Standard disclaimer, I don't own Spider-Man or any of its characters.

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Chapter 3

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The bright light of the sun is what awakens Mary Jane, her back is stiff and it's a little chilly but otherwise not too bad. As her eyes flutter open, she is momentarily confused, why is she up on a roof top and not at home in bed? She shakes her head to clear the cobwebs and then stretches, trying to work out the kinks in her neck, and as she does the memories of last night come rushing back to her.

She shakily gets to her feet and looks out at the city that is just starting its day. She should be getting ready for school right now but she discards that idea almost immediately. Something was going on with her and she needed to figure out what. Once she had some answers then she could work out what to do next.

She leans against the railing on the roof and looks at her hands, they don't seem to be any different and yet last night they had clung to a wall. She lifts her arm to examine her bicep and is surprised to see how toned it is. It wasn't all body builder, but there was definitely muscle there that hadn't been before. She lifts her shirt and looks at her belly and is also surprised to see the six pack.

"Holy cow… I'm a freaking amazon." She gasps.

So apparently she was now buff, not necessarily something to complain about, but definitely not the smooth look she had gone for and that a model or actress was expected to have. Still, she could definitely work with this. What else had happened last night… well she jumped super high and she had stuck to the wall, she had dodged her father's slap… and then punched him across the room, but how? How did this all happen?

She turns and looks out over the city and contemplates what she should do, the first step is to obviously to get down from the roof but then what? Did she go to the hospital, should she go to the hospital? Argh, this was all so confusing… she wasn't thinking clearly right now and she needed help. Flash, Flash could help her, she could meet up with him and explain all of this freaky stuff that was happening to her and then he could help her work through what was going on or take her to the hospital if she needed.

She goes over to a little shed on top of the roof that obviously led down and into the building. As she grabs the handle to the door, she's not paying attention and she crushes it with her bare hand. She immediately lets go startled.

"Holy shit!" Okay there was something seriously wrong with her, because while she had always been fit and even now that she was ripped like she was she still shouldn't have been able to crush metal like that. She hesitantly reaches over and grabs the broken door knob and pulls and once again her strength overwhelms her and she rips the door from its hinges, she shrieks and accidentally flings the door, which goes sailing through the air across the roof and smashes into an adjacent building.

Suddenly an alarm begins to ring as well and Mary Jane jumps, startled, however it wasn't just a little jump of fright, it was a full on back flip across the roof where she lands perfectly balanced, crouching on the railing.

"No… way…" She looks around hesitantly, wondering if anyone had seen her. As the alarm continues to blare she realizes that she really needs to get out of there now so she stands up and looks around and sees that the building across from her has a fire escape that leads back down to the street.

She had already done some pretty amazing physical feats… could she do that? Could she make it across the gap separating her and the other building? But even as she is contemplating it, her mind is instantly filled with that little voice she has been hearing, it doesn't speak, not really and not with words, but more with images. Like she can see herself doing what it's asking, like somehow she instinctually knows what to do. And so, not giving it a second thought she leaps and without any real effort on her part she lands on the other roof.

A big smile forms on her face, "This is so cool."

She quickly takes the fire escape down into the alley and before she knows it she's back on the already crowding street. She moves quickly, running at jog, and she is both pleased and surprised to find that she's also faster than she had been before. She finds a public restroom and deciding to brave it, enters. She checks around to make sure no one is around before locking the door and then she stands in front of the mirror.

And looking back at her isn't the reflection that she is used to seeing. It's her, but it's not, it's like a better version of her. She's changed, it's subtle but noticeable. She had always been pretty, she already knew that, but this went beyond that, her hair had always been a fiery red, but now there was a deep and lustrous sheen to it. Her skin had also lost all blemishes as well, no pimples, no zits, nothing. And her eyes, there was a vibrancy to them now, the coloring was deep and pure. If she were looking at them in a picture she would think they were photo shopped or that she was wearing contacts or something.

She looks over and double checks that she had locked the door before removing her shirt and is surprised to see her body looking the way it does. Yes, she had noticed the new tone and definition she had seemingly taken but seeing it now and in full force was something else entirely. She looked amazing! She's grinning from ear to ear as she examines her body, she was pretty before, she was fit before, but this was on a different level. She had gone from the cute girl next door to one of those fitness models that were in those workout DVD's or better yet like some kind of super heroine in one of those silly summer blockbusters.

