Along Came a Spider-Mage

By Stargatesg1fan1

Disclaimer: I own nothing of Harry Potter, Marvel, or any other recognized universes or characters within. I would never have killed off Peter Parker.

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Chapter 1

The first thing Harry noticed about the universe he was entering as he slipped out of a higher dimensional layer of the multi-verse was an array of bright colors his senses could now perceive. The coloration gave everything an exotic look. It took the wizard a few moments to realize exactly what it was he was now able perceive. The entire universe was animated as it was known back in his home reality. The second aspect of his new universe that drew Harry's attention was a drawing sensation like he was being called to go somewhere.

Harry recognized he was on Earth but other than the fact that his energy essence was flying over an ocean he didn't bother checking his exact position before phasing to his new location. The teleportation skills of wizard-kind had come a long way since the days when they referred to their transport ability as apparition. Phasing between dimensional layers was much less startling and easier on the system. One moment Harry was over that ocean and the next he found himself over the buildings of Manhattan. Immediately the mage spotted the focus of what was drawing him to this place. A young costumed man was swinging from building to building on long strands of synthetic materials he shot out of devices attached to his wrists.

The brightly dressed teen suddenly seemed to perceive Harry because the teen veered in the wizard's direction. The warlock was impressed. This costumed teen would have to have above-human perception to sense the cloaked traveler. Harry flew down to the rooftop the costumed teen had settled upon and allowed himself to become visible.

Peter suddenly saw what his Spider-sense had been telling him was present. The image of a tall dark haired man with a perfect physique shimmered into view. The man looked better than the most handsome movie star Peter had ever heard of the superhero wasn't afraid to admit.

"Are you a Force ghost?" Peter asked. "Because you certainly look like a Force ghost, except a bit more solid," Spider-Man added.

"Judging from that reference and the level of technology I see around me I have a pretty good idea of the time period I'm in. Would you care to enlighten me on the exact year and your name young man?" Harry requested.

Peter Parker was no dummy and thought he knew the implications of these questions.

"I go by the name Spider-Man and the year is 2000," Peter answered. "What year are you from and what is your name?"

"Well Peter Parker," Harry replied, startling the superhero. "My name is Harry Potter and I'm from over a million years in the future relative to this time."

"How do you know my name? And surely you can come up with a better name than Harry Potter. He's a really famous wizard after all," Peter pointed out.

Suddenly all signs of movement stopped around Peter and a glowing bubble appeared around the rooftop the two males were talking on.

"Talking is so inefficient. I knew your name because you broadcasted it clearly for any competent telepath to hear young Peter. I am Harry Potter, just not the one you know from the books I'm picking up from your thoughts. Let me show you," Harry suggested before reaching out with his mind and proceeding to summarize his life for Peter.

Peter watched as this Harry Potter grew up showing a lot more intelligence than the one the superhero had read about in the books of his universe. Harry had married Hermione Granger. Together the Potter couple had discovered many secrets of magic. One of the couple's greatest creations was a method of conjuring a new body based off of the same principle Tom Riddle used to create himself a new body in the graveyard where his father had been buried. The difference was Harry and Hermione's technique had all black magic elements removed and only required a powerful magician to use. This effectively made the Potter couple immortal.

Since most females naturally lived longer than their male counterparts Nymphadora Tonks and Fleur Delacour, two close friends of Hermione's, outlived their wizard spouses. When these spouses had passed of natural causes, Hermione and Harry propositioned the two witches with offers they simply didn't want to refuse. Hermione was quite the adventurous and kinky witch. The offer consisted of Nymphadora and Fleur sharing Harry and Hermione's bed in exchange for being kept alive, young, and healthy for so long as they desired. The two beauties accepted the deal. For over a million years this relationship grew and flourished.

During this time humanity had begun exploring space in earnest, expanding out into neighboring star systems. Humanity advanced rapidly. Wizard-kind also advanced at the prompting of its most famous and one of its eldest members. Under the guidance of the immortal Potters enchantments, potions, and spells the likes of which were unimaginable before the Potters were born were created. Even non-magical technology was incorporated into the magical education system and the field of technomancy flourished. Humanity even encountered other sentient species in their local arm of the Milky Way galaxy. But when humanity explored further they encountered a race the likes of which they had never wished to meet.

