Spectacular Spiders: Prime Targets

by Dragonwarrior06

It's double trouble for the Spider Duo as they find themselves targeted by the criminal quartet of Silver Sable and the Enforcers. Matters only get worse when Alister Smythe unleashes his deadly Spider Slayers against them. It's a battle of the arachnids as Spiderman and Ghost Spider fight against weapons designed to counteract their every move.

I finally got around to completing this latest chapter in my Spectacular Spiders saga. I've wanted to bring in the Spider Slayers since the beginning, since I always thought that if the original series continued, they would have been a contender for an episode or two, especially after their success in the 90's cartoon saga. My episode list in order is listed below:

'Origin of Ghost Spider'
'Playing with Lasers'
'Rehabilitation'
'Extra-Territorial'
'Trepidation'
'Wet and Wild'
'Unlucky Seven'

That all said, hope you enjoy the latest episode, and feel free to leave a review!

---

Spectacular Spiders: Prime Targets

It was near midnight in the last week of July where inside the inner workings of a warehouse owned by the Maggia, a current test was underway. At least it seemed like a test from the sight of a zipping purple blur bouncing off the walls and rafters of the building before he redirected himself toward his compatriot below. A large man in a gray metallic suit with hydraulic enhancements stood his ground before batting the blur away, forcing him to continue ricocheting. The large man then picked up a nearby crate with little effort, before heeding the sound of his other teammate's call, "Pull!"

He threw it in his direction, and in a split second the crate burst into splinters as green colored shockwaves pierced right through it, emitted from a goggled yellow suited man with green glowing gauntlets. Ricochet finally finished his exercise as he landed right near Shocker, who was now joined by Ox. The Enforcers leader chuckled before addressing his teammates, "hehehe...good to see we still got it boys, despite our months out of the game."

Shocker took off his mask revealing Montana's face, followed by Ox and Fancy Dan doing the same. A skinny gray-haired man with glasses soon approached them, accompanied by Sable Manfredi herself who was quite pleased with what she had seen. Ever since her last temporary hire Black Cat failed in acquiring the electronic chips from the late Hudson shipment, Sable continued using her connections in search of new technical talent as an alternative plan to restore the Maggia's technological advantage. Her newest hire next to her had now just shown his merit.

"My enhancement suits are as attuned as ever, as well as upgraded," said Tinkerer, "I've now doubled Shocker's gauntlet range and power, increased Ricochet's speed and durability, and turned Ox into a literal walking tank, more so than he was before."

"Hmph, duh," Ox grunted.

"Well done Tinkerer," Sable said, "but this is only the beginning of what you'll accomplish for the Manfredi family, as per your agreement with us when we brought you on board."

"I look forward to it," Tinkerer replied.

Though Sable had one thing to add, "just remember, my father doesn't tolerate failure…or turncoats, and by extension neither do I."

"Ms. Manfredi you offend me," Tinkerer said, taking his glasses off before facing her, "I assure you, despite my history working for your father's rival, I am no backstabber. My loyalties have only ever been with scientific progress, something I know Silvermane can fully deliver."

Sable replied, "then there's no reason to doubt your suits will work as you promised in the field, otherwise, I can guarantee your employment with us will be cut short."

Tinkerer's grin was replaced by a scowl, but Sable didn't bother to acknowledge it as she turned back to the Enforcers, "that goes for you boys too. As you know, the Maggia has no room for failings in our operation."

Montana spoke on his team's behalf, "you said you read our history Ms. Manfredi. So you should already know that before New York, the Enforcers never failed a mission. The only thing standing in the way of a perfect record here, are a couple of mangy bugs." He finished raising a glowing gauntlet.

Believing they were psyched up enough, Sable grinned and said, "very well gentlemen, the bug hunt has officially begun."

The Enforcers all smirked while atop a higher platform overlooking them all, stood a suited Silvermane himself and his new colleague, the mysterious Mr. N clothed in his usual black and white apparel complete with shades and a fedora.

"Your daughter is quite the motivator," said Mr. N.

"It runs in the family," Silvermane replied, "we Manfredis are known for getting what we want out of others, one way or another."

Silvermane's comment struck a nerve within N discomforting him, but he kept it to himself as the aged crime lord spoke again, "preparations are now complete, though before we face off against this 'Kingpin', there's one thing left to take care of."

The disguised Mister Negative agreed as he said with a wicked smirk, "destroying the Spiders." his eyes glowed behind his shades, eager to have the Spider heroes out of the way for good.

---

'Spectacular Spiders Intro Song'

The next morning came, and the scene shifted to just outside the Daily Bugle, the destination in mind for a certain newspaper mogul who was making his way through the street crowds, all while still peeved for why he was tardy.

"Blasted faulty alarm clock made me LATE! Just my luck! I've gotta be the only publisher in town who deals with this tomfoolery!" Jameson ranted as he approached the newsstand that was just across from the Bugle.

The owner of the stand recognized him upon approach, "Mr. Jameson! What brings you here at this hour?"

"Faulty home electronics, that's what!" Jameson shouted before halting, "so what do you need? You'd only stop someone like me if it was worth my while, so what is it? SPIT IT OUT!"

The owner sweated bullets as he stuttered to answer, "uhhh, well…sales are up 10% this week here compared to last week, that's good…right?" Hoping it would be enough to sway him.

Unfortunately it wasn't, as Jameson's face was turning red while scrunching up, "yes…great…not to mention hearing it from you is completely IRRELEVANT!...because my chief editor already INFORMS ME OF SALES FIGURES!...So now!…"

"Stop! Thief!" Jameson was interrupted by the sound of a screaming woman behind him. A thief had just snatched her purse from her hand, he was now running toward the stand with her in pursuit. The woman kept screaming for him to stop by the time he reached Jameson and shoved him aside, making him tumble into a stack of papers.

"HEY! You lousy lowlife! You can't just shove me aside! I'M A DECORATED CITIZEN BUSTER!"

"Please help me! He stole my purse with all my belongings! Someone call the police!" The woman cried out. Jameson turned to the stand owner.

"You heard the lady, Call the cops! Come on miss, we'll catch that ruffian if it's the last thing we do!"

"Thank you sir!"

"Think nothing of it!" Jameson said smugly as they started running after him, all while muttering to himself, "huh, people will eat it up about how J. Jonah Jameson of the Bugle caught a thief red-handed."

The thief kept out of their reach as they continued the pursuit down the street passed the Bugle. An officer had joined them as the trio continued chasing the snatcher toward a street corner. He cut around the bend hoping to lose them…THWIP!

However, he found himself caught nonetheless as he ended up strung up and trapped in a web cocoon, dropping the purse on the street. The pursuing trio rounded the corner and stopped frozen at the sight of the webbed up thief.

"YEE doggies! I caught a big one!" Spiderman cheered, "no wonder fishermen wake up early, all the big catches really do come out at dawn."

Crawling down the wall next to him was Ghost Spider who added with a giggle, "heehee, and you didn't even have to use any bait."

The spider heroine jumped down to the street and picked up the purse before holding it out to its owner, "I presume this is yours?"

The woman took it before thanking her, "yes, thank you so much!"

"Don't thank them!" Jameson yelled, "it's obvious they're the masterminds behind this! They set this all up just so they could make themselves look good!"

Spidey quipped upon seeing his 'boss', "well well, if it isn't old Jolly Jonah Jameson himself. I've been wanting to introduce you to my partner. Ghosty…picklepuss…picklepuss…Ghosty," he finished with back-and-forth gestures.

"A pleasure good sir," Ghosty quipped toward Jameson in the same tone with a mocking bow.

"Don't patronize me, you webheaded delinquent!" yelled Jonah.

"Well!...Now that's no way to talk to a lady, hmph!" Ghosty said with a pouting tone and a shaking head, "...and I thought Spidey said you had manners."

Spiderman added, "Oh he does…manners fit for a monkey anyway. So, what brings you down here to slum with us oh jolly one? Getting stuffy up in your high office?"

"I'm here to bring menaces like you to justice! Officer, take them in!" Jameson yelled with a pointed finger.

"For what?" He dryly asked.

"What do you think? Obstruction of justice and conspiracy to commit theft!" Jonah yelled.

"Are you deluded?!" The woman asked irritably, "They got back my purse and caught the real thief, so in my opinion they're heroes! And you're demented." She turned around and walked away with a huff, leaving a frustrated Jonah behind.

"Errrgh…women, they're all the same, crazy!" Jonah ranted with his arms raised before turning back to Ghost Spider, "or in your case trouble! You and your menacing boyfriend!"

Ghost Spider narrowed her eyes with hands on hips and said point blank, "get a clue oh Jolly Jameson, in fact, get two." She continued while finger counting.

"One, I don't date coworkers, ergo Spiderman is NOT my boyfriend, he's my partner, end of story. And two…" she snapped her fingers, and Spidey lowered the trapped thief down to the ground before she finished, "...our job here is done. Have a nice day." Ghosty blew a kiss which only agitated Jameson even more as she jumped and joined Spiderman on the building wall.

"Get back here! Officer! As a tax-paying citizen I demand you apprehend, unmask, and detain those menaces!" yelled Jameson.

The Officer had slapped a pair of cuffs on the thief before calmly saying to the ranting publisher, "one, you can't demand anything. The real crook is already caught, so once my transport arrives I'm outta here. And second, I pay taxes too."

Jameson's face grew even more red, "Rrrgghh!...I'll get you webheads one day! You hear me?! I'll get you!...I'LL GET YOU!"

The sight of a crazed Jameson shaking his fists towards them made Ghosty cup her hands before saying to Spidey in a teasing voice, "Awww, he's so cute when he goes on a rant."

"Isn't he though?" Spidey said as they chuckled together before swinging away from the fuming publisher.

Within minutes, they had swung their way to a random rooftop, the Spider Duo hiding themselves behind its lone extrusion. Minutes later, a casually dressed Peter and Gwen came out from behind it hand in hand carrying a blanket, two lunchboxes and a radio. Peter spread out the blanket while Gwen set down and opened the lunchboxes. Taking out the sandwiches they had already prepared, the young couple sat down together on the blanket to enjoy their moment.

"I'm glad we dropped all this off here earlier," Peter said, starting conversation, "you know, if there is one thing we have improved on this summer, it's efficiency."

Gwen giggled, "oh is that all?"

"Among other things," Peter added as they sat down together. They ate their sandwiches while enjoying the early morning sunrise that broke through the New York skyline.

A familiar tune softly played over the radio while Peter said, "I mean for the past several months now, we've busted twice as many bad guys, expanded our superhero support system, improved on all my old gadgetry, and sweetest of all, caught up on missing weeks if not months of sleep."

Gwen grinned while raising an eye, "in other words, everything that's happened since I gained spider powers?"

Peter nodded and said, "simply put, yes, just another proven example of how two heads are better than one."

Gwen playfully jabbed, "even though the first head was originally against me from joining him in the superhero life?"

Peter playfully scoffed back, "that's not fair and you know it."

Gwen shrugged while smirking, "just stating facts."

Peter solemnly replied, "yeah, I know…sigh…but you agree I had good reasons for it, right?"

Gwen gave him a sincere stare before softly replying, "yeah you did, and I've long accepted them."

Peter smiled back, not surprised by her answer, but still amazed. Although Gwen still had more to say, "your reasons for wanting to keep me safe were just as valid for why I worried about you every time Spiderman was called into action, and I'm glad that's all behind us now."

