Disclaimer: I don't own Naruto or Ultimate Spider-Man

A/N: I've decided to focus on this story as I had to skip to the Lizards episode as I thought Naruto would easily handle the previous episodes as I am someone who believes that Naruto especially after the two-year training can easily take out most villains without any chakra and only needing chakra (Or his cloak for the very powerful ones/gets so pissed off and do it for a one-hit knockout punch)

That's why I usually give Naruto a weapon in these superhero stories. So I do have a chapter for all but one story written out but needs to be beta'd. Mainly did that as email alerts are down again so wanted to wait for a bit. So after A Fox In Middleton gets updated this will be the focus until it's finished

Shouldn't be super long as I'll probably have to skip one or two episodes or quite a few will be short with Naruto handling them. Plus I like doing the multi parts as one chapter too. Then the poll will go down at Midnight after A Fox in Middleton's next update (Ch 11) then I'll leave it up for a rotation, taking it down the day after Ch 12 of that story.

Then shortly after the new story should be up

Remember to vote if you haven't!

Beta: Chaos-PSD, and ANUBIS the god king.

Chapter LXXX: Spy Vs Ninja.

Last Time.

Shinobi looked up to see the Triskelion was taken over by Zola and Doc Ock who was now bald and in a metal cocoon and his goggles attacked the city. Naruto then saw another hero that Spider-Man told him about on his way to help. "Can't do anything without me, can ya?"

He saw red beams hitting the heroes forcing them to kneel except for the spider-themed ones, Iron Spider used an artificial Spider-Sense to protect himself from danger and the rays before they went to a black stealth jet and flew up to the Triskelion to fight Doc Ock. As they fought, Kraven said there was a new Sinister Six to fight before Scarlet Spider tackled him off while Naruto created countless clones.

And easily attacked the villains and put them in binds before putting the ship on autopilot to fly into space. As they landed, Naruto learned that the new hero was captured by Doctor Octopus and was subjected to many painful experiments by him, which likely granted him his spider abilities with stingers in his wrists. And that he was able to escape and was forced to live in the sewers. "You're welcome to stay at the school."

Naruto said as Scarlet looked at him. "Someone's gotta teach that kid to fly." He replied pointing at Iron Spider.

Now.

S.H.I.E.L.D. Academy.

"What."

Wilson slid into the room and saw a young teen dressed in a spider-themed black outfit with red webbing, a spider logo, and red fingers.

"This is Miles, he's the Spider-Ma in another universe. I needed help with his Goblin that came over, and the Siege Perilous got destroyed to beat him. And now he's stuck here until Dr. Strange finds another way to get him back." Spider-Man explained to Shinobi.

"OK." Naruto sighed as the teen took his mask off showing a teen Amadeus' age with dark skin. "Well, we'll think up a new code name for when you're fighting with Spider-Man." (1.)

(A/N: So there's no confusion when the two heroes share a scene, I'll use their real names to tell who's talking.)

Night.

"Spider-Man."

"Yeah/Yeah."

Naruto sighed as he was testing Miles' skills and came to Batroc at the docks who was in armor with longer legs. "Yeah, we need to think up another name. Miles. Go down and get him."

Miles dropped down and Naruto saw him start to fight the villain and dodge the kicks before turning invisible for a moment bringing Batroc's head down and knocking him out.

Later, Naruto was putting files away before turning to come across a large pair of breasts in red. "Hey, Wanda."

"Hey, lover." She smiled behind her mask.

"Should have visited Harry with Pete and Miles." Naruto sighed as he walked to a desk with her following skipping.

"Sorry I couldn't help during the contest, Wolf was burned out on episodes to work with and forgot about me."

"Yeah, yeah, what can I do for you?"

"I was bored." Wanda sat on the edge of the desk and crossed her legs. "Came to see if you needed help with anything."

"Nope." Naruto walked out with the mercenary following before blinking as he saw Doc Ock was back in his cell with the two Spider-Men. "Everything OK?"

