Ultimate Spider-Man & Teen Titans belongs to there respective owners.


So this story is a cross -over fic is from the Ultimate Spiderman 2000 comic book with a different ending after the last battle with the Green Goblin and Spidey and the Teen Titans 2003 series.

But this wont be like all other cross -over stories between Spider-Man & Teen Titans.

Youl find out what i'm talking about on Ultimate Titans : Spider - man.

Why i picked this scenario ? Well because i didn't wanted to destroy the Ultimate Marvel Universe.

This is my second favorite Marvel Universe first being none other then the MC2 Marvel Universe.

The MC2 Marvel Universe reminds me alot of the DC Universe Young Justice focusing on the next generation of superheroes.

Plus there will be a later chapter when Spidey will have to return to his own world to save it once more , plus many more other surprises i have planned for this cross -over story fic.

The story on this fic will have arc stories instead of chapters.

Hope you guys will enjoy this cross fic.

With all that being being said see ya all next time.

The Storyteller993 is out be safe and peace.


Arc 1 : Along Came A Spider

Ultimate Universe...

"My name is Peter Parker youre average highschool teenager geek everybody makes fun of. But there is much more to me then meets the eye, wanna know what that is ?. I'm youre friendly neigborhood superhero Spider-Man.

It happened two years ago when a radioactive spider bite me back then turning me into the hero i am today, however when i first started this i was just a irresponsible teenager that used these powers for faime and popularity and i paid the price for my behavior.

My uncle Ben who was like a father to me died when he got shoot by masked robber.

Angry i tracked down the killer of my uncle planning to finish him but then i noticed who the killer was.

The killer was a small time crook robbing a nearby store , if i wasnt's selfish back then and stopped that crook my uncle may have lived even today.

My uncle once told me that with great power comes great responsability.

Since then i decided to use these powers for good along the way i revealed to the woman i love Mary Jane Watson M.J for short that i am Spider-Man.

I faced off many super powered freaks like Doc Oc , Venom and the worst of all the Green Goblin a.k.a Norman Osborn the father of my best friend Harry Osborn my arch nemesis.

A few other important people found out about my double life my classmate Gwen Stacy and aunt May.

I managed to defeat Goblin with him dying in my last confrontation but M.J the girl i always loved broke up me when i told her that i will keep being Spider-Man even if Goblin was defeated last time i heard from M.J was that she started a relationship with Flash Thompson the highschool jock bully and to make thing even more worst aunt May suffered an heart attack that took her away leaving me all by myself.

One month later after her funeral i somehow got lucky to find an apartament living there all by myself.

Gwen decided to leave New York and start a new fresh life somewhere far away, i never seen her since then"said Spider-Man sitting on top of a building telling his story.

"Another quiet night guess i'l hit the sack much sooner tonight"said Spidey when...

"BOOOM" an explosion was heard running Spider-Man's plans for tonight.

"Looks like i spoke to soon , better check out"said Spidey web swinging to where the explosion to place it was the last place Spidey wanted to see at the moment Oscorp Industries.

Wilson Fisk a.k.a The Kingpin the most dangerous underworld crime lord bough Oscorp Industries thanks to his powerfull connections.

The front door of Oscorp was busted with the guards fighting the man having the balls robbing Oscorp Industries none other then Doctor Octopus or Doc Oc for short.

The last time Spider-Man fought Doc Oc was in his last battle with Goblin and the other five members of the Sinister Six.

S.H.I.E.L.D arrested Doc Oc and the rest but as always Doc Oc managed to escape again.

Afew guards got stabbed by his metalic arms with no shred of mercy or care on his face.

Having seen enough Spider-Man surprises Doc Oc with a kick in the face pushing the villain a few meters away.

"Spider-Man , why you must alwasy interfere in my plans?!"said Doc Oc.

"Comes with the teritory Doc"said Spidey.

Enraged Doc Oc charge at Spider-Man trying to finish him off.

Spidey was having no problems dodging every attack Doc Oc ws throwing at him with his metalic arms.

"So... Doc gonna tell me what are you up this time?"asked Spidey.

"None of your business you menacing wall-crawler"said Doc Oc.

"Awww that really hurts Doc, and after all the bonding sessions we had so far"said Spidey.

"SILENCE, every single time you open youre mouth i feel a strong headache"said Doc Oc almost yelling at Spidey.

As Spider-Man and Doctor Octopus were fighting among each other neither one of them noticed that the S.H.I.E.L.D Helicarrier was above there heads until a blast was shoot at both of them throwing Spider-Man dodging the attack thanks to his spider sense even Doctor Octopus was able to dodge the attack in the nick of time.

Finally looking up both Spidey and Doc Oc noticed Nick Fury the leader of S.H.I.E.L.D was coming down at them.

"Stand aside Spider-Man , Doctor Octopus is now S.H.I.E.L.D's problem"said Nick Fury.

