It was a pretty average day today in New York City. People went to work, (most) students went to school and, of course, a villain or two wreaked havoc on the population and such until the famed superhero team from S.H.E.I.L.D finally took him (or her) down. Yup, pretty average day here the NYC.

Or, that's what everyone thought. To two certain people however, today was a very special day. No, it wasn't Hanukah or anything like that. Why was today so special you ask? (And even if you didn't I don't care anyways). You'll just have to continue reading to find out…

It had been a week since Sam, Ava, Danny and Luke had moved out of the Parker household and everything was relatively the same. They met up at school, talked, went to classes, all that. But today was different. Today, when they meet up with Peter, his mind seemed to be…elsewhere…They weren't sure but he just seemed off today. When asked about it, he just looked at them like he had no idea what they were talking about and said he was fine. When they asked Harry or MJ they just shrugged and said that they hadn't even noticed. It went on like that for the rest of the day.

They had the day off from training that day (a rare occurrence that they were always eternally grateful for) so they decided to follow Peter a bit after they saw him hurry out the school doors right after the final bell of the day rang. An invasion of privacy, they know, but it couldn't be helped. They were his friends and they were (though Sam wouldn't admit it) worried about his off behavior. Although, for S.H.I.E.L.D agents, theysucked at ninja mode. Though, in their defense, Peter was Spiderman and Spiderman did have the whole 'Spider Sense' thing. He could literally feel them watching him before they even turned the corner.

The confrontation was kinda awkward, what with them trying to deny all claims and Peter questioning them on 'what the hell?!' and so forth. Eventually though, they confessed (sorta) to being worried about him and trying to find out what was wrong. At that, Peter had blinked a few times before asking 'Wait, what?' as if the concept was completely foreign to him. Then he sighed, turned and started walking. They thought that they had blown it until they noticed him motioning for them to follow him. They had done so without any further comment. That is, until they reached a bakery.

Then questions came (mainly from Sam of course), but Peter ignored them all and just walked up to the counter. The man behind the counter wordlessly turned away for a moment, only to come back with small box used for carrying pastries and such in. Peter carefully took the box, paying the man and thanking him before returning to them and telling them to hurry up. Sam constantly pestered him with questions all the while but Peter just shrugged him off until they finally got to the Parker residence.

None of them had really been there since moving out despite the amount of times that Peter had told them that his aunt had been asking them to come over again. It's not that they didn't want to, they loved Peter's aunt-who wouldn't?!-they just felt a bit awkward about returning to somewhere that, for a while, they had all called home. It had been a while since any of them had really had that. Peter didn't seem to mind though as he continued walking up the steps and opening the door for all of them and announcing their presence with an "I'm home!

May Parker's head popped out from the kitchen. "Oh Peter! And Sam, Ava, Luke and Danny? Well this is a pleasant surprise!" she commented, coming out from the kitchen to greet them all.

"Hi Mrs. P." Luke said as she went around hugging them all. The others giving similar greetings.

"So," May started as she pulled back from Sam and looked at all of them, "Are you all her to celebrate Ben's birthday with Peter and me?" she asked.

"Ben's birthday?" Ava questioned. Last time she checked, Peter's Uncle Ben was dead.

May turned her head to Peter, who was setting the box down carefully on the table. "Peter?" His head snapped at that and looked quizzically at the aged woman. "Yes Aunt May?" he asked.

"Didn't you tell them that today was Ben's birthday?"

Peter straightened at that, scratching the back of his neck and looking away. "Well…not exactly…"

She sighed and Peter let out a sheepish chuckle. "Well, no matter," she said after a moment, turning back to them and smiling. "Would you all like to stay and celebrate Ben's birthday with us?" They'd all be damned if they could say no to her and she knew it.

"We would be honored to celebrate such an important day with you Mrs. Parker." Danny responded.

"Totally!" Sam agreed happily (he wanted cake too), the others nodding in agreement.

May smiled warmly at them, pleased to hear that people she had long ago started considering family could be here with her and Peter to celebrate her deceased husband's birthday. "That's good to hear!" she voiced, turning back to the kitchen. "You can all help Peter set the table. Sam, would you care to help me in the kitchen? I'm making my special spaghetti and I could use an extra hand."

