Chapter One: Back to Square One

'Another bummer episode in the life of Peter Parker…' Spider-man internally reflected.

He swings around Manhattan in the night like another nightly patrol, contemplating from all the events that have transpired recently.

'Harry's left with no father, and I'm left with no Gwen. Well at least the city's safe. The Green Goblin's gone forever, but… I'd be lying if I was saying that I'm fine,' Spider-man sighed sadly.

He watches over the wide cityview atop a high pedestal, looking down at the dimly lit streets with a pain deep inside himself.

"Man, I know that I was impulsive, but to think I...I did that to her," Spider-man thought to himself out loud. "It's bad enough her brother's in jail again, but now I'm the one to blame."

He then lunges over the pedestal to swing around the tall buildings in the bustling night reaching home while being subtly distracted by his thoughts.

"Oh man, I have to get back home fast, or else Aunt May's gonna—"

Suddenly, his last web cartridges' ran out of web fluid while he was swinging around over the streets.

"Uh oh, gotta take the long way around instead then," Spider-man thought as he tries to plant a hand onto one of the building's walls, only to swiftly slide down with both his hands heated from the burning friction sensation. "Oh no, nonononooo!"

He screams hysterically as he drops straight down into a huge garbage container in an alley, reminding himself of that old fight with the Shocker in the dumpsite, along with the duo O'Hirn and Marko before they received their powers. After a second of gasping for breath, he slowly climbs out of the container, covered in filth and rubbish all over his body until he lands into a puddle of stagnant water in the alley. In a fit of confusion and desperation, he removes his mask and just stares at his hands in a puzzled look.

"Okay, now what just happened?" Peter quipped about himself as he slowly stands back up on his feet and then tries to climb up the brick-walled building next to him, only to immediately lose his grip and fall on his wet rear, drenched by the puddle of stagnant water.

"Ah great," Peter grunted as he props himself back up.

Mustering all of his remaining willpower, he steadily makes his way around the bustling city streets and passersby while donning his costume for almost an hour until he safely makes it back home with a couple of stinging bruises all around his body. He then desperately and quietly returns to his room with a nearby ladder to his window before putting it beside his window, just in case a similar mishap occurs again. He immediately gets out of his costume and into his usual sleepwear before landing onto his bed with his face over his pillow.

'The heck happened back there? I'm sure I didn't drink that gene cleanser, but why are my powers going wrong? Man, I hope I can find a way to fix that,' Peter thought to himself before dozing off to bed.

Somewhere in the far darker side of Manhattan, at an abandoned warehouse, there lurked the nefarious Doctor Octopus (A/N: or Doc Ock for short), hatching another possibly devious plan on his own without the other members of the Sinister Six, who are scattered around Manhattan or taken to custody.

"Wait till you see, Spider-man. You may have defeated the Sinister Six, but I won't ever give up on making all of Manhattan bend to their knees before me, Doctor Octopus!" Doc Ock maniacally cries with excitement.

"Hm, but perhaps, I guess I do require some assistance, for my next plan, if only Max were still here—"

"You called, Doctor?...!"

Suddenly, Electro appears out of nowhere by the entrance of the abandoned warehouse with a hint of fury in his tone.

"Doc, you left me, back at that drowning garbage of a headquarters, and for that, you will pay!" Electro furiously roared as he fires electric bolts towards Doc Ock and breathes out lightning bolts out of his mouth.

"Wait! Electro! Wait!" Doc Ock pleads as he attempts to dodge and shield himself with debris from the flying electric bolts hurled at him until he is struck by one of them until he's paralyzed as it touches one of his mechanical arms. "Uggh, oohh."

Electro them walked over to the paralyzed evil genius with spheres of erratic electricity in his hands.

"Well Doc? Any last words?" Electro taunts as he combines the spheres into one huge sphere of erratic lightning.

"Wait, wait! Electro, I deeply apologize for abandoning you back in the headquarters, but don't you know that our common enemy is still a—"

"Alive? Yeah, the Spider-freak that was supposed to do your job at saving my sorry butt. You're not worth my time anymore," Electro spat as he immediately calms down and wears his suit to control and contain his powers. "I may not be me back then, but I'm sure as heck that I'll never be like you."

With that, Electro runs out of the abandoned warehouse, leaving the paralyzed Doc Ock alone in the dark.

"Ohohohohoho, you soon will be one of the first to feel the wrath of Doctor Octopusss, ugh," Doc Ock grunted before fainting and sleeping through the night.