"But... that was all that Spidey was able to say when Nick Fury was looking at him with a much serious look on his face.

"Stand aside"said Nick for a second time.

For some reason Spidey stopped and backed away for now.

Turning back to the villain in front of him Nick spoke again:

"Doctor Octopus surrender yourself and return back what you have stolen from us"said Nick.

"Make me Fury"said Doc Oc .

"With pleasure"said Nick with a smile on his face taking out from his pocket some kinda remote control device pushing the button that was in the middle of it.

Behind Doctor Octopus a portal suddenly opens.

Because of the strong wind coming from the portal Doc Oc was starting to be dragged inside the portal little by little.

"Nick what are you doing?"asked Spidey.

"Getting rid of youre enemy for good"said Fury.

"How?"asked Spidey again.

"This a dimension portal finished by Iron-Man , with this we can send any dangerous villain to every place we want even other dimensions"said Fury.

"What about the thing he stole from you guys?"asked Spidey one more time.

"Lost in battle , that will be the report"said Fury.

"Villain or not you cant do that to him, what if he ends up in a world with no heroes to stop him"said Spidey.

"That will be there problem not mine , my job is mostly to make sure that our world is safe from criminals like him"said Fury.

"What?!"said Spidey seeing how far is Nick Fury is willing to go to ensure the this world's safety.

Something was wrong with Fury.

"Shut the portal down now"yelled Spider-Man at Fury.

"Why? Have you forgott how he tried to hurt you and youre loved ones?!"said Fury.

"Even so he deserves a fair trial the Ultimates would never allow this kinda behavior from you"said Spidey.

"Sorry Spider-Man we understand what youre saying but were going with Nick this time"said none other then Captain America with the rest of the Ultimates behind him.

"No , you cant"said Spider-Man seeing the heroes he once admired acting like this.

"Give it a rest Spider-Man , S.H.I.E.L.D and the Ultimates are following my orders now"said a new voice.

This new voice belonged to none other then the infamous villain Victor Von Doom Dr. Doom for short.

"There are times when harsh decisions are being made to keep the world safe so...youre either with us or against us?!"said Dr. Doom

Spider-Man always knew the Ultimates fight for justice and human rights but now seeing them like this under the control of Dr. Doom was something that really angered Spidey alot.

All of this behavior from the Ultimates and Fury was because of this man in front of him.

A man who will do anything to obtain his peacefull dream world.

Looking one more time at Doc Oc before he is finally sucked inside the portal.

Seeing that Spidey made his decision as he looks at Dr. Doom the Ultimates and Fury for one last thing.

"Dr. Doom i swear i will return with Doc Oc , free the Ultimates and Fury from youre brainwash control and put you behind bars"said Spider-Man running at the portal jumping inside of him with the portal closing in once Spidey jumped inside of it.

"Will see about that Spider-man"said Dr. Doom

After what it feelt like an eternity Spidey finally was out of the portal but the question on his mind was where exactly is he?.

He was on top of a really huge building looking left and right for Doc Oc but he was nowhere to be seen.

"Looks like Doc Oc already left the moment he set foot in this world"said Spidey seeing in front of him a city he has never seen before.

The scene changes with Spidey web swinging around the city of this new world looking for Doc Oc.

"So far this city looks like a decent place to live in"said Spidey landing on one of the buildings.

But just then Spidey heard police cars sirens not very far away from him and even if this was not his world he had to save the day like he always did.

"Looks like even this place has it's own fair share of problems"said Spidey following the sound of the police cars sirens.

Spider-Man lands on a building seeing the cops of this world fighting one gigantic stone creature.

Spider-Man was about to head down to help when he noticed an arrow being thrown at the gigantic stone creature with the arrow exploding in his face.

Once the smoke cleared Spidey noticed a group of 5 people heading towards the stone creature.

From the looks of things Spidey deduced that these are the superheroes of this city.

One of the heroes is a boy around Spidey's age with light orange hair. His costume consist of a tight red sleeveless shirt tucked in his matching red tights, a yellow utility belt, a black and white domino mask, yellow boots matching his utility belt, and red elbow high fingerless gloves, and his signature initial on his left pectoral muscle.

Somehow this hero reminded Spidey of Hawkeye. Next to him are two short, fair-skinned Central-American twin boys ,both of them wearing a white one piece unitard with black stripes and red accents with one of them having a plus sign on his costume whille the other one has a minus sign.

"Those two look pretty young to be superheroes"said Spidey.

Next to them is pretty handsome boy wearing a blue and black turtleneck unitard with white zig-zag patterns all over it. Aqualad has long black hair that runs down to his shoulders, which always appears wet or slicked back even on dry land, and is fairly muscular.

"I have to say that boy is pretty handsome , he might be close to Tony"said Spidey.

