(A/N) Peter's wearing the Hybrid/Integrated suit from NWH.

SpdrNja - I like both of them for different reasons. The train fight is amazing, the bridge fight was a spectacular reintroduction to a favorite villain.

Chickenhell - Peter's life is in San Fransokyo, to join the Avengers he would need to leave the city. In the process, leaving his family, friends, and responsibility.

mlgdethpool - You don't have siblings, do you? Because that's how siblings work. You have a secret; they will figure out any way possible to discover what it is. This is speaking from experience. And she's not exactly trying to discover it, just curious as to what Peter is keeping from them. This family doesn't really


After Peter and Tadashi perfected his new suit, he swung down to the downtown clocktower to find and stop Octavius. He didn't want to do this, but right now the neural interface in his arms has short-circuited his thinking process. He was now a danger to the city.

Downtown, Otto watched as Spider-Man, in a suit he is unfamiliar with, swung toward him. Once Peter came in close, he landed on the side of the post on top of the tower, looking down at Otto.

"Where is she?!" Peter demanded his mentor and friend to tell him what he had done with GoGo.

"Oh, she'll be just fine," Otto promises with a grin. "Let's talk."

But Peter knew he wasn't going to talk as one of his arms goes in for an attack. Dodging it, Peter leaped down and dodged another arm by rolling and smacking it away.

Two more arms came in and Peter kicked them back and landed in front of Otto. Otto then went to hit Peter himself, only for Peter to block one of the arms and punch Otto. But Peter also knew he couldn't use his full strength for this, otherwise, he risked killing Otto. "We don't have much time, just tell me where she is!" But against the arms, he could use his full strength as he kept blocking their attacks and kept fighting Otto.

"Not until I have your skull as a decorative!" Otto said.

One of the arms finally smacked Peter backward, sending him falling off the clocktower, raking the minute hand with him. Peter then got a quick idea, shooting a few webs at the top of the tower to blind Otto. While he was blinded, Peter shot a strand at the minute hand, then shot it back upward to Otto.

"Please, think of the man you were!" Peter begged his mentor and friend.

"You don't know me!" Otto said as he got the webbing off, just as he was met with the minute hand coming at him and backed away just as it was about to hit him. Otto then broke the pieces of the hand and tossed them at Peter, who just dodged and kicked the pieces.

Peter then shot two webs at Otto, dragging him down and the two fell before landing on top of the train and sent toppling. Peter's suit protected him (thank you, Tadashi) while Otto wrapped his arms around him to save himself.

The two of them toppled onto the roof until Otto's arms dived into the ceiling, scaring the people inside. Peter on the other hand just kept going until he finally hit a crack between the cars and grabbed onto it.

Otto got back on his feet and just missed when Peter shot two strands at her. Otto shielded himself from them and then pulled Peter towards him. But that ends up helping Peter as he came in closer and kicked him in the face.

Otto took the hits as Peter did a backflip and landed on his feet. The arms then came swinging in, causing Peter to duck and dodge all of the attacks. Peter then got an idea and grabbed onto one of the arms just as he dodged its attack.

He used his arm to drag him back over and tackled Otto. Otto just used his other two arms to grab onto him and yank Peter off of him. Then getting annoyed by the hero, he tossed him into the air.

When Peter looked to see where he was heading, he made his way to the top of a highway and landed on the ledge. Peter got up and crawled his way around the other cars and saw there were too many people there.

"Everyone, get off the bridge!" Peter cried, only getting a few people to honk and curse his name.

That's when the front of the bridge started to collapse, and people started to run for their lives.

"Yeah, sure, now there's damage you listen." Peter sighed as he looked over to see the cars being crushed down to Otto's destruction.

Otto then picked up a truck just as the people inside jumped out in the nick of time for him to throw the car. "Catch!'

Peter then did a side flip to dodge the first car, just missing the second car and being sent flying across the bridge and off, towards the river.

When he got a good look at the car, he noticed the family of three that were inside. Working fast, Peter shot a web to collect their car to the bridge and got the three of them out and got them on the bridge.

"Okay, you're good. You're safe. Get out of here!" Peter said as the two adults took their child and ran off the bridge.

Just as Peter was getting back into action, Otto grabbed him and wrapped him around his arm. "You think some fancy new suit is gonna save you?"

While Peter tried to pry himself out of the arms, Otto grabbed onto his face and slammed the back of it into one of the parked cars. He then dragged Peter back and tossed him across the bridge, landing through one of the signs and into the truck.

"You killed a coworker of mine." Otto snarled as Peter tried to get his head back on. "Now the death of that poor girl is going to be on your hands."

