The next day rolled over, and Peter found himself and his class going into battle. A training simulation lead by All Might. The objective was to either secure the bomb, or to tie up the villains. A classic containment mission. Or at least that was how it was supposed to go to for all the other students, besides Peter, who came up with a different idea with All Might.

10 Minutes Earlier

Everyone was excited to get into their new costumes, and to test out their powers in a combat situation. As they were exiting out of the gate, All Might was wearing his Silver Age costume, was addressing them about their outfits. "They say the clothes make the man, young men and ladies. Be fully aware from now on you are heroes!" All Might said as everyone was now out, except for two people being Deku, and Peter, or in this case the Spider-Man. "That's great, everyone. You all look cool!" All Might said as he looked at them with his signature smile plastered on his face. "Now, shall we begin, you zygotes?"

Deku had regrouped with the others after a few seconds, but still no sign of Spider-Man was around. As they waited, All Might had not budged until Jiro had noticed someone was missing.

"Has anyone seen Peter?" She said as everyone looked around confused.

"He was behind us, wasn't he?" Deku said equally as confused.

"Maybe he realized how ridiculous his costume looks so he just decided not show up?" Kaminari said. As everyone stopped looking, they heard footsteps on the roof of the tunnel. When they looked up, they were amazed.

[BGM: Spectacular Spider-Man Theme (Instrumental)]

Instead of reusing the suit Stark had made for him, Peter decided to save it for special occasions. Instead, he fabricated another one during the ten months he was alone. He had fabricated an original design he had drawn out in his notebook. It was a simple red and blue, with silver lining all around to act as a web design, two big white tilted ovals where his eyes were, and a big spider logo on his chest. (Picture it however you want, it could be the movies or the comic book. It's just not the one from Homecoming.) When Spider-Man jumped down, he landed next to All Might as Spider-Man had now officially arrived. "Hey everyone."

"Well here is young Parker, now, or should we say Spider-Man?" All Might said as Spider-Man put his thumbs up.

"Yeah, I am your friendly neighborhood Spider-Man." He said.

Bakugo was quick to voice his opinion, "Did you want the spotlight all to yourself that you decided to make a grand entrance?! You haven't even done anything yet as a hero and you are already parading around like you are one?!"

Bakugo shouted as All Might put up his hand, "Now now young Bakugo. There is a secret behind Parker, but that will be revealed soon enough. This is on his terms as he believes the truth should come out now rather than later." Bakugo just grunted as they all walked towards their designated building as All Might explained to them what the reason behind this exercise is for.

Once they reached there, All Might turned to all of them. "Now, I was originally planning on splitting you all into groups of 2 and have you face each other in a 2 on 2 battle. However, this class is an odd number, and I was given a brilliant idea from your classmate young Parker." Everyone looked towards Spider-Man as he stood still with his spider-legs supporting him as he stood above the ground. "Instead of scramming to find a new idea, young Parker gave me a great idea. One vs All!" He yelled as everyone was taken aback, as they assumed one thing.

"WE'LL ALL BE FACING OFF AGAINST YOU?!" They all yelled out as All Might shook her head and hands furiously.

"No no no no young heroes! Not against me, but against Parker!" He said as everyone turned to Spider-Man, who did not flinch at the site of them looking at him.

"Against Peter?"

"Can he even handle all of us?"

"This was his idea?"

"Is he really that cocky as a person?"

As everyone asked questions as fast as the wind blows, All Might took control, "Now now, it may seem like he is coming off as arrogant and cocky, but young Parker has something none of you do. Can anyone guess what it is?" When no one answered All Might chuckled and looked at them all with great pleasure, "EXPERIENCE AGAINST REAL VILLAINS!" Everyone looked aghast as they stared at Spider-Man.

"You fought real villains before?!"

"How?!"

"But you aren't licensed?! How have you not been arrested?!"

"When?! And how was the experience?!"

"Did you defeat them all by yourself?!"

Out of everyone, only Deku knew that Peter had the experience, and Bakugo was getting the feeling that he has seen a costume familiar to that one before. Deku was thinking to himself and since he had a promise to keep, he mentally made sure not to mutter out loud. "Peter did save me and Bakugo from that sludge monster, but All Might said 'Villains' that is a plural word. So has he fought more than just that one? If so, how many? How experienced is he? Is he already a pro in some form? Can he really take on all of us?" His thoughts were snapped as All Might began again.

"In this scenario, all you will face Spider-Man at once. He will be playing the role of a villain, and your job is to stop him. Always remember that a hero never kills or does more damage then they should, I will step in and stop the battle if I feel like I should. This applies to everyone. Now, your goal is to capture Spider-Man, and to make sure you cause minimal damage to the city as possible." All Might interested as he looked to Spider-Man, "You have 10 minutes to prepare yourself, and I want you to act like a villain." Spider-Man nodded and fled the scene. "Everyone else, use that time to get to know the abilities of everyone and formulate a plan. I will be watching from afar." All Might as he sped away, leaving the class behind.

Class 1-A stood in silence as the realization that they will be facing Spider-Man alone began to sink in. When no one spoke up, Iida did so. "Everyone formulate a circle, so we may strategize on how we should best Peter!" Everyone gathered around as they all made the circle. "Right now we need to know what we can all do. So, as you all know, I have jet boosters in my legs so I can run fast. We'll all share what we can do by going to the left, one at a time."

(Assuming everyone reading this knows their abilities, I will not explain them.)

