Archive of Our Own ^beta

Chapter Text

By Alex Shannon and Kevin Ridley

Based on Spider-Man by David Koep and Sam Raimi, Spider-Man: The Official Movie Novelization by Peter David, The Amazing Spider-Man by James Vanderbilt, Alvin Sargent, Steve Kloves and Marc Webb, The Spectacular Spider-Man by Greg Weisman and Victor Cook (et Al), and the Marvel comics by Stan Lee and Steve Ditko (et al, but very specifically not Zeb Wells).

“Videos and images of a masked individual performing superhuman stunts and heroics have gone viral on the internet.”

“Seen wearing a bright red and blue costume, he seems to be courting the camera more than Gotham’s hometown hero.”

“He’s there, he does his thing, and he’s gone in an instant.”

“It’s like he wants people to know he’s here.”

“The superhero vigilante known as Spider-Man has caused quite a bit of controversy. People all around Metropolis are asking questions. Why does he do what he does? How does he spin his webs? What is he?”

“He’s a criminal!”

“He’s a hero.”

“I think he’s kinda hot.”

“He saved my life.”

“He’s a menace!”

“He’s one of the most courageous individuals I’ve had the pleasure to know.”

"But one question still remains… 'Who is Spider-Man?"

"'Who am I?' you ask. Are you sure you want to know? The story of my life is not for the faint of heart. If somebody said that it was a happy little tale... If someone told you I was just your average everyday guy without a care in the world? Well, somebody lied. Mine is a tale of pain and sorrow. Longing and heartache. Anger, and betrayal. And that just covers the high school years. 

But hey, not all of it's bad. For every couple of low points there's something worth being happy about. That's what it's all about, right? Finding the good in the world. Making it if you have to. I guess that's what all of this was about. Making some good in the world wherever I could. But, in the beginning, it was all about the girl next door... And that damned spider."

Gwen Stacy was a girl anyone would be glad to get the time of day from. Blonde, athletic, tall, intelligent, and stunningly beautiful, with a voice like an angel. She could have had any guy she wanted. To the bafflement of all of the student body of Midtown High and many of the faculty, however, she was rarely, if ever, seen outside the company of the dweebiest nerd in school, and not for a lack of options, either.

Known to many as Midtown High's only professional wallflower, and to top jock and resident bully Eugene "Flash" Thompson as "Puny" (and a selection of other crude and alliterative nicknames) Peter Benjamin Parker was the very definition of a geek. He wore thick glasses, tinkered with electronics old and new, and was pretty much the go-to guy in town if you needed your phone or computer fixed.

Unfortunately for him, he was also gangly, physically quite weak, and typically clad in old-fashioned, overly-formal clothing. As his teenage years wore on, he and Uncle Ben managed to convince Aunt May to let him pick out his own clothes, but their budgets still constrained his attire to things one typically found in thrift-stores, outside of expensive and trendy birthday presents from his friend Harry and his father, Norman. Aunt May always fussed so much over those, though. Some of the presents had never been taken out of their packaging, much to Harry’s chagrin.

Peter had been in a particularly odd combination of right places at the right time in his life. When the Stacy family moved in next door around the time he was six, he and Gwen bonded over their mutual love of climbing the tree spanning their backyards, and that bond stuck throughout pre-teen and teenage years.

Around middle-school, his table was the only one with an open seat in the lunchroom that the other occupants would allow to accommodate the newly-transferred pseudo-delinquent Harry Osborne. Harry wasn't a bad kid, he just mouthed off to teachers on a regular basis and refused to do the work at the private schools his father Norman sent him to. Harry just had a (entirely deserved, as Harry would tell you) reputation for disrupting classes put on by (In Harry's words) "Absolute fucking retards." Harry also had a reputation for punching people who made comparisons between his family and that of a certain rock-singer turned reality TV star that was also entirely deserved.

Little did Peter Parker know, he'd soon be in exactly the right place at the right time (or the wrong place at the wrong time, depending on your perspective) for his life to change quite dramatically in a short span of time.

August 10, 2011

"Pete!"

Peter awoke from dreams of computer code and camera angles to the sound of knuckles tapping on his window and his name.

He flailed around in his bed wildly, and fell to the floor in a pile with his covers.

Gwen sighed and slid Peter's window open, and dropped into the room as gracefully as a cat. She wore a white and black hooded sweatshirt that made her appear phantasmal in the morning light on top of a green T-shirt and blue jeans.

"Peter, can you stop overreacting like a total spaz?" She asked as she pulled him to his feet.

"Sorry, I just wasn't expecting to see a ghost this early in the day." He commented as he straightened his rumpled night clothing.

Gwen gave a small chuckle. "Come on, we're going to be late for the field trip."

“What time is it?” Peter asked as he fumbled for his glasses on his nightstand.

“Seven twenty,” Gwen said. “The bus leaves in ten minutes. Come on!”

Gwen hopped out of the window and bounded down to the bus stop as Peter put on his glasses and switched out his pajamas for his school clothes. Well, school clothes augmented for skateboarding. A black t-shirt over a long-sleeved green shirt, a matte red cloth jacket, and fitted pants and sneakers. Peter wasn't the most athletic guy in school by a long shot, but he knew his way around a board and some wheels. Aunt May tried not to fuss over his clothes anymore, but she always said he'd get himself hurt on "that ghastly thing."

Peter slid down the stairs and stopped at the table long enough to grab a glass of orange juice and a homemade sausage croissant before picking up his board and skating to the bus stop. He came to a halt right behind it.

"Right on time." Gwen said as the bus rounded the corner in the distance. "I almost thought you'd be late."

Peter popped his board up into his hands. "Did you run all the way back to my house and back here?" He asked.

"Yup." She replied. "Why'd you sleep in, anyways? I thought you were looking forward to this trip?"

Peter shrugged. "I thought we were leaving at eight thirty, not seven thirty."

Gwen scoffed. "Who told you that?"

"...Mary-Jane."

"Peter, that girl's a walking broken clock. Honestly don't know what Harry sees in her. You could've just asked me." Gwen Stacy was the most punctual student at Midtown. She'd never once been late for anything in her life.

"Eh. I figured you had enough on your mind training for the track meet and climbing competition, I didn't want to bother you."

"Don't sweat it, Pete. It's not that big of a deal." 

The bus came to a halt in front of them and they boarded.

"Hey, Penis Parker, you take any good pictures?" Flash Thompson jeered obnoxiously as Peter and Gwen made their way down the aisle of the bus. Peter was a photographer for the school newsletter and yearbook committee, and Flash never seemed to care that Peter was the one who captured all his best action shots on the football field and basketball court.

"Really, Flash?" Gwen asked. "That's the best you got? Not looking good for that English test, huh?"

Peter just laughed in response. "Funny, that's what your mom called me, too."

Gwen burst out laughing as the two of them passed Flash’s seat.

Someone (probably Flash) stuck a leg out and tripped Peter as Gwen was about to take a seat. The action sent Peter stumbling into her, and landed the two of them on the floor of the bus. Gwen slapped the floor of the bus with her arms, arresting her fall with a loud metallic THWACK, but Peter tried to stay standing, and face-planted into Gwen's bosom. Gwen looked down at Peter in amusement as he frantically pulled himself away, then hopped to her feet.

"Hell of a first date, Peter. We should thank Eugene for setting us up." She said as they plopped down in an empty seat.

"Sorry." Peter muttered.

"Wasn't your fault." Gwen said. "No harm, no foul. Besides, I didn't mind getting a little close to you. Oh! You bring your new camera?"

Peter nodded, and pulled the case out of his backpack to make sure it was alright. Uncle Ben and Aunt May saved all year to get him a good camera for his birthday, and he would've died where he stood if it was damaged.

As Peter carefully placed the camera back in his backpack, his mind started to wander back to what Gwen said. He'd liked her since before he'd even known what romantic or sexual attraction was. He didn't know what to think about her maybe having some kind of feelings for him. They'd been friends for as long as he could remember... Practically siblings, right?

The bus pulled up to the Oscorp tower downtown, and all of the students piled out in front of the short flight of stairs leading up to the building.

"Hey Gwen," a red haired girl, (Mary-Jane Watson) asked as they departed the bus. "Have you seen Harry?"

Gwen shook her head. "Nope. He said he'd be here, but..."

A black Bentley pulled up to the front of the building in front of the bus, and glided to such a smooth stop it was like the vehicle was propelled by pure magic.

"Gee, who could that be?" Peter asked rhetorically.

The passenger side door opened almost sheepishly, and Harry Osborn stepped out, with his backpack slung loosely over one shoulder. The driver's side door opened strongly, and Norman Osborn didn't so much as exit the vehicle as emerge from something that seemed to be an extension of his own person.

Harry slinked over to the rest of the students, while Norman tossed his keys to a guy in a chauffeur's outfit, and turned to the assembled students with a flourish and the smile of a salesman.

"Ladies and gentlemen of Midtown High School, welcome to the Oscorp Science Center in Metropolis! I'm Norman Osborn, I'll be your tour guide this morning!" All eyes centered on Norman as the charismatic businessman ascended the stairs like a movie star on the red carpet.

"Your dad's laying it on thick, huh?" Peter asked Harry.

"Yeah, he turned on a dime when he stopped the car." Harry said. "Guy goes from chewing me out for my grades, to the happiest guy in the world."

“If you’ll all follow me upstairs and into the building, we can get started!” Norman said as he gestured to the crowd to follow him up to the building.

"Come on, he's hard on you because he loves you." Peter said as he and the others filed into line behind Norman as they entered the building. "He wants you to do well."

"Dude, you only think that because he's nice to you," Harry said. "He'd adopt you if you didn't have your aunt and uncle." 

"As some of you might know, Oscorp currently holds the contract to recreate the Super Soldier Serum used in Project Rebirth." Osborn said once they’d entered the building. "Back when the WEAPON Project was still active in the nineteen nineties, we briefly held the same contract. I personally worked on our original project alongside my esteemed colleagues, Doctor Curtis Conners, and the late Doctor Richard Parker, right up until his and his wife Mary's untimely deaths in two-thousand.”

A lump formed in Peter’s throat as the reminder of his parents’ death cast a shadow over his mood. He supposed he should’ve expected this would come up. His father worked with Norman when Peter was just a little boy. 

 “After the attempted attacks in two-thousand and one, the contract was reassigned, and the project lay dormant. Once Oscorp regained the contract, I went back to our original research notes and built on the work we'd done almost fifteen years ago.” Norman stopped in front of a large curtained section of floor. “The bad news is, we haven't managed to make the serum work on any mammals or other vertebrates.” He said as he turned around to address the crowd with a brilliant smile on his face. “The good news is that we've managed to enhance the abilities of insects and arachnids."

"Yes, Gwen?"

"Isn't this somewhat similar to the developments of the WEAPON II project?"

"Indeed it is," Osborn replied. "With a few key differences. Weapon II was in some ways further ahead than us and far behind. While they managed to enhance vertebrates, Weapon II was also nowhere near as close to recreating the original serum. Through a combination of the serum Oscorp developed and patented, and the retrovirus solution we created as a binding agent, and the magic of genetic engineering, we've created several new species of spiders, all of which are at the absolute peaks of possible performance.

"In the past five years, Oscorp has mapped the genomes of a select group of spiders to find the best traits of each species, and further enhanced the traits of the resulting subjects to create a series of fifteen Super-Spiders!"

Norman spread his arms like a gameshow host presenting a prize as the curtains dropped to display fifteen insect habitats, complete with one, two, three, four, five, six, seven, eight, nine, ten, eleven, twelve, thirteen, fourteen… Fourteen subjects?

"Among them, we used the genes of the jumping spider, which can leap up to forty times it's length, the funnel web spider, with silk proportionately stronger than high-tension steel, and crab spider, with reflexes that lend it a nearly supernatural so-called 'spider-sense,’ and many others! From the many mundane, we have forged these few, these fifteen exceptional subjects!"

"Fourteen." Peter said as he snapped a picture of Norman in front of an empty case.

"Excuse me?" Norman replied dryly, almost taken aback at the interjection.

"The habitat behind you is empty."

Norman turned to look at the display incredulously. Then turned back to Peter, and clapped his hands together as a toothy smile crossed his face.

"Excellent eye, Peter.” He said with a low chuckle as he shook a finger at the case. “Hell of an oversight! I'll have to talk with Doctor Strom about this. Can't have one of the cases in our display empty on such a big day."

A question and answer session followed, where Norman managed to direct the conversation away from the missing subject, and into things that made the company look a little less incompetent.

After the session was over, and the students dispersed to examine the ground-floor exhibits on their own, Harry got himself an idea.

"Hey Pete, you bring your tripod?" Harry asked.

"Yeah, why?" Peter asked.

"Set it up, let's get a picture of the four of us." Harry said.

"Yeah, let's do it in front of the spiders." Gwen said.

"Why not in front of the electron microscope?" Mary-Jane asked.

"Because the spiders are disgusting and I love them." Gwen retorted.

Peter shrugged, and set up his tripod and camera. Peter framed the shot, set the timer, and rushed into the frame with the others. He almost stood with his arms awkwardly at his sides, but Gwen grabbed his right arm and draped it across her shoulders.

