Spiderman and all other characters in this story do not belong to me. The character The Beholder, is my original character Beholder is not intentionally copying other character rights on purpose. reviews are appreciated keep in mind I'm new at fanfiction.

The Amazing Spiderman in The Eye of the Beholder.

The early dawn breaks at first softly and then noise begins to creep up into a rising crescendo of sirens. While never quiet the city that never sleeps breaks it's routine of high and low times of noise. This emergency causes noise to continue throughout the day and into the next night.

The impossible had happened! The New York City National Bank had been robbed. What's more it was robbed by someone who had at times had been regarded as a hero. The police that responded reported seeing a figure holding the loot, leaving the scene just as they had arrived. This figure fit the description of the Amazing Spiderman!

If anyone had caught a closer glimpse at the assumed vigilante, they would have seen a subtle difference in the persons costume a sideways spider symbol instead of an upright one.

As the news spread it reached the ears of a certain city editor J. Jonah Jamenson. Jonah was a man in his late fifties with graying hair, and a Hitler style mustache. He was always smoking a noxious cigar and yelling at the top of his lungs. Along with these not so nice qualities he had a serious negative agenda against New York's friendly neighborhood wall crawler.

"PARKER get in here the biggest news in town just hit the presses "Spider-man robs bank." Jamenson yelled moving his hands in the air for an imaginary headline to punctuate his point.

Peter Parker hurried in to the office. He worked freelancing to take picture for Jameson. Little did Jameson know that the pictures of Spiderman where actually taken by an automatic camera so Peter could go into action as Spiderman and get pictures at the same time.

"Well what are you waiting for where are the pictures catching Spiderman in the act?" Jameson impatiently exclaimed not waiting for Peter to explain that he as Spiderman had been on the other side of town at the time of the robbery. It had been really quite so he hadn't bothered to set up his camera Peter needed to get proof of Spider-man's innocence fast! Not bothering to answer the beginning of another of Jameson's rants Peter quickly left the office and made his way onto the Bugle's roof where he could change into his alter ego without anyone seeing him.

Obviously someone was masquerading around town dressed in a close replica of his Spiderman costume. He carefully checked to see no one was paying attention to the Bugle roof as he swung his way into a crisscross pattern searching the city. No need to further throw hints that Peter and Spiderman were the same person!

Finally Peter's spider sense warned him danger was near he quietly stuck his camera to a nearby wall his spider sense told him there was danger not where it came from. He didn't notice that the pseudo Spiderman was watching him. With a metal click its eyes focused on the real Spiderman and on the camera zooming in to catch Spiderman as he swung toward it.

A small whirring sound came from it and webbing sprung from his hand just as Peter was getting ready to switch web lines. Catching him by surprise the imposter pulled Spiderman towards it and attempted to grab him as he passed. But Spiderman knew this trick well and deftly flipped over the imposter doing a one-hand somersault to land gracefully on the rooftop.

Having the web still stuck to him Spiderman used the same trick and pulled the imposter towards him. The fake wasn't as fast as him and Spiderman hit his target with enough force to crumble brick walls.

Recovering faster than Spiderman anticipated the phony grabbed Peter's shoulder as he was about to leap overhead again in an attempt to attack from behind. With a strength that matched his own the fake tossed Spiderman into the brick chimney on the roof stunning him for a few seconds. That was all the fake spidey needed to grab the automatic camera and start swinging away. However Spiderman managed to toss a spider tracer onto his rival before he disappeared from view heading for parts unknown.

By the time Spiderman regained his wits the imposter was nowhere to be seen. Apparently it had fled New York Peter did not even receive a blip on his spider sense as he searched the city again. Maybe I can gain more information at the Bugle. Peter thought.

No sooner had Peter changed and interrupted Jameson in mid-rant then he received the information he wanted. "What are you doing here Parker Spiderman has finally taken the cowards route fleeing to Gotham. That place breed's weirdo's like him, I, I mean we have him where we want him! Go get proof of these reported sightings! On your own steam of course." Jamenson said all in one breath at the top of his lungs.

"Yes sir" Peter replied sarcastically but Jamenson didn't hear him already continuing his favorite activity going on a tirade about Spiderman.

On his way to Gotham sticking to the top of a bus that was enroot to save the bus fare Peter thought of the events that had led him to follow the fake Spiderman. The fake Spiderman saw me as I thought I was sneaking up on him and my camera. His movements were stiff but he had strength that matched my own. I think my imposter is a robot! My tracer should be undetectable because it emits an electromagnetic pulse that should scramble his senses.

Finally Peter arrived at Gotham heading towards police headquarters as Peter Parker to again narrow down his search. As Peter entered the commissioner's office to ask about Spiderman sightings he interrupted him talking to another man about a donation to the police force.

