Disclaimer: I do not own Marvel Comics or Disney. The creative works of Spider-man and What If? belong to Marvel and Disney. i do not make any money from the following fanfiction.

Uatu: Eons ago, I was charged with watching Earth and it's many multiverses. I have watched many of the people of the planet have terrible and fantastic tales spawn from one choice or another. But, perhaps in this instance of Peter Parker's story I like the most.

After Peter Parker was given a suit by Ironman. He quickly began to tinker with it's various settings. Setting out to improve upon it. Gifted with a genius mind before gaining the powers of a spider. Peter unlocked an AI assistant to help him in his mission with stopping a Villian known as the Vulture.

After being trapped in a warehouse thanks to the efforts of the Vulture and the Shocker. Peter gave a name to the A.I assistant in his suit. One that would have little application to life.

Instead, in this version of events. Peter choose a different name than Karen. Which name did he choose? Let us observe this story as we ponder the question. What if?

Watcher's view pans down to Spider-man laying on a web hammock.

Peter asked the AI program, "So long as we're trapped in this warehouse. I was wondering, what do I call you?"

The AI replied to him, "I do not have a name."

Peter replied while swinging from a hammock, "What about, Gwen?"

The AI replied to him now properly designated, "That is quite appropriate. Thanks, Peter. Now, shall I assist you in escaping this warehouse?"

Peter asked Gwen, "How did you figure that?"

Gwen replied as he leaped from the hammock, "I designed an algorithm based on the one you used to unlock the A.I assistant. I merely need to link up to a Stark Industry's satelite to redirect to the DAMAGE warehouse. With your permission, I can do that."

Peter praised the A.I, "Perfect, Gwen. Thank you. Gwen, please get me out of here."

Gwen replied with what Peter could swear was a smile, "With pleasure."

The doors unlocked as Peter made his way out.

The Watcher smiled as he watched Peter's exciting adventure unfold.

Utau: With the care to give a meaningful name to the A.I. Spider-man was able to foil the plans of the Vulture. The stepfather of Liz Toomes-Alan is defeated before he unveils the secret identity Peter Parker was trying to hide.

With her father's crimes made public. Liz was afraid of going to the dance with Peter. However, Gwen taught Peter how to make her feel better. By having a private dance at her house. The two became inseparable.

A year after the Vulture was arrested. Liz enrolled into the SHIELD cadet program. Peter revealed to her his secret identit. At first she was hurt. But, forgave him realizing that the dangerous her stepfather took could have ended badly for him. After her graduation of the 8 week program. She was assigned to Spider-man as a Liaison. The hero identity of her boyfriend as Spider-man was a secret between the two.

Watching the two bond during their ops. Gwen grew envious of Liz.

Watcher looked on as he saw Spider-man swinging through the city under his charge.

Spider-man was swinging across New York listening to Liz, "The Rhino is hold up in a fish cannery by the police. No Avengers are currently available. Spider-man I'm gett- inter-"

Spiderman swung from a large skyscraper and landed on the fish canery, "Liz? Liz? Are you there?"

He looked at his HUD noticing he was out of range of his usual SHIELD liaison range of communication.

Spiderman asked, "Gwen, could you pull up a layout of this cannery please?"

Gwen appeared in the lower left corner of the screen having selected an avatar. Peter took note of the blonde haired AI that appeared. Gwen blinked her blue eyes at him as she pulled up a schematic of the cannery, "Here is the cannery. Stark Industry's satellite's have access to the current newsfeed. Hudson's is currently closed due to Memorial Day."

Spider-man asked Gwen who was wearing a white crop top and tight black jeans with a green jacket tied around her waist, "Uh, what's up with the look?"

Gwen looked down with failure, "Do I look bad? I could change my appearance if you want."

Spider-man quickly replied with an apologetic voice, "No, no, no. I was just surprised is all. You look good. I like the tomboy look of the jacket and jeans. Looks work appropriate."

Gwen smiled as she pulled out a pair of shades to put on, "How do these look?"

Spider-man smiled, "Like Mr. Starks style. Gotta admit, you make the aviators look better than him."

Spider-man then said to her as he prepared to make entry, "Alright, ready to do this?"

Gwen replied getting into a fighting stance, "Ready when you are, Peter."

Xxxxxxxxxxxxxxxxxxxx

After Peter fought with Rhino he asked Gwen a question, "Hey, Gwen. Would you set up a date for Tomi Red's Pizzeria? And send a link to Liz?"

Gwen nodded after she asked him, "Sure, would you want to hang out before then?"

Peter asked curiosily, "How would we do that?"

Gwen replied to him, "I've accessed a plethora of Stark Industry's technologies. And shipped to your apartment a Binary Augmented Retro-Framing projector. It can render a 3-D image of me. I'd really like to meet you in person."

Peter smiled as he landed in his apartment, "Sure thing. I look forward to setting it up."

Xxxxxxxxxxxxxxx

Peter put in the last projector into his apartment. Wiping off his forehead sweat he spoke to the speakers, "Alright, Gwen. Fire it up."

Gwen appeared in his four room apartment with a smile. She twirled around and moved throughout the rooms, "Awesome! What do you think about seeing me in person? Cool, right?"

Peter nodded with a smile, "You know, with the right equipment. We could make these projectors mobile. That way you could go outside. What do you think?"

Gwen smiled as she pulled her fists to her chest, "Excellent."

Peter pulled out his cell phone, "Oh, a text from Liz. She's done with her shift. Heading to the restuarant. Do you mind hanging out here? I'll work on the mobile units when I get back. And I'll bring Liz over."

Gwen smiled as she began to sit on his couch, "Sure, sounds great."

Utau: How will this new technology that Peter promises to make effect the world. How will the relationship with Gwen and Peter evolve so long as he's with Liz? These questions and more will be observed later. In the universe, "What If Peter named the A.I Gwen?"