At night, a security guard is walking around a museum, swinging his baton as he looks around.

Suddenly, a small ball rolls up to his feet. He pushes his hat up slightly with his baton, tilting an eyebrow, before the ball explodes into a bright light.

The guard holds up his arms, as he takes a step back. The light dies down, before the guard gets dizzy and collapses on the ground.

Then, four men and a woman, each wearing business suits and demonic black and white masks, hurry past the unconscious guard and to the museum's wall.

One of the Inner Demon is carrying a duffle bag, with him pulling out a grapple gun and aims up, firing a grapple hook up and onto the museum's roof. The five Inner Demons then use the hook's rope to climb onto the roof, with the one with the duffle bag being the last.

The last Inner Demon heads the duffle bag to the female member, as he starts to pull up the rope and the connected grapple gun.

The female Inner Demon pulls a disc-like object out of the duffle bag and attaches it to the skylight, before pressing its center. Four rods extend from the disc and start to spin, cutting into the skylight.

The first Inner Demon finishes pulling up the grapple gun and presses a button, retracting the rope and hook back into it.

Once the disc's rods stop spinning, two other Inner Demons grab the rods and pull the large round section of the skylight out and out of the way.

The first Inner Demon finishes wrapping the grapple hook around a pipe at the edge of the roof, before holding the grapple gun, by its rope, over the skylight's hole and then presses a button, causing the grapple gun to descend through the hole by its rope. Once the grapple gun reaches the floor, the Inner Demons use the rope to slide down and into the museum.

The Inner Demons then start to run through the museum, before reaching a medieval section and approaching a display case.

"Here it is, just like the master said," one of the Inner Demon says, as they see inside the display case is a long sword with a black blade. "The Ebony Blade."

He turns to the female Inner Demon, who pulls out of the duffle bag a smaller disc-like object and hands it to him.

Suddenly, a large spotlight resembling Spider-Man's mask appears on the wall across the Inner Demons.

"You know, I would think after Sandy's visit, this place would up their security."

The Inner Demons turn to see Spider-Man, holding onto the side of a column.

"It's the Spider!" the first Inner Demon calls out.

"Actually, it's Spider-Man, or Spidey, but never Mr. Man," Spider-Man jokes.

The first Inner Demon presses the center of the disc and throws it, with four rods extending out, as the disc spins through the air.

Spider-Man, with his Spider Signal going off, jumps off the column, with the disc spins past him, cutting into the column, "Whoa! I told you kids a thousand times not to throw a discus in the house."

The disc spins through the air and back toward Spider-Man, whose eyes widen, before he flips over the disc, "Business suits." Still in midair, he shoots a couple web threads that touch the disc's center. "Thrown objects that fly back." The disc's rods retract, with the disc's pin against a wall by the web. "You must be Boomerang Inc." He lands in a crouching position. "Though the masks threw off the theme."

"We're the Inner Demons," the first Inner Demon pulls a large gun out of the duffle bag, before firing a red beam.

Spider-Man jumps onto the ceiling, dodging the red beam.

"Get the sword," the first Inner Demon instructs.

Spider-Man jumps on to a wall, dodging another red beam, and fires a webline, sticking another Inner Demon's hand to the display case.

"Nah-huh, you can't touch," Spider-Man waves a finger, before jumping off the wall, dodging a red beam. "Now, for Tex here."

"Hold. Still." The Inner Demon keeps on firing red beams.

"Yeah, sure," Spider-Man web swings, jumping, and flipping through the entire area, dodging red beams. "Your raygun's shots feel pretty hot. I'm guessing they are projectile heat. A really interesting concept."

Spider-Man fires a webline, snatching a shield from a suit of armor, then lands and holds up the shield, blocking the heat beam, as it constantly hits the shield, "Assuming the raygun's inventor was able to solve the obvious overheating problem."

The Inner Demon's gun starts to glow red, before he drops it with a slight scream.

"Which I guess they didn't," Spider-Man holds down the shield.

Another Inner Demon rushes him.

