Spider-Man, a hero. A man who has faced many challenges and hardships, and yet he still stands tall over adversity. And well, you know the rest, but this is where he is now, and what's a journey without an origin story?

OCTOBER 11, 2003

A young boy sits at the dinner table, blankly staring at food whilst also messing around with it on his plate. The boy had brown hair and blue eyes, he was rather skinny and wore glasses completing the look of what one would call a typical nerd.

"Peter, stop playing with your food." The woman who sat beside him softly scolded. She was in her late forties and her hair was a dark shade of black, she was also quite beautiful for her age.

"Sorry Aunt May." Peter apologised.

"What's going on kiddo?" The man beside May asked. He was around her age, he had blonde hair and had a full brown beard.

"Uh, it's… nothing Uncle Ben. I'm just nervous is all." Peter responded. Ben's eyes narrowed, and let out a small chuckle.

"What's got you so nervous? A fourteen year old like you shouldn't be having any major stresses at this point in your life." Ben joked.

Peter smirked after hearing his uncle's comment, "At least I'm not a hundred years old." Peter shot back, May snickered whilst covering her mouth. Ben with a feigned pained expression on his face, placed his hand against his chest in an attempt to seem offended.

"Ouch."

Peter laughed, but soon after a sad expression grew onto his face.

"But seriously Pete, what's wrong?" Ben asked.

"It's the field trip to Oscorp I have tomorrow." Peter responded.

"And why's that?" May questioned.

"Well, I'm gonna be surrounded by so many brilliant scientists and inventors. It kinda feels overwhelming." Peter mumbled. Ben then placed a hand on his nephew's shoulder.

"I'm sure it's gonna be fine honey. Nothing bad is gonna happen." May reassured him.

"Yeah, but what if I act weird and get too excited? And then they get annoyed with me. What if I embarrass myself, everyone will just laugh at me again, like they always do." Peter mummered.

"Hey, don't talk like that. Just be yourself, I'm sure they'll be just as excited when they find out someone loves science as much as they do." Ben reassured.

Peter then smiled brightly, "Thanks Uncle Ben."


OCTOBER 12, 2003

It was a beautiful morning, birds were singing, flowers were blooming. On days like these, what could ruin it? Well the bus driver who was supposed to be taking you to school for one.

Peter ran like his life depended on it, at this point he was pretty sure his asthma was about to kick in, but even if that was the case he still tried his hardest to stop what was pretty much his only way to school.

"STOP! STOP THE BUS PLEASE!" Peter called out, but the driver seemed to not have heard him. The other students poked their heads through the window and laughed at the boy's expense.

From inside the bus, a girl with iridescent green eyes and porcelain skin, her face was angular and slender in shape and had short red hair that was styled into a pixie cut. She pushed past her classmates and got to the front of the bus and tapped the bus driver.

"Yeah?" The bus driver asked.

"Stop the bus, you left someone." She groused, annoyed and irritated at Peter's humiliation. The driver looked at her in confusion, she then pointed to the side mirror and there he saw the skinny boy who was struggling to keep up.

He then pressed down on the break and waited, the other students groaned in disappointment and sat down. Peter then entered the bus, hands on his knees panting heavily.

"Sorry, kid. I forgot about you." The bus driver apologised genuinely. Peter waved it off.

"It's okay, people make mistakes." He reassured, he then made his way to the back. The seats in the bus, like usual, were full, and under normal circumstances he'd be the only one standing but today was his lucky day.

"Pete! Down here!" The redhead called out. Peter beamed as he saw her.

"Mary-Jane!" Peter all but shouted, he rushed down towards the back only to find a boy sitting next to her. She noticed and gave him a death glare. He quickly got out of the seat allowing Peter to sit down.

"MJ! How are you? Why are you here?" Peter babbled as he hugged her tightly. She laughed and hugged him back.

"I'm doing okay. My mom gave up custody of me to my aunt, so I've been living with her for a week now." She explained.

"Oh, I guess your mom couldn't take care of you anymore?" Peter asked. Mary-Jane's expression grew sad. Peter realised he said something he shouldn't have.

"Shoot. I shouldn't have said that, sorry." He apologised.

"It's okay, I'm still a little sad about it all." Mary-Jane lamented.

"Hey, Harry and I are here for you alright." Peter reassured

"I know, thanks Pete." Mary-Jane expressed.

"No problem MJ."


"So you're not coming on the field trip?" Peter asked.

"Yeah, all that sciencey stuff really ain't for me." Mary-Jane responded.

"I get it." Peter said.

"Anyway, this looks like where we part ways. Great seeing you again, I'll come over sometime." Mary-Jane expressed as she walked away.

"Alright, see you later MJ." Peter said as he waved her off. Peter then made his way to his locker, he was about to open it until a basketball collided with his head. Peter sighed, he knew who the culprit was. He then turned around to see a giant of a fourteen year old, his hair was blonde in colour, and his skin was darker in tone.

"Flash." Peter grimaced. The boy in front of him smiled, and behind him was his best friend and main lackey, the just a bit smaller and bald Kenny 'Kong' Mcfarlane.

"You know why I'm here, Parker." Flash stated.

"Give us your lunch money, four eyes or else." Kong threatened. Peter looked at the two boys before, usually he just be a suck up and give them pretty much all of his lunch money but today was gonna be different, he could feel it.

"P-piss off Flash." Peter stuttered, Flash and Kong looked at Peter, and then each other with confusion. They then proceeded to laugh their asses off.

