Peter walked the new york streets hands in his pockets and hood up until he reached the nearest 24-hour convenience store. He grabbed a milk and set it down on the counter.

"$2.07" Peter rifled through his pockets finding only $2.05 and he'd forgotten his wallet at home in his backpack. "I said $2.07"

"Yeah I know" Peter bit back at the rude grocery attendant. He reached over and grabbed two pennies laying them on the counter.

"No. You can leave a penny, you can't take a penny."

"What?"

"You can leave a penny anytime. You have to spend 10$ to take a penny. Store policy." the store attendant reiterated. "You gonna pay? You're holding up my line."

"I don't have two cents."

"You can't afford your milk just step aside. What daddy didn't give you enough milk money?" the guy taunted

"We're talking about 2 cents."

"Just step aside." the man behind him put his beer on the counter and Peter grabbed his two dollars and five cents and moved. He was almost out the door when he heard a crash and looked back over the guy had knocked a display stand on the counter down and when the fat guy bent over to pick it up he grabbed the cash out of the register. Peter watched and the guy looked up at him and tossed him the milk he'd just been trying to buy. The teen caught it and watched as the thief ran for it, peter ducked out of the store.

"Hey! somebody stop that guy." The convenience store cashier ran out yelling at the man with the beer. Peter stood off to the side watching "Hey man a little help?" The cashier asked him. Peter shrugged.

"Not my Policy."

"Somebody stop that dude!"

Peter shook his head and turned to walk away for once in his life he didn't even feel guilty about it. At least not until he heard the gunshot. Peter froze and time almost seemed to slow down. He crossed the street just in time to see the thief rounding a corner and on the sidewalk before him was a kid. Well, a teenager, probably his age and Peter blanched at the growing red stain on the teen's shirt. He fell to his knees not really sure what to do but knowing he had to stop the blood. He put his shaky hands over the wound and pressed down hard. "Someone call an ambulance! Someone call an ambulance!" He looked back at the teen who was staring at him through half lidded eyes. Blood pooled around his fingers and peter felt like retching but he held it back "Oh my god, Oh my god."

That's how Clint found him huddled over the dead body of another teenager trying to keep pressure on the wound. Clint pried Peter off of the boy and Peter fought against him. "No! Clint we have to keep pressure on the wound."

"No, you don't, not anymore Petey." Petey. No one had called him that since he was 13 years old. Peter had never seen a dead body before. Growing up with avenger's assured him a pretty protected childhood and the shock of blood and having to see the light leave the kid's eyes. Peter heaved up half his stomach in a nearby alleyway Clint hovering just behind him rubbing a hand down his back trying to be comforting. "It's going to be ok Petey."

"No, it's not." Peter shook his head rapidly "It's not… I didn't… I could have…"

"There's nothing you could have done." Clint said firmly "If you had it might have been you and not him." Clint knew that was harsh but he needed Peter to understand the danger.

It didn't take long for the police to respond and Clint told them they could come get Peter's eyewitness account at Avengers Tower as he was minor and should be getting home. The police agreed and said they'd be over as soon as they were done at the scene.

Peter was still shaking and covered in blood when the elevator dinged. He was leaning heavily on Clint and hadn't spoken a single word the entire walk home. Clint desperately wished he'd gotten there sooner than he could have stopped the whole thing before Petey had to get involved. Spared the kind the from the site of something that would probably haunt him forever.

"Peter! Oh my god." Natasha was the first one off the couch but Tony and Steve were the first to Peter both fretting. Peter said nothing the entire time just kept his head down and that worried the two super dads more than anything. Clint was the one who reassured the other avengers and Steve led Peter up to his room to get cleaned up.

Peter had never scrubbed so hard before trying desperately to get the blood off but he could still see it whenever he closed his eyes. Steve hugged Peter tightly to his chest.

"Did you know him?" Steve asked and Peter shook his head. The teenager probably went to another school.

"I could have saved him Pops. I was right there…. I could have…" Steve just held Peter tighter.

The cops didn't ask much just showed Peter a sketch of the man and asked if it looked like the one he'd seen. Peter nodded and asked if he could keep the sketch. The policeman nodded to him and told him one other detail. The man had a star on his left wrist. Peter remembered seeing it too when he was taking the money from the register.

Things weren't the same after that. Everything felt different and Peter was wracked with continuous guilt. He woke up at night from nightmares and all he could see was the pained face of a scared dying teenager.

When he went to school on Monday he ran into Gwen. "Peter… my dad, he told me what happened." Peter remembered her dad was on the police force. "I'm so sorry." She pulled him in for a hug and in any normal circumstance he would have been thrilled but not this time. Now it just made him feel guilty. People kept telling him they were sorry. About what? They shouldn't feel sorry for him, they should feel sorry for the kid that died.