She is brought out of her musings when she hears a loud knocking on the door, someone yelling to be let in. She quickly throws her shirt back on and pushes past the person. She needed to get out of there anyway and really see what she could do, super looks, super powers? Yesterday may have been the worst day of her life but today, today seemed to be looking up.

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Mary Jane quickly made her way to an abandoned steel works factory that she knew was nearby. It had lots of high places and beams and was fairly isolated, the perfect place to test out everything she could do, and test it she did. She started simple, jumping up and down and seeing as high as she could go. Eventually deciding that she evened out at about thirty feet. From there things got more intricate.

She started running around and jumping into the high beams and rafters of the old factory. She found that she needed very little practice, that she knew instinctively how to do whatever it was she wanted to do. The little voice in her head a perfect guide. She could leap and flip and contort her body in a way that would make even the most renowned Olympic gymnast green with envy.

She could stick to walls, which was both very cool, a little weird, and very handy, having over shot one of her leaps by accident and slamming against the wall. But she just held on tightly and rather than fall to the ground she stayed exactly where she was, before pushing off flipping through the air and landing perfectly on the ground. Dance lessons and cheerleading be damned, she had never had this kind of balance before either.

She looks around the dusty old factory and grins, walking over to a rather large steel beam on the ground she picks it up with no problem, finding that it may as well have been made of Styrofoam for how heavy it felt to her. She drops it with a loud clang and looks around some more for something heavier to try. Finally she sees outside, abandoned, and missing its wheels an old VW Beatle. She was strong now, but was she…?

She jogs over to the rusted over car and studies it for a second before deciding to just go for it. She finds that she can easily roll it over and her smile grows. She bites her lip and wonders is she should really try this next thing, before thinking why not. She grips the bug and with a heave and being careful to lift with her legs she manages to raise the car over her head.

She begins to laugh excitedly. This was amazing, this was incredible, where the hell had all of this come from? She sets the car down and as she does so she notices a little spider crawling away from her and Mary Jane didn't think she had ever felt dumber in her entire life. Her face tinged pink as it comes to her.

She had been bitten by genetically altered super spiders and she wonders where the hell her knew found abilities had come from. "Really M.J.?" She shakes her head and is glad that no one is around to see her dumb moment. Still that did beg the question, what now? She had all these freaky powers, cool, but still freaky, and they were probably given to her by those spiders so….

Should she go to OsCorp and tell them what happened? Doctor Connors had been really nice and he had saved her life but… it was a science lab and she had no desire to become some freaky lab rat… or lab spider in her case. Should she go to the hospital instead, but what could they do for her? I mean they hadn't even caught this change when she had been in there care, what could they do for her other than send her to OsCorp? But she had to tell someone, didn't she?

I mean, what if this was temporary? What if this was permanent? She had been genetically altered in some way, and while she wasn't exactly the greatest scientific mind in the world, she certainly knew that that was something that needed to watched and maybe even treated. I mean, what if this was just the beginning and she was turning into some kind of giant spider girl monster thing?

Mary Jane shudders at that thought. No, she needed to talk to someone she could trust. This was all too close to her and she needed a second opinion. She needed to go find Flash, he may not be a science geek, but he was her boyfriend and he did care about her and he might have some good advice or be able to help her work out what she wanted to do.

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Mary Jane was running as fast as her legs could carry her, tears streaming down her face, her heart breaking.

How could he? How could he do this to her? She thought he had cared about her, had thought they had been in love and yet it wasn't even a day that she had been gone and she had already seen him kissing that bitch Liz Allen.

She hated him, and her, she hated them both! She knew Liz was after Flash, she knew that they had dated briefly, but Flash had promised her that it was over, that what they had was over. How could she be so stupid!?

She had gone to the school, knowing it was lunch and that Flash would be at the cafeteria. So she quickly walked in, waving hello and saying hi to the people who had come up to her, but quickly and politely begging them off. Desperate to find Flash, and tell him what was happening to her, get his thoughts on the matter. She was walking down the hall that lead directly to the cafeteria, when she had seen them.

