CHAPTER 7

X-23 VS 24-A

AN OSCORP FACILITY

A WEEK EARLIER

This Oscorp Facility was kept off the books, it was one of the many things that his father had done to avoid the eye of the police and the media, right now, in a physical testing laboratory, a certain brown haired 17yr old was lifting weights, he was benching 300pds with absolutely no difficult, moving up to 500pds, still no issue whatsoever, moving up to 4000pds, the same weight as a car, and it was still nothing, he wasn't even staggering in the slightest, he wasn't fazed by this at all. And a look of astonishment and joy overcame his face

"This…this is something else?" said the teenage boy with a large smile on his face "How am I doing Doc?" he asks

"Fatigue 0, Muscle Dexterity 20% higher than previous estimations, and Blood work all showing the same thing, you are completely fine Mr. Osborn" said the doctor

"Thanks for that Dr. Morbius" Harry responded to him, not sweating an inch after what he had just done

Calmly walking out of the chamber, he continued to move until finally passing the corridor and entering the lab that the doctor spoke to him from, on entry, he saw the good man, the Nobel Prize Winning Doctor looked at his patient, the man had been inflicted by a deadly disease his entire life, but Harry didn't look at him with pity though, why would he?

"Well, I guess we can chalk up the Bonding Process to a complete success?" The doctor said with a weak grin

"Oh this is so much more than that"

Harry clenched his fist tight, he felt stronger than he had ever felt in his life, he felt faster, tougher than ever, he didn't know that his cure would do this, looking up he whispered to himself

"I did it Mom, I did it" Harry whispered

Morbius had heard this, he had known Emily Lyman Osborn, she was the sweetest woman he had ever met, with the most caring smile, he was sad to hear that she had passed away, but the pain was intensified when he heard that her disease had been passed down to her son as well. He just had to find a way to help him, from one diseased person to another, it was the least he could do, but seeing Harry using his father's experiment with that thing they found in the Meteors 6yrs ago, when he first heard of the notion, he believed the boy had gone mad, but seeing it now, he had to admit, it was worth it.

"So Mr. Osborn…" Morbius calls out,

Harry was still getting used to being called that, he was still legally not old enough to inherit the company, but he had proven that he was capable, even with Fisk Industries trying to buy him out, he had defended his parents' legacies, and he would drive it into the future.

"What? Oh sorry Dr. Morbius, still kinda getting used to being called that…so just stick to Harry for now"

"Okay Mr.…Harry, but on one condition" he states

"State it" Harry said back

"You call me Michael" he outstretches his hand

Harry takes it and the two shake on it, Harry still not being fully used to his strength, almost crushes the frail man's hand, Morbius slight groan was trigger enough for Harry to pull his hand back, okay, he would need a bit more practice, but all and all, this was good.

'Wait a minute, Pete's Spider-Man and I have super powers too, man Pete is going to freak!' Harry thought 'Shit! he's either going to be cautious and tell me how dangerous or act like a worrywart and monitor me twenty-four seven, I do not need that'

"Thank You for the examination Michael, but I think it's getting late, I should probably head home"

"Yeah so do I really, these tests take hours and I, need food"

The two would exit the lab, with Morbius using his Keycard because Harry didn't need one, walking out of the place, he took his Blue Jacket from the coat rack, walking out the room decontaminates them on the way through the process.

And then finally, they leave the facility, walking in two separate directions, with Harry just staring at his hands, closing them, this strength, this speed, he felt…HELP! The sound of a woman calling for help snapped him out of his funk, looking towards were it came from, he hears it again, and he could swear to god, it felt like he could actually sense where it was coming from.

Rushing towards the cause of the cries for help, Harry spotted a woman, she looked like an employee of a corporation, she was on the ground scared for her life

"P…Please don't hurt me" she cried out

"Sorry lady, Boss heard you were gonna snitch on him, told us to do what we wanted with you"

Harry didn't know what to do, he had all this power and he was freezing, he couldn't freeze, but then he remembered what Peter said happened the night that Spider-Man was born, that he did nothing when he could've done something and a precious life was lost for no reason. Harry saw one of them pick the woman up and throw her to her backside, they were about to raise up her skirt while his friends held her down. And that was enough for Harry, as he acted, throwing a dumpster at one of them, pushing him down to the ground, this caused for the others to look at Harry, losing focus and letting go of the woman

"Look at this, Kid thinks he's some sort of hero, move along, now!" the leader yelled out while pointing a gun at Harry

Harry, looking down at the crying woman, decided against that, raising both his fists to them, the leader pulled the trigger, shooting at Harry, but with his new found Superhuman Speed and Agility, Harry is able to dodge out the way, surprising even him at the way he moved and leapt off the wall at his attacker, pushing the guy away, he lands on the ground while the guy is sent into a net fence, dropping to the ground and groaning in pain.

Harry looks at the rest of them with a smile on his face, and that alone makes the others run away in fear, they weren't about to deal with someone who could push a full grown man with a burly size like that around. No way.

Harry looked down at the woman, she was still crying, her fear hadn't subsided, Harry got down on one knee making her whimper even more, she tried to crawl back deeper out of fear, but then she sees her saviors face

"You…you're just a kid?"

"And I just saved you, you okay?"

The woman broke down in tears, before hugging Harry, she was so scared, they were…they were going too…her tears weren't ignored as Harry held her, the woman was afraid, but she didn't have to be anymore, but what would've happened to her if this brave man didn't come in to protect her. The woman explained that she was just fired from Fisk Industries, her boss accused her of stealing confidante information, which she hadn't done.

She said she was actually just on her way to her car when these men jumped her out of nowhere, they must've seen the suit and thought she was somebody important, and the only people she was important too was her wife, and daughter.

Harry escorted her back to her car, he told her to go to the police with this to file a report, she asks what she should tell them about him,

"Hmm, don't tell them you saw my face" Harry suggested to her, she smiled and laughed, before giving him a kiss on the cheek and finally, she hops into her car, driving away from him.

