What up, y'all! I'm glad you liked the last chapter! Wasn't easy, but I manage. This chapter wasn't easy to write, just made my heart break. Oh, and there won't be much Avengers action. Just focuses more on Peter and the birth of Spider-Man. Enjoy!

I OWN NOTHING!


It was dark and deathly silent in the living room. You could hear a pin drop. Sitting on a soft green sofa was a man. The man had brown hair with greying edges and his arms were folded tightly against his chest. His eyes shone bright with anger and disappointment, a disapproving frown painting his lips.

It was hard to tell the other two individual's expressions in dark living room. One sat next to the man, her arms resting in her lap. Faded orange streaks illuminated off her face, making her eyes and lips shine a bit. The other was almost completely hidden in the corner, eyes shining in the dim streetlights. He wore an uncertain expression, as if he didn't know what to do in the situation.

Finally, the man spoke.

"Peter. Benjamin. Parker."

Peter visibly flinched at the tone in his beloved uncle's voice. Usually, it sounded so carefree and bright, but now...

He just sounded angry, disappointed, and...was that a touch of concern?

He gulped, burrying his hands into his pockets, subconsciously ducking his head down. He felt like a child caught stealing a cookie from the jar. How embarrassing. "Uh. Hey, Uncle Ben." it was small, and barely heard.

Ben raised an eyebrow at his nephew, "Hey, Slugger." his voice was still firm, slightly soft, "Care to tell us where you've been, young man?" it was sharp, and obviously not a question, but a demand. Peter bit his lip, drawing out a little blood. "Uh," he started off dumbly.

"You owe your aunt a BIG apology. Right now." he said with a harsh tone, jabbing a thumb to his wife. May shook her head, carefully grasping her husband's arm, "Ben, please. This isn't a big deal. He doesn't need to -"

"Do not defend him, May."

"I'm not defending him -"

"Yes, you are. Don't even try to hide it."

Trey piped up, raising a finger shyly at the couple, "Can I say something?"

"No." both answered in unison, not raising their eyes off each other. Peter sent his friend a look that said, 'Shut up.'

After a few seconds, Ben tore his gaze back to his nephew's, "Peter. Your aunt, your injured aunt, had to walk all by herself to the grocery store. Then Trey came by and said you two were supposed to study for something. And I had to ask him to go over to the store to help out your aunt."

Aunt May interrupted his rant, "Ben, I am more than capable of walking to the grocery store all by myself. Please. Just calm down a little, will ya?" she folded her arms sourly against her chest, eyes dull but irritated at the same time.

Ben took a breath, rubbing his red rimmed eyes tiredly, "Pete." his voice was a lot more gentle and composed, "We really need to talk." His usually happy eyes stared at his nephew with a worried and slightly curious expression. Peter pursed his lips, his neck heating up, "Can we talk later?" he asked with an exhausted tone. He glanced at Trey and Aunt May, "Or alone?"

He didn't really want to talk. He was too afraid his uncle might ask where he was. And he didn't want to tell anyone about the street fighting, the new spider powers, or anything else. Not yet, at least. He didn't even want to tell Trey. He needed time to think about it.

Uncle Ben shook his head, "We could talk now." he suggested, but everyone knew it wasn't. Brows furrowing together, "Well, why here. Why now?" Peter asked with a frown forming on his lips. He really didn't need to earn a scolding in front of his aunt and Trey; it was embarrassing for crying out loud!

Ben shrugged, "'Cause, Pete. We haven't talked very much in over a week." he started to explain, rising up from his seat on the couch. "None of us here are even sure who you are anymore. Ditching chores, you're having all those weird experiments in your room, getting into fights at schoo -"

"I didn't start that fight, I told you both that. And it wasn't even a fight, he just tried to punch me a few times." Peter interrupted defensively. Trey nodded, "Oh, it's true. He didn't. And also, worst fight ever." he said. Peter sent a glare his way, Trey immediately looking away, muttering a, "I'll shut up, now."

His uncle sighed, "That doesn't matter right now. Peter, are you aware how worried we get when you come home one in the morning. Even four?! Your aunt's barely gotten any sleep. Just waiting for you to walk in through that door. Or how I sit on that porch? Or when I have to call Trey to see if you're at his house?" his uncle had his hands glued to his hips, frowning with a sad look in his eyes.

