Disclaimer: "There once was a man from Kentucky...that's all I've got."

Alright, now that that's over with, let's get the show sta-

?: Wait!

Juubi looks to the side and sees Naruto standing there.

Juubi: Naruto? What are you doing here? Shouldn't you be getting ready?

Naruto: But we hadn't had our talks in a long time!

Juubi rubs the back of his head.

Juubi: Yeah, well...I just didn't see a point in doing that. Ya' know?

Naruto: But talks are what give meaning to fics! It is what shows the audience the kind of person the author is! It is what separated fanfictions from normal book! What separates the monkeys from the fish! THE RAMEN FROM THE SALAD!

Juubi: O_O . . . . Are you high?

Naruto: It's the holidays, so of course.

Juubi: Juubi sighs. Fine. What do you want to talk about?

Naruto: How about that new Captain America: Civil War trailer!

Juubi: grins widely DUDE! That shit was epic!

Naruto: I know right!

Juubi: I never read the comics, but I know the movie will be a down-play of it. Not as intense, but still awesome!

Naruto: I know! The appearance of General Ross! Iron-man vs Captain America! Bucky returns and the team-up teaser shown of him and Cap fighting Tony. OH I hope Spider-man will appear.

Juubi: Hmmm, somehow I doubt it, might not be enough money on the budget for Spidey's graphic like the ones used in Amazing Spider-man 2. But here's hoping. But what about the cinematic premiere of BLACK PANTHER?!

Naruto: DUDE! Blew! My! MIND!

Juubi: So let's recap. The recent premier of Ant-Man. The upcoming Batman v Superman, then the Deadpool movie, AND the season 2 of Daredevil on Netflix. DC and Marvel are really kicking 2016 off.

Naruto: nods Yeah. HEY! Have you thought of putting me in the Civil War?

Juubi: I'm thinking about it. Still not sure.

Naruto: Would be awesome...

Juubi: Too above my payroll.

Naruto: You get paid?!

Juubi: Not really in money as much as brain power. But enough about that. How about we get on with the chapter?

Naruto: I guess. See ya! Leaves to get dressed.

Juubi: Alright people! Have yourselves a great Christmas and happy Holidays!


Also, a SPECIAL announcement! Since this fic will be huge, and will come in impact with many Spider-man/Marvel events, I am OFFICIALLY dubbing this 'fic-verse', Earth-116, fully known as Earth-11634, which is actually the fic id for this story at the top of the page.

Don't worry. There is no 116 marvel universe, I checked.


Chapter 3: A spider's first flight


The alarm from a small store flared wildly as two masked men shot out from the doors, taking a run down the streets with bags on money in their grasps.

However, before they could get too far, something grabbed onto them from their backs, pulling them back with a shout of surprise.

Later on, two cops stood, scratching their heads in confusion as they looked up at the two burglars. They were trapped in a cocoon of what looked like web. On the cocoon, there was a small business card stuck to the cocoon.

Grabbing the card, the cop looked at it, raising a brow at what it said.


In a dark alley, a woman scream as she struggled to escape the rough grasp of her assailant. She tried to scream as hard as she could, hoping someone would hear and save her. However, her voice got caught when the rapist began chocking her.

With a sick grin, the man began trying to take off his belt, making her eyes widen in horror. Tears began to run down her cheeks what was about to happen to her.

Suddenly, before the rapist could take off his belt, two strings of web shot down from above and stuck to his shoulders.

"What the?!"

With a yell, he was pulled upward. Blinking her tears away, the woman looked around, hoping to see who or what saved her. Just then, a small card floated down to her from above. Grabbing it, she looked at it, saying what was on the card.


Meanwhile, outside the police station, two cops that were on their break, jumped when they heard a large crash. Turning around, they saw a man crashed down hard on their car. Hearing him grown, they checked him. He was a bit beat up with a black eye and busted lip, but otherwise fine, merely knocked out. On him was a piece of paper. Grabbing it, the saw that it was a note saying how the man was guilty of attempted rape. As one of the cops arrested the rapist, the other looked at the bottom of the note, where there was something on it. It read:

Courtesy of your Friendly Neighborhood, Spider-man!

At the bottom was a red spider mark.


Sitting on top of a tall building, Naruto nodded his head as he listened to his music. His mask and googles were off as he took a bite out of his hot dog. He looked down at the busy city, keeping an eye out for any trouble.

It's been nearly a month his the death of his Uncle Ben and the funeral. That day it was raining, as if the sky itself was sad at the loss of another great person. Naruto was holding his crying aunt as he looked at the casket as it was being put in the hole. He didn't say anything or even though anything.

He just stared at the coffin holding his dead uncle. The rain hiding his tears.

Reaching over, he took out a journal from his bag lying next to him. Opening it up, it showed many formulas and diagrams of some spider-themed inventions he wanted to try out to help him. Taking out a pen, he checked his work.

In the month since the funeral, Naruto had been very busy. While taking care of his aunt, buying the groceries, and occasionally going in-between jobs to earn money, Naruto tried to work with his new role of being a superhero. He wanted to be the kind of man his uncle and parents wanted and knew he could be. The kind of man who would be able to use both his brain and brawn to help people.

So using his skills, he helped bring down criminals and thugs around the city. Mostly working in the shadows, as he wanted to slowly bring his non-existent reputation up with the people, and then revealed himself. Which is why he always left cards with his name to spread rumors before making his debut. He would allow a glimpse of his appearance a few times to allow rumors to spread.

It's been a very busy and tiring month in starting to keep the city safe. But as the saying goes: Great Power, Great Responsibility.

And he wasn't alone on this. Mary Jane was helping him.

BEEP!

Putting his dog and book down, Naruto swallowed and raised a hand to his left ear. "Yeah?"

"Whiskers, bank robbery at East Avenue." He heard MJ say. Nodding, he finished his hot dog, crumbling the wrapper.

"On my way."

MJ served as his informant at his 'base', using the wonderful information network of the internet, and an old police scanner. Using the redhead's surprising knowledge she got from reading comic books (which told the stories of old and deceased heroes of past), the two tried to make their mark in the Superhero world.

One of the things they got from the comics, was every hero needed a base of operation. Since they couldn't afford a large tower or Ice lair in the arctic, they used Naruto's lab in his basement. They also used the old abandoned factory as a back-up base. Money was used for Naruto's inventions, or sewing material for MJ. Not to mention buying Oscorp Spider-silk for his web-shooters.

Those things weren't cheap you know.

However, they would need to find another way to get webbing to prevent shipping from being tracked to them. Sure they might be using a false billing, thanks to the help from MJ's cousin Ron, who's been a great help and ally to the blonde's hero start up, but they would need to be very careful on their actions.

Naruto was currently trying to reproduce the webbing's formula in his lab to create his own artificial webbing. He was almost there, just a few more testing and he should be able to make his own web in a few days. He just needed to get a few chemical compounds and he should have it.

Crumbling the wrapper, he threw it over his shoulder. It sailed over the air, flying over the edge of the building, and dunking into the open dumpster on the other side of the building. Putting his journal in his bag, he stood up. Clapping his hands of crumbs and dirt, he stretched a bit. Just then, his phone rang. Pulling it out of his pocket, he saw who was the caller and answered it. "What's up, Aunt May?...Eggs and milk? Okay I'll get them. Love you too." Hanging up, grabbed his bag and put it on. He raised his hand and pressing middle and ring fingers against his palm, he activated his web-shooter and shot a web line at the building across the street. Holding onto the line tight, he pushed off the building edge and sailed through the air, shooting web at another building to change direction.

It's been a month since he first became Spider-man. And his journey was just starting.


