Peter brushed past his aunt with a weak smile on his face. She reached out to him as he went, the tips of her fingers barely touching his arm. He half-stomped up the stairs to his room, quietly shut the door behind him, and sank down into his desk chair. He stared out the window at the torrential downpour outside and thought about her walking down the street in this, with only an umbrella and a light coat protecting her.

Peter moaned, putting his face in his hands. Well, he thought, if she dies of pneumonia, at least that won't be entirely my fault. "Shit." Yes it is. He chuckled, remembering that she was only out there because she had come to see him. Aunt May was right, of course. Peter really did try to be good. He tried to be the best person he could be, actually, ever since Uncle Ben had died. He wanted to be worthy of his uncle's love and pride. He wanted to be worthy of Aunt May's, too, and hers, of course, but hers didn't matter. Not if he was going to keep her out of it.

He reached an arm out and flicked on the monitor on his computer. It alit with a picture of her face. He set about changing it before beginning the real task at hand: mending his Spider-Man suit.

The project took a couple hours, which was good since Peter didn't feel like doing any homework and he really didn't want to be downstairs with Aunt May's pity. Soon enough, though, he had reached the point where he couldn't finish anything without a few parts that he had to order in the mail. And his stomach was growling. He put his suit away and bounded down the stairs to the kitchen.

"Aunt May!" he called. He lifted the lid on a pot of boiling pasta and peered inside before slamming it shut again. "May-May!"

"What?" she yelled. It sounded like she was in the basement. Peter heard the washing machine start up.

"Should I set the table?" he shouted back. He opened a cupboard near the sink and began pulling out dishes. Aunt May came in with an empty laundry basket. She set it on the table and peered at Peter with narrowed eyes.

"Thank you for being so helpful." Her tone was subtlety sarcastic, which made Peter chuckle.

"Just part of my job being the best nephew in town," he quipped. He turned from the silverware drawer to see Aunt May roll her eyes.

"Peter, while I'm already doing some laundry, is there anything you want me to throw in there?" Peter began laying forks and knives out on the table. "I'm doing a load of colors next. Brights. Probably a lot of red and blue, mostly, if you had any sweatshirts or anything to add."

"Yeah, I'll take a look upstairs. Thanks." He pulled open the door to the fridge. "Soda?"

"I'll split it with you." Aunt May pulled two glasses out of the cupboard. Peter poured a can of root beer into the glasses before sitting down. Aunt May brought a bowl filled with the cooked penne and a pot of sauce over to the table. Peter served them each salad while she spooned out the pasta.

"You have break soon, right?" Aunt May asked after they had been eating for a while.

"Uh-huh," Peter affirmed. "For Thanksgiving. Wednesday, Thursday, and Friday off next week."

"I can't believe it's that time of the year already." Peter watched her carefully. She was staring down at her plate of pasta, pushing it around with her fork. She hadn't eaten much. Though she hadn't been eating much since... "Well I had better find that recipe book. It's going to be a lot of food just for the two of us...unless you wanted to invite someone over."

Peter set down his fork and leaned back in his chair. "I don't think so. She needs to be with her family. Besides, we're not like that." Anymore, he wanted to add. Even the short, sweet image of her sitting at their table with a smile on her face felt like his heart was being squeezed. It made it hard to swallow. He gulped some root beer.

"That's too bad. Well maybe she can join us for a holiday movie the day after." Aunt May sounded so hopeful. He didn't want to argue about it, so he remained silent. He shrugged instead.

Peter pushed his chair back from the table. He offered a hand out for her plate.

"I have some cookies in the cupboard," she said. He placed the dishes in the sink, grabbed the cookies, and ripped the package open. He tossed it down on the table after grabbing a couple, which made Aunt May reach out and try to smack his arm. He dodged it, turned out of the kitchen and headed for the stairs. "Where are you going?" she called.

"Homework!" he shouted back. He took the steps two at a time.

When he was in his room he closed the door behind him and flipped the switch on the radio that slid the lock into place. He stuffed both cookies into his mouth, then pulled his backpack up onto his desk chair. He packed it with an extra jacket, his wallet, and his phone before carefully laying the Spider-Man suit on top. It wasn't finished, but he didn't think he would need it tonight. He then pulled on a raincoat over his sweatshirt and made sure his iPod was stowed inside a pocket that wouldn't get wet. He put in his earbuds and swung his backpack onto his shoulder.

