He stared at his reflection in the glass-like metal, utterly astounded at it's properties. It felt like a natural extension of his own body, but not quite at the level of flesh and bone. It flinched with a twitch of muscle, responding to his every command.

"What you are looking at," Tony Stark said with a smug grin over his face. "Are two million nanobots that form the complex machinery. My father was the one who theorized that human anatomy was to difficult to fully reproduce with run-of-the-mill technology," Tony continued as he walked around the workbench that occupied the centre of the room.

"Why-" Peter began as he flexed his mechanical fingers inwards and outwards.

"Well two reasons," Tony smirked as he came to Peter's side. "One, I need a guinea pig. Two...there's a lot of history I'd like to bury between the two of us. Hopefully this is a good place to start."

"Tony," Peter said as he tore his eye from the mechanical limb for the first time since receiving it. "I'm...I'm at a loss for words..."

"Then you'll be speechless when I tell you the next part," Tony smirked as he picked up a remote from the table. "Arms and legs aren't the only prosthetic body parts I'm into," he continued as he pressed a button, allowing for a small projector pad to pop up, along with yet another holographic avatar. Unlike Carol's, however, this one was male and wore a business suit.

"Howard," Tony said to the avatar, "pull up project XXVII."

"Yes, Mr Stark," the avatar replied curtly before winking out of existence.

"What i-" Peter began.

"I incorporated a little bit of alien tech on this one," Tony said as a three dimensional model of an eyeball appeared. Or at least, what looked like a mechanical eyeball, Peter knew it would never pass for a real one. Beside it was what looked like a miniature circuit-board. "It's a prototype eyeball that can actually transmit electronic signals into the brain."

"I..." Peter muttered "what?"

"Exactly," Tony cut in as he pointed at the circuit-board. "The optic sends out a powerful short-wave signal with a range of about a foot. It transmits the signal into the chip, which is placed in the patient's frontal lobe. The chip is then able to mimic the signals that an eye would normally send, with some differences. It'll also allow you to control the form the nanobots take. Should make disguising the million-dollar hardware a little easier."

"Like?" Peter asked tentatively.

"Better to wait until after the operation," Stark said with a sigh. "It's scheduled for tomorrow morning. But the possibilities are endless. You could turn your fingers into daggers, have a leopard-print design."

"Why?" Peter asked as he turned to face Stark head on. He continued to flex and rotate his new hand. He curled his fingers inwards, rather roughly as he continued to speak. "What operation?" he asked as the doors slid open, revealing Edwin Jarvis, holding another, smaller briefcase.

"Well the operation to install the microchip," Tony replied as Jarvis handed him the briefcase. "It'll take about an hour. It's completely safe. I've had Howard run a thousand simulations and they've all come back positive. So no need to worry. Thank you Jarvis."

"Your servant sir," Jarvis replied curtly as he gave a tiny bow. "Commander Hill is on line three, sir. Captain Rogers is doing his best to stall her, but she is a rather persistent woman."

"That's an understatement," Tony replied under his breath. "I'd better go quell this fire before it gets out of hand. Jarvis, show our guest to the armoury. I will be down in a few minutes. Or as soon as I can be, at least."

"Very well sir," Jarvis said as he gave a second bow, this one aimed at Peter. "If you will follow me, sir." Jarvis said as he came out of the bow and turned, indicating that Peter follow him. Peter did, out of the room and down the twisting halls. They passed by a series of rooms, several of which where occupied. Including one which had Captain America speaking over a video-call.

"...did not catch any sight of..." Hill said as she scowled.

"I have given my statement," Captain America replied fiercely, "and without any video footage, you have no proof that anything different happened." Peter cringed, knowing exactly what they where talking about. Me, he thought as he walked out of earshot and into the elevator.

"Might I take this moment sir," Jarvis said as the two of them began to descend, "to tell you how happy I am that you have returned? The team lost something special when you left. Something that they have gained back."

"I'm not back," Peter replied softly, "Spider-man is gone forever."

"If you recall sir," Jarvis smirked as he pressed a button, "The Avengers have been disbanded on numerous occasions. And each time, the disbanding was said to be permanent. And yet, something came up that forced the team back together. Maybe it was with new members, maybe there was more than one team at the time. But they always have come together," the man finished as the doors slid open, revealing rows of armour. "Maybe Spider-man will come back, just not in the same form as before." Peter's jaw dropped as he exited the elevator and stepped into the armoury. Every single one of the armoured avenger's suits was present. Even some Peter guessed where in production, due to missing parts.

"Why did-" Peter began to say as a new set of doors opened, revealing a somewhat familiar set of armour. Only this version was thicker, more heavily armoured than it used to be. The skin of the armour closely resembled that of leaflet armour, as opposed to the more plate-like appearance of the other armours. "is that...?" Peter asked as he gazed into the gold eyes of the armour.