"Pfft! What the hell was that?" Kong jeered as held his stomach.

"Haha! Funny joke Parker. Now where is the cash?" Flash asked. Peter was getting even more nervous now, "I should just give them the money." He thought to himself nervously.

But then he shook those thoughts out his head and stood his ground, he could not let himself be a pushover any longer. He gulped.

"Leave me alone Eugene!" Peter said affirmatively, Flash's amused expression then grew into an angry one.

"What the hell did you just call me?" Flash growled, but before Peter could say anything Flash slammed his fist into Peter's chest, sending the boy reeling. Peter slumped to the ground groaning in pain.

"Don't fucking call me Eugene four eyes!" Flash exclaimed, He proceeded to walk away from the spectacled boy. Kong looked at Peter, and grabbed his hair.

"Watch your tone next time Parker." Kong threatened, before following his friend to class. Peter weakly got up from the ground, and stumbled to class, "At least nobody saw that altercation." he thought to himself.


Peter tried to minimal movement in his seat, but his body betrayed him. The excitement and nervousness emanating from him was clear. But his anxiousness was understandable; he was going to visit one of the biggest tech and science companies in the world.

Finally the bus arrived at its destination, and Peter stepped out to meet the awe-inspiring sight of his young life. Meanwhile, a ginger haired boy around Peter's age sat in a limousine with an older man, boasting a slightly darker shade of ginger hair.

"Harry, you know that you're the next person to lead this company. You cannot be wasting your time with whatever this is." The man said looking at the device in his hand with confusion.

"It's a homemade laser pointer, I made it myself." Harry corrected.

"Using the company's valuable resources I reckon. Don't be a fool my son, you don't need to learn how to build anything, all you need is good business skills and you can get a guy who can make this laser pointer way better." His father stated in a condescending tone.

Ignoring his father's comment, Harry shook his head in agreement. His Father looked at him with disapproval.

"No, nodding." He said.

Harry sighed.

"I agree."

"Good."

"Master Norman, we have arrived." A man in the front seat informed. Norman lowered the windows to see the main building of his company.

"Ah, Oscorp. My pride and joy, other than you my son. C'mon let's go." Norman said, urging Harry to follow. Harry walked behind his father with his head hanging low, until a familiar voice called out to him.

"Harry! Over here!" Peter screamed as he ran over, he stopped in front of his friend.

"Oh, sup Pete." Harry greeted.

"And who might this be?" Norman asked. Peter then looked over to the man beside his friend, he froze. The Norman Osborn was right in front of him.

"Oh yeah, you've never met. Dad this is my best friend Peter Parker, and Peter this is my Father Norman Osborn." Harry explained.

"Nice to meet you Peter." Norman said

"N-nice to meet you too sir." Peter stuttered nervously. Norman stretched his hand to shake Peter's, and Peter quickly followed.

"I saw your research on nanotechnology. Inspiring stuff sir." Peter managed to mumble. Harry rolled his eyes at Peter's comment.

"Ah. Always great to meet a fan. Anyway, Harry make your way inside. I have business to attend to, so I'll be leaving." Norman said before making his way towards his limousine. Once Norman left Harry turned to Peter.

"Great attempt at hiding your excitement, there bro." Harry taunted as he turned to go inside the building.

"Shaddap. You weren't very secretive with that eye roll of yours." Peter derided as he followed behind his friend.

This was one of the best days of Peter's life. He was in one of the best science and tech companies in the entire world, examining their inventions with his own eyes. Harry was having a bit of fun too, sure his dad owned the building, but that doesn't mean he's been there alot.

"Dude! Look at this!" Peter said as he pointed at what seemed like a human shaped scorpion suit.

"Woah, never seen this before. Wonder what this is gonna be used for?" Harry asked himself out loud.

"A superpowered animal suit that will give its user enhanced physical abilities, such as super strength, speed, and endurance. It also wields camouflage and a deadly scorpion tail that shoots lethal acid." An automated voice explained. Peter looked at the suit in awe, Harry also looked with amazement.

"So cool." They both said in unison. Suddenly something caught the spectacled boy's eyes. He then walked over towards it before finally stopping at a glass enclosure housing many spiders.

"What's this?" Peter asked Harry. Harry shrugged indicating that he didn't know.

"These are fifteen genetically modified Hybrid Spiders. Their enhanced abilities could hopefully be used to lessen the rat population in New York and other pest infested areas in the world." A scientist behind them said.

"Cool." Harry expressed.

"Well, what makes these guys up for the task? Do they have enhanced venom? Stronger webs?" Peter asked.

"Well these little guys are prototypes, as a side effect of modification they have lost their venom glands and also have no webs. But they do in fact have super strength, speed and an acute sixth sense that borders on literal clairvoyance." The scientist explained.

"Woah. Can I take pictures of them?" Peter questioned. The scientist nodded, giving him the go ahead. Peter then took out his camera and started to take pictures of the spiders. Once he was done Peter examined the photo he took, and noticed something strange.

"What the..?" Peter mumbled, Harry noticing his friend's discomfort.

"Yo Pete, you good?" Harry asked in concern.

"He said that there were fifteen spiders right?" Peter whispered as he showed Harry the photo, the ginger's eyes widened.

"Um sir." Harry breathed.

"Yes." The scientist responded.

"There's only fourteen spiders." Harry said as he pointed at the container.

