Drumbeats began to break out as flashes of the old timeline and the new timeline were shown. The scene where Peter got bit by the spider, but then it glitched to replace the hand that it bit with someone else's.

"We're doing things differently this time," Gwen Stacy commented as she continued to play. "So differently. You think that you know how this story is going to go down, but trust me, you don't." Images of Peter Parker were shown as he saved the city. "Because this isn't his story anymore. It's mine... my name is Gwen Stacy. And this is my story."

Peter Parker and his classmates went on their final field trip of the school year to Mercury Labs, where they would be the first to witness a revolutionary experiment performed by Dr. Otto Octavius. The day that started it all. The day that the radioactive spider would choose its victim to burden with incredible powers.

Peter looked around and adjusted his glasses; he was amazed by the experiments. He also noticed that they had a display of experimental spiders.

The tour guide said, "There are over 32,000 known species of spiders in the world. They're in the order Araneae and are divided into three suborders."

Peter listened for a moment, keeping his eyes on the surroundings, while Gwen walked up to him.

Greeting him, Gwen said, "Hi, Peter."

"Oh, uh... hi," Peter greeted, rubbing his eyes and fixing his glasses. "What are you doing?"

"Just wanted to be near my friend," Gwen said as she lightly pushed him. "Is there a problem with that?"

"No, I'm totally fine with it," Peter said as he fixed his glasses once more.

The guide continued, "Arachnids from all three groups possess varying strengths which help them in their constant search for food. For example, the Delena spider, belonging to the family Sparassidae, can jump to catch its prey."

The spider then did exactly as described and jumped from one twig to another within its cage.

"Next, we have the net-web spider," the guide continued. "Family Filistatidae, genus Kukulcania. This spider spins an intricate funnel-shaped web whose strands have a tensile strength proportional to that of high-tension wires used in bridges."

The spider dragged its prey up a web on the top of the wood in its cage.

"The grass spider hunts using a set of reflexes with nerve conduction velocities so fast that some researchers believe they border on precognition. Its early awareness of danger allows it to strike prey before it can react." The guide continued, "These types of spiders transfer RNA to encode an entirely new genome, combining the genetic information from all three spiders into these fifteen genetically designed super-spiders." The guide gestured to the fifteen containers that were on display, and Gwen noticed an empty one.

Gwen stated, "There are fourteen of these containers." She gestured to the empty container. "This one's empty."

"Oh, so it is," the guide said, not seeming to notice that it was missing. "I guess the researchers are working on that one."

Not knowing that the spider was currently above them and was crawling down on its web, this was the same spider that had been mutated due to the particle accelerator.

One bite, that's all there is to it. Enough bite for one person to get their fill.

As the spider descended toward Peter, the tour guide called out to the class. "Now, if you would all follow me."

As the tour guide led them away from the exhibit, Peter moved in the opposite direction of the spider. This caused it to land on the back of Gwen's jacket and crawl upward to her arm.

But this isn't like the last time.

Instead of waiting around, hoping to be latched onto by Peter, she was bitten by the spider. Gasping in pain, she smacked her hand against her palm before looking down and noticing that it was a spider.

This is how it changed; one alteration changed everything. Barry Allen saving his mother caused ripples to occur throughout time and space for this new timeline to be born. Spider-Man will no longer exist, instead, there will be someone new.

Standing atop a tall building, Gwen wore a black bodysuit with white areas that formed a spider design, a white hood with an interior lining of magenta with cyan web patterns, matching magenta-and-cyan designs on her upper arms, and cyan soles on her boots.

In this universe, Peter Parker never became Spider-Man. In his place, Gwen Stacy took up the mantle. Barry Allen saved his mother and altered reality. But... even this universe is bound to end in tragedy. One way or another. The nature of that tragedy remains to be seen.

Gwen was currently testing out her new powers in the suit she had made a few days ago.

