Author's notes: As far as the Spider-Man trilogy goes, I like all three movies. I get why fans see the third one as a total trainwreck. I'm biased towards Venom (influenced by the 90s cartoon), so I go along for the ride. The first one blew me away when I first saw it in theaters. I remembered just about everything that happened when I re-watched it the first time—nerdy Peter getting bullied and then gaining his powers, dynamite Mary Jane, caring Aunt May, supportive Uncle Ben dying, raging Jameson, all those minor characters even if I didn't know their names, and the showdown between Spidey and Green Goblin was just so epic. Heck, I even remembered school bully Flash Thompson! But I completely forgot about the best friend. I know some fans will be ready to kill me, but I just don't think that actor did a memorable job. Well, maybe it's not so much the actor as it is the original character. It probably wasn't easy playing a prop.

I always find it weird reading fanfics that are live action-based. Namely because it takes the actors, real people, and places them in something that is yet isn't their role. But I wanted to write this in light of what happens in the Amazing comics a year after the third movie came out. I was also inspired from reading alternate endings to Spider-Man 3. Enjoy!

Summary: [Post Spider-Man 3] Spider-Man debates to see if the dead never stay dead as a curse or a gift. One shot.

Disclaimer: RubinaLadybug does not own the Spider-Man trilogy or any of its characters. Spider-Man characters and plot belong to Stan Lee (R.I.P.), Steve Ditko (R.I.P.), Sony, and Marvel.

Gift of a Second Chance

"Hello? Any criminals sneaking about?" Spider-Man asked aloud. "Anyone wanna turn themselves in before things get rough?"

The masked crime-fighter clambered between brick walls. His white slits in his mask observed and scoped the alleys below him. He was searching for trouble—carjackers, purse snatchers, or even gangs harassing passer-byers. He heard no alarms or even yelps. The newly arrived night had been peaceful.

The famous wall-crawler shot his webs. He soared across the sky on a full moon night. He resumed his work in fighting crime. A year had passed since his crossing paths with Eddie Brock. The disgraced photo manipulator and that dominating black symbiote seemed to be gone for good. He also heard no word from Flint Marko, The Sandman. It had also been a year since his best friend, Harry Osborn, had died. The two had met in high school. They had chased after the same redheaded girl. But a bigger rift came when they were sharing an apartment. Harry, whose father became The Green Goblin. The monstrous man had perished by his own machine. Soaked in grief and rage, Harry sought vengeance against Spider-Man, Peter Parker. He eventually decided to do what was right. In his atonement, he met the same fate as Norman. While they shared the same last name, the same blood, only one died a hero.

Spider-Man continued his valiant occupation. Such a pain remained in Peter's heart. He met more and more people around the city and his job shuffling. He still made time for his cherished aunt May. Between his civilian identity and his superhero occupation, he maintained his relationship with Mary Jane Watson. But he still grieved his best friend.

Crawling upwards, his red gloves curled over the edge of a roof. He hulled himself up. He gazed all over. The area was quiet, like a graveyard. Such harmony didn't last long. He noticed a shadow. The silhouette dragging over a staircase entranceway neared him. He flashed around and shot his webs. His sticky vines went flying. The figure dashed aside, leaving the webs swooping against the crumbling walls.

"Hey! Watch it!" a masculine voice yelled. "I come in peace and all you do is try and shoot me down!?"

"Show yourself!" The hero prepared himself. His heart began pumping. The shivers of anxiety and readiness rushed down his costume-covered body. He dared not allow himself to fall down to any foe.

"That's the most backbone I ever heard," the voice added. "Especially coming from Midtown High's professional wall-flower Peter Parker."

Hearing his real name drew the web-head's attention. Aunt May was dozing peacefully at her place. Mary Jane was accompanying friends at a record company release party. He perked up at the voice. Little had anyone solved who was under the red mask, let alone his vintage label.

"Harry?" he questioned. "Harry Osborn?"

A figure coolly stepped out of the shadows. He wore an entirely black costume—black armored chest plate, black pants, black gloves, even black shoes. The milky white moonlight bathed the slits of green. A pair of green goggles and matching mask concealed his face.

"Were you expecting the Tooth Fairy?" he asked. His mask retracted. "Or maybe your old high school bully Flash Thompson learned your secret and picked up a genuine superhero identity?"