How many other people out there died on the streets like that. It became a sort of obsession for Peter. Sure his parents were superheroes but they only dealt with the big stuff; the alien invasion and the supervillains. But what about things like this? The police couldn't be everywhere last night proved it. And then there was that Police sketch of the man from the convenience store. Peter couldn't just forget it, he couldn't go back to just living his life as he had been before. He forgot about his birth parents and Oscorp and school. Nothing seemed to matter as much anymore.

The idea cemented itself in his head after school on Tuesday. Peter was out at night, just walking home when he'd heard a guy yelling at some girl pushing her against the brick wall as they screamed at each other.

"Hey!" He yelled getting the guys attention. "You like beating on girls?"

"Hey, pal just keep on walking. You're in the wrong place buddy." Peter didn't listen instead he pushed the thug who immediately pulled out a gun pointing it at Peter. Except Peter was faster, he grabbed the man's wrist and squeezed "Drop the gun, you gonna kill me too?" His voice was calm and the guy lets out a groan of pain dropping the gun as Peter crushed the bones in his wrist. Peter punched him twice before throwing him into the opposite wall. Another guy emerged from the alley, baseball bat in hand, the original thug's friend Peter surmised. The guy with the bat hit Peter in the back and Peter elbowed him and tossed him aside. Now there were about 5 of them.

The teen looked at them for a second and turned running. He pulled some cool parkour moves jumping off walls and hopping over fences. He climbed up one wall onto a fire escape and used that to get to the roof. The guys followed him up but Peter just kept going kicking and punching as he jumped around like a spider sticking to the walls. The man with blonde hair was soon the only one left standing and Peter jumped toward him dodging his punch and kicking his feet out from underneath him. The man fell slipping over the side of the building; Peter caught his left hand and pushed his sleeve down. Nothing. No star. The man in question looked terrified dangling off a building with just Peter stopping him from falling. Peter pulled up both his wrists till he had a grip on the side and then let him go. The man could pull himself up.

His goons ran around the corner and Peter was getting ready to make a break for it when the roof beneath him caved in.

Peter fell landing hard on an old boxing ring. He had the air knocked out of him for a moment but he recovered quickly, faster than any normal human, but Peter knew he wasn't exactly normal, not anymore.

"I know what you look like. You hear me! I've seen your face." The thug yelled down at him. Peter didn't respond as he sat up stretching his muscles and looking around. But something rang true in the man's words. If this got back to his Dad's they'd ground him for life. He'd thought about telling them or about going to Bruce, maybe even Coulson but in the end, he couldn't bring himself to do it. Especially not now after he'd made his choice to hunt this guy down, they'd never agree to it and Peter needed this. He wasn't sure really why but it just felt right.

Peter caught site of an old wrestling billboard and he knew what he needed; a mask. A secret identity. Most superheroes had them… unless you were Tony freaking Stark.

Not that superhero really fit what he was doing. After all, he didn't start this because he wanted to save the world, he wasn't even doing this for the dead teenager. He was doing this for himself to get rid of the guilt and maybe find some closure. It was purely selfish and heroes weren't supposed to be selfish. So no he wasn't a hero.

Peter bought some inexpensive red material online using his limited funds and made a mask with a pair of old sunglasses. Then he spent his nights sneaking out and finding any crook fitting the description of the thief. Peter also began experimenting with organic components. He wanted to replicate a spider's webbing only make it stronger enough to hold a person or even a vehicle.

He spent all his spare time in and out of Stark's labs and he even went to Bruce a few times with very vague questions. And anytime anyone would ask Peter would just brush them off telling them he'd let them know if he ever got it working.

Tony was curious, but Steve kept him at bay. Truth be told most of Peter's family was just happy he'd moved on from the death he'd witnessed and started acting like Peter again. Always working on something and always busy. So they let him be and they didn't ask too many questions.

Peter had nothing to go on but trial and error to make not only the webbing but a device to shoot it from. He got sprayed in the face with his synthetic webbing and it took him hours to pry the sticky substance off. He was at the very least headed in the right direction.

As for what he'd deemed the web shooters. Well, those were quite a bit easier than the synthetic webbing. Still, he needed them to be light but also very precise and easy to use.

"Mother hummer!" Peter yelped when he'd accidentally electrocuted himself. Tony laughed at his self-censorship and Peter blushed but he'd always refused to curse in front of his Pops; Steve Rogers was strict about language. God, he remembered the first time he'd let out a curse.

The three of them were in Tony's lab. Tony was busying himself with suit repairs and remodels. And Steve was having a go at his punching bag. Peter had been lending a hand when he was needed as well as messing with Dummy and Butterfingers. He'd been reaching down to get pick up a fallen bolt and dummy got to close and it had resulted in a head-on collision between the two. "Fucking hell!"

"Peter Rogers- Stark! Language" Steve reprimanded.

"But Pops… he and I… and it hurt" Dummy gave an apologetic whistle. And Peter patted him on the head.

"Who did you even learn that from" Steve looked accusingly at Tony who raised his hands innocently.

"Oh come on, I'm not the only one who curses on the world, Steve."