It had been three weeks since the trip to OsCorp. Three weeks since she had gained her powers. And she was having the time of her life with them. Everywhere she went, people were either surprised or shocked to see her doing these incredible things. She had to admit it brought a bit of enjoyment to her face to see their confusion. She didn't mean them any harm; it was just a bit of fun.

Right now, she was just trying to get home because she was supposed to have dinner with her neighbors, the Allen family.

Peter Allen had been her best friend ever since her family moved out of Forest Hills and into Central City, where they lived right next door to the Allens. Her father was a police officer, so she didn't see him very often. Sometimes she would go days without really seeing him because he would be out on the job.

Her mother died when she was young; this is the reason her father moved them out of the city and sought a fresh start. She kept swinging and finally made it to her bedroom window, outside. Opening it and ripping off her mask with a sigh, she loved the suit and the powers, but it was hard to breathe in the spandex.

When she was getting changed, she couldn't help but glance at the window that provided a direct view of Peter Allen's window. He was currently patching up some scrapes on his knees he had received from the bully of their school, Flash Thompson.

Flash Thompson had been bullying Peter since they started high school. It was a little bit sad, considering they used to be a trio of friends in middle and grade school. Gwen sighed; she never liked seeing her friend being hurt. She wished she could tell him about his mysterious alternate identity, but she still needed to figure it out first.

Who is she?

All she had done with this persona so far was swing around the city and get some publicity by showing off her skills. She hadn't done anything worthwhile with this identity yet and still needed to figure out what she was going to do. Once she figured it out, she would tell her best friend.

When it came time to head on over, Gwen dressed up as nicely as she could. She'd known the Allen family forever, yet she still got nervous every time she went over to see them. The crush she had developed on Peter over the past few months didn't exactly help her out either. She didn't even know when or how it happened; she just sort of woke up one day and decided she liked him.

He was cute, funny, smart, and always looked for the best in people. He also had this nerdy habit of fixing his glasses whenever they would fall off.

Wait, when did she reach the Allen family's front door?

It seemed as if she spaced out while heading down the stairs, so she took herself the rest of the way. It wasn't necessarily a long distance; it was literally to the left of her house.

Quickly, Gwen went to fix the green jacket she wore over her black shirt. Next, she wiped her purple skirt to try and remove the wrinkles from it. Reaching up, she fixed the braid in her hair that kept it straight and out of her face.

Nora Allen, Peter's mother, greeted him at the door with a smile. The general consensus among the neighbors was that Nora might just be the sweetest and kindest woman alive. And once you got to know her, it was easy to see why.

"Gwen! I'm so glad you came," exclaimed Nora as she gestured for her to enter. "Come on in."

"Thank you, Mrs. Allen," Gwen said as she came inside and looked around. "Hope I wasn't too late."

"No, you're just in time; we were just about to sit down," Nora said, leading her through the house to the dining room. "And how many times have I told you that you can call me Nora?"

"Fifteen, but I still think it sounds wrong," Gwen joked as she walked over to the rest of the family. When she walked into the room, Peter was there, helping his father set up the table for the four of them. "Hello, Mr. Allen."

Henry smiled when he saw the young lady and gave her a friendly hug. "Oh, Gwen," he said, "you're never going to call us by our first names, are you?"

"Likely not until I graduate college," Gwen joked as she walked over and gave her friend a hug. "Hey, Pete."

"Hey, Gwen," he greeted his friend.

Gwen looked around and noticed that there was no sign of Barry, Peter's older brother. She was a bit confused as to where he was.

"What, no Barry?" Gwen wondered.

"No, he's out trying to get a date with that eye doctor he's been stalking," Peter informed his friend with a sigh. "I worry about him."

"Well, come on; how about we sit down and talk?" Nora asked as they all took their seats at the table.

A bit of time had passed before they started eating and attempted to strike up a real conversation. That's when Nora got an idea for what to talk about.

"Oh, Gwen, did Peter tell you about the internship he received?" Nora asked, getting Gwen to look over at him.