Spider-Man stared ahead. He saw the dark brown hair. He gazed at the brown eyes. As he took in the facial features, he barely noticed the burnt skin from an exploding bomb. "Harry? Is it really you?"

"Who else would I be?" Harry asked. He took a step forward.

"What else could you be?" The wall-crawler placed up a fist. He pondered how long the one asserting to be the deceased Osborn had been waiting there. He couldn't be ambushed by anyone. Not by anyone claiming to be a friend when he could be a foe.

The other young adult stopped. His old buddy played his stout tone. He understood the distrust. Living in New York City the two had come across strange incidents and even stranger people. He had to prove his innocence. "Pete, I swear it's me. I'm not some clone looking to mess with you."

"Only a comic book could make sense of that can of worms," Spider-Man remarked.

"I am me. I know I am because of what I went through," Harry explained. "You came to ask for my help. I went. I got pierced by that glider."

The hero listened. Questions arose. He needed answers. He removed his mask. Mussed brown hair flopped out. Focused blue eyes stared onwards.

Harry grinned at seeing the familiar face.

Peter, however, was not so quick to return the gesture. He maintained his defense. "How did you get back?"

There was hesitation. The young Osborn turned away.

"Start talking," Peter ordered.

"I don't know how to clear it up, exactly," Harry shrugged. "I last remember lying on the ground with you and Mary Jane by my side. The next, I woke up in some weird lab. Giant chambers, hissing machines, creepy examination tables slabbed with questionable tools, eerie lights—It was straight outta a science-fiction horror movie."

Peter became stunned with what he heard. It wasn't public knowledge of who the young Osborn was with before dying. Or his caused of death. Their mutual redheaded friend kept her side of the story to herself. "You escaped?"

"I was restrained. In that lab I mentioned. I still had my Goblin strength."

"You broke out?"

"Once I realized I could…" Harry grasped how similar he sounded to a criminal. He quietly added, "I couldn't stay. Had a feeling I needed to give the slip. Before anything could be done to me. Or, anything more."

Peter tried to fathom what he had been told. Memories flooded his mind. "You died. There was a funeral service for you. I stood at that grave. Were you even buried? What's there now?"

"I didn't bust outta the ground like a zombie," Harry answered. "But I haven't the guts to check that scene out. You think it's easy seeing your own headstone?"

Peter glared. He answered in a chilly voice, "Sure, I get you. Imagine the pain of seeing the names of relatives and old friends at a cemetery."

The sights flashed in his mind. His personal anguish monopolized him. He performed his duty as Spider-Man because he had his responsibilities to carry out. He hated losing those close to him. He refused to permit anyone to toy with him.

Harry shut his mouth. He understood the other young man referred to his deceased uncle. As his own haunting fell over him, he tried to collect himself. "I dunno who brought me there, that nightmarish lab. What they would've wanted. Or if they already knew."

Peter took in the information. So far he had yet to do battle against Harry. He then spotted something hanging on the young Osborn's black belt. He glared at the miniature orange globe. He turned disgusted. "Why come now? Why find me here? Were you out making those things?"

He recalled his contorted leaping and dodging. A brush against those sharp blades induced more than a mere scrape. He remembered their agony as they eagerly sliced him. His phenomenal regenerating ability healed his physical wounds. Such a gift didn't prevent any mental scarring.

Harry spotted the anger. He gazed at his weaponry. He loathed what he once tossed out of malice. If he wanted to be on his old pal's good side, he needed to be honest. "Yes."

Peter appeared like he was ready to tackle him. He couldn't battle someone who was dead. But he could take down someone who was alive.

"What I used back then was all the old arsenal my dad made," the other young man pointed out. "I found his schematics and re-created them. You have your webs; I have my grenades."

"Not to mention a glider, enhancing armor, retractable mask, and that psycho Goblin gas."

"Yes, but I'm not that crazy loon anymore. I know what I am. I know the crap I've done. I don't wanna go down that road again." Harry looked at his buddy. He studied the blue and red colors. He also spotted the blue eyes he had depended on, formed a bond with. He added, "Spider-Man had beckoned me because he needed help in combating that black monster and that other sand creature. But I gave my best friend a hand."

