Like most major cities, New York is heavy when it comes to traffic. Seems like everyone here is seconds away from turning into a deranged lunatic and plowing through anything and anyone in their way.

What gets me is those who take that literally.

In the streets, a massive truck plowed through traffic in an attempt to evade some police pursuit. As the truck continued tearing its way through the street, Spider-Man swung low towards it.

"Typical." He let out. "Thought I could cut down some time getting to Harry's by web swinging, and wouldn't you know it, some jerk thinks he can rip off some hard working citizens in my city. Well he's got another thing coming."

Spider-Man continued swinging closer to the truck, the two thugs inside took notice.

"Aw man, it's that spider creep!" One of the guys let out.

"Loose him!" The driver told him.

The passenger took out a shotgun and rolled down the window, aiming it at Spider-Man and opening fire on the webslinger.

"Crap!" Spidey let out, dodging the shot.

The thug continued shooting at Spider-Man, only for him to dodge out of the way of each blast. As Spider-Man landed on a nearby wall, he bounced off it and fell close to the street before shooting out another webline to swing off of. He then shot out a strand of web onto the gun, knocking out of his hands as another shot went off, blowing out the tire of another car and making it swerve out of control. Spider-Man saw the car heading for the sidewalk, about to hit some civilians.

"Oh great." Spidey muttered before leaping towards the situation.

About the same time this was happening, Max Dillon, an electrical technician at Oscorp, was walking down the street with some papers in his hands. Unfortunately, it seemed that every person on the sidewalk was bumping into him, then ranting at him as if it was his fault. He was pretty sure his arms were going to be permanently bruised by the time he got where he was going. One person bumped into him so hard, he accidentally dropped his papers all across the sidewalk. To add insult to injury, several people stomped on the papers, crushing them and leaving footprints on them.

"Oh come on." Max let out, crouching down and started picking the papers up.

As he worked to clean up his fallen papers, the car with the blown tire came barreling towards him. Before he could move, a webline snatched him in the back and lifted him up. Spider-Man then leapt down and stopped the car, skirting on the ground as it came to a stop. Spider-Man then let out a breath as he knocked on the hood.

"You good in there?" He asked the driver.

A low, pained groan reached his ears. Though semi-conscious, the driver was alive.

"Good." Spider-Man replied before leaping up to Max.

He then detached him from the webline and helped him down.

"You ok?" Spidey asked. "Didn't scare you too badly, did I?"

"N-no." Max let out. "Thanks for saving me."

"Don't mention it." Spider-Man replied before using his web to grab the papers on the ground. "Here, figure these are pretty important, huh Max?"

"I-..." Max started to replied as he took the papers. "How'd you know my name?"

"Uh, your badge." Spider-Man answered, gesturing to his Oscorp badge hanging around his neck.

"Ah." Max replied. "Guess I'm just not used to a guy like you saving a nobody like me."

"Hey," Spider-Man spoke up. "Nobody is a nobody. Everyone is someone important. Never forget that."

Spidey then looked up and saw the truck still driving off.

"Uh, gotta run!" Spidey replied, leaping up and swinging off.

Max watched him go, then looked down at his watch.

"Oh shit, I'm late!" He let out, running off.

Meanwhile, Spider-Man managed to catch up to the truck and land on the roof. He then leaned over the side and tapped on the window.

"Excuse me." Spider-Man spoke, getting the two's attention. "I'm afraid you're going more than 45 miles an hour in a no punk zone! I'm gonna have to ask you to pull over!"

Spider-Man then punched the window, shattering it and shot a web at the brakes, causing the truck to swerve around until coming to a stop. The two thugs quickly got out of the truck and tried to make a break for it, only to get their feet instantly webbed up by Spidey. They soon found themselves hanging upside down from a lamp post.

"Now you two stay here and think about what you've done." Spidey told them mockingly. "Your father will have a few words for you when he gets home."

With that, Spider-Man swung off, leaving the two thugs for the police.

After a bit more swinging, he finally made it to Harry's place, which was a massive penthouse in the city. Peter managed to remove his web shooters and place them into his book bag as he rode up in the elevator. He was fully ready just as the doors opened, allowing him entry into the Osborn Penthouse apartment and to come face to face with Norman Osborn.

