(A/N)

Yo, little munchkins!

Thanks so much for the support so far! I've had, what, three notifications? Lemme check...

Two reviews and some story follows and favorites. Thanks so much!

I will not be replying to reviews; maybe in the future I will change my mind, but for now... yeah.

Also, I meant to post this, like, three days after the first part, but it turned out a lot longer than I had originally thought... ah, well, school's almost over, so that's always a plus.

So! Part two! Yay!

This one is set after The Amazing Spider-Man 2, but I have made some changes, namely Peter's age. Instead of him being eighteen, I've made him sixteen for the sake of this story. It doesn't really change much, but I thought it would be more impactful if he were younger and out saving people, especially where this story is going to go.

It's another reveal fic, by the way.

Enough of me! On with the story!

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She was falling.

He saw it over and over, every time he closed his eyes; the watchtower gears grinding against the web holding his beloved - then the web snapped, and she was falling... Everything went into slow motion.

He tried, tried so hard, but every time, he failed. He saw himself realizing that he wouldn't be able to save her, he couldn't catch her, so he did the stupidest thing ever.

He shot a web at her.

Of course it didn't work. Of course by the time it reached her, she was already too close to the ground. Of course her back snapped.

Or course she was dead.

She was dead and it was all his fault.

Peter Parker sobbed as he emerged from the memories. He put the flower - a beautiful white rose - on the grave and stepped back, feeling the tears roll down his cheeks.

Six months. Six months and he still hadn't moved on.

Peter took a deep, shuddering breath and turned away, walking back out of the cemetery with dragging feet. Those steps then became more purposeful as he slowly resurfaced and left his depressed state behind him. The city needed him. He had made the decision to return, and he couldn't go back on it now. Not even the death of Gwen should stop him.

He had to stay strong.

The sun was shining in the cloudless blue sky. Cars honked at each other as they swerved around corners and crossed intersections, barely pausing at the stop signs. Children screamed in delight as they tossed each other a ball, the summer breeze making their hair blow into their faces. Couples walked along the sidewalk, chatting comfortably with each other and going into local restaurants. College kids hurried past past, notebooks clutched under one of their arms and a coffee in the other.

New York wasn't called "the city that never slept" for nothing.

Turning a corner, Peter was about to text Aunt May and let her know he would be returning before he heard it. Sirens.

And right after came the smell. Due to his enhanced senses, Peter was able to smell the fire blocks away from where he stood. he ducked into a nearby alley and took off in the general direction, following the sirens and the smoke. Burning buildings were always his least-favorite; the smoke and heat made it near impossible for him to save everyone in time, but he never gave up. It all paid off, too - so far, he had been able to get everyone out each time.

After several blocks of swinging, the muscles in his arms straining with the effort of keeping him on his webs, he reached the source of the smoke.

The building was a large apartment complex. It seemed like it had a lot of wood to catch fire that easily. Peter noticed the firemen already working on the outside, and other civilians were jumping from open windows. However, he knew that there would always be a few unreachable to the firemen; that's where he came in.

Landing in front of the building (receiving several cries of relief from bystanders), Peter assessed the situation and all points of entry. The building looked like it could collapse any minute, with great plumes of smoke puffing out of windows, letting out the immense heat that would only get worse when he was inside. There was an open window about three stories up - if he could climb up there without bringing the building down, he'd be able to get inside and - hopefully - access the other floors to look for survivors.

A woman behind him cried out as someone inside screamed. "That's my baby!" she screamed, wrestling the fireman holding her in place. "I need to get to my baby!"

"How many more people?" another fireman barked.

"Two kids," the first replied, handing the flailing woman to a police officer. "They're too far inside to get, though."

"Here I go," Spidey murmured to himself and started to climb.

The climb was long and tedious. His clinging ability didn't work as well on hot surfaces, since every fiber of his being screamed at him to let go. But he couldn't let go, not until he was inside, not until the people in there were safe. Peter gasped as a wooden piece fell away, nearly sending him plummeting to the ground, then chastised himself. Don't use wood. Wood burns.

Finally, after what seemed like hours, but was probably only minutes, Spider-Man reached the window. He crawled inside and was immediately hit with smoke and heat. He bent over, coughing, trying to dislodge the smoke in his lungs. Crouching low to the ground to get some fresher air, he called out, "Anybody here?"

