Disclaimer: Ultimate Spider-Man belongs to Marvel. No infringement intended. No profit made. Rated PG for some language.

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(Ultimate Spider-Man) The Fatal Mistake By Gigi Galaxie

It was empty. She tried to keep focused as Mr. Talvery explained the biology final but her eyes kept drifting over to the empty desk in front of her. On any normal day, she would be looking at the back of Peter Parker's head, tracing the way his hairline curved at his neck. But Peter hadn't come to school today. A butterfly twitched in her stomach. Peter never missed class unless something serious had happened.

"Miss Watson?" Mr. Talvery said in dry voice. "Can you tell me."

Mary Jane was jerked from her thoughts and she felt her cheeks flush in embarrassment. "Uh, sorry, Mr. Talvery.what?"

"Miss Watson, I would think that this should take priority over whatever currently has you occupied. Remember, this will count as forty percent of your total grade."

"I've sorry, Mr. Talvery," Mary Jane stammered again. Her cheeks grew even redder as she felt the gaze of the entire class on her. Mr. Talvery gave her one final look of reproach before he turned back to the rest of the students to continue his review. Mary glanced over at Gwen Stacy who was watching her with a very intense expression. Gwen gave a small nod towards the door.

Mary's stomach clenched painfully. Something really had happened to Peter and Gwen knew. There was a twinge of jealousy that Mary tried not to acknowledge. Gwen lived with May and Peter since her father died recently. She would know if something bad happened to Peter before she, Peter's girlfriend, would.

But that was petty. She knew that. All that really mattered was the empty desk in front of her.

What if Peter was seriously hurt? Her thoughts flicked back to when she found him shot in the shoulder, hiding in a dumpster. How she had to sneak him into the hospital.

Or what if..?

Her thoughts raced from one terrifying scenario to another. Mr. Talvery's voice droned on as the hand on the classroom clock hesitated from one second to the next. She looked over to Gwen but she had already turned her attention back to the review.

Mary spent the rest of the class in silent dread.

"Gwen, what happened? Where's Peter? Is he okay?" The questions came out in a breathless rush.

Gwen forced her locker open and started grabbing books for her next class. "He wasn't home this morning and no one seems to know where he is. May called your house early this morning but your dad was kind of an ass to her."

"Was he home last night?"

"Yeah, he came back from the Bugle okay. I even saw him go up to his room for the night. But I guess May had a nightmare last night about Peter and she went to check on him. That's when she saw that he was gone. His bed wasn't slept in or anything. He must snuck out because his window was unlocked. May was pissed but now she's really upset."

"Oh my God," Mary whispered, her hand going to her mouth. Gwen studied her with a frown.

"You don't know where he is, do you? You'd say something right? If you did?"

"Of.of course," Mary lied.

Gwen slammed her locker shut. "You might want to call May. Just to let her know you haven't seen him."

"Right," Mary said softly. "I will."

Lifetimes passed between each ring. Mary's hands were ice cold as she clutched the cell phone. The next class had already started but she didn't care. Her heart beat rapidly in her chest as she listened for May to pick up. More rings passed and she was about to hang up when a breathless, panicked voice answered.

"Peter?"

"Uh, no, it's Mary Jane."

"Oh, Mary Jane," May sighed through the phone. Mary heard the disappointment in her voice.

"You haven't heard from Peter yet?" Mary asked.

"No, but I was hoping you might have. I just.I just don't understand why he would leave like that. We haven't fought or anything. I just."

"Is there anything I can do?"

"I'm trying to get the police to come over but if you know or hear anything, will you let me know?"

Mary winced at the desperation in her voice. She wished she had something to tell but she didn't. No, that wasn't true. It was that she couldn't. "I promise," she said finally.

She hung up the phone and sighed. The empty halls echoed the sigh back to her. Where the hell was Peter?

Where was Spider-Man?

At first, he didn't realize that he was awake. The darkness that greeted him was as black as unconsciousness had been. Peter blinked his eyes several times. Either he was now blind or he was someplace completely sealed from any light.

He hoped for the latter.

