I promised all you Supergirl fans a story, and here it is. This one is going to be tough, because, like I said, there are A LOT of stories on this site with this pairing so I have a lot of shoes to fill. I don't expect this story to top the likes of Agent G's Justice League: the Spider but I'll try my best to make it good for you guys. Maybe it will even help gain more attention to my other story. This story is going to be an adaptation of Superman/Batman Vol 1 #8-13 by Jeph Loeb, or as you DC animated buffs might know it as the animated movie Superman/Batman: Apocalypse. The world I have set up will be just like in my other story. Only Spider Man and any character related to him will show up in this story, and everyone else will be DC characters. The Spidey I'm using this time around will be a mix between the Spectacular Spider Man cartoon version and the Ultimate comics. With that said, I hope you enjoy this. Disclaimer: Spider Man, Batman, Superman, Supergirl and all related characters are owned by DC and Marvel comics.

Chapter 1

Manhattan NY

"OUTTA THE WAY PIGLETS. ALL OF YOU JUST….BACK OFF," yells a man in a dark blue jacket with a disco collar, black pants and black books complete with two gauntlets on his knuckles.

A local bank in Manhattan is being robbed by none other than Herman Schultz aka The Shocker. There are police cars near the entrance and officers are pointing their guns at him,

"You cops don't know who you're messing with. I think it's about time someone teaches you a lesson."

"Seriously, Herman? This is the third time this month," says a very youthful voice. Landing on a nearby police car is a person wearing a red and blue jumpsuit with web patterns all over it with a small spider emblem on the chest and a big red one on the back, a mouthless mask, some black rings around the arms and legs, some kind of device on each of his wrists and a black belt.

"Oh no, not you again," says Shocker.

"It's the same song and dance with you dude. You cause a ruckus, I come in, embarrass you, give you your daily butt kicking and then have your sorry tucas hauled off to jail. So just to save us both the hassle, I suggest you take off your little massage mittens and just surrender to the cops like a good little tool," says the costumed figure known to the world as Spider Man.

"KISS MY ASS, WALL CRAWLER. YOU'RE NOT TAKING ME IN AGAIN," Shocker yells as he powers up his gauntlets ready to fire at the web head.

Spider Man was ready to web up the gauntlets when suddenly, at the blink of an eye Shocker's gauntlets were being grabbed by a pair of hands and they explode. Shocker with a look of surprise see a rather muscular man in front of him. The man has neat looking black hair with a curl in the front and blue eyes. He's wearing a blue jumpsuit with red briefs that has a yellow belt, red boots, a long red cape and an "S" on both his chest and on the cape.

"I think that's enough out of you Shocker. Now unless you have some more tricks up your sleeve, I suggest you do what Spider Man says and surrender," says the man in blue. With that Shocker puts his hands over his head and falls to his knees for the police to come in and cuff him.

"Thanks Superman," says one of the police officers.

"Happy to help out officer," says the man known as Superman.

Spider Man hops off the police car and walks up to Superman, "Thanks, I was actually getting real tired of having to constantly bring him in."

"Well seeing as I broke his little toys I doubt he'll be giving you anymore trouble," Superman says with a smile.

"Not that I'm not happy to see you but what are you doing here in the Big Apple? I mean, I don't mind other heroes coming in on my home turf and help me do my job unlike certain other heroes *cough* Batman *cough* *cough*, but there has to be a good reason for it," Spider Man questions.

"Actually, I've come to ask you a personal favor," the Man of Steel replies.

"You want me to buy some dog food for Krypto? You're wife kicked you out so now you need a place to crash until she cools off? " the web slinger starts asking more questions.

Superman rolls his eyes, and smiles, "Funny, no there's just someone I need you to talk to. We're trying to get some important information from this person and so far, we've hit a couple brick walls."

"Why not get Batman to do it? You know he's the master at interrogating and getting information," Spider Man asks.

Superman sighs, "I did. But then I realize it was a terrible mistake. I need someone who truly understands what this person is going through, and right now, I think that person is you Spider Man."

"In other words, you need someone who is a ray of sunshine….…and is the most charming," says Spider Man.

"Exactly," Superman chuckles.

"Okay, where is this person I need to have words with?" the web head asks.

"At the Fortress of Solitude. You don't need to wear your costume for this either…..though I suggest getting a winter coat or something," Superman replies.

Spider Man raises an eyebrow at what Superman told him but shrugs his shoulders, "Alright, let me just go home and change real quick and we can go."