Later – Parker Residence

After taking care of a few more thugs, and grabbing the eggs and milk his aunt asked for, Naruto retired back to his lab. He was currently sitting in his craft desk, working on a new invention, while sitting in front of his computer was MJ, going through newspapers and current news websites. She had taken the self-proclaimed job as his "manager", keeping track of any trouble and gossip.

"Looks like things are going as planned. There's lot of talk about the mysterious "Spider-man" around the city, saving people, stopping robberies, etc." She said as she looked at numerous chat rooms talking about who Spider-man was, where he came from, and if he was a hero.

"Hmm." Naruto said as he focused on his contraption.

MJ pulled up a few photos taken from phones displaying the few times Naruto allowed himself to be seen. Though they weren't fully visible, merely taken from a distance, either being photos of his back, his side, or upper body. "We should still keep building up your reputation."

"And when exactly can I show myself to the public?" Naruto asked as he grabbed a screwdriver. MJ turned to him with a grin.

"Well, according to the comics, heroes usually show up with supervillains appear." Turning around in his chair, Naruto lifted up his goggles and gave her a deadpanned look.

"MJ, you do know this isn't a comic book, right? My now very dangerous and possibly risky hero life is not for you entertainment." He told her. He was taking a risk here in becoming superhero. Saving the world on a regular basis, facing enemies who want nothing more than his destruction. Facing the threats of aliens, evil monsters, and the public view. This was a HIGH step from regular teenage life.

"I know that. It's just...it's SO COOL! My best friend, a superhero! And I helped make him!" She said with a grin. Blinking, Naruto looked at her like she was crazy.

"Wha da?! You make me?! What you talking about?!" He asked. MJ help up three fingers.

"First of, I was the one who offered the idea of being a superhero to you. Second, I was the one who made your costume. And thirdly, I'm the one who is helping you find and stop crime around the city. So on those terms…I created Spider-man!" She declared, making him sweatdrop at her logic. While it was sorta true, she didn't have to make it sound like she owned him.

Shaking his head, he turned back to his work. "Whatever helps you sleep at night, Red." Curious on what he was doing, MJ rolled her chair over to him, and looked over his shoulder. She saw that he was working on something that looked like a belt buckle.

"What are you doing?" She asked. Glancing at her, Naruto looked at his invention, before grabbing it. He aimed the front at the wall, and pressed a button. Light shined from the thing, and on the wall, was an image of Spider-man's face.

"It's just something I've been working on to pass the time. I call it the Spider-Signal. It works as a flash light in the dark. Not the mention it'll give me a cool entrance." He said with a grin.

Mary Jane looked at him for a sec, before going back to her work on the computer. "That's kinda lame, Whiskers." She said, making Naruto fault. He sent her a betrayed look, before he just went back to work, grumbling about "redheaded best friends not knowing what's cool", making her grin softly.

Standing up, Naruto went to another table, this one having chemical bickers and other equipment. This was where he was working on creating his web fluid. He picked up one of the small web capsules. Each capsule had enough webbing to last three hours. He then grabbed a small gauntlet where he could store the capsules. He created it so that once a capsule was used up, it would automatically switched to another. He had two gauntlets, each able to hold six capsules, 18 hours of usable web, even if he constantly used them.

"Your new costume is almost finished." He heard MJ say. Turning, he raised a brow at her.

"New costume? What's wrong with the one you made for me now?"

Without looking at him, the redhead raised a hand and shook a finger negatively. Grabbing her bag that was under the desk, he opened it and took out a notebook. It was her designer book, holding drafts and sketches of her ideas for her friend's costume(s). Facing Naruto, making sure he didn't see and ruined the surprise, she opened the book. "While yes, the current costume is great, if you want to be seen as a real hero, you need something that will show people that you are one." She flipped through the pages until she stopped at the current one, which had the image of the would-be costume, as well as a few details, notes, and list of materials she would need to make it. Naruto tried to take a peak, but she just moved it out of his view, making him pout. Shaking his head, he turned back to the work desk.

"Just as long as you don't make it spandex." He said with a grumble. No way in hell he was wearing a skintight outfit in public. With his back to her, he didn't see her freeze for a sec. Looking at her book, she smiled nervously and used her pencil to scratch something out.

Naruto picked up another of his inventions. It was a small red spider-shaped device, the size of a penny. These were Spider-Tracers, tracking devices that would allow him to find anyone that had one. He made them using the pieces of an old radio. Now he just needed so way to make them stick to things.

Suddenly, there was a knock on the basement. Naruto and MJ's eyes widened as they heard the voice of Aunt May, asking if she could enter. "U-Uh, just a second Aunt May!" Naruto called out. The two teens moved quickly and hid the Spider-man costume and spider-theme objects, as well as newspapers. Making sure everything seemed normal, Naruto moved to his desk, and pressed down a large button on the desk. With a beep, the basement door unlocked and opened. Aunt May entered with a tray of cookies and juice. Smiling, she walked down the steps.

"You two shouldn't be cooked up in this dark room all day." She told them as she out the tray on an empty desk.

Smiling apologetic, Naruto went and grabbed a cookie, planting a kiss on his aunt's cheek. "Sorry about that, Aunt May. We were just doing homework." MJ nodded in agreement as she took a cookie too. Taking a bite, her taste buds exploded at the warm, soft, and chocolaty goodness that was Aunt May's cookies. Lady should get an award for them!

Smiling at the two, Aunt May took a seat on a chair. "So you two, how are things? Everything okay?" She asked them.

The two teens shared a hidden glance. Naruto wanted to keep his aunt completely in the dark about his new activities. If she found out he was about to pursue the life of a superhero, it would wreak her!

As one, they shrugged. "Everything's fine. Completely fine." They responded simultaneously. Aunt May smiled gladly.

"Good. Oh! Before I forget. Naruto, Mrs. Bankins called. Her lawn could use a trimming, and was wondering if you would be kind enough to mow it for her. She said she would pay you well." Naruto shrugged and nodded. He could use the money. He then frowned and looked at his aunt. He was really worried about her. Since his uncle died, he's been taking care of her, waking up early to cook breakfast, and fixing anything broken in the house. He tried to do laundry, but was later banned by his aunt from doing it again when he accidently put his Spider-man costume with the whites, turning everything red or pink.

When questioned on how he could even do that, his response was: "I was washing the...flag. My flag!"

Really Parker? That was your excuse? No one washes the flag!

Kneeling in front of May, Naruto gently held her hands. "What about you, Aunt May? You okay?" He asked. May smiled at her nephew, raising a hand and gently cupped his cheek. Yes, she was greatly saddened at the loss of her husband, and she would miss him dearly, but at least she still had her beloved nephew.

"Yes, sweetheart. I'm okay." Leaning up, she planted a kiss on his forehead. Patting his cheek, she stood up. "Well, I suppose I'll leave you two to do your homework then." Waving at them, she went back up.

Naruto frowned as he looked after her. He knew his aunt was sad, losing not only her in-laws, his parents, but also her husband. Naruto made a vow. He would always look after and protect his aunt. No matter what.

MJ sighed as she grabbed her bag. "Well, guess we really should do our homework."

Naruto groaned at that. He was just kidding! While he may be smarter than 75% of his school, he was still a teenager and hated doing homework.


Meanwhile, at Oscorp

Norman Osborn sat behind his desk in his office, going over the reports of the development of the Cross-Species Project. It would seem that adding the latest development into the formula worked just as well as having the second part of the original formula. He had grown tired of constant failures in the project, and had taken to doing something to ensure there were results. From his top secret and secure vault, laid something he had kept there for many years, with only a small amount of people knowing that it was there.

A replica of the government's top secret Super Soldier Serum. While it wasn't as powerful as the one that had been used to create Captain America, its enhancing capabilities have been recorded to work nearly as well in the past. Sure it was never fully tested on humans, merely small specimen like those spiders and other animals, but risks were necessary to take.

