A/N: The only people who knows Peter is Spider-Man is the Avengers, Ned, and May. My OC is based more off of the Skrulls in the Captain Marvel movie then the ones in the comics. Look at cover image for the image of my OC.

OUTER-SPACE:

Zhora woke up with a loud alarm blaring through out the ship, scared she ran out of her sleeping quarters to the main room to find her Father. Her father was shouting orders to the crew like any captain would.

"Father what's happening?!" Zhora asked running up to him through the swarm of other Skrulls rushing around.

"The Kree have found us" Her father said not being able to look his daughter in the eyes. She looked so much like her mother. After he failed to protect her from the horrid Kree race, he swore on his beloved's grave that he would protect their child tell his last breathe. Zhora barley remembered her mother, since she was killed when she was only 2. Her father always told her she looked so much like her.

Last month for Zhora 16th birthday he given her, her mother's favorite necklace that he actually given his wife on their wedding day. The necklace was a simple chain with a polished blue rock from their home world, Zhora was unsure of what the rock was called their plant was destroyed by the Kree before she was born.

"Can't we out run them?" Zhora panicky asked grabbing her father arm, so he would look at her.

"We are trying but I don't think we'll be able to make it out of this one. There's too may of them" her father said now looking at his daughter pulling her into a hug, and rubbing a hand on the back of her hair to try to calm her. She just held onto him tighter.

BOOM

Their ship shook. Zhora would have lost balance if her father wasn't still holding onto her.

"Captain we're hit, the engines are dead" a Crew-mate shouted over the sound of the attack on their ship. Zhora terrified unsure of what to do, was there anything she could even do about it. Being the youngest on the ship left her helpless compared to the older Skrulls. She was shook out of her panic as her father grabbed her arm and dragged her to the back of the ship to the only escape pod left on bored the ship.

"Father what are you doing?" She asked as her father pulled her inside the pod, then began to type something into the computer.

"Making sure you survive my little comet" Her father said as he finished typing on the computer.

"What! Father please don't leave me!" She begged even as their ship shook from another critical hit.

"I don't want to, but your safety is more important" her father said kissing the top of her head as she cried hugging onto him once again.

"Come with me, please" Zhora cried into his chest.

"I can't. I must stay here with the crew, once this is over I'll come find you. I love you so much my little comet" he said holding back tears to not show his daughter, but she knew he was just as upset as she is. As much as it killed him on the inside he let go of his daughter, and helped her buckle the safety belt. Once he knew she was safely secured he left the pod and locking the door closed, looking at her crying face one last time before ejecting the pod in to space.

Zhora was now on her own in the tiny ship with it going to where her father programmed in. She looked out the small window and saw her father's ship being blown to bits by the Kree. She let out a loud horrid scream as she seen one blast, the worse of all totaling the ship and whoever was inside. The blast was so strange it knocked her pod around, she was trying to brace herself but the spinning was too strong. She hit her head on something she wasn't sure, but everything went black.

EARTH:

Peter was swinging around as Spider-Man looking for any crime to stop or someone who needs help, while Ned was in his ear taking about anything and everything.

"Dude, we should find a way to make one of those weirs super spiders. So I can have cool powers too. We can be the best team." Ned said being dead serious.

"Even if we could, I don't think it would be a good idea. Yes, it gave me cool powers but for all we know it was one in a million. If it were to bite you, you might get powers or you would grow more eyes or 6 more legs" Peter laughed.

"I could live with having more eyes but the extra legs thing is a deal breaker, how would I wear my pants." Ned joked back, Peter just laughed landing a roof top in Queens.

"Nothing going on, I might head back home and get some sleep. We still have class tomorrow" Peter said. As Ned said something he wasn't really paying attention now that he seen what looked like giant fire ball falling from the sky to the park.

"Ned I gotta go" Peter interrupted Ned was still talking.

"What!? Did something happen!? Tell me!?" Ned said excitedly, but Peter hung up on him before he could ask more questions. Peter swung Quickly

to the park and found the object he seen falling. It look like a metal sphere, but on closer inspection he figured it was a some sort of space ship.

"Hello?" Peter said seeing if he would get a response, but none came so he walked around to the far side of the crash and seen the door broken off and a girl or at least he was pretty sure was a girl. She had forest green skin that kinda looked like a type of scales and long dark green hair almost black in color. She looked thin but curve so he guess she was maybe a teen too. She had on a weird black tank top on looking to be made out of spandex and black shorts made of the same fabric, and black lace up boot to her mid shin. He slowly approached her and she didn't move.

"I'm not going to hurt you. Please, please don' t be an alien invader" saying the last part himself. He slowly touched her shoulder and truing her onto her back and noticing she have a quite pretty face his face turned red underneath his mask. Shacking himself from his thought quickly when he noticed she had a piece of metal stabbing her under her Ribs.

'Does she even have ribs?' Peter thought to himself for a second. Purplish pink of what he could only assume was her blood was all over lower stomach and still pouring from the wound.

"Karen call Mr. Stark. Tell him it's an emergency" Peter said while putting pressure on the wound to keep it from bleeding some.

"Kid you know what time it is? Don't you have school tomorrow?" Tony's voice came in his ear.

"Mr. Stark I was getting ready to head home, but this fire ball came from the sky. It turns out it some sort of space ship and there's this green girl bleeding purple blood. I wasn't sure if the hospital was a good idea, or not since she not human." Peter rambled on.

"Stay there kid. I'm on my way." Tony cut of the somewhat panicking kid. Peter waited for what felt like forever trying to stop the girls bleeding, but it probably was only like 7 minutes when tonguing his suit landed by the ship and walking up to Peter looking at the alien girl.

"Did she say anything?" Tony asked crouching down looking at wound.

"No, I found her unconscious like this" Peter said as soon as he was asked. Tony picked the girl up carefully.

"Go home kid, I'll take care of her and this ship" Tony said getting ready to fly off with the girl.

"Mr. Stark I can't just go home" Peter said worried. Tony seen the worry in his eye and sighed.

"I'll take care of her and you can come see her after school tomorrow, ok?" Tony said and seen Peter relax a bit.

"Ok" Peter said and with that Tony flew off leaving Peter alone with the strange alien girl's blood on the gloves of his suit.