A/N: Hey guys. What's up? Enjoying your day and all that jazz? I just saw the new Spider-Man film. And I gotta say...TOP NOTCH! I LOVED it! But the first Spider-Man 2002 movie is still #1 in my opinion. Just saying. And I'm really glad Marvel got back most of the rights to Spidey. And I thought Tom Holland was AMAZING as our favorite wall-crawler. He just earned my respect. And his dog is ADORABLE! Anyway, I present you this new chapter! And I gotta tell you, this story is just when I'm feeling bored. So don't expect a huge movie-like plot. But I am feeling pretty creative.

Hope ya like!

Gwen Stacy? The Gwen Stacy? The girl I've been crushing on since, like, second grade?

Peter Parker stared at the blonde girl standing a few meters from him, her arms crossed tightly over her chest, a gentle smile adorning her pink lips. Her hair blew back in harmony with the wind, her emerald eyes staring back at him with understanding and concern pooled in them. Her bright blonde hair shone against the orangish glow of the sunlight, fading back into the atmosphere of space.

He stood there like an idiot. The gears in his brain whirring and failing him miserably at this moment. Gwen Stacy? He couldn't believe it. He couldn't believe the look she was giving him. It was like they were friends or something. But he knew that they weren't. He kinda wanted to be but he knew that would be inevitable. She was considered popular by her peers. She was smart, second top student, right behind him.

Did she lose a bet or something. From his past experiences with girls...eh...let's just say it never went well...yeah. Peter tilted his head curiously at her, opening his mouth a few times. And he noticed how her eyes had a little bit of hidden amusement swirling in her beautiful emeralds. Say something, you idiot! He internally scolded himself for being the idiot he was when it came to girls.

A giggle spewed from her lips, and she sounded a little amused, "Easy there, tiger. Don't have a heart attack on me." she joked with a smirk. He blinked rapidly, shaking out of his initial shock. The teen attempted to say something other than just stare at her like a freaking moron, and he forcefully cleared his throat. A nervous chuckle rumbled in his throat, "S-Sorry. I...I didn't really expect anyone to be here. Thought I was alone."

Wasn't his spider-sense supposed to tell him whether or not he was in danger. Was being followed counted for being in danger. Then again, maybe he wasn't being followed. Maybe Gwen also came up here for some time alone...and he just happened to be here.

He was surprised to see the corners of her mouth hitching up, and she flashed a toothy grin. "Yeah, well, here I am." and she pouted teasingly, pretending to be annoyed, "And you must have wanted time to yourself, mister. Took me forever to get up here. I think I might've lost a few pounds."

A laugh bubbled in his throat before he could stop it, and she laughed along with him. God she had the prettiest laugh. It was like an angel from heaven. Okay. Now he was just sounding cheesy. Shrugging apologetically, "Sorry, I think. I didn't think anyone was following me."

Gwen nodded in understanding, walking a little closer to him, "I get that. I saw you high-tailing out of there when one of the cameras started to flash bomb you." Peter backed away a little, nervous, "W-Well, I'm not a huge fan of cameras," he said lamely.

Gwen raised an eyebrow, unimpressed with the vague answer, "Said the photographer." she disagreed in a flat tone. And his cheeks flushed an odd shade of pink. A shaky smile graced his lips, "I like holding the camera. And taking pictures of other people," he tried again, only to fail when she gave him an odd look. "Right," she muttered, supposedly letting it go.

And suddenly the concerned, understanding look in her eyes came flooding back, and the girl bit her lip, tucking a stray strand of hair behind her ear. She pursed her lips together, "So...how's it going?" she asked, but he noted how hesitant she sounded.

Frowning confusedly, he tilted his head, shrugging, "Uh, It's going fine. Yeah. Totally fine. Like, really fine." Ugh, seriously, Pete? You are terrible at this. Just stop while you're still ahead. Leave the flirting to Trey.