"Me too," Peter nodded, "of course, powers or no powers, you know I still worry about you, on and off the job?"

Gwen giggled before saying, "comes with the territory spider boy, after all we're both aware that having these powers doesn't make us invincible, considering all the danger we've faced together."

Peter had to agree, for while their teamup had made a lot of things easier, the threats they had dealt with since it started were not. From Scorpion, to Carnage, Hydro Man, and the Sinister Seven, each had proven more dangerous than the last. While Peter knew Gwen was quite capable of taking care of herself, it didn't eliminate the possibility of them one day encountering a threat that was beyond even the two of them.

"Yeah," Peter said, "I guess super or non-super, the worry never really goes away."

Gwen gave a concerned look before scooting close to him, "and that's not a bad thing Pete. It just proves how much you care, and I saw that in you long before we ever went on that field trip together."

"Really?" he asked in awe.

She nodded, "Yeah, why do you think I secretly fell for you in the first place?" her face blushed slightly which made him turn red.

Peter chuckled as he held her around the waist, coaxing her to lay her head on his shoulder. He continued the tease, "Here I thought it was my adoring good looks?"

Gwen giggled at the joke before giving him a loving stare, "well, that certainly didn't hurt. But from the first moment we met, I knew you were someone worth getting to know, now more than ever, I'm glad that I did."

Peter gazed at her blushing beautiful face while feeling slightly foolish. How could he have never noticed how much this lovely girl was interested in him back then? Was it shyness? hormones? A combination of both? Or was it because he didn't have many friends other than Eddie and Harry and was simply happy to add one more to the list? Regardless of the reason, he was grateful for where they were at now, despite the heavy cost of losing the other two friends.

Peter and Gwen touched foreheads as he whispered, "I'm also more than glad to have gotten to know you Ms. Stacy, and I look forward to knowing more of you in the future."

"Heehee, ditto," Gwen giggled before leaning in and giving him a passionate kiss which he returned. The young super couple held the moment for a good five minutes, enjoying the moment with full delight under the morning sunrise. They soon settled to finish their early picnic before setting out on patrol once again. Little did they know the trouble that awaited them.

---

Wilson Fisk had just arrived at the Oscorp complex and was making his way through the lobby toward the lab, where Professor Smythe awaited him. Having received an earlier call to come immediately prompted the CEO and secret crime lord to delay all further business meetings prior to arriving here. He was currently being escorted by his right-hand man Hammerhead, and Oscorp's Executive Assistant Donald Menkin.

"This better be worth the boss's time Menkin," Hammerhead told Osborn's former right hand, "he had other priorities today we were forced to delay."

"I am merely relaying what Smythe told me prior to your arrival," Menkin said in his usual unemotional manner, "in the event of his project's final development, I was to notify Mr. Fisk immediately, hence why I called."

The Kingpin overheard everything and said, "then let's not waste any more time talking Menkin, after all, time is money." Hammerhead silenced himself as they continued walking until they finally entered the main lab, where Professor Smythe and Dr. Stillwell awaited them along with their staff.

"Professor Smythe," said Fisk, "I received news that your efforts have finally paid off?"

Smythe nodded and said, "see for yourself Mr. Fisk." He gave the gesture to follow him, and the trio obliged. Dr. Stillwell and the rest of his staff waited by the entrance as they walked down the nearby staircase. Reaching the bottom, the foursome all looked ahead to see two large tarps covering two large bodies set on the lab floor. Two separate cranes were each holding a tarp by an overhead claw.

Smythe pulled out a remote before saying, "Mr. Fisk, I give you…Project 'Slayer'." He pressed the button, and the crane claws ascended while pulling off the tarps, revealing what lay underneath to a stunned Fisk, Menkin and Hammerhead.

In front of them stood two large robots as big as a house. The first had a black and red color scheme and was shaped like a giant black widow spider with 8 steel chromed legs and 4 orange eyes. There were 4 mounted gun attachments to its head, two mounted atop on each side, and two mounted on its chin, directly underneath the others. A giant red hourglass symbol was visible on the top portion of its main body.

The second robot was slightly larger than its counterpart, and had a blue and purple color scheme. It was also bulkier than the first one, and the 8 legs that protruded from its body had pincers at their ends. The head had two glowing red eyes instead of four, and included a mouth with bladed pincers. 4 guns were attached to its head just like the first, but it's added bulk also showed that it carried more weapons, four additional turrets were mounted along its main body, including two rocket mounts at the back.

Individually, these machines had their own unique design features and strengths that made them deadly, and side by side they were an intimidating sight. At least that's how Hammerhead and Menkin felt as they sweated bullets from the mere sight of them. Fisk, on the other hand, was grinning with high satisfaction.

Smythe finished his earlier introduction, "...I introduce you to the infiltration and subjugation prototype Mark 1, the Black Widow, and the combat armament prototype Mark 2, the Tarantula, the Spider Slayers."

Fisk kept a wide smile before speaking, "very impressive Alister. At first glance, I can say that I like what I see."

Smythe gave a grateful nod before adding, "everything from your Hudson shipment was incorporated Mr. Fisk, and as promised I spared no expense in ensuring the highest quality."

Hammerhead finally asked, "So you've tested these oversized bug bots?"

Smythe answered, "Yes. All their systems have been debugged, and final calibrations are currently running, set to finish in one hour. All that remains after that, is a field test."

Fisk's wicked smirk grew ever wider, recalling the initial reason why he had these giants built in the first place, "then by all means Professor, once your hour is up, let them loose to hunt, and let the test begin."

---

After finishing their morning picnic, Peter and Gwen redressed into Spiderman and Ghost Spider to restart their patrol. It was approaching noon after their encounter with Jameson, and all they had busted since then were two muggings. Apparently, the fact that there were now two spider heroes protecting New York scared most of the common criminals off the streets, making the crime rate scarce.

However, the Duo didn't believe it would last, for there had yet to be any recent news about the newest 'Big Man of Crime'. Spiderman believed that like Tombstone before him, this new crime lord was simply biding his time, all the while distracting him and Ghost Spider before he made his big move. She believed the same given everything she had learned from her father, as well as from her own personal experience with criminal masterminds. However, that didn't deter her from wanting to take down this new Big Man like Spidey did the last one. Add in the fact that Silvermane was reportedly back in town, it all but confirmed that another gang war was looming, supposedly between old Silverhead and Big Man 2.0 as Ghost Spider jokingly dubbed them. Ghosty made one last swing and landed in a spider stance atop a building roof, with Spidey swinging over and landing right beside her.

"Well, so far it's been a pretty uneventful morning for crime, not that I'm complaining," said Ghost Spider.

Spiderman commented, "Neither am I, but remember, just because it's quiet doesn't mean something can't happen."

Ghosty raised a masked eye, "Don't you think that's a little paranoid?"

Spidey shook his head in disagreement, "I've been caught off my guard too many times to ever be paranoid about this job, and always remember, your spider sense is your best friend. It's always kept me one step ahead of sneak attacks, most of the time." He finished while remembering Venom.

"Right, but hey, if nothing else happens in the next hour, you up for a trip to the beach?" Ghost Spider proposed.

Spiderman nonchalantly replied, "Hmm, sand, surfing, tanning, opportunity to see you in a hot bathing suit? How can I say no?"

"Heehee, believe me Spidey, you won't be disappointed," Ghosty flirted before falling over the edge and shooting another web to swing away.

'Man I love this girl,' her partner thought while grinning under his mask before following her, swinging together between the New York buildings.

At the same time, a black helicopter appeared from behind another skyscraper and started pursuing them. A male voice spoke over its radio, "This is Hunter 1, I've got them in sight."

A female voice replied, "Excellent, stay with them and update us on their position."

"Copy that Hunter 2, commencing pursuit."

The two Spiders kept swinging along the New York skyline, until they both felt their spider senses tingle. Ghosty swung over to stick to a building wall with Spidey quickly joining her.

He asked, "so you felt it too?"

"Yeah I did…" she nodded before adding with a pointed finger and a stern tone, "...and don't even think of saying 'I told you so'."

Spidey merely shrugged until the sound of a loud WHIRR made them turn toward its source. Behind his partner, he saw a black and armored yet familiar helicopter heading their way. Ghost Spider turned to see it too but was confused, "odd…that's not a news helicopter, nor is it police."

"Right on both counts…" Spiderman warned, "...it's trouble! Follow me!"

Hearing his concerned tone quickly prompted Ghosty to follow his orders. Her curiosity turned to concern as they swung away from the pursuing helicopter. They kept ahead of it for a few seconds before they ended up swinging into another obstacle. Just ahead of them, another armored helicopter colored silver emerged from between the buildings cutting them off.

"Uh-oh, this way!" Spiderman called out before quickly turning right and swinging down the neighboring street with his partner right behind him. The choppers kept in pursuit of the fleeing duo with the silver one ahead of the black one. On its belly, a mounted gun turret took aim at the primary objective. From it, the silver one fired a spinning bolo attached to a tether, hitting its target dead on and wrapping up Spiderman in its bindings and hanging from the tether like fish bait.

"SPIDERMAN!" Ghosty cried out as she swung ahead to aid. Unfortunately, the black copter fired another bolo from its own gun turret, hitting and trapping her in the same manner.

"Got 'em, Let's bring them up for some air, before we snuff it out," said the male Hunter 1.

"My thoughts exactly," replied the female Hunter 2.

The choppers ascended higher, hoisting their respective catch until they were higher than the closest skyscraper. They flew over its roof one by one, releasing the tether to each hero as they remained tied up. Spidey and Ghosty landed on the roof hard with an "Oomph!"

"Oww, okay, that was just rude," Ghost Spider complained.

"Urgh, I'm afraid it's worse than that…" Spiderman said, recognizing both aircraft from his past encounters with their respective owners. Soon enough, out of the black chopper jumped a trio of suited men, landing just in front of the Spider Duo. Then out of the silver chopper, jumped a lone figure, a woman cladded in gray-white battlegear with a gun on her back, landing right behind them.

Spiderman finished his previous statement, "...it's an ambush."

While lying down trapped in their bindings, the Spider heroes observed the three men surrounding them. The biggest on the left had metallic gray armor over a dark red bodysuit, the smallest on the right wore a high tech jumpsuit with an Earth gray tone mixed with the same dark red. In the middle was the one Spiderman was most familiar with, Montana aka Shocker, flanked by his fellow Enforcers Ox and Ricochet. The woman standing behind Ghosty was someone Spiderman remembered from their first and only encounter.

Spiderman first addressed his old foe, "Shocker, what's up? It's been a while. You know if you wanted to stop by and chat, you should have called first."

Shocker replied, "oh believe me bug, since leaving the Vault, me and the boys have been wanting to do more than just chat." Ox clenched his fists and Ricochet cracked his neck in response.

Ghost Spider wryly stated, "Sigh, do all your old friends always greet you with such grand entrances?" Spidey could only shrug before Shocker addressed her.

"Ah, the ladybug," Shocker acknowledged before walking over to overshadow her, "At first I couldn't believe it when I read the story, but I guess seeing is believing."

Ghost Spider threw him a Spider-LOOK, "believe it cowboy, and you should know, I don't take kindly to being ambushed."

Shocker and his Enforcers chuckled before replied, "Them's the breaks for swinging with the bug missy. Although credit for this capture goes to OUR lady partner."

