It was late when Gwen and Peter got back home, so they decided to head to their respective bed rooms and go to sleep. The next morning they got back up and started the day as usual. Except y'know…they lived in the same place now. "Good morning " Peter said to Gwen as she walked out of her room. "Mornin' Pete…" she said while yawning.

They both walked over to the table in the kitchen and waited for breakfast. Aunt May came over with a big plate of wheat cakes. "Her you go you two." She said, handing the cakes over. "Thanks." They both said as they ate the cakes. "Geez, Gwen. You sure can go through wheat cakes." Peter joked. Gwen replied "Says the guy whose plate is already empty."

The bus then came over and they both stepped aboard and got to school. When they got in, Harry waved at them but then noticed something. "Wait…" he began "Are you two…holding hands?"

Both of them nodded and Gwen said "We started dating, Harry." Peter then added "Yep. Finally asked her out." Harry's slight frown turned into a fake smile as he said "Well that's good for you guys."

Then Flash butted in between all of them and asked "He did? After things didn't go so well with that Betty Brant lady, I thought he gave up!" Peter shook his head and said "Afraid not, Flash."

Flash grimaced and said "Well good on you, shortstack. I'll be seein' you for locker shoving later today." He then laughed and walked away.

Gwen held Peter protectively and said under her breath "That Flash guy really deserves to get shoved in a locker himself." Peter said "I wouldn't worry about it." Harry added "Yeah, Flash is all talk and no show."

The bell then rang and they headed off to history class, they were talking about the war hero Steve Rogers.

Elsewhere, a man clad in red and silver armor awaited John Jameson's space shuttle. It was the Beetle, famous mercenary and willing to do anything for good payment. He looked up and could see it about ready to enter the atmosphere.

He took to the air towards it, his wings scraped the sky and the cool wind flowed past his helmet. Finally, he landed on the shuttle and tore it open. The pilot of the thing turned back and saw the yellow eyes of the Beetle glimmer back at him. He turned the shuttle by accident and it took a crash course towards the George Washington Bridge.

Back at Midtown High, Peter raised his hand to use the bathroom. The teacher dismissed him, and he ran out after he heard the large explosion. Didn't take him long to change into his Spider-Man gear, and he swung out to where he heard the explosion.

At the bridge, there was panic. It's a wonder it didn't take out the whole bridge, but it didn't. People ran around in panic, except for one man. It was Eddie Brock. "Haha, Jameson's gonna want this! And look! No sign of Parker! I'll get this story before he does!" Brock then ran off towards the wreckage, or at least he tried. The crowds were very hard to get past.

Spidey just arrived onto the crashed shuttle to see the Beetle about to escape with what appeared to be a vial of black ooze. And when he looked behind him he saw Eddie Brock ready to start taking pictures and investigate the scene. Spidey didn't want Eddie to get hurt, so he picked him up and swung away to a safer area. "Whaddaya think yer doin?!" Eddie demanded to know. Spidey said "Making sure you don't get hurt!" Spidey replied with. "Get back here! I need to go back! I NEED THIS! YOU'LL PAY FOR THIS, SPIDER-MAN!"

Spidey was already gone as Eddie continued his rants. He got back to the shuttle to see the Beetle had already left. He snapped some pics of the incident and carried John Jameson and the other astronaut in the shuttle to safety.

They both said "Thanks, Spidey!" but he left to chase down the Beetle before much else could be said. He trekked the entire city until he found Beetle flying in the direction of where Ravencroft was.

Spidey leaped off of the roof and landed on Beetle's back. Beetle did an aileron roll, hoping to remove Spdey. It worked, and Spidey fell off. Luckily, he shot a web to Beetle's feet, keep him in the chase.

"I still gotcha, Beetle!" he said. Beetle just continued to where he was heading in silence. "Not one to talk? Never were." Spidey then yanked himself back up to Beetle's back. Beetle turned back and aimed his hand at Spider-Man. A blaster came out of his wrist and shot the webslinger, but before the blast hit him, Spidey leaped above the shot and landed on his back again.

"Let's get you out of the air, buddy!" Spidey proceeded to then hit his back, causing it to malfunction. Beetle let go of the vial he grabbed and it fell to the ground. Beetle lifted Spidey up and threw him, after that he jetted off before the wall-crawler could catch him

Spidey hit the ground and he noticed the vial had broken. "The ooze must've fallen into the sewer drains…" he thought to himself before swinging away, but instead it attached to his foot.

When he ran out of the school bathroom, he looked around the halls and then ran back into class. The teacher then said as Peter walked back inside "If not for you good grades , I'd ban you from using the bathroom for how long you take."

He thought "Yeah, but I could probably teach this class" but what he said was "Sorry, teach." The teacher then redirected Peter to his seat and continued on in class.

Back at Oscorp, Norman Osborn walked around his secret lab. He looked into a slot in a locked up door to see his Cindy Moon, bored and lying around. He shut the slot and thought "She's been like that for a while. But I can't let her out until the one that Parker loves is dead. Then she'll bait him in…"'

He opened the door and said "Good afternoon , how are things?" She looked at him and said "Who is… …?" Norman then remembered the brainwashing. "Oh don't worry about it, Cindy. By the way, the serum's ready for ya." Cindy slowly stumbled out of her cell and said "What…is this going to do?"

Norman smiled and said "It's going to give you the powers of Spider-Man. Though, I've enhanced it. You'll be able shoot webs from your fingertips…it'll also make you attractive to Spider-Man. The pheromones you release will trap—I mean send him madly in love with you."

Cindy then got excited and asked "Really?!" Norman gave a nod. He held her arm and injected the new serum into her blood. "It will take a while for the powers to activate…and it will take some more time for you to head back out into the world…but with these powers you'll be just like Spider-Man."

She smiled and said "If you say so." Norman smiled back and said "Oh I know so, Cindy." He then shut the cell door and thought "The dumb girl still doesn't get it. Good. I am one step closer to gaining control of Spider-Man. To think her father couldn't get Spider-Man's DNA. The fool deserved to die. Just as that Gwen Stacy will deserve to die. "

Hours passed, and everything went normal for Peter back at school. Then out of school. Then when he went to bed, but then something out of the ordinary happened when he slept. He had a nightmare.

He dreamt that he was running through the city, being chased by a giant black glob formed into a monster. The glob grabbed him and he screamed. Then his red and blue spandex outfit ran over also in giant form and tried to pull Peter from the grasp of the black beast, but it failed. The beast just sliced the red and blue behemoth to pieces and proceeded to consume Peter whole…'

Peter screamed as he woke up. But when he woke up he wasn't in his bed. He was hanging from the side of a skyscraper. He looked into the reflection of the building's window and what he saw surprised him. It was him, but his outfit had changed. His entire outfit was black except the pure white eyes, and the equally as white spider symbol on his chest.

He then said as he looked into this reflection "Wh…what is this?"