A/N Well my vacation went well and I enjoyed reading everyone's review! Thanks guys! Also thanks to DphantoMfreak for beta reading for me, your'e the best! Also this chapter is dedicated to my best friend, Ashley, who's been reading this and waiting for(not to mention bugging me about) the cliff hanger, so Ashley, this extremely long chapter is for you! And now on with the story!

Disclaimer: I do not own Danny Phantom or any other characters from that series, Butch Hartman does.
I do not own Spiderman or any other characters from that series, Sony Pictures owns any thing mentioned from the movies, and Stan Lee owns the actual characters. I do, however, own the brain, creativity, and ideas (Unless noted in A/N) to create this story :)

Along Came a Spider

Chapter 12: Friends or Foes?


Peter's alarm clock went off at 8 the next morning, and he tiredly reached for the button and turned it off. He had been out all night and had only gotten back in about three hours ago. But he knew he needed to get up and get Danny up so they could go to his class today, which he was not looking forward to.

Yeah, Peter was a smart guy and all, but classes were getting pretty boring, and lately he had missed alot of them due to his Spiderman duties, so he never knew what was going on.

He got out of bed, changed clothes and headed down the hall to Danny's room. He opened the door and saw Danny sitting up on his bed, already dressed.

"Hey, it's about time to go to class. Are you ready?" Peter asked him.

"Wha...oh yeah, sorry, just thinking 'bout a few things, that's all," Danny told him as he got up and followed Peter out of the room.

Peter led him down the hall and stairs and out the door to his car. Apparently they were already late, because they didn't even have any breakfast or anything before leaving. Getting into the car, Peter started the engine and they headed off to the college.

DDDDDDDDDDDDDDDD

They arrived at the college just in time. Heading for the science hall, Peter went in, followed by Danny. Danny already knew the drill, and Mr. Conners, the teacher, already knew Danny was supposed to be there, for they had met on Monday. Taking a seat next to Peter, Danny sat down and stared at the chalkboard in front of him. Apparently they were learning about macro-something today, but Danny didn't have time to question it for the teacher had just walked in and was now standing at the front of the class.

"Okay today we will be learning about micro energy," he told them.

Oh MICRO not macro. I must still be tired, Danny thought as he began to yawn. The teacher's speech was really boring, and seeing as he wasn't an actual student, he decided to not care about any of this and think about other things, like Spiderman for instance.

He says he doesn't know Vlad, but how can I be sure, and how can I be sure he doesn't have something to do with Harry? Plus there's the fact that my ghost sense has been nutty lately, and that Spiderman always shows up when I go ghost when I'm with Peter.

Caught up in his thoughts, Danny's head drooped and hit the table as he silently fell asleep.

DDDDDDDDDDDD

"Danny, Danny, wake up, you're drooling all over the table," Peter said as he prodded his friend awake. "You missed the whole class. How late did you get to sleep last night?"

"Umm not that late, about a half hour after we got home," Danny told him. In reality, though, he had indeed been out that previous night ghost hunting. Well, that was, until Spiderman came into the picture again and began to annoy him. He hadn't really gotten in until around 5 AM.

"Well get up and let's go get some lunch, okay?" Peter said, ushering for the door.

Danny got up and followed Peter outside. The fresh air hit him and he was suddenly awake and ready to go get some grub. But just as they were about to head for the car, the bench on the sidewalk next to them exploded in green smoke. Ducking for cover, Danny looked up to see Harry in the Green Goblin stuff on the flight sled heading towards them.

Not a ghost, not my problem, Danny thought.

Whoa, that was weird. My Spider Sense didn't even go off. Something is up! Peter thought.

"EVERYBODY RUN!" Peter yelled, trying to sound scared, when in reality he just needed an excuse to go get his Spiderman stuff without Danny suspecting. And it worked, for Danny ran off in the other direction.