"Here, hold this," Spider-Man pushes the shield into the Inner Demon's hands, with the heat causing him to drop it with a yell, as Spider-Man leaps over him, kicking off his back, then firing a webline, pinning the Inner Demon to the floor.

Spider-Man, launched through the air, shoulder charges the first Inner Demon, knocking him down, before grabbing him with a webline, and throws him against another Inner Demon.

The Inner Demon stuck to the display case manages to pull his hand free, before he is webbed to the display case.

The female Inner Demon pulls a small handle out of the duffle bag, throwing the bag to the side, as she presses a button on the handle, with a whip extending from it. She then cracks the whip a couple times.

"Two can whip it good," Spider-Man shoots out a webline, resembling a whip and whips it at the female Inner Demon, with the two whips connecting.

The Inner Demon presses another button on the whip, with an electricity current running across it.

"Sorry, Ms. Demon," Spider-Man fires another webline to the floor, before attaching the two weblines. "But you're grounded."

The electricity current runs into the floor, before Spider-Man flips over the Inner Demon, shoots a webline at her foot, and pulls, hanging her upside down, as he webs her up.

The final Inner Demon runs over to the duffle bag, before it is webbed up.

"Nope, no more bag of tricks," Spider-Man says, attached to a wall.

The Inner Demon turns, but he is suddenly webbed up, before falling over.

"And no more museum heist," Spider-Man says, before he hears incoming police sirens and looks up. "Better also no more friendly neighborhood Spider-Man."

Spider-Man starts to web swing through the museum, before launching himself through the hole in the skylight.

Few seconds later, Jean DeWolf and Stan Carter rush through the museum, with their pistols at the ready, when they see the five webbed up Inner Demons. As they holster their pistols, DeWolf fowls and Carter grins.

Across the museum, Spider-Man is seated on top of a familiar, large gargoyle statue, "Inner Demons, huh? Guess the Captain was right about a power vacuum."

Spider-Man looks down at the gargoyle, before jumping off it and onto the nearby ledge, "Perhaps I was naive thinking that once the Green Goblin's out of the picture, things would calm down." He sighs. "And that wasn't even the worst part, Goblin was my best friend's father, and Gwen, my other best friend who I finally realized I had feelings for, remained with Harry. So now I'm all alone."

Spider-Man looks back at the gargoyle, "At least I still have my health, right?"

A couple seconds of silent passes.

Spider-Man sighs, before he swings away, "Maybe the school's Spring Break trip will do me some good."

Peter Parker is walking through an airport, carrying a suitcase with his backpack on his back, as he talks on his Osberry phone.

"I'll be fine, Aunt May," Peter says, as he slips past someone. "I know, I know, but the plane my class is taking is larger and more advanced than the one my parents were on."

Peter stops and turns to see Gwen Stacy placing a suitcase on the conveyor belt.

"Yes, Aunt May, I know you just worried, but I'll be fine," Petter turns away slightly. "Love you too. Bye."

Peter hangs up his Osberry, pocketing it, as Gwen turns away from the conveyor belt and waves at him.

Peter smiles, "Gwen and I hadn't got a chance to talk since Norman's funeral. Maybe now will be a good time…"

Peter starts to hold up a hand, when Harry walks over to her and they start to talk. Peter lowers his hand, as Harry and Gwen are walking away, holding hands.

Peter sighs and starts to walk over, as they all are approaching a large group of students.

"This is really what I need," Harry says to Gwen. "Fun in the sun in Miami."

Flash Thompson turns away from Sha Shan Nyugen, "Fun, really, Osborn? This is a science field trip." He notices Sha Shan, who tilts an eyebrow. "Sorry, but if my grade doesn't need it, I might stay at home."

"Now now," Mr. Warren takes a step forward, as an older woman looks at the group of students, tabbing with a pen. "You can have fun and learn at the same time."

Sha Shan elbows Flash, who smiles at her.

Peter looks around his classmates, seeing Harry and Gwen together, Sally Alvril and Rand Randerston, Hobie Brown and his girlfriend, Mindy McPherson, Kenny Kong and Gloria Grant.