The last hero Spidey sees is an attractive black female heroine wearing red lipstick with her hair is styled in Afro puffs.

She has a slim build and she wears a black and yellow turtleneck top revealing her midriff. She wears a golden belt and long, black pants with her boots built in, as well as long, golden arm bands. Being half-bee, she has large, white wings with two stingers in her hands.

"That girl has similar powers just like Wasp?!"said Spidey as he was looking at her.

"Cinderblock surrender now or face the Titans East Speedy , Aqualad ,Más y Menos and myself the leader of the Titans East Bumblebee "said the black female heroine named Bumblebee.

The stone monster named Cionderblock roars at them telling them that he is will not surrender without a fight.

Cinderblock charges at them with Speedy already firing three arrows at Cinderblock with all arrows exploding in fron of him.

From a nearby hydrant Aqualad summons a wave of water but does little damage to Cinderblock.

"Más y Menos, sí podemos" yelled the two twin children speaking in spanish running really fast making Cinderblock ditzzy after they spinned around him.

Cinderblock regains his sense smashing the ground with all the Titans East dodging the incoming attack minus Bumblebee who is being seen in mid air already charging at Cinderblock using her Stingers hopping it will cause any kinda damage.

Saddly nothing happened, Cinderblock grabbing Bumblebee by the hands trying to smash both her hands.

"Okay my turn"said Spidey jumping off the building.

"Hey rock boy heads up"said Spider-Man punching Cinderblock in the face making him drop Bumblebee.

"Ouch , ouch , ouch note to self never punch a guy that is literally made of stone"said Spidey thinking he might have broken his hand with that punch.

Cinderblock looks and charges at Spider-Man like a wild bull seeing red in front of him.

Thanks to his spider - sense Spidey jumps on to of Cinderblock covering his eyes with his web saying :

"Now you see me , now you dont"said Spidey jumping of Cinderblock with the giant hitting the concrete wall with all his might.

The Titans East wittnesed this mysterious brave hero fighting Cinderblock.

"Well dont just stand there , we have to help him"said to her teammates.

The rest of the Titans nodded together charging at Cinderblock taking him out before he starts attacking again.

After a couple of good minutes the fight ended with the Titans East and Spider-Man watched Cinderblock being put inside a masive van by the cops.

"Muchos gracias amigo"said Más y Menos.

"Thank you for the assist stranger"said Aqualad.

"Hey no problem us heroes stick together right?!"said Spidey.

"Stil thanks for the assist"said Speedy this time around.

"No problem"said Spidey.

"Are you new in Steel City?"asked Bumblebee.

"Yep first time here ohh by the way i'm Spider-Man you dont need to introduce yourselves again i heard youre names when you fought that stone monster"said Spidey.

"Well as leader of the Titans East i would like to invite you to our HQ and will continue our discussion there i wont take no for an answer"said Bumblebee.

Seeing he has no way to reject her Spidey agrees going to there HQ maybe he will find out where exactly is and form a plan afterwards in finding Doc Oc.

Speaking of Doc Oc where is he exactly?

In a different part of Steel City a mysterious man walk around town wearing a long coat looking around this man is none other then Doc Oc wondering where is he?

The last thing Doc Oc remembered he was at Oscorp Industries trying to enter inside the building with a very powerfull weapon he stole from Fury, but like always Spider-Man got in his way then Nick Fury , the Ultimates and appeared with Dr. Doom somehow managed to mind control the Ultimates and the leader of S.H.I.E.L.D Nick Fury then a portal opened behind him sucking him in this world.

"I swear once i will return back home Dr. Doom will pay dearly"said Doc Oc noticing that someone was following him.

A group of street punks are trying to perform a robbery with Doc Oc as the victim.

These poor fools have no idea what they are getting themsleves into trying to attack and rob him of all people.

Doc Oc noticed a nearby closed alley with him entering inside planning to shows those fools that today it will be there last day they will ever see the sun again.

The street punks followed him but they lost him until Doc Oc appearing behind them with a sinister smile on his face.

The scene fades away with lots and lots of screams being heard in that alley with nobody on the street at the moment to hear there cry for help.

After a minute or two coming outside Doc Oc wipes his hands that got all bloody from murdeering those street punks.

Titans East Tower HQ...

"Wow this place is huuuge"said Spidey entering the Titans Tower.

"I'm glad you like it"said Bumblebee with a smile on her face.

All the Titans gathered around the table with a big T on it to continue where they left off.

"Have a seat Spider-Man"said Aqualad.

"Thank you"said Spidey sitting on the extra chair that Más y Menos put it there for there new friend.

"Now then i will get straight to the point. Are you traveling in search for something or you just started in this superhero business?"asked Bumblebee.

Spidey was wondering if he should tell them the truth or come up with some sorta lie.

