PETER AND AHSOKA
by Gunman

Disclaimer: I do not own Spider Man or Star Wars The Clone Wars, or Marvel Comics, or their characters.

Summery: Spider Man and Ahsoka Tano find strength and comfort in each others arms when they leave the Republic after the events of Order 66.

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Chapter 2
Everything Changes

Peter and Ahsoka sighed in relief as they looked at the figure standing in the doorway.

"Are you two going to get up, or do you need to be carried?" Captain America asked, seeing the pair lying on the ground, chained together.

"You're a funny man, Captain." Spider-Man replied as he stood up with Ahsoka right alongside him.

Cap had the key in hand and quickly unlocked their cuffs.

"Thanks." the pair said in unison, which caused them to look at each other in confusion. They blushed as they did.

Cap lead the pair out of their cell, and they were relieved to see Iron Man, Wasp and Barriss Offee coming down the hallway towards them.

"What's been going on while we've been out?" Spider-Man asked.

"Unfortunately, a lot." Iron Man said.

"What do you mean?" Ahsoka asked.

"Well, the war is over." Wasp said.

"Oh, well that's good." Spider-Man said.

"And the Sith won." Barriss said.

"WHAT?!" Peter and Ahsoka gasped.

"It's a long story." Wasp said.

"Well, start telling." Ahsoka snapped at the woman.

The group tells her. Much to her and Peter's shock.

"Wait! Supreme Chancellor Palpatine... is the Sith Lord we've been looking for, our Clone Troopers were actually sleeper agents for the Sith, and now the Jedi are being hunted and killed across the galaxy?" the Togruta Jedi gasped in shock.

"Yes. He was right under our noses and no one, not even the Jedi, realized it." Captain America said.

"How long have we been out?" Ahsoka asked in a slight daze.

"About two weeks." Wasp said.

"WHAT?!" the pair gasped again.

"Give or take a couple days." she added.

"How the heck could we have been unconscious for that long?" Peter asked.

"Yeah! Wouldn't we be dead or something?" Ahsoka asked.

"They put you into carbon-freeze." Iron Man stated.

"Carbon-freeze? They froze us?" Spider-Man gasped.

"Yeah. One of their scientists was testing out their specially designed carbonite system on you two." the armored avenger said.

"They released you yesterday." Wasp said.

"Barriss managed to track you down, and here we are." Cap said.

"Why so long?" Peter asked.

"Because you were frozen in carbonite, I couldn't sense your thoughts." Barriss said.

"But... how is that possible? Carbonite shouldn't block the Force." Ahsoka said.

"It could if it was specially designed that way." Peter stated.

"Right." she huffed.

"Once you two were thawed out, Barriss tracked you down and we came to save you." Cap said.

"Yeah, and we're gonna need your help now more than ever." Wasp said.

"Why? What's happened?" Ahsoka asked. "Aside from the obvious."

"And where are we, exactly?" Peter asked.

"Aboard a Separatist ship several parsecs from what was once Separatist space." Iron Man said.

"But where are the Separatists? And where are their droids?" Ahsoka asked.

"They evacuated once their droids shut down." Barriss said.

"This gets weirder and weirder." Peter said.

"Guess you were right about the Clones, Peter." Cap said.

"I was?" the webslinger asked.

"You were?" Ahsoka asked.

"He is." Barriss said.

"But how? Why did you... I don't get this! How did the Jedi not see this?" Ahsoka wondered.

"The clones were sleeper agents." Iron Man said.

"Yeah, I got that." Ahsoka huffed.

"Peter suspected something like this when he heard about the Clones origins." Wasp said.

"How did you suspect that?" Ahsoka asked.

"The Clones were created from Jango Fett's DNA." Peter stated.

"Uh-huh." Ahsoka said.

"Fett worked for Count Dooku. Dooku was the leader of the Separatists. This... wasn't a red flag for anyone but me?" Peter asked.

"In a time of war, most people tend not to focus on such negative thoughts." Barriss said.

"And looks where it gets you?" Iron Man snarked.

"But what happened to the Jedi?" Ahsoka asked.

"Master Yoda and Master Kenobi managed to escape the Clones attacks on Kashyyyk and Utapau, but we've yet to hear back from any of the others." Wasp said.

"We've also had no word from Master Windu or the other Masters." Iron Man said.

"A few Jedi at the Temple managed to evacuate as well. We're to meet up with them later." Barriss said.

"Where's Anakin?" Spider-Man asked.

"He's..." Barriss started to say, but paused. Uncomfortably.

"What?" Ahsoka asked.

"He's turned to the dark side, Ahsoka." she said.

"What? No! That's Impossible!" she gasped.

