For some reason, Peter decided to stop by a fast food restaurant for some grub. Peter was munching through his burger like a wild animal while Miles and Wayne just sat across him awkwardly, having ordered food of their own.

Peter: I love this burger. So delicious.

Miles and Wayne shared a look of slight disgust as Peter kept eating.

Peter: One of the best burgers I've ever had. In my universe, this place closed 6 years ago. I don't know why. I really don't.

Wayne: (points at the door) Probably because of that C grade.

Peter looked at what Wayne was pointing at and saw that there was a sticker that contained a large orange C, detailing the restaurant's sanitary inspection grade.

Peter: Ah. That's probably it.

Despite that, he kept eating until the waiter dropped the check at their table.

Peter: You guys have money, right? I'm not very liquid right now.

Miles: Can we focus?

Peter: (eats a fry) Sure.

Miles: The other Peter...

Peter: You gonna eat that?

Without waiting for Miles's answer, Peter took his burger and started eating it.

Peter: I'm listening.

Miles: The other Peter said he was gonna show me and Wayne the ropes.

Peter: Wow.

Miles: You got any Spider-Man tips you can tell us now?

Peter: Yeah, I got plenty. Disinfect the mask. You're gonna want to use baby powder in the suit, heavy in the joints. You don't want any chafing, right?

Wayne: Anything else?

Peter: Nope, that was everything.

Wayne: You are one bad teacher.

Peter: Look up where Alchemax is.

Miles took out his phone and was about to look up Alchemax's location, but was stopped by Wayne.

Wayne: It's in Hudson Valley.

Peter: How'd you know that?

Wayne: My parents used to work there.

Both Peter and Miles noticed how Wayne referred to his parents in the past tense, but they both decided to not pry.

Miles: (to Peter) You can teach us how to swing on the way there.

He emulates shooting webs out of his wrists, causing Peter to chuckle.

Timeskip

Peter decided it was a good idea to TAKE THE BUS to Hudson Valley, stating that it was better to "keep their legs fresh."

Once the bus stopped, Peter, Miles, and Wayne walked into the woods until they saw the Alchemax building nearby.

Peter and Miles took off most of their clothes, revealing their suits, while Wayne simply put on his hood and mask. Peter looked at Miles and saw that he was wearing a cape.

Peter: And it's a no on the cape.

Miles: I think it's cool.

Peter grabs the cape and yanks it off Miles.

Peter: Take that off. It's disrespectful. Spider-Man doesn't wear a cape.

(A/N: Wayne is next to Miles)

The trio hid behind a large rock and scoped out the building.

Wayne: So how do we retrace Peter's steps?

Peter: That's a good question.

He kneels down and put his fingers on his chin as he thinks.

Peter: What would I do if I were me?

He continues thinking as Miles copies what Peter's doing.

Peter: Got it.

He gets up and starts stretching.

Peter: Step 1: I infiltrate the lab. 2: Find the head scientist's computer.

Miles: That lady with the bike is the head scientist. We saw her in this documentary.

Wayne: Glad to know you were paying attention in class.

Miles: Shut up.

Peter: Cool! Step 3: I reexamine my personal biases. Step 4: I hack the computer.

Wayne: Technically, it's not considered hacking...

Peter: Not now. Hold on, I just lost my train of thought. Step 5: Download the important stuff. I'll know it when I see it. Step 6: I grab a bagel from the cafeteria and run.

Wayne: Wait, so what are we doing?

Peter: Uhh...Step 7: You guys stay here. You're lookout. Very important.

Wayne sighs in frustration.

Miles: Look, man. You gotta teach us how to do Spider-Man stuff, or we're not gonna be able to help.

Unfortunately, Peter didn't listen as he starts swinging away.

Peter: Watch and learn, kids! I'll quiz ya later!

He swings towards Alchemax as Miles and Wayne watched.

Miles: Why did I get stuck with the janky, old, broke hobo Spider-Man?

He punched the rock behind him out of frustration, but he ended up cracking it.

Miles: That's new.

Wayne: Yeah, you're gonna have to pull your punches when you fight.

Miles: Why? What makes you say that?