The Fortress of Solitude

Superman flies to the fortress while carrying a young boy who looks to be about seventeen, with short brown hair and hazel eyes. They make it to the entrance where Superman digs under the snow and picks up a key to open the door. Once they were inside, Peter Parker stopped shivering as the room temperature was now a lot warmer. How that is even possible he will never know. Suddenly a silver robot with an "S" on both its chest and on a blue cape it's wearing walks up to Peter.

"Hello, would you like me to relieve you of your coat?" asks the robot.

"Sure, knock yourself out. Just don't touch my MP3 player," says Peter. Peter takes off his coat and gives it to the robot. He's now wearing a blue t shirt with a long sleeved tan shirt underneath. With brown cargo pants and blue trainer shoes.

As they're walking to the Fortress' main lab Peter speaks up first, "So what's this I hear about a Kryptonite meteor heading to earth and you and Batman being fugitives of the U.S.?"

"Oh, it's just "President" Luthor looking for a reason to put me in a bad light," Superman replies.

"Well hey, I hear he got impeached. I say good riddance," Peter says back and Superman nods in agreement.

Superman and Peter now make it to the Fortress' main laboratory where he sees a man in a bat-like costume examining a spaceship.

"Hey bats, what did you do that was so bad that I had to come in and clean up your mess?" Peter asks jokingly.

The figure known as Batman gives him one of his signature bat glares then turned to Superman, "You really think it's a good idea to have him be the one to talk to her?"

"I think she would be more comfortable talking to someone her own age. It can even give her an idea on what this planet is like," Superman replies.

"Wait, her? She?" the teenager starts to ask.

Superman then motions his hand over to the doorway that leads to the main hall. Peter turns around and suddenly the world around him seems to slow to a crawl. Shyly standing in the doorway was the most beautiful girl he has ever seen. She looks to be about his age with long blond hair that flows down her back, striking crystal blue eyes and fair skin. She's wearing a long sleeve white shirt with red stripes on the side of each sleeve, a pair of blue jeans and red trainer shoes. Peter couldn't help but stare at the girl, as there was something about her that felt…familiar. Suddenly he was being reminded of another girl he used to know, but immediately started to repress those memories.

"Incredible. Who knew all it would take was the sheer presence of an attractive girl to get him to stop talking?" Batman says.

Superman chuckles at the Dark Knight's remark, "Peter Parker, I would like you to meet Kara Zor-El. She's my cousin."

Peter looks over to Superman with widened eyes, "Your COUSIN?" He looks over to Kara, "You're Kryptonian?"

Kara shyly nods.

"You heard about the Kryptonite meteor all over the news right? Well apparently this ship was inside of it. It crash landed

in the Gotham City River. She caused quite a ruckus I might add," Batman informed the wall crawling teenager.

"I said I was sorry," Kara finally speaks out in frustration.

"Don't bother, he still hasn't forgiven me for messing with his Batcomputer. I mean seriously, come on man. When Tim and Steph told me you had freaking Galaga on your computer, I SO couldn't resist," Peter says.

Kara giggles at the wall crawler's humor while Superman smiles and shakes his head. "Kara's been having a hard time remembering her life on Krypton. She remembers some things, like who her father was and who her aunt and uncle were, but not other things like who her mother was," Superman explains to Peter. "I thought Batman would help her deal with her predicament but….."

"He just keeps giving her the third degree because he doesn't buy her story. I get it," Peter finishes. "Typical for a guy who had contingency plans to take out the entire Justice League. I wonder, what contingency plan did you have for me? A can of bat-bug spray?"

Batman scowls at Peter, "No, it was just to call Aunt May."

Peter's eyes widened, "You wouldn't."

"So, what do say Peter? You think you can help her out?" the Man of Steel begins to ask stopping the verbal exchange between the teenager and Batman.

"Sure why not? But I gotta warn ya, my track record when it comes to talking to pretty girls is kinda low." Peter says.

Kara blushes at his comment.

Superman sports a wide grin, "That's okay, think of it as just another Justice League training exercise."

Peter thinks about it for a moment, "Well, it does beat combat training with Hal, John and Dinah. The bruises are still there by the way." Peter motions Kara to follow him to the main hall.

"Well, at least he's feeling better," the Dark Knight comments. "Good, I was really starting to worry about him. After what happened five months ago, I didn't know if he would ever be back to his old talkative self," Superman says back.

Batman just nods and goes back to observing the spaceship.

The two teens are now walking down the main hall and Peter looks over at her.

"So, Kara Zor-El huh? Such a beautiful name. Very exotic."

Kara blushes again and brushes a strand of her blond locks behind her ear, "Uh, thanks."

"So what do you remember about your past?" Peter begins to ask as both of them stop walking.