He gestured to Sable who threw a wicked grin at both Spiders before Spiderman said, "well well, Silver Sable. Haven't seen you since the whole Rhino specs incident. How's your old man? I heard through the grapevine he was back in town."

Sable scowled, "no thanks to you wall crawler, you and that traitorous Hammerhead."

"Ohh, so you two couldn't reconcile huh? That's a shame," Spiderman wryly sympathized at their failed relationship, confusing the rest of their audience. Everyone snapped to attention when Sable pulled out her gun and pointed it at Spidey's head.

"Oh we'll reconcile…when his head is mounted on a plaque! After you've atoned for your crimes against the Maggia," she declared.

Ghosty cut in sitting on her knees, "excuse me! HIS CRIMES?! Please! I've read about you and your family, Ms. Manfredi, so it's well known that you and your father are the last people who deserve to play judge and jury!"

Sable scowled at the heroine, "don't try and lecture me little girl, you have much to learn about how the world works, believe me." Ghost Spider merely threw her a Spider-LOOK before she finished, "Sadly, you and Spiderman won't be around to experience it anymore."

"IIIII…beg to differ," Spiderman suddenly burst out of his bindings, surprising Sable. He flipped over her, and web yanked her gun from behind. However, Sable unsheathed a hidden blade and cut the web free before he could pull it free, and lunged at him with a knife thrust which he dodged by jumping left.

"Why you!" Shocker yelled as he fired at the webhead. Spidey jumped and dodged his sonic blasts just in time. Meanwhile Ghosty started pushing on her bindings just like her partner did.

Ricochet turned to Ox and said, "launch me!" Ox pulled him up and threw his teammate at the original webhead, who bent away causing him to miss. Ricochet ended up bouncing off the adjacent buildings as he attempted to redirect himself.

"Ugh, I did not miss this," Spiderman groaned before his spider sense tingled again.

The webbed wonder narrowly avoided the bladed projectiles Silver Sable was firing at him. Spiderman acrobatically avoided every shot before Shocker fired again. Spiderman quickly webbed one of Sable's blades while avoiding Shocker's blast and lassoed it toward Shocker, aiming for his right gauntlet. The Enforcer leader quickly activated a new feature, a green force field generated from the gauntlets stopped the blade from even touching him.

Upon dropping it, Shocker remembered the tactic from Spiderman's first Sinister Six encounter, "that trick ain't gonna work twice bug!"

SNAP!...The sound of a breaking binding caused him to turn around just in time to meet the business end of a now free Ghost Spider's fist that knocked him to the ground with a POW!

Ghosty taunted in follow up, "if you haven't learned yet, we spiders are no one-trick ponies!"

Her spider sense tingled as soon as she found herself caught in the crushing grip of Ox standing behind her. He squeezed her tight as she groaned through the pressure, and he mocked her in saying, "doesn't change the fact that you're still a weak little girl."

Seeing his partner in trouble, Spiderman jumped over to help while avoiding Sable's shots. He landed on Ox's back catching his attention, and said in a mocking cowboy accent, "naw that's no way to treat a lady, pardner!"

He finished his mockery of Shocker before webbing up Ox's face, making his grip loosen and allowing Ghost Spider to escape. Suddenly, she saw Shocker rise to his feet again, who fired a sonic blast at the female webhead. She jumped away avoiding it, only to find herself in the trajectory of a kick from Silver Sable. The hit made her fall back before she rolled to recover in a spider stance.

Sable aimed to fire at her, but Ghosty was quicker firing a web that clogged her gun, and jumped towards her to engage hand to hand. Spiderman jumped off Ox to re-engage Shocker who fired another shot at him. Spiderman dodged and started fighting his old enemy hand to hand. Ox tore the web off his face at the same time Ricochet bounced back into the fight, aiming right for Ghosty who had just blocked a blow from Sable. Her spider sense alerted her to the incoming human projectile and bent just out of his way. However, Fancy Dan's ever attuned fighting instincts allowed him to grab the female webhead's wrist upon passing her, slowing him to stop and lassoing her in Sable's direction, which she finished by delivering a spinning kick.

The hit knocked Ghosty away hard, and she skidded to a stop before picking herself up, "oww…okay, that was actually impressive…but cheap!"

Spiderman dodged another crushing blow from Ox and spearheaded toward Shocker. Except the yellow garbed Enforcer activated his forcefield again, which Spidey slammed into with a SPLAT. Ox pulled him off and ground-slammed him three times before throwing him over beside his partner near the edge of the roof.

Spidey groaned as he stood up slowly, "Ugh…huff, apparently we aren't the only ones with new tricks anymore."

Noting their lost advantage, Ghosty said, "sigh…well it was nice while it lasted."

She turned to see Shocker, Ox, Ricochet, and Sable box them in, prompting the Spider Duo into battle stances.

Sable had unclogged her gun by the time Shocker spoke up, "you've been lucky up to this point webheads. But in the end, luck always loses to experience."

Sable added, "simply put, trained professionals beat costumed amateurs any day."

Ghosty scowled at them both before whispering to Spidey, "what say we split them up? I take two, you take two?"

Spidey whispered, "my thoughts exactly, I'll take Shocker and Ox, you take Sable and the human pinball."

They silently agreed as the criminal quartet drew closer, and Shocker said one more thing, "you bugs know there's only way this is gonna end, so why don't you two do the smart thing and not drag it out?"

Ghosty unclipped something from her belt before wryly replying, "...and where's the fun in that?" She quickly threw the grenade in between Ox and Ricochet, exploding in a blanket of webs, splitting the villain group in half. Spidey and Ghosty threw themselves against each pair. Ghost Spider took Silver Sable and Ricochet while Spiderman engaged Shocker and Ox head to head.

However, while this showdown was underway, none of them suspected that a couple blocks away, something new and dangerous was heading in their direction. The people on the streets looked up in terror at the sight of two oversized spider-like machines flying overhead using their booster jets. While closing in on the fight, their creator watched their progress safely from the confines of the Oscorp laboratory, seeing through their eyes on the display screen. His boss and his colleagues stood behind him.

Fisk then asked Smythe, "I presume they are currently tracking the spiders through the city?"

Smythe answered, "Yes Mr. Fisk, each Slayer is outfitted with a tracking system attuned to either one of the Spider Duo's unique energy patterns, so wherever they are going, they are bound to lead us to at least one of them."

"We find one, we find the other," Fisk said, "given how closely knit the two of them are, I highly doubt they would leave the other alone for long." He concluded regarding his first and only encounter with the Spider Duo in this very building. The Kingpin said no more as they returned to watching the screen on the Spider Slayers maiden voyage through Manhattan.

Back with the Spider Duo themselves, they quickly learned that the criminal quartet of Silver Sable and the Enforcers were proving to be as much a challenge as the Sinister Seven. Of course, most of the now imprisoned syndicate were just criminals with abnormal abilities, these were trained mercenaries they were now dealing with. Something Ghost Spider was sadly learning the hard way.

"OOF!" she cried, falling back from another hit from a bouncing Ricochet. She quickly pulled herself up and upon seeing the human projectile coming her way again, she unclipped her second grenade and bent out his way just in time, anticipating his next action. Ricochet proceeded to grab her like he did before, but when he did, she slapped the grenade into his hand and jumped away as it detonated. All that was left was a trapped Enforcer struggling inside a mesh of webs.

"That oughta take the bounce out of your step," Ghosty quipped, before turning just in time to flip and dodge another shot volley from Sable.

Upon finishing it, she scowled, "some things are better left to a woman I always say."

Ghosty threw back, "you know what Ms. Sable? I actually agree with you. Let's settle this girl to girl," she finished stancing herself.

Sable re-holstered her gun and unsheathed two knives into her hands before replying, "your funeral sister." The mercenary lunged with the first parry, only to be surprised as Ghost Spider dodged the first two thrusts before grabbing her hands at the third, stopping the attack. The female webhead angrily whispered, "don't…call…me…sister."

She broke apart their deadlock as the heroine threw a sweeping kick at the mercenary, tripping her up temporarily before re-engaging battle. Soon enough, the daughters of the Police Captain and the Maggia Crime Lord respectively locked themselves in combat. Spiderman meanwhile, had his hands full dealing with the remaining two Enforcers. He flipped over another crushing fist from Ox, but upon landing, jumped away from another sonic blast from Shocker.

"Doesn't your hearing ever get damaged from using those things over and over again? Or is it just me?" Spidey jested while dodging another shot.

"Trust me bug, it's just you," Shocker said before firing a double blast at the webhead who jumped away again. Ox anticipated his landing and stampeded over toward his position, body slammed the spider just before he landed. A shaken Spiderman quickly pulled back to his feet at the tingle of his spider sense alerting him to Ox approaching with a slam fist. He dodged it with a quick sidestep, before flipping over to land atop the overgrown Ox and slapped a grenade on his back. He jumped away as it detonated, ensnaring the large Enforcer in a web trap of his own, helpless to break free without aid.

Having utilized Ghosty's trick effectively, Spiderman turned toward Shocker with a taunt, "well now, looks like IT IS now just you."

Shocker was furious how Spiderman's new tricks had disabled his cohorts so swiftly, well now it was time for a new trick of his own! "So be it. Besides, you still owe me a bar webhead, and I'm gonna take it out of your life," the Enforcer leader sneered before charging his gauntlets and pointing them down.

He let loose a concussive force of power which blew Spiderman off his feet and over toward the building's edge. Fortunately, he fired a web that anchored him to the building and kept him from falling over. As the shockwave subsided, he swung his back up onto the roof to face his old enemy, who fired his next shot.

Back with Ghost Spider and Silver Sable, their fight continued as the spider heroine exchanged blow after blow and block after block with the trained mercenary. Ghosty couldn't help but notice that compared to Black Cat, Silver Sable fought with more ferocity and precision. Silvermane's daughter was definitely more experienced and better trained than her old cat burglar rival, but that wasn't enough to sway Ghosty as the female fighters collided with opposing martial art attacks.

Recognizing the styles her opponent was using, Sable switched hers over to one up this amateur. Ghost Spider merely retaliated as she continued to block and attack. Sable then tried another punch only for Ghosty to block it before sending her flying with a spin kick of her own. The mercenary quickly recovered as she backflipped three times before landing on her feet.

Sable gave a rare compliment, "nice moves kid, you have potential. However, as it currently stands, a rookie is still a rookie."

Ghost Spider threw another Spider-LOOK before responding with edge, "You know, I really am getting sick of being called that."

Silver Sable merely smirked and said, "get used to it." she quickly reached across and threw something at the ground in front of her, closing her eyes as they flew.

FLASH!..."Agh!" Ghosty found herself going blind once again from a flashbang bomb, and thought, 'not again!'

Taking full advantage of her sneak attack, Sable took out her gun again and fired her projectiles at the blinded hero. Although unable to see temporarily, Ghosty's spider sense was as clear as ever, guiding her to dodge each shot with a stride, jump or flip. Sable kept firing until her gun clicked empty, surprise slightly etched onto her face having missed every shot. Ghost Spider landed from her last jump, and upon hearing the empty gun clicks she muttered to herself, "best friend indeed, heehee."

She felt her ever trusty sixth sense alert her again as Sable rushed to attack, however, she wasn't able to dodge the mercenary's close combat techniques in time and ended up getting slugged across the face into the ground. Sable smirked having discovered and exploited one of her opponent's flaws, "hmm, even blinded, I see your other senses keep you dangerous at a distance, but up close, your easy prey."