"Peter, so good to see you again." Norman greeted. "Sorry I can't stay, but I have business at the office."

"It's alright, Mr. Osborn." Peter replied. "Harry and I can make busy by ourselves."

"I can't thank you enough for all the help you've given him." Norman told him. "I'm pretty sure he would have had to retake a grade or two if not for you and your tutoring."

"I'm just… happy to do what I can." Peter replied.

"Well, I won't keep you any longer." Norman declared, stepping into the elevator. "See you next time, Peter."

With that, Norman left in the elevator as Peter went to find Harry.

"Hey Harry, you here?!" Peter called out.

"I'm in my room!" Harry called back. "Come on in!"

Peter went inside and found his friend sitting in a sea of notes and open textbooks. From the expression on his face and the number of chewed pens around him, it was clear he was struggling.

"Wow, looks like you've been busy." Peter remarked.

"With the big calculus test on monday, I'm struggling to figure out all this math." Harry admitted. "I can't bomb this test, or my dad will kill me."

"Well then, let's get into it." Peter replied before noting Harry's computer. "Uh, mind if I check my email first?"

"Go for it, man." Harry replied. "Just remember to log out this time."

"Right right." Peter replied, checking his email and noting something. "An e-vite to Midtown's Homecoming Dance?"

"Which would be great if either one of us could actually GET a date." Harry declared, flopping down into his pile of notes.

"Yeah, showing up alone would seem pretty pathetic." Peter agreed before seeing something else. "An email from J. Jonah Jameson… publisher of the Daily Bugle?! 'Dear Mr. Parker, please come in to collect your reward for the Spider-Man photo contest!"

"Dude, you did it!" Harry exclaimed, sitting up and grinning. "Your Aunt's gonna be so happy."

"I know!" Peter replied, barely comprehending it.

Thinking on instinct, he grabbed his bag and began to bolt.

"I'll be back in an hour, two tops!" Peter told him.

"You better, Pete." Harry insisted. "My grade is counting on you."

"I will." Peter reassured, heading out the door. "Review chapters 1-6 until I get back!"

At Oscorp, Max scurried through the doors of Dr. Connors' lab, more than a little out of breath. Dr. Connors looked up, giving Max a smile.

"Glad you made it." he called. "Everything alright?"

"Ran into a little trouble on the way." Max replied. "Thankfully, Spider-Man was there to save the day."

Connors flashed a knowing smile, then gestured to Max.

"Well, now that you're here, think you can help me with something?" he asked. "The filter on our eel tank isn't powerful enough to fully combat the increased bioelectricity. Think you can take a look and see what you can do?"

"I'll take a look at it." Max replied, heading over to the tank. "Just give me a second to get myself situated."

"Of course." Dr. Connors replied.

"Gotta say, this thing is impressive." Max commended. "An entire section of the building powered by electric eels."

"The first fruits of our renewed Cross Species research." Dr. Connors responded. "To think that this is just the tip of the iceberg."

"Well, the innovations in clean energy is definitely a plus." Max went on. "Sure it's no Arc Reactor, but still."

"Few things are." Dr. Connors conceded.

Max immediately got to work, breaking out his tool kit to open up the filter. As Max began his work, Norman Osborn walked in, making a beeline for the good doctor.

"Dr. Connors." he greeted. "Anything new to report?"

"Just got started on the eel tank." Dr. Connors relayed.

Norman looked it over, giving a small nod.

"Not bad work." he complimented. "Any luck with your lizard splicing?"

"It's still in the experimental phase." Connors answered. "I promise I'll let you know the second it's ready for human trials."

"See that you do." Norman told him.

Norman walked off, leaving Max and Dr. Connors alone to resume their work. Dr Connors went to his lab table and took a look at one of the vials of lizard DNA under a microscope. As the two continued working, a low sparking rang out from above the tank. The two looked up and saw a loose cables hanging out of the wall next to the tank.

"Looks like one of the connecting cables is busted." Max noted. "Better patch it up."

"Just be careful." Dr. Connors warned. "Those are extremely high voltage wires."

"I got it!" Max insisted, climbing up the steps towards the wire.