Catching his breath from the running, Danny leaned against the wall to think. But before he could make anything out, a pink blast unexpectedly hit him in the shoulder. Alarmed and surprised, he looked up to see Vlad Plasmius floating above him about five feet away.

"Well, well, well, weren't expect me were you?" Vlad taunted as Danny gained his confidence. "Your ghost sense didn't go off, did it?"

"Wha...how do you know about my ghost sense problems?" Danny asked angrily, quickly turning into Danny Phantom, and refusing to admit that Vlad was right: His ghost sense had not gone off at the least.

"I know more than you think, son. That Spiderman person has senses too, and they affect yours just as yours affects him."

"Huh, how do you know so much about...HIM!" Danny yelled. "I knew you were working with him!" With that he sent out a green ghost ray at Vlad, who dodged and yelled back.

"You are clueless. If you haven't figured it out yet, then you never will," Vlad yelled at Danny, then began to fly away.

Pushing off the ground, Danny quickly followed, sending ecto-beams at him every few moments, but Vlad, being the ghost he was, just dodged them all.

Soon Vlad came to a stop in the middle of the college campus. It was a big area that looked somewhat like a park and had benches and picnic tables everywhere.

"Give up. No matter what you send at me, I'll always dodge it!" Vlad yelled as Danny stopped in front of him in midair.

"NEVER!" With that, Danny sent out a double-charged beam, but instead of hitting Vlad, it hit something else that had just happened to fly between them at that very moment. It fell to the ground, but got up easily.

"What are you doing? You were supposed to take out the Spiderguy while I took out the ghost! Vlad yelled as Harry in the Green Goblin stuff got up and flew over to hover next to Vlad on his hover pad.

What! If Harry's on Vlad's side, then who's the Spiderguy working for? Danny's mind was really confused and it just got more so when Spiderman swung out of nowhere and landed beside Danny.

"Watch it!" he yelled, sending a web at Danny, who was caught off guard and fell to the ground.

"Hey, I'm not the bad guy here! They are!" Danny yelled, standing up and pointing at Vlad and Harry in front of them.

"Right, and you're just an innocent bystander. I know you're working for them!" Spidey yelled, standing his ground.

Just then Vlad sent a pink ray at Danny, who fell to the ground once again.

"What the...?" Peter said quietly from beneath his mask. If that guy err...ghost is attacking the ghost boy then does that mean that they aren't working for each other?

Danny got up and aimed a blast at Vlad and right afterwards aimed another blast at Harry. He than turned and glared at Spiderman.

"Whose side are you on?" he asked him.

"What?" Spiderman asked, confused at the question at hand.

"Are you on theirs or mine?" Danny almost yelled.

"Well I don't even know him!" Spiderman yelled, pointing at Vlad, "and he's on his side!" he pointed at Harry, "and I don't trust you, so I'm on my own side," he finished solemnly.

"Fine then I guess you won't mind if I do this!" Danny yelled and he shot out a beam at Spiderman, who was caught off guard and went flying into a nearby tree.

"What did you do that for?" Spiderman yelled, as he got up.

"Because you said you weren't on their side and you're not on mine, so you must be up to something!" Danny yelled back.

"For your information, GHOST, I'm on the GOOD side, unlike you!" Spiderman yelled as he got up and sent a web ball at Danny, hitting him in the stomach.

"I am too on the good side. Why do you think I'm battling them?" Danny yelled as he grabbed the web on his stomach and pulled it off.

"Right..." Spiderman said sarcastically.

While they were fighting, Vlad and Harry were having a little talk about how to get the boys next.

Finally deciding on the plan, Vlad went up behind Peter and Harry went up behind Danny and without warning, both boys were sent to the ground by various attacks from the two baddies.

"What was that for?" Danny moaned as he got up weakly.

"Yeah, it's not like we did anything to you...yet," Spiderman said as he got up from the hard ground.

"Well we're bad, you're not, you know the drill," Vlad said.

