Disclaimer: I don't own Naruto or Ultimate Spider-Man.

Beta: Jebest4781 and Chaos-PSD.


Chapter XVIII: The Masks We Wear.

Last Time.

"Unfortunately, no. It was a glorious hunt, but the rarest of days. Today, the boar has won." Skurge replied putting Spider-Man down.

"No. no, no, no."

They looked to see Loki appeared by them. "This is madness. You had him. Strike him down."

"We hunters live by a code," Woodin said to Loki.

"You are the sorriest excuses for Asgardians I have ever seen. Finish the job!"

The three Asgardians stood in front of Spider-Man before Loki appeared by Spider-Man.

Only for Naruto's ax to be placed on his throat as Thor grabbed his brother. Spider-Man then turned back to normal before Skurge spoke.

"The boar, was a mortal?"

"Aye, my brother tricked you into doing his dirty work," Thor said before Loki appeared on one of the wolves and flew off with the Asgardians following on the other two.

Now.

Midtown High, Morning.

"(SQUEAL!)"

Naruto jumped as a group of girls ran towards the bulletin board he just walked to before seeing Coulson handing a large poster.

"When are auditions! I'm so styked!"

"Styked? Is that a word?" Peter asked walking up to the group and saw the poster was for a play about his alter ego.

'A play about Spider-Man? I have a feeling this won't go well.' Naruto thought before the girls left.

"'It's A Wild, Wild Web'. All singing, all dancing, all Spider-Man?" Peter read out loud. "Written by Mary Jane Watson?" He finished as a picture of Mary Jane was under a picture of Spider-Man.

Naruto looked and deadpanned seeing three Coulson pictures, one that's like a studio logo, one of him dressed like a play director, and one of him at a piano keyboard.

"My first professional credit," M.J. said appearing behind Peter. "Well, semi-professional. OK, high school. But it's a credit."

"You wrote a Spider-Man show, M.J.?" Peter asked turning to his friend.

"Who better? The world thinks Spider-Man is a menace. I know different. My play can change the public's opinion about him."

"Yeah, nice thought. But with Coulson as director and musician. I don't think that's happening. Maybe if it was about Shinobi." Naruto said as Mary Jane waved him off.

"Why would I do that?"

Naruto deflated at that as he sighed. 'I bet that fan in New Jersey would do it. She likes me.'

Later, Midtown High.

(A/N: Everything until the play is canon and will be skipped.)

Naruto was walking the halls before seeing the Trapster walking to the dressing rooms. Naruto frowned hearing from Peter that Sam had given Flash Peter's costume to audition in but Flash didn't take it off and stumbled onto a robbery by the Trapster who attacked thinking Flash was Spider-Man.

And Peter stealthily helping Flash beat him while the media covered it. Naruto sighed before putting his mask on and walked in just as Flash yelled and Naruto grabbed Trapster in an inverted headlock. He then brought his elbow down on the villains head before looking to Flash who took off his Spider-Man mask.

"Listen, kid, unless it's Halloween, it's dangerous going around dressing like us. The bad guys will mistake you for us."

A Week Later, Stark Industries.

Shinobi was out patrolling before getting a distress signal from Iron Man from his work and he sped over to it. And as soon as he got inside, he was attacked by Iron Man before another suit flew in and hit the helmet off revealing no one was in the suit that attacked Naruto.

"Good to see you." Iron Man said, faceplate lifting up.

"What's going on, Tony?" Naruto asked Iron Man who landed.

"My hall of armors has been compromised."

"A.I.M.?"

"Don't know." Iron Man replied before Spider-Man swung in.

He explained that he, Harry, and Norman was attacked by an armor suit before they jumped down a hole in the floor showing Iron Man's first armored suit, a very large one for Hulk-sized problems, and an older looking suit.

"Well, shit," Naruto said as Iron Man shot missiles at the Hulkbuster suit before it was hit with a large Rasengan (Spiraling Sphere).