He made it to the top step and took out some electrical tape to try and patch up the busted wire. As he worked, he did his best to keep balance on the wet ladder he was using. Unfortunately, as he tried to step down to check on his work, he completely lost his footing. He yelped, trying to grab onto the ladder but it was too late. In a desperate attempt to save himself, he grabbed the wire for support, but only tore it out of its socket as he plunged into the tank. The exposed wire, coupled by the power being put off by the eels, caused a massive surge in electricity that even sparked out of the tank, forcing Dr. Connors to cover himself.

"Max!" He cried out, grabbing a fire axe off the wall.

He swung it at the tank, smashing the glass and spilling the contents. He quickly moved out of the way as gallons of water, eels, and Max himself came spilling out. As Dr Connors ran over to him, he was shocked to see how Max had come out looking.

"Max…" Dr. Connors let out.

If there's one thing I've learned as my time as Spider-Man, it's that life's never easy. Getting my prize winning pictures for the Bugle surely showed that. Not only did I nearly get killed fighting a trio of local yokels in hightech super suits and some whacko with wings, but just when I head in to collect my reward, Daily Bugle security wouldn't let me use the elevator. Fortunately, Ben and May Parker didn't raise no quitters. Any quitters…. You get it.

Peter scaled up the side of the Daily Bugle's building, careful to keep out of sight of the windows. Once he made it to the appropriate floor, he found a window leading into a broom closet. He slipped inside, letting out a sigh of relief.

This broom closet would become a constant scene in my career. Such is the life of a teenage superhero.

Once inside the broom closet, he slowly opened the door and saw the inside of the Daily Bugle newsroom abuzz with activity. People were running around and talking over each other, phones were ringing off the hook, and one voice in particular cut through it all at an almost impossible volume.

"Robbie, where's that layout?!" The voice cried out as the man attached to it, a man in his 50's with a flat top and a small mustache cried out.. "Foswell, I ordered that rewrite 17 seconds ago! Leeds, I'm not paying you to talk on the phone! Brock, get me the photos I asked for or your out! And you!"

That last one was directed right at Peter, much to his surprise.

"Uh, me?" Peter asked for clarification.

"What in the sam hill are you doing here?" He questioned. "I'm running a newspaper, not a daycare center!"

"Um," Peter let out, pulling out his camera. "Actually I'm-"

"Doesn't matter!" the man cut off, grabbing Peter by the shirt and pulling him towards the elevator. "You already wasted 12 seconds of my time, and I don't have 12 more to waste talking."

He then flung Peter into the elevator, causing him to drop his camera on the ground.

"Uh, but-" Peter tried to explain.

Peter didn't get a chance to finish as the elevator doors closed.

"Ms. Brant, where's my coffee?" He called out. "And when's this Parker chump gonna get here?! I emailed him 46 minutes ago."

"Here's the coffee." Ms. Brant spoke up, handing him a cup of coffee. "And it's only been 22 minutes."

"Uh, Boss?" Brock called out, holding up Peters camera. "Hate to be the one to say this, but I think you just kicked Parker out."

"Well don't just stand there, you two!" He cried out. "Get him back here now!"

Downstairs, Peter walked awkwardly passed the security guard that had initially denied him entry. Flashing the man a tentative smile, he prepared to walk off before a voice called out to him.

"Hey!" Brock shouted. "Hey Parker!"

Peter turned around to see Brock and Ms. Brant running towards him.

"I think you dropped this." Brock said, handing him his camera.

"My camera!" Peter let out. "Thanks."

"Not a problem." Ms. Brant told him. "I'm Betty Brant, Mr. Jameson's secretary."

"And I'm Eddie Brock, the Bugle's top investigative journalist." Brock introduced.

"Nice to meet you both." Peter replied.

"Sorry about the little snafu up there." Betty told him as they walked back to the elevator. "Mr. Jameson can be a little…"

"I believe the word you're looking for is 'hot-blooded'." Brock offered. "Or 'single-minded'? Maybe 'one rant away from a heart attack'?"

"Pretty sure that's more than one word." Peter commented.

"Hey, I'm just stating the facts." Brock shrugged.

"Here's one for you." Ms. Brant spoke up. "We need to get Peter back into Jameson's office before he had that heart attack."

