Hello everyone! This chapter is really long. Just ask in the comments if you don't understand anything that is going on and if there is enough questions I will make another announcement answering them or if there is only a couple I will answer them in Saturday's chapter. Anyways, hope you enjoy and HAPPY THANKSGIVING (if you're from the US... cause I am)

Monday morning Peter went to school and it was an average day. But when he went to Avengers Tower, he actually got to meet THE Tony Stark. He knew he already meet him, multiple times, but without the mask Peter was just a science kid from Queens. So honestly that made Peter only geek out a lot. The confusing part came when Peter said goodbye to Tony and left the tower, only to change in an close by alley way and come straight back.

"Hey Tin-Can." Peter said as he swung onto the balcony of the Avengers main level.

"Hey Spidey," Tony said as he opened the fridge to get food "Cap is going to train with you for your first day, he's already in the gym. Oh and your file that we're going to give S.H.I.E.L.D. is here." Tony said holding out a black folder that said 'Classified' across the front and then going back to the fridge.

"Thanks," Peter said taking the folder and opening it. "Man, you guys weren't kidding when you said you had nothing on me. I could have gotten this from the jerks at the Daily Bugle."

"Other than your abilities that you told us via text yesterday and identity guesses, we really only have public knowledge on you." Tony said pulling out a yogurt cup.

"So… you've already declared I am not Logan Riff or Peter Parker." said Peter with a smile that Tony couldn't see.

"Yeah… we made an algorithm with all the info we have on you a couple days ago and those were the two names we got, neither checked out." Tony said with a sigh.

"Bummer," said Peter sarcastically "well anyways I better not keep Steve waiting." he handed the folder back to Tony and got into the elevator and let JARVIS take him to the gym.

-Line Break-

3 hours later and Cap was finally done throwing Peter around the gym like a rag doll… thankfully. The only reason Peter was getting the crap beaten out of him compared to Cap is because they were working on hand to hand… so no web shooters and shield. Let's just say that Peter never learned how to fight and Cap was trained in the military.

"Over time you will get better, even if it doesn't feel like it right now." said Steve as they got into the elevator and went back to the Avengers main floor. When they got there, everyone was eating food that they had gotten when Peter and Steve were training.

"Hey guys, Spidey you wanna stay for dinner?" asked Bruce.

"Thanks, but I have places to be and people to see." said Peter as he walked over to the balcony, jumped up on the edge and spun around to face the Avengers.

"Thanks guys!" he yelled before falling back into the skyline of New York.

-Line Break-

Weeks passed going one like this, he would show up to the tower as Peter Parker, the intern, on Mondays, Wednesdays, and Fridays. But, he would also show up to the tower as Spider-Man, the masked vigilante, everyday of the week (except for the first Saturday, which was May's funeral… that was hard for Peter, but he couldn't bring it into his Spidey life) at around 5:30, which is after Peter Parker leaves on Mondays, Wednesdays, and Fridays.

Peter used the money from his intern job at Stark Industries to buy food for himself and he would wash his clothes at his apartment (making his trips irregular so CPS wouldn't know when to come), they warehouse had a sink that he used the water from to clean up and that was really how he was living. It wasn't great, but it was ok.

Everything was continuing on a smooth track, until the Avengers got a call from Nick Fury. There was a mission, and from what Peter understood from the phone call on the burner phone from Tony, it was something about an… Ultron? Tony had also said Fury wanted him to join the fight so that S.H.I.E.L.D. could get as much info on his abilities as possible. Tony had told Peter the previous day that he didn't need him to come back until Tony called him, Peter assumed that the call would come a little while after they got back to the tower. So that's why Peter was currently on the roof of Avengers Tower getting ready to get on a Quinjet to god knows where (they told him but he was freaking out too much about going on a jet to register what they were saying). It was a Friday afternoon and it was officially spring break, so Peter didn't need to worry about missing school if the mission got a little out of control.

When they got on the jet Peter just quietly sat in the farthest seat from everyone else, buckled in tightly, and pulled his knees up to his chest. He watched everyone else start to socialise with each other and chose against talking to anyone, he just worked on steadying his breathing and tried not to focus on the fact that they were thousands of feet in the air. He started to examine all of the Avengers in their uniforms (with his eyes towards them and not his head, he didn't want to be creepy by just staring at them and they couldn't see his face so eyes it was). He saw Cap is decked out in his navy blue suit with his shield on the back, Natasha had her black agent suit with guns and knives basically everywhere, Clint had his bow and quiver, Bruce and Tony were just wearing his normal clothes (Bruce was there just in case a 'Code Green' was called and Tony took like, 2 seconds to put on the armor), and Thor had short hair, asgardian armor, and no hammer? weird. Tony eventually noticed how on edge Spidey looked and decided to go talk to him After all, he jumped with every turbulence bounce and movement on the jet.

"Hey kid, how are ya doing?" Tony asked. Peter didn't respond so Tony snapped his fingers in front of his face, causing Spidey to shake his head in confusion for a second.