Peter blinked, absent mindedly rubbing his arm as he avoided all eye contact with anyone in the room. His cheeks started burning up as his uncle ranted; he REALLY didn't need to have Aunt May and Trey here. He just wanted this scolding to be done with. "Look at me when I talk to you." his uncle softly demanded. He obeyed and feebly raised his gaze to meet his uncle's.

"Look, Pete. I know you're getting older, and you're starting to change a little too. I know, I went through the exact same thing -" Peter interrupted his uncle with a bitter smile and a shake of his head, "No, not exactly." he argued with. Ben patiently nodded his head, "Maybe not exactly, but I do know what you're going through. You're becoming a man now, Pete. And these are the decisions every man has to make that turns him into the man he's going to be."

Peter regarded his uncle with a frown. He didn't need to hear this. He didn't want to. So what if he goes out fighting a bunch low-lives to earn a few bucks? He was using it for good! Heck, he could even save for college! He wasn't on drugs or anything!

"Just be careful who you turn into." his uncle almost finished with. And just like that, all of his anger seemed to have dissipated, a warm and wise smile stretching his lips, "Just remember. With great power, comes great responsibility. Remember that, Pete."

Aunt May and Trey regarded him with neutral and nervous looks, glancing at Peter every now and then. However, Peter merely frowned at his uncle. "Are you -" his eyes narrowed, "Are you guys worried I'm turning into some type of criminal or something? Even though I did NOTHING wrong!"

He didn't even bother lowering his voice; this was ridiculous! He's always been Mr. Straight-A Science Nerd. He's always been a good nephew AND a good friend! And one tiny little change (ditching chores, weird experiments), and suddenly he needs a humiliating talking-to in front of his aunt and best friend?! Didn't Uncle Ben know him better than that?!

Uncle Ben narrowed his eyes, "Do not raise your voice at me, young man." he warned, "And I don't know if you are turning into a criminal or not. None of us do, actually. All we know is that you come home late with bruises or scrapes the size of throw pillows." Uncle Ben started pacing across the room, not tearing his eyes off his nephew.

The super-powered teen scoffed, his hands forming into shaking fists, "You guys - You guys know me better than that. You all know I would never join a gang, rob a bank, or do drugs! Don't you trust me?!" Peter's cheeks were a fierce shade of red - both in anger and embarrassment - and his chest heaved up and down in, eyes ablaze in hot fury.

Ben shared a look with May for a moment, "We're not sure what to think, Slugger. You've been acting different." he took a deep breath, "You've been coming home injured, and then magically healed the next day. You've been eating a lot more than usual, and you lowered the volume on the T.V. and the stereo. Not only that, but you've been jumpy and forgetful lately. We're," another tired breath, "We're only worried, Peter." he gestured the other two occupants in the dark living room, "All of us are." he finished softly.

Peter clenched his jaw, his eyebrows furrowing in rage, "I'm. Not. Doing. Anything. Wrong! I've just been busy! Just quit worrying about me!" he snapped. Uncle Ben took a calming breath, lips set in a tight, straight line, "I'm sorry. I don't mean to lecture you - or embarrass you in front of your friend. And I know I'm not your father, but I -"

"Then stop pretending to be!"

Ben's eyes widened in shock as he took a few startled steps back, a flash of hurt and surprise twinkling in his eyes. Aunt May's hand went up to cover her mouth, eyes widening in surprise, sliding her eyes to her husband and nephew. Trey's eyes widened drastically as his jaw dropped open, gaping at his friend in shock, nose slightly wrinkling.

Peter glared at his uncle for a few moments, pushing the guilt aside. He shook his head and turned away. He slammed the door shut with a -

BANG!

CRASH!

He started, whirling around. His eyes widened to the size of saucers as stared at the completely shattered door. His eyes tore off the door as he stared at everyone in the living room. Distinctly, he could see a few picture frames and shelves splattered across the carpeted floor, glass sprinkling everywhere. The front door tore off it's hinges, split in half as splinters stuck out.

Peter winced internally; He REALLY needed to control this stupid proportional spider-strength. He heard Trey and Aunt May yelp and gasp in shock. He swallowed and sprinted out of his neighborhood.


Peter ran and ran onto the streets of New York. He ran through busy streets, ignoring the colorful cursing as he bumped into a few oncoming pedestrians. He ran through the rough, cracked roads, his feets heavily splashing against the puddles.