"We fought the Vulture who got mind-controlled by Doc here," Spider-Man said before seeing Wanda. "Who's that?"

"Another Deadpool I met when we separated during the multiverse travel."

"That's not the only thing," Miles spoke up before pulling them into an empty room. "Before he was able to escape, Vulture said there's a mole in the academy."

"Really?" Naruto asked before sighing. "Well, I can't ignore that… Taskmaster was able to get in the system to get Ock out, who's to say he doesn't have something too?"

"You think you have a mole?"

Naruto sighed as Wanda jumped on him from behind. "Not really, but I did just meet some of the students, plus I don't know every worker and agent. For now, don't raise suspicion."

The Next Day.

"I thought you left."

Naruto sighed as Wanda was in the training room slicing dummies and Wilson was biting the leg of one. "You're not getting rid of me that easily." She said as the other students walked in.

"She's not joining, just can't get rid of her."

"You know you love me and my tight ass!"

"Welcome, academy students!"

Naruto looked at the entrance and saw a man and woman walk in. "Today we got some upgrades that'll blow you away." She continued before the man raised a hand.

"Not literally of course."

"No, of course not. You'll be figuratively blown away."

Naruto walked to the door as he saw the team's train, but noticed the spider-themed ones asking the others questions. 'Smooth.' He thought as they continued to train. 'I told them not to do anything.' He finished as they finished fighting bots before seeing the bots attack with lethal force. "Shit!" Naruto dashed with Wanda and sliced through their heads before turning to see holes in Wanda's healing. "Everybody all right?"

"Sorry, that's never happened before," Jemma said walking up.

"Not a problem, line of duty, this stuff happens," Naruto replied before Wanda walked over.

"You're such a forgiving person, lover."

Naruto sighed before walking to the spider heroes. "I did tell you not to do anything, by asking questions you could have tipped this spy off. Spider-Man, Iron Spider follow me, the rest of you, keep an eye out for more sabotages and look for clues."

The trio walked to a lab where they saw Leo and Jemma wheeling around the large room on their desk chairs with a lot of gear in the room. "That's not a bomb just sitting there is it?" Spider-Man asked, looking at a device on the table.

"Disney wouldn't do anything if it was," Wanda spoke as Naruto looked over.

He sighed as Leo explained it was a device to disperse gas in a building. "Could what happened have been sabotaged?"

"Not possible."

"Just had to ask, I've been on edge after Taskmaster hacked us," Naruto spoke after Leo.

"They were sent straight from the S.H.I.E.L.D. factory then moved to the training room by your students and calibrated there."

"Could they have been reprogrammed here?"

"Not likely, we examined the remains but Rhino's attack destroyed the central processing unit."

"Hiccups are sure to happen when upgrading the Triskelion," Jemma explained to him.

"Could Zola still have access to anything?" Naruto asked, crossing his arms. "He did take it over and destroyed the academy."

"Not likely, Dr. Connors calibrated it himself," Jemma explained having Naruto nod before the device shot around having the group run out.

"Looks like your mission went well."

Naruto looked up to see Miles, Scarlet, and Venom before speaking. "Find anything out?"

"No, whoever did it must have covered their tracks."

"We just learned Dr Curt Connors was the last one to touch that bot. And don't forget, he was the Lizard." Iron Spider spoke as Naruto glanced over.

"And mind controlled by Doc for 99% of that time. I trust Curt with my life. Remember, she could be the fall guy, I've seen that happen too many times too. Agent Venom, keep an eye on Doc Ock, the spy may go near to drop something off. Take Rhino for backup."

Naruto walked to Connors' lab and saw him transform into the Lizard before jumping back from a bite. He dropped and saw Miles and Scarlet jump to attack, only to get bitten and turn into lizards themselves. "Get back!"

Going out with the others, Naruto locked the lab down and saw his old team minus Nova and S.H.I.E.L.D. Operatives. "What happened?"

