Despite all of the cold weather New York has been getting over the spring, the weather was finally in the mid 60s which brought joy to the inhabitant of New York city as they can now go out without wearing a jacket or hoodie. Even Ben was enjoying the weather now that he no longer had to fight crime in the cold. When the school day ended, Ben rushed into a near by ally way and dressed into his Spider-Man uniform before putting his book bag on his back and leaped towards the wall of the ally way. He would then jump from wall to wall of the ally way going higher and higher until he reached the top of the building. Once he was on top, he walked over to the ledge and looked down to see the cars and people passing by unaware of the web head looking down at them. The boy would then dive off the ledge free falling towards the busy street below before shooting out a string of web from the web shooter on his right arm and swung upwards into the air letting out a yell from the adrenaline rush h was feeling. Thanks to his spider-sense, the boy didn't have to pay attention to where he should shoot his line of web allowing him to preform last minute death defying feats like this with ease.

As Ben swung from building to building, he enjoyed the sunshine that was on him as well as the cool brush of wind blowing past him. "Help! Someone stole my purse!" shouted a feminine voice from below and when Ben looked down, he saw a dark skinned man wearing black running with a red purse and a tan skinned woman pointing at the man. The teen would then land on a lamp post before firing a string of web from his arm at the man's back and once it stuck to his back Ben pulled on it causing the man to fall on his back. Ben would then leap off the lamp post and landed next to the man before unleashing a wide dispersal of web fluid from both of his shooters to encase the man in a cocoon of web. The web head picked up the purse and tossed it over to the woman before leaping up several stories into the air and began to web swing through the streets of New York.

May had been aware of her little cousin's presence in the city for some time. She had also been vaguely aware of his powers and his being the new Spider-Man. She knew Peter had been Spider-Man previously and with a new, young Spider-man swinging around it was only logical. Plus Aunt MJ had been vaguely hinting at Ben's after school job. Then again MJ knew about May's work as Spider-Girl, just not her spot on the Suicide Squad, or that it existed for that matter.

She was off from the Academy and HuRTs so she was going to be having some fun as Spider-Girl. She was perched on a building near Ben's school and watched him change and begin saving the day. She stayed by him, wanting to see what he was capable of. See if he was as good as Eddie had been his first time. Not too terrible work with the purse snatcher however. But then again a purse snatcher was nothing. Any hero worth their spandex should be able to handle a purse snatcher. As he took off swinging she followed close behind. As she swung she caught up to him, swinging beside him. Saying nothing she nodded her head at him before veering off. She was betting on his curiosity and desire to follow. With a largely pointless spinning backflip she landed on a roof and waited.

She'd been debating how to approach her cousin for awhile now. There was the whole blatant, showing up method. Usually she went blatant but had opted against it. After all he was young and seemed to enjoy his secrecy. Then again most heroes did, it was sort of the reason for the mask. She sat down on a ledge, bringing her legs up and crossing them. She wasn't going to reveal anything just yet. She was just another Spider in the city and was looking to work with him. Of course she was also going to secretly train him, likely without his knowledge.

As Ben continued to web swing through the streets of New York, he saw his cousin May web swinging besides him in her black Spidergirl costume which startled him at first since he was so used to being all alone when patrolling the streets of New York. As he looked at her, she nodded her head before veering off and Ben followed after her knowing full well what was going to happen. Ever since becoming Spider-Man, Ben had always expected to run into his cousin since they were both superheroes who used spider in their superhero names and were blood related. While half of their DNA is the same because of the fact that May's father is a clone of his father, Ben always considered her more of a cousin than a sister. That is mostly because he didn't have her as a constant in his everyday life like a normal sibling and as a result doesn't have the same experiences while growing up. He watched as she did a spinning back-flip mid air before landing on a building bellow. Instead of doing a pointless back-flip Ben simply released his web and landed on the building on his own two feet. With his cousin already sitting on the ledge with her two feet dangling from the ledge Ben took a seat next to her and also had his legs dangle from the ledge.

"So...you don't intend on telling my mom about me being the next Spider-Man are you? I don't want her to worry about me like she did with dad when he was Spider-Man" said Ben figuring that it would be pointless to hide his identify from her.  After all, he knew that his cousin May had a heightened sense of smell that would allow her to identify him.

May smiled under her mask as Ben came up beside her. She liked having someone she could talk shop with and relate too. Not many could relate to your wall crawling ability going wrong and ripping clothes or pieces of the wall off. Sure it hadn't happened in years but there were those strange instances where she got drunk and her powers went haywire.

"Well she's your mom, she'll worry about you regardless. It's what moms are supposed to do."