Spiderman got up and was ready to shoot out a web when Danny grabbed his shoulder and held him back. "Let me," he said to the guy in the suit.

"You're helping me now?" Spiderman said in shock, wondering what the heck was up.

"Well they attacked you too, so you can't be too bad, so yeah I am," Danny replied and sent out a green blast at the two guys in front of them.

He's helping me? What is up with that? Oh well it won't last long. Pretty soon he'll be back to blasting at my butt, Spiderman thought as he watched Danny shoot the two bad guys to the ground.

They landed with a thump, and Danny was about to blast them again when Peter came to a decision.

"Here let me!" he yelled, running towards Danny and preparing a web.

"So you're helping me now?" Danny mocked as Spiderman shot out a web and wrapped the two guys in it.

"And that's the end of that," Spiderman said, turning to Danny.

"Spoke too soon," Danny replied, turning around to look at the spot where the two guys were. Vlad quickly grabbed Harry's hand and turned intangible and they both disappeared.

"Dumb ghosts," Spiderman mumbled.

"Excuse me?" Danny asked a little rudely.

"I said dumb ghosts. They can get out of anything and get away with anything," Spidey told the boy.

"Well yeah, but you get away with everything as well!" Danny yelled, and with that their truce came to an end and Danny shot out a blast at Spidey and sent him flying again.

"Consider this the end of a short truce!" Spiderman yelled as he shot out a web and went swinging away, leaving Danny standing in the middle of the park, where people were starting to stare.

"What are you looking at?" Danny asked angrily and quickly went invisible and flew away.


A half hour later, Danny came running down the path of the campus up to Peter who was standing by the building, looking tired, annoyed, and mad at the same time.

"Where the heck were you!" he said angrily to Danny, who had stopped in front of Peter.

"I was busy, okay?" Danny said. "Unlike you, I didn't run away from the bad guy when he showed up!"

"If you only knew the half of it!" Peter yelled back.

"Well I don't, because you won't tell me!" Danny screamed at Peter.

"You're right," Peter admitted to Danny.

"And besides that...wait I'm right!" Danny asked, confused at the sudden news of him being right for once.

"Yeah, I have hid some things from you, and I think it's about time you knew the truth," Peter began. "Danny, I'm, well it's hard to explain, but..."

Before he could finish, though, someone came running up to them and gave Danny a hug.

"Sam!" Danny asked, confused. "What are you doing here?"

"MJ heard about the attacks and we wanted to make sure you two were okay", Sam said, concealing the fact that both girls knew both boys' secrets.

"MJ's here?" Peter asked.

"Yep, she's just locking the car," Sam said as she pointed over to their car by the curb where MJ was standing.

"I'm gonna go talk to her," Peter said, walking off.

As Peter walked out of earshot, Sam quickly asked, "So what happened?"

"Well umm for starters all three of my rivals showed up at the same time!" Danny said as he and Sam walked down the sidewalk.

"Spiderman, Vlad, AND Harry?" Sam asked, amazed. "So they were all in it together! I knew it!"

"Close, but not quite," Danny told her, and seeing her confused look, added, "Spiderman was attacking Harry, not helping him, and he also said he didn't know them, but his word can't be trusted."

"How do you know he's not telling the truth?" Sam asked cautiously.

"Well look at our history. I mean, it's not like we ever got along, except for that extremely brief moment when I helped him and he helped me."

"WHAT?" Sam asked loudly. "You guys actually got along?"

"Well just for a few seconds. Vlad and Harry hurt us both, so I shot them down for him, and he roped them up with his web; that is, until Vlad made Harry go intangible and they both escaped, then we were at each other's throats again," Danny told his Goth friend.

"Can't you guys just call a truce already?" Sam asked him.

"No Sam, I can't, okay!" Danny almost yelled at her. "He's been against me since day one and I just can't get along with him!"

"Fine, be that way but you're just digging yourself into a hole," Sam told him.

