Peter slams his fist into the man's nose, blood painting his knuckles with a cracking noise. The man stutters backwards and shakes his head, blood and sweat flying off him like a wet dog drying itself. He lifts his head again and stares at Peter then runs at him like an angry bull, slamming his head into Peter's torso. Peter does not fall but grabs onto the other man's sides and flips him over his head. The man lands on his back and his head cracks against the sidewalk, bouncing once, twice. Peter stands prepared as the man stands once again.

"Holy Mother of God!" Peter hears the announcer screaming. "I've never seen nothing like this! I've never seen Mac take a beating like this!"

The bloody fighter spins his head around and stares at the announcer for a second, gritting his teeth as blood and sweat mingle on the way off his lip.

He turns around again and swings his fist at Peter, who catches it in the opposite hand. The man roars and swings the other hand, but it is snatched in the air again by Peter's other hand. The fighter's hands are trapped, crossed over eachother and caught in Peter's powerful grip. The man slowly turns his gaze to the men circled around them watching and sees them screaming and yelling and throwing their arms into the air. He turns his head back and without notice Peter slams his head into the man's bruised forehead, breaking him to the concrete below. More screaming and more cheering. The fighter tries to get up again, his knees wobbling precariously, his eyelids fluttering and his pupils floating from one side to the other. Peter slams his fist one more time into the man's jaw like a battering ram, sending him flying off his feet and back onto the ground 4 feet away. He stays on the ground this time and the onlookers cheer even more than before. The announcer holds Peter's hand into the air.

"How'd you do that, kid?" The man says, looking up and down at Peter's body. "You look so thin...but the way you fought Mac over there. Shit, man! With those skinny limbs and those fast moves, you...shit!..well, you reminded me of a spider, man!" The announcer still holds Peter's arm in the air. "And the winner, to all of our surprise, is...! Wait, what's your name, kid?" the man raises his eyebrows and drops Peter's arm.

"Well," Peter says apprehensively, his eyes turning and raising to the left. "Call me...call me the Spider-Man!"

"That's fuckin' dandy!" the man exclaims. "I'm Milo," he says, grabbing and shaking Peter's hand presumptuously. "Just Milo."

He smiles and raises Peter's arm again and the man yells "And our winner is...the astonishing, the sensational, the one and only, fucking amazing SPIDER-MAN!!"

The announcement is met with various words of shock and praise for the young man mixed with vulgarities and mostly smiles as the men look at Mac's fallen and bloody body.

"Don't be so damn, fucking happy, men," Milo smiles. "You all owe me some hefty cash for this fight. All of you." He puts his hand on Peter's shoulder and faces the men. "Now pay up."

"I'm sure he's fine, May."

"Ben, it's 10 o'clock and he hasn't even called yet. This isn't like Peter. What could he have been doing since school let out?"

"I don't know."

"I'll bet it's that damn Thompson kid. I'm going to call his parents."

"May, calm down. Flash is a bully, not a kidnapper."

"I know, I know. But this isn't like Peter."

"I'm sure he's fine."

"Maybe he's with Gwen Stacey."

"Maybe. Leave it to a pretty girl to make a boy forget his aunt and uncle."

"Yeah. He's probably with Gwen."

"I'll call her house. Don't worry, May."

"It's do dark outside, Ben. It's so dark."

"Here you go, kid," Milo says, stuffing numerous bills into Peter's pants pocket. "Here's your cut."

"Wow. Thanks!"

"How'd you like to make more?"

"Sure! That was easy."

The man laughs. "Good." He grabs Peter's arm again and holds it in the air. "He's already tanked the great Mac Gargan! Now who wants to take on the Spider-Man?!"

The men in front of them stay silent, until one man pushes through the crowd and steps into the circle.

"I'll take 'im," the man says, taking one more puff of his cigarette then tossing it on the ground.

"Willy Baker!" The announcer chuckles. "Well, well! This'll be a damn fine fight!"

Peter stares at his proposed opponent. He's big; real big. His tank shirt can barely contain his powerful muscles and his bare arms look as big and as strong as iron lamp posts. Peter's not scared.

"Place you bets, gentlemen!"

"He's not with you?" Ben speaks into the phone. "Have you seen him at all tonight? What? Not even this afternoon? ... Okay, thanks, Gwen. Please call us if you hear from him. Thanks. Good night."

Ben hangs up the phone and turns to May. "He's out there, Ben," she says. "somewhere. Alone. God knows where. God knows with who." Her neck collapses and she buries her head in her hands. "We've got to call the police."

