Hey guys! I hope you enjoy this new chapter! I hope any questions you had from last chapter are answered in this chapter.

"Yes Aunt May... (A/N The '…..' are him listening to what his Aunt May is saying) I'm walking towards the subway right now... I'm gonna run by the house and grab my backpack and my math textbook before heading to Gwen's then Gwen and I are going to go to Harry's….. Hey Aunt May is it cool if I sleepover at Harry's he already asked his dad and Norman already said that it was cool... OK Aunt May, I'll be home before lunch tomorrow. I gotta go Aunt May. Bye!" Peter slipped his phone into the back pocket as he walked down the bustling New York streets. It had been a week since he had stopped being Spider-Man and so far he had managed to stay away from any villains looking for Spider-Man and he was wondering how long his luck was going to last.

Unknowingly Peter had just jinxed himself, because behind him he heard a huge explosion and he whipped around to see Electro zapping at buildings and causing panic in the crowd as the debris was falling closer to the people around Peter.

"Oh Spider-Man! Come out! Come out, wherever you are!" Electro laughed crazily and began zapping at the buildings all around the crowd Peter was in. It took everything Peter had in him to not turn the suppressor off and become Spider-Man again. But thankfully a flying fire human known as Johnny Storm the 'Human Torch' saved Peter from a decision that he would regret severely.

"Hey Sparky! Spidey isn't here today so looks like you get me!" Johnny shouted at Electro. Peter sighed. Electro was crazy, and he hated being called Sparky. And knowing Johnny he was going to call Electro Sparky a lot.

Electro growled and shot lightning bolts at Johnny, but Johnny dodged and the bolts hit the building next to where Peter was standing. His Spidey Sense practically hit him upside the head as he jumped out of the way.

Why was his Spidey Sense still working? His suppressor was still on and Peter had checked it over last night to make sure it still worked. So he had no idea why he still had his Spidey Sense and his other powers were still immobilized.

Peter looked around and saw that there was no way he was going to be able to make it too the subway without getting trample by the crowds or getting hit by rumble from Johnny and Electro's fight. So, he took out his camera, J. Jonah Jameson had been screaming at him to get more pictures of Spider-Man even though Spider-Man hadn't been seen anywhere recently, and began taking pictures of the fight as he carefully moved closer to the fight trying to stay away from the ruble.

"Ahh! You stupid Flame boy!" Peter looked up and saw that Johnny had tackled Electro in mid-air as Electro was shooting electricity bolts at Johnny. And now, since Johnny and Electro were basically pushing each other into buildings, more rumble was falling all around Peter which his Spidey Sense screamed at him and he managed to dodge a Peter sized piece of a building falling from a nearby building. Peter looked up and saw that Electro was sending of electricity bolts and Johnny was tackling him again and again into the buildings around Peter.

Peter sighed and had to avoid a block falling from the sky and then had to jump backwards to avoid a lightning Electro accidently sent towards him. He closed his eyes and allowed his Spidey Sense to guide him to safety. He jumped, ducked, and then plain out sprinted towards a crowd of people that was gathering near the subway entrance. He wasn't taking the subway anymore, but thought that if he could get safely in a crowd it wouldn't be as dangerous.

Finally he managed to make it to the crowd but not before Johnny accidently shot a fireball at Electro, who was hovering above where Peter was running towards, and Electro had dodged it and somehow the fireball change direction so that instead of hitting Peter and the crowd it hit a bus stop bench.

Peter glanced at Johnny, who looked very surprised, because the fireball was going to hit Peter but when it got within five feet of Peter it veered off at such a strange angle it couldn't been an accident. Peter shrugged; maybe it was something Johnny hadn't known he could do so it wasn't that big of a deal since it had saved Peter from getting burnt into a crisp, so he let it drop.

Peter ran towards the crowd again making sure to put his camera safely away in his messenger bag. Once he made it to a deserted street, the cops had made sure to vacate at least for two blocks every time a super-powered hero fought with a super-powered villain, because ever since the Chitauri tried to take over the city the cops didn't want anyone getting hurt, which certainly helped Peter, because the police probably would of cleared everyone out and then disappeared themselves. He made sure that he couldn't find anybody watching him and then turned off the suppressor still hanging around his neck. He watched as the light turned from blue to red. He then took off sprinting.

But, what he didn't notice was the pair of red shades that had glinted in the sunlight as Peter ran by him in the city

Peter took the back alleys until he managed to get closer to his neighborhood. Once he hit his street he slowed down to a walk and walked the rest of the way to his house not knowing who was inside and waiting for him.

X-X-X

"Hey Aunt May, I'm back! I just gotta grab my skateboard switch my messenger bag for my overnight bag!" Peter walked through the front door and walked to the stairs, which he started to ascend. "You did say it was cool that I could bunk over at Harry's tonight, right? He asked me if I could stay the night and help him study for the math test tomorrow." Peter called over his shoulder towards the kitchen, where he heard a slight commotion of a few banging pots.