"Connors turned into the Lizard but it's spreading when he bites you!"

"Since this is a Disney show I'll try to use nonlethal force," Wanda spoke, taking out guns. "I got rubber bullets for these chapters!"

The three lizards broke out and bit several agents as Power Man pushed the door away. "Retreat!" Naruto ordered, having them run as Wanda shot at the lizards Iron Fist and White Tiger were attacked before Naruto shut down multiple doors. "Cloak, get off the island, we got a problem that'll spread if you get it and get out," Naruto spoke through his comms.

He looked out the window and saw Cloak teleporting away before looking at Power Man and Iron Spider. "You two are the best defense against them with your armor and unbreakable skin. Get into pairs to get everyone in rooms that's best prepared to handle this."

"There's room to handle this?"

"More like handling a mind-controlled Hulk." He said as Power Man nodded and left.

"Why pairs? That's not efficient." Iron Spider spoke as Naruto looked at him.

"I don't want the spy to be alone."

"Connors' the spy!"

"No, he's not!" Naruto spoke as the lizards banged on the door. "And this is an order so follow it or when this is through give the armor back and leave. Now, Fury keeps a vial of the cure in his office, let's go!" They ran to the office as Iron Fist broke the doors and got in the office. Wanda hopped in and took all the attacks before getting the vial and sauntered to Naruto handing him it. They then ran out and saw Jemma and Leo in the vents. "I got the cure, is your synthesizer working?!"

"Yes."

"Then let's go!" Spider-Man dropped down and webbed the entrance up.

"Power Man, try to keep them off the lab!" Naruto yelled as he heard Venom fighting with Rhino in the cells.

They got to the lab where Naruto looked at the spider heroes. "Seal that door shut!"

Iron Spider started welding as Spider-Man started webbing the door using all of his webs to do so. Naruto threw Leo the vial and he started synthesizing the antidote. Naruto then ran over and grabbed it before putting the vial in the dispersal unit and ran to a vent before touring it on full blast. After a moment, Naruto heard Venom scream before running and saw Doc Ock's cell was destroyed with a hole in the back.

"It looks like a… Rhino ran through this." Naruto said as the spider heroes swung over all back to normal with torn clothing aside from Iron Spider as Curt walked in.

"Rhino was the one who injected me."

Scarlet, who had fair skin, turned to the Doctor. "He must have destroyed your cures."

"I… I don't remember that part." Curt replied with a sigh before they saw a jet leaving with Rhino, Doc Ock, and a knocked-out Venom.

"Welp looks like I gotta save a student." Naruto sighed as Wanda ran in.

"Need help?"

Naruto rubbed his face at that, before turning to get to the hangar.

To Be Continued.

A/N: Thanks for reading and let me know of any mistakes.

Beta: Chaos-PSD, and ANUBIS the god king.

I've decided to focus on this story as I had to skip to the Lizards episode as I thought Naruto would easily handle the previous episodes as I am someone who believes that Naruto especially after the two-year training can easily take out most villains without any chakra and only needing chakra (Or his cloak for the very powerful ones/gets so pissed off and do it for a one-hit knockout punch)

That's why I usually give Naruto a weapon in these superhero stories. So I do have a chapter for all but one story written out but needs to be beta'd. Mainly did that as email alerts are down again so wanted to wait for a bit. So after A Fox In Middleton gets updated this will be the focus until it's finished

Shouldn't be super long as I'll probably have to skip one or two episodes or quite a few will be short with Naruto handling them. Plus I like doing the multi parts as one chapter too. Then the poll will go down at Midnight after A Fox in Middleton's next update (Ch 11) then I'll leave it up for a rotation, taking it down the day after Ch 12 of that story.

Then shortly after the new story should be up

Remember to vote if you haven't!

Next to be updated will be Maelstrom Avatar.

Nothing else to say.

Talk To You Later,

Lone Wolf Out.🐺