"Peter! Wow, I'm so glad you called back!"

"Yeah, sorry I didn't sooner. It's been really busy here."

"I can imagine. I wish we spent more time together over the summer."

"Trust me, watching you slap Flash is the best time I ever had."

"So, how are things in Bayville? Anything new?"

I bet you're wondering what happened to Black Cat and I? The decision I made after I 'finished my beer'? Truth is...I didn't really make one. We talked a lot. About our childhoods, school, and the nightlife. But she absolutely refused to tell me anything about the Kingpin and why she works for him. No matter how much I asked.

By the time she finished her beer, I had poured all of mine off the building. I'm not sure if she noticed or not, but I don't like beer all that much. She took her last swing and placed it on the roof right next to her and kicked herself up. I was still sitting staring into the night while she was standing at the ledge.

"Alright, Spider," she said casually as she crossed her arms and stared at her fellow super-person. "This is it. Time to make your decision."

"You don't think it's a little more complicated that just black and white?" I asked right away, empty beer bottles still in my hand and eyes still staring at the baseball field. I didn't have much tolerance for her anymore. I actually kind of wished I never met her. As I'm sure you can tell by now...I REALLY don't like criminals.

"Oh, I don't know," Black Cat spat sarcastically as she began to pace about the roof. "That's what it seemed like a week ago when you automatically assumed that I was some kind of killer."

I jumped to my feet and stared knives into her after hearing that comment.

"Well, what the hell am I supposed to think?" I shot back at her with anger. "You attacked me, remember? Not to mention the fact that you're on a payroll of a bonafide murderer!"

"You think he's paying me?" she asked me sounding disgusted.

"I don't know anything!" I exploded throwing my hands in the air. "You won't tell me a damned thing about you and your relationship with Fisk! Is he paying you? Did he threaten you? Are you his secret lover?"

Believe it or not, at this point I was fighting back tears. I thought I knew her. I thought she understood me. I thought we could be friends, you know? She's not a naturally born mutant, just like me. I thought we had a real connection. I thought we could be there for one another. But after everything that happened in that building, I think it's safe to say that Black Cat was not the woman I thought was, and I guess the though of that really hurt me. It's a good thing she didn't see my face behind the black mask.

"Who are you?" I finally asked with my voice cracking. She heard me. She heard the tears I was fighting. I looked at her face, and I saw surprise. I'm willing to bet no one really ever shared a tear over her friendship.

There was just silence after that, and that was when I knew it was over. We couldn't be friends. There is a line I will never cross, and that is crime. She knows that.

"Spider, I-"

"Just leave," I interrupted. I didn't want to hear her voice anymore. It just made the pain worse.

She didn't reply at all. She just walked over to the ledge of the building and prepared to jump off. But she hesitated.

"If you ever need anyone..." she began as she looked my way, but she stopped upon realizing I couldn't even look at her anymore. My arms were crossed and I stared the other way. I didn't even see her leave.

"Nothing too much."

"That's it?"

"Yeah, well, Bayville is a pretty boring town."

"Well, what about you're friends? Don't you have good times with them?"

My sophomore year of high school is over, and I plan on staying in Bayville for my last years of high school. Kurt and I plan to live it up for the next two years. We've become good friends him and me...two creepy crawlers who live to crack jokes. Sometimes...SOMETIMES...he will even come with me to the city. He doesn't intend to fight crime with me, he just likes to hang out in the city. However, he helps me out anyway.

Kitty and I talk about school a lot, even during summer. Did you know she skipped a grade in middle school? Call me prejudice, but I find it very hard to believe a girl like that can be such a scholar. She seems to be turning into more of a history/english person now though, which makes conversations a little more interesting.

Rouge...well...Rogue is still Rogue. We fight over music. We fight over my nightlife. We fight over training. We fight a whole lot. But it's more of competition fighting, rather than just hateful fighting. It's fun.

Scott graduated and was accepted into NYU. He still spends a lot of time at the mansion, though. He sleeps over on weekends, and I guess you can say he's become a full fledged instructor now. He's more like an older brother than a teacher though. He talks to me about high school and college life and who and what to look out for. He even seems kind of intrigued about me being Spider-Man. He even admitted that he secretly wishes he could use his powers like I do.

Jean got accepted into all kinds of Ivy League schools, but chose to go to Brown University in Rhode Island. She doesn't spend as much time at the institute, but she calls almost every day. I don't really talk to her much.