After hearing all of each person's Quirk Iida continued, "Okay. Since he has the powers of a Spider and we have seen how powerful and fast he is, we can assume that brute force will not work on him. We can also take out any strategies that involve outrunning him." Iida said as Bakugo grunted and left the group. "Bakugo! We need to formulate a strategy that will-"

"Save your breath! I'll handle him on my own when it is time! I don't need anyone's help!" Bakugo yelled back at them.

Yaoyorozu looked at Iida, "Drop it. We have 19 others here. We should be able to defeat him with all of our powers. We have the numbers game on our side." Yaoyorozu then continued by saying, "Spiders are agile and quick, and some can lift 50x their own weight. So if there is a chance Peter is holding back, we should take that into precaution to not battle him head on like Iida said. Now, on land, a spider can not outpace a human, though Peter is different and he able to, however, if he were airborne or ballooning, he will be faster than Iida so his webs make him extra dangerous in terms of air speed. A jumping spider can jump 20 times their body length, so he is able to jump away if needed." Yaoyorozu said as everyone was stunned beyond belief by her statistics.

After shaking off how incredibly knowledgeable Yaoyorozu is, Tsu then added in what Peter had told her before, "Peter told me that he had this sixth sense called a 'Spider Sense.' It alerts him to any incoming threats around him, so he will be able to detect us."

Yaoyorozu then firmly said, "And that is how we will win. We will trick his spider sense into believing he is in danger so when he dodges, we'll get him with another attack. I believe Todoroki's ice ability will be best for that situation." Todoroki simply nodded as he listened to her.

Yaoyorozu took a deep breath and continued, "Now. Spider webs are hard to discard, you all have touched one or at least seen how durable it is. So Ashido, you will provide assistance to anyone that is caught in web by using your acid. Just try not to get caught yourself."

Ashido smiled and saluted, "Yes madam!"

"Iida, I want you to be with Ashido to make sure she doesn't get caught, plus if we are having multiple men down, we will need a fast way to recover." Iida was stunned still, but shook it off and nodded his head in agreement.

"Asui since you seem to know Peter more than any of us, and your tongue can be used to swing around, you should be the one to distract him and fight him. I know we said head to head won't work, but in this scenario, you have the best chance to provide us time to set up the trap."

Tsu replied with a kero as she began to recall Peter's fighting style during the entrance exam.

"Uraraka, try your best to touch him. If we can get him off guard since he will be airborne for a moment, that will guarantee us a victory because in that moment Todoroki will freeze him." Uraraka smiled, "Okay then!"

"Sero, block off any form of escape and any alleys for him to hide in. We have to keep him the open, and trapping him will only make him more dangerous since there is a possibility of him letting loose." Sero chuckled in response knowing his objective.

"Everyone else, besides Midoriya, play containment. Do not fight him head on unless needed too, but your primary objective is to contain him in the open. Do not let him escape."

All of them nodded as Deku then asked, "Then what do I do?"

Yaoyorozu looked at him, "You are our last-ditch effort. We saw what you can do, and if it comes to it, I will need you to hit him. If you can land a single blow on him, that will surely knock him cold, or stun him long enough for us to capture him." Deku was hesitant about this since he did not know how a full power 'One for All' would do to Peter, but he agreed.

Yaoyorozu then finished off by saying, "I will also try to contain him, and support all of you with my creation powers. Also don't let Bakugo get in your way."

Everyone knew what they were doing, now the problem was how to trick Spider-Man into a trap. Without knowing how Spider-Man fully functions, they decided to wing it.

Spider-Man was in an alley as he waited for the course to begin. He did not know what he would be facing, so he had time to set up traps and to formulate what plans they could use. As he is doing this, he also tried to think how he will play the villain. "Hmm…try to act like a villain huh? I'll wing that part; I mean I have faced multiple villains before. I'll just take from them." As he went through the villains in his mind, one certain face kept popping up. Venom. Specifically, the evil version. "...I am glad he isn't here. If he was, there would be no telling what hell he would bring with him."

"Time's up! Everyone! Go capture Spider-Man!" All Might's voice was heard through speakers outside as everyone then rushed the designated area, and as for Spider-Man, he began to crawl around in the shadows.

As everyone got there, Bakugo splitted off as he ran around looking for Spider-Man. "Okay everyone, still together and watch yourselves. There is no telling what he will do." Yaoyorozu said as everyone looked around. There was movement, there were sounds, a trash can falling over and Dark Shadow rushing it to find Spider-Man. Nothing.

They heard the Spider webs being shot, but no one knew where. "He's trying to get us off guard. Stay focus." Iida said as they all nodded. When a large shot of web was shot out from an alleyway, everyone looked on as it caught Iida and pinned him on the wall. As Ashido used her acid to melt the web, everyone looked on from where the web was shot as Dark Shadow rushed it again, but no one noticed that Spider-Man was quietly taking out their numbers.

"I found nothing!" Dark Shadow said as he returned.

"Okay then, Sero, contain it!" Yaoyorozu yelled out as she didn't get a response, "Sero?" Everyone looked around and saw that he was gone along with Aoyama and Koda.

"Damn it that was a distraction! He took three of us!" Iida was freed as Ashido and him regrouped. "Together, we'll be one easy target, should we split up?" Iida asked as

Yaoyorozu nodded, "Yeah. You and Ashido keep running and hiding, try to find the three and anyone else if they get caught later. Asui, swing around, try to find him. Hagakure, you go alone and try to find him too, but do not engage, you are the spy and trap finder. Find one of us and report your seeings. Jiro, use your earphone jacks to try and find him too."

Everyone did as told and left while Jiro plugged her jack into the ground. "I hear two unidentified footsteps. Either Bakugo or Spider-Man. They are near, but a few blocks off. One to the left and the other to the right." Jiro said.