She hated talking about mothers in general. It was always a sore spot for her. Eddie knew by now to never mention mothers around May as did most of her friends. Things worked out pretty well for her over all though. Her mom was having more and more good days so that was a plus. Of course she also knew, or suspected very strongly, that MJ knew about Ben. Being married to a costumed super hero made her much more wary of their behaviors.

"Relax Benny, I won't tell Aunt MJ. And if you ever do get busted blame me. I'm well known to be a terrible influence. Just ask Eddie."

She said with a laugh. Eddie was very much aware of how bad of an influence she could be. She laughed calmly as she glanced over at Ben.

"Although if I was going to push you into costumed heroics I would've chosen a better costume. Plus I would've tried to make you a side kick. Well that and I would've thrown you to the Teen Titans for full training."

She said calmly. She did like the idea of him joining the Titans. It would be very good for him, as it would've been for Peter. Had he joined the Young Avengers or Teen Titans he likely would've turned out much better. But then again many have said he's one of the greatest heroes of all time. May thought her father made a better Spider, but of course she was naturally biased.

"True, but not many mothers have their children risk their lives on a daily basis or have enemies that want to kill them" said Ben after May told him that mothers are supposed to worry. She would then tell the web head to relax since she wasn't going to tell his mother about this and if his mom found out, he could just blame May since she is such a bad influence. Ben laughed at that since it was very true that she was a terrible influence on people and it didn't help that she had bad habits that were very questionable, especially when it came down to love. His cousin would also bring up that if she was going to push him into the superhero life, she would have chosen a better costume, try to make him her side kick and have him join the Teen Titans in order to be trained.

"What's wrong with the classic red and blue? It's better than dressing in all black like some kind of thief or super villain" said Ben feeling a bit insulted that she didn't like his costume as he pointed over to her black costume. Sure it had bigger eyes than his father's costume and is technically a Halloween costume, but he still liked it and it was a classic. The boy also didn't like the idea of being a side kick or a Titan since he liked working on his own and he felt that he needed to be in New York instead of a city on the other side of the country.

"So how's your boyfriend doing? Or is it girlfriend?" asked Ben remembering that she was with someone the last time he saw her. Unfortunately, she goes through them like tissue paper making it really hard for Ben to keep track of.

May made a dismissive sound and gave a wave of her hand as he mentioned most mothers not having children that risked their lives. That wasn't true at all. Well at least in her circle. But then again she spent a lot of time with superheroes or children of. Children whose parents had already garnered a long list of enemies who could go after the kids. Ben was just another person taking up the mask.

"You should hang around in my circles then. All of us, or most actually, have parents that worry about us. It sort of comes with the whole taking up the mantle."

She said with a shrug. She also wasn't entirely certain he did actually risk his life on a daily basis. But then again there was an influx of Spider-people, making it hard to keep up with who was who. Of course if one looked closely you could see who was the real deal. Spiders moved a very certain way and had a very distinct style.

"Seriously? Are you that naive? That black automatically means villain. Need I remind you your father wore this same color scheme once. Besides, I look good in black. Well actually I look good in every color, and no colors, if you catch my drift."

She said with a laugh and nudge to him. Of course he would then ask about her love life and she let out a big, possibly overly dramatic sigh. She shook her head and leaned to one side.

"Non-existent, as usual. Not surprisingly I'm single again. But you know me, busy schedule mixed with bad decisions."

She said shaking her head. She always made terrible choices when it came to dating. Of course it didn't help that she was psychological damaged from her mother and had an extremely busy schedule. When she wasn't working with HuRTs, she was helping out at Jean Grey's and then of course there was a matter of her classes. She always took way too much on.

"What about you Spidey? Any ladies in your life? Well aside from your mother and I of course. We don't count because that's an entirely different set of issues."

"Surprisingly, you're the only superhero I've encountered so far as Spider-Man. Must have something to do with all of the others who took on my father mantel over the years" said Ben after May told him that he should hang out with people from her circles. It was the most logical explanation he could think of since not all of the Spider-Men were being a super hero for the right reasons and they had a very short shelf life making them very difficult to get close to. May would then lecture the boy on how wearing black does not automatically make someone a villain since his father wore the same color scheme and claimed that she looked good in black before claiming that she looked good in every color, including without colors. Ben simply just rolled his eyes at the last comment since she was referring to being nude and was making yet another sexual innuendo. Something that his mother would get angry over when using it in front of Ben when he was very young.

