One of the first things that Peter did was find a pair of pajama pants for Spencer to wear. They had a drawstring waist, thankfully, so he was able to tie them off so they wouldn't fall off of him. He still had to roll the legs up quite a few times to keep them from dragging on the ground. Peter was kind enough not to mention that part. Though, when he straightened off the desk and stood briefly at Spencer's side, his lips quirked a little as they both took in the fact that the top of Spencer's head was about level with Peter's nose.

Once Spencer was dressed, Peter showed him the bathroom and even handed him an unopened toothbrush. It was wonderful. Getting dressed and having the opportunity to brush away the taste in his mouth went a long way towards making him feel almost human again. Of course, most of that effect was ruined the instant he took a look at his reflection.

Knowing what had happened to him was one thing. Standing there staring at himself in the mirror was something else entirely. Spencer stood frozen there at the sink as he stared, wide eyed, at the face looking back at him. God, he was so young! His eyes had that too-big-for-his-face quality that had taken until his twenties to really go away. In his opinion they'd always managed to make him look even younger than he was. Innocent, some had said. His hair was shaggy and carried just enough curl to it to make him want to scowl. Another thing about his teenage years that he hadn't missed.

There wasn't even a hint of facial hair either, and he definitely had that thin, almost gaunt look to his cheeks. He'd always been naturally on the slender side, though not quite this bad. Not unless things were bad at home.

A possibility struck Spencer and he froze even more than before. The small bathroom suddenly felt cold. What if he hadn't just been transported and changed when he came here? What if… what if he was taking over the life of the Spencer Reid in this universe? Oh, God. Horror had his stomach going tight and his hands shaking. He stared as his eyes grew impossibly wider and his lips parted on a soft gasp. Had he fallen into the life of an alternate him? And, if so, was the alternate version of him back home with his team? Was there a version of Diana Reid in this world, waiting for her son to get home and wondering what had happened to him? Was there a William Reid out there? Did he live with his family, or had he already run out by now just like he had in Spencer's world?

Question after question built up and Spencer had to grab hold of the edge of the sink to keep himself steady. Finding all that out had definitely just climbed to the top of his 'to do' list.

There was so much he needed to do. Too many things that needed figuring out. You're being stupid, he told himself as he gathered together his composure and finally began to brush his teeth. You've obviously decided to trust Peter and it's clear he trusts whoever this 'Mr. Stark' person is. It's stupid to not extend that trust to the man as well. It sounds like he's the type of person to have dealt with something close to this before. He might be the only person capable of getting you home. Yet, you're refusing his help – why?

Spencer very firmly ignored that train of thought. He knew exactly why he hadn't wanted Peter to call in anyone. Fear. Fear of what might happen to him, fear of what someone might try and do… fear that they wouldn't be able to help him, fear that being faced with someone who was capable of dealing with this might force Spencer to face the reality of everything. Fear held him back. He knew that. That didn't mean he could stop it, though, no matter how irrational it was. I'll take a few days, just like Peter suggested. Stay here, get myself settled, start trying to figure this out on my own. If I can't… if I can't, I can always have him ask his friends for help.

Somehow Spencer managed to get himself back under control by the time he was ready to leave the bathroom. That effort was almost ruined as he started to pay attention outside of himself and realized that, maybe it wasn't just his own emotions that he'd been reacting to in there. Judging by the whispered argument going on ahead of him, and the heavy emotions that were in the air, he hadn't been the only unhappy person in the house. The mix of feelings that were pressing in on him were so mixed up there was no real way for Spencer to even begin to decipher them. They were heavy, though. Like the pressure in the air before a storm, right up against his skin, and a hint of something else that he could almost taste on the back of his tongue, something that made his little hairs stand up. Instinctively he gave the room around him a quick scan for threats, exits, and other important things.

He was torn between staying still or trying to make a quick exit when he heard his name called. Spencer spun, the power inside already building to a small crackle that he could feel coating his skin, an instinctive response to a perceived threat. Only, there was no threat. Just Peter, standing in the doorway to what Spencer would bet was the kitchen, looking at him with wide eyes full of surprise.

