The Amazing Avenger.

Summary: My little version of how young Peter Parker is approached by SHIELD and asked to join the Avengers. Tony Stark heads the welcoming committee as he moves Peter in his tower and introduces him to all the heroes, who immediately take it upon themselves to watch over the young one as he takes on his new responsibilities. But a new threat is looming and a certain Norse God fresh from his prison stint on Asgard begins to take an interest in the human-arachnid himself. But when the Chitauri, this time along with Thanos, once again invade Earth to finish what they started, Peter must gather all his wits and courage and join his new teammates in facing their biggest threat yet.

Notes: My second story, and this time a longer one. Just watched "The Amazing Spiderman" and have been bitten by the writing bug. I really dig Andrew Garfield's Peter Parker/Spiderman and want to see him as an Avenger. I love Loki, so he is in this as well, still a bad guy of course, but along the way, who knows? ;) Oh, and I have also resurrected Phil Coulson because, well, Coulson is awesome. J Any other changes or pairings I decide to throw together I will let you know as I go on, though I am open to suggestions as well.

DISCLAIMER: I do not own any of the characters. For entertainment purposes only.

Now on to the story. J

Chapter 1

Peter Parker had just gotten home when his Aunt May called for him from the living room. He flung down his bag and his jacket, took out his headphones and walked in to find his aunt sitting on the couch watching the news on TV.

"Looks like the Avengers tower is all finished." Peter commented as he saw the video being played as skycams circled the huge skyscraper.

"Doesn't even look like it was touched. It's beautiful." Aunt May beamed, and Peter looked down at her lovingly. She was always so easy to please. He also knew she showed great pride in The Avengers, especially after saving their city from the alien race that invaded them two years earlier. Thankfully, they had been away at the time, with Peter looking at colleges in Boston and North Carolina. When the news had published the stories of the superheroes, Peter had followed them immensely, especially Tony Stark AKA: Iron Man. He had heard his name before, but even more now, he was taken more by the billionaire genius.

After the Manhattan incident, the world was in an uproar. With the existence of alien races and other realms now proven, the people of Earth now knew without a doubt that they were indeed not alone. Not only that, now the "normal" people were wondering what to make of the superhuman group that now called themselves the Avengers. While many opened their hearts, there were of course some that were skeptical, or some that just downright rejected them. During the last two years, Peter had hung up his spandex suit and laid low. With Gwen Stacey now away at college in England, his main objective was to just live as normal a life as possible. With this new group of superheroes, who needed Spiderman now?

Aunt May was not convinced, though. After Peter had sat her down and told her everything, she took it much better than he thought she would. "I always knew there was something so special about you." she lovingly told him. As much as Peter prided himself in his new abilities, he knew it was safer for him and his aunt if he stayed off the grid for now, but May also knew her nephew. Spiderman was who Peter was. That was his destiny. She knew as much as Peter tried to say the world didn't need Spiderman, she saw in his eyes every time he watched CNN and read the paper that he yearned to put his suit back on.

"What's for dinner, Aunt May?" Peter asked, going into the kitchen and stealing an apple from a bowl on the counter.

"Pork Roast." she called back, not looking up from what she was knitting. "It'll be ready in an hour."

"Ok. I'm gonna be in my room studying." Peter said, as he passed by his aunt, giving her a kiss on the cheek before heading in his room. He shut the door behind him and went and sat at his desk. As he tried to organize the area, his gaze kept looking in the mirror at his closet door. Then it fell to the news article tacked on the wall next to his desk. The headline reading THE AVENGERS ASSEMBLE TO SAVE CITY FROM ALIEN INVASION.

Peter sighed deeply before he got up and walked over to his closet. He opened it and looked at the Spiderman suit that had been there gathering dust for longer than he could remember. Running a hand along it, he wondered to himself just how much longer he could keep lying to himself. He was not a 'normal' person. Even before he was bitten by the spider, he never was normal at all. His life was meant for more-much more.

His thoughts were interrupted then by a knock on his door. Aunt May poked her head inside and smiled when she saw Peter standing in front of his suit. "Do you think it still fits?" she asked softly, strolling over and standing next to him.