So adding the Oscorp Super Soldier serum into the Cross-Species formula, it seemed to do the trick, as out of the 5 recent test subjects who had taken the formula, one had survived the procedure was showing remarkable results.

He would continue monitoring results before moving to phase 2.

Suddenly, he heard a ruckus coming from outside his office. Narrowing his eyes, he stood up, fixed his tie, and approached the door.

"Osborn!"

Hearing a familiar, angry shout, Norman narrowed his eyes. Stepping out of his office, he scowl grew on his lips when he saw a balm old man shouting at one of his men.

"Where is Osborn?! I demand to see him!" He shouted at the suit wearing man. However, the suit was still, merely standing still as he looked at the old man with a blank look. The old man growled in anger, and was about to shout, but stopped when someone spoke.

"Is there something I may help you with, Mr. Toomes?" Norman asked as he approached, his eyes hard and face blank. Seeing the CEO of Oscorp, Toomes glared hatefully at him. He approached him, getting in Norman's face. Norman didn't even blink or move.

"Orborn! How dare you steal my idea?!" Toomes shouted as he poked Norman hard on the chest, but he didn't get so much as a flinch.

Norman blinked dully as he looked at the elder man. "I am afraid I do not know what you are talking about." That only made Toomes angrier.

"You don't kn- Four months ago I presented you my plans for magnetic air transport, but you rejected them. And what I do find out later?! That Oscorp announced their tech flight! It was my ideas and you stole it!"

The guards moved in, but stopped when Norman raised a hand. He stared at the old man and gently pushed away his hand from his chest. "Really now? I must say, that is some dangerous thinking, Mr. Toomes. Dangerous and unsupportable." He narrowed his eyes at Toomes, and leaned in closer. "Listen well, you old fossil. You have lasted decades and achieved nothing to your name. Not as a young man, and certainly not as an old man. It's time for you to sit in your rocking chair and wither away like you're supposed to, and leave the future to the best generation. You are nothing but a vulture, looking for meat because you can't get it yourself." Norman muttered to Toomes, making the old man angrier by the second. Scoffing, Norman stood back, and fixed his tie. He snapped his fingers. "Boys, please escort Mr. Toomes out of my building." Two guards stepped forward and began dragging Toomes, as the elder was shouted curses at Norman.

Rolling his eyes at his time being wasted, Norman went back to his office. He had work that required his attention.


Next Day – Midtown High

It was a free period, and Naruto was at the cafeteria. In front of his were a few tools and a contraption as he tried to fix his invention. He was known to work on his small machinery at times when in school, so students were used to it, and the teachers and principal allowed it, as long as he didn't blow part of the school up...again.

You blow up a classroom by accident one time, and people wouldn't let it go!

He was working on a voice changer, so when he changes into his Spider-man outfit, his voice would be different. The mask didn't muffle his voice enough since it was breathable.

Naruto was being cautious. With the technology advancing now a days, criminals – the smart ones – could identify his voice by recording, and find his location. Putting his Aunt May and his friends in danger.

So he would have to take any precaution necessary to insure that didn't happen.

In front of him, Mj sat, busy working on her computer as she shopped online for the things she needed to create Naruto's costume. She didn't want to make it out of weak materials. To her, Naruto's safety and protection was top priority! And so, she shopped at the inventory online stores if time manufacturing companies, like Stark Industries, and Oscorp.

Good thing Stark Industries had some materials she could use for the costume at reasonable prices.

"Hey, you two."

Looking up, the duo saw Harry walking toward them. "Hey, Harry." Naruto greeted with a raised hand, fist bumping with the rich boy. MJ nodded at him. Harry smiled at the two as he sat down next to Naruto, though he soon quickly scooted away nervously when he saw that Naruto was working on one of his invention.

"He chuckled nervously. "Um, Naruto?" He called, getting a low 'hm?' from the blonde as he was distracted with his work. "Um...that thing's not going to um... blow up, is it?" He asked, clearly recalling the last time one of the teen's gadgets blew up in his face. His face burned for weeks.

Naruto waved him off. "Relax, it's not on. I'm just fixing and exchanging some parts." He said as he turned the black collar around. The only device was the small mic and speaker on the side. He looked at the motion detector on the inside of the collar. He would need to install the device inside his mask for easier use. His hand reached out and grabbed the sandwich his aunt made him and tool a bit. Hmm, tuna.

Harry nodded as he looked at the two. They sure looked busy with what they were doing. He had noticed that they've been busy the whole month, hanging out together more than usual. He wondered if they had finally admitted their feelings and were dating, but shook his head. They didn't act like a couple, so it had to be something else. He didn't say anything though, figuring it wasn't his right to snitch. He looked at the blonde.

"Hey Naruto." He said, getting the blonde's attention. "We still up for our game night after school? Got the new Monster Hunter game."

Naruto smirked. "Of course. Hope you're ready to lose, rich boy." He challenged, getting Harry to smirk.

"In your dreams. By the way, have you guys heard?" He asked. Naruto blinked in confusion and looked at MJ, who looked up from her computer. The two blinked and looked at Harry.

"Heard what?" MJ asked. Harry looked at them in surprise.

"You mean you don't know? You guys work in the school's newspaper for crying out loud!" He said. He saw that they still looked confused and sighed, facepalming. "I'm talking about the rumors of the new hero that's been seen around the city. Spider-man, they are calling him."

Naruto blinked in realization. He glanced around, and for the first time, he saw that all the students were talking amongst themselves. With his enhanced hearing, he could pick up the words 'Spider-man', 'hero'; questioning who he was, where he came from, and other things.

MJ blinking and nodded. "Oh yeah! Nearly forgot! The whole school's taking about him!" She took a quick glance at Naruto with a smirk. Luckily Harry didn't notice as he nodded.

"Yeah. Nobody really knows what he looks like, only that he had been taking down thugs and criminals all month, and that all that was left were the criminals knocked out and tangled in what looked like webbing. There are rumors that he was first seen in a wrestling match."

Naruto hummed to appear thoughtful. He couldn't let Harry find out his secret. He wanted to tell him, but it was too risky. It was bad enough Mary Jane knew. He didn't like it. Harry was his best friend. They didn't keep secrets from one another. But he didn't want to put Harry in trouble with his secret identity. "What do you think of this 'Spider-man', Harry?" He asked, wondering the brunette's opinion.

Harry shrugged. "Not much to say. Apparently, he's the 'New Guy on the Block'. But I've heard my dad say that the police are weary of the guy. Saying that he was some kind of vigilante." Naruto frowned and shared a glance with MJ. He didn't want to become an enemy to the police, so he will need to figure out a way to earn their trust.

"I've heard that the Daily Bugle's holding a reward for photos of the Spider-man." MJ said, making Naruto look at her. She turned her laptop around, showing the two males the Daily Bugle website. As she said, right at the front page, was an ad showing that the Bugle would give a reward for anyone who brought them pictures of Spider-man live. Naruto pursed his lips, wondering if he should do it. He was looking for any way to earn money not just for his equipment, but most of all for the bills that were coming in.

This morning, before he left for school, he had heard his aunt on the phone, speaking with MJ's aunt, Anna May Watson, about the bills that were showing up. His uncle had always taken care of them, but with him gone...

Naruto frowned as he looked at the ad. With Great Power, comes Great Responsibility, not just as Spider-man, but also as Naruto Benjamin Parker.


Unknown Location

Adrian Toomes gave a shout of anger as he pushed everything off his desk onto the floor. His home office was a mess as he let his anger out on everything around him. "That god forsaken Osborn!" He shouted as he grabbed a vase and threw it against the wall, shattering it. "How dare he make a mockery of me?! I have given everything I had to bring my company up to where it is! That flight tech was my life's work, and he dares steal it from me?!"

