The Fall

Peter stood in front of his computer in his abandoned warehouse, he'd finally been able to make some headway on locating Tombstone, the man made a mistake by using the phone to call him since Peter swiped it before the explosion he hooked it up to his computer and tried to trace where the call came from. It would've been a lot easier with Ned but he managed to do it by himself 'I don't need him anyway' Peter thought to himself as he watched the computer screen.

He hadn't slept much the past few days, all he could think about was finding Tombstone and making him pay for what happened. Peter was going to kill him, he didn't deserve to go to jail, he had killed sixteen children on nothing but a whim.

'But it wasn't a whim, was it... it was because of me'

Peter shoved those thoughts to the back of his mind, it wasn't his fault... it couldn't be. He opened his phone and looked at his messages with Gwen, he'd tried messaging her a few times but he'd gotten no replies which hurt a lot. But they didn't understand, how could they? They were normal, they hadn't had to risk their life every night, and he doubted they would risk their lives even if they did have powers.

Peter sighed 'Enough thinking about them' he thought to himself as he walked away from the computer and sat on the sofa.

*According to information from

Survivor 15-year-old Jean Grey, her saviour was none other than the Spider Vigilante that has been terrorising New York Gangs for the past few months*

'I'm glad I saved at least one person' he thought to himself as he tucked his knees to his chest, Peter changed the channel not wanting to hear anything else about it. As he was watching TV his phone started to ring, his excitement increased for a moment as he thought Gwen had perhaps called him but he then saw that it was Jessica which was strange, she said she hated talking on the phone.

"Hey, Jess? Is everything okay?" Peter asked as he answered the phone.

The only things he got back from the other end were sniffles and the sound of light crying "H-Hey P-Peter is it okay if I stay with you for a while" he heard Jessica say from the other end.

Peter frowned "Sure Jess, let me text you an address you can stay here as long as you want" he replied and hung up the phone before texting her the address of the warehouse, he doubted that his Aunt May would mind if she stayed but from what he knew about Jess she would prefer this place. Peter had fixed it up pretty nicely the past few months, he boarded up the broken windows and placed them on hinges so they could open and close, he changed the manager's office into a bedroom and he managed to get the bathroom working though that took a bit longer.

When Jessica showed up at the warehouse Peter saw how awful she looked, as soon as she saw him she started crying and hugged him "Hey Jess what happened?" Peter asked with concern.

For a while all she could do was fry into his shirt, though eventually she lifted her head "I-I t-told them" she croaked out, and Peter frowned.

"Come inside," he said as he led her into the warehouse, and sat her down on the sofa. He didn't say anything as he sat next to her he just rubbed her back and let her sob, and would let her talk when she was ready to.

"I-I told them..." Jessica finally said as she sniffled, she wiped the tears from her eyes.

"T-They just freaked out and called me a mutant before telling me to get out or they'd call the police" She explained before she broke down sobbing again, Peter just pulled her in closer and hugged her tightly.

"It'll be okay I promise, you can stay with me as long as you need" he whispers to her. Jessica had never gotten more grateful than at that moment, truth be told she had considered not calling Peter, they'd only known each other a short time so she thought it was too much to ask for, though now she was really happy she'd changed her mind.

"They don't know how groovy a girl they've just lost, one day you'll find people that'll appreciate you entirely," Peter said as he tried to comfort her.

"D-Did y-you just c-call me groovy?" She said as she looked up at him with her eyes still tear-stained, while Peter just gave her a sheepish smile.

"You're such a dork," she said as she couldn't help but laugh.

"Hey! I'm not-"

"It's a compliment, now shut up," she said before leaning into him and closing her eyes.

———————————————————-

'I've got you, you bastard' Peter thought to himself as he stood in front of his computer finally having gotten an address, it looked to be a warehouse not too far away from the Brooklyn bridge, which would be quite a journey from Queens but web swinging made any journey short. Jessica was asleep in the bedroom at the moment so he got dressed in his vigilante outfit, he left her a note saying he'd be back soon. The sun was just about setting and so he wanted to make it there just after Dark.

He said walking out of the warehouse before jumping up and shooting a web at a lamp post swinging himself out of the junkyard and down the street. His anticipation increased with every swing and so did his anger. Tombstone was a coward, he was afraid of Peter and he should be, he was probably some weak no-name mobster giving himself a nickname to feel special.