He resolved only to swing into the city on a casual basis. No crime-fighting...unless it was really necessary. He still wanted Spider-Man to lay low for a couple weeks while the NYPD cleaned up, and explained, the mess at Oscorp. Just a lap around the city to clear his head, and then he'd be back and in bed before Aunt May could come check on him. She had started peeking into his room before midnight to see if he was asleep. Peter knew that she knew he was sneaking out of the house, but he didn't want to worry her any more than he already did. And he really didn't want to cause any more suspicion. Frankly he wouldn't be surprised if she already knew he was Spider-Man.

In any case, no need to come home with more injuries that he had to explain away.

He slowly slid open the window, trying to be as quiet as possible. Then he hopped over the frame and landed lightly on the roof. He closed the window behind him. He saw the light flick on in Aunt May's room, so he quickly turned and leapt off the roof and into the street. There he took off at a fast jog before slinging his first web of the night onto the corner of a high building a couple blocks over and pulling himself up into the air. He flew down the street at a practiced pace, the rain beating at his face, until he made it into the city.

The whole way there he tried really hard not to think about her. But every downswing was a brief rest where he had plenty of time to think. He saw her face over and over, tears not yet falling, but so close. Her face as she frowned at him when he told her it was over. Her face as she accused him of everything and he had no defense because he had done all those things. Her face as she turned away from him. And her face as she turned back and told him she knew why he was doing it. Each time he remembered it hurt even more. The whole scene was burned in his mind.

Before he realized what he had done he had landed on her fire escape. It was there, perched on the balls of his feet and the tips of his fingers, that he became aware of where he was. He ducked out of sight behind the wall quickly, hoping she hadn't seen him. He then slowly inched forward until he could see into her room.

She wasn't even there.

He let out the breath he had been holding and sat back on the fire escape, letting his backpack slip off his shoulders. He leaned his forehead against the cold stone of the building and just allowed himself to zone out while staring into her room.

He memorized the color of the walls, the way she had her pillows arranged, the books on her desk, the little tray of keepsakes by the window, her boots flung carelessly in the middle of the floor, the picture of her as a little girl being lifted up by the arms of her father. He sat there for a long time, just breathing and looking. Soon he was soaked through and shivering, but he stayed there, unmoving, waiting.

Waiting for her to open the door to her room and see him there.

When she did open the door, he still didn't move, but she didn't even glance at the window. She walked the few paces to her bed, turned around, and flopped down on top of it, spreading her arms out to the sides. Her hair had spilled everywhere on the bed and was tangled around her shoulders. He could see her breathing. Her eyes stared at the ceiling. He desperately wanted to know what she was thinking about right then.

It was probably very similar to what was going through his mind.

He wanted to call out her name. He want to open the window and go inside. He wanted to take her in his arms and breath in everything about her. He wanted it all to be okay.

He closed his eyes and instead of seeing her on his porch in the rain, she was right in front of him on the rooftop. He was holding her head in his hands and leaning close to her to capture her lips with his. He could almost feel her warmth, feel her hands gripping his shirt, taste her breath. But instead here he was: huddled on her fire escape in the rain, unable to reach out to her, to even speak to her.

She finally turned her head towards the window and seemed to look right at him. He stayed utterly still, not sure if she could see him. A tear rolled down her cheek.

Peter ducked back behind the stone. He whispered her name, then leapt off the fire escape.

—

Peter spent the next three hours swinging around the city, not going anywhere except up and down. Eventually he realized that he could barely feel his fingers, so he turned around and began swinging in the direction of home. Peter landed up the street from his house. He jogged up to the front porch, jumped up the steps, and pushed through the front door.

"Peter?" his aunt called. He shook himself off, dripping rain everywhere and soaking the floor in the hallway. Aunt May came around the corner and stopped to stare at him. He dropped his backpack to the floor, stunned. She hurried to him and wrapped her arms around his neck, pulling him down into a hug. He buried his face in her hair, breath shaky. "Peter...what's wrong?" He wrapped his arms around her.

They stood like that for a long time. She stroked his back and he tried not to cry. Finally, she pulled away and looked at his face. He couldn't meet her eyes. She reached up and placed her hands on his cheeks. "Peter..." He closed his eyes and gently tried to shake his head out of her hands. She forced him to face her. "Peter, you need to tell me what's wrong. Everything that's been happening. Everything you are going through...it doesn't have to be alone. Let me in, son."