"What? No, that's not right." He said as he began counting the spiders. A surprised look grew on his face, he then turned to the two teenagers behind him.

"No need to worry, I must have left one in the test tube!" The scientist spat nervously. This fortunately did help to lower Peter's fear, and unknowingly to the teen a set of eight eyes watched his every move.

The aforementioned fifteenth spider watched as the scientist frantically grabbed his things and left, Harry and Peter looked at each other in confusion. The two believed his excuse and started to make their way to look at other interesting things. The spider followed, watching, waiting just for the perfect moment to strike. Until finally Peter and Harry stopped to look at something else.

The spider then lowered itself onto Peter's shoulder and crawled onto his hand and finally bit down on Peter's hand.

"Ow!" Peter yelped. He looked at where the pain was coming from and on it, sat a bump on his hand.

"The hell." Peter mumbled.

"You okay man?" Harry asked, Peter nodded in positive affirmation and decided to not pay the bump any mind, might have been a pimple he didn't see or something like that. The rest of the day went splendidly, Peter had fun with his best friend and Harry promised to hang out with him and M.J when the time was right.

However on the bus ride home, Peter felt sick, extremely sick. He had an ear splitting headache, he closed his eyes hoping for the pain to go away but it only worsened. Tears leaked from his eyes, he just wanted the day to be over already.

Finally he got home, using a spare key his aunt and uncle gave him he opened the door and rushed upstairs and closed his eyes. He then fell asleep in no time.


OCTOBER 13, 2003

Peter awoke to sunshine peeking through his window, he grabbed his glasses and put them on, expecting to have clear vision only to have the opposite happen.

"The hell…" Peter mumbled in confusion, he took them off and just like that everything was completely clear, not believing what he was seeing he repeated the actions he just did over and over and over again. Whilst he was doing this, he noticed something else. His skinny body was now much more muscular.

Peter felt like panicking, what in god's name is going on. First he can see clearly and now he got buff? He must be on some kind of drugs.

Peter had placed his hand on his dresser and when he tried to remove his hand, it stuck the dresser like glue.

"Huh?!" Peter squeaked out in confusion, he started pulling a little, no budge, even harder, still no budge until he pulled as hard as he could and something spectacular yet horrifying happened. The dresser flew away from his hands and crashed into his bedroom wall

Peter watched in horror at the amount of destruction he caused. And all he could do was:

"AHHHHHHHHH!"


Peter just ran, he didn't know where he was going but he was too panicked to care, well until he ran into the crosswalk.

*BEEEEEP*

Time stopped or at least it felt like it. Peter felt more aware of his surroundings, he looked around and saw where the beeping was coming from, a car. "This is it huh? Is my life flashing before my eyes?" Peter thought to himself.

The slowly but surely inched itself closer towards him, it was so close he could see the driver's horrified face. He closed his eyes and accepted his fate. Or so he thought.

His whole body started to tingle, his eyes snapped open and as the car was about to collide with him, he slammed his palm into the hood of it and launched himself into the air.

A few seconds later he smashed into the landing on his feet and cracked the pavement.

"What the fuck did I just do?" He said whilst visibly shaken to the point of tears. He looked around him and this led to his second question.

"W-where the hell am I?!" Peter cried out. Wasn't he home just a few minutes ago? He looked for something, anything to tell him where he was. And then he saw it, he was in the financial district, THE FINANCIAL DISTRICT. Forest Hills is about 9.6 miles away, he looked over to see the time, and it was sixteen minutes after seven am, ten minutes after he woke up.

How long was he running for?! Screw that, HOW FAST WAS HE RUNNING? No wonder the driver didn't see him, he must have looked like a blur. Speaking of the driver, she went up and tapped Peter on his shoulder. The ringing sensation came back again, and he leaped into the air, onto a wall and before he knew it he climbed up and started sprinting on the rooftops.

He had to get out of here and get home. He needed someone to talk to, but that was something he needed to figure out later.


OCTOBER 15, 2003

It was Monday, which meant a new day at school. Mary-Jane wandered the school halls, right now she wasn't really doing anything at all. Homeroom was in another fifteen minutes and she, well, had nothing else to do. So she was content with loitering the school grounds till the time , she bumped into a familiar face.

"Ginger Brains?" Mary-Jane mouthed.

"Red?" Harry replied. The two stood in silence and finally embraced into a hug and after what felt like.

"Oh my god, it is you! How's it been?" Mary-Jane asked.

"I'm doing fine. Well, better than I was a few months ago." Harry replied. Mary-Jane looked on in confusion and her expression became quizzical, hoping for him to explain what he meant.

"Remember about my Mom's sickness? Well, you know the rest." Harry lamented.

"Oh, I'm sorry to hear that. Great that you're doing better now. Does Peter know?" Mary-Jane asked.

"Yeah he does. He tried to come to the funeral but he couldn't make it." Harry replied.

"Typical Parker luck huh?" Mary-Jane joked. They both burst out laughing at their friend's common catchphrase on why the universe seems to hate him.

"Enough about me, what about you?" Harry inquired.

"Well, I lived with my Mom for a while then at some point she couldn't take care of me, so now I'm living with my aunt for the past week." Mary-Jane explained.

"Well, at least you're back with your friends now I guess." Harry stated.

"Not that I had many to begin with." Mary-Jane spoofed.

"MJ! Harry!"

