There was only one place Peter felt he could go and he found his way there without the use of his eyes. He collapsed onto the ledge outside Gwen's window where he lay, his body wracked with sobs. In an instant he became aware of her scent and the light pressure of her hand stroking his back.

"Peter!" she whispered in an urgent, frightened voice. "Are you hurt? What happened?"

He couldn't answer.

"Peter, please!" she cried. "Talk to me! Are you hurt?"

"I'm not hurt," he managed to croak.

"Please, just come inside," Gwen whispered, somewhat relieved.

He slid himself through the window. "I can't go home right now." He pulled off his hood and found her frightened eyes. "Can I just sit for a while?"

She nodded and he curled up into a ball beneath the window, his back against the wall, his arms hugging his knees tightly to his body, his face hidden.

Gwen could only sit close beside him and watch as he quietly wept. She could see his shoulders shaking and she desperately willed him comfort through the pressure of her body next to his. It seemed like an age before his shudders subsided and he was still, but his head stayed down.

"Peter?" Gwen ventured to whisper. "What happened?"

Peter slowly lifted his head. "I could have killed someone tonight." Steel came into his voice. "I'm no hero, Gwen. You hear me? I nearly killed a man tonight."

Gwen looked puzzled. "You mean there was someone you thought you weren't going to be able to save?"

Peter laughed without humour. "You do think I'm some kind of hero, don't you?" He turned to look angrily into her eyes. "Well, let me tell you how wrong you are. Tonight I found the thief who shot my uncle. I took him off the street where nobody could see me. I dislocated both his shoulders and enjoyed the sound of his screaming. I was going to get revenge. I was going to beat him to death."

Gwen's eyes were full of fear. "But you didn't do it, right?" she whispered. "You didn't kill him."

He was silent for a moment.

"Peter?"

"No, didn't kill him. I handed him over to the police." Gwen saw fresh tears spill down his face but she let him sit in silence for what seemed another eternity.

"I can't even ask Uncle Ben to forgive me." He dropped his head back onto his knees.

"Do you really think your uncle would have wanted you to hunt down and kill the guy?"

Peter shook his head but didn't lift his face. "No." His voice was muffled. He paused. "I mean I can't ask Uncle Ben to forgive me for letting him die."

"What could you have done?" Gwen pleaded. "How could you have stopped him from dying?"

Peter's head snapped upright and he almost shouted at her. "'Cause I was there! I watched the thief rob the store, I was even ready to share what he'd stolen. The clerk had been a dick so when he asked me to help him catch the thief, which you and I both know I could have done, do you know what I said? I said, 'Not my policy!' I refused to help, I walked away. But my brave, stupid Uncle Ben was out walking the streets. Worst of all, he was looking for me 'cause I'd walked out after a we'd had a fight. He heard the clerk's call for help and must have tackled the thief. I heard a gun shot and ran across the street to find Uncle Ben on the sidewalk in a river of blood. You know I could have stopped it. I should have stopped it!"

For a long time she was quiet, letting him weep. Then she spoke, so softly he could barely hear her. "Peter, I know I can't ever understand how that feels. I can't know what it was like for you to lose your parents so young and lose your Uncle Ben the way that you did, but," her voice broke, "I know what it's like to have no father and to feel useless and lost without him."

Peter reached out and pulled her close to him and the two of them sat crouched in the corner of her room, grieving together. In the moment, Gwen was so devastated for the loss of her father that she simply couldn't register being in Peter's arms as anything other than something to steady her. She wept and wept and he held her tight as each wave of grief came over her. As her turn subsided, Gwen pulled away and found Peter's face. "I need to know about that night, Peter. Can you tell me how my father died? Can you tell me what he said to you?"

Peter looked pained. "Now?"

"Please, Peter. I need to know," she pleaded. "I know it's hard for you but it's hard for me not having been there."

Peter knew he couldn't make her wait. He manoeuvred himself until he sat cross-legged on the floor opposite her, their knees touching. He took both her hands in his and thought for a moment. "First, I wanted to tell you that I was at your father's funeral."

Gwen looked up, surprised. "I didn't see you there!"

"I was using all I had not to let you see me. I think you sensed me there once. You looked up and almost saw me but I ducked out of sight. Anyway, everything they said was true. You're right to be proud to be his daughter." Peter paused, steadying himself. "On the roof of Oscorp, he gave me the antidote, helped me freeze Dr Connors with liquid nitrogen and held him at bay with every bullet in his gun while I climbed the tower to replace the serum with the antidote you made. By the time I got back to him, the tower had collapsed and Connors himself had been the one to pull me back from the edge of the building. Lizard Connors had destroyed my webs and Human Connors knew what he'd done. He knew that if he didn't grab me, I'd fall to my death. I ran to your dad and found him with his back against a wall, his gun at the ready in case he had another chance to intervene. I tried to move him but Connors had grabbed your dad and lifted him in the air with his claws. His body was so badly pierced that he knew he couldn't have survived."

Peter paused. Gwen's tears fell silently but she didn't take her eyes from his face. He looked down and fiddled with the top of his boot. "Your dad told me that he'd realised he was wrong about me. He told me that the city needs me and that I'd need to be gone by the time the police got to the scene. He warned me that I'd make enemies and that the enemies would come after the people that I loved."

Peter took in a long breath. "That's when he made me promise to leave you out of it and what I'm doing right now is a total betrayal of that promise. He loved you, Gwen, and he loved your family. Of course he wanted you kept safe – I want you kept safe!" He paused again, pulling her hands close to his chest. "But, I don't know how to keep that promise I made to your dad because…"

"Because?" she whispered.

"Because… I need you, Gwen! I don't think I can be of any use to anyone without you. Until I whispered those words to you in English this morning, I was just dried out. Today," he laughed at his awkward choice of metaphor, "Well, today you rehydrated me." They both laughed and felt the relief of some of the night's tension dissipating.

"Peter, I'm the only one who knows that you're Spiderman, right?" Gwen asked.

"I'm pretty sure, but it seems that there are a heck of a lot of videos on the internet. I guess it wouldn't take much for someone to catch me."

Gwen jumped up and offered her hand to pull Peter to his feet. She led him towards the door of her room and went to casually lead him out into the hall.

"Gwen!" Peter whispered, pulling back. "What are you doing? Your mom! Your brothers!"

"Oh, yeah, I guess I didn't get a chance to say earlier, I'd just said goodbye to them when you arrived." She smiled. "Let's get some tea."