The next morning, Peter wakes up in the morning and immediately, but painfully puts on his usual favorite shirt and cargo pants, along with his bag containing his schoolstuffs and his costume and web slingers, along with his socks and shoes on before heading down the stairs.

"Good morning Peter," Aunt May calmly greeted while at the sofa, drinking some tea.

"Morning Aunt May," Peter quickly greets as he scrounges for some bread and filling to have for breakfast before getting a paper bag containing possibly what he'll have for lunch in school and walking over to Aunt May. "See you later Aunt May, take care!"

He then dashes over to the bus heading to Midtown High, and as he enters the bus, he makes awkward eye contact with Gwen Stacy—still wearing her contacts and new looks—of all people before averting their eyes away. As Peter walks down the bus' pathway, he sadly avoids eye contact with Gwen while passing by to the back seats of the bus, to keep an awkward distance from her after all that has happened the other day. The moment continues to be awkward and depressing until the bus stops by Midtown High, which makes Peter clear his throat, fearing what may possibly come to him.

"Well, here goes nothing," Peter quipped and steeled his resolve as he exits out of the bus just a minute after Gwen leaves the bus to meet with Harry.

However, as he steps out of the bus, he accidentally makes eye contact with a gloomy Harry Osborn, with Gwen in his arms as they leave him alone on the sidewalk by the school entrance.

'Well, that's a first,' Peter thought to himself while entering moments after Gwen and Harry enter the premises and into the building. As he enters, he bumps into the "popular squad", along with some of the other people that don't usually join the clique, namely Sha Shan and Mary Jane.

"Hey, Puny Parker, why the long face—ow!" Flash reacted from an elbow to his side by Mary Jane, making Sha Shan hold her face in disappointment.

"Hey Tiger, what's the matter? I can see why we should be really sad after, you know, what happened to Harry's dad, but why do you seem more hammered down compared to him?" Mary Jane points out as she cups Peter's face with comforting assurance.

"Oh um, sorry MJ," Peter replied as he put Mary Jane's hand down from his face. "I just have other things in my mind, is all, really, I—"

Suddenly, he spots a gloomy Liz Allan beside Sally Avril, avoiding eye contact with Peter after the incident concerning their relationship happened. It caught him off guard so bad that he almost froze before walking away into the school building.

"Hey, why you walking out on us, Parker?! Why not—ahow! What now?!" Flash barked at Liz, who punched his arm from behind.

"Not cool Flash, not cool," Liz defended with a strict face and her arms crossed.

In the classroom, tension is flourishing in the air during class hours, so much so that Peter tried his hardest to concentrate, but…

"Peter? Peter?" Prof. Aaron Warren called for Peter's attention.

"Y-yessir!?" Peter responded cluelessly as he stood up on impulse, making an idiot out of himself in front of the class while Liz barely reacted to his mistake.

"Peter, I ask that you pay attention in my class. You may be the best in my class, but that does not excuse laziness and the lack of focus, Peter," Prof. Aaron advised.

"Yes sir," Peter replied as he sat down again with a saddened look.

"Let's talk about it at lunch later, okay Tiger?" Mary Jane whispered to Peter while lightly caressing his hand, unknowingly making Liz look over with a crossed face.

Suddenly, the lunch bell rings, ending class hours as it causes everyone to nearly bolt out together in groups, pairs, or by themselves. Meanwhile, Peter calmly walks out of the classroom on his own, only to be startled by his Spider Sense and dodge Flash's hand from pushing him down, causing him to fall over Kenny who set himself over the floor.

"Ugh oh," Kenny groaned from Flash's weight over his back.

"S-sorry guys, but I'm not in the mood for games," Peter trailed off as he walks out into the cafeteria, where everyone else is having their lunch and conversations. And the first person his eyes locked onto was Liz Allan, who appears to be having fun with her gang until she makes eye contact with Peter and turns away to hide her face, which made Sally right next to her lash out on Peter.

"Stinky Pete! Get lost! FInd somewhere else to—"

"Sally, please don't make a big deal out of it, I was the one who dumped him anyway. Just leave him alone," Liz begged.

"Hmph, better stay that way. Just relax Liz, don't need to have a heart for that heartbreaker girl!" Sally embraced Liz, assuring her to let go of the past, not knowing that she just looked over at Peter sitting at the same table where they held their tutoring sessions and their conversations when they were together.

