Prologue: Facing Truth

Thwip!

The sounds of the city drowned out the thoughts in her head as she swung. The feel of the wind through her suit dampened the pain in her soul. But no matter how long she tried to put it off, she knew she would have to face it eventually.

She'd swung past the Baxter building already, but couldn't work up the nerve to try and get in. Well, that, and Johnny would probably hit on her, which she definitely wasn't ready for. She'd pondered hitching a ride up to the Xavier institute, but she'd eventually shrugged that off, too. Even Xavier would probably have trouble with her particular problem.

Yes, Spider Woman was having troubles.

Of course, that's to be expected when your male mind wakes up in a female body. Not for the last time, she rolled her eyes and sighed. Clones... What were they thinking?

She landed almost silently back on the roof of the warehouse in Queens, where her night had started. Where P... Where Spider-Man had met her after he'd dealt with Octavious. It was still too hard to think of him as Peter. She still distinctly remembered being Peter. Still remembered his locker combo at school. Still remembered the formula for web fluid. But now, she was someone else.

She pulled the mask off as the tears started. Damn hormones... She wasn't supposed to exist. They'd made her out of nothing more than a few protiens and some DNA. They'd made a complete mockery of nature, by altering her base chromosomes. And let's not forget the other clones... And they even had the nerve to tell her they were going to reprogram her mind, and that they hadn't done it yet as an experiment.

She didn't know how long she'd sat there before her spider-sense alerted her of their presence. But she didn't even bother to look up. "Can't you just let me be, Fury?" She asked quietly. "I'm having enough troubles as it is..."

"I'm sorry, kid." The man's voice sounded drained when he spoke. "I have no choice on this one."

"General." Another voice spoke, one that millions of americans knew and loved. "Let me handle this."

There was a pause, and Fury sighed. "Thanks, Cap."

She waited for the sounds of Fury's departure to stop before looking up. Captain America stood before her, in full uniform, looking oddly thoughtful as he gazed down at her. She looked up at him for an awkward moment, before looking away. "I'll come without a fight, Cap. I just need a minute."

"There's no rush." He replied, unslinging the shield and sitting down beside her. "I sort of know what you're going through, in a sense."

She looked up, smiling sadly through her tears. "Yeah, I guess you do, at that."

He smiled, unclipping his mask and pulling it off. "It's not easy, waking up to find that everything you know has changed." He said, gazing out over the water. "But you'll get used to it after a little while. You'll find a way."

They sat on that roof for a long time, talking quietly untill the sun started peeking up over the horizon. Cap stood first, stretching stiffly. "I do still need to take you in, you know..." He said, clipping his mask back into place. He paused, a small frown appearing on his face. "Hey, have you picked a new name yet. Because calling you Spider Woman all the time will get real old, real fast."

She thought about it for a moment, and sighed when she came to her conclusion. "They wanted to name me... Jessica." She said, standing slowly. "I guess it kind of stuck."

Cap nodded. "Jessica Parker. I like it."

She smiled. It was a nice assumption on Cap's part, but she was happy to keep her old family name.


A/N: Okay, so I really like how the Ultimate Marvel universe is coming along, with a few exceptions (CoughUltimateXMenCough), so here's a stab at a FF for USM. Immediately after the clone saga is where we clearly start, and I'll cover what happens to all four Parkers left (Spider Man, Spider Woman, Gwen/Carnage, and Scorpion). I'll definitely throw in Ultimate Punisher somewhere, 'cause the Punisher is my second Favorite hero, and Ultimate Venom will make an appearance. So, short prologue, then longer chapters later. Ciao! -E. Red