Wayne: I punched a mugger so hard, I sent him flying and broke his jaw.

Miles widens his eyes in surprise.

Miles: Wow.

Wayne: Mhm.

They both went silent until Miles asked Wayne.

Miles: Can I ask you something?

Wayne: Shoot.

Miles: What happened to your parents?

Wayne looks at Miles with a raised eyebrow.

Miles: You don't have to answer that if it's personal.

Wayne: No, it's fine. (sighs) They, uhh...died when I was 8. A few muggers shot them.

Miles: Oh. I'm sorry.

Wayne: It's okay. It was a long time ago. I've been living with my uncle ever since.

Miles: Did the cops catch the muggers?

Wayne: (shakes his head) They were found dead in a warehouse in the Bronx three days later. Cops just chalked it up to a deal went sideways.

Miles nodded in response.

Wayne: What about you? I know you still got your dad, what about the rest of the family?

Miles: They're fine. Mom's good, so is my uncle.

Wayne nodded in response.

They then heard a car engine. They peeked over the rock and saw an SUV pull up to the entrance. The doors opened, and they saw Tombstone exit the car along with...

Miles: Kingpin.

He sat down on the ground and looked terrified, while Wayne looked determined.

Wayne: Come on.

Miles saw Wayne run towards the building.

Miles: (whispers) What are you doing?

Wayne: (whispers) We gotta get to Peter now!

They both ran towards the building and climbed up to the roof undetected. Once they saw Kingpin and Tombstone enter the facility, Wayne opened the exterior vent and started climbing down. Miles followed suit, but he ended up falling directly on Wayne.

The landing caused Kingpin and Tombstone to look up, but Wayne and Miles backed away from the vent grate until Tombstone and Kingpin continued walking.

Wayne glared at Miles.

Miles: (whispers) Sorry.

Wayne shook his head before he started crawling along the vent, with Miles right behind him.

Wayne: (whisper-shouts) Peter!

They both kept crawling until Wayne bumped into Peter's posterior.

Wayne: (whispers) Peter!

Peter looks behind and sees Miles and Wayne behind him.

Peter: (whispers) What are you two doing here?

Wayne: (whispers) Kingpin's here! Just move over.

Both Miles and Wayne squeezed themselves so that they were on either side of Peter.

Peter: Ow! You're steppin' on my foot. Go back outside.

Miles: No! I can't sit there and let Spider-Man die without doing anything about it. I can't do that again.

Wayne: Neither can I.

Peter looked surprised.

Miles: What?

Peter: Most people I meet in the workplace try to kill me, so...you're a nice change of pace.

???: Mr. Fisk!

They look down and see Dr. Olivia Octavius talking to Fisk.

Olivia: I know you can't really understand it, but these are really got numbers.

She sat down on the yoga ball behind her computer and typed in her password.

Peter: (whispers) Aaand I got the password.

Olivia turns the screen to show Fisk pictures depicting the aftermath of the collider explosion.

Olivia: Mr. Fisk. If we fire again this week, there could be a black hole under Brooklyn. You see this? And this? This is multiple dimensions beginning to crash into each other.

Miles and Wayne looked at Peter and saw that he was doing the talking hand gesture.

Peter: (whispers) This is pretty standard Spider-Man stakes. You get used to it. Watch this. He's gonna say (mimics Kingpin) "You've got 24 hours."

Kingpin: You've got 24 hours.

Peter winks at Miles and Wayne as Olivia, Kingpin, and Tombstone walk towards the door.

Olivia: What this means is there could be a rupture in the space-time continuum.

She leaves the office with Kingpin and Tombstone.

Peter: Ohh, that's bad. Actually, everything she said was bad. I was lying before.

Wayne rolled his eyes as Peter opened the grate and dropped down to the yoga ball behind the computer, and Wayne dropped down to the floor and looked around the office.

He kept looking around until he saw a picture frame. He picked it up and saw that it was of Olivia, and Wayne's parents, Charlie and Bailey, were on either side of her as all three of them were smiling.

Wayne: 'Dr. Octavius knew my parents?'