No answer.

Peter pushed farther into the burning building, blinking hard to get rid of the tears that had come with the smoke. Gosh, he hated fires.

He called again and again, removing debris and jumping out of the way of the flames. Finally, he heard a weak reply. If he didn't have his enhanced hearing, he wouldn't have been able to hear it.

There were two children huddled in a corner. One girl and a boy, probably siblings. They had blond hair and blue eyes, resembling the kicking woman, who Peter presumed was their mother. They couldn't have been more than eight years old. The kids stared up at them with wide, frightened eyes, clutching each other tightly with their ash-streaked arms. Around them, the inferno continued to burn.

"Hey." Peter's voice was raspy. "It's Spider-Man. I'm going to get you out, but you have to be brave. Okay?" The building suddenly groaned, and a large cracking sound came from overhead, making the children scream in panic and clutch each other tighter. "We have to move now!" the hero shouted, then shot two webs at the kids to bring them to him.

The spandex mask did little to keep the smoke out, but he knew he was still probably better off than the two kids wrapped around his waist. He crouched low and instructed the kids to do the same, shielding them from the fire with his body.

They started to move forward, avoiding large masses of fire and leaping out of the way of fallen debris. It was agonizing, having to move this slowly, but it was better than running and getting killed.

Just a few more feet...

Crash! The roof started to fall. With a scream, the children tried to run, but Spider-Man kept them there with his arms. He thrust his hands up into the air and caught the large slab of rock and wood, grunting at the effort of keeping it up. He turned to the kids and told them to start crawling towards the window, and they obliged.

It couldn't get any worse than this, could it?

Of course it did.

The ceiling was getting heavy, his muscles straining with the effort of keeping it up. The smoke in Peter's lungs made it difficult to get enough air, and he could already see black spots dancing in front of his eyes. He looked at the children and saw that they had stopped about halfway there, their eyes wide with terror. They were staring at him. "Go," Peter choked out, yelping a bit when the roof got heavier.

The children turned around again, but at that moment, flames flared up in front of them. They screamed and scrambled backwards, the sister helping the brother, who had tripped and fell. There was no room to reach the window.

Cursing under his breath, Peter prepared himself. With a heave of effort, he threw the ceiling back the other way and took off, grabbing the kids. He held them high above his head as he jumped through the flames, feeling the searing heat through his spandex.

That's gonna leave a mark, he thought with his muddled mind.

Straight through the window. The fresh air was sweet relief to Spidey's scorched throat, but that didn't compensate for the burns all around his legs. He tried to shoot webbing at the wall to brace himself, but came up... short.

Oh, sh-

He did not run out of webbing.

Stupid Parker Luck.

Desperate, Peter turned himself on his back with the children wrapped in his arms. He needed to save them, he couldn't let it happen again...

He saw the clock tower again. A beautiful, blond, seventeen-year-old girl was falling, panic in her eyes. The web was stretching out, trying to save her, but it was too late, she died, her back snapped, and it was all his fault...

A searing pain in his side awoke him from the memory. Spider-Man gasped and allowed himself enough time to see a long metal pole had embedded itself into his side, just inches short of the little boy.

Protect. He needed to protect.

The ground was coming fast. Peter braced himself for impact, holding the children in his arms tighter.

The wind got knocked out of him. Pain like fire traveled up his back, and he was certain he heard something crack. He lay there gasping for a few moments, side still hurting, children still in his arms, before the first fireman came and hauled the siblings off of him. In the distance, he heard a woman thanking him, over and over, but he couldn't be sure.

Finally, he realized what he was doing. Aunt May was probably worried sick, there were people around, and Oh, God, I hope my mask is still on. Reaching up with shaking fingers, Spidey felt the comforting spandex, on his face and breathed a sigh of relief, emitting several coughs.

Then he felt a shift in weight; someone was trying to pry the kids off of him. He cried out in pain as the metal rod embedded into his side moved around, and clutched the two kids tighter. He had to protect them, he had to keep them safe...

"Spider-Man," someone said urgently. "You can let them go now. Spidey, let go."