Smashing his fists down on his desk, he glared with immense hatred in his eyes. He had given his life to insure his work would became the best in the world, rivaling Stark Industries in wealth fare. Only for some bastard and arrogant fool to take it from him!

"Osborn! You will pay!" He declared. "No matter what..."

Raising himself, he moved to the side of his office. With a grunt, he pushed the bookshelf away, throwing it uncaringly to the floor. Behind the shelf, was a large safe, as big and tall as a car. Putting in the code, he opened the safe. Inside was his life's work, his legacy after so many decades.

A savage grin spread through his face. "Osborn...this 'old man' will make you regret messing with me!"


Back in Middleton High – hours later

RIIIIINNNNG!

With the bell ringing, students in the chemistry class began standing up and leaving the room. It was the last class of the day, and many were eager to do their own things or hang out with their friends.

Standing up, Naruto stretched with a yawn. Having to sit and listen to the teach blabber on, on stuff he already knew was tiring. He grabbed his bag as MJ joined him at his side. Nodding to her, they made their way out. Naruto was meeting Harry for their game night and MJ was tagging along since she had nothing better to do.

"Naruto! Please stay for a sec." The teacher called to him. Turning around, Naruto raised a brow. Exchanging looks and a shrug, Naruto and MJ approached the teacher together. MJ was also curious on what the teacher wanted to talk to her BFF about. "Naruto, do you by chance know Curtis Connors?" The teacher asked.

Naruto blinked in surprise. "Um, yeah. He follow his work." Doctor Connors was one of his science heroes, so he always kept a tab on his work and achievement. Not to mention, considering Connors worked on the Cross-Species Project, he was curious on any other changed happening to him since the spider bite. He wanted to meet him personally, but was forced to wait.

A masked man appearing in front of the doctor was just calling for trouble. And he didn't know what would happen if he revealed his secret.

However, there was another reason he was holding back...

The teacher smiled. "Well, it just so happens that Doctor Connors is offering internships at his lab at Empire State University, and I have offered my best student." He said, making Naruto's eyes widen.

"M-Me?! Really?!" He asked excitedly. He was actually going to be able to work with Doctor Connor?!

The teacher nodded. "Yes. It's free entry, so you can meet with him today if you would like."


Osborn Residence

"Really sorry I have to reschedule Game Night Harry."

Harry waved Naruto off as the two were relaxing on the couch on Harry's large living room. "Don't sweat it, Naru! This internship is way more important than hunting monsters." He said. Naruto nodded, glad his best friend wasn't mad at him. He had an hour before his meeting with Dr. Connors. MJ was going with him for support, (and "to make sure you don't go all fanboy" were her words).

He wanted to ask Harry if he wanted to come, but thought against it. It wouldn't do good to bring a group with him to a meeting, no matter if they were friends.

"I just hope the position pays. While it would be great to work there, I am in desperate need of money." He muttered, frowning. Harry raised a brow.

"Let me guess, need more equipment for your lab? Looking to get a motorcycle?" He guessed. Naruto sighed and leaned back on the couch.

"I wish it was that. But it's worse." He said, getting Harry to look at him in confusion. "The bills are pilling in." He said, making Harry wince. He knew Naruto's uncle was the one who took care of those. For as smart as Naruto was, money and accounting wasn't his area of expertise. "If I don't figure out some way to earn money fast, Aunt May will be working her legs off more than she was already."

Harry frowned. "I don't know, Naruto. Internships don't usually pay money."

"Well, maybe I can convince Dr. Connors to offer me a job as an assistant." The blonde suggested. But Harry didn't look convinced. Naruto sighed.

"Yeah well, I need to give it a shot. I mean look at your place! You live here from having so much money thanks to your dad, and he's a scientist." He hinted.

"Boys! Can I see you for a second?"

The two teens flinched when they heard Harry's father, Norman, call them. Looking at each other, they stood up and made their way out to the patio, where Norman was sitting on a chair at the outdoor table. He was drinking some tea, which he put down as he looked at them. "I couldn't help but overhear your conversation."

Naruto flinched. "I hope I didn't offend you sir!" He tried to apologize, but Norman stopped him.

"Now now, Mr. Parker. There is no need to apologize. I never do. Now, what's this about an internship?"

"I was offered one under Doctor Curtis Connors at ESU."

Norman smiled in surprise. "Connors! A brilliant man he is. You'll learn much under him. I wish you luck in your interview, Naruto. Though I don't think you will need it, son."

Naruto rubbed the back of his head in embarrassment. "Thank you, Mr. Osborn." He said. Suddenly, his eyes widened when his spider-senses went off. 'What the?!'

"Osborn!"

The three's heads snapped up just in time as something swoop down from the sky and grabbed Norman, carrying him away.

"Dad!" Harry shouted in shock.

With his eyes and spider-senses, Naruto was able to see what grabbed Norman. It was a bald old man, wearing some kind of black and red metallic suit, with metal wings coming from the arms, like bird wings. He wasn't able to react in time before Norman was taken.

Naruto looked at Harry. "Harry, call the police! I'll see if I can follow them on out of your motorcycles!" He said, needing an excuse.

Harry nodded. "Okay, keys are in the counter!" He said quickly before running inside. When Naruto was sure he was gone, he quickly grabbed his backpack. Taking off his shoes, he put them in his backpack. He jumped on top of the ledge. Shaking off the slight nervousness from being so high up, he jumped off. As he fell, he took off his shirt and pants, showing that he had his costume's shirt and pants. From his bag, he took out his jacket and mask, and put them on, followed but his foot wear and web-shooters. All done in the span of 5.4 seconds.

Shooting a web line, he caught a building and began swinging. As he swung, he drop his bag on the corner of a roof garden to pick up later.

'Don't worry, Harry. I'll get your dad back. I promise.'


Even though he was being carried like a prey over 100 feet up in the air, Norman didn't have any fear showing on his face. Looking up at the person carrying him, he recognized him. "Toomes?!"

Adrian Toomes glared down at Norman as he flew. His Electromagnetic Wing harness suit was working perfectly. The anti-graviton generator on his back allowed him to soar through the air like a bird. No thrusters, or flames needed! He was the King of the Skies!

"What do you think of my suit, Osborn? Can your tech flight do this?!" Toomes asked as he soared higher, flying above the buildings. He shot like a blur, looping and zig-zagging.

"What is the meaning of this Toomes?!" Norman demanded.

"You dared to steal my idea! My legacy! And don't call me Toomes! I am what you called me! I'm the Vulture!" The old man declared.

"You're insane, old man! What is it that you want?" Norman asked.

"What I want, is for you to announce to the world that I am the creator of your 'ingenious' flight technology! You will pay me every amount used to create all your flight gear. And you will make a public apology for stealing my technology!" Toomes, now dubbed Vulture, announced as he flipped Norman into the air. The man gasped as he fell, but was caught by Toomes.

"You have gone senile in your age, old man! I never apologize! And you can forget about your demands!" Norman declared, making Vulture grit his teeth, his anger rising to the limit.

"I may be an old man, but I'm not a patient one!" He yelled in fury, and released Norman from his talon-like feet.

"AAAAAHHH!" Norman yelled as he fell to his death. He watched as the ground came at him fast, and felt dread in his chest. Luckily, his drop was stopped, as he was caught. Opening his eyes, Norman looked at who rescued him, and saw a man in a red and black outfit.

"Strange! I didn't know it was raining business men!" Spider-man joked, his voice slightly distorted tanks to his voice modifier. Holding Norman, they swung through the tops, while Vulture looked on in shock.

"What?! What is the meaning of this?!" He demanded and chased after his prey. "These skies belong to me!"

"Wow! Talk about arrogant! By the way, did I interrupt a feud? Well, that's embarrassing. I mostly like to stay away from them. You know, be the third wheel." Spidey said nonchalant as he continued swinging away from the crazed bird man.