"Didn't that suit end up being an alien from another world that attached itself to someone who hated my father creating one of his most deadliest enemies?" asked Ben with a playful smirk underneath his mask. Personally, he did like the black suit but since May was insulting his costume, he felt the need to point out the flaws in her costume to bring her down to his level. After asking about her love life, his cousin sighed and told him that it was non-existent due to her busy scheduled that was mixed in with her bad decision making before asking him about his love life.

"None so far. It's been hard to balance my super hero duties with my school life and don't tell mom this, but my grades have been slipping as a result of this. Plus I was never popular to begin with to gain the attention of any girls in school" explained Ben. Sure there were plenty of girls in school who had a crush on Spider-Man, but Ben wanted to be with someone who liked Ben Parker.

She knew he'd encounter more heroes and villains as time went on. Spider-Man especially had a tendency to attract people on both sides. Something told her Ben would be no different. Of course if Ben had his father's mouth then it'd likely be more villains than anything. People had a tendency to enjoy trying to destroy Spider-Man. Sure most of them failed, but still, it drew people in. Not to mention it also drew in heroes coming to help. Of course some also thought Spider-Man was the villain, but that was thanks to J Jonah Jameson. He had an annoying ability to turn people against Spider-Man. She'd seen some of the articles about her from the Bugle and wasn't a huge fan of them. Yes they'd been rough on imposters, and rightfully so. But May had a legitimate right to the mantle and would prove them wrong. She'd already been toying around with the idea of becoming Scarlet Spider instead. But she also did enjoy the way she looked in black. Plus it showed she might not be as noble as other Spiders.

"Well to be fair finding someone who hated your father wasn't difficult. If I didn't know better I would've sworn he went around kicking puppies and robbing old ladies with the way he made enemies. I think the only one who had more was Batman. But that was mostly because Gotham is so messed up."

She said with a laugh. Sure he was right and his father's version had been a living organism. But still, the scheme was awesome and really worked for her. Well at least some people seemed to agree. Of course some were calling for her arrest, but then again, she wasn't the most noble either.

"Well keep your chin up. You'll find the right girl, or guy. Remember, I won't judge, you can always come to me with anything, remember that. But I know what you mean about grades. But if your dad can get someone smoking hot like Aunt MJ you'll be just fine."

She said with a laugh. Ok so maybe she was trying to make him uncomfortable for the sake of uncomfortableness. But in all honesty, her aunt was hot. May had to admit that. While incest was clearly off the table, should MJ come on to her, May would at least hear her out. Ya know, in order to not be rude of course.

"Of course I can't help you with popularity. At Jean grey's I was always popular. Feared, but popular."

"Well hopefully I didn't inherit that trait from dad." said Ben with a laugh after his cousin commented on how it really wasn't difficult to find someone that hated his father. The young teen knew that he was a lot like his father and unfortunately the Bugle hated him claiming that he was another wannabe imposter. And with all of these similarities he hoped that he didn't inherit the trait his father had with making so many enemies as it would make his life even more hectic than it was already. The only exception to this would be if his rogues gallery mainly consisted of very hot women, but he knew the chances of that were very slim considering how all of the criminals he encountered so far were men. May would then tell the teen to chin up and told him that he would find the right girl or guy considering how his dad was able to land a hottie like his mom.

"Did you really have to describe my mom like that too me?" asked Ben feeling very uncomfortable about how May described his aunt.The boy knew of course that this was true since his mom caught the eyes of every teenage boy whenever she went to his school and has even noticed some people checking her out while they were out and about.

"I'm pretty sure that you were popular because of the fact that you were feared. I mean you can be very scary when your mad" said Ben in a joking tone of voice. The boy knew that despite appearances, his cousin was very nice, but thanks to that Howlett blood running through her veins, she was also very scary when she was pissed.

ooc:sorry for the late post, had papers and finals to do.

May had to agree with Ben on that one. Her grandfather had also had a knack for making enemies. Enemies her mother inherited. But with the Hellions and her own temper she'd made enough of her own. So far May only had a couple enemies, hardly even worth mentioning the nemesis category, let alone putting them in there. But she knew it was only a matter of time before she gained some of her own. In all honesty she'd like to get a few of her father and uncle's next gen enemies, which she knew were out there. But she'd barely even come across them, let alone fought them.

"Oh please. Like I'm the FIRST one to call your mom a hottie in your presence. Just be grateful you got some of her looks and less of your dad's. I mean sure your dad wasn't too bad looking. But enough talking about my aunt and uncle's looks. Primarily because I'm also talking about my father's looks and that's an avenue I have no desire to go down."

