In New Central York City Park

11 year old Peter Parker was with his Aunt May and Uncle Ben.

"See the spider." Peter nodded. "It forge bonds. Webs that connect to everything. Enough bonds make it very powerful." Ben smiled at Peter.

"With great power comes great responsibility. Learn to be strong here." Uncle Ben touch Peter forehead. "And here." He touch Peter's chest where his heart was. "Promise me you'll remember that." Peter smiled. "I will Uncle Ben."

"Now let's get home- ooofff..." suddenly something knock Uncle Ben to the side.

"Ben!" Cried Aunt May.

Peter gazed in shocked at the monster. It had green fur all over it's body. It's ears were pointed as was it teeth. The eyes were yellow and just like it smile full of evilness. It like a Monsteras Goblin. It laughed at the little boy in front of it. It reach out a clawed hand towards Peter and his Aunt.

Suddenly Uncle Ben tackled the Goblin. "Get away from them!" The Goblin just laughed as it grabbed Uncle Ben by the neck. "Uncle Ben!" Cried Peter. "Go!" Yelled Uncle Ben still resisting against the Goblin. Then there was a snap and Uncle Ben body went limp. "No!" Yelled Aunt May Then the Goblin slash upwards causing gasses on Aunt May's chest. "NO!" Cried Peter.

The Goblin was about to move towards Peter again blood dripping from his claws. But stop and grabbed it head. It gave a roar of pain and suddenly ran off. "Uncle Ben!" Cried Peter rushing over to his uncle who was still alive some how. "P-Peter..." every word came full of pain. "I'm here Uncle Ben!" Ben mange to touch Peter's face. "Be strong Peter..." Then his Uncle Ben died.

Peter was feeling helpless that he wasn't strong to help his uncle. "You wish to be strong." Came a small voice next to him. Peter look to see the spider that had been in the tree hanging on a thread next to him. "Yes." Said Peter.

"Then take what your uncle said to heart and become a Spider Totem." Peter as if in a trance held out his hand to let the spider on to it. "Are you ready?" Asked the Spider. Peter nodded and the spider bite his hand. There wasn't a lot of pain. Peter barley flinched. "You will meet your mate soon." Said the Spider as Peter watch as it vanished.

Soon the police arrived and

Officer Watson decided to take care of the boy. He lead Pete into his house. Waiting for them was his daughter Mary Jane.

Peter was caught by the beauty the 11 year old red hair girl was. Mr. Watson explain that Peter would be staying with them and help Peter to the guest room.

Later

Mary Jane woke up in her bed. She had heard a sound. She went into the hall and heard the sound of crying coming from the guest room. Mary Jane open the door.

She saw that Peter was crying. Mary Jane immediately move to the bed climbed in and wrap her arms around Peter holding him to her. Peter seem to relax in her embrace as he cried into Mary Jane's pajama.

It was then that Mary Jane Watson decided that she will be here for this boy who had just lost his uncle and Aunt no matter what. "Then be there for him." Came a small voice on top of the bed frame. Mary Jane look to see a white color spider gazing at her and Peter.

Mary Jane for some reason didn't feel afraid in fact she held her palm out so the spider could climb on. It did and then moved to the back of her hand. Mary Jane and the spider look at each.

"You and Peter are meant for great things together. Your meant to be a Spider Totems and protect this city along with the champion of Speed Force. What do you say Mary Jane." Mary Jane look down at Peter and saw him gazing back at her and the spider. The red head gazed into those brown eyes and nodded to the spider. It bite her hand then before it vanished it said. "You must work in the shadows until the champion of the Speed Force appeared."

Mary Jane look down at Peter and saw him gazing back at her. The red head gazed into those brown eyes and gave a smile. "Are you ok?" Asked Peter worried. Mary Jane pulled him to her. "We'll both be." They laid there holding each other as their bodies began to changed from the spider venom.

Over at the West house a young Iris West held young Barry Allen as he cried because he had just lost his mother that very night.