They were by Flash's locker and then out of nowhere, like a punch to the gut, Mary Jane saw Liz lean in and capture Flash's lips with her own. It had been too much, she had loved him, and she had thought that he loved her too but she was wrong, and so she turned and ran, ran as fast as she could go.

If she had stayed to watch it play out, then she would have seen Flash push Liz away, an angry glare on his face. She would have heard him chew the other girl out for kissing him, explaining that he already had a girlfriend that he was in love with and that there was no chance at the two of them ever getting back together.

However she didn't stay, and the last image of Flash in her mind, would be of him kissing another woman, and she wouldn't learn the truth of the matter for a long time.

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Mary Jane spent the rest of the day wandering around the city aimlessly. It wasn't until the sun had begun to set that she realized that she had no idea about what to do next or where to go. She couldn't go to Flash, him kissing Liz Allen had made that abundantly clear. She had no friends at school that she felt close enough to, to go and ask for help. And she certainly couldn't go home.

She was on her own. She decided against going to the hospital or OsCorp. If something went wrong, like she started growing extra limbs or something, then she might consider it but she was nobody's lab rat and quite honestly these new powers were the only good thing to come out of these past two days. She had lost her boyfriend, her home, and all sense of stability. She wasn't about to lose these gifts either. Besides, maybe she didn't need all that stuff.

She was truly special now, unique, maybe this was all she needed to make it in this world. She wanted to be an actress, so why not go for it. There was literally nothing to hold her back now, and you didn't need a high school diploma to be an actress, plus with her abilities she could market that she did her own stunts.

A confident smile forms on Mary Jane's face. Yes, this was it, her moment. How many other actors and actresses had started from nothing and worked their way up to the top, it was practically the cliché Hollywood story, and soon it would be hers. She didn't need Flash, she didn't need her stupid parents, and she didn't need school. The world was hers for the taking, all she needed to do was reach out and grab it, all she needed…

Mary Jane catches her reflection in a window and frowns, she was covered in rust and dirt and her clothes were a mess. All she needed was a change of clothing. And so with a determined nod, Mary Jane Watson decided to go home for the last time. She would pack up her belongings and that would be it, she would cut all ties to her former life and then she would begin anew. A phoenix rising from the ashes.

It doesn't take her long to get home, she was fairly close already and with her knew found abilities jumping from roof top to roof top to cut off the time was no big deal. She jumps from the top of the Parker home and lands on the wall next to her window, and not caring that it's locked or that her parents will have to replace it she forces it open.

She climbs inside and is both relieved and sad that she feels nothing in here. No sense of nostalgia or longing. She's relieved because it's going to make leaving so much easier, but she is sad because really, leaving home shouldn't be this easy. At least not for a fifteen year old girl.

She lets out a sigh and shrugs her shoulders before going deeper into the house, finding two large suitcases and she heads back to her room to begin her packing. Essentials only she decides, so basically clothes, makeup, toiletries, her pillow and blanket, her stuffed pig, Sir Bacon, the money from the money jar on top of the fridge, hey her parents owed her, don't judge, and finally her laptop. It's a rundown, old, and beat up thing, but it had Wi-Fi access and would be useful. Just as she finishes packing she hears the door to her room open and her father is standing there, holding a baseball bat with her mother hiding behind him.

His jaw is wired almost completely shut and she notices instantly the way his body tenses when he sees her.

"What are you doing here?" He manages to growl at her, but she can tell it's difficult and causing him some pain.

She slings her backpack over her shoulders and grabs the two suitcases. "Don't worry, this is the last you'll ever see of me." She says, glaring at him.

"Oh no you don't, Madeline call the cops. I want this little bitch to answer for what she did."

Her mother looks nervously between them, unsure, until her father raises a hand like he's going to strike her and she hurries off to do his bidding.

Mary Jane rolls her eyes, she needs to leave and now. She moves and stands right in front of him. "Move."

"No, I'm not going anywhere and neither are you." He snarls through, his closed mouth.

"Please, for once in your entire life, act like a father and do what's right for your child. Let me leave." Her eyes are glaciers as she stares at him.

He raises his hand, the one not holding the bat and he slaps her. Just like before she saw it coming, but this time she did nothing to stop it. She felt it, but it didn't hurt, it was nothing to her. She continues to glares at him.