Yaoyorozu took in what she get and made a plan. "Right. We all split up. Todoroki, you lead the other group." Everyone split off in two different teams as they headed in different directions.

Bakugo

"Ugh! WHERE ARE YOU PARKER?! SHOW YOURSELF!" Bakugo yelled out as he kept looking around trying to find Peter. "STOP HIDING LIKE A COWARD AND FIGHT ME!" Bakugo said as he suddenly felt a web on his back and swing him back into a wall.

"As you wish." Spider-Man said as Bakugo got up with a grin.

"That's much better." He said as Bakugo rushed him and swung for a sharp right.

Spider-Man caught his arm as Bakugo looked in slight shock, "Try to at least make this fun." Spider-Man taunted as Bakugo tried to hit him with his other arm, but Spider-Man ducked and kneed him the stomach. Bakugo was quick though and tried to go for a kick of his own, but missed as Spider-Man moved to the left and sucker punched Bakugo across the face. "For an explosive quirk, your hits are as weak as Pop Rocks candy."

Bakugo looked at him with slight agitation. "I'll make you eat those words!"

Bakugo rushed him again as this time he jumped in the air, and Spider-Man caught his leg, but Bakugo was quick and shot an explosive at Spider-Man's back which stunned him. Bakugo took this time to hit him with another explosion punch as he launched Spider-Man away and into a wall. "That's just a taste of my power Parker!" Bakugo yelled out as Spider-Man got up.

"Alright then, let's play a little child." Spider-Man said as he then two webs, and Bakugo dodged them both but Spider-Man thrusted himself and kicked Bakugo in the chest as Spider-Man then followed up with a punch to his face, a sweep kick, and then a fist to his stomach to end off his little combo. Bakugo blasted under himself as the building's floor broke apart as both landed on their feet. Bakugo then began to throw wild swings at as Spider-Man dodged all of them before striking him in the kidney with a kick.

"You're boring me Bakugo." Spider-Man then used his web to trap Bakugo's left foot on the ground. "And I have no time for F rated heroes." He then punched Bakugo hard in the face as he fell onto his right knee and Spider-Man shot his webs to trap Bakugo's hands to the ground. "Four down, sixteen to go." Spider-Man began to leave as Bakugo struggled greatly to get free.

"HEY! COME BACK AND FIGHT ME!" Bakuo roared out as his explosive Quirk wouldn't break the web.

Spider-Man then stopped and turned, "Why should I? I said make it fun, I had no fun at all. If you are this easy to beat, then I won't waste my time with you." Spider-Man said as he jumped out of a window and swung away.

"GRRRRRRR WHEN I GET FREE, I WILL KILL YOU!"

Yaoyorozu's Group

Yaoyorozu grouped consisted of Uraraka, Shoji, Kaminari, Tokoyami, and Midoriya. As they all were rushing to the building, they entered it and immediately set off a trap as Shoji was captured in a massive web trap. "Darn it. Keep going, and I'll wait for Ashido and Iida to arrive." Shoji said as the rest looked around the building.

"Tokoyami, have Dark Shadow look ahead." Tokoyami summed Dark Shadow as looked around for any signs of traps or Spider-Man.

"I see nothing. It looks empty." Dark Shadow said as he came back.

"Okay then, still though, we need a thorough check." Yaoyorozu said as the everyone began to check every corner and whatever space that was large enough to hide someone.

Todoroki's group

Todoroki's group had Kaminari, Jiro, Sato, Ojiro, and Mineta as they ran to other building, but instead of getting trapped like Shoji did, Todoroki's instincts kicked in and he threw something in place as the trap was activated. "Alright, Jiro, plug in and listened." Todoroki suggested.

Jiro did so and instantly said, "Upstairs." All of them then went upstairs to find Bakugo pinned in web as they all signed, "Not who are looking for." Jiro stated as she began to search the room.

Kaminari approached Bakugo with a smile, "So how did it go?" He said as Bakugo looked at him.

"Shut up!" He said fiercely as Kirishima snickered.

Todoroki was next to walk to him, "Where did he go?"

Bakugo grunted, "Out the window behind you." He said as Todoroki motioned everyone to leave.

"Are you just going to leave me here?!" Bakugo yelled out as Todoroki looked back.

"Ashido and Iida will set you free soon." He said as he left as Bakugo threw a mini fit.

"Where to look now for that Spider-Man?" Sato said as Kaminari smirked, "Can't wait to fight him. I'll knock him down when I get him."

Mineta kept up with them as he looked around, "If anything he is in the shadows maybe since Sero wasn't able to do his job."

Todoroki looked back as he walked, "If we do that, we all might get caught in a single swoop. Jiro, listen for him again." Jiro plugged her jacks into the ground and listened again.

"Nothing. I can't feel any movement." She said as she pulled them out. "Which means he must be in…"

Todoroki suddenly turned around and put up an ice wall as web was seen going over it. "There he is!" Mineta said as Spider-Man was standing on top of it.

"Pointing out the obvious little one? You are outclassed here." Spider-Man taunted.

Mineta looked angry, "Don't doubt me because of my size!" He said as he popped off one his balls and threw it at Spider-Man to which he dodged.

"You won't get me like that." Spider-Man said as he jumped down. "Let's see if all of you can fight me better than Bakugo did." He said as he got into a fighting stance.

Everyone surrounded Spider-Man as he looked around. Kirishima went first as he hardened himself and began to fight with Spider-Man while Mineta threw more balls behind Spider-Man.

As Kirishima and Spider-Man were fighting, Todoroki looked at Jiro and Ojiro, "Try to get the others attention, we could use them now." Todoroki said as Jiro ran into a building to get to high altitude, while Ojiro used his tail to get around.