He ignored his surroundings, too caught up in his own anger; angry enough to ignore the crackling lightning and the heavy drizzle of rain. He was just so MAD! How dare Uncle Ben accuse him of doing anything - juvenile?! With everything going on in his so-called meaningful life - high school, interning for Tony Stark, spider powers - excuse him for being a little distracted!

He knew street fighting wasn't exactly the right thing to do; but it was saving money. And that money was for college and to help pay a few bills. It was used for good. Sure, he got a few scrapes, bruises, sprains - okay, you get the point - but with this new healing factor, he would heal in the next few hours. A small part of him argued that it was stupid an reckless, but he waved it away. Was it really that wrong?

No. He was doing the right thing. A good thing. Right?

Peter's pace slowed down to a light jog. He gradually settled in for a stroll down the darker parts of New York, jerking his hood up and hands buried deep into his pockets, head down and all. The sky was dark and a misty blanket as the rain splattered violently across the concrete. The wind was cold and harsh, chilling down to Peter's toes.

An orange streak diagonally painted his face; the dim streetlight illuminating off the drenched streets. He really needed to calm down, but not even the rain helped soothe his mood. He frowned to himself, he wasn't angry (well, he WAS, but not as much anymore), but he still didn't feel calm or anything. He just felt...empty.

He stopped. It finally dawned on him. There was only one thing that could cheer him up right now. A smile stretched from his bruised and slightly bloody lips, stinging a little. He ran over to an empty alleyway, climbed up the walls, and slid under the water tower. He slid his sweatshirt off, fished around his jean pockets for his gloves, mask, and his new web-shooters; after that last fiasco with his organic webs, he had to create a formula of his own for more tensile strength. He wiggled his jeans down and rolled up his clothes in a ball and tucked them safely under the tower.

He smoothed down his blue sweatpants and shirt, pulling the red ski mask on and sliding the sunglasses to his eyes. He slid the web-shooters to his wrist and pulled his gloves carefully over them; he made sure the small holes in his gloves were over where jet-stream tube hole was for the compacted fluid.

After fully dressed in his homemade costume (God, he had to work on the new design he sketched a while back), he jumped over the rooftop, and landed behind the crooks in the alleyway, the shadows engulfing him, his enhanced senses picking up on the conversation.

"Okay, let's see who could wipe out the one and only: Bone Saw!" one voice said in a poorly theatrical tone. Peter tore his gaze to the direction of the arm gesturing towards a bulky man dressed in a black tank top, jeans, and long, curly hair with a gruly beard. His tank top seemed to be clinging to his buff skin, outlining his chest. Yuck.

The voice continued the ''show', "Alright," it started, "If any of you poor souls can beat ol' Boney," a glare from Bone Saw, "And I'll pay ya three hundred bucks. Deal?" a murmur of "Yeahs." and "Let's do it!" was heard.

A few minutes later, three guys were predictably defeated, and Peter took this as his cue. Bone Saw and his friend high-fived and laughed, not noticing the red and blue clad figure casually walking up to them. "Mind if I join in?" his voice added in the mix. Bone and his friend stiffened at the new, young voice and tore their eyes in the voice's direction.

The defeated men also turned their heads, wondering who the new guy was. All raised their eyebrows at the sight, simply gawking at him. After a few, awkward moments, Bone Saw laughed, everyone else soon joining in the mix, "Are ya kidding me?!" his gruff voice laughed, "Ya wanna fight me?! Haha, that's hilarious! No way I'm fighting someone who's small and in sweatpants!" He waved his arm, scoffing with an arrogant smirk, "Go home to your mommy!"

Peter rolled his eyes irritably under his black sunglasses, "What? Scared I'm gonna beat you?" he taunted, causing all laughter to abruptly stop, he smirked widely, "Which I probably will." he decided to pester him further. Bone Saw narrowed his eyes dangerously at the red and blue clad 'fighter'.

"Don't encourage me, kid. Trust me, I ain't the kind of guy ya wanna mess with." he warned, pulling fists at his sides. The teen scoffed, "Yeah, right. I bet you're afraid I'll kick your fat ass." Bone Saw starting gritting his teeth, veins bulging. "That's it!" and without warning, he plunged towards the red and blue clad figure.

Peter's eyes went wide for a second, his new 'spider sense' banging like a gong. He flipped as the Bone Saw guy headed towards him. Bone Saw stiffened for a second, a few of the other guys gasping out, "Whoa. How'd he do that?!"