He was brought out of his thought when he heard creaking. he looked up and saw Miles stuck on the overhead light as he tried to shake himself off.

Wayne: Oh, boy.

Peter: What are you doing, bud?

Miles: (whisper-shouts) I can't move!

Peter: Okay, relax your fingers. We don't have time. Just let go. Be in the moment.

Miles: (whisper-shouts) I am in the moment! It's a terrible moment!

Wayne puts down the frame and sees the silhouette of Olivia and Kingpin right outside.

Wayne: Dude, they're right there! They're gonna see you! Look, you need to relax. What do you do to relax?

Miles: Relax. Okay, okay, okay.

He stopped shaking around and starts singing Sunflower.

Miles: Needless to say, I...check
...Bad-bad, nevertheless

Peter: (facepalm) Oh, for crying out loud.

Miles kept singing as he starts to unstick finger by finger.

Miles: Callin' it quits now, baby, I'm a wreck
...Baby, you're a wreck
Ooh-ooh...AAH!

Eventually, he completely unsticks, but he falls directly on a table, making a loud noise.

Peter: Teenagers: just the worst.

He and Wayne looked at where Miles landed, but there was no sign of him.

Peter: Miles, Where did you go?

He jumped over the desk as he and Wayne looked around.

Miles: I'm right here.

Wayne: Where? We can't see you.

Miles: I'm right in front of you.

Wayne and Peter looked at where Miles's voice came from and saw an invisible figure in front of them.

Miles: Can Spider-Man turn invisible?

Peter: Not in my universe.

He pokes the figure, revealing a part of Miles's face for a split second.

Miles: Ow! You just poked me in my eye!

Peter: This is incredible. Some kind of fight-or-flight thing.

Miles reappears.

Miles: What's that?

Suddenly, their Spider-Senses tingled. They look ahead and see the silhouette of Olivia walking towards the door.

Miles immediately turns invisible.

(A/N: Wayne is between Miles and Peter)

Peter: (to Miles) Remember this password: DGFAMPESAND4$3587653454535.

Miles: Slow down. I need to write it down.

Peter: (hands Miles a flash drive) Download the schematic.

Miles: How do I do that?

Peter: (to Wayne) Wayne, stick to the ceiling. Make sure you're directly above her at all times so that she can't spot you.

Wayne immediately jumps up and crawls over to the office door.

Peter: While I...turn on the charm.

Olivia enters the office and sees Peter.

Olivia: (surprised) Spider-Man?

Peter: Oh, hey. Didn't see you there.

Olivia approaches Peter, still surprised, while Wayne stays above Olivia while Miles went to the computer.

Olivia: (gasps) Okay, I'm kinda freaking out right now. I mean, you're supposed to be dead.

Peter: Surprise!

Olivia pulls up Peter's mask.

Peter: Okay. That's a no-no. We don't like that.

Olivia: This is fascinating.

She grabs Peter's face.

Peter: Okay, that's my face.

Olivia: An entirely different Peter Parker. (looks at his belly) Little bit of a gut, perhaps from dimensional warping.

Peter: Oh, yeah-yeah-yeah. I was way flatter before I warped.

Olivia: Man, if only Charlie and Bailey were here to see this.

Wayne widens his eyes when she mentioned his late parents.

Peter: I'm sorry, who?

While Olivia inspects Peter, Miles typed the password, but he didn't remember the last two digits.

Miles: (whispers) Uh, what was the rest?!

Peter sees the monitor, then lift three fingers on one hand and all five on the other.

Peter: (to Olivia) Hey, how old are you? 'Cause you don't look a day over 35.

Miles typed in the last two digits of the password, unlocking the computer...but there was a problem.

To say that the desktop was a mess would be an understatement.

Olivia: (to Peter) This might pinch a little.

She shoves Peter onto a chair, and it immediately restrains his arms and legs as Olivia picks up a cotton swab.

Olivia: I know. I just need to get these samples.

She puts the swab in Peter's mouth as Miles tries to find the schematic.

Miles: (whispers) Organize your desktop, lady!

Peter and Wayne look at Miles and then at each other, wondering what was taking so long, while Olivia inspects the sample under a microscope.