"Odama Rasengan! (Big Ball Spiraling Sphere!)" Naruto added more chakra to his jutsu before red chakra seeped through and then the suit was destroyed from the added power.

He looked to see the others easily take care of the other suits before seeing an octopus bot at a computer. Taking out his crossbow pistol, he loaded the E.M.P. clip and shot three bullets at the robot shorting it out. Walking over, he missed a smaller robot come out of the tentacle before pulling the robot over to the others.

S.H.I.E.L.D. Heli-Carrier.

Shinobi watched Norman argue with Iron Man about being attacked before Naruto spoke. "Norman, he was hacked! I got the robot to prove it."

"Arrest the guy who attacked us and let us go," Harry yelled as Naruto turned to him.

"Listen, kid, you're both here to be protected from Dr. Octopus, the person who hacked the armors. So sit down and wait. Now, why would Dr. Octopus be after you?"

"And maybe the less-accusatory-more helpful question, why does he want to kill you?" Spider-Man asked trying to diffuse the tense atmosphere.

The door suddenly opened showing Connors walking in. "Anything on the robot, doc?" Naruto asked as Curt turned to him.

"You all need to see this."

He took them to the lab where the robot was in a tube being scanned.

"It's exquisite work. And matches the sample from earlier." Connors said remembering getting the claw from when Spider-Man first fought Dr. Octopus. "Which was too damaged to study properly. And this confirmed my suspicion. This tech was invented by an old friend." He finished bringing up a picture of a healthier and younger Otto Octavius.

"Otto Octavius. We did our graduate studies together. Octavius was brilliant. Confident. Driven."

"Don't see the resemblance. Doc Ock might be his eviler and less hygienic cousin?" Spider-Man said looking at the picture.

"After he graduated, he went to work for a premier tech company," Connors said as everyone looked to Norman.

"What? Why are we looking at Mr. Osborn?" Spider-Man asked before realization hit him. "Whoa, wait? Doc Ock, the guy who's been in my webs for months, worked for you?"

"I don't know any 'Doc Ock' until today. But Dr. Otto Octavius is another story." Norman said and explained that he thought Otto perished in an accident after working on a project.

"How do you explain his tech attacking you and hacking mine?" Iron Man asked pointing at Norman.

"Last Time I checked, my father was the victim here," Harry said before the robot broke out and attacked Norman.

Spider-Man webbed it as Iron Man blasts it with his beams before looking down at what was left.

"I thought that was deactivated?" Fury asked as Iron Man scanned the robot. "It was, someone, hacked it remotely… With arc reactor energy."

"Do we even need to bother with a trail, he's tried to kill me twice," Norman said standing up.

"Oh yeah, do it in front of Fury. You know he's not that dumb, Norman." Naruto said before someone blasted through the wall.

BOOM!

"Hello, Norman."

The smoke cleared showing Doc Ock in an armored suit only showing red eyes with a yellow arc reactor in his chest.

(A/N: For a better image look at this episode.)

"You shouldn't play with other people's stuff, Doc!" Iron Man yelled before flying at the armored villain.

"I never play, Mr. Stark." Dr. Octopus said before hitting Iron Man to the wall and threw several orbs at him that tied him with tentacles.

And then shot him through the hole and up into the air.

"All agents to the lab. The intruder is armed, extremely armed, and dangerous." Fury said pulling out his gun as he closed the lab off.

Spider-Man then jumped on Doctor Octopus for a punch. "Love the new duds, Ock. Covering your face was a stroke of genius!"

Naruto ran over and shot his crossbow at him, only for a yellow shield to block his shots before sliding under the doctor and hit him with his tonfa sticks before dodging a blast fro two of his tentacles that froze the floor.

After dodging Doc Ock's attacks, Doc Ock then grabbed the Osborn's and started shocking Harry before running out of the hole he made. Naruto jumped out as Spider-Man looked to his iron suit. Down below, Naruto dove after Dr. Octopus who he could barely see before calling his bike to him and flew after the villain.

