This story takes place three years after the clock tower incident, and Gwen did not die. Peter does not go with Gwen to England and they reconnect when she returns. However their lives are not the same as when they left. Also this is my very first fanfiction. And I do not own any of this.

May of 2014, night of the clock tower:

After Gwen convinces Peter that she doesn't need to go to the hospital and that all she wants to do is go home and see her family he swings through the city and lands in an alley way close to Gwen's family's apartment. As Peter is about to swing off into the night to check on the city, Gwen asks him a question, "Peter, will you stay with me tonight?"

Peter walks over to Gwen and he can see the desperation in her eyes. He cups her cheeks and she can feel the warmth of his body through his suit. Peter simply responds, "You didn't need to ask." A small shy smile appears on Gwen's face and Peter leans into kiss the lips he almost lost that night. "I have to go make sure everyone is safe, but when I'm done, I will be right over."

"Ok," Gwen agreed. With that Peter kisses Gwen's forehead and she watches him disappear into the nighttime sky. Gwen then exits the alleyway to enter her family's apartment building. On the elevator ride up to the 20th floor Gwen can't get the images of her descend at the clock tower out of her head. As she steps out of the elevator and heads towards the door Gwen reaches in her coat pocket for her keys but cannot seem to find them. "Great they are at the bottom of the clock tower," Gwen says under her breath. Then she reaches back in her pockets for her phone so she can text Peter to swing by and pick them up for her. Again, both pockets are empty and she wants to kick herself for even thinking that she still had her phone. She knocks on the door hoping that her family is home and didn't get caught up in all of this. She waits for about 10 seconds and starts to worry because her bothers are always racing to answer the door. As Gwen raises her hand to knock again, the door swings open and she is greeted by a boy who resembles a younger version of her father.

"You are so in trouble," Simon says before he yells for their mother. Gwen's family proceeds to interrogate her for why her luggage arrived two hours ago without her when she was supposed to be heading to England. After which, Gwen hugged them all and told them she loved them. They all seemed to believe her and were more excited that she was safe and they could spend more time with her before she left for England.

Later that night after they all had said their goodnights Gwen walked into her room so she too could get ready for bed. That was until she noticed a red and blue clad young man on her fire escape. She walked over to the window and noticed that Peter seemed to be lost in his own thoughts. She unlocks the window and to her amusement causes Peter to jump. "Did you turn your spider sense off?" Gwen laughed.

Peter let out a quiet laugh and answered, "No, I guess I was just lost in my thoughts."

"Would you like to come in?" Gwen asked. With that Peter followed her in and looked around her room with a wondering look in his eyes.

"It's a lot different than the last time I was here," Peter mused.

"Yeah, well I have moved out an into a dorm room," Gwen continued to tease. She could tell by his demeanor that something was off with him. Gwen walked over to Peter-who has yet to meet her in the eyes and takes his hands into hers. "Hey," Gwen says trying to get his attention, but the wall behind her seemed too distracting. Gwen raises one of her hands to grace the side of his face; still nothing. "Peter. Hey, look at me," Gwen pleads. Peter briefly shuts his eyes and then opens them to look at Gwen. Gwen could see his eyes were swimming in a pool of tears waiting to overflow. Peter is then immediately pulled into an embrace where Gwen can feel him trembling. "Peter, I'm not dead. I'm alive, thanks to you," Gwen says fighting back the tears she desperately wants to let loose. They stand there together for a few moments while Peter continues to softly cry and Gwen rubbing the back of his head.

"I'm so sorry Gwen. This is all my fault," Peters softly says. Gwen lets go of Peter and looks at him in the eyes and Peter reluctantly mimics.

"Peter, I have already told you, none of this is your fault. I chose to drive to the power plant and help you. And like I said, I make my own decisions," Gwen answers. Gwen then leads them both hand in hand to her bed. Once laying down, careful not to let the other go, Peter wraps his arms around her and she rest her head on his chest. They lie there in comfortable silence just listening to each other breath knowing that, that could have been taken away just a few hours prior. After a while Gwen breaks the silence by requesting, "Stop it."

"Oh. Ok," Peter states confusingly and stops rubbing Gwen's arms.

"No, not that," Gwen says letting out an innocent laugh. "Stop worrying."