"What are you babbling about?! Put me done!" Norman demanded.

"Dude! Calm down! Enjoy the sights! Not many can take in the view of New York from this high up you know. But the way, travel isn't free. But if you want to pay in kindness, lay off the snacks. Cause you are one heavy guy!" Spidey taunted.

"Who are you?!" Norman and Vulture demanded simultaneously.

"What, don't you folks ready the paper? Watch the news? Then again, I am new at this. As for who I am, I'm your Friendly Neighborhood Spider-man!" Spidey introduced himself.

"Spider-man?! I thought you were just a myth! A news prank!" Vulture denied. Spidey scoffed as he used a building side as a platform and bounced off, shaking Vulture a bit in his path.

"I definitely need an advertising agent if I want to make it in the hero business." He muttered. "But enough about me, mind telling me what you two are doing playing this high? You know, someone could get hurt." He teased.

"Argh!" Vulture screamed. "Enough of this! Give me back Osborn! He must pay!" He shouted and increased his speed. His razor sharp wings sliced the web-line, making Spidey and Norman fall.

"Oh crap!" Spidey cursed. Thinking quickly, he shot a line at Norman, pulling him close as he shot another at a building, swinging off just before they impacted the ground.

Nearby at the Police station, two cops, a man and a woman, walked out. They were talking about the rumored Spider-man, discussing on what they thought of him. The woman argued on him being a vigilante, and not following the law. Her partner thought otherwise.

"Head's up!"

Looking up, the two gasped when they saw the said spider, and Norman swinging their way. Swinging low to the ground, Spidey dropped Norman (literally) on them, sending him crashing onto the woman. Getting up, she was about to say something, but Norman pushed her down, just as Vulture swooped very close over them. "What's going on?!" She questioned.

"Explanations inside!" Norman stressed, and the cops nodding, he was moved inside the station.

Vulture growled in anger at having his prey out of his range. He switched his target to Spider-man and shot at him. "You will pay, vermin!"

"Now now. I would calm down if I were you, old man. Wouldn't want to have a heart attack." Spidey mocked, getting an angry shout. "On that note, should you even be flying in your age?" He asked as he flipped over a Vulture as he shot to cut him with his wings.

"Can an old man do this?!" Vulture shouted as he turned around and shot again. Spidey leaped at a close building and pushed off, dodging the bird-themed man. The two continued their chasing, this time Vulture in the front as Spider-man chased him.

"Look, Beaky. I get the whole, dressing up as your favorite animal thing. Even better, you can fly! But still, what's up with the whole picking people up from the ground and dropping them from the sky thing? You watch too many horror movies?" The web-swinger asked as he got in front of Vulture, web-swinging backwards as he faced the old man.

Vulture gritted his teeth in anger, growing very annoyed with this pest. Spidey moved out of the way as Vulture shot passed him. He clung to the side of a building as he watched Vulture vanish into the sky. "Beaky, don't go! We can make this work! I'll feed you bird seed!"

As the old man vanished, Spidey could hear one last shout. "The name's Vulture!"


Later – Outside E.S.U

"Okay Harry. Glad everything's okay and that your dad's fine...okay, I'll stop by tomorrow. See ya." Naruto said as he spoke through the phone. After Vulture vanished, he checked up on Norman from a distance, making sure he got home safe and sound. After grabbing his stuff from the top of a building, he met up with Mary Jane and told her what happened as they made their way to the interview.

"Wait, a Vulture man?" MJ asked confused, trying to wrap her head around what she was hearing.

"Well, not a vulture-vulture animal mutant. It was just a man in some kind of suit that looked like a bird design. Interesting enough, I didn't see any thrusters or repulsion equipment. It was like an anti-gravity device. He flew so easily without any trouble with wind pressure or anything." Naruto explained, very impressed at the design of the old man's equipment.

"So...mad man? Crazy scientist? Angry janitor?" MJ guessed. Naruto shrugged as they climbed the steps and stopped at the door.

"Don't know. Never seen him before. Though he did seem to hold a grudge against Norman Osborn. Might have to keep an eye on him in case Beaky makes a reappearance." He said, with MJ nodding.

"Anyway, you ready for this, Brain Boy?" She teased, making him roll his eyes.

"I'm always ready, Red." He told her, and finally entered the building, MJ right behind him. Once inside, Naruto whistled at the size and space of the interior, as well as the equipment. E.S.U. was one of the best colleges in New York, their equipment were advance, donated by Tony Stark himself. "Wow." MJ muttered, equally impresses as Naruto as they looked around. Their arrival caught the attention of someone.

Looking up from checking some things, was a woman with auburn hair and green eyes, wearing a lab coat. {Spectacular Spider-man} Seeing the two teens, she made her way to them. "Can I help you?"

Looking at her, Naruto nodded. "Yes, please. I'm here for the internship."

The woman nodded. "Ah yes. You must be the appointment. Greetings, I'm Martha Connors. I'm my husband's, Curt, assistant. I'll go get him." She told them and went to a room in the back.

As she did that, Naruto looked around. The equipment here was more than the stuff he had in his lab. The money needed to get these stuff would have to be at the hundreds, or just know top people.

"So, I hear you will to apply for the internship." Looking forward, Naruto saw a man he recognized from an old photo of his dad's, Curtis Connors. He was a handsome man with a chiseled jaw, and dark brown hair. {Ultimate Spider-man} He had blue eyes, and wore a white coat like his wife. What caught his attention though, was that his right arm was robotic. He nodded to the statement and raised his left hand. Smiling, Curt shook his hand. He couldn't tell how many times people went to shake his right hand, only to make things awkward.

"Yes sir." Naruto said, glad to meet someone who worked a lot with his parents years ago. His dad's notes and journals talked about his encounters and work with the man. However, the last entry spoke of a fight between the two, just before his parents died.

"You...look familiar, young man. Have we met?" Curt asked. He felt like he saw the young blonde before, but couldn't put his finger on it.

"Names Naruto, sir. Naruto Parker." Naruto introduced himself. Curt and Martha gasped softly at the last name. "I'm...Richard and Mary Parker's son."

"Yes." Curt muttered. It was all coming back to him now. "Yes, we've seen you before. Mary brought you to us before to see you. You were so young back then. Around 3 years old. I'm not sure if you remember."

Naruto shook his head with a sad smile. "Sorry, I don't. I only know you from my dad's journals, and your discoveries." Martha smiled sadly at the teen and shook his hand.

"Well, it's very great to see you again, Naruto." She said. She remembered when her good friend Mary brought her son to work one day, and introduced him. He was so adorable back then. She and Curt, they had feared that he had been killed with his parents as well. It was great to know that he was alive and well. But she couldn't imagine the loss he must have felt on that day. Shaking her head to rid such negative thoughts, she looked at the young redhead next to the Parker. "And who's this?"

"Oh!" Naruto said in recognition and gestured to his best friend. "This is Mary Jane Watson, a good friend of mine. She came with him as encouragement. I hope it's alright."

Curt chuckled and waved him off. "It's quite alright. But any who, shall we continue with the interview?" He asked, Naruto nodded.

(I never had an internship interview, so I don't know how they work)

The interview was very simple. Curt just asked him about his desire for science, his basic areas of expertise, and the times he was available. He was also given a tour of the place, being told about the equipment and what it does. As they did that, MJ and Matha talked with each other on the side, at times giggling.

"Well, everything's in order. It's getting pretty late, so you can start tomorrow after school." Curt told him. Naruto nodded.

"Great! Um, quick question?" Curt nodded. "Well...I wandering wondering about the issue of money." Curt frowned sadly and shook his head.

"I'm afraid the internship does not pay." He said, making Naruto sigh. "I've...heard about your uncle's death. I'm sorry by the way. Money problems?" He asked. His family was friends with the Parkers for a long time, so he wanted to help his old friend's son.