The Karisiam were an advanced warlike, expansionistic, and overall aggressive species. It was the Karisiam Empire's wish to subjugate Humanity and add the Earth based species to its Empire. Naturally Humanity did not take kindly to this. A deadly Karisiam attack force drove into the heart of Humanity's territory and struck at Earth. Wizard-kind had no choice but to reveal itself because the non-magical portion of Earth's population, despite all of their advanced technology, would have proven insufficient to defend Earth. With the power wizard-kind wielded Humanity stove off the attack and destroyed most of the attack fleet, the rest fleeing.

In that day and age many of the non-magical technologies performed quite a few of the functions that could be carried out via magic. Because of this it wasn't too hard for the non-magical population to consider the newly revealed wizard-kind as just an evolutionary divergence of humanity with some extra abilities. Harry, as the eldest wizard alive, was called upon to represent and lead his people in the war with the Karisiam. For fifty-two long years the immortal mage waged war with the Karisiam Empire in space. The sorcerer saw his mates infrequently during those times but when a being has lived over a million years a few decades apart simply made a person appreciate their mates all the more. Plus the separation was made easier by long distance telepathic lovemaking that was as intimate as any sexual contact if not quite as fun.

Harry had not been on Earth during the second attack. The Karisiam had managed to assemble a fleet ten times the strength of their previous attack. This fleet was also much more used to combating magicians. Earth was glassed and a weapon was deployed which destabilized the system's star, rendering the solar system of Harry's birth uninhabitable.

A grief stricken Harry Potter had put his powerful mind to good use seeking a plan to exact retribution against his enemies. The immortal soldier partook in one final mission, enacting a final solution to stop the Karisiam species. Harry had conjured himself a Karisiam body and had practiced inhabiting it. Then the mage had taken a captured stealth ship to the Karisiam home-world. Using all of his skill Harry had managed to phase down to the planet and raid the Karisiam database for any knowledge or information not previously obtained in raid missions on enemy forces. There were eleven layers of reality that the advanced races of Harry's Earth had discovered so far. Wizard-kind was able to access these higher dimensional layers and draw energy from them. The first eight dimensions were unique to each universe within the multi-verse. The highest three dimensional layers pervaded the entire multi-verse and were common to all universes. The ninth layer, the lowest of the three common layers, was the highest so far Harry and his mates had been able to phase through.

But that did not mean wizard-kind couldn't interact with layers ten and eleven. It was the eleventh dimension, the highest, that Harry and his mates had been able to carve out their own little unique regions of pocket space where spacetime was curved into a closed mini dimension only accessible by themselves or those they allowed in. These pocket dimensions were great for storing things. This was where most of Harry's possessions and data storage devices were kept.

It was through the ninth dimensional layer that Harry achieved the defeat of the Karisiam Empire. Harry, Hermione, Nym, and Fleur had discovered that as a magician aged they naturally grew more powerful with a greater capacity for wielding arcane energy. The Potter quartet's power levels had increased exponentially from their base capabilities in their younger days. Each could have easily passed for a deity of myth in their own right but Harry was truly special. The defeater of Voldemort had started out leaps and bounds ahead of his mates. The sorcerer had used that great power and reached through the barriers between universes into a reality that was anti-matter dominant. Unlike most universes in the region of the multi-verse Harry and Peter inhabited, the universe Harry had reached into had early on contained much more anti-matter than normal matter. During the mutual annihilation of the two opposing types of matter the left-over matter type had primarily been anti-matter which is what the stars and planetary bodies were comprised of.

Harry summoned a moon out of this anti-matter universe and enclosed it in a telekinetic barrier to keep any normal matter from his universe contacting it until he was ready. Then the moon was enlarged with an enlarging charm until it was the appropriate size for what its possessor had calculated. Harry then broke the small planet apart into the correct size chunks while he used a micro-wormhole generator (micro referring to the generator's size, not the wormhole's diameter) to open up dozens of wormholes to strategic locations throughout the Karisiam Empire. The telekinetically controlled chunks of anti-matter hurtled through the wormholes to carry out the mission of their controller. As he sensed the destruction of the many worlds which held the might of the Karisiam, the eldest Potter drew the last and largest chunk down on the world he was standing on. The Karisiam home-world disappeared as matter and anti-matter mutually annihilated each other as their combined masses were converted to pure energy.

Harry released the hold he had on the Karisiam shell he had hated so greatly and phased through the dimensional barriers between universes in search of a new life and adventure.

