Some people may call me a mere fanfiction writer, but I prefer to consider myself a teacher. Lesson number one; nice SHIELD agents? There is no such thing.

On this note, this fic will not be Iron Man 3 compliant.

Anywho, I know I've had people complaining about Clint and how Peter forgave him too easily. In my humble opinion, Peter, being a friendless introvert for a long while, doesn't want to lose friends. So, while right now, Peter has convinced himself to 'forgive' him, it's superficial at best. The issue will be addressed, though, so don't worry.

Another thing; I do love Clint. But I'm not one to let my characters off easily just because they're one of my favourites. I have no patience for bashing characters, even ones I hate, so I assure you that I'm not 'bashing' him.

That being said, if you do have a complaint or criticism about this story, feel free to tell me. I enjoy it, and I'm not one of those authors who can't see any flaws in their work. I know my story has many flaws, but I hope you enjoy it through them all.


Chapter 1:It's Curiosity, That's All


Norman Osborn knew the dangers of lackeys. Oh, he had painfully learnt that lesson with Dr. Otto Octavius. He did not plan to make that sort of mistake with his latest exploits.

Unfortunately, he was no scientist. He was smart, but business smart. He needed to have the opinion of a real biologist on the Green Goblin Serum. Osborn knew that it dangerous taking the Goblin Serum, but he needed the Goblin Serum in order to take his revenge. He would be more careful this time around; he wasn't as desperate. He should've known better than to trust anything from that organization.

Dr. Miles Warren was a respected biologist that had been working at OsCorp for over eight years. From Osborn's observations, he wasn't too dangerous, and he could be easily bought over. Perfect for his needs.

Osborn walked into Dr. Warren's laboratory in the OsCorp tower. Until recently, Dr. Warren had been using a shared laboratory with a few other biologists. But the other day, Dr. Warren had received a promotion. It wouldn't do for those other biologists to get curious about Dr. Warren's work.

"Dr. Warren," Osborn said loudly, getting Dr. Warren's attention.

Dr. Warren looked up from the microscope he had been looking into. As soon as he noticed that Osborn had been the one to call his name, he quickly jumped away from his microscope, giving a nod to Osborn.

"Mr. Osborn!" Dr. Warren exclaimed. "Are you here about that formula?"

"Yes," Osborn said simply. "What have you found out?"

Dr. Warren motioned for Osborn to follow him. He walked to a nearby lab table and picked up a vial filled with a glowing green substance.

"Now, I've been conducting a few tests with this substance." Dr. Warren explained, waving at a number of mouse cages on the table. "The mice that were fed a large amount of the substance inevitably died within a few days, as did those who were fed a medium amount. However, those who were only fed a very small amount- around zero point two percent of their total body mass- experienced heightened strength and speed, without any of the side effects that the other mice experienced."

"I see," Osborn murmured.

"I'm in the process of conducting more in-depth experiments at the moment, but so far, side-effects start to appear when the mice are fed more than zero point four percent of their total body mass of the substance," Dr. Warren explained. "But of course, I need to observe the mice during a much longer period of time to confirm that there are no long term side effects. It's very likely that there are, considering that larger amounts of the substance are a death sentence."

"Very well." Osborn nodded. "You'll continue your experiments."

"Yes, of course." Dr. Warren nodded his head vigorously. He seemed rather excited at the prospect. Osborn didn't mind; as long as Dr. Warren knew his place, he could be as excited as he wanted.

"Inform me of any breakthroughs and new side-effects," Osborn ordered. "And work on finding a cure for the side-effects. Better yet, alter the formula so the side-effects don't appear."

He flipped around and strode out of the laboratory, ignoring Dr. Warren's hasted agreements.

Osborn desperately wanted to take his revenge. But, now that the disease wasn't eating away at him, shaving away his life one year at a time, he could look at things objectively. He didn't need to drink a dangerous substance until the danger had been reduced to an acceptable level.

He had time.

He would wait.

And then he would strike.


Peter scrounged around in his locker, looking for his eraser. The third day of classes, and he had already started to lose stuff. Luckily, given that it was still the start of the year, there were no unpleasant surprises in his locker. Unluckily, that didn't mean that it wouldn't take forever to find his eraser- and he only had five minutes to get to his class.