Olivia: Wow. Just complete cellular decay. I've never seen anything like this.

Peter and Wayne look at Olivia once she said that. When they looked back at Miles, they saw him trying to sneak out of the office with the computer and monitor.

Peter: (whispers) What are you doing?

Miles: (whispers) I'm just taking the whole thing.

Peter looks back at Olivia, who turned around to face him.

Olivia: And obviously you've been glitching.

Peter: "Glitchin'?" No. (glitches) W̵̶̸̻̼͉̱̄͗ͭ͟͢͢͠h̷̶̘̘̬ͭ̏͞͡ȳ̸̵̩̜͔͍̔́͟͟͢͡ w҉̢̡̹̮͌̄ͦ͜͟͟͞͠͞o҉̢̡̲͇̌͗̀͢͝u̶͖̖͆̊̈́͡͡l̶҉̰͚͖͕̍̈́̅͗̏̇͢͜͜͝d҉̴̷̧̢̛̖͔̤ͯ̔̑̄͢͟͡͠ ȳ̸̵̩̜͔͍̔́͟͟͢͡o҉̢̡̲͇̌͗̀͢͝u̶͖̖͆̊̈́͡͡ e̵̡̫̫͍͕̎ͭ̐͟͟͝͞v҉̨̊͢͠͠e̵̡̫̫͍͕̎ͭ̐͟͟͝͞n̸͐̈́͟͟͝ s҉̝̭̦͚̑ͯ̌͡a҉͖̟̜̞̂̃̑̽͢͢͠͡ȳ̸̵̩̜͔͍̔́͟͟͢͡ t҉̷҉̢͖͔̹͛̌͊͘͜͢͠͡͡h̷̶̘̘̬ͭ̏͞͡a҉͖̟̜̞̂̃̑̽͢͢͠͡t҉̷҉̢͖͔̹͛̌͊͘͜͢͠͡͡?

Olivia: If you stay in this dimension too long, your body's gonna disintegrate. Do you know how painful that would be, Peter Parker?

Peter: I don't know.

Olivia: You can't imagine. And I, for one, can't wait to watch.

This caught the three spiders off guard and Miles stopped.

Peter: What did you say your name was?

Olivia: Dr. Olivia Octavius.

She took off her lab coat, revealing a green suit. Four tentacles came out of her back as Olivia tied her hair back. One of the tentacles put a pair of green goggles onto her face.

One of the tentacles grabbed Peter by the throat and pinned him to the ground.

Peter: (strained) Can I assume your friends call you Doc Ock?

Doc Ock: My friends actually call me Liv. My enemies call me Doc Ock.

Peter: (to Miles and Wayne) I got this! Run!

Doc Ock: Who are you talking to?

Peter shot a web at the panel next to the door, opening it. Wayne dropped down to the floor and ran to the door, grabbing the monitor in the process.

Wayne: GO, GO, GO!

Peter: I got it!

Doc Ock: Oh, you "got it," Peter?

Wayne ran out of the office and Miles followed as Doc Ock began throwing Peter around.

Suddenly, a tentacle went through the glass and appeared in front of Wayne. He slid under it, but somehow, he saw another Wayne jump over it.

Wayne got up and the other Wayne landed as the two looked at each other, completely bamboozled and shocked.

Waynes: What the hell?!

The other Wayne suddenly turned into a pillar of fog before dissipating. Wayne just kept running as Miles ran next to him.

Miles: How'd you do that?!

Wayne: I don't know!

They kept running as Peter kept getting slammed into the glass.

Peter: (slam) I got it handled, guys! (Everything is (slam) fine!

Miles and Wayne turned a corner and Miles ended up bumping into a scientist, knocking her over as he became visible again.

Behind them, Peter went through one glass wall and into another room, and Doc Ock followed him.

Peter: Okay, this is a little bit bad.

Doc Ock: You're chatty.

Miles: Gotta go!

He and Wayne continued running until Peter got thrown into the corridor. He then got up and ran along with the teens as he took the monitor from Wayne.

Peter: Alright, let me tell you the good news: (throws away the monitor) We don't need the monitor.

