Hi guys! Ok so I did see I had to fix a couple of things and re-read everything. So I erased the story to fix any errors and ad a couple of things I missed out or forgot, anyways here is the first chptr again :)

Hope you enjoy!

Chapter 1: Into the Marvel Universe

The strangest thing happened to me, it's kind of hard to explain. You know when people say, when you die in your sleep, you don't feel it. They weren't kidding. Why do I think I'm dead, Easy, I'm currently standing inside the Helicarrier, meeting my favorite characters from one of the Marvel movies. How did I get into this mess you ask, I'll tell you. Let me start from the beginning so that you can understand how I got there…

At first, I thought it was a dream. Memories of a childhood I never had, rushed through my head. Causing me a huge headache in the process. I was standing in what looked to be one part of a science fair. I had a backpack on, and I was holding a camera in my hands. Throwing a picture at something, or someone. I didn't remember doing any of this. What I did recall was getting up for work, eating lunch, getting out of work, and heading home. I remember being very tired when I got there, so I went to bed. When I woke up, I found myself here in this spot. I looked around and only saw unfamiliar faces of scientists, students, and teachers.

While I was trying to figure out where I was, a red and blue spider that was in a pillar above me slowly lowered itself on a single thread of web. It headed to where I was standing and inconspicuously landed on my index fingers knuckle, where I was still holding the camera. It than leisurely crawled on the back of my hand a bit, until it stopped in between my thumb and index. It raised its fangs and quickly bit into my skin.

"Ouch!" I yelped at the stinging feeling and glared at the red and blue spider, as it slowly crawled away. Pouting, I ignored how weird and familiar the spider looked, as I stared at the stinging pink swollen dot on my hand. Suddenly, this wasn't feeling like much a dream anymore.

"Parker let's go!" I heard an unfamiliar teacher call. My body automatically obeyed and followed to join the group of students that were ahead of me. My hand didn't stop hurting and throbbing, each second that passed the swelling only got pinker and bigger. Some kids came towards me and started talking. I couldn't hear what they were saying, it sounded muffled and far away. I knew they were close, but I couldn't see them very well either.

Hours later, the field trip was over. All students and teachers were heading inside the school busses. As we sat on the bus, the teacher started head counting to see if there were any students missing. I felt like I was starting to get worse, and my vision was getting more impaired. Everything was spinning in circles; my breathing was heavy. I was gradually losing consciousness. I honestly didn't know when I got home or if I did, all I knew was that I felt my head hit a soft pillow. I suddenly felt a warm hand touch my forehead, and the last thing I remember before falling unconscious were the shuffling and mumbles of two people. During my fevered state, I tossed and turned in my bed as cold sweat dripped from my forehead.

In the morning I weakly arose from the bed with a groaned pain. I felt like I had one of those horrible hangovers one gets after drinking too much alcohol, like the one that gives you the chills. I froze for a few seconds as realization hit me like a wrecking ball. The memories, the spider bite, the field trip, and the camera. It all started to fit inside the puzzle. My brain went in overdrive, and I started to think rapidly. When I finally realized where I was, panic surged through me as I walked back and forth biting into my fingernails anxiously. I quickly stood from the bed I was sitting in "Oh, my God…I'm in the Marvel universe!" I whispered franticly and a thought ran through my head 'I'm in the Spider-Man universe!'

"How am I even here to begin with!?" I ran a hand through my hair as I breathed rapidly "oh my God oh my God oh my God!" I calmed myself after a couple of minutes "ok stay cool, everything's going to-" I stopped what I was saying as I stared at the mirror, panic showed its ugly face again "I'm a seven-year-old!?" I don't know what's worse, the fact that I'm a kid again, or the fact I got bitten by a radioactive spider. Upon closer inspection I looked like a miniature version of Gwen Stacey from the Amazing Spider-Man movie, only I had brown hair, "great…that's definitely going to be a problem in the future, if I'm in the universe I think I'm in"

Then another thought came to me, If anything could tell me in what time and dimension of Marvel I'm placed in, it's the news channel. I ran out of the room and into the living room, turned on the TV and looked for the first news channel I could find. The first one I toppled with was C-Span. It was currently live and showing non-other than thee Tony Stark and the words, 'SENATE ARMED SERVICES COMMITTEE' on the screen. I tried hard to memorize in what movie I saw this. Then it hit me, Iron Man 2.

"Penelope!" startled, I looked at the voice that called me "are you ok sweetie, I called you a thousand times and you were just staring at the TV, like if you were horrified of it" that's because, I was horrified.

I gave her a nervous smile, nodded quickly "I'm fine Aunt May, bye!" I lied and I rushed back into Peter's and my room, leaving no room for any conversation.