"Bills."

Curt nodded. He rubbed the back of his head. "Well...I'll see if I can issue in a lab assistant position alongside the internship. Though be warned that it doesn't pay much." He said. Naruto nodded, happy that he at least found something.

"So...you and Naruto?" Martha stressed, unable to help herself. Her internal mother instincts were kicking in, and she just had to tease the two teens. Her son, Billy, was still too young to notice girls, and Mary Parker was her best friend, so she will mostly filling in the role of being the teasing mother to the young blonde, if only temporary.

Mary Jane blinked in confusion, not getting where Martha was going. After a few seconds, she caught on, and blushed faintly. "W-What?! Me and Naruto?! N-No! We're just friends..." She muttered in embarrassment, making Martha chuckle. She put a hand on Mary Jane's shoulder.

"Now now! Take it from my experience, as well as Naruto's mother. Going out with a smart scientist, isn't as bad as it seems. It's actually quite interesting. Sure the men like to blabber on and on about science a few too many times," MJ nodded in agreement, haven had her own experience at dealing when Naruto goes into his 'geek mode', "But take it from me, it just makes them cuter." MJ blushed at that, neither denying nor agreeing. She just turned her head and looked at the caged reptiles on the side of the lab. Martha just chuckled at the girl, recognizing the crush she no doubt had for the young Parker. It reminded her of how Mary was with Richard when they were in college. She smiled in nostalgia as she looked at the young blonde as he talked to her husband. She saw the glint in his eyes, the same glint she would often see in Richard and Mary's eyes.

He was definitely their son. A Parker through and through.

Soon, Curt and Naruto approached them. "Alright, everything's worked out. He'll start tomorrow after school." Curt said as he put a hand on Naruto's shoulder. He looked at Mary Jane. "What about you, Miss Watson? We could use any hands here." He said, making a joke at himself. He had long since gotten used to his loss, and no longer felt regret.

MJ shook her head with a small smile. "Thanks for the offer, but science isn't really my thing. I leave that to Naruto." She said as she moved to Naruto's side. Curt nodded in understanding, and wave the two off. Martha joined him on his side as they watched the two teens talk as they left the lab.

"It's good to see that Naruto's okay." Martha muttered. Curt nodded in agreement. When they had heard about Richard and Mary's plane crash, killing them along with the Brocks, it saddened them. They were relieved that their son was alive and well.

Curt looked at his wife. "You go on and get Billy. I'll lock up after I shut everything off and meet you at home." Martha nodded and kissed her husband on the cheek. She went to grab her things and hang up her coat, before leaving.

Alone in the lab, Curt turned and went to his office in the room in the back. Entering, the office was dark, the blinds pulled own, with the only light being from the lamp on his desk. He sat down on his chair with a sigh. With his only arm, he reached over and took off the robotic arm, unconsciously massaging the stub of what remained of his arm. He looked down at the folder that laid on his desk. It was opened, displaying its contents. It held all of his and Richards's notes concerning the Cross-Species project. Or at least, his part of the notes. Richard held the other part.

For years, Curt looked for a way to enable cellular regeneration, in order to not only bring back his lost arm, but also so heal the world from body injury and pain. He worked on cross-engineering animal DNA, while Richard worked on his own project: The Suit. He still didn't know what it was, as Richard was very secretive about it.

Richard had helped him with the Cross-Species project, using lizard DNA. Lizards were able to regrow lost limbs like tails or hands. If he could just find out how to transfer that ability to him...

He sighed as he rested his face in his hand. No, with the loss of Richard, came the loss of the final product he needed to complete the project. No matter how many times Curt injected the recalculated Lizard DNA into his body, it didn't do anything. His body rejected the serum, and evaporated it in an instant.

If Norman Osborn couldn't finish the project, even with his team of top scientists, what hope did he have?

He wondered...could Naruto know or at least have any evidence or clue of Richard's formula? He quickly shook his head. Richard was paranoid when it came to keeping his secret. There was no way he'd leave something so important and dangerous with his only son, especially when so many powerful and dangerous people wanted it.

Pulling out the drawer, he took out a syringe, as well as a vile containing a green liquid. Putting the vile in the syringe, he injected into his stub with a grunt. Taking a deep breath, he released it and put his robotic arm back on. Standing up, he turned off the light, and left the office.


It was dawn and the sun was getting ready to set. A flash of light went off as Naruto in his Spider-man costume swung by the tall buildings. Doing a few flips and turns, several flashes went off. He did a large wide jump, his body an arc as he caught a flash. A few more tricks, he stopped and picked up his camera that was webbed to the ledge of a building top. He checked the photos, deeming which ones were good to give to the Bugle for the price money.

"Hmm, these look good. But what I really need is pictures of Spidey in action." Naruto muttered, his mask pulled up over his face. He looked at the sun, judging the time remaining before he had to head home before Aunt May got worried. His curfew was 10 o'clock. He had three hours left.

A beep sounded through his ear piece. Pressing his fingers on it, he turned it on as he connected to the police radio. He listened as a call was made, reporting a break in at a store. Smirking, he put his camera in his backpack and put his mask down. Shooting a web line, he swung to the location.

The thugs were very easy to handle. No matter the numbers, he was faster, stronger, and more agile. He handled them in a minute flat. Not to mention he was able to finally use his Spider-Signal for his entrance, and got some good pics...or at least he would have if the flash didn't reflect off the store's window!

Grumbling under his breath at not having good pictures of him in action, he made it home with 2 minutes left til 10. Entering, he smiled when he saw his aunt sitting on the coach, watching television. "Hey Aunt May. I'm home. I'm not late, am I?" He asked as he went to the kitchen.

May smiled at her nephew. "No, dear. Right on time. There's some apple pie in the fridge if you're hungry!" She called out, getting a 'thanks' from the kitchen. "Anything eventful today?" She asked as Naruto walked out with a plate with a piece of pie.

'You have no idea.' He though as he recalled his meeting with the Vulture. He sat down next to May and shrugged. "Well, I had an interview with Curt Connors as his intern." He told her.

May blinked in surprise, hearing the familiar name. 'Connors?...That's right!' She thought, remembering him as Richard and Mary's friend from the lab. "Really? How did it go?"

Naruto smiled at her. "I've got it! I start tomorrow after school. Not sure how long it would take, so there's a chance I might be late past curfew." He said, apologizing. May waved him off with a proud smile.

"It's quite alright! I'm so proud of you, Naruto!" She said and hugged him. Naruto smiled as he balanced the plate on his hand and hugged her back with one arm. Pulling back, May fixed his messed up hair, though it was no use. "Well, just be sure to call be if you are going to be late. You know I worry when you have to travel those dark streets." She told him, her tone holding a bit of nervousness in it. Naruto smiled at her.

"Don't worry, Aunt May! I'll be careful. I promise."

Soon May went to bed as Naruto sat in the small desk in his room. After making sure his aunt was truly asleep, he put on his costume. He was checking his web-shooters, making sure his capsules were full. He was going to check up on Norman and Harry. After that run-in with Vulture, he wanted to make sure the old man didn't make another surprise visit. Ready, he left through the window.


Later that night

Spider-man was perched on the roof of the Osborn Building. He was keeping look out for any sign of the Vulture. Harry was safely sleeping in his room, and Norman was on his way home by limo with guards. He had planted one of his finished Spider-Tracers on the limo. He looked down at the tracker on his hand, locked on the Tracer on the limo.

He had used three Tracers so far, not including the one on the limo. One for MJ's charm bracelet on her cell phone, another on the back of Aunt May's jacket, which she used all the time, and the last one Harry's backpack. This way, he could be noticed if anything happened to his precious people.

He already lost so many of his precious people, he didn't want to lose more.

