Hello, Fanfiction Readers! I found out that Marvel had made an Amazing Spiderman game that was pretty cool. It had an original plotline, made you feel like Spiderman, and had an awesome Stan Lee cameo. It struck me as being Marvel's answer to the Batman Arkham series, and the resulting crossover practically wrote itself. That said, you should probably watch the amazing Spiderman movie or play the game to help visualize some of Spiderman's moves. I do not own Marvel, Columbia, Beenox, Warner Brothers, DC Comics, Rocksteady, Activision, the Amazing Spiderman, or Batman. I only own copies of these respective games. Oh, and this takes place during the events of Arkham Asylum, so slight AU.

Atop a crumbling building, a red-and-blue costumed character comes to, rubbing his aching head.

"Oww, my head… what happened?" the webbed wonder asked, as he forced his aching body into a standing position. "feels like a hangover mixed in with a couple thousand gigawatts" Spiderman looked about his surroundings, trying to discern his location.

The grim, semi-archaic looking cityscape greeted him, with moldering brick building after moldering brick building. He couldn't find the Oscorp building, though he did find a tall, modern looking building with the words "Wayne Enterprises" glowing on its side.

"Toto, I don't think we're in Manhattan anymore." Spidey quipped as he took in his surroundings. "Heck, I'm not too sure I'm even in New York anymore!" he peered over the side of the building he was on, trying to find some indicator of where he was, when suddenly a jet-black vehicle that was clearly custom made zoomed past his location, followed by several police cars.

"Well, hello…" Spiderman said, leaping after the convoy, "where you going, little buddy, this spider wants to play" shooting a web line, the webbed wonder swung himself onto the nearest police car. leaping from police car to police car, Spiderman made his way to the black vehicle.

"Is that a jet engine in the back?" Spidey exclaimed, "that cannot be legal!" shooting a web-line, the webslinger flung himself onto the roof of the vehicle. He crawled up the vehicle and flipped onto the hood, surprising the masked man driving it.

"Hey pal, what's the rush?" the wall-crawler said, shooting web fluid onto the windshield, "I don't know about here, but where I come from we have these things called speed limits"

The caped crusader narrowed his eyes. Some red-costumed character was sitting on the hood of his car, trying to blind him with some kind of adhesive. The Bat didn't know who this man was, but he wasn't going to risk losing the Joker, so he pushed a button on the dashboard. a pair of twin guns popped out near the headlights and aimed themselves at the interloper.

Spiderman's spider-senses triggered, and he flipped back onto the roof just in time to avoid the rapid firing pellets.

"Woah!" the webhead exclaimed, "I think I've overstayed my welcome"

Leaping back into action, Spiderman landed between the guns, waited for them to aim at him, stuck both of them in place with his webbing, and backflipped out of the way as they fired again.

"That takes care of that," Spidey said, and started to web up the windshield again when his spider-sense started tingling all over. He looked around, trying to pin the source of it when suddenly a jolt of electricity surged through him. Crying out, he leaped away from the car.

"You embedded electrodes into the body?" Spiderman marveled, webswinging alongside the vehicle "Ok, I'll give you props for that" he slung himself back onto the hood "but I'll bet that uses up a lot of power" he said, rising to his feet, "you probably needed a second battery to build that kind of charge." He started spraying the windshield again. "and I'd wager that battery needs time to charge before you can do that again."

Batman's face morphed into a scowl. This guy just won't give up! He set the car on autopilot; the windshield was becoming too covered to see out of. This guy appeared to be using some sort of variation of Killer Moth's cocoon gun. If that was the case, he couldn't stay in this vehicle. Pushing another button on the dashboard, he was ejected from the vehicle. Grabbing the ends of his cape, he glided after the Batmobile, but it quickly lost him. Landing on a nearby building, he activated his comlink.

"Oracle," he said, "someone stole the Batmobile; covered the windshield with some sort of adhesive"

"Killer Moth?" Barbara Gordon suggested.

"No, someone else" Batman corrected, punching buttons on his wrist guard "I'm sending a description of him, see if the Batcomputer can identify him."

"On it," Oracle said, "need anything else?"

"No," the Dark Knight replied, punching more buttons "I'm tracking the Batmobile now; I can't risk losing the Joker"

Back at the Batmobile, Spiderman slipped into the vehicle. He couldn't go after the driver; he needed to make sure the driverless car didn't spin out of control. Grabbing the wheel, he attempted to bring the car to a safe stop, but the car wasn't turning.