To his immense surprise, Gwen's lips curled into a hesitant smile, and she giggled softly, "Glad to hear it." she said, emeralds twinkling against the faint sunlight. Nodding, internally and gratefully glad she didn't laugh right at his face (did she?), but he couldn't help but ask, "Um, just out of curiosity, why exactly are you glad to hear it? I mean, shouldn't it be kinda obvious?"

At that, Gwen frowned, eyes swirling in confusion, like she didn't understand the question. "Because of, y'know, considering what happened...two weeks ago...?" and she trailed off, leaving the boy in front of her even more confused.

Two weeks ago? What was she talking about? What happened two weeks ago -?

Oh.

Oh.

Oh.

Uncle Ben. That was what she meant. She was asking him how he was coping. Ugh! How the freaking hell was he the top student?!

Blinking, he swallowed down his spit, shrugging, "Oh. You mean about my Uncle Ben." he muttered loud enough for her to hear. Gwen nodded, looking apologetic, "Yeah. Sorry. Maybe I shouldn't have asked. I just wanted to make sure you were okay."

At that, he blinked, hard, and raised a brow. She wanted to make sure he was okay? Why? He and Gwen didn't know each other that well. And he was pretty sure she only valued him as a colleague if he was lucky. They didn't know each other that well. He remembered she was in marching band and robotics with him back in middle school. But even back then they didn't do much talking. Just a few days ago she only waved at him. That was the most interaction he had with her.

As if she were reading his thoughts, she added, "'Cause, well, I kinda know how you feel."

"You do?"

She nodded, taking a step closer to him, "Yeah. Of course I do. I mean, well I never exactly lost a pretty close relative of mine. But I do know the feeling of missing someone." He blinked confusedly at her, and she seemed to understand, "I mean, I miss my dad. A lot, actually. And I worry about him. All the time."

Faintly, Peter remembered Gwen's dad was the Chief Police Officer. And he remembered that he was recently on the news, talking about a certain alter-ego of his. "Oh. I, uh, I didn't know that." and Gwen nodded, continuing on, heaving a hefty sigh, "Yeah, well, I do. I just worry he might not -" she cut herself, squeezing her eyes shut, roughly clearing her throat. "I'm just worried that he might not come home one night. Y'know, being a cop and all."

Peter nodded, "That sucks. I mean, that you have to go through that." he said, biting his lip. Gwen looked at him in the eye, and it looked like she was silently apologizing to him with her mesmerizing eyes, "I'm really sorry about your uncle. It sucks. And my dad's sorry he couldn't get any if the cops there in time -"

He cut her off, "It's not like they could've known. It was a car jacker." Gwen just shrugged, "I know, but still. I'm really sorry about that. It's kinda a shame, really. My dad knew your uncle a little." He perked up slightly, "He did?"

Pete didn't remember Uncle Ben mentioning George Stacy. Then again, his uncle never really mentioned much about his friends back when he was alive. But he did remember meeting some guy named Adrian Toomes, his classmate's stepfather, Liz, if he remembered correctly. But that was the only friend of his uncle's he met. The others were a complete mystery.

"Yeah. I heard them talking over the phone a while back. Maybe a month." and then she giggled, "I think I remember your uncle mentioning something about your boxers getting stuck to the fence. Something like that, at least."

His cheeks flushed a deep red, probably redder than his Spider-Man mask. Oh. He remembered that day far too well. And Gwen seemed to notice, "Ah. So it is true." she concluded with a smirk full of tease. And his cheeks reddened even to a deeper hue. The boy averted his gaze away from hers, "Unfortunately." he muttered under his breath.

"May I ask how?"

He rolled his eyes, cheeks flushed, his entire being hot with embarrassment. "Let's just say Trey has some shitty ideas." he grumbled, and she only laughed harder, slapping a hand over her mouth, trying to restrain her uncomfortable giggles.

Great. It was almost like he was back in that dreadful - and humiliating - day. It was a month before he was bitten by that weird spider. And he didn't really going into full detail about it, but let's just say, Trey suggested something absolutely stupid and long story short...his boxers got caught in the wired fence, and he remembered Uncle Ben having to drive up to them with a pair of really big scissors.