He growled, whirling around to face the brat. His arms were crossed in a smug manner, and he could tell he was smirking beneath the mask. He clapped his hands in mock, "Wow. That - That was just - wow." he chuckled. Bone Saw's nose scrunched, eye twitching, and he sprinted full speed at the kid.

Peter cartwheeled and scaled up on the brick wall. He thanked the gods that his sticking abilities were still intact even with his shoes on and his hands covered. Bone Saw growled and pointed a finger up at the spider, "Hey! What're doing up there?!" he growled, teeth gritting.

Peter smirked, "Staying away from you." he smiled in mischief, "That's a cute outfit. Did your husband make it for you?" he taunted. Putting power into his legs, he backflipped back onto the ground, attaining his new signature pose.

It was nothing special, really. But it just felt so natural to him. It was an interesting crouch, his fingertips planting themselves to the ground. His crouch reminded him of a spider. Huh. Guess he really DID get ALL the abilities of the spider.

Bone Saw growled. One of the guys nearby tossed him a metal crowbar, which he caught with ease, and a sinister smirk graced his lips. Pulling it over his head, he growled in glee, and went in to whack it on the spider's head.

Peter's spider sense tingled again, and he flipped sideways, but the crowbar managed to hit his ankle. Hard.

CRACK!

He bit back a yelp. A hiss escaped between his lips and pursed his lips tightly, thankful for the mask as he grimaced. His ankle throbbed and burned, but he knew it would probably heal in a day or two. Bone Saw seemed to notice, a scratchy and rough laugh emitting from his throat.

Using this as his advantage, the street fighter grabbed the teen's shirt and yanked him upwards. He tugged his arm and twist it a little, not enough to break it, though. He cackled in glee, "Time's up, Little Man!"

The teen grunted, and he jerked his head back. It hit Bone Saw square in the face, stumbling backwards. Peter landed face down on a puddle and groaned. He turned on his back and his eyes widened in surprise. Unfortunately, he didn't notice his opponent getting back up on his ridiculously large feet.

Bone Saw smirked widely, like he was about to break his new toy, and held a metal chair - wait, where the hell did he get a chair? - over his head. Peter's brows raised and his eyes were wide with panic. As Bone Saw's friend and his earlier opponents cackled and pumped their fists, Peter's heart thrummed wildly in his chest, a dull ache throbbing in his right ankle.

Bone Saw took a step forward, and instantly, Peter saw an opening (with the help of martial arts books he read in the internet), and an idea built up in his brain. Narrowing his eyes in concentration, he let Bone Saw run towards him like a mad man. When Bone Saw finally got close enough, the teen arachnid jabbed his uninjured foot at the older man's midsection.

Bone Saw eyes bulged out of their sockets, grunting in both surprise and pain. Peter jerked his foot a few more times with wild and violent grunts at the street fighter's stomach. After a few more foot kicks to the stomach, Bone Saw groaned one last time, the metal magically slipping out of his paling grip, and plummeted towards the concrete ground, sinking in a flurry of groans and half-hearted curses at the fifteen year old.

All fighters and friend gaped at the sight; obviously astonished that a small, skinny little brat like him beat a more trained, beefier fighter like Bone Saw. It was both weird and incredible! Peter sunked his gloved palms onto the ground, groaning with little effort as he rose up from his spot, patting down his pants caked with gravel rocks.

He limped over to the guy who announced the whole fight, Bone Saw forgotten, and held one hand out with a wide smirk under his bright crimson mask. "So," he started off casually, glancing back at his defeated opponent for a second, who barely moved an inch, merely twitching at random time. "$300, huh?"


Peter walked up to some nearby street store and jogged up to it, the automatic doors swallowing him whole. A whiff of smoke and rotten eggnog hit him like a sack of bricks, and he wrinkled his nose; Blegh, sometimes having enhanced senses was just a plain out curse.

He walked around the tiny shop, his hazel eyes skimming through the cramped aisles and aged fridges. His sneakers sloshed as small, shiny droplets decorated the carpeted floors. He held his three hundred dollars in his pocket, hoodie back on. His eyes were dull, hands glued to his pockets, lips set in a tight, straight line.

An hour ago, he had just won $300 with slight ease, but his ankle still thronged every once in a while, but he got the money. And truth be told: he was proud. And he mostly calmed down a bit from his earlier argument with Uncle Ben. But he quickly squashed the guilt away; Uncle Ben was the one who needed to apologize, not him.