"Yeah, Pops you can't live in New York without hearing at least 5 curse words per second." Peter reasoned.

"Well not in this household." Steve made himself very clear and Peter sighed but nodded. So instead Peter had gotten rather creative with the way he worded things. Most of them made Steve rolls his eyes but Uncle Clint always got a laugh out of them.

As he got closer to a completed design he started working more in his room, away from the prying eyes of his family.

And it worked! At last. The teen marveled in awe and he swore he could hear little angels singing in his ears. Hallelujah! Oh if only Tony could see this! He could almost imagine his Dad's praise along with his signature hair ruffle.

Peter had thought about telling his parents multiple times but there had always been that nagging in the back of his mind. If his parents knew they'd freak out. Steve and Tony were cool parents for sure but majorly overprotective and in their line of work Peter could definitely understand that. It's why he always went by Peter Parker and used the hidden entrances to the tower. It wasn't the world's biggest secret or anything and Peter wasn't a crazy delinquent so the press had easily gotten bored with him and moved on to more interesting celebrity children like Harry Osborn.

Peter and Harry had been friends in grade school and Harry had always known his as Parker and Peter hadn't bothered to tell him the truth. Their dads didn't get along and he'd liked Harry a lot so he'd just been regular old Peter Parker and that was fine with him. But of course Harry had gone the way of most celebrity children with absentee fathers and was shipped off to boarding school Peter was sad to see him go.

It was weird Peter hadn't thought about Harry for a long time. They'd kept in touch for the first few weeks but they were young and the friendship fizzled with distance. Peter shook his head and continued on admiring his work and running other necessary tests. Strength, accuracy, mobility in the air.

Now all that was left was the final test run; it would be the most dangerous, and if it didn't work Peter would be a smudge of the cement below. But oddly enough even with that looking over him Peter felt more thrilled than scared. He had faith in his inventions. He made sure he was far from Avengers tower and he took a moment to admire New York Skyline easily able to pick out his home and even Oscorp from his position. Peter laid his hand on the roofs ledge and slowly lifted himself up into a handstand being careful to keep his balance, next he pushed himself up on his fingertips, then two fingers, finally one hand. It was incredible and so easy! And without giving himself time to over think or worry Peter let himself fall off the side until he was plummeting toward the ground.

"WOOOHOOOO!" If his dads could see him now. Peter laughed webbing the nearest window washing platform swinging down and walking along a bunch of cafe tabletops. He definitely needed to recalibrate a little if he didn't want to accidentally end up like a bug on a car windshield. Still, for a first time, it was a complete success.

Another of the teen's new inventions was a police scanner wired into his phone. ((Tony had given him a new one, without a tracking device though he still argued that it could be useful. Peter told his dad he'd think about it.))

"Attention all units in the confines of precinct 13, receiving a 1030 on West 19th St. and Broadway. Assailant is caucasian male mid 30's 170- 180 pounds shoulder length blonde hair." Peter listened to it while he sat at the top of the Chrysler building. "Last seen on foot heading eastbound on 19th street." Peter pulled on his makeshift mask and jumped from the building he shot his webbing at a helicopter hovering nearby and swung down.

He was a little heavy on the landing but kept his footing and webbed the guy in the back. Peter jumped down checking the guy's wrist. Nothing. And he was off again.

He kept this up every night, sometimes even during the day. People were calling him a vigilante and Peter was loving every minute of it. He even dropped a guy off right outside the police department. He was all over the papers and on the news and it made Peter realize that he needed a better suit.

He looked online needing something light and moderately inexpensive. If it was anything too much his dad would be alerted and that was the last thing he needed to explain. So Spandex. It was what all the athletes wore. He remade the mask and added the spider design.

Peter looked at himself in the mirror once it was finished. All in all the suit was a bit tight as any spandex was but it didn't look half bad.

"Peter!" said boy in question let out a muffled curse pulling off his mask and throwing on a hoodie and a pair of sweatpants. "Hold on!" he yelled shucking on some street shoes and checking in the mirror to make sure everything was well hidden before opening the door and trying not to seem suspicious.

"Yeah, Pops?"

"Can you stop by and get some eggs on your way home from school?"

"Got it!" The avengers did all their own shopping. Tony didn't like the idea of a maid up in their private suites so things like this were pretty normal.

"How've you been doing? I feel like we don't talk a lot anymore."

"Yeah, I'm sorry about that it's just I've been busy with school and stuff."

"I get that, but maybe… family dinner tonight?"

"All of us."

"Yep." Peter smiled and nodded

"Sounds good Pops. Umm.. I've gotta go."

Steve watched Peter leave shaking his head fondly as the boy nearly tripped in his haste.

AN: I was originally going to hurt Clint but let's face it, he's a super spy there's no way an amateur convenience store robber was going to get a shot in on him. And in my opinion, I think any death would have been traumatizing to Peter. Either way, I hope you guys enjoyed this chapter.