What's worse, as if his whole body wasn't hot with humiliation, his uncle completely ignored that fact (red face and all), he just laughed a little, his laughter not helping at all. Or Trey's.

But in a way, he guess it made sense. He did look pretty ridiculous. Being dramatic and all.

"S-Sorry. I shouldn't be laughing." but she did anyway, biting her lip to stop her giggle fit. Ignoring his burning cheeks, he waved it off. "It's fine. Laugh away. Can't blame ya. I did look pretty stupid." he said, smiling bashfully. Gwen giggled one last time, running a hand over her hair. "Heh. Sorry. Just give me a sec." and with that, she took a deep breath, exhaling slowly, then clapping her hands together, "Okay. I'm good. So, what were we talking about. Oh right. Your uncle and my dad."

He nodded. Chief Stacy and his uncle talked on the phone. And Gwen heard one of their conversations? Did his uncle say anything else about him that could be potentially embarrassing? And what else has Gwen heard?

Ignoring his initial embarrassment, he asked her, "Soooo, my uncle and your dad were friends?"

The blonde nodded, smiling, "Uh, yeah. My dad says they met during one of our marching band concerts. They just talked for a while and just hung out, I guess. I remember him mentioning your Uncle Ben used to be a war veteran."

The teen arachnid nodded, "Um, yeah. My uncle said he was for a couple of years. Now he's an electrician - I-I mean he was. He was an electrician." he faltered for a second, swallowing again. Gwen didn't seem fazed, however, she just seemed to understand. "That's pretty cool."

"Not as cool as having a dad for a cop."

"Eh. Gets kinda exhausting after a while. With the whole worry thing and all."

"Oh."

She nodded at him, "Yeah." and suddenly, her small figure suddenly seem to perk up, "Oh, I almost forgot," she rummaged through the pocket of her minty coat, her delicate hand fishing something out of it, and she held it out in front of him, "I'm having a party in a few weeks. My brithday's coming up and I want a few close friends there."

He just blinked at the card, unbelieving. Close friends? Were they really close friends? Peter didn't think Gwen would consider him a friend or anything. And that alone just boosted his confidence ten times up higher than his spider powers did.

Realizing he hadn't said anything or grabbed the card, he cleared his throat, "Oh." he gently took the outstretched card, his fingers accidentally brushing against hers, and he took it with lightning quick reflexes, blushes smearing both the teen's cheeks. "T-Thanks. I'll be sure to come."

She nodded, biting a nail, "Great. Hope to see you there." she said with a kind smile. And Peter, the love-struck spider he was, only smiled back at her, taking in her captivating beauty, the scent of her vanilla scent flooding his nose, the skin on his fingers tingling from her recent touch. Or maybe it was the microscopic hairs. Eh. He'll go with the first.

Out of the blue, a shrill ring resounded through the mid-day air, both teens jumping at the sound, smiling contest interrupted. Peter restrained a wince. Ugh. It was like a meat grinder grinding through his ears. Stupid enhanced senses.

Gwen grabbed her phone, fingers tapping the screen, and she seemed to be...texting or something. After a second, she tucked her phone back into her pocket, smirking at Peter, and then she looked...actually that look kinda startle him a little; but luckily his spider-sense didn't go off or anything.

She looked like she was studying him. Eyes skimming up and down, noticing something. He squirmed a little under her intense gaze, a blush rushing back to his cheeks. And after another second, she suddenly smirked in realization, "Huh. You look taller." she said.

He blinked once, biting his bottom lip. Huh. He didn't remember his spidey powers changing his height. It was just his muscles, stamina, metabolism, etc. But no. Nothing about height.

He shrugged one shoulder, like he was embarrassed to answer, "I hunch." he excused. Her lips quirked up in a half smile, heading tilting down, "Don't." she whispered. A quiet beep was heard, phone buzzing like a flock of bees. And Gwen sighed, and she sounded disappointed, "Well I better run, tiger."