He really doubted they will believe him that he is from another world but the looks the Titans East showed him meant clearly that they want to know the truth if he knows what is good for him.

"Guess i have no choise but to tell them the truth" said Spidey to himself.

"To be honest i am this superhero business for two years already"said Spidey surprising the Titans East.

"But i never heard of you until now"said Speedy.

"That's probably because i am not from this world , i come from a world similar to this one with different superheroes"said Spidey surprising again the Titans East.

Spidey told them how he became a superhero and that painfull lesson Spidey had to learn.

He also told them all his adventures he had so far and how he ended up in this world. However Spidey didn't said who he is under the mask not until he ready to tell them his secret identity.

The Titans East noticed he has no intention to tell them who is under the mask and they understood why , they will have to wait until he is ready.

"Thank you for telling us but you could have lied if you didn't wanted"said Bumblebee.

"Well... i was considering at first coming up with a lie but youre my very first friends in this world and i wanted to make sure you trust me"said Spidey.

The Titans once again got surprised for a third time today by Spidey considering him his friends.

"Well... we are glad that you consider us youre friends but how come you trust us so easily?"asked Aqualad.

"Well i have this special abilty called spider - sense who always alerts me when i'm in dangerous situation plus it allerts me who is the good guy and bad guy and since my spider - sense didn't allerted me i'm in any sorta danger since meeting you guys"said Spidey.

After listening everything Bumblebee gets up from her seat coming to a conclusion with all eyes on her.

"Very well then , since you trust us we would like to help you find this Doctor Octopus"said Bumblebee.

"Really?Why?"asked Spidey.

"First from what you told us about him Doctor Octopus is a very dangerous individual to left running free in Steel City and this is our city we swore to protect from any kinda dangers the main reason why we formed the Titans East"said Bumblebee.

"I see well if you guys are done to help who am i to say no"said Spidey.

"Then it's settled"said Speedy.

"Now then how about we tell you our story"said Aqualad.

"I'm all ears"said Spidey.

After the Titans East told there story and how the worked with a different team of Teen Titans.

The Titans East told the agrement they made with the other Titans that they can transfer some of the villains to Steel City's prison since the prison from Jump City was getting more and more full with villains.

They told him that Cinderblock was supposed to transfered to there prison but managed to get away and we know how the rest played out for the Titans East fighting Cinderblock and meeting there new friend Spider- man.

The Titans East decided to tell Spidey each of there power with Más y Menos being first telling there power is super speed but it works when they are always holding hands

Spidey found that a bit weird and funny since he knows another speedster in his own world Quicksilver that didn't nedeed his sister's hand Scarlet Witch to him to activate his powers.

He also found out that these two speak only spanish but they understand english but they cant speak english.

Speedy was up next telling him about his bow and arrows and that he was the former sidekick of Green Arrow. From how Speedy described Green Arrow for Spidey it sounded just like Hawkeye but with a green costume just like Robin Hood.

Speedy told Spidey also that each arrow he has is different with a different power effect another thing that made Spidey remember of Hawkeye.

Spidey found this world so similar to his with a few exceptions here and there it was also amusing to him a little.

Next up was Aqualad and his powers are bassically the same powers Namour from Spidey's world has control over water and speak with aquatic animals.

Lastly Bumblebee told her power that she can shrink and fly just like a real bee and her stingers are her main weapon to zap bad guys.

Spidey found this also weird since the Wasp from her world can zap everyone with her hands since it was one of her powers , however with Bumblebee it was the oposite she nedeed tose stingers she carries with her to zap bad guys.

To be fair Spidey showed his powers climbing the wall sticking to the wall and he also showed them his web shooters he made which the Titans East found it cool he made them himself proving that he also has brains under that mask of his.

"Say Spider-Man wanna spar with me a little in the training room?"asked Bumblebee.

"Sure why not"said Spidey.

Más y Menos , Speedy and Aqualad where outside the training room looking through the glass window at the battle Spider- man and Bumblebee are about to have.

"My money is on Spider- man"said Aqualad.

"Same here my friend , same here"said Speedy.

Más y Menos however were the only ones saying in spanish that there money is on Bumblebee.

"Alright Spider- man show me what you can do and dont you dare hold back just because i'm a girl you hear me?!"said Bumblebee hopping that Spider- man is not that kinda guy.

Bumblebee always feelt her teammates are holding back when they fight her , she really hope the oponent in front of her is the same like them.

"Dont worry that was not my intention from the beginning"said Spidey.

With that last comment the computer from the training room begun the countdown so Spider- man and Bumblebee can start there spar match.

1...

2...

3...

4...

5...

"Fight"said the main computer showing it on the main screen.

Bumblebee and Spidey didn't wasted time.

Both heroes are seen charging at each other to deliver the first blow with the scene freezing Spider- man and Bumblebee in mid air launching there attacks on each other.

To be continued...