"You alright?", Gwen asked as she looked behind her seat to where Peter was alone. "Yeah... alright, just glad nothing really bad happened last night... if Flash wasn't so wanting to tear off the head of the guy that asked Jean out, he'd probably just take something else out on me.", Peter replied.

Gwen nodded with a little smile and gestured with a finger to Peter to come closer, and she whispered, "She technically made up the guy. She had enough of Flash.".

Peter blinked and whispered, "Wait, she did?", his eyes widening to hear that the most popular and most perfect girl lied, and to Flash Thompson of all people. Gwen smirked, "Yep. We all have breaking points. So, have you learned a lesson from me then?".

Peter nodded, "I think so. Don't make redheads mad.", and Gwen chuckled, "You got it, Pete.", absently moving her hair back, "Be sure to take pictures if anything interesting is around, eh?", before turning around.

Peter caught a red mark at a loose piece of Gwen's turtleneck as she turned around to sit again. Of course, he didn't bother asking about it, it might have just been almost nothing or a trick of the light perhaps as they were still moving with the bus driving fairly quick.

He took a deep breath and checked out his camera, making sure that everything was right with it... and praying that Flash would be on a tight enough leash from the teachers that he wouldn't bother him.

In good time, the school trip bus made it to Oscorp, parking in the underground client and visitors parking lot underneath Oscorp, and the class after checking to make sure they're counted, carrying their backpacks, including wallets and purses for lunch later in the company cafeteria, headed up.

"You know... I don't mean to burst your bubble or anything...", Gwen said to Peter. "But I get the honest feeling we're going to be nowhere close to anything actual exciting.".

"Yeah, I get the feeling... still, never know so having this camera would at least be smart just in case.", Peter gave a light chuckle.

Gwen chuckled, "Yep. Still, keep an eye out. After all, we would need some for the schoolbooks, some for Oscorp, and some for everybody.", and Peter nodded before Jean called out to Gwen and Peter, "Class's moving, come on, guys! Let's go before we get left behind!".

Gwen called back, "Coming!", and Peter followed, taking pictures of the bus, the class as they used the stairs and all, to the elevators, and as it's a large class of 26 kids, some of the kids were split up into groups for the elevators, and Peter was grateful that he wasn't with Flash's group, looking at the camera, zooming in and out, deleting any blurry ones as he rode in one of the elevators, with some of the other kids including Jean and Gwen, along with one of the teachers.

Jean smiled at Gwen, grazing her hand with her hand, and Gwen glanced at her, and Jean spoke under her breath, "Bathroom during lunch break, kissing, okay?".

"Got it...", Gwen whispered as a thought quickly occurred to her. "Hey, now might be a good time to at least let you and Peter meet 'officially'.", she chuckled.

"Yeah, I think you're right... he at least deserves that considering he's the one who has taken care of Jasmine for all these years.", Jean said as she walked over to Peter. "Oh... um... Jean...", Peter was a bit lost for words.

"Cat got your tongue?", Jean chuckled. "Makes sense, you have one. By the way, Princess is a wonderful cat, was pretty easy to clean up, but I guess that's thanks to her being a very smart cat...". She leaned up against him, "Like what she did to Flash's car last night?".

"Yeah...", Peter blushed, glad Flash wasn't nearby to be within earshot of any of that. "Sorry, Jean... I just...".

"Nervous talking to me? I'm not a fool to know that most of the guys at school want to date me... but let's face it, tiger... you just hit the jackpot.", Jean winked.

Peter stammered, blushing, "Y-you think so?", secretly glad that he isn't going through puberty for once otherwise he'd be beyond embarrassed if his little man is eager at the attention of the most gorgeous girl in school, yet he knew she wouldn't go for him considering that he's so scrawny, clumsy, blind as a bat, so awkward, and of course, awful in the manhood department.

Jean saw the self-pitying thoughts of Peter at the moment, and she frowned inwardly, deciding to say something very positive for his self-esteem, glancing at Gwen with forgiveness in her eyes before exhaling, "I believe that you'd be brilliant for any girl who doesn't just go with you for your smarts. I wonder if you're a great dancer...Say, wanna be dance partners with me and Gwen, for the prom?".

"Wait... you're asking me?", Peter pointed to himself, finding it hard to believe that she would even ask. "Yes, Peter... certainly gives you a reason to come to the prom as I was to guess that you'd probably not come otherwise?", Jean asked as he gave a small nod.

"Yeah... I honestly was thinking about staying home... doing some homework... work on a few things I got back at my place...", Peter rubbed his arm as she smiled.

"It's alright, Peter... you're practically ten times better than most of the guys in this school, and I'm sure any girl would be so lucky as to call you their boyfriend in the future.", Jean reassured him with a nod.

Peter blushed with a small smile, "Thanks, Jean...", feeling better, and happily shocked that Jean literally asked him to accompany her and Gwen. "Uh, is Gwen cool with this?".