Harry decided to head home, but there was this feeling that had plagued his mind, when he saved that woman, nothing in his life had felt more right to him, he was the owner of a multimillion dollar company, he was rich, he had a beautiful goth redhead girlfriend and a best friend who was currently going to a school for Mutants, whatever that was, he guessed it meant people with powers, and he guessed he qualified now?

Maybe he should give him a call, maybe he and that Raven Haired Goth he picked up can double date with him and MJ, that was a nice idea, the three idiots back together with a hot fourth to add to their little group, reminded him of Gwen and them in all honesty, Gwen was always their fourth with something weird to say. That was always part of their charm and it was beautiful. He held a framed picture of the four of them together, and smiled, but then he remembered what his Dad had done and all he can think is 'Why'd you do it Dad, you used to be a good man, you may have not been the best father, but what was the point of taking her from this world?' he put the picture down and went to bed on that, angry at what his father had done to an innocent woman for nothing.

WESTCHESTER

PRESENT DAY/ (OR NIGHT REALLY)

Spider-Man and Talon had just foiled the Kingpin's human trafficking scheme, they had freed not only a bunch of men and women who were going to be sold into labor and probably even prostitution, this sickened Laura, when she had escaped the facility, she had worked as a prostitute as a way to hide and make money, the men and woman who went in there disgusted Laura. But right now, the two of them carried a girl their age on the back of Laura's Motorcycle, she had passed out from the trauma of it all, and was just riding in silence, they weren't even able to get her name before she lost consciousness.

Spider-Man swung beside Laura on the stolen motorcycle, she didn't know who it belonged too, but it belonged to one of those trafficking bastards whom they had taught a lesson and Laura had stabbed in the arms and legs, still alive, even though that feeling of someone was watching them was still adamant in her mind.

The three of them finally reached the X-Mansion, the gates were locked at this hour in the night, the defenses were most likely armed and ready to take out any intruder, Laura stuck in her keycard and the gate opened for her, Peter had already swung inside, he wasn't ready to tell them to tell his new teammates and he can guess family in a way, that he was actually the infamous Spider-Man, loved by fans, hated by Hitler Mustached men.

As the two head inside through the gates, Peter takes this as his opportunity to leave, but not before giving Laura a slight peck on the cheek, for earlier

This caused Laura to blush immensely as she looks up at the Spider scaling up several feet into the air and landing perfectly on his balcony, he already begins to change out of his costume, but as he does this, he notices something, there was a slight rip on his suit, it wasn't anything big thanks to all the tech downstairs in the lab, he would be able to repair this no problem.

A knock on the door draws his immediate attention as he was about putting on a shirt, he faced the door and Kitty phased her head through the door

"Hey I…abs" Kitty was about speaking when the sight of Peter without his shirt, a nosebleed drawn from her nose "Ugh wait, yeah um, the professor just called everybody down, apparently we have a new guest staying here"

Peter already knew this, but that the Professor had already told everybody, he had to admit, the man worked fast for someone in a wheelchair, but then again, just because he was in a wheelchair didn't mean he was helpless. Peter nodded at Kitty, who was once again ogling his abs,

"Kitty" he says in a soft jokey tone "My eyes are up here"

"W-What?" she stammers before phasing out

Peter lets a slight huff before putting on his red shirt and blue shorts, walking out of his room, and already seeing Laura dressed in normal clothes, the two walk down stairs with a smile on Peter's face and a stoic expression from Laura, (Which she used to also hide her smile) but he could see through right through it, he knows that she was smiling inside seeing the girl in front of him, weird that they didn't know her name though.

But taking another look at her, Peter noticed something new about her, or something he hadn't really seen before, she had a red freckled face, Laura saw the weird look on his face

"What?" Peter asked as he saw the confused look

"You have a 'Look'?"

"Oh sorry, it's just, did she always have so many red spots"

"Yes" she answered with her usual stoic expression "Did you not notice before?"

"I did not, is there some technique to spotting things better?" he asks her, leaning on

"Yes, it is the ancient mythical technique fashioned through thousands of years of warriors' past" she said to him, her mood more eccentric

"What is it?" he asked with intrigue now

"It is called, having two eyes" she answered, his intrigue drops as he realizes she was pulling him leg,

His expression lowered and she allowed herself to once again smile for him, he tried to keep his lowered brows, but that smile, that pretty smile, it wasn't just letting him 'God this girl is gonna be the end of me' but her smile puts a smile on his face as well. The two of them walk down the stairs and see the girl they rescued, the one who was being very quiet and obviously, very mistrusting as she wasn't even looking anybody in the eye.

Jean was the first to approach her the girl, her red eyes tilt up very quickly at the redheaded supermodel, before tilting back down to the ground, Jean approached her with a cup of water

"Water?" she offers the girl, hoping this would at least get her to respond to them

'Poisoned? Sleeping Drugs maybe, that was how the men caught me last time, don't know who they are' the girl thought aggressively

"My name is Jean, Jean Grey. And this is just a cup of water"

'That was a weird thing to add at the end'

'No it wasn't, not when your thoughts are thinking very loudly, and please drink, this isn't poisoned and we aren't going to hurt you, as you can see, we're just like you' Jean thought to her

"H-How did you do that?" the girl asked

"Everyone here is just like you, we have 'Gifts' mine is Telepathy"

"Cool" was her only response

"Hi!" Kitty came in front of her face with her usual excited and peppy attitude, startling the girl as she jumped back on the coach and fell down, Kitty looked around at everybody who just looked at her like 'Really?'

"What?" was all she had to say for herself "WHAT?!" to which everybody palmed their face and shook their heads, Scott helped the girl up,

"Hey, don't mind Kitty, she's just very excited to have a new face around here" to which Peter fake coughed causing Scott to look at him with a raised brow, he had been there for a total of a week at tops and he was already not the new kid on the block. Rogue tapped his shoulder and shook her head in an to say 'Sucks to you dude' Peter looked back at her, and she was staring at him, she must remember his face from the docks

Laura notices she was staring at both of them, but when she looked back, she quickly turned her head away in a blush, that was shocking, she tried to catch a glimpse of her in the side of her eye but when she saw Laura still looking, she averted her gaze, Bobby starting running his mouth, Laura didn't know what he was saying, she didn't care to listen. After all the introductions were made, they finally got an introduction from her, which Laura already knew she hadn't gotten the girl's name after spending over an hour with her.