"I'm afraid it's not." the Mirialan Jedi said.

"Colossus and Storm were at the Temple helping Master Shaak Ti when the clones arrived. They managed to get several of the Younglings out of the Temple in time, but..." Wasp said.

"But what?" Ahsoka asked.

"It was Anakin leading the storm troopers against the Temple." she said.

"No, no! That's... it can't be!" she gasped.

"He calls himself Darth Vader now." Captain America said.

"Where's Beast?" Spider-Man asked Iron Man as Barriss tried to comfort her friend.

"He managed to escape with Master Luminara when the fighting broke out." Iron Man said.

"That's right, they were all on Kashyyyk with us as well." Ahsoka said.

"Yes, she and Hank managed to escape from the Clones aboard another shuttle." Barriss said.

"We all met up with Obi-Wan and Master Yoda, who had been rescued by Senator Bail Organa. We tried to stop Palpatine and his new apprentice, Vader, but..."

"I take it, it didn't work?" Peter asked.

"Good guess." Cap said.

"We have other issues to worry about now." Iron Man said.

"So... if the Sith won, and the war is over... what happened to the Separatists?" Ahsoka asked.

"We don't know." Cap said.

"Most of their leaders disappeared from Utapau when Obi-Wan and his team arrived to attack them." Barriss said.

"And there's another problem." Wasp said.

"What? This gets worse?" Ahsoka asked.

"Yeah. Padme was pregnant." she said.

"Senator Amidala?" Peter asked.

"Yes." Wasp said.

"Okay. Weird. Well, not really. She's a beautiful woman, but... why are you bringing this up? Who's the father?" Peter asked.

"Anakin." Wasp answered.

"Oh, God!" Ahsoka cried out.

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Iron Man piloted the Separatist Munificent-class star frigate towards the rendevous point, which happened to be the planet Teth in the middle of Wild Space.

Distinguished by its endless jungle lowlands and tower-like mesas, Teth was virtually uninhabited by either droids or humanoid species, which made it perfect for a group of people looking to hide themselves.

The armored avenger managed to land the large ship in the dense jungle, crushing several trees in the process, and the group took a Sheathipede-class transport shuttle craft up to the monastery where Storm, Colossus, Beast, Luminara Unduli, Shaak Ti and a couple dozen Younglings of various races were standing around the courtyard.

Ahsoka saw the Twilight resting on one side of the courtyard, and realized that this was how they must have gotten to this place. Ahsoka was actually pleased to see something from her past that wasn't connected with pain and tragedy. Even if the old spice freighter was often-times a death trap.

"Never thought I'd be coming back to this place." She said as she saw the rather majestic monastery below.

Iron Man landed the shuttle on the other side of the courtyard, opposite the Twilight.

Ahsoka noticed that Master Shaak Ti and Master Luminara were tending to the Younglings while the X-Men were approaching the shuttle. Barriss went over to her master in order to help her, bowing to the X-Men as she passed.

"I see your mission was successful." Storm said as she looked at Spider-Man and Ahsoka.

"Yours too." Captain America said, indicating the Younglings.

"Is this everyone?" Wasp asked.

"Unfortunately." Storm replied with a sigh. "Master Kenobi has taken Padme's boy child to Tatooine in order to hide him from the Empire. While Senator Organa has taken her daughter with him to Alderran, as his new daughter." she explained.

"Sounds good." Wasp said.

"What about Master Yoda?" Cap asked.

"He's gone to Dagobah." Beast said.

"The swamp world?" Wasp gasped.

"Yeah. It's strong with the Force, including the dark side, so he should be well hidden. At least according to Master Shaak Ti." the blue-furred mutant said.

"What about Master Windu?" Iron Man asked.

"We don't know. We suspect that he's dead, but... we've had no confirmation." Storm said.

"We need to try and find out." Cap said.

"That will be difficult. Palpatine is now the Emperor of the newly formed Galactic Empire, and all the clones are under his command. Coruscant is under martial law, for the time being. Probably for good." Beast said.

"And Anakin is now his right hand man and enforcer." Colossus said.

"Like Caesar." Peter said.

"Exactly." Beast said.

"Wonderful." the webslinger huffed.

Ahsoka, having heard enough about her Master, turned and walked away from the group. Spider-Man saw this and rushed after her.

"You think we should have not mentioned Anakin?" Wasp asked.

"Yeah, maybe." Iron Man said.

Ahsoka was standing on the edge of the monastery's landing platform, looking out over the dense jungle far below.

"Ahsoka?" he asked.

"I'm sorry, Peter, I just... I guess I wanted to be alone for a little bit." Ahsoka said sadly.

