Peter walked through the dark streets of New York, head down, hands in his pockets.

"Should I?" he whispered as his footsteps echoed throughout the quiet street. He stopped in front a simple, but pristine building. "I..." His breathing was harsh. "I need to."

He walked on the porch, every step bringing his heart closer to betrayal. He stopped at the door, jaw and fists clenched.

"God dammit Peter, you can DO this," he assured himself. "I mean, you took down a giant lizard. Saying sorry shouldn't be too hard..." His voice grew quiet. "Right?"

The wind seemed to howl in mockery behind him, batting at his clothing and ripping at his hair, but he ignored it. Soon enough, it died away.

He stared at the doorbell, hand freezing, before, with bated breath, he pressed it. It was like a gong, a sound that reverberated the very depths of his soul and his heart. It scared him.

At that very moment, he wanted to run away, but he couldn't. He needed to stay, he needed to be honest, and most importantly, he needed to be a man for the person he loved.

He waited impatiently, hands fidgeting, eyes shifting as the door creaked open. Gorgeous green eyes meeting murky brown.

"Peter..." Her voice broke with emotion, enough that if she kept speaking, Peter wouldn't be able to keep himself from breaking down with her. "Why—"

"Gwen, I'm sorry," Peter interrupted breathlessly, staring into her eyes. "I'm so... so sorry. For everything."

He paused, looking at her expectantly, but her lips were sealed, eyes brimming with sadness. It was uncomfortable for Peter. He didn't know if his words mattered, but he couldn't stop.

"You were right," he began. "I should have been there. Your dad saved my life and he died." His breath quickened as he looked away. "He died to save me, and he made me promise."

He refocused his eyes on her beautiful face. Her eyes were puffy and red, and that made Peter feel even more guilty than he had before. "I didn't know what to do. I STILL don't know what to do. Not just with you, but... from here on out." He ran his hand through his hair. "I mean, what happened, the thing that made me who I am now. What am I supposed to do with that? Defend the people? I mean, I couldn't even save Captain Stacey. How... " His chest clenched while his body trembled. "How am I supposed to keep you safe?"

Her lips parted as she tried to speak, but Peter needed to say this.

"I'm scared Gwen. I'm really," he whispered breathlessly, "Really scared. And... I NEED you. You're the strongest person I've ever met. God knows your stronger than me. I'm not asking you to forgive me... but, will you help me ou—"

Peter froze as Gwen placed a finger on his lips.

She smiled, eyes brimming with joy, and Peter felt his heart sing at the sight.

"You had me at 'I'm sorry'."

They embraced each other and Peter, for once in a long time, felt at peace.

Peter stood atop the empire state building, donned in his spidey suit, mask in hand. He overlooked the vast, lively city with eyes as cool as steel.

You know, I didn't understand what Uncle Ben said. I didn't understand what he meant by a moral obligation, but now I do. This power was given to me for a reason. It was so I could protect those close to me. It was so I could live up and become a man. If I don't help, if I don't save, then what?

He saw police cars wailing below, blazing full throttle toward a runaway car.

I need to put my abilities to use. I need to do what I can, so people like Uncle Ben and Captain Stacey don't die in vain.

Peter pulled the mask towards his face.

Now I know.

Peter's hands dropped to his side as he donned the mask. With the force of a lion he jumped, falling toward the earth. Wind beat against his form before he looked up, and with expert precision shot a string of web.

It stuck to a nearby skyscraper, stopping his descent as he pulled. He flew, moving with the grace and confidence of a soaring phoenix.

With great power, comes great responsibility.

And end!

So... this was made because Peter's development didn't make too much sense to me in the movie (THE WRITERS FUCKED UP). So, I made this. Hopefully you found it enjoyable, and hopefully I caught the essence of Peter's character.

For those of those confused, I wrote this because didn't necessarily Peter's character arc was fully realized, and I think he was unfair to Gwen by not being there for Captain Stacey's funeral, and never apologizing.

The Great Responsibility quote is also a MUST for peter's character because that's his code...so...

Please drop a review and tell me your thoughts.