Just then Peter's entire body reacted when his mechanical limbs activated within his suit (thanks again, Tadashi). He pierced through the roof of the vehicle before using them to get himself free.

"What did you just say?" Peter asked him with a snarl.

Otto then looked at the slick arms before looking at his own arms. "Looks like we've got competition."

Peter then forgot reasoning with Otto right now and was getting angrier. At the thought of what could be happening to GoGo, Peter leaped into action. He landed just in front of Otto, using his arms to fight and block every attack Otto sent his way.

The fight took them in circles, the two of them just allowing their arms to do most of the fighting. Peter flipped and looked for an advantage point. He leaped onto the side of the car just as he tackled Otto.

As he went in to punch the man, the arms grabbed him and swung him around for a moment before slamming him into another roof of a car. Peter got free and landed on top of the signs where they continued to fight when a police chopper made its way over and Otto tried to use it to cut open Peter's head.

Peter shot two webs out and yanked himself free of the attack and landed on the ground. Otto then grabbed a giant pipe and slammed it over, trying to crush Peter with it.

Peter was able to dodge the attack, the pipe crushing a whole part and the two of them ended up falling into a ditch.

Peter rolled and slammed against multiple cars as debris kept coming and falling onto them. Otto however ended up landing on a softer part, the arms taking most of the damage again as he fell into a shallow part of the water.

Peter groaned as he got back up and held his bruised shoulder as he made his way over to the doctor. Otto waited for the hero to make his move while Peter did the only thing he knew he could do and took off his mask.

Otto looked shocked and amazed as he saw that Spider-Man this whole time was Peter. "Peter?"

"Otto." Peter sighed as he kneels down. "Where is she?"

"What?" Otto asked, feeling a little light-headed.

"GoGo. Where did you take her?" Peter asked of him.

"You killed Lian!" Otto said as he used one of the arms to grab onto Peter's neck.

"I didn't kill her. I was trying to save hundreds of others." Peter defended himself. "I didn't want her to die. She was my friend, as much as yours."

Otto knew Peter for a while, a while before he graduated high school. He would never hurt a fly, not to mention someone that he loves.

"Warren." Otto finally confessed to Peter, getting the two of them to start thinking. "He told me you did it. He wanted me to kill you."

"The inhibitor chip messed with your brain, making it easy for him to manipulate you." Peter started to put it together.

"It was him who sabotaged my experiment." Otto started to see clearly now.

"And he wants me?" Peter asks.

"Your blood to be more precise," Otto admitted to him. "Your mixed DNA, he's been obsessed about it for years."

"Where is he?" Peter asked.

"What difference does it make?" Otto wonders.

"I might have an idea to stop him, and save GoGo," Peter said and the two of them started to orchestrate a plan of action.


Back in the school, Jackal was working on his greatest invention while GoGo was tied up by chains on the wall with old, rusted cuffs. She tried to pry them off by scraping them off the walls and pole she was wrapped around.

"It's no use. Nobody would be able to get through that without enhanced strength." Warren informed her.

"What the hell are you even doing, Dr. Warren?" GoGo asked, not entirely sure what this machine is supposed to do. She looked around the room and noticed all of the electricity it was stealing from the school. "It's absorbing a lot of energy, it was you?"

Jackal saw that she knew the truth of the accident and smiled. "Spider-Man had an incident in the lab, flew everything off, and sent off a chain reaction back to the labs. Otto bringing me his body is just now icing on the cake."

"Otto against Spider-Man?" GoGo asked with a scoff. "Hope you didn't bet on that fight going your way." She then saw a syringe on a table waiting to be used. "Otto won't kill him."

Jackal then smiled when he heard mechanical whirring coming around. "I guess I won the bet."

Otto then came in with Spider-Man being dragged behind him. "Where do you want him?"

Jackal gestured to a table and Otto dropped him down at the desired location. When he dropped the body down, Warren made his way over and injected the syringe into his neck.

"You're an amazing creature, Spider-Man," Warren said as he took the needle out and made his way over to the machine.

"What exactly are you working on down here?" Otto asked as Jackal made his way over to the machine.

"Something I have been working on for some time," Warren said as he injected the blood into the machine. "I have been working on Spider-Man for years. His DNA is curious. And I have been looking for what made him so unique. Now I have all I need."

"To do what exactly?" Otto asked, eyeing Peter's body as he finally got up and started to make his way over to GoGo.

"In the past, I have collected samples of the Spider's DNA, attempts to recreate how he was given his powers." Warren continued to monologue, just like Otto and Peter planned.