He placed on a smile. "Pete… I'm back."

Peter watched the other young man once more. For a second, he remembered a lonely teen who made friends with another lonely teen. That same teen, now adult, aided him when he needed him. He struggled to smile. "You came back? To New York? And you didn't say anything to me?"

He almost sounded hurt. His best friend, if it was him, had returned in that costume; what Harry had selected akin to his final days.

Harry heard the heartache, the assumed insult. But he had his reasons. He ceased his grin. "Like what? I drop by your apartment and say, 'Hey, Pete, I've returned from the dead. Let's get a slice and shoot the breeze.' Tell me that doesn't sound weird."

"Point taken," Peter quietly agreed.

"I had to lay low," Harry continued. "I went to Europe. For almost a year. Then to New Jersey. For a coupla months. I got to New York less than a week ago."

"OsCorp has its bases everywhere."

"You can say that again." Harry rolled his eyes. His father had always been far more interested in his growing empire than his son. "I only wanted to hear what was going on. For OsCorp and the Osborn family before I made my appearance."

Peter debated about giving him the benefit of the doubt. The Osborn deaths made all the major news outlets. Meanwhile, the web-slinger was disparaged for his noble work. He grew suspicious. "You wanted to hear about Spider-Man."

"Yes," Harry nodded, "now that I know the whole truth. The pieces of the puzzle came together much easier once I had the image on the box."

Peter tried his best to digest all the disclosed information. He examined his fingers. He himself had been bitten by a modified spider. Shooting webs and developing a sixth sense for danger were far from normal. He embraced his changes. But only after tragedy fell over him. He questioned who possessed mastery over life and death. Perhaps this reunion was nothing more but a second chance. A miracle. A gift.

Harry was aware of his own sins. Weighing down with guilt, he hung his head. "I… There's no excuse for what took place so long ago… All that my dad had done, The Goblin's presence, us fighting and becoming the worst of enemies, me dying…"

He turned his head up. "Pete, you don't know how much I wish all that was a dream."

The hero had learned to never turn his back on an enemy. He struggled to retain viewing the other man for an enemy. As his mind fumbled, he turned away. "Sometimes I ask myself if those moments were a dream. I mean, those spikes. They went right through you. They shoulda gone through me."

"I'm no medical expert. I didn't stay long enough for whoever took me to draw me a diagram about what happened. When I freed myself, I gave myself a pat down. It seemed like everything inside and outside of me was fine. Just a scar. I was looked at by doctors in Europe and America. I lied and told 'em I was in an accident. They said I was completely healed. Minus the scarring."

Peter looked at Harry. He sensed a strange hypothesis. He asked, "You believe that Goblin gas healed you? From your glider's spikes?"

Harry looked back. "I don't see what else coulda."

The brunet could consent with that. Yet something else came to mind. He recalled what killed his first major league enemy. A chill swept down his back. "If the Goblin gas did all that for you… does this mean…?"

"My dad's come back?" Harry filled in.

Peter didn't reply. His memory swept with all the terror he underwent against that monster—the torturing of his benevolent aunt, the kidnapping of the redheaded woman he loved, and the brutal final battle between foes. Years have gone by, he tussled against other powerful crooks, but the pain had always remained. That wicked cackle infiltrated his mind. His eyes widened.

Harry shrugged. "Could be."

He realized the significance of the situation. Now it seemed more could be on his shoulders. He tried to steer the conversation to what mattered at the moment. "Look, I know there's a lotta clearing up to do. I wish I could give more. Even I don't know all the bits of truth."

"What truth do you have?" Peter asked, raising an eyebrow. He began walking around the roof. He kept his tensed body moving, his blood pumping. He knew the wealthy Osborn could have appeared in some other manner. He could have informed all the newspapers and TV talk shows about his return. He could have spoken about his regained authority over Oscorp. He could have hired a hitman to eliminate Spider-Man. He sought for something honest.

Harry stood in place. He stared at Peter. Standing across from him was a nobody in high school. But that nobody had made something of himself. That nobody took on crimes in New York that eased some people and worried crime leaders. That nobody was his friend. He replied, "I was hoping to see you first."