When he described her reasons for popularity she glanced at him out of the corner of her eye. Sure she had a temper, she wouldn't deny that. However she was also certain it wasn't just the fear or fighting skills that made her popular. Sure they helped, but it had to be more than that, it just had to be. She didn't like thinking she was only popular because of that. Well that and her sleeping around.

"I can be scary, true. But I am also a lot of fun to be around. Everyone likes hanging out with me. Well ok Edward not so much, but that's to be expected."

She was about to say more when she heard an alarm go off a few blocks away.

"Ohh, got something. Bank alarm from the sounds of it. Police and SWAT in route. C'Mon Spidey, let's show them how we do."

She said before simply leaning forward and falling. She fired a web and quickly began swinging in that direction. She had no idea what they'd be encountering, but she was looking forward to it. She'd never really seen him fight, something she really was looking forward to. Of course she was prepared to give him pointers, and train him if need be.

"True, but it doesn't mean you should do it in front of me. How would you feel if I started calling your mom hot and sexy?" asked Ben who still wasn't thrilled that his own cousin of all people would say something like that in front of him. Especially when you consider the fact that his mom was technically May's aunt. After making the comment as to why she was popular, he could feel her glance upon him even though her eyes were covered by her mask and told him that while she could be scary, she was a lot of fun to be around and that people actually liked hanging out with her aside from Edward. "Keep telling yourself that cous, it's not going to make it come true" said Ben as he continued to use the playful tone of voice he used when he questioned that her popularity was the result of fear. "By the way, how is Edward these days?" And how exactly am I related to him again?" asked Ben who was sometimes confused about how he was related to who on the Howlett family tree.

The off in the distance, the alarms of a near by bank and the sounds of police sirens could be heard racing down towards it. Since his cousin had enhanced senses, she could hear it as clear as day while Ben himself could only hear it faintly and she told the young web head that it sounded like a bank alarm and that the police and SWAT were on the way. She would then lean forward and dropped from the building before firing a web and began web swinging and Ben would follow suit and fell from the building by leaning forward. The boy smiled as he felt the wind blow past him as he free falled before firing a web of his own at a near by building and began web swinging. Since May was the most experienced out of the two when it came down to crime fighting, Ben stayed close behind as he let her take the lead in this.

She simply shrugged when asked how she'd feel if he refereed to his mom how she referred to his. While he had a point, a small point, she also wouldn't give in to that. Primarily because she knew it made him uncomfortable, which was partially why she was doing it. She enjoyed messing with him, it was fun.

"Well my mom is kinda hot I suppose. Although she's more likely to kill you than anything so I'd hold off on that. Primarily because she's out of your league Spidey."

She said with a laugh. Ok, so maybe she was messing with him, but it would take more than that to make her uncomfortable. Sure it wasn't impossible, but it also wouldn't be so incredibly easy. If anything her ability to go with the flow would make it slightly more difficult. However he soon asked about Edward. Edward was a close ally to her, someone she was careful of.

"In retrospect I don't actually think you're related to Edward. Namely since he's my uncle on my mom's side and we're related through our fathers. But he's good. He's learning, how to fight and how to handle himself in combat. I'm sure he's not a fan of me given how I push him, but meh, what are ya gonna do?"

She said with a laugh. She knew that Edward probably didn't fully hate her. He most likely didn't like her, he'd accepted that. But certainly didn't HATE her. They were family after all, the only family they had, that she knew of.

As they ended up on the roof of the bank she looked over at Ben, smirking lightly. She was taking the lead, that was sort of the way things worked. Primarily because she had far more training than he did. She walked up to the skylight and looked down at the three armed men and all the hostages.

"Three obvious criminals, likely at least one more in there however. Primarily because having one in hiding is always smart for when something goes wrong. We'll need to act quickly. Otherwise they'll begin executing."

She said unleashing one claw. She looked over at Ben and nodded her head before quickly cutting a hole in the glass and dropping down. She used the breaking glass as a distraction and landed in a three point stance.

"Kind of hot and out of my league? Whatever happened to me being just fine in the love department?" asked Ben trying to point holes in his cousin's logic. The boy knew that he couldn't make his cousin uncomfortable without crossing lines he would never cross, but he knew that he could defeat her in a battle of pure logic since she did not inherit the genius level intellect shared by her uncle and father. Though he did have to admit that she did inherit their charisma and their ability to bring people together despite how strange she may be. She would then tell Ben that he and Edward aren't related which was something he already knew to be true, though he completely forgot that Edward was her uncle. "He's your uncle and he's younger than you?! What's next, you're going to tell me that you have a great aunt that is as old as me? asked Ben in a rather surprised tone of voice.