Gwen walked over, humming, glancing at Jean, "Did you ask him?", and Jean nodded, "Yeah.", and Gwen grinned, "Awesome. Look, Pete, Jean and I, we hate guys like Thompson, and many of the guys used me to get to Jean to be asked out which was so perverted, and besides, Jean offered to take me to the prom as I am a freshman, and you know freshmen hardly gets dates in high school.", with a roll of her eyes.

Peter understood as he's also a freshman, nodding, "That actually makes sense...", unknowing that Gwen asked Jean out to the prom, no offering or anything, and Jean smiled, "And Gwen told me that you know that I technically lied to Flash, and it's true. I just don't have any guy I like enough to take to the prom as friends or more, except you, and Gwen likes you too, so we said, why not? Right, Gwen?".

"Exactly... just... obviously don't tell anyone or Flash would probably have my head.", Gwen chuckled. "As if he would stand a chance...". Obviously, Peter was out of the loop in terms of Gwen's joke, considering that Flash would break every bone in his body if he so much as laid one punch on Gwen with her strength.

"Yeah... I can keep quiet for sure.", Peter gave a small nod, knowing that her dad is the captain of his precinct, having taught her many self-defenses moves.

"Attention, we're moving on!", one of the guides called out as Peter snapped one last photo of what they were checking out before as the group moved on. "Now coming up next is something Oscorp is particularly proud of as of late. Though, word of warning, those of you who are arachnophobes, scared of spiders, might want to just keep your distance or go further on ahead.".

Gwen smirked, "See if you can get a picture of Flash near the spiders. I am going to see if I can challenge him to get close as he can to the cages.", and Jean whistled, "She's serious, Peter. I'm gonna join in.", with a smile, glad that she got used to seeing mutants scarier than spiders, and for Gwen, something about being powerful to a small spider, doesn't scare her either.

"Just be careful, okay... last thing I think any of us want is to be having to pay the bills of whatever might break...", Peter worried as Jean nodded.

"Okay then, we'll keep that in mind.", Jean said as Peter got his camera set up again ready for anything, while still listening in to the guide on what he was saying.

Jean asked in earshot of Flash, "You are gonna see the biggest one there, Gwen?", blinking in surprise, playing along with Gwen's prank, and Gwen smirked, "Of course, Jean! After all, I ain't scared of a little old spider!".

"I suppose I better see this...How about a bet, Gwen? If you stay as long as you're close to that spider's cage for, say, two minutes, I think I could give you a lesson of driving in my car.", Jean replied with a hum.

Gwen blinked, "That sounds awesome, but what about something else better besides that?", pretending to think when Flash came in, "How about a kiss, Watson? I can do it way better than know-it all blonde here.".

"You're not involved in this bet, Flash, I'm not agreeing to anything with you.", Jean rolled her eyes and looked away. "I wish you'd take the hint.".

"Nah... all those hits to the head on the field clearly have broken what little of his brain there was to get the message.", Gwen chuckled.

Flash glared at Gwen, "No one asked you, Stacy. Come on, Watson. One little kiss wouldn't hurt, especially when that guy at that rival school ain't here, holding your hand and all. I ain't afraid of a spider either!".

"Best to specify where, Jean. Wouldn't want his dirty lips touching your lips after sharing the same air.", Gwen scoffed, seeing that Flash ain't budging while inwardly smirking at the incoming prank.

Jean replied, "You know what, you're right. If you beat Gwen in being as long as you stay near that spider's cage for two minutes, you can kiss on my hand, for five seconds. Gwen gets the car lesson.", inwardly smirking as she has a plan to snog and pleasure Gwen in her car tonight as it isn't a school night since it's Friday today.

"Hey, that's not even a proper kiss!", Flash protested, and Jean raised an eyebrow, "Take it or leave us.", waiting for the moment where she can mind-manipulate the spider to leap at the glass near Flash at the first minute-mark, and scare him.

"Fine...", Flash growled, knowing this was probably as good as he could get it for now, in his mind. Meanwhile, Peter glanced over to the guide and was listening to what he was saying.

"With the advancements in DNA research and technology, we've been able to start modifying the genetic makeup of several of our spiders here, turning them into a much stronger breed of arachnids. The fifteen we have in the tank here are hopefully the first signs of our advancement of biology.", the guide said.

"There's only fourteen in there...", one student pointed out. "Really?", the guide looked back. "Eh, must be in the lab right now then...".

Peter blinked, and counted the ones in the large tank, and yep, even with his glasses, he counted 14, not 15 spiders. "Hey, Pete! Be a timer for us!", Gwen called over to Peter, and he glanced over, walking a bit closer, "Timer for what?".

Jean replied, "You got a timer on the camera, right? Can you set it to two minutes, and at the mark of the picture, the winner of the bet is shown for proof?".