"Come on, Pete. Live a little." Gwen said with a warm smile to him as the first flash went off. Peter looked down somewhat bashfully, then laughed and looked back at the camera as the second flash went off.

"Can we get one where everyone's looking at the camera?" Harry asked with a grin. "I want to use this on my Facebook banner."

"Fine." Peter said. All of them finally looked directly at the camera... Then, just as the last flash went off, Peter felt an itchy stabbing sensation on his right thumb.

Peter flicked his hand reflexively, and saw an object fall to the floor, then crawl away on the red and blue marbled carpet. He could just about make out the eight legs through his glasses. It was a red and blue spider.

"What the hell is that?" Mary-Jane asked.

"Think it's an escaped test subject?" Harry asked. "The others are all red and blue."

"No, it's a white-banded crab spider." Gwen said. "It changes color to blend into its surroundings. It's mimicking the carpet."

"Why do you know so much about spiders?" MJ asked Gwen.

"Because we were writing a paper on crab spiders for Bio." Peter said.

"They dangerous?" Harry asked.

"Nah." Gwen said. "About as bad as a biting fly if you don't let it get infected."

"Alright," Harry said. "Hit the hospital if it heats up, Pete. I'll pay for it."

Peter gave an uncomfortable chuckle. "Thanks for the vote of confidence."

The rest of the day trip was uneventful, except for the fact that Peter’s brain grew cloudier as the day went on.

I must not have eaten enough or something… He thought to himself. Or… Maybe I didn’t get enough sleep.

Harry pushed a can of Monster into Peter’s hand. “Here, you look like you could use this.” He said as he took a swig of his own can.

Peter blinked, and shook his head. “Harry, I can’t-”

Harry cut Peter off and popped open the can. “Sure you can, it was only a buck fifty. I can afford it. Now drink, you look like you’re about to pass out.”

Peter took a reluctant swig of the energy drink, and allowed the carbonated liquid to sit on his tongue briefly before swallowing it.

“Thanks.” He said hoarsely.

“Don’t worry about it.” Harry said.

The energy drink did not clear up Peter’s head, and his headache only seemed to grow worse as the caffeine filtered into his bloodstream. He didn’t even feel more awake, he could still barely keep his eyes open on the bus ride home. All he wanted to do was sleep.

Yeah, I’ll feel better when I get some sleep. He thought as he followed Gwen off the bus, and down the sidewalk to their houses.

“See you tomorrow, Pete!” Gwen said as she bounced up her front stairs to her door. Peter waved halfheartedly, and climbed his stairs up to the front door, grasping the handrail of the porch as tightly as he possibly could, as he spent what felt like an eternity climbing fewer stairs than there were fingers on a human hand.

Peter unlocked the door and stumbled into his house. His skin was pale, and his gait unnatural.

"Peter!" Uncle Ben said. "Welcome back. How was your field trip?"

"Uh," Peter struggled to speak coherently. "It was fine. Everything's fine."

"Get any good pictures?" Ben asked as Peter dropped his backpack in a chair in the living room. The words kind of washed over Peter, and it took a moment for him to realize anything had been said.

"...Yeah, great pictures. I uh... I gotta crash."

"Dinner's ready, Peter." Aunt May called after him as he ascended the stairs. "Won't you at least have a bite?"

Peter briefly glanced down over the bannister at her with a grim, bemused look. "No, thanks," he said weakly as he thought back to the arachnid that had snacked on him earlier. "Already had a bite." Then, he disappeared up the stairs, and into his room.

At first, he tried to sit in his computer chair and calm himself down. That definitely didn't work, because he could see that the bite on his right hand was swollen to the size of a golfball. 

Gwen, if I die because you picked the spider wrong I am going to haunt you for the rest of your days. He thought deliriously. The idea of pulling out his phone and calling 911 didn't even warrant serious consideration in his fevered mind. 

I can't pay for that. He thought. The fact that Harry'd promised to foot the bill totally slipped his mind in this state. He just stood up from his worn leather chair (Uncle Ben found it on the way back from work one day. Peter stripped out the padding one afternoon and replaced it with the innards of old pillows, and they restitched the leather to hold it all in.) and stumbled over to his bed. He took one step, two... Then fell over on the third just as he put one hand on a blanket and crumpled to the floor with the blanket draped haphazardly over top of him.

Peter’s dreams that night seemed to have been infected with visions of tangled hypercolor DNA strands. In the dream, he rode upon the back of a red and blue spider, sorting through the strands, until they untangled, and rose to the heights of an incomprehensible sky. The spider grabbed ahold of the DNA like a ladder, and climbed the color-shifting strands, with Peter holding onto its’ back for dear life.

The arachnid climbed forever. Peter became afraid to look down for fear of the height they’d ascended to, and forced himself to stare up at the endless strands of the double-helix, until the spider stopped climbing, and appeared to examine a section of the strand. In an instant, the spider snipped out a piece of the DNA, and tossed it down into the endless void beneath it and Peter, then bit off one of its’ limbs, and carefully placed the appendage in the section of the DNA. It seemed to fit into the slot perfectly, and the DNA accepted the limb as part of itself. The leg the spider had removed then immediately regrew, and the spider continued to climb, with Peter left to stare at the sight in horror as it repeated the cycle again, and again, seeming to grow and regrow itself for the sole purpose of rebuilding the DNA. Everywhere the strands seemed to be thin and wispy, the spider removed and discarded the base pairs and replaced it with part of itself.

Then, as suddenly as the dream had began, Peter and the spider reached the top of the strand. The hypercolor of the DNA had shifted as they progressed, from the spectrum of the rainbow, to red and blue, with the other colors reduced to metallic highlights along the edges. Peter wasn’t sure what was to happen next, as the spider retrieved him from its’ back as its’ colors shifted and warped, from brilliant red and blue, to green, and black. The spider tried to maintain its’ grasp on the DNA strand, but it couldn’t find purchase, even though it had climbed so expertly for what seemed like so long. It slipped, and fell down the eternal strand. Peter reached for it in a panic...

Then hit his head on the edge of his bed as he jerked awake.

Peter shook his head and pulled himself onto his bed.

Well, I'm not dead. He thought. He looked at his right hand, and the once swollen bite was now but a tiny pinprick on his thumb. It didn't even itch. Guess it wasn't a big deal.

He blinked his eyes to clear the blur of the night's sleep from them, then grabbed for his glasses and fumbled them onto his face. Somehow, the lenses didn't improve his sight. He took them off, and his room resolved into what he pictured viewing life through an ultra-high resolution camera would be. Huh. He thought. Guess I needed a trip to the eye doctor. Or maybe I didn't. He tossed the glasses onto the table next to his clock.

Peter looked down at his shirt, then down at the blue carpet. They were soaked with sweat. Oops. Aunt May is going to kill me if I ruined the carpet. Peter stripped off his shirt and tossed it into the laundry basket. Then, he grabbed the miniature fan off his desk, set it by the sweat puddle on the carpet, and turned it all the way up to maximum.

Then, he caught a glimpse of one of his arms in the mirror, along with the rest of his torso.

The hell? Peter's arms (really, his entire torso) looked ripped, like he'd been redrawn in the night by Akira Toriyama. He didn't have the bulk of a character from Dragon Ball, but he had to have packed on at least twenty-five pounds overnight.

Did I hit a second puberty or something? He wondered. Doesn’t that usually wait until you’re thirty or something?

"Peter?" Aunt May asked. "You're up early today. Are you alright?"

Peter looked at the clock. It was around an hour and a half before he was supposed to leave for school.

"Yeah, I'm fine." He replied.

"Any change from last night?"

"Yeah, big change!" He said as he flexed his abs (Christ, he had abs now. Flash Thompson eat your heart out .)

Peter showered quickly, dressed in fresh clothes, and rushed downstairs. He cooked up a large breakfast, probably enough to feed the entire family, and ate everything. Six eggs, twelve strips of bacon and three sausage patties all stacked with slices of cheese between two slices of whole-wheat toast.

"Peter, are you-"

"Can't stick around, Aunt May, gotta get to school, I'll see you later!" He said as he grabbed his backpack and skateboard and dashed out the door.

"Does he realize it's like an hour before the bus arrives?" Uncle Ben asked.

"Land sakes, that boy's going to eat us out of house and home." May mused, unconcerned with Ben’s question about the time.

Peter blazed along the sidewalk to school on his skateboard, Sweet Child O' Mine by Guns 'N Roses blaring over his headphones. He rode up to the school just as the last bus was leaving to pick up students for the day.

Huh. Guess I'm really early. He thought. Let's hit the gym and try these things out.

The weight room at the gymnasium was littered with hundred pound plus dumbbells, and there were so many forty-five pound plates scattered around it looked like someone had played frisbee with them.

Sheesh, do these guys ever clean up this place? Peter thought. He squatted, and grabbed the heaviest dumbbell, at two-hundred pounds. He lifted, and found it was as light as his backpack. In around ten minutes, Peter re-racked the entire set of weights without even breaking into a sweat. Seriously, eat your heart out, Eugene. He thought with a mischievous chuckle.

Peter was about to start actually trying to lift some weights when he got a niggling, itchy feeling in his brain. Let's hit the rock wall. See how far I can get.

But I can’t stand heights! He thought. Remember what happened when I tried to help Uncle Ben paint the upstairs window frames?

Come on, let’s just do it.

…

Okay, what the hell, why not?

Peter opened the door to the climbing room, and found it already occupied.

"Pete, what brings you here this time of the morning?" Gwen Stacy asked. She was already decked out in a green tank-top, black athletic pants, and a climbing harness.

"Got up early, felt like seeing how far I could climb."

"Really?" She asked. "I've been trying to get you to hit the wall more than once or twice a year for how long and you just decide to hit it out of the blue?"

"Yeah. Just felt like it."

"Alright. I'll race you to the top. Just don't expect me to catch you if you fall."

Peter ducked into the locker room and changed into his blue gym shorts and a red tank-top. He still couldn’t believe how good he looked in the athletic clothing, and it wasn’t just his arms and torso that looked good. His legs rippled with pure muscle at every step.

"Shit, Pete. You've been holding back on us. You hitting the gym when nobody's looking?"

"Something like that." He said with a chuckle.

"So, you want to hit the ten foot wall? I'll go easy on you."

Peter grinned. "Nah, I'll see you at the top of the thirty foot."

He hooked up his harness, and chalked his hands, then set to climbing the wall like a mountain goat. Previously, he had a hard time gripping the handholds. Now, it felt like he could grip the very surface of the wall and climb without even the textured plastic rocks.

"Hey, no fair starting without me!" Gwen called after him as she took a running jump up to the wall and barely caught up to him.

The two of them were neck and neck. Peter's newfound abilities kept him just ahead of Gwen's years of training, much to the disbelief of both climbers.

They reached the top a second apart. Peter slapped the bell at the end of his section of wall with a grin on his face, Gwen a moment later.

"Damn, dude." Gwen said, panting as she gripped onto a hand-hold near the top. Peter couldn’t help but notice that her pretty face was slick with sweat. "Peter Parker, secret jock. How the hell did you do that? You had to have been training for what, at least six months to get this good?"

Peter just smirked.

"Whatever you're doing, keep it up. If you tried out for the football team you could give Flash a r-" the plastic rock Gwen clung to snapped away from the wall with a high pitched crack, and she tumbled backwards, with her climbing harness arresting her fall briefly, until something in the harness broke what had to be less than a second later. Her safety wire yanked free from her harness, and she fell toward the ground with a guttural yell.

Without a second’s thought, Peter jumped off the wall like a champion diver, and snatched Gwen up in both arms at around the twenty foot mark. He grabbed his own safety cable with one hand, and they gently descended to the thick crash mat at the foot of the wall as Gwen clutched Peter tightly around his neck as she the adrenaline of the fall buzzed in her head, and slowly faded away.

Gwen panted at the shock of her sudden fall. "Thanks..." She said between breaths as she stared into his eyes.

"Don't mention it." Peter said as he set her on her feet.

"I never noticed you had such beautiful blue eyes." Gwen said as she gently brushed his cheek. "Did you get contacts, or something?"

Peter shrugged in a genuine show of confusion. "Woke up this morning and I saw better without them than with."

"Wonder if that spider-bite had anything to do with it." She said, playfully. "Don't tell the rest of the chess club, everyone'll be trying to get bit by a crab spider."

The rest of the day proceeded without many other unusual occurrences, although the people who maintained the climbing equipment managed to get themselves an earful from Coach Wilson and Captain Stacy before school had even started.

Later that day, as Professor Harrington's Video Production Class wrapped up, Harrington gave them an assignment.

"Since everyone's done so well with the last assignment," The bearded, bespectacled man said as he flicked a slide up onto the smartboard. "I think you could handle something a little more complicated. Find something in your home that has an interesting back-story. Think of it like video show-and tell. I want them edited, uploaded to your YouTube channels for peer critique, and submitted via CANVAS so I can grade them. Further details will be available in the download packet. Should be easy to make about five minutes of content out of something like that, but you can go up to ten if you want. Think about it at lunch, try to have an idea by the end of the day!"

