-The science in this I'm 100% making up so if it sounds funny, my bad-

"Whozawat?"

A feverish, congested, and possibly hallucinating Peter Parker was awoken by a dark presence beside his bed.

"Laura?"

His roommate stood there holding a bed tray with a steaming bowl and some kind of drink.

"Eat", the young woman commanded. She waited for him to sit up and placed the tray in front of him.

The smell was delicious and his stomach-sense rumbled, alerting him to the danger of it consuming itself if it wasn't fed soon. Peter was happy to oblige it.

After his 4th bite, he paused and looked to Laura. "This is Aunt May's chicken noodle soup", he said with some confusion.

She nodded. "When I returned home and found you with a fever, I called Kaine."

Peter's confusion didn't clear, so she continued, "he is similar to you so I asked what would be best for you to recover. He remembered your aunt's recipe and gave it to me."

That checked out. Kaine would have memories of a few times Peter was sick after getting the spider bite. And Peter had committed that recipe to heart by that point.

Tasting the soup again, he could now tell subtle differences. They weren't bad, just different.

He grabbed his drink and nearly choked on it when he took a large drink. "Blech, alcohol?"

"Mary Jane called it a HotTotti", she informed him. "She was positive it would help."

He had heard of the drink, and he felt bad enough he figured it couldn't hurt.

He took a sip of his drink, "what time is it?"

Laura waited till he swallowed, "8:45 am", and she wasn't sprayed by a spit take.

"What!? I'm late for work!" He tried moving the tray before Laura stopped him.

"It is Saturday morning, you are off today. You slept all day Friday. I found you feverish on the couch when I returned home and moved you here", she continued before he interrupted her. "I informed Commissioner Rogers that you were ill yesterday and he requested you get well soon."

He calmed down from the news, and was about to talk until Laura spoke again. "I have checked with the Spiders. Kaine, Miguel, and Mary Jane have found employment, with Miguel being let go from Alchemax."

Peter nodded and went back to his soup while she spoke, "May is still withdrawn and refuses to interact with the students." He worried about her.

"Jessica and Pete are enjoying college. Pete has a date with Doreen Green tonight."

Peter's eyes widened a bit at that. Doreen was nice, and he thought the mini him was a decent guy. They could make a good couple.

"Frost canceled your appointment again." Huh. That's three times in a row. Is something going on at Camp Cyclops?

He chucked a bit, "Laura, how'd you like to be my secretary?"

To his surprise, she appears to consider. "Maybe. It would be interesting to experience a day job."

He'll have to talk to Steve, maybe hire her as his intern.

He finished his soup and she took the dish and the tray away. He relaxed into his pillows, noticing several more than he thought he owned on his bed. Nursing his drink, his mind wandered until Laura returned.

"Carol is pregnant?", she asked suddenly, almost startling him into dropping his glass.

"Wh-what? How did-?", Peter stumbled over his words.

She took the glass from him and put it on his nightstand. "You talk in your sleep. I would come in frequently to check on you, and you would mumble constantly."

"Must be the sickness", Peter replied before taking a deep breath. "Yes she's pregnant. Yes it's mine. No we're not together. She conceived with SpOck. That answer your questions?"

Laura stood there in thought for a moment. "What will you do?"

"I don't know", came his immediate response. And he didn't. He had mulled over it until he fell asleep, and apparently dreamt about it. He was no closer to an answer.

She watched her patient stare off into space. "What will she do?"

The hero let out a sigh. "She's giving the baby up for adoption." He turned his head and saw her face twist slightly into confusion.

The unspoken why hung in the air.

"I think", he began, laying back and starting at the ceiling, "that she's afraid. Afraid that she'll be a horrible mother. Afraid she won't be able to protect the child. Maybe even afraid what this could mean between me and her."

Laura moved to sit at the foot of the bed, all her attention on the sad sounding man in front of her.

"And me, am I in any position to raise a kid right now?" Peter let's out a humorless chuckle.

Laura was silent watching him for a moment. "You are giving up?"

The humorless chuckle turns into an amused snort. "Heck no. Just got to find some way to change her mind. I've fought alien parasites and mythical super beings. This shouldn't be too difficult."

While she doubted the ease of which he claimed it would be, she had no doubt he could accomplish it.

"And first order of business", he got out of bed, stumbling slightly but catching himself, "is sprucing this place up a bit."

The young woman sent him a questioning look. "What?"

"You heard me right Wolverette", she growled at the nickname, "we gotta do a home makeover!"

Walking into the living room, she followed close in case he tripped or fell.