Sato took sugar from his pouch and ate it all as he suddenly got more tensed up. "YEAH! LETS ROCK!" He said as he joined in the fight.

Spider-Man kept hitting Kirishima as it seemed to have no effect on him as Kirishima fought threw it, "Good luck fighting me like this! My skin is as hard as rock!" He said as Sato jumped over him and attempted to smash Spider-Man with his fist, but he dodged it and Sato smashed the ground breaking it. Kirishima and Sato began to fight together as Spider-Man dodged them both at the same time. "Impressive but not good enough." He said as he jumped back and spun web around Sato feets tripping him while firing some at Kirishima's eyes.

"Ugh! Damn it he blinded me!" Kirishima shouted as he tried to pry off the web while Sato tried as well on the ones around his feet. Spider-Man felt a soundwave being sounded off as he looked on top of a building and saw Jiro firing a soundwave to tell the others where they are. Before he could do anything however, Ojiro and Tsu both got the jump on him as they smashed him into the ground.

Yaoyorozu and her group heard the sound wave as they looked up. "That's Jiro! They have him! Let's move people!" Yaoyorozu said as her group moved to where Jiro was.

Spider-Man got up and was quick to dodge Tsu's tongue, but failed to dodge Ojiro tail that hit him from behind. "Damn it!" He said as he Tsu and Ojiro rushed him and began to throw punches at him from behind and in front of him. Spider-Man kept dodging them all until he jumped up and shot web at Ojiro, and flung him towards a building. Tsu used her tongue to grip Spider-Man and she flung him, but Spider-Man got her by the tongue and dragged her with him as the both crashed on top of a building.

They both got up as Tsu looked at him. "I like the outfit. It is plain, but it looks good too."

Spider-Man snickered, "Complimenting the villain huh? Well I do the opposite, I taunt them." He said as Tsu shot her tongue to him, but he dodged, which is what she wanted as tongue gripped around a pole and she thrusted herself to him, but Spider-Man ducked limbo style as Tsu swung herself around the pole and landed on her feet. She immediately ducked as Spider-Man went for a right hook and hit him with a jab to the chest, then she uppercut him. As he was stunned, Tsu then grabbed him by the head and hit him with her knee. Spider-Man recovered and grabbed her arm, then flipped her over his back and stomped on her chest. "I'm the bad guy, remember?" He said as his voice sounded cracked a bit.

Yaoyorozu and her group had regrouped with the others as Jiro jumped off the building and landed next to Yaoyorozu. "Where is he?" Yaoyorozu as Jiro pointed to the building.

"He and Tsu are fighting up there, but she will need help." Uraraka took Kaminari and floated into the air.

"When can you fly?!" Kaminari said as he wiggled a bit.

"Just now! Stop squirming!" She said as she dropped of Kaminari and made herself weightful again. On top of the building, they saw Tsu had been tied up in web and her mouth covered in web as Spider-Man was waiting for them.

"Hello there. The frog won't help, and I believe we know how this will end." He said as Kaminari fired electricity at him as Spider-Man then remembered his old electric enemies. "This should be a lot easier since he is a rookie." He said as he dodged the bolts and fired two webs at his arms. "There that's it? Oh come one! You want to be a pro, and I already have you beat! Everyone else did better than you after I had taken the first three out!"

Kaminari smirked, "Uraraka, get off the building. I have a surprise for him." Uraraka was a bit hesitant, but did so as she floated down to the ground.

As she floated down, the others caught up to her as Deku asked, "Where is Kaminari?" Before she could answer, a huge shockwave of lighting was seen from the top as they looked up. "There." Uraraka simply said as they looked on still.

On top of the building, Spider-Man was in front of Tsu as he took the damage for her. Tsu looked at him confused as Spider-Man looked at her. "Couldn't help myself. Can't see you get hurt because of me." He said as he approached the ledge. If Spider-Man could see her mouth, she was clearly smiling.

Everyone was not stunned but ready as they saw Spider-Man looking over the edge. "Your friend has a fried circuit. Need to call an electrician." He said as he jumped down.

Everyone faced him off as Yaoyorozu yelled out, "Together now!" She said as she created a staff for herself. Spider-Man ran to them and jumped firing webs all around them as they all dodged them. Spider-Man ducked as Yaoyorozu extended her staff to hit him, but he grabbed it and pushed it back at her, as she dodged her own staff too. Todoroki fired small ice at him as Spider-Man was quick to jump away from all of them as Uraraka was touching any type of item she could find to throw at him. Deku was in the back waiting for an opening with Mineta as he watched in amazement, but mostly to stare at Yaoyorozu. Jiro and Yaoyorozu were working together to get Spider-Man off balance as Jiro would fire a soundwave, then Yaoyorozu would try to hit him with her staff.

Spider-Man jumped her staff and balanced himself on it as Yaoyorozu looked in awe. "I like this fight. It is very interesting." Spider-Man said as he jumped off and landed behind her, but before he could do anything, he was hit by Jiro's soundwave and pushed back.

As he regrouped, he jumped up and dodged a beam. "Wait a beam? But that would mean…" Iida and Ashido arrived along with anyone who was trapped, including an angry Bakugo.

Yaoyorozu turned to Ashido and yelled, "Go above to the top, Kaminari and Tsu are up there in webs too!" Ashido ran to building as Spider-Man aimed his hand at her.

"Oh no, you don't!" He suddenly felt an explosion on his back as he flew a few feet. "YOUR BEEF IS WITH ME PARKER!" Bakugo said as he ran over and caused another explosion that sent him flying again.