Speaking of lunch, that was when most people would gather with a group of friends and acquaintances and random whoevers to yammer at length about absolutely nothing. Peter Parker, on the other hand, exclusively sat with the same three people every day. Mary-Jane Watson, Harry Osborn, and Gwen Stacy. At least, he did when Harry wasn't serving in-classroom detention for mouthing off to a teacher, and Mary-Jane and Gwen weren't ten minutes late because, unbeknownst to Peter, someone (Flash) had let a family of iguanas out in the girl's bathroom.

So, Peter ate alone, like he did before he had friends. Perhaps that was fortuitous, because, when he tried to put a fork down to grab a napkin, it stuck to his palm.

He looked closely at the fork. Nope. No super glue. No adhesive. Nothing that could've been a prank from one of his usual tormentors. He carefully pulled it away, and found it came away easily. 

Weird . He thought as he put it down with his left hand. And it stuck to that one, too. What the hell, man?

He flicked his hand to try and dislodge it again, and nothing happened. With a sigh, he grabbed it with the other hand and pulled again. This time, it came away with strands of a white, silky substance connected to his wrist. What the actual fuck?

He pulled and he pulled. The silk went on forever. It was coming out of his wrist.

Peter flicked his hand again, and the strands became detached from his wrist. Unfortunately, he threw another strand across the cafeteria, and snagged another student's lunch tray. His eyes bugged out, and he grabbed the strands to yank the silk back, hoping it would detach from the tray.

At this moment, Peter realized he'd made a mistake, as the fully-laden tray came soaring toward him. He ducked below its arc, and avoided a face full of corn, peas, and mashed potatoes. Unfortunately for him, rather than immediately crash to the ground, the tray kept going until it hit another student square across the shoulders. Peter heard the crash, and looked backward with a wince to see who he'd covered in lunch.

Uh oh.

Flash Thompson rose to his feet and angrily flexed his shoulders to shrug off the food. He turned to look for the source of the tray, and immediately saw Peter Parker looking guilty.

Peter hopped up from the table, and disappeared out of the double-doors just as another bunch of students entered the lunchroom. They trampled over the silk strands and lunch tray without a second thought or glance. As Peter powered his way down the hall, the strands severed from his arm. Quickly, he looked at the insides of his wrists as he walked towards his locker. Both of them had small, nearly imperceptible slits between the end of his arm and the base of his palm. Wonderful. If anyone gets a close enough look, they'll think I tried to kill myself . He thought. But hey, right now I don't know if anyone would blame me for trying to beat Flash to the punch.

Peter rolled his sleeves down as far as they'd go, and buttoned the cuffs of his jacket over them as he arrived at his locker. Then, warning signals started sounding in his brain, as audible as a siren, but with a clarity even a 911 dispatcher could never have. It wasn't just telling him something was wrong, it was like he was hovering outside his body with a three-hundred sixty degree view. He could see a paper airplane in flight, a spitball about to exit a straw, a hovering fly, and a fist, belonging to Flash Thompson, about to connect with his skull.

Peter snapped out of the way of the punch before Flash knew what was happening. The cross collided with Peter's locker, and dented the door. The football star yelped in irritation as Peter hopped backward like he was Bruce Lee.

"Think you're real funny, huh freak?" Flash demanded.

"Well, yeah, I suppose." Peter said with a grin as he hopped from one foot to the other. "But not everything is a joke."

"The hell is that supposed to mean?"

"It means it was an accident."

"Yeah, right. My fist breaking your nose, that's the accident."

"I don't want to fight you, Flash." Peter said as he raised his arms into a fighting stance. That was a lie. He wanted more than anything to lay the arrogant sportsman on his back.

"Yeah, I wouldn't want to fight me, neither." Flash retorted. "And look at that, you don't have your little girlfriend to back you up today."

Oh yeah, I'm gonna enjoy this.

Peter dropped his weight onto the balls of his feet, and ducked his head below his fists.

Flash threw a jab with his left, that Peter ducked easily. Another jab, and Peter danced out of the way like a creature made of water.

Flash expected Peter to go down after one hit, maybe two. After all, he usually took down guys twice Puny Parker's size with those hits. He certainly wasn't expecting his heavy cross to not even connect, much less not even come close to its target.

To Peter, it was like Flash was moving in slow motion. He barely even had to try and dodge the hits, not even Flash's lightning cross.

Frustrated, Flash unleashed a furious roundhouse. If the punch had connected, it surely would've sent him flying. Definitely would've knocked Peter out. Maybe even given him a concussion. But, it didn't connect. Peter bent backward at his knees and Flash stumbled as his target started playing with him like he was Neo, and Flash wasn't even an agent.

Peter caught a brief glimpse of Gwen and Mary-Jane, both with an iguana in each hand, before he straightened up and turned to face Flash in the blink of an eye.

"Harry, help him!" Mary-Jane yelled to her boyfriend from across the fight.

Then, one of Flash's cronies dashed at Peter from the edge of the gathered crowd, and Peter performed a perfect jumping backflip over the tackle.

"Which one?" Harry yelled back, clearly impressed.

Flash and the other guy, Peter couldn't remember his name, exchanged a look.

"He's all yours, man!" The other guy said. Flash just pushed him away in disgust. The football star swung one punch after the other, each one fast enough to make any man wonder where the hell the bus that hit him came from. Peter dodged all of them. Then, he got tired of dodging. What if I just blocked them? He wondered, and started to do just that. The iron forearms connected with his own, but Flash was the one left wincing when they landed with a mighty crack. Peter slid one hand down to Flash's wrist and twisted the muscled arm. Flash yelled in a combination of agony and surprise, then Peter Parker unleashed a powerful punch into his stomach. The wall of muscle yielded to the strike, and Flash went soaring across the hallway.

The crowd erupted in cheers as Flash landed and skidded to a halt.

"Jesus, Parker." The crony said. "You really are a freak."

"That was awesome, Peter!" Harry cheered.

Peter just pulled back his fist slowly, and looked at it like it was an alien.

I just TKO’d the captain of the football team. Peter thought giddily. Then he had another, slightly less happy thought. Holy shit, I am in so much trouble if I don’t get the hell out of here, aren’t I?”

Peter grabbed his backpack and skateboard from the lunchroom and booked it out of the school before anyone had a chance to stop him.

Peter skated down to the docks, to an abandoned warehouse on the Metropolis side of the Hudson River, that was, strangely, technically part of neighboring Gotham.

Peter shrugged off his backpack, picked up his skateboard, and strapped it to the pack, then put his backpack back on.

He looked up at the wall of the warehouse, and the broken skylight in the roof, then down at his hands, the hands which had stuck to the fork earlier. The hands he’d climbed a rock wall with as easily as walking. The hands he’d punched Flash Thompson with.

He looked intently at the tips of his fingers. If he brought them close enough, and focused his eyes hard enough, he could almost make out a field of near-microscopic barbed fibers on each finger, all the way down his fingers, to his palm. Every millimeter of the gripping surface of both of his hands was covered in those fibers.

Maybe that was why climbing the rock wall felt effortless . He thought. Then, he looked back up at the warehouse wall. Wonder if they'd make climbing something like this easier.

Peter tentatively placed the fingers of his right hand on the wall, and pulled. To both his amazement and expectation, Peter found himself lifting off the ground. He placed his left hand on the wall, and braced his feet against the sheet metal. His sneakers were too thick to let him stick to the wall, assuming the fibers were present on the soles of his feet as well, but they provided a good source of balance for his weight.

Slowly, one hand over the other, Peter climbed up the sheer wall to the roof. When he pulled himself up the roof, He felt like he'd just run all the way up the stairs like Rocky.

Peter threw his hands up in the air and let out a shout of jubilation.

He dropped down from the skylight to a roof joist, landing on the thin but strong metal structure perfectly.

Damn, that was good. He thought. Then, he jumped to a other part of the roof, and grabbed onto it like a... Well, like a spider.

"Aw man!" He said with a grin. He looked around for a longer jump he could make. He spied a chain in the distance, and jumped at it. He grabbed the chain and swung across the warehouse. The arc brought him toward another chain, so he let go of the first one and grabbed onto the next one, then again, and again. Peter didn't notice the last chain wasn't attached to the ceiling, but was actually on a block. To his shock, Peter dropped like a rock to the ground.

He landed in a squatting position with his feet and hands nearly in the same spot, without even a feeling of the impact.

Holy shit. He thought, looking up at the block he'd fallen from. He'd fallen from at least fifteen feet in the air, and didn't even have an ache in his feet.

He looked back up at the hole in the roof. Sure, he could probably climb back up to the exit, but he wanted to try something else. He pulled back his sleeves, and looked at the tiny slits at the end of his wrists. Web had come out of them earlier. How?

Peter reeled back, and thrust his wrist at the roof with a flourish. Nothing. He tried again with his left. Again, nothing.

Wait, I had my hand in a funny position when the web came out... What was it?

He started cycling through almost every position he could think of. Bunny ears, the Vulcan hand sign, the "too sweet" gesture,  double crossed fingers, finger guns, etc. Eventually, he put in his headphones, and pressed play on his phone just for some background music.

He kept trying... Then, Holy Diver by Dio came on. On a whim, Peter tried the devil horns sign. Nothing. He was about to give up, when he let his thumb extend from his palm, and a line of web shot out from his arm. Peter was so shocked, he couldn't aim it properly, and the line shot out of the window. He tried again, aimed at the roof's support structures, and fired the web. This time, it hit his target, and he seized the line in his hand. He pulled on the web line and soared up to the metal structure. He grabbed onto the beams, and pulled himself into the air, through the broken skylight. He landed on the roof running, up to the edge of the warehouse, and jumped to the next roof, and from there to the next, and then the next. Then, when he came to a larger building, he shot a line of web at a building, and swung away from the roof. And immediately face-planted on a billboard on the side of the building.

Okay, maybe I better skate the rest of the way home. He thought as he clung desperately to the wall with his fingertips.

Chapter Text

Peter skateboarded home a little later than he'd intended to. It was starting to get dark, and he'd definitely missed all of school that day.

Whatever. He thought. I can pass those tests in my sleep, and if I missed any homework, I'll get it from Gwen.

Peter leaned back on the tail end of his board and came to a stop in front of his house, and popped the board up into his hand with a stomp on the tail.

Peter unlocked the door, and eased into the house. He had no way of knowing if Uncle Ben and Aunt May had heard about his fight with Flash, or him ditching school after, or what their reaction might be to either one of those events. That aside, Peter could smell spaghetti and meatballs cooking, and he was positively starving.

Peter propped his skateboard up by the door and put his backpack by the stairs, then poked his head into the kitchen.

"I smell Italian food." He said with a cheeky grin.

Aunt May looked up from the stove. "Peter!" She said. "I didn't hear you come in. Yes, it's spaghetti and meatballs. After this morning, the spaghetti was just about the only thing you didn't-" She caught a glimpse of the side of his face where he'd collided with the wall. "What happened to your face?"

"Would you believe I face-planted into a giant ad?" He asked as he opened the fridge and fished out a bottle of apple juice.

"I almost wouldn't." She said. "Are you okay?"

"Yeah, I'm fine." Peter said. "I wasn't looking where I was going, exactly, went flying off my board into a wall."

Aunt May gave him a look that said. "I don't believe that for an instant."

Peter shrugged his shoulders. "It's what happened." Minus the part where I was on my board.

May shook her head. "I don't understand why you ride that dangerous thing."

At that very moment, Uncle Ben came trotting into the kitchen with an old box full of golden trophies in his hands, no shoes on his feet, and pants legs that had been soaked despite being rolled up past his ankles.

"Ben Parker," May admonished as she pushed onions off her cutting board into a frying pan. "Don't you even think about leaving that filthy box in my kitchen!"

Ben set the box on the kitchen table. "May, I'm not leaving my bowling trophies in six inches of water."

Aunt May rolled her eyes at his response. "Oh, then by all means, leave that filthy box in my kitchen." She said, her voice dripping with sarcasm.

"Six inches of water?" Peter asked. "You serious?"

"Deadly." Ben said, gesturing for Peter to follow him. "Come on, I'll show you the flood."

Peter stripped off his shoes and socks, and rolled his pant legs up further than Uncle Ben had.

The basement was flooded across most of the floor, save a few spots toward the edges.

"Damn, you weren't kidding." Peter said as he took a tentative step into the water. "I'll bet it's eight inches in the dip at the center."

"Yeah. I'll bet anything it's the condenser tray."

Peter shook his head. "No, there's too much water for that, or even the heat exchange tubing... This has got to be the fill line, that's the only thing that makes sense."

"Think we can fix it?" Ben asked.

Peter shrugged. "Do we have the parts?"

Uncle Ben grinned. "We'll have to crack it open and check after the sump pump does its' thing, won't we? See if there's anything else we need to take upstairs," he said as he opened the fridge and pulled out a vacuum-sealed steak. "Meanwhile, put this on your face. How's the other guy look?" Uncle Ben asked, tossing Peter the steak.

Peter froze as he caught the steak. "What?"

"Come on, I know a right cross when I see one." 

Evidently not . Peter thought.