Kara sighs, "Well….I know my father was a scientist named Zor-El. While he wasn't on the science council like my uncle Jor-El, he still shared his brother's passion and beliefs. Despite all the warnings no one but my father would listen to Jor-El that Krypton was doomed. My father built a ship larger than the one Kal-El was sent in. I was told the navigational system was locked onto HIS ship and my parents would follow soon after. Not that it mattered. We were too late or they lied to me so I would go. There WAS no other ship….Only mine and Kal-El's. But mine never left the planet under its own power. Then….all I had…was darkness. Buried within the rock, the ship must've kept me alive or in some kind of suspended hibernation."

"Yeah, I guess something like that would do that to you," Peter says trying to process everything Kara told him. "I guess you being in suspended animation for so long made your memories all fuzzy. Maybe when given time it will all come back to you….You say your dad was a scientist?"

Kara nods.

"Cool, my dad was a scientist too. He studied genetics and bio engineering. He's one of my inspirations to want to look into a career as a scientist," says Peter.

"Of course, his work is really the only thing I know about my dad. I don't remember anything about him or my mom personally. They died when I was very young."

"I'm so sorry," Kara says with a look of sympathy.

Peter gives her a warm reassuring smile, "It's fine. My aunt has been taking good care of me almost my whole life. I pretty much see her as my mom anyway."

Kara wanted to know more about this guy, "So how do you know Kal-El?"

Peter looks over to her, "Superman? Eh, just in typical super hero team up fashion. He and the rest of the Justice League have been trying to recruit me ever since word first got out about me. It wasn't until four months ago that I finally decided to bite the bullet and join due to….unfortunate circumstances."

The Kryptonian teenager noticed Peter's face darken when he said that last part. She decided not to question it since it seemed like it would be a touchy subject.

"So, what's it like to have all these crazy powers such as being able to fly and shoot lasers out of your eyes?" Peter starts to ask immediately bouncing back from his depression.

"You want the honest truth?" Kara asks, eliciting a nod from the brown haired teen.

"They terrify me," she now says.

"Really?" Peter says with a look of surprise.

"I didn't ask for these powers. When I first came here I had almost no control over them. Even when I now have them under control, I still have no idea what I'm capable of doing….and I don't think I want to know. Why can't I just be normal?" Kara says as she lowers her head.

"Yeah, I know the feeling. When I first got my powers I too was freaking out. Hell, I accidently broke a guy's hand when he tried to pick a fight with me at school," Peter now says.

Kara cringes at the last thing Peter said, "Yikes. Wait, you have powers too?"

Peter nods.

"What powers do you have?" the Kryptonian teen now asks. The web head sports a wide grin. He leaps into the air and latches onto one of the Fortress' crystal walls.

Kara looks on with a stunned look on her face, "Amazing."

"Well, that's one of several or more adjectives people use to describe me," the wall crawling teen chuckles. "I even have a colorful costume like your cousin."

"Can I see it?" Kara asks.

Peter lifts up his shirt a bit showing off his Spider Man costume, "Well, this is only part of it." Kara looks at the small spider emblem on the chest, "Kal told me that the people of this planet refer to him as Superman. What do they call you? Arachnoman? Spider boy?"

"Spider Man" Peter corrects her. "Though Arachnoman does have a nice ring to it."

"Where did you get such extraordinary powers? Are you from another planet too?" ask the blonde teen.

"Not even close. You see, two years ago I went on a high school field trip to a science research lab that was experimenting on genetically altered spiders. One of spiders got out from its glass cage and…well…it bit me," Peter says and he brings up his hand showing Kara where exactly the spider bit him. "As a result, I can now do….whatever a spider can."

"No way," Kara says in amazement.

"Yes way. Only problem though, I can't spin webs. I had to create a device in order to do that, and let me tell you, web fluid can be pretty damn expensive," Peter replies, eliciting a giggle from the Kryptonian.

"So tell me something. Why?" Kara asks her face turning serious again.

"Why what?" Peter now asks.

"Why do you do the things you do? You told me that your powers freaked you out. Why still use them to do what you do?" Kara elaborates on her earlier question.

Peter lowers his head, crosses his arm and nods in understanding, "You ever hear the phrase, "Karma's a bitch?"

"Kara nods.

"Well, let's just say that when you can do the things that I do, and you don't do anything, then the bad stuff happens, they happen because of you," Peter says solemnly.

Kara nods her head in understanding. From what she could gather, something really traumatic must have happened to him because of his choice not to use his powers, which is why he does what does.

"I'd like to think I was given these powers for a reason, and that with these powers comes a burden of responsibility," Peter continues. "What you have is something special Kara. You think it's a curse and that's okay, but think of it as also being a gift. With enough control, even you can use them to make a difference."