While waiting for her vision to return, Ghosty threw back taunting, "Get your facts straight daddy's girl, spiders are predators, not prey!"

Sable scowled before replying, "whatever, I'm not interested in a science lesson, I only care about ensuring you spiders stay out of our way once and for all," she unsheathed another hidden knife. After dodging yet another sonic blast, Spiderman knocked Shocker down a few pegs with a kick that sent him flying across the roof. After knocking his enemy down, he looked over to his partner lying at Sable's feet, who revealed a glimmering blade in her left hand. Spiderman cried, "NO!"

Sable reached back to deal Ghosty the finishing blow, only to find her hand caught in the backswing, by a double web shot from Spiderman just in time. With a heave, the original webhead pulled Sable away, tumbling her in front of Spidey who threw her a glare and a statement with absolutely no jest, "don't…even…think about it."

Silver Sable scowled, using the blade to instead cut herself free from the web before engaging Spiderman in combat for a second time, out of revenge for her father's previous imprisonment. Spidey was just as motivated, albeit for different reasons considering Sable had just threatened his partner's life.

Ghosty rose to her feet as her vision slowly returned. She saw Spiderman now fighting Sable, as well as Shocker rising back to his feet while his fellow Enforcers still remained trapped in their webs. Seeing the ladybug in his sights, Shocker switched targets.

"Care to dance missy?"

Ghosty quipped while shaking her head, "please, you're not even close to my type."

"Well, maybe this will tickle your fancy instead," Shocker unleashed another shockwave from his gauntlets in her direction, which she backflipped over the edge to avoid. She grasped the wall while the concussive forces passed, and then jumped and flipped back over to shoot two webs at the Enforcer who blocked them with his forcefield. Spidey backflipped away from another blade swipe from Sable which landed him right next to Ghosty. The two of them reset their battle stances as Shocker and Sable approached them.

Ghosty muttered to Spidey, "I'm all for a good morning workout, but this is ridiculous."

"Tell me about it," he said, before he felt his spider sense tingle again, and Ghost's doing the same.

He thought, 'Thats odd, spider sense doesn't usually go off when already facing the threat…unless…'

Shocker finally said, "Well Silver Sable, I think it's time we ended this, don't you?" He asked Sable while charging his gauntlets.

"Quite right Shocker," she replied before posing to throw another knife at the stunned webheads, before the whole fight was interrupted.

The WHIRR sound echoing in the air made them all turn in utter surprise to their source, slowly descending from the air were two giant spider machines. One had a black and red color scheme and was smaller than its blue and purple counterpart. They touched down on the rooftop with them as the whole group were stunned in disbelief.

"What in blazes?!" Shocker spat out with Sable just as shocked but silent.

Ghosty was also silent while Spidey wryly said, "Well…didn't see them coming."

Everything the Slayers were seeing was being watched by their controllers at Oscorp. They all saw on screen their two primary targets and the extras. Smythe manned the controls as he said aloud, "Targets are now locked on, Spiderman and Ghost Spider won't escape them now."

"Excellent," Fisk said, who was more pleased than ever from what he was seeing on screen, "...and not only do we have the chance to destroy the Spider Duo, but the Enforcers and the daughter of Silvermane with them as an added bonus! This could be the end of a great deal of competition for me."

Hammerhead stood quietly by his side, but with mixed emotions. While he was more than willing to have the Slayers destroy the Spider Duo and the Enforcers, he was hesitant on adding Sable to the list. Despite having betrayed her, there was still an inkling of remorse for her considering their past history. However, his newfound 'obligation' to the Kingpin won out as he thought, 'sorry little Sable, but past business is past business.'

Sable's stunned expression turned to horror as she saw the Black Widow activate its lower cannons, as commanded by their unseen operator. The primary targets were made clear as the Black Widow took aim at the Spider Duo first, adjusting its cannons before firing. Twin purple lasers fired at the duo forcing them to dodge and jump away. The Black Widow crawled its way toward them, closing in on Sable and Shocker as well, who quickly stepped out of the way.

"Who invited these overgrown bug mechs?! I presume this isn't something your old man forgot to mention?" Shocker asked her.

"Of course not!" Sable corrected, shaking her head, "the Maggia have no plans for machines like these! Someone else is responsible for this, and I'm sure I know who it is…" she seethed, believing the Kingpin was behind this, aided by Hammerhead.

She didn't have long to think more of it as the Tarantula crawled up to the two mercs catching their attention as it took aim at them. Like its counterpart, two lasers fired from its lower cannons, forcing them to jump and dodge. Shocker then fired a double blast at the second Slayer's head, ceasing its shooting.

Shocker yelled out in venting, "I am absolutely SICK of bugs!"

Back with the Spider Duo, they continued avoiding the Black Widow's advance until they reached the edge of the roof. Seeing how they were out of room and boxed in, Spiderman suggested, "I'm thinking we should swing our way out of here and reassess the situation, you in?"

"I'm in," Ghosty quickly replied as the Black Widow continued crawling toward them with its cannons primed. As it fired another laser shot, the two spider heroes jumped off the roof, and shot web lines to swing away down the adjacent street. Watching the whole thing from the control station, Smythe heard Fisk's immediate command...

"AFTER THEM!"

Smythe merely nodded and typed in a code which reignited the Black Widow's boosters and took off after them. As this was happening, Shocker kept the other Slayer at bay while Sable cut his partners loose. Sensing they had bitten off more than they could chew, he yelled out, "I'm thinking we best hightail it outta here while we can!"

After cutting Ricochet free, Sable scowled at the suggestion. She knew her father wouldn't like that the Spiders got away from them, but if these machines had been sent to target them as she just witnessed, perhaps they should let them do the job instead, even if their rival controlled them. Making a choice, she nodded to the Enforcer leader before signaling to her chopper pilot, "Evac and Retreat, I repeat, we are pulling out!"

Shocker kept firing at the Tarantula's head, keeping it subdued while Ricochet and Sable cut Ox free from his web trap. Once that was done, the helicopters dropped rope ladders within their proximity which the three of them grabbed on. Sable took Ox aboard her ladder while Ricochet grabbed the one from the Enforcer chopper. The pilot pulled the aircraft up and toward Shocker as he saw it coming his way.

"We're outta here!" Ricochet shouted, giving a thumbs away signal to him. The Enforcer leader ceased his firing on the Tarantula and ran for Ricochet's ladder grabbing ahold of it. The helicopters pulled away with all four criminals along for the ride just as the Spider Slayer regained its bearings.

Seeing the four extra targets get away displeased the crime boss on the other side of the controls. Seeing his scowling face prompted Smythe to ask him, "should I send the Tarantula after them sir?"

Fisk took a breath and refocused on their primary task, "No, we'll deal with them eventually, refocus the Slayers on the Spiders, and only them."

Smythe nodded and typed in a code for the Tarantula, reinstating its initial parameters and activating its booster jets as it took off after its counterpart, and their prime targets.

---

The Spider Duo kept swinging along the buildings trying to keep ahead of the Black Widow flying behind them. Ghosty finally vented her frustration, "Great! Not only does this robot look like an actual spider, but it's bigger than us, has lasers, AND it's able to fly! Is someone trying to replace us?!"

Spidey replied, "I'd say more like extermina…"

"RHETORICAL QUESTION!" Ghost Spider interrupted before sighing exhaustively. The Black Widow fired its twin lasers once more, forcing the duo to acrobatically avoid the shots in midair. The Spider Slayer then activated its secondary weapons, firing a blue beam from its left cannon at Ghost Spider. Upon avoiding it, the shot made contact with the adjacent skyscraper, coating the wall in a sheet of ice.

Ghosty exclaimed, "you've got to be kidding me, a freeze ray?!"

The Black Widow then fired a stream of flame at Spiderman from its fourth cannon, burning through his web making him fall, "Wooaahhh!" He quickly shot another web toward the closest building and stuck to it. "A flamethrower too?!...What's next? A lightning gun?!"

The Slayer paused in the air as it turned toward the webhead aiming its laser cannons. Before it fired though, Ghosty swung right on top of its back. Noticing the insignia, she muttered, "alright Widow, time to crack your shell." She attempted to punch through to its inner workings, only to end up…BANG!

"OWWwww!...ok, not wise," Ghosty cried cradling her hurting hand, now painfully realizing the automaton was made with reinforced metal strong enough to repel her spider strength. Having detected its passenger, the Spider Slayer altered its boosters to shake off the female webhead as Spiderman watched apprehensively.

"Woah ho, Wooaahh! Oh no! you're not gonna shake me off that easily!" Ghost Spider declared before grasping the Black Widow's back, only to feel her hand didn't stick and slipped off! "What?!...Woahhh!" she gasped as the Slayer dumped her over the side, falling to the street. Spidey jumped and caught her before swinging over to the opposite building.

They both stuck to it before he asked concerningly, "You ok?"

"Whew, yeah I think so," Ghosty said while still shaking her aching hand as the pain slowly ebbed. "Thanks for the catch."

"Anytime." They turned their attention back to the Black Widow that had turned around to face them. To add to the trouble, the Tarantula descended from above having finally caught up, joining its counterpart on the right. Both Slayers pointed their lasers right at them.

Sticking to the wall next to her partner, Ghosty asked dreadfully, "We're in big trouble, aren't we?"

"Well on the bright side…" Spidey wryly replied, "...at least we got away from Sable and the goon squad."

The Slayers fired again forcing the duo to jump up and avoid the shots as they destroyed the windows beneath them. Upon climbing up, Ghosty threw back, "right, because dealing with two giant killer robots was a GREAT tradeoff!"

"Yeah I know I'm eating my words! Though seriously, we need to find their weakness and shut them down, before they shut us down!" Spiderman said to her as the Slayers ascended to follow the crawling arachnids up the skyscraper.

Ghosty then asked, "How? Their bodies are impervious to both our spider strength and our stickiness. Whatever these things are, they were clearly made to deal with us!"

The Tarantula fired its freeze cannon at them, which made Ghosty act on instinct, "LOOK OUT!" She jumped and grabbed Spidey before the shot hit, coating the building wall in ice while narrowly missing the duo. Now she had him in her arms as she web shot and swung to the other side of the street.

'Well this is a switch,' Spidey thought as she swung them both to another building wall. However, the Tarantula had tracked their entire movement and positioned the turret cannon mounted at its top front to aim right at their landing point. It fired, which unleashed an orb of electrical discharge at the duo hitting them point blank.

"AAAHHH!...AAGGHHH!" Spidey and Ghosty both cried out as the shot fired too fast for them to act, leaving them encased in an electrical field that shocked all through their bodies, knocking them out. The field dissipated as the spider heroes fell to the ground, landing atop an SUV crushing its roof before rolling off onto the street. Traffic came to a halt both on the road and sidewalk at the sight of seeing the spiders fall out of the sky. Now a small crowd was gathering around the unconscious costumed crime fighters with awe and concern.

However, the crowd quickly dispersed as a citizen's shriek at the descending Spider Slayers forced them away prior to their landing. The Black Widow approached Spiderman while the Tarantula approached Ghost Spider. The Kingpin and his crew watched the whole thing with great satisfaction.

"Finally, after many past failures, it appears I have finally succeeded," Fisk gloated before asking Smythe, "are they still alive?"

Smythe quickly read, "yes, scans indicate their life signs are still active, albeit immobile. Shall I proceed with termination?"

Fisk thought for a moment before replying, "No."