After several times of skipping on the ground, Spider-Man got up and headbutted Bakugo, but had to dodge right side as Aoyama fired another laser at him, then he dodged left as Kirishima went for another assault on him, but suddenly he had to move again as Sato also joined in. All three fighters kept trying to land hits on him, but Spider-Man kept dodging them all.

As he kept dodging, Bakugo kept getting more enraged. "I'M GOING TO KILL YOU!" He set off an explosion that took everyone out, and Sato hit his head on a pole as he now temporarily out. Spider-Man was seen in the sky as Dark Shadow grabbed him and flung him to the ground. Todoroki used his ice to try and trap Spider-Man, but it failed as he used his arms to move himself away.

As he did that, he did a spin jump as he shot web and hit Jiro with a ton of web that stuck her to the wall. "Damn it! I can only fire in one direction now!" Jiro said as everyone looked at Spider-Man.

"Round 2 people?" He said as many of them rushed him again.

Yaoyorozu yelled out, "Guys don't! He'll get you all!" but it was too late Spider-Man jumped away and shot a massive web at them, trapping Ojiro, Kirishima, Tokoyami, Bakugo, and Mineta all under it. Spider-Man then shot a web at a building, but was being chased by Sero as he used his tape to follow him. "Not getting away this time!" He said as he fired tape from his other hand, but Spider-Man caught it and tugged greatly on it to force Sero to him as Spider-Man then gave him a sharp kick to the chin. After that, Spider-Man let go of the web and spun Sero around in the air for a bit before throwing him the ground and landing next to him. Spider-Man webbed him into the ground.

Koda was busy gathering a lot of animals from wherever they were as he commanded them to attack Spider-Man. As Spider-Man and everyone saw the horde of animals, Spider-Man was quite surprised. "Oh wow! So he is basically the land version of Aquaman, or this universe's Nature Girl, er, boy. Or…focus Spider-Man!" He said as he lept away with web as birds attacked him in midair. This caused him to fall as a majority of the animals pounced on him and attacked him.

Everyone looked on as Yaoyorozu believed this might be the win, "Koda! Call them back! Todoroki, get ready!" Koda called them all back, but as soon as he did, Spider-Man shot a web at a building and fled for a bit.

Yaoyorozu was clearly frustrated now. "Damn it! He is too quick!" She said as Tsu jumped down with Ashido.

"What did I miss?" Tsu asked as Yaoyorozu looked at them.

"Spider-Man is just not going down! He fled the scene, but he should be back soon." Ashido looked around and saw Ojiro, Kirishima, Tokoyami, Bakugo, and Mineta all trapped under a web.

Before Ashido could do anything, Yaoyorozu stopped here. "Don't. They have become bait now. If you get near it, you'll be trapped." Ashido did not move as everyone assembled again.

"We will need to act now. We are sitting ducks here." Shoji said as everyone was on guard in all directions.

"Yaoyorozu, what shall we do?" Iida asked as she thought.

"We get caught. That's what we do. Not all of us, but we sacrifice ourselves to him so Todoroki can get him." Yaoyorozu said as the rest murmured if that was the right strategy. "Do any of you have a better solution?" She asked as no one said anything, "Then stick to the plan." Yaoyorozu said as a web was shot as her, but she put up her shield and blocked it.

"Geez. You act a little too much like Captain America. Even got yourself a shield as well." Spider-Man thought in his head as he stayed hidden in the shadows. He had them all, and he knew he could get them, but Yaoyorozu is a gifted tactician and her plans are working. He just needs someway to get around her and her schemes.

Spider-Man shot web at Uraraka and caught her in web. "Uraraka!" Deku shouted as he ran to her position as everyone was caught off guard by Deku's reaction.

[BGM: Spider-Man 2 - He's Back!/Train Fight]

"Perfect." Spider-Man said as he then swung down and hit Koda with his hook to his face. Sato ate more sugar as Tsu pounced at Spider-Man, but he grabbed her by her leg and spun her into Jiro. As Sato was on his Sugar Rush once again, he charged at Spider-Man and threw down a mighty fist at him, but he blocked it with both of his hands and overpowered Sato. He gave him a snap kick to the head as he did a backflip because Aoyama fired his laser and it hit Sato instead. When Spider-Man was upside down, he shot web at Aoyama's tummy so the laser was blocked off. Once he landed, he and Yaoyorozu began to clash as she went for a roundhouse kick, but he ducked and swept her leg. Yaoyorozu put her hands behind her and forced herself back up on her feet when her hands hit the ground. Once she was up, Yaoyorozu swung a sharp hook and connected with Spider-Man's jaw as he stumbled a bit, Yaoyorozu hot him with her shield to the head as he was now looking dazed.

"Todoroki!" Yaoyorozu said as before Todoroki could do anything, Spider-Man shot web at his face and it made Todoroki freeze in place as he was now blinded.

Yaoyorozu went for a shield bash, but Spider-Man caught her shield, flipped her over him as he took the shield and flung it at Sato, who was getting up, and hit him the head as he was now knocked out.

Spider-Man was then hit by another powerful force, but it felt like four hands instead of one. He was then grabbed by his shoulders and forced backed as he saw Shoji now in the action as Shoji gave him a jab, uppercut, sharp hook, knee, cross, and finally an over the head elbow. Ashido was busy trying to get Aoyama's laser to work again as Shoji held off the Spider-Man. When Spider-Man was about to recover, Iida ran in and hit him in the back of his head. As he stood up again, Iida run back and gave him a painful gut punch as Spider-Man fell over in pain. Suddenly he was launched back by a laser that pushed him into the middle of the street.