Sometime later, Peter was back in the newsroom and entering Jameson's office.

"Uh, Mr. Jameson?" Peter let out.

"Come on in, Parker." Jameson told him. "Sorry about that. Was expecting someone old enough to have, you know, armpit hair."

Jameson chuckled at his own remark before returning to business.

Here's the thing Parker," Jameson told him. "Newspapers are a dying business. With the internet at everyone's fingertips, it's almost impossible for print to keep up. But now we have something no one else has. Exclusive pictures of Spider-Man! As long as snaps of that pesky bug keep lining the front page, the Bugle will be in business."

"Uh," Peter finally spoke up. "Sorry if I'm assuming things, but… are you offering me a job?"

"What?! Don't be ridiculous!" Jameson threw back. "Not a job. Freelance. Perfect for a kid your age."

"Freelance?" Peter repeated.

"Right." Jameson nodded. "You keep bringing me photos, and the prize money is just the beginning. What do you say, kid? We got a deal?"

"Uh… yeah!" Peter confirmed.

"Great." Jameson responded. "Now if you're quick, you can bring in another set of picture in by deadline. You got two hours."

"Two hours?!" Peter sputtered. "But my friend Harry is waiting for me to-!"

"What, you still here?" Jameson questioned. "Get going! Out! Out!"

Peter quickly made his way out of the office as the door slammed behind him. Brock let out a chuckle, wrapping an arm around Peter.

"That's the media business for you." He said. "It's always go, go, go."

"So I noticed." Peter noted. "How do you guys work for a guy like that?"

"Oh, don't let him fool you." Betty insisted, writing up Peter's prize check. "Mr. Jameson may appear tough, but he's go a soft side. Deep down."

"We talking marianas trench deep, or Dante's ninth circle deep?" Peter asked.

Brock laughed at that, patting Peter on the back.

"Still a work in progress." Brock remarked. "But between you and me, my vote's for Dante's ninth circle."

This time it was Peter's turn to laugh at the joke. Eventually, Ms. Brant handed him his check.

"Here you go." she told him. "And I suggest you get going before Jameson accuses you of 'wasting precious time'."

"Right, see ya guys." Peter replied before taking off.

While this was going on, Max had been rushed to the emergency room, Gwen and Dr. Connors accompanying him. He was strapped to a gurney, his entire body sparking with massive amounts of energy. Every electronic in the ER was going haywire, as if reacting to Max's horrifying condition. The doctors struggled to help him, forced to work with insulated gloves to ensure they didn't electrocute themselves.

Gwen and Dr. Connors were waiting outside in the lobby as the doctors did what they could

"Is… is he gonna be ok?" Gwen asked.

"It's… it's too soon to say." Dr. Connors replied.

As they sat and waited, a doctor finally came out, prompting them to stand up.

"How is he?" Gwen questioned.

"He… it be easier for you to see for yourselves." the doctor explained.

Gwen and Dr. Connors looked at each other in concern before following the doctor into an ICU ward. There, they were greeted by the sight of Max. He was wearing a thick black suit that appeared to be heavily insulated. His skin had turned blue, and had lights dancing beneath it as if he were some sort of optical illusion. His hair had burned off, and he had a scowl on his face as he glared as Dr. Connors.

"Hey, Doc." He greeted with a sting in his voice on the word 'Doc'.

"Max..." Connors let out. "I am so sorry."

"Yeah… I bet you are." Max muttered.

"What… what happened to him?" Gwen inquired.

"The accident seemed to have… mutated your friends body." the doctor explained. "It's causing him to generate a constant stream of bio electricity. This insulation suit should protect him… and everyone else."

Dr. Connors turned to Max.

"I promise, I'll find a cure." he swore. "One way or another, you will be normal again. I promise."

"Heh," Max let out, turning away from the Doc. "least you can do, I guess."

"Max, what happened was an accident." Gwen insisted. "It wasn't Dr. Connors' fault."

"Easy for you to say." Max threw back. "All he cares about is his experiments. Trying to push the envelope of science, without any concern about who gets hurt along the way."

Max, you're still recuperating from your ordeal." Dr. Connors insisted. "You have to give yourself time to adapt-"

"Adapt?!" Max repeated furiously, holding his hands up. "Adapt to this?!"