Peter would show him what happens when you mess with him like he did to Flash and like he'll do to anyone else who tries to come after him. After swinging for a while he finally came within sight of the warehouse that Tombstone had called from. He sprinted across the building he had landed on and jumped off of it, cracking the concrete roof beneath him. He once again shot a web, attached to a crane and he swung himself around it wrapping around the base of the crane, once he was low down enough he let go and landed on the ground.

This wasn't a stealth mission, he'd break in right through the door and show them how badly they'd messed up. Something that Peter noticed but put to the back of his mind was how usual the warehouse looked, while it wouldn't look strange to the average person Peter who had enhanced senses could see nooks and folds that didn't belong there, as if parts of the building remained unfinished.

He didn't care at the moment and he walked right up to a side door and kicked it open with enough force to launch the door off the hinges and into the room. Peter jumped inside the room attached to the ceiling, he'd knocked someone out with the door he launched but there were two people left in this entryway who were playing cards. The thugs were still standing up in shock at Peter kicking the door in and could only watch as Peter dropped down from the ceiling, he rushed them as they both tried to get their weapons out. Peter grabbed the first one by the face and applied a little pressure fracturing his orbital socket and causing the man to scream. He then spun around and threw him at the wall with enough force to crack it, needless to say, the man was out for the count.

Peter felt his head throb with pain again in the direction of the remaining thug, he turned quickly and saw the thug had managed to get his gun out and was clocking it back while he had it pointed at Peter. Peter grabbed his wrist and crushed it, he used so much force that his hand almost looked like it was about to come off, he then grabbed him by the throat lifting him against the wall "Where is Tombstone!!!" He shouted with malice.

The man was blubbering while he held his limp wrist in pain, Peter just cursed as he threw him to the ground. He walked across the room opening the door to what he assumed was the main warehouse, he felt himself almost throw up at the smell that assaulted him. The entire warehouse was filled with cages and inside all of them were children of all ages, he quickly approached one and saw that all the children were huddled inside the middle of the cage. He went to open the door and found himself whipping his hand back 'The cage is electrified, what kind of sick person does that' Peter thought to himself.

Peter knew he needed to save them, but that could wait until he got his revenge on Tombstone. But still, something inside urged him that this wasn't a good idea but he ignored it, however it gnawed at him enough that he sighed.

"Ned... are you there" Peter said as he pressed his finger to his earpiece, though moments passed and Ned did not answer.

"Ned..."

"Pete..." He was surprised that instead of Ned it was the voice of his girlfriend Gwen that answered on the other line.

"Gwen I-I... is Ned there" Peter finally got out as he didn't know what to say to her. 

"He's in the bathroom, he's been real upset since that... day" Gwen replied

"I need his help" Peter said, he heard Gwen sigh on the other end of the line.

"There is a warehouse full of children, they are being prepared to be shipped off to god knows where" Peter said before she could say anything else. 

"The cages are electrified, I need Ned to see if he can bring them down and get them out" he continued.

"Why can't you Peter? can't you just rip the door off" Gwen asked

"The charge is pretty high, I could probably do it but not for all of the cages, and besides I have to get Tombstone before he leaves" Peter said with a slight growl in his voice.

"Peter I think-"

"I'll send you the address, goodbye," Peter said before ending the call and taking his phone out, he didn't have time to argue with Gwen, Tombstone was here and Peter wouldn't let him get away.

Peter shot a web to the ceiling piling him up and zipping him over to the stairs, this whole building was massive it had to be around 5 levels and that was if there weren't any sub floors. What concerned him the most was the lack of guards, while he doubted any of the kids could escape their cages there should at least be a couple dozen guards for a place this big.

Peter walked up the stairs casually, he assumed that Tombstone would be on the top floor, and while that might be a slightly cliche belief it was usually spot on. Once he arrived at the top level a large double door blocked his way, he pushed them open and was surprised at how heavy they were.

What surprised him was a woman sitting behind a desk next to another set of double doors, this whole place looked like a waiting room ' What the hell...' Peter thought to himself as he walked inside.

The woman from behind the desk looked up and appraised Peter though she did so with no noticeable expression "Mr Lincoln will see you when you are ready" she simply said before going back to whatever work she was doing.

Peter couldn't help but feel shocked at the events transpiring, though what unsettled him the most was that Tombstone or 'Mr Lincoln' was waiting for Peter. With no other choice, Peter approached the doors and opened them, walking into the office.