Mary-Jane and Harry turned to see Peter running towards them. At first they didn't seem to notice anything weird about their friend, until he got closer to them. Harry was the first to notice, Peter was bigger, taller and a bit wider, although that wider part could be attributed to the baggy clothes he was wearing.

Peter then stopped in front of them and the two looked at him with confusion and a hint of concern.

"Dude. When did you get taller? We're like the same height now." Harry questioned.

"Yeah, and where's your glasses?" Mary-Jane probed.

"All those will be answered after school. Meet me at the scrapyard in Chinatown and I'll tell you, deal?" Peter requested. Both Mary-Jane and Harry looked at each other and shrugged.

"It's a deal Tiger."


Gym class, everyone's least favourite class. This was mostly because the coach had a very clear bias in favour of the popular kids, this allowed the Jocks and the mean girls to do whatever to the less fortunate. Luckily for Mary-Jane, she only had to do some stretching and pushup exercises. Peter and Harry however, were not as lucky. The boys had to play volleyball.

"You two are so screwed." Mary-Jane spoofed.

"Jeez, we know. No need to rub it in." Harry lamented as he sheepishly scratched his head.

"I think otherwise." Peter said. Both Mary-Jane and Harry looked at Peter in confusion.

"You think we can beat Flash and his cronies?" Harry vocalised.

"You must be crazy Petey." Mary-Jane adds.

"Just wait and see." Peter stated confident in his abilities.

"Ms Watson! GET TO WORK!" Shouted the coach. Mary-Jane rolled her eyes and started to bend down and touch her toes.

"Alright you boys, get into your teams." The coach commanded. Peter and Harry joined their three other teammates, they were pretty much a bunch of nobodies. Peter looked over at the other team, it was a team full of damn jocks, including Flash and Kong. Both sides got into position.

"I'm gonna enjoy this." Flash crooned.

"Me too, where's your glasses four eyes?" Kong jeered, with Flash and the others laughing. Peter rolled his eyes and ignored their comments.

"Starting in three!"

Harry gulped.

"Two!"

Flash started to smile sinisterly.

"One!"

Peter gripped his ball tightly.

"GO!"

A barrage of balls from Flash's team flew towards Peter, luckily he dodged out of the way. Sadly, the amount of balls that were thrown eliminated Harry and everyone else.

"Nice dodge Parker, but now you're all alone. Get ready to get your daylights knocked out." Flash threatened.

"Try me, Eugene." Peter taunted. Flash took the bait.

"Get him!" Flash barked. Kong and the others complied, they threw their balls and Peter simply moved out of the way. Peter sped off at blistering speed and grabbed other leftover balls and picked them up, throwing two at the other side, eliminating three.

"Three down, Flash and Kong to go." Peter stated. Practically everyone in the gym was watching the formly skinny boy's impressive display.

"Holy shit, Tiger." Mary-Jane mumbled in amazement. She did not believe what she was seeing, but she was nonetheless proud, proud that this was the same lanky boy that she knew was out doing the biggest jerkasses in the school.

"Guess a lot changes in 2 years." Mary-Jane thought. Harry was just watching in bewilderment, in fact he was in awe, his best friend showing up his bullies.

"Get' em Pete! Kick their asses!" Harry exclaimed, this inspired Mary-Jane and their other classmates to cheer him on as well.

"The hell is going on!? How is he doing this?!" Kong fretted.

"Who fucking cares? This is probably a fluke or something, just throw the damn thing hard enough to break his nose." Flash commanded. Kong gulped and looked over at the brunette teenager, Peter stood there menacingly, casually dribbling 4 dodgeballs whilst giving Kong the scariest stare he had ever seen.

Kong shook his head to cool his head and readied his ball, he threw it as hard as he could expecting to knock Peter off his feet. Imagine the surprise on his face when flinged the four balls behind him and outstretched his hand, catching and stopping the volleyball in its tracks.

Peter smirked, he then cocked his arm back and sent the ball flying towards Kong, smacking him in the face eliminating him.

Flash and Peter stared each other down. The tension in the room grew with each second. Flash decided to attack first, flinging the ball at lightning fast speeds. Peter dodged it, then Flash threw another with the same outcome happening, until he only had one left. Flash threw it full throttle towards Peter, the aforementioned then ran up grabbed it flipped into the air and sent it back towards Flash.

It was flying so fast he didn't even have time to dodge and the ball slammed into his chest taking him out, leaving Peter as the only one on the gym floor and thus winning the match. The entire gym exploded with cheers, Mary-Jane and Harry ran up to Peter to congratulate him on his win.

"Holy shit man! That was insane!" Harry exclaimed, still amazed at his friend's display.

"What the hell was that Pete! I'm so shocked and flabbergasted right now, like I can't even think straight!" Mary-Jane gushed.

"I guess I'm full of surprises." Peter mumbled sheepishly.


After the event that took place in the gym, school was over. Shortly after, the trio of friends got onto the subway with their destination set on the scrapyard.

"Dude you have to tell us what's going on with you." Harry said.

"What he said, cuz I'm sure you weren't able to do all those flips you did in gym class before." Mary-Jane expressed.

"I'll explain when we get there, jeez." Peter stated.

"You can do that now." Mary-Jane countered while pulling on Peter's ear.

"Alright, alright I'm gonna explain now, just stop pulling on my ear MJ!" Peter exclaimed. The girl obliged, and Peter massaged his ear in an attempt to soothe it.

"During the trip at Oscorp I got sick and the next day I got powers." Peter explained.