As Peter sat down at his seat, in front of his table was Harry with Gwen, still in the mourning phase with him giving Peter an intimidating look as he glared daggers at Peter when he glanced at him for a moment.

'Just perfect,' Peter groaned in his thoughts until he was surprised by Mary Jane's appearance, seeing her sit down beside him at his table.

"Hey Tiger," Mary Jane greeted, making herself comfortable beside Peter, all the while unknowingly getting a jealous glare from Liz.

"Oh um, hi Red," Peter simply greeted back, making the atmosphere between them awkward for a second if not for Mary Jane's quick thinking and social skills.

"Sooo, is there something really bothering you lately?" Mary Jane wondered as she took out a sandwich from her bag.

"Me? Something bothering me? Not really no no no?" Peter hysterically replied, making Mary Jane raise her eyebrow with a prying look.

"Okay okay, yes, something really is bothering me, but, I'd rather not talk about it, not while we're here," Peter softly answered, pointing out to Harry and Gwen in front of them.

"Gotcha Tiger, then, wanna hang later by the Silver Spoon?" Mary Jane suggested.

"Um, seems alright to—"

"Petey!" Liz called as she leaves her gang and walks over to his table.

Suddenly, the tension around Peter got stronger upon hearing his ex coming over to him, not ready for whatever will happen at the moment.

"L-Liz!" Peter nervously responded as if his Spider Sense was triggered, even though threats aren't present at the moment. "I-is there something you need?"

"Well I, I was just hoping that you could still tutor me again," Liz simply answered with a saddened face, remembering their swift yet painful breakup. "I'm just worried that Professor Warren would have remarks about my grades again, so—"

"Yes! I mean, sure! I'm glad to be of help!" Peter quickly answered awkwardly, making Mary Jane silently laugh and hold her face in embarrassment.

"Really! Thanks Petey!" Liz exclaimed that she ended up hugging Peter on impulse before backing away fast and clears her throat. "So, um, is it alright if I ask for your time late, at the Silver Spoon?"

"Um,I uh—"

"Sounds like a plan, girlfriend," Mary Jane thought out loud. "Mind if I join in?"

"Oh please! It's fine. Bye Petey," Liz bade before running off back to the gang and gets another shrieking lecture from Sally and ignores her loud rantings.

"MJ! What are you doing!?" Peter hysterically whispered to Mary Jane in question for her motives.

"Peter, you need to talk to her, and it looks like she needed the talk too," Mary Jane plainly stated. "I have a rough idea on what happened, and you need the support you can get, Tiger."

"A-alright, we'll go with your plan then," Peter reluctantly agreed.

Somewhere in the headquarters of the Big Man, L. Thompson Lincoln, aka Tombstone, taps on the phone beside, putting him in touch with a certain person that he's hoping to hire.

"Who is this?" asked the man over the phone.

"Hello, is this Mr. Abner Jenkins, the man I wanted to hear? You see, I have a small pest problem that you may be interested in. Your services will not be low on funds if you could do this one thing for me," Tombstone offered, making one of his men bang a heavy metal briefcase over his desk.

"Hmm, depends on what you want. So what do you want?" Jenkins asked.

"A simple pest extermination really: eliminate Spider-man," Tombstone replied.

Finally, as classes are over, everyone immediately leave the school grounds with glee, except for a couple of people. As Peter walks out of the entrance and spots Harry with Gwen in his arms once more, his eyes turn away to spare him the heavy pangs he's been having lately until Mary Jane elbows him at the side, getting his attention.

"So Tiger, shall we get going?" Mary Jane replied.

"C'mon Petey, let's go," Liz continued.

"You're right, we should get moving," Peter agreed and awkwardly walks with two of the most beautiful girls on campus, attracting the nearby student bystanders' eyes.

"Whoa, Pete still got the moves," Randy commented.

"Oh no he does not!" Sally denies.

As Peter, Mary Jane, and Liz walk out of the entrance, Gwen catches a glimpse on the subtle sad look of Peter while holding a conversation with her current boyfriend Harry.

"Um, Gwen, are you listening?" Harry asks with a hint of anger and jealousy, snapping Gwen back into her senses.

"Oh, yes, yes, Harry," Gwen quickly replied, looking sad with her face downcast. 'I'm sorry, Peter.'

In a dark room full of custom made tech and gadgets with a small pod containing what appears to be a suit with a purple and green pattern, and a huge purple shell. Into the dark dimly lit room, a man opens the pod containing the patterned suit and quickly wears it with ease before calibrating its functions for assurance. He then activates an action that enables the shell over the back of his suit to pop open, with purple-colored wings spreading strongly upon command before retracting back into the shell like a beetle.