And without warning, her arms encircled him in a tight embrace, and his body went stiff with surprise, sounding up in his throat with a shocked grunt. The back of his neck heated up, and then she released his arms, giggling softly at his perplexed and reddening face. Without another word, Gwen ran off to the nearby staircase that led her up on the roof, soft thuds could be heard as they faded away, her small and gentle form disappearing into the night.

Peter stared back at her retreating form, mouth slightly agape as he stared at nothing. And then he laughed to himself, facing the bright lights of the city again, and then tilted his head, brows furrowing.

"Tiger?"

"Spider-Man. A spider. It just had to be a spider!"

Sam Wilson rolled his eyes from his spot on the stool, huffing, "For god's sake, Tic-Tac, let it go already." he snapped, restraining the urge to slap the ant hero upside the head. From her spot, Wanda sniggered, almost choking on her coffee.

Bucky took a swig of orange juice, raising an amused brow at Ant-Man, "What is it with you in spiders anyway?" he asked, lips curving into a smirk. Scott threw his hands up, almost exasperated, "Uh, well, for starters, there's like, I don't know, millions of species of poisonous spiders. With venom. That can kill you!"

Wanda shrugged, smirking at the reformed thief, "So? Lots of things can kill you." she said, her voice dripped with tease. Sam nodded, "You're also an Avenger." he pointed out. Bucky pointed a metal finger at him, nodding in agreement. Scott faltered for a second, shaking his head adamantly, "Same difference."

"How is it the same?"

"It just is!"

Tony Stark suddenly strolled into the room, a fancy glass in his hand, "Is Tic-Tac still complaining about the spider guy?" he asked, but it sounded more as if he was pointing it out, like he already knew the answer.

Falcon nodded with a roll of his eyes, "Unfortunately," he muttered begrudgingly, rising up from his seat. "So," he folded his arms over his chest, eyes slightly narrowed, "I'm gonna assume you've already looked in to this guy?"

Tony rolled his eyes. Was he really that predictable? "You all know me too well. And yes. But so far, I've got nothing. Just some blurry video." he answered begrudgingly. Wanda suddenly spoke up, "Do you think he might be a threat?"

"By this point, who knows anymore?" Clint called out, Natasha and Steve trailing behind him. "You guys talking about the spider guy?" Steve asked.

By now, almost all the Avengers knew about the new and mysterious Spider-Man. He was all over the news; worldwide. And to be quite honest, they weren't really sure what to think. After Ultron, they weren't sure whether or not anybody was ever really on the good side or something like that. And this Spider-Man just popped out of the blue. And they weren't sure if they should consider if he was a threat or not; considering he stopped a recent robbery and mugging.

Bucky shrugged, "I think he might be decent. Didn't he save a girl from being mugged?"

Natasha folded her arms, "True, but who knows what his intentions are? Like you said, he stopped a robbery and a mugging. Petty crime."

Bucky shrugged again, "Maybe he stops petty crime?" he suggested. Clint walked up to the fridge, grabbing a carton of milk, "But why? I mean, who stops petty crimes? We have cops for that." he argued before chugging down the milk, Wanda's grimacing in disgust when he put the carton back in.

Tony looked at his watch, "Yeah, well, for now, JARVIS is just keeping tabs, if you will, on him. I think we can relax for now."

Before anyone else can say anything, the elevator to this floor of the tower suddenly dinged to life. Instantly, all heads swiveled to the sliding doors as they slid open, revealing not one but three figures.

One in the right was a caucasian man with charismatic glint in his eyes, a faint smirk stretching his lips slightly. In the middle seemed to look like a teenage boy; he had dark skin as the man in his left did, and his chocolate brown eyes skimmed the whole excitedly, like a kid in a candy shop. The man in the left, however, unnerved a few of the adults in the room. He had dark, aged skin, black shirt and jeans, even shoes, and a black trench coat, hands buried in his pockets. He had a clean shaved goatee, shiny bald head, and an eyepatch tied around his head, unruly and gruesome scar hidden beneath.

All adults raised an eyebrow. Huh. They weren't expecting Nick Fury or Agent Coulson for a visit, unless they were called in for a world-destruction mission. So why were they here? And why was there a teenager with them?