"Are we taking a plane or Noah's Ark," Peter wonders, before noticing Liz Allan and Mary Jane Watson by themselves. "Then again…"

The female teacher, Ms. Daphne Smith, holds down her pen and approaches Mr. Warren, "I'm done with the headcount, Aaron. Every student signed up for the trip is accounted for."

"Begin boarding for Flight-19 to Miami," an announcement is given over loudspeakers. "Begin boarding for Flight-19 to Miami."

"Ah, perfect timing," Mr. Warren says. "Okay, everyone, got one carryon? Then let's go, in an orderly manner."

The group of students start to follow Mr. Warren and Ms. Smith.

Peter is at the back of the line, watching Harry and Gwen holding hands, "Maybe I was wrong about the trip…"

A plane is flying over the city, as Black Cat reaches the top of a skyscraper and starts watching it.

Onboard the plane, Peter tries to get comfy in his chair, sitting next to Hobie, when Kong, sitting in front of Peter, leans back, with Peter getting barely any legroom. Peter places his head against his chair, exhausted.

A large charter bus pulls up in front of the Fireheart Hotel, before the students onboard start to get up.

Mr. Warren and Ms. Smith are leading the students into the hotel's lobby, before stopping, with the teachers turning to face them.

"Okay, listen up, everyone," Mr. Warren holds up a clipboard. "You all had been assigned a hotel room in pairs." He starts to read from the clipboard. "Room 501, Peter Parker and Harry Osborn…"

"Hey fun, almost like the sleepovers when we were kids," Peter whispers to Harry.

"Yeah, fun…" Harry says, without looking at him.

Gwen turns to notice them.

"Room 511, Randy Robertson and Seymour O'Reilly. Room 512, Eugene Thompson and Hobie Brown," Mr. Warren continues to read, before flipping the page on the clipboard. "Now for the girls. Room 601, Liz Allan and Mary Jane Watson…"

Liz and MJ look ahead, surprised, before Liz lowers her shoulders.

"Great…" Liz says.

"Room 606, Gwen Stacy and Sally Avril," Mr. Warren reads.

"You gotta be kidding me!" Sally says, as Gwen lowers her head.

"Is there a problem?" Mr. Warren looks past the clipboard.

"Yes, I should share a hotel room with Glory instead," Sally says, holding a hand to Glory on her right.

"And why is that?" Mr. Warren asks.

"Because… because we're both on the cheerleader squad," Sally says, with Glory placing a hand on her head.

In the hotel's fifth floor, Mr. Warren is watching as several male students are entering their hotel rooms.

"Remember everyone, hurry and put away your belongings," Mr. Warren says. "We're meeting in the lobby in sixteen minutes."

In a hotel room, Peter drops his suitcase down next to one of two beds, before slightly pulling up one of his sleeves, seeing his Spider-Man costume.

Peter quickly pulls the sleeve back down, "Forgot I'm still wearing my costume."

He turns to Harry, as he seats his suitcase on the other bed, "Harry, you can use the drawers if you want, I'm fine keeping my stuff in my suitcase."

"Whatever," Harry opens his suitcase, picks up a handful of clothes and turns to placing them in the dresser behind him.

Peter pushes his suitcase under his bed and starts to walk over to Harry, "Not only I hadn't talked to Gwen since the funeral, I also hadn't talked to Harry."

"Listen, Harry, if you ever need someone to talk to," Peter starts, as Harry puts more of his clothes into the dresser's drawer. "About your fath…"

"We should hurry," Harry closes the drawer and starts to walk by Peter, surprising him.

"Hum, yeah, sure," Peter says, as he watches Harry exit the room.

In another hotel room, MJ closes a drawer, as Liz places some clothes into another of the room's dresser's drawers.

"So, how are things…?" MJ asks.

"Since my brother went to prison, or since Petey… since I broke up with Peter…" Liz says, without looking away from the dresser.

"Liz…" MJ starts.

"I don't want to talk about it," Liz responds.

"Okay, everyone, let's hurry up to the lobby," Ms. Smith heard saying from the hall outside the room.