The commissioner was an older man with salt and pepper hair and glasses perched on his nose. Already he had a reputation for wanting the best for Gotham city. The other man was richly dressed in an Italian suit but no tie. Peter recognized him as playboy Bruce Wayne who was famous for his nightlife.

"Sorry for disrupting your work I'll only take a moment." Peter explained Gordon gestured for him to continue while Wayne pretended not to be interested. "I'm Peter Parker I'm a photographer for the Daily Bugle. I was sent to Gotham to take pictures of Spiderman. I was wondering if you had any reports I can see about sightings."

"Alright I'm Commissioner Gordon I see you recognized Bruce Wayne, Give me a moment to retrieve that information." Commissioner Gordon knew the information was harmless enough and wanted to help.

A few minutes later Gordon entered map in hand showing where the bogus Spiderman had been spotted the most. "Thank you Commissioner, it's getting late I'd better find a hotel. Is there one that is recommended?" Peter didn't want to end up in the wrong side of town it would just cause more trouble then he needed.

Curiosity had overcome Bruce he had tried tracking Spiderman himself as Batman but he was too fast. Now he could predict where the next robbery would be. Bruce also wondered what the connection was between Peter's appearance in town and Spiderman's.

"Wait a minute Mr. Parker why don't you come to my mansion for the night?" Bruce offered.

Not one to pass up a free room Peter accepted "Call me Peter that would be great thank you Mr. Wayne.

"Only if you call me Bruce let's go." Bruce politely replied.

The limo ride was a quiet one Peter was enjoying having a chance at luxury. As they approached the mansion he could only utter a muffled "wow" under his breath.

The mansion could give the White House a run for its money in sheer grandeur. Gothic style golems sat perched on the roof edge making the mansion intimidating but with a mysterious charm. The mansion could fit Times Square in it and still have room.

Peter expected the mansion to be bustling with activity but there footsteps echoed back emptily as Bruce showed him the guest room and the sitting room. Each room was the size of a hotel penthouse suite decorated in various expensive items. Just as they entered the sitting room for a quiet evening of relaxation a phone rang from the next room the library.

"Excuse me," Bruce left for some privacy.

"Go ahead," Peter said

In the library a red phone flashed indicating that Batman was needed. Bruce answered deepening his voice he knew who was on the other end "Batman here commissioner."

"We've had several robberies tonight the thief was too fast for us." The commissioner informed.

"I'm on my way." Bruce said still using his deeper voice.

He would have to make his excuses to Peter and then head into the Bat-cave to confirm his hunch.

"I have to go, just some business matters see you later Peter." Bruce said as he entered the sitting room.

"Ok, later." Peter said.

Bruce disappeared behind the ancient clock in the library into the depths of the bat-cave. A huge computer screen filled most of the space with various gadgets strewn about, the bat-mobile waited on the central platform.

Hurriedly Bruce changed and typed into the computer confirming that at each of the sightings Spiderman was seen fleeing the scene. Also he was moving in a criss cross pattern around town hitting every store or bank that was known for having expensive items.

With that Batman drove off to the next predicted robbery.

Meanwhile as it was rather late Peter headed towards his room passing through the library out of curiosity. As he passed the Grandfather clock he felt a light breeze tingle against his sensitive skin. Why would air be coming from a clock? Peter thought. He approached the clock and noticed that the time was wrong he fiddled with the hands and something clicked the clock slid back revealing a dark staircase.

"Time fly's when you're finding secret passages." Peter joked as he explored further. He was astonished to find a huge computer with a bat symbol showing on the monitor.

"Wow someone has a big ego or alter ego as they say. I better get going something tell me my evil twin is causing trouble." Peter voiced his thoughts having figured out the implications, his host was more like himself then he ever realized.

In the meantime Batman had arrived just in time to see the robot Spiderman rip a safe off its hinges with no effort. Thinking he could surprise the robot Batman launched a bat-rang hoping to knock what he thought was a man unconscious.

The robot saw the batarang coming and launched its webbing catching it so that it harmlessly embedded itself into the floor.

Batman launched his grappling hook into the wooden supporting beam on the corner planning on tackling the man down with his momentum.

Moving faster than the eye could see the robot caught Batman's ankle as he swung from overhead. Not missing a beat Batman launched a gas pellet from his belt giving him enough time to not only get free but launch a flurry of blows within the smoke. Its sensors blocked the robot couldn't retaliate until the smoke cleared.

It sprung itself into a backwards somersault catching Batman with it's heal as it went over him. Before the robot could again attack Batman used its own force against it grabbing its hand and throwing it in an expert Judo throw into a wall. Several cracks appeared from the blow, damaged the robot moved into a shadowed area blocked by crates, Batman did not see the automaton exit through an open window. As the fake swung away the real Spiderman followed his tracer to the bank assuming that the robot was still inside.