The hero stopped. He was silent. Peter Parker was no one special. He gazed down at his outfit. He created an iconic image. Citizens saw Spider-Man as a hero. Police officers and media outlets posed him as a threat. Those who knew the one underneath the bold threads held a different connection. The red and blue costume was like an unwanted barrier, between the one wearing it and those close to him. Only the right people could bypass the isolated blockade.

Harry sized up himself. His own darker colors made him appear more sinister. The old codename Goblin was evil. He held no regret for his last act of justice. A smile came across his face. "It's been a year since I've been gone. I don't even know where you moved to or where you're working. Maybe it was for the best seeing the costume. Good to see you're fighting for what's right."

He shyly added, "That's why I came out like this—weapons, costume, everything. I'd like to take that up. For real, this time."

Peter became surprised. "After all you've been through, you still wanna do this?"

"You've been doing it for years." Harry displayed his own cocky grin. He was still an Osborn. He had his feet planted firmly on the ground. "By the looks of it all, you need help."

Peter chuckled. He had defeated countless thieves and burglars on his own. Accepting a hand would be nice. Especially if that hand was friendly. He looked at his friend. "Sure, you're welcome to come along. As Spider-Man's sidekick."

Harry became ecstatic knowing he had been accepted. But hearing such a trivial position caught his ear. "Woah, woah, woah! Who said anything about a sidekick?"

"The one with the most experience." Now it was Peter's turn to flaunt his talent. His worn down costume carried its tears. But those rips displayed his resilience. He flashed a smug smile.

"Tutor and student," Harry disputed, "as a part-time hero."

"Ally."

"Done."

A webbed-themed red glove shook hands with a solid black glove.

"Any thought to a superhero name?" Peter asked. "Best to grab it before those news hounds dub you. You don't wanna be stuck with something half-baked. From all that green going on, you'll likely be The Fabulous Frog-Man."

Harry grinned. "Is that how the hero industry works?"

"More or less. Jameson and his Daily Bugle have a tight grip on alliterations."

"Details, details."

"Costume or not, it's good to have you back."

"It's good to be back."

Peter was overjoyed in having his best friend return. He at last allowed his negativity and doubt to wash off of him. He wondered what the new day would hold for Spider-Man and his new partner. But he was more curious to know what old pal needed to catch up on. The thought of convening was interrupted when the duo heard an alarm ringing.

The two pairs of eyes met.

A red mask slipped back over the brunet's face. "I was worried it was too quiet for a New York night."

Spider-Man accepted the cooperation. He shot his webs. "Your first shift as an ally starts now. Beat you there!"

Harry watched as the masked champion gained his head start. He still couldn't believe that the timid Peter Parker was New York's rising hero. He also knew his buddy had earned it. He summoned his sky-stick. He jumped on his ride. The boosters underneath activated. "It's on!"

As the newly aligned teammates crossed the sky and countless rooftops, Harry privately pondered if he could re-brand the name Goblin.

---

The new day offered an overcast sky and chilly wind. Such bleak weather didn't prevent a friendly visitor dropping by. Peter was back at the Osborn manor. The duo agreed for a meet up. Not between heroes. But between old friends. Underneath his open jacket and plain T-shirt was his costume. He wasn't looking to doubt his pal. The red and blue threads only stuck to him like the webs he made.

Peter entered the double doors to the swanky mansion. His blue eyes gazed around. The young Osborn was successful in gaining back everything that belonged to the affluent family. His aid came thanks to his loyal assistant, Bernard. A large chandelier sparkled above. More modern looking furniture rested in the drawing room and dining room. Much had changed since the death of the insane businessman. Harry made sure the entire place was fit to his personal standards of arrangements.

"Hey, Harry!" Peter called from the foyer. "I'm here!"

Ever polite, he waited. He received no exchange in pleasantries. He didn't see his buddy anywhere. "Harr?"

Knowing his way around the expansive grounds, he began climbing the expensive stairs. He noticed the new paintings hung. He spotted the signature, his best bud's. At least with his father gone, Harry was free to express himself more openly. He came to the top. He looked down both hallways, debating where to go.

A sudden bang caught his attention. He thought he heard shuffling. He looked to a particular door. Behind the solid oak was the sound of feet scuttling. Drawers scraped open and slammed shut. Muttering was muffled from the other side.

"Harr?" Peter walked closer. His hand reached for the bronze handle. He was inches away with his fingers ready to curl over it. The door suddenly thrust towards him.

