The young man was pushed violently into the chair by Hammerhead, his brown eyes filled with terror and his hands shaking violently.

"Calm down kid, we ain't gonna hurt ya... that bad at least" Hammerhead chuckled, pressing a button on a phone to engage the speaker function "We just want to talk to ya"

"Max Dillon" the voice of the Big Man said through the phone "We understand that your father has racked up some serious gambling debt, a debt that he owes to my... organisation, this is true is it not?" The young man looked up at Hammerhead who merely gestured for him to answer the question.

"Y-Yes... Sir" Max answered in a terrified voice "T-This isn't about getting the money is it? Because if it is t-then I can get it to you soon, I just need more time"

"In a way yes, this is about the money, and we are also aware that you'll never be able to pay us back, three hundred thousand dollars isn't something that one can easily amass, especially in your position Max, being an unemployed engineer isn't one of the most high-earning jobs in America is it now?"

"So... what do you want me to do?" Max asked carefully, obviously afraid of what was going to happen.

"Well, its quite simple you see, Hammerhead and I have agreed that the money you need to pay can be forgotten and your father can continue to get his addiction cured by the good folks at his rehab centre" the Big Man said.

"R-Really?" he asked with a wide smile "That's great news Sir... thank you!"

"I'm not finished" the Big Man said, causing Max to fall silent "We will agree to wipe away the debt on one condition; you can kill the Spider-Man"

"What?" Max asked in a horrified voice "I-I can't kill anyone, especially Spider-Man!"

"Not yet you can't, but we're planning to change that Max" the Big Man responded.

"How?" Max asked, looking up at Hammerhead.

"Just follow my associate's orders and you'll soon see" the Big Man said before ending the call. There was the sound of a door opening and Norman Osborn walked into the room with a very displeased look on his face.

"Mr Dillon" he said loudly "If you'll follow me?"

"Move it kid" Hammerhead said, grabbing hold of Max's arm and dragging him out of the chair.

Peter took his phone out of his pocket as he felt it vibrate violently. He checked the caller ID to see Twilight's name show up and he quickly answered it before placing it to his ear.

"Yello?" he asked.

"Who the hell was she?!" Twilight demanded furiously. Peter winced from the sheer volume of Twilight's screech and he reminded himself to hold the phone away from his ear the next time he answered a call.

"I'm sorry?" Peter asked.

"That... that slut in the black outfit!" Twilight roared "Who the fuck was she!?"

"She's just some crook I've been chasing after for a few weeks, she's no big deal" Peter shrugged "What's the big problem?"

"The problem?" Twilight asked in a surprised tone, as if she couldn't fathom why Peter couldn't see the issue "The problem is that I watched some random slut sexually harass my brother and my sister-in-law... and after I heard the way she talked to you I felt like I wanted to vomit there and then!"

"Twilight, I can understand why you're upset about what she said to Shning and Cadance, but... why are you so mad about the way she talked to me?" Peter asked.

"Because... because you're my friend Peter, I care about you and I don't want to see anything bad happen to you" Twilight said affectionately.

"Are you sure its just because I'm your friend?" Peter asked "You're not jealous are you?"

"No... I could never be jealous of a whore like that" Twilight said "You... you don't like her do you?"

"No... well..." Peter said, scratching the back of his head and exhaling slowly.

"You can't be serious?" Twilight asked "Please tell me you're not serious?"

"I don't know Twilight, I'm still trying to figure out whether she's just playing me or not" Peter sighed.

"And what if she isn't Peter?" Twilight asked slowly "What are you gonna do then?"

"I said I don't know" Peter repeated.

"Alright, you don't have to snap at me" Twilight said defensively.

"I didn't snap at you" Peter said "Are you sure you're not jealous?"

"I said I'm fine!" Twilight growled "Can we stop talking about this?"

"You called me just to talk about this" Peter said in a confused tone "What else do you want to talk about?"

"I wanna talk about u... about... nevermind" Twilight said awkwardly "See you later"

"Twilight, what are you-" Peter said before the call ended suddenly, Twilight having hung up on him "Ah shit... I really should go talk to her" Peter stood still for a moment, staring at the blacked out screen of his phone before nodding once and stuffing it back into his pocket, cutting through congested traffic to try and find a decent alley to change into his superhero duds.

Max stood in the cold room with his hands strapped into a cold grey machine. His clothes had been removed from him and he was unable to see out of the two way mirror in front of him but still able to hear the voices of the people behind it.

"W... What exactly are you going to do to me?" Max asked in a frightened tone.

"Its quite simple really, we're going to use this little machine I've developed to increase the electron number in your atoms in order to give you a super-charged molecular structure and then we're going to use a very painless machine to rewrite a simple line of genetic code to allow your body's cells to naturally produce an electrical current" Osborn explained dryly "This will give you the power to kill Spider-Man and wipe away your debts"

"I don't know... can't I use my powers for something better, like saving people and getting the money that way?" Max asked.