"So yes or no, do I have to talk to Eugene's dad again?" Ben asked pointedly.

"No. This isn't from him."

"Who was it then? Freddy? Lonnie Nelson? Don't tell me you and Harry got in a fight."

"No!" Peter exclaimed. "Nobody laid a finger on me." Not like they didn't try . "I just wasn't looking where I was going and face-planted on a billboard."

Ben looked at him with obvious suspicion.

Peter put his hands up innocently. "Hand to god, that's what happened."

Uncle Ben shook his head. "Alright."

Peter pressed the steak onto his bruised face, and poked around the basement looking for anything that had gotten wet or might have. He grabbed a couple of damp boxes and trucked them up the stairs one at a time as carefully as possible.

On his last trip, in a dusty, cramped corner of the basement under the stairs, he found an old leather briefcase. It was far enough out of the way of the puddle of water, and dusty enough he almost didn't pay it any mind. He wouldn't have bothered with it, if it wasn't for a pair of letters engraved on the clasp.

"RP."

Richard Parker? Peter wondered. He picked up the briefcase, and tossed it on top of the last endangered box.

Aunt May and Uncle Ben were having some conversation about something Peter wasn't paying attention to. He was too enthralled with his father's briefcase and its contents to hear or understand a word they said. 

Peter had never really had anything physical to remember his parents by. Pictures of them together, sure, but he didn't really have anything of theirs to examine. A lot of their things had been destroyed when their plane crashed, and the things of theirs that hadn't been Peter's had either fallen into use at his new home with Ben and May so they didn't really seem special, or been sold at a yard sale afterwards. He'd never thought to look in the basement for anything of theirs, it didn't really seem like an option or even worth doing. Now, in this time of change, as Peter was leaving aspects of normalcy and the past behind, he felt himself enthralled by the leather briefcase. He poured over every scratch, crease and mark on the leather, every nick on the metal fasteners, looking for something, anything that might give him some unseen insight into his parents.

"I forgot that was down there." Uncle Ben said, snapping Peter out of his reverie. "It was your dad's, but I guess you saw his initials on the clasp."

Peter nodded. "Yeah. Did he leave this here?"

May nodded. "Right before he and Mary left you with us." 

Right before they died. Peter thought.

"Your dad saw that in a leather shop over on ninth avenue. I think he was nineteen, 'what the hell does a nineteen year old need with a briefcase like that?' Your grandmother asked him."

"Mmm hmm." May intoned, bemusedly. "And guess who sold it to him?"

Peter raised an eyebrow. "Who?"

"Your mother." Ben said with a chuckle. "That was how they met. He was so enthralled with her, he almost bought the matching set. Got it all the way to the engraver before I could tell him I didn't want a briefcase for my birthday."

"Did he say anything about it?" Peter asked as he picked through the contents. The case contained some bus tokens, a calculator, a glasses case with a pair of glasses in it, a laminated photo ID from Oscorp, and a framed photograph of Richard Parker, a much younger Norman Osborn, and another man Peter didn't recognize. A man with a long skull, tall forehead, narrow nose, and a long, thick neck. 

"He told us to keep it safe. I guess he didn't want to lose it at the baggage check." May said.

"Who's this?" Peter asked as he turned the photograph toward his Aunt and Uncle, pointing at the one figure he couldn't identify.

Uncle Ben took the photo, and squinted at it. "I think... Yep, that's Curtis Conners. Your dad's other best friend." Ben passed the picture back to Peter. "Those three were as thick as thieves back in the day. I think that was right after they kicked off some big government contract in the nineties."

"Back when the WEAPON Project was still active in the nineteen nineties, we briefly held the same contract." Peter recalled Norman Osborn saying. "My esteemed colleagues Curtis Conners and Richard Parker..."

"Harry's dad mentioned him during the presentation today.” Peter said. “Wonder why I've never met him.”

Ben shook his head. "I don't know. I haven't heard from Conners since he went to Afghanistan."

“In the war?” Peter asked.

Ben nodded. “He joined up as a medical doctor in my old unit. Got one of his arms taken off by an IED, I think. He went in after I retired. I heard he put a tourniquet on himself and treated everyone else in the vehicle before the Captain could make him rest.”

“Captain America?”

Ben nodded proudly. “Best commander I've ever seen. If you ever decide to join the Army, I'd shoot for the one-oh-seven. You'll do things you didn't think were possible.”

Peter laughed. “I don't think so, but I'll keep it in mind.” And I think I'm already doing that…

Peter took the bag up to his room, and laid the contents of his father's briefcase out on his bedspread. There were three subway tokens, one 1993 quarter, one 1985 quarter, and a bicentennial 1976 quarter, an HP 48G graphing calculator, five pens, one with four colors of ink to choose from, two spiders preserved in clear acrylic with the Oscorp logo laser-engraved on the slabs, an old Sony Ericsson GA318 cellphone, a glasses case with horn-rimmed glasses in it, and his father's Oscorp Technologies ID card, complete with the old green Oscorp logo with the field of squares next to it.

There's nothing in here. Peter wondered. Why did he ask them to keep it safe?

Peter picked up his father's glasses, and put them on.

Wow. He thought. I can't see a thing in these, either.

He pulled them off, and grabbed his old glasses off his nightstand. Peter slid the glasses on. Still can't see, but... He pulled off his glasses, and compared the thickness of the lenses between his and his fathers' glasses. Guess I have... Or had, my father's eyes in more ways than one. Peter set both of the pairs next to each other on the bed, and picked the briefcase up. If it wasn't something inside the case... Maybe he just wanted them to keep the case? He turned the briefcase around in his hands, studying everything all over again in case he'd missed some kind of... Code or clue? Why would he leave his phone and glasses behi- Peter felt something inside the briefcase sliding around. But he'd already checked all the pockets... Right?

Peter flipped through all of the compartments again, front to back. Nothing was in any of them... But when he fished around in the rear zipper pocket... His fingers caught the edge of something behind the lining of the case.

Hello, I didn't see you there before. He thought as he felt the edge of the lining. Peter slid his fingers along the top of the zipper... Bingo. Behind the lip of the zipper, he found a snap holding the lining in place. Peter popped the lining loose. Behind it... Was a manilla folder.

The folder had "Weapon Plus: Version XI" printed in bold on the front cover, and in many places throughout its contents. Peter pored over the documents. Inside the folder were printed emails between his father, Doctor Osborn, and Doctor Connors, information from the human genome project, sequences of genes, a complete breakdown of Captain America's blood and genes from before and after the infusion of the Super Soldier Serum, and a piece of scratch paper filled with equations... One of which was labeled "Decay rate algorithm."

The algorithm detailed how the infusion would not only attempt to repair damaged, or flawed aspects of the human body, but to attack the genes of the subject to remove pieces of their genetic code and replace it with new code. New code to make the improvements made by the serum not only permanent, but heritable.

"The problem," an accompanying email from his father to the group said, "is that without precise calculations, the decay rate either activates too quickly, preventing full genetic infusion, causing the subject to suffer from severe defects, or the serum is too aggressive, and overtakes the subject's entire genetic code. There are so many variables involved that require microscopic precision, and I think I've cracked most of the code."

"Most of?" Peter wondered. Guess he got it all after he sent this. The date on the email was less than a week before his parents plane crashed.

Peter hopped onto his computer, pulled up Chrome, and searched for "Doctor Curtis Conners."

He found results from both Oscorp, and Empire State University. The bio for both was almost identical.

"Doctor Curtis Conners (M.D., Ph.D) remains one of Empire State University's highest-scoring bio-chemistry students. Conners served in the United States military as a surgeon from 2001-2004, when his arm was vaporized by an IED. Since then, he has dedicated his life to the study of beneficial mutation, and one day hopes to find a way to regrow damaged limbs. Doctor Conners also holds a doctorate in herpetology. Conners is the head of Oscorp's genetic research division, and an associate professor at Empire State University. He resides in Manhattan, with his wife Martha, and their son, William."

If anyone will know about what's going on, it'll be him. Peter thought. I'll see what he'll tell me about the project, and try to figure out if I'm going to keep... Changing.

Peter gathered the contents of the briefcase back up and replaced them in the leather case, then unpacked his own backpack.

As he withdrew things one by one from his backpack, he froze when he felt his camera case, and immediately pulled it out to check that it was okay. He hadn't repacked his backpack after yesterday, and he'd forgotten the camera.

Peter removed the camera from the case and inspected the body and lens intently, until he was satisfied his impromptu meeting with the billboard wall hadn't damaged his prized possession.

Hang on, I have a video to make, don't I? He thought. He cast his gaze towards his father's briefcase… Then shook his head in dismissal. I don't know enough about it to say anything interesting… Not yet anyway. Besides, I've got some time to work on it… And I probably shouldn't put those files online anyway… 

Then, his stomach grumbled.

Oh right, I didn't finish lunch… That spaghetti smells better and better by the second.

Peter went back downstairs, and stopped off in the kitchen to wash his hands before he grabbed a bowl of food to take upstairs. Uncle Ben had already put another dusty box on the dining table, to Aunt May’s dismay.

“Really, Ben?” She asked incredulously. “First bowling trophies, now what?”

“My Ranger gear from Vietnam.” Ben said proudly as he rummaged through the box of worn military fatigues and equipment. “I forgot that stuff was still down there. Thought I donated it all to the Barnes Center.”

“Well, put it by the door. I'll drop it off tomorrow.” May said as she plated out the spaghetti and meatballs.

“Do you mind if I take it for now?” Peter asked. “I have a show and tell video assignment due.”

“Sure!” Ben exclaimed. “I'd be happy to tell you anything you want me to. I've got plenty of good stories!” He pulled a boxed pair of binoculars out of the box. “This would be a good one right here!” He said as he pulled them from their case and peered through the lenses. “They're just like I remember them!”

“I swear, Ben,” May chided. “If you make poor Peter do a presentation on a pair of scratched up old binoculars, he's going to get his first grade below an A he's ever had and it'll be your fault.”

“Excuse me, Missus Parker.” Ben said with feigned indignation. “They are not scratched, they are engraved. ”

“They're binoculars with one working side no matter how you try to say it.” May said with a chuckle as she placed three plates on the table around the box. “Now set that aside so we can eat. You two can talk about the war later.”

Ben sighed in mock annoyance, and replaced the binoculars in the box. “Well, you heard the lady. We’ll leave the war stories for later.”

Peter looked down at his place as Uncle Ben set the box aside. He hadn’t planned to stay at the table for dinner that night… But what the hell?

Peter pulled up a chair and sat down at the table. “Could you pass the parmesan?” He asked Uncle Ben as he crossed the kitchen to wash the dust off his hands.

“Sure!” Ben replied. He washed, then dried off his hands, and snatched the shaker off the countertop, and tossed it to Peter. “Think fast!”

Peter grabbed the plastic shaker out of the air like a champion basketballer.

“Nice catch!” Ben said as he pulled up a chair. “So, aside from that,” he said, pointing to the faded bruise on Peter’s face. “How was school?”

Peter froze mid-shake as he realized the depth and breadth of the events he’d experienced today alone.

“Uh, it was good.” He said as he dusted his spaghetti and meatballs with the white cheese. “Pretty good, I think. Went rock-climbing with Gwen before the bells rang.”

Aunt May “Tsked” as she swirled the sauce into her spaghetti on her plate. “Peter, I thought you were afraid of heights? Don’t go giving yourself a heart attack just to impress a girl.”

“Don’t listen to her, Peter.” Uncle Ben said with a wink as he swallowed a bite. “If a girl is what it takes to get over a phobia, that’s fine. Maybe you’ll finally be able to get up on a ladder and help me paint the kitchen tomorrow.”

Peter laughed. “Don’t you mean the basement?” He asked as he speared a meatball and ate it.

“At this rate, it’ll be the whole house.” Ben said in a tone somewhere between somber and jovial. “Anyways…” Ben said mischievously. “How did the rock-climbing go?”

“I raced her to the top and won.” Peter said as he twirled some pasta onto his fork. “First try, too…” Ben nodded approvingly. “...Then her safety cable snapped, and the hand-hold she’d grabbed broke.”

“Dear lord!” Aunt May exclaimed. “Is she okay?”

Peter nodded proudly as he slurped up some more spaghetti. “Absolutely fine.”

“I think you’re leaving something out.” Uncle Ben replied teasingly. “Come on, spill it.”

Peter shrugged guiltily. “Alright. I uh… Caught her.”

Uncle Ben whistled. “The angel next door finally found her own guardian angel, huh?” He asked as he leaned over to ruffle Peter’s hair.

“Stop!” Peter said with a laugh. “It was nothing. I just… Did what came naturally.”

“That’s good!” Ben said. “It’s good that that came naturally, right May?”

“That’s right, Ben.” May replied playfully. “Just as long as you don’t go out looking for things like that. You’re not Captain America, remember. You’re Peter Parker.”

“I know.” Peter replied. “I wouldn’t have it any other way.”

Captain George Stacy was hard at work in his office filing and reviewing reports, and coordinating information from the carjacking ring investigation when he heard a knock from the door.

“Enter.” He said as he looked up from his monitor.

