A/N: Please read and review?
On Wednesday April 20th, Peter and Gwen were both walking down a street, on their way back from the Movies, having just watched a sci-fi romance film called Bliss together.
"You know, you had me worried yesterday." Peter said. "When you, Miles, MJ and all them were being held at the Mall."
"Hey, I knew you'd find a way to help us, Pete." Gwen assured. "And I'm glad you brought those heroes to help you against that many."
Peter smiled and wrapped his arm around her, as she leaned on his shoulder.
"But, I have to ask, did White Tiger get a bit...you know, did she kiss you or anything?" Gwen asked.
"All she did was hug me, and that was after we'd saved you and the others." Peter explained. "That's all."
"Well, I can live with a simple hug." Gwen said. "As long as it's nothing more, as you know me, the jealous type."
They both laughed as they kept on walking down the street.
Unknown to them, Prof. Warren was glaring at them both from his car, which was behind them, eyeing Gwen lovingly, while glaring at Peter.
"You'll soon be out of the picture, Parker!" he snarled.
The Spider couple turned to each other and kissed each other, making him sick, as Gwen put her hands in Peter's hair, while her put his on her back and hair.
"That should be me kissing Gwen!" the Prof. snarled.
He revved up his car, making the couple part and turn to it, as it raced down the street and out of sight.
"Guess he's in a hurry." Gwen said.
"Must be." Peter said.
Prof. Warren kept driving his car, on his way home, as he thought about Gwen.
"Time to start my next plan to get rid of Parker." he thought. "He may be one of my best students, but I won't let him have Gwen like that."
Later, Prof. Warren had returned to his secret lab beneath his house, holding up a syringe like the one he'd used to turn Alexei into the Rhino, but this one was filled with brown liquid.
"I may have failed with the Rhino, but I won't fail with this one." he thought. "I made the mistake by not giving that fool Alexei something to control him."
He picked up a small device he'd create, then looked at a remote control nearby.
"But I won't make that mistake again." he thought. "This time, I'll make sure Parker is dead by my creation. Now, all I have to do is find someone to use it on, which I'll do in the morning."
He turned around and laughed evilly.
The next day, a strongman named Maxwell Markham was walking down a street outside a wrestling stadium, before he stopped outside of it. It was the same one Peter had gone to the night his Uncle Ben died, when he fought Bonesaw.
"Those fools." he snarled. "They can't ban me from wrestling? I was the best here, and they just threw me out for making a mistake!"
(Flashback)
Two years ago, Maxwell and another wrestler were inside a ring together, both circling each other while cracking their knuckles.
"So what if I did something wrong? That punk forced it on me."
The other wrestler charged at Maxwell, then they both grappled each other as the crowd cheered. Maxwell began to push his opponent slightly, knocking him against the ropes behind him, before he got knocked forward by them. Maxwell then whacked him with his arm, knocking him onto his back.
"OH!" he moaned.
"1...2..." the Ref shouted, slamming the floor.
The wrestler sat up and turned around, getting to his knees, before he got to his feet, shaking himself.
"Oh, you want some more?" Maxwell smirked.
The wrestler came towards Maxwell, then tried to kick him, but missed as he moved around him, then Maxwell wrapped his arms around him from behind. He put his forearms near his neck, as he walked backwards, before the wrestler banged his head onto his nose and mouth.
"Ah!" Maxwell moaned, stumbling back.
The wrestler moved to grab his right leg, but missed as he moved away, then he turned around to Maxwell.
"You'll pay for that!" Maxwell growled.
He grabbed the wrestler by the neck and held him up, causing most of the crowd to gasp, then put his head between two of the ropes, which Maxwell then twisted so they were around his neck.
"Hey, what the-" he began.
Maxwell tightened the ropes around the wrestler's neck, then began to play with the ropes, straggling the wrestler.
"Hey, stop it!" several people yelled.
"That move's illegal!" a man roared.
"Let him go, Markham!" several women screamed.
Maxwell ignored them all, until the Ref came over and grabbed him, blowing his whistle.
"Enough!" the announcer roared into his microphone.
The wrestler coughed as the Ref removed the ropes around him, before he turned and fell against them, panting.
"He had it coming, but they had to humiliate me and ruin my career!"
Later, Maxwell stood with the owner of the stadium, who was with the announcer, and both his and the other wrestler's manager.
"Maxwell, what were you doing back there?" his manager demanded.
"What do you mean?" Maxwell questioned.
"You preformed an illegal move back there." his manager said.
"In my stadium, I don't allow that kinda work!" the owner snarled. "And besides, what you did was unjustified."
Maxwell frowned. "So what? Other wrestlers have done that kind of move!" he argued.
"Oh, yeah, and since when have any of them got away with it?" the announcer inquired.
"Yeah, even Bonesaw has his limits, Markham, and you went beyond that!" the owner roared. "You nearly killed that man today!"
"The Doctors told me my boy nearly suffocated thanks to you!" the second manager snarled.
Maxwell looked at them all angrily.
"That man had it coming!" he growled. "He humiliated me-"
"That makes no difference!" his manager interrupted. "You went over the line tonight."
"So, what are you saying?" Maxwell asked, unamused.
"I'm sorry, Maxwell, but you're banned from completing in my stadium again!" the owner declared.
"And I quit as your manager!" his manager spat.