"Screw this," Peter muttered, slamming his locker shut. He could survive without an eraser for one class, he was sure.

The sound of students racing to their classes was starting to die down- a bad sign. Clenching his Biology textbook, Peter stood up from his kneeling position, ready to get to class. He was probably already going to be often late in the mornings because of his Spider-Man job- he didn't need to be late for his afternoon classes too.

So, naturally, hearing Flash's antagonistic voice made him let out a gusty sigh.

"Hey, watch where you're going!"

On the bright side, Flash wasn't talking to him.

(A moot point. The moment Peter heard Flash's voice, it became his problem.)

(If only he had learnt this philosophy earlier.)

Peter turned around, a dark look in his eyes. He scanned the scene. Flash was standing in front of some guy, someone's school supplies scattered across the floor. Most likely, Flash had bumped into the guy and had promptly blamed him for the accident.

Really, for an athlete, Flash had horrible reflexes.

"Flash," Peter greeted, a scowl crossing his face. "So much for character development, huh."

A brief flash of confusion flickered over Flash's face as he obviously pondered over Peter's words. His eyes widened suddenly, realizing what Peter had meant.

"I d-didn't-" Flash stuttered. Peter savored the moment. The day Eugene "Flash" Thompson actually stuttered. He would mark it down in his calendar.

The stutter was a brief thing, unfortunately. Flash quickly composed himself and sent a scowl in Peter's direction.

"Whatever, Parker," Flash snapped. He turned his gaze back towards the redheaded guy in front of him. "And Oz, or whatever your name was, be more careful next time."

Flash ran down the hallway, leaving the redheaded guy to pick up what appeared to be his school supplies. Peter resisted the urge to quip at Flash about the no-running-in-the-hallways rule. He was Peter Parker right now, not Spider-Man.

(And there would always be a clear-cut line between the two.)

"Thanks," the guy said grudgingly, standing up and facing Peter. "You really didn't need to, though."

"Probably. But Flash claimed last year that he was done with the whole schoolyard bully stuff." Peter gave the guy- who seemed awfully familiar- a quirky smile. "Just wanted to make sure that he hadn't decided to restart his previous activities- namely, Parker punching. That's me, by the way, Peter Parker."

Of course, now he remembered. The guy in front of him was Harry Osborn, proud owner of the locker two spaces to the right of him and the son of OsCorp founder Norman Osborn. Peter briefly wondered why he had transferred to Midtown Science.

"Anyhow, I'd love to stay and talk, really, but I don't want to be lat-" Peter was cut off by the sound of the bell ringing. He sighed. "Well, so much for that. See you around, I guess."

Peter flipped around and started to briskly walk to his class. He would've run, but the last thing he needed was to be stopped by some gung-ho teacher for running.

After walking for a couple dozen metres, he realized that Harry Osborn was shadowing him.

Peter swallowed down the wisecrack that threatened to escape from his throat.

(Having a secret identity was just so annoying sometimes.)

"So your class is in the same direc-" Peter started, going for a more diplomatic comment.

"-We're in the same class," Harry cut in bluntly.

"Oh," Peter said awkwardly. In his defense, it was only the third day of school. It would be weirder if he knew who was in his class, like Mr. Stalker here. "Right then."

They walked in silence for barely half a minute before Peter spoke up again.

"So, can I use you as an excuse for being late?" Peter asked, only half-joking. He cast a glance back at Harry. "Helping the new kid around is a legitimate excuse, right?"

Harry raised an eyebrow, a mildly irritated look on his face. "No. I'm not so stupid that I can't get to my class by myself."

"Oh well." Peter shrugged. "It's the third day, the teacher's bound to give us some leeway. We'll probably only get an hour of detention instead of ten."

Harry let out a soft snort, before pausing. "Wait. You weren't being serious, were you?"

"Mr. Gallant's pretty strict, so..." Peter dragged out the last word, leaving the rest of the sentence to Harry's imagination. He inwardly laughed at Harry's somewhat worried expression. "Lighten up, I'm just kidding. I have no idea what sort of teacher Mr. Gallant is just yet- one class isn't enough to figure that out."

