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

A/N: This is a triple update so read Ch. 19 first.

Beta: Jebest4781 and Chaos-PSD.

Chapter XX: Revealed.

Last Time.

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

Back in the Heli-Carrier, Spider-Man tells the other trainees about the incident, but they don't believe him saying it was Naruto and Captain America who took down Doom. Coulson is about to blow up at them, but Captain America stops him by throwing him his shield as he turned to the Avengers in training before looking to Naruto.

"There could be some future Avengers here If they all stay out of trouble."

"Ha! No chance at that with me as their leader." Naruto said before looking to his team after Cap turned back to them and saluted.

And had Naruto's team salute back. Cap then looked back to Coulson and spoke. "I'll take that back now."

Coulson threw it and had it bounce off the walls and towards the window. And had Naruto jump over and catch the shield. "Don't want a repeat, do we?" He asked handing Cap back his shield.

Now.

New York; Queens Night.

"You guys went without me? Peter, I understand as he's out with Harry at the moment." Naruto in his costume minus his mask said in his large shed that held his motorcycle. White Tiger was on his watch dodging a chain.

"We were just patrolling! Then we ran into the Frightful Four."

"OK, I'm on my way," Naruto said pulling his mask on and sped out of the shed and onto the street.

And past Coulson talking to May on her porch. Naruto sighed remembering Coulson asking May out on a date and had to deal with the Beetle attacking them. And helped Peter cope with his aunt dating again after losing Ben.

Oscorp Warehouse.

Shinobi sped through the door of the warehouse and slid to a stop seeing his team minus Spider-Man fighting each of the Frightful Four.

"OK really, you had to call me here for this? Thundra, sure, with her strength but come on, you can take care of the rest with your eyes closed," Naruto yelled staying out of the fight knowing his team can now easily take care of the group.

Suddenly, Spider-Man webbed in and landed. "So, we got a tip these guys are raiding an Oscorp warehouse."

"Looks that way!" Tiger said kicking Thundra away.

They heard laughing and looked to see the Trapster opening up a large crate having large Octo-bots fly and attack the heroes.

"It's a trap!" Nova yelled as they started to fight.

"Thanks, General!" Naruto yelled before taking out a kunai. "We've trained for this, take them out!"

The team each took a group of bots and easily took them out before stopping in the middle of the room.

"That wasn't so tough! Spidey made these Octo-bots out to be real trouble." Tiger said before Naruto looked around.

"Where the hell is Spider-Man?" He asked not seeing the web-head around. "Shit, that must have been the plan all along." Naruto then brought up his watch. "Fury, Spider-Man was captured by Doc Ock."

Unknown Location.

Spider-Man woke up with a groan shaking his head. "Where am I? Definitely not in Kansas anymore."

"You and your incessant blather. Do you ever shut up?!"

Spider-Man looked to see Doc Ock coming out of the shadows of the room.

He's now inside a green floating bubble without the tentacles, bald and wearing a new pair of glasses.

"Dr. Octopus?" Spider-Man asked before groaning in disgust. "You look horrible. Where are your robot arms? I'm not even sure, I can call you 'Doc Ock' anymore. 'Doc Jellyfish' or 'Doc Slug' maybe, but that's as far as I go." Spider-Man then reaches to grab his left wrist. And saw he was tied up in wires and felt his watch was missing.

"You might it difficult to call your friends, seeing as I took your little communicator. Unlike you, I learned from my mistakes; no Iron Man, no S.H.I.E.L.D., no friends are coming to save you. Tonight it will be just the three of us: You, me and my revenge." Dr. Octopus said from his bubble.

"Could you serve up that revenge with a side of fries? I missed out on dinner tonight and... Wait a second. I got it! 'Dr. Blowfish'!" Spider-Man yelled getting Doc Ock to growl angrily.

Oscorp Warehouse.

"Octavius has scrambled Spidey's communicator." Fury said over Naruto's watch. "It's giving off ghost signals to several locations."

"(Sigh) then we'll check them all," Naruto said before turning off his watch. "OK, team lets..." He tailed off seeing a small spider-like robot walking away. "Let's follow that," Naruto ordered as they followed the slow-moving robot to a tunnel by the warehouse.

Unknown Location.

Doc Ock got a sample of Spider-Man's blood and explained he was creating a new Venom that he can control as the screen he was looking at turn green. He then turned to see Spider-Man was free and sent two of his bots on the hero.

And Spider-Man easily took them out and sent one flying at Dr. Octopus breaking his bubble.

"No! So...close!"

Spider-Man then walked to the villain. "I don't wanna toot my own horn.… But I just punked you, again!" Suddenly, his Spider-Sense tingles. "Spider Sense? OK, Doc. What else you got up your tentacle?" He asked before somebody tasers him from behind, pinning him to the floor. "AAH!"

Spider-Man looks up to see Norman Osborn.

Norman is wearing silver armor with a black suit underneath and a metal glove with three fingers.

"Norman Osborn?!" Spider-Man asked before getting up. "Wait, are you telling me in that 'I Just Tased You, Bro' sorta way that you work for Doc Ock?"

"Work for him!? Hardly! Otto is my employee. I hired him to obtain your D.N.A."

"Didn't know you were such a fan, Norman. Couldn't I have just given you a signed autograph instead?" Spider-Man asked.

"Be silent!" Norman yelled as he tasers Spider-Man again, causing him to scream in pain. "Such power wasted on such a fool. I will put it to better use than stopping petty crimes and cracking childish jokes." He said as Doc Ock slipped away.