His answer left everyone bewildered, including Hammerhead who asked, "but boss, you have right where you want them! Where many have wanted them for so long! Why not?!"

Fisk turned and glared at his right hand, which made him sweat and quickly regretting his outburst, "...for starters, I suggest you hold your tongue before you second guess any of my decisions again, otherwise you'll be taking a swim, AM I CLEAR?"

Hammerhead meekly nodded and said, "...yes boss."

Fisk turned his glare back to the screen and stated his reason, "second…as much as I want the spiders out of the way, I would be a fool to not grab the opportunity my criminal predecessors missed out on." He paused before giving his final order to Smythe while smirking wickedly, "have the Slayers bind them up and bring them back here, where we will finally end them…after we unmask them."

Getting his context, Smythe turned back to the controls to carry it out, all while he and his cronies wore wicked grins at the notion that they were about to accomplish what all the previous criminals, supervillains, and crime lords of New York had failed to do, unmasking Spiderman!

---

Black Widow opened its mouth revealing a grapple gun which fired at Spiderman, wrapping the webhead up in another bolo binding like before. Tarantula did the same with Ghost Spider, and the Spider Slayer pair boosted off into the skies once again carrying their new loads like a pair of trapped prey in cocoons. Unbeknownst to them though, Spidey was slowly regaining consciousness as the Slayers reached their peak height.

"Ugh…oh my head," Spiderman groaned, before he fully opened his eyes to see he was suspended high in the air, wrapped up in another binding suspended from the Black Widow while flying toward an unknown location. He berated himself in a mutter while remembering his earlier prediction, "a lightning gun…sigh…I just had to jinx it. Couldn't keep my big mouth…gasp!" He ceased berating himself when he saw Ghosty flying alongside him, suspended from the Tarantula, though she remained unconscious.

"Ghost! Ghosty wake up! Wake up!" he shouted.

She slowly stirred, "Uggh…ow…ohhh…why does everything hurt?"

Spidey answered her question, "getting a high voltage shock through the system will do that."

Ghost Spider briefly took in their new surroundings and present situation, and the first question that came to her mind was, "where are they taking us?"

Spiderman answered while tensing his body, "I don't know, and I don't intend to find out, cause I'm busting us out of these." He pushed on them with all of his strength to snap them like the last one, but they just wouldn't budge. After a minute of straining his muscles, he groaned in frustration saying, "Huff, well that ain't gonna work, these bindings are much stronger than what the Enforcers used."

Ghost Spider added, "like I said, these things were obviously made for us, they've neutralized all our spider powers and our strength, and my invisibility won't help get us free either."

Spiderman pondered their dilemma for a moment before saying, "well, if our special abilities are no good now, let's just use our natural abilities, ergo…our brains."

Ghosty nodded to him in agreement before asking, "any ideas?"

Spidey answered, "one comes to mind, give me a moment…" He took a deep breath calming himself before thinking, 'if expanding my body won't work, let's try the alternative.'

Instead of expanding his muscles to try and burst through the bindings, he sucked in as much of his chest and stomach as he could, and fortunately gave himself some wiggle room to try and squirm out of the bindings. Ghosty watched apprehensively as her partner squirmed to the point where the bindings were around his chest. With one final torso contraction, he finally slipped free!

Spidey grabbed his loose bindings to keep from falling before he cheered, "Aha! Yes!"

"You did it!" Ghosty cheered.

"Alright partner, now it's your turnnn...Woooahh!" Spidey said aloud before he ended up being pulled into the air by an ascending Black Widow as Ghosty helplessly watched.

On the other side of the Slayers, Smythe said aloud what he was reading on the console, "I don't understand, the calculated weight of the Black Widow's load has changed, Spiderman must have somehow gotten free!"

A scowl crossed the Kingpin's face, "we didn't come this far to fail now, recapture him Smythe, NOW!"

The Black Widow pulled up higher and higher until it reached the top of the nearby skyscraper, with Spiderman along for the ride. It started spinning like a top until finally it threw a yelling Spiderman onto the roof, making him land with a hard THUD. He shook the stars out of his eyes while groaning, "ohhh, anymore of this, and my organs will start trading places."

His spider sense alerted him to the Black Widow taking aim with a new weapon that deployed below its chin. A new gun turret opened up, and started firing saw blade-like projectiles at the webhead.

"Uh-oh!" He said as weaved, bobbed, dodged and flipped out of the way of four shots. The fifth however, was too close for comfort as it caught him in the middle of a backflip, slicing across his right torso.

"AAHH!" He cried before flipping over the side of the building to stick and assess the wound. He was still in one piece, however a large section of his costume had been cut open from hip to shoulder, with a slightly bleeding red cut just as long but fortunately not deep. Spidey thought to himself, 'ok, that one cut a little too close, literally.'

He then looked down to see the Tarantula pass him in flight, still holding his partner captive in its binding. Looking up he saw the Black Widow come around the bend to get him in sight again. Looking between the two Slayers, Spiderman thought of a way to free his partner as he jumped back onto the building roof. He quickly grabbed one of the fallen blades before jumping off in pursuit of the Tarantula with the Black Widow right behind him.

Spiderman swung his way up to grab ahold of Ghost Spider's tether, much to her relief, "good to see you again."

"Likewise," he replied cheerily before holding up the blade, "...though it will be even better seeing you free, here goes."

With a few careful cuts, he freed Ghost Spider from her trap, allowing her to grab ahold of the tether in front of him to look him in the eye, "my hero..." Before she went wide eyed from seeing the long cut on his right side, "...MY GOODNESS! What happened?!"

Spiderman consoled her, "...one shot got a little too close, don't worry though, it looks worse than it is."

Before she could respond, their spider senses tingled again, causing them to look behind Spiderman and see the Black Widow regaining ground, its lasers primed to fire again. As soon as it did, the Spiders jumped clear and began swinging away with both the Widow and Tarantula in pursuit. Realizing they were outgunned, they had to think of a way to outwit them. Ghost Spider had an idea that could both help them escape and get her partner some medical aid.

"Spidey! Grab hold!" Ghosty called out before swinging over to him. He grabbed her hand in mid-swing, before she activated her special ability. The spiders together vanished into thin air in front of the Slayers eyes, and it was all seen from the control lab.

"Argh!" Hammerhead groaned, "that blasted Ghost Spider's disappearing act took them both out of sight!"

"It is of no concern," Smythe calmly said, "the Spiders Slayers were built in accordance with all the data acquired on the duo, Ghost Spider's invisibility is no exception. They don't need to see their bodies to find them, just their thermal patterns. After all, an invisible body is still a warm body."

The Slayers altered their visuals to read infrared thermal patterns within their proximity. Within a few seconds, a conjoined glowing mass was shown sticking to the side of an adjacent skyscraper, albeit unseen to the naked eye. The Spider Duo remained oblivious to this as they watched the airborne machines from their perch.

Spidey whispered to Ghosty, "nice trick, I didn't know you could spread your invisibility to other people."

She whispered back, "well to be technically accurate, anything I touch and focus on turns invisible with me. How else would you explain my costume and clothes always vanishing as well?"

"Ahh, gotcha," Spidey commented, but then he asked, "...but if we're invisible to them, why are they looking this way?"

She matched his concern as the Slayers were indeed pointed toward them. It grew even worse when they armed their lasers! Ghost Spider's fear was realized, these mechs could even see through her invisibility! She jumped with Spidey as soon as the lasers fired, missing them by inches as they swung back down the street with the slayers in pursuit. Realizing it was pointless, Ghosty dropped her invisibility before releasing Spiderman so he could swing on his own.

"That's just great!" she yelled as they swung away, "they can even see through my cloaking ability, now what?!"

Spiderman looked around, and saw something on a nearby rooftop, "we do what I said earlier, exploit their weaknesses!"

Spidey swung ahead in the lead with Ghosty right behind him. They landed on the rooftop together as the Spider Slayers converged on them. The webhead quickly ran for the microwave relay dish present on the roof while his partner watched the Slayers approach. He started working with the control panel he found at the base just as the Spider Slayers touched down on the roof.

"Anytime today Spidey!" Ghosty shouted as she took a step back while shooting webs at the slayers which barely slowed them down.

"One more second…here goes!" he said as he hit the last key, and the relay dish spun on its base until it was directed at the Spider Slayers. The waves emitted from it made them stall as it scrambled their communications, cutting them off from their main controller miles away.

From his end, Smythe was staring at a static screen with a warning message saying 'SIGNAL CORRUPTED'.

"What happened Smythe?!" Fisk demanded to know.

"They've somehow interrupted the link with our main hub!" Smythe said before explaining his secondary plan as he started typing on the control panel, "fortunately, I can initiate their auxiliary controls so they can operate on their own."

"Meaning?" Hammerhead asked.

"I mean, the Slayers are still programmed to carry out their primary task of eliminating the Spider Duo, even though we can't see them for the moment," Smythe finished explaining, "In other words, they can still do their job. I'll attempt to get visuals restored in the meantime."

"Very well then, then we'll just unmask them after they're eliminated," said Fisk.

Back with the Spider Duo, they saw how the Slayers were momentarily stalled from the sonic, and Spiderman approached Ghost Spider who asked, "are they shut down?"

"No, at best that stalled them for a few minutes," Spiderman clarified, "let's take that time to dismantle them for good…"

But before he could finish, the Slayers auxiliary controls reactivated them, turning their heads to the duo who cringed at their failed chance.

"A few minutes huh?" Ghosty asked wryly.

"I stand corrected, a few seconds…" Spidey groaned before they jumped away from another laser blast from the Black Widow. Spiderman went back to the controls to try and send another burst in their direction while Ghost Spider kept them busy.

Ghost Spider pondered ideas to herself, "I could try using a Spider Zapper, but who knows if it will even work? These things are just too big and robust, what we need is…a giant bug zapper for a giant robot bug." She finished as she saw off to the side, the power generator cable leading to the relay dish. She jumped toward it while avoiding another laser blast from the Black Widow.

Spiderman hit a key and sent another round of sonic waves toward the Slayers, stalling them right at the base of the tower. Seeing her opening, Ghost Spider located the power cable on the dish tower and broke the cable connectors with her spider strength. Spiderman cried out, "Wait, what are you doing?!"

"Trust me!" she yelled back as she pulled the cable out from its socket, holding the wire safely around its casing with both hands. Taking it with her, Ghost Spider ran towards the stalled Black Widow yelling aloud, "Lights out Widow!"

She jammed the live end of the wire into the robot in which the discharge tore it up internally before its eyes exploded causing Ghosty to jump back as the overload ended. The Black Widow collapsed in on itself in a crumpled heap, smoking and permanently inoperable. Ghost Spider took a breath she didn't realize she was holding.

Spidey quipped, "shocking."

She grinned under her mask before saying, "cliche, but I'll take that as a compliment."

The Tarantula returned to life at that moment and crawled toward them as it followed its parameters on destroying the Spiders despite the loss of its partner. It fired its lasers again, prompting the Spider Duo to backflip away and land near the roof's edge. The Slayer reignited its jets and boosted into the air, before activating another of its weapons, the turret launcher mounted at its right back corner, pointing its load directly at them!

"Is that what I think it is?" Ghosty dreaded to ask.

"Depends, do you think it's a missile armed to fire at us?" Spidey dryly replied.

The inevitable happened as the Tarantula launched the missile right at their present location, forcing them to jump and freefall to the street below before it impacted.