"Wow," Peter said as he felt the wizard draw back from mental contact. "You're so much…greater…than the Harry Potter I have read about. Your mates, you have been with them for over a million years. I'm so sorry you have lost them."

Harry displayed a wry smile as he answered, "Oh I don't think I've entirely lost them. If I know my three beauties, and I should after a million years together, they escaped the destruction of Earth into the multi-verse. I'm sure they are out there somewhere. The problem will be finding each other again. We have never actually gone out in the multi-verse. It was sort of a more recent development and so we hadn't really explored and developed navigation. I just picked this universe at random and then felt drawn to you. I think we'll find each other again someday but we are immortal so there is no rush."

"Why do we feel drawn to each other?" Peter asked, also sensing the draw now.

"I think if I was born in this universe I would have been born Peter Parker. If you were born in my universe you likely would have been born Harry Potter," the reality traveler explained.

"Is that why you are telling me all of this?" Peter asked.

"That and I have a proposal for you. I'm old Peter, so incredibly old even if I don't look it. I need some new excitement, new adventure, in my life. You on the other hand are young, fresh, and have a need for experience. I have the capability of merging our essences into one being. We would be the sum of our parts and so much more. Our personalities would be an equal mixture of the two of us. Peter…," Harry began with a pained look. "I caught a glimpse of your possible and likely fate when I was in contact with your essence. My mates and I have developed limited Sight abilities throughout our lives. I don't think alone you will survive to your sixteenth birthday."

"Oh damn," Peter declared as he instinctually sensed Harry was being truthful. Not once had Peter's spider-sense signaled warning or alarm in the powerful ancient's presence. "I suppose there is only one option for me in this situation."

"There are no guarantees in life Peter. But I think it is likely what I have sensed is accurate," Harry replied.

"Then I accept. What do I have to do?" Peter questioned.

"Just stand there," Harry assured before flying forward and into Peter's body.

The two essences began to merge immediately. There was no spell for this. It was a pure effort of Harry's will and power as he forced his and Peter's minds, consciousnesses, and their very souls to combine. What looked like lightning but was actually higher-dimensional energy began to crackle and discharge within the time dilation bubble Harry had erected. Minutes later it was done. The combined hero now stood from where he had been kneeling on the rooftop, actually steaming from the heat his form had been generating. With a wave of his hand the time dilation bubble vanished. Then the spider-sorcerer was gone.

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Harry sensed his Aunt May, his mother's sister, sitting waiting for him in the kitchen of their home in Queens the moment he phased into his room. The superhero didn't bother changing; only removing his mask as he walked downstairs and into the kitchen.

"Peter, why are you wearing that costume?" May demanded. As he projected a calming charm towards the attractive fifty-two year old woman Harry leapt to the ceiling and clung there with his spider powers before hopping down to a chair across from his aunt. "Oh," May said quietly in realization.

"I've wanted to tell you for quite some time. I just felt an instinctual urge to hide my secret. The only other person who knows is Mary Jane and she just found out days ago," Harry explained as he reached across the table and took his aunt's hand.

May didn't know what to think. She was angry at herself for not realizing the signs, a little angry at Peter for not coming straight out with the truth, and a mixture of entirely different emotions. May wasn't so old she didn't remember the ways of teenagers and knew they were a secretive lot.

"Was it that genetically engineered spider that bit you at Oscorp?" May inquired, the calming charm working wonders.

"Yes," Harry replied.

Suddenly realizing what had been all over the news that night May's gaze focused intently on her nephew, searching for injuries.

"You fought that horrible Doctor Octopus tonight. Are you hurt?" May asked as she stood and pulled Harry to his feet, seeing no sign of injury as she inspected his entire body.

May had always realized her nephew was a handsome boy but seeing him now in the skintight suit which showed all of his toned physique with its many rippling muscles really drove home how gorgeous Peter Parker was.

"I heal really fast," Harry assured.

Indeed, after merging with Peter any traces of injury were healed automatically by Harry's bio-net. The bio-net was sealed to the wizard's essence by runic arcane tattoos. Whenever Harry's essence inhabited a new vessel the bio-net followed. The bio-net was a network of nanites which interfaced with their possessor's system to enhance everything. The nanites were powered by arcane energy and were capable of manipulating reality at their possessor's command and the command of the advanced AI entity the bio-net came equipped with. Harry's bio-net AI, Lily, was a mixture of the personalities of his three beautiful mates. Through the bio-net Harry and Lily could interface with every piece of technology they had come up against to date. Through the runic tattoos an endless supply of nanites was available stored in the possessor's pocket dimension. The tattoos could open up micro sized wormholes to and from the pocket dimensions.