Suddenly, he got grabbed by a tentacle and throws ahead as Doc Ock stopped in front of Miles and Wayne, with the former turning invisible.

Doc Ock: Peter! You didn't tell me you had an invisible friend!

Miles turned around and tried to run the other way, while Wayne managed to weave past Doc Ock. She saw this and went to grab Wayne.

Peter: LOOK OUT!

Wayne turned around just as a tentacle flew towards him faster than he could react. It went through his chest...but he didn't feel anything.

Doc Ock: What?!

Miles stopped running and turned around to see what happened.

Miles: What?

Wayne looked down and saw the tentacle that went through him. He waved his hand through the tentacle, but it went through the tentacle.

Wayne stepped to the side, and the tentacle went out of his body. Peter used that momentary distraction to shoot a web line at Miles and pull him towards them. The doors closed in front of Doc Ock just as Miles got close to Peter.

Peter: (to Wayne) What was that?!

Wayne: I DON'T KNOW! LET'S GET OUTTA HERE!

The trio ran until they reached the cafeteria, but it was full of scientists.

Peter: Miles, this'd be a good time to turn invisible.

Miles: Yep.

Peter: Okay, not gonna turn invisible. (turns to Wayne) You gonna do your little party trick?

Wayne: I don't even know how I did it to begin with.

Peter: Okay, so no intangibility. Selecting a bagel.

He grabbed a bagel and started walking, and Miles and Wayne did the same.

Peter: Act super normal.

Scientist 1: Spider-Man?

Peter: You know, that's funny. I get that a lot.

Miles: (in a deep voice) Hey.

Wayne: What's up?

Suddenly, EVERY scientist in the cafeteria pulled out a blaster.

Peter: Now we do a switchy-switch.

He took the computer from Miles and handed him the bagel before running, and Miles and Wayne followed suit as the three ran into a balcony.

Miles threw the bagel, and it hit one of the scientists in the head.

(A/N: Moneybagg Yo: Damn, you hit the Spot)

Peter: Alright, time to swing, just like I taught ya.

Wayne: You didn't teach us anything!

Peter: I know I didn't. It's a little joke for team-building.

He tossed Miles and Wayne a pair of web shooters. Wayne caught his easily, while Miles fumbled a bit before catching his.

Wayne put the web shooter on his right wrist.

Peter: Alright, you ready?

Miles: Of course, I'm not ready!

Peter took the web shooter from Miles's hand, put it on Miles's wrist, and pressed the button, releasing a web line, before shoving him off the railing, forcing him to swing as Wayne jumped off and did the same.

Wayne and Miles struggled to web swing.

Miles: We can't do this yet!

Peter: Everyone knows that the best way to learn is under intense life-threatening pressure.

Wayne, on the one hand, was slowly getting the hang of web-swinging. Miles, on the other hand, just slammed into a tree, causing him to fall to the ground.

Miles sat up and saw several scientists running towards him with blasters, so he started running. Fortunately, Peter dealt with the ones closest to him.

Peter: What are you doing down there?

Miles: I run better than I swing.

Peter: You gotta swing or they'll catch you. This is what you wanted.

Wayne was still swinging until one of the trees he was swinging from got cut down, causing him to fall to the ground and land on a fallen tree close to Miles.

Miles sees Wayne landing and goes to help him up.

Miles: You good?

Wayne: Yeah.

They heard a buzzing sound and sees several trees falling. It was Doc Ock with two of her tentacles using saws.

Miles and Wayne immediately start running.

Doc Ock: Come back, little boys!

Peter: Aim with your hips! Look where you want it to hit. Square your shoulders. Don't forget to follow through!

Miles and Wayne jump off the tree and begin climbing another tree.

Peter: Don't shoot off your back foot.

Miles: That's too many things!

Peter: Then stop listening to me!

Miles: That's the best idea you've had all day!

Once the two teens reach the top of the tree, they jump over Doc Ock. Miles and Wayne aim for a tree and shoot a web line at to initiate their swing.

Doc Ock went to pursue them, but she was shoulder-barged away by Peter.

Peter: Nice, guys!