Sam grinned at the offer and quickly hurried into the kitchen after May. The others watched the sight, slightly amused, before turning their gaze back to Peter. He had been watching the entire interaction with a content look on his face, one hand resting lazily on his neck while the other hung limply by his side. He noticed their gazes on him almost instantly and quickly turned to face them.

"So this is why you were acting off today?" Ava asked, raising a brow at science nerd, "It was your uncle's birthday?"

Peter shifted from foot to foot for a moment. "I'm still not sure what you mean about me acting 'off',but, for what it's worth, if I really was acting 'off' then yeah…It might just be about Uncle Ben's birthday…"

"You could've just told us you know." Luke stated, slightly offended that Peter hadn't even mentioned it to them.

Peter shrugged his shoulder. He didn't see how it mattered really. What difference would've it have made? "I didn't think any of you would've cared." He stated indifferently.

They all exchanged glances before walking up to him, each of them punching his arm. Hard.

"Ow!" was the pained yelp that left Peter's lips. "What was that for?!" he demanded, glaring at them while tentively rubbing his very much pained arm.

"For being stupid!" Ava stated. Peter blinked at her, because, honestly, what?

"We're you're friends man, of course we would've cared!" Luke explained. Peter just stared at them disbelievingly.

"Really?" he asked incredulously.

Danny nodded before speaking up. "Luke speaks for all of us Peter. We are your friends and we'll always be there for you."

Peter looked at their smiling faces for a moment or two before grinning back at them, finally understanding. He simply nodded before motioning to help set up the table. Dinner was relatively normal and it felt like how it had when they were all living together. It was nice and very comforting for everyone. Then the cake came out.

It was simple round cake with green and yellow icing flowers decorating the plain white frosting which covered the cake. And right in the center, in red, sticky but edible writing, were the words 'Happy Birthday Uncle Ben!'. The four extra 'members' of the family still had yet to figure out what flavor the cake was but, if the outside were any indicator, they'd say it was gonna taste pretty good. Then they tried it.

Sam's eyes instantly widened the moment his taste buds got ahold of the cake. He barely managed to swallow before nearly puking from the taste. He looked over to his friends only to find that they were having similar reactions.

"Umm…is the cake, like, stale or something?" Sam questioned, holding the plate away from himself.

Both May and Peter looked up at him curiously. "No, why?" May responded.

"Well," Sam started but he was quickly elbowed into silence by Ava. She cleared her throat before starting. "It's just...the cake is a bit…" she paused, trying to think of a word to describe it without being rude or insulting. It was surprisingly hard.

"Don't you like it? It was Ben's favorite!" May said.

"Uh, no, no, no, it's not that Mrs. P! Honest! It's just…" Luke trailed off, also unable to find the right word to describe.

"It tastes terrible." Sam bluntly said.

"Sam!"

"What?" he turned his head to the glaring African American. "You know it's true!" he stated. Ava continued glaring before opening her mouth, no doubt to yell at him more, but was cut off by a chuckle. They all turned to look at Peter, who was watching them amusedly.

"What's so funny Parker?!" Sam inquired (demanded).

Peter shook his head before saying. "Guys, don't worry about it. We hate the flavor too. Even Uncle Ben hated it."

They all blinked at him in confusion. "If he hated it," Danny started, "Then why would he-" he was cut off when May spoke up.

"He claims that he was 'trying out' this specific flavor of cake when he first met me. He used say that, ever since that day, it's always been his favorite since it reminded him of me." She chuckled.

"I remember," she went on, "Every year we would get the same flavor cake for his birthday. He and Peter would always complain about how it tasted bad and I would tell him it was his fault that we were stuck with the cake and the I'd put the leftovers in the fridge and they'd stay there until they were spoiled and when I'd throw them away, he would complain about how we were wasting food and money and that he was just 'saving' the rest for later."