Everyone surrounded him one last time as Ashido was now melting the web on Todoroki's face. Spider-Man got up and looked around. Yaoyorozu, Tsu, Koda, Jiro, Aoyama, Iida, and Shoji all around him. He looked past Yaoyorozu and also saw that Ashido is about to free Todoroki. "You lost Spider-Man. You can accept defeat with honor. Either way, we win through capture." Yaoyorozu said as Spider-Man thought of a plan, but if he messed up, it was game over.

"Oh really? Says the one who has no experience in war. In war, only the ones who put down their enemies first survive and win. In this, I am still standing." Spider-Man as in a blink of an eye, he shot webs at all of them and pulled the webs together in hand one, jumped up as high as he could as all of them were flung to each other and hit one another at the same time, while Todoroki had used a massive ice attack that froze them all in place. Spider-Man was left untouched as he stood on a big piece of ice. "Nice try rookies, but I am the Superior Spider-Man. Well…kinda." Spider-Man said as he now had only a few left. Deku, Todoroki, Ashido, and Uraraka.

Ashido had freed Uraraka as they all looked at Spider-Man. "So…any ideas?" Ashido said as Deku looked on.

"Maybe. I just need to hit him. He keeps dodging Todoroki's ice because he can sense it before it comes. So we need him to be tricked right? Use your ice to keep in the air, and I will hit him the air , but he needs to be distracted in the air so he can't dodge me. Ashido, use your acid to break things down for Uraraka so she can throw weightless items at him to distract him in the air." Deku said as each of them nodded.

"Just to give you guys a heads up, remember the invisible one? Yeah I took care of her already. Pressure points on the neck are a real pain, and since she is invisible, there was no need to web her up." Spider-Man said as he walked towards them slowly.

"Okay. You know what to do. Todoroki, I'll distract him, just try not to hit me with ice." Deku said as he ran towards Spider-Man. "Oh yeah sure, facing me head on. Like that ever worked for anyone the since this chapter started." Spider-Man said as he ducked under Deku's right hook, and gave Deku a sharp jab to the chest. Spider-Man wasted no time in easily overpowering Deku and dodging any ice attacks Todoroki was using as Ashido was melting a lot of items for Uraraka; she looked at the two fighting and had a worried look on her face.

"Hurry up Ashido, if Spider-Man takes out Deku, we lose!" She said as Ashido looked at her.

"I'm going at my fastest here! My acid can't go any faster then it is now!"

Deku felt really pathetic right now as he was finally facing off against Peter, only for him to dodge every attack he threw at him and return it with an attack of his own. Todoroki was getting agitated now because everytime he fired ice at him, he always missed because Spider-Man saw it coming. He felt a spark flare up, but he wasn't going to use it. Never will he use his fire. Ashido and Uraraka were finished as Uraraka went around touching everything. "Ashido, help me throw them." Uraraka said as Ashido then yelled out, "DEKU NOW!" Both of them began throwing items at Spider-Man as he kept dodging everything that was thrown at him, and Todoroki's ice attacks. Deku saw the opening and began to charge up his attack. He launched himself at Peter at reeled back his arm. Spider-Man saw this and was stunned in the air as Deku yelled out, "SMASH!" Deku hit Spider-Man as he flew back across the city with amazing force as everyone was moved back a bit by the impact. Deku's arm was broken once again as it was limp and purple. But they all looked where Spider-Man was.

"Let's wrap this up!" Todoroki finally spoke as he, Ashido, and Uraraka all ran to where Spider-Man's location as Deku watched in horror as he could not bring himself to move at all.

"Please let Peter be okay…" Deku whispered as he felt his heart sank seeing the damage that was caused.

When they got there, there was rubble everywhere as he went into a building and it collapsed on him. "Uraraka, clear it up! He may actually be in serious danger!" Ashido said in freight as she did not expect that to happen. Uraraka and Todoroki began to remove the rubble on Spider-Man as she began to feel nauseous, but continued anyways. Once they removed enough, Spider-Man was under it all and looking in terrible shape as his costume was ripped, his mask completely gone, his eyes were closed, and blood in various places.

"Oh my god…" Ashido put her hands to her mouth as Uraraka and Todoroki were in shock by this scene.

"Oh god please be alright." Uraraka said as Todoroki picked him up.

"Now it's not about the objective anymore, we need help." He said as Ashido went to the other side and helped carry Spider-Man away.

As they were doing so, Spider-Man stirred a bit, but it was weak movement as Ashido looked at him. "Peter please. Don't move. We're done here. You are in terrible shape and we need to get you some help."

Spider-Man heard that and looked up a bit, "T-thanks guys, I really appreciate this level of concern from you all. But…" Just as though he looked weakened, Spider-Man flung himself off of all them and wrapped each of them in so much web, it covered around all of them till they looked like cocoons with only their heads sticking out.

All of them in were in shock as Uraraka looked at him, "Peter! You tricked us?!"

Ashido looked very pissed off, "God damn it Peter we were really scared!"

Spider-Man looked at them as he chuckled, "And that is where you all messed up. You let your guard down and turned your back to the enemy, that is why I got the last laugh. Just know this, if I was a real villain, maybe one, two, or all of you would be dead." He said as he began to walk towards Deku while holding his chest rather tightly, who saw everything and knew he was the last one standing.

Deku looked on as he was...there were no words to describe how Peter was even standing after he had taken 100% power from him. How was Peter still standing and still had enough power to trap the others. Inside of a room, All Might watched in pure shock and amazement. "Peter… you are something special. I thought for sure you were done, but it seems even one hit from Deku can not keep you down. Peter Parker. I think you are something this world needs, and a friend Deku must have at his side."