"We can't file a missing person report until he's been gone for 24 hours."

"I don't care," May cries, picking up the phone with her shaking hand. "I want a police officer here NOW to find my little boy! I already lost his mother. I won't lose him too."

William Baker slams his fist into Peter's face, the force cranking his head backwards, only to be struck again when he springs back. Peter jumps into the air and pushes his hand onto Baker's head, leap-frogging over him and landing on the concrete. As Baker reacts and turns, Peter hooks him in the left eye, then cracks his fist into his nose. Baker quickly grabs his face with both palms and drops to his knees.

"AH! FUCK!" He yells. "My node! You boke my node!" Peter smiles and proceeds towards the fallen fighter. He kicks him in his face once more and twice in the gut. Baker grabs his stomach and falls further to the ground, his cheek scraping against the street, leaving a short trail of blood and ripped skin. Peter continues to smile and a slight chuckle escapes his thinly parted lips. Baker lifts his head and spits out a slew of blood. He stares up at Peter with tense and designing eyes and manages to shut his hand, his own blood squirting out of his closed fingers as he forms a fist. He lifts his hand and pounds it into Peter's kneecap.

Peter shouts in pain and lurches over to grab his knee. As he does, Baker gets back up on his knees and slams his elbow into Peter's abdomen. Baker glides his hand around the street and picks up a large piece of fallen brick. As Peter is hunched over, Baker hammers him in the back of the head with the brick. Peter quickly turns around and before he can raise his fist he is hit again by the rock, this time in the temple. Peter clenches his eyelids and opens his mouth wide without making a sound and grabs the side of his head. Baker swings his hand again but Peter swiftly grabs it in mid-air, holding the closed hand tightly. For a moment, Peter stares into his eyes maliciously, then squeezes Baker's hand so tightly that the brick inside is crushed to small, jagged stones. Every bone in Baker's hand cracks and shatters noisily and can be heard even over his echoing scream. Baker falls to his knees again, holding his shattered, unmoving hand in the palm of the other. Peter grabs the man's neck tightly and lifts him two feet off the ground. Baker sweats and shakes and stares below into Peter's cold eyes.

"Y--You ain't normal!!" He blurts out, spitting out small droplets of blood and saliva as he does. Peter pulls back his arm and throws Baker across meters of concrete into a brick wall, where his shoulder crashes into the facade. He lands face down in a growing pool of his blood. Peter stands proudly, though he had nearly forgotten that there were dozens of people watching him. Milo walks up behind Peter and puts his hand on his shoulder.

"Fuck, man," he says. "Fuck. That was damn harsh."

"Sorry," Peter mumbles.

"Don't be sorry. It's been a damn long time since it's been this exciting around here. It's always fucking the same. Right hook here. Kick in the balls there. Ends with a pussy falling over 'cause of a damn broken nose." The man cocks his head to look at the men around him. "Pussies. You're a real man, you skinny fuck."

"Thanks," Peter says, lowering his head and grinning.

Milo turns back to the crowd. "Now which one of you assfucks wants to test yourself against the Spider-Man?!"

"Fuck that, Milo!" One man yells back. "Willy's already beaten all of us cold and we saw what that fuckin' kid did to HIM!"

"We ain't fuckin' stupid!" Another man yells.

One man walks out of the crowd and approaches Milo. "Listen, Milo, you dickless fuck," he shouts, pointing his finger in Milo's face. "Me and the rest of the boys here ain't gonna throw away our fucking lives going against this shithead over there."

"Calm down, Risso," Milo raises his open hands, trying to ease the man.

"Either you get rid of 'em...or we take our bets somewhere else."

"Fuck," Milo rolls his eyes. "Fine." He turns to Peter and puts both his hands on each shoulder. "Man, I'm sorry. But business is business. I've got a family to feed so I've got to look out for myself, you know."

"Yeah, yeah," Peter nods his head, staring at the blood spattered ground. "I understand."

"Good. Here's your cash, man. Oh," the man reaches into his pocket and pulls out his fist, then shakes Peter's hand. "and here's a little consolation prize for getting kicked early."

"Uh, thanks," Peter says hesitantly, stuffing his hands into his pockets.

"Enjoy. Remember, I'll be here every night if you need me."