"Listen to me kid, there's no faster way in this world to make a buck and then make a hell of a lot more than doin' it illegally, you can try and do good to get your chump change and nickels and dimes, or can you use this new juice you're gettin' to strut your way straight to the bank and take as much as you want" Hammerhead advised "Just as long as you make sure the Big Man gets his cut"

"I don't know... are you sure?" Max asked, his heart rate increasing the more he thought about it.

"You do wanna make sure your dad lives to see sixty right?" Hammerhead asked.

"Of course I do" Max nodded.

"Then shut your mouth and hold still, this might tickle" Osborn interrupted, flipping the switch behind the mirror to activate the genetic manipulator. There was a faint buzzing sound heard and Max looked around for a moment.

"I don't feel anythi-" he began before an enormous surge of electricity was blasted through the machine and into his body. A loud scream tore from his lips as he arched his back, feeling as if his very flesh was being burned from his bones.

"Stop!" he screamed "Please stop!"

"Be strong kid, for dear ol' dad remember?" Hammerhead shouted from behind the mirror, seeing the young man's face contort with searing pain as the electricity began to cover his flesh, smoke rising from the quickly dying tissue only to be replaced with surging volts.

"And now we add the stabilizer gene" Norman said, hitting a button to activate the genetic rewrite function. A large, three-pronged device swung down from the ceiling and stabbed itself into Max's back, blood running down from the injury. He screamed ever louder as the device began to buzz and whirr, its resistance to electricity being the key factor in this situation. Max's screams finally died out as his entire body became covered, became built up of, surging, crackling blue electricity.

"And he's done" Norman scowled, killing the power to the machine and watching as the device retracted from his back and he dropped as far down as his fastened hands would allow him to.

"There we go kid, now was that so bad?" Hammerhead asked.

"What... what did you do to me?" he asked, statically charged tears running down his face.

"We improved you, take a minute to get used to your new body" Norman said "But only a minute, I've got more important work to return to than this" Max wiped the tears from his face, staring at his bright blue hands, rubbing them against each other to find that he was unable to feel anything, his nerve endings have been burned away with the rest of his flesh.

"How do I turn this off?" Max asked quietly.

"Excuse me?" Norman asked.

"How do I turn it off?!" Max bellowed furiously, the lights in the room dimming as the electric man screamed "Tell me how to turn it off!"

"Don't worry, we will young man" Norman said slowly "Just as soon as you fulfil your part of the bargain"

"K-Kill Spider-Man" Max muttered, placing his hands to his face and sobbing quietly.

"Good man" Hammerhead grinned "Now get yourself together and we can set you about finding our favourite little spider"

"Can... can I see my dad first?" Max asked.

"I wouldn't recommend it" Norman said coldly.

"Please... just let me see him first" Max begged.

"Whatever you want kid, just get yourself ready to kill off the wall-crawler" Hammerhead nodded "You've got a long day left to go"

Spider-Man landed lightly on the roof of a building in Hell's Kitchen, sitting down on an air vent for a quick break to catch his breath and to reload his web-shooters. After ejecting the cartridges and storing them in a special compartment in his bag he stood up and prepared himself to set out again before he noticed Black Cat sitting on the edge of the rooftop with her legs crossed and resting on her hands.

"Hello Spider" she giggled "Fancy meeting you here at this time of night"

"What do you want Cat?" Spider-Man asked.

"What do I want? I was here first buddy" Black Cat chuckled "Care for a chat? I promise I won't bite, unless you want me to?"

"I really shouldn't, I'm supposed to be seeing somebody else" Spider-Man said.

"She can wait a while longer" Black Cat said, patting the spot on the roof next to her. Spider-Man thought it over for a second, weighing up the fact that Twilight didn't know he was coming and thus she wouldn't be expecting him which meant she wouldn't be disappointed if he didn't show up. Shrugging his shoulders he walked over to her and sat down next to her, looking at the brighter parts of the city in the distance.

"Its a beautiful night, isn't it? Black Cat asked.

"Yeah, its good that the smog in the city's come down in the past couple of years" Spider-Man nodded.

"All thanks to our lovely Celestia's Greener Green Apple project" Black Cat chuckled.

"Such a stupid name" Spider-man smirked.

"I know right?" Black Cat asked "You know... I used to... oh never mind"

"What?" Spider-Man asked.

"Forget about it, its stupid" Black Cat with a wave of her hand "You'd probably think I was just childish"

"No, go ahead, what were you gonna say?" Spider-Man asked.

"Well, I was gonna say that when I was young, my dad used to let me sit with him on the balcony of our penthouse and look out over the city" Black Cat said, looking out over the city with a dreamy expression "He used to point at different parts of the city and tell me all of the valuable and precious things that were in those places and how he wanted them all"

"Was your father a cat burglar too?" Spider-Man asked.