"Yeah, we have fun. My buddy Kurt and I always seem to have a blast...even when we're just sitting around doing nothing."

"Well, there's a good friend for you. Always enjoying the utterly simple moments."

"It's kinda cool that we're also sharing the house, you know? Helps me with my people skills that we all know needs some work."

"Ha ha ha. So what about girlfriends?"


"Girlfriends. You know. Don't tell me you haven't met any girls while you were there."

Gwen and I still talk...not much about Spider-Man though. I know she knows. She knows I know she knows. But we never really talk about it. It's cool, though. I imagined if I tell any human about my powers he or she would never shut up about it. Saying things like "Can you lift up this wall" or "can you take me swinging" or something stupid like that. She never did. And I love that.

"Oh...well...yeah there's this one girl."

"Is it that Kitty girl? Cuz from what you say, it seems like you two really hit it off."

"No, no. It's not her. It's someone I've met in school."

"Really? What's her name? How'd you meet? Is she pretty? Is she as crazy about school as you?"

"Gwen. Class. Yes. No."

"Pretty huh? Prettier then me?"

"I plead the fifth."

"Ouch! I feel oh so special now. Oh by the way...is there anyone as dickheaded as Flash over there? Anyone else I have to slap?"

I met up with him recently. The Kingpin I mean. It was Wilson Fisk doing what he does best...eating.

I noted that he goes to a restaurant known as Mucciolos's constantly. It's a nice, expensive, fancy place on the very top floor of a very high building. It has a great view and everything, I wouldn't mind taking a nice girl to a place like that. It was just sheer coincidence that I saw him there, so I decided to take advantage of it.

He was just setting at a table for two, even though he was the only one occupying it. He goes to take a bite of his delicious looking steak, until he heard a voice in the chair in front of him.

"You know what my favorite part about the Bugle is?" asked the voice. Fisk took his eyes off his piece of steak only to see a man with a opened Daily Bugle newspaper covering him. "The gossip section. It tells you nifty stuff like who got who pregnant. Or who Brad Pitt took out to dinner." Newspaper still in front of me, the Kingpin took a bite of the steak. "And my personal favorite, where famous fat people like to eat. And here you are, eating for two."

I could here Fisk chewing on that piece of steak. It was kind of gross sounding.

"Young man, is this your idea of some kind of joke?" He asked so casually after swallowing the steak and taking a sip of wine. For a fat tub of lard, this guy is pretty slick. He went right back to his supper

"Me?" I asked stilling hiding my face behind the newspaper, which I was actually reading. "No. My idea of a joke is someone like you sending a few femme fatales after me because he got the chills." I could here the Kingpin chuckled a little bit as he put another piece of steak in his mouth. He didn't laugh because I was funny. He laughed because he was amused by my little visit. "What?" I asked in defense as a tossed the paper to the side to reveal my masked face. "You seem like a big boy. You can't take care of yourself?"

He took another sip of wine. "It would seem you had a little change of attire." It was that point when I realized he was somehow watching me that whole night. "What can I do for you?" he asked, which is expected of a rich and successful business man. I folded the newspaper and put it on the table, not before scratching my itchy black mask.

"I'm just trying to understand how you could sit here and fill up your gut as if nothing happened," I began. I would be lying if I said this meeting wasn't extremely awkward. "You just lost an investment with probably one of the most dangerous mutants in the world, not to mention kidnaping a little girl, and you go about as if it was just a business deal that fell through."

"It was just a business deal that fell through," he shot back still sporting causality. That sentence made me mad, but I promised myself I would remain civil in this little meeting.

"You see, that's what I don't understand. How you can just take an innocent girl and keep her in some kind of cell because it's good for business." He didn't respond. He just continued eating. "Now, I don't expect to figure you out today. I just wanted to look in the face of a man who would kill, kidnap, and steal with no sign of remorse at all." I didn't speak after that. I just studied his face, trying to see if I dented him in anyway. I didn't.

"Well, son. Let me tell you what you see," he began as he put his fork down and leaned his forearms on the table. I was so sure it would break. "You see the face of a man who will found out who or what is behind that mask of yours. Someone knows, and I will find them. I will know your name. Where you live. Where you go to school. Where you work. Who you talk to. Who you date. And who you love. I when I do, I will personally come over to your house and teach you exactly what I am."

I continued to glare at him. He was now smiling evilly. He knew I couldn't say anything back that would prove him wrong. However, I did say something.