KABOOOMM!

An eruption of sound and fire exploded from atop the building as the missile's impact destroyed the dish tower and generator along with half the roof. All the Spiders could see during freefall was a fiery cloud of ash and embers above them before swinging away once again. They put some distance between themselves and the last Spider Slayer which had emerged from the smoke cloud it had created before flying off in pursuit once again.

As they continued swinging to stay ahead of their all persistent pursuer, Ghost Spider called out to Spiderman, "how many grenades you got left?!"

"Just one!"

"That's all we need, I'll distract it, you stick it where it counts! Then we'll tend to your wound!" Ghosty explained.

"Sounds good to me!" Spiderman said as they approached a T-junction, "let's split up here and confuse it! This mech may be stronger than us, but it's not smarter!"

Ghosty nodded back before she swung off on the right street while Spidey swung to the left. The Tarantula halted in midair at the junction before making a calculated decision and turned right in pursuit of Ghost Spider. The female webhead looked behind her and saw the Spider Slayer now pursuing her, just as she wanted.

"That's it, follow me you bucket of bolts," she muttered to herself before swinging to an adjacent rooftop that was devoid of anything save for exhaust vents. She landed, and the Tarantula boosted itself up higher before landing itself in front of Ghosty.

"Well now that I have your attention," knowing she had to stall, the spider heroine proceeded with taunting as they walked in a circle facing each other.

"I don't know who made you, but I can't help but feel a little flattered that someone would design robots specifically made just to hunt me and Spiderman."

The mech remained silent to her taunting as she continued it.

"I mean what is this? The old adage of fighting fire with fire? Everyone knows that when you do that, you get burned. Your destroyed friend is proof of that."

The Tarantula fired its lasers again, forcing her to jump and dodge, and then she was forced to backflip away when it fired its flamethrower at her again, making her land at roof's edge.

"Well that was just rude, all I was doing was making conversation. Though you clearly speak the language of 'shoot first, ask questions later', which for the record, doesn't appeal to the general population!" Ghosty finished her last taunt as the Tarantula approached and fired its final weapon from its left body mounted gun, a stream of sticky goo which Ghosty dropped over and clung to the wall to dodge. Once it passed over, she jumped back up to the edge on its right side.

"Huh, I was wondering what you had in that last gun, good to know, ewww" Ghost Spider jested.

In the midst of their standoff, the other living spider poked his head just over the roof edge behind the slayer. Gripping the grenade in his right hand, Spiderman waited for the right time to make his move. Something his partner was all too keen to give him, but first, he took a few camera shots from where he was at to sell to the Bugle after they beat this thing and went home.

Ghost Spider saw her partner perched back on the other side of the roof giving her a hand signal, letting her know he was ready just as the Tarantula crawled up toward her once again. "You know it's in moments like this that you can expect something bad is going to happen…" Ghosty said with an unseen grin, before giving it her last quip, "...like right now."

Taking his cue, Spiderman jumped underneath the Tarantula and stuffed his last grenade into a jet port before jumping out and grabbing ahold of Ghost Spider with one arm.

"Webs away!...Bye Bye!" Spidey and Ghosty said back to back as they swung away, prompting the Tarantula to engage its flight jets again…only to be met this time with an internal explosion of webs which gummed up its inner workings upon ignition. The last Spider Slayer collapsed in a stalled heap with its bottom half completely webbed up, and permanently disabled.

Eying the wrecked machine from their building perch across the road, they took a sigh of relief while sticking to the wall side by side, before Spiderman said, "I guess this means the beach is out of the question?"

His disguised partner/girlfriend only responded with an exhausted sigh and shake of the head.

---

The static screen at the Oscorp terminal that now displayed in clear words, 'CONNECTION LOST', left the Kingpin's cronies utterly dismayed, and at their boss's mercy. For in reading those two words on screen, Fisk knew what had inevitably happened, the Spider heroes had destroyed his precious Spider Slayers. To say he was angry was an understatement.

He slowly approached Smythe who stared at the screen speechless at the fact that his Spider Slayers had failed. The hairs on his back stood on end as he felt his boss's looming shadow over him.

"Tell me something Smythe," he said to him in a deadpan tone, while Stillwell, Menkin, and Hammerhead watched from a distance while taking a step back, "what did I have you build these automatons for in the first place? You do remember, don't you?"

Smythe swallowed a lump before stammering, "to…destroy the Spider heroes…Mr. Fisk."

"Indeed…" Fisk said before lowering himself to look his subordinate in the eye, making Alister cringe, "...and what is it you told me prior to their construction? That you had collected all the data you needed to ensure their inevitable end, that is what you said, is it NOT?" he finished with an even stronger tone.

"Yes…sir," Smythe said almost in a mutter.

"I see," Fisk straightened up towering over him again, "so lastly tell me this…how is it that your so-called Spider Slayers have now ended up being SLAIN by the Spiders instead?!"

Smythe was at a loss for words, having no idea how to respond, though his silence said it all.

Fisk finished by saying sternly, "I brought you to New York for your expertise in eliminating any opposition against me, top of the list being the Spider Duo. Until you follow through with our agreement, consider your employment and residence here nothing but terminal, am I clear?"

"Yes Mr. Fisk," Smythe weakly responded.

The Kingpin said nothing else and turned away to walk out of the lab to vent out his frustrations elsewhere. His three other colleagues slowly followed, first Menkin, then Stillwell, then Hammerhead. Although the hardened criminal scoffed toward Smythe before following the others, leaving the lone scientist to his thoughts.

Turning back to the control board, Smythe couldn't deny what he was feeling at the moment, disbelief, humiliation, mockery, and above all, fury. Spiderman and Ghost Spider had completely humiliated him by destroying two of his greatest achievements that he had designed specifically for defeating them. He silently vowed that whatever it took, he would one day succeed where he had failed today.

He bitterly thought, 'All that data, all that research, all my work…now left rotting in a scrap pile. You will pay for this one day, Spiderman and Ghost Spider, one day…you will pay.'

---

The Kingpin wasn't the only displeased with the daily events, for at the other end of the city, in the Maggia's secret headquarters, the other criminal band had returned from their failed mission to face a scowling Silvermane. Sable and the unmasked Enforcers knelt in front of her father's looming figure who had his back turned while feeling highly disappointed at hearing from his own flesh and blood that the Spiders still lived.

"The mission was sound," he began speaking in a low tone but slowly grew with fury, "locate…capture…and eliminate Spiderman and his partner." He turned to them to finish speaking, "...how is it you managed to fail in accomplishing your task Sable?...AGAIN?"

Sable weakly spoke, "there was an unforeseen…'complication'...father. It interfered with us completing our mission."

Silvermane kept his scowl as he directly faced her, "you've been trained to handle the unexpected my little Sable, one little 'complication' shouldn't have made a difference."

Montana decided to speak, "if I can say something sir, it wasn't just Sable who was caught off guard, it was us too." He spoke for the Enforcers, "...and what we encountered out there, was anything BUT little."

Silvermane turned his scowl toward the Enforcer leader and said, "you are the Enforcers are you not? The most elite mercenaries in the entire nation, is that not what I've heard? What you've TOLD me prior to your enlistment with us?"

Montana said nothing else as he lowered his head, with Sable giving an exasperated sigh that Montana failed to realize that when it came to Silvermane, there were no explanations for botched missions. Ox and Fancy Dan secretly gulped as Silvermane continued, "either our foes wield far greater power than our intel has suggested, or the lot of you have lost your edge, now, which seems more likely?"

"Perhaps there's a third possibility instead?" Mr. N. cut in standing to their left.

Everyone turned to see their mysterious new partner in his trademark attire, who surprisingly was speaking in defense of Sable's group.

"What do you mean?" Silvermane asked.

Mr. N. replied, "I mean that this defeat has been a byproduct of unforeseen circumstances, nothing more, nothing less…"

Everyone looked at him confused before he continued, "...it's been proven throughout history how even the most ground laid plans can be thwarted by unforeseen wildcards, and even the mightiest of structures can be toppled by the most unforeseen figures. Those spider mechs today were just another example."

Silvermane scowled from the mild lecture before asking sternly, "and what are you suggesting we do now?"

Mister Negative concluded, "for now, nothing, we simply lick our wounds and make new preparations for another attempt in the future. For while we haven't succeeded in destroying the spiders today, unlike all the others before us, we are still free to fight another day."

No one commented as the disguised crime lord from Japan spoke the truth. True, they hadn't succeeded today, but there would be another chance. Also, while the spider duo had avoided their doom today, it didn't mean they would next time.

---

After calling her father to inform him of the locations of the two wrecked Spider Slayers, Gwen followed Peter back to his house in Forest Hills. Upon landing in the lone tree in the Parker backyard, they crawled their way into Peter's room and after a quick look through the house were relieved that Aunt May wasn't presently home. Gwen then went right to work on tending to Peter's wound.

The original teenage hero sat on his bed with the top portion of his costume removed and set it aside along with his mask to fix later. He had his web shooters removed as well and were set on the desk along with his camera filled with pictures to sift through later. But first things came first as Gwen reentered the room with the first aid supplies. She was still in costume but without her mask as she set the supplies down on his desk before starting.

"Alright, let's check the damage first," she said before approaching to inspect Peter's wound up close. Peter had already told her it looked worse than it really was, but he knew she would say she would be the final judge of that if he repeated himself so he didn't.

After checking the cut top to bottom, Gwen voiced her evaluation, "well good news is that it didn't cut below the skin, and there's no sign of any internal damage."

"Told you it was worse than it looked," Peter said with a shrug.

Gwen gave him the LOOK before continuing, "regardless, it's a cut more than a foot long Peter, so it's nothing to take lightly either. Now hold still while I disinfect it, then we'll wrap it up."

Peter nodded and said, "alright Nurse, you're the boss."

Gwen giggled as she prepared the disinfecting salve, "got that right."

Using the rubbing alcohol and cotton ball swab, she cleaned Peter's wound top to bottom. Peter clenched his teeth while gripping the bed from the stinging he felt from the initial touch, which Gwen softly apologized for, but it soon settled as she finished cleaning the wound.

"Whew, thanks for this Gwen. You're amazing," he said lovingly.

Gwen gave him a loving stare back before, "Anytime Pete, I honestly expected to have to do this one day, and since I plan on becoming a doctor, who better to practice on than you?"

"Hehe…true," he chuckled.

"Must have been tough having to do stuff like this yourself before we found out your secret," she said as she walked over to collect the bandage wraps.

"Well fortunately, until today I've never had any injuries as bad as this," Peter explained, "and my spider powers have always helped me heal faster than the average human, so aside from a few aches and pains that lasted no more than a few days, it wasn't too bad. The real trouble was always sewing up the tears and holes in my costume."

Gwen couldn't help but laugh at that fact, which Peter retaliated with, "yeah go ahead and laugh. But I had to learn sewing anyway to make my costume in the first place."

"Which I do find highly impressive," Gwen commented, "I guess you learned that on your own too? Or did your aunt teach you?"

"Yes and no," Peter said confusing her, "I mean no I couldn't ask for her direct help, but I was able to learn from her sewing books."

"You read her sewing books?" Gwen asked incredulously.

"What else was I gonna do?" Peter said while shrugging.

"Very sneaky Mr. Parker," she commented with a giggle. Gwen then went and wrapped Peter's wound shoulder to hip in a bandage wrap, before sealing it with a medical clip.

