Disclaimer: I don't own Danny Phantom or Spiderman or any other related characters.

((Inside the Nasty Burger, Stanley))

Johnny 13, The Lunch Lady, Ember, and Skulker, four of Danny Phantom's greatest foes, aside from Vlad Masters, and all four were standing right in front of him. Danny clenched his fist, preparing for the attack. He didn't have to wait long as Ember was the first to strike.

Ember's blue fire hair flared up as she struck a chord on her guitar. The energy blast flew at Danny and he dodged to the side. He flew at the ghostly singer but was stopped shortwhen the Lunch Lady swung her giant spatula into his face, sending him flying back. Danny slammed into a table, cracking it. He groaned and jumped back up, hovering over the table. Before he could recover himself completely though, Ember was on him, "Eat music, dipstick."

She played another chord but Danny phased through the table and under the building, the blast from the music disintegrating the table and leaving a crater in the floor. Danny rose up behind her and blasted her with an ecto-energy blast.

Danny didn't get time to recuperate because Johnny's shadow was on him in a second, slashing and snapping at him with his sharp fangs. Danny nimbly dodged side to side, hopping on top of tables and stuff to avoid the shadow. Shadow snarled and got a swipe at Danny, tearing his uniform and making him stubble back and fall hard on his butt. The Lunch Lady came over and used her spatula to scoop the halfa up and she hurled him over to Skulker. Skulker grabbed him with one fist and held him off the floor, "Hello whelp…ready to adorn my wall?"

The halfa struggled but couldn't escape from Skulker's grasp, "D—damn it!"

((Outside the Nasty Burger))

Sam was dragging Peter away but then he pulled himself out of her grasp. Sam spun around, "Come on Peter…we have to get away from here...a ghost is dangerous!"

Peter rolled his eyes, "I highly doubt that was a ghost…probably just some punk working up a scare. We need to find Tucker, Gwen, and Valerie."

"That was a ghost! Why else would Danny's gho," Sam stopped mid sentence and shook her head.

"Danny's what? Wait…where is Danny?"

Sam's eyes inadvertently drifted back to the Nasty Burger. Peter followed her line of vision then scowled, "I'll go back for him."

"NO!" Sam shrieked. Peter opened his mouth to ask why but Sam cut him off, "We should find Tucker and the girls…make sure they're alright," she said. She led the way, heading for the front of the Nasty Burger where a crowd was gathering,although notdaring to go in and deal with the problem. They couldn't seefrom outside but they could hear the sounds of a fight.

Peter acted like he was going to follow her but eventually slowed down and headed fora nearby dumpster, 'Guess it's a good thing I packed my Spiderman costume…and here I thought I wouldn't need it.'

((Inside the Nasty Burger))

Johnny revved up his motorcycle, "Let's go Skulk…we ain't got all night."

Skulker glared at the punk motorcyclist, "Shut up kid. He is my prey and I will take my dear sweet time with him."

"Your prey…I'll have you know this dipstick is mine," Ember growled, her hair blazing.

"Excuse me dearies…but if anyone is going to give him a serving of DOOM it will be me," the Lunch Lady said.

Danny rolled his eyes, "As touching as this is to have you all fighting over me…it's also kind of creepy."

The four ghosts glared at Danny and he smiled weakly, "But…go ahead and take your time."

Skulker smirked and brought his ghost blade out with his free hand, "You're hide is mine boy."

The halfa closed his eyes, waiting for the inevitable. But it never came. Instead he felt Skulker drop him and as Danny fell to the floor he opened his eyes to see Skulker flying across the room, sent there by a kick from a man in a red and blue costume.

The man in the costume was about Danny's height and his face was concealed by a red mask with reflective lens for eye protection. He had a spider symbol emblazed on his chest and webbing stitched all over his costume. The two stared at each other for a bit, "What are you," they both asked at the same time.

"ARRRGGG!" Skulker shouted as a battle cry, running at them as he pulled himself back together from the attack.

"Talk later," both superheroes said again at the same time, launching into action.

Danny flew out of the way of Skulker and the man in the red and blue costume jumped up and stuck to the ceiling, pressed against it much like a fly would…or a spider. Danny didn't have time to watch him fight though; he had to get these ghosts out of the way.

The nearest ghost to Danny was Ember. He kicked at her but she used her guitar to block it and then struck another chord, sending Danny flying backwards. Danny caught himself before he crashed into another table and then opened his mouth like he was about to scream. However the noise that came out of his mouth wasn't a scream, but a wail. The noise caused Ember to clamp her hands against her ears and her flames started to blow around her. Danny ceased the wailing and pulled out his trusty Fenton Thermos. He opened the lid and sucked the ghost girl in as she shrieked in fury.