As he vented, electricity began shooting out from his hands, frying the monitors he was hooked up to. Everyone hit the deck as Max got out of bed, lightning dancing in his eyes.

"Screw this!" Max declared. "I'm out of here!"

Max then bolted out of the room, pushing past the doctor and Dr. Connors as he did so.

"Max, wait!" Dr. Connors called out.

Once Peter was suited up as Spider-Man, he swung throughout the city and called Harry on his phone.

"Harry, hey." He spoke. "Look, about the study time. I'm gonna be a little later than expected."

"Seriously?" Harry let out. "You know I've got a lot riding on this exam."

"I know I know." Peter reassured. "It's just, Jameson sent me out to get some more pictures before deadline, but after that, I'm there. I promise."

Harry sighed in response before speaking again.

"Alright, fine." He relented. "Just hurry, ok?"

"Can do." Peter promised. "Be there soon."

With that, Peter hung up and resumed his swinging as Spider-Man.

"So, find some crime to thwart, snap some pics for the Bugle, get yet another check to help Aunt May, and get back in time to study with Harry." Spidey listed off. "How hard can it be?"

Meanwhile, Max had managed to find a hoodie, some pants, and a scarf to wear over his suit so he could walk the streets. As he walked through the crowds of people, people continued bumping into and brushing past him like they did before.

"Move it." He let out, feeling his rage beginning to bubble over.

As he brushed past another person, he accidentally made him drop a box he was carrying, causing its contents to spill out onto the ground.

"Hey!" The guy let out. "Watch it!"

Max didn't say anything as he continued walking away, much to the mans irritation.

"Hey!" the man cried out, running up to him. "You can't just-"

As he grabbed him by the shoulder, Max grabbed his hand and accidentally electrocuted him. The man screamed out in pain as volts of electricity surged through him.

Not that far away, Spider-Man was swinging by when he heard the screams of pain.

"Sounds like someone's in trouble." Spidey deduced, swinging towards the source. "Better check it out."

Back down below, Max finally let go and let the man fall to the ground, still reeling from the electricity. Max looked around at the bystanders around him, noting their frightened expressions.

"I… I'm sorry, I-"

Before he could finish, a web snagged him in the back and lifted him off the ground, suspending him in the air.

"Say cheese!" Spidey let out, rigging his camera to snap a picture.

Max winced as the flash of the camera blinded him slightly.

"I gotta say, out of all the thieves I have dealt with, you are the most cooperative." Spidey commended. "However, I feel we can get a better look if we got rid of that ugly thing."

Spidey then webbed the scarf off his face, revealing his electrified blue, glowing skin. Upon being unmasked, he struggled to free himself, sending out several bolts of electricity that severed the webs and knocked Spider-Man to the ground.

"Leave me alone!" He demanded, his eyes sparking as he shouted.

As the weblines were severed, Max started falling to the ground. He held out his hands as he neared the ground, but streams of electricity shot out, cushioning his fall. He touched down softly on the ground, marveling at his newfound talent.

"Whoa…" he let out.

"Hey, sparky!" Spidey called out as he swung onto a nearby wall. "We aren't done here!"

"You're the one who attacked me!" Max reminded, pointing towards him and accidentally shooting a bolt of electricity at him.

Spider-Man quickly dodged it before shooting out a webline to swing on.

"Now now, attack is such an ugly word!" Spidey insisted, kicking him into a pile of boxes.

This really seemed to set Max off as he shot out another bolt of electricity at Spider-Man, this time on purpose. Spider-Man did his best to dodge as he landed in front of an electronics store.

"Alright, you walking electro-conductor." Spidey taunted, webbing some TV's and computers on display. "Time to unplug!"

Spider-Man then whipped the electronics right into Max, causing him to stumble back a bit.

"Stop it." Max insisted as Spider-Man leapt forward. "Stop it!"

As he cried out, a field of electricity emanated from around him, catching Spider-Man in it and causing him to cry out in pain. Seeing this, Max punched Spider-Man in the face, sending him hurling across the street.

"You're just as bad as him!" Max let out. "Saying and doing whatever you have to just so you can get what you want. We'll no more!"