Gesturing around, Peter turned to his roommate. "These walls and floor? We got to get rid of them. Danny Rand owns the building, so I'm sure we can talk him into letting us remodel."

Walking throughout their 2 bedroom apartment, Laura watched him point out several things she would keep in mind.

"Covers for electrical sockets. New walls, maybe bullet proof. Better lighting. Maybe we can knock down a wall and combine two apartments for better space? The rent would increase in sure, but it'd be more space for us and the baby..."

Ah. The baby. Laura nodded along. It would make sense to get more space. Bulletproof walls. Shatterproof windows. And some defensive traps to protect her family.

Her family. Because that's what Peter and the other Spiders were to her now. Family. With a new addition on the way.

"Ok Laura, get some measurements and I'll make a few calls."

She nods and sets out on her task.

It takes all of 2 minutes to locate a measuring tape and realize that he dupped her. Not completely, he was serious about all the changes he wanted. But the fact that he had distracted her so easily and slipped out through the skylight in his condition. He'll be hearing about this when he gets home. In the meantime, measure and make some calls. This apartment won't babyproof itself.

-Jean Grey School-

Spider-Man takes another drink of his orange juice and his mask forms around his mouth once more. "Thanks for the lift Hank."

He felt a bit bad he ditched Laura like that. But if he knew the young heroine, she wouldn't have let him leave the apartment as sick as he felt. He'll make it up to her somehow.

One of the other passengers nodded. "No problem Spidey. Already grabbed Bruce from California. My personal Quinjet gets great milage."

Bruce Banner chuckled slightly. Pym's Quinjet was fairly "Pymped" out. Sleeker, more insectile, then the standard Avengers transportation. Hank Pym had worked on it for a few months, with some creative input from Banner, McCoy, and most recently, Peter himself.

Pym watched the doors of the elevator open and the three stepped out into the mansion's hidden floor. "Anyone know why McCoy was so urgent to have us here?"

"Gamma powered fur comb?" Spider-Man turned to the other genius.

"Revolutionary super strength pesticide?" Bruce returned dryly.

Hank smirked and tapped on the door of the lab they stopped in front of.

A moment later, the large, blue furred Hank McCoy appeared in the open doorway.

"Greetings and salutations my friends", he steps to the side and beckons them in, "please, enter. And mind the mess, I've been on something of a roll".

The three enter to papers littering the floor of the lab. On the shelves and tables, more papers, half drank cups of cold coffee, and partially completed experiments.

"Geeze Hank, you get Storm drunk down here?" Spider-Man slurs slightly. The extra strength cold medicine was kicking in.

"Not since the Shadow King was last defeated and we all celebrated", McCoy replied absently. He directed the group to a corner where he had been spending most of his time. It appeared to be the focal point of the paper monsoon the lab had been hit with.

No one could see the table, covered completely in paper and random equipment. What they could see however was two people floating in two separate tubes.

Bruce and Pym immediately started observing the readings from the equipment. Spider-Man let his mask peel back and drained the last of his orange juice. "Hank? Explain."

The X-Man turned to him. "It's because of you Peter. Your offhand comment had me thinking and going over every interaction between the X-Men and Apocalypse".

Peter looked at the scientist then to the tubes. He could make out the figures as Bobby Drake and Warren Worthington III. But there was something off...

"Where's his wings?"

"You've isolated the Apocalypse Strain?" Bruce interjected before Peter was answered.

McCoy nods in assent to Banner and turns back to Peter. "We have recently discovered that Warren's current set of wings were constructed from the "Apocalypse Strain". Cells that are created and can be manipulated by the ancient mutant. Those cells are composed primarily of Celestial technology. I have studied Warren's various mutations, and have taken a closer look at Bobby's as well."

Pym approached looking at a packet of paper. "And you found something?"

"Not at first", McCoy gestured at Peter. "But a rambled remark by Peter had me considering a few things".

Peter leaned against a nearby wall to keep from falling over. It's either because of his horrible sickness or great meds. "What did I do?"

The blue man gazes at his fellow X-Men. "Made me think, and consider possibilities I had not before."

He walks towards the table looking for something. "Years ago, I committed to testing one of my formulas myself. The results of that was the ashen fur I sported briefly. After that, I proceeded through various styles, constant mutations to my already mutant physiology."

He finds a stack of papers and hands them to Banner. "I was under the impression that my mutation, supplemented by my own experiments, was under constant states of flux. Much data I gathered supported this. But..."

"But the Apocalypse Strain is adaptive." Bruce finished for him, passing the information to Pym. "Any tests that you perform on yourself, the Strain stays hidden."