Peter crawled up the side of the wall and made his way over to GoGo when she noticed him above her. "Surprise."

GoGo smiled, knowing that she was right but then held in a squeal when she turned back to the others. "What about Otto?"

"He's on our side," Peter assured her.

"How did you get the money for this without the school noticing?" Otto asked, trying to get as much time for Peter.

"I sent the Shocker to rob a few of the banks, another reason I wanted the Spider-Man. That hero had become a nuisance in my...plans." Warren was saying when he noticed something in the reflections. "Of course."

"When I get you free-" Peter was saying as he reached for the chain just as Warren tossed a giant pole that set off Peter's senses. He jumped and leaped out of the way just as Warren smacked Otto out the way.

"I should have known Octavius wouldn't have the spine to kill you!" Warren snarled.

"Shut it down, Warren. Whatever this is." Peter said, still unsure exactly what this all is.

"There's no stopping it now!" Warren snarled at him. "Now prepare for a fight you'll never forget!"

Warren charged to attack Peter, but he dodged the attack and spin kicked Warren away from GoGo. "I know the school is going green, but you're not eco-friendly, or even regularly friendly!"

"Your quips are worse than my friend, Peter's," GoGo commented on Spider-Man's quips as he shot webs out only for Warren to spin and send him into the wall.

"Ow," Peter said as he got back onto his feet and looked over to GoGo. "Well, humor is subjective." He then grabbed her chains and ripped her hands-free. "Now get out of here!"

GoGo started to make her way out while Peter ran around the labs while Otto was getting back up. "Warren!"

"It's the Jackal!" Warren stated as he stopped chasing Peter and leaped at Otto, crashing him through the floor and into the river.

Peter looked back and forth between the machine and Otto, knowing exactly what he needed to do. He ran and leaped into the hole, tackling Jackal and smashing him into the water.

"Go shut down the machine. I'll hold him back!" Peter tells Otto.

"I'm on it," Otto promises as he climbed out of the water and towards the machine.

Peter then went back to his fight with Warren, punching him in the face several times before Jackal was able to just take the hits. He watched as the Jackal grinned before grabbing him by the throat and taking the two of them to the surface.

When Jackal was safe, he saw Otto was having trouble with the machine and he had a moment to savor this moment. "Let's see you scurry out of this." As Peter struggled to fight off the Jackal and he was dangling off the ground. "Before you die...I wanna know who's under that mask."

When he went to rip his mask off, he was suddenly smacked at the back of the head. Putting him off balance long enough just for Peter to kick Jackal backward and for Peter to see his rescuer was GoGo, carrying a rusty pipe.

"Thanks for the save," Peter tells her.

GoGo smiled and chuckled at how she saved the hero. "Call us even."

Peter then saw Otto cry in anger as he tried to shut down the machine. "You better get out of here, something bad is about to happen."

"Yeah," GoGo said as she ran towards the exit.

Peter then swung his way over to Otto and looked over the machine. "What's wrong?"

"It's set to release some sort of gas through the city, but I can't stop the machine." Otto was sorry to say. "There's not enough time."

GoGo reached the door only to see it was currently on lockdown. "I can't get out!"

Peter looked between the two options and wondered what their next move was. "Is there anything we can do?"

Otto walked around and started to try and come up with ideas when he got a terrible one. "The river. Drown it." Peter nodded, getting ready to do just that when Otto stopped him. "I'll do it. When this equipment comes into contact with water, it'll explode."

"What are you going to do?" Peter asks as he had no idea what his plan is.

"I should have known he was planning something," Otto said, feeling this was his fault. "You go save her; I'll save the city."

Peter looked and saw those were the only options they had left and looked to his friend and mentor. "It's been an honor, sir."

Otto looked over and smiled at Peter. "The pleasure was mine, Peter."

The two then shook hands and Peter pulled him in for a hug. "Goodbye."

"Go," Otto whispered as he lets him go.

Peter looked and saw some wiring drawing too much energy and exploding. "GoGo!" He shouted as he ran over and shot webs as GoGo shielded herself from the attacks.

GoGo watched as Peter swung over and grabbed onto her. He took one last look over towards Otto as he started looking for the foundation points of where the machine was standing. He gave Peter one last smile before he started to pry the foundations to save the city and used all of his willpower to rip them apart.

Peter webbed some debris away from the room as Jackal started to climb back out and saw what they were doing. "No!"

But before anything could happen, Peter got GoGo out of the room, Otto ripped the machine out of the ground causing him and the machine to fall into the water. An explosion goes off claiming the life of the two scientists.