"Ah if it isn't my current competitor, You never fail to disappoint me Mr Thief" The deep voice of Tombstone boomed out from behind his desk, the amusement in his voice pissed Peter off making him scowl.

"Stop calling me that! I am not your competitor, I am here to bring you to justice for what you did!" Peter shouted at him with clenched fists. Tombstone smiled, his pale face opened up showing large white teeth, he stood up and went to the large window in his office.

"I removed all of the guards from duty only leaving a few at the entrances, I wanted to see what you would do once you saw the product" he said as he held his arms behind his back.

"You didn't disappoint me either, the vigilante we've had to deal with these past few months would've rescued those children first and came for me after" Tombstone stated as he turned to look at Peter.

Peter gritted his teeth "What is your point!" He growled out.

"The point is I was right, you're not a hero or a vigilante, simply a rival" Tombstone said as he approached Peter.

"I had thought to eliminate you as I do all rivals, but seeing how you skilfully escaped my trap I believe your talents should not be wasted" his smile once again started to widen

"Instead... you shall work for me, your unique talents will be served well under my direction and you shall be well compensated" Tombstone stated

Peter laughed mockingly "Oh yeah? And why would I do that?" He asked

Tombstone lost his smile and suddenly Peter found himself sweating "Well if you do not wish to take my generous offer... it is back to Plan A" he said before grabbing Peter by the arm. Peter was caught off guard by how fast he was and wasn't able to avoid him, the slight pain he felt in his head before he was grabbed was starting to get annoying.

Peter jumped up and kicked Tombstone in the chest, however instead of the man flying back into the wall like he expected he merely grunted and brushed himself off. Peter's eyes widened as he saw Tombstone smile, Peter was then whipped around through the air and slammed into various pieces of furniture.

*THUD*

*THUD*

*THUD*

He was smashed to the walls and the floor and he even broke Tombstone's desk in half with his body, he managed to regain his senses and he shot a web at the ceiling to stop himself from being flung around, however, Tombstone's grip remained just as strong.

However Tombstone just grinned and Peter then realised his mistake, he just left himself completely open for Tombstone's fist to drive itself into Peter's stomach "GUAAH" Peter sputtered as the punch completely knocked the wind out of Peter. In all the time he'd had his powers he'd never felt as much pain as he had now, even when he'd been shot 'How is he so strong!' Peter thought to himself as he let go of the web he shot to defend himself.

Blocking Tombstone's second blow still rocked his bones, he grabbed onto the fist and lifted his body before kicking him in the face as hard as he could. This did a lot more damage than his previous kick and it made Tombstone lose his grip on Peter who flipped backwards and gained a bit of distance. Peter breathed heavily as he held his stomach, the pain from being slammed around and the blow to his stomach still throbbing "I won't let you escape" Peter said weakly, his confidence was shaken as he'd thought he could end this in one blow.

Tombstone wiped blood off his mouth and chuckled "You don't seem to understand your position... but you'll learn" he said as he walked towards the wall behind his desk pressing a button. Peter looked around as he heard an alarm sound out, there was also the mechanical clicking of gears and the screeching of metal "This warehouse is designed to stop a full-scale siege by the police department, even I have trouble getting through the heavy steel shutters. Point being, neither of us will be escaping" Tombstone said before he straightened his suit.

———————————————————

"What the hell is that sound!" Ned whispered loudly as he was working on a control panel in the warehouse trying to short out the electrics.

"I think we might be in trouble..." Gwen said as she saw steel shutters start to close at every entrance.

After Peter had called Gwen she told Ned about it and so they both decided to call the police as they couldn't get through to Gwen's dad. But no matter who they talked to they would be told to stop wasting time and that the warehouse in question was abandoned, the strangest part was how when Gwen asked for the officer's names they'd hang up. They knew what they were doing was dangerous but they couldn't leave these people to their fate, these conditions were inhuman, they'd not even been given a bucket to relieve themselves in. From what Gwen could see it was most likely they were taken out and hosed down as there were drains on the floor.

"Ned hurry up!" Gwen whispered to him as he opened the panel and was sorting through wires.

"This isn't easy Gwen, this system is top of the line, I didn't even know it was out yet" Ned replied as he scanned the panel, his whole body was sweating and his hands trembled, he recognised most of what he was seeing but some of it was completely foreign like it had been messed with, he could figure it out but he just needed time.

