A/N: Thanks for the reviews and in this chapter there will be death and will set up for the next part in the series. I've only planned for one more part but if readers want more I'll probably write more.


So Long And Goodnight

"Ready to die bitch?" Cat asked. Spider-Woman grinned slyly.

"Bring it on." she replied. The two started to attack each other hand to hand. Ben knew there was something was up, but he didn't know what it was. He looked to his left. Reed Richards was nowhere in sight.

"Where the fu-" he started to think. But before he could finish his thought he was hit hard by Black Cat's body. His head hit hard against the black asphalt street. He was knocked unconscious for a few seconds. When his eyes opened again he felt a warm pool of liquid on the back of his head. He put his hand on the spot where he felt the liquid. "Blood." He tried to sit up and saw that Black Cat was laying on top of him passed out. He checked her pulse, it was fine. He gently picked her up and sat her up against a building. He turned his head back towards Spider-Woman and saw that the Human Torch, Reed Richards, Sue Storm, and the Thing lied in a pile of blood unconscious.

"You twisted psychotic sociopath." he said just loud enough for her to hear it.

"What's the matter little boy?" she asked. "Forgotten who my mother was already?"

"What the hell are you talking about?" he asked. She just grinned and went running at him. At full force she knocked him up into the air. She flew up after him.

"Embarrassing enough being beaten up by a girl Parker?" she laughed while soaring through the air after him.

"How the hell does she know who I am?" Ben thought. Before he could react she hit him again. He went plummeting to the ground. In a last desperate attempt to save himself he shot a web and slung up above the skyline. He wasn't fast enough, she hit him with a hard punch under his jaw. There was a loud crack and Ben yelled in pain. His jaw his broken and it brought pain he had never felt before. He shot another web and swung up onto the roof of a building and lied down on the roof. "That son of a bitch."

"Is it nap time for little pathetic Parker?" she laughed.

"I can't let this happen." Ben thought. He struggled to get up. It was no use, he was done for. The woman slammed her foot down on his chest. He fought against her trying to get he off him. She took her finger and put it near his nose.

"Nighty night Peter Parker." she said.

"Peter Parker?" he thought. "That's not my name. That's... She thinks I'm my dad. Wait, how does she ever know?" She shot him with a nearly lethal blast of venom up towards his brain. He lay unconscious on that building waiting for someone to find him. Soon he was found by a group of paramedics who rushed him to a local hospital. Through the crowds he was pushed on a stretcher while some citizens cried and others cheered.

"How is he?" a doctor asked.

"He's in critical condition." another replied. "He may never wake up." For weeks Ben lay in the hospital bed while being visited by heroes such as Captain America, Ms. Marvel, Luke Cage and many others. Gwen had snuck in a few times at night to visit him unknowing to the nurses and doctors.

"Well Ben, I don't think that you're ever going to wake up again." she said one night. "They say sometimes you can hear people talking to you when you're, uh, in your condition." Tears started to roll down her cheeks. "Oh god Ben. Why you? Why you? Why did you have to go and be the hero? Why didn't you just let someone else take care of it?" She lay her head down on Ben's chest and cried. No one had even taken off the Spider-Man suit or the mask yet.

Another month passed and finally the plug was pulled. Newspapers across the world reported that Spider-Man had died and was to be buried in a cemetery outside of San Fransisco. When Peter and MJ had heard the news they were devastated but were ready to head out for San Fransisco. Gwen was, well, close to the verge of breaking. She had been out on a few dates that she had been forced to go out on by her mother and MJ, but found nothing interesting in the men they set her up with. It was late June when the funeral service happened. Millions gathered in the 75 acre cemetery and listened to the final farewells. Gwen stood next to Peter and MJ as she cried silently during the whole ceremony. At 8 PM the casket was lowered into a freshly dug hole. A large gravestone with the words "America needed a hero so I came to the rescue," and a giant statue of Spider-Man that was half the actual size of him.

After a year of living in New York both Gwen and Peter, MJ and Mayday moved to California. Gwen moved to LA with her boyfriend while Peter and MJ bought a house in San Fransisco waiting for that day that Mayday would finally become Spider-Girl. Waiting, until their time came and they could see him again. Everyday they visited that gravestone talking to him for hours on end.


A/N: I guess I should have made this longer but I just didn't have any good ideas. You're probably all wondering where I'm going to go after Ben died. Well you'll find out.