"You do seem to," May agreed, recalling the beating Spider-Man had taken early on in the fight against Octavius. "I don't like the idea of you fighting these evil men at all, Peter."

"I have to, Aunt May," the wizard asserted as he wrapped the woman in a hug.

May melted into Peter's embrace, unable to help noticing and deriving pleasure from having his muscular body wrapped around her.

"I don't think I could go on if I lost you too, Peter," May suggested as tears rolled down her cheeks.

Harry pulled back and reached up to wipe the tears from this caring woman's eyes.

"You'll never lose me. I love you too much to leave you alone, Aunt May," Harry asserted.

May was touched deeply by the superhero's words and couldn't help but believing him when she started into those intense and intelligent brown eyes so like his mother's.

"I love you too, Peter," May replied before letting out a little laugh. "I was planning on grounding your butt for months. I can't exactly ground a superhero can I," she said rhetorically.

"You could try," Harry suggested teasingly. "But every time I am kept from going out there more people could be hurt and I might have been able to prevent it. I know I can't save everyone. But that doesn't mean I shouldn't try."

May was thoughtful and sobered by the fact her nephew had so much responsibility on his young shoulders.

"I'll help in whatever way I can," May said earnestly, determined to make sure Peter enjoyed himself and didn't devote all of his free time to saving people.

"I would appreciate that," Harry replied.

"You should have Mary Jane over after school tomorrow. But you should be getting to bed since this is a school night and it's getting quite late, or early now that I think about it. Go on up to bed," May urged.

"Good night, Aunt May," Harry said as he walked up the stairs.

"Goodnight, Peter," May replied as she couldn't help but notice how nicely the tight red tights showed off Peter's butt as he ascended the stairs.

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Harry actually no longer required sleep. Lily constantly monitored her wizard's condition and through her nanites adjusted his biochemistry to optimal conditions and levels. Lily could synthesize any chemical, compound, or component of the body within seconds. Harry always felt alert, awake, and refreshed thanks to his bio-net. The mage spent the night doing things that needed to be done after entering a new universe and finding a new home. The Parker residence received a powerful set of wards. Every computer system in the house received a colossal upgrade. While outwardly there were no immediate changes, inside the computer circuitry teemed with nanites controlled by Lily. Already the AI had uncovered multiple viruses designed to monitor Parker internet activity.

Lily was reversing the taps and monitoring several organizations which had an interest in the Parkers. It seems Peter had not been as discrete as he had at first thought. Several intelligence agencies were also monitoring the Parkers because of Richard Parker's (Peter's father) past work. During the night Aunt May also received a bio-net grafted to her essence. The AI would begin working on restoring the beautiful woman's insides to a younger healthier state, reversing the effects of aging. By the time May was let in on the secret of her nephew's much greater intelligence she would have the innards of a twenty year old woman and then her outward appearance could be de-aged in fairly short order. May would remain unaware of her bio-net AI for the time being but it would keep watch over her.

Harry had also spent time practicing with the physical powers his new form possessed. The reality traveler had been a fierce warrior in his old universe. Spider-Man pre-merger had been an untrained kid with some impressive physical powers. Harry knew every fighting technique the Human, Karisiam, and several other races that the Karisiam had battled possessed. In addition Harry employed techniques he had developed over his long life. The web-shooter devices Peter had come up with were ingenious but the materials to refill the cartridges were expensive. Through conjuration Harry could conjure the web lines and imbue them with whatever properties he desired. He could even enchant the materials to be nigh indestructible.

The sticking to walls ability could have been achieved through sticking charms. The strength can be achieved through a combination of gravity altering spells, weightless charms, blasting curses, and telekinesis. Harry was already realizing he could become far stronger than Spider-Man ever had been. The warrior wizard had already proved to himself that he could telekinetically alter a construct the size of a planet in his old universe. The effort had nearly killed him and likely would have if Lily hadn't been correcting the chemical imbalances in his body caused by the use of so much higher dimensional energy. It would take time and practice to determine normal operating limits for his strength but in times of dire need Harry was certain he could move planets again.