Before he could make another move, the sounds of sirens filled the air. He grumbled under his breath and decided to leave. As Max ran off into the night, Spider-Man slowly pulled himself up, groaning in pain as he did.

"That was… excruciating…" He mustered.

The next day at Midtown high, Peter stretched out his aching muscles as he walked towards his locker. As he reached it and began opening it up, Harry walked up to him with a rather irritated expression on his face.

"Dude, where were you last night?" He asked.

"Last night?" Peter repeated before realizing what he meant. "Oh man, last night! Harry, I am so sorry. Things got crazy last night, and I just kinda crashed afterwards."

"You know this test is important to me, man." Harry reminded. "Maybe I should just ask Gwen."

"No, I can help." He insisted. "Tell you what, how about I make up for it tonight? You game?"

Harry sighed in response.

"Alright." Harry agreed. "Just, try not to leave me hanging this time."

"Count on it." Peter promised as Harry went off.

Peter then returned to opening his locker and grabbing some books out of it, only for his arm to start flaring in pain.

"Ow." He muttered. "Man, lightening butt really did a number on me. Next time I see him is gonna be-"

"Pete!" Gwen called out, walking up to him. "Where the heck have you been? I tried to reach you all day, yesterday."

"Sorry, I was held up by with other stuff." Peter explained.

"You mean like selling pictures to the Bugle?" Gwen guessed, holding up a newspaper with a picture of Spider-Man fighting Max.

"Uh, yeah." Peter confirmed. "The Bugle kinda gave me a freelance job,"

"Well I'm happy for you," Gwen told him, lowering the paper. "But you need to know that the thing Spider-Man fought is Max."

"What?!" Peter let out.

"There was an… accident at the lab the other day." Gwen explained. "Max is altered. He's not in his right state of mind."

"Aw man." Peter lamented. "Is… is there anything we can do?"

"I don't know." Gwen admitted. "We can ask Dr. Connors when we come in today."

"Alright." Peter agreed.

Well, some superhero I've turned out to be. End up deep fried, blew off my best friend because of sheer exhaustion, and worse of all, Max's life is in shambles and not only do I not recognize him, I end up attacking an innocent guy because he looked different. I knew I had to make things right, just wasn't sure how.

Later that day at Oscorp, Peter and Gwen arrived at Dr. Connors lab to try and figure out how they could help Max.

"So how do we cure a guy who's practically become living electricity?" Peter questioned.

"Maybe we could put him back in the tank." Gwen suggested. "Use the bioelectric filter to siphon off his own energy output."

"It wont work, I'm afraid." shot down. "Eels have evolved to survive in an aquatic environment, Max didn't. And with the amount of energy he's putting out…"

"Right." Peter deduced. "Max and water, bad mix."

"Well we need to think of something." Gwen insisted.

"We will Gwen." Curt reassured. "Somehow…"

Elsewhere, in an abandoned warehouse, Max touched the door and instantly blew it off, allowing him to walk inside. As he entered, he looked down at his sparking hands, wondering what else he could do. He looked up at the lights above and tried shooting a stream of electricity at them. The second the bolt hit, the lights immediately turned on.

"Not bad…" He let out. "But I'm sure I can do better."

He then turned to a fuse box on the wall behind him, somehow able to sense the power emanating from it. He then walked towards and pulled the panel off before grabbing hold of the cables inside. This caused the lights to flicker on and off as electricity surged through him, much to his delight.

"Oh yeah!" He cried out. "Now this is power!"

He then tore the cables out of the box and whipped then on the ground, sending sparks flying.

"The doc had no idea what he was messin with." Max let out before pondering something. "Then again… he could've… and he'd probably wanna find a way to take away my power."

The thought made him furious, sending sparks flying out of him.

"He won't get the chance!" He declared, firing downwards and sending himself flying through the air.

Back at Oscorp, Peter was walking past a table when he saw some papers Dr. Connors was working on. He took a closer look at them and noticed that they were some of his Cross Species equations. He saw that the equations were off, grabbing a pen and making a quick correction.

"Sine, not cosine doc." Peter muttered.

Just then, the lights started flickering on and off, much to Peter's and everyone else's dismay. Dr. Connors came out and watched in uneasiness.

