Gwen stared out the window, absently passing time as her students took their exam. The view was wonderful, as the school was a block away from the Empire State building. Someone cleared their throat. Snapping out of her trance, she turned back towards the class. A thin girl with braids had her hand raised.

"Yes, Annie?" Gwen asked calmly.

"On question seven, the word 'different' is spelled wrong."

Suppressing a sigh, the teacher replied, "I'm sure you can still answer the question."

Annie nodded and reverted her attention to the test and continued writing at her whirlwind pace.

Gwen had just begun writing the homework assignment on the whiteboard when she heard "Um, Miss Stacy…?" A few children gasped as they saw the familiar spandex-clad hero standing on the fire escape.

The teacher grinned and laughed as the children collectively stood up and ran to the window. Even Annie managed to tear herself away from the oh-so-interesting English test.

As Gwen lifted the window to tell Peter to go away, he swept her off her feet and slung them from skyscraper to skyscraper until they reached the top of the Empire State.

Some resourceful student grabbed the classroom telescope and trained it on their teacher and the mysterious superhero. Another found a box of binoculars used for the fourth grade nature walks and began dispersing them throughout the class. The others were content to stare out the window, fantasize about Spider-Man and Miss Stacy, or copy answers off of others' tests.

Gwen wrapped her arms around Peter's neck and held tight as buildings and trees blurred around them. When they finally stopped, he slipped a strong arm around her waist as he created a web to support them at the top of the Empire State. Wind whipped Gwen's curly hair back and forth and surrounded the two of them like a tornado. Taking off his mask, Peter pulled her closer so she could hear and said, "I'm going to have to let go of you to kneel, so hang on to the web."

"What?" She did as she was told but it took a minute for her to process what was happening, even as he pulled out the ring box.

When Peter yelled over the wind, "Gwen Stacy, will you marry me?" Gwen gasped and clapped a hand to her mouth, loosening her grip on the web. She probably would've fallen off the building if he hadn't immediately shot out a web to steady her.

The student with the telescope gasped and yelled, "He's proposing!" Girls squealed and shoved each other out of the way to look through their binoculars for proof. Half of the boys acted uninterested and made paper airplanes in the back of the classroom. The other half watched unashamedly, just as enthralled by the event as the female population.

Gwen's eyes filled with tears, but they were quickly dried by the wind as she yelled, "Yes! It's about time you asked!"

The boys in the back of the classroom made gagging sounds and began stockpiling spitballs, the girls stared dreamily, leaning on each other, and the other boys pretended not to care, but continued watching the romantic moment anyway.

Gwen laughed as Peter stood up and pulled her close, wrapping his arms around her. The cold from the wind left her body as he leaned in to kiss her, face alight with pure joy.