The breath Peter inhaled was shaky and ragged. He finally looked at her, looked at the tears in her own eyes, and said: "I miss him, Aunt May. I miss Uncle Ben. He would've...he would've known what to do."

"He's not here anymore, Peter. But I am. Tell me, and we'll get through it, whatever it is. The world is a cruel place that sparks so much sadness in our lives, Peter. But the people we love make it beautiful, even when they aren't around anymore. Their memory, and the love they shared with us, is what keeps us going in the darkest times."

"It's all my fault, though, Aunt May. I made everything horrible. I can't...I can't even fix it. It's my fault Uncle Ben died. It's my fault..." He stopped himself from saying it—from pouring out everything that had been happening. What would that help except make Aunt May worry even more and put her in danger?

"Peter. Don't you dare say it was your fault. What happened wasn't your fault."

"You don't understand." He pulled away from her and stalked into the kitchen, peeling off his raincoat and dropping it on the back of a chair. The dishes were still out from dinner and there was a box of kleenex on the table. He put his hands on the back of the chair and squeezed hard, dropping his head down.

"I don't understand. You think I don't understand? You think I don't know what it's like to lose someone you love?"

"I'm sorry. It's more than that, though."

"Then tell me." Peter straightened up and turned his back on her. "Fine. Go to your room." Peter didn't move. "Go upstairs, Peter. And I better not hear you sneaking out again. Don't think that now that Ben is gone you can get away with gallivanting about at night in that...on that stupid skateboard. You still have responsibilities, Peter. And not just to me."

He didn't say another word. He stormed up the stairs and to his room, closed the door hard enough that a piece of wood chipped off the corner, and slammed the palm of his hand into the joystick that locked the door. The controlled groaned under the pressure of his genetically-enhanced strength. He looked down at it with a frown as he sat in his desk chair. Then he put his head in his hands.

"Right," he said some time later. He looked up at his room: his skateboards mounted on the walls, his posters, the pictures of his family, the picture of her, photographs he had taken...a wanted poster for the man who had killed his uncle. He quickly stripped off his jacket and jeans, still soaked from the rain. He pulled his tshirt over his head and threw it on the floor. Then he grabbed his mask out of his backpack and held it in his hands, squeezing it with gloved fingers. It stared back at him—his other self watching him, waiting for him to make a move.

And move he did.

Peter pulled the mask down over his head, leapt through the window, and soared off into the night.

The first life he saved that night was a man who had lost control of his car. Peter webbed the car, yanking hard to slow its speed. Then he jumped toward it and grasped the bumper with two hands, pulling it to a stop.

The second and third lives he saved were a mother and her child, her little boy, who were being held at gunpoint in an alley in the city. Peter slid down the walls of the alley and landed on the shoulders of the man, crunching him into the ground. Peter heard the man's gun arm snap as it folded beneath them. The woman and her child ran out of the alley. Peter trapped the man against one wall with webbing and left him there.

Peter ran out of the alley and took the corner quickly, running up the front of a car and leaping off of it. He reached his right arm up and loosed a biocable at the corner of a building down the street. When it took he was yanked forward and propelled high into the air.

This was how he crisscrossed the city all night. There were occasional thanks, and occasional bruises and cuts, but he was starting to feel better. He was starting to feel in control again. The more lives he saved, the more bad things he stopped, the closer he felt to making up for everything he had done before. For every petty crime he put an end to, he was closer to gaining Uncle Ben's forgiveness. For all the people who thanked him for what he had done on Oscorp Tower, the less Captain Stacy's death weighed on his shoulders. For all the times he swung up into the air, higher than any building in the city, brushing the clouds and surrounded by the artificial stars of airplanes and helicopters, the more he let her go.

By the time he ended up perched on the roof of Oscorp Tower, looking out over the city instead of the damage behind him, she was so far away he had almost forgotten her.

There he said goodbye to his uncle and goodbye to the captain. He said goodbye to the old Peter—the weak and selfish boy. He let go of his guilt and all the pain. He embraced that which made him alone on the rooftop. And he embraced the solitude.

He embraced Spider-Man, and let go of everything else.

Then he leapt off of the building and into the air, and swung home again.