"Flight, check. Weapons," the man examines his gauntlets and sees no problems. "Check. Great, all we needed."

"Now, let's go squish a spider," the man quipped before wearing an insect-like mask and vacating the premises.

In the Silver Spoon, Peter manages to keep his cool around Mary Jane, while being on somewhat comfortable terms with his ex, Liz. That was until…

"Um, sorry to bail for a bit, but gotta use the men's room, quick!" Peter cries as he makes his way to the men's restroom, which somehow brought him relief in two ways.

"Okay, now with Peter gone, spill it girlfriend: tell me how things went down between you two," Mary Jane kindly demanded for an explanation.

"Oh, what? Psh, there's not much to say about that, I was the one who broke it off between us," Liz nervously answered, making Mary Jane raise her eyebrow in question. "Ugh alright, technically, he was going to do it, and I kinda overreacted. But…"

"But…?" Mary Jane repeated.

"But...I still love him, even though we broke up, 'cause he treated me right while I was treating him wrong, and it ticked me inside when I had to do so around Flash before we were a thing," Liz confessed before sighing in defeat. "However, I don't think he sees me that way with the look he gives to that blondie Gwen. I just lost confidence in myself now, that's all."

"Oh, poor girl, I'm sure Peter will get to see all of your quirkiness, he just needs more time again," Mary Jane consoled with an assuring hand over her shoulder.

"Hmmm, you sure you don't like Petey in that way?" Liz teases with a confident smirk and her arms crossed.

"I just see him as my friend, don't worry girlfriend, I got your back you need it," Mary Jane replied back before turning to hear a commotion from outside of the cafe.

The screaming sound even louder that Mary Jane and Liz stood up from their seats to look outside until a flying man in a winged armor with a beetle's face for a mask, crashes through the window and scares the two girls and the cafe's management. The winged assailant looks around as if he was scanning the area for a certain person before converging his view to the two girls.

"Pardon me ladies, but do you know this man?" The man asked with his metallic voice as he showed a hologram with Peter's portrait.

"Oh my—"

"No! No! Never saw him!" Mary Jane quickly intervened.

"But I do!" Spider-man yelled as he swung out from the shattered window and kicked the flying assailant at the gut, unable to make a dent in his armor.

"Nevermind, I found you now," the assailant quipped as he pointed his mounted SMGs on his gauntlets at the Wall-crawler.

"Seriously? Am I famous or what," Spider-man quipped as he webs up his mounted guns, causing them to jam and rendering them to be unusable.

"Grgh, a hard pest indeed. No wonder he said he'd pay me well," the flying assailant mumbled out loud.

"Pay you well? Who hired you?" Spider-man quickly asked in confusion.

"You don't have to know that, especially right after I squish you!" The assailant then throttles himself towards Spider-man and grabs him by the shoulders out of the cafe.

"Spider-man!" The two girls screamed as the assailant flew out of the cafe with the Webhead, commencing a battle midair around Manhattan.

"Who on earth are you?!" Spider-man asks hysterically while battling against him in midair.

"I am the Beetle, and you will die by my hand," the Beetle replied as he activated his laser-lined short sword mounted on his gauntlet to hack and slash the Wall-crawler.

There, Spider-man becomes the hunted against the Beetle, as he tries to lead his killer away from the city to avoid even more collateral damage and putting the innocents in harm's way. However, as he was still in pursuit, the Beetle managed to launch miniature homing missiles, which almost caught Spider-man off his guard if not for his Spider Sense. He was able to maneuver his way while dodging most of the missiles until he used his body to block the last missile from harming a nearby civilian and was terribly injured and bruised.

"Ugh, ow ow ow," Spider-man groaned from the pain while lying on his stomach and the Beetle suspends himself in midair with his laser-lined short sword pointed close to his face.

"Last chance for words, before I finish you off," the Beetle replied with a smirk underneath his mask.

However, before Spider-man could say anything, he notices a stream of fire hovering around a tall building with a word logo saying "Baxter", which then also catches the Beetle's attention. The fiery entity suddenly hovers down at a fast speed towards Spider-man.

"Oh boy," Spider-man thought as he tried to brace for the possible impact, only to notice that the Beetle was dragged and struck down to the pavement by the fiery entity.

"Whoa hoho, seems like you could use a hand," the fiery entity spoke in midair.

