I've been wanting to write this fanfic for a long time. I saw The Amazing Spider-Man in theaters when it first came out last summer, and I just adored it. I wanted to write the story from Gwen's point of view. The DVD came out in November, while I was in the middle of NaNoWriMo, and in December I was so busy with schoolwork and Christmas that I had no time to write. So finally, here it is.

I will be sticking close to the movie's storyline and writing *mostly* scenes where Gwen is in the movie, with the addition of a few of my own scenes with her talking to family, classmates, etc. I'm not sure how long this will be, but I'm guessing somewhere around ten or twelve chapters. Hope you enjoy, and please leave a review––comments/constructive criticism are always helpful when I'm trying to nail a character's personality!

Also, I do not own any of the dialogue or scenes in this chapter; that belongs to the creators of the Amazing Spider-Man movie.

I brush a stray strand of hair from my ponytail and tap my boots on the bench of the picnic table I'm sitting on. Class starts in just a couple minutes, and I'm trying to finish reading the chapter of this book before I have to go inside. But, as usual, it's hard to concentrate with all the other teens talking loudly and being noisy all around me.

I make myself tune them out and focus harder on the book. It's a nonfiction title, actually, about the game cat's cradle. I like to read fiction well enough, though it's hard to find spare time to read nowadays with schoolwork, tutoring a handful of classmates, and my job. I just had to check this out from the school library, though. Grace, a little girl that I babysit, is fascinated by cat's cradle and wants me to learn some new tricks with it.

A buzzing sound in the background breaks my concentration. It's not random kids yelling anymore––everyone is chanting. I can't make out what they're saying. I slam my book shut, frustrated, as the chanting continues even louder. "Eat it! Eat it! Eat it!"

Oh great. Who knows what they're up to now. I swear, my classmates can be such idiots at times. And I don't mean school-wise, I mean people-wise. To me, whether or not you're passing Algebra 2 doesn't matter as long as you have the grace and maturity to treat a person fairly.

Suddenly angered, I shove my book into my backpack, swing it over my shoulder, and hop off the picnic table. I march over to the group of teens a few yards away to see what's going on. Everyone's hunched close together, of course, and I have to squirm past a few people before I can even see the action. I duck under someone's elbow and lift my head just in time to see Flash punching Peter Parker in the jaw.

I wince. My dad's a policeman, so he's taught me how to throw a mean punch. I can tell just by the glimpse I caught that Flash's punch was pretty painful. I hesitate. Should I step forward and try to stop this, or will I be ignored?

I glance around and spot a small-ish kid standing to the side. I don't know his name, but he's in some of my classes. From the way a couple other teens are jeering at him, I can tell that Flash was bullying him before Peter stepped in.

Flash kicks Peter, now lying down on the ground, in the stomach. Peter groans softly. Flash is grinning. "Who wants one more?" he yells to the crowd.

Fine. That's it. I've had enough. Maybe it's just because I've grown up in a family where we believe in justice, or maybe I'm just flat-out stupid to do this. But I step forward, pushing people out of the way, no longer caring about stepping on a few toes or jostling someone's bags.

"Flash!" I search my brain for something to say. Thankfully, my brain works fast and I come up with something. I can't take down Flash with my strength (or lack of), but I can do it easily with words. Humiliation works every time.

I do my best to look calm and collected. "Flash…we still on for after school today? My house, 3:30? I hope you did your homework. Last time, I was…" I tack on a little shudder and a slight shake of the head, "very disappointed in you."

He's mad, I can tell, but what he can do? He glances around nervously, looks back at me, and says quietly, "Okay, move."

But he's not going to do anything else now. I can tell. I push him just a little further, my raised eyebrows a promise of what else I'll say if he doesn't listen. "No, Flash, how about we go to class, hmm? How about it?" I keep my gaze fixed on him.

"Whatever," he mumbles, stalking away. I hide a smile and instead clutch my books closer to my chest. Good thing he listened, because I honestly have no clue what I would have done if he got really angry. I can already tell that my tutoring session with him this afternoon is not going to be fun.

The bell's ringing now and all the other students are heading off to their classes now that the excitement's over. I glance back at Peter to make sure he's okay. He looks a little dazed as he picks himself up, moving slowly and clutching his stomach. I bite my lip. Hopefully he's all right.

Peter and I both have first period together, so I watch him as he stumbles into class just a couple minutes later. He takes his seat, one row behind me and to the left. I peek back at him. He's hunched down on his desk with his arms crossed and his head resting on top of them.

"I thought that was great, what you did out there," I blurt out before I change my mind about saying something. "It was stupid…but it was great. You should probably go to the nurse, you might have a concussion." Oh great, I'm rambling! I make myself smile. "What's your name?"

Peter stares at me, looking a little stunned. No surprise. We've never really spoken before, except for a few polite exchanges or questions about homework. "You don't know my name?"

I shake my head, laughing under my breath. "No, I know your name." Oh no. That didn't sound stalker-ish, did it? I quickly clarify. "I just want to know if you know your name."

"Peter. Parker. Peter Parker," he stammers out.

"Okay, good." I'm probably blushing like crazy by now, so I turn around and face front. But then I glance back one more time and add, "I'd still go to the nurse, though."

He squints slightly at me. "You're Gwen, right?"

My inner self is screaming, He knows my name! He knows my naaame! But I make myself nod casually, as if it's no big deal. "Gwen Stacy."

He nods as if the name is familiar to him. I almost say something else, but the teacher is beginning her lecture now. I stare straight ahead and take notes, scribbling like crazy even though I'm barely focusing. No, my mind is now completely focused on the shy, quiet boy behind me as I wonder when, if ever, we will talk again.

Thoughts/comments/constructive criticism? I really would love help on this. The next chapter should be up in either one week or two, depending on how busy I get with schoolwork. Thanks so much for reading!