Title: Eastside

Disclaimer: I own nothing related to Spider-Man or Marvel nor am I making any money from the writing of this fan fic. Spoilers for the storyline of the Spider-Man PS4 game. Strong language and sexual situations likely in later chapters. Also the first part is taken straight from the dialogue from the game. Not mine.

Rated: M

Summary: This is my version of how Spidey meets Gwen Stacy.

Author Note: So, I beat Spider-Man on PS4 a few days ago. On Friendly Neighborhood mode bcuz that game is hard as hell. I loved the storyline. Mary-Jane, meh. I didn't dislike her in the story but I like Gwen Stacy from The Amazing Spider-Man movie best so here's my take on how they meet. This story starts with Spider-Man and MJ's back and forth texting after he takes down Mr. Negative on the game. Moves forward to Dr. Octavius' assault on the city. Enjoy! Review!

Oh and I'm not super knowledgeable about the Spidey-verse. I've just recently taken a liking to our red and blue hero. I've also never been to New York or any major city so although I try to educate myself while writing I could be really off on some things. X

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Spider-Man released his webbing, swinging to the side of a Manhattan building.

Do you want it to be over?

"Please say no, please say no.."

No.

"Ok!"

But maybe it should be.

"...and not ok.."

He pulled himself up higher with his webs.

Need some time to figure some things out.

"What is there to figure out?"

Peter signed deeply before typing Sure, me too., into his phone - throwing his webs to the highest peak of a random roof-top and perching to look over his city.

Mary-Jane Watson was as exhausting as she was beautiful.

X

"How do you like my new suit?" Shocker stood a few feet away - electricity dancing around him as Spider-Man watched from a safe distance. He was tired, almost to the point of exhaustion but he had to keep going. It was his responsibility to keep the citizens of New York safe.

"Dashing. Where'd you get it?"

Shocker grinned his sly - smart mouthed smile - spreading his arms open to accept the beating he was about to receive.

"It's an exclusive club." He assured just as Falcon flew over his head - causing Peter to look up. Before his spider sense could even react Rhino leapt to the roof top beside him - causing the concrete to crack with his weight. He lunged at him - knocking Peter back as Falcon swung down - getting a face full of webbing for his trouble. Scorpion crawled over the edge of the building delivering a blow to his back as Li blasted his strange energy from a nearby helicopter. Before Peter could get control of the situation he was surrounded by some of the most deadly super villains he'd ever known.

"Remember, he said not to kill him." Li said quickly as Peter stood to his feet.

"Good idea," he assured - looking around at the shit show that was about to go down. "In fact - we don't have to do this at all if you don't want too."

"We definitely want to!" Rhino yelled as Falcon flew towards him. The others followed suit and no matter how hard he fought back Spider-Man couldn't get the upper hand. Just as he turned his back Scorpion's tail pierced his shoulder with a sickening strike - causing Peter to yell out in pain as the others took turns kicking the shit out of him.

Shocker walked up to him leisurely - holding his hands out as he threw crippling voltage on the fallen hero - electrocuting him as he screamed in pain.

This was it. This was death.

Spider-Man crawled to the edge of the building with weak arms only to be impaled in the hand by one of Dr. Octavius' limbs. The doctor picked him up like a rag doll - holding him upside down as he glared merciless at the masked man.

"First and final warning." He boomed - pulling Spider-Man close to his face. "Stay out of our way."

With a flick of a tentacle he threw Peter from the roof without a thought - turning to the other villains.

X

Peter shot out a string of webbing - connecting with the edge of a building; then another until he felt his consciousness slipping. Every inch of his body ached. He tried to get higher - fearing he would fall into oncoming traffic but with one last fling of his wrist everything went black.

X

Gwen jerked upright in her chair as a loud crash brought her attention to the fire exit for her apartment; the news coverage of the prison break forgotten as she stood and moved towards a window peering out into the night. A lifeless Spider-Man laid on his stomach across the narrow steps - blood oozing from his shoulder; staining the trademark red and blue suit.

"Oh my god..." She whispered, lifting the window quickly before scurrying out onto the fire escape and kneeling beside the fallen vigilante. Her white blonde hair fell down past her shoulders as she leaned forward to examine him. "Um, Spider-Man?" She asked - touching his back before gently turning him over. She stared down at the mask - noticing his chest wasn't rising and falling with repeated breath. "Your secrets safe with me, Ace." She assured pulling his mask off quickly. He was a young man - around her age with messy brown hair and a handsome but bruised face. She leaned down; turning her head to place her ear near his mouth. He wasn't breathing.

Coming alive she positioning herself over his chest to start compressions before leaning down to give two quick rescue breaths. After a minute of CPR Peter gasped loud and deep, filling his burning lungs with precious oxygen as his eyes snapped open. He looked up at her - a halo of blonde hair illuminating her face.