"What's that?" Gwen wondered what her friend was hiding from her.

Nora smiled proudly as she said, "He got an internship at OsCorp with Curtis Connors."

Gwen looked over at Peter and then back to Nora in shock. "Curtis Connors?" she asked. Nora nodded with a smile. "As in... Doctor Curtis Connors?"

"The very same," Nora confirmed.

Gwen exclaimed, "How did you manage that?" as she gazed at her friend.

"Well, it seems that our own teacher, Ms. Lorna Dane, is actually friends with him, and she transferred my paper on regenerative limbs and DNA sequencing to him," Peter explained how it was made possible. "He wants to see if maybe I can use the formula to help people regenerate their limbs."

"That's great!" Gwen said, playfully pushing her friend. "Do you think you can get me a meeting with him?"

"I don't know. Maybe I should do a few favors for him before asking him for one." Peter said as he laughed at his friend's behavior. "Don't want to scare him away."

"Speaking of scary..." Henry interjected with a new topic. "I heard there's some sort of superhero out there."

Nora exclaimed in surprise, "A superhero!"

"Some girl who wears a suit and shoots webs out of her hands, like a spider, and even swings around on webs like it," Henry explained what he had been told.

"That sounds interesting," Peter commented.

"That sounds weird," Gwen said, trying to keep her identity a secret. "Shouldn't swinging around detach a person's hands?"

Peter suggested, "Maybe she's enhanced. I mean, she could potentially have enhanced strength, durability, and other abilities."

Gwen rolled her eyes as if that were the most obscure thing she had ever heard. "You've been reading those comic books again, haven't you?"

"Like you're not still collecting those Batgirl comics," Peter retorted with a smile.

"Yeah, it's about a girl who creates gadgets," Gwen defended. Batgirl's grapple hooks were even some of her inspiration for the web shooters. "Not guys in costumes who go through accidents that turn them into heroes."

Nora said, "I think this world could easily benefit from having a hero like her around."

"What, isn't that strange Flash kid enough for you?" Henry asked jokingly, figuring one superhero was more than enough.

Gwen considered what they were saying and questioned whether she could actually be a hero. Could she really be a hero for the city? What if, in doing so, she ended up biting off more than she could chew?

"Excuse me, I need some fresh air," Gwen abruptly said as she got up and walked out onto the front porch.

Peter was a bit worried about his friend and got up to walk over to see what was wrong. He made his way over to find her leaning over the railing to look out at the neighborhood. He walked over to her and mimicked her actions by leaning over the railing together.

"So... what was that all about?" asked Peter.

"Sorry, I just needed to get some fresh air." Gwen sighed and thought maybe her best friend should know. "Peter, I'm going to tell you something," she said.

Peter wondered, "What?"

"I..."

Gwen looked into Peter's eyes and saw how much he wanted to listen and just understand what she was going through. But then she was worried about what he would do or think of her after learning the truth. What would he think if he learned his best friend could do these amazing things, but never once considered helping him with his bullying problem?

With that in mind, Gwen decided to chicken out of it at the last second and sighed. "It's nothing; never mind."

Peter said, "Fine, forget it," and then he started to walk away.

Gwen looked over at her friend and felt disappointment in herself for not even attempting to try and explain it to him. He made his way into the house and left Gwen out there with her thoughts.

Is she a hero?

Is she a hero?

That had been the question going through her mind while she stood atop the building. After finishing dinner with the Allen family, she swung around the city until coming to sit on top of the tallest building. She dangled her foot off of the edge as she looked out to the city, removing her mask but keeping her hood up so that she could keep her face hidden.

Gwen pondered the ways she could utilize her newfound abilities to become a hero. She contemplated seeking assistance from her father, but apprehended that he wouldn't comprehend her predicament. Not to mention she didn't want him to see her as some sort of freak or monster.