After a night spent doing all of these tasks, Harry was ready for a bit of fun. This was why the mage found himself in Mary Jane Watson's bedroom watching the young beauty sleep. MJ as she was known by her friends was a vivacious young redhead of sixteen years of age. MJ had only been sixteen for a couple of weeks. She also had a serious crush on one Peter Parker and Spider-Man as she now knew him to be. Peter had caused MJ quite a bit of sorrow and frustration. In fact, the mage could smell the byproduct of Mary Jane's efforts to relieve some of that stress in the air as well as spot the signs on her pajama short and shirt clad form. MJ had pleasured herself the night before and if the current dreams she was projecting were anything to go by then her thoughts had been of a certain spider-powered superhero.

Smut Scene Redacted (See Hpfanficarchive for Erotic Version)

Mary Jane cuddled with Peter for awhile after their pleasure had subsided.

"Peter, what are we? I mean am I your girlfriend or what?" MJ queried as she lay with her head against her companion's shoulder.

"I would dearly like you to be. I care for you so much, Mary Jane," Harry said quietly while staring intently into the redhead's light green eyes, a much gentler shade than the warlock's vibrant green of his birth form. "But there is something you have to understand about me. I crave sexual intimacy, more than any one woman can satisfy. Do you know how often I masturbate? Over fifty times a day, MJ," the sorcerer explained. "I can feel my desires growing stronger. That's why I came in here this morning and pleasured you. I don't want to hurt you but I also know my stamina would kill a single woman if she tried keeping up with it."

Mary Jane was silent for awhile as she absorbed this information. Harry had long ago developed a trick to deal with this situation. The mage had dealt with jealousy early on in his relationship with his three original beauties. Jealousy could be an ugly thing. It was also true that a sufficiently skilled witch or wizard could learn to mimic any type of power or ability they encountered given enough time. Veela had an allure which attracted sexual partners with great lust. Harry had learned to copy Fleur's veela powers and continuously put this lustful aura out at a low level when he so desired. Mixed in with this aura was an arcane construct which ruthlessly eliminated most jealousy. Low level jealousy was possible still because it wasn't completely healthy to eliminate every bit of one particular emotion but once that jealousy tried to take hold and grow stronger it was restricted. Therefore Mary Jane didn't have jealousy as a factor in her current decision.

"So what you are saying is I can be with you, be your girlfriend, but that I might have to share you," MJ clarified.

"Yes," Harry confirmed.

"I can live with that. But I expect to receive an adequate amount of your attention, Mr. Parker," MJ said with mock severity.

"Of course," the sorcerer agreed as he pressed his lips against his new girlfriend's ruby red mouth. "God you are so sexy."

"Already," Mary Jane inquired with a raised eyebrow as she felt her boyfriend's manhood erect and waiting.

"I warned you," Peter replied.

"Fine…but let's play in the shower," MJ suggested.

The two teens spent an enjoyable half hour in the shower. When Mary Jane had gotten her second helping of her new favorite protein shake she and Peter had separated to get ready for school. As he was about to leap out the window to return home Peter heard a cracking noise.

"Peter," MJ said in alarm while holding up her broken hairbrush. "I just picked it up."

The pieces were sticking to the young woman's hands.

"MJ…how do you feel?" The warlock asked as he examined his girlfriend and observed that her physique was even more phenomenal than usual.

"I feel amazing. Better than ever in fact," MJ replied. "Why?"

"I suspect I might have imbued you with some of my spider-powers when you drank my seed," Harry suggested.

"Are you serious?" MJ demanded. "Wicked," the redhead declared with a grin.

"Squeeze my hand," the wizard suggested. "As hard as you can." MJ did as directed. "Well that proves it. You must have at least three-quarters of Spider-Man's strength. That would have crushed the hand of a normal person."

"How long do you think the powers will last?" MJ queried.

"We'll have to wait and see. When the abilities fade we can perform some tests to see just how this thing works," Harry said.

"Mmm…I'm looking forward to these tests," MJ purred while licking her lips sexily.

"Alright, I need to go get ready for school. I'll be back to take you shortly," the warlock promised.

"Hurry back, Tiger," MJ said affectionately.

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MJ and Harry talked about what she might expect from her new spider based abilities on their way to school. After sitting through the monotony of several classes the two teens got another chance to talk during study hall.

"Did you hear what happened to Kraven the Hunter?" MJ asked.