"Wha- of hey Tin-Can." he said. The jet shook again and Peter grabbed the handles of his seat.

"You do realize that the chances of dying in a plane crash are 1 in 11,000,000 right? It's the safest mode of transportation, you're more likely to die in a car crash." said Tony.

"I know, but it doesn't make it any better." said Peter awkwardly un-sticking his hands from the armrests.

"Uh-huh," Tony responded "well, we'll be landing in 5 minutes, so be ready." he then got up and went to put on his armor leaving Peter alone to make sure his web shooters were working.

-Line Break-

The fight was honesty insane right off the bat. There was robot-aliens flying around everywhere and only Spider-Man, Black Widow, Hawkeye, Thor, Scarlet Witch and Cap was there to fight the hundreds of them.

"Oh I wish I stayed in the ice." said Steve flinging his shield at 3 robots and catching it again.

"Cap, did you see where Wanda went?" asked Clint over the coms.

"Shi-Ugh!," yelled Tony "I found her."

"What's wrong?" asked Natasha

"Ultron did something to her, she is fighting against us now, I think he's controlling her." said Tony

"Just try and stay away from her, don't hurt her unless it's the only way," said Cap "Spidey, you stay away at all costs. You haven't had training with her mind games yet."

"Got it, Cap" said Spider-Man.

-Line Break-

The fight was winding down and almost all of the robots were gone. They were all tired, but they were holding up and could finish the fight without a Code Green. When Cap punched out the last robot, they had won and Ultron was nowhere to be seen.

"Anyone see Ultron?" he asked over the coms.

"Not here." said Clint

"Nor here." boomed Thor.

"Nope." said Natasha.

"Nada." said Spider-Man.

"He's gone Cap." sighed Tony.

"Okay, well, let's regroup so we can find Wand-." Cap said but was interrupted by a sudden blood curtailing scream coming from a hallway. The entire team bolted from their various positions towards the cry. When they got there what they saw was Wanda with her glowing red hands standing over Spider-Man, who was curled in a ball against the wall, screaming.

"Maximoff, STOP!" yelled Tony. She just looked at the Avengers and smiled.

"Looks like your little spider is more traumatized than he lets on to be." she said darkly. She had a green glow in her eyes.

"She's being controlled, she has no idea what she's doing." said Natasha.

"Hawkeye.." said Cap.

"Really? You want me to do it?" he asked.

"It's the only way." Cap responded. Clint pulled a bow from his quiver and shot it at Wanda, it electrocuted her and she fell backwards. Thor raced over and caught her before she hit the ground.

"Will Lady Maximoff be alright?" he asked.

"She'll be fine." said Clint sadly. They were all pulled back to what was happening when Tony spoke.

"Kid?" he asked Spider-Man softly.

-Line Break-

When Peter punched out the final robot around him, he took a second to breath and was about to look for more when Cap's voice came over the coms.

Anyone see Ultron?" he asked. Peter took a second to look around him before joining the other answers.

"Not here." said Clint

"Nor here." boomed Thor.

"Nope." said Natasha.

"Nada." he said.

"He's gone Cap." sighed Tony.

"Okay, well, let's regroup so we can find Wand-." Peter didn't hear Cap finish because he felt a painful rush of all the horrible events come to the forefront of his mind and he screamed. He saw Uncle Ben, Aunt May, Richard, and Mary.

(P.S. anything that is italicized is happening inside Peter's head, so even if it says 'he said' he isn't physically saying anything, it's all mental)

"You killed me." Ben yelled. He had a gunshot wound in his chest and blood was dripping from his mouth.

"Uncle Ben?" he asked, tears soaking into the mask.

"How could you kill me, I tried to help you!" he yelled.

"I didn't mean to." Peter sobbed.

"You're the reason we're all dead." yelled Richard.

"Dad?" Peter questioned.

"We died running from you and all the ruin you bring. You kill everyone you love." said Mary.

"No… no, no, no." Peter cried.

"I tried to love you, and all I got was killed because you couldn't save me." said May.

"We all trusted you, and you killed us. YOU'RE A MURDERER!" yelled Richard.

"KILLER!" chanted Ben. Peter covered his ears, but he could still hear them loud and clear.

"Killer!... Killer!...Killer!...Killer!...Killer!...Killer!...Killer!...Killer!..." they all yelled.

-Line Break-

"Kid?" Tony asked Spider-Man softly. There was no answer.

"He doesn't look too good Tony." said Natasha.

"We need to get him to Bruce." he said.

"Bruce has 7 PhD's, I don't think any of them cover mental games." said Clint.

"Can he not use one on the Man of Spiders?" asked Thor.

"That's not how they work buddy." sighed the archer.

"We can't leave him here," said Cap moving towards Spidey and Tony "we at least need to see what Bruce can do." Cap picked up the small vigilante and they all walked to the jet.