He turned and walked off, followed by the owner.
"Fine! I'll get someone else." Maxwell said.
"I doubt you will." the other manager said. "After what you did, I doubt anyone will wanna manage you again!"
"You better control that anger of yours, or you'll never wrestle again!" the owner snarled.
Maxwell growled and punched him in the face, knocking him out, forcing two security guards nearby to restrain him.
"I spent two years in prison thanks to you humiliating me like that."
(Flashback ends)
Maxwell turned and walked off, vowing revenge on the owner.
"But now that I'm out, I'll get even with you all someday!" he vowed. "Then, I'll show everyone that I'm the best wrestler there is!"
Nearby, Prof. Warren was watching him, looking at him curiously. He wore a hate and a fake moustache to hide his face, and he had dyed his hair brown as well, wanting to be unrecogized.
"Hmm? What a prefect test subject." he thought.
Maxwell turned and walked off, as Prof. Warren moved his car along the road, before he lowered the passenger's side window.
"You okay?" the Prof. asked.
Maxwell turned to him.
"I'm fine." he sneered. "What's it to you?"
"Oh, I just noticed you looked angry." the Prof. said.
"Yeah, I am." Maxwell snarled. "I've just gotten out of jail due to me attacking my old boss."
"Oh, I see." Prof. Warren said. "Do you want a life back home, as it's getting dark."
Maxwell turned to walk off, when it started to rain heavily, pouring down everywhere.
"Alright, fine." he said.
He turned back to the car, then opened up the passenger door, and then got in. Prof. Warren smiled and began to ride off down the street, as Maxwell looked at the road.
"Where do you live?" Prof. Warren asked.
"Webster Apartments." Maxwell answered. "I only moved in when I got out."
"Oh, I see." Prof. Warren said.
He looked at the front window as the wipers began removing the rain, which got heavier. After about four minutes of driving, Prof. Warren turned to Maxwell, as he turned his car left down the street.
"My old boss is gonna pay." Maxwell mumbled.
"Okay." Prof. Warren said. "So, I take it your mad about being in jail?"
"Yes, I am!" Maxwell growled. "He robbed me of my life as a wrestler, all 'cause he said I did an illegal move!"
"Well, I take it you plan on getting revenge on him?" Prof. Warren assumed.
"Yes." Maxwell grumbled.
"Well, what if I told you I can help you with that." Prof. Warren said.
Maxwell turned to him, as he pulled the car over near a red light.
"What do you mean?" he asked, curiously.
Prof. Warren opened up a drawer, showing the syringe with brown liquid.
"This can help you." he said. "If you inject yourself with this, you will gain immense strength to help you."
Maxwell took the syringe and looked at it carefully.
"You sure of this?" he asked.
"Oh, yes." Prof. Warren lied.
Maxwell turned away to look at the liquid carefully, but when he wasn't looking, Prof. Warren took the small device from his pocket, and planted it on the back of his neck.
"So, you like my proposition?" the Prof. asked.
"Hmm? Just one question?" Maxwell asked, turning to him.
"And that is?" the Prof. asked.
"Are they're any side effects to this?" Maxwell asked.
"No." the Prof. lied. "But, I do advise you to wait till you're alone before taking it. You might not want to let anyone see you."
Maxwell nodded as Prof. Warren raced off, as the light had turned green, both thinking evil plans in their minds.
Later, Maxwell had returned to an apartment he was renting, closing the door behind him as he entered. He took off his jacket and threw it down, then took the syringe out of his jean pocket, as he'd put it in there earlier.
"Hmm?" he muttered. "Let's see what this thing does?"
He walked off into the bathroom, taking his shirt off as he did, leaving him in a white vest. He looked at himself in the mirror, then held up the syringe.
"Here goes nothing." he thought, digging it into his left arm.
He put the syringe down once he finished, then looked at himself in the bathroom mirror, but saw nothing happening.
"Huh?" he gasped. "It's not working! That man lied to me!"
He turned around and walked out of the bathroom in anger, but he then stopped, feeling something happening.
"What in the...?" he gasped.
He turned around and looked at himself in the mirror again, and saw his arms were starting to get hairy.
"Huh? Where'd this hair come from?" he muttered.
He reached to scratch it, but saw his nails had grown longer.
"What?" he gasped.
He looked at himself, as his clothes began to rip up, as he slowly began to mutate due to the liquid in the syringe.
"What's...happening...to...me?!" he panted. "That man...tricked me!"
He fell to his knees in front of the sink, his clothes all getting ripped off all over, expect his pants which turned into cut-off shorts, then his voice turned into a roar. Once the mutation was complete, as he'd stopped feeling pain, he got up and looked in the mirror, and saw he'd transformed into a grizzly bear. Also on him, the small device Prof. Warren had planted on the back of his neck, was beeping, as it put him under mind control, putting him in a trance.
(Outside)
Prof. Warren sat in his car, holding the remote control, which beeped as well, the rain now having stopped.
"Perfect." he smirked. "I'll begin my hunt to kill Parker in the morning, but I'll make sure nobody finds dear Grizzly."
(The apartment)
Grizzly roared as the device on his back beeped, then he smashed his way into his bedroom, then turned to his window. He ran towards it and jumped through it, smashing it to pieces, before he landed on the ground - as his apartment was on the third floor - then landed on the ground. He got up and roared, before he ran off down a street, being seen by several people.