He swung into the same window standing in front of the cracks previously made clouds moved away from the full moon taking away the shadows so that Batman could launch another batarang. Spiderman's spider sense went off allowing him to jump out of the way. Landing facing Batman.

"Let me guess flying Fox man?" Spiderman quipped making fun of Batman's costume.

"I'm Batman and I've caught you red handed." Batman threatened.

Spiderman launched a webline to trap Batman but he used a batarang to cut through as it reached him. Batman then used a flash grenade to blind Spiderman he attempted to punch him but warned by his spider sense Spiderman avoided the blow with inches to spare.

"Would you believe I'm innocent?" Spiderman tried to negotiate while blocking each and every blow Batman made.

"No," Batman said there was too much evidence against Spiderman to believe him.

"Would you believe I have an evil robot look alike?" Spiderman said as went on the offensive but his punch was amazingly caught by Batman. Taking the advantage Batman hurled Spiderman into the air. But Spiderman flipped while still airborne and launched another web line from behind managing to catch Batman by surprise. Then escaping into the night, to again follow the fake Spiderman.

As Spiderman fled Batman used the tempered steel of his batarang to cut himself lose from the webbing. I need to learn more about Spiderman. Batman thought as he went to the bat-mobile parked nearby. He used the computer connected to the bat cave to find the information he wanted. He's a vigilante works in New York. The best pictures are from the daily bugle looks like Peter Parker takes all of these either he has an agreement with Spiderman or… Deciding that he had delayed enough Batman drove to the next predicted target hoping he was on time

Batman raced to the next target and hid in the rafters watching. All seemed calm as the robot approached the safe intending to rip it of its hinges. A web line appeared out of nowhere but the robot simply stepped aside allowing a mess of goo to pile on the floor. Not bothering to hide anymore the actual Spiderman swung down from overhead to face his imposter.

As the Spidermen grappled Batman observed the fighters taking out a baterang so he could help. Spiderman was telling the truth about his robot twin I can't tell them apart. Batman reasoned waiting for his chance.

Spiderman again blocked a punch trying to arm wrestle the robot without much success. Suddenly his spider sense tingled someone was watching their fight it didn't take much to conclude Batman was in hiding waiting for an opening. Spiderman tried to web one of the robots hands having lost the tug of war his other arm held high gripped in a hand of steel. But the android pulled at the webbing holing his arm painfully outstretched.

"I've caught you red handed imposter." Using the same words Batman had earlier so he could tell them apart.

It was all going according to plan Spiderman did a somersault kicking the machine high into the air giving Batman time to throw his batarang into its head with deadly accuracy. The robot fell black smoke rose from the hole. It was beyond any repair.

"Thanks Batman I can take it from here. " Spiderman said as he shook hand with Batman. Now they could agree to work together since the truth was revealed.

"No, I need to know who's behind all this. I'm coming with you. Batman argued.

Spiderman silently nodded realizing that the robberies in Gotham were yet to be truly solved.

"I can trace the signal that controlled the robot with the help of my spider tracer it will be a long trip." Spiderman thought aloud as he peeled back the metal covering of the robot and examined the wires beneath.

"I'll handle the ride." Batman said as he pressed a button on his belt summoning the batamobile onto the street as they walked outside. The vehicle was more like a tank than an actual car with the sleekness and speed of the fastest racecar.

"Can I drive?' Spiderman said impressed.

"No" Batman firmly said leaving no room for argument.

Spiderman's trace indicated that the villain controlling the machine was on the other side of town in an abandoned warehouse near the docks.

During the drive both men were mostly silent Spiderman couldn't resist a classic joke

"Are we there yet? He said feigning boredom because he couldn't drive.

Batman's eyes narrowed into a glare which reflected in the rear view mirror prompting Spiderman to be still the rest of the trip.

Finally they arrived a the warehouse its wide garage door open like they were expected. Not bothering to stop the batmobile Batman drove right in to find the warehouse was the size of a large mall. Robots lined the walls each the exact duplicate of the other. Every automaton had the same design its right hand left bare the metal sticking out like a skeleton. Its right eye glowing red with a bull's-eye like target in it gold surrounding the red in a circle. The rest of the body was left a metallic grey with no distinguishing features.

"A bunch of creepy looking robots screams evil villain lair." Spiderman commented just as his spider sense tingled "and a trap." He warned.

"Hang on." Batman said as he pulled a lever labeled turbo the batmobile suddenly accelerated flames leaping out of the exhaust and the tires leaving a black skid mark on the cement floor. Just as the robots had approached the vehicle they were thrown with such force that they flew into the air landing uselessly.