"Woah, woah, woah, you're saying you got powers from Oscorp? From what?" Harry asked.

"Remember when I got hurt?"

"Yeah?"

"And it was coincidently after we moved from the Spider exhibit?"

Harry's eyes widened at the realisation.

"You're kidding." Harry mumbled.

"I am completely serious." Peter responded.

"The spider bit you/me." Peter and Harry said in unison.

"Wait, so what you're saying is, that on just some random field trip that you decided to go on, caused you to get literal superpowers? Shit sounds like destiny to me Pete." Mary-Jane expressed.

"Or dumb luck." Harry suggested.

"I dunno, him being destined to get them sounds cooler." Mary-Jane asserted.

"Anyway, what's the reason for going to the scrapyard?" Harry questioned.

"To test these Powers out."


The trio arrive at their destination. However an obstacle stands in their way.

"Um, guys. The gate's locked." Mary-Jane said. Peter simply walked up to the gate and kicked it open, bursting the lock and sending it flying.

"Easy fix with a guy like me." Peter gloated. They entered, Mary-Jane made a makeshift chair and sat down, Harry leaned on a broken down car and Peter stood in the middle of the yard.

"So, what do you want me to do?" Peter asked.

"I dunno, lift a car or something." Harry suggested.

"Pft! Lift a car? C'mon, I bet Peter can do way better than that. How about…. That Semi over there!" Mary-Jane said as she pointed at the Semi truck, the boys looked over to see what she was talking about.

The truck in question was pretty damn big, but Peter took up the challenge. He walked over and held onto the truck, he then lifted as hard as he could. At first the truck didn't budge, but slowly but surely it started moving. The truck rose and rose and rose.

Mary-Jane's and Harry's eyes widened, Mary-Jane challenged him because she thought it would be funny if he couldn't, but she didn't think he was this strong.

Peter stood there with an entire truck he was holding over his head, sure he could do it, but his teenage body could not handle the weight for long. Nonetheless, he stood as tall as he could and as proudly as he could.

"You can put it down now dude!" Harry exclaimed. Peter set the truck down behind him, panting heavily.

"How was that?" Peter asked.

"Amazing tiger, but what else can you do?" Mary-Jane goaded, Peter smirked at the challenge.

For hours, the two teens tested their friend. They asked him to jump over five cars, run across the entire scrapyard in less than a minute and ofcourse lift more things.

When Peter showed off his wall crawling abilities, and with the help of his friends he learned how to control it and use it effectively. After a while it started to get late.

"Holy shit, that was the most fun I had, in like awhile." Peter effused.

"You can say that again." Harry agreed.

"Hell yeah it was!" Mary-Jane chimed in. Then they grew silent, as an air of nostalgia rolled through.

"You know this reminds me of when we were younger. I missed you guys and all of the adventures we had." Mary-Jane lamented.

"We can have those adventures you know. Although they won't be as magical as they used to be." Harry mentioned.

"Even so, we're still gonna have each other's company." Peter added. The three then hugged.

"Thanks for being my best friends and sorry for leaving." Mary-Jane stated.

"No need to apologise, because you're here now MJ." Peter responded.

"Yeah, I guess you're right." Mary-Jane agreed.


OCTOBER 16, 2003

Peter awoke from his bed, but it felt different. He actually woke up refreshed for the first time in a long time, and he knew why. He and Harry rekindled their friendship with Mary-Jane, he actually beat Flash in something, and he has literal super powers. Life's going great for the first time in years.

He got himself dressed and sped his way downstairs, he was so energetic he ran on the walls on his way down.

"Someone's spunky today." Ben said, noticing his nephew's behaviour.

"Hell yeah I am!" Peter exclaimed.

"Language young man." May called out.

"Sorry Aunt May." Peter apologised.

"What's got you in a good mood?" Ben asked.

"I'll tell you when I get home later, gotta catch the bus." Peter said as he ran out of the house.

"Sweetie, you haven't eaten breakfast yet!" May yelled. Peter stopped and looked back into the house.

"I'm not hungry! Bye Aunt May, bye Uncle Ben!" Peter exclaimed as he ran to the bus stop.

"That kid's one big oddball, right hon?" Ben asked.

"He sure is, also, where did that dent in Peter's room come from?" May questioned.

Peter walked towards the bus stop, it wasn't a long walk it would only take him two minutes to get there by walking. He looked at his neighbourhood, he never noticed it before, but his community sure was pretty.

"Oh Forest hills, never change." Peter thought to himself.

"Hey Pete! Wait up!" A familiar voice said behind him. Peter turned to see Mary-Jane sprint towards him.

"Oh, hey MJ." Peter greeted.

"I was gonna come to your house and meet you, but you were already gone." Mary-Jane expressed.

"Meet me? Wait, hold on, where do you live?" Peter asked.

"I live in the house next to you." Mary-Jane responded. Peter's eyes widened at the revelation.

"Really?"

"Yes really, you live in your own world dude, so of course you didn't notice." Mary-Jane jeered. They both laughed and continued walking. The two then arrived at their destination, just in time as well as the bus was about to leave.


Peter and MJ entered school, but something was… weird to say the least. Everyone was staring at Peter, the expression they wore did not ease their anxiety. Mary-Jane also noticed this.

"What's going on, why are they staring at you?" Mary-Jane asked.