Peter chuckled. "I don't know. It's been so long since I've worn it."

Aunt May examined it further and looked up at her nephew. "Well, you have grown a tad taller, but I think I can make some alterations if need be."

Peter smiled. "I know you would just love to."

Aunt May chuckled then, but she smiled warmly at him before she said, "Whatever path you choose, Peter, I will always stand behind you. No matter what. I love you and am proud of you. Even if you never put this thing on again, you, Peter Parker, will always carry Spiderman here." She said the last words while pointing a finger toward his heart. "Just like where your uncle always carried you."

Peter eyes glistened then. He had memorized every word his Uncle Ben had told him in that message before he died and replayed it in his head every day ever since. Looking down, not wanting Aunt May to see his tears, he asked, "Do you think he would've approved of Spiderman?"

Aunt May looked over the suit. "Well, he never really did like spiders…"

Peter laughed then, taking a couple of swift movements to dry his eyes, but May knew better. She took Peter's face in her hands and looked him in the eye. "but he loved you, and that means he would've accepted all that came with you."

Peter smiled then and pulled his aunt in for a hug, a couple thin loose tears coming down but his eyes never leaving the suit.

Phil Coulson sat in the back of a big black SUV for what seemed like ages to him. It had been two whole years since he was even in a suit. It should've felt different, but it was actually like just putting on a second skin. Once he was dressed, he looked himself in the mirror and it was like he had never left this life. He was back in action, and he was ready.

Now here he sat, waiting for whomever was going to come and brief him on his new assignment. SHEILD was always good for making you wait sometimes. Could be minutes, could be hours. They were never reliable for their predictability. Sighing, he sat back and looked out of the crack in the window.

The last two years of his life were like a blur to him. He should be dead right now. He was dead. He could still remember how still everything around him had become as he felt his life leave his mortally wounded body. The next thing he knew, he was lying in a hospital bed in an undisclosed location SHEILD had sent him to. Nick Fury had been there when he woke up. Coulson could remember the look of relief that had swept across Fury's dark features when he asked if he was dead.

"No Phil, you're still alive." Fury answered in an even tone.

"How-?" Coulson began, trying to sit up, but exhaustion overtook him and he fell back down.

"Easy…" Fury said as he held out his hands and eased Coulson back down. "I didn't think we would be able to do it, but we managed to….resurrect you."

Coulson just shook his head repeatedly. "No…no….I was dead. I felt it."

Fury just stared at him closer. "You were dead." That freakin tone.

Coulson was confused, very very confused. But more than anything, he was angry, very very angry. He was supposed to die on that ship. He had accepted that fate. He made peace with it in his final moments, especially when he had fired that shot at the one who killed him. He was finished. Why the hell was he back? Why did he deserve to come back?

He had resented SHIELD from that moment on. It wasn't fair, that he got to live again and no one else did. He knew he couldn't stop Loki, but he sure as hell was not going to go down without fighting. He had fought until inevitably, Loki and his trickery had gotten the best of him. From the moment he felt himself impaled from behind, he had made peace with his death. Now he was to live again. For what?

That question was never answered. When he was healed enough to leave the hospital, he was informed by his superiors that he would be going on a hiatus. For how long? That was never answered, either. He felt betrayed. Like he was being pushed out of what he had given his whole life to. He was told he was still with SHEILD, but he was too compromised to continue and was forced to take a break. He had been with them for countless years and NEVER-repeat NEVER-just "took a break". If he couldn't continue, then why did they bother bringing him back at all? He could have just gone into the ground for this.

So for two years, he lived in the 'normal' world. In society where he was located in a small upper Midwest town and forced to live among everyday people. While he did make a few 'friends', he mainly had kept to himself. The time stretched and stretched and soon he felt as if he would go mad with boredom. He had been given a second life and now he was sent to live in a way he had never before. Being a SHEILD agent was all he really knew.