"That's why Warren continued to be affected", Pym announces in understanding. "You couldn't isolate the Strain in his body."

McCoy nods, "indeed. Each manifestation of his "Death" persona would leave me further and further vexed."

"Until I asked the million dollar question", Peter chimes in from his spot on the floor where he slid to.

"Correct Peter. Your interest in my mutations led me to my current train of thought." McCoy checks readings on the equipment. "Could myself be currently affected by the Apocalypse Strain?"

Bruce and Pym glance at each other.

"It would explain a few things", Bruce declared.

Pym agreed. "And if the three of you contain the Strain..."

"Who others could be affected?" McCoy finished for him.

Peter listened to the others continue, throwing around theories and educated guesses. He couldn't stay focused though. His mind was a bit loopy.

"I'm going to go see May", he announced. He stood from the floor, swayed a bit, then left toward the door.

The other three were in full on Science mode, and barely noticed him leave.

His mask formed around his face again halfway through the elevator ride. Stopping on the school floor, Spider-Man searched for his "daughter".

The students would quickly get out of his path. Either they still feared him, worried about getting whooped by him again, or something he couldn't currently guess at.

He found May's room quick enough and knocked. He was answered with a sigh and an enter.

"Hey kiddo", he entered and shut the door behind him.

May, in costume except for her face, glanced at him for a second then turned back to stare out the window from her chair.

His mask peeled away to match May's. "How's it going?"

She humphed in response.

Peter felt a little discouraged. But he was sick, hopped up on possibly expired medicine, and in a contemplative mood, so he did what he was good at.

"Me?" He sat on the end of her bed. "I'm ok I guess. Just a million things on my mind. Work, super heroing, family."

She didn't twitch.

"I worry ya know? Everything happening, so many new people, I'm trying to keep track of everything. I mean, MJ, Kaine, and Miguel can look after themselves. And Jessica and Pete can too probably."

She didn't turn to look at him.

"And you. You've been watching over yourself for awhile now. That doesn't stop me from being concerned. About everyone".

Peter sighed.

"Carol's pregnant."

That got her attention.

"I know right? Shocked me too. It was Octavius in my body. Doesn't change anything though. It's my child. My responsibility."

May stood up angrily facing him. "We're NOT your responsibilities!"

She walked in front of him and glared. "We're not something you have to deal with. We're supposed to be family dammit!"

Tears welled up in her eyes. "Us. The others. What are we? Just visitors from another place you watch to keep us from causing trouble?"

Holding her arms and folding in on herself, she half sobbed, "now you have some replacement for me on the way? That's just great..."

Peter jumped up to hug her. She fought slightly but eventually let him. She cried on his shoulder.

"You would have been around 5 right now", he started still hugging her.

"MJ and I, we were expecting a child. We were so happy. I was so happy. We were together, but not married. We tried to get married before, but it didn't work out. After you were to be born, I was going to ask again. But..."

He hesitated, horrible memories playing through his head, "it... it never happened. We never got to meet you."

Holding her out to arm's length, they look at each other.

"May. You're not a replacement, and you won't be replaced. You're you. A precious gift and a wonderful young woman. And that wouldn't change, even if another fifty Mays showed up. They would all be precious, and their own individuals. I would care for all of you. You're here May, and as long as you are, you're kind of my daughter too. If we're family, that means you have a little sibling on the way. I'm sorry I haven't been there for you so much lately." He ends his speech brushing away a stray tear from her cheek.

She watches him. Looks at the familiar, younger face of her father.

She returns hugging him again.

They hold the embrace for awhile. When they break it off they begin talking. He unloads about Carol and the baby. She talks, really talks, about her old life. They hug again and promise to spend more time together. To be the odd family that they've created.

Peter left her room, mask back over his face. Students could see the wide smile he had under it.

He just meant to try and cheer her out of her funk a bit. Who knew it'd be so therapeutic for the both of them?

And who knew he was so great at talking to kids? Anya, Hope, Miles from that other dimension, Laura, now May? Maybe this parenting thing isn't so hard.

Almost back to Hank's lab, movement catches his eye. He turns to look and finds someone from not too long ago.

"Having a good time Peter?"

The heck? "Mattie?"

-5 minutes after their talk-

She felt loads better than when she arrived.

Maybe now she can start to heal.

But for now, "Uncle Kaine?"

She imagines him shivering slightly from the name. "May? What-"

She holds the phone close and almost whispers into it. "I need your help. I got some news for you too, and could really use some answers".

Kaine agreed and they set a time and place to meet.

She'll help her new family in any way she can.