Peter turns around and walks away quickly, swinging his arms rapidly. As he continues walking, he is eventually swallowed by the deep shadows cast by the tall buildings. Behind him, Willy Baker opens his eyes and coughs. He uses his one available arm to slowly lift his head out of the red puddle beneath it, blood dripping from his brow. Two men rush to his side, grabbing his arms to help him up.

"Get away from me!" He shouts at them. "Just fuck off. I can do it myself." Baker stumbles to his feet precariously. He staggers across the sidewalk, mumbling and stroking the gun stuffed in his belt. He follows Peter into the shadows and disappears.

Peter soon stands across the street from his house, motionless. He stares at the building, focusing on the pacing silhouette in the living room window.

"They're pissed," he whispers to himself. "I'm in for it. And I don't need that shit now. I'll just sneak in my room and pick up some clothes. I'll sleep somewhere else tonight and deal with them tomorrow night. He runs across the street and quickly hops right over the porch and clutches onto the wall. He creeps up the wall with chilling ease and stops under his bedroom window, sliding the window open. He crawls in the dark room and sneaks across the floor and reaches for the lightswitch, but pauses. He retracts his hand, feeling oddly comfortable in the shadows. He crawls over to his dresser, pulling out a day's worth of clothes and stuffing them into his knapsack. Peter lifts his elbows a bit higher and lowers his ear to the ground. He can hear his uncle reassuring his fragile wife of Peter's safety; his aunt crying over the missing boy, then capriciously exclaiming how angry she is at him.

"Sorry, Aunt May," Peter whispers. "I'll explain everything tomorrow. But for now, I can't deal with one of your lectures. I need to get out and sort my head..." Peter reaches into his pocket and pulls out his clenched, nervous fist. "and maybe cheer myself up a bit." Peter opens his hand and reveals four pills to the somber, dim light. He picks out two of the pills and swallows them. He stuffs the remaining two in his pocket. "Well...here we go." Peter sits on the floor among the acute shadows for a few moments, then crawls out the window again, scaling the wall up to the roof. He walks up the high-angled surface to the very peak of the house and stands there with his back completely straight and his arms in the air. He leans back his head and takes in a deep breath of the cool air, smiling with a unique feeling of calmness. Looking down to the ground, Peter feels no fear of the fall. He quickly runs along the thin summit of the roof and when he reaches the roof's finale he hurdles into the air and lands perfectly on the summit of the adjacent house. He speeds across the roof and springs off onto the next, continuing all the way down the city block. When he reaches the block's end, he leaps into the heavy oncoming traffic of the intersecting street. He lands lightly on a speeding taxi cab, immediately springing off it and onto a Mercedes further down the street. He jumps off the car again and lands on another with his hands, flipping his body onto a different car.

He continues travelling the river of vehicles until he lands on the back of a transport truck, instantly attaching to it. He crawls onto the top of the truck's load where the driver can not see him and lies on his back, staring into the dark night sky. As the heavens above become just a mosaic of blurred black and white and the world around him a confusion of honking horns and the melding lines of high beams, Peter feels strangely at peace. Peter does not realize how long he is on the back of that truck, nor does he care. He knows that for the first time, he feels completely free and content...and for once, his mind does not feel like such a confusing place. For once, his own reasoning voice is the only one he hears.

May and Ben sit silently on their living room couch. Ben leans his elbows on his knees and dangles his hands between his legs, staring intently at the bead of sweat trailing down his knuckle. May simply stares at the wall that has become foggy and blurry through her tear-filled eyes. A knock comes to the door and May jumps to her feet and scuttles out of the room, running to the door. She unfastens the padlock and reaches for the knob.

"May, wait," Ben warns. "The police would have--" The door swings open violently, knocking May to the ground. William Baker barges into the house holding his gun in the air.

"Where is he?!" He screams, waving the gun. Ben runs to May's side and grabs her hand.

"Get out of our house!" Ben shouts at the man. Baker swiftly whips Ben in the face with his gun.

"I'm not gonna ask you again, you fuckin' limp-dick geezer. Where is Spider-Man?!"

"We don't know what you're talking about!" Ben is struck by the gun again.

"Don't lie to me! I saw him come in here. Fuckin' crawled up the wall like some fuckin' mutant!"

"Get out of here." May cries, rubbing her quickly bruising head.

"May..." Ben holds her hand more tightly. "I'll handle this." Ben stands up and slowly approaches Baker. "Listen, son. We honestly don't know who this Spider-Man is. So why don't you just leave now and we'll all forget this ever happened."