"Shit." Spencer breathed out. The swear word was uncharacteristic, something that he knew Peter wouldn't know, but he hated how it showed him just how little control he really had at the moment. Stupid teenage body. Focusing on his powers, Spencer drew it all back in, forcing it inside. Only when he was sure he had control again did he speak. "Sorry. I… I didn't mean to react like that."

Eyes wide with a surprise he couldn't hide, Peter tried for nonchalant and waved it all of like it was no big deal. "No, no, I get it completely. It took me a while to get used to mine, too. You wouldn't believe the things I did until I got the hang of all of it."

A grimace twisted Spencer's features and he carefully stuffed his hands down into his pockets to try and hide the tremble there. He suddenly felt cold. "Yes, well, I doubt your powers had the risk of electrocuting someone if you lost control."

The sharp edge to his words didn't put Peter off at all. He leaned against the door frame and shrugged his other shoulder. At the same time, he brought his hands together in front of him and twisted his fingers together again and again. "Nah. More like, accidentally breaking bones." At the surprised look Spencer gave him, he smiled just a little, sweet and shy and maybe just a bit self-conscious. "Super-strength. Proportionate strength of a spider."

Spencer's mouth was already open to ask one of the twenty-five questions that immediately leapt to mind when another voice spoke up first. "You boys planning on coming in here any time soon or you just want to keep standing in the living room discussing power mishaps?"

The instinctive cringe that Peter gave was enough to bring a smile to Spencer's lips. There was only one person that voice could belong to. From what Spencer had gathered from Peter so far, the only parental figure he had in his life was his Aunt May, and it took a parent to put that kind of 'oh shit' look on a kid's face, or to get a kid moving as quickly as Peter did when he spun around. It all had Spencer chuckling. That humor was what he tried to hold on to as he made his way across the room and into the kitchen.

So far what Spencer had seen of the apartment he was in gave off a warm and welcoming sort of vibe. A sense of home that he lacked in his own apartment. Pictures were everywhere, taking up space on tables, on the walls, all over the place. The people here obviously enjoyed taking pictures. He noticed it as he stepped into the kitchen, too. Pictures on the walls, on the hutch, some were even held up on the fridge with magnets, right alongside what looked like a history report that had an A+ on it and a few different takeout menus.

That was all that Spencer really had time to see before his attention was caught by a beautiful woman with a bright smile that just had to be May. She was sitting at a small, wooden kitchen table that looked like it'd seen better days, a cup of coffee cradled between her hands, looking tired and yet alert. Spencer could feel her concern as her eyes ran over him. Was it for him, or because of him? This ability to read emotions didn't seem to come with an understanding of what they meant, just the knowledge that they were there. Not exactly the most useful of skills, really. He'd never been able to understand his own emotions. How was he supposed to decipher those of others?

When she held a hand out to him, there was no way Spencer could stop himself from taking a small step back, though he cursed himself immediately for having done so. For her part, May didn't even miss a beat. She drew her hand back in and smiled brightly up at him. "It's a pleasure to meet you, Spencer. While you're awake, that is."

The reminder that this woman had seen him while he was unconscious – might've even helped strip him down – had color flooding Spencer's cheeks. He fought past his embarrassment enough to be able to remember his manners and say "You too, ma'am." His voice squeaked ever so slightly and he winced. God, talk about awkward!

Her eyes twinkled merrily in a way that made it clear she knew she'd embarrassed him and was amused by it. "Come on, sit down. I think we've got a lot to talk about, don't you?" Without missing a beat, she looked over at Peter and added "Why don't you get our guest a drink, sweetheart."

