he turned towards Peter "Who's your new boyfriend?"

"Really, you see two guys together and you automatically assume they're an item?" Ned said with an unimpressed look at the taller teen.

"Aww what's wrong Nedy, embarrassed?" Nick said.

"Not as embarrassed as I'd be in that get up your wearing" Peter said, already growing tired of the man's presence "Also leather on leather, isn't that a little late nineties, early two thousands'?"

Nick then turned his eyes towards Peter and they narrowed as he took in his appearance "And your one to talk about fashion. What, you asked your sister for that get up?"

"What can I say, she has great tastes" Peter replied with an even stare before he glanced at Ned "So want to resume the tour?"

"Yeah, excuse us Nick" Ned said as he and Peter both walked around Nick and headed inside the school, leaving the green-eyed boy to watch them go with narrow eyes.

Once the two were inside and a good distance away from the main door, Peter turned to Ned as they made their way up a stair case that was filled with students heading to class "Dare I ask who that is?"

"Nick St. Clair" Ned responded with a sigh "One of the more popular kids here. Total ass and a wolf in sheep's clothing if you believe that kinda stuff"

"No, he seemed like a real charmer" Peter said with a snort as he glanced back over his shoulder "Should I expect a surprised beating later from the guy and his group of little yes men?"

"Probably, but Nick's girlfriend sorta keeps him in line" Ned said as they entered a hallway filled with lockers "But he's not the guy you really need to worry about"

"Oh, then who should I-" Peter stared before he felt his spider-sense tingle just as several water balloons pelted both him and Ned's forms.

The two teens stayed still as they were hit from both the front and behind, causing several nearby students to back away or risk being drenched in water as the two boys in the middle of the hall. After several more balloons hit both Peter and Ned, they stopped as a lone individual emerged from the mass of students, a water balloon in each hand. He was about Peter's height, maybe a little shorter and dressed in a black and blue blazer with a grey shirt on underneath and grey pants. The teen also had a much larger muscular build then either Peter or Ned and had the brightest teeth that Peter has ever seen on a person, like he swore he could see his reflection in his incisors.

'Oh, I guess this is the guy Ned was about to tell me about' Peter thought with a blank expression as he wiped some water off his face while the man before them tossed a nearly bursting water balloon up and down in his hand.

"Sorry Ned, I know I said I was going to get you at lunch but seeing you with a new friend, I just had to make it special" the older teen said with a laugh as several more guys emerged from the crowd, each dressed in similar outfits to the apparent leader of the group both with a few variations like maybe a slightly darker shirt or pants.

Ned's demeanor dropped as he shuffled his feet back and forth "Hello Kade…"

Kade Kilgore smirked at Ned before he turned towards Peter "Sorry newbie, but everyone here knows the rules. You're with Leeds here, you get it too"

Peter's eyes narrowed as he stared into Kilgore's, both teens sizing the other up before Peter adverted his gaze "Water in balloons, what is this middle school?"

Kade smirked at this while Ned sighed and took a small step back as the heir to Kilgore industries stepped right up to Peter's face.

"Water's just the appetizer, help cool you off in case you were a little fired up" Kade said as he held up one of the full balloons in his hands "These ones are filled with something a bit… stronger"

Peter glanced at the balloon nervously as his enhanced smell picked up a rather unpleasant odor from it. His eyes widened slightly as he recognized the smell 'Oh you've gotta be kidding me… really, you filled it with piss?!'

Kade smirked at Peter as he prepared to smash the balloon into his face when someone suddenly put their arm between Peter and Kade and pushed the bulkier teen back. Kade scowled at who pushed him back as the same girl that bumped into Peter earlier stood between him and Spence's top bully.

"Back off Kade, it's not even nine and already your aggravating this place with your very existence" the girl said with a scowl towards the taller teen.

Kade merely rolled his eyes at the girl "Michelle, surprised not to see your face buried so far in some book you might as well be blowing it"

Michelle's response was a slow clap "Amazing, a crude sexual remark, my how your parents' money is well spent for your education"

Kade snorted at this before he glanced back at both Peter and Ned "We're pick up where we left off later ladies"

Kade gave one last glare at Michelle before he gestured for his friends to follow him back to wherever it is they usually lurked in between classes, leaving Peter, Ned and Michelle alone as the rest of the students in the hall began to depart as well. Once the hall was clear enough, Ned gave Michelle a grateful smile.

"Thanks MJ"

"No problem" she responded as she glanced at Peter "Not even here ten minutes and already getting into trouble"

"What can I say, I'm a danger magnet" Peter said with a carefree shrug.

"Seems like the only kind of people I ever hang out with, god I need to reevaluate my life" Michelle said with a heavy sigh before she reached into her bag and pulled out a small towel "I only have the one, so behave and share, or fight over it like a pair of rabid dogs, that's cool too"

"Yes ma'am!" Peter said with a mock salute as he was handed the towel first before he passed it to Ned who responded with a low 'thank you' and began to dry his head and backpack off.

"So, what do you think if Spence?" Michelle said with a dry smirk at Peter.

"Honestly, it's like I never left my old school" Peter said with a grim chuckle as Ned handed him the damp towel and he dried off his head "Not even first period and I'm already getting pelted with water balloons by the school's resident jerk. All's that's missing is a group of cheerleaders to pass by and make a few scathing remakes about us and it'll be perfect"

It was at that moment that a group of girls turned the corner, half of them dressed in Spence's cheerleading squad outfits. All of them were to no one's surprise some of the most beautiful girls in the school, heck Peter was willing to bet the whole city… and one of them stood out to him the most.

She was at the front of the group dressed in a dark blue top that showed off a bit of her midriff, a dark flannel skirt, black heels and a white pearl necklace that matched her teeth's brightness.

'It's her, the girl, Veronica, that I saved the other day!' Peter thought with shock as the group of cheerleaders passed by Peter, Ned and Michelle.

Veronica briefly glanced at Peter, Ned and Michelle with a look of complete disinterest before she returned her attention to one of the girls that muttered something into her ear, causing her to gin in response as they continued down the hall to first period.

Peter kept watching the Latin beauty go before he saw out of the corner of his eye, Ned and Michelle watching him with curious expressions on their faces. Peter turned towards them with a sheepish grin as Veronica and her friends turned a corner and moved out of sight "S-Sorry, I was just uh… I was just… w-who is she?"

"That, my newly made dimwitted friend is Veronica Lodge" Michelle said with a dismissive wave "Also so far out of your league that a homeless drug abusing bum from Hell's Kitchen has a better shot with Sue Storm on her wedding day than you do with her"

"Plus, she's sort of Nick's girlfriend that I mentioned earlier" Ned said with a nod "And their pretty serious… or what counts as serious for them"

"Oh…" Peter said, his shoulders slumping slightly 'Well, nice to see that even here the pretty girl will still date the bullying jerk'

It was than the bell rung, causing the three to jump in slight surprise. Michelle didn't even bother to say anything as she slipped away to her class while Ned gestured for Peter to follow him.

"Come on, lets get you settled in"

"Can't wait" Peter said with a sigh as he followed Ned 'This is gonna be a long year, can I already tell'

Peter had no idea how accurate that statement would end up becoming in the coming months…

…

And done.

Next chapter, lunch with Ned and Michelle…