"He's here…" He let out.

At that moment, the doors to the lab were blown open, revealing Max as he walked inside.

"Hey doc." He greeted. "Remember me?"

"Max," Connors responded. "Whatever you want, just let Peter and Gwen leave. They have nothing to do with this."

"You got that right." Max agreed. "Everything that's happened is because of YOU!"

He then shot out a bolt of lightning, forcing Connors to duck.

"Peter! Gwen! Get out of here!" Connors called out.

Peter quickly grabbed Gwen's hand and the two bolted out of the area.

I had to get Gwen to safety, but that didn't mean I was gonna leave the doc.

Peter and Gwen managed to get out of the building, but Peter barely stopped before turning back towards it.

"Peter, where are you going?!" Gwen shouted.

"I'm going back to help Dr. Connors." He let out.

"You can't!" Gwen cried out. "Peter!"

Peter didn't have a chance to respond before ducking back inside, grabbing his Spidey-suit out of his backpack.

Back with Dr. Connors, he was slowly moving around the lab, trying to reason with Max.

"Max, I understand you're upset." Connors told him. "But I want to help you. We can figure out your condition together."

"There isn't anything to figure out, Doc." Max informed him. "For the first time in my life, nobody's walking over me! Nobody's brushing me under the rug or ignoring me. I'm somebody!"

"Max, you are somebody." Dr. Connors reassured. "And you're someone I want to help."

"Don't you get it?!" Max cried out. "I don't want your help!"

He was about to shoot at him, but a web attached to his hand and pulled it away, causing the blast to hit a wall. Both Max and Dr. Connors turned to see Spider-Man sticking to the wall.

"Hey, guys, come on." He let out, leaping to the ground. "I can sense the frustration, but there's no need to take it out on anyone. Why don't we talk this out peacefully before things get ugly."

"You." Max snarled.

"Hey, Max." Spidey greeted. "You're looking well… sort of."

"Oh, so now you remember me?" Max taunted.

"Yeah…" Spidey let out embarrassed as he walked over to him. "Look, I messed up before, but now I really wanna help. I'm sorry about before, and I'm willing to make up for it."

He then held out his hand for Max to shake.

"If you'll let me." He concluded.

"So, you wanna hold my hand?" Max remarked, taking his hand and shocking him.

Spider-Man cried out in pain as electricity surged through him. Finally, Max let go and Spider-Man dropped to the floor.

"Neither of you get it!" Max insisted. "I don't want a cure! Thanks to these powers, I'm more than Max Dillon. I'm… what'd you call me?"

"Lightning butt?" Spider-Man replied.

"No, the other name." Max corrected. "Call me… Electro!"

Electro then tried blasting at Spider-Man, but he quickly shot out a webline and managed to pull himself to safety. He landed on a nearby table, and quickly leapt off as Electro blasted at him again.

Ok, here's a little lesson in dealing with homicidal supervillains 101. Step one, lure the villain away from his designated target.

"Hey Electro!" Spidey called out. "Let's play follow the leader!"

Spider-Man then swung out of the lab, with Electro in hot pursuit. Spider-Man then swung through the hallway with Electro firing one bolt of electricity after another.

Naturally, step two would be to subdue your enemy, but how seemed to be another matter. I knew water would have an adverse effect on him, but getting some was not going to be that easy. Then, it hit me.

Spider-Man then veered right, moving towards the lobby of the building. Electro continued his pursuit, actually nailing Spider-Man with a blast and causing him to tumble to the ground.

"That the best you got, webhead?" Electro taunted.

Spider-Man slowly got to his hands and knees, shaking off the blast as he turned to Electro.

"Nice shot 'Max'." Spidey taunted. "Keep it up, and soon people will start thinking you might be more than a second rate supervillain afraid to get his hands dirty."

"First of all, I ain't scared of nothing!" Electro insisted, firing another blast that Spidey dodged. "Second, I'm not second rate nothing!

He fired again, forcing Spider-Man to leap to a nearby reception desk.

"And third, don't call me Max, or I'll fry you into nothing!" Electro declared, shooting at him again.

"Oh sorry 'Max'." Spidey replied, leaping off the desk and towards a nearby wall. "Didn't know it bothered you 'Max'. You really should say something, 'Max'."