Slowly, he traced one gloveless hand over the ground. It was cold and rough, most likely cement. He was sprawled in an uncomfortable position, and he gingerly began to sit up. Pain seared through his head like a sharp blade buried in his skull. He cried out. With one hand he explored the back of his head. The mask was still intact, but it was heavily crusted. Blood.

As he continued to sit himself upright, he felt the pain from his left ribs and his left hip swelling. As if the pain in those areas were trying to compete with the pain in his head. He felt tears welling up in his eyes and he gritted his teeth. Taking small shallow breaths, he just sat there. Trying not to move, trying not to stir any more injuries.

What the hell had happened? Where was he?

Thinking was hard and hazy. He vaguely remembered leaving his house to go on a short, routine patrol. He remembered.he remembered.following a tall guy in a suit. Something bad was going down. And then.

Nothing. Absolutely nothing. His memories after that a complete blank. He felt panic blooming in his stomach. It made him ill all over. His face was hot but clammy. Bile churned in the back of his throat. He turned his head, lifted his mask, and vomited. The pain in his head intensified beyond any threshold he had ever experienced. The smell of the vomit was rank in his nostrils. Even though he couldn't see, he could feel the world swimming around him. He was going to faint.

Just as he collapsed to the floor, he had only one fleeting thought.

Aunt May was going to be so pissed at him.

It was a heart-wrenching dilemma, one that she had no idea what to do about. Mary Jane sat quietly on the sofa. May sat next to her, staring at the silent phone in her hands. The intensity of her expression made Mary wonder if May was trying to will the phone to ring. May had called all the runaway shelters, hospitals, and acquaintances that she knew. No word or sign of Peter.

Gwen came out from the kitchen with a steaming mug of coffee for May who took it absently from her. Then they all sat together in awkward silence. Mary glanced at Gwen. She wanted to say something. Wanted to tell them Peter's secret so badly. She wanted them to check the police for any Spider- Man sighting, check with the Kingpin, check with any of the villains for Spider-Man. For Peter.

"Why would he do this?" May whispered as she took a sip of her coffee. "Oh please God, I hope he's all right."

Mary's anxiety was rising. She wrung her hands in frustration. They were just sitting here, looking in the wrong places, while Peter was out there somewhere. Maybe captured by the Kingpin. Or being tortured by some crazed lunatic. Or dying in an alley.

Who do you call when your superhero boyfriend was in trouble? Mary knew that Peter had met other superheroes in the past, like the X-Men. But how could she, Mary Jane Watson, get a hold of anyone who could truly help?

She didn't know and it made her want to scream. Never before had she felt so helpless.

The great darkness greeted him again. He groaned at the soreness of his body. And the pain in his head. A concussion. I must have a concussion, he thought blearily. So much for not sleeping for the first 24 hours.

I need to get out of here.

He sat up carefully, pleased that the pain had lessened a bit. Thank God for accelerated healing abilities. He placed his hand on the cement and felt something cold and wet.

"Oh yuck," he said in a hoarse voice. He flicked his hand a few times to get the vomit off. Sickness rose in his stomach. He took several slow breaths to steady himself. When he was partially sure that he wasn't going to throw up again, he tried to stand up. This proved to be difficult but he just clenched his teeth and endured the pain.

Blindly he hobbled with one hand stretched out in front of him. It only took several paces before his hand touched a cement wall. He stretched up, wincing at the pain from his ribs, and felt across the wall. Nothing. No cracks, doors, windows, or vents.

He turned around and lifting his hand again, he counted the paces to the other wall. Seven. He felt along this wall too and found nothing. Fear crept into his thoughts like poison. But he still had two walls left to explore. There was still hope, he thought. There had to be a door.

But as he paced and searched the last two walls of his square prison, he found nothing. Now the fear was starting to turn into panic. He pounded on the cement wall and screamed, out of pain and alarm. He was too weak. The wall didn't crack and he had little hope that anyone had heard him. What the hell was he going to do? How did he get here?

The memories still evaded him. Like a drop-off into nothing. He had to have gotten in here somehow. If there was no door, then what? Did he fall from.