"Lee, can't you see he's hurt?" another man snapped. "He's got a metal rod stuck in his side...!"

"Get the goddamn kids off of him, it looks like he's strangling them!"

The weight left Peter's stomach, and his lungs suddenly had space to breathe in air. He heard murmured concerns, but he was too tired to care. He felt the urge to cough again, and with that cough came a moment of clarity.

Spider-Man was on the floor, surrounded by people, completely vulnerable. With a metal rod in his side.

Whoops.

He needed to get away. Reaching a shaky hand to his left side, Spidey grabbed the rod and yanked it out, biting his tongue to keep himself from crying out. It slid out with little trouble, and he lay there for a moment before attempting to seal the hole with webbing and stop the blood. Except... he was out of webbing.

Great.

He still had to get away. Even though his vision was slightly blurry (okay, a lot blurry), he could rely on his spidey sense to get him out. But when Peter tried to move, he found that...

"I can't feel my legs," Peter choked out, and the others around him heard.

"Keep him still," someone barked, but panic had already taken control. Peter groaned as he tried to stay up, and pain traveled up his spine into his neck.

"Don't move, Spidey! Hey, keep still!"

He had to get away. With a newfound strength, Peter pushed himself up and stumbled a few feet before falling to the ground, finally welcoming the darkness engulfing him.

The last things he was able to gasp out was, "No hospitals..."

LINE BREAK

Peter Parker woke up with a snap.

He grabbed the wrist of whoever was poking at him with the towel, lifting up his masked face to see who his attacker was.

A woman.

She had chocolate brown hair, freckles, and bright blue eyes, and currently, she was staring at the teenager with a mixture of shock, concern, and relief.

Peter slowly took his hand away. His spidey sense wasn't going off, so he assumed she wasn't a threat. His eyes traveled down to the towel she was pressing against his side, and felt nausea take over as he saw the blood. The metal pole had gone deeper than he thought, and if this woman wasn't keeping the towel pressed against him, he would've bled out long ago. Not even his super healing would've save him in time.

He looked around. He was in a home, not a hospital, which was good. A cozy fireplace burned in a corner, lighting the room up in a hazy red light. Green couches were scattered around, and a small hallways led into a kitchen.

"You said no hospitals," she said with a little smile, "so we brought you here, to my house. I'm a doctor. Uh, my name is Karen. Karen Lee."

"Legs?" Peter choked out, his voice raspy. He still couldn't feel his legs, and it was terrifying him.

Karen looked down. "You suffered from a spinal fracture and..." She swallowed thickly. "You're paralyzed from the waist down."

Peter breathed out a sigh of relief, coughing once as he did so. At least he didn't have to cut off his legs completely. That would suck.

Karen looked surprised. "Why are you relieved? You... you won't be able to swing around anymore, and... and you can't fight... and, oh..." She started to sob, but Peter shook his head.

"It'll be better by the end of the week," he said. "I heal fast."

As he said that, there was a creak and a crash, making Peter nearly jump to the ceiling. A man stumbled into the living room, wild-eyed. "Sorry," he panted. "There're people outside wanting to catch a glimpse of - Oh, hey, you're awake!" The man was wearing a police uniform. He had a scruffy red beard, brown eyes, and a strong build. "I'm Matt, Karen's husband."

Spider-Man gave a weak wave.

"Did you get it?" Karen asked.

"Yeah." Matt swung the bag he was carrying off his shoulder and grabbed an oxygen mask from inside. Peter felt himself tense as the man turned to him.

"Spider-Man," Karen said soothingly, "you breathed in a lot of smoke. You need to wear this."

Peter eyed the mask with distrust, but after a coughing fit, gave in and slipped the mask over his mouth, which he uncovered partway.

Matt looked lightly uncomfortable, shifting his feet side to side. He finally blurted, "You saved those kids' lives. Without even thinking how if could affect you, you jumped straight into danger for someone else... Thank you."

Peter took a deep breath from the oxygen mask. "Just doing my job," he muttered.

LINE BREAK

They moved him to the guest bedroom once the kids got home. Peter felt kind of bad for making two parents take care of him, but they insisted it was alright. After a brief panic attack when he remembered Aunt May still had no idea where he was, he informed her he was staying at a friend's house overnight through Karen's phone. Aunt May was surprisingly lenient, and didn't object when he mentioned sheepishly that he might have to stay more than one night, as this "friend" lived slightly far away.