"Don't fuckin' patronize me, old man." Baker points the gun to Ben's stomach and pulls the trigger. The fleeting bullet drills through Ben's abdomen and pierces his liver. It ricochets off his vertebrae and slits his stomach, pouring out blood and bile into his body. Ben clutches his stomach and hunches over.

"BEN!"

Baker lifts the gun and fires again. The bullet bores into Ben's skull and is released into his brain. The metal tears through the cerebrum as ripped tissue swirls around the speeding bullet. It explodes out of the back of Ben's head, painting the man's light yellow walls with his cranial fluids. His limp body falls backwards onto the couple's glass-top coffee table, the impact shattering the surface to shards.

May screams incomprehensibly for her husband and jumps to her feet, lunging at her lover's killer. She slams her small fists repeatedly against his chest and screams in his face.

"I don't have the fuckin', time, lady." He pushes the cold gun against her abdomen and pulls the trigger. The force of the bullet pushes her against the wall and she falls to the ground, a trail of her blood following her down the wall to the floor. Baker lifts the gun again, but hears a car approach the house and stop outside. He looks outside the door and quickly notices the NYPD symbols decorating it. Baker rushes away from May and though the house, exiting through the back.

A lone police officer exits the cruiser and walks up the path leading to the Parker house and notices the open door. He continues precariously and slowly and nervously pushes the door slightly to enter the house. His gaze is instantly fixated on the blood-spattered walls, but his eyes soon scan lower and take in the whole scene.

"Oh my god..."

"Aunt May!" Peter yells, bursting through the door into the sterile hospital room. He stops in his tracks as he sees the frail old woman lying in her bed, staring blankly at the wall.

"Aunt May," he says again, approaching her slowly. "Are you okay?" He asks, putting a hand on her shoulder. She does not answer but retains her still, solemn look. "Aunt May...I'm--I'm so sorry. I should've been there. Should've been there to protect you. You...you and Uncle Ben."

"Peter," she finally turns her head to look at him. "Peter, why did he do this to us?! Why did this happen?"

"I--I don't know." He throws his arms around her and a tear falls from his eye. "I'm so sorry."

"The man was looking for somebody. Looking for somebody called Spider-Man. We told him that we didn't know. But he didn't listen...he didn't listen."

Peter pulls back from her bed. "Spider-Man?" he asks. His mind races but he can form no words.

"Yes," May nods her head. "Do you know what it means?"

"No, no," Peter shakes his head. "No."

A knock comes to the door abruptly and a doctor enters the room, staring at his clipboard. "Good afternoon, Mr. Parker," he greets Peter. "It's good to see you." He walks over to May's bed and hangs the clipboard on the end.

"Your aunt was very lucky, Mr. Parker. The bullet ruptured her pancreas and just barely missed her spine. We were able to repair the pancreas, but if the bullet entered a centimeter more to the left, she would have been paralyzed. We'll have to perform another surgery this afternoon to repair a small injury in the liver incurred when the bullet grazed by. It's not too serious, but the two surgeries will amount to some fairly costly bills."

"Peter," May says softly. "I don't know how we're going to pay for all this."

Peter leans beside her bed and kisses her on the forehead. "Don't worry about it right now, Aunt May. It' not your problem. I'll handle the bills."

"Peter...how?--"

"Don't worry about it now, Aunt May." He kisses her once more and says goodbye. "I'll see you again after your surgery.

That night, Peter perches atop a moderately tall apartment building in a wealthy neighbourhood, watching and examining the passing cars on the street below. He is dressed in black pants and a black sweat shirt. His hands are covered in black gloves. Peter sees a limousine drive past and immediately jumps to his feet. "We have a winner!" he exclaims. Peter jumps from the edge of the building to the next one, chasing the limo down the block. As the car slows, he stops on the roof of an apartment building. It is an old, early 20th century building that has, from the looks of it, been modified to act as the home for a single family. Peter crawls off the roof and slowly slides down the wall like a thick slime and watches the street below, hidden in the shadows. The limousine pulls up to the curb and stops, the back door immediately opening. A well-dressed man walks out onto the sidewalk. His face is refined, with a well-pronounced nose and tough jawline. He pulls out a silver pocket watch and hangs it in front of his face.