Thanks to the news channel, I knew where I was in the Marvel universe and seeing Marisa Tomei in front of me only sealed the deal. My brain hurt from so much thinking and panicking, that I just wanted to sleep. I had no other choice but to accept the reality of my situation, I was no longer in my universe. Might as well go with a bang than, so before I went to bed again, I grabbed two division-notebooks and a pencil. I laid face-down on the upper part of the bunk bed and raised my two feet in the air. I tapped the pencil on my lip as I thought on where to start.

I listed the events that have recently happened. Thanks to the bit of information I saw in the TV, I know exactly the other events that haven't occurred yet. Like Loki and the chitauri invasion. So, I wrote from when Tony got abducted in Afghanistan, to age of Ultron. I even put the events of civil war with Captain America. I also noted down what's going to happen in Infinity War, Endgame, and the rest of the movies that follow. I then decided to write down ways on how to prevent certain events from happening, like Tony's death. Tony was my favorite character in my old world, I wasn't going to allow him to die on this universe, even if that meant me dying in the process.

Once I finished writing down everything, I was curious as to why I got bitten by the spider at such a young age. Was I sent here for a reason? Will Peter get his superpowers eight years from now? Lots of questions were running through my mind. All I know is if I was going to change events, I needed help and who better than Nick Furry himself and maybe Doctor Strange, maybe. But how was I, an eight-year-old, going to approach them? I would have to wait until I'm fifteen to meet Strange. The tricky one was Furry, how was I going to get his attention?

If I was going to talk to the most paranoid human being in the world, I'd have to think through what I have to say without sounding like a crazy person. I guess I'll have to get his attention before the chitauri invasion begins and go from there. If I'm not mistaken that event would most likely happen very soon. I don't think it will give me enough time to get used to my superpowers, but I guess I'll manage, and I would also have to learn some form of combat too. Speaking of superpowers, I wondered if they were like Peter's would be, or would they be different in some way.

I turned my gaze to the lamp on the nightstand and aimed, "here goes…" I whispered as I flipped my wrist and curled my middle and ring finger. I put pressure on my palm, and out came the web with a 'thwish!' which landed perfectly on the lamp. I gasped, "no way!". I was amazed, but at the same time scared out of my wits. I kept shooting everywhere, and the more I kept doing it the more thrilled I felt. I wanted to try crawling next, I looked at my hands and placed them on the wall. I slowly started to climb my way up to the ceiling. "ha! I'm upside down!" I yelled excitedly.

I'm not supposed to be happy about this, I mean these are supposed to be Peter's powers not mine. But then again, this doesn't seem like the same spider that bit Peter. Last I checked, this Peter has to make his own web to be able to use it on his web shooters. As for me, I can shoot webs out of my wrist like Tobey's 2002 Spider-Man. So, there's a fifty percent chance that I might not have stolen his powers. That and the fact that he's a kid, and Peter doesn't get bitten until he's fifteen.

I was so entranced with what I was thinking that I forgot I was upside down, and I didn't notice a seven-year-old Peter standing in front of the door he just shut. Peter's face was one of complete shock at the mess of webs, "How are you doing that!?" he exclaimed in excitement seeing me hanging on the ceiling. His words startled me, and I fell to the ground. "Sorry! Are you ok?" he rushed towards me and helped me up.

I automatically responded, "Don't tell Aunt May!"

He completely ignored what I just said and curiously asked, "what else can you do!?"

"Shhh! Aunt May will hear you" I whispered.

Unfortunately, she did hear Peter yelling and a knock was heard at our bedroom door "Peter, Penny what's going on? I heard Peter yelling"

I quickly replied, "everything is fine Aunt May!" Peter and I rushed to the door, got out and shut the door behind us quickly. We didn't want her to see the web mess I made.

We both smiled nervously, she looked at me and Peter strangely "are you sure you're ok Sweetie? you look a little pale, and Peter honey why were yo-"

"Look at the time, we got to get to bed, there's school tomorrow, so yeah!" I interrupted her before she could say anything else. We quickly gave her a quick kiss on her cheeks, and I scooted Peter back inside the room. I shut the door quickly to avoid any further conversation, I heard her say 'kids' on the other side of the door and she walked away.

"Bullet dodged…" I whispered and sighed in relief.

I ended up sleeping late because Peter wanted to see everything I can do, saying things like 'you can be a hero!' poor kid ended up sleeping on the floor because of his excitement, so I had to carry him to his bed. I tucked him in and went to lay on my bed. I stared at the ceiling for a while, as thoughts began to run through my head. I must be here for a reason, why else would I still have knowledge of the events that are going to happen? The only answer that went through my mind, was that I'm here to changed things.