"Yeah, thieving is kind of a family business" she nodded with a soft smile "Not exactly honest, but its a living"

"Yeah, definitely not honest" Spider-Man chuckled. Black Cat smiled genuinely before continuing her story.

"He used to tell me something, he'd sit me down and say 'Listen to me my darling, there are many things in this world that people have that you don't, and you'll want these things for yourself, now being the man I am and being in the family we are I've always said that those who hold the power hold the rights, the rights to a good life and the rights to live lavishly, if you have the power to take it all then it belongs to you already'" Black Cat explained "When I was a little girl I thought that I'd grow up to be a princess or a model or something, but when my dad told me that I knew that one day I'd have the power to have it all and that day is today" Spider-Man looked at her for a long second before he straightened up and leaned over the edge, resting his forearms on his knees.

"I think your father's definition of what power means is completely different from mine" he chuckled.

"What did your father say?" Black Cat asked.

"My father always said that if you have the power to do good things, then you'd have a moral obligation to do those things" Spider-Man explained "Or to put it in a much cooler way; With Great Power Comes Great Responsibility"

"And is that why you do what you do Spider?" Black Cat asked "You work tirelessly for a thankless public that hate you no matter what you do?"

"Yeah, but when you put it like that I guess it does sound kinda shitty" Spider-Man said "But I have a better reason... when I first got my powers, I was a dick with them, I abused my power and humiliated the guy who'd bullied me my entire school life, I humiliated him in front of his entire basketball team and then beat the shit out of him"

"Understandable" Black Cat nodded "I would do the same thing myself"

"But as I acted like a dick I got in trouble with the principal of my school to the point where my Uncle was called in to see her" Spider-Man said "We argued for a while and I stormed away, making him come looking for me" He put a hand to his face and sighed loudly, Black Cat sitting up and placing a gentle hand on his back, encouraging him to continue.

"I went to buy a drink at the store nearby and got into an argument with the cashier, but when I was in there some guy came in and robbed the place, throwing me the drink I'd wanted but the store guy wouldn't let me have" Spider-Man continued "To say thanks I didn't stop him, I had my powers and I could've stopped him, but because I was just a pissy little teenager I let him go and then I left the store"

"Did you change your mind and try to stop him?" Black Cat asked, still massaging his back slowly.

"No, the store owner came running out and screaming about being robbed... and my Uncle was nearby at this point and... he tried to stop the robber" Spider-Man said, his throat becoming tighter as he recited the story "The guy had a gun and when my Uncle tried to stop him he... he shot him" Black Cat placed a hand to her mouth in shock, her eyes seeming much more caring and considerate than usual.

"Oh my God" she mumbled.

"Yeah, the guy who I let go was the same mother fucker who killed my Uncle" Spider-man said, choking up one the last word. At this point Black Cat rolled over and straddled his waist, wrapping his arms around his chest and holding him close.

"You poor thing" she said softly "So that's why you do what you do"

"Pretty much, I promised to make sure that I never let another soul die because I didn't do anything about it, I have the power to protect the people so its my job to protect the people, whether they want me to or not" Spider-Man nodded. Black Cat lifted her head up and placed it against his forehead, closing her eyes and listening to him breath.

"Well I want you to protect me" she said, moving her hands to his chest, then up to his neck "I want you in my life" She tucked her thumbs underneath his mask and pulled it up to his mouth once more.

"Kiss me Spider" she said, her lips centimetres from his. She placed her hands on his face as he placed his hands on her hips, their lips meeting and tongues sliding into each other's mouth. The sound of Black Cat's satisfied moan sent shivers down Spider-Man's body, his grip on her body becoming slightly tighter as his excitement grew. The two kissed for a long minute, neither wanting their moment to end, but they were interrupted by the sound of sirens wailing in the distance and the bright form of a burning apartment building.

"Don't go" Black Cat said, kissing him softly on the neck, her red lipstick leaving a stain on his flesh "Can't you let this one slide?"

"Better suggestion; come with me and help" Spider-Man said, running his hands over her voluptuous rear "You'll feel good about yourself"

"I don't know, I feel pretty good right now" Cat said playfully, pecking him gently on the lips once more.

"Just try it?" Spider-Man asked "You'll sleep better at night knowing you did a good deed" Black Cat looked at Spider-Man and then back to the burning building before sighing loudly.

"Alright, fine, but just this once" she chuckled "But you better pay me back for this"

"Justice is its own reward Kitty-Cat" Spider-Man grinned, pulling his mask down over his face and standing up with Cat's slender figure still clinging to him.

"Not to me it isn't Wonder-Boy" Black Cat grinned "But let's get going, I'm nearly ready for bed" Next Chapter: Time Goes By... Really Freakin' Fast! Estimated time remaining: 10 Hours, 43 Minutes