“Captain,” a female officer named Watanabe said as she entered. “We just got a report of someone jumping around the rooftops out by the harbor. Eyewitnesses said the person was using some kind of ropes to swing around, and smashed into a billboard.”

Stacy rolled his eyes. “Great.” He replied sarcastically. “Any damage? Any supervillain activity?”

Watanabe shook her head. “Guy climbed down and skateboarded away according to our eyewitness.”

Stacy chuckled and rubbed his temples. “Alright, someone call Johnny Knoxville and tell him if he wants to shoot his Jackass shit around here, he at least has to tell someone what's going on, alright? See if you can get MTV to spring for a permit, while you're at it.”

“They were the first people we called.” Watanabe replied. “Paramount said they're not working on anything like that around here.”

Stacy sighed. “Yeah right, I'll believe it when I see it. Fine, we'll keep an eye out for more people swinging around on ropes.”

Chapter Text

After dinner, Peter took the box of Uncle Ben’s Army gear up to his room, and placed it on his desk, to sort through after he got back from school the next day.

Not that I’ll need to look too hard… Peter thought. I’ll bet he’s got a funny story about how these binoculars got scratched if he’s kept them this long.

Peter showered, and went to bed.

Back at the Oscorp Science Center...

At the Oscorp Science Center, employees had scoured the entire facility for the entire day in search of the missing specimen. Once Norman had found that the Spider wasn’t in the monitoring habitat, or the quarantine habitat, he’d ordered the display habitat examined… And they’d found a nearly imperceptible hole at the base, caused by a flaw in the molding of the material that Subject Fifteen had managed to work itself into and press apart, using its’ enhanced strength.

“Highly impressive work.” Norman said, marveling at the escape route the spider had taken. “Even after careful selection, assembly and sealing, Subject Fifteen managed to find a tiny weakness, all but imperceptible to a larger eye, and undermine decades worth of engineering and scientific progress.” He replaced the empty habitat upon the stainless steel table before him.

“Doctor Strom,” He said, turning to a nervous-looking bald man. “Any progress retrieving Subject Fifteen from the premises?”

Strom shook his head. “Not at this time, Doctor Osborn.” He responded shakily. “Uh, we’ve scoured the building from top to bottom, and we haven’t even found a web. Dillon’s been working overtime on the RF trackers, he says that the tags should function for up to a mile in the open air.”

Norman sighed. “Spare me the buildup, and cut to the chase. I presume if we had any tracking signals from Subject Fifteen, we’d already have a team honing in on it, which means that a spider tagged with a tracking device has somehow managed to evade our sensors, meaning it’s likely breached our facility, correct?”

Strom nodded nervously.

Norman sighed again, and clapped Strom on the shoulder. 

“Listen Mendel.” He said, flashing another toothy smile. “This isn’t anyone’s fault. It would’ve taken superhuman eyesight to spy that flaw in the habitat. That being said, if we can’t recreate Subject Fifteen precisely , there may be further consequences. Not from me,” Norman said, placing a hand on his chest. “But from Uncle Sam, who just so happens to pay our bills.” He said, gesturing to the entire facility. “If we shut down, everyone loses their jobs, including me, and including you. You know what the loss of Subject Fifteen means, correct?”

Strom gulped, and nodded. 

“It means we’d have to breed another generation of spiders.”

Norman shook his head, perhaps a bit more vigorously than he’d intended, as his hands trembled in… Not rage… Definitely not fear. 

“No, Mendel, it means we’d have to find another way to patch up our Super Soldier Serum. We’d have to take it-”

“Back to formula…” Strom and Norman chorused together.

Norman smiled again. 

“And taking it ‘back to formula’ would require time… Time I-” Norman cut himself off as he clasped his hands together to stop their trembling. “We, do not have. You… We, I suppose, are simply lucky that, at the moment, we have other projects in the works which may yet prove fruitful. How is Curtis’s reptile project coming along?”

“Uh, slow, but steady.” Strom replied. “He’s used everything you, he, and Parker discovered…”

“Parker…” Norman said, rubbing his chin. “I wish he’d written down whatever he’d found out. Such a shame for that brain of his to die like that.” Norman appeared wistful and distant for a moment, then snapped back to the present with a toothy smile. “And that’s why documentation and preservation is important, Mendel. You can’t destroy even a worthless test subject, even a seemingly worthless sample without knowing what makes it up, and losing one?” Norman shrugged his arms apart, and let them drop to his sides. “Losing one is as good as destroying it, except, for all you know, one of your competitors might snatch it up! And the last thing we need is for Tony Stark to add another feather to his cap.”

The following morning at the Parker household, Peter got up, and got dressed. He considered what to do… 

If I time it all right, I can probably swing by Doctor Conners’ office after school. Who better to ask about these… Changes, than one of the experts, right?

Peter rifled through his father’s briefcase, and glanced back through the documents and contents.

Should I take this with me? He wondered. No… I don’t want to risk this stuff getting lost or damaged. He thought as he glanced back over the “Decay Rate Algorithm” again. Crazy to think they were working on this all those years ago. All because of a wartime experiment. A million little things, big and small, lead to this.

Peter put the contents back into the briefcase one by one… Until he got down to the glasses case and Oscorp ID. He gave the ID a long look, scouring over his father’s face, then held the ID up to the mirror on his wall.

I’m practically the spitting image of him . Peter thought. I’m just not wearing any glasses. Peter pondered for a second, then tossed the ID back into the briefcase, and put the glasses case safely inside his backpack.

Peter slung his backpack over his shoulders, washed his hands, then walked downstairs, where May and Ben were already having breakfast.

“Back to a normal schedule today?” Ben asked as he sipped his coffee.

Peter shrugged noncommittally as he set his backpack down next to his chair, and sat down.

“Maybe.” He replied as he speared a sausage link off the serving plate in the center of the table. He placed it on the plate in front of him, and grabbed a piece of bread, and buttered it. “I have some stuff to check out after school, so I might be back a little late, is that alright?”

“Try not to be too late, Michelangelo!” Ben replied as he set his mug down on the table. “Remember, we’ve got to paint the kitchen later!”

Peter froze in the process of wrapping the sausage link in his buttered bread. “Right!” He exclaimed. “Almost forgot.”

“What are you doing after school?” Aunt May asked.

“I wanted to see if I could talk to Dr. Conners about…” Peter trailed off. About that bite I had…

“About Richard?” Ben asked.

Peter just nodded. Well, it’s not exactly un true.

“By the way,” Peter added. “Would it be alright if we sat down in front of the camera sometime this week and talked about your time in the Rangers?”

“Sure!” Ben replied. “Anything you want to know, I'm an open book!”

“Awesome!” Peter exclaimed. “I'll clear it with Harrington, and we can do it… Maybe tomorrow?”

“We can do it tonight if we have time.” Ben said. “Shouldn't take too long to get the kitchen put back together.”

Meanwhile, at Oscorp Tower, Curtis Connors’ office…

Doctor Curtis Connors was loathe to allow the fact that he only had one arm stop him from working on his own. Had he been left with his dominant hand, things might have been easier, but, ever since the Afghanistan incident, he’d been rendered an eternal southpaw.

Curt Connors’ lab in the Oscorp Tower was covered in reptile and small mammal habitats, featuring creatures of all shapes and sizes, with many different genetic advantages, or disadvantages.

Every day, I wonder what I would give to have my arm back… Curtis thought as he filtered through the incomplete Decay Rate Algorithm, and attempted once more to patch the holes left behind so long ago through a combination of careful calculation, and trial and error.

Curtis extracted a segment of DNA from a blood sample taken from a chameleon, and added the synthetic retrovirus to the sample, then injected the viral sample into a mouse, who’d been born with three legs, near the missing leg.

The mouse’s name was Freddie. Curtis hoped beyond hope, as he mounted Freddie in the harness, then retrieved the preparation from the centrifuge, and injected the poor little mouse, that he would wind up with a new limb, or at least, the precursors to one.

Once the solution was administered, Curtis used the restraint harness to drop Freddie into an observation chamber, and freed the little mouse, so he could be observed. Not just by Curtis, but by cameras and microphones in the enclosure, as well.

Curtis heard a sharp knock at his door, and looked up from his equipment to find…

“Doctor Osborn!” He exclaimed as Norman opened the door, and stepped through it as though each step carried the weight of the world behind it. “To what do I owe the pleasure?”

Norman clicked his lips, and shook his head in disappointment as he shoved his hands into his pants pockets.

“Not so much a pleasure, as much as an obligation, Curtis.” Norman said somberly. “I wish this visit were precipitated by good news, but I’m afraid there’s been a fairly major setback with regards to my spider project.”

Curtis stood up from his instruments swiftly as concern washed over his features.

“They haven’t all died, have they?” He asked in horror.

Norman held up a hand in a calming gesture.

“No, no no….” He said softly. “However, Subject Fifteen, which was the most promising example of our mutual work, has managed to escape the facility.”

“Escape?” Curtis asked incredulously. “How?”

“There was a microscopic flat in its’ enclosure.” Norman replied as he paced around Curtis’s laboratory, observing the many reptilian test subjects within. “I suppose we bred them to be too smart, more’s the pity. I was… Hoping that your experiments with our…” Norman trailed off as he locked eyes with a monitor lizard in one of the enclosures. “Scaly friends, were closer to returning results.”

“I’ve just administered a new solution.” Curtis said, gesturing to the enclosure in front of him. “I believe I have made significant progress.”

“Oh?” Norman said as he stooped to look at Freddie as the little white rodent wandered about in his plexiglass enclosure.

The mouse was starting to show the signs of limb regrowth in his damaged leg. Freddie sniffed at his leg as the bones and flesh regrew at an alarming pace.

“I believe I have all but recreated the major breakthroughs of Richard’s research,” Curtis said as Freddie began to step onto the new limb. “However-”

His words were cut short as the growth in the mouse’s limb grew tumorous, and… Scaley. The pink flesh sprouted not white fur, but hard, green scales.

“Unfortunately, the tests are proving unfruitful.” He concluded as Freddie attempted to drag his now overgrown, scaly limb across the enclosure.

Norman sighed in irritation at the results of the experiment, and shut his eyes tightly as his head trembled. He clamped his right hand over the bridge of his nose tightly, and the trembling stopped.

“Just typical.” He whispered. “No success with recreating the decay algorithm?”

“Less than I’d like.” Curtis admitted. “As Richard said in his last eMail, we need precise calculations in order to attack the genetic code correctly. Tell the virus what to attack, where to find it, when to stop, and what to leave alone. Unfortunately, short of manually editing the genetic code chromosome by chromosome, I can’t think of any other solution. Selective breeding only gets us so far, and that doesn’t help us in humans.”

Norman rubbed his chin thoughtfully.

“Have you tried single gene editing?” Norman asked.

“In higher life-forms?” Curtis asked. “That’d be the equivalent of programming a computer using stone tablets. Hypothetically possible, but we’d be old men by the time we managed to get one person’s code changed in any meaningful way.”
“And even with a fully sequenced genome,” Norman said ponderously. “There’s not necessarily a way of telling what the effects are in humans, much less if one subject will have a similar reaction to another.”

Curtis nodded.

“The solution would have to be administered on such a long scale that people in dire need would see no benefit. They could die before the solution takes effect, or the solution might not work at all, if the patient’s code begins to ‘repair’ itself.”

“The single gene method seemed like such a good idea when we were working with the new spiders…” Norman said wistfully as Freddie’s fur began to fall out in clumps, with green scales now growing in place of the fur all over his body. “But you’re right. It only works because of their short lifespans… And Subject Fifteen was all but perfect! We only needed one more generation before we had the ideal pattern, and we could have used it as a template to solve everything!”

“Did you at least manage to get a full map of Subject Fifteen’s DNA?” Curtis asked.

Norman shook his head sadly as the poor little mouse grew less mobile as he grew more lizardlike.

“If we did, I wouldn’t be asking about the lizards, Curtis.” Norman said as the instruments monitoring Freddie’s vitals showed him slowing down… “They were brilliant, but, alas, too small to accurately sample without damaging the creature. We were planning to allow it to breed, then perform a full sequence after it expired.”

”Damn.” Curtis replied.

Seconds later, the instruments said that the little mouse was dead.

“Subject: Deceased.” The robotic voice of the computer said over the speakers.

“Time of death, eight fifty-five AM, Eastern Time.” Norman said with a glance at his watch. “Any luck with other subjects?”

Curtis shook his head.

“It’s just like Rick described.” He said with a gesture towards a curtained-off section of the lab. “The decay rate either activates too quickly, and defects occur or the splicing ends prior to the desired outcome, or we wind up with mice with scales and cold blood. It’s unacceptable.”

Norman looked over at the section, then strolled across the lab, and drew the curtains back, to reveal a wall of misshapen, strange hybrids of mice and lizards. All of which were more alive than Freddie was, but none of which appeared to retain the essential characteristics of a mouse.

“I see…” Norman said softly as his hands began to tremble, and shake across the curtain, rattling the curtain hooks against the rod as his body began to shake as though overtaken by an earthquake.