"Um, Taylor, Taylor Deck" the mystery girl said, finally revealing her name to them

"Well Miss Deck, please, I would like to welcome you to the Xavier Institute for Gifted Youngsters" Charles Xavier introduced

"And Kid, word of advice, don't run away, never gonna end well" Rogue stated matter of factly, having tried to run away once herself, she was speaking from experience.

Taylor was escorted to her new room by Kitty and Tabitha, she was still just very unsure of herself, but mainly, she was worried of her brother, what had happened to him, was he okay, was he looking for her, did those guys get him, she had to know and know she must.

She sat on her bed, it wasn't like she had stuff, or any real clothes as well, all she really had were the ones she had on, that wasn't a good thing. She laid on the bed she was given, it was really soft and even through her worry and feeling of unsafety

She found herself asleep in a few minutes.

A FEW HOURS LATER

It was 04:00Am in the morning, Peter was soundly and happily asleep, he loved the beds here, they allowed him to sleep so much easier than it was at May's. But even then, his house in Queens would always be his home, always and forever. His sleep however was interrupted when he was dragged out of bed, he fell to the floor and woke up, sadly.

The fall didn't hurt as much as it would for a normal person, he looked up to see Laura, she was holding his bedsheets and a bucket of what appeared to be ice water in the other, Peter looked up at her confused why was she in his room at, turned to his alarm clock, 04:06Am

"May I ask thou maiden why she partake in interrupting thy slumber?" Peter asked in a poets' tone

"Yes. Your friend Murdock asked me to teach you to fight, I am here to accomplish this task"

"At 04- he looks back at the clock 09 in the morning?"

"Yes" she stated coldly "Now, put on your gym attire and meet me outside in the woods"

"Is there a chance I can go back to sleep?"

"You may, as long as you can sleep through ice cold water"

"You wouldn't"

That single moment, she unveiled a level of scary he had not faced in such a long time, the only thing that scared him more was the Green Goblin, but this, this was close second though. The way her stoic expression gave way to a slow crept up wide smile, her eyes once so calm gave way to a level of malice that not only said that she would pour that ice water, but she would take deep pleasure in it.

He quietly stood up to avoid that dreary smile, god was it the opposite of the smile he loved, it had the air of horror to it, like if he didn't do what she said, he would end up going missing, with no sign that he was ever there to begin with.

10Mins of Sneaking and a Scary Laura Smile Later

Peter was outside with Laura in the forest surrounding Xavier's and now that Peter wasn't fearing of her scary smile again and half asleep, he seemed pretty excited to start training. Now, he was jumping and crawling across the tress, Laura observed more of what she was working with, and seeing him, it made her wonder just how much of him was part spider, he had spinnerets in his hands, by the way he described his eye sight, he had something of an Infrared Vision, but that was strange, Spiders didn't see that, he did have Night Vision as well though.

Laura watched him closely (Totally not staring at his tight, perfect Ass…stop it Laura)

So far, everything Peter had told her, she believed, she wanted to believe, because if someone who knew her past still believed that she could be better, from someone who had also gone through so much trauma and still had a smile on his face, then maybe there was hope for her as well.

He and she reached a clearing in the fields, somewhere he couldn't break anything.

"What're we doing here?" Peter asked

"First, you need to learn how to control your strength"

"Don't I do that already?"

"No, you hold it back and therefore hold yourself back. You need to gauge how much is necessary for a situation instead of being paranoid for every scenario" she explained to him

"Okay Coach, what do you want me to do?" he asked

"I want you to hit that tree as hard as you can"

He slowly walked up to the tree, he was slightly hesitant in doing this, to him, he could kill an average person with so little as a forehead flick or an uncontrolled tap, he was dangerous and he knew this and so did Laura, he raised his fist to the tree, but his stance was all wrong.

"Your stance is wrong" she flatly pointed out

Walking up behind him, she pressed her body against his back, making him slightly blush as he could feel her body's warmth, she corrected his stance, her face also turned red when she felt the muscular tone of his body, somehow it was harder than before, 'God I wan…No!' she finished correcting his stance, lowering his feet to give him a stronger punching power. She was still apprehensive of letting go of his toned body, but she did so and very quickly, if regrettably.

Peter took in a long breath as he flexed the muscles in his arm as he sent a powerful punch, the tree splintered before it could even fly. The force traveled through the ground and formed several cracks underneath their feet as the few surrounding trees broke from their bases and fell to the ground but that wasn't even the worst of it, as the ground began to shake even more, and to both their eyes widened as a piece of the cliff there were on collapsed, luckily the only thing below them was water.

Laura staggered back as all her assumptions were made about her friend, he was indeed much more dangerous than she was, he wasn't a skilled fighter on her level, and he didn't have the same level of a healing factor, but he was stronger than her, had faster reaction times, the stealth implementations of wall crawling and Power of Precognition.

Peter however flinched back at the sound of the damage he caused. She regained her balance and saw how petrified he looked. She placed a hand on her shoulder and gave him an assuring look, at least one she could muster. By the look on his face, he seemed to detest the very notion of causing harm, she found this trait of his rather…Noble.

But neither of these two realized that they were being watched, by someone that Laura Kinney couldn't detect, someone she feared with all her being.

Kimura

The Facility agent and handler of X-23 watched the pair were, training together, she hummed to life as she saw the sheer strength of Weapon 24-A and he was a child, children were the easiest to groom, by the look of him, he was around the same age as X, that would make it very difficult to groom him, but she needed to know who was truly superior between these two weapons.

She was just need to see.

A FEW DAYS LATER…

Peter had decided it would be nice to go and visit his friends back in Midtown High, they were happy to hear that he had moved schools to a prestigious school for the gifted, Harry in particular was really happy for his best friend, it was nice to see him smile since they lost Gwen. MJ was also exceptionally happy for her across the street neighbor, a superhero needed to have something going for him after all.