If Spencer hadn't been so busy being embarrassed, he might've smiled a little at the way that Peter jumped like he'd been poked. "Oh! Yeah, yeah, right, you're probably super thirsty." Peter hurried over to the fridge, pulling it open to glance at the contents inside. "What would you like, Spencer? We've got water, juice, milk…"

Spencer sank down into the seat across from May and tried carefully not to shuffle around in his chair. It tilted a little under his weight, the legs not quite balanced. He licked his lips, thinking for a moment, and then decided it was worth a try – "Is there any more coffee?"

"Coming right up!"

With Peter occupied getting drinks, it left Spencer alone to face off against May. The woman looked kind as she watched him, even with that hint of sharpness in her eyes. Her emotions were warm with this edge of something fierce to it that he imagined was present in all parents. A readiness to protect those important to them. Spencer nervously folded his hands in his lap and waited; he knew it wouldn't take her long to speak. He could wait her out. He'd worked with some of the best interrogators out there. He knew how this kind of thing went. Yet, there was something about a mother – or aunt, in this case – that always seemed to be a little bit worse than even David Rossi could manage. May was no exception.

She waited, watching him, and when it became apparent that he wasn't going to say a word, her gaze sharpened a little more. "So, Peter tells me you're from an… alternate universe."

Spencer bit the inside of his cheek and nodded. "It appears that way, ma'am."

"And that you were an adult where you came from."

He nodded again. It was hard to tell quite how she felt about what she was saying. Her body language was relaxed and a bit more open than he'd expected, while her tone was careful and collected in a way that suggested she was trying to cover something up. Meanwhile, what he was picking up from her emotions – the little that he understood and was able to separate from his own, a harder task than he'd anticipated – was caution and worry and something that felt like it might be affection. Affection for Peter? Worry about what Spencer might do to him? He didn't know and it made him even more nervous.

"I'm curious why you don't want him calling in his friends to help." May said, watching him carefully. "I know you don't know about our world, but superheroes aren't a strange thing. You've seen what Peter can do. We've got others out there with plenty of powers and brains and such. Things like this, dimension travel and such, that'd be just their kind of thing to handle. It's what the Avengers are there for. But Peter says you were adamant about not wanting to call anyone else in."

There was a soft, hushed "May" from Peter that was probably meant to be a warning, judging by the pleading look he gave her as he brought the mug of coffee over to Spencer along with a jar of creamer from the fridge. He set them down and then took a seat at Spencer's side, holding his own cup of orange juice.

With hands that thankfully didn't shake, Spencer reached out to prepare his cup of coffee, using that as a way to distract himself for a moment and get himself under control. Fear had rocked through him at her words along with the urge to run, to go, to get out of here and as far away as possible. It was disorientating to have his emotions swinging around so much. Had it been like this the last time he was a teenager? Was it just, hormones and puberty and all of that? Or was it something to do with this weird empathy? Spencer had always fought to detach himself from his emotions. It had been part of what helped make him a good scientist. That ability seemed to have vanished here. Or, become a lot harder to maintain. He had to fight for every inch of control as he sat there. Somehow, he managed at least a little, and his voice was steady enough when he said "No, Peter, it's fine." Setting down the creamer, he curled his hands around his mug and absorbed the warmth of it. He finally looked up again and focused on Peter first, giving him a reassuring smile. "Your Aunt's just concerned for you and your safety. There's no shame in that."

"I can protect myself." Peter insisted immediately. He looked offended at the idea that he couldn't, sitting up straighter in his chair and glaring back and forth between them. It probably shouldn't have made Spencer want to smile quite as much as it did.

It was the protest of a teenager. Someone who was trying to assert his independence and become his own person. Because of that, Spencer didn't argue it. He let it hang in the air and turned himself to focus on May once more. Looking at her had his smile fading away and his hands tightening on his mug. "I know it doesn't make any sense, ma'am, and I know it also makes me look suspicious. I just…I don't know how to explain this. As strange as it is for you to have me here, it's even stranger to be here. This, all of this, it's like a comic book or something. A badly written sci-fi story. I don't… I don't want to just…" He paused, huffing out a breath. Damned stammer! "I just want a chance to figure this out first before I involve anyone else." More than that, he didn't want to put himself at anyone's mercy. Trusting Peter was a huge thing. One that might still prove to be a mistake. Trusting anyone else? He couldn't bring himself to do it.