The teen's stomach growled, and he faintly remembered about his increased metabolism (he wondered if Captain America had ever dealt with this after his transformation), and he could practically hear his stomach yell at him to eat something. He scanned a few aisles, anything worth eating, really, and settled on a bag of chips and a candy bar. Not his ideal dinner or what he had in mind, but it'll do.

He hurried over to the cashier, dumping both of his contents onto the glossy yet muddy counter. The guy seemed to be reading a magazine with some bikini model on it, and his eyes glanced up at Peter and down to the chips and candy bar. He did that for a minute until he said, "Get out."

His voice was scratchy and bitter, he sounded like he swallowed down a bunch of knives and stabbed his throat to death. The teen furrowed his brows, lips quirked into a confused frown. He held up his money (just $3, he wasn't stupid), and waved it slightly, "Uhh...if you're worried that I don't have money, it's right here." he pointed out in a 'duh' tone.

The cashier rolled his yellow rimmed eyes, "I don't sell to kids. Don't like 'em. Don't want nothing to do with 'em." he answered with a sneer, never looking up from his magazine. Peter narrowed his eyes, "I'm fifteen, y'know." he rebuked in a sharp tone, "Technically, I'm not a kid. And I'm kind of in a hurry." with that said, he pushed his items and money closer to the cashier.

Rusty, the guy's name tag read, flapped his magazine away in an annoyed manner, and pushed all the items away, glaring at the teen, "Look, kid. I don't care if you have to get back to your mommy and milk the cows, you're holding up my line, and frankly, wherever you have to be: I missed the part where that's my problem! Now get your baby ass out my store!" he snapped, scowling at the teen, shooing an arm towards the doors, as if the teen didn't know they were there.

Peter huffed through his nose, sent Rusty one last death glare, before crumbling his money back into his pockets, and stomping out the doors. This day REALLY just keeps getting worse! A tingling sensation glided over his skull, his shoulders and chest went still, and his eyes narrowed slightly. Out of instinct, he jerked around and witnessed some guy with blonde shoulder-length hair, a leather jacket, and platinum highlights decorating his blonde hair beating Rusty with the butt of his gun, a bag of what seemed to be cash stuffed in it, and hurdled out of the store, coming straight at Peter.

Rusty held his palm over his upper temple, sloppily running after the guy, "Stop that guy! He stole my money!" Peter glared at the sad excuse of a man, remembering their last exchange.

"And frankly, wherever you have to be: I missed the part where that's my problem!"

Peter had a one or two insults to throw to that guy, but he wasn't worth any of his witty insults. And he certainly didn't need his help. He didn't deserve any of it. His eyes hardened and as the thief came closer, he stepped aside and let him run past. For a second, their eyes met and the thief sent Peter an appreciative smirk, "Thanks, kid!" and he ran off.

Peter nodded once, and Rusty stomped towards that, a sneer full of hate painting his lips, blood dripping down his temple, "What the hell, kid?! You could've stopped that guy, now he's gone with my money." his forehead wrinkled with anger, his right hand gripping his slightly bleeding temple. Peter smirked coldly at the man, "Sorry, dude, I missed the part where that's my problem. Now if you'll excuse me, I have to go home to my mommy to milk our cows."

Rusty narrowed his eyes in angry slits, stomping and grumbling back into the store, and with a shrewd grin, Peter turned on his heels and walked away.


Peter walked aimlessly around the city, head down and shoulders slouched. His satisfaction from insulting Rusty and beating up Bone Saw faded away and a nagging guilt kept coming back to consume him.

His hood was down, leaving his head vulnerable to the pedestrians walking by, ignoring the concerned eyes he got. He REALLY didn't look too goo -

"Peter?"

He halted in his limp, lips forming a confused frown. He knew that voice from anywhere. Slowly, he turned around and his eyes met with Trey's. Trey's eyes scanned all over Peter, preferably his injuries. And who couldn't blame him? He was a total wreck. His eye was slightly swollen, his lip was split and bleeding a little and his limp was slightly noticeable, if anyone really paid attention.

He swallowed, forcing a grin on his bruised face, "Uh, hey Trey. What brings you here?" he almost winced at that; he couldn't play nonchalant, it was more of Trey's thing. Heck, Trey TAUGHT him how to play innocent if it was ever needed.

Trey crossed his arms, frowning with a twinkle of concern and annoyance clouding his brown eyes. He shook his, walking up closer to his best friend. "First. Don't pull that innocent shit on me. I invented it. And second." he faltered, his anger slowly fading as his brain reeled for something. After a long, LONG moment, he settled with, "I don't know, just don't pull that shit with me!"