The ceiling.

He looked up, squinting his eyes in vain. He still couldn't see anything. Slowly he began to climb the wall. His left hip protested painfully but he kept going. Soon enough, he reached the ceiling. It had to have been only about ten feet high. He felt the ceiling with his gloveless hand, trying not to think of why that hand was gloveless in the first place. What he felt both surprised him and frightened him.

It was smooth, seamless steel.

He banged against the steel, shouting for help. He cursed. He yelled. He tried to move the steel ceiling, but it didn't budge. Frustrated and frightened, he slumped against the wall, hand still braced on the ceiling. A lonely spider in the corner. Things are only going to get worse, he thought. No food. No water.

And how much air did he have left?

Mary Jane crept down to the basement. May was upstairs talking on phone with the police when Mary slipped away. This was Peter's sanctuary, where he kept his deepest secrets hidden. Many nights they spent down here either doing homework or talking about Peter's life as Spider-Man. It didn't seem right to be down here without Peter. But she had to know.

She went over to the far end of the basement to Peter's computer. All around it, there were file cabinets and bookshelves. Peter's chemistry pieces where he made his special webbing were put away neatly in their shelves. She reached behind the test tubes and found the stash of pre-made webbing. She brought out one small packet and studied it in her hand. It wasn't enough to convince, if she was going to tell them the truth. Peter only had the two web shooters, both of which were gone. Along with his spider costume. And he didn't have any extras.

Except.

She had a torn and bloody spider shirt that Peter had shredded in his last fight with the Green Goblin. She had taken it in hopes of making a duplicate. Peter was always ruining his costume. She was trying to learn to sew as a way of showing her support.

It was her only proof that Peter was Spider-Man. But would it be enough to convince them? It would certainly be a shock especially seeing the blood on the shirt. Would it be too much for May to bear?

No, she decided. It would serve to show the seriousness of the situation. But then what if Peter was okay? What if he came back just as she revealed his secret? Would he understand why she told them he was Spider-Man?

If he was okay, he would have called her or at least found a way to let her know.

Trust what you know, she scolded herself. Peter's in trouble and it's up to you to help.

She turned, webbing packet still in her hand, and ran out of the basement.

Where was he? Did he fall asleep outside again? But where were the stars? He saw no clouds, no moon. Just darkness. And quiet. It was so quiet. He didn't think he had ever heard a night so silent.

He wondered if Mary Jane knew how dark and silent this night was. He should call her.

But she was taking her biology final. He should take it too but first he had to sleep.

Yes, he needed his rest before the test. Rest before the test.

It rhymed.

His mouth was parched. His stomach was ill. And his head pounded like a hammer on a spike. Thoughts flitted through his mind, light and dizzy. Random thoughts. Confused thoughts. Terrifying thoughts. Like what would kill him first? Oxygen deprivation or dehydration?

He made another search of his cold prison, hoping to find something that he missed earlier. But there was nothing except disappointment. He bashed his hands against the steel ceiling. But he grew weak too quickly. So he just sat there on the cold floor, arms hugging his knees, and wondered what he had done wrong. He had had some close calls in the past but never like this.

What had been his fatal mistake?

Mary stood on the front steps of the Parker's house trying to catch her breath. In her hand she held a small bag with the shredded spider shirt inside. She had hurried to her house for it and sprinted back. During that time she had no time to rethink what she was doing. Now as she stood at the door, she doubted her decision. No, that wasn't true, she thought. She was right in what she was doing, but just petrified.

She raised her hand and knocked even though she could have just walked right in. She was stalling and she knew it. Gwen answered the door with May standing hopefully behind her. She hated the disappointment that clouded May's face. No news had came in the brief time she was gone.

She walked in and sat next to May who was still cradling the phone. Gwen shut the door and joined them. "What's going on?" Gwen asked confused. "You just ran out of here."

"I know. I'm sorry, but I.I had to get this." The words caught in her throat as she set the bag on her lap. Her heart was beating rapidly. It almost hurt. "I need to tell you something, May. About Peter. It's going to sound crazy but you have to believe me. For Peter's sake."