Peter opened his mouth like he was going to argue, only to be cut off by May. She was looking at Spencer with a much gentler expression than before. One of her hands came up, brushing a bit of hair behind her ear, and she let out a sigh that had her tension draining away. "Okay." She said, surprising not just Spencer but Peter as well, judging by the way the teen's mouth dropped open ad he stopped the fiddling he'd been doing with his cup. May chuckled lightly at their reactions. "It's your choice, sweetheart. So long as you do your best to keep in control, we'll do what we can to help you."

Wait – what? Spencer's eyebrows shot up. That… that hadn't been what he'd expected at all. "What?"

Little crinkles appeared at the corners of May's eyes and over the bridge of her nose. Lines that showed a woman who'd spent a lot of her life smiling and laughing. "I get the feeling Peter would help you whether I approved or not. At least this way I can keep an eye on you two."

For a long moment all Spencer could do was stare at her. The people in this world made absolutely no sense to him. This wasn't how normal people reacted to things like this. He'd expected yelling, accusations, threats. Or, really, he'd expected there to be people out here with May already. Maybe this 'Mr. Stark' that Peter had mentioned, or these Avengers that May had spoken of a moment ago. He wouldn't have blamed her for it. But, she hadn't done any of that. Instead, she was sitting here letting him drink coffee in her kitchen, offering up her help. Spencer didn't understand it.

He took a drink off his coffee, barely even tasting it. It was more to give him something to do as he put his thoughts together. When he finally focused on the room around him again, he found Peter and May both watching him. Peter looked like he was on the verge of speaking, words ready to tumble past his lips, and his right hand was tapping a steady rhythm against his leg. It was May that Spencer focused on, though. He tried to put his thoughts into words, only all he managed to come out with was "You didn't call anyone."

A small smile touched May's lips. "I thought about it."

"What stopped you?" Spencer asked. He slanted a brief look over at Peter. "I kind of get why he didn't. But you…I'm not sure I understand."

For a second she didn't answer him. She just held onto her cup and watched him. Spencer tried not to squirm under that gaze. It reminded him of his Mom when she was in one of her more lucid moments. When she'd look at him and somehow see straight down to the heart of him. A mother knows, she'd tell him. We're animals. It's just, instinct. He'd always sort of thought that it was just her who was like that. But the way that May was looking at him now made it clear she was just as sharp as Diana had once been.

After a short pause, she smiled. "Peter was pretty sure you were just a scared kid, no matter what else happened. I figured I'd wait and see once you woke up."

Spencer licked his lips, which had gone strangely dry. "And?" What had changed her mind? What had made her really believe it? He just, he didn't understand.

The smile May wore grew a little. "You might be an adult in there, but in this body, here, you're still just a kid. A kid who's alone and scared in a strange place. What kind of people would we be if we didn't try and help?" She ignored the flabbergasted look on his face and folded her arms down on the table, using them to brace on as she leaned forward. "Now, what can we do to help?"

"I was thinking we should try and look him up, first." Peter said, speaking up when it was obvious that Spencer wasn't going to. "See if, I don't know, if there's a version of him around or something? I mean, if he's an alternate universe, maybe when he came here he was drawn to this version of himself. The body you're in, it looks like yours, right? Or, a younger you, I guess."

It took Spencer a second to realize that Peter was directing that question at him. When he did, he gave a nod. "Yeah. Yeah, it does." This was definitely him. His look in the mirror had definitely confirmed that.

"All right." May said, and she pushed herself up from the chair. "Peter, that sounds like something you'd be able to help with. Why don't you go grab your laptop? I'll put on a fresh pot of coffee."