Peter was heading to the garage, he had asked Laura if she could help him out with that and she was happy to oblige him, entering the garage, they were stopped by a short and stubby man covered with hair all over his chest, and a hairstyle that Peter has learned to simply just call 'The Wolverine'

In his hand was the key to Laura's bike

"And where do you kids think you're goin'?"

"Out" was Laura's simple answer as she stared up at the man that was her father

"Together?"

"Y-Yeah" Peter said, it was weird, this man was so short yet so intimidating, How?

Logan eventually just sighed as he handed her the keys

"Just, stay safe out their kiddo, okay?"

Laura nodded and Logan looked at Peter, more like glared and he could swear that he heard the man growl as he walked past him

"Bye Kiddo"

"Bye…Dad"

Logan stopped when he heard that, did, did his heart just skip a beat, what was this feeling in his chest, was he, what was this?

Laura handed Peter a helmet

"Here, I got this for you"

She had never really offered him a gift before, this was really nice

"You know; you didn't have to do this" he said to her with a smile "I know" she hands him the helmet and he takes it, hoping on the back on her bike and the two ride out together.

IN NYC

Laura, for once in her life is actually obeying the traffic laws, she stopped for the red lights, which actually had Peter slumped for once. But then something that pissed him and her off happened, a group of kids in a sports car, obviously somebody's spoiled rich kids, didn't know or care whose showed up.

"Wow check out the baddie on that ride, too bad she's carrying some textbook swimmer on her back" the jerks said through their snobbish laughs

"Hey Babe~" now they were talking to her, her eye twitched when they talked to her "Why don't you ditch that book hugger and come hang with us instead"

Oh god her fingers were twitching to just run the red light already "I mean she can't be that cool if she's hanging with…" the girls in the group were talking now, and Somehow, they sounded even more annoying, obviously the cheerleader types, and by the way they talked, they most likely were going to peak in high school, Laura really hoped they peaked in high school.

"Yah babe, I mean if she hangs with that someone like that, I can't imagine she's anything cool, probably just a nerd with looks" Laura didn't mind being called a nerd, because all the nerds are the ones who actually go on to do something with their lives and not just rely on Daddy's credit card.

Peter hadn't said a single word throughout all of this, as the light flashed green, he suddenly held her hands and stopped her from driving forward as the jocks drove straight ahead, but while they were driving, their car's engine compartment suddenly started to smoke, before ultimately shutting down and falling out. Laura turned around to see a very devious smirk on Peter's face

"You didn't?"

"Didn't do what? Stick a web gadget to their car while they were ogling at you and frying their engine. My dear beloved that would be irresponsible of me" he said to her, the most devious smirk on his face saying it

"Okay~ sorry I doubted you, Babe" she teased him more as they drove by and the jocks stuck car, they make sure to drive slowly as they salute to them on their way. And the pair move on.

Oscorp Tower, Laura was actually surprised that this was where Peter's best friend lived, he stayed at the top of the tower, walking inside, the receptionist was there to meet them

"Hi Lisa"

"Hi Peter, Mr. Osborn is in his Penthouse ready to meet you" she then looks over at Laura "And whom may this young woman be, Peter, already back in the saddle"

This made the two blush, Peter much more than Laura as she used every bit of her expert acting skills to hide the fact that on the inside, she was blushing like a mad school girl helplessly in love

"No, no it's nothing like that" he said, his voice even rising a bit

This made Lisa nod with a smirk

"Harry and MJ are there for you, he also said to give you these" she raises her hand and in them, were two tickets to Coney Island.

Nice one Harry.

The two headed up to the Penthouse and rang the doorbell

"Password" MJ's voice sand

"Harry Osborn, The Great One" Peter answered with a sigh

"Actually it's Emily Osborn, The Great One, but thank you for stringing my ego Peter" came the voice of Harold Osborn

"Let us in Harry, or I'm punching your door down"

"Go for it, if you've got 3000$"

Peter stopped, he didn't have that kind of money, Laura noted the banter between the two

"Will you open the door Harry"

"Ugh, Fine, don't be such a crybaby about it"

"Says the guy who was cried when Flash kicked both our asses for two years"

"This coming from his No.1 target?"

Harry opened the door, to see Harold Osborn, new CEO of Oscorp and one lifelong best friend of Peter Parker, the two fist bumped as they got closer, laughing as they see each other

"Man, you, you actually look less like the biggest nerd in the world now" Harry said as he gazed at his best friend "So you gonna introduce the Goth"

"Hah, okay Rich Boy, this is Laura Kinney, we both go to that prestigious school in Westchester"

Laura shook Harry's hand, the boy had a strong grip was the first thing she took notice of, his scent was weird though, filled with glee, as his eye brows were raised in excitement, he was excited about something, something on his mind.

The two were welcomed to the Penthouse and of course it was a very nice place, the two walked in and Harry raised both of his arms to the side

"Welcome to Casta De' Osborn Ms. Kinney"

She nodded.

Harry told his friend that tonight, the two friends caught up on events that had transpired in their lives, (Harry obviously leaving out the Symbiote)

"Okay, let me get changed and then, It's Coney Time!" Harry exclaimed

Peter and Laura were waiting for him in the living room, she went over to the kitchen and noticed he actually had a nice collection of wines, money really spoke volumes,

OUTSIDE

Two unknown individuals in a van, unknown to Peter and Laura, were secretly spying on them, because these were two Agents of the Facility, a branch of Hydra.

"Targets one and two have entered the building, Commander, awaiting further instruction" Agent One relayed on coms

"Keep an eye on them and make sure to stay off X's trail, she seems to have dulled a bit, we need both of them, or whomever wins our little experiment"

"Orders received Mam" Agent Two responded

Later; Peter, Harry and Laura were all driving towards Coney Island. They arrived after the sun had set and the moon encapsulated the night's sky, when they arrived, one Mary Jane Watson was there waiting for them. Taking a look at her, Goth redhead Aesthetic, made sense for her and she looked good with Harry, they looked good together

"Peter!" she exclaimed with a hug spread out

Hugging her childhood best friend, she opened her eyes to see Laura with her hands in her pockets

"You must be Laura?" she asks with her hand stretched out for a handshake "Peter talks the world of you"

Making said nerd boy's face to lit up and put a sinister smirk on Laura

"Oh what does he saw?"