The entire group is on the charter bus, as Mr. Warren stands at the front of the bus, holding his clipboard, amidst talking among the students.

"Settle down, everyone," Mr. Warren says, as the talking dies down. "Before we arrive, I want to go over our schedule for our first two days." He looks at the clipboard. "Okay, first off, we're gonna take a tour of the Science Exploreum, where a lot of Florida's greatest minds have gathered with their inventions and research."

"Sounds like a snooze fest," Flash says, as Kenny sits next to him and gives a small laugh.

"Then, tomorrow, we will relax at a nearby water park," Mr. Warren continues, with most of the students cheering. "Before checking out the newest exhibits at the local museum." Most of the students moan.

The bus then starts to pull into a large building, past a sign that reads "Science Exploreum".

A female guide is leading the class group through a large building.

"Here, the Science Exploreum represents a melting pot of inventions and research," the guide explains, as they are passing by some different equipment being designed. "In fact, these lab areas are where most of the completed inventions are stored and tested."

The group approaches a gated off area, as a scientist is wearing a green gauntlet, with a small bulge on it, as the tour guide continues, "Which included dart launching gauntlets…" A couple darts shoot out of the gauntlet, hitting a bullseye.

The group approaches an area blocked by a plexiglass wall, as a mostly purple jumpsuit with a black line going through the center of the suit is hanged up, as narrow blasters rise up next to it before blasting the suit with fire, while the guide continues, "fireproof unstable molecules jumpsuits…"

The blasters stop shooting fire, leaving the jumpsuit unscathed.

The group approaches an area where a couple helmets are on stands, including one which had an exposed area for the mouth, and a black visor, as a woman works on the back of another helmet.

"Multi-purpose helmets…" the guide continues, as Flash yawns, before blushes slightly when Sha Shan notices him.

A scientist turns a knob on a silver canister, while holding a hose connecting to it, before shooting a blast of cold air at a mannequin, freezing it suddenly.

"A subzero phaser, to prevent the melting of the polar ice caps…" the guide continues.

"And a jet-powered wing harness," the guide says.

The group approaches a platform, where a metal harness, with bug-like wings sticking out, is on a stand, while Abner Jenkins, a scientist is checking the back, and holding a tablet in his other hand.

Next to him is Robert Farrel, an African American teen, who is holding his own tablet, "Dr. Jenkins, I'll check the power levels on the last test."

Jenkins nods his head, without looking away from the harness.

Robert turns away and notices the entire group, "Oh, hum, hi there."

"This is the student group from New York," the guide says. "If you had a moment, perhaps…?"

"Right, right," Robert approaches them, before clearing his throat. "I'm Robert Farrel, though I'm just a student intern here, so I might not be the best person to speak to you."

"I'm also a student intern, at the Empire State University's bio-genetics lab," Gween approaches him, before turning slightly. "Peter, too."

Peter gives a small wave.

Gwen turns back to Robert, "Though it must be amazing to intern at someplace like this. With all this impressive tech."

"Yeah, I guess so," Robert glances over his shoulder to see Jenkins scoff, before he looks back and clears his throat. "Hum, but a bio-gene lab must also be amazing."

"Does that place get trashed by a supervillain every few months?" Flash asks, with Sha Shan elbows his side slightly.

Harry watches Gwen and Robert, before crossing his arms.

"Speaking of bio-labs, we should move on on the tour," the guide says.

"There's a bio-genetic lab here?" Peter asks.

"Indeed," Mr. Warren says. "In fact, you and Ms. Stacy might be very interested in the bio-lab."

Peter and Gwen look at each other, confused.

Inside a limousine, sitting in the back is Thomas Fireheart, a Native American man, reading a Daily Bugle paper, with the front page showing a picture of the mutated Kraven the Hunter, with the headline "Mutated Hunter".

After a few seconds, the driver says, "Sir, we've arrived."

Thomas grins, "Perfect."

The tour group enters a large lab, with tables, computers, and breakers all around.