"I dunno, they've just been looking at me like that ever since he got here." Peter replied. Suddenly time slowed down, and the weird tingling sensation came over his body again. It was just like the day he discovered his powers, and the sensation only came from danger in his general vicinity.

Peter instinctively grabbed Mary-Jane and dodged the incoming football coming towards them. As the ball slammed in the locker denting it, the two looked over to see who threw it, and there stood an absolutely livid Flash Thompson.

"PARKER! I finally found you, you piece of shit!" Flash roared.

"What the hell is wrong with you asshole! You wanna kill us or something?" Mary-Jane accused.

"Shut up and get the fuck out of the way! This is between me and four-eyes, NOT YOU!" Flash bellowed. She was about to say something but Peter stopped her in his tracks.

"He's right MJ, this is between me and Flash, and I don't want you to get involved with what's about to happen." Peter stated. Mary-Jane then realised what was happening, she then moved away from her friend and glared at Flash venomously.

Flash then slammed his fist into palm and cracked his knuckles and neck.

"I'm gonna enjoy kicking your ass Parker." Flash hissed.

"We'll see about that, dickwad." Peter spat.

Flash swung at the smaller boy, Peter weaved out of the way landing two punches on Flash's ribs sending the taller boy reeling. By now practically the whole school came to see the fight between the two, chanting "fight" as they watched.

Meanwhile, Mary-Jane watched in awe, Peter, by all intents and purposes was winning and he was doing it with a smile on his face. Harry, having heard the commotion, came to see what was happening.

"What in the shit is happening here?!" Harry exclaimed.

"Flash came outta nowhere and started to attack Peter and now their fighting." Mary-Jane explained.

Peter kept on evading Flash's swings and whilst doing so landed a multitude of punches and kicks onto his abdomen.

"Stop fucking moving!" Flash bellowed.

"And why would I do that? The point of a fight is to take less damage than the other person, or am I wrong?" Peter taunted, Flash's rage finally hit a breaking point.

"SHUT THE FUCK UP!" Flash roared from the top of his lungs, he then proceeded to rip off and throw a locker door at Peter. Luckily, Peter dodged it, unfortunately, it was heading straight towards Mary-Jane and Harry. Time slowed down again and the tingling sensation made its presence known.

Without a second thought Peter ran towards the two other teenagers with blistering speed, once he got to them he pushed them to ground effectively getting them out the way.

Time went back to normal, and the locker door collided with the side of his skull. The entire corridor went silent as Peter stumbled, and an audible gasp as blood leaked from the boy's forehead.

"Peter!" Mary-Jane lilted.

"Stay back, I'm ending this." Peter fumed as he extended his hand to stop her from getting close, Harry grabbed Mary-Jane to move her away from Peter. Peter glared at the black haired giant with unbridled rage.

Flash chuckled, "Looks like you're tougher than I thought Parker." Flash taunted.

"Shut. Up." Peter hissed.

"Getting angry ey?" Flash jeered. Peter slowly walked up to Flash and he stood in front of the boy.

"What's wrong? Is it cuz I almost hurt your frien-" Flash was interrupted by a devastating uppercut from Peter. The hit was so strong that Flash was lifted off the ground and stayed in the air for a whole five seconds.

He landed on the ground with a large thud, out cold. The hallway went silent, and then suddenly burst into cheers.

"Holy shit Parker!"

"You kicked his ass dude."

Peter just ignored them and ran over to his friends.

"You guys okay." Peter asked.

"We should be asking you that bro." Harry mumbled. Peter looked at them both with confusion. Mary-Jane then placed her finger on the cut on Peter's head, he hissed in pain, Mary-Jane then showed her finger to him.

"You're bleeding dummy." She stated. Peter's eyes widened and then a wave of pain came over his head.

"Ow, ow, ow, ow! It stings!" Peter yowled, Harry chuckled and Mary-Jane started laughing at their friend's predicament. Suddenly the students in the hall started to frantically scatter, the trio were confused, until they learnt what the commotion was caused by.

"Oh, hey principal Morita." Peter expressed sheepishly.

"Parker, to my office. NOW!"


Peter sat outside the principal's office, awaiting his punishment. "I hope to get detention at the least, but knowing Morita…" Peter said to himself out loud. After the fight, he got an earful from his principal, then Ben was called and that's how he got here.

Speaking of which, Ben had exited the room. He looked down at his nephew and Peter met his gaze, the boy saw something in his uncle's eyes that he never liked seeing, disappointment.

"C'mon, let's go." Ben sighed, Peter got up and followed his uncle to his truck and got inside. Peter looked at his uncle with a dejected look in his eyes, this was probably the only time he wanted to stay at school.

Once Peter got home, the boy immediately went to sit on his couch and his uncle went upstairs to tell May the news about Peter's suspension. A few minutes passed and the couple made their way downstairs. They stood in front of the boy, disappointed.

"Fighting in school? C'mon Peter, we taught you better than this." Ben lamented.

"Flash started it!" Peter glowered.

"That may be true, but you have to be the bigger man." May explained.

"I've been the bigger man for years! If anything I should've hit em harder." Peter spat.

Ben sighed, "I know that your body is going through changes. Some you don't understand, but you shouldn't let your hormones control you like this." Ben expressed.

"I had the power to kick his ass, so I did! I pretty much did the world a favour." Peter mumbled. Ben's eyes narrowed at his nephew.

"When I was younger…"

"I don't care about your stories right no-" Peter interjected, until he was interrupted himself.