MJ picks up on what the girl was planning "Oh just how pretty you are~" Peter quickly covers her mouth, with a hysterical laugh as he smiles "Come on guys let's get to the Rides"

Laura had a very sultry on her face as Peter walked away, Harry walked next to her and whispered "So how much teasing do you think we can do in a single night?" she smiled and turned to face him "Depends on our mood. Now come new friend, let us breakdown and rebuild his confidence" "I see why he likes you" was Harry's only response as the two head into the park together.

Before they got into line for any of the rides, it was a tradition to stuff your face with as much junk food as possible to make yourself as sick as possible. This was going to be a fun and eventful night for all of them.

The first ride they went on was the Whirlwind, inspired by the actual villain whirlwind. The quads walk into the ride, with each of them sitting down with their arms locked into the chairs, the wheel started spinning with the force of an actual tornado on the inside, spinning them faster and faster and faster by the minute. But to the surprise of nobody (That reads these comics) Peter is completely unfazed by this, while for Laura, it appeared she was almost struggling to handle the sudden rise in G-Force, but not enough that she couldn't hold Peter's hand, this display made them face each other, their smiles widening

"This is fun!" she screamed

"Thank You!" he screamed back

But the only one of their group actually screaming from the thrill of all this, was MJ, the only person here without superpowers, so as she would eventually throw up on the ride, the vomit would actually be suspended in midair due to the speed they were moving.

"Gross" Harry stated

"Don't (Gargle)" she was setting herself for another

The ride suddenly stopped and everyone got off with the vomit being something that happened regularly, Mary Jane found the nearest dumpster and threw her guts out and they were on the first ride. She reached into her pocket and took out a set mints, eating them

"How didn't you throw up?" she asked Laura

"Strong stomach"

Looking down at her midriff, she did have very well-built abs, she must work out a lot, even though it didn't affect that sexy body she had, Damn where was Peter finding girls like this, if only Flash could see the boy he bullied now. Laura noticed her checking her out "Stop it"

"Oh sorry it's just, Damn"

Laura didn't like herself being checked out, to herself, she wasn't attractive at all, she was a killer and that, she was yet to see if it had changed.

After that little interaction between Mary Jane and Laura, the group would continue down multiple rides, all of which higher, faster and more daring than the last, MJ having to throw up a total of 5times in total, until she was finally allowed a break from all the excitement and over force she was being put through, on the Death Loop, she screamed out and Harry quoted her on this 'MY FACE IS TURNING INSIDE OUT!'

Laura sat with Mary Jane and allowed the pretty boys to get some much needed catching up to do on the rails, she even gave her the pink Teddy Bear that she won on darts, with her eyes closed. Harry and Peter were leaning on the rails as they spoke

"Man, it has been way too long since the Idiot Brigade just went out and had some fun together" Harry stated with a sweet voice and smile "Yeah, ever since…ever since Gwen" the mention of this lowered Peter's mood a little "I'm really sorry Peter, I truly am, I should've done something to stop my Dad, but I just…"

"Harry, I get it, he was family, no matter what kind of monster he had turned himself into, he was still your Dad"

"Yeah, now I'm left to dismantle some of the shadier deals he had in Oscorp, including with one Wilson Fisk" this got even Laura's attention

"Your Dad dealt with…"

"The Kingpin yeah, although whatever conversations they had on illegal activities was scrubbed from the servers and now, but now I have a way to take the fight to him directly"

"What're…what're you talking about?"

Before an answer could be given though, an explosion rocked the amusement park of Coney Island, the first thing they noticed was that the big wheel went down, they hadn't even gotten an opportunity to go on it yet, Laura wasn't complaining though

"Go see what's happening?" MJ told Peter, he nodded as people were running past them, he and Laura got behind a large novelty rock as they begun to strip down, Peter facing away from her flustered as she was taking off her clothes, revealing her new uniform underneath, it was a bit more similar to the X-Men Uniforms, except she had made a few modifications of her own, such as cutting the midriff into a short sleeved crop top shirt, she also cut the arms to make them short sleeved, then wore her long arm bands over it, she kept the boots as well and of course, she would go anywhere without her mask.

A/N: Remember, Peter's suit in this story is Kaine's Scarlet Spider Suit

Spider-Man and Talon jumped to the scene, with the two nodding at each other

"These people are too chaotic; they don't know what's going on?" Talon observed

"I'll Find out what's happening, you try and get them to a safer area" Spider-Man relayed

She leapt towards the civilians, running with them from an above standpoint so she could see any and all future predicaments. On their way towards the exit, something appeared to block their path, it appeared to be a robotic dog, no a pack of three robotic dogs, their eyes glowed red as their robotic roar forced the people to halt

'Okay this is happening, they don't seem to be very tough individually' Talon assessed her situation and then she went doing something Peter would do, she runs in blindly into danger at the sight of one of the Hounds attacking a child. Landing on the ground and then

SNIKT

Claws out, ready for a fight, she got up from the group and assumed her fighting stance. The first hound attacked, lunging straight at her with its metal fangs bared, she quickly dodged it and with a spinning fist, she plunges both her claws into its metal hide, with a quick spin to reverse the momentum of the beast, she throws the metal beast back at its pack, they dodge and they both lunge at her, with the one on the left shooting at her with bullets from the side.

Dodging the bullets was no problem, even if she had to take a few of them, but that brief moment was enough for the second one to charge at her, biting into her shoulder as it spins her around, tossing her to a rock, she hits it and it hurts back, but she gets back up to continue the fight. The one that threw her then charges at her again, this time she leaps over it, landing behind the metal monster but that didn't help as the third one that was shooting her from afar managed to knock her down, she struggled to hold back it's jaws.

SNIKT

And outcomes her foot claws, using them to spear into the beast underbelly, dragging her foot back she gutses the beast, wires and contraptions fall out of the beast as it drops to the ground, and finally for the third and final one,

'These beasts are fierce, but this seems quite to simple, the way they left the people' it attacked her, shooting two missiles out of its back launcher, she rushes towards it, sliding under the first rocket, she performs front flips over the second one and finally reaching the Hound, she slides her foot claw past its head with an arm push up kick.