"You mean besides his getting arrested for interfering last night?" Harry clarified.

Kraven the Hunter was essentially a TV show host who had boasted he was going to kill Spider-Man. Kraven may have been buff but he stood no chance against Spider-Man and had gone down with one punch.

"They put his show on indefinite hiatus. My uncle who is a P.A. at NBC says that means the show is cancelled," MJ explained.

"Well it's what that tool deserves," Harry pointed out.

"It was scary yet exciting at the same time to watch you fighting Doc Oc last night. I've never seen you fighting like that before," MJ whispered as the pair reached their lockers.

"It's nothing I can't handle," Harry assured.

"I called yesterday and your aunt seemed ticked off," MJ said as she followed her boyfriend towards the football field stands.

"She was all ready to be pissed but then I sprung the big surprise on her. I told her what I do as an extracurricular," the wizard explained.

"Wow…you actually told her. How did she take it?" MJ inquired as the couple sat down.

"As well as can be expected," Harry answered. "I convinced her this was something I had to do. It took some smooth talking but she promised to help. She said I should have you come over after school. Aunt May really likes you."

"You have the coolest aunt ever," MJ decided. "Peter, look who it is," the redhead suddenly exclaimed while pointing behind the warlock.

The warlock turned and saw Harry Osborn, one of Peter's only friends before Osborn senior had turned himself into a hideous beast calling itself the Green Goblin. The Goblin was essentially a super strong creature that could leap large distances, throw fire, and heal from automatic weapons fire. Norman Osborn had killed his wife in front of his son before attacking Midtown High, Peter's High School. Spider-Man and the Goblin had fought it out and eventually the Goblin had fallen wounded into the Hudson, thought dead. The Goblin wasn't as dead as Peter had thought. Harry Osborn had been sent to live with an uncle or so the students at Midtown High had been told.

"Harry, it's good to see you," the superhero greeted as he and Mary Jane met the approaching Osborn Jr.

"Surprise," Osborn Jr. greeted with a grin.

"Are you back to stay?" The mage asked.

"I'm back to stay. I went through a rough patch. I was confused before but I'm alright now," Osborn assured.

"Well look who is back from the dead," an unwelcome voice declared.

The trio of friends turned to see Flash Thompson, the school's biggest jock and resident asshole, approaching with two of his football teammates.

"What no hug for me?" Flash asked Osborn after MJ had reservedly hugged the returning friend, careful not to squeeze too hard.

"No, because you know what these two actually did while I was gone?" Osborn asked while gesturing towards MJ and her boyfriend.

"Hit puberty," Thompson quipped.

"No, they wrote me," Osborn rebutted.

"So are you joining the dweeb squad now?" Flash demanded.

Harry had enough of Thompson's mouth. The jock had attacked Peter shortly after Spider-Man had gotten his powers and after breaking his hand when attempting to hit the superhero had threatened the Parkers with a lawsuit if they didn't foot the hospital bill.

"Hey Thompson," Harry called.

"What," the jock demanded as he idly noticed the approaching dweeb had grown a couple of inches recently.

"You're a dumb fuck," the mage replied before lashing out with a foot and landing a solid kick between the jock's legs.

Flash grunted but then smirked.

"Wrong move, loser," Flash growled before throwing a punch. "I'm wearing a cup."

Harry had known this fact and had just been baiting the ignorant fucker. The sorcerer grabbed the blonde's wrist and jerked his opponent forward off balance. Harry then delivered a knee to Thompson's gut which knocked the wind out of the prick's sails. The warrior then punched Thompson in the eye, guaranteeing a black and blue mark. The mage began delivering a series of blows designed to make sure Flash never forgot this beating but nothing that would show up on an x-ray. Flash's two groupies stood back in shock while completely bewildered by the sudden out of character aggression from a person they considered a dweeb.

"You ever fuck with me or mine again and I'll make sure you're breathing through a fucking tube and unable to fuck let alone procreate," Harry declared as Flash curled up into a ball and moaned.

The superhero then freed his dick and proceeded to piss all over Thompson.

"What the hell happened to Peter while I was gone? He got some serious balls," Osborn said to MJ.

"Yes he does," Gwen Stacy, a new student at Midtown High, agreed after having just arrived on the scene and admiring Mr. Parker's set of balls along with the nice man equipment on display.

After finishing up with Thompson, Harry returned to his group of friends.