"And this is the Science Exploreum's bio-genetic lab," the guide says. "Where some of the state's greatest genetics research takes place."

The group approaches a computer unit, as Drs. Curt and Martha Connors turn around to see them.

"Drs. Connors?" Gwen says, gladly.

"When we heard that a school trip from M-cube was coming, we thought we might see you," Martha says.

"It's great seeing you both," Peter approaches them.

"Same," Curt says, before sharing a quick look with Martha. "How things have been at the ESU lab?"

"Fine, we mainly have been doing some cleaning," Peter explains. "But Dr. Warren says he looks forward to how he can continue some of your old work."

"That's… great," Curt says.

"We could nap on the bus, if this is just a nerd-fest," Kenny whispers to Flash, who gives a chuckle.

"So this is the lab you left New York for?" Gwen asks.

"Yeah, they heard about our research and were impressed enough to invite us to work here," Martha explains.

"They aren't the only ones."

The group turns to see approaching them is Thomas.

"Mr. Fireheart?" Curt asks.

"Fireheart, like our hotel?" Sally asks.

"The Fireheart Hotel, just one of my business endeavors," Thomas explains, as he passes through the group to approach the Connors. "But my main one will remain Fireheart Industry."

"Fireheart Industry?" Gwen asks.

"A major company, kinda like the OsCorp of Florida," Martha explains.

"They want to be," Harry says, under his breath.

"Oh, you must be Harry Osborn," Thomas says, before placing a hand on his shoulder. "I heard about what happened to your father. You have my condolences."

"...Thanks," Harry says, as Thomas removes his hand.

"Now, Martha, Curt," Thomas turns to the Connors. "Have you given any more thought to my job offer?"

"We have, and the answer remains no," Martha says.

"We're very happy here, Mr. Fireheart," Curt says. "Working with some of the best in the field." He turns slightly to see a man in a lab coat, checking on a couple potted plants. "Like Dr. Theodore Sallis."

"Indeed," Thomas holds his hands behind his back.

"I hope you hadn't forgotten about me," a skinny man approaches the group, holding a tablet.

"O-Of course not," Curt says, before turning back to the group. "This is Dr. Vincent Stegron."

"'Stegron'? That's a cool name," Flash says.

"If you say so," Vincent says, before looking at his tablet.

"I am leading this group, right?" The guide asks, before noticing Randy, who shrugs his shoulders.

"You know, I'm very sorry you decided to leave ESU," Mr. Warren says to the Connors. "Especially since my brother spoke so highly of working with you both."

"Hum, yeah," Curt says, rubbing the back of his head with his good hand.

"Dear, why don't you show everyone what we're working on right now," Martha suggests.

"Good idea," Curt says, as he turns to the computer, typing at it, as a large monitor behind it shows a strand of DNA. "We are examining what appeared to be dinosaur DNA acquired from Antarctica."

"Dinosaur DNA?" Peter says, softly.

"So you are building your own Jurassic Park?" Flash asks.

"No," Curt says, with a small laugh, as he turns back. "Regrowing an entire lifeform from such a small sample isn't possible." He then holds onto his prosthetic arm. "Not to mention countless risks to introducing foreign DNA to another source."

Vincent looks up from his tablet.

"But studying the DNA of numerous creatures could help us to learn a lot more about genetic structures," Curt continues.

"Then the sky would be the limit," Thomas adds.

Liz starts to raise a hand, when they hear a loud sound, with the Connors turning to face the back of the room, where a large pair of doors is.

"Wow, someone is making a lot of noise," Kenny says.

"Except that everyone who has clearance to the bio-lab is in this room," Martha says.

Suddenly the pair of doors open, with five men in black and dark green gears, including goggles and large blasters. Leading the group is Dominic Fortune III, a young handsome man, with to his immediate side is Andreas Vadas, an older man with strands of gray hair sticking out.

The entire group looked on, surprised, with some frightened.

"I hope we didn't disturb all of you lovely people," Dominic starts, as the other four men spread out in the room. "We're the Wild Pack, and no one will get hurt. As long as you give us all your research material."