He walked into his room and grabbed his skateboard and bag and headed back towards the door; he dropped his messenger bag on the floor by the door. He walked back towards the stairs and began walking towards the front door when it opened.

In stepped a boy, around Peter's age maybe a year or two older, that looked kind of like himself, if Peter wore red sunglasses green sweaters and was three inches taller.

"Ah, Scott there you are. I had hoped you didn't get lost on your way here." A voice came from behind Peter.

Peter whirled around to face who had said this and came face to face with a bald headed man in a motorized wheel chair.

Peter froze in his place when he heard the guy, 'Scott', behind him say "Never Professor I was just preoccupied by something that happened in the city when I was walking over here." Scott walked past Peter and into the living room.

The 'Professor' smiled as Scott walked past him and then turned to Peter. "Hello Peter. Would you mind joining you're the rest of us in the living room?" There was something in the question that said there was no room to argue and say no, so Peter, cautiously walked past him towards the living room.

It was a short walk but Peter still managed to have time to think. There was something about the 'Professor' that freaked him out. And Scott, with his creepy sunglasses, wasn't helping calm Peter's stressed out nerves. As he entered the small but homey living room he saw Aunt May sitting in the armchair by the kitchen table. (A/N I can't really remember what Peter's living room looks like in the movie but I hope this is right. Please don't yell at me if this is wrong)

"Aunt May I didn't know you were having guests. I'm just dropping by before I'm heading over to Harry's for the night. You know Harry always cramming the night before the big end of unit test. So uh... if it's okay I'm just uh... gonna head out?" Peter shifted nervously as Aunt May shifted her gaze to him. But before she could respond a voice spoke up from another part of the room, from the window.

"Well, it looks like ya are Richard and Mary's kid. Hmm I would of thought differently but the glasses gave it away perfectly." Peter was startled by the newcomer's gruff voice but even more startled by what he said. But, Peter didn't have long to register what the newcomer said because he had already started talking again. "Chuck, are ya sure your right about the kid? I mean I knew Mary and Richard neither of them had the gene at least I don't think so….." The man trailed off uncertainly.

"I'm very sure Logan, but I do not believe now is the best time to discuss it with Peter. We should talk with his aunt about our offer." The 'Professor' said from the entrance of the room, his wheel-chair too bulky for the small room.

"Uh… Aunt May what are they talking about?" Peter moved closer to the kitchen and away from the strange man by the window, Scott with his creepy glasses on the couch, and the 'Professor' by the other living room entrance by the front door.

Aunt May sighed and wrung her hands. "I guess this couldn't be hidden away any longer. Richard had the gene and so did May. Though both of their powers were quite normal that they didn't notice them at all until they were dating." Everyone except Peter straightened up in surprise and the 'Professor' leaned forward with a curious expression on. Peter backed up closer to the back door in the kitchen.

"May what are ya talkin' about? Richard had the X-Gene and so did May? How?" The man by the window walked closer to Aunt May.

Aunt May sighed again. "Richard was able to lift things with his mind. He could barely do it and it was weak, but it was enough to get him interested in mutations. When he met Mary I think he recognized that she was an empath, but I think she could only glean certain strong emotions from others." The 'Professor' leaned forward as if interested.

"Mrs. Parker how do you know this?" The 'Professor' asked.

"Charles, I know this much because she and Richard often talked to Ben and I about what would happen if they had a child, and they inherited their gifts, and Richard's work endangered them causing them to leave Peter with us." May sighed and looked at Peter who looked like his entire world had just blown up in his face. She saw him inch closer to the backdoor and opened her mouth to stop him when she saw the teapot, which she had left on the stove in case anyone wanted more tea, start rising into the air.

"Chuck," Logan pointed towards something over Peter's shoulder but Peter didn't even look behind him as he inched backwards towards the door. "Is that your doin'?" Charles shook his head and suddenly there was a huge bang from behind Peter and Peter ducked as the handle to the teapot flew right where his head had been.

Everyone stared at him with a sort of surprised look. Peter just stared at them confused until he looked over his shoulder and saw most of the teapot's pieces floating in the air above the stove. He turned back to look at May and his eyes held a freaked out scared expression that she had only seen in Peter's eyes once when she had told him that his parents had died.

Peter rushed to the backdoor, no need to be sneaky when everyone was looking at you, and walked outside. He sprinted down the street towards the city. He kept at his fast speed until he was in front of Gwen's building. He sighed and tried to forget everything that had been said back at his house. He needed to look like his world hadn't just shattered because if he did he knew Gwen would start asking questions that he didn't have answers to.

Peter sighed again and pushed down the memories of what had just happened to the back of his mind as he pushed open the door to the building.

X-X-X

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