"How do you even know I'm worrying about something? You didn't even open your eyes." Peter says letting a smile come across his face for the first time since the bridge.

Without moving Gwen replies, "You think I need to see you to know that you are worrying about something? So what is it, what is on your mind?" Gwen could feel Peter shuffling so that is when she finally opens her eyes and he turns on his side to face her. Peter lets out a soft huff as to warn her that this isn't something he wants to bring up.

"Gwen, tonight after you showed up at the power plant, I watched you walk into Oscorp's building and when I turned around I—I saw your father," Peter reluctantly speaks. Peter could see Gwen was taken aback by the mention of Peter seeing her father again.

"Um… Ok," Gwen let out trying to find the right words to say. "I know that when we were dating you use to see him, but have you seen him before tonight?"

"No. Tonight was the first night since our Graduation that I have seen him," Peter assures her. Silence fell between them as neither one really knew what to say next. "I'm sorry to bring him up in this way Gwen, but I thought you had the right to know," Peter states.

"No, it's ok. I—I just guess I really don't know what to say. Or to think for that matter," Gwen replied.

"Yeah, me too," Peter answered sensitively while brushing back a blonde lock behind her ear. With that Peter leans in and places a soft kiss to her forehead, breathing in the scent that is only Gwen's. Letting his lips linger on her forehead he simply says, "Gwen, I do love you." Gwen then reaches her hand to grab Peter's hand that was gently rubbing the side of her head and brings it to her lips to kiss it.

"I know," she whispers into his hand and then looks up to meet his eyes, "I love you too." A soft, appreciative smile comes across Peter's face and he removes his hand for Gwen's to place it under her chin to give her a slight tilt upward so that he could kiss her soft lips one more time. The kiss was gentle and lingering, both hesitant to pull away. Peter once more wrapped his arms around Gwen while she rested her head back on his toned chest. Peter then placed a light kiss to the top of her head as a silent goodnight. Both went to sleep that night knowing that in the morning they would have to talk about their conversation on the bridge and what their futures entails, but in that moment they were just together.

The next morning Peter was woken by unfamiliar voices coming from the wall that was behind his head. It didn't take long for him to recognize his surroundings when he felt a weight on his chest covered with blonde hair. He couldn't help but smile when he looked down to see that she was still asleep in his arms. He has longed for this day for so long; even if he could hear Gwen's bothers arguing through her walls. Peter hugged her tighter and closed his eyes to enjoy this moment a while longer. Just when he was content he heard something he had not longed for, 'Knock' "Gwen?" Another 'Knock', "Sweetie, I'm off to work," Mrs. Stacy said realizing that Gwen was still asleep so she left. When Peter heard the front door shut he released a breath that he didn't know he was holding. He didn't want to tempt fate, but Peter once more hugged Gwen tighter and closed his eyes.

…

This time when Peter woke it was due to Gwen shuffling in his arms. She looked up at Peter with squinted eyes and when her eye's met his, a smile formed on her face causing her to snuggle closer to him with a raspy, "Good morning." God he has missed that.

"Good morning," Peter reciprocated while rubbing small circles on her back. "Your family was in rare form this morning," Peter jokingly informs Gwen. Which causes her to rise up with a confused looked on her face.

"What do you mean? Did they come in here?" a confused Gwen asked. Peter couldn't help but flash a grin across his face.

"No, I could just hear them arguing about something before they left for school. But your mom is a different story," Peter tried to say the last part as serious as he could manage, but Gwen's big eye's just widen even more so he continued, "Nothing happened. She just knocked on the door to tell you that she was leaving." Gwen wasn't up for the teasing just yet this morning so she just shook her head and placed it back on Peter's chest mumbling something that resembled 'jerk'. They laid there for a couple more minutes neither of them wanting to talk about the inevitable conversation that they had to have. "Gwen," Peter asked in a barely audible voice. As soon as she heard the 'G' sound she felt all the life escape her body.

"Yes," she simply replied. She didn't move her head, because she knew if she did all the tears would coming streaming out. Gwen could hear Peter slowly gulping and it sounded like he was having the same problem. Peter was silent trying to calm himself enough to get this out.