"Sorry about that, Harry. That bastard has pushed me too far," the warlock declared.

"Peter, I love this new you," Osborn declared with a grin. "But aren't you worried you'll get in trouble?"

"Can you see Flash Thompson whining to the principle that the guy he considers a dweeb kicked his ass?" Gwen asked rhetorically.

"Harry, this is Gwen Stacy. She just recently started at Midtown. Gwen, this is Harry Osborn," Mary Jane introduced, warming to Gwen now that she was no longer jealous of her boyfriend's attention towards the gorgeous blonde.

"The principle told me to watch out for the new girl. I can see why," Osborn flirted.

"That makes me feel so warm inside. The principle is already warning people about be," Gwen quipped.

"Peter, my father asked that you come over for dinner tonight," Osborn Jr. declared.

Mary Jane threw her boyfriend a worried look, knowing Osborn Sr. was the Green Goblin.

"Alright Harry," the mage agreed. "I'll be there."

MJ threw another worried glance at her man but his quiet confidence reassured her.

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Harry arrived at the building the Osborns lived in at six that evening sharp.

"Peter, this is Miss Brookes my father's personal assistant," Harry Osborn introduced a woman who stood alongside him while greeting his friend in the lobby. Brookes was attractive with short cut blonde hair in a business suit. The trio got into the elevator and Osborn Jr. pushed the appropriate button. "I can't believe you and MJ are an item now. I just got off the phone with her. That girl is totally in love with you."

"The feeling is mutual," Harry assured Osborn Jr.

"We should double date. I can bring along that Gwen Stacy," Osborn suggested. "She is one fine female."

"She'd also eat you alive," Harry teased.

"I could handle her," Osborn assured. When the trio arrived back in the Osborns' penthouse Jr. said, "I need to get back in with my therapist. He got pissed because I walked out to meet you. My dad's in his study over there. Just nock. He's expecting you."

"I'm sure he is," Harry projected to Lily.

"You'll kick his ass, Harry," Lily asserted as her favorite wizard was let into the office by Miss Brookes.

The office of Norman Osborn was massive and included a fish tank with an actual shark in it. The fight between Spider-Man and Doctor Octopus was replaying on a large flat screen TV. The sound of a man's laugh was heard from the shadows. Harry had already sensed Norman's location the moment he had entered the penthouse.

"I hope you got this Spider-Man crap out of your system, kid. Because you're done with it," Norman declared as he stood and stepped out of the shadows. "You're who you are because of me. To show you I mean business…watch this," Norman instructed as he pulled a syringe filled with an orange liquid and injected himself. Norman started thrashing and several moments later he turned into the Goblin. "If you don't do as I say then I will torture and kill that delightful auntie of yours, probably right in front of you. Then I'll rape and kill that little girlfriend of yours, Mary Jane."

Norman's rant was cut off as his head exploded in a green gory mess.

"Heal from that, mother fucker," Harry said before spitting on the corpse.

"That was not exactly as you had planned this evening to go," Lily pointed out.

"No, but that fucker pissed me off," the sorcerer replied before waving his hand and vanishing the mess his telekinesis had made of the Goblin. "I'll just replace him with a duplicate which you can control."

"Very well," Lily agreed as her wizard conjured a new body that was identical to the now deceased Norman Osborn. The mage then added a bio-net so Lily could task the AI in the network with controlling the Norman clone and reporting to her. "It is ready."

"Then let's go eat," Harry said.

"Yes Sir," Norman's clone agreed.

The wizard got through dinner and actually found it rather pleasant to be around the younger Osborn without having to worry about Norman's manipulations. Replacing the wealthy Osborn Sr. had been purely for the younger Osborn's benefit and it was easier than getting caught killing the prick. Harry didn't need Osborn resources because already in the short time he had been present in this universe he had developed quite a substantial financial holding. Lily had been able to work the stock market with her predictive algorithms using the initial funds obtained from the precious elements in her creator's pocket dimension. The AI had also created an extensive background for one Harry Demire. Demire was going to be Spider-Man's identity for a plan the mage had set in motion the moment he merged with Peter Parker. Already Spider-Man was quite a bit taller and stronger looking than the public was used to. In a couple of weeks Spider-Man would reach six feet tall and look totally ripped.

UM – HP – UM – HP – UM – HP – UM – HP – UM – HP – UM – HP – UM – HP – UM – HP