"Whoa, who are you?! Or what are you?" Spider-man questioned in awe of the person.

"What? You don't know me?" the fiery person questioned in a joking manner until the Beetle got back up and glided up in the air. "Nevermind, the name's the Human Torch, and that tin can seems to be threatening while trespassing on my home. Let's make this quick so we can talk more."

"Good idea," Spider-man responded as he flipped himself back onto his feet in a passive-aggressive stance next to the Human Torch.

With fury, the Beetle dives down and flies straight in front of the newfound duo with miniature missiles launched right at them.

"Let me at 'em!" The Human Torch flies towards the miniature missiles, making each of them explode due to their exposure to his fiery body, making the Beetle resort to using his laser short sword.

"It's my turn now!" Spider-man calls out as he drags the Human Torch away from a swift slash and lunges forward to grip onto the shell-like pack of the Beetle.

"Urgh urgh!" The Beetle groans in annoyance as the Webslinger grabs hold onto his pack, causing him to react recklessly and slash him while gliding around in a careless direction.

"Hey man, whoa! Chill!" Spider-man quipped while gripping tightly onto his pack. 'This looks like similar flight tech that the Vulture used, so what if I…"

"Yo bro! Look out!" The Human Torch warned the Webhead.

In front of the struggling hero and killer, they're about to collide with an apartment building that's occupied by several civilians that ran away upon their sudden appearance.

"Going up?!" Spider-man quipped as he pulled hard onto the Beetle's pack and made him fly up high parallel to the building to avert the danger. "Now to add just a little bit of violence to it."

While flying recklessly, Spider-man renders the Beetle's flight tech hazardous as he removes wires and parts inside before lunging over to a building, leaving the Beetle to retreat away to save himself.

"Now I see why my employer wanted to get rid of you," The Beetle remarked angrily while flying away with his malfunctioning flight tech. "Next time, Spider-man! Next time!"

After that, Spider-man meets up with the Human Torch, who just went over to the Baxter Building giving him the "okay" sign to land onto the building's launchpad.

"Heyyy, you did a real number on that whackjob!" The Human Torch remarked. "You know, we should hang around sometime, if you're good with that."

"That'd be awesome! I'm Spider-man by the way," he answered and briefly introduced himself.

"Wait, you're the Spider-man? The 'wall-crawling menace' around Queens?" The Human Torch joked and laughed hard for a moment before composing himself again. "Sorry man, you're just too nice to be a menace, no offense."

"I know right!" Spider-man replied hysterically. "It's not me who's the menace, but the editors making the news are the real menaces! Well, just one probably."

The two young heroes laughed around for like a minute until the Human Torch halted urgently.

"Anyways, you seem like a busy guy, and I got some things to deal with, so I'll catch you when you're around the area. Feel free to stop by!" the Human Torch suggested before taking off and entering the building.

"Oh no! MJ and Liz are going to kill me!" Spider-man thought to himself hysterically before swinging away as fast as he can back to the Silver Spoon.

"Peter! Are you still in there!?" Mary Jane knocked on the men's restroom. 'Something's not right, but I'll be dead if I open and enter the room.

"C'mon Mary Jane, it's fine," Liz assures. "Probably a bad sandwich earlier, that's why he's taking his time."

"Girl, taking your time does not seem fine when you're in the restroom for almost an hour," Mary Jane made her point, taking Liz aback. "Why are you defending him to this extent? You barely did that around that muscle-for-brains"

Liz merely shrugs with a nervous laughter until Peter shows up from the men's restroom.

"Um, can I help you two girls?" Peter joked around and had his guard down when Liz tackled Peter into a tight and worried embrace.

"Petey! What have you been doing in there!? Did you not notice the loud commotion outside!?" Liz hysterically interrogated with worry and concern.

"Uh, I um…" Peter was at a loss for words in trying to come up with an excuse.

"Ahem, um, let's take this talk somewhere else less awkward than out here, 'kay?" Mary Jane suggested, pointing out that they're just right next to the men's restroom.

"Hey, you can have your money back," The Beetle called over his comms from his room.

"No need, I assume that you've had a taste of the little bug correct?" Tombstone guesses.

"Uh huh, and thanks to you, I got someone a pest to deal with myself," The Beetle replied back with a subtly angry tone.

"Do not worry, I have other plans in store, but you don't have to know," Tombstone assures before cutting off the line with the Beetle and just laughs softly and manically for his next possible plan.

—To be continued