Spider-Man was now face to face with an unmovable, and quite possibly frightened, Deku. "Deku. That punch did knock the wind out of me, and I feel I may have a few broken ribs. But I have been hit by harder forces. You'll know soon enough." Spider-Man said as he simply spun the last remaining web he had at Deku's feet. "That's a wrap All Might!" Spider-Man yelled out as an alarm blared and All Might's voice ranged out in the speakers.

"AND WITH THAT, SPIDER-MAN IS OUR WINNER!"

[BGM: Spider-Man 2 - Appreciation]

Everyone was out of their webs or ice soon after Peter used a chemical to dissolve the webs, and Todoroki melted the ice and others helped by breaking it down. The ones who were stuck in the ice were given warm blankets and will see the Recovery Girl along with Deku. Peter checked on everyone as they all gave him praise and their thanks. All but Bakugo, who left the scene as soon as he was free.

"Alright, I know this was planned so who came up with it?" Peter asked as they all pointed to Yaoyorozu who was sitting and looking down in shame. Peter approached her and knelt to her level. "Hey Yaoyorozu." He said softly as she looked up at him.

"That was an amazing battle Peter. You outlasted all of us…" Yaoyorozu said in defeat.

Peter couldn't help himself but smile, "Don't let this get you down. Trust me when I say this that if you had experience, you would have bested me. I was actually on my toes the whole time. I never doubted any of you, but I could never have guessed you would come up with a master plan that good." Peter said as Yaoyorozu focused on him as he continued, "For a hero in training who has no experience in guiding a team like this in terms of strategizing and battle, you will be one of the greatest when you are a pro hero because that brain of yours is already thinking like a pro. I believe I see a legend in you." Peter finished saying as

Yaoyorozu now had a smile and was teary eyed, "Thank you Peter."

He chuckled and patted her shoulder, "Never doubt yourself, and never give up. You will always find a way." He said as he left. "If Cap were here, I would think he would take her under his wing when it comes to leadership."

Peter kept walking until Tsu approached him with a blanket over her. "Oh Tsu. You doing any better?"

She coughed in her hand and looked at him, "No thanks to you. But I'll be fine."

Peter scratched the back of his and laughed a bit nervously, "You aren't going to get me back are you?"

Tsu shook her head, "No. It was training simulation and you best us, no reason for revenge. You played your part well, and I can learn from this."

Peter smiled at this, "Good. Learn from every battle even if it is short and one sided there is always something to learn."

Tsu blankly stared at him for a second before saying, "You are just a goody two shoes aren't you?"

"Ehhh….yeah."

"I have no problem with it; it's nice. Also, I am free next Friday at 1pm, want to go hang out again at the same place?"

"Yeah, I'll meet you there."

Peter and Tsu shared a hug before she left as Peter watched her leave with a smile.

"AWWWWWWWW! You like Tsu! That is so cute!" Peter snapped his head back as Uraraka was beaming with delight.

"W-what no! No, I don't!" Peter said as his face flushed with red, "Damn it this just like what Deku said a while ago! Except I can't blackmail her!" He thought as she giggled.

"Yes you doooooooo! I can see it on your face and smile!" Uraraka said as Peter was trying to say words, but couldn't. "Don't worry, your secret is safe with me~" Uraraka said and winked at him before she left, leaving Peter flustered and then he looked down and signed.

"I can't stay mad at her. She is like a kitten or a puppy. You just can't stay mad at that innocent looking face."

When he looked up, Deku was standing there. "Hey Deku, shouldn't you be at Recovery Girl's office?"

"How did you survive that hit?" Deku said, wasting no time bringing up the elephant in the room.

"Already asking the million dollar question huh? Wanna ask one that isn't a million dollars first like, 'Why is one half Todoroki's face red?' " Peter said as he wanted to avoid to the question.

"Peter! I need to know! I crushed a robot with that same punch and force, yet you got up with only a few broken ribs?! Anyone else would have been defeated!" Deku was serious on getting an answer.

Peter knew he couldn't walk away from this, but he couldn't tell Deku his secret either. "Deku...I really want to tell you, and I really do. But…I don't know if I can. Not because I don't trust you, but because I am not sure how you'll take it or even believe me for that matter."

Deku looked down at him as he gripped his broken arm, "Peter. I'm not going to pry, but surviving an attack like that and walking it off is beyond reasoning. Even quirks with healing factors can't survive that without some form of injury." Deku said.

Peter just looked at him, "I'm sorry Deku. Maybe one day I can tell you. Till then, I can't."

Deku signed as he gave up, "I understand Peter." Deku said before leaving the arena.

A little while after Peter was walking solemnly through the halls as he was getting ready to go to his next class. Before he could, however, a door next to him opened and showed All Might. "Ahh young Parker. Just the man I wanted to see." He said as Peter stopped and looked at him.

"Really?" All Might nodded and motioned him to come into the teacher's room as Peter did so.

"So young Parker. I see you are more durable and cunning then I thought you were. You took a mighty punch that sent you into a building and collapsed on you, but you also managed to out class twenty students in which you hardly knew what any of them could do."

All Might said as he was making tea for them with Peter sitting on a couch. "Yeah. I could have told you my skills, but I guess seeing it is better than actually being told." Peter bragged slightly with a smile.

All Might looked at him and chuckled, "You have that right young man. But I called you in here because I believe I can share this with you." All Might's face then got serious as he sat across from Peter.

