Ratta-tap-tap.

"Buzz off."

Ratta-tap-tap.

"Don't make me-"

Ratta-tap-tap.

"That's it!"

Gwen slammed her pen down on her desk, got up from her desk chair causing it to tip and fall backwards, then stormed over to the window. She fully intended to give Peter a piece of her mind for disturbing her studies, but as she laid eyes upon him, her expression softened. He was slumped down in the corner, with just his head peeking through the window. His brown doe-eyes were glassy amid several scrapes across his face, and upon reaching the window, she could see that his suit was torn in at least three places and his hand was pressed against his side. All it took was one look for her annoyance to melt away, replaced with something else.

"Can I come in?" He asked.

Without saying a word, Gwen slid the latch across and opened the window, allowing Peter to climb through. Instead, he tripped through, and she reached out to steady him before he could fall. She had many questions, but didn't bother to ask them. He didn't need to be interrogated.

"What's going on?" She didn't want to know, but she had to.

Peter stumbled over to the bed and silently asked for permission with his eyes, sitting down on the edge when she nodded. His head hung and he ran his fingers through his chocolate hair, not knowing where to start. She might not see him in such a good light after this, but he had come to her. It wouldn't be fair if he didn't give her an explanation.

"I'm sorry, Gwen. It's the middle of the night, you're busy and here I am, barging in here when we're not even together, and stealing your time." He rambled.

"Forget my time, forget my studies, that's not important." She insisted. "You look like Hell, but I can't do anything if you don't talk to me."

"Are you sure? I shouldn't be bringing this to you, it's not fair."

Gwen hesitated and then sat down next to him on the edge of the bed. She was no longer concerned about the time of night nor her studies, only with him, and whatever had happened.

"We might not be together right now, but it doesn't change how I feel and… even if things don't work out between us, I will always be here for you. Anything you tell me will stay between us and I'm not gonna turn my back just because things are complicated."

Peter lifted his head and turned to look at her. His eyes were wide and anything positive was vacant from his expression.

"I'm sorry, I didn't know where else to go. I don't wanna go home to Aunt May like this, she'll freak out and I- I-"

"Okay, stop." She cut in, afraid that he would slip into a panic attack if he continued. "Take a deep breath and then tell me what's going on."

With a nod, he inhaled deeply and then exhaled slowly. He didn't feel much better than before, but he was no longer panicking.

"I screwed up, Gwen." He admitted. "I screwed up badly."

"Huh… is that why you look like you've been partying with a pack of wolves and then thrown under a bus?"

He wanted to laugh at her joke, but he couldn't find it in him, not even able to manage a smile. Instead, he locked his eyes on hers and answered her question without saying a word.

"Oh… well, it's okay. We all make mistakes, it's nothing to lose sleep over."

"No." He refused. "I wish it was that simple, but it's not."

"When you say you screwed up badly, how bad are we talking?... Like Peter Parker bad or- or Spider-man bad?"

"Both." He muttered. "As Spider-man, I made a Peter Parker decision, and now I hate myself for it."

"Talk to me." She encouraged him. "I want to help, but I need to know what's going on first."

"Alright…" He agreed. "Earlier there was a prison break and… and there was one guy that I gave chase to, and I had him backed into a corner until… he gave me a sob story, and, being me, I fell for it. I let him get away. Less than an hour later, there was a robbery at a store and I couldn't get there in time. He… he killed everyone inside."

"Everyone?"

"Two workers, an elderly woman and two children." He explained.

Gwen's mouth hung open and she blinked in surprise. Of all the things she had been expecting, this wasn't one of them. She broke the eye contact he was holding with her and glanced around the room before settling her stare on her hands in her lap.

"Say something." He prompted.

"I'm trying… I- I really don't know what to say."

"Y- you're not even able to look at me."

"No, that's not- Like I said, you made a mistake, albeit a really bad one, but I don't see you any differently." She insisted. "I just think that you need to separate your own feelings from your job as Spider-man."

"I know, it was stupid." He agreed. "I'm so stupid. How am I supposed to live with it? Knowing that my mistake cost four people their lives… I wasn't kidding when I said I hate myself."

