OKAY people the '….' In between Peter's sentences at the beginning is whe he's listening to his Aunt May talk. So don't like freak out or anything ok? Cause I had a person I shall not name that's a close friend of mine read something like this conversation and she was freaking out about the dots. They're just dots people!

Okay since I have probably like shown my crazy side a wee bit too much for right now, onto the DISCLAIMER!

13SS13: Say it Phillip.

Phillip: No.

13SS13: Say it or I'll set your taco stash on fire. And don't even think about saying 'I have no idea what your talking about.' Because I know that you know that there is a taco stash hidden behind the milk jug in the fridge. I will burn them.

Phillip: *gulps* No need to be hasty. I'll do the disclaimer.

13SS13: *glares menacingly at Phillip* Do the disclaimer Phillip.

Phillip: *sweating nervously* 13SapphireStars13 in no way own Spider-Man or X-Men Evolution. This is a fanfic so seriously do not take anything in this fic personally.

13SS13: Your tacos are no longer threatened Phillip. Onto the story!

X-X-X

"Aunt May I'm going to be fine….. Of course I'll call as soon as I get there! Aunt May I know…. I know….. Aunt May I'm going to be fine!" Peter shook his head playfully as his aunt told him for the eight billionth time to remember to remember to call her if anything happened. "Aunt May… Aunt May! I gotta go my train just stopped in Bayville….. Thanks Aunt May…. Love you too."

Peter stowed his phone into his pocket and stood up to get off of the train he had taken from New York City to the smallish town of Bayville. His pinched the bridge between his nose and eyes. He had a killer migraine and the loud clicks and clack of the train weren't helping; neither was hearing or speaking, but he didn't want Aunt May to worry about him.

It had been a week since he had initially said yes to the Professor's offer. Peter had spent the entire week saying good-bye to Gwen and Harry and then packing up the things he was going to take with him to the Institute.

He walked to the exit just as it opened and he got his first real glimpse of the town, he hadn't paid any attention to the landscape from the windows. He'd been sleeping on and off for the duration of the five hour train ride.

'Well here goes everything.' Peter sighed as he stepped quickly off of the train with his backpack. The professor had said that he would send some of his 'students' to pick up Peter's things the day Peter was to come to the Institute, so they wouldn't run into him.

Apparently the Professor didn't want any unnecessary students to meet Peter just yet, so he had sent them all to a training boot camp of some sort for the first week of Peter's stay. He had said something about Peter being volatile and shouldn't be around too many mutants that could sent his powers off or something, Peter again hadn't been paying attention.

Peter saw a waiting taxi and ran quickly towards it before any other of the train's passengers could grab it. He was lucky. Normally it was impossible to get a taxi in a crowded train station at two in the afternoon.

Peter jumped in the back and showed the taxi driver the Institute's address. The driver didn't seem very happy about having to go to the Institute, so Peter figured he must be one of those extremists that thought mutants were a danger. Peter moved closer to the door just in case he had to make a quick escape.

X-X-X

Thankfully, Peter arrived at the Institute without having to do a tuck and roll out of the taxi. Peter paid for the ride and taxi peeled down the road as fast as it could as soon as Peter closed the door after getting out.

Peter sighed. Just another event in an already long day. He pulled his shades out of his backpack and pulled them onto his face. His migraine was just getting worse as the day grew on. Hopefully the Professor didn't want to chat with Peter because all Peter wanted to do was find the farthest spot away from any humanity and sleep. (A/N Such Anti-socialness from our friendly neighborhood Spider-Man .)

A loud beep erupted from the automatic gate in front of Peter causing him to wince in pain for what felt like the hundredth time in the last hour.

Peter walked through the gate and toward the big house at the end of the driveway. His fingers nervously fiddled with the Suppressor that was hanging from around his neck.

His feet quickly brought him to the front door as his mind drifted away with thoughts of sleep and maybe an Advil. His hand reached up and knocked on the door; he winced from the loud noise it made as it jarred his head.

The door was quickly opened to reveal a pretty African women with a tad too much blush on. She smiled warmly at Peter and extended her for him to shake.

"Hello Peter, I've heard so much about you from Charles. My name is Ororo." She said in a warm voice, but the second Peter's hand touched hers so he could shake it he couldn't stop the scream of terror and pain.

Flashes of smoke and fire with people dancing around it jabbed at his mind as hex- quickly withdrew his hand from hers. But it was too late. A new vision assaulted his mind. An angry crowd screaming at Ororo as her powers began to lose control and lighting struck one of the people screaming at her. Peter screamed in pain again, and gripped his head. He could vaguely hear Ororo asking him what was wrong, but the visions were drowning almost everything else out.

