I gasped for fresh air; trying to inhale anything other than Jessica's pheromone charged smell. "Jessica!" I managed to choke out. The eye slits narrowed dangerously. "My name is now Arachne." She spat. I nodded. The pressure of her on my chest burned. "Okay, Arachne. What do you want with me?" She paused. The wind gently lifted her hair, blowing it front of her face. "I just want to talk to you little spider." Jessica whispered. I nodded. "You could have left a message. Isn't this a little much?"

She shrugged, suddenly seeming like a teenager. "What's much when you're a superhero?" She asked haughtily. All my chromosomes begged to give into her enticing smell but I tried as hard as I could not to let it get to me. "We can be allies?" I tossed out. She arched a brow. "Never get attached to people. They all leave anyways." I shook my head. "That's not true. I can show you that." Her grip loosed for a second before tightening. "I don't need you or your help! I just wanted to warn you. You need to back off."

I strained underneath her. "Back off from what, my city?" She pulled me up by my neck, rising to stand. "It's not your city anymore." I slowly raised an arm behind my back, preparing for a sneak attack. Before I could try anything Jessica's free arm shot out, grabbing my arm in her small hand. She backed my up, pressing me firmly against the brick wall. She held me in place with one hand, releasing my hand to shoot webbing, sticking me to the wall. She stepped back, admiring her work. I struggled silently, marveling at how strong she was.

She crept back towards me silently, like a cat stalking her prey. My body flared with an intense want. A small voice in my head protested. Girlfriend! It hollered. But I couldn't even remember her name. Jessica's fingers lingered at the bottom of my mask before ripping it off. I closed my eyes. "Handsome." She purred. I turned away. She softly traced her finger up my face, from chin to forehead following the ridge of my nose. "What's your name little spider?" She whispered. I bit my lip to prevent myself from calling out my entire life story. "Playing hard to get are we?" I could hear the pout in her voice.

I finally opened my eyes. She was so close to me I could feel her breath warm against mine. "Well see if I can loosen those lips." Without another word she pressed her voluptuous lips against mine. Every nerve in me awoke with an enlightened with a pleasant fire. The world spun, fading into black as it lowly began to drift away. In what felt like seconds my senses awoken again. Everything about me hummed, too tired to even open my eyes.

I felt a small hand grip mine and begin to tug. Go away. I wanted to grumble. Leave me alone. But the tugging only grew more persistent. I pulled my eyes opens. My eyelids felt as if they had been caked in tar and super glued together. Everything was gray; the moon disappeared behind the dawn clouds. Was it really morning already? In was still stuck to the wall, bones stiff after hours. A small boy stood below me, looking up at me with awestruck eyes. "You woke up!" He yelled in his high pitched voice. "I thought you were dead!" The wind ruffled his thick blonde hair. I struggled to think against the grogginess. I got out something real intelligent like who are you? The boy smiled, revealing two missing front teeth. "Tommy." He said proudly. He pushed his round glasses up his nose. "I'm six." He announced; delivering the news like it was sacred.

"What are you doing in an alley Tommy?" I asked. He pointed a backpack he had abandoned. "I'm going to school. But I saw you all tied up and you're my FAVORITE hero so I stopped." He paused eagerly. I smiled. "But you lost your mask." My smile faded. Sure enough, I could no longer feel the tightness of my familiar mask. I groaned. Tommy turned and picked my mask up from the puddle where it had been discarded. "Don't worry I got it!" He announced. "Tommy, do you have any scissors?"

Tommy rushed over to his backpack and pulled out a pair of scissors. "I'm not supposed to have these, but I took them from my mom." I allowed him to carefully slit the webbing and fell to the ground in a heap. My bones groaned with protest as I wearily climbed to my feet. Tommy stuck his scissors in his pack and came back with a sharpie and spider-man lunch box. He held them up. "Will you sign these?" I wasn't an autograph kind of guy, but the kid had really helped me out.

I scribbled out a quick yet inspiring message and signed it. Tommy grinned as I pulled my mask on. I crouched down to his level. "Okay Tommy I am going to make you a deal." He nodded. "I won't tell your mom about the scissors if you don't tell anyone that you saw my face." He smiled. "I can do that." We shook hands. I stood up. "One more thing before I go." I shot a clump of webbing into my hands and formed it into a ball. "Thanks kid." I said as I tossed it into his hands. He stared at it reverently as I swung away.

The city slowly was waking below me; already throngs of people crowded the streets. New York really was the city that never slept. I climbed into my window, dropping onto the floor with a thud. It was still pretty early, the apartment dark. That's when my senses flashed. I wasn't alone. I heard tiptoeing feet and I impulsively grabbed a heavy vase next to me. Not only was someone in my house, but I was also still dressed like Spiderman.

As the figure lashed around the corner I flung out with the vase. I heard a sickly bang and the figure collapsed to the floor. I set the vase down. This wasn't good. Did I check my intruder or change? I decided to make sure the person I had brained was still alive, but not as Spiderman. I quickly ran into my room and threw on some clothes, shoving the costume under the bed. I came back into the dark kitchen where the body still lay on the floor. I crouched down and felt the pulse. Steady. I breathed a sigh of relief. At least I wasn't a murder. Then I noticed the smell of fancy perfume. Muggers didn't wear

Chanel. Oh no. I turned on the light, afraid to see who lay on the floor. After my eyes adjusted I saw a pair of black ballet flats attached to a body hidden by the table. I slowly peeked over to the table. I was such an idiot. A diamond necklace hung off of the girl's neck, GP it said, Gwen and Peter. I hurtled over the table and bundled Gwen up in my arms. I carried her to the couch. Blankets lay in a pile on one end, and a glass of water was on the sill. She must have come last night to talk about our fight and had probably just fallen asleep. She had probably freaked when I came in, thinking I was a burglar. Then I knocked her out cold.

I set her down on the couch and wrapped blankets firmly around her. Further inspection revealed a large and very nasty bruise/knot on her head. I got an ice pack and put it on her forehead. I had no idea how she would model with a black eye. I sat on the edge of the couch by her head, playing with her hair. She remained still. After twenty minutes she began to moan. Her eye lids fluttered before opening. Her eyes were unfocused.

"What happened?" She rasped. I moved around the couch so she could see me. "How do you feel?" She frowned. "I don't know why I feel so confused. Plus I have a splintering headache." I nodded. "You have a pretty nasty bump, probably a concussion." She rubbed her eyes. "Again, what happened?" I paused for a minute. "I came home, and it was dark. And you fell and hit your head." She nodded. "That would make sense."

I gave her a fake smile. She sat up, using a hand to hold the ice pack in place. "Where were you last night?" I held her free hand. "I was at Aunt May's." Gwen winced in pain. "I came by to talk to you." Her voice trailed away. I stood up and grabbed a coat. "I'm taking you to the doctors." Gwen stood up too and swooned, me catching her at the last second. "I'm fine." She muttered. "Well I want to make sure."

She didn't protest as I helped her down the street and into a cab. "I'm sorry about the Mary Jane thing." She said as we raced down the road. I smiled. "It's fine Gwen." She adjusted the ice pack. "No it isn't. I was a total witch. I should've trusted you Peter. I talked to Mary Jane and well, I feel bad." I cut her off by holding a hand to her lips. "I love you, but can we talk about this when you don't have a concussion?"

She nodded. "Just kiss me." I happily complied. Gwen pulled away and lovingly stroked my hair. "Peter." She whispered. "And I love you too."