"There, that should do it. It will just need to be changed every two days at most until it seals up," said Gwen.

Peter replied, "thank you babe, you really are an angel."

She blushed heavily as she sat next to him on the bed, "so you've told me, but I like hearing it from you regardless."

The two young superheroes lost themselves in each other's eyes as they slowly inched toward each other to kiss…except the sound of an opening door caused them to freeze in place, followed by the all too familiar voice of Peter's Aunt...

"Hello Peter? I'm home!"

Peter and Gwen turned toward the bedroom door horrified, Aunt May was home! And they were still in costume! Acting quickly, Gwen proceeded to collect all the medical supplies while Peter rushed to hide the removed parts of his costume, which included his shirt, mask and the web shooters. Gwen though caught his attention before he could hide them.

"Peter, are you there?" Ain't May's voice grew closer.

Gwen whispered in a panic, "Pete, where can we hide this?!"

"Under the bed! Quickly!" He whispered back pointing toward it which Gwen could only sigh at. Under the bed, really? What were they, ten?

"It's our only option! Hurry!" He repeated in a hush before he finally threw his bundle underneath it.

"Peter is that you?" Aunt May's voice was heard again, only closer! The sound of her coming up the stairs shook Gwen out of her stupor before shoving the medical load under the bed. The room now clean, Peter threw himself under the covers concealing the rest of his costume before whispering to her, "hide!"

Gwen looked towards the far wall, and with a silent leap, stuck herself to it before activating her invisibility. Just in time, because two seconds later Aunt May appeared in the doorway.

"Ah Peter, I thought I heard you up here young man."

"Hi Aunt May," Peter said calmly, keeping his nerves at bay before faking a yawn, "yawn…good afternoon, how was your day?"

May's attuned mother instincts immediately picked up something suspicious, and said with a raised eye, "...it was fine. Peter, what have you been up to?"

Peter quickly lied, "nothing, just taking a nap."

"In the middle of the day?" May questioned, "I thought you were out spending the day with Gwen?"

Peter quickly thought of another lie, "I was, but something urgent came up that she had to leave early for. I didn't have anything else to do so I just came back here to catch a few extra zzz's."

Aunt May scoffed, "Peter, just because it's summer vacation doesn't mean you should sleep the whole day away."

"I wasn't, just until you got home."

Aunt May then asked, "what about that ruckus I heard in here earlier? Was there someone else here?"

Peter quickly answered again, "Ruckus? Oh that was me falling out of bed, I just crawled back in when you came up."

May Parker wasn't buying any of it, and with a stern look told him, "Peter, enough is enough, I don't appreciate being lied to, now what is going on? Is there someone under the bed?" She bent down to reach under and look.

"Aunt May Don't!" Peter shouted, but it was too late. With a look of utter shock plastered on her face, May stood up after pulling out from under the bed, an all too familiar costumed shirt. Peter immediately shut his mouth while Gwen secretly cupped her mouth in horror, realizing their greatest concern had finally happened.

---

May couldn't believe what she was holding in her arms, it looked like she was about to hyperventilate from the sight of Spiderman's torn shirt in her hands. Gwen stayed out of sight as she watched the inevitable scene between Peter and his aunt play out in front of her. Both her and Peter were praying her heart wouldn't give out from the shock.

Peter pleaded, "Aunt May it's not what you think!"

She gasped to him, "Peter, don't lie to me!...you're really him aren't you?!...You're…Spiderman?!"

It was pointless to deny it, so he slowly came out from under the covers revealing the rest of his costume before saying sadly, "Yes Aunt May, I am."

There was a moment of suspenseful silence before a still shocked May asked, "How?...When?!"

"Answering in order, it was when I got bit by a genetically enhanced spider last year, during the field trip to ESU at the end of 10th grade," he fully explained.

A look of realization came over her as she recalled from memory, "I remember, no wonder you came home looking so ill. I thought you said you just caught a bug?!"

"Well technically, that wasn't a lie," Peter said, but bit his tongue as his aunt threw a glare at him for his lame attempt to joke about this, even Gwen unknowingly rolled her eyes with a shake of her head. Peter rebounded saying, "right, sorry, bad timing."

"Like this is anything to joke about Peter. You've been lying to me, for…a…whole…YEAR!" Aunt May vented as her shock turned to anger, which Peter cringed at. "Goodness sake, what would your Uncle Ben think of this?!"

Peter's mood quickly dampened, and Gwen went wide-eyed while restrained herself from gasping to avoid giving herself away. May's face quickly softened as she saw the pain immediately envelop her nephew's face as he sat down on his bed with a heavy look of shame. Seeing his clear distress, she slowly sat down next to him as he found his words.

"I'd…I'd hoped he would be proud of what I'm doing. Using what was gifted to me for the protection of others," Peter said sincerely, "his advice is what guides me every day. The last thing he ever told me was that with great power, comes great responsibility."

May reflected and said, "Sigh, that does sound like Ben. He always had a way with words."

"Yeah he did," Peter said before his mood darkened, "and it was advice I didn't take seriously, until it was too late."

Now May was confused, "Peter, what do you mean?"

Peter gathered what nerves he could before revealing his second biggest secret, and greatest shame, "I'm sorry Aunt May…I'm…I'm the one who allowed Uncle Ben to be killed," he let out while covering his face.

May's shocked look returned to her as she asked, "What?! Peter, what do you mean? You were at the library that day, Ben drove you there! Didn't he?"

Peter confessed, "He did. But after he dropped me off, I didn't go to the library, I went somewhere where I thought I could win some money. Something to help you guys out with paying the bills, and huff, if I'm being fully honest now, maybe even to get something for myself…sigh. If there was one day I could do over again, it would be that day."

Peter went on to tell Aunt May the whole story about the Venue, a story Gwen remembered hearing once before as she clung to the back wall cloaked in her invisibility. Hearing it again was just as hard as it was the first time. Aunt May just sat in silence as Peter finished the story.

"...and the guy was arrested after I caught him," Peter finished, before adding something even Gwen had never heard, regarding his last memory with Uncle Ben, "Sigh, for a long time after that, I kept thinking about the last time Uncle Ben and I talked, he tried to tell me something important, and I just didn't listen, or want to listen," Peter said with a breaking voice, even as his aunt put her hand on his shoulder in some manner of comfort. "If I had heeded his advice when it counted, he would still be here, and you wouldn't have lost him, because of me…sniff."

Peter began to cry as all of his pent-up guilt and shame revolved around Uncle Ben's murder poured out of him like a flood. Gwen now more than ever wanted to jump over and comfort like she always did in these situations, but under the circumstances kept still while silently weeping to herself. May finally pulled Peter close and enveloped him in a hug, before finally saying her peace.

"I'm so sorry you've had to carry all this by yourself, I had no idea."

"What else could I do Aunt May? It's all my fault, I didn't act when I should have, and Uncle Ben paid the price for it," Peter said sobbing.

"Peter, look at me," she forced him to look her in the eye, "you couldn't have known the consequences of letting that man go, no one could have. Superpowers or not, no one can control the actions of others, only themselves. Yes, you made a mistake, but Peter, that's part of life, part of being human. We make mistakes, and yes, some have more severe consequences than others. But it's what we learn from those mistakes and how we move on from them that determines our true character."

Peter silently contemplated her advice, as did Gwen. Peter finally enveloped his aunt in a hug before saying wholeheartedly, "I'm sorry Aunt May, so so sorry."

"It's alright son, it's alright," she consoled him, stroking his back in comfort like she always did when he cried as a kid after bumping his head, knees, or elbows.

"Sigh, I've carried this for over a year, yet it feels so much longer."

"Well you don't need to anymore, we're family Peter, so we'll carry on together. Just as I know Ben would want," Aunt May encouraged.

A smile finally broke out on Peter's face before he said, "thanks Aunt May."

She smiled back and said, "Well, that all cleared, I have no shortage of questions to ask about all this, including what happened here…" She adamantly pointed to Peter's bandage wrap making him nervously cringe again. "...and I will be setting a few new rules regarding this double life of yours."

"Sigh, knew that was coming," Peter said wryly while Gwen silently giggled.

Speaking of whom, Aunt May then said, "though the first thing I would like to know, that partner of yours, Ms. Ghost Spider, she wouldn't happen to be who I think she is, would she?" she raised a playful eye to a nervous Peter, whose look was now matched by Gwen still hidden.

Since his secret was out, Peter unveiled, "yeah…she's Gwen."

May shook her head before saying, "my goodness, my nephew and his girlfriend are the crime fighting spider duo, just when I thought I'd seen it all. Gasp! Does her father know about this?!"

Peter nodded, "he does, in fact he learned who I was during the whole Venom exposure incident."

"What?! And he didn't tell ME?!" Aunt May ranted as she stood up, "Oohh! I'll be having a word with that man!"

"Woah Aunt May please listen!" Peter quickly stepped in front of her and calmed her down, "Captain Stacy didn't tell you the truth because it wasn't his to tell. He in fact laid down the ground rules for me and Gwen when we started our team-up. He even had us make a deal that if we broke any of those rules, we would give up our powers. It hasn't been easy, but we've kept them for his sake, for yours, and for the city's."

Aunt May recollected herself and said, "Hmm, well I guess that's sound judgment, though I'll still be having a talk with him about all this."

"I understand," Peter nodded.

May had one last question, "what about Gwen? How and when did she get her powers?"

Peter smiled before saying, "I think that's a question she's best qualified to answer…right babe?"

His gesture toward his back wall confused Aunt May, who turned around to see nothing was there, at least for the next five seconds when the spider heroine dropped her invisibility. The elderly woman gasped at the sight of her nephew's girlfriend dressed in the trademark black and white Ghost Spider costume, unmasked and sticking to the wall by her blue cladded feet!

"Heehee, hi Mrs. Parker," she said with a nervous wave.

"Gwendolyn Stacy! How long have you been there?!" Aunt asked demandingly with hands on her hips.

"Since before you walked in," she shrugged, "I brought Peter back here to tend to his wound from our last fight. When we heard you coming, I had just enough time to hide, literally in plain sight. I'm sorry, I tried to give you two privacy as best I could."

"So you heard everything?" May asked, still wide eyed.

"Yeah, most of it I already knew about," Gwen clarified before saying, "sigh...and now that we've reached this point, I want to say for myself I'm sorry for keeping the truth about this from you."

"We both are," Peter cut in as he walked around his aunt toward Gwen, who jumped down from the wall beside him and took his hand.

Peter continued as they faced Aunt May, "after everything you've endured, we just didn't want you to worry. We didn't want to risk your well-being by burdening you with…this."

May's expression softened as the teenagers lowered their faces, awaiting a response while still feeling sorry for keeping Aunt May in the dark for so long. She looked between the two of them wondering what to say. In the end she asked herself, 'what would Ben do?'

Peter and Gwen were both surprised when Aunt May walked up and embraced them in a warm familial hug. Their surprise turned to relief as they gave it back before she spoke again on behalf of her late husband, "you have never been a burden for me Peter, to neither of us. The day you came to us, despite the circumstances, was the happiest day of my life. Watching you grow up was an experience I wouldn't trade for anything, even now. I understand why you both feel the need to do this, and I know I can't stop you, anymore than you can stop me from worrying, but I can promise you I'm not going anywhere, not for a long time I assure you."

As she broke from the hug, Peter and Gwen saw the warming smile on her face, the one Peter had always seen in her happiest moments. Peter walked up to give his aunt one last hug.