She felt a buzzing sensation in her head and realized that something was amiss nearby. Suddenly, she heard piercing screams and witnessed what seemed like blasts of ice emanating from the streets. Gwen wasn't sure what that buzzing in her head was; it almost felt like it was an early warning system in her head.

"What?" Gwen inquired, curious to learn about the situation.

Gwen then raised her hand up to her head and pulled her mask over her face and onto her neck. This didn't feel like typical criminal activity, so she wondered what was going on. She then dropped off the building she was standing on and began to freefall.

At the scene of the crime, dozens of cops were shielding themselves behind their cars as mist began to swirl around them. One officer whimpered and stared at his gun, which had become frozen at the tip, rendering it useless.

"Dispatch, this is Officer Watanabe; I need backup!" she exclaimed into the radio. "We are not equipped to handle this!"

While she wasn't paying attention, a giant blast of icicles flew toward her, and would have killed her. However, just as they were about to hit, Gwen came swinging in and grabbed her by the collar of her outfit, getting her out of the way. The icicles struck the car, causing it to explode and shards of ice to fly everywhere.

Gwen then slid to a stop and helped Yuri stand on her feet. She was shocked when she saw the girl she had heard about on the news standing in front of her. Gwen was shocked by how easily she had been able to accomplish this task.

"Wow!" Yuri exclaimed.

"Yeah...wow," Gwen agreed in shock.

Then that's when her senses went off again, and Gwen was quick to react. She leapt and got out of the way of the ice blasts, landing on the side of the wall, giving her a better view of who was shooting icicles at people. She got a look at the kid...kid?! She knew that kid. He went to the same school as she and Peter did.

"Bobby?" Gwen recognized the boy as Bobby Drake.

Bobby Drake was shocked when he heard the girl in white say his name and didn't even hesitate to think; he shot ice at her. "That's not my name anymore!" Gwen leapt off the wall and dodged the attack as she swung around the area. "Bobby Drake was weak! A freak! Outcasted by his family! So, I destroyed him!"

"Outcasted?" Gwen was shocked when she heard that, meaning that his family had thrown him out. "Okay, if you are not Bobby Drake, what do I call you?"

Bobby snarled as Gwen watched him absorb the air around him and turn it into ice. "I am ICICLE!"

"Icicle?" Gwen asked, not impressed by the name. She dropped to the ground and leaned against a nearby lamppost. "Oh! Because you shoot icicles? Wow, you didn't put much thought into that name, did you?"

He then sent the blast of ice flying and basically froze everything in the area with ease. Gwen did a few backflips (thank you ballerina training) as she got far enough away to just shoot a few strands of webbing at him.

Bobby raised his hand and blasted some mist, freezing her webbing solid. "Was that all you could do?" he asked. Then, noticing she was gone, Bobby looked around. "Hey, where did you go? How did you manage to escape from my mist?"

Gwen chuckled as she swung behind Bobby and kicked him in the back of the head. "Oh, I just used your own skills against you. I didn't want you to hurt anyone or yourself." She then felt her senses go off once again and noticed mist coming from Bobby. "Oh, no!"

Shooting out a web, she quickly planted her hands on it, allowing the mist to freeze the webbing in place. Unable to fight back or even move, Gwen punched him in the face to prevent him from using his powers again. This would allow the police to come and take him away.

Yuri walked out from behind her safe point and was surprised. "Who...who are you?"

Gwen stood proudly, clutching her fists at her hips as she looked back without turning her body to face the officer. She wasn't sure how to answer; she had never given herself a name. What kind of name could be fitting for someone like her? Then she remembered her dinner with the Allens and recalled what they called her.

"Spider-Woman," she introduced herself and quickly shot a web to swing away.

This world...what will become of it? Bobby Drake is the man who took his pain and turned himself into a hero with the help of his best friend. But Peter never became a hero and never understood that with great power comes great responsibility. And in this universe...Drake killed his family after they learned he had powers and disowned him. What other kinds of changes are on the way?