Landing perfectly, she watches the hound's head divide,

'What are these things'

Talon sniffs out for anything else, the smell of metal was prominent in the air, as well as the scent of gunpowder, armed forces and dozens of them, she faced up to see what appeared to be a Gunship approaching the Park and it was headed towards the area her partner was in and she needed to get to him.

WITH PETER

Spider-Man was already fighting, but unlike his partner Talon, his opponents were people, Good, it meant he could test out the training Laura gave him. He landed on the ground after finishing securing the Big Wheel. There were 13 guys in front of him, they were all wearing black combat gear, the helmets they wore was all black with a red face plate for their eyes,

(A/N: Remember the Facility Agents from Laura's backstory)

He web-zips towards the first one, delivering a hammer fist to his head, landing on the ground, he delivers a backflip kick to the face sending the grunt into the air

"Who are you guys anyway? Blackwatch, Night Raid, The Mafia?" Spiderman questioned while punching and kicking multiple of these mystery agents in the face while in midair

"That doesn't matter, Surrender!" An Agent said as he opened fire on him

Spider-Man, while still in midair, fired two webs behind himself, pulling himself away from the path of bullets "Yeah you see, I'm just not feeling like surrendering tonight, come back in the morning when I'm too lazy to wake up in the morning" he quipped and with a swing kick, sending the man that just shot at him into the air, he spikes him down to the ground and his body bounces off it, landing on the ground, probably not dead.

He uppercuts another one into the air, performing an aerial combo on him, that ends with him wrapping him in webs, using two web lines to swing him around like a wrecking ball into another guy, the two are sent dragging across the ground before being webbed to it

"Hi Tom"

"Shut Up Yuri"

Peter delivers a quick rush jab at one of them, following this up with spinning front jab and finishing with a round house kick to the head, putting him down for the count. The next guy somehow got it even worse as Peter slid between his legs, firing two web lines he pulls on them tightly and then he slingshots himself into a jaw strike, slightly harder than before. It breaks his mask apart and knocks him out immediately.

Landing and spinning on the ground into a direct leg swipe, followed by a knee to the jaw, breaking it, he shoots a web line at another person's face, blinding them for him to leap over him, pulling him up on another web line, and smashing his face into the dirt. 'There are 6 more of these guys…I gotta' Spider Sense. He stops and looks around, to see that the six guys he was fighting, they had all just moved away.

His spider sense ordered him to turn around and yes, he meant 'Ordered' as his body suddenly turned around, seeing a woman holding a rocket launcher at him, she fired it and he dodged the missile easily, the rocket exploded in midair but something was off, instead of an actual fiery explosion, what hit him was a green liquid substance that doused over him.

He landed and was covered in it, the smell was almost odorless, but whatever this was, it made the woman smile

"Hey 24!" she called out, her voice sounded so sadistic and it was aimed at him, he even pointed towards himself to make sure, she nodded with a look of such glee "Yep You! You've been very close to our dear X~" the mention of that nearly set Peter off, but he knew to keep his cool, she gave him chills after all, "But I wonder, which weapon is better, the one we hand crafted, or the one born from the Goblin" now this set Peter off and before Kimura could even see anything.

She didn't see it happen, she didn't see what happened, she opened her eyes with a groan, something had happened, but what, looking forward, her eyes widened to see X-23 Vs 24-A. Her own little weapon growling and slashing at him with a primal rage so fierce, she thought she'd never see that again, and the other, the other seemed to possess a similarity to her favorite weapon. He appeared to have bone spikes ejects from his wrists, which he was using to counter her claws. But what happened to her, and why was her body in a destroyed cotton candy cart.

3 MINS PRIOR

As soon as Kimura said the word Goblin, Spider-Man went off, he lunged himself at her faster than he had ever done before, that Mutant and Mutate Enhanced Speed showing full force here, as he wound back his fist before she could even react, and delivered a punch that knocked her down to the ground. But the woman's Invulnerability she was still alive and barely even hurt from that, but she did feel it nonetheless, and that was rather impressive.

"Woah, now that was a left hook, a lot stronger than anything X even hit me with"

"Who the hell are you, lady" 24-A growled

(A/N: I called Peter 24-A here because that is the only name Kimura acknowledges him with, she doesn't care about Spider-Man and whenever that is used, it's because it's from Kimura's POV or though)

"Oh where are my manner, but you and I are gonna have a lot of fun together later" the woman said, making Peter cringe at what that could mean "But you might not get the chance to do so"

Peter's spider sense went off quickly as he turned around to see Laura on one knee growling, she was growling like a beast, her eyes, through the red lenses of her mask he could still see them, they were burning red and cracked and

SNIKT

She lunges towards him her claws bared to their extent and fully ready to kill him, he didn't understand what was going on as he shot a web and zipped upwards, landing a top a light post

"L-Talon, you okay what's going on?!" he asked her

The only response he got was a louder growl as she sliced down the pole, it falls and he jumps off, she leaps up and manages to slice him just barely in the stomach, he screams in pain and falls and Talon, unknown to her, lunges at her partner with the intent of killing him, he dodges her clawed punch, she follows up with a swift kick to the torso that knocks him to the ground she was about to once again drive her claws into some she loved, with a smirk on Kimura's face, her taking so much pleasure in what pour X's expression would be.

Spider-Man dodged her claw but another claw kick from her slashed his back, always with the back, he turned around and dodged her from next attack, he refused to fight back against her, whatever was happening to her had to have some kind of trigger, then it clicked

'They designed a… a special scent, it's odorless to anybody else, but if smell it, I'll kill anyone and anything that has it, with absolutely no control over my actions'

He remembered what she said and Kimura just watched in slight disappointment as 24-A refused to fight back, by all reports, he's definitely stronger than she is, and just as fast, and possessed quicker reaction time, this should be an even match for the two.