"Oh, sure, I can do that, Jean.", Peter nodded, inwardly anticipating in watching this. This is going to be probably the most entertaining thing this day so far. Jean then replied, "Alright, then. Take your positions to be close to the cage of the biggest spider right there, you two.".

"These things aren't that big...", Flash said to himself mostly as they got into position as Peter was keeping his eyes on things. Silently cursing that he didn't have a tripod or something so he wouldn't have to stand still and not move as long.

Jean then replied, "Okay, on the count of three.", checking her watch, "One, two, three, go!", as Peter started the timer of 2 minutes, and Gwen and Flash watched the spider, peering closer and closer to the glass.

Gwen whistled, "You're definitely big, Mr. Spider. You're so fuzzy yet so creepy!", with a chuckle as she complimented the spider, and the spider just moseyed along, and Flash scoffed with a roll of his eyes. What is it with this weirdo girl?

Jean checked her watch, and said, "One minute left!", and Flash snorted, "All too easy.", watching the spider, "You're just puny and you ain't scary.", and as 20 seconds passed, Jean mind-manipulated the spider to get closer to the mini log in his cage, cleaning his legs, just normal spider behavior, and then at the 10 second before the mark of the 2 minutes, the spider then pounced at the glass in front of Flash, pretending to be catching a grasshopper or something while Flash shouted back in surprise and fear, falling and jumping back to the floor, feet away from the cage while Gwen is staying as close to the cage, blinking in surprise before laughing.

The timer went off, taking the picture of Gwen smiling and laughing, proof that she's the winner of the bet. Jean knew it's technically cheating, but she didn't want anything to do with Flash, even a 5 second kiss on the hand.

I win.", Gwen chuckled as Flash was trying to recover. "You're such a fraidy cat, Flash, it's just a little spider!", she laughed.

Of course, at the same time, while everyone was distracted with their attention, the missing spider actually wasn't missing at all. He had escaped his tank and was latched against the rafters above before deciding to lower himself down on a web... just right above Peter.

Peter was too distracted, smirking and watching, taking pictures of the smug Gwen, the snickering Jean, and the recovering, embarrassed Flash, as he didn't feel the spider land on one of his arms, tiptoeing up to Peter's hand which was clicking the button, and then thought that one of the stray threads of Peter's sleeve on the top of his hand was a small lizard, and he moved to bite instinctively in the hunting mode.

Less than a second later, Peter had felt a really sharp pain in his hand, like he had just been shot close range with a BB pellet. "AH!", Peter instinctively cried out as he dropped his camera, which was latched around his neck, so it didn't fully fall to the floor, and grabbed his hand.

The spider, meanwhile, had been almost miraculously thrown off from his shirt and skin, flew halfway across the room and landed right on top of the tank before deciding that the habitat outside the tank was too dangerous and would be attempting to make its way back in.

Gwen heard the cry of pain, and looked over, with Jean looking over as well, "Peter, are you okay? Did something happen?", and Peter looked up with tears of pain, "Something bit me...", holding his hand, looking closer, "Crap, that's deep...".

Jean walked over, with Gwen joining her, and Gwen asked, "Is it bleeding?", and Peter shook his head, "No, but it's really red...", as the other kids is watching, with the guide walking over, "There's a first aid station on this floor. Best to clean that and bandage it up. Can you walk with me, along with one of your teachers?".

"Yeah, sure...", Peter said as he started to follow, worried if something was serious about the bite. "Um... I think one of those spiders got me...", he admitted as the guide nodded.

"I understand... they're not venomous so it'll, more than likely, just be like a normal if not slightly bigger spider bite.", the guide said, obviously not the most knowledgeable on the situation but the lab coats informed him that it was probably the case when someone earlier asked about the possibility of being bitten by one of them. If not, why on earth would anyone other than proper personnel being anywhere close to them?

Peter nodded, "Yeah, okay...", and the guide reassured him, "All the same, it must be cleaned good and bandaged up. It would go away within a day or two like mosquito bites.".

"Alright...Can I still eat and drink?", Peter asked, and the guide replied, "Yeah. It's only a bite after all, kid. Some alcohol in the peroxide will clear the bacteria of the bite, I bet, so you wouldn't have problems. Are you allergic to any medications?".

"None of the top of my head...", Peter admitted. He took a deep breath, feeling a bit calmer for the moment upon hearing the guide's reassurances. Still, he really couldn't believe that he got bit there; the thing just snuck up on him... which makes a bit of sense, considering the type of spiders that they had.

"Good then, you would just keep applying some medicine and if anything happens, go see a doctor and they can patch through to us if there's any further questions.", the guide said.

Peter nodded, "Yes, sir.", and so, at the first aid station, the bite got cleaned up with water, peroxide alcohol and wrapped with a firm bandage, with Peter unknowing that the bite is way more unique than he knew, having gotten into his bloodstream, and soon, through his body, his DNA slowly changing into something else almost entirely, unlocking his mutant gene which was far, far dormant.