"Stop it!" Electro yelled, firing again.

Spidey then leapt off the wall and swung through the air.

"Max, Maxie, Maximilian, Maximum." Spidey listed off, landing higher on a nearby wall.

"Shut up! Shut up! SHUT UP!" Electro yelled, actually shooting electricity from his mouth.

Spidey leapt over the bolt and landed on the ceiling, staring Electro down.

"Figures." Spidey remarked. "You can dish it out, but you can't take it!"

"Take this!" Electro yelled, firing at him once more.

Spider-Man quickly dropped from the ceiling at the bolt hit, nailing the sprinkler system set up there. The water began falling down on Electro and the reaction was almost immediate. He started shorting out and screaming in pain, falling to the ground and trying to cover his head. Finally, a massive surge of energy shot out from his body, knocking Spider-Man back. After colliding with a wall and falling to the ground, Spider-Man pulled himself up to see Electro unconscious on the ground, no doubt passed out from getting shorted out.

"Messy, but effective." he declared.

Sometime later, the police arrived to take Electro away. Gwen managed to find Dr. Connors and see that he was ok, with Peter returning a little later.

"Gwen." he called out.

"Peter!" Gwen cried out.

She ran forward and grabbed him, pulling him into a hug. She held on for a few minutes before pulling back, slapping Peter hard across the face.

"What were you thinking?!" she berated.

"I just felt…" Peter tried to reply. "Like I had to do something."

"Don't be too hard on him, Gwen." Dr. Connors told her. "Why I doubt I'd be alive if it weren't for him."

Peter blinked in surprise.

"I… didn't do much." he brushed off.

"Nonsense." Dr. Connor insisted. "You were a real hero, Peter."

Peter's breath hitched at the word hero, but Dr. Connor turned away from him, looking over at Electro. He sighed mournfully.

"Poor Max." He let out. "All I wanted to do was help him."

"You can't blame yourself for this, Dr. Connors." Gwen insisted. "What happened to Max was an accident."

"She's right." Peter concurred. "You did what you could to help him. He's the one who turned you down."

"It's more than that, Peter." Dr. Connors insisted. "Max's safety was my responsibility. I made a commitment, one I must keep."

"Commitment?" Peter repeated. "Oh shoot… I totally forgot..."

"You totally blew me off!" Harry accused at school the next day.

"Harry, I am so sorry." Peter pleaded. "Things got really crazy last night and-"

"Save it Pete." Harry cut off before walking off. "I'm tired of excuses. I was counting on you, and now because of you, I'm gonna flunk my test. Hope you enjoyed last night."

Peter was about to chase after him, but decided not to, fearing that he could damage his relationship further.

So I was batting zero with Harry. That was just something I had to deal with. I did have one victory though, and it was time I put it to use.

At the Parker residence that afternoon, Aunt May was going over the bills when Peter entered the room.

"Hey Aunt May." He greeted. "Everything ok?"

"Fine Peter." She reassured. "Just trying to pay the bills. Or rather, figure out which ones I can hold off paying."

"Then I'd suggest none of them." Peter replied, placing a stack of cash on the table.

"My word…" May let out. "Where did you get this?"

"The Bugle paid me for the photos I took of Spider-Man." Peter answered. "I'm a freelance photographer for now, but that means I've got money coming in, money to help pay the bills."

"Peter, you shouldn't have to worry about that." May insisted. "I'm the one who's supposed to be taking care of you, not the other way around. Besides, you don't even have a proper camera."

"Maybe not," Peter admitted. "But Uncle Ben once told me that a man needs to honor his responsibilities in life, and right now, you're one of mine. Please Aunt May, let me help."

May met his eyes, then let out a sigh.

"Very well." she allowed. "But under one condition. You keep half of your paycheck for yourself."

Peter let out a sigh in defeat.

"Fine." Peter relented. "For you, Aunt May."

May smiled, then stood up and pulled him into a hug.

Back at Oscorp, Dr. Connors went through his lab, seeing what could be salvaged from Electro's attack. As he cleaned off his desk, he spotted the papers Peter had corrected. As he looked over the modified formula, he couldn't help but sprout a proud smile upon his face.