Soon, he managed to fill his time by taking on activities, hobbies like making small model planes and ships, but mostly spending a lot of his time running, going to the gym, taking up kickboxing, going to martial arts classes. He was going to show them. If he knew SHIELD, he knew they would be watching him. He had never been really out of shape in his past, but as he kept up his physical routine, he felt himself getting stronger. He even was a regular visitor at the gun ranges and he even took on archery, which he had become pretty pristine in. Soon, he looked himself in the mirror and admired with pride just how much he had changed. He was reborn, stronger, quicker, and had a brand new lease on his second life.

If there was anyone to ever thank for helping him get here, it was the group of misfits he had had the privilege of knowing, may it be individually or as a whole. He had played the agent, yes, on a couple of occasions when he had threatened both Thor and Tony Stark with physical authority, but in the end, he had the utmost respect for every single one of them.

But the one who had truly given him the inspiration to take his second chance and use it to his advantage was Steve Rogers. Coulson remembered with a smile just how his stomach had made turbo leaps inside of him when he had the opportunity to meet the legendary Captain America. He had felt like the 10 year old kid he used to be whenever he would be told stories about him. He will never forget how much he had silently berated himself over how stupid he sounded when he asked the Captain if he would sign his vintage trading cards. The Captain was gracious, but Phil still felt so small compared to Rogers larger than life appearance. But it wasn't just his appearance that appealed to the agent so much, but his heart. Of all the Avengers, all of whom he adored, he knew it was Steve Rogers that carried the heart of them.

His memories were interrupted when he saw approaching headlights. He cleared his throat and straightened himself up, straightening his tie and smoothing out his still-crisp suit. He then took a couple of deep breaths before the door on his right side opened and Nick Fury very swiftly made his way inside, sitting in a seat opposite of him. Coulson swallowed as he faced Fury, not because he was afraid, but because he still didn't know how to feel toward him yet. He couldn't decide if he still hated him or not. But hashing out old issues was not the reason he was there. He had an assignment and he was back in. All he wanted was to go back to his life, whatever was left of the life he once had.

"You're looking good these days, Phil." Fury started, his famous tone never escaping him.

Coulson nodded, expressionless. "I feel good these days."

Fury cracked a half smile and opened up a file he was holding. It was time to get down to business. He flipped a few pages until he got to what he was looking for and turned it toward Coulson. Coulson stared at it for a moment before taking it from Fury.

"Peter Parker….or otherwise known as Spiderman." Coulson read out loud. He then looked up at Fury. He remembered the name Peter Parker all too well. SHEILD had been in the shadows watching the web spewing hero in action since he had started. Coulson himself had personally handled the surveillance. He knew young Parker's entire story. Coulson knew it was only a matter of time before SHEILD would want to get their hands on the kid.

"So I guess this means you think he's ready." Coulson said.

"The time has come for him to accept his place with the Avengers, yes." Fury answered.

"and that's why I'm here." Coulson answered for him.

Fury just smiled at him. He never needed to explain anything to Coulson in great detail. Coulson always knew what he needed to do before they had even finished briefing him.

Coulson took a few minutes and examined the file in silence before he closed it and stared at Fury.

"Consider it done."

Fury's expression softened and he nodded at Coulson. The door then opened and Fury moved to exit the SUV, but he stopped and motioned to whomever was outside to give him a minute and took his seat back. He took a deep breath of his own and looked at Coulson.

"If it's any consolation, I was flat out against bringing you back at first. I felt you had died the way you had always wanted to. But I also couldn't risk losing you when you are the best field man I've got, especially at a time I need you the most. If anything had got those boys moving two years ago, it was you. Your faith in them. Now young Parker I'm sure could use some of that faith himself, maybe even more."

Coulson said nothing, but only nodded. Fury smiled once again and then exited the SUV, leaving Coulson to stare down at Peter Parker's file. He sighed deeply and motioned for his driver to take off. His mission was clear; get Peter Parker and enlist him in the Avengers intuitive.

A/N-So there you have the first chapter. J I know I made Coulson's part long, but I love his character a lot. So tell me what you guys think and I will be working on the second chapter as soon as I post this. Any comments or suggestions are welcome, or if you just liked it, please, I would love to hear so.