Suddenly, the tune of "itsy bitsy spider" echoes in the Fortress' halls. The brown haired teen reaches into his pocket and pulls out his smart phone, "Hello? Oh, hey Aunt May…No I'm at the library right now with some people….I know, just let me take care some things here and I'll be on my way home…..I love you too." Peter hangs up.

"So, I take it your aunt doesn't know about what you do in your spare time," Kara says with a smirk as she crosses her arms.

"No, and I want to keep it that way," Peter replies. "Otherwise she'll just freak out and when she freak out I freak out."

Kara giggles at that. "Go. Be with your aunt. I can take care of myself from here," she tells him then starts to blush. "It…..it was nice talking with you Peter."

Peter smiles and puts a hand on her shoulder, "It was nice talking with you too Kara. Just remember what I said okay?" the blond Kryptonian nods. Peter begins to back to the main lab to tell Superman and Batman he had to leave.

"See you around Spider Man," Kara says with a smile and wave.

"Catch you on the flip side….Supergirl." Peter says back. Kara gives out a beaming smile at the new nickname he gave her.

Peter is now back with the Man of Steel and the Dark Knight.

"So, I see you gave Kara the advice," Superman asks.

"You heard all that? Right, super hearing." Peter chuckles. "Yeah, I did."

"With great power comes great responsibility. Wise words from a wise man," Superman continues.

"Uncle Ben was the best," the wall crawler says.

"It's been what, two years?" Batman now asks.

"Today would have been his birthday," Peter sighs.

Superman give the teen a look of guilt, "I'm sorry. If I had known you had plans I wouldn't have asked you to…"

"Clark, don't sweat it man," Peter says with a smile. "You and the rest of the League had my back for five months. I'm just returning the favor."

The Man of Tomorrow gives a nod.

"Well, I better get going. Aunt May bought this really good birthday cake. Can't let it go to waste," Peter says as he gets his jacket from one of the robots.

"I'll give you lift home," Superman offers.

"I would greatly appreciate that. Only one of us here can fly after all…..well….two now," Peter says as he looks down the hall where Kara was.

"I appreciate you coming here to help out Kara," Superman speaks up.

"It's no problem. She's still having a tough time remembering her past. I say we give her some time before we start asking her more questions. She looks like she's been through a lot," says the web head. With that, Peter puts on his winter coat and lets Superman carry him home.

Apokolips

"FUIRES, you were bred to be the finest warriors on Apokolips. The elite guard who stand at the ready to serve the almighty Darkseid," an elderly woman in battle armor bellows out. "Finally there is one among you who would challenge you all. Show Granny what my girls are made of. Come now Precious. Kill or be killed."

A strawberry haired woman in an armored leotard with a large tiara, metal gauntlets and an ax stands there in the battle field ready to fight, "Come forth Furies. Taste my blade."

Suddenly, five women with armor of their own came out and approached the woman.

"Bernadeth, Stompa, Lashina and Mad Harriet, make quick work of this little one," orders the one with long platinum blond hair.

"HA HA HEE, Darkseid's will, Darkseid's way, eh Gillotina?" asks the one called Mad Harriet.

The five women engage the strawberry haired woman. Due to the numbers gain, they were victorious and they slaughtered her.

"This one is no match for us," says the one named Stompa.

"Let's leave her in the fields for the bugs and dogs. HA HA HEE," says Mad Harriet.

"You disappoint me again Granny Goodness," says a shadowy figure with red eyes. "You led me to believe that the one you call "Precious" could replace Big Barda as captain of the honor guard."

"I know. She showed such promise," says Granny Goodness.

"Bring me the girl who fell to earth. She is to be mine for the molding…..or will it be you, dear Granny, that the Furies will next be carrying off?" asks the shadowy figure.

That concludes chapter 1. So the costume that Spidey is wearing this time around was orginally going to be his traditional comic book costume. Then I saw the leaked poster for Spider Man Homecoming and I got hyped. So the costume he's going to be wearing in this story is going to be the one Tom Holland is wearing in the Marvel Cinematic Universe. I'm writing a teenage Spidey here so it's only appropriate I give him that costume. Other than that, all the DC characters will be wearing their "Pre-New 52 attire" (Because my Superman wears his underwear on the outside thank you.) I also hope you like the new format. Someone in the comments said they had a tough time reading The World According to Peter Parker and Karen Starr, so I spaced out the text for both that story and this story so that other people won't have the same problem. So if you had trouble reading the first two chapters of my other story, that problem is fixed. Be sure to leave a review and tell me what you think of this story so far. Next time: More details on happened five months ago. Also Wonder Woman.