Stark was the first to break from his brief shock, "Eyepatch? What're you doing here? Wait. Don't tell me." he looked at the teenager, whose head was whipping all over the place with a giant grin, and then Tony looked back at Fury, "You want us to babysit?" he asked with his all too familiar smirk.

Sam and Scott snorted quietly, looking at Fury expectantly.

The man in question rolled his eyes skyward, frowning deeply, "No." he answered curtly, glancing at the young boy.

Natasha, stoic and unnervingly calm as always, spoke up. "What is it Fury? What happened?" she asked, occupants in the room bracing for an answer.

The teenager suddenly perked up, eyes landing on Natasha, and his grin broadened, "Holy shit! It's Black Widow! And Tony Stark! Oh my god, Captain America! This is the best day of my life!" he laughed, bouncing on his toes. Everyone in the room stared at him amusingly, Natasha's lips quirking up a little. Coulson merely grinned, bowing his head down with a quiet chuckle.

Fury, however, didn't seem one bit amused. He glared fiercely at the boy, who remained oblivious by the director's stare. Harshly, he cleared his throat in the teen's direction, whose smile faltered as he turned his head to Nick. Fury gave him a look that was full of warning, and the teen backed down in an instant, shrinking under his intense gaze.

He timidly shuffled backwards, lowering his head head down, finding the floor more interesting.

Nick nodded once at him, turning his steely gaze back to Stark, "What do you know about this new guy?" he asked, his tone commanding, as if he was daring Tony to bark back with a quip. Stark looked dubiously at him for a second, before answering with, "What, the Spider-Man?" and he shrugged, "All I know is that he travels by webs."

"Everyone knows that by now, Stark." Fury retorted.

At the mention of the new spider hero, the teen suddenly perked up, whipping his head up so fast he surprised himself, "Why is everybody so hung up on this spider guy? All he did was stop a mugging and bank robbery." his voice was tinged with a little bit of whined defensiveness and confusion.

The Director of S.H.I.E.L.D. sighed, "Trey, not no -"

Tony interrupted him, "Trey? Is this your son?" he asked with a smirk, looking at Trey.

Trey's eyes popped wide open comically, backing away two feet, his hands up in surrender, "Whoa, whoa, whoa. First of all: no. No. Yeah, no." he jammed his thumb at Fury, "He's a lot of things. But he is far from being my dad."

"That's just my nephew," Fury corrected dismissively with a roll of his eyes. "Now answer my question." he said a little huffily, exasperated, a migraine gliding the base of his skull.

Behind Tony, everyone shared a look. They knew Fury mentioned a wife, but a nephew? Wouldn't that mean he also had a brother or sister, maybe a cousin? And from that little interaction, it seemed as if he and his nephew didn't get along too well. Just how many secrets was this man hiding?

"Right. The spider guy. To be honest, I don't really know. There's just this really blurry video. Might as well be trash." Tony explained, his voice lacing with boredom and annoyance. "If it's any consolation, the guy's not a machine of mine. And why are we talking about this guy?" he asked the older man. In response, Fury scoffed, "Just making sure you guys are being cautious. I don't need another worldwide invasion in my hands."

"But Uncle Nick, Spider-Man's not really a threat. He barely did anything." Trey argued bemusedly. Nick sighed at his nephew, "It's not that I think he's a threat, Trey," he started calmly, "I just need to make sure the world is still in safe hands. I'm just being cautious. For now, we're leaving the spider guy alone."

Clint twirled one of his arrows in his hand, "So the Council's okay with this?" he asked skeptically.

"I don't think they really care about the spider right now." came as his answer.

Cap placed his hands on his hips, "And what happens if they do?" he asked seriously, eyes narrowed, lips set in a thin line.

"Then you'll wait for an order. You guys can relax in the meantime. Trey's keeping me updated on the guy if something serious happens." Trey sent him a look, "I am?" he asked. A glare was sent his way, and he held his hands up in surrender, "Got it." he muttered.