"Are.. you an... angel?" He asked suddenly; his voice hoarse with exhaustion as he reach up to touch her hair with his bloody, broken hand. Gwen could only stare down at him with wide fearful eyes - watching as he winced in pain and fell back into the stairs. She looked around quickly - jumping in her skin as a crack of lightening opened the sky.

"You've got to try and help me." She whispered close to his ear, frowning as he groaned in pain and tried to lift himself up again. "Slow, alright? Put your arm around my shoulders." He did as he was told, barely able to open his eyes as he cried out in pain once they stood. "It's only a few steps to the window. To the right."

Peter hobbled beside her - pain radiating through his body as Gwen helped him move. He crawled through the window first - falling through to the floor with a groan. "Shit." She cussed, climbing in after him and kneeling beside him again. "I need to call an ambulance." She assured - looking around for her phone frantically. Peter lifted his good hand, grabbing hers. "No..." He groaned, closing his eyes tightly as another surge of pain ripped through his body. "No hospitals. I just need... time to heal."

His hand fell from hers - falling to his chest as he blacked out once again. Gwen could only sit by his side - panic tightening in her chest as she watched Spider-Man suffer.

X

Peter opened his eyes slowly - focusing on the TV to his left. The sound was off but subtitles appeared at the bottom of the screen periodically. From what he could gather New York City was in complete chaos and he was a wanted man. He sat up with a groan - turning his attention to the right where a girl sat curled up in the corner of a smaller couch - her head resting on her closed fist as she dozed quietly.

She was beautiful. Long, blood soaked blonde hair and fair skin. It took him a moment to realize it must have been his blood that soaked her hair and clothes. This girl had saved his life.

He couldn't remember how he got here - only slight memories of the angel girl helping him into her apartment. He glanced down at his bare chest - his shoulder wound clean and wrapped skillfully along with his hand.

He pushed himself into a sitting position on the couch with a grunt causing the girl to open her eyes; blinking twice before focusing on him.

"Hey."

"Hey."

She really was an angel. Stunning even covered in his blood and exhausted. Peter felt his mouth go dry.

"Thank you, for um, everything."

"You've been out for thirty-six hours straight. I didn't know if you were going to wake up." She whispered, sitting up on the couch and leaning in closer to speak. "You scared the shit out of me."

"I wasn't so sure I was going to make it either. I definitely owe you one. Are you a nurse?" He motioned to his bandaged hand. "I'm a nursing student at NYU. I had to take off your mask and shirt. When you landed outside my building you weren't breathing and I had to do CPR. Then I had to close the wound on your shoulder. I'm not good with faces - your secrets safe with me."

Peter grinned. In all the faces he's ever seen her's wasn't one he'd ever forget. "It's okay. You saved my life.."

"Gwen." She offered her hand, pushing a strand of blood soaked hair behind her ear with the other. "Peter." He assured, extending his good hand to her. He owed her at least that much. Gwen smiled, searching his handsome face for a moment to long.

"So how bad is it out there?" He asked nodding towards the TV. New York was on fire on the screen. Prisoners had taken over the city and most people looked worn wearing masks over their mouths as they stumbled through the trash littered streets. At the bottom of the screen it read: "Mayor Osborn has declared Marshall's Law. Spider-Man is a wanted fugitive."

"Dr. Octavis unleashed some kind of toxin into the city. It's making people really sick."

"Great," He muttered as if he didn't have enough shit to deal with. "I've got to get back out there."

Gwen looked up at him, a frown touching her lips. "You've got at least 14 broken bones."

"That means I've got 192 non-broken bones. The city needs me; there's no rest for the weary."

"Do you want coffee first? Or something to eat? I don't know what spider men eat but.."

Peter laughed, wincing as he clutched his ribs.

"I'm good, but thank you."

She gathered his mask and shirt - showing him where she tried to spot clean the blood from the back corner.

"I didn't want to bleach it or anything. Pinks not your color."

Peter smiled, taking her hand suddenly. "Thank you, Gwen." She returned the smile - looking up into his matching blue eyes. "You're welcome. If you're ever on the Eastside drop by... but not unconscious out of the sky."

Peter didn't drop her hand - searching her pretty face for a moment to long before he nodded and went to the window. He pulled his mask over his face and threw a web to the next building - sipping out of her apartment as quickly as he'd appeared.

"Be careful, Ace."

X

"Mrs. Parker, where should I put these supplies?"

May looked up from her own box with tired eyes, smiling faintly at the young girl. Gwen was proving herself to be quite the nurse; helping the people of F.E.A.S.T who had been infected by the toxin on her own time.

"Right here is fine, Gwen. Thank you and please call me May."

Gwen smiled kindly; knowing that no matter how "fine" May assured she was something wasn't right with her. She was showing several symptoms the others had who were infected by the Devil's Breath toxin.

"Why don't you go take a break, May? Miles and I can look after every one for a few hours."