Hearing a noise, he looked down over the edge, and saw the limo pull up. The guards stepped out first to make sure the cost was clear, before they allowed Norman out. "So far so good." Spidey said. Unfortunately, he spook too soon, as suddenly, his spider-sense went off.

"Osborn!" Vulture shouted as he swooped down. The guards quickly pushed Norman back in the car and ordered the driver to go as they fired at the Vulture. However, Vulture easily dodged the bullets and chased after the car. Spidey quickly chased after. "You will not get away from me this time!"

'My thoughts exactly.' Spider-man thought. He followed as the guard inside the limo stood up from the sunroof and fired at Vulture. Vulture just charged at him, and picked him up with his talons, before throwing him away. Moving quickly, Spidey caught the man with a bed of web before he hit the ground.

Vulture landed on top of the vehicle, glaring at Norman as the man backed into his seat. "You will pay, Osborn!" He declared as he raised his right razor sharp wing. However, he didn't get the chance as a line of web stuck to his back and pulled him back.

"Hold it right there, Beaky!" Spider-man said as he appeared.

"You!" Vulture growled as he glared at the fool who dared stop him the first time.

"I could have sworn I gave out my name last time." Spidey muttered as he cupped his chin in thought. "Maybe your memories' not so good at your age."

"You will not stop me this time, insect!" Vulture shouted as he ripped off the web-line and flew at him. Spider-man jumped out of the way. He stuck to the side of a building, watching as Vulture floated in the air.

"Okay, first off, spiders are arachnids, not insects. And second, isn't there a curfew for old people?" Spider-man asked, getting an angry roar from the bird-theme villain. With a swipe of his wing, several 'feathers' shot out like daggers at the spider hero. "Whoa!" Gasping, he jumped out of the way. "That's surprising." He commented, before he was hit from the side by a body tackle from Vulture. Recovering, Spidey caught himself with a web-line. "Okay, someone's not getting their pudding tomorrow!" He moved out of the way of feather-daggers as they tried to pierce him through.

With Spider-man distracted for the moment, Vulture took the chance to chase Osborn. Making it to the limo, he landed on the roof. Glaring at Norman, he aimed his wing at him, his hand on the trigger to launch the hidden blades. However, before he could launch it, Spidey stopped him by grabbing the wing with a web-line and pulling it backwards, the launched blades firing into the road and bouncing harmlessly. Vulture growled as Spidey appeared in the limo through the torn out side door, ripped off by Toomes earlier one, sat down comfortably on the leather chair.

"*Whistle* Damn, nice ride! And is that an ice cream maker?" He joked. Growing angrier, Vulture was about to say (shout) something, but was stopped when a web-line caught him on the face and pulled forward, before he was kicked hard in the face, sending him flying. Jumping out from the car, Spidey landed on the road in front of Vulture.

Ripping the webbing off his face with a growl, Vulture shot at Spider-man. With his agility and reflexes, Spider-man dodged, flipped, and rolled the wing slashes. Bending backwards from a slash that flew over his head, he got up and launched an uppercut at Vulture's chin, sending him into the air. Shaking his head, the old man stopped in mid-air. He glared at the damn arachnid who dared stop him from exacting his revenge. Moving his wings, he launched a furry of black feather-blades at the hero.

Spidey saw a manhole near him, and shooting a web-line, pulled it toward him. Grabbing it, he used it as a shield from the blades. After a few seconds, the shower stopped. Taking the chance, he hurled the manhole at Vulture. Eyes widening, he jumped out of the way. Smirking at the sewer covering missing him, he looked back forward, only to meet a fist to the face. Shaking his head, a vein pulsed on his head. "ENOUGH OF THIS!" He roared and flew off, after his original target. Spider-man followed him.

He caught up to the limo, and smirked savagely and moved in closer. However, before he knew it, the limo made a hard left, and entered a garage building. "NO!" He roared at losing his target. Face going practically red, he shot a heavy glare at Spider-man. "THIS IS ALL YOUR FAULT!" He roared and dived at him.

Spidey jumped out the way, and web-zipped to another building. He swung away fast with Vulture on his tail. 'Okay Parker, think. How do you stop a crazed old man who can fly in some kind of anti-gravity suit? Hmm, if I can break into the interior of the pack, I can shut of the power.' He began running on the building side as Vulture shot daggers at him. 'Where the hell is he keeping all of these daggers?!' He thought as he dodged a talon grab and moved away. Just then, a news helicopter appeared in his path. Eyes widening, he dropped down and swooped under it before continuing swinging.

Unfortunately, Vulture was not as kind, and cut off the tail of the helicopter with his razor sharp wings. Alarms rang out from inside the vehicle as it span out of control. Hearing this, Spidey looked back, and his eyes widened. "No!" He shouted and turned around. Vulture stood between Spider-man and the out of control copter, as he shot at the hero. However, Spidey didn't have time to mess around, and jumped over Vulture, slamming a heel on the top of his head. With him dazed and distracted, Spidey moved to the copter. He leaped at it, and clung to the side. Grabbing the side door, he tore it off with his immense strength. Inside were three people, the pilot, the reporter, and the cameraman. They were screaming in panic at the situation. "Quick! Grab onto me!" He shouted at them. Having no time to question him, they moved and grabbed into Spidey. Jumping off, they dived down to the ground, the passengers screaming, making him cringe a bit. Raising a hand, he shot a bullet of webbing at the copter, before turning around and shooting another bullet down below. The three screamed in fright, thinking they were about to die, only to blink when they stopped falling. Opening their eyes, they saw that they were caught in a large and strong web. Up above, the out of control helicopter was stuck in a massive web between two buildings. Blinking, the three were put down on the ground by Spider-man.

The female reporter looked at Spider-man as the cameraman filmed him. "T-Thank you! You save us! Who are you?" She asked. Spider-man looked at him.

"I'm just your Friendly Neigh-WOAH!" He was cut off as Vulture swooped in and grabbed him by his talons. The three blinked as Spider-man was carried away. The only thing left behind was a card that floated harmlessly to the ground. The reporter picked it up.

Courtesy of your Friendly Neighborhood, Spider-man!


"Dude! I was busy!" Spider-man complained as he was being carried by the Vulture.

"You had ruined by chance to make Osborn pay! Now you will take his place!" Vulture stated. They flew higher in the air. Spidey scoffed.

"Yeah, I don't think so!" Swinging his legs back, he got out Vulture's grip, though it teared at the shoulders. Grabbing the man's legs, he flipped over to the man's back. He looked at his shoulders, and saw that the suit was torn there, and he had scratches on his shoulder blades. 'Damn, MJ's gonna have my head for this.' He thought as his cuts healed rapidly. Shaking his head, he looked at the pack.

"Hey! Get off me!" Vulture demanded and tried to shake Spidey off, even turning upside down. But Spidey stayed.

"Whoa!" Spider-man groaned as Vulture kept spinning. "Hey, stop that! I'm gonna hurl, and it'll be on you!" He protested, but the old man didn't listen. Growling in annoyance, Spidey raised a hand and swiped down on the right wing. Unknown to him, his fingernails grew longer into claws, and teared right through the metal wing like a knife through bread. Naruto blinked in surprise at what he had just done, and looked at his clawed hand. 'What the!'

Vulture gasped he lost control of his flight. "You fool! Without my wing, I cannot steer!"

Looking at the other wing, Spidey had an idea, and once more, clawed the wing right off. With nothing to control his flight patterns, Vulture slowed down before stopping, merely hovering in the air. "No! Now I can't fly."

"And yet you're still hovering." Spidey noted, quite amazed at that. It would seem that this suit worked with two functions. The generator to deploy the anti-gravity field, and the wings to steer and change the direction of the flight. Without one, the other cannot work. Putting it off for later thought, he looked at the pack. "Now let's see. There should be a way to open this." He muttered and put his hands on the back, to feel any switch or hatch. If not, he could just punch through. He was about to do exactly that, only to blink in shock when something happened.