Spencer sat in his seat and stared at the two people in front of them as they both got to work. Peter hurried off to get his laptop while May set about making a fresh pot of coffee. They were both, they were acting like this was normal, like it was no big deal. As if having strangers landing from an alternate dimension was just commonplace at their home. How – how were these people real? Spencer's hands trembled from how tightly he was gripping his mug. He didn't realize that he'd just been sitting there, staring, until May set down the pot she was holding and came over to him. To his surprise, she squatted down beside his chair and reached up, catching one of his hands to pull it away from his mug. "We're going to figure this out, Spencer. It's going to be okay."

"I'm seriously beginning to question the viability of this being a hallucination again." Spencer found himself saying. "Not drugs, but…" But maybe he'd been wrong to brush off the idea of a mental break before. Maybe he really had lost it. It was just – people weren't this nice. Not unless they wanted something from him. Or unless there was something for them to gain from everything. There was nothing that Spencer could think of that these two looked to gain from helping him.

A wave of sadness washed over Spencer that he didn't quite realize at first didn't belong to him. Not until May reached up with one hand to tuck a bit of hair behind his ear and that sadness grew right after he flinched. She didn't let it stop her. She just brushed her fingers lightly over his cheek and then dropped that hand back down to join her other one in curling around his. "The fact that people being nice to you is such a mystery breaks my heart." She said, openly and honestly, and Spencer's stomach clenched. He couldn't say a word as she pushed up to her feet. She gave his hand one last squeeze and then went back to making the coffee just in time for Peter to come rushing back into the room.

The teen dropped down into his chair and set the laptop on the table. In moments he had it open and ready to go. "All right. So, who're we looking for?"

There were no records anywhere that Peter could find. Not for Spencer Reid, nor for William or Diana Reid. Not even using his mother's maiden name brought up any results. So far as they were able to tell, Spencer Reid didn't exist in this universe at all.

The relief Spencer felt at that was profound. He wasn't going to be messing with anyone's life, then. That was one less worry to check off his list.

Trying to figure out what to do next, well, that wasn't anywhere near as easy.

It was May who tried to get them on track. "Why don't you explain to us what you were doing when it all happened." She suggested.

That was easy enough. With his third cup of coffee in hand, Spencer sat back in his seat. They'd moved out to the living room halfway through their search and Spencer was now sharing the couch with Peter while May took the nearby chair. The atmosphere was surprisingly comfortable. Spencer didn't know what it was; he just knew that he'd found himself relaxing here. May and Peter were easy to talk to and they were… something about them just kind of felt easy on his senses. Their emotions were there, and as time went on he found it a little bit easier to tell theirs apart from his, and to block theirs out if need be. They were still there, though, like low music just at the edge of his hearing, or a faint taste on the back of his tongue.

Relaxing into it all, he took a sip off his coffee before he started. "Well, my team and I were on a case, and we were in the basement of the Unsub's house…"

"Unsub?" Peter interjected. A little furrow built between his brows. "What's an Unsub? And what team?"

"Peter, let him speak." May chided him.

Humor had Spencer's lips twitching. "No, no, he's right. I'm sorry. I'm starting this in what likely feels like the middle for the two of you. In my… in my universe, I work as a profiler at the FBI. We were helping track down a serial killer – what we call an Unsub, or Unidentified Subject – and we were at their house to try and use any clues we might find there to help us track him down."

He watched as Peter's eyes went wide. It seemed he'd impressed the teen. "Wow. You're a Fed? Who hunts down serial killers? You're like, already a superhero then, in a sense, just without the superpowers."

Heat filled Spencer's cheeks and he had to look away. "I wouldn't go that far." He wasn't a hero. He was just doing his job and trying his best to keep people safe. "I was just, I was doing my job. We all were. The locals already knew who their killer was, but he'd run and so we had to try and find ways to help us figure out where he might've gone, or how to help us draw him out so we could catch him." Facts were much easier to deal with than any thoughts on being a 'hero'. Ridiculous. "While I was down there, I found a room…"

He walked them through everything that happened from the minute he walked into the basement until the moment he woke up in the alley in New York. At their urging, he also told them about what he'd discovered, what he'd felt. It was May who latched on to the part that Spencer doubted Peter had even noticed yet. "You felt emotions." She said, eyes wide.