So he began with a soft, cracking voice, "Gwen, everything I said on the bridge last night, I meant. You are my path and I do love you and I am tired of all the reasons why we shouldn't be together. But—Gwen," Peter pauses a moment to recollect himself. "I don't think seeing your dad right after you showed up was a coincidence. Last night I came literally inches from losing you. I can't do that again. I won't do that again." It's getting harder for Peter to keep his composer but he continues after a light sigh, "Like you said—maybe it is time we let this go. Not because we don't love each other, but because we do." As soon as Gwen heard him repeat her words she shut her eyes to keep the tears from pouring out but that was no use. Gwen swallowed hard and somehow found the strength she needed to look at Peter. Slowly, Gwen drug her eyes up his chest, then up his chin to his jawline but stopped for a moment when she noticed his mirrored tear stains down the side of his face. Gwen finally looks into Peter's eyes searching for something, something to let her know that this wasn't goodbye. Goodbye for the final time.

"Is this goodbye?" Gwen whispered. With that Peter sighed and raised his hand to gently rub Gwen's cheek. Gwen shut her eyes at the touch and turned her head slightly to kiss his hand. Gwen opened her eyes to find Peter's glassy brown ones; which was all the confirmation that she needed. Gwen didn't want Peter to see her cry, so she placed her head at the nape of his neck. No words were spoken as they laid there holding each other. Gwen wanted to reassure him that being with him, Peter Parker, was worth all the risks that being Spiderman's girlfriend came with, but she knew it was no use after the events of last night. Truth is, if the roles were reversed, she would do the same thing. Peter tightened his embrace around Gwen and then placed a light kiss on the top of her head and Gwen knew that this was it. It was time to say goodbye.

Peter shuffled around and they both sat up on her bed. With a discouraged look on Peter's face he said, "I think it's time for me to leave."

With a slight nod Gwen quietly responds, "Ok." With one last look into each other's eyes, Peter stood up and made his way to her window. "Peter," Gwen says while standing up. Peter turns around to see Gwen making her way to him. Gwen continues, "Will you promise me one thing?"

"Anything," Peter answers sympathetically. Gwen closes the gap between them and takes his hands into hers. Gwen swallows and then looks up into Peter's wondering eyes.

"Um, I never asked this of my father and well, we both know how that turned out, so I'm going to ask this of you," Gwen soundlessly said. With a small understanding nod from Peter, Gwen continued. "Whenever you are out chasing a thief or lizard or whatever you might face, promise me that you will try your hardest to make it home. I don't care if you have no hope or will left to fight. Promise me," Gwen begged.

Peter tried to interject after Gwen had a minor pause, "Gwen, I…" That was all he could get out until Gwen cut him off.

"No, Peter. I—I know that I have told you this before, but I love the fact that you are Spiderman. But I love Peter Parker more and I'm worried that something will happen to Spiderman and Peter Parker will have to pay the price," Gwen pleaded. Peter could see the desperation in her glassed over eyes, so he let go of her hands and cupped her cheeks, gently rubbing the sides of her pale face.

"Gwen, I promise you that I will never give up. That I will always try my hardest to come home," Peter reassured her. Peter then pulled Gwen into a warm embrace which she happily accepted. As they were letting go Peter added with a knowing, let-down grin, "You know Gwen, whenever you get to England and become a brilliant scientist, I'm sure you will forget all about Peter Parker."

"I seriously doubt that," Gwen quietly, rasped reassuringly. With a nod and an appreciative smile from Peter, he turned around to make his way out of her room through the window. The only thing that made Peter a little happier about leaving now was that Gwen wouldn't see the tears falling down his face as he lost all control. And then Peter heard a quiet, "Peter." His head fell down and let out a soft sigh knowing he couldn't face her again. He slowly turned around and saw tears streaming down Gwen's face. "Watch after my family," said softly.

With a simple nod and quick grin Peter answered, "I promise Gwendy." Peter turns around and exits Gwen's room the same way he first entered- through the window. Gwen walked over to the window and watched Peter swing into the vastness of the city.

"Goodbye bug boy". Gwen whispers.

The next chapter will pick up 3 years later with Gwen returning to New York. Like I said, this is my first fanfiction and I'm not a writer, just a fan of this story after watching the Amazing Spiderman's. And yes I did use a small line from One Tree Hill.