Miles laughs as Peter swings up to him as the two hold each side of the computer.

Peter: Good. You're doin' it. Double-tap to release and thwip it out again. Thwip and release.

Miles and Wayne do so several times, getting the hang of it.

Peter: Good, kids!

Miles: I gotta say, you're amazing, man.

Wayne: You're not so bad, old-timer.

Peter: We're a little team. Me as the teacher who could still do it. You two as the students who can do it, just not as good. I'm proud of us. Is there something you wanna say to-A҉҉̦̣̤͔̟̩̋̿̏ͦ̈́̍͟͠R̴҉̷̨̖̮̉͑ͯ̑̋͟͠G̸҉̜̜̱̄ͩ͆͜͝͞H̴̶̵҉̨̡̛̼͎̫͓̒́̔ͩ͜͟͠͞͞!

He glitches, causing him to let go of the computer and fall onto a tree branch.

Miles & Wayne: Peter!

They both swing towards Peter and Miles grabs the computer by its cord just as he lands on the tree branch. Unfortunately, the cord gets disconnected from the computer, causing it to fall just as the branch breaks.

Wayne tried to reach for the computer, but Doc Ock grabbed it first with one of her tentacles. Wayne, Peter, and Miles were about to engage her, but they were suddenly webbed up.

Miles: What the...?

Peter: Who did that?

Wayne: Huh?

They saw two white figures blur past them and towards Doc Ock. One of them Wayne recognized Cindy, but the other wasn't familiar. He could see that the other figure had a white-and-black suit with blue ballerina shoes and a hood.

Cindy and the figure webbed Doc Ock's tentacles onto trees before the former kicked her in the head. the hooded figure then kicked Doc Ock in the head again, knocking her out before taking the computer and landing on a branch in front of Miles, Wayne, and Peter.

Cindy lowers her mask while the figure removes her own, revealing the same blonde girl Miles and Wayne saw at Visions Academy, this time with the right side of her head shaved.

Blonde: Hey, guys.

Miles: Gwanda?

Gwen: It's Gwen, actually.

Wayne: Hey, Cindy.

Cindy: Hey, Wayne.

Peter: Oh, you know them. Very cool.

Gwen: I'm from another dimension. I mean, another-another dimension.

[There should be a GIF or video here. Update the app now to see it.]

(A/N: Stop at 1:21)

Miles: I like your haircut.

Gwen: You don't get to like my haircut. (puts on her mask) Let's go.

She swings away, and Cindy did the same.

Miles: How many more Spider-People are there?

Peter: Save it for Comic-Con?

He swing away, leaving a confused Miles and Wayne.

Wayne: (confused) What's Comic-Con?

Two web lines attached to Miles and Wayne's backs and pulled them away.

Meanwhile

Back in Alchemax, Kingpin stood on the edge of the balcony, clicking his pen while Tombstone stood behind.

As he waited, he remembered his wife, Vanessa, and their son Richard. He remembered that they died soon after they ran out when they saw Kingpin about to kill Spider-Man.

Once he recalled the death of his wife and son, he crushed his pen. Just then, Doc Ock arrived on the balcony and stood in front of Kingpin.

Tombstone pulled out his pistols and aimed them at Doc Ock, but she used one of her tentacles to grab him by the throat and lift him off the ground. She then used her other three tentacles to get to the same eye level as Kingpin.

Kingpin: I killed Spider-Man. Why did I just see three more?

Doc Ock: There's five, actually.

Kingpin scowls.

Doc Ock: No, this is good. This is very, very good. This means you get what you want. It means my collider works. All we have to do is kill a few Spiders. And the collider will bring your family back. As many families as you want.

After a few seconds, Kingpin signals Tombstone to stand down, which he did, prompting Doc Ock to let him go as he and Kingpin turn around and walk away,

Kingpin: Tomorrow, at my collider.

Doc Ock: Our collider.

As Kingpin and Tombstone leave, however, Doc Ock gets a strange feeling that one of the Spiders she encountered today looked familiar. She doesn't know exactly why, but she knows there's something about the one with the red hoodie that felt familiar to her.