Spencer chewed on the inside of his bottom lip. Was this going to be the moment they'd had enough? Feeling other people's emotions was pretty invasive. He knew he wouldn't want someone who was able to read his emotions without his permission. Waiting anxiously, he nodded his head and tried to do his best to not feel them in that moment.

"Can you still?" Peter asked. One hand came up, waving vaguely in the air. "Feel emotions, I mean. Can you feel what I'm feeling? Or May?"

A grimace twisted Spencer's features. Without realizing it, he hunched in a little more, shoulders almost up to his ears. He looked down at the remnants of coffee in his mug. "I'm doing my best not to. Believe me, I don't… I don't want to feel how worried May is, or how oddly excited you are." Spencer closed his eyes and let out a shaky breath. Now that he was thinking about his empathy it seemed like it was even more in the forefront of his mind. Things that he'd been registering and trying to ignore were now making themselves known. "I don't want to know that someone nearby is extremely nauseous, or that someone a little further away has a headache, or that there's someone feeling so much self-loathing I want to cry."

The emotions got louder – stronger – and Spencer's hands began to shake. He tried to find control, only, it was like it kept slipping through his fingers. The more he felt, the shakier his control became, until it felt like he was drowning under what he was picking up. Pain, hope, happiness, fear, anger, rage, the whole spectrum of emotions, mixing and churning together outside of him, inside of him, with no way for him to find himself underneath them. Spencer had no anchor.

Not until a pair of hands closed over his. His coffee cup was taken away and, before he could start to squeeze at his own hands, he felt another hand slide between his own. One that was oddly solid and firm. Strong. Spencer held on tight without even making the conscious choice. As he gripped at it, he felt the noise of the other emotions start to push away. Worry took their place. Worry and that steady sort of calm that Spencer knew came from trying to be strong, to be the one to make everyone else feel okay. It took him a second to realize that those feelings weren't his. They were coming from the hand in his, the body that, when he opened his eyes, he found in front of him.

There was worry darkening Peter's eyes as he looked up at Spencer. He was in a crouch that reminded Spencer of how he'd looked while in the suit. One of his hands was sandwiched between Spencer's while the other had curled around them. There were little lines between his eyebrows and his head was tilted like he was trying to listen to something, or was watching Spencer's face carefully.

Looking at Peter slowly brought back Spencer's other senses. For the first time, he realized that Peter was talking, his voice a low and steady murmur that was meant for Spencer's ears alone. "…gonna be okay, man. You're gonna be all right. I just need you to focus right here on me. Can you do that, Spencer? Just focus right here on me. Feel my hand. I've got you and I'm not going anywhere, all right? Just, focus right here."

Though he didn't have the words yet, Spencer had enough in him to flick his eyes up to Peter's, catching his gaze briefly before looking away. It was enough to let Peter know he could hear him, though. That he was listening.

The worry Spencer felt faded a little and that strong, steadiness grew a little more until it shifted into something that Spencer had felt in himself before. A kind of protectiveness that came when someone was hurt and you wanted to help make it better. "That's it. Just listen to me and forget about the rest of it, all right. It's just you and me in here." When that had Spencer's eyes darting towards the chair where May had been – when had she left? – Peter picked up easily on his unasked question. "She went to go to the store and get a few things, give us some privacy. She said the last thing you needed right now was someone else in the room."

Well, at least he wasn't making an ass of himself in front of everyone, then. Just Peter.

The nausea that Spencer had picked up before came back now with a vengeance. Whoever had been feeling sick had finally lost their battle with it. The sensation had Spencer's stomach clenching in sympathy and he had to fight not to start gagging.