"What's going on? What do you know about Peter? Is he in some kind of trouble?"

"I.God, this is hard. I don't even know if I should be doing this but if Peter's in trouble, I don't have a choice."

Suddenly May grabbed Mary Jane's hands and gripped them painfully. "Tell me. Whatever it is, you have to tell me."

Mary took at deep breath and avoided May's pleading stare. "You probably noticed that Peter has changed over the last year. It's not his fault though. He's not doing drugs or doing anything illegal. Not anything like that. Do you remember when he had that accident at Osborn Industries? When he was bit by that lab spider?"

May looked at her confused. "Yes," she said slowly. "I guess so."

"Something happened to him when that spider bit him."

"But the doctors said that nothing was wrong with him. That the spider's venom wasn't toxic. I remember that."

"Well, it wasn't toxic. But it changed him. I don't know how, but it did." Mary broke off and opened the zipper of her bag. Slowly, she brought out what was inside. She flicked her gaze from May to Gwen back to May. Both of their eyes were wide and unbelieving.

"What.what is that?" May whispered.

"It's Peter's. You see, that spider, it gave him super powers. Spider powers."

"It.what?"

"Wait," Gwen asked. "Are you saying what I think you are saying?"

Mary nodded. "Peter's Spider-Man."

He felt so weak. His head felt like ten tons to lift. He shivered on the cold floor. The darkness was closing in on him. Suffocating him.

There's a spider in the corner, Uncle Ben.

Where am I?

Get it, Uncle Ben.

What happened to me?

Aunt May, I had a nightmare.

I'm going to die here.

Mary Jane.

Mary Jane.

May stood at the front window, Spider-Man's shirt clutched in her hands. Tears were streaming down her cheeks. "I can't believe this," she whispered harshly. "I don't believe this."

"May."

"No!" May spat. "No! You've said enough. I don't want to hear anything else." She burst into fresh sobs that wracked her entire body. Her face buried in her fisted hands. Mary looked over to Gwen with a pleading expression. Gwen's face was dark and unreadable.

"Spider-Man is the reason my father's dead," Gwen said in a low, flat voice. "I swore if I ever found Spider-Man, I would kill him. But Peter.Peter's my best friend. I don't want to believe you, Mary. But I know how much you love Peter. You wouldn't lie about something like this."

Relief flooded Mary's heart and tears pooled in her eyes. Gwen walked over to May whose sobbing had intensified. May hugged Gwen tightly, crying on her shoulder. "No. No. Nonono," May whispered over and over.

After a few moments, Mary reached for the phone and brought it over to May. "The police are looking for Peter. They're not going to find him," she said softly. "They should be looking for Spider-Man."

May suddenly whirled around. There was anger in her eyes. "If what you're saying is true. If Peter really is.who you say he is, then why didn't you stop him?! Why did you let him do this?"

Mary almost dropped the phone as she was so taken aback. Her mouth dropped open but she had no words to reply. May grabbed the phone from her and began to pound out the numbers. Mary swallowed harshly. "He did it because of Ben," she finally said.

May stopped her dialing and just stared at her. "Ben?" The anger left her voice leaving only a sad breathlessness.

"Do you want me to call the police, May?" Gwen asked gently.

May looked at the phone in her one hand and then let out a sob as she looked at the spider shirt in the other. Her head bowed, she held out the phone for Gwen. As Gwen took it, May's legs gave out and she collapsed to the floor. She buried her face into the shirt and wept.

He made no effort to move. He made no effort to call for help. Thoughts, hard to make out before, were now almost impossible. Coherence was gone. Confusion and dizziness took over. They fought over him like a cruel tug-of- war.

He forgot where he was. All he knew was that he was cold and ever so tired. He just needed to sleep.

Peter closed his eyes for the last time.

"And last on tonight's news, police still have no leads on tracking down Spider-Man even after a full week since they offered their hefty reward. Authorities say that tips have been pouring into the call center but nothing has yet to prove substantial."

The remote crashed against the TV set and May screamed through her tears.

END