Today was the big day of the Midtown Manhattan High School trip to the Genetics Lab at Empire State University. While most were there to get out of classes, a select few were there to learn the wonders of science.

Peter Parker, nephew of Ben and May Parker, was a "text book nerd", and was beat on constantly by his more popular peers. Gwen Stacy, best friend of Peter, was also dubbed a "text book nerd", but wasn't pushed around as much. And then there's Harry Osborn, son of Norman Osborn, and eventual successor to Oscorp.

But on this day, a fourth individual would be introduced to their lives, and their fates intertwined in ways unimaginable.

At that moment, Peter and Gwen stood by one of the tanks at ESU. Inside was a medium-sized green lizard.

"Isn't this exciting?" Gwen asked as the lizard flicked its tongue.

"Sure. If you liked things that crawled out from under a rock," Flash Thompson, quarterback and residential bully for M3 said as he tapped the glass, slightly agitating the lizard inside. "Or if you are one. Hahahahaha."

"If you're going to insult my intelligence, you should at least have the decency to get your facts straight," a voice said from behind them.

Flash, Liz Allan (who was holding his arm), Peter, and Gwen all turned around to see a boy around their age. his hair was bleached-blond, his eyes a light blue. He wore a black shirt under a white lab coat that nearly touched the floor, his sleeves rolled up past the elbows as he took notes down on a clipboard.

"And just who the heck are you?" Flash asked the lab coat-wearing boy.

"Benjamin," the boy said. "So who the heck are you?"

"I'm Flash Thompson, quarterback for the Midtown Manhattan Magnets," Flash said confidendly.

Benjamin yawned. "Don't care."

"Phft. Yeah, whatever," Flash said as he walked off. "Know-it-all geek."

"Thanks for that," Peter said as he held out his hand to Benjamin.

"It wasn't any big deal," he said as he finally took Peter's hand and shook it. "I just can't stand empty-headed jocks like him."

"I haven't seen you before," Gwen said. "Do you go to Midtown High?"

Benjamin shook his head. "Nah. I'm home-schooled, although I work as a Junior Lab Assistant with Dr. Connors and my parents, Dr. Eric and Dawn Reilly, here at ESU."

"Oh, that's cool. My name's Gwen by the way, and this is Peter" Gwen said. "It's nice to meet you Benjamin."

"You don't need to be so formal. You can just call me Ben," he said.

"Funny, my uncle has the same name," Peter remarked.

"Must be a coincidence," Ben said as he took a few more notes on his clipboard. "Maybe I'll see you later. Enjoy the rest of your tour."

With that Ben walked off into the lab, and Gwen walked over to the center of the lab while Peter continued to look at the lizards.

"And over here we have ESU's collection of spiders," Martha Connors, wife of Curt Connors explained motioning to the 3 by 5 case tank. "All genetically altered to combine the most impressive traits from multiple species into... fifteen super spiders."

"Um. There are only fourteen," Gwen pointed out as she looked at the middle tank. "One's missing."

"Oh. Hmm. My husband must've removed it for further study," she said as she looked at the empty tank also.

At the same time as Peter looked at the lizards, he felt something light scurrying across his hand. He looked down at it and saw a small spider with strange red and blue coloring on its body. The next moment it bit down into his hand.

To answer this question right away for any of you Spider Man veterans out there before you ask: Ben Reilly is NOT a clone in this story. In this story he is a natural-born human (who is NOT clone-related).

Dr. Eric and Dr. Dawn Reilly are OCs for use in this FanFic. Oh, and I guess Ben Reilly in this story too since he isn't a clone this time around (though I suppose he'd be an OOC in this instance).

Anyway, sorry to cut the chapter short, but I just thought I'd leave a little cliffhanger.