"Your wife?" Karen asked when he handed her back the phone. Peter snorted at this, much to the other woman's confusion.

The Lees tended to him well, with their combined knowledge of medicine. After a day at the house, Peter felt a little more comfortable around them and didn't tense up whenever they entered the room.

He argued a bit about taking off his suit to take care of the wound in his side and his burns, but Karen was stubborn. In the end, he left his mask on, but even so, the doctor seemed shocked at how thin and small he was. Peter hoped she didn't guess his age, and was grateful that Matt wasn't there, as he surely would have.

He was able to get rid of the oxygen mask not too long after his first night there, and the wound in his side was healing quickly. His legs still didn't have a lot of feeling in them, but he was certain that his toe had moved around late afternoon.

It was all over the news, too: Spider-Man Suffers Severe Injuries After Saving Two Children from a Burning Building. Of course, J. Jonah Jameson found some way to make Peter seem like a menace ("He could've killed those kids if he hadn't been careful enough!"), but that was beside the point.

In the evening of the second day there (Aunt May was getting increasingly worried, so Peter hoped he's heal soon), Karen came in and announced that she would need to amp up his painkiller amount.

"No need to act all tough on me, Spidey," she said firmly. "I know you're in pain, and I don't know how much I need to give to you to help, so I'm gonna need your age."

"No," Spider-Man answered. "Absolutely not."

The doctor glared at him. "Listen here, Web-head," she said angrily, "I've been looking after you best I could, but I could do even better if you'd just give me your freaking age."

Ouch. Guilt-tripping him always did the trick.

Peter sighed in resignation before answering. "Fine. Sixteen."

"Okay, that means you'd need - Wait. Did you say sixteen?" She stared at him in horror. "You're kidding me."

"I'm not. Why would I lie about my age if it meant getting an overdose or underdose of painkiller?"

"You're sixteen," she clarified, "as in, ten plus six? A teenager?"

Peter waited patiently for his painkiller. Honestly, he's expected this kind of reaction, but did being a kid really mean he shouldn't be a superhero? Please. As if being two years older would make any difference.

Karen shook her head in amazement and dropped a few pills into Peter's hand, then waited for him to swallow it before saying, "Why do you do it?"

Peter took a moment before answering. "I want to help."

"No. It's more than that."

Jeez, this woman was observant. "It's complicated," the hero said cautiously. "I've had some stuff happen to me, and a lot of it's my fault."

"So you're trying to make up for it."

"At first, I was." Peter looked down at his web-shooters. "But it became so much more than that. I really enjoy being Spider-Man. It's who I am."

Karen smiled. "You're a good person, Spidey. Never forget that."

He felt the painkiller begin to take effect. "Thanks..."

And then he was snoring.

LINE BREAK

Karen Lee listened as the hero's breathing became even. He was asleep.

Sixteen years old. Oh my God, he's just a kid.

She should've known he was that young based on how small he was. When she first took off his suit, taking in the muscular, lean body, she had been shocked with how small and young he really looked, but she had just blamed it on the fact that he was doing so much exercise...

Karen was just about to leave and prepare dinner for her kids when she heard it. A soft moaning was escaping Spider-Man's lips, and if she listened closely, she could hear a few words.

"Gwen... no..."

A nightmare. She could tell by the way he was shifting slightly in his sleep, his uncovered mouth turned into a frown.

"Please... I saved you, don't you see... don't die..."

Gwen? He must have lost someone... Karen's heart sank. She had always assumed that he saved everyone, but it wasn't the case. He was probably beating himself up over one loss, heck, it could probably even be the one that made him Spider-Man.

"Not my fault... I saved... you." The teenager gave a little gasp. "Gwen!"

Karen thought about waking him up, then decided against it. He needed sleep, and a nightmare was still sleep. It would go away. She got up and quietly left, bumping into Matt about halfway down the stairs. "He's asleep," she told her husband.

Karen Lee wondered who Gwen was, and what her personal connection to the hero sleeping upstairs had been.