"AHH!" women screamed.
"No way?" a man gasped, snapping a picture with his phone.
Prof. Warren remained in his car, seeing Grizzly running down a street.
"Good. Tomorrow, Parker will be dead." he thought.
The next day, Spider-Man and Shadow-Spider were both swinging through the city together, as Gwen was working at FEAST today. She told them, since it was the holidays, she'd work a little more there, and due to what happened at the Mall, wanted some more time to relax and help people there, and since it was Friday anyway, she was meant to be there this afternoon.
"Well, how you doing, Shadow?" Spider-Man called.
"I'm doing fine." Shadow-Spider assured, as they turned left. "And I'm no longer getting sick while I swing anymore."
"That's good." Spider-Man remarked. "You're learning."
"Thanks, Spidey." Shadow-Spider said.
They both turned right down the street, then swung off for another minute, before they both landed on top of the Daily Bugle, then they turned to each other.
"Well, we made it." Spider-Man said.
"Yeah. You know, I'm surprised you work for Jameson." Shadow-Spider said. "I mean, he sends those slander reports about you, Ghost and now me?"
"To be honest, due to my powers, I figured it'd be the only decent job I'd be able to do and keep without worrying about being late." Spider-Man explained. "Even Gwen knows that. And besides, most of the money's to help my Aunt with the bills, while the rest is for my collage fund."
"Oh...right. So, how long you gonna be?" Shadow-Spider asked.
"I'll be back in about 10 minutes or so." Spider-Man explained.
"So, what do I do in the meantime?" Shadow-Spider asked.
"You stay here and keep an eye on your Spider-Sense." Spider-Man said. "I'll be back as quickly as I can, and relax, Ghost's done this before for me."
"Okay." Shadow-Spider said.
He turned around and began to pace along the rooftop, as Spider-Man vanished from sight.
"Well, if Gwen's done this before, I guess he doesn't take long." he thought.
A few minutes later, inside the Bugle, Peter was walking towards Jameson's office, when Betty got up from her desk.
"Hi, Pete." Betty said. "Pictures for the Boss?"
"Something like that." Peter smirked.
"Well, you might wanna wait a bit." Betty advised. "He's on the phone right now. Apparently something ran wild in the city last night."
"Ran wild?" Peter questioned.
"I don't know exactly, but I think an animal's escaped from the Central Park Zoo." Betty explained.
Peter put his hand to his chin, thinking.
"I wonder when this happened?" he wondered.
"You got me." Betty said.
The door opened, making them both turn, seeing Jameson looking at them.
"Parker, you got me photos?" Jameson asked.
"Yes, Mr. Jameson." Peter said.
"Right. Get in here and show me?" Jameson said.
He turned around and walked towards his desk, as Peter entered the office, then he sat down on his desk.
"Well, where's the pictures?" Jameson asked.
"Right here, Mr. Jameson." Peter said.
He took 11 pictures out of his backpack and handed them to him, who then took them.
"Hmm? Crap." Jameson said, as he began throwing them down. "Crap. Okay."
Peter looked at them, the first showing Spider-Man and Shadow-Spider on a rooftop together, the second showing the Spider Trio all together on a wall, while the third had them all outside a supermarket in NoHo.
"Crap. Garbage. Mega crap." Jameson said, throwing more down.
Peter looked at those three, with the first having Spider-Man and Ghost Spider swinging through the city, the second had Spider-Man all by himself gliding down towards a street, while the third had the Spider Trio on a wall, with Ghost Spider hanging upside down on a web-line.
"Okay. Okay." Jameson said, throwing two more down.
Peter saw both of these had the Spider Trio outside a store each, one a food store, the other another supermarket.
"Crap. Crap. Okay." Jameson said, throwing the last four down.
Peter looked at them, the first showing Ghost Spider and Shadow-Spider swinging down a street, while the second showed Spider-Man resting on top of a lamppost, while the third showed the Spider Trio near an armored car.
"Exactly when did you take these?" he asked.
"They're mostly from the past few days." Peter answered honestly. "I wasn't able to get any from that hostage crisis two days ago."
"Well, I'm not actually surprised, Parker." Jameson said. "No one was allowed in there, and that's where most of the action was. Unless a photographer had been in there when it began, nobody would've."
Peter smiled, happy to know Jameson wasn't mad about that mess.
"Uh, Betty told me you were on the phone about a wild animal being on the loose?" he asked.
"You're right, there's something else running around out there." Jameson said. "Some giant grizzly bear."
"A giant grizzly bear?" Peter inquired.
"That's what they're saying." Jameson said. "I don't know what this city's coming too. First a lizard, then a rhino, and now a bear? What's next, a giant bee or jackal?!"
Peter shrugged.
"If you find that beast, get me photos of it, and I'll give you a bonus." Jameson said.
"Okay, Mr. Jameson." Peter said. "But, how much am I getting for these?"
He pointed at the photos on the desk, which Jameson looked at.
"Well, since I've seen better, but you couldn't get any from that mess at Mercy's Mall, 300." Jameson said. "My best offer for these."
"Thanks." Peter said.
He turned around and left the office, then stopped by Betty, who handed him his cheque, then he ran off to tell Miles.