"I understand. I'm sorry." he said as he turned to leave.

"Don't go!" she said, stopping him. "Sorry. I just... I never thought it would come to this." she sighed as he came back over to stand next to her. "It's... with everything that's happened, with you and the others being here, I thought we had a real chance at making things better."

"It'll get better, Ahsoka." he said as he took his mask off, scratching his hair.

"Because you have hope?" she asked.

"It gets you through the day when nothing else works." he said with a slanted smile.

"If it wasn't for you, the Avengers and the X-Men, I might have left the Order a while back and maybe Barriss would have even turned traitor and bombed the temple." she said.

"We were lucky that day." Peter said.

"You and I convinced her not to go through with it." Ahsoka said. "Despite how tense and aggravated she was."

"She hid it well." he said.

Ahsoka nodded her head, remembering the counseling Barriss needed after that.

"I mean, she could have easily not listened to us. She knew the Jedi Order was having troubles, and..." Peter said.

"That's no excuse for... you know what? It doesn't matter." Ahsoka said with a depressed sigh. She was silent for nearly a minute before she spoke again. "Everything will change now." she said quietly.

"Yeah. The only constant in the universe. Any universe, really. Even if the Republic and the Jedi had won the war, Palpatine would have still won, since he was the Supreme Chancellor. Even if he had been killed by Master Windu, things would still have changed."

"I know." she said. "I've always known."

"What do you mean?" he asked.

"I... had a vision, a while back. I... I saw things that... upset me. Things that haven't happened because you and the others came to our universe." she said with a smile.

"Uh... thank you?" he replied.

Ahsoka smiled. "Things will get better." she said as she turned to look at the heroes and the other Jedi who were talking to each other.

"They're going to need you." Peter said, looking between Ahsoka and the others.

"I know. But... I'm gonna need you too." she said as she moved in a hugged him around his chest.

Peter blushed a little as she said, and did, that. He wrapped his arms around her and hugged her back. He smiled, feeling his emotions being reciprocated back to him.

Over the course of this war, the pair had become close. More than friends and less than lovers. But now that everything they knew had changed...

"I thought the Jedi couldn't have relationships." he said as Ahsoka pulled back, the pair keeping their hands together.

"We aren't supposed to, since it's a form of attachment. But now that the Order has been virtually disbanded and we've been branded fugitives and criminals..." she said with a laugh, though she knew she shouldn't be laughing.

"I've... never had a really good relationship." he said to her.

"Neither have I." she said, remembering how she almost had one with Lux Bonteri. But something had kept her from pursuing it. Maybe it was Peter. The webslinger was only a few years older than her, but it was of little consequence to her now.

"Ahsoka, I like you. A lot. I just..." he said, somewhat awkwardly.

"I know. I guess we'll figure things out from here." she said as she looped her arm around his and lead him back to the others.

The Avengers, the X-Men and the Jedi smiled as the pair headed back to them. Some of the Younglings were giggling as they saw the pair approach.

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True to Peter's prediction, everything did change.

With the Empire in control of their galaxy, the Jedi Order had to adapt and change, mostly in order to keep their existence hidden until they were restored to full strength.

The Monastery on Teth became their new home and base of operations.

The Avengers and the X-Men managed to construct their own weapons and vehicles, using the acquired Separatist cruiser for parts and materials. It was fortunate for them that the cruiser had tons of equipment and weapons aboard it. Iron Man and Spider-Man were able to create their own tech. Beast was able to create a new generation of medical technology.

Peter's and Ahsoka's relationship blossomed.

Steve and Janet began their own relationship.

Colossus and Storm developed a relationship as well.

Hank and Luminara also developed their own relationship, which was something that the Jedi Master had never thought possible.

Tony, being a certified bachelor had several relationships with various alien women. None of them Jedi.

Barriss and Luminara continued their relationship as Master and Padawan, until Luminara thought that Barriss was ready to become a full-fledged Knight.

Ahsoka, under Master Shaak Ti's tutelage, eventually became a Knight herself. After Barriss, of course. This was mostly because of Peter's support and encouragement.

The idea of relationships and attachments in the Jedi Order was set aside, mostly because it was something that was not Jedi and it would help to hide them from the Sith and the Empire.

The heroes and their Jedi allies had been dealt a heavy blow that day. They were alone, cut off from everything they once knew, and hunted like criminals. But they had each other, and that was a strong foundation to start rebuilding.

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Authors Notes:

Here's the second chapter to this little story. I didn't think I would ever get back to it. Mostly since I didn't know where I was going to go with it.

Also, there might be a third chapter to this, but ideas are appreciated.

Please read and review.