The vision changed once again and suddenly he was in a dark storm cloud with flashes of lightning all around him. He whipped his head to look around and he saw Ororo desperately trying to control the storm, but failing miserbaly. Suddenly a lighting strike hit her and Peter was thrown out of the vision.

Peter carefully blinked his eyes open. They hurt from being screwed up in pain for so long, so it was quite difficult. He gently gripped his head. If his headache before had been bad this one was absolutely horrible. His skull felt like it was being forcibly pulled apart.

He groaned as his eyes became accustomed to the light around. He looked around curiously. He was no longer outside. Instead he was seated in a comfortable chair by the front door. How had he gotten there? Surely he had not been able to walk from the front door to this chair.

"Peter? Peter are you all right?" He heard Ororo's frantic questions as he gripped his head.

"I'm fine. Just… just a headache." He mumbled not even believing himself.

"That, my dear boy, was no simple headache." Peter looked up to see the Professor watching him intently. "You somehow were able to get into Ororo's memories and experience them from a simple touch. You were also able to blow up the door. Ororo barely managed to get you both out of the blast radius before it exploded." Peter looked to where the door would have been but only saw a huge crater where the front steps should have been and a few pieces of painted wood.

Peter gaped at the door his hand reaching to fiddle with the Suppressor. Whenever he got nervous or anxious he would always fiddle with the Suppressor and either turn it on or off, but Peter knew that the only thing keeping him from using his Spidey powers right now, and exposing his secret to two people he barely knew was a small button. So Peter didn't press the button.

Peter cleared his throat, his eyes never leaving the crater. "Could I uh go to my room now? This is all kind of messing with my head and I think I could use some alone time to think over what happened." His tone held a bit of fear at what he had been able to do but mostly it held the tiredness he was feeling right then. Ororo nodded sympathetically and she got up to lead him to his room.

"Peter you shouldn't be afraid of what you can do. It is a gift. A very special gift. But sometimes that gift can have dangerous consequences, but that's why you're here at the Institute. We can teach you to control your gift so that it doesn't become a curse. But you mustn't be afraid of your gift Peter."

Ororo said this as she led him to his room. He nodded and opened the door and walked into his room, closing the door behind him.

He sighed, again, and walked to the bed in the corner of the room. He laid down on the edge of the bed, dropping his backpack by the door on his way to the bed.

His head leaned back onto the bed, and as soon as his head hit the soft pillow and his eyes fluttered shut. It wasn't long before he was in a deep, deep, deep sleep.

X-X-X

But it barely two hours later before he woke up screaming, gripping his head in unbearable pain as strange voices he didn't recognize began to spill into his mind. His eyes widened as he began to recognize two of the voices.

'Rogue! Scott!' he mentally yelled out in surprise just as darkness swept over his vision, and he heard a loud stomping of feet. The darkness left his vision, but it stayed close the edges of his vision.

He could feel something wet under his eyes and he put his fingers up to feel what it was. He brushed his fingers against the area of skin that was wet and brought his fingers up to his eyes to see what was on his cheeks. He gasped in between his screams. His fingers were covered in blood. Blood that was covering his cheeks. His blood.

He barely registered the click of the doorknob turning, and the door slamming open. (A/N Does this happen to anyone else? The doorknobs in my house click when you turn them so it normal to me and that might not be normal to anyone else so yeah…)

He saw a fuzzy blue being standing stock still in his door way between Scott and Rogue. All three of them were gaping at him in shock. But he didn't care. All he cared about right now was the pain that had tripled in his head, and how the blood was now pouring faster from his eyes.

He didn't see the three sets of eyes go wide shock and he didn't hear the frantic shouting as he suddenly pitched forwards his eyes sliding into the back of his head as he fainted. He didn't see them because he was gladly welcoming the darkness that was over taking his vision because it promised no more pain which he gladly excepted.

And he most definitely didn't hear the terrified screams the three produced when they saw the blood streaming from his eyes and when he slumped forward he was already gone.

X-X-X

Bit of a melancholy-ish ending there wasn't it? But don't worry our friendly neighborhood Spider-Man is completely alright but the first one who can correctly put into a review or PM me the reason why he woke up screaming in pain, crying in blood, then fainting gets a huge shout out next chapter! Okay ya'll time for me to skedaddle! See you next chapter! But don't forget to review!