Peter was actually enjoying this.

At first he thought Barbra was gonna make him carry a ton of clothes while she shopped. Well, he was wrong. She seldom got any clothes and when she did, she carried Them. He asked her once if she needed any help with the clothes and she said she was okay. Eventually, Barbra found a Dressing room and went in. Peter stood outside, whistling. He saw a TV news report. The reporter gave breaking news about about 2 fugitives who escaped from a prison and that their identities were not told figured he could handle it.

"Hey, Peter! I'm dressed!"

"Barbra I remembered that I- uh... I, uh..."

Peter's speech faltered as he gazed at Barbra. The red haired young lady was wearing a Dazzling, strapless, black dress. This stunning dress made Her body look so much more beautiful to him and he ended up staring at her for a long time.

Much to Barbra's embarrassment.

Her peach colored colored cheeks turned as red as her hair."...Um, peter? Where you saying something?"

Peter stopped staring at her."Oh, uh I have to go and-"

"SHRIEEEK!"

Both teens looked at each other.

"Um, I forgot something in the dressing room! I'll be right back!" Barbra ran inside.

Peter didn't quickly took off his clothes and out came Spidey! He ran over to the ledge and peeked over.

Venom.

One of Spider-Man's worst enemies was down there, accompanied by...a Yellow skinned guy with a furry red scarf.

" why does he look like you?"

Spider-Man was now aware that Batgirl was right next to him."Would you believe it was an alien Symbiote that fed off me so much that when I took it off me, it became it's own person and copied my powers?"

Batgirl raised an eyebrow."I guess so..."

The 2 justice bringers leaped down in front of the 2 Supervillains. Venom seemed startled for a moment, but grinned inhumanely at them. He spoke with a cold, Dark, raspy, slithery voice.

"Well,well,well... what have we here? It the spider... and his little girlfriend. How sweet." his lengthy pink tounge slithered out of his mouth and back in like a snake.

Batgirl's blush was visible, Peter's was not. He was able to make a comeback though." At least I don't hang out with freaky guys with bad fashion taste." He pointed at the man." Who are you?"

The man was crouched on a mannequin and decided to recite the same greeting he did with Batman, with a twist. He smiled evily.

"They call me..." he rose to two legs. "HOMER SIMPSON!" He jumped to the floor and crouched again."but I prefer THE CREEPER."

"Heh. Your mother named you well." Batgirl smirked.

"Why don't we all play a game of Hunt And Kill?" Venom brandished his claws.

Batgirl ran at venom, fists at the ready."Sorry. I don't like that game. Why don't we play Knock out?"She punched Venom onto his back as The creeper leapt at Spidey.

"Eek! A spider!Don't worry, I'll kill it!" He tried to smash Spider-Man but he was able to leap in the Air. The grabbed his foot in mid air and slammed him into the ground 3 times. Spider-Man webbed his eyes and kicked backwards with both feet. He stumbled a bit and ripped the webs off his eyes just in time to see a webbed fist come at his head.

Batgirl was doing pretty well. She dodged 5 black tendrils that flew at her as she jumped on venom. She released a fury of punches and kicks to his head and quickly leaped away to avoid his giant claws. He roared and slashed at back and forth but she side stepped them all with ease. She reached into her belt and threw a pellet at him. Venom chomped on it and swallowed.

"Mmm, tasty."

"Then you're gonna love this."

Electricity surged thru the Symbiotic alien and he screamed in pain. Batgirl didn't stop there. She reached into her belt again and pulled out a bomb. Venom flew back and into a wall, masking him in Darkness. Batgirl peeked inside.

A black tendril struck her in face and she flew all the way back and slid on the floor. Before she could get up. Venom pinned her arms and legs to the floor. Barbra growled as the alien laughed at her struggling. Venom hissed and His slimy, pink tounge slid out and brushed every inch of her face with green saliva.

Ew.

Barbra was both disgusted and angry at the same glared at Spider-Man's foe.

"Get your slimy tongue outta my face!" She growled. Venom's insane grin only grew. He leaned in closer.

"How rude! Didn't your parents ever tell you not to talk with your mouth full?..."

Barbra opened her mouth to ask him what he was talking about in a witty way. Big mistake. Venom's tounge Immediately, slithered into her mouth and down her throat. Batgirl's eyes shut tightly as her windpipe was clogged by the Saliva coated tounge.

Double ew.

Venom chuckled and sent more of his tounge down her throat. Barbara's brain felt like it was on fire from loss of Oxygen. The tounge wiggled and licked the inside of her body which made her chances of living shrink.

Triple ew.

Barbara's life flashed before her eyes as her vision grew Dark. She saw herself as baby, a kindergartner, a middle schooler and high schooler. She remembered her Father, Bruce Wayne and tim. She remembered the vigilante she had met many days ago. The Hero she befriended. And a question had gone through her mind so many times when she caught herself staring at him.

Did she like him?

It was true that he was handsome. In a way, she couldn't tell with the mask on

And funny.

And charming.

And kind.

And in the last couple of days she found herself thinking about him. Which seemed odd to her. But she still liked him.

Barbra was saddened by the fact that she would never get to tell him that.

"BATGIRL!"

It all happened very quickly. Batgirl saw a red and blue flash zoom over to them and Venom was suddenly yanked off her, along with that disgusting tounge. She breathed a deep breath of air and coughed violently as Venom crashed through the wall, knocked out. Spider-Man knelt next to her and looked for injuries.

"At you okay?"

"...I-I'll be alright. He was real strong I'll give 'em that." She weakly smiled.

Spider-Man didn't seem too convinced."... Come on. Let's get outta here."

After webbing up the villains they did just that.

«…»

Batgirl landed gracefully onto her roof. She looked up Spidey with a nervous look on her face. She was going to do something, but she didn't know what would happen.

Spider-Man landed on the roof with her and cleared his throat.

"Well, I guess you should take a nap. You've been through a lot today." He turned around and began to walk away

Batgirl bit her bottom lip. She was losing her window of opportunity. She wondered wether or not it was the right time. She wondered what everyone would think. She wondered what Peter would think. She stopped wondering and decided to do it.

"Wait!"

Peter had never been more surprised in his life. When he turned around, Barbra had kissed him.

Actually KISSED him. Sure, he still had his mask on, but it was still a kiss. Peter stood there for a moment in shock as her red lips pressed against his. Then, his eyes slowly closed and his hands caressed her curvaceous waist, one of them accidentally landing on her Bottom again.

She didn't care about it.

FIN.