On the rooftop, Shadow-Spider was sitting on the edge, looking at the city, admiring the view, when Spider-Man came up behind him.
"I'm back, Shadow." Spider-Man said.
"Well, how much you get?" Shadow-Spider asked, as he turned around.
"300, which is normally the average I get." Spider-Man explained. "Anyway, we've got a situation."
"What do you mean?" Shadow-Spider asked, as he got up.
"Some sort of wild grizzly bear's on the loose." Spider-Man explained.
"Well, shouldn't we let animal control handle that?" Shadow-Spider inquired.
"Well, no. Jameson told me this bear is giant." Spider-Man explained.
"I don't believe him, due to all the slander he writes about you and Gwen, and now me I guess." Shadow-Spider said, folding his arms.
"Well, here's the thing, Jameson's not the only one talking about it." Spider-Man explained. "Betty Brant, his secretary is too, and if I will take her word as she's a friend."
"Okay." Shadow-Spider sighed. "So, where do we start looking?"
"Well, I'm gonna call Gwen as he start searching." Spider-Man explained. "She might've seen something on the News that might help."
"Will she be able to help?" Shadow-Spider asked.
"Once her shift's over, unless Mr. Grizzly Bear's in Chinatown." Spider-Man answered. "Come on!"
They both jumped off the rooftop and began to swing off together.
Meanwhile, at FEAST, Gwen was helping several other people give out food for the Homeless in there, when the News came on.
"We interrupt this program to give an urgent News Bulletin." a man said.
Everyone in the room turned to the large TV screen in the room, worker, volunteer and homeless person, including Aunt May, as the screen showed a Newsman behind his desk.
"We have reports of a large Grizzly bear running around loose in Soho." he reported.
An image of Grizzly popped up on the screen, standing on his back feet while roaring.
Several people gasped at the sight of him, while Gwen looked confused.
"What kind of bear wears pants?" she thought. "This must be like the Rhino, only the person's been turned into a bear this time."
"We do not know how or where this bear came from, but due to what eyewitnesses have said when they reported in the sightings, he seems to be extremely dangerous and violent." the Newsman reported, as the image moved to the top right corner. "So, it is highly advised that people stay indoors until this matter is settled. We we be back with more updates as the situation develops. Now, back to your regular scheduled programming."
The News bulletin vanished from the screen, as it replaced a soap opera show.
Most of the people around the room looked shocked and terrified by the News.
"You don't think that bear could come here, do you?" a man asked.
"I sure hope not." an African one replied.
They all began to mutter to each other as Gwen backed away from them all, when she felt her phone ring in her pocket, then she took it out and looked at it, seeing it was Peter.
"Yes?" she said, putting it to her ear.
"Gwen, have you seen the news?" came Spider-Man's voice.
"Yes. It's just come on." Gwen said.
"Does it say something about a large Grizzly bear on the loose?" Spider-Man asked.
"Yeah, but guys, I don't think it's a normal bear." Gwen said. "I think it's a man who's been turned into one. I mean, he wore Human pants in the picture the News showed us."
"Turned into a bear? Like that Rhino we faced when Shadow named himself?" Spider-Man questioned.
"Yes." Gwen answered. "Look, he's currently somewhere in Soho, but I don't know where. I'll join you as soon as I can."
"Okay." Spider-Man said. "And thanks for the News."
"Be careful." Gwen whispered.
"We will." Spider-Man promised.
Gwen heard him hang up, before she lowered her phone, then she looked at the clock on it.
"Still got another hour at least before my shift's over." she thought. "I hope they can hold him off until then."
She put her phone away and approached other helpers giving out food, before she began to join them, knowing and hoping it would make the time go faster, so she could leave and help her fellow Spiders out.
A little later, Grizzly was roaring in Spring Street Soho, as several people ran away scared.
"Run for your lives!" a woman screamed.
In a nearby alley, inside a car, Prof. Warren was in his car with the remote, controlling Grizzly's actions.
"All I have to do is wait till Parker arrives." he thought. "If this has made the News, he's bound to investigate."
Further down the street, many people were staring at Grizzly, including Mary Jane, as Grizzly roared loudly.
"This is not good." a girl said.
Mary Jane turned as several ran past her, before she saw a little girl hiding behind a car nearby.
"Come on, we gotta go!" she said, approaching the girl.
She grabbed the girl's hand and led her away as Grizzly knocked a fire hydrant over, spraying water all over the street. He then knocked over a car as he roared, as the little girl cried.
"It's gonna be alright." Mary Jane said. "Just clam down."
The girl cried and let go, making her turn and pick her up, before she turned back and ran off while carrying her.
Grizzly roared and knocked over another car, this one ending up on its side, then he began to run down the street on all fours, knocking a lamppost down as he did. Several people hid inside the buildings as he roared loudly and then knocked over a mailbox, before he stopped and looked around, the device making him stop.
Mary Jane kept running off with the girl, before a woman stopped near them.
"Mama!" the girl cried.
Mary Jane smiled and handed the girl to her mother, who smiled.
"Thank you, Ms." she said.
"I just couldn't leave her there." Mary Jane said. "Besides, I'm sure the Spiders are coming."
"I hope so." the mother said. "No way they'd ignore this."
"Maybe it depends on where they are when they hear about stuff." Mary Jane reasoned. "They could be on the other side of the city just now."