And suddenly, Fury narrowed his eyes at a certain billionaire, "Also, I would like to speak to Stark about an incident involving almost blowing up my nephew's school. With him and other civilians in it." he growled slightly, giving Stark one of his steely glares.

At the mention of the incident, Iron Man rolled his eyes, rubbing his temples, "Right," he looked over his shoulder, brown eyes landing on Bucky, who raised a curious brow at him. He made eye contact with Trey, "Uh, hey, Trey, why don't you go play with Winter Soldier over there while the grownups talk a bit, kay?" he said, waving a hand to Bucky, who sent him a look and swatted Falcon over the head when he snorted.

Trey raised an unimpressed eyebrow, but nodded anyways, "Uh...okay?" and hesitantly, stealing a glance at his uncle, he walked over to the former Hydra assassin, who stood awkwardly just as the teen did.

Bucky offered he could check out the metal arm of his. He didn't know much about children or their interests in this time. But even he knew anybody younger than 18 would be ecstatic about a metal appendage. At the mention of the arm, Trey's eyes brightened as he happily nodded, fingers prodding the metal appendage, knocking it as if it were a door.

The Winter Soldier just stood there rigidly, muscles stiff. And Sam just watched in smug amusement, his face portraying 'take that, jackass.' and Bucky just glared at him in annoyance, mentally planning to get him back for that later.

The drive back to the apartment was relatively quiet. Peter could hear cars whizzing past and behind them. The windows were partially opened, cooling his forehead. Aunt May didn't say anything other than to comment on the award, saying how proud she is. He only offered a quiet thanks, and she seemed to understand. He didn't really wanna talk.

After about ten minutes or so, they finally pulled up in the complexes parking spaces, the car screeching to a halt. As he stepped out of the car, staring up at the tall building, he couldn't help but think, 'still can't believe I live here.' And it wasn't in a good way.

It still felt like it was all a dream. But it was real. They were no longer living in the suburbs. Now they just lived in some lame old apartment. He should've known. Ever since Uncle Ben died, Aunt May couldn't afford all the required payments, and in result, they had to move here. But he supposed he could deal with it. Like he did with everything else.

But he missed his old room. That thought came to him when he stepped into his new room.

It was blank. Just a few posters, a few old-fashioned computers, and a bed. And a few of his experiments. But that was all. There were drawers and a closet, and a bookshelf in the corner. And unbeknownst to Aunt May, there was another secret closet in the ceiling, which he used to store his Spidey materials.

A knock slapped him out of his thoughts, and May's head poked in, "Peter? I was wondering if you wanted a bite to eat. Your favorite, spaghetti and meatballs." she asked him with a kind smile, hooking a loose strand of hair away from her face.

Peter just stared at her blankly, slowly shaking his head, "No thanks. I'm fine." he said, forcing a smile on his face, turning his back on her and plopping himself on the bed, dropping the trophy and certificate in his basket of dirty laundry.

Aunt May, however, didn't seem to believe him. Instead of leaving, she only entered the room, frowning, "No you're not." she disagreed, taking a seat across from him, leaning a little on the bed. Her eyes shone with unshed tears; she must've missed him too, today. "I can see it in your eyes." she gently took her hand in his, "And you don't have to hide behind a mask." she said softly, stroking his thumb.

Restraining the urge to laugh out loud at that - she'd be surprised - he only smiled faintly, shrugging helplessly. A lump grew at the pit of his throat, and he desperately hoped his aunt would leave so he could put on his costume, and go out on his patrol and listen to the police scanner. But unfortunately for him, she wasn't budging.

Tears gathered in his eyes, and he swallowed painfully, "I-I," he squeezed his eyes shut, and his loving aunt shuffled herself beside him, wrapping an arm around his shoulders, rubbing his back soothingly. And after a second, assuring himself he wasn't going to explode right at that second, he quietly admitted, "I missed him a lot today."

May nodded in understanding, pursing her lips, "I know," she agreed, "I miss him too."

Peter licked his dry lips, "I just can't help but replay the last thing I said to him. He was just trying to tell me something important. And I threw it right back at his face." he couldn't contain this anymore. Uncle Ben was trying to be the father he was to Peter, and he just screamed at him. And all for what?