"But in all seriousness, just because Edward and I aren't blood related doesn't mean that we aren't family. I mean Laura is still my aunt and I'm sure that she would take care of me if anything happened to mom and if aunt Laura was still... well you know" explained Ben trying to tip toe around the fact that her mom was still in a feral state after losing her husband in the great battle. He knew that this was something that had affected his cousin deeply as repairing her damaged mind was the reason why she is currently learning psychology at NYU. After the two reached the roof of the bank, May went onto the skylight and looked down before telling him that there are three armed criminals and that there was probably at least one more.

"Are you sure about that? I mean most criminals aren't very smart, if they were they wouldn't even consider committing a crime. Especially in a city full of superheroes and the Avengers" questioned Ben before his cousin cut a hole in the skylight causing the glass to shatter. He would then jump down after her and landed right next to her with the criminals turning towards their direction from their grand entrance. But instead of entering a battle stance, Ben fired a ball of web from each web shooter at the gun barrel's of two criminals before using his super human speed to speed blitz the person with the gun he did not hit to suddenly appear in front of him. Once he was in front of him, Ben knocked out the criminal with a single punch to the head before he was able to aim and pull the trigger.

"Oh I'm not saying you shouldn't aim high Arachni-Lad. Just be careful. Aim too high and you find yourself looking down a barrel. Trust me. I know a thing or two about making terrible decisions in love. Ok, let's be honest, lust."

She said with a laugh. Yes she had a tendency to pretty much sleep around and do nothing more than whatever her libido told her to. Problem was her libido was indecisive and tended to be very vocal. Well that and it made several very good points. But if she could help him learn to not make the same mistakes she had, in love, then so be it. Of course she only regretted a handful of those mistakes. She'd learned a lot, not to mention, she'd had fun most of the time and that's what really mattered.

She laughed lightly at the comment about the age of Eddie. Yeah, it was complicated but it was also the easiest thing going on in May's life. Of all the crap she had to deal with her uncle being younger than him was not even close to being important or complicated. She thought of him like a little brother anyways. Sure he likely didn't think of her like a big sister, but she also didn't care. Of course she quickly tensed up as he mentioned her mother. He was right, she would take care of him, were she in a safe frame of mind. She hadn't known Ben long, as far as May knew, but to her Ben would be family and that's all that mattered.

As they landed in the middle of the bank she simply watched Ben move and disarm two men before taking the third one out. She used her senses to scan everyone else. Most were afraid, that much was evident. But as for the rest, she didn't see much.

"Not bad Spider-Boy, but you lack the necessary drama of your Spider-Boy. But you make for a very good sidekick."

She said with a laugh. She ducked as one swung a baton at her head from behind. Her spidey sense and enhanced senses being more than enough to alert her. Still sucked she spun around, raising her foot and using her foot claw to slice the baton in half in one quick swoop.

"Feel free to surrender now darling."

Instead he stabbed at her with the sharp end of the baton. It went into her shoulder and she stared at him with a hidden smirk.

'F...f...f..'

"My thoughts exactly."

She said with a laugh before giving him an adamantium headbutt. As he fell the baton came out and the wound quickly healed.

"Yet another tattoo I have to get touched up, thanks a lot. You believe this sh*t Arachni-Kid?"

"If this is your way of asking me to be your sidekick, the answer is no" said Ben with a hint of agitation in his voice as he turned around to face May. The boy wasn't too thrilled that his cousin was calling him boy since he did not want to give the criminals an idea of who he was which was why he often told people that he is at least eighteen and a part of him did like the attention some of the older women gave him. After facing his cousin, he immediately gasped as he saw one of the criminals swing their baton from behind, though thanks to her spider-sense, she was able to detect him and quickly spun around cutting the weapon in two with her claw foot. I almost forgot she had a spider-sense and super powers in general thought Ben who was inexperienced with fighting alongside other due to his method of doing things solo. After cutting the weapon in two, Ben crossed his arms and watched as his cousin told the man to surrender.

But the man thrust the broken weapon into the shoulder instead and while Ben's first instinct was to run to her aid, he reminded himself that May was pretty much immortal thanks to her healing factor and adamantium skeleton. As the criminal struggled to swear, May made a clever retort before knocking out the man with a headbutt which made Ben wince before saying "That has got to hurt"

After the baton fell out of her body, the wound quickly began to heal and May complained about how she needed to get her tatoo touched up and called Ben by another name that had the word "boy". Ben sighed in frustration at the comment before replying with a playful smirk underneath his mask "Are you sure that you weren't talking about yourself when you were making that sidekick comment?"