LINE BREAK

Peter needed to get out. After waking up from the nightmare (the same one, over and over again), he realized just how much danger he was putting Karen and Matt in. Anyone with bad intentions could look on social media and find the address, and then they's be in danger because of him. He couldn't let that happen.

His burns were completely healed, and the hole in his side would be gone by tomorrow. He could breathe normally without the help of the oxygen mask. The biggest problem would be his legs.

Luckily, he had retained at least some of the feeling. He could walk - and, sure, it was extremely painful, but he got past that. He'd be fine by the end of the week, he decided, and back to fighting baddies.

Peter grabbed a sticky note from the table beside him and wrote a quick note of thanks for Karen and Matt to find. They had taken good care of him, and he didn't want to completely disregard that.

On unsteady legs (wincing from the pain), Peter walked over to the window and pushed it open, then climbed down the wall onto the grass below. He realized that he didn't have any webbing to swing back home, so he would have to walk the two hours or so.

And the old Parker Luck strikes again, Peter thought dryly and started walking home.

LINE BREAK

The next day was absolute torture. While Aunt May was happy to have him home, she had immediately directed him to the kitchen, where he had to empty the dish washer. This required a lot of bending down, which Peter's back did not agree with.

He had gone to bed, then woken up to his alarm sounding. His back was aching again, but almost all the feeling had returned to his legs, which was great. He got out of bed, stumbled a bit and crashed to the floor, then got up again and limped downstairs into the kitchen to have breakfast. If May noticed he was in pain, she didn't mention it.

Normally, he'd swing to school, but since he still hadn't gotten round to making more webbing, he decided to take the school bus. Peter walked (hobbled) the block to the bus stop and sat down on a bench, awaiting the arrival.

He heard a siren in the distance, and had to force himself to stay put. He was hurt, badly, and trying to fight baddies would not work out. The police weren't completely incapable; they could handle this on their own.

Don't you remember last time you were too late? a little voice in his head whispered.

Peter shook his head to clear the thoughts when the bus arrived. When he was healed, he'd go on patrol, but right now, he needed to get to school.

The bus was noisy and cramped with high school kids. As soon as Peter stepped in, he was reminded of why he hated taking the bus. Pencils were being thrown around, insults yelled, and punches landed. Everyone wanted their own seat, so it took Peter ages to actually find one. In the meantime, he had people trying to trip him, which he was able to evade due to his reflexes, but he stumbled nonetheless. Stupid spine.

The bus driver, oblivious to the chaos that reigned behind him, started the vehicle. With a lurch, the bus began to move in the direction of the school. Knowing it was at least five minutes away, Peter leaned his head against seat he was in and tried to rest for a bit, which proved difficult due to the students around him throwing food at each other.

When they reached Midtown High, Peter knew to wait for a bit before disembarking so that he wouldn't get trampled. He had ridden the bus before (shudder), and knew the basic survival knowledge.

For once, he wasn't late.

It was very hard to focus in class. The uncomfortable chair was torture on his tailbone, and getting spitballs thrown in his general direction every few seconds didn't help either. He really liked learning, and always found it infuriating when he couldn't. He supposed being a teen did that to you.

He remembered Karen's face when he told her his age. Shock, mostly. There was also some fear... and a little bit of anger mixed in, too. Some pride? She was a mother, so Peter figured she'd feel protective. It was in her nature. What he didn't get was why his age should be such a big deal! He had been given these powers for a reason, and being sixteen shouldn't change that. If he had the power to help others, then he was obliged to do so.

Peter sighed tiredly as he walked down the halls of his high school, classmates laughing and talking, not a care in the world. Each step hurt, but he was determined to make it through the day. He only had one class left - Physical Education.

They were doing a track unit. The coach all sent them to run laps around the school in under ten minutes. Usually, Peter was able to do this with ease. He may not like to admit it, but seeing the looks on the other guys' faces when he takes his shirt off to change, revealing his muscles, is always priceless. No one expects Puny Peter Parker to be muscular.

Peter started running, and immediately realized that it wouldn't work. Every step was like fire traveling up his back, and his legs felt number by the second. He kept going, certain that he could make it through the day.

What an idiot.

Peter stumbled and fell flat on his face as his legs gave way. He almost blacked out from the pain, but all the other students saw was someone fall on their face, which was pretty funny. They started to laugh, but it soon died down as he failed to get back up.