"Well, I hope not." the mother said. "And again, thanks."
She ran off while holding her daughter, as Mary Jane turned around and saw Grizzly near five people - three boys, two girls - who were trapped against a wall.
"No, stay back!" a girl screamed.
"Keep away!" a boy said.
Mary Jane saw Grizzly roar and raise his right hand up to slash them all, before she picked up a rock and threw it at him, hitting his back.
"Hey, Smokey, leave them alone!" she roared.
Grizzly roared and turned to her, allowing the five people to run off undetected, as Mary Jane backed away from him, as he began to approach her.
"Okay, bad move." she thought. "But at least it got his attention to allow them to escape."
She kept backing away, before she turned and ran off slightly, as Grizzly stopped. He turned as he heard a noise, and saw a car coming towards him, as the owner and his wife gasped.
"John, back up!" the wife cried. "Back up!"
John hit the breaks on his car, but it stopped so close to Grizzly, it nearly hit him. Before he could back the car up however, Grizzly slammed his right hand and claws into the hood, damaging the engine as smoke came out of it.
"Marge, we gotta go!" John said.
The couple both got out of the car and ran off, as the front of it caught it fire, as Mary Jane and a few other people watched, as she'd turned back after finding out Grizzly had stopped chasing her.
"Either this is the wildest bear in the world, of something weird's going on here?" she thought. "But then again, what kind of bear wears pants?"
Grizzly roared as the people all stared at him, from either side of the street, just as Spider-Man and Shadow-Spider both showed up landed on the edge of a rooftop, looking down at him.
"Whoa. I can see what Ghost meant." Shadow-Spider said, eyeing Grizzly's pants, as Spider-Man told him what Gwen had told them from the News she saw.
"Yeah, some sicko's turned Grizzly here from a Human to a bear." Spider-Man said. "And not in a friendly way like that Brother Bear film."
"Well, what do we do?" Shadow-Spider asked.
"Well, first, we get all the civilians out of here." Spider-Man said, putting his camera on the edge of the roof on a small web. "Can't afford anyone else to get hurt."
"Right." Shadow-Spider said.
"Let's do it!" Spider-Man said.
They both jumped off the rooftop and swung down towards the ground.
Shadow-Spider landed near two teenage girls who Grizzly didn't see, then he turned to them both.
"You two okay?" he asked.
"Yeah." the girls said, nodding.
"Right, well, come on. Let's get you outta here." Shadow-Spider said.
He turned around and grabbed one girl's hand, pulling her towards him, then he webbed her hand to his chest, before he grabbed the other and wrapped his arm around her.
"Hold on tight. I'm still new at this." he told them.
Both girls nodded as he jumped up and then swung off with them.
Nearby, Spider-Man landed between Grizzly and Marge, shocking them both.
"Sorry, Baloo, but I can't let you near her!" Spider-Man said.
He jumped up and spun around, kicking Grizzly's chest and knocking him back, before he stumbled backwards and fell onto his back.
"You okay, Ms?" Spider-Man asked, turning to Marge.
"Yeah." Marge nodded.
They both turned as they heard footsteps, then saw John running towards them.
"Thank you, Spider-Man." he said, stopping near them. "You okay?"
"I'm fine, dear." Marge said.
"You two better get outta here before Grizzly over there gets up." Spider-Man advised, pointing at Grizzly.
The couple nodded before they ran off together, then Spider-Man turned around, and saw Grizzly getting up, before he approached Mary Jane, shocking him.
"Mary Jane? What's she doing here?" he thought.
He jumped up and began crawling up the wall behind him, knowing he had to get his friend to safety. Once he was high enough, he turned around and saw Grizzly try to slash Mary Jane with his right claw, but missed as she ducked and ran off past him. She then stopped near a overturned car, before she turned around, and saw Grizzly approaching her.
"Oh, boy, not good." she gulped.
She braced herself as Grizzly raised his arm up, when Spider-Man swung over and grabbed her, lifting her away with him as he swung off, before Grizzly could slash her.
"Spider-Man?" Mary Jane gasped.
"At your service, Ms." Spider-Man teased.
Mary Jane smiled, blushing hard, feeling her heart beat before he landed on the ground and put her down.
"Are you okay?" he asked.
"Yeah." Mary Jane said. "This is like the eighth time you've saved me from a supervillain or something similar."
"Just lucky we heard about Grizzly over there, and I've had help for most of those times." Spider-Man said. "I think there's only Hydro-Man prior to this where I've been alone."
"I... Oh, wait, you're right." Mary Jane sighed, seeing his point. "You were always with Ghost Spider or some other hero expect for then."
"Yeah. Now, look, you need to get outta here and call the Cops." Spider-Man said, pointing behind him. "Shadow and I will take care of this until Ghost arrives to help."
"Sure." Mary Jane said, before she turned and ran off. "I won't let you down!"
She took out her phone and dialled 9-1-1, as Spider-Man turned and jumped over to Grizzly, who was now alone in the street. He landed on a lamppost and stared at Grizzly, before Shadow-Spider landed on a wall beside him.
"The street's clear." he reported. "There's only us and Mr. Hairy here."
"Right." Spider-Man said. "Let's get this freak, and if we're lucky, we'll do it before Ghost arrives."
Shadow-Spider nodded, before they both jumped off their places, then they both landed near Grizzly, while in sight of Prof. Warren, who grinned.
