Peter had heard of Captain Marvel, of course he had! She was practically the first Avenger, well maybe except for Steve. He'd heard of her incredible powers, so he felt a mixture of fear and awe every time someone mentioned her. He had asked Mr Stark if he'd ever meet her, but Tony had just shrugged and said he didn't know. Apparently she was off world a lot.

So of course he was stunned when the hero in question walked in on him doing homework in the Avengers common room.

Peter tapped his pen against his cheek, staring in bewilderment at the English homework in front of him. Math and science were his strong suits, he had no idea how to read between the lines of dialogue, or why a certain character reacted a certain way, couldn't he just enjoy the book without having to analyse it? Sighing he dropped his head into his hands, too caught up to hear the footsteps.

"Who are you?" A strong voice demanded from behind him. Peter jumped and whirled around, his mouth falling open at the sight of the hero in front of him.

"You're- Captain Mar- what? Why are you here? Not that you shouldn't be of course! But why? Is something happening? Oh god it must be bad if you're here! I can't believe you're here though! I just want to say you're amazing and super powerful and wow I'm rambling-" He quickly clamped his mouth shut when he noticed the look on her face.

"I said, what are you doing here?" She repeated, voice hard and rather emotionless.

"Um, doing… homework?"

"Ha, likely story. What are you really doing here? And who are you?"

"Oh, um, Peter Parker! I'm an intern. That's why I'm up here." He mentally crossed his fingers, hoping she would buy the flimsy not even story-story.

Captain Marvel narrowed her eyes. "Last I remembered interns didn't have high enough clearance to step foot on this level, let alone do homework on it. Now give me the real reason."

Peter looked at her helplessly, what was he supposed to say? It was meeting the Avengers all over again.

"Um…" he trailed off, leaning sideways in hope that Mr Stark would round the corner and save him.

Captain Marvel moved so she was blocking his view and raised an eyebrow.

"Oh, well, I'm Mr Stark's personal intern…?"

Carol Danvers studied the teenage boy in front of her suspiciously. Had he broken in? She didn't fully understand Stark's technology, but she knew enough to know that would be very, very hard.

So was he a superhero? That was unlikely, but she supposed it was possible. Silently she made a decision, curling her hand into a fist.

Peter eyed her fisted hand cautiously. Was she going to attack him? He was strong, but not strong enough to defeat Captain-freaking-Marvel.

Suddenly his spidey-sense went crazy, screaming at him to dodge. So he did, lunging to the side seconds before her glowing fist would've smashed into his face.

Carol's eyes widened, he shouldn't have been able to dodge that. There was definitely something off about this kid.

"What was that for?" Peter cried out from where he was sprawled across the couch. Sitting himself up he quickly said, "wait don't answer that, you have a pretty good reason."

Nodding, Captain Marvel jumped over the couch, jumping to punch him again. Seeing no other options Peter reached to catch her fist before it could hit him. Immediately his hand burned painfully, he yelped and jumped away so he was now on the other side of the couch where the Captain had started.

"Ow ow ow! You were going to hit my face with that?" He cried, sounding genuinely hurt and looking a bit like a kicked puppy.

"I was testing you. Besides, I would've stopped before I hit you in the face."

"That.. um- you what? Should I be offended or honoured? I honestly don't know." He asked, bewildered and cradling his blistering hand. Carol felt a pang of guilt, which surprised even her.

Pushing away the feeling she continued throwing punches and kicks at him. He had managed to dodge her attacks so far, what else could he do?

Peter blocked attack after attack, what should he do? He knew the obvious thing was to just reveal he was an Avenger, or a backup Avenger at least, but would she take him seriously? He hated the idea of one of his biggest idols not trusting him. But she was relentless, and finally he realized he had no choice. Relief crashed over him as he remembered that he was wearing his web shooters, and he quickly sent a web flying, pulling himself to the ceiling where he stayed, watching Captain Marvel's reaction closely.

She froze, staring at the worried looking boy above her, her eyebrows rising incredulously.

"Huh, I guess I was right." She commented, lowering her fists and letting the glow dissipate.

"About what?" Peter asked, confused.

"About you being a superhero." Carol brushed invisible dust off herself, smirking. "You put up a good fight. I still could have beaten you easily if I felt like it though."

Peter's face brightened in understanding and happiness. "So that's why you fought me! That's so cool! Ned and MJ are going to freak out when they hear about this.."

Carol tilted her head slightly in question.

"Oh! Ned is my best friend and MJ is my girlfriend."

Carol nodded, before asking, "Are you gonna come down from there? I promise not to beat you up again."

"Ha! I bet I could beat you now that I can use my webs!"

"Sure, kid."

"Hey, I'm 15!"

"So, a kid?"

"A teenager."

"Mm, yes, much better."

Peter sighed dramatically, dropping down from the ceiling. "You're actually really nice, Ms Captain Marvel ma'am."

Carol rolled her eyes in amusement. "Please, call me Carol, or Marvel at least. Ms and ma'am make me feel old," she hesitated, "-er."

"Alright!"

"So can I ask how you did that? And perhaps the real answer to my first question?"

"Oh, of course! I guess I should probably start with when I was bitten by a radioactive spider on a school trip. It was pretty horrible for a while honestly, I spent, like, a week locked in my room throwing up and having migraines. It was worth it though! Because now I can stick to things and my senses are really strong which can be annoying sometimes when it gets overwhelming but mostly it's amazing. And I'm really strong and fast! That's cool. The webs I made, though, they don't come out of me. Mr Stark helped me make the web shooters when he recruited me to fight with him in Germany. And since then I've been spending heaps of time in the Avengers Tower! Which was why you found me here doing homework. I figured it was OK since no one else needed the living room. So yeah."

Carol blinked, processing the overload of information, but after a second she grinned. "So do you have a superhero name?"

"Yup! Spiderman." The kid said proudly.

"You're the guy who dresses in red and blue and swings around New York stopping bank robberies?"

"You've heard of me? That's so cool! Yep, that's me. I stop other things, not just bank robberies, but yep."

"Nice."

Peter studied her for a moment. "I think you'd like Ms Natasha."

Carol laughed, the other Avengers had said the same thing when they'd first met. "I've been told. Yeah, we get along."

Peter nodded, seeming satisfied.

Carol suddenly remembered,

"Your hand! Is it ok? Sorry about that by the way."

"My han-? Oh right! Nah don't worry about it, I have fast healing, it'll be fine in a couple hours or so."

"That sounds helpful."

"It is!"

"So, I believe you said earlier you could beat me with webs- do you wanna test that?" She asked mischievously.

Peter's big brown eyes lit up. "Definitely! Just let me suit up." He raced out of the room and Carol chuckled.

"So you've met Peter I take it?" Tony asked, amused, from where he was leaning on the door frame.

"Tony, nice to see you again. Yes, I have. He seems..." She thought for a moment, trying to find the right word.

"Sweet."

"Definitely, almost tooth achingly. Like those churros he loves."

Carol laughed just as Peter ran back into the room, the eyes of his mask wide and bright.

"Let's go!"

"Slow down, little spider." She said, amused.

"Never!"

"Well then I hope that energy will help you beat me, you're gonna need it."

Peter laughed happily and they both started running to the training room, racing to see who could get there first. Peter had decided he liked Carol, and was starting to think of her as a second big sister already. He grinned and pushed his legs to run faster, determined to win as Carol started to overtake him.

Two chapters in one day! I felt bad about forgetting to upload for so long and this one was already written so I figured I would upload it sooner so I didn't forget again lol, thanks for reading, have a nice day!

Today was officially awesome.