"So you're on HIS side now?" Danny yelled at her.

"I'm on nobody's side. I'm just saying," Sam said to him as calmly as she could.

"Well I don't need your advice. I can take care of myself!"

With that Danny stormed away with a hurt look on his face.

What have I done now? Sam thought as he left.


As Peter approached MJ, she asked him the same question Sam had asked Danny. "So what happened?"

"Well Harry showed up in the Green Goblin stuff, for one," he told her.

"How do you know it was him?" MJ asked curiously.

"He's my best friend. I can tell," Peter concluded then went on with his story. "Then the ghost boy showed up and he was battling some other ghost guy and then the ghost guy and Harry teamed up and tried to hurt us both."

"You mean that Dann—I mean the ghost kid wasn't on the bad side this time?" MJ asked, hiding Danny's name. She knew that Peter knew the ghost kid's name, but still she felt safer saying "ghost kid."

"Well for a little while, anyway. You see, the two guys attacked us both and the ghost boy helped me bring them down, but then they escaped and he attacked me like he always does," Peter finished.

"Well I think it's about time you guys just give in and get along. I mean, he obviously isn't on the same side as the main threats here, right?" MJ asked him.

"MJ, he IS the main threat!" Peter yelled.

"Fine, whatever, but eventually you're gonna have to tell Danny what's up," MJ told him.

"What does he have to do with this?" Peter asked, wondering if Mary Jane knew something he didn't.

"I just mean that you are always disappearing on him at random times and he's already starting to wonder," MJ explained.

"Well I was about to tell him but Sam came running up to him right as I was getting ready to," Peter told his friend.

"Really?" MJ wondered. Just then Sam came walking up to them, looking disappointed.

"Sam, what's wrong?" MJ asked her Goth girl pal.

"Well Danny just doesn't listen. Can we go home now?" Sam asked MJ.

"Yeah sure, I'll see you later Peter, and remember what I said, okay?" MJ said, and with that they got into the car and drove away.


"I think you made Sam kinda mad earlier," Peter told Danny as they drove back to his place ten minutes later.

"Yeah, well she started it" Danny muttered.

"What?" Peter asked, confused.

"I just mean that she said a few things that weren't like her at all and it made me mad, okay?" Danny said rudely, showing the end of that discussion.

After about five more minutes of silence they pulled up to Peter's place. It was mid-afternoon and Danny was once again feeling tired, but he didn't want to admit it and make Peter suspicious.

"What do you say we just hang around here for the rest of the day?" Peter asked Danny as they got out of the car.

"Sounds good," Danny said glumly as he went up to his room to think. There was something about Peter lately that made him angry and he didn't feel like being around him, or anyone, at the moment.

He slumped down on his bed and just thought about the day's events.

Where was Peter during my fight? And what was he about to tell me? Dang it, Sam, you had to choose then to give me a hug, although it was nice.

His mind began to picture Sam in various situations and poses and he smiled but quickly realized what he should really be concentrating on.

Okay, so Spiderman isn't on Vlad's side, unless...nah, or is it? Could Vlad and Spiderman have just been pretending to be foes to confuse me? I need some answers quick!


It was getting late and Tucker was lying on his bed watching TV. Harry was once again late from work, and Tucker was beginning to think that this internship program was a waste of his time. Coming to a conclusion, he picked up the phone next to his bed and dialed Peter's number. Luckily Danny answered.

"Hello?" Danny's voice said over the receiver.

"Hey Danny, is Peter out?" Tucker asked his friend.

"Yeah, he went to the store, again," Danny replied.

"Really..." Tucker's mind was racing with thoughts of what Peter was really doing. After all, now that he knew Peter's secret, he had a few suspicions.

"Yeah so what's up?" Danny's voice said after about thirty seconds of silence.

"Oh yeah, well I was wondering if you'd 'seen' Harry today, if you know what I mean?" Tucker asked.