Meanwhile Spiderman was handling Skulker, or trying to, the ghost kept phasing out and Spiderman's kicks and punches would be rendered useless. Skulker smirked, "Is that all you've got child?"

Spiderman scowled under his mask, 'I guess ghosts do exist…there has to be a way to hit him,' he thought.

Spiderman flipped backwards as Skulker started launching attacks at him. Spiderman was able to dodge him at least. Suddenly he got an idea and caught one of Skulker's punches then sprayed him in the face with some of his webbing. Skulker growled in aggravation as the sticky substance blocked his eye sight. Spiderman took this opportunity and swept Skulker off his feet. He then looked over to Danny who had just sucked up the girl singer with his thermos, "That was weird," he muttered, then shouted, "Hey…toss that thing over here."

Danny looked up and saw Spiderman standing over Skulker who was even now wiping the webbing from his face. Danny tossed him the Thermos and he caught it easily enough, "Just pop it open!"

Spiderman opened the Thermos and a ray of light shot out and enveloped Skulker then sucked him in. He capped it and stared at the device, "I take it back…THAT was weird."

A tingling feeling danced across the back of his head and Spiderman knew he had to jump up. He jumped up just as a large black shadow flew under him. Spiderman landed again, his eyes wide, "Ok…what the hell is that."

Danny, who was now taking care of the Lunch Lady, and by taking care of I mean dodging her spatula, looked over at Spiderman, "Shadow of the dude on the motorcycle…be careful he's," the halfa stopped as Shadow managed to touch Spiderman and the costumed spider fell backwards, all of his previous grace disappearing, "...bad luck."

Spiderman rolled out of the way as Shadow clawed at the spot where he had been. He jumped up and shot some webbing at the dark ghost but the webbing merely shot through him, "Hey…that worked on the weirdo in armor."

"He's" DODGE "a shadow!" JUMP "Bright light" INTANGIBLE "weakens him!" Danny managed to say, still occupied by the spatula of doom. "Also I'd like my thermos back now please."

Spiderman hurled the Thermos at Danny but the Lunch Lady swat it away like a baseball. Spiderman groaned but turned back to his own fight, "Bright light…uhm," he looked up at the fluorescent lights above him. Spiderman dove for the kitchen of the Nasty Burger and found the heat lamps. Shadow, thankfully, followed the spider and licked his lips.

The vigilante smiled, "You could use a little sun." He reflected the heat lamps off of the shiny linoleum floor and the light enveloped Shadow. The beast howled and vanished, returning to his master.

Meanwhile, Danny was trying to figure out where the Thermos had gone. The Lunch Lady continued to swipe at him. Danny stepped backwards again and went tumbling, since Johnny had appeared behind him. Johnny wrapped his arms around Danny to hold him still, "Do it Grandma."

The Lunch Lady held up her spatula and was about to bring it down but suddenly a light started to pull at her, "Come into the light," a voice said and it sucked her into a thermos.

Johnny gasped, "Man…I don't want to go back."

"Move…uhm…white haired guy!"

Danny phased out of Johnny's grip and Spiderman popped the top of the thermos again, sucking Johnny and his shadow in. The spatula and bike, which had been left behind, disappeared. Danny sighed and reached for the thermos, "Thanks for the help."

The spider themed superhero shrugged, "No problem…I guess."

After a pause and awkward silence both couldn't handle it anymore, "Who are you? Or what are you?"

Danny scratched the back of his head, "I'm…Danny Phantom. Half ghost, half human extraordinaire."

"Spiderman…human with spider powers," the man in the red and blue costume said.

Danny hovered off the floor for a bit then held out a hand, "So…can I get my thermos back now."

"Oh, sure," Spiderman said handing over the thermos, "Just…one question."

"Shoot."

"Why a thermos?"

"STOP! GHOST!" A voice shouted, interrupting them. Danny Phantom and Spiderman turned to the entrance of Nasty Burger to find a woman in a pinkish red hazmat jumpsuit, hood pulled up to hide her face.

The ghost boy sighed, 'Great…Valerie's here to save the day,' he thought.

The female ghost hunter had a gun trained on Danny and Spiderman stepped in front of him, "Hey, he just got rid of the ghosts…they're gone."

"Move freak…I don't know who you are but you aren't coming between me and the ghost boy over there! He ruined my life and he's going down," she charged the gun and was about to fire. When suddenly Spiderman was in her face, he knocked the gun out of her hand, and tied it up with his webbing to the ceiling, all before Valerie could react.

"He's. A. Good. Guy." Spiderman reiterated.

Valerie pulled away from him and peered over his shoulder, the ghost was gone. She whipped back to Spiderman, "You helped him escape! Next time we meet…I'm shooting you too!" she said in a huff as she exited the restaurant.