"Prefect." he thought. "If they're here, Parker's bound to be here to get pictures for the Bugle. All I have to do now is have Grizzly find him."
"Well, Yogi, you're a bit far away from forest." Spider-Man joked. "We're surprised Ranger Smith hasn't found you yet."
Grizzly roared loudly and charged at them.
"I think you made him mad, Spidey." Shadow-Spider gulped.
"I think you're right." Spider-Man said. "Move!"
They both jumped up to avoid Grizzly, who stopped and roared, before he grabbed the end of Shadow-Spider's left leg.
"Ah, hey!" he yelled.
Grizzly slammed him into the ground hard on his back, as Spider-Man landed on a lamppost behind him, but couldn't see the device.
"Shadow!" Spider-Man gasped.
Grizzly picked Shadow-Spider up and turned around to Spider-Man, before Shadow-Spider powered up his Venom Blast with his right hand, which hit him, sending electric shocks through him. He roared while waving his body around, while keeping hold of Shadow-Spider, making him dizzy, before he threw him away.
"AHH!" Shadow-Spider yelled.
Spider-Man jumped off the lamppost and shot a web from each hand, his right one hitting Grizzly's chest, while his left created a small web, which his friend landed on.
"Oh!" Shadow-Spider moaned.
Spider-Man turned as he landed on the road, pulling on his other web, but Grizzly wouldn't move, who then ripped the web off his chest.
"Uh-oh!" he gasped.
Grizzly grabbed the web-line and pulled it forward, pulling Spider-Man towards him, then he punched Spider-Man's chest, knocking him away.
"AHH!" Spider-Man moaned.
He went flying backwards away, before Shadow-Spider jumped up and caught him.
"I gotcha." he said.
He landed on his feet and put Spider-Man down.
"Now we're even." he said.
"Yeah, but Grizzly over there is really starting to annoy me." Spider-Man said.
They both turned to Grizzly as he roared and charged at them.
"I hope Ghost gets here soon." Shadow-Spider said. "We really need help to tame this animal."
"Agreed!" Spider-Man agreed. "Move!"
They both dived away from Grizzly to either side of them, making him stop, then they both shot webs at him, but missed as he ducked onto all fours. Both webs hit and interweaved with each other, as Grizzly backed away, who then grabbed both ends and pulled on them.
"AH!" both Spiders yelped.
They got pulled forward as Grizzly let go of the ropes and grabbed them both by the chests, as Prof. Warren kept watching from his car.
"I have no time for this!" he growled. "I need him to take care of Parker instead of those two!"
He fiddled with the remote, making Grizzly bang both Spiders together, back-to-back.
"AHH!" they moaned.
Grizzly roared and threw them both away, who hit the ground on their chests near each other.
"OH!" they moaned.
Grizzly turned around and began to move away while looking around on all fours, as both Spiders looked up at him.
"Oh, man, Grizzly over there packs a wallop." Spider-Man moaned, rubbing his head.
"Yeah." Shadow-Spider agreed, clutching his chest. "But, what's he doing?"
They both looked at Grizzly, who kept looking around, while also sniffing around.
"It looks like he's searching for something." Shadow-Spider said.
"Or someone." Spider-Man suggested. "But either way, we have to stop him before he hurts someone else."
"Right." Shadow-Spider said.
They both jumped over towards Grizzly and kicked him in the butt with both feet, making him stumble forward, before he turned around and roared while getting up. He sent a slash at Shadow-Spider with his right claw, but missed as he ducked, then he jumped backwards as he tried again, before he tried to whack Spider-Man with his left arm, but missed as he ducked and rolled past it. He turned around and kicked Grizzly's chest as Grizzly turned to him, who stumbled back slightly, before he got up and approached Shadow-Spider.
"You okay?" he asked.
"Yeah." Shadow-Spider said, before their Spider-Senses tingled.
"Huh?" they muttered.
They both turned as Grizzly picked up a car and held it over himself, before he tossed it at them both, but missed them as they jumped it, getting it wedged into a wall. They both dived down and landed on their feet, but unfortunately, they were so close to Grizzly, their Spider-Senses tingled, before he whacked them both away with his arm.
"OH!" they moaned.
They hit and rolled along the ground, until they stopped on their chests.
"Oh!" they moaned.
They both looked up at Grizzly and shook their heads, as he roared and approached them, when a large web showed up in front of them, trapping Grizzly, making them both turn, to see Ghost Spider gilding down towards them, before she landed on her feet.
"Looks like you boys need some help?" she teased, holding her hands out.
"Very funny!" Shadow-Spider scoffed.
He and Spider-Man took her hands as they helped her up.
"Good timing, Ghost." Spider-Man said. "Grizzly here's tougher than we thought."
"Well, glad to be here to help, web-head." Ghost Spider teased.
"Thanks, but we better hurry." Spider-Man said. "He seems to be searching for something or someone."
"What makes you think that?" Ghost Spider inquired.
"The way he's been moving when he thinks he's won." Spider-Man explained. "He's been prowling around."
They all turned as they heard a roar, and saw Grizzly rip himself free of the webbing with his claws, before he got up, as Prof. Warren watched.
"Just what I need, her to show up as well!" he growled. "Guess I have no choice but to knock them out cold before searchng for Parker!"