Norman clenched himself tightly, and as quickly as his body would permit him, slammed his right hand into one of his jacket pockets. Curtis heard a device click, and Norman’s body ceased to spasm as the tremors subsided into his normal motions, almost inhumanly so.

“Curtis, do you know why I pursued this contract so heavily?” He asked as he turned to face Curtis. “It’s not just because it was snatched from our grasp by the death of one of our dearest friends, although that is a compounding factor. It’s because of a chronic diagnosis made about my health several years ago.”

“I’m sorry to hear that.” Curtis replied. “Is it-”

“None of your concern at this time, Curtis.” Norman replied coldly, cutting Curtis off. “What is your concern is twofold. One, that my patience is limited by my time, and my time is running out faster than I’d like. Second, is that, until we are able to recapture or recover Subject fifteen, the bulk of the weight of our cross-species genetics project rests upon your shoulders. That means the fate of the contract, the company, myself, and my son, rest in your more than capable hands.”

Norman looked at his friend, and immediately winced as he realized what he’d just said.

“Sorry, hand.” Norman said with a pained expression. “Nevertheless, I expect to see more results, and more information out of your experiments soon, or I may have to reconsider your position at this institution.”

Chapter Text

Midtown High, later that day…

Peter knocked at the door to Professor Harrington's office.

“Come on in, Peter.” Harrington said. “You have a subject for your video?”

“Yeah, I think it's gonna be pretty good.” Peter replied. “I just wanted to clear it with you first. We found Uncle Ben's Army gear cleaning the basement, and I was thinking about structuring it like an interview. I show everything to the camera and I ask him about Vietnam.”

“That'll be fine, Peter!” Harrington exclaimed. “I'm sure it'll be fascinating. Your uncle is practically made of interesting stories.”

“Thanks!” Peter replied as he made for the door to Harrington's office. “I'll see you tomorrow!”

Harrington was almost left speechless at the speed of Peter's departure, but merely shrugged in response.

Later that day, after school…

Peter walked up the steps, and knocked on Doctor Conners’ door. He took a quick step back, and pushed his dad’s glasses up his nose.

Boy, I do not miss wearing these, and I won’t miss never wearing them again.

The lock clicked, and the door was opened by an auburn-haired middle-aged woman.

“Hello?” She asked. “Are you one of Curt’s students?”

“Uh, actually no.” Peter said. “I’m uh… I’m Peter Parker. My father used to work with Doctor Connors. You must be Martha.”

“Yes, I am.” Martha Connors replied. “If you’re Peter Parker, that means you must be… Richard Parker’s son, right?”

Peter grinned. “That’d be me.”

Martha smiled in return.

“I’ll tell him you’re here!” She said cheerfully. “Curtis!” She called into the house. “You have a visitor!”

“Who is it, dear?” A Welsh-accented man’s voice asked from inside the house. 

“Someone I think you should meet!” She replied.

A man with fading blonde hair and a single arm, his left arm, appeared from around the doorframe with a young boy with reddish-blonde hair perched atop his shoulders.

“Who are you?” The boy asked.

“...Peter Parker.” The man answered. A smile crossed his face, and he knelt to allow his son to drop off his back. “Easy now, Billy! Help mummy with dinner, alright?”

“Okay!” Billy said as he raced off to the kitchen, with his mother not far behind.

“Come on in, Peter!” Connors said, ushering Peter into the house. “Can I get you anything? Coffee, tea, milk?”

Peter shrugged. “Doesn’t matter. Whatever you’ve got, but not if it’s any trouble.”

Connors scoffed. “Nonsense, Peter! Anything for the son of an old friend!”

Curtis led Peter into the kitchen, and poured him a cup of tea.

“So, Peter, what brings you to my humble abode?” Connors asked as Billy stirred away at a mixing bowl on the countertop nearby.

Probably shouldn’t lead with the bite thing… Peter thought as he took a sip from the cup of green tea.

“An old picture I found in the basement.” Peter said as he slung his backpack onto a chair by the countertop. He pulled the photograph out of his backpack, and handed it to Doctor Connors. A warm, nostalgic smile crossed Curtis’s face.

“We were so young!” Connors exclaimed as he examined the picture. “You’re the spitting image of your father in this picture, you know! And Norman had those horrible waves!” Connors extended his arm to show Martha and Billy the picture. “And look at that, Daddy’s hair was still yellow!”

Martha chuckled, and Billy leaned over to look at the photo, never ceasing his stirring of the contents, even as he loosened his grip to lean away and look at the photo.

“You look funny, dad!” Billy said.

The mixing bowl of batter slipped out of the boy’s grasp as Peter lowered his mug of tea. It began a quick descent to the floor, but as it tipped away from the counter, Peter shot the hand that wasn’t clutching his mug out, extending his body to extend his reach, and pushed the bowl back up onto the counter.

“Excellent reflexes you’ve got there, Peter!” Martha said. “Billy, try to hold on a little more carefully, okay? If Peter hadn’t caught that, we’d have to start all over!”

“Thank you, Peter!” Doctor Connors said.

“No problem.” Peter replied. “Actually, I wanted to talk to you about your work with my father, and Doctor Osborn, if you had the time.”

Curtis’s face lit up at the inquiry.

“I was almost afraid you’d never ask!” He said as he handed the picture back to Peter. “Come into my office, I’m an open book!”

Curtis escorted Peter to his office.

“I must apologize for staying out of contact for this long, Peter.” Doctor Conners said as he shut the door behind them. “It’s been since you were very young that I saw you last, and for that I must apologize. After your parents died… Well, we were working on a project together, as you could probably tell.”

Peter nodded.

“Something about cross-species genetics?” Peter asked. “That’s what Doctor Osborn said on my field trip. Part of Weapon Plus, right?”

“Exactly.” Connors affirmed. “It was supposed to be a next-generation Super Soldier Serum, based on replacing the patient’s genetic material with that of another species or individual. After numerous attempts at enhancement had either failed, or backfired over the years, myself, your father, and Norman came to the conclusion that it would be nigh impossible to recreate what Dr. Erskine and Howard Stark had accomplished with Captain America. Weapon X was intended to enhance the abilities of those who’d been born with modified genetic codes, and we all know how that turned out. So, we set about finding ways to break open the human genome and rebuild it like a Lego project. Norman hypothesized that we could use a retroviral solution to inject new code into someone’s DNA to activate bits that were either dormant, or insert new genes entirely. The idea was to be able to take genes from anywhere, and inject them into a person, or animal, and skip over processes of natural, or artificial selection entirely. No longer would any individual be bound by the genes they had at birth. We could enhance muscle growth and bone density without the need for training or steroids. Reverse and prevent aging without plastic surgery. Heal wounds faster, increase stamina, maybe even regrow damaged limbs and other body parts one day.” Conners absentmindedly brushed his left hand against his right shoulder as he spoke. “Your father’s work was instrumental in our numerous breakthroughs based on calculations or ideas from myself or Norman, or ideas he and Mary dreamed up on their own. He’d sometimes spend entire nights with nothing but her, a whiteboard and a pot of coffee, and he’d come into the office the next day with bags under his eyes and a brainful of new ideas…” Curt’s eyes grew distant. “Back in the day, that’s what we’d do to pass a test in University… But, that was a long time ago.” His focus snapped back to Peter. “We’d pass our ideas back and forth, either in the office, or via eMail. We made so much progress… We just couldn’t take the final steps to make our theory work in reality. There was one major hurdle to pass, which none of us could seem to crack. The issue of how much of the introduced genetic code would overtake the patient. We tried many times to enhance defective rats with donor DNA from numerous species that could regrow body parts, or heal faster. We tried lobsters, crabs, crickets, beetles, spiders, starfish, Axolotls, Zebrafish, Crayfish, various chameleons, salamanders, and other types of lizards.”

“How did it go?” Peter asked. His heart had leapt at the mention of spiders.

Connors’ face fell.

“Not well.” He stated flatly. “Not a single subject of the cross-species genetics experiments survived. They either died immediately from shock,” Came close, but not quite. “Or the splicing stopped prematurely, leaving them essentially as disabled as they’d been before,” Thank god, no. “Or the donor DNA took them over entirely within about forty-eight hours, and they began to grow cancerous additional features from the donor species, or they converted almost entirely, also within the forty-eight hour period.” So as long as I make it through the next day or so, I should be good, right? Right?! “It was painful to watch, and it seemed like we’d reached a point where the experiment would have to be terminated for ethical reasons.” Connors flipped his whiteboard over, to reveal a near-identical copy of the equation in Richard Parker’s notes, but with several large blank spaces. That was, what Peter could see of it through his father’s blurry glasses. “At least, until your father formulated a near-complete d-”

“Decay-rate algorithm?” Peter interjected.

Curtis nodded his head.

“Exactly. Without precise, microscopic calculations about when the retrovirus would decay, it either terminated too early to truly help, or too late to save the patient. I must say, after that little explosion in Afghanistan, I’d quite like to tweak my genome and hold my son with both arms for once.” Connors said wistfully.

Peter grinned involuntarily as he remembered his search yesterday.

“I read about that in your bio.” Peter replied. “It’s a good idea.”

I remember this equation. Peter thought. Decay rate algorithm… It’s almost the same. Connors has made a couple mistakes, but he’s got some good ideas in here, too…

“This is as far as I’ve been able to piece the formula together, to the best of my ability, with some adaptations to account for the last nine years of medical advancements.” Connors said. “Richard said he’d about had it solved not a week before he died… I’ve tried my best to keep his work alive through my own, and Norman’s.”

That tracks with what I saw in his briefcase. Peter thought. Imagine the world of good that information could’ve done back then.

“Do you mind if I-” Peter said, gesturing to the board.

“Of course.” Connors said as he handed Peter a dry-erase marker. Peter stepped forward, squinted at the board through Richard’s horn-rimmed glasses, then raised them up to rest on top of his head, to the bafflement of Curtis. 

“My youngest intern speaks to the world of your intellect.” Doctor Connors continued. “She even has a picture of you on her phone. Ms. Stacy said something about you being her guardian angel.”

“Gwen?” Peter asked in disbelief.

Connors nodded.

“She’s quite inventive. Reminds me of your mother, in some ways.”

Huh.

Peter uncapped the marker, and set to work recreating the equation as he’d seen it in his father’s notes… With some improvements and connecting material where it was needed to mesh it with Connors’ work. Once he was done, he stood back and checked over every character and symbol once more, then recapped the marker.

Doctor Connors was positively stunned by the revelation. This boy had swept away over a decade of halted progress in a few strokes of a marker. This extraordinary boy had answered a question that had bothered Curtis since before he’d lost his arm.

“Extraordinary.” Curtis said, astounded. “Mr. Parker, I do believe you may have cracked this code wide open.” He turned from the board to face Peter. “How did you come up with this?”

Peter shrugged as he handed the doctor back his marker.

“My father had some notes from back then. Two-thousand two-ish. Had to make some changes to fit it into your framework, though.” Peter replied sheepishly. “Everything else…” He tapped his forehead. “Came from up here.”

Connors clapped Peter on the shoulder.

“My boy, your memory may be responsible for a breakthrough that will change the world.” Connors said, congratulatory. “Would you consider coming to my lab at the Oscorp Tower sometime after school? Any time you want, as long as I’m there, I’ll be happy to work with you!”

“I’d be honored.” Peter replied.

“Well, I presume you have places to be!” Connors said, extending his left hand to Peter, who shook it with his own.

“I do, but I didn’t want to rush things.” Peter said. “But I’ll be happy to keep in touch!”

“Please do!” Connors said as they exited his office. “Nine years is far too long. I wish I’d stayed in contact more, but after the project fell apart, I joined the Army… Then after I lost my arm, I fell into my work and spent every other waking second with Martha and Billy, once he came into the world. Imagine my surprise when a high-school prodigy came in for an internship and I saw your picture on her lock-screen.”

“I didn't even know she had a picture of me on there!” Peter admitted.

“She mentioned she was going to do some training at the Barnes Center after that little… Incident, in the school gym. I don’t suppose she’d find a spot of your company unwelcome if you decided to drop in.”

 “I’ll keep that in mind! By the way,” Peter added. “What do you think the chances are of something like Doctor Osborn’s spiders passing on their genetic changes via… Spider bites, for instance?”

Connors wrinkled his brow in thought.

“Via bites?” He asked.

“Since they used a retrovirus to modify the genes, there’s a chance the virus might survive inside the hosts, right?” Peter asked.

“Hypothetically, yes, viruses have been known to survive inside a host without showing symptoms.” Curtis replied. “Why do you ask?”

Truth or lie? Peter wondered. Let’s do some truth right now… More if I need to, right?

“One of the spiders went missing.” Peter explained. “Harry and I have a bet going about if… A pig or something got bit, it’d turn into a spider.”

Connors face broke out into a grin.

 “Hypothetically,” Connors replied with a laugh. “If any part of the virus succeeded in splicing spider DNA from the biter into the bitten, it would be a miracle if transformation amounted to anything physical in the domestic pig. It might have an easier time splicing the spider’s DNA into a human, or a canine, for instance.”

 “So if it did bite a human,” Peter asked, fighting a lump in his throat. “What do you think would happen?”

Connors let out a descending whistle as he pondered the question.