They both glanced to the side door as it opened and Peter stepped into the room. His eyes went wide at the sight of Gwen standing beside his Aunt; he wasn't sure if his head was playing tricks on him again or not. She stood a few inches shorter than his aunt, her long hair pulled back in a tight pony tail. Despite the matching navy scrubs she wore her petite figure was surprisingly curvy in all the right spots. He couldn't shake the thought of her no matter how much he tried.

"Hey, uh, Aunt May. How are you?"

"Peter, it's good to see you. Everything that's going on out there - I worry about you."

"I know. I'm fine tho. Never better."

Gwen smiled as he turned to her and said hello. "Peter this is Gwen Stacy. She's a nursing student at NYU and came to F.E.A.S.T to help those in need. Gwen this is my nephew Peter."

Gwen offered her hand, looking up into his blue eyes as their skin touched. He looked better than when she'd seen him last - less bruised; more alert. He was very handsome.

"It's nice to meet you."

He searched her pretty face carefully.

"Nice to meet you, Mrs. Stacy."

"Gwen," She assured - feeling a slight tug at her heart as they continued to shake hands until May began to cough.

"Pete?"

Peter turned slightly - noticing Mary-Jane in the threshold of the door; watching the exchange between the blonde and her ex boyfriend.

"M.J., hey. How are you?"

The red head eyed Gwen carefully before hugging Peter, catching them both off guard. She placed a small kiss to the side of his mouth - finally looking up at him before he pulled away.

"This is uh, Gwen. She's helping here at the shelter."

Mary-Jane glanced towards the blonde again and nodded slightly, returning her attention to Peter. "We need to talk." She assured, tugging her arm around his own. "Oh, okay. May? You're alright here?" His aunt could only smile and nod, looking between the two girls carefully as Gwen took her leave to go help someone calling from the main area. May couldn't help but notice the way Peter looked after her - the boy was smitten.

Mary-Jane cleared her throat as Peter turned to her; letting her guide him out of the F.E.A.S.T kitchen.

X

"What are you saying?"

He was pacing the floor in front of Mary-Jane; trying to get his thoughts together. There was an insane robotic octopus man he once called friend terrorizing the streets; there wasn't time to talk about their fucked up relationship right now.

"I don't know M.J., I just need some time to think and I barely have time to sleep. I can't do this with you right now."

Mary-Jane crossed her arms in front of her chest; narrowing her eyes.

"This wouldn't have anything to do with the blonde girl helping your aunt would it?"

"What? Leave Gwen out of this. This is between me and you."

"Yeah, right. Whatever you say Peter."

Peter raked his fingers through his hair in frustration as he watched Mary-Jane turn on her heels and leave the room - glaring at Gwen as they met in the door way.

He couldn't protect the people he cared about, worry about his strained relationship with M.J. and fight super villains all in the same day. The stress of being Spider-Man was wearing him down.

Gwen made her way to him carefully; picking up on his mood. He watched her move gracefully towards him - a look of concern on her pretty face. He took a moment to look her over - letting his eyes take in her. He was, after all just a red blooded man and her eyes were the brightest blue he'd ever seen.

She was gorgeous.

"Hey. It looks like you've got a lot going on right now but your aunt isn't well. I think she's been infected by the Devil's Breath toxin."

Peter frowned at the thought. He knew something was off with May but figured she was just wearing herself thin at F.E.A.S.T. He felt the weight of the world sink into him further.

"I've got to find that anti-serum." He muttered, mostly to himself as he turned to leave. Gwen stepped aside to let him pass but he stopped, looking at her again. "I'll take care of May the best I can - try and get her to rest.."

"Thank you. I owe you one."

Gwen smiled - causing a familiar tightness to form in his chest. "You owe me two." She assured with a laugh that sounded like heaven. Despite the dumpster fire that was his life at the moment he returned the smile and closed the space between them.

"I'm sorry about M.J., we have... history and one minute she's hot the next she's cold. It's driving me crazy."

Gwen held up her hands - shaking her head.

"Not my business. I'm not getting mixed up in that crazy triangle." She assured with another laugh, brushing her hair back from her face. Peter searched her eyes - needing to go in search for Otto but not wanting to leave his new friend just yet. Maybe Mary-Jane had been right about Gwen. Maybe she was a threat to whatever it was they had.

"She obviously cares about you, Ace." Gwen assures, seeing the gears in his head turning. "Right, she really showed it by yelling at me for not answering her text and then storming out of the building."

Gwen grinned, shaking her head again.

"That's how most girls work."

Peter took a step towards the door - feeling defeated. He would never understand women. Especially Mary-Jane.

"Do you love her?" She asked suddenly - catching him off guard. It was a question she had to ask - for herself. His answer would let her know if she should pursue the aching feeling in her chest or bury it deep within. To her surprise Peter looked into her eyes - searching for only a moment before his mouth opened to answer.

"I thought I did, and then I met you."

They stared at each other for a long moment before Peter turned to the exit; jogging out of the building to find Dr. Octavius and end his assault on the city. Gwen could only stare after him as his answer danced around in her head.

What was she getting herself into.

X

Review! More to come!