He then dropped down on top of Oscorp and heard Norman talking to Dr. Octopus on the balcony that he couldn't make out due to being too far away before quietly walking down.

"I'm here to return the favor!" Doc Ock said creating a yellow blade in one of his tentacles before Naruto dropped down as Spider-Man webbed Norman away.

Naruto pulled out a kunai and stabbed the tentacle holding Harry shorting it out and pulled the unconscious teen away. Spider-Man in his armor dropped down on his three fake spider legs and looked at Dr. Octopus.

"I'll see you strung up for that!" Dr. Octopus said firing at the heroes.

Spider-Man fought Doc Ock who spouted about working for Norman in secret and he was in charge of everything that's been happening to Spider-Man for the past few months. Naruto glanced at the businessman who left with his son. He then turns to see Spider-Man hit Doc Ock's arc reactor having it glow brighter.

Suddenly, Iron Man landed after hitting Dr. Octopus as well.

"What's happening?!" He asked getting Iron Man to look at him.

"I don't put everything on a computer. The good stuff's up here." Iron Man replied tapping his head.

He then hit Doc Ock's reactor before Spider-Man followed with a punch sending him off the balcony and through several buildings.

Later, Fury and the others with Norman stood in the area that Dr. Octopus would have landed only to find a crater.

"No trace of Doc Ock. Looks like he made a clean break." Fury said before Iron Man walked up.

"If it's any consolation, I won't rest until he's behind bars."

"Keep your toys were they belong… And I'll consider us even." Norman replied before Naruto spoke up.

"And you tell the press that it was Ock that actually attacked you. Or I'll tell every press there is in this city and on video-sharing websites that he used to work for you. Don't think that will do well for your image."

Later, Unknown Location.

Norman wearing a trench coat walked into a large room where steps came up as he took a step until he got to a large tube that held Otto in water with a face oxygen mask on.

"You can rest now, they're all gone. Just be thankful I found you before S.H.I.E.L.D. did. I know I am. You single-handedly took on three of the city's greatest heroes. And best of all, you've upset Spider-Man. Made him nervous. You're amazing. Welcome back to the family, Otto. We have plenty of work ahead of us." Norman said to Otto who didn't move.

S.H.I.E.L.D. Heli-Carrier.

"It's messing with my head, you know? I want to give Norman the benefit of the doubt. For Harry's sake and maybe for mine, too." Spider-Man said to the two Avengers, with their mask off and faceplate up.

"Kid, we all have people in our life who we look up to, sometimes they're not who we think they are," Tony said to Spider-Man. "My advice, use your head. Listen to your gut. Follow your heart. And look, if you need someone to look up to… Well, there's always me." Tony finished as Spider-Man looked to him.

"So, what, we hug now?"

"You do and I'll uni-beam you to Detroit. See you around, kid." Tony finished before flying off.

"What do you think?" Spider-Man asked Naruto who sighed.

"I always had a weird feeling around Norman. You don't get that much money or high up in business without making enemies, and/or keep a clear conscious."

"What about Tony?" Spider-Man asked as Naruto looked out at the city.

"Tony started off as a spoiled rich brat that only cared about money until he was captured with his own weapons and forced to make them for his captors until he was able to get free. And that was at the cost of another hostage who helped him build his armor and saved his life by creating a prototype arc reactor that kept the shrapnel away from his heart."

Naruto then turned to Spider-Man and continued. "Look, like I said when Harry was using Venom. We'll keep an eye on him before doing anything."

To Be Continued.


A/N: Thanks for Reading and let me know of any mistakes.

Beta: Jebest4781 and Chaos-PSD.

Again, had to put these two episodes together due to not needing a good portion of the play episode, next to be updated will probably be Hero Rising: Next Generation on Friday unless I'm able to get the 2 EMH Ch.'s ready then it'll at least be both updated together with Hero Rising.

And for everyone in the United States, I hope you have a safe and Happy Memorial Day.

Nothing else to say.

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