"Peter Benjamin Parker, be quiet and listen!" May snapped, hearing May being angry Peter quickly shut his mouth.

"Your Father told me this, when we have the power to do great things, we have the moral obligation to do the right thing with it. When he told me that, I lived by them for the rest of my life and I think you should too." Ben finished.

"So why isn't he here, huh?" Peter questioned with tears welling up in his eyes.

"Peter!" May exclaimed, shocked at Peter's question.

"Answer the damn question Uncle Ben! Why!? Is it because he's a good-for-nothing scumbag who left his son to be his brother's burden!" Peter ranted. Both Ben and May's eyes widened. May started crying at the boy's words.

"Oh sweetie, you're not a burden! Don't say that about yourself!" May sobbed.

"So why didn't MY FATHER love me enough to stay? I bet I was just some disappointment in his eyes." Peter continued.

"Peter, how dare you!" Ben exclaimed.

"NO, HOW DARE YOU? HE DROPPED ME OFF AT YOUR DOORSTEP LIKE I WAS TRASH! CAN'T YOU SEE WHAT'S WRONG WITH THAT?!" Peter exploded. Ben could only look down in sadness.

"It wasn't like that, Richard loved you with all his heart." Ben voiced. Peter only could slump at his father figure's words as more tears poured from his eyes.

"Why? Why aren't you on my side?", Was all the teenage brunette could mumble, he turned around and exited the house.

"Peter, where are you going?!" May vocalised, Peter started to run down the street sobbing.

"C'mon Pete, stop running!" Ben called out in desperation, but his pleas were ignored. Peter kept going, if the man he saw as his father wasn't on his side, what was the point of even caring about this shitty world.


Peter had been wandering New York, it was ten in the morning when he left, but now he was sure it was past his curfew. Even though he was alone, he had no intention of going back home.

His belly grumbled, he was hungry. He spotted a nearby convenience store. He entered and looked around the store and saw some doritos. Peter went to the counter and dropped it in front of the cashier.

"How much?" Peter asked.

"Ten bucks." The cashier drawled, clearly n0t wanting to talk to the boy.

"Ten bucks for some doritos? Stop playing around." Peter hissed.

"If you can't pay, get the fuck out." The cashier stated. Peter scowled at him, before dropping the doritos and leaving.

"Tch, asshole." Peter mumbled, as Peter left another man entered.

"What do you wan…" The cashier quickly shut up when he saw the gun pointed at his forehead.

Peter kept on walking, now he was hungry and pissed. Suddenly someone just ran out from the store he just walked out of. The short blonde haired man ran down the street, the cashier followed but got too tired to chase him down.

"Hey Kid! Stop that guy!" The cashier exclaimed. Peter looked at the man and smirked.

"Sorry, not my problem." Peter jeered as he walked away. Peter was thinking about where he was going to get food, but the sound of a gunshot rang throughout the area. People started to panic and run in different directions.

Peter realising that someone is in trouble ran towards the source of the noise, and the scene that greeted him, would be the most haunting thing he has seen in his life thus far.

"Uncle Ben?" Peter mumbled in horror. Ben was on the ground bleeding from a gunshot wound.

"UNCLE BEN!" Peter screamed out as he ran to his uncle's side. He placed his hand on the wound in an attempt to stop the bleeding.

"D-don't worry Ben! Y-you're gonna be okay!" Peter reassured as Ben groaned in pain. Peter looked around frantically as tears welled up in his eyes.

"Someone help please! SOMEBODY PLEASE, CALL AN AMBULANCE!" Peter Bawled, but no one heard the boy's pleas.

"P-peter? Is that you k-kiddo?" Ben asked, finally noticing the boy in front of him.

"Yeah! Y-yeah it's me Ben." Peter answered.

"L-looks like I'm in a bad s-situation, huh?" Ben joked weakly.

"Ben, I'm sorry for what I said. I-I didn't mean it!" Peter apologised tearfully. Ben wiped the tears from his eyes.

"It's alright, so stop crying. I love you Pete, with all my heart." Ben said.

"I know u-uncle Ben, I know."

"Take care of your Aunt May for me alright?"

"I promise you. I will."

After Peter accepted his request, Ben finally slipped away towards the afterlife, entering a blissful yet never-ending sleep.


OCTOBER 17, 2003

Peter felt something he hadn't felt since his parents died, he felt numb. "Why him? Why uncle Ben?" Peter thought to himself. When the police found him next to Ben, they took him in for questioning. After finding him innocent they brought the boy home, the police then informed May of the news, the woman broke down into tears.

It had been hours since that point, and Peter still didn't feel any different. He had been laying down on the couch for awhile, he didn't know for how long. A knock on the door was heard, Peter got up sullenly, and made his way to the door.

Once he opened it a familiar redhead greeted him. Mary-Jane immediately ran up and hugged the brunette, she was crying herself.

"Peter! Are you okay?! I-I heard about what happened from my Aunt Anna." Mary-Jane explained.

"I'm fine. Where's Harry?" Peter asked.

"He said his dad needed his help with something so he couldn't make it. And are you sure you're okay?" She responded.

"I said I'm fine! I just hope they find the bastard before I find him myself" Peter hissed. Mary-Jane's eyes widened at the comment.

"What do you mean by that?" she questioned.

"What else would I mean by that? I'm gonna rip the bastard when I find him." Peter snarled.

"But, Ben wouldn't want you to become a murderer for his sake." Mary-Jane stated.