*CRASH*

They both looked up at the sound of glass shattering to see Peter flying from a window on the top floor and landing in one of the aisles of cages.

"Pet-" Gwen tried to shout but Ned put his hand over her mouth to stop her from giving away their position.

"We need to focus on this, Peter can take care of himself" Ned whispered before turning back around and focusing on the panel.

———————————————————

Peter whimpered as he felt his entire body throbbing with pain, it was like how it was before he had gotten his powers and he was on the other end of one of Flash's punches. He looked up to see Tombstone jump out of the window and land on the ground floor shaking the earth as he did.

Peter got up and roared as he ran towards him he shot a web at his body before yanking himself closer and punching him full force in the face, he knocked Tombstone back a few feet but other than that there was no noticeable damage "Your punches are strong but I'm afraid that you'll need to do better than that" Tombstone said with his signature cold smile. Peter growled before jumping up aiming to hit him again, however, Tombstone grabbed his fist and punched him in the stomach "It seems that I have been a less than adequate teacher, you've yet to learn the lesson I wish to impart" he said as he dragged Peter to one of the cages.

Tombstone drags Peter up to his eye level "Here is your first lesson" he said before slamming him against the electrified cage.

"AHHHHHHHHH" Peter screamed as he felt the electric current run through him, he'd never felt anything as painful, he didn't know how they could run so many volts through the cage as it would kill a regular person if left too long. Tombstone just watched and smiled, and he then stopped holding him against the cage, Peter's body was smoking and his outfit was charred nevertheless he hadn't given up yet and he brought his fist down on Tombstone's hand, he could be the slight crack in one of his fingers though the man himself didn't react.

He let Peter go who backed up from Tombstone nearly tripping in the process "Did you not learn your lesson? Then I suppose I will teach it to you again" he said as he approached Peter.

Peter tried to shoot a web out at the man but when he did nothing came out, when he looked at his web shooters he saw their spark, it seemed the prolonged electrical current shorted them out 'SHIT!' Peter thought, he barely had time to dodge Tombstones fists as it sailed over him, his body was sluggish and while he was a lot faster than Tombstone regularly he'd taken a lot of damage so the large man was able to bridge the gap.

Peter couldn't avoid the kick that came to him after he ducked underneath the punch, it launched him into one of the cages and he was once again electrocuted "I can tell you are young" Tombstone said as he punched him again hitting him into another cage.

"I was once the same as you"

*THUD*

*ZAP*

"When I realised I was different I too thought that I would stand on top"

*THUD*

*ZAP*

"But I was quickly put in my place and taught the lesson that everyone must learn"

*THUD*

*ZAP*

"And now I teach this lesson to you, though very soon I doubt you will have much use for it"

*THUD*

*ZAP*

"This is the Kingpin world and we just get to live in it"

*THUD*

However when Peter was knocked into the next cage he wasn't electrocuted, nothing happened at all, the shutters also started to lift as the lockdown was bypassed somehow "Mmm it seems someone is meddling where they shouldn't, but no matter, I shall deal with it after I've dealt with you" Tombstone said before reaching into his pocket, he took out black leather gloves that had metal on each knuckle and claws on the ends.

"Do you like these? They are worth nearly half of the product in this warehouse and they were given to me as a gift by the Boss" Tombstone said as he grabbed Peter by the arm, Peter was hanging onto the cage to stop himself from falling, Tombstone punched Peter in the face the blow splattered blood all across his fist and the floor.

"Vibranium, a rare metal, I believe Captain America's shield was made from the substance but please don't quote me on that," Tombstone said as he landed another blow.

Peter's confidence had long since broken and he was now in fight or flight mode, he backed up from Tombstone but his body was too weak to make any significant distance "Get away!" Peter shouted as he fell to the ground, he pushed himself backwards on his hands and legs trying to get away from the large imposing figure.

Tombstone smiled "It truly does fill me full of joy when someone learns from me, I'm sorry you won't get to use this newfound knowledge" he stepped over Peter and crouched down.

*THUD*

*THUD*

*THUD*

*THUD*

He starts to rain down blow after blow with his vibranium-enhanced fists "Mr Lincoln, I caught these two trying to open one of the cages" The guard that Peter had knocked out before had managed to capture Ned and Gwen, had a gun pointed at them as he led them towards Tombstone.