He fiddled with the controller, making Grizzly roar loudly, as the Spider Trio all stared at him.
"Okay... He's more creepy than I thought." Ghost Spider gasped. "And, I'll take your word for him searching for someone."
"But you're right about one thing, Ghost, he's a Human." Spider-Man said. "We have to restrain him so he doesn't hurt anyone."
"Well, got any ideas?" Ghost Spider asked.
"Yeah, tell us, Spidey?" Shadow-Spider asked.
"I'm working on it." Spider-Man assured.
"Well, think faster!" Ghost Spider scowled.
Grizzly roared, getting their attention, before he charged at them on all fours, making them all jump up and away.
"Whoa!" Ghost Spider yelped.
"Yikes!" Shadow-Spider yelped.
"Oh, that was close!" Spider-Man sighed, landing on a wall.
Ghost Spider shot a web at another wall, then swung up towards the rooftop, while Shadow-Spider landed on a lamppost. As he did, he looked at the back of Grizzly, noticing the tracking device on the back of his neck.
"There's something on the back of his neck!" Shadow-Spider called.
"Shadow, get it off him!" Spider-Man called. "We'll keep him busy! It might stop him rampaging!"
He jumped off the wall and shot web-balls at Grizzly, which hit his face, while Ghost Spider jumped off the rooftop she was on. She gilded down past him as he tried to claw him, but being blinded, missed, then she landed on her feet and turned around. She shot webs from both her hands, which hit his legs, tying them up, then pulled on them, making him fall onto his chest.
"Shadow, now!" she called.
Shadow-Spider jumped off the lamppost and gilded down towards Grizzly, before he landed on his back, then pulled off the mind control device.
"Well, that was easy." Shadow-Spider said, before his Spider-Sense tingled. "Uh-oh."
Grizzly got up and roared, sending him flying away, before he hit one of the cars that had been turned over, hitting its undercarriage.
"Oh!" he moaned.
"Shadow, you okay!" Ghost Spider cried.
"I'm fine!" Shadow-Spider moaned. "I've got the device, but I don't know what it is."
Spider-Man jumped and web-swinged over to him, as Grizzly turned to Ghost Spider and charged at her, as she jumped up and side flipped to her left, landing on another of the cars, this one being on its side. She shot webs from both her shooters, which hit Grizzly's eyes and blinded him, then she turned and web-swinged over to the others, as Spider-Man helped Shadow-Spider up.
"This is some sort of mind-control device." Spider-Man said, as Ghost Spider landed near them. "Someone's been controlling him."
Prof. Warren got out of his car and moved to the edge of the alley, seeing them looking at the device.
"No! I've lost control of Grizzly!" he growled.
"No wonder he's been on a rampage." Ghost Spider said. "But why hasn't he stopped?"
"I have no clue." Spider-Man said. "Either way, we have to restrain him."
Prof. Warren turned back and got into his car, before he backed it up and out of sight.
"You'll pay for this, web-heads!" he vowed.
Grizzly roared as he clawed the webbing off his eyes, getting the Spiders attention, before they all turned and ducked down behind the car, out of sight of Grizzly.
"Please tell us you've thought of something to stop him, Spidey?" Ghost Spider asked.
"I have, but we have to be in certain places for this to work." Spider-Man explained. "We need to surround him in a triangle show and then web him up together in a large web cocoon."
"I like it." Shadow-Spider said. "But, who gets behind him."
"I'll do it, it's my idea." Spider-Man said. "Just keep him busy for a minute."
Ghost Spider jumped up from behind the car and landed on a wall on one side of the street, as Shadow Spider did the same on the other end, landing on top of a lamppost.
"Over here, Mr. Hairy!" Ghost Spider called, shooting a web from her right hand.
The web hit Grizzly's chest, getting his attention, as Shadow-Spider shot a web from his left hand, which hit his left arm. Grizzly roared as they both pulled on their webs, pulling him forward slightly, as Spider-Man jumped up and web-swinged down the street. Grizzly clawed the webs, freeing himself, before Spider-Man dived forward and kicked him with both feet in the chest, knocking him down onto his back as he roared. Spider-Man pounced over him, then landed and turned around to him, as the others jumped down and landed in the street.
"Guys, now, before he gets up!" Spider-Man yelled.
All three Spiders shot webs from their web-shooters, all hitting and trapping Grizzly in a large web cocoon, which spread to the sides of the street.
"All right!" Ghost Spider whooped.
"Yeah!" Shadow-Spider said.
"Nice teamwork, guys." Spider-Man remarked, holding his thumb up.
His fellow Spiders did the same from the other end, glad the chaos was over.
"Now, all we have to do is wait for the Police to show up." Spider-Man said. "I hope MJ manged to call them?"
Later, once the Police arrived, the Spider Trio stood with Lt. Watanabe, as other Officers led Grizzly towards the back of a van, now covered in a large bear-net as well as most of the webbing. As they waited, the boys had both told Ghost Spider everything that had happened during the fight before she arrived, including how he seemed to be searching for something or someone.
"Thanks to apprehending this wild bear, you three." the Lt. said.
"Just doing our job, Lt." Shadow-Spider said.
"But this bear's not from the Central Park Zoo." Spider-Man added.
"What do you mean?" the Lt. asked, folding her arms.