"How would you know?! You didn't know him like I did!" Peter snapped. Mary-Jane backed up from his tone of voice.

"No one knew him like I did." He lamented somberly, Mary-Jane looked at the brunette with sadness.

"Y-you want some more time to think alone don't you?" Mary-Jane asked..

"Yeah, I-I think I do." Peter responded. Mary-Jane hugged him.

"I hope you don't do anything stupid. Stay safe, tiger." She said as she walked back to her house. Peter closed the door and went back to his sulking, until someone knocked on his door again.

"Ms. Parker?" Came a voice from behind the door. Peter opened it to see a woman of asian descent, her long black hair was tied into a ponytail, her black eyes staring into Peter's blue ones.

"Hey, Peter was it?" She asked. Peter nodded.

"Yuriko Wantanbe, and I'm sorry about your uncle." Yuri expressed.

"No need to apologise, what are you here for?" Peter asked.

"I just wanted to clarify some things with your aunt, do you know where she is?"

"She's in her room sleeping." Peter clarified.

"Oh, alright. I'll be on my way no-" Yuri was interrupted by her radio going off.

"Captain Wantanabe! We found the bastard! We're chasing him through the financial district now!" An officer exclaimed.

"I'm on my way! We found him and I promise we'll catch your uncle's killer." Yuri declared as she rushed towards her car and drove off. Peter ran up to his room, "This is it! It's my only chance!" Peter thought to himself.

Peter opened the drawer and pulled out a hoodie, sunglasses and sweatpants. He quickly put them on and opened his bedroom window, he stopped when he realised that most of his face wasn't even covered, he rushed down into the living room and picked up one of Ben's dust masks and covered up his face.

Peter then rushed to his room and jumped out the window, jumping from rooftop to rooftop following Yuri's Police car.


The sound of police sirens rang throughout the area, in a black sudan a man drove wildly. "God damn that man! He fucked my plans to all hell!" He thought to himself.

"Dennis Carridine! Stop the vehicle now!" An officer on his tail shouted. Denis poked his head out the car and fired shots towards the police cars.

"Fuck off!" Dennis snarled. Dennis swirled around the corner and found where he was gonna hideout, suddenly a car rammed into him.

"Carridine! You're under arrest, pull over and stop resisting!" Yuri exclaimed, Dennis scowled and bashed into Yuri's car causing it to lose control and crash. The other cars stopped to check on their captain.

Once he had lost the cops had pulled over towards an abandoned warehouse. He exited his vehicle and ran inside, not knowing a masked figure was following him.

"Damn this place is creepy." Dennis said as he walked inside. He sat down on the ground to catch his breath.

"Thought you escaped huh?" asked a figure behind him, Dennis whipped around and fired, but for the figure time slowed. Seeing the bullet come towards him the figure dodged and grabbed the gun from Dennis.

"W-what the!?" Dennis exclaimed, Peter then walked out the shadows revealing himself. Peter then snapped the gun in half, and stared the thief down with absolute hatred in his eyes.

"Who the hell are you!?" Dennis asked, Peter scowled and grabbed the man by his shirt.

"The last thing you'll ever see." Peter snarled as he headbutted him. Dennis flew into a bunch of boxes. Dennis opened his eyes and felt his forehead, he was bleeding. Peter walked up to him and started to stomp on him, cracking the thief's ribs.

"AGHH! Why!? Why are you doing this!? What did I ever do to you!" Dennis cried out in pain.

"Don't you remember? THE MAN YOU SHOT?! THE MAN, WHO YOU TOOK AWAY FROM HIS WIFE AND NEPHEW?! DON'T YOU FUCKING REMEMBER?!" Peter roared.

"I'M SORRY! I-I WAS JUST ROBBING SOME CONVENIENCE STORE, THE OWNER WAS AN ASSHOLE, HE TRIED TO SCAM SOME KID SO I JUST TOOK SOME MONEY FROM HIM AND THEN SOME GUY TRIED TO STOP ME. I DIDN'T MEAN TO KILL HIM PLEASE!" Dennis shouted, Peter's eyes widened, it was him.

"No, NO! I could've stopped you! I-I…" But the words fell dry on the boy's mouth, Peter turned and jumped out the window of the building, just in time for the police to arrive.


Peter sat atop a rooftop, sobbing. He killed Ben, he killed him. All for some petty revenge. He wasn't worthy to be called Ben Parker's nephew. Whilst sulking, a woman's cry was heard, Peter looked at the source of the noise.

"Somebody help! Please!" She called out, she was being attacked by a group of men. Peter sat there and watched, but he started thinking. Uncle Ben's words rang through his head "When we have the power to do great things, we have the moral obligation to do the right thing with it. When he told me that, I lived by them for the rest of my life and I think you should too." and so did Mary-Jane's "But, Ben wouldn't want you to become a murderer for his sake.". He then made his choice.

"C'mon lady don't scream! We're just gonna have a little fun with ya!" The man explained, his cronies laughed. The woman struggled to escape his grasp but it was no use, she accepted her fate. Until, the man behind her let go and a loud thud was heard throughout the alley.

She turned around to see a masked man, he turned around to the woman and lowered his dust mask a bit, smiled and reassured her. He then faced the criminals with his mask back on.

"Who the hell are you!" One of the men asked. Although none of the men could see it, the boy was smiling after finally finding his purpose.

"Me? Well, I'm just a guy trying to help out!"