His hands were suddenly coated in some kind of red electricity. It wasn't painful, so it couldn't be from the pack. 'Then what is this?' He mentally questioned. Suddenly, the humming from the pack stopped. The two screamed as they suddenly dropped down. Spidey quickly shot a web-line to catch them. Holding on to Toomes, he navigated them. They soon reached a low building, and dropped down on the roof. Toomes dropped with a grunt, as Spidey landed easily.

Getting up, Toomes glared at Spider-man. "You ruined everything!" He shouted and charged at him. Spidey easily dodged the punches before flipping over the man, pushing off from his shoulders. However, the second his hand came in contact with his shoulder, Toomes screamed in pain as red electricity coursed through his body. Spidey watched in surprise and fascination as Toomes screamed for a minute. Soon he stopped, and crashed into the ground. Spidey approached him cautiously, hearing the old man grunt and groan.

"I-I can't move! What have you done to me?! I can't move!" Toomes demanded as he struggled to move any part of his body.

Spidey didn't hear him, as he was too busy looked at the red electricity running through his hands and fingers before they vanished. 'Just what the hell was that?'

Later on, he watched from a roof edge as the police took Toomes to jail, charged with the attempted murder of Norman Osborn. With that taken care off, he swung his way home.

Entering through the window to his room, he sluggishly approached his bed. He tiredly took off his costume, merely throwing the articles into his closet, leaving him in his boxers. He crashed down on his bed, the events of the day tiring him out. He didn't last a second, before he fell asleep. He would take in as much rest as he could.

Today was the first official day as Spider-man. With many more adventurous and dangerous days, weeks, even years to come for the young hero.

But one thing was for sure. Coming tomorrow, the whole city would come to know the existence of Spider-man.


End of Chapter 3.

So, Spidey takes down his first supervillain, and makes his first discoveries of his developing powers. And yes, that WAS the Venom Blast. Freaking love that thing!

And as stated on top, this universe will be known as Earth-116, not to be confused with Earth-616. The reason being that a lot of events will be taking place, some of which will involve being transported to other dimensions, and wanted to name the home world.

Now, people had been asking when the romance between Naruto and Mary Jane will appear. All I can say is that it won't happen for another few chapters. Trust me people, I have it worked out! You will just have to be patient.

Now, onto the harem. There's been an issue. You see, I WANTED to keep it at a limit, but then people gave in their requests of who they wanted in the harem. I TRIED to put in as many as I could without making it massive.

So, it reached past the 20 mark by a dozen.

Thing it, I don't know whether to keep it how it was before, or use this new list. Do note that this is the FINAL list. I have decided that if people vote on having this one, NO MORE will be added! NO MORE REQUESTS! So check it out, and if you want it, it will be the official harem listing.

So, the harem listing so far:

Mary Jane Watson [Earth-616 appearance] – (as story continues there will be a surprise event)

Gwen Stacy [Earth-616 or Earth-1610 appearance debating] – (as story continues there will be a surprise event)

Liz Allen [Earth-26496 appearance] – (as story continues there will be a surprise event)

Felicia Hardy / Black Cat (Earth-616 or Earth-TRN009 appearance, which ever you want)

Anya Corazon / Araña – will be Naruto's apprentice to master her new spider-powers

Angelica "Angel" Jones / Firestar

Jessica Drew / Spider-Woman

Naruko Parker / Spider-Girl [genetic female clone / 'sister'] – actually asked to put by few. Have an idea for the Clone Sage that might actually surprise people.

Jean Grey / Marvel Girl / Pheonix [X-Men: Evolution appearance] – (This is actually a two-for-one deal as Phoenix would be put in as well)

Katherine "Kitty" Pride / Shadowcat [Earth-8096 / Wolverine and the X-Men appearance]

Doreen Green / Squirrel Girl

Cindy Moon / Silk – will be Naruto's apprentice to master her new spider-powers (have an idea for her that will make things fun (not sexual) kukuku!)

Jennifer Walters / She-Hulk – a must have (Dragon Blaze-X, I completely agree with you! People! Unleash your inner pervert!)

Gali / Galacta – daughter of Galactus. A must have (I mean, come one! Look at that face! She's so cute!)

Ororo Munroe / Storm [Earth-101001 appearance] – (sexy no matter what universe she's in)

Anna Marie / Rogue [X-Men: Evolution appearance] – (she's actually one of my favorite. Can't believe I almost forgot her!)

Adriana "Ana" Soria / Spider-Queen – (she may be evil, but she's hot and fits perfectly for this Spider-man crossover. Can anyone say "Spider Queen braw"l?)

Bride of Nine Spiders (need a name for her. Any suggestions?) – (for those who don't know who she is, she's a mysterious inhabitant, protector, and champion of the "Kingdom of Spiders" in Nepal, a "dark city covered in spider-webs". She's also one of the "Immortal Weapons", and a martial arts master and can use her chi to control swarms of spiders. Like Adriana, she can control spiders with her mind, and even summon them from her chest or mouth – gross, yes. But interesting – and even manipulate her body to turn into a swarm of spiders. She just fits in this story!)

Ava Ayala / White Tiger [Earth-12041, Ultimate Spider-man]

Natasha Romanoff / Black Widow – teacher / secret S.H.I.E.L.D. lover ('secret' meaning that they try to not let Nick Fury find out...but he already knows somehow, but doesn't do a thing to stop it for some reason)

Silver Sablinova / Silver Sable [Earth-1610 appearance, but Earth-26496 parentage] – villain / ally / secret lover – (Here she's the daughter of Silvermane. Teams up with Spidey in secret when daddy's not looking...that sounded perverted somehow)

Susan "Sue" Storm / Invisible Woman – secret lover behind her 'husband's back. Reed ignores her to focus on his work.

Janet van Dyne / Wasp – same as Sue Storm, but will have Bashing of Hank Pym. You know why...

Carol Danvers / Ms. Marvel [requested] – she will be a "Hero Trainee" working to control and use her powers

Wanda Maximoff / Scarlet Witch [Earth-1610] – daughter of Magneto

Enchantress / Amora [Earth-8096 / Avengers: EMH!] – reason: *SPOILER*

Hela [Earth-8096 / Avengers: EMH!] – ruler of Niffleheim, the land of the dead. Her relationship with Naruto is similar to that of Deadpool and Death, but reversed. Wants Naruto's soul enough to be obsessed due to how powerful it was, but could never get it due to ! #$. Does everything she can to make Naruto die so she can have him, which proves easier said than done.

Laura Kinney Howlett / X-23 – Wolverine's 'daughter' / clone

Tandy Bowen / Dagger [Earth-12041, Ultimate Spider-man appearance with some of Earth-616]

Hope Summers [requested] – Stretchy, but possible I believe

Emma Frost [Earth-8096 / Wolverine and the X-Men]

Crystal Political marriage between Humans and Inhumans, should be fun. (Wanted Medusa, but decided not to since she's happily married. To bad X)

SO! That's 32, read it, THIRTY-TWO women! NO MORE! So, check the list out, and tell me if you want it or to dum it down. There will also be side-pairings. Not a lot, just a few. One will shock EVERYONE!

ALSO! SPECIAL ANNOUNCEMENT! There will NOT, I repeat NOT, be a schedule any more. I tried to do it, it didn't work. So no, it is first come, first write for chapter idea. I will NOT be making ANY promises on when a chapter will come out.

NOT only are my new college classes starting next month, that will take my time, but I need time to think of ideas. No to mention all the story ideas I keep getting!

ALSO! If you haven't already, PLEASE follow my Author Notes fic! You never know when I have news about one of the stories!

PLEASE follow that!

Anyway, enjoy your Christmas and Happy Holidays.

Look for my next upload when it comes!