"Oh, hey, Pete," Harry cheerfully greeted as he popped his head out. The heavy door remained mostly closed. He slid himself through as to not fully open it. "Didn't hear you come in."

"Well, you know," the brunet casually replied. "Sound can only travel so far when there are Turkish rugs and classic European drapes to absorb it."

The guest stepped back as the host entered the hallway.

"Still your nerdy self. It suits you." Harry closed the door behind him. He grinned at his buddy. A hint of alcohol tainted his breath.

An awkward silence came between friends.

Peter tried to smile back. He stared downward. His heavily worn down sneakers stood against the hickory hardwood floor. Across from him was a new pair of Italian leather loafers.

Looking back up, Peter believed Harry was doing his best in making adjustments. He wondered how much time his buddy was spending in the past. He motioned to the door. "Is that…"

"My dad's home office," Harry replied.

The spacious room was where the younger Osborn came across his dead father with Spider-Man delivering the corpse. The place didn't reek of death. It only brought haunting memories.

"I know I should change it," Harry solemnly continued. "Give it a good dusting. Organize whatever junk he left behind. But…"

He turned hesitant. His eyes lingered against the door. "But, the room did belong to him. It's what I have left of him. The man I loved and respected. To slab on a fresh coat of paint… I can't just…"

Peter drew out his concern. He studied the genuine sorrow, not the misplaced anger like before. He understood the problem. A hint of guilt resided in one Osborn returning but not the other. He gently placed a hand on his pal's shoulder. "Hey."

Harry looked up. He met with a pair of serious yet concerned eyes.

"Whatever Norman had done," Peter began, "despite all his horrendous crimes, he was still your father. If you want to move forward, you'll need to accept what had happened. At least you can do it at your own pace."

Harry heard the friendly, wise words. He believed his friend was honest. Gazing at his own fingers, his muscle memory was in place of holding a shot glass. He knew they were capable of downing alcohol for grief or tossing a grenade for good. He nodded. "Thanks, Pete."

Peter removed his hand. "I don't know how often you plan on being Spider-Man's new ally. I don't know if you want this path because you want to help out or if you feel a need to re-build what Norman had left behind. I have my reasons for doing what I do."

He tugged down on his collar and flashed his costume. "You'll need to figure yours on your own."

Harry spotted the bold colors. That chosen scheme no longer brought misery. He knew he couldn't take the situation lightly. The consequences could end his life once again. Or worse, his friend's life. He nodded. "Yeah, I'll keep that in mind. One step at a time."

"One step at a time," Peter repeated.

The doorbell rang.

An older gentleman came to the two men. He wore a nice suit. Over his hands were a pristine set of white gloves. He called, "Master Osborn."

The young adult sighed. "Bernard, we've been through this. Just call me Harry."

"Master Harry," he teased. "I have finished prepping the limo. Your other guests have arrived."

Harry turned to Peter. "Better not keep 'em waiting."

Peter nodded.

The duo walked down the stairs and back to the foyer. Standing next to the large entranceway was an elderly woman. She wore her Sunday best—a nice blouse, a clean jacket with matching skirt, and white gloves. She even placed on a pill hat.

"Aunt May?" Peter questioned.

"I invited her," Harry answered. "Can't wait to hear all her stories of her protesting for elderly rights and volunteering at F.E.A.S.T. "

May smiled. "Hello, Peter, Harry. With all this windy weather, it's good to see you both keeping warm. But, Peter, you should really zip up your jacket. You'll catch a cold."

The nephew smiled as he obeyed his doting relative. After the criminal from the other night had been caught and webbed for the police, the two shared some other stories before departing. It had been like old times.

"Here, May," Harry called. He gently set his hand on her shoulder. "Let's get you outta this chilly foyer and to the warmer living room. Peter's told me your idea of opening up your old home for borders. I'd love to give you some business advice."

"Such a gentleman," she happily remarked. She may be aware of the courageous career her nephew had chosen. But she knew almost nothing of the tragedy his best friend fell upon. Like for her nephew, she would be there for the young Osborn should he decide to share his personal trials.

As the wealthy host guided the elderly woman to the other doorway, all that was left were the brainy brunet and the stunning redhead. She kept on her low-cut blouse and her form-fitting pants.

