SPOILER ALERT: The following story contain major spoilers from The Amazing Spider Man 2. You have been warned!

Peter stared at Harry for less than a second, taking in the fact that he had just killed his best friend.

Gwen.

He looks down, the web had snapped, and Gwen was falling.
He jumped down after her without hesitation. Every second, she was getting farther and farther, and her chances of surrvivng were gettting smaller and smaller. A cold had gripped Peters heart, he couldn't let her die, he promised. He promised George, and he promised himself.

Peter and Gwen locked gazes. Gwen knew she wouldn't make it. Even if he was fast enough to catch her with his web, it would cause whiplash and her neck would be broken in an instant.

Her eyes told him everything she wanted him to know. they told him that she loved him, and that she always will.

Peter shot his web, aiming it at Gwen. It managed to dodge everything in its path. Gwen closed her eyes, it was too late, she was too close to the ground.

Gwens impact was only slightly prevented by the web. But her body had slammed into the ground, breaking her neck and snapping her spine.

There was a large, deafening crack. Everything had stopped, ice filled Peters veins. Without anymore hesitation, Peter jumped down and held Gwen in his

arms.

"Hey.." he says, "hey.. Gwen?"

No, no, no, no, no, no.

A large lump forms in his throat.

He brushes the hair from her face, "Stay with me, stay with me." he says.

Blood drips down nose, meaning her Gwen's brain was crushed from the fall. There was no hope, no one could save her.

"Gwen?" He chokes out.

Images of her smiling, laughing, and kissing him flashed in Peters mind.

"Gwen!" he cries, "No please! Please!"

Sobbing, Peter presses his face against hers.

She was gone. Gwen was gone. He would never, see her again. Never see her beautiful smile, never hear her adorable laugh. Gwen was gone.

*********************
In another universe
*********************

Peter shot his web, aiming it at Gwen, it managed to block everything in its path. Except for one thing...
A big blue box, appeared below them, doors wide open.

Gwen closed her eyes, bracing herself. It was too late.

Soft cushions surrounded Gwen, saving her fall. Peter hung on the pole, astonished. But he could never hesitate, not now, not with Gwen.
He jumped down into the blue box, she was laying in a huge, brown mattress like cushion. Peter ran towards her, and held her in his arms. Fear was gripping his heart.

"Hey.." he says, "hey.. Gwen?"

A soft, quiet groan escapes her lips. Peter lets out the breath he was holding, and smiled with relief.

"Hey.. you alright?" he whispered.

Gwen gave a small nod, "Yeah…" she croaked, before closing her eyes.

"Ah! Hello!"

Peter looked behind him, it seems that because of Gwen, he didn't even notice a very important observation.

This box was bigger on the inside.

"Oh good, Spider Man!" said a man's voice.

Peter's head swiveled towards the direction of the voice. Before him, stood a man wearing overalls and a bowtie.

"I'm the Doctor, and this is my TARDIS." He says proudly.

Peter didn't know how to react, he didn't know what to say. He just looked at him.

"Oh, yes. About your girlfriend, she will be completely fine, don't even worry about it, she'll be better in no time" he says.

Peter still struggled to find something to say, and the Doctor noticed this.

"Alright, I see you're having trouble understanding, so let me explain…"

Peter's jaw was wide open. He had a hard time believing this guy, but after what happened, he may have considered it.

"Wow…" said a soft voice.

Peter looked down at the blonde girl in his arms, she appeared to be awake during this whole explanation.

"But, how is that possible? The cushions may have saved me from a lot of damage, but my head should have jerked back, breaking my neck." she says.

The Doctor smiled. "Yes. Thats what should have happened, clever girl. But this is not any mattress, it was made in a planet called Opla, 50 years from now. There was lots of… how do I put this nicely-falling,. The people there were so sad… so this was created to cushion their falling, without the dangers of bouncing back up and breaking anything important." His eyes moved down towards his feet, and his smile slightly faded. "Amy told me it would become useful one day."

"It has. Thank you." Peter says. He truly was grateful, if he hadn't have stepped in…

The Doctor looked back at the couple, and gave them a small, sad smile.

"My pleasure"


Ok, I admit. The crossover wasn't as good as I wanted it to be. But everything starts from something, right?

~ Poppy