 “If any changes manifested from one of Norman’s spiders biting someone, or something,” He said carefully, choosing his words carefully. “The body’s immune system would likely destroy the cells. The patient would suffer from a fever, mild infection at the injection site, and then make a fully recovery in less than a week.”

Peter was not relieved by this statement.

 “Assuming, of course,” Connors continued, “That the patient didn’t possess a compromised immune system, or what Professor Charles Xavier refers to as the Meta Gene.”

 Aunt May refused to get me tested for the Meta Gene… Peter thought. And Uncle Ben agreed. As far as I know, my immune system is fine, right?

 “If the patient had a compromised immune system,” Connors continued. “The virus would run amok, and cause all sorts of potentially fatal defects. Imagine compound eyes, multiple arms, not all of which would be useful or fully-formed. Maybe even death. Now, if the patient possessed a dormant Meta Gene, the stress of the infection could cause it to activate, and splice the spider’s genes in only in places that would be beneficial to the host, like a machine programmed to fix itself. The patient would suffer a brief fever, and then find themselves better than they’ve ever been. There’s still a low likelihood of some catastrophic error occurring, but Meta Genes tend not to mutate fatally, not like inbreeding, chromosomal disorders or nuclear damage does.”

 “Guess if anyone got bit by it, they’d need to get help quick, huh?” Peter asked.

Connors shook his head. 

 “Despite our expertise and advancements in the field,” Connors replied, “there is very little that could be done to help someone in that position. It’s why we’ve taken such care with the project, and why it’s taken so long. If something goes wrong, the best we could do is make the patient comfortable in their final hours. But, if they made it past the first couple of days with no issues, I believe they’d be fine.”

 Just great, thanks doc. Peter thought to himself.

 “That’s kinda heavy.” Was all Peter could say in reply.

 “Indeed it is.” Connors replied. “Which is why I appreciate your help with this breakthrough. You could have very well saved us another five, ten years worth of trial and error!”

Peter grinned uneasily.

 “Happy to help, doc!” Peter replied as he dropped his skateboard to the ground, and skateboarded away from the Connors home.

 Well, I guess if I survive the night, I’m gonna be fine. Peter thought to himself. Looks like I’m doing fine… Not that there’d be any real helping me if I wasn’t, if Connors is right… 

Peter skidded to a halt as he looked down at his hands, at his wrists, where the webs sprouted from.

If something goes wrong, why not make the most of it? Peter wondered. Hell with it, I’m hitting the Barnes Center. If this is my last night on Earth, I wanna spend it with her.

Peter plotted the course to the gym into his phone, and skated to the Barnes Center.

Once upon a time, back when his uncle was a boy, The Barnes center was known Goldie’s Gym, touted as the place Captain America trained before he joined the army. They’d glossed over the fact that it’d been before he took the serum that made him a super soldier. When Goldie fell on hard times, Captain America bought the gym, and set his rent to something ridiculously low, like two dollars a month or something. Then, when Goldie passed in 1994, Rogers took over running the place, renamed it The James Buchanan Barnes Community Center, after his best friend from before he’d been Captain America, and expanded it dramatically. Captain America put every piece of equipment in there you could dream of, every bit of it state of the art, and kept the place running smooth as butter. Best part was, it was free. All you had to do was sign in.

Peter rolled through the parking lot, up onto the sidewalk in front of the Barnes Center, popped his skateboard up into his hands, removed his backpack, and strapped the board to it, then reshouldered his backpack as he entered the gym.

Beyond the front desk, Peter saw that the place was absolutely bustling with people. Checking in, checking out, the place was a hive of activity.

Peter walked up to the desk and rang the bell.

 “Just a second!” A familiar voice called out from the office.

A muscular, blonde, blue-eyed man in a light blue Dri-fit athletic shirt, cargo pants, and combat boots stepped out from the office doorway towards the front desk. If it hadn’t been for his fame, he might have appeared to be just your average mid-twenties gym-rat who worked at the gym part time, but nobody would mistake Captain America for just another kid. The man had been twenty-five years old for seventy-one years, and Uncle Ben had made a few jokes about wishing he’d enlisted sooner so he could age that gracefully, to which Aunt May could only roll her eyes in response.

 “How can I help you?” Steve Rogers asked Peter.

 “I’d like to sign up to access the gym.” Peter replied, trying not to act starstruck.

 Steve pulled a sheet of paper from under the counter, and a pen from a nearby cup, and passed them to Peter.

 “Just fill it out and let me know when you’re done.” Steve replied. “We can get you set up for locker access too, so you don’t have to haul your backpack around the whole time.”

 “Thanks!” Peter replied as he clicked the pen, and filled out his information on the form in about two minutes, then passed it back to Captain America.

 Captain America runs the gym… Peter thought as the captain looked over the paper. It’s the kinda thing that doesn’t seem real until you see it. It’s like if Elvis managed a McDonalds, or if Michael Jackson owned Blockbuster.

 “Peter Parker?” Rogers asked him. “Legal guardians Benjamin Franklin Parker and May Reilly Parker?”

Peter nodded.

 “Ben and I served together.” Steve said. “Back in Vietnam. You’re his nephew, right?”

 “Yeah.” Was all Peter could say in reply.

 “I’m sorry about what happened to your parents.” Steve replied as he opened the swinging door between the front desk and the lobby. “Let’s get you set up for a locker. I think number fifteen is available.”

Peter followed Captain America through the gym to the locker room, to locker fifteen.

 Rogers pulled a set of keys from his pocket, and inserted one into the panel below the ten digit keypad.

 “Just set a combination on the pad, and you’re good to go.” He said. “If you need any help, or if you want any tips, let me know.”

Peter punched the numbers one, nine, six, and two into the keypad, and Rogers removed the reset key.

 “Thanks, Captain.” Peter said, extending a hand to shake Rogers’.

 “Just call me Steve.” Steve said as he shook Peter’s hand in a solid, but gentle grip. “Tell your uncle to come by sometime! I’d love to catch up with him.”

 “I will!” Peter said. “Oh yeah, where’s the rock climbing wall?”

 “Down the main hall, past the aerobics room, on your left.” Steve replied.

Peter popped the door to his new locker open, and tossed his backpack inside.

 “Thanks a bunch!” He said as he shut the locker and made his way to the climbing wall.

Predictably, Gwen was already halfway up the wall.

 She’s probably on her third or fourth climb of the night. Peter thought as he stripped off his shoes and socks.

 “Here to climb?” An attendant asked from nearby. The man was tall, and had a large, square face, with a prominent chin.

 “Oh yeah!” Peter replied.

 “You have climbing gloves or shoes?” He asked.

 Peter grinned, and shook his head.

 “Nope!” He replied. “I like a challenge.” It’s not a challenge… Not anymore, anyways.

 “Experienced climber, huh?” The attendant asked as he sized Peter up for a harness.

 “It’s my…” Peter pondered if the half-climbs he’d done before the spider had bitten him counted. “Third-ish time around?”

The attendant looked at Peter blankly as he pulled a harness his size from behind the counter.

 “Well, that’s why we have the safety lines, I guess.” The man said as he helped Peter into the harness, and cinched it tight, then bolted a carabiner to the harness. “God be with you.”

“Thanks.” Peter replied as he dusted his hands with chalk from the counter, then climbed up the wall.

The attendant squinted at Peter as he ascended the wall with an elegant, practically creepy grace.

“Kid looks like a goddamn spider.” The attendant commented as he walked back to the desk.

Gwen Stacy clung to the rock face like a mountain goat as she sized up the distance from where she was to the next hold she’d have to get to to finish her climb.

“Fancy meeting you here.” A familiar voice said from her left.

Gwen turned her head to see Peter Parker clinging to the holds near her… With bare hands, and no shoes.

 “Peter Parker!” She exclaimed. “You’re popping up everywhere these days. Whatcha doin’ here?”

 Peter let one of his hands free of the wall as he leaned away, holding on by just his left hand’s grip to one of the misshapen plastic rocks.

 “Just hangin’ around.” He replied nonchalantly, like he wasn’t supporting most of his weight with just his fingers. “Doctor Connors told me you’d be here.”

 “Oh?” Gwen asked as she shifted her grip, and hopped up to grab the next hold. “What’d you see him for?”

 “Heard he was an old friend of my dad’s.” Peter said as he pulled himself up by his single hold, and grabbed onto the next one with his free hand like he was crawling on a floor. “Our basement flooded yesterday, found my dad’s old briefcase when Uncle Ben and I were cleaning it out. Had some notes, and a picture of dad, Connors, and Harry’s dad in it, so I paid him a visit. You’re interning for him?”

Gwen nodded through gritted teeth as she pulled herself up the wall once more.

 “Yup. Nailed the Oscorp internship before enrolment began.” She replied. “Give it a shot, you could probably make it in next semester.”

 “I’ll take a look!” Peter replied as he pulled himself up the wall without even finding a proper foothold. It looked like he was just bracing his feet against the bare surface of the climbing wall, and yet he was climbing just as well as she was…

 Maybe even better! She thought as he made a leap to catch up to her.

 “How long did it take you to catch up to me?” Gwen asked as she pulled herself further up the wall.

Peter climbed along beside her at an even pace.

“About… Thirty, forty seconds?” Peter said as he thought back to where he’d started on the ground. “Not as good as your time, but-”

Gwen’s eyes widened in shock, cutting him off mid-sentence.

 “Peter, that’s way better than my time.” Gwen replied in disbelief. “It took me like two minutes to get up here and you did it in less than half the time. You should try out for the team, climbing like that! We could’ve won nationals three years running with someone who climbs like you on the team!”

 Peter made an uncomfortable face that passed fairly quickly.

 “What?” She asked.

 “I don’t think I could’ve done this three years ago.” Peter said with a grin.

 “Maybe not, but you can do it now.” Gwen said. “Race you to the top?”

Peter’s grin grew even wider.

 “Last one there’s a rotten egg!” He exclaimed as he took off like a bullet up the wall.

Gwen sighed as she tore off after him up the wall, but Peter was the first one to the top, and he rang the bell in triumph.

 “Got it again!” He said as she climbed up next to him, sweat pouring off her despite the air-conditioned gym.

 “How is it…” She asked between panting breaths. “You go faster than I did, and you’re cool as ice… And I’m pouring sweat like a sauna over here?”

Peter shrugged.

 “Genetics?” Peter posited as he leaned away from the wall.

 “Well, mister dry genes…” Gwen said as she looped her arms around Peter’s neck. “After last time, you get to carry me to the ground.”

Peter’s heart audibly skipped a beat as she clung tightly to his muscular shoulders.

 “Not takin’ any chances, huh?” He asked in a soft whisper.

She shook her head as the sweat from her bare arms soaked into his previously dry T-shirt.

 “Not a one. Dad would have a fit if I got hurt out here after what happened at school, so I’m putting my fate in your hands tonight.” Gwen retorted. “After all that climbing, it looks like they’re stronger than I thought.”

 “Alright!” Peter said as he pushed them away from the wall, and allowed their safety lines to lower them to the ground.

 “Race you home?” Gwen asked as she let go of Peter’s shoulders.

 “Sure.” Peter replied as he unhooked his harness.

Chapter Text

Norman Osborn glared at a wall of monitors full of data and equations that he hoped would hold the keys to his salvation… Both financially, and literally.

Damn you, Subject Fifteen. He thought bitterly. We made you too smart for your own damn good, or mine. Not a trace of the tiny arachnid… Meaning it's either dead, or beyond our reach. Frankly, dead might be the best outcome… If the virus is still active, we could wind up with an entire island of spider-hybrids.

Norman flicked his eyes over to an incomplete “Decay Rate Algorithm” from Richard Parker's last eMail to their group before his death.

He tried to move his mouse cursor over to the equation, but the arrow jittered back and forth on the screen.

Norman narrowed his eyes in irritation as he attempted to lift the mouse off his desk to blow the dust out of the sensor, but he sent the wireless device flying across the room as a tremor overtook his right arm.

Damnit, not now! He thought as he fumbled in his pockets for the remote for his implant. His body shook so hard he could barely control himself. He managed to snag the remote from his pocket as his tremors grew so strong, he fell from his chair with a harsh SMACK against the tiled floor, and the remote tumbled with him. The smell of disinfectant threatened to overwhelm his senses as he fumbled for the remote. 

Finally, he had it. Finally, he pressed the button… And he felt very little change.

Norman turned up the dial, and pressed again. Only slightly better.

To hell with it! Norman thought as he turned it up to maximum and pressed the button again. Finally, the tremors subsided.

He pulled himself back to his feet, and picked up his office phone, and dialed Doctor Strom.

“Mendell, get to my office, on the double.” He panted into the phone. “I need a checkup.”

“I'll be right there.” Strom replied.

Once Strom was in Norman’s office, he began to run a series of routine examinations… and some that would've been unusual for anyone else.

“It's getting worse.” Norman said shakily. “I could barely sit at my computer, much less hold a pen, or a sample, or anything sensitive!”

“How's your sleep been?” Strom asked.

“Terrible.” Norman replied. “I'm lucky if I get three hours uninterrupted. I wake up shaking like there's an earthquake, but everything is still except for me.”