Spiderman sighed, "I guess Danny and the others were right about ghosts…hey, that's weird…Danny Fenton has the same name as Danny Phantom." He thought about it but then shook his head, 'Nah, not possible.' Spiderman could hear sirens in the distance and he set off, cops didn't seem to like him.

((Five Star Hotel, New York City))

Vlad frowned at his computer screen. He had gotten Skulker to plant cameras around the Nasty Burger so he could watch the fight. Thenhe had also asked for one camera on Danny to watch from the boy's point of view. Frankly he was slightly ticked at Skulker for trying to kill the boy but he had gotten over that rather quickly when the being known as Spiderman had actually shown up. "I thought Spiderman lived in New York…why is he in Massachusetts," Vlad muttered to himself.

He sighed and leaned back in his chair, "Well…this will certainly prove interesting…and it may just help me get Osborn on my side."

He smiled at that thought and glanced out of the window. Vlad had chosen this hotel because it had a glorious view of the OsCorp building. His grin widened, "Yes…Spiderman and Danny Phantom…together. This will prove most interesting indeed. But first…I think I should give someone a call."

((Kaufman Hall, Hartman University, Stanley, Massachusetts))

After the group had finally found themselves amongst the crowd they had decided to head home. Everyone was strangely quiet but none of them knew the reasons for the others silence. As soon as they arrived Gwen and Valerie headed back to their room. Peter headed off as well and this left Sam, Danny, and Tucker to talk. They stayed outside the dorm hall, staring up at the starry night sky. As soon as the coast was clear Sam and Tucker turned to Danny expectantly, "So…what happened?" They both asked at the same time.

Danny laughed, "Well I trapped them all…but I had help."

"From another ghost?" Sam asked.

"No, Spiderman."

"Dude, you met Spiderman! Did he have eight legs," Tucker asked.

"No Tuck, he looked pretty normal to me…well except for the whole shooting webs and sticking to the ceiling."

"Wow…that's crazy. I thought Peter said he was in New York City."

Danny shrugged, "Well…he's here now. But I'm not really worried about Spiderman…I'm more worried about why Skulker, Ember, Lunch Lady, AND Johnny 13 were here."

Sam and Tucker exchanged looks and shrugged, they didn't know what to make of the seemingly random attack. "Didn't they something about it being a graduation present?"

"Do you think it could be Vlad," Danny asked.

They shrugged again. A clock tower, located on campus, chimed nine o'clock, and Danny turned to head back to his dorm, "Well…we'll worry about it tomorrow. We have class and I have an early morning one."

"See ya' tomorrow Danny," Sam said as he walked off.

((Room 102, Kaufman Hall))

Peter stared up at the ceiling, 'Danny Fenton…Danny Phantom…could he really be one in the same.' He couldn't tell for sure. For one, Danny had been the last to leave the Nasty Burger so he could have easily snuck to the side and changed. Then there was the fact that when Peter had met with them in the crowd he had already been there. 'Although that doesn't confirm anything…I just wish I knew why the ghosts were attacking that place…it seemed so random…'

His thoughts were interrupted as his roommate opened the door and walked in. Peter sat up in bed, "Hey…I guess you were right…those were ghosts."

Danny smirked, "Yeah…welcome to my life. I just hope my parents don't find out about it or they'll be up here within a week."

"Those things were freaky though…especially that shadow one."

"Yeah," Danny muttered as he thought back to the battle.

Sam dragged Peter out (Peter protesting the whole way) Danny silently thanked her. He then turned to Johnny 13 who was laughing, "Well, well…so I see you're at college now…you know I never got to go to college, punk…but here's a little graduation present…Shadow…GO!" Johnny's shadow warped and stretched until it became the resemblance of a person.

Danny's eyes widened and Peter noticed the expression, "What?"

"You mentioned the shadow ghost…but the shadow ghost didn't appear until after Sam dragged you out. And come to think of it…you keep mentioning the 'ghosts' as plural…Johnny 13 was the only ghost there before you left."

Peter winced, 'Bad move Pete…you're only here a day and he's going to figure it out…but wait,' "I thought you were right behind me and Sam…how'd you see the shadow ghost…and how did you know there was more than one…or even know its name?"

Now it was Danny's turn to mentally curse himself. The two boys stared each other down for a minute then both fell back on their beds, "Dammit Peter/Danny."

They both then sat up, "YOU'RE SPIDERMAN/DANNY PHANTOM!"

To Be Continued…

AN: Alright…no one got the references…but that's okay…they were pretty stupid. Anyways, what'd you think of the chapter? Enough action/suspense? Please review and tell me what you think. I think this may be the first fic I've had where I got so many reviews for just the first chapter alone! Tune in soon for chapter 3!