But with the Invulnerable Woman stared on, her focus squarely on the fight, she didn't notice something else, until it was too late, a Black Tendril shot out of nowhere and it sent her body flying back into a cotton candy booth.

The Tendril retracted into the arm of a young man, brown hair, white skin. Harry Osborn everybody. The soldiers didn't notice him until he had somehow knocked back their commander, he looked up at his best friend, fighting, his date, looking at her closely, his really sexy date, man, where does he find these women. Harry super leaps up to where his best friend was fighting, tackling the woman off the Big Wheel, he grabs her and shoots more tendrils, grabbing unto something, and swinging them both down to the ground.

As the two land, Spider-Man shoots webs at her arms and legs, holding her down so he can land next to his best friend

"Harry?"

"Pete, what did you say to your date that has her trying to kill you, you didn't talk about the Field Trip to Snow Trip again did you?"

"Course not and that's what your gonna ask, not why does she have knives in her hands"

"Ugh Mutant?"

"Yes, also what are those things coming out of you?"

"Well, I guess I can explain that later, but first" (Guns Clicking)

They face back for more soldiers and hounds to appear, Harry smirks at the sight of this, black tendrils begin to crawl up his body, transforming into what looked like Black Armor. And for some reason, the eyes and everything, the entire design of the suit kinda looked like a black version of him in body armor.

"Nice Suit"

"Had a great Inspiration"

The two take a fighting stance, Harry gathers tendrils to his feet as he kicks one of the soldiers away, the tendrils pushing him away as he's sent flying into two more soldiers, knocking them down, Spider-Man one hand back flipped away from X-23. Peter understood what Laura told him about this, and the reason she was so fixated on him was because he was doused with her Trigger Scent, and she told him

'Peter, I'm asking you this as my friend' he was so surprised when she called him that 'If I ever catch that scent, stop me before I can hurt anybody, your stronger than me and just as fast, I trust you can do it'

FLASHBACK END

'I Promised you Laura, that I would' and with that thought

SHAK!

Spider-Man and X-23 clashed, X-23 attacked with her claws and he countered with his stingers, lunging them in between the large gap between her two claws, and with his superior strength, he pushed her down on one side, he ducks out of the way of her foot claw as she was about to kick him in the head, letting go of her, she gets up and continues her unrelenting assault. She swings both her clawed fists at him, he manages to stay out of the edges of those deadly weapons, he couldn't use his stingers, they were tough but not like hers, he couldn't let either of them touch him.

As she took a left swing, he dodged again by moving backwards, but this time, while her arm was still in midair, he fired a web line, pulling her arm back, throwing her off balance so he can try and subdue her, but she prove to stubborn for it, as with a spinning crescent kick, she manages to cut his shoulder slightly

"Argh"

He uses his own finger claws to slash her leg, causing her to fall to the ground, but that wasn't enough as he was stabbed in the waist by her foot claw, he screamed in pain but that didn't stop her from ferociously repeating this act, he groaned instead of screamed this time, she was about to repeat this act once more, he grabbed her foot, and moved back from her, his side was bleeding but at this moment, she didn't care, charging at him once more, with both claws out and ready for blood. Peter barrel rolled under her, making her miss her strike, he gets up and webs his side up to stop the bleeding, but she rushed him again, and she attacked with a kick to the face, followed by a straight hand slash to his side, she nearly cut his neck with that one, he finally had enough of this, he didn't want to hurt her, but if he didn't fight back, he was going to die, and dying by her hand would break her heart even more, he couldn't allow her to go through that, not again, not like her mother.

As she was about to drive her claws into him with another punch, she found her hand stopped by his stingers going through from underneath her hand, stabbing into her wrist and halting her movements, his stinger came out the other side of her arm, she pulled back in pain but that didn't help as he delivered one devastating gut punch and sends her flying back, she hits her head on the rails of the Hydro Slide

CRACK!

That punch and that land immediately broke her neck, Spider-Man opened his eyes as the trauma of Gwen's death returned to him, he heard in his mind Gwen's neck snap as the whiplash from his web and the force of her fall recoiled and

SNAP!

She was gone, he held Laura, he struggled to hold back the tears until, he felt something hit him in the back, he turned around to see Kimura with a Tranq-Rifle, placing X-23's body on the ground, he got up Stingers in full view as he charged to attack her, but as his bone stingers shattered on her body, he finally realized who she was and why Laura was so scared of this woman, she was Invulnerable and with one heavy punch to the face, she managed to knock him down, while down, she fires more darts into his shoulder, back and leg. Finally putting him to sleep, but before he shut his eyes, the last thing he saw, was her, was Laura, the tortured young girl whom he had…

And he was out.

Kimura glared at him then at X, it would be fun to take her back with them, train her once more and continue to use her like the plaything she was, but No, this wasn't about that, this was about the money and this, she looks down and picks up 24-A, this was stronger, faster, and had just proven itself to be the Superior Weapon and to the Victor of this little Experiment, they Take.

Kimura presses a button and a Gunship drops lines for the fleet that was still active.

Harry continued fighting against the agents, until he sees them carrying away his best friend in what looked like a Hover Craft,

"No!"

The remaining ones try to attack him at once, dogs included and the Harry in a fit of rage, his tendrils explode in all directions from his arms, back and chest all at once, destroying the robots and sending the men flying out of the world of consciousness and into the land of fragmented skulls.

Inside the Hover Ship, Kimura stared out from the cockpit at the two on the ground, the pilot looks up at her,

"Orders Mam?"

"Open fire on the Black One, we have what we came for"

And like that, as soon as Harry retracts all his tendrils into his body, he hears groaning from behind him, turning around, he sees Laura, her neck was snapped, but it sounded like it was healing itself, he then heard, no, he felt the Hover Ship rotating its machine guns, opening fire on the pair, Harry rushed towards her, using the tendrils to make a shield, the bullets bounce off the shield but that didn't mean that Harry wasn't feeling something from all of that.

Kimura had them open fire on them until the smoke is completely encapsulating the environment, finally, the rotating gun stops and Kimura ordered them to fly away. And they do, like that, Spider-Man was taken away, to God Knows where. On the ship, Kimura had 24-A strapped down with Adamantium Cuffs so he couldn't escape, she knelt down in front of his face, smiling at him

"Oh we are going to enjoy seeing what makes you tick" she said with the most sadistic grin on her face, the kind that people who enjoy torturing children get.

