(AN - Don't know if there's any more parts to be written, just felt randomly inspired tonight. As always I want to thank my best friend for inspiring me to be confident in my writing. Without your help I'd be scared, thank you so much for giving me confidence.)

The buzzing of the phone on the nightstand was what woke her up. Eyes blinked open as she reached out to grab at noise itself, knocking a few items down and to the floor before grasping the phone. As it was too early to even bother reading the caller ID, she held the phone to her ear with a yawn. Whoever it was better have had a good reason to be bothering her this early.

"Yeah?"

"Fee, it's me."

"Daddy?"

Eyes widened quickly when she realized what had happened yet again. Having stopped by Aunt May's place to study with Peter, she had fallen asleep around two and neglected to check in with her dad. Luckily it was her father and not her mother, so the explanation was honest as quick to follow the silence that had ensued. Felicia simply couldn't lie to her dad, no scenario would ever exist where she would.

"I'm sorry, I stayed late studying ..."

"With the Parker kid?"

"Yeah, Peter. "

"Just studying?"

"Daddy, come on. We're friends and I'm in college now."

"I know he isn't a bum but I still don't like the idea of you hanging out with boys overnight."

"Come on dad, listen to yourself. Peter's a sweetheart and you know we've been dating since high school. Wouldn't kill you to be nice to him."

Sitting up to lean against the headboard, she couldn't help but to laugh. This was an old conversation and they both knew it. Felicia had a crush on Peter that began in her senior year of high school. Starting innocently enough as hiring him to tutor her in science, it grew into a friendship. Peter went from being the kid no one noticed in high school to eating lunch every day with the schools resident bombshell.

The tutoring ended when her C in biology turned into an A- but the friendship held strong. It turned out that he liked the same things she did - Godzilla movies, pro wrestling, hockey and above all else, family. Weekends were spent together at the movies or exploring restaurants in the city. All the while it felt like more than a friendship to her but she could never be sure.

The confirmation came late in the year when he was waiting for her outside of school with a corner store flower bundle in his hands. She didn't hesitate to accept his invitation to prom in front of most of the school who couldn't believe what they were seeing. The prom night itself was everything she could have hoped for - Felicia didn't need limos and fancy dinners. Peter picked her up in his Uncle's old boat of a car and they ate at a diner. In so many ways that night was everything she liked about him - he was different.

Prom night was well known as the night that most boys became men and to some extent Felicia felt nervous for Peter. They had never been physical beyond a hug in celebration of a Rangers win or her grades being higher. Being willing wasn't the issue, she just knew that he was beyond respectful and might not want to risk their relationship for a few moments of bliss. The prom ended but the night carried on and back to his Aunt's house.

Standing outside of the basement entrance, she could feel his hand begin to shake as he grasped hers. Deciding she couldn't stand to look at him in this state anymore, she leaned in and pressed her lips to his. Smiling at the 'wow' that escaped his lips, she walked down the basement steps to him and proceeded to make out with her best friend on the basement sofa. It wasn't kinky, it wasn't raunchy, it was absolutely innocent and perfect. He spent most of the time asking her if she was okay and she reassured him that everything was fine.

Prom night confirmed what had building for some time, they were an item. Things didn't change much beyond the fact she officially met Aunt May as Peter's girlfriend and he met her parents at the most awkward dinner of all time. Felicia's mother spent the entire dinner questioning Peter's future plans to the point of straight up asking him how he could provide for her daughter. Enough was enough and Felicia left with Peter, cutting off communication with her mother over the summer leading up to college.

It wasn't unusual for Felicia to be around Aunt May's even when Peter wasn't home, she'd often drop by and take May to the store or to pick up her prescriptions. May adored Felicia and only saw it as a fitting reward for Peter being such a good young man. College didn't change much, the temptation to party was there but she was so close to Peter that the idea never came to fruition. They had signed up to take as many classes as they could together and the relationship grew because of it.

That was how everything had got to this point, Felicia sleeping over while studying. The change of clothes she kept in his closet was evidence enough that she wasn't opposed to staying with him. After all, it was Peter Parker - he still blushed when she kissed him and his hands still shook when he felt her up. All of it was adorable to her, his innocence and honesty were such a contrast from the brash and obnoxious upbringing she had. Stretching her back outwards, she yawned into the phone - unable to hold back the laugh when her father spoke.

"Yeah he's alright I guess, you just be smart baby, okay?"

"Got it dad - no grand kids."

"Felicia."

"Dad."

"You're lucky I love you. Lunch tomorrow, okay?"

"Okay, see you then. Don't be late."

Hanging up the phone, she looked over and to her surprise found Peter still asleep beside her. Leaning over to press her lips against his neck, her chin rested upon his shoulder as looked at him. Something about him was just too much for her to ever consider living without. He was the perfect guy and she was lucky to have him but sooner or later, she knew she had to ask why he was going out in the middle of the night. Last night had been the third time in a row.

"You better not be pretending to be asleep ... I - we need to talk, Peter."