''We'll hide behind these pillars." Batman clarified as he drove near two support pillars that were in the middle of the room.

"Wait a minute those are not pillars!" Spiderman exclaimed his spider sense going crazy as they moved toward them.

His warning was just in time for Batman to turn suddenly barely avoiding the foot of the giant robot!

"No need to wait for the other foot to drop!" Spiderman quipped swinging out of the open door of the batmobile to take on the giant. Spotting a chain with a hook on the end dangling from a roof beam Spiderman had an idea. He quickly swung to the chain and grabbed it landing to swing it around like an expert cowboy in a lasso. And then throwing it at the robots feet wrapping them together like shoe strings tied together. The robot tried to take a step but was tripped with the chain falling with enough force to send every robot into the air. Spiderman swung over head to avoid the crash. Batman's vehicle was too heavy to even be effected.

However he still had to swerve around some robot debris but ended up turning sideways towards a real cement support beam the brakes making a loud squeak as he tried to stop. Spiderman seeing the danger made a web cushion against the beam causing the car to bounce harmlessly off.

Batman got out of the batmobile as Spiderman landed so they could plan their next move they knew it wasn't over.

"What no climatic finale?" Spiderman expressed their victory.

"Oh, there's going to be a finale." A voice suddenly said "When I celebrate your defeat. When I crush you in my titanium steel hand, face me the Beholder!" The man said revealing himself to be almost exactly like his robots. He was completely bald with his right eye a gleaming red with gold encircling it. His right hand was made of steel shaped like fingers to give them a skeleton like appearance. He wore a plain grey long sleeve shirt with a metallic hand holding a robot eye like his own engraved on it. He also wore a long black cape waving flamboyantly behind him.

Not giving the Beholder a chance to follow up on his threat Batman tossed Spiderman a Batarang which he caught with his webbing. Before Spiderman could swing the batarang around to attack the Beholder the villain shot a laser from his metallic eye obliterating the weapon completely. While at the same time blocking a punch from Batman pushing him back with surprising strength.

Batman saw something behind the Beholder and gestured toward it wordlessly letting Spiderman in on his plan. Spiderman nodded in understanding and managed to blind the beholder with his webbing giving him a chance to hold his arm so he wouldn't interfere. Taking advantage of the distraction Batman threw his batarang at the on switch plate for a magnetic crane. The results were predictable "NO" Beholder shouted defeated as he hung from the magnetic plate.

As Batman went to anonymously alert the police, Spiderman wanted to know what the Beholder's plan was. "Why a Spiderman robot and why flee to Gotham?" Spiderman asked.

"The robot was just a red herring my real plan was to use my robots to make a better world for me. Everyone would notice and fight back if I released them all at once. So I designed the Spiderman one to distract from my true motives. You were the perfect scapegoat! As for Gotham it is not far from New York and the best hiding place, until I got greedy sending my robot to commit more robberies." The Beholder monologued.

The police arrived using a specially designed van to secure Beholder.

"I'll be back." He yelled as the van drove away to a maximum security prison in New York since his crimes were committed there.

Spiderman and Batman swung away into the night both thinking of the day's events. Spiderman had found his automatic camera so he could now clear his name but he needed to know if Batman had figured out his identity. Spiderman went to the police headquarters' roof where the bat signal came from and used his Spider signal across the light to get Batman's attention.

"We need to talk." They each said at the same time as Batman arrived.

"I'm assuming you figured out who I am." Spiderman stated getting right to the point.

"Only to a point," Batman admitted remembering his conclusion while researching.

"Yeah, I sort of found the Bat cave." Spiderman confessed he knew it would give Batman the clue he needed but he deserved to know.

"Peter?" Batman finally put the pieces together Peter was the only person near enough to the cave to find it.

"I seriously need to watch my mouth." Peter berated himself.

"I need to watch my guests more closely, so we're even." Batman pointed out letting the hint of a smirk touch his face.

"Thank you for the help if you ever need a favor you know where to find me." Peter said shaking Batman's hand again.

"A pleasure working with you. If ever in Gotham again let me know your coming and I can help." Batman said.

With that they each went their separate ways Peter back to New York and Bruce to the mansion to resume regular business.

Unknown to both the Spiderman robot was still active enough to receive a signal from its master "Online receiving new objective." It sent back beginning automatic repairs.


You want the origin of the Beholder? REVIEW you want a sequel? REVIEW you want me to stop talking? You guessed it REVIEW. On another note this story was written long before Justice in the West. If I do a sequel I need a Beta so see my profile for details. Also see my profile for a picture of the Beholder it's in Paint so it's not very good but you get the point.