While Back at Coney Island

Harry undead his shield, his arm was a little sore from having blocked all those bullets coming at them at such rapid fire, he shook his arm to calm down the numbing feeling he was having, looking back, Laura coughed up blood. She opened her eyes to see what looked like a black, Militarized Spider-Man

"Who?"

"Laura, don't worry it's me…"

"Osborn?"

"Call me Harry"

"Where's Peter"

"They…they took him"

Laura's eyes shot open, she could catch the faint smell of Kimura, her handler, the woman that tortured her for her entire life and now she had the boy she…

She felt fondly for.

She then looked at Harry, the way his suit contorted back into his body, remaining just his normal clothes underneath, helping her up to her feet

"Man, first day on the job and my best friend gets taken"

Harry and Laura were just staring at each other, they were not used to each other at all, so any conversations they were going to have, might be very awkward, which was why Laura mostly avoided answering him

She got up and was still slightly in pain from Peter's punch, she guessed that he used enough strength to take her down without his hand going through her torso, she was limping to stay on her feet, but Harry helped her out by giving her shoulder to lean on as they were trying to leave the park. One of Harry's tendrils shot out from his back with his phone in hand

"MJ where are you?" Harry asked

"I'm about two blocks to the left of Coney Island, but you might want to hurry, Cops are on their way"

"Gotcha MJ, Thanks"

He holds Laura closer as he lifts his hand, a set of thinner black Tendrils shoot out from the back of his wrist

THWIP

Laura noticed the sound that it made, she would ask about that later, but as of right now, they needed to find out where they were to go, Peter was gone, she couldn't pick up a trail anywhere, they currently had nothing.

They landed on top of a building near Coney Island with Harry and Laura never having said anything to each other, until they got there, Harry had noticed her sniffing around in different locations all the way too, like she was trying to sniff him out, what was she, a bloodhound?

As the two dropped, Harry finally asked her about that

"Why're you sniffing?"

She waited for a bit before answering "I am trying to find a scent, but I can't find them. I can't find him" she looked defeated, dropping down to a crotched position, she was so afraid, she had found Kimura's scent there, but it was gone. That woman was in every form a monster, she enjoyed the torment she could cause to others, she enjoyed inflicting as much pain as she could on anybody that she could and now, now she had Peter.

Harry sat there next to her, he put his arm on her shoulder in a reassuring way

"Listen, I don't know much about you, that's why me and Peter agreed to this double date, because he wanted to introduce us to each other, tonight didn't go as planned, but we will get him back, those guys are gonna learn what happens when you mess with our friend" Harry gave that actually reassuring speech

Laura raised her eyebrows at him with a questioning smirk, then a scent caught her attention, she looked down to see Wolverine, her father…OH SHIT!

He could tell she was here, he could obviously tell, he was out of costume but still, then a mighty gust of wind brought their attention behind them, with a bit of Thunder, the sound seemed to bother Harry a little, but not much, as Ororo Munroe arrived

"Laura, what happened here, and (Storm stopped for a second to admire her attire) Nice outfit"

"Thank You Ororo"

Harry was just confused, until it dawned on him "Are they from that school of yours?" Harry asked. Laura nodded to him and there stood the X-Men.

Marvel Girl, Cyclops, Rogue, Nightcrawler, ShadowKat, Wolverine, Storm, Iceman, Jubilee, Magma, Beast and Boom-Boom.

"Laura, what happened here and~ is that Peter?" Jubilee asked "Nice suit"

"Oh no, I'm not Peter, I'm Harry Pete's best friend"

The group then notice what Laura was wearing, which is what the new Vigilante Talon wore, then it clicks to them, Laura was Talon, the Vigilante girl that was Spider-Man's new power. Then Beast was right, Peter was Spider-Man, which was something that the new mutants did not notice.

"Kid, where's the other kid?" Logan asked his daughter

"Dad, they took him"

"Who?"

"The Facility, those monsters that made me, they took him"

Wolverine knelt down to hold his daughter as she was ready to just cry, he held her, Harry was still confused, but seeing her sadness, he knew so little about her and Peter's other friends, his undid his mask and the group all left, everybody was safe and went on.

LATER, SOMEWHERE

A bright light was all he saw when he first opened his eyes, it was hard to keep his eyes open as that light was so bright, Peter got up from the cold floor looking around, he was in a white metallic room, the only thing that was there was a bed for him to sleep. The room was a complete metal box and he couldn't even see a door, or anyway out of this place, the metallic room wasn't either too hot or too cold, it was okay for him at least.

A voice then came through from all over, a female voice that he had heard before

"You were a really rare find Weapon 24-A, a child of the Goblin"

This once again set Peter off, as he punches the wall, nothing happened to the wall, in fact it had hurt his hand but at least it wasn't broken, it then started healing quickly.

"Where am I?"

"You are in your new home, where we are going to train you into being our new weapon, I want you to know what's going to become you here, and how much I'm going to enjoy watching you break."

Peter had a determined look in his eyes

"I'm not going to kill people for you. And can I guess that you're Kimura?"

"Why yes, I'm guess X told you about me?"

"And ow much of a sadist you are, gross by the way"

The Voice stopped coming through the PA, instead, all that came was something that terrified him, it was a laugh, a laugh that meant that what she was going to do to him, she was going to enjoy it. But Peter's determination was still clear on his face.

While for Laura, she and the rest of the X-Men and Harry, the group were all flying back into the group in the X-Jet, with a determined look on her face as she stared out the side window.

(Peter) 'Laura, please… Be Safe"

(Laura) 'Peter, I Promise you… I'll find you"

NEXT CHAPTER: FINDING PETER PARKER

A/N: Hey Guys, sorry for the late updates, it's a bit tough to write two completely separate stories at once, so sometimes one will delay the other. I'm sorry for that, if you have any wishes or things you'd like to see anything in this story. Please

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SENTINEL CORE

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