Peter looked like he was having the same problem, at least briefly. Then he was giving Spencer's hands another squeeze. "Hey, hey, don't pay attention to that. Trust me, man, if you're picking up anything like what I'm hearing, you really don't wanna focus on that. It sounds bad enough. I don't want to even think about what it feels like."

"Terrible." Spencer rasped out. He still felt the strong urge to gag and was fighting it, hard. "It feels terrible."

"I bet it does. That's what you gotta turn your focus somewhere else. Bring it here – right here on me. Tell me what I'm feeling right now, Spencer."

A shiver ran down Spencer's body and he shook his head. "I don't w-want to feel."

The hand on his squeezed again. "Yeah, I know. Trust me, man, I really do. With my senses as strong as they are, they get really outta whack sometimes and it's overwhelming. It's like, I'm pulling in too much input when all I want is no input. But, I learned that focusing on one thing kind of helps block out everything else. Mr. Stark taught me that. I'm betting it's gonna work the same for you, too. So, focus right here on me. Tell me what I'm feeling. Every detail that you can."

"Th-that's… extremely invasive." Spencer managed to say.

He was rewarded with a low laugh from Peter. "I'm sure I'll survive with my modesty intact."

If it were anyone else, if this wasn't a fifteen year old boy, Spencer might've tried to give another comeback. He'd been getting better at those. Spending years as friends with Derek had taught Spencer to let out his inner sarcasm a little more than he once had. But any replies that Spencer could come up with that he might've used if this were Derek weren't ones he felt comfortable saying to a teen. So he forced them to stay inside and instead focused on what Peter was asking. Right at the moment it was the only solution either of them had and Spencer was willing to try anything to get this all to stop.

"You're… you're warm." It was the first thing that Spencer could think of. Peter's emotions were warm. Easy. Closing his eyes, Spencer tried to focus on them, using his hold on Peter's hand to help focus him. "There's, um, there's worry. F-For me?"

He could hear the smile in Peter's voice as he said "Yeah. Sorry, can't really help it."

Spencer shook his head. It was fine. He didn't mind the worry. He'd be worried too if he were in Peter's shoes. "You're nervous." It was the next thing he could pick up. Nerves, definitely. That was something Spencer was familiar enough with to easily recognize. As was the next one. "Curious. Really, really curious."

"I've never encountered anyone with empathy before. When you're feeling better, I'm gonna have, like, a million questions. So, yeah, be prepared for that."

Despite the situation, a small smile tugged up one corner of Spencer's mouth.

The more he focused, the easier it became. The warmth of Peter's emotions was working to chase away the others like a fire fighting against the winter chill. "I… I don't know what the next one is." He admitted, focusing on the other strong emotion he didn't really have a name for.

"What's it feel like?"

"Good." Spencer said softly. "Nice." Safe.

"Focus on that one, then. Focus all you've got on it and hold on to it tight until everything else is just gone."

That was easy enough. Spencer could feel the other emotions threatening to slip in and he wasn't eager to let them in again, so he reached out and focused on that different one, the safe one that was coming from Peter. He held on and let it fill him as the two of them stayed perfectly still. Neither one moved until Spencer's breathing was once more under control and tension had faded out of his body. Unfortunately, the loss of that tension seemed to take the rest of his energy with him. Whatever boost he'd gained for pulling in the electricity earlier in the day was gone now. His body slumped down a little into the ridiculously comfortable couch. He might've actually pitched forward a bit if Peter hadn't reacted quickly and caught him, helping him to sit back instead of forward. It put Peter on the couch right at his side. "Woah there. No nosedives off the couch. Trust me, it's not anywhere near as fun as it looks. I'm speaking from unfortunate experience on that one, let me tell you. Almost broke my nose."

The senseless chatter relaxed Spencer a little bit more. His body relaxed even more and he was surprised to find that it was hard to open his eyes. Either he was still affected by what had brought him here, or using his powers took a lot more out of him than he'd expected. It felt like someone had pulled the plug on him and all his energy had just drained away.

Peter's hands vanished off of Spencer and the couch shifted as the teen got up. When Spencer cracked his eyes open, he found Peter doing something near the TV. His eyes slid closed again.