"And then the next day we'd all go down to the bakery and pick out a new cake." Peter said, "He'd always let me pick how it looked and what the flavor was even though I always told him it was his cake, not mine, so he should be the one to pick all of that."

"And then you two would bicker back and forth on the topic until I would finally tell the poor baker that we'd be getting a,"

"Plain vanilla cake with regular icing and sprinkles on top." Peter and May finished together. They chuckled a bit, both feeling a bit nostalgic about the entire situation.

The other four looked at them in a mix of sympathy and awe. They both laughed and talked like those were they're fondest of memories but they both looked and sounded like they really didn't want to remember. It was both really happy and really sad.

"Sounds like he was really something Mrs. Parker." Danny said, smiling at them.

"Oh he was." May said, smiling fondly. "He still is too."

And that's when they noticed something. Something that made them all want to scream in horror and turn away. Run away even.

May was crying.

It seemed so unnatural on the usually so strong and lively woman's face that, at first, they all weren't entirely sure that they were seeing right. But, no, the tears were really there.

They weren't exactly streaming down her face in rivers or anything like that (Hell none had really come out yet!) but her eyes were too shiny and with the way she was already sniffling and rubbing her nose slightly, they figured it wouldn't be too long.

Peter seemed to take notice of this too. "Hey Aunt May," he started, gaining the crying woman's attention, "It's getting late, maybe you should get to bed. And don't worry," he continued when he saw her open her mouth to speak, "We'll clean up, won't we guys." Peter looked over at them and they could see the slight plead in his eyes. Who were they to deny friends?

"He's right Mrs. P," Luke said, "Don't worry, we got this."

"Yeah," Ava added on, "We still owe you for letting us stay here for a while too so it's no problem."

May looked at all of them before smiling and standing, Peter following suit. "You're all right." She said, "A little early rest won't hurt. Just be sure to put away the cake and everything Peter."

"I know Aunt May." Was the reply.

May smiled at him again before giving him a hug. When she pulled away, this time they could all see the tears streaming down her cheeks. She patted him on the back and shot them all one more smile before hurrying up the stairs.

"Is she gonna be okay?" Sam asked worriedly after he was sure she was gone, still staring after her.

Peter bent down and started clearing the table. "Yeah," he said, picking up a few plates and walking to the sink, "She's pretty tough ya know."

They nodded before helping him with everything. It only really took a few minutes for all of them to complete the task and so, when they were done, it was still pretty early despite the fact that it was already dark outside.

They spent some time just hanging out and playing games- something they all hadn't really done often. They talked, played video games, and even exchanged a few friendly insults. It wasn't until Fury called saying it was almost 11'o'clock on a school night did they decide to call it a night. Peter still walked them to the door though, stopping in the door frame to bid them all a goodnight.

"See ya tomorrow guys." He said before adding, "And thanks for coming. Aunt May really appreciated it. I really appreciated it."

"Yeah, Yeah, Yeah just don't go all mushy on us Parker." Sam said, crossing his arms over his chest but smiling none the less.

"Yeah man," Luke said, "Don't seem so surprised that we'd do this for you."

"We're your friends Peter," Danny stated, "Whether you like it or not. And we're here to stay."

"Yeah but," Ava cut in, "Next time can you just tell us what's up? Ya know, so we don't have to follow you around again?"

Peter chuckled sheepishly before scratching behind his head in embarrassment. "Yeah, will do." He agreed.

"And, do us a favor will ya?" Sam asked, "If you buy another cake, call us. Seriously man, that was nasty! You so owe us for that."The others couldn't help but nod in agreement with the rude, yet very truthful, statement.

"What was that flavor anyway?" Danny asked curiously.

"Swiss cheesed Strawberry Lemon." Peter stated. As a response he got- da, da, da, daa!- gagging sounds. He only chuckled as he waved them off and closed the door behind himself, inwardly musing that it wasn't so bad having friends like them. But, then again, hadn't he always known that?

*LINE*

So? What do ya think? I'm thinking of making a Christmas-y version sequel, think I should do it?

(I know that Aunt May is supposed to be this strong woman but I figured that she'd be a bit OOC in terms of anything having to do with her deceased husband.)