"it's not responding," the webhead growled, "he must have locked the controls somehow" he scanned the dashboard, looking for a way to unlock them.

"this car has autopilot?" he gawked, looking at a monitor. "Sheesh, this thing's got more features than Iron Man!"

He examined the monitor closely, trying to determine where they were headed.

"Arkham Asylum?" Spider-Man read. "Is that his secret base, or is he trying to break someone out?" He pressed some buttons on the dashboard, managing to disable the autopilot, but not before bringing up a live stream of some man dressed in a purple tuxedo and clown makeup sitting in handcuffs.

"Who's this bozo?" Spidey wondered. "Is he the guy being broke out, or…" suddenly the clown opened his mouth

"stand back, you fool, I've got a bomb!" the man exclaimed to seemingly no one. "Oh, right." The clown broke into laughter, and the Masked Marvel quickly realized the sounds were coming from behind him.

"Hold on, this clown's in the car with me!" Spiderman realized, the pieces starting to come together. "and judging by the bracelets, I don't think he's friends with the driver, which means…" he gasped, realizing his mistake. "I just interrupted a prison transfer!" he frantically started mashing buttons, trying to fix his mistake, when he realized they were approaching the asylum.

"Uh oh!" Spidey gulped. "No autopilot, and no way to stop this thing, we're gonna crash!"

Batman followed the tracking signal, using his line launcher to quickly zip through the city.

"Batman," Oracle spoke through his comlink, "I've checked the Batcomputer, the pentagon, the hall of justice, even the watchtower, and there is nobody matching your description on record."

"you sure?"

"Positive. I ran your data through each archive four times, broadening the parameters to include any age, gender, or species, and this guy simply does not exist."

"I see," Batman acknowledged, his brow creasing in contemplation.

"I've even checked the GCPD records and local newspapers to see if there were any recent events or incidents that might be linked to your new playmate"

"And?"

"Nothing, no mysterious disappearances, no lab accidents, or even anything that could have caused a lab accident, the closest thing I could find was some weird storm"

"look into the storm," Batman ordered, "It's our only lead so far. I'll see if I can get him to tell me where he came from"

He reached the vehicles location, which, surprisingly enough, was at the Asylum. Even more surprising was the fact that it was suspended vertically in midair in what looked like a giant spider-web, the jet engine sputtering.

He swooped over to their location, his mind scrambling for an explanation. He approached Jim Gordon to see if he could offer any insight to this.

"Any idea what happened here, Jim?" he asked. Jim started a bit, then turned around to face the caped crusader.

"Not a clue," the aging commissioner admitted, wiping his brow with a handkerchief, "Some red guy flew out of the car, flung it into the air, then, almost simultaneously, he shot out that web to catch it."

"Shot out?" batman questioned. "he didn't weave it?"

"If he wove it, he'd have to be the fastest weaver I ever saw," Jim said, popping his back with his hands, "I'm telling you, it was nearly instantaneous, the whole thing! Such strength and speed just isn't humanly possible!"

"So metahuman, then." Batman frowned, not liking this new development. Metahumans were incredibly difficult opponents, their abilities making them unpredictable, especially during the first encounter. Somehow they always wound up having an additional ability he didn't expect. "Where is he now?"

"Not sure," Jim shrugged, "as soon as we pulled up he swung into the shadows on a web."

"Joker?" Batman asked, grimacing at the thought of him escaping in all of this.

"Still inside the Batmobile," Jim said, pointing up to the vehicle "my boys can't reach him, and we can't cut the car down, stuff's invulnerable."

"I see," Batman said, pulling out his grapple. "I'll get him; our mystery man will have to wait.

Spiderman peered at the scene from his position, clinging to the beam of a nearby guard tower. The masked driver shot a line up to the car, climbing into the vehicle to retrieve the clown. The clown was going on about something, probably something to do with the bumps on his head. Spidey winced, in his haste to prevent an accident, he had forgotten that the clown wasn't wearing a seatbelt.

"I suppose I should probably leave," Spidey whispered to himself, "but this spider's just an itsy-bitsy curious about these guys" sticking to the shadows, the webslinger silently tailed the black cloaked man to a nearby building. An oversized mechanical door opened, and as the man dragged the clown inside, spiderman pulled off the cover of a nearby air vent and snuck in after him.

Wow, this chapter really dragged on, didn't it? I was originally going to have this chapter go on to the part where Joker escapes, but Spiderman's presence really slowed the scene down. Don't worry, the rest of the story will progress much closer to the speed of the game.