"The Iron Spider," Tony said as he stepped into the room. "Mark 3. I took the liberty of upgrading the defensive qualities of the suit. It's a little more bulky than before, but much more durable. It also has a personal electromagnetic shield, repulsor cannons, and it's own built-in Arc reactor. The glide function has been upgraded into full flight, but I kept the wings. For stealth purposes. Top speed of mach three."

"Why? Peter asked as he looked towards Tony, "why rebuild this thing?"

"You'll need it," Tony remarked, somewhat solemnly. "I'm putting together a secondary team of mighty Avengers. Their focus will mainly be as a rapid response team that stays on earth. All to often we're away fighting some giant threat, and allowing more street-focused threats to run wild." I don't deserve to be on any team, he thought as he looked around, or do I just need a second chance?

"Who's on the team?" he quipped.

"Well," Tony said as he ran his hand through his black hair. "There's only two of you at the moment. We're looking into several prospects to form teams of two. Easily deploy-able, and with similar capabilities when it comes to travel. We also consider sk-"

"Answer me," Peter cut in as he continued to marvel over the suit.

"Captain Marvel," Tony replied as he walked over to be at Peter's side. "All in the interests of gender equality, we've decided on a male/female combination. Of course I don't think that part really matters to you, eh?" he continued as he gave Peter a playful tap across the back with his open palm."And to answer your other question," Tony said, "we're considering an up-and-coming AI robot. Calls himself...itself TechnoBorg. He showed up on S.H.I.E.L.D's radar two months ago. He also helped me develop our own AI system. Which reminds me..." he said as he snapped his fingers, signalling for Jarvis to come forward again, holding the small briefcase out.

"What's in-" Peter began as Tony opened the briefcase, revealing an Avengers ID card.

"Standard issue," Tony replied as he handed the card to Peter. `"So we know where you are at all times. And so we can contact you. It also holds your other partner," he continued as he pressed a button. A shape began to take form on the small card. The shape turned into that of a human male, albeit without any distinguishable anatomy or clothing.

"Artificial Intelligence XX-BVHK activated," the hologram said as it got to his 'feet.'

"He'll take up a name eventually," Tony said as he handed the card to Peter. "Maybe even change shape. The male human is the default setting. Steve's turned into a nineteen-forties military radio. Thor's turned into a talking tree."

"Tony..." Peter mumbled as he studied the small object in his hand. "I...I don't know what to say. Are you sure I should...that people would accept.."

"They accept Logan," Tony replied with a slight shrug, "Don't they? And quite a few others with less that reputable track records. So you'll be fine, just give it a while. Now you'd better rest up," Tony said as he led Peter towards the door. "the operation starts at six am, and as I understand it, you've been going since yesterday morning. I've had quarters prepared for you upstairs." He finished as the two of them reached the elevator doors.

"Tony," Peter said as the elevator doors slid closed behind them, "thank you."

"It's us who should be thanking you," Tony replied as they ascended in the elevator. "There's a lot of ground that needs to be made up. Let's just stop looking into the past, deal?"

"Deal," Peter replied as the doors slid open, revealing a long hallway. Unlike the main floor that the Avengers occupied, this one seemed more homely. Simple, but lavish paintings adorned the walls, which where painted seafoam green. He stopped at one of the doors, which had his name on the door. Entering, he took note of the simple bed, which had been made up. Alongside the other wall was a computer that was built into the wall itself. Beside the computer was a phone, which he picked up after closing the door. Sitting down on the bed, he dialled a number, one that was on the forefront of his mind.

"Hello? Who is this?" The voice of John Jameson Sr answered from the other end of the line.

"Hello John," Peter said calmly.

"Peter? Is that you?" His step-uncle's voice replied, "you haven't called in so-"

"Yes," Peter said as he tapped his new fingers across his kneecap. "Is my Aunt there? Is she home?" he asked patiently.

"I...yes," John replied as a small amount of white noise cackled across the line, "May, dear! Phone!"

"Hello?" Aunt May's voice said as she picked up the phone, "who is-"

"Just calling to check up on you," Peter cut in, as a small smile etched across his face. "See how things are in Boston." He did his best to imagine his Aunt's reaction. He hadn't called her once in the past two months, due to a combination of his not always having electricity and less-than stellar attitude.

"Peter..." His Aunt cooed. By the tone of her voice, he could tell that she was extremely happy that he had called. "You...you sound..."

"Better," he replied, "much better."

"Where are you?" Aunt May pleaded, "Mary-Jane called early this morning and was-"

"I'm with some friends," he answered with a sigh, hoping she would take the hint. "Look, I can't talk for long," he said as he got to his feet. "But I'll see if I can get to Boston in a week or two. How does that sound?" He smiled as he curled his new fingers inwards.

"That... that sounds lovely, Peter," Aunt May replied before hanging up the phone.

A/N: Well, what do you think of Tony re-building the Iron Spider suit for Peter? And what form do you think Peter's AI will take? Concrit reviews are appreciated.