A second later there was the sound of music in the room and Peter was back on the couch and something warm was being laid over Spencer. He snuck another look to find that Peter had put a movie on and was sitting on his end of the couch like it was no big deal that Spencer had just freaked out and then was essentially passing out beside him. It was something that Spencer would worry about later. Someone seriously needed to talk with Peter about his easy trust of things. It was going to get him hurt.

For the moment, Spencer put that in the back of his mind, the exhaustion getting heavier. He didn't try and fight it. Peter had proved trustworthy so far. With one last sigh, Spencer let go of his control and slid down into the soft embrace of sleep.

The two teens were still on the couch when May got back. The movie was playing at a low volume and the lights had been shut off, all except for a lamp in the kitchen. A hint of webbing left on the switches made it clear how that had been accomplished. Peter looked up as the door opened and his aunt came inside. She peeked into the living room, obviously worried about what she'd find, only to freeze at the sight that greeted her.

Peter tried not to blush. Some point after Spencer had fallen asleep, he'd drifted his way closer and closer to Peter until he'd ended up half plastered against him. What else could Peter do except tuck an arm around him? It was the only way the both of them were going to be comfortable! It'd seemed logical, despite the way it'd made Peter blush. He'd always been tactile; more so since becoming Spiderman. Ned usually indulged him in it but he wasn't quite up to this level. It felt, good, curling up with Spencer like this.

Moving quietly, May came in the rest of the way and shut the door behind her. She had one bag slung on her arm and a wide grin on her face. "I see you got him settled in."

"This, this was all him!" Peter hurried to tell her, his blush getting deeper. "He's like a, a ninja-sleep-cuddler. He just kinda latched on while he was sleeping and I couldn't just shove him off, not after I finally got him to calm down, and…"

May cut him off before he could ramble any further, thankfully. "Peter!" She shook her head at him as he fell quiet. "You're going to wake him up if you keep rambling like that, and that poor boy looks like he needs all the sleep he can get."

It was the truth. Despite having slept so long already, exhaustion had been clear to see on Spencer's face and in the rest of him. The bags under his eyes had deepened as the day went on and his hands had taken on a slight tremble. His blinks had been longer and longer, too, like he was fighting to keep his eyes open. Then, that thing with his empathy getting out of control, and what little energy he'd been running on had just vanished.

Peter looked down at him now, at the tension that sat in his face even during sleep, and he couldn't help but think about everything they'd learned today. Everything that Spencer had told them. "Do you believe him?" He asked quietly, never looking away from Spencer's face.

There was a moment of silence before May answered him. "Do you?"

"Yeah." The answer was easy for Peter to give. Maybe it was stupid and maybe he was being naïve; either way, he couldn't look at Spencer and not believe him. There'd been too much heart in his words. Too much real pain.

He heard May sigh. "Me too."

"Are we doing the right thing, not calling Mr. Stark?"

He looked up as May made her way over to him. She sank down onto the arm of the couch, leaning against the back and bringing her hand up to thread in Peter's hair. It was a gesture she'd done countless times before. One that would always spell comfort to him. He relaxed into it, enjoying the feel of her slightly chilly fingers as they tugged at his hair. "I don't know, baby. But," For a second she paused, gathering her words, and Peter snuck a look up at her only to find that she was watching Spencer, her gaze unreadable as she looked at him. "I do know that we can't force him to get help. To go from being an adult, one with an important job and everything, down to being a teenager, he's gotta be feeling like he's lost control. We can't take away what little bit he has. Even if we don't like his choices, we need to support them."

Those words struck a little too close to home. Peter closed his eyes, turning his face towards his aunt until it pressed against the cool material of her shirt, still not warmed up yet from her trip outside. He didn't say anything; what on earth could he say? Silence fell over the living room as Peter and May both got lost in their thoughts; thoughts that circled around the sleeping boy with them and their worries for what the future might hold.