"That was the last time you will ever touch me." She tells him, "Now move."

"You little cun-aaarrrgh!" He chokes out, he had raised his hand to hit her again, but Mary Jane had had enough and so faster than he had thought possible she had grabbed him by his throat and lifted him off the ground, the bat clattering to the floor as he grabs at her arms desperately, his legs kicking as he tries to make her let him go, choking and gasping for every drop of air he can get. The fear in his eyes palpable as she squeezes, and he wonders for the moment if she is going to kill him and he can see it in her eyes, she's wondering the same thing. But the moment passes and she drops him and he falls to the floor coughing and choking, trying to catch his breath.

"You deserve it, after everything you've put me through, all the names, the degradation, the beatings, everyday living my life in fear of you…. You would have deserved it and if I really was your daughter, if I had learned the lessons you taught me growing up, then I would have… but I'm not you and I never want to be you." Mary Jane grabs her suitcases and steps over him, his eyes wide and following her with fear.

"If I never see you again it will be too soon."

As she walks down the stairs she passes the kitchen her mother holding the phone, and she stares at Mary Jane as if she has never seen her own daughter before. The two women share a look and Mary Jane says, "You're just as bad as he is." And with those parting words she continues on, out the front door and out of her parent's lives for good.

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Mary Jane takes a seat on a bus stop bench and lets out a sigh. "Great going M.J. but now what?"

She didn't regret leaving her parents, not even for a second, but her new found independence while a wonderful feeling, didn't exactly put a roof over her head. She needed to find a place to stay until she could get a job and find an apartment. But where could she go?

She looks up at the sky and is thankful that it's at least not raining. I mean it was bad enough that she was now a starving actress with no place to go, but she didn't think she could handle the cliché of it starting to rain at this point.

She looks around the abandoned street and wonders what time it is. Not that it would help her any, knowing if it was like 1:30 or 2:30 in the morning wouldn't make her any less homeless. Still, some reference of time would be nice. Well there was no use in moping she needed to think of a plan, and she needed to do it better than she just had.

Leaving her parent's house to become an actress was a great outline but it did absolutely nothing to help her out right then and there. It was a goal to reach, not the journey. She checks the money she had grabbed to see how much and is dismayed to find that even though there were quite a few bills they were all ones with the occasional five thrown in. All in all, as she counted her funds, she had 68 dollars.

Good enough to feed her for a few days but certainly not enough to get a hotel room, hell, it probably wasn't enough for even a rundown motel room. Mary Jane lets out a huff of frustration, being out on her own was proving to be a lot more difficult than she imagined. She may as well have stayed at her parents place and waited for the cops, a night in jail was a roof over her head and it's not like she wasn't tough enough to take care of herself now. But no, she refused to have a record. She was not going to be one of those Hollywood bad girls, she was aiming for a more America's Sweetheart thing in her career and a record would make that a lot harder to do.

A thought enters her mind. But then again… this was a dire situation and if it meant either sleeping on the street or in a warm bed, then surely there was nothing too wrong about slightly bending the rules. She could just break into a hotel room, it wouldn't be hard. She could sneak in, spend the night and then leave before anyone noticed. And to make sure that everything was fair and even, when she made it as a huge movie start then she could do like commercial's for them to pay them back for letting her unknowingly stay at their facilities. Yes that seemed fair, a couple of nights of free room, for millions of dollars gained by her future endorsements!

"I think that will work out just perfectly." She smiles, jumping to her feet and grabbing her stuff. She leaps up from the ground onto a nearby light post, and from there onto a roof. From there she runs across the roof tops, jumping and flipping through the air, smiling and laughing and reveling in her new found freedom and abilities, feeling like this was the start of her real adventure and that it would all be smooth sailing from here.

She finds a decent hotel, one that matches her criteria, and quickly finds a room on the top floor that is not in use. She's lucky enough that the windows are unlocked and it doesn't take her long to squeeze her bags into the room and then shimmy her way inside. Once there she flips on the lights and heads into the bathroom, to take a long and well deserved shower. After that, she'll go to bed, get a couple hours of sleep and then it's up and at 'em bright and early to go find her big break.

Yep, Mary Jane giggles, it was going to be smooth sailing from here on out.