"It's quite late," he says, leaning into the backseat window. "My wife is expecting me." The man pulls out a stack of money and flips a few bills into his other hand. He hands them to a woman sitting in the back seat. "See you again on Monday morning, Elizabeth." The man leans into the passenger's side window in the front. "Please see to it that Miss Allen gets home safely. Thank you." The car drives away and the man turns around and walks up to his front door. He sticks the key into its slot and fiddles with it for a moment. Suddenly, he stops and stares straight into the door for a moment, a bead of sweat forming on his temple. He slowly tilts his head upwards. He is shocked to see two unmoving eyes staring at him out of the darkness. The man is suddenly mauled from above as Peter lunges on top of him. The two men stumble down the stairs and the well-dressed man slams against the concrete as Peter leans on top of him, holding his shoulders to the ground.

"Give me all that you have!" Peter shouts in his face, loudly enough to steal his attention but not enough to alert the sleeping neighbours.

The man clenches his eyes shut for a moment then opens them abruptly. "Fuck you!" The man spits in Peter's face. "Don't you know who I am?!"

Peter picks him up by the collar and stares at his face intently. "No," he says, accentuating the movement of his lips. "Should I?" Peter tosses the man to the ground.

Leaning backwards on one hand, the man dusts his clothes off. "I'm Nor--" He is cut off as Peter points out his wrist and slings a line a webbing at the man's mouth, gluing it shut. Peter yanks on the web, jerking the man onto the ground.

Peter casually walks over to him and leans close to his face. "One more time: Give me your money." The man lowers his brow and grits his teeth under the webs. "I guess we'll be doing this the hard way," Peter declares, picking the man up once again by the neck. He slams his back against a nearby telephone post. Holding him up by one hand, Peter rams his fist into the man's gut. He hits him again and again, spreading the blows across his torso. The man tries to scream but cannot and kicks violently and disjointedly, trying to break free of his mugger's grasp. Peter realizes that the man will not stop struggling. There is only one way to stop the man's striving and something inside Peter tells him what to do. The only way to stop him is to kill him. Slaughter him and take his money. Like a ghost in the wind, the deep, misty voice tells Peter exactly what to do. Peter smiles and forms a web around the man's neck, pulling on it tightly. The man grasps at the powerful, silky string, desperately trying to pull it away from his throat. Peter continues pounding on the man's abdomen. Inside the man's body, his organs consistently slam against eachother and begin to get softer. His large intestine bursts open, flooding his inner abdomen with organic fluid and incompletely digested food. The man's once speeding breath slows to a crawl as he slowly strangles to death and loses mass amounts of blood. Peter drops the man to the ground and straddles him, his hands exploring the man's bruised body. He glides his hand down the man's pants, touching all that he pleases. He notices similarities between this man's body and his father's. The voice rushes Peter along and instructs him what to do next. Peter retracts his hand and, still straddling the man, spreads out his fingers and places them tightly on the tender flesh of the man's gut. The man lifts his head off the pavement and watches Peter, shaking his head, pleading silently for mercy. Peter pushes down as hard as he can and his fingers pierce the man's flesh, boring into his innards. Blood floods out of the wound like water rushing from a broken dam, flowing and pouring over the sides of his body. Peter pulls back his hand and clutches onto whatever he can grab. He lifts his hand out of the man's gut, the intestines wrapped around his fingers. Peter tosses his hand to the side and the bowels slosh against the sidewalk. As the man watches his own organs splash on the ground, he passes out from pain and shock and lack of air, soon to die without pain. Peter moves up to the man's chest, as the voice tells him, and sits there. He leans over to the man's face and digs his fingers into his scalp, right below the hairline. He cuts and rips the skin with his powerful fingers all the way around the face. Peter grabs the man's ears and pulls away from the his head. The skin of the face tears completely off the skull and Peter stands above the man, holding his face like a trophy. Peter begins to laugh incessantly, but it feels odd. It feels like it is not himself laughing, but that the voice inside his head has finally broken free and gained a voice of its own. The voice takes control of his body and spins a web line that he holds in his hand. He threads the line through the bodiless ears and pulls and ties it tightly. Peter pulls the face over his own like a mask, the web wrapping around the back of his head, holding it in place. The flimsy ears are pulled upwards, pointing at the top. The eyeholes hang sadly, while the lips are pulled upwards like the ears, forming a freakish, devilish smile. Peter walks up to the man's house and stares into the window, examining his reflection. He begins to laugh even louder, as his inner voice has finally escaped and won its own identity. He is malicious. He is monstrous. He is a Goblin.

Next Issue: Peter is completely overrun by the voices in his head, but can the memory of his uncle help him break free? Will his newfound addiction prove to be his downfall or his salvation? Plus, how does Peter's mental condition affect those around him?