Being in this body, I could tell this mind was very smart, like Tony smart. I was most certainly going to take advantage of the fact that I was a genius now, I mean what's the point of being smart if you don't take out all its juice, right? I was planning on creating my own A.I. first, an A.I. like JARVIS. Sadly, I didn't have the materials to do that because I needed money and Aunt May had a very low budget. Then it came to me, in my past life I was very good at chess games and Rubik's Cubes, so with my genius I can win some competitions and get some quick cash. The next day before going to school I went to Aunt May to let her know, I was going to join some competitions to win some money. Surprisingly, she didn't say no. That got my cash problem out of the way, now I can work on a couple of things that can impress Mr. Stark.

Another thing that got me thinking was, where could I find a good place to learn combat without Aunt May finding out. My spider senses were a huge bonus, but I couldn't just rely on spider tingle. Ninjutsu sounded like a good idea, it would work marvelously with my powers, and it seemed like a good combination. As the days passed by, I gained money from lots of competitions I won. So, I started buying electronics like laptops, tablets, etc. I kept a computer and three monitors and modified them to my liking. I completely dismantle the rest of the tech I had bought, and quickly worked on my own inventions. It took me like three months, but I was finally able to create my own artificial intelligence. With a little coding here and there I finally made ALISE, my own personal A.I. she was beautiful in every way. I even managed to make her sound like Cortana from Halo, it's a shame that game doesn't exist here.

Aunt May jumped when I had installed her in the whole house, Peter on the other hand didn't stop being so excited about it. Thanks to my hard work Aunt Mays bills weren't so big anymore, since I had modified everything. I also created our very own internet, which has access to everything. I made sure it went undetected by unwanted guests. My ninjutsu classes went well, Aunt May didn't suspect a thing. The only thing she did notice were my forming muscles, I quickly responded that I was into sports, and she bought it. Poor May, I hate lying to her.

Before I knew it, the events of Iron Man 2 had passed. And it was time to get Nick's attention, so I did what I do best. I hacked into S.H.I.E.L.D.'s systems and left an anonymous note that would certainly set a red flag. I made sure only Nick could see it. I had written 'The Tesseract is going to get stolen' I knew he wouldn't believe that message at first, that is until it happens. So, until the events occur, I'll just have to wait until he responds to my message.

"ALISE" I called my A.I.

"How can I help you miss Parker?" she replied.

I focused on my computer and started on a different project I was working on, "make sure my message isn't tracked, I don't want my system hacked"

ALISE chuckled "no problem, I'll make sure they don't"

As expected, a month passed and there was still no response, S.H.I.E.L.D. did however try to hack into my system like I said they would. Luckily, I'm one smart gal and I'm glad I created a very smart Artificial Intelligence to back me up. Then after two more months I finally saw it, I had received a reply from Fury himself. The note said, 'When can we meet?' I quickly replied, 'Tomorrow at 12:00 in the afternoon, I'll be at the 68th Avenue on the North in Queens' not a second passed when he answered, 'A car will be there to pick you up'. It was official, I was finally going to meet S.H.I.E.L.D.'s director Nick Fury.

The next day came quicker than I thought. And there I was, waiting for someone from S.H.I.E.L.D. to pick me up, on the 68th Avenue. Then I saw him, agent Philip J. Coulson. He seemed to be looking for me, so I walked towards him, "hello, my name is Penelope Parker. I assume you're here to pick me up and take me to see Director Fury" Coulson thought at first, I was confusing myself with someone else, that is until I mentioned his director. He was shocked to see me, he supposed I was much older. Once his shock was over and done, he escorted me to the car and drove to his H.Q. when we got there, he led me inside and left me in the interrogation room. I don't know how long I was inside that room for, thankfully I told Aunt May that I was at a friend's house.

"You have got to be kidding me" he said as he came in and closed the door, "How the hell, did a five-year-old like you hacked into S.H.I.E.L.D.'s system?" he said in a serious tone.

I calmly replied, "I'm seven, and It was to get your attention"

"Well, you got my attention." he said as he sat in front of me.

I looked around and replied, "I would like to speak with you, alone"

He crossed his arms and leaned back on the chair, "it's just you and me"

I rolled my eyes, "ALISE, are we really alone?" I may be a child, but that doesn't mean I'm not a smart cookie.

"Checking perimeters, miss Parker." she replied as she did a perimeter check. "There are seven people in total. Two females and five males are currently outside of this room miss…" ALISE responded.

"You were saying?" I smirked at the shocked face Nick tried to hide and continued, "tell you what, I'll let agent Romanoff stay, if it helps you feel safe" I smiled sweetly.

