Authorial Note :- Although this story is based on the Ultimate Spiderman timeline, I know very little about it compared to my knowledge of Transformers, Justice League etc. Therefore, it is best to consider this story as an AU which hit the same point where Peter Parker lost Aunt May, MJ and Harry to the Green Goblin.

All characters and rights belong to Marvel, all mistakes are mine.

Warning – I do not intend to pull any emotional punches on this one. Well, not for the first chapter or so, anyway...



Spiderman leapt from rooftop to rooftop as he pursued the criminal. He didn't know who the criminal was, or what they had done, but it didn't matter to him.

He'd seen them dead.

With a leap that showed nothing more than total efficiency, no grace or flowing, just total concentration, Spiderman landed on top of the van that was being pursued.

All of them. Aunt May, MJ, Harry Osbourne. Dead.

Without a wasted motion, Spiderman smashed his fist against the windscreen, shattering it and showering the occupants with broken glass. Silently, he swing in and grabbed the hand of the criminal who was raising a gun, using his strength to crush the man's hand. The gun went off and Spiderman felt a line of fire up his arm, but he ignored the pain, it was, after all, only physical.

They'd died because of him.

Two punches shattered the man's jaw. Spiderman noted almost absently that the lack of food was having an effect, it should have been just one punch. The driver had hit the brakes and was scrambling out of the van. Without a single wasted motion, Spiderman delivered a kick that sent him flying, landing on the ground with a crunch of breaking bone. As he lay there screaming, Spiderman pulled himself out of the van and perched temporarily on the roof, ignoring the blood he had left behind, or how the cuts from his earlier fights had re-opened. After all, it was only physical.

He'd killed their murderer, but it had been too little, too late. They were dead.

He had run out of web-fluid a week ago, but it didn't matter. Nothing mattered any more. He was an automaton, he fought crime. He would die fighting crime.

They were dead.

He leapt off the van and scrambled up the side of the skyscraper. A crack and a sudden splintering of a brick nearby told him that at least one of the cops had taken a shot at him, but he didn't care. Live. Die. It didn't matter. He ignored the cops, as he had ignored Fury when he tried to recruit him for the Ultimates, and continued crawling until he was high enough to launch himself in a giant leap to the next skyscraper along.

He'd lost them. Had them taken from him. He was alone.

His eyes, reddened and empty, scanned the night as he continued to run across the walls and rooftops. A crime was happening somewhere, he would find it and stop it. He was Spiderman. Not Peter Parker, not a photographer or web-designer. Not anymore. That life was gone. Dead. Just like his friends and family.


Spiderman saw an explosion in the distance and changed course, ignoring the feeling of the cold night air across his cut and bruised skin, uncovered by the tears and holes in his suit. It didn't matter. He would fight. It was all he could do.

And maybe, just maybe, he would re-join those who had been taken from him.



"My god."

Detective Dewolff looked at the still-sobbing criminal who was curled up on the pavement, then at the unconscious man being loaded into a stretcher.

"They're lucky." She stated to her partner. "Ever since that family was killed in the fire, Spiderman's not been holding back. If he'd been at full strength, those two would be dead. Thank god he's mainly been encountering supervillains. They're tough enough to survive."

"He took down the Rhino, and Fisk is still in hospital. They probably won't be able to save his arm." the other cop said, looking round as a medic moved to the injured criminal's side. "The Vulture'll never fly again, and what he did to Venom..."

"I only hope New York can withstand what's been unleashed." Dewolff said soberly. "He's beserk. He no longer cares. Did you see when Richars fired at him? No reaction."

The radio in their car sputtered to life and Dewolff listened, then frowned.

"Spiderman's squaring off against Octopus. We need to get over there."

"Let's go."