"My powers are not of my own. In fact, I was given these powers by someone else. I am the eighth user of this quirk. There is much history to cover, but I will tell you on a different day." Peter was looking very interested in this as he was leaning forward with all of his focus on All Might. Steam suddenly started to appear, and All Might reverted into his original form.

Peter looked confused, amazed, shocked, and curious, "W-w-what happened to you?! You were looking like Bane with a Hulk Hogan personality to a crack addict I see every corner in Queens?!"

All Might gave Peter piercing eyes as he stared him dead in his eyes, "Don't call me a crack addict boy!" Peter eeped and apologized quickly as All Might continued, "This is my actual body. The body I use is from the Quirk 'One for All'. As I said, it can be passed down from every generation, and I am the current user of it. However, my time is running out, and I have found a successor in Izuku Midoriya. He is now the holder of 'One for All'."

Peter immediately solved the puzzle in his head, "So that attack he used on me was the same you used on that sludge monster?!"

All Might shook his head, "Not quite. You see it takes time to master the Quirk's power, and Midoriya has only had it for a few weeks now. It is the same punch, but it isn't the same form of it. You get what I am saying?" Peter nodded as All Might continued, "I am telling you this because I see you as a person able to help Midoriya get through rough times when I am not there. There is going to be a time when I am not there, and I could possibly be dead at one point, so I want you to be there. I was thinking of not telling you, but I have too because if you can't understand the power he is given and a twist of fate were to happen to me that resulted in my demise, who is going to pull Midoriya through those dark times? His friends maybe, but no one could help when it comes to his Quirk. I know you can't teach him how to properly master it, but I know you can keep him paced. To keep him from overdoing it and not risk destroying himself."

All Might looked up at the ceiling and signed, "Which is why I also believe it is best if you tell Midoriya…no….your entire class your secret."

Peter bewildered by this, "Why?! What is the reason behind that?!"

All Might looked back at him, "Because if you wait to tell them, you might lose their trust because if they find out on their own, they may think you don't trust them. Keeping secrets from others is normal, but one that says you are an outsider and that you are better than most pro heroes that exist is another. Look. What I am asking of you isn't an easy one, but there is more at stake here. This class is gifted, everyone is. I can't afford to see them fall, and they need a leader. One who knows justice and what is right, one who never gives up no matter how hard it is, one who understands rage and lost and knows how to fight these emotions so no one commits an action they'll regret or make them a villain. The world can not lose a class as gifted as them. All of them will lead the next age of heroes, but they need someone by their side. And I believe that one person is to be you. In such a short amount of time, you already have their trust; they like you, they are supportive of you, and I can see that they are willing to follow you to the end. Peter. I need you to guide them and show them what a true hero is."

Peter was quiet after hearing this. It was one thing to lead them, but to tell them that he is from another universe is not something anyone can accept easily. He decided that he would never tell anyone, but what All Might is saying has some points to it. But should he, though? Should he tell them that he is from a different universe? Will they even accept him or cast him out? Can he trust that no one will spill this secret?

"Peter. You can trust them. They are kids, but they already have hearts of heroes. They will not betray you nor cast you outside. Trust me, they won't." All Might said as he got up and poured tea for himself and Peter.

He handed it to Peter, who took it and sipped some, "What if Mr. Aizawa finds out? I know he is a man who you can't hide things from when it is in plain site."

All Might chuckled, "Trust me, he knows. He found out already, but he will never speak of it." Peter choked on his tea as he looked at All Might.

"HOW?!"

"You said it yourself. He saw it in plain site, and figured it out. He came to me and tricked me into spilling it. He told me, 'It only confirmed my suspicions. I won't tell anyone. Peter seems like a good kid.' "

Peter slumped back and signed, "Okay….I'll tell them all tomorrow."

"I just hope Tsu or Deku can accept me if everyone doesn't." Peter thought as All Might wrote him a slip and excused Peter from the room.

The next day had came, and Peter was not ready for it. "This is it… the day I seal my fate here. I just wish I was ready for it." Peter thought as he entered the classroom.

Everyone looked at him as Aizawa spoke, "You're late Peter. You better have a good reason why." Aizawa said as Peter looked at him.

"Yeah. I've been thinking about something, and I had someone tell me that I should reveal it." Aizawa looked at him still as Peter mouthed 'you know it already' to him.

Aizawa simply nodded and moved out of the way, "Then say it Peter."

Everyone was whispering as Tsu and Deku were the most intrigued by this. Some thought he was leaving, others thought he cheated yesterday, and many more topics came up as Peter stood where Aizawa would usually stand when he was talking. Everyone shushed each other as they focused on Peter. Peter looked at all them and saw Deku and Tsu. "Lord if you are listening to me, please don't make my life more hell. I finally found some peace here, and I can manage my life better here than I ever have. So please I beg of you, don't take away what little happiness I have left here."

Peter signed and cleared his throat. "No, I am not leaving. I didn't cheat yesterday. I wasn't on a drug yesterday. I didn't know your powers beforehand or anything. This has nothing to do with yesterday's activity. As you all know I have fought villains before. But not from here. I fought them somewhere else. As you also know, I am from Queens, New York, USA." Peter paused and took a heavy breathe, "But I am not from your Queens, New York, USA. I am from a different version of it where the crime rate is always high, and the villains are even meaner and eviler than the ones in your Queens currently and some here in Japan. I am from one where people love me, yet hate me. I am a hero there. I have been their hero, and I have been their hero for a long time until I was teleported here through a portal machine a few scientists made that malfunctioned and spat me out here a year ago. Everyone…I'm not from here. I never was even born here. I'm…" Peter took one more breathe and felt his heart skip as he said it, "I am from another dimension."