On the day of the funeral, a lot of people, teachers and students alike, all showed up to pay their respects to the man who saved the school. At least that's what Peter reported to Yuri. He and Otto worked together after working out their differences and stopped Miles Warren from exploding the school.

Hey, you wanna tell the city that they almost got gassed by some strange Spider-Man blood-fueled machine?

As everyone left, Peter was the only one to stay behind as GoGo approached him. "Quite the week, huh?"

Peter couldn't help but chuckle at her attempt to humor him. "Not funny."

"Sorry, the badly timed jokes are your stick, but I figured you weren't in the mood," GoGo said as she and he stood there.

"They both would want me to keep going," Peter said, thinking to his lab partners that he lost. "I'll keep doing the work they inspired me to do."

GoGo nodded, agreeing with his statement, and was going to walk away to give him some space when she stopped. Closing her eyes to build up the courage, she turned and faced Peter again.

"There's something I wanted to tell you," GoGo said, getting Peter to turn and face her. "When I was kidnapped...I started to think I was gonna die. And during that time, there was only one person on my mind the entire time." She then started to blush as she looked away for a quick second and turned back. "I kept promising to myself... if I make it through this, I'm gonna tell him." She then stepped towards Peter and took his hand. "It's you, Peter."

"Me?" Peter was shocked to hear.

"The guy who's always been putting others before himself never tried to push his own problems on people." GoGo listed Peter's traits and cupped his cheek. "Who's always there to support others...makes me feel like pushing myself. Like I can be more. Makes me feel secure and happy. The truth is...I love you."

Peter didn't really know what to say to that and GoGo seems to have taken that as her time to make her move. She moved in and kissed Peter, shocking Peter for a second. Peter stayed shocked for a quick moment before returning the gesture and kissing his friend.

Perhaps something more now.


After all day of trying to figure out what was happening to her, Peni finally understood that this spider seemed to have been attracted to her due to her DNA.

Finally believing she's not crazy, Peni decided to allow the spider to prove itself. She needed to find a name for it later, but right now she needed to know if this was all in her head.

The spider led her down to the garage of their home, where they keep a lot of old junk and a few boxes from their home.

Peni had the spider on the back of her hand as she walked around and saw many of the boxes. One of them belonged to her father, the spider told her to open it.

"This one?" Peni asked and when she got it confirmed, she opened it and found a giant CPU head.

Looking further into the garage, she was shown what seemed to be two legs and claws for the device. Then she was shown blueprints that none of them have ever gone through.

"Project: SP//dr?" Peni asked.


Peter made it back to the Daily Bugle to sell his photos from the last few days of Spider-Manning. He had a bright smile on his face after a week of torment and torture and torment, there was finally one light in the tunnel.

While going through the halls of his work, even Jameson's yelling in the halls wasn't able to put him down. It was late, not many people were around. When he reached the front desk, he came across Betty on her way out.

"Hey, Betty." Peter greeted and saw Jameson talking to Ned Leeds, another one of Jameson's reporters. "What's happening?"

"Leeds is looking into a new story after the whole attack at your school," Betty said just as Jameson came out of his office, followed by Ned and Robertson.

"Come on, Mr. Jameson, an investigation into Spider-Man's true identity," Ned said as the breeze left over from the Rhino's rampage came through until Jameson's door closed. "See the face behind the mask."

"And if that face happens to be Joe Low?" Jameson asked him.

"Joe who?" Peter asked Betty, only getting a shrug from her.

"All you'll do is turn him into a regular guy. And who will pay to see pictures of a regular guy?" Jameson asks him.

"I actually agree with Jameson," Peter stated, those words leaving a bad taste in his mouth.

Just then, Peter's senses went off and he saw a shadow approaching the window. Peter ducked and dragged Betty down with him just as the glass shattered and when the two got up from under the desk, they were shocked to see it was the Jackal.

"Warren?" Peter asked in shock. "How?"

"Did you really think that explosion would end my life?" Warren asked him with a cackle. "Because it did!"

"What does that mean?" Peter asks.

"That's a story for another day," Warren said as he looked at Jameson. "While looking through the last of the blood I was able to save from the fire, I discovered something interesting."

Peter then felt fearful of what he discovered and wondered what his next move is.

"I recognized the blood sample from an old experiment a few months back." Warren then looked to Jameson. "You wanna know who Spider-Man is? Peter Parker is Spider-Man!"

The whole room seems to have frozen at that knowledge, Peter felt his entire world had just turned upside down. His body freezing at the idea that his most kept secret has just been released by the enemy that might just now know who he is.