Harry scowled, his mouth opening to say something. Peter cut him off before he could say anything.

"And, here we are. Here's for hoping that Mr. Gallant's a nice teacher," Peter muttered. He shot a grin at Harry before opening the door.

Knowing his luck, Mr. Gallant would assign them both two weeks of lunchtime detention.


"JARVIS, do you know what Tony's working on today?" Peter asked JARVIS, looking up at the ceiling automatically. He knew that JARVIS could hear him even if he was talking to the ground, but as JARVIS' speakers were located in the ceiling, his head unconsciously turned itself in that direction.

"Sir is working on new set of arrows for Mr. Barton," JARVIS answered politely.

Peter was currently in the elevator of Stark Tower, heading down to Tony's workshop. He often stopped by the Tower on the days he didn't have other obligations. Luckily, Mr. Gallant had decided to give both Peter and Harry some leeway. It was guaranteed that Tony would be always working on something interesting should he be in his workshop. Sure, Tony usually regarded work done for Stark Industries to be boring and inane, but Peter, more often than not, thought it fascinating.

Of course, Tony usually wasn't as talkative as usual if he was working on something that he thought was actually interesting- say, improvements for his armor. That was fine with Peter, truthfully. He wasn't always a great talker, and it was fun enough trying to figure out how the hell the things Tony made worked.

JARVIS usually was kind enough to throw up a few holographic blueprints for Peter to mess around with. Peter probably knew more about all of the latest Stark tech than anyone- save Tony, of course.

When Tony was working on the armor, Peter usually was shooed off. Peter understood why, of course. Tony didn't want anyone understanding exactly how his armor worked, and with good reason. It didn't mean that Tony didn't trust him.

(At least, that's what he told himself.)

Tony wasn't so strict with the other Avengers' tech, possibly because the rest of the Avengers wouldn't be completely and totally screwed should their tech become unusable. Peter had even designed a couple of Clint's arrow sets himself, befor-.

(Before nothing.)

Tony had asked Peter a number of times to let him tinker with Peter's web-shooters. Given that Tony was used to being given full access to most of the Avengers' tech, Peter refusing to let Tony mess with his web-shooters drove Tony crazy sometimes. The first few months, Peter could deal with the complaining, but eventually Peter had responded with a rather snarky remark.

(Tell you what, Tony, you can look at my web-shooters if I can look at your armor.)

(It wasn't petty. It wasn't.)

Since then, Tony had used a different tactic. Every so often, Tony would make his own variation of Peter's web-shooters. Tony wanted to make a better version of Peter's tech without even looking at the original web-shooters.

And if Tony had succeeded in making a better version, Peter would've gracefully accepted defeat.

(Okay, so maybe not 'gracefully'.)

But Tony had let Peter use the stuff around Tony's workshop to improve his web-shooters. Before, Tony could've easily made a better version of Peter's original web-shooters, given Peter's rather small budget. But, being able to use the same materials as Tony leveled the playing field somewhat.

With a soft ding, the elevator doors opened and Peter stepped out.

"Hi, Tony," Peter said, his eyes landing on Tony. He appeared to be working on the blueprints of a new arrow type. "More arrows? You'd think that there was a limit to the number of types you could make. I mean, seriously, how many different kinds have you made already?"

"Twenty-eight," Tony answered absent-mindedly, flicking something on the hologram. "So Clint currently has twenty-eight types in total, including the ones you made and the ones he had from the start."

"And, of course you've memorized the exact number," Peter said, rolling his eyes exaggeratedly. He walked up to Tony, scanning the hologram. Tony was apparently trying to figure out how to make an arrow that would spew water upon hitting the target. "What, you didn't delete it from your brain for being unimportant or something?"

"I'm not Sherlock Holmes, Peter," Tony retorted.

"Oh, you got that," Peter muttered. Peter stared at the hologram for a few moments. "Did you try compressi-"

"-Not aerodynamic enough," Tony dismissed. "Barton wouldn't be able to shoot it."

"Right." Peter nodded. "Well, you could make the arrow bigger. I don't see any other way to store an useful amount of water on the arrow."