Peter almost laughed; Trey did always have trouble finding his words when ranting at someone, but he refrained himself. He sighed tiredly, wishing he could web-swing home and fall into a dreamless, dark abyss and never wake up. "Trey -"

Trey held his in a stopping motion, "Don't start. I have a few stuff I wanna say first. And don't interrupt." his tone was hard and demanding, something Peter had never heard from Trey; he was usually so upbeat and relaxed. He shut his mouth in an instant. Trey nodded and started his 'lecture'.

"What's going on with you? First, you start to stick to everything, then you magically block Thompson, you start ditching me at the food court, and you never show up to study for those stupid tests. And now, you yell at your uncle and run off for an hour and your uncle and I have to run everywhere in the city and now I find you limping here covered in a bunch of bruises than before."

Trey took a breath, licking his dry lips before continuing, "I don't get you sometimes. Usually, you're not THIS secretative. At least not with me." his eyes shone bright under the street lights, hurt and confused. He laid a hand on Peter's shoulder, "Are you in trouble or something? Need me to knock out a few skulls?"

Peter blinked, a sad frown painting his bruised lips. He REALLY wanted to tell someone about his new powers. And it wasn't like he could tell Aunt May and Uncle Ben. Not without being yelled at for the whole street fighting thing. He hated keeping this from the one guy he trusted better than anyone else. Trey was his only friend. And in a way, he understood Peter like the back of his hand.

He feebly shook his head, now avoiding eye contact. He heard Trey sigh, "Pete. C'mon, it's me. Your best friend. You can trust me." Trey's voice was quiet and sincere. The wheels in Peter's brain reeled and spun. Should he tell Trey? He trusted Trey with his life. Perhaps he could trust Trey with this.

The teen nodded, his decision set, and opened his mouth, "Do you remember that field trip we went to last week?" he asked wearily. Trey raised an eyebrow, taken aback since he did not expect that, but answered anyway, "The OsCorp field trip? Yeah, what about it?"

It was now or never. Butterflies flapped angrily in his stomach, and his throat felt raw and used. As Peter opened his mouth, the tingling came back, just as two - three police car sirens sang all over the streets, red and blue streaks painting buildings and roads.

Trey and Peter whirled their heads in the car's direction, a crowd of pedestrians forming a circle around something. There were a few policemen and women blocking their way, yelling at them to stay back. The tingling felt stronger now, and Peter found himself walking at a faster pace towards the crowd.

Thanks to his enhanced senses, he could hear a few people cry out, "Some old man got hurt!" and a flash of guilt and fear had settled for his stomach. Trey followed suit, asking Peter questions he didn't answer as he and Peter shoved their ways towards the crowd. Peter mumbled a few, "Excuse me." and as he got closer to the whatever or whoever the crowd had gathered around, as he saw the dark brown hair with graying edges, a mixture of dread and guilt flew into the pit of his stomach.

His and Trey's eyes widened as they finally got a good look at the person lying unconscious, despite the officer who was blocking their way. "Oh my god." Peter whispered, edging himself a bit closer - well, as close as he could with the policeman gently shoving him back. He knew that man from anywhere.

It was Uncle Ben.

He and Trey attempted to push themselves towards his uncle, but they kept getting shoved back. "Kid, stay back." the policeman ordered them, shoving Peter away with one arm, the other blocking other pedestrians. Peter didn't hear him; all he could pay attention to was his uncle who appeared to be injured. "Kid, c'mon. Stay back. Stay back -!"

"That's my uncle!"

And with one, hard push, Peter roughly planted his knees onto the cement ground, Trey bending his back down with his hands on his knees next to him. Peter searched for any injuries on his beloved uncle, eyes landing on a certain blood stain on his chest. On his heart. Without looking away from Uncle Ben, "What happened?" he barked, voice laced with slight hysteria.

"Some car jacker guy shot him. Don't worry, the paramedics are on their way." the nice policeman assured him, turning back around to block off any curios eyes. But Peter barely acknowledged him, eyes glued on the gun wound. His wide eyes shone with unshed tears, his heart banging like a gong. "Uncle Ben, oh my go -" he choked, his voice barely above a whisper. Peter swallowed a large lump, grimacing, "No. Uncle Ben, please! Uncle Ben. Uncle Ben!" He could practically smell all the blood, swimming in a river over the cracks of the sidewalk. His stomach churned and he immediately wanted to throw up.