"Peter?" the coach asked worriedly. "You okay?"

"'M fine..." Peter groaned as numbness returned to his legs. He tried to stand up, then cried out as pain flared up yet again.

The coach pressed his fingers against Peter's tailbone and asked if he could feel it. After a slight hesitation, Peter shook his head.

"Call an ambulance," Coach ordered.

LINE BREAK

Spinal fractures were so annoying.

Here he was, at the one place he didn't want to go to in the first place. The hospital reeked of medicine and chemicals, and Peter hated it. Aunt May had rushed over and yelled at him for not telling her that he couldn't walk, and Peter just wearily listened, not in the mood to argue.

When the doctor came in, Peter's spidey sense went crazy, sending an alarm blaring throughout his skull. Out of instinct, he threw his arms over his face, concealing it.

"Peter Parker, I presume?" a familiar voice asked.

Peter didn't know if it was pure luck or pure unluck that led him to have Karen Lee as his doctor, but as of the moment, she didn't seem to recognize him.

"Can I have a moment alone with him?" she asked Aunt May. "I want to do some procedures that will work better if I'm alone." It was a big, fat lie. Peter could tell.

Aunt May didn't object and left.

"So," Karen said, drawing out the O, "a spinal fracture, huh? Wonder who could have been able to hide that so well."

Crap. Crap, crap, crap. Oh, shoot. Crap.

"Spidey, please remove your arms from your face."

"No," Peter argued, keeping his arms stubbornly in place.

"Peter-" he flinched as Karen said his name, "-I'm not going to tell anyone. Besides," she added, and Peter heard a crumpled piece of paper out, "you already told me your name before."

"I what?"

"Your Thank You card - super sweet, by the way - it has the name Peter written on it instead of Spider-Man."

Peter swore loudly. He had been so tired and in pain, he had written down his real name instead of his alias. Idiot, he cursed himself. You complete idiot.

"So you can take your arms away," Karen said stubbornly. "I mean, if I'm going to take care of you, I'll have to see your face eventually."

She had a point.

Peter sighed and slowly took his arms away, then turned his head so he looked straight into Karen's blue eyes. She took in his messy brown hair and chocolate-brown eyes, the small scars on his cheeks, and frowned sadly. "You're so young," she murmured.

After getting stared at for a few seconds, Peter finally said with a raised eyebrow, "You know, I kind of have a broken back. Just saying."

LINE BREAK

The next few days were slightly better for Peter. Karen didn't tell anyone who he really was, listening intently when Peter lectured her about the dangers of knowing his true identity. She found it especially hilarious when she caught him playing Candy Crush on his phone, saying how strange it was to see the city's hero being so normal. She refused to let him go outside for a swing, saying that the cops could handle a few criminals.

On the last day of his stay at the hospital (Karen had graciously altered the X-rays to make it seem like he only had severe bruising on his back instead of an actual fracture), the doctor came with a box.

"Your suit was completely wrecked," she confessed as Peter opened it, revealing his red-and-blue suit stitched back together, "and I know how long it must take you to repair it, so I thought I'd do it for you."

Peter grinned at her. "Thanks so much, Karen."

She smiled and reached into her pocket. "Here's my phone number." She handed him a slip of paper. "If you ever need anything, just give me a call and I'll be there."

Much to the doctor's surprise, Peter jumped up and hugged her tightly. "Thank you," he told her, "for everything."

"Like a hero once said..." Karen hugged him back. "Just doing my job."

LINE BREAK

In short, Karen and him became really good friends, despite their age difference. Every time Peter got badly beaten and needed medical help, but couldn't go to the hospital, he went over to Karen's and she patched him up. She taught him how to bake, and he even played with her kids. Whenever Matt's birthday came up, she would ask Peter for advice on what to get him, being a guy and all - where to he laughed and replied that he found guys just as confusing as she did.

Really, good came out of the burning building after all. One thing led to another, and boom - he was able to make a new friend. He didn't dwell on Gwen as much anymore, and took her advice: to never give up hope. Instead of pushing people away, he learned that he would have to include them to actually be the hero everyone expected Spider-Man to be.

And he loved it.