"That... that'd probably work," Tony admitted grudgingly. "But it feels like cheating, and it'd be harder for Barton to shoot. I'll figure out a different way."

Peter rolled his eyes. "Fine, you do that."

Tony started to mess around with the hologram in front of him again. "So, how was school? Having fun spending a quarter of your day listening to droning idiots who don't understand a thing?"

"Oh, ha ha, Tony," Peter said dryly. "Sometimes, I think you hate school more than the average teenager does. School was the same as always. Anyways, I was just wondering... You wouldn't know how to get around a triple key-lock encryption, would you?"

"A triple key-lock encryption?" Tony let out a groan and deleted the holograph, throwing it into a virtual trash can. He opened up a new blank file and started again. "Okay, I know you're not trying to get into the SHIELD mainframe, because one- SHIELD doesn't use triple key-lock encryption and two- I already helped you get into the SHIELD mainframe."

"I didn't hack into the SHIELD mainframe," Peter said with faux innocence. "You must be mistaken. I'd never do that. I just asked you about SHIELD's firewalls for reference. As is the case here."

"Uh huh," Tony said skeptically. "I'll have you know that they noticed your little incursion about a week after you hacked in. I calmed them down by saying that I had JARVIS hack into their servers to test their strength, so be grateful. Though, I got a few hundred thousand dollars for improving their firewalls, so there's that, I guess."

"I still say that I didn't hack into SHIELD," Peter said firmly, the edges of his mouth twitching up into a smile.

"I'm not helping you this time unless you tell me what you're looking for and who you plan to hack," Tony retorted, glancing back at Peter. "Also, I'm not bailing you out if you end up in jail for criminal activities."

"You're a horrible role model, you know that, right?" Peter sighed.

"Hey, I'm a wonderful role model," Tony insisted. "Role model of the year, that's me."

"Whatever you say, Tony," Peter snarked. He ignored Tony's faux offended response.

Should he tell Tony what he was planning to do?

On one hand, he needed to figure out how to get past a triple key lock encryption, and Tony was the only person he knew that could help him with that.

On the other hand, it was possible that Tony would refuse to help him.

Peter weighed his choices for about two seconds before making his decision.

"Look, I want to know what Richard Parker was doing when he died," Peter admitted, scratching his head. He avoided Tony's gaze.

"Richard Parker," Tony repeated. His tone of voice didn't reveal what he was thinking. "I assume you're talking about your father? Or well, the guy who was married to your mother and proceeded to do experiments on your three-year old self?"

"The latter, yeah." Peter gave Tony a crooked smile. "I need to know why. Well, I want to know at least. And if I learn who was employing him, I can get closer to my answer."

"You sure there's an employer?" Tony said quietly. "Look, Peter, you might want to think the best of-"

"- it's not like that. Trust me," Peter said firmly. "From the moment I learnt what he did to me, any feelings I may have had for him disappeared."

(Or so he wished.)

"It's curiosity, that's all," Peter insisted. He hesitated before continuing. "And... I want to know that there's no one else like me, who has dormant cross-species genomes in them. I was lucky nothing too bad happened to me. Dr. Connors -The Lizard- he wasn't so lucky."

Tony sighed, scratched his head, then finally made his decision.

"Fine. I'll teach you how to get past a triple key-lock encryption. Just keep this between you and me, yeah? Steve would probably object. Where are you trying to get into?"

"OsCorp," Peter replied. "It's where my father worked up to his death."

"OsCorp?" Tony repeated incredulously. He smiled ferally. "Well, that's something I can get behind. Okay then, listen closely..."

Tony had barely managed to explain the basics when an alarm rang. Peter had heard the alarm go off more than a few times before. He knew what it meant.

"You gonna need help?" Peter asked automatically.

"Doubt it," Tony said dismissively. "But we'll call if we need someone to tie stuff up."

"Oh, ha ha," Peter called out to Tony, who was already heading to get his suit. He rolled his eyes, a scowl landing on his face. He grudgingly left the workshop, knowing that it would be best for him not to butt into a fight he wasn't invited to.

Still, Peter would head out as Spider-Man; just in case.


Disclaimer: I can't do SCIENCE. I made up everything in this chapter pertaining to the subject.