"Are you hitting on me?" I asked.

His smile disappeared.

"Well, this has been fun," I began as I stood up from my chair. "We should glance at each other evilly more often." It was right then that I noticed everyone was staring at us...or rather me. I didn't bother trying to pay attention to it. I was sure half of them might be drunk anyway. Besides, I don't plan on wearing this uniform often. "I must be off. The night is young and there's so much work to be done."

"Young man, did you web my feet to the floor?" asked Fisk as I hopped onto the open window cill.

"Maybe," I said childishly as I prepared to jump off.

"And you somehow find that amusing?"

"You see?" I asked throwing my arms up. "I don't understand you and you don't understand me." We glared at each other one last time. "Enjoy your meal," I said as I jumped right out of the opened window.

"Well, yeah. There are guys like that everywhere. But I've changed since my days with Flash. I can handle them."

"Just like you handled Flash that one day?"

"No, not like that."

"Good. You really freaked everyone out that day."

"Does this mark the millionth time you've said that."

"I know, I'm sorry. Let's change the subject. Is it tough to sneak out over there?"

"Not so much. Everyone usually falls asleep and around midnight. That's usually when I bolt."

"Wow, Peter. I never knew you had such a dark side."

"Ha ha. Yeah, I've been getting that a lot."

One thing is for sure. I am not the same person I was back at queens. This place has done more for me then just teach me how to use my powers for the benefit of mankind. I've learned how to talk to people, which was a trait I seriously lacked as a child. Befriending Kurt was probably the best experience I had in that department. God, we do such stupid things.

Just the other night, we tried seeing if Kurt could teleport in mid air and catch things flying. At the time, he was angry because he failed a session where he was supposed to use his powers to stop debris from hitting innocent people. So I thought I could make a web-catapult on the roof of the institute and launch a large book off the roof. Could would have to teleport from the roof, reappear I mid air, and port back to the roof.

What actually happened was I launched the book. Kurt teleported. Reappeared in front of the book, completely missing the catch. The book ended up hitting Scott right in his face throwing off his ruby quartz glasses, which resulted in the death of one of the many big trees in the front yard.

I tell you, you got busted big time for that one, but the point I'm trying to make here is that I never would have tried that stuff back at queens. I never would had the courage to do anything funny-yet-stupid like that back at home. Even though we served hard time for that deed, I felt a certain freedom. I like it. I really do.

"Oh God. Sorry Peter I have to go. My dad...well...my dad is..."

"It's okay. I understand."

"Next time you come back we really have to spend more time together."

"I will definitely. Make that my number one priority.

"OKAY! I AM! Sorry my parents are getting crazy. I really have to go."

"Are you sure your alright?"

"It's okay. Their just a little drunk."

"You sure."


"Okay...good night."

"Good night, Peter."


All characters in this fic are copyrighted to Marvel. I don't own a single character.


Ch. 20 Escape... "Escape" by Hoobastank

Ch. 21, 22 From the Heart ... "From the Heart" by Hoobastank

Ch. 25 Your Fall... "Tension" by Nural

Ch. 26 Black Direction... "No Direction" by Turbulent

Ch. 30 What It Has Become... "And the Hero Will Drown" by Story of the Year

Ch. 31 When Glory Fades... "Sic Transit Gloria... Glory Fades" by Brand New

Ch. 33 Lip Gloss and Black... "Lip Gloss and Black" by Atreyu

Ch. 37 Invitation That We Won't Extend... "State of the Union" by Rise Against

Ch. 38, 39 Aspiring/And Young... "Young and Aspiring" by Underoath

Ch. 42 You Can Hide It, You Can Fight it... "You Can Hide It" by Blindside











Comics Girl





Dr. Evans


Dragon of the Burning Flame


Emerald Knight1

Forceuser3 the Jedi Master


Guardian of The Balance


Immoral Atlantian


Kara Ay


Kim Dreamcatcher

Lady Kasen








Mark C


Red Jeanie








Spicy Sweet






the new guy1

The Ubermann







Special Thanks

Silver Warrior

Mark C


Lady Suneidesis


Samurai Demon-God Sekikage

Lyrics on Chapter 25 are from the song "Tension" by the band "Nural". Their full length CD featuring "Tension" goes on sale August 9th, 2005.

The Itsy Bitsy Spider-Boy

There will be a sequel

Thank you.