"Actually, yeah I did," Danny told Tucker, and then continued to tell his story up to the part when they had gotten home.

"Peter was about to tell you something and Sam interrupted?" Tucker asked amazed, more at the Peter telling Danny his secret than the other fact.

"Yeah, she usually doesn't do that," Danny said, thinking Tucker was shocked at Sam not Peter.

"Yeah," was all Tucker could say.

"And then we got into a fight, me and Sam, because she thinks I need to call a truce with Spiderman," Danny told Tucker.

"Well that's interesting," Tucker said.

"Yeah I know. I think she knows something," Danny concluded, then added, "Well I gotta go. Peter just got back, and I want to see if I can put him in a good mood so he'll tell me what he was gonna tell me earlier. Bye."

"Good luck," Tucker said as he heard the other end click off.

Lying back down on his bed, he began to think.

If Peter reveals his secret to Danny, then Danny may have to reveal his secret to Peter...


It was nine o'clock that night, and Danny had still not managed to get Peter to talk about that afternoon. No matter what he did, Peter wouldn't budge.

But just as he was about to try again, a blue mist, very light and not that strong, came out of his mouth.

"Hey Pete, I'm really tired, so I'm gonna go to bed, okay?" Danny said hurriedly and ran out the door before Peter could answer. Looking around to make sure no one was looking, Danny jumped on his bed, went ghost and flew out the window.

He quickly tried to figure out where the ghost was, but sadly his ghost sense was dying on him.

Vlad said it has to do with Spiderman, but Spiderman wasn't around when it went off this time, so it should be working now, right?

Wrong. Danny had no idea where to begin to look, but luckily he found the ghost pretty close to where he was. He looked up at the building and knew it was in there because one of the windows was glowing green from the inside. He quickly flew up, went intangible and went through the window.

As it turned out, the ghost was Skulker again.

"What do you want this time, Skulker?" Danny asked, catching the ghost off guard.

"Nothing with you, I'm just collecting stuff for my boss," Skulker replied, then added, "But since you're here, I might as well take you to him as well, seeing as he's after you and that spider creep."

"Spider creep? You mean he's not on Spiderman's side?" Danny asked, confused.

"Of course not. Why would he be on his side?" Skulker asked, as if it was obvious.

"I don't know. They both hate me, I guess," Danny admitted, thinking about what he was going to say next time he ran into Spiderman.

"Well I don't have time for your silly stuff. You're coming with me!" Skulker said, but before he could grab him, Danny opened his mouth and sent out his wail. He was mad and confused and annoyed and his mind was plain sick of all the mixed emotions that it was about time he let it out. And man did he let it out! It sent Skulker flying, and then right as he would hit the wall, he disappeared, leaving Danny alone in the building. Danny fell to the ground and changed back into Danny Fenton before he went unconscious.


About an hour later, Danny woke up, confused, then remembered where he was. He got to his feet, went ghost, and flew out of the building and back to Peter's place. He hovered over the bed for a brief second before he dropped down into it and went straight to sleep.
It was the next morning, and Peter had finally gotten a good night's rest with no battles or anything. Danny, on the other hand, had overslept, for it was late and Peter was getting worried. He decided to go see if Danny was still asleep, and if he was, wake him up. He headed down the hall and when he got to Danny's room, he opened the door. As he did so, though, he gasped in shock and horror.

There, where his intern partner was supposed to be sleeping, lay one of his enemies, the Ghost Boy.


A/N Okay you can hate me, I don't mind. Yeah that was the cliffhanger I wanted to put in for the past 2 chapters, but I just didn't think it was time. Well now it is! Evil Laugh and also sorry for the length, but there was alot I needed to get out, and it had to be in one chapter. I know alot of you are not Danny/Sam relationship fans, but I am, so if you see that in this, I can't help it! Well you better leave reviews, cuz this is my best chapter of the story so far, and it prob always will be!

Lisa