"Hey," he greeted.

"Hey," she greeted back.

"I suppose something should be said about Harry," Peter began.

"Something should," Mary Jane replied.

"He had been in Europe and New Jersey, shuffling between hospitals. I barely found out last night—"

"But not right now, Tiger. There's company." Her smile showed her understanding.

"Right… I guess we should head to the living room."

"I guess we should…"

Their eyes were fixed on each other. Their bodies gravitated towards each other. Their concentration broke when they heard an exclamation.

"This place is so grand!" another feminine voice excitedly remarked. "It's almost like my father's dining club!"

Harry and Aunt May were holding their own conversation and had yet the fully enter the living room. He stopped and turned around when he heard someone new. Peter was also bewilder as he didn't see anyone else beside his aunt and his former neighbor.

Mary Jane understood the confusion. "Harry, I brought with me my new roommate. Elizabeth Allan."

The young lady took a quick self-tour of the luxurious home. She now stood by the redhead. Her blond hair cascaded past her shoulders. Her blue eyes were gentle yet perky. She gazed at the two young men. Her pearly pink lips formed a smile.

"And this handsome fellow is Harry Osborn," Mary Jane continued. "He just got back from the hospital."

"Hi, you can call me Liz," the blonde greeted enthusiastically. She was not shy in introducing herself to strangers.

Harry kept his focus on her.

Peter, Mary Jane, and Aunt May smiled at that.

"Hi," the young Osborn greeted back. He then cocked his head, puzzled. "You look familiar."

"I think we crossed paths while you were in the hospital," Liz replied. "I volunteer there. I want to be a nurse when I'm done with school. Can't be a waitress at the Coffee Bean all my life. Those squeaky furniture are driving me nuts."

"Wow, a nurse. That's really great." Harry's mind wondered if he had come across such a beauty when he had returned. The medical staff declared he had healed; they commented that he must have had a remarkable healing ability or great luck. He believed he now had a greater fortune waiting for him in New York.

Aunt May smiled. She spotted plenty lied ahead for the young quartet. She quietly said, "Maybe I should spend the rest of the afternoon here."

Harry focused on his elderly guest. He placed his hand on her shoulder. "Please, join us. I insist. You can sit up front with Bernard."

The two young men held the heavy doors open while the ladies shuffled out. The duo then exchanged glances.

Peter remarked, "Nothing to do now but to seize the day."

Harry agreed, "Yes, it's a brand new day."

The group walked down the elongated path towards a parked limo. Mary Jane and Liz assisted May to sitting in shotgun. The trio squealed and giggled. Harry talked to Bernard about their settled destinations and routes. He then returned his attention to Liz.

Before Peter took one more step, he turned around. He gazed up at the miraculous manor. He focused on the window he entered while carrying the late Norman Osborn. The Green Goblin was dead. The feud between best friends was reconciled. Peter Parker had new opportunities for him. Spider-Man was becoming a better hero. He knew of the gift he had. He had no plans on squandering them. He worried not over the struggles he would face. He knew he had others for support.

He walked away to return to his loved ones.

Not much had changed inside that home office. The blinds remained down, keeping out the light of day, keeping out any fresh starts. Only wet rock tumblers and glass bottles resided on top of the polished executive desk. The posh office furniture was the same style as always—a statement of power and money. The shards from the broken mirror reflected the dusty remote controlled ceiling fan. One minor alteration was a vintage bookcase slightly covering a mysterious alcove.

The home office remained closely arranged like the original owner intended. Even the walls of tribal masks stayed. Including an ominous green one.

"Hah! Hah! Hah!"

The End

The Fabulous Frog-Man, see Marvel Team-Up #121, 1982.

Food, Emergency Aid, Shelter, and Training [F.E.A.S.T.], see The Amazing Spider-Man #548, 2008.

The Coffee Bean, see The Amazing Spider-Man #53, 1967.

For Harry's "death," see The Spectacular Spider-Man #200, 1993. For his return, see The Amazing Spider-Man: "One More Day Part 4" vol. 1 #545, 2008.

To read Peter's hesitation in accepting Harry's return and re-accepting their friendship, see Amazing Spider-Man Family vol.1 #4: "A Matter of Trust", 2009.