His voice was rising in hysteria, tears prickling his eyes, "Uncle Ben?!" After a moment, as if his uncle heard his desperate pleas, Uncle Ben cracked his eyes open. They were shining with tears and his mouth was agape. His usually bright, chocolate brown eyes were pained, clouded, and unfocused, sliding around everywhere.

As his uncle's vision came back to focus, a weak, frail smile adorned his lips at the sight of his nephew. "Petr'?" his uncle slurred. His voice sounded pained, and incredibly aged. And it sounded nothing like Uncle Ben. A tear dripped down Peter's cheek, his wobbly lips quirking in an extremely weak smile, "I'm here, Uncle Ben." he whimpered assuredly. Uncle Ben's hand lifted up, waving around for something - his hand, Peter realized.

Immediately, his nephew quickly grasped his hand, squeezing a little. "It's gonna be okay, Uncle Ben. I promise. I'm not going anywhere." he knew it wasn't going to be okay. The gunshot wound looked pretty deep, piercing his uncle's heart. But he didn't want to lose hope. His chuckled weakly, sounding cracked, "Dnt' worry, Sluggr'. Yur a good kid..." his voice faded, breaking into shrill coughing fit that shook his whole body violently.

Peter strained his ears. His uncle's breathing was spiked and wheezing, growing weaker by the second. His heart rate seemed to slow down rapidly, not anywhere easing Peter's fears. Eyes widening, he squeezed his uncle's weakened hand tighter, "Uncle Ben, please! Please!" he pleaded desperately, a few more tear drops splattering onto the ground, mixing in with the blood. His voice cracked, and both his hands now grasped his uncle's.

His chest heaved up and down, like he couldn't get enough air into his lungs. And every breath Peter took sounded wheezed and cracked. His bruised lips started quivering, fat and hot tear drops dropping into them, the cuts on his lips stinging, but he didn't pay any attention into it. Uncle Ben's free hand lifted up just a tad, reaching for Peter's head. He lifted his head down a little, enough for his uncle to reach it. His uncle's shaking hand ruffled the back of his head, still smiling fraily.

"Nevr change, Pete..." his weakening voice fading off again, a couple of tears falling down from his clouding eyes as his grip tightened for only a second on his nephew's hands.. Peter squeezed his teary eyes shut, hoping to wake up in his bed and for this to be just a cruel nightmare. His blurry vision caught sight of his shot uncle, failing at his wish. Uncle Ben's hold weakened, growing limp. Peter's eyes widened to the size of saucers as he shook his head desperately. He gripped his hands tighter, holding his uncle's hand like a lifeline.

"No." his voice cracked, "No, no, no, NO!" he chanted helplessly, a few more tears dropping down. Uncle took one, last, shaky breath between his chapped lips, eyes fluttering shut, his smile never leaving his face. His hands fell limp, and his head leant heavily on the pillow behind him the police officers left, his chest seeming to stop rising and falling.

Straining his ears again, the teen could no longer hear a familiar thump in his uncle's heart. For a moment, he couldn't breathe. He couldn't move. Talk. Walk. Anything. He felt...numb. But that was ONLY for a second. Peter's breath hitched, and his voice cracked a painful sob. His face was pinched in remorse, raw, painful sobs emitting from his wobbly and stinging lips.

He sobbed quietly, his face a waterfall of hot and burning tear streaks and drops. "Uncle Ben?" he whimpered again, but he knew it was too late. His uncle was gone. Dead. He felt a hand rub his back soothingly. Trey, probably. But he didn't pay attention at anything except for his now dead uncle. It felt like HIS heart was pierced and ripped out from him. And all he felt was pain.

His head dipped down, and he continued to sob quietly, but a little louder than before. He heard a crackling noise behind him.

"Code 263. We got the shooter at Vanise 5th. He's cornered in the warehouse."

Huh. So they had the murderer - the guy that shot Uncle Ben cornered in some warehouse. Peter breathed a little harder, his brows furrowed, and his teary eyes narrowing into angry slits. His jaw clenched. And his vision reddened for a second, some type of unquenchable fire igniting his chest, like a ball of fury unraveling itself.

And he stood, causing Trey to take his hand back. Out of the corner of his eye, he could see Trey's shocked face, but he ignored it. He ignored everything around him, solely focusing on the murderer's whereabouts. His fists shaking in a paling grip, he walked away from the crowd, not even hearing Trey calling out behind him. Trey's voice faded, and Peter merely assumed he wasn't following him. He only had one goal.