Tombstone stopped pummelling Peter and stood up, Gwen had to cover her mouth to hold her terror at the state Peter was in "Ah so you two are my troublemakers, I did not expect you to be so young" he then looked closely at Gwen who wasn't focused on him at all "I see, so you two are friends of Mr Thief over there" A wide smile formed over Tombstones face.

Peter had managed to push himself up from his back and saw that Ned and Gwen were there, his heart went to his mouth at the sheer terror he felt at that moment "What're you doing here!!!!" Peter shouted in horror.

Tombstone smiled "It seems Lady Luck is on my side today, as she has given me another opportunity to teach you a valuable lesson"

Peter could only look at Mr Lincoln in fear "Mr Lincoln please-"

A loud booming laughter echoed from Tombstone "Oh? It's Mr. Lincoln now, only a few hours ago it was Bastard"

Peter was scared, he was scared of Tombstone, he wanted to run away and escape, he wanted to save his friends, he wanted to save the kids in here, but he couldn't do anything "Please stop" Peter said weakly as he pushed himself to his feet.

Tombstone smiled "Pick..." he simply said as he stood there with his hands behind his back.

"W-What.." Peter replied not fully grasping what Tombstone was asking

"You heard me pick one of them, or it will be both," he said again his face not changing.

"Peter pick m-" Ned tried to shout

"SILENCE!" Tombstone boomed out loud enough to hurt Peter's ears.

"You have 10 seconds to pick or I will do both of them," Tombstone said as he stood there, Peter's heart was racing, what could he do, he could barely move and his web shooters were fried "P-Please don't make me," Peter said weakly as he felt tears leave his eyes.

"5 seconds" Tombstone simply said in reply

Peter felt his desperation reach new peaks as he tried thinking of any solution, but he came up short and had no choice but to give into this sick game "Ned... I-I choose Ned" Peter whimpered out.

Tombstone chuckled "I thought you might, you are at that age after all," he said before walking behind Ned. He grabbed onto his neck from behind and held him in place, and with one swift motion he grabbed his arm with his other hand and ripped it off

"AHHHHHHHHHHH" Ned screamed in pain as he felt his entire arm get removed by sheer force. However, Tombstone wasn't finished and he switched hands and grabbed his other arm ripping it clean off making Ned scream even more.

He then held Ned's head forward "Look at your friend, look at what he did to you," Tombstone said before he reached his hand to Ned's stomach and ripped it open using the Vibranium claws on the glove. He finally let Ned fall to the floor before stepping on his head and ending his life.

Peter just watched, he was lost for words, he had just seen his best friend mutilated and murdered and the last thing he saw was the tears coming from his eyes as he looked directly at Peter. He threw up on the ground straight in front of himself as the stench of Ned's blood filled his nostrils "This is the second lesson I learned Mr. Thief, in our life we have no close friends" he said as he wiped the blood off his gloves.

Gwen was shrieking as she fell to the ground weeping for her dead friend. Peter watched as Tombstone reached into his suit jacket and pulled out a large revolver, he then aimed it towards Gwen "You told me to choose!!!" Peter shouted as he reached for Gwen.

Tombstone looked at Peter "I did... I told you to choose which one would die like that" he said as he gestured to the mutilated corpse of Ned.

Gwen looked up from the corpse of their friend and looked at Peter.

"I love-"

*BANG*

Her body hits the floor before she can finish her sentence, Peter can only stare in shock and disbelief as in the space of 5 minutes both of his best friends had been murdered.

"I can understand how you must be feeling, but take some relief in the fact that you will be joining them soon," Tombstone said as he pointed the gun towards Peter.

Fear, anger, desperation and the will to survive all rushed inside of Peter at once and so he did the only thing he could think of and tried to run. Tombstone smiled as he saw Peter turn around in an attempt to escape, but that smile was quickly wiped off his face when he saw Peter disappear into thin air.

"Where did he go!" Tombstone shouted as he looked around, he started firing shots at random as he approached where Peter was.

"THIEF!!!" He shouted as he looked around, little did he know Peter was in front of him, he noticed that he'd turned invisible though instead of standing around gawking he quickly ran as fast as he was able out of the warehouse while Tombstone raged behind him.

'Gwen, Ned I'm so sorry'

(AN: yeah chapter is finished, this is basically my replacement for Uncle Ben, his best friends both died and it's his fault, this paves the way for him to become Spider-Man, anyway next chapter is the last one in the prologue arc, hope you guys have enjoyed this, let me know what ya think)

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