"Imagine an unstoppable arachnid army under my control; I will crush the competition. Neither S.H.I.E.L.D. nor Stark Industries will be able to challenge Oscorp's supremacy. That is the true use of power!"

Spider-Man just looked at him. "AAH!" He screams as Osborn tasers him again.

"I've been following you for so long I know everything about you. I almost feel like we're family." Norman said as he looked down at the hero.

"You have no idea." Spider-Man groans out as Osborn goes to take off his mask.

But Doc Ock injects him with Spider-Man's D.N.A. he just experimented on. "What did you do?!"

"I've just given you everything you ever wanted, Norman. Consider this my resignation." Doc Ock said in a metal container leaving only his head bare.

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

"Doesn't pay to turn your back on anybody these days," Spider-Man said before he gets picked up by Doc Ock.

Naruto And The Team.

"Argh! Could you go any slower?!" Nova asked the slow-moving bot.

"Could you speed it up with your power?" Naruto asked as the others leaned against the wall waiting for the bot to move farther away.

"Good idea!" Nova said before hitting the bot with a small bolt.

And had it speed down the tunnel having the team run after it.

"Move it, Bucket-Head!"

Unknown Location.

Norman groans and pants heavily as he laid on the floor. "Otto... why? After everything I've done for you?"

"For me"? FOR ME"?! You treated me like a slave! Destroyed my lab with me in it! And turned me into this. All you've done for me is give me pain!" Doc Ock yelled at Norman.

"Got a point there, Norman. Worst boss ever!" Spider-Man quipped from his spot.

"It's no use fighting it, Osborn."

Norman goes to grab Doc Ock but collapses weakly. "You... You've betrayed me."

"You arrogant buffoon! If I had cracked the formula, don't you think I would've used it on myself? I've just injected you with a fusion of Venom's AND Spider-Man's D.N.A. If my calculations are correct, it should produce a most interesting result, only this time one that I control."

"Looks like the grown-ups have some talking to do. I'm just gonna..." Spider-Man trailed off as he wriggles free and spins a web to escape.

But is smacked about by Doc Ock. "Ouch! That hurt."

"You want to know the most delicious part, Osborn, you pompous half-wit? After all of your schemes of catching Spider-Man and stealing his D.N.A., you never realized he belonged to you all along. His powers are a product of Oscorp's technology! Although I have yet to discover how it happened, Spider-Man is your greatest accomplishment." Doc Ock said revealing Oscorp created Spider-Man's power.

Doc Ock then puts a shock collar on Osborn's neck and cackles. "As an art form, revenge is nothing if not beautiful. Now, there's still a matter of finding out what makes you tick. Fortunately, I no longer need you alive for that." He then pins Spider-Man down and brings out a circular saw blade. "In fact, dissection is desirable."

"Sounds fun. Let me check my schedule. How 'bout never? That work for ya?" Spider-Man said as Naruto and the team broke in.

"Fury's lapdogs and the Avenger."

"What the hell is goin' on here?" Naruto asked seeing Norman on the ground.

Doc Ock threw several panels at the team, only for Power Man and Iron Fist to block them as Tiger jumped to attack Ock who moved out of the way. They then heard Norman groan and scream as he started changing.

He is now noticeably larger as his skin turned into green scales, with larger pointy ears, yellow pupil-less eyes, and a double chin with horns sticking out.

Doc Ock then threw a tank having fire cover the room as Norman roared and attacked Dr. Octopus. Doc Ock then turned on the collar he placed on Norman, only for Norman to pull it off having the system shock Dr. Octopus as well.

Norman grabbed Doc Ock's tentacles and spun him around, hitting the heroes as well before tossing the mad scientist to the other side of the room and looked towards the heroes. Only to see they were gone.

Up ahead in the tunnel Naruto had them run out to defend against Norman before he caught up and plowed threw Iron Fist, White Tiger and pinned down Power Man and stomped on his left arm. "AAH!" And actually broke it.

Naruto created a clone that grabbed the others and disappeared as the real one looked to Norman.

"Norman, if you're in there, let me know," Naruto said as he heard an explosion from the other end.

"No Norman, only Goblin!" Norman yelled before he was hit with a large Rasengan (Spiraling Sphere.)

Naruto ran after Norman who flew down the hall and saw he was in Oscorp building but there was no sign of Norman.

S.H.I.E.L.D. Heli-Carrier, Med Bay.

"You did good, team." Fury said while walking in the med bay where the team sat on beds being treated, helmet and masks off with Luke having his left arm in a sling. "S.H.I.E.L.D. is tracking the Goblin."

"I should've have seen it coming!" Peter said as Naruto walked up to him.

"That's because you have blinders on when it comes to your friends and family. When it comes to the hero part, sometimes you gotta put away your personal life. It's kind of like when the police have to arrest someone they know if they're the ones there. We'll get him."

"We?! You don't get it! There is no 'We'. It's my D.N.A, my friend-!"

"My friend as well Peter! Don't think you're the only one who cares what happens to him!" Naruto yelled before Peter left putting his mask on.

"No one else gets hurt because of me. It's my problem. It's my mess. I have to clean it up. And I'm gonna do it alone." Peter said as the door closed behind him.

To Be Continued.

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

Beta: Jebest4781 and Chaos-PSD.

OK remember to read Ch. 19 first as this is a triple update.

Nothing else to say.

Talk To You Later,

Lone Wolf Out.