He couldn't forget what happened that night. It was as if someone rammed a wooden stake at his heart. He could picture the hurt on his uncle's face as he practically yelled that he wasn't his dad. He saw the relieved, shaky smile that adorned his uncle's bright face as he knelt in front of him, holding his hand tight. And he watched as his eyes slid shut. A fresh gun wound puncturing his heart. As Peter let him bled to death.

And all he wanted was to tell someone about it all. About his powers, his uncle, Spider-Man. And while he only kept Spider-Man a secret, for his loved one's safety, he was just so glad he could tell Aunt May about it. Even if just a snippet.

May nodded again, but then she shook her head, "He loved you, Petey. And you loved him. He knew that. And he would be proud of the man you would become. And I know he's proud of the boy you are right now. He wouldn't want you to blame yourself over this. It wasn't your fault. Understand?"

Her eyes shone with understanding and confidence, and her tone was soft, but it was still firm that shook Peter inwardly.

And he knew that wasn't true. None of it was. It was his fault. He had let Uncle Ben die. It was because of him. But Aunt May was saying this like she knew all of this. But only he knew. And for now, it was going to stay that way.

Reluctantly, he nodded, a few tears trailing down his cheeks, and May wiped them away. Both shared a smile, Peter leaning into her shoulder, and she rubbed his arm affectionately.

Their family moment was interrupted by a loud buzzing sound coming from Aunt May's pockets, and she reached an arm to her pocket as she tapped her phone on. Peter scooted a little from her on his bed as he watched her eyes skim over the screen. She cursed under her breath, tucking her phone away in her jean pocket.

"I'm really sorry about this, but the hospital just called in. They kinda want me to work late. Are you gonna be okay here by yourself?" she asked, disappointed. Inwardly, Peter whooped with relief as he outwardly nodded with a reassuring smile. "Uh, yeah."

Aunt May gave him an odd look, "You sure? Remember the last time I left you home alone?"

Peter laughed in spite of himself, "Come on, I was twelve! I'm a lot more responsible now." he argued with a smile.

May raised an eyebrow at him but simply let go of tsituation, sighing in defeat. "Fine. But I better not regret this." she warned, Peter ushering her out of the room. She paused at the doorway, looking over her shoulder, "But don't open the door unless it's Mr. Dikovitch. And don't use the stove. Oh, and remember to brush your teeth! And don't forget that Trey -"

"Oh for my sake, Aunt May, would you just go already?" the teen laughed, gently pushing her with an inch of his strength. "I'll be fine. I promise."

May smiled at him, eyes softening, "I know. I just wanna make sure." and she reached down her pocket again, "Oh, and before I forget," he heard a crinkling paper sound coming from her hand. She fully turned around to face him, gently grabbing his wrist, interlocking his hand in hers, "Here you go, kiddo."

She let go and his gaze fell to his hand, and the hundred dollar bill resting in his palm. He furrowed his brows, shaking his head slowly, "Oh. Aunt May, you don't have to -"

"Yes, I can." she cut him off, slowly closing the door, her head the only thing visible, "You've earned it, Slugger." and without another word, she blew a kiss at him, wishing him goodnight (and another warning to be careful), and closing the door with a click.

Blinking rapidly, shaking himself out of his daze, Peter stuffed the dollar bill in his drawer, locking his door, stripping himself to his boxers. He bent to the bottom of his bed on his knees as his arm reached for a tall wooden stick, using it to open the ceiling closet door, his costume dumping to his bare feet.

He peeled the costume on, slipping his mask over his head as he grabbed the black police radio, turning the dial. He heard a crackling sound emit from the device as he crawled out of his window, shutting and making sure the window wasn't locked, before crawling along the brick wall, twisting himself to leap over to a tree.

We got a code 9-8 in Bowery. I need all units down here. Hold your fire. I repeat: hold your fire.

And soundlessly, he leapt off the trees and web-swung into the night, into the direction of Bowery.