The computer beeped, and the results of the blood test appeared on the screen.

“Your dopamine levels are lower.” Strom said as he studied the chart.

“Tell me straight, Mendell.” Norman said softly. “How long do I have?”

Strom turned to Norman, but avoided his gaze.

“Listen, Norman, a dopamine test doesn't predict the future. You could-”

“Tell me!” Norman exclaimed as his features contorted into an ugly mask. “I don't have the patience for platitudes!”

“If your dopamine levels keep going down at the rates they have, you'll be lucky to be walking in two years. You'll be completely bedridden in three.”

Norman's rage dropped away, into a sad laugh. 

“And what about Harry?” He asked softly. “Does he have it?”

Strom shook his head. 

“At this point, there's no way to know. Only around fifteen percent of Parkinson's patients have a family history of the disease.”

“So you're saying the only way we'll be able to tell is to wait until I'm too far gone to help my son?” Norman demanded softly. “No. I refuse to accept that. Mendell, I'll beat this disease first. You can use me as a test subject for any hail-mary treatments we come up with. I'll make sure my boy has a good future by any means necessary.”

Peter's phone buzzed as he and Gwen left the Barnes Center.

“You need to get that?” She asked.

He pulled the device from his pocket, and saw it was Uncle Ben texting him.

“It's just Uncle Ben.” He replied. “We'll be back soon anyway, it's not worth giving you a head-start!”

“Then get on your board, slowpoke!” Gwen said as she took off down the stairs towards their neighborhood.

She got me there! Peter thought as he pulled off his backpack like lightning, and unstrapped his skateboard. He planted it down the stairs, and landed on it with a jump from the top step, taking off like a shot after the blonde girl. 

They were neck and neck, all the way home. As they approached their houses, Gwen took a running leap up her fence into her backyard, and climbed up the tree into her house.

“No fair!” Peter exclaimed as he skidded to a halt outside his house, and popped his skateboard up into his hands.

“All's fair in war, loverboy.” Gwen taunted from her backyard.

Peter shook his head, and unlocked the front door. The house was completely silent. 

Where is everyone? He wondered. Then, when he saw the color of the kitchen, and the paint-stained newspaper on the floor and cabinets, he knew what he'd missed. 

Dammit, that's what he was texting me about. Peter thought as he stepped into the kitchen, nimbly avoiding wet paint and newspapers. He spied a note on the fridge, in Uncle Ben's handwriting.

"Hey Michaelangelo!" It said. "There's meatloaf in the oven. May and I went to the Allen's for poker night, we'll be back around nine."

Peter gave a sad smile and sighed, then opened the oven, removed the pan of meatloaf, grabbed a fork, and took it upstairs.

He set the meatloaf on his desk and slumped into his chair, trying not to feel like a horrible person. Then, the revving of a loud engine reached his ears through the closed window.

Who the hell is that? Peter thought as he opened the window and climbed out onto the tree limb. Gwen was still perched on a limb outside her window.

"Who's revving their engine back here?" Peter asked as he dug into the meatloaf.

"Flash is showing off his new toy." She said, pointing at the electric blue Camaro in the road behind their houses with the football team gathered around it.

Flash climbed out of the muscle car and high-fived with a broad blonde boy from the team.

"Shit, Flash." He exclaimed. "Nice ride."

"Hell yeah, man." Flash said cockily. "Perfect wheels for a ride to the prom with Liz. Maybe even better for the ride back, know what I'm sayin'?"

Flash noticed Peter and Gwen watching them from the tree.

"Hey Puny Parker, what kind of wheels you got? Planning on pulling up in the Oldmobile?"

"No, we were gonna ask Rosie if we could take your car." Gwen shouted. "Just be careful you don't get a ride home from my dad."

Flash grumbled, and motioned for the football team to pile into his car, then sped off in what was clearly a huff.

Did she just say what I think she said? Peter wondered.

"So... There's a prom?" Smooth, dude. Real smooth. He thought as soon as he said it.

"Aren't you taking the pictures for it?" Gwen asked.

"Oh... Yeah."

"So you're already going?"

"I guess I gotta." Peter said with a lame smile.

"Well, I'm not planning on going with anyone else..." She said, coyly as she slipped back into her room. "Think about it."

Peter sat on the tree motionless for a while, mulling over his options...

Well, I guess that settles it. Now I just need a ride, huh?

As soon as Peter was back inside, he tried to talk himself out of the notion.

So what Flash Thompson's parents bought him a brand-new sports-car for his sixteenth birthday? Peter thought bitterly. He’s a prick. A prick with a bright blue Dodge Challenger he can ride around town in, going wherever he wants without anyone asking how he got there. 

A knock sounded on the door behind him, and Peter jolted out of his thoughts, back into his room.

 “Hey, Michelangelo!” Uncle Ben said from beyond the door. “You decent?”

 “I better be.” Peter said as he raised from his chair and walked to open the door, to reveal his uncle in fresh clothes, with paint dotting his forehead, arms, and hands “The window’s open.”

 “We missed you painting the kitchen earlier.” Ben said as he motioned for Peter to follow him downstairs. He’d clearly showered since the painting, but even a shower can’t take off drops of paint that easily. “Did Curtis keep you long?”

 “Uh, kinda.” Peter replied. “I uh… Went rock-climbing with Gwen afterwards and we kinda lost track of time.”

 “Is that so?” Ben asked as he poked his head out of the window to wave at Gwen through her window, who waved back. “What exactly precipitated that?”

 “She’s interning for Doctor Connors.” Peter replied. “He said she started climbing over at the Barnes Center, so I figured I’d drop by on the way home and… Well, I met Captain America.”

 “Did you now?” Ben asked.

 “He said I should call him Steve.” Peter replied.

 “He always does.” May replied as the two of them entered the kitchen. “Ben still insists on addressing him as ‘Captain.’”

 “Because if you just call him ‘Steve,’ you could be talking about anyone!” Ben replied with a laugh. “Blue’s Clues, Minecraft, Lukather.”

“He said you should drop by the center sometime and catch up.” Peter said.

“I'll have to check in sometime soon, I guess!” Ben exclaimed jovially. “Can't disobey the Captain's orders.”

 “I see you found the meatloaf.” May said, gesturing to the oven. “Where were you when we were painting the kitchen?”

 “Climbing walls with George’s girl over at the Barnes Center.” Ben replied. “Ah, young love.”

May looked at Ben incredulously.

 “You never took me rock-climbing.” She said with a feigned air of disdain.

 “You never asked.” Ben replied. “I took you bowling.”

 “Well, maybe I’d have rather gone rock-climbing with you, did you ever think of that?”

 “No, because you never asked.” Ben replied.

Aunt May scoffed, and playfully slapped Ben on the shoulder.

 “Do you need anything else before bed, Peter?” May asked. “You’re still a growing boy. Maybe growing a little more than we expected.”

Peter shook his head.

 “No, I’m fine.” He replied. “The meatloaf is good.”

 “Just remember to bring your dishes down, alright?” May said.

 “And let’s make that video tomorrow, alright?” Ben added. “We should have some time after school.”

 “Bet on it!” Peter said as he went back upstairs. “Goodnight, I love you both!”

 “Love you, too!” Ben and May replied.

Once he was back upstairs, Peter mulled over his situation once more. Maybe he could web-swing places, but after his recent crash, he wasn't entirely sure he wanted to try that again so soon, and even so, if he wanted to get serious with Gwen, maybe take her someplace nice, he'd need a vehicle…

Not to mention something safer than web-swinging. It's not like he could just pick her up from the back window and web-swing to a restaurant or something.

Peter wasn't entirely sure what the rules about human spiders swinging from buildings were, but he was pretty sure that it was a bad idea to tip off George Stacy to him doing that, especially if he and Gwen started dating...

So, let's take a look and see what I can get. Peter thought. He typed "Used classic cars" into his search-bar. If Flash gets something brand-new, I'll get something that makes him look like a young punk.

Most of the results were entirely out of his price-range. Most of the really good stuff was just above what he could afford doing anything inside his typical skillset. Sure, he could take that web-design job, but that didn't pay enough to get a car quickly...

Then an ad caught his eye. Peter's adblocker was out of date, and when that happened, ads started slipping through. But this... Might be his ticket to fast money and stardom all in one.

"WCW Open Challenge! Last three minutes with Bonesaw on Thursday Night Thunder and win big!"

Despite his better nature, he clicked on the ad, and read up on the details.

"WCW Heavyweight Champion Joseph ‘Bonesaw’ McGraw has issued an open challenge! Come to the Kirby arena across from the New York Public Library and try your luck with the World Heavyweight Champion for YOUR chance to win a spot in the upcoming Rumble Royale and a ten thousand dollar cash prize! Anyone who can last three minutes in the ring with Bonesaw will earn themselves a spot in the ultimate match of the upcoming Pay-Per-View, and if you win that, you've got a shot against Bonesaw at Starrcade for the title!"

"Each match will have a rotating rule-set. Some will be no-DQ, some will be cage matches, you never know what you'll have to deal with! So what are you waiting for? We're accepting all comers!"

Ten thousand dollars was insane. Ten-thousand for three minutes of work? Hell, Peter'd seen Bonesaw on TV. He was a great fighter, but at the end of the day, so was Flash Thompson. Hell, he didn't even need to land a blow on the champ, he could just jump around the ring until Bonesaw wore himself out. After that, the sky was the limit. Win the Rumble Royale, beat Bonesaw at Starrcade...

But hell, the minimum age was 18. He was fifteen, going on sixteen. And he sure as hell looked like it, looking in the mirror. Even with all the muscle he'd gained, and the newly-found confident stride, he still looked like a kid, looking at his face. How could he fool the people at the arena long enough to get into the match and win the money?

He mentally chided himself for thinking he could do this for even an instant, before his eyes drifted across the match-card for the upcoming pay-per-view...

Rey Misterio vs Sincara for the Intercontinental Championship...

The funny thing about Luchadores is, Peter thought mischievously, that, underneath the mask, they could be anyone. Some of them, you could only see their eyes, and eyes alone aren't enough to age anyone.

Peter jumped up from his chair, and dug through his closet. In a box at the bottom was the remnants of a ski trip Norman took him and Harry on so long ago. There were other things in the box, but Peter found the thing he was looking for. A red balaclava that Aunt May had knitted for him before he left. It only had a single hole for the eyes.

Peter kept digging, and found a red Lycra running shirt, and blue sweatpants in the closet, and a pair of old reinforced gloves he'd found on the street. The outfit was coming together, but it looked kind of plain with just the colors of the clothing.

Peter pulled up Photoshop on his computer, and whipped up a few draft designs, until he finally had a template he could use for a stencil. A spider sitting in the middle of a giant web.

He printed the stencil out, and carefully cut the outline. He ducked downstairs into the garage and found a can of black spray-paint. He took the paint, running shirt, and templates outside to Uncle Ben’s workbench near the shed, and sprayed the shirt with the paint.

He waited for the paint to dry, then took the shirt down, and went back upstairs. He pulled off his shirt and donned his costume… And was immediately overcome by how scratchy the Lycra was against his skin.

It doesn't matter how it feels if it looks good, right? Peter thought as he turned towards the mirror… To find that his design was already starting to flake off the glossy fabric. Just great… What else do I have?

Peter pulled the running shirt off, and stuffed it under his bed, then rummaged back through his closet for something to wear, until he found a bright red sweatshirt.

He took it downstairs, placed his template over top, and sprayed it with black paint so hard he emptied the can.

At least it looks good. Peter thought as he hung it from the clothesline. I love it when a plan comes together. He thought as he stepped back to admire his handiwork.

"So, whatcha up to?" Gwen asked from the tree behind him. Peter yanked the sweatshirt down off the clothesline and tossed it into the shed.

"Oh, nothing." He said, trying to be casual. "Just uh... Try my hand at designing some clothes."

"Really?" She asked as she hopped down into the Parker's side of the fence. "Mind if I take a look?"

"Uh, yes." He said. "I'm not very good, I just wanted to-"

"Take a swing at it?" She asked.

He chuckled nervously. 

"Yeaaaah."

"What are you designing?"

"Nothing, just some lame slogan, I didn't have any regular shirts with the right color. Might see if I can sell something on Etsy or..." Peter trailed off.

She follows my website, if I keep talking about this I'm gonna have to put up a storefront with something on it.

“Hey, good luck! If you put up a sports version I’ll wear it at the meet!”

Yeah… Just what I thought.

Peter nodded awkwardly. “Sure, I’ll look into it!”

Peter took the sweatshirt back upstairs, and hung it up in his closet, then went back to his computer.

With ten grand, I'd have enough to buy a decent car, a new computer, and stick something away in the bank for a rainy day.

He searched, and searched... Then, he found the perfect car on a local dealership's website. Between a rusty black Camaro, decommissioned police cruisers and an ugly yellow Jeep, there was a crimson red mustang with white racing stripes. It was a little older, and it'd need new mirrors and tires, but it was exactly the kind of car he was looking for. Flash Thompson's chunky 2011 Dodge looked like a minivan compared to the 1995 Mustang GT. Not that Peter was trying to compete with the jock, or anything.