He snorted and pressed a button and spoke, "Agent Romanoff you can come in now, the rest of you can get back to work"

"ALISE?" I asked the A.I.

"it's just you three now miss Parker." she replied nonchalantly.

"Great, make sure no one hears this conversation, I don't want anybody eavesdropping" I ordered.

"On it" she shut down recording and camera systems around the room and locked the door temporarily.

We waited for Black Widow to sit next to him, and he said, "alright, I'm all ears"

"Was the Tesseract stolen?" I curiously asked.

He frowned and replied, "yes, it was, now tell me how you knew it was going to be stolen" when Nick said that it didn't feel like a question it felt more like an order.

I knew I couldn't tell him the truth; I couldn't just go 'hey! I'm from a universe where you guys are fiction!' so I sort of lied, "I know you won't believe me, but I have knowledge of peoples future and I know certain parts of their past"

Natasha raised her eyebrow and asked, "you mean you're psychic?" I answered her question with a nod.

"Sorry if I don't believe a single word you say, but you're wasting my time and patience" he got up to leave, before he did, he looked at Black Widow and said "agent Romanoff, take-"

"I can prove it" he looked at me with an aggravated face that said, 'whatever it is, it better be persuading'. It's a good thing this bodies mind has photographic memory, so I quickly remembered reading Nick's biography once in my other lifetime and went from there.

"Your career started within the U.S. Army, and you later became Colonel before your honorable discharge. You became a CIA agent during the Cold War, primarily operating in Soviet territory. You then joined S.H.I.E.L.D. to fight against Earth's most dangerous enemies. There you met Vers, and helped her uncover her human heritage as Carol Danvers, as you two fought off the Starforce, which was led by Yon-Rogg when they were targeting Skrull refugees. You took a liking to an alien cat called Goose who scratched you for violating her space and permanently blinded your left eye. You kept the reason for this injury secret, telling others it was classified but happened in the line of duty."

He was clearly shocked that I knew all this information, " oh, and you got promoted to Director of S.H.I.E.L.D. by Alexander Pierce, and are currently the founder of the Avengers. Shall I continue, or is that enough proof?"

"No, I'm convinced." he said "but, why tell me of all people?" he asked curiously as his facial expression turned in to a frown again.

"At the moment, you seem like the only logical person I can trust with this information. And just like you, I want to protect this planet. I know certain events, and I want to do my best to change them. I also want to save some people from their imminent fates." I didn't say who specifically, because I didn't want anyone to know which people I wanted to save. I went on and told Nick and Widow what I knew what happened so far, like Hawkeye getting mind controlled by the Norse God Loki. I also told them I can only give them subtle hints on what was going to happen, like Coulson's death.

I knew couldn't tell them everything, I didn't want to distort the timeline too much. I knew what I could, and I couldn't tell them. I also chose not to tell some of the events. I kept some of the information to myself, like about other events that must occur, or events that still haven't happened yet; like Iron man 3 and Age of Ultron. I'll eventually tell hints about them, just not yet. All do in its time.

Strangely they understood and didn't question, or comment on my reasoning.

Fury analytically looked at me, and raised his right eyebrow, "so, you want to help?"

I nodded and answered honestly, "I want to help in any way I can"

"And what do you want in exchange?" Nick crossed his arms.

I happily answered "My very own lab… out of S.H.I.E.L.D.'s facility. I don't trust some of your "agents"" I wouldn't want one of those HIDRA people trying to break into it.

He complied, "Fair enough, I'll see to it that you have one"

"I also made you this" I handed him a holographic tablet I made myself.

"What is it?" he asked with suspicion, but I could see he was also curious.

"It's a tablet I made" I explained, "once I sync it to you, it will only listen and obey your instructions. It's got my very own internet and it comes with its own A.I., not like ALISE of course. It's to avoid and keep away any prying eyes, for when I send you sensitive information."

I emphasized the last part and Nick understood what I meant, he nodded and replied, "I see…" then I synced the tablet to Fury.

I also showed them my spider powers, and the moment I did, Widow decided to take me under her wing. Nick made me an Avenger and said that for now I would only be doing side jobs, such as spying and providing tech for him and Widow. I had no problem with that as long as they provided me with what I needed. Once I was done talking to the director, Fury told me to expect a call from him soon. With that Coulson took me home, and just in time for dinner. So far, my day went pleasantly well and as planned.

little did I know, that by helping to change things was going to get me into a whole lot of trouble in the future…

I'm currently working on fixing chapter 2, and I just started on chapter 3 so please be a bit patient with me and sorry for any inconvenience.