After threes hours of Spidey patrol, Peter had thwarted five bank robberies, two attempted rapes, and six muggings. All in all: a pretty successful night. Not to mention his clever and class quips, if he did say so himself.

He stuck a web strand to the window of his bedroom, swinging himself to it, hands sticking to the surface. It was nearly midnight by now. And Aunt May's late night shifts usually ended at three, so the teen wasn't too worried.

Peter peeked skittishly through his bedroom window, slowly sliding the glass up and he wiggled his small frame through the opening of the dark bedroom. He crawled onto the ceiling, shutting the window with one foot, and then he pulled off his mask and tossed it to the floor. And then Peter dropped to the carpet on the balls of his feet, huffing exhaustedly, kicking his boots off, letting them thud to the corner of his room.

He pulled his gloves off, tossing them near his Spidey boots. He peeled the rest of his costume off, covered in grime and sweat, his flesh littered with a few bruises. No thanks to that bank robber bastard with the metal stick while all Spidey was trying to do was get that little girl out of harm's way.

He rolled his shoulders, groaning quietly. Ugh. Note to Self: Take two showers tomorrow.

He dragged himself towards his bed, ready for a good night's sleep, and he froze, the color draining from his face, muscles taut, eyes wide, and ice filling every fiber in his being.

His wide eyes met with a gaping, gawking face that directly met his stare. He was sitting rigidly in Peter's bed, his gameboy slipping from his numb fingers as it clattered noisily onto the floor.

Peter didn't know how or why his spider-sense didn't warn him that was somewhere was there or how the hell he didn't notice he was here. Trey. His best friend and a fellow classmate, sitting on his bed, pointedly staring at the bright red and blue puddle beneath his feet.

Slowly, Trey's wide brown eyes met Peter's startled hazel one's, and it seemed to take all of his willpower to yell out:

"What the hell?!"

"Mr. Osborn."

Norman Osborn hummed to his butler, Bernard, in greeting, barely acknowledging him as he read his newspaper article. He smoked on his cigar in his living room, puffing a cloud of smoke as his steely and aged eyes skimmed the dark, printed letters.

"Mrs. Lorenzo called." his butler informed him, his tone rimmed with slight distress.

Norman suddenly perked up, lifting his head up to meet Bernard's slightly panicked eyes, "What did she say?" he asked, frowning. He ignored the headache brushing his skull, instantly regretting using himself as a human test subject for the experiment, but it was for the good of his company, to keep the only thing he has left to keep him sane, ever since Harry and his beloved wide passed on.

Bernard's tone did not ease the man's tension one bit, "Dr. Stromm is dead, Sir." his grave tone spoke in the all too quiet room.

Ice filled his veins. No. It can't be. He just saw Stromm last night, he was helping Norman with the test experiment. Everything, however, was in a muddled haze. The last thing he remembered from the lab table he strapped himself to was cold. And when the green gas flooded his capsule left his nose and eyes stinging. His head hurt. Everything hurt. And he could've sworn his heart stopped for a few seconds. And then he fell unconscious, lost in a green maze.

But...that's what he remembered.

"How can that be?"

Bernard frowned, furrowing his brows, "He was murdered, Sir."

Before he could summon a reply, "And remember the prototype of that glider?" he asked, his voice edged with slight panic.

"What about it?" Norman asked slowly, dread thick in his throat.

"It's been stolen, Sir."

A/N: Well...here's a slightly longer chapter for ya. I put in some Avengers in here, sharing a few concerns of Spider-Man. And I appreciate all of these reviews. And I gave Norman a small cameo. Next chapter, expect a few bigger things. And fellow authors, if you'd like, you are more than welcomed to PM me for anything. Next chapter. The progress. Just to chat. Requests. Assistance if you'd like to make a little input to this story, or if you need any help with yours. Don't be afraid to ask. Next chapter will come in a little while. Don't expect it too soon. I still got a bunch of stories to update. And I HIGHLY recommend you guys watch the new Spider-Man, if you haven't yet. It's FANTASTIC! I can't pick which one I like more. Tobey's or Tom's. Bye!