"Thanks Aunt May," he said before ending it.

Gwen took her turn in giving the elderly woman a warm hug and whispered, "thank you."

"You're welcome dear," she said as she maternally stroked her back, "and thank you for tending to him. Just please, promise me you will protect him when I can't."

"I promise," Gwen said softly to the woman who had been like a second mother to her, and who had apparently given them her blessing.

After ending the hug, Aunt May said to Gwen, "well now that that's all settled, could you do one last thing for me Gwen?"

"Name it," she nodded.

"Next time you see your father, tell him I would like to have a talk with him as soon as possible," Aunt May said.

"Of course, in fact I need to go see him now, so I'll tell him today," Gwen said, turning toward the window. She gave one last look to Peter saying, "per my final request as your nurse, I suggest you refrain from any more hero work today, and listen to whatever your Aunt tells you to do, comprende?"

"Whatever you say," Peter playfully said, teasing back. Aunt May lightly laughed at the cute display between the young couple as Gwen merely walked up to Peter kissing his cheek before jumping out the window and vanishing from sight.

"I've heard of teenagers escaping out of their bedroom windows, but this is ridiculous," Aunt May said with a shaking head.

"Well it's not like I could just walk through the door in full costume," Peter explained, "the last thing I want is to draw any unwanted attention to us Aunt May."

"Well never mind that, we can continue our previous discussion while I'm fixing this," May said holding up his torn shirt, "can't have you swinging around with a ripped costume can we?"

Peter could only chuckle at his aunt's dry yet witty sense of humor.

---

3 days had passed since Aunt May learned the big secret, and Peter felt a large weight had been lifted off his shoulders since then. May and George had their talk after the police Captain had been informed by his daughter of her request. Neither Peter or Gwen knew the details of their talk, but in the end George came out of it unscathed, so it was clear they at least came to a mutual understanding. Also that same day, Gwen got a call from MJ inviting her and Peter to a couple's dance hosted by the theater club she was part of downtown. They naturally said yes, and after their patrol the next two days, spent their evenings preparing for it.

Inside his bedroom, Peter had finished getting himself dressed in the same suit he wore at the Fall Formal. He pocketed his phone and his camera, but left his 'other' suit behind at Gwen and Captain Stacy's insistence. Tonight was a night off for the Spider Duo, it was just to be him and Gwen, which was fine by him. Aunt May arrived in the doorway dressed in her own formal attire.

"Well don't you look handsome," she said walking over and straightening his tie, "there, now you're all set."

"Thanks Aunt May," Peter said, "and for driving us there, sorry it was on short notice."

"Nonsense Peter, now let's get going, we mustn't keep Gwen waiting, and I have an outing planned for myself to get to," Aunt May said as they exited the bedroom. They headed down the stairs for Ms. Watson's car outside that had been lended them.

Though Peter asked one thing, "you're going out too? With who, Ms. Watson?"

"Not exactly," Aunt May replied coyly.

At the Stacy residence, George Stacy was watching television in the living room while he waited for both his daughter to finish preparing for her date with Peter, and for Peter himself to arrive. He was also taking the time to decompress after his discussion with May Parker in regards to learning about her nephew's secret, and the role he played in keeping it secret himself. In his line of work, Captain Stacy had faced the worst scum of the city, looked evil in the eye, and even cheated death, but all that couldn't match having a heated talk with Mrs. Parker about her nephew's superhero life. He always knew the woman had some fight in her, just never that much, heck he'd prefer to face the Rhino again.

KNOCK…KNOCK…the sound of the door prompted George to get up and answer it. On the other side stood his daughter's boyfriend all suited up.

"Hey Captain Stacy," said Peter.

"Good to see you Pete, looking sharp," George complimented before letting him in, "Gwen should be down soon, make yourself comfortable."

He closed the door before Peter spoke again, "so just to clarify, you talked with my aunt right?"

"Yes we did, and we both came to an understanding," George replied, "the same deal applies with both of us Peter. So as long as you live under our roofs you abide by our rules, until you and Gwen are old enough to move out on your own, understood?"

"Yes sir," Peter nodded, "so…how long until Gwen is ready?"

"Why don't you turn around and find out?" her voice echoed from behind. Peter turned around and his breath caught in his throat as he gasped at the most beautiful sight he had ever seen. Standing atop the stairs, he saw his girlfriend clothed in the same lovely pink outfit she wore for Valentine's Day, only now, she was wearing it for him. She looked as much an angel as she did before, and from the smile she was giving him, she wouldn't have wanted it any other way. She slowly descended the stairs as her father smiled with pride before walking up to a still gaping Peter.

Gwen stood hands on hips before asking in a flirty tone, "hello Mr. Parker, is there something you'd like to say?"

Peter finally regathered enough nerves to say, "uhh…wow…just wow Gwen. You look absolutely beautiful."

"Thank you," Gwen said slightly blushing, "you're quite handsome yourself."

Her father took a picture of them both for the album before the couple proceeded.

"Be sure to have her home no later than eleven young man," George said with a smirk.

"Yes sir…bye dad," Peter and Gwen said in sequence before heading out the door. They greeted Aunt May who complimented Gwen on how lovely she looked before they entered the back seat and drove off toward the theater. Upon arriving at their destination 30 minutes later, May told them as soon as they exited the vehicle.

"I'll be back to pick you up no later than 10:30pm, alright?" she said.

"Got it Aunt May, thanks!" Peter said while Gwen merely waved.

"Just in case you need to get in touch with me, I'll be with Dr. Bromwell, so call either one of us."

Peter wore a surprised look, did he just hear what he thought he heard? "Dr. Bromwell? You're meeting him? As in…like a…date?!"

Aunt May just playfully smirked before teasing them, "have a good time you two."

She drove away leaving a dumbfounded Peter and a just as surprised Gwen. She then relaxed, letting out a giggle causing Peter to finally shake some sense back into himself before asking, "what just happened?"

Gwen teased, "oh relax, your aunt is out having a good time, and that's all that matters." Silently, she was glad May was out being social again in spite of everything. She honestly wished her stubborn father could take a cue and actually do the same for himself.

She looped her arm around Peter's and said to him, "Come on now, she said for us to have a good time, and I insist we not disappoint her."

She lovingly stared at him, prompting Peter to relax and smile right back before escorting her inside the theater promenade. Upon entering, they noticed other young couples inside the complex, either checking in or socializing before the hall opened up in five minutes. They looked around for their mutual friend who saw them first.

"Peter! Gwen! Over here!" MJ called out before walking over to them with her boyfriend Mark Allen right behind her. She was wearing a black dress similar to the one she wore on Valentine's Day, while Mark was wearing a black tux with a red tie. He stood behind Mary Jane as she hugged her two friends.

"Hey MJ!...Hey girlfriend!" Peter and Gwen said simultaneously as the blond gave her best friend a hug.

Mary Jane broke from it before saying, "glad you guys could make it! You look great, both of you. And Gwen, nice to see you kept the style I chose for you."

"What can I say? It works for me," Gwen said with a shrug and a dreamy look toward Peter.

Mary Jane lightly laughed at the adorable pair who were her best friends, before turning their attention, "I believe you both remember Mark."

"We sure do, hey Mark!" Gwen greeted, while Peter just waved.

"Hey Gwen…Parker," Mark said, adding a bit of a cold edge in addressing Peter's last name. Peter slowly lowered his hand before clearing his throat. Figures Mark was still carrying some harsh feelings towards him regarding his sister. Playing mediator, MJ quickly diffused the underlying tension.

"Now Mark, I know you and Peter have had your differences. But we all, including Liz, agreed that this summer was to be a fresh start for all of us. So, can we learn to live and let go?"

Mark was silent for a moment, before taking a breath and nodding his head, "sure."

"That's my hero," she teased before kissing his cheek. She turned back to Peter and Gwen.

"Come on Gwen, let's get you guys checked in," she looped her arm around Gwen's before turning back to Peter and Mark, "we'll leave you boys to settle things, see you in a few!"

"Play nice," Gwen added with a playful tone which made her and MJ giggle as they walked up to the registration with the two men watching them.

"Heh, they really are something amazing, aren't they?" Mark asked to break the ice. Peter was stunned for a moment that he started a friendly conversation, but nodded back saying, "they sure are."

Peter relaxed before he said his peace, "look Mark, I know we've never really gotten along, considering everything. But believe me when I say, I'm truly sorry for hurting Liz, and for letting things get out of control the way they did. I had my own issues I was dealing with at the time and I failed to deal with them the right way, and that's all on me. Having said that, I've already made peace with Liz, and I hope we can have a fresh start too. So what do you say? Are we cool?"

Mark kept his expression solid, something he adopted when he was recruited by Fury, leaving Peter sweating in suspense. That didn't bother him though, part of him still wanted to pound on the guy for breaking his sister's heart. On the other hand, like Mary Jane said, it was healthier to let things go, Liz already had or she wouldn't even be on speaking terms with Peter and Gwen. Not to mention Peter and Gwen did play a key role in helping him get his record cleared and out of jail, otherwise he wouldn't have been recruited to SHIELD, recovered from his gambling habit, and best of all, gotten together with Mary Jane.

Letting bygones be bygones, he said, "yeah, we're cool."

He held out his hand, which Peter took in a firm handshake finalizing their truce. They ended it a second later after hearing their girls call them over.

For the first time, Peter said something he and Mark mutually agreed with, "well then, best not keep them waiting."

---

As the night went on, the slow dance music echoed through the music hall as young couples danced all around the theater floor. Near the middle of the floor stood a rather unique couple as they danced together on one of his rare nights off granted by his employer. Mark had his arms around Mary Jane as she calmly rested her head against his chest, allowing him to rest his chin atop her head as the SHIELD agent and his girlfriend enjoyed their rare yet deserved night together.

A few feet away, the other unique couple in the room were lost in each other's gaze. Peter was more than thankful for the chance to make up for the dance he had missed attending with Gwen, and was adamant on making the most out of this night. Needless to say he had already succeeded, for Gwen had yet to stop giving him that loving gaze since the music started playing. She had looked forward to this chance as much as Peter, and was all the more happy to be sharing this moment with the man she had so longed for.

Peter matched his girlfriend's smile before saying with a soft voice, "I've waited so long for this, I should have done this with you a long time ago."

The music played on while Gwen caressed his face before replying in a whisper, "better late than never."

Peter gave a loving smile toward her adoring face and said one last thing, "thank you Gwendolyn Stacy."

She gave a light giggle before whispering, "you're welcome, Mr. Parker."

Nothing more needed to be said, and the two young lovers shared an intimate kiss while continuing the dance that was long overdue for them.

THE END

---

In light of it being Valentine's month, I thought it was fitting to end the story with a scene like this. It was actually inspired by another picture by Lunamidnight1998 she made of Peter and Gwen sharing a moment that was denied them in the original series, and I know fans everywhere including myself wish had happened in the show. A lot has happened now to close this chapter of the Spectacular Spiderman story, a fresh gang war is around the corner, Smythe has sworn revenge on the Spider Duo for inadvertently humiliating him, Aunt May is now in on the secret, and Peter has now made full amends for the mistakes he made both toward her and Liz.

I have one more chapter to go before I close this season, not sure when I'll be able to post it, but stay vigil because it will come! Right now, I want to thank everyone who has stuck with me through writing this series, and till we meet again, as the late Stan Lee would say, Excelsior!