"We believe he's a Human who's been mutated into that bear." Ghost Spider explained.
"Which is also what happened to that Rhino from last week." Spider-Man said. "We can tell by the pants he's wearing."
Lt. Watanabe looked past them at Grizzly, and could see his point.
"I see..." she said. "I'll make sure he's sent to the place we sent the Rhino."
"Thanks." Spider-Man said. "Due to what's happened, I'd say it looks like we've got a sick guy out there who likes turning people into animals."
"I agree." Lt. Watanabe said. "I'll speak with Capt. Stacy about this, but... I think you better tell some of your hero friends, the ones with the scientific minds, in case they can help change these people back if this is the case."
"We'll let them know." Spider-Man promised. "Now come on, guys."
"Right behind you, Spidey." Ghost Spider said, as they jumped up and swung off.
"Hey, wait for me?" Shadow-Spider called, as he followed.
Lt. Watanabe watched as they all swung off, before she turned back to Grizzly, as he got lead towards a van.
"I have a feeling something big is coming, and these mutations are connected to it." she thought.
She turned around as News Vans began to show up, then reporters began to approach her, including Whitney Chang, telling her she'd have to tell the Press about what happened.
Meanwhile, at Prof. Warren's house, the Prof. was watching the news while sitting on the couch, angry that his plan had failed.
"Now, as you all may know, a giant bear was on the loose in Soho today." the Newsman reported. "But don't worry folks, the bear has been retained by the Police."
An image of Grizzly getting loaded into the Police van popped up in the top right corner of the screen.
"We now go live to Whitney Chang, who is at the scene." the Newsman reported.
Whitney Chang came onto the screen, who stood with Lt. Watanabe.
"I'm here, Bob." she said. "I'm here with Lt. Watanabe of the NYPD, who's arresting the bear now. Lt., do you have anything to say on this?"
"Well, we don't know much about Grizzly here." the Lt. began. "But, from what the Spider Trio told me, they believe that he was a Human turned into that thing, due to the clothing he's wearing."
"And do you trust them?" Whitney asked.
"Ms. Chang, I may not have trusted Spider-Man or Ghost Spider when they first arrived, but even I can't deny all the good they've done, after that robot Rhino rampage and hostage crisis at that construction site last year." Lt. Watanabe said. "And, given all we've seen in this past year or so, anything's possible. As such, I believe Grizzly here, and that Rhino from last week, are Humans who have been mutated into animals like they're saying."
Prof. Warren growled, not happy that people now knew that Markham and Alexei had been mutated.
"And also, they gave me this." Lt. Watanabe said, holding up the mind control device. "It was on Grizzly's neck, and they say it's some sort of mind control device, which was probably planted on him when he mutated."
"Is there anything else you can say on this matter?" Whitney asked.
"Yes. I have a feeling both these mutations might be connected, and so do the Spider Trio. As such, I've told them to ask their friends to see if there's any chance to turn these people back to normal." Lt. Watanabe explained. "And for whoever has done this, unless he's very cleaver, I'm sure we'll find him and bring him to justice someday."
"Thank you, Lt. Watanabe." Whitney said. "Now-"
Prof. Warren frowned as he turned off the TV, angry about what happened today.
"My plan failed because those Spiders ripped off my mind control device!" he growled. "I might need a different approach. I'll need to find Parker myself before setting my creation on him, since Allen came close that way before Parker gave him the slip."
He got up and walked off towards the stairs.
"But on the other hand, I didn't see Parker there at all." he thought. "He must've been in a certain place to get pictures, like a place high up. When tomorrow's issue of the Bugle comes out, I'll look at the picture carefully to see where he took it."
He began walking up the stairs.
"Either way, next time, I'll make sure Parker's in the area before releasing my creation on him." he decided.
He turned right and entered the room Gwen's pictures we're in, staring at them all.
"I guess even a genius like me can make a miscalculation, but I will learn from this, and then soon, Gwen will be mine." he thought evilly.
He touched some of the pictures as he laughed evilly.
Meanwhile, at the Watson House, Mary Jane was in the bathroom, wearing red lacy underwear, thinking about what happened.
"Saved by Spider-Man again." she thought dreamily, as she brushed her teeth. "This city would be in total chaos without him and his friends."
She spat into the sink, then cleaned her mouth, before she turned to the shower, thinking about Spider-Man so hard, her heart beat, confusing her.
"Why am I thinking about him?" she thought, starting it up. "I mean, I have a boyfriend after all. And like he said, he hasn't been alone most of the time he's saved me, and they have saved many people in this city, despite the stuff Jameson says about them."
She unhooked her bra and lowered her panties, before she stepped into the shower and closed the curtain behind her. As she began to wash herself, she thought about Spider-Man again, which made her heart beat.
"Oh, man. Don't tell me I'm falling for the web-head?" she thought. "Oh, I'm so confused here."
She thought hard for a few minutes under the water, before she began washing her hair.
"Oh, I'll just sleep it off. Tomorrow I'll hopefully find out it's just my imagination. Me, attracted to Spider-Man?" she thought. "That is so weird."
And so, she began to get washed, and hoped it was just her imagination about being attracted to Spider-Man.
A/N: Grizzly's real name is the third one in the comics, which was the one used on Ultimate Spider-Man, but his origin is like Alexei's Rhino, being a person mutated into a monster.