Find the murderer.


Peter had his knees tucked into his chest, arms hugging his legs. Tears dripped down from his eyelids once more. His back leant against a gargoyle standing guard in some abandoned building, dark grey shadows covering him whole.

After hunting down the murderer at the warehouse, he yelled, cursed, and beat the poor man into a bloody pulp. He knew it was wrong but at the time...he was just so angry. His senses were clearer. He could feel and hear everything. He could feel the swoosh of cool wind banging against him as he swung from his webs.

After mercilessly grasping the guy's throat in a tight and unforgiving grip, through all the blood and swelling nose and eyes, he realized it was the same guy he let go earlier from Rusty's store. He stared up at him with wide and innocent eyes, his mask was off; he wanted the guy to know who he was right before he finished him off. To look into his eyes right before he died...

His grip fell limp and flashbacks of the guy running towards him and him stepping aside flashed over his mind. Like a record on repeat. He stood there for a minute, numb and shocked. The anger he had for the guy disappeared for a moment, as he realized HE was the cause of Uncle Ben's death. Inadvertently, but he still played a part. If he had just tripped the guy or something...

After looking down at the guy, who whimpered with every move he took, he felt a little sorry for him. Maybe the guy didn't deserve death. He deserved a beat down but Peter already took care of that. And besides, it wasn't what Uncle Ben wanted for him. And a pang of guilt hit him like a sack of rocks. The guy shakily got up, and Peter outstretched his hand.

The criminal flinched, as he didn't think Peter would help him. He backed away from the window, pleading at Peter to have mercy or something. Peter took a step closer, hand still outstretched and his spider-sense tingled again. The criminal back away dangerously, a shattering noise emitting from the window as he fell. The teen took a step forward to grab the guy, but he was too late.

He stared down at the dead criminal; he knew he was dead in an instant. The ground below him was hard concrete, and blood pooled behind his head. He sent a silent apology to the criminal, and swung away, mask back on.

After a few more minutes of silent sobbing, Peter ran home. Aunt May must've heard already, most likely from an officer or Trey. His face was still soaked in tears. He felt like they would never stop. He didn't know what to do. He didn't know what to say to his aunt. And he could see the light pigment of an orange-pink peeking out from the sky. His heart jumped to his throat, and butterflies flapped wildly around his stomach.

He felt ashamed of himself as he soon as he stepped onto the porch, hand gripping the doorknob. Maybe he shouldn't. Maybe he should turn himself in. He deserved it. He killed Uncle Ben and that criminal, albeit by accident but he still did it. Aunt May deserved a better nephew. He was a failure -

The door swung opened, revealing the tired and tear stricken face of his beloved Aunt May. Seeing the sight of her made Peter's heart sting with guilt. It was official. Worst. Nephew. Ever.

Aunt May's eyes melted at the sight of him, a pained and relieved smile adorning her lips. "Peter." she whispered in painful relief. And before he could say anything, she snagged him inside by the arm and shoved him into a fierce and loving hug; like she hadn't seen him in years. He hesitated for a second, before allowing himself to melt into the hug, a calming breath escaping his still bruised lips.

She broke out of it, but he kept his arms around his waist. She looked pitifully into his teary eyes, studying his bruised face and red and purple lips, slightly swollen. She cupped his face into her hands, questions piling from her lips, but it was like he couldn't hear her. He blinked repeatedly. She must've been waiting for him to come home - with Uncle Ben. But she knew that wouldn't happen. Not anymore. She lost the love of her life thanks to him. Because of his idiocy.

"Oh, Peter." she whispered, her eyes tearing up. He whimpered and out of his control, a painful sobbed racked his body. Aunt May immediately wrapped him in another hug, whispering comforting words into his ears, her voice cracking as well. "It's okay, sweetheart. Everything's okay. Peter, please calm down. It's okay. We'll figure something out." she assured him. But it did nothing to ease his pain. He sobbed more, unable to think. What now?

I'm so sorry Uncle Ben. I promise to make it up to you.


Poor Petey. I wanna give a shout out to OfficialUSMWriter, who helped me improve and fix the mistakes on the chapter! Oh, and I don't own the Bone Saw name or a few quotes that came from Tobey's Spider-Man. Coming up next *drum roll* It's Spider-Man!

See ya next week!

Byeeee!