"Peter-"

"Why do I always make the worst mistakes? It's so dumb. I wish… ugh, I wish Peter Parker would just go die in a hole when I put on the mask." He ranted. "And now, here I am bringing it to you, while you show me nothing but love and understanding despite the fact that I've already broken your heart and I don't deserve any of your compassion or to even have you listening to me right now. You would be so much better off without me, and so would the city. All I ever do is cause pain, whether I'm Peter or Spider-man, and I'm tired of it. I'm so tired of being Peter, even when I put the mask on. I'm still just the idiot kid from Queens, and a spandex suit and these superpowers are never going to change that!"

"Hey, hey!" She snapped, grabbing his face and making him look at her. "You're being way too harsh on yourself, Peter."

"You should hate me too."

"Well, tough." She shrugged. "Because I don't, and I never will."

"You should."

"Let me break it down a bit for you." She began. "You may make mistakes, but who doesn't? The difference is that your mistakes sometimes come with a cost that is great… and you're forgetting something."

"What?"

"Without Peter Parker, there would be no Spider-man. He is you, Peter." She reminded him with a small smile. "And you're here right now because you need support, there's nothing wrong with that. I would rather have you here in the middle of the night, spilling all of this, than silently beating yourself up over it… and I know that it wasn't just my heart on the line that day, you hurt yourself too because you thought it was for the best. Even if we can't be together, I'm still better off with you in my life." She said confidently. "The same goes for the city. Four people died, but how many more would have died in the past few years without Spider-man- without you? Hundreds? Thousands even? I'm no expert, but I do know that no matter how hard you try, how much you want to, you can't save everyone."

"Why?"

"Because that's life. No matter how many lives you do save, there's always going to be one in ten that you can't."

"No, I mean why do you keep me around? Why would you ever love someone who can't give you what you deserve?"

"It's a curse." She joked in a lighthearted manner. "It's not like I chose this, it just happened."

"Gwen-"

"I'm not done." She cut in. "If I had to say everything in my heart, we will be here until this time next week… but when I told you that I love Peter Parker more, I wasn't just saying it." Gwen paused for a second, inhaling a breath and allowing him to take it in. "It's impossible to pick just one reason when there are so many, but I guess I'll start with those big brown doe-eyes of yours. Cheeky and mischievous at times, but mostly full of light and full of love. If you have ever wondered why I can never look you in the eye when I'm mad at you, it's because if I do then I'm jelly." She laughed.

This time, Peter managed to laugh with her, but it lasted only seconds before he fell silent again. He didn't bother to utter a word as he stared at her with the big brown eyes that she had been gushing about.

"And then there's that laugh; cute, dorky, kinda sexy and incredibly infectious." She added. "Oh, and the smile that usually follows. Once again dorky, but also my favourite expression to see on your face."

"Hmm…" He hummed thoughtfully. "Sexy, huh?" He raised his eyebrow with a grin slowly twitching at his mouth.

"Don't read too much into it." She teased. "Oh, but I'm nowhere near the best things yet."

"You mean there's more?"

"Much more." She beamed. "Like the little crease between your eyebrows when you frown, and the way you jumble your words when you get nervous."

"Really? Because I think that's kinda lame and-"

"Shut up, I'm not finished." She snapped. "There's also your cheesy jokes and witty one liners. I'll admit that they're not even funny, but it's just the way you come out with them that is."

"Gwen, you really don't have to-"

"I'm still not done!" She interrupted again. "Another thing is your smarts, most people don't see it through the dark and brooding persona that you hide behind, but you have the ability to come up with solutions in the blink of an eye."

"Yeah? And look where that got us… Did you forget that I was the one who provided Doctor Connors with the equation that he used to try and turn the entire city's population into giant dinosaur sized lizards?"

"No, but have you forgotten that without you swooping in to save the day that he would have succeeded?"

"No."

"Well then." She concluded. "Moving on from your smarts, there's that pout you do whenever you get disappointed or when you're trying to be convincing. I don't know why, but it works like a charm every time."

"What? I thought that you caved because… Okay, never mind."

"But the best thing, Peter… is how much you care. You make mistakes, you fall and pick yourself up, things happen and you resent yourself, but you care. You don't give up and quit, you try to fix it or to make up for those mistakes." She said, unable to keep the smile off her face. "You have such a big, golden heart beating in your chest, and that's what makes it so easy to love you."

Peter opened his mouth to say something, but quickly closed it again. He didn't have any words, at least none that could compare to everything she had just put the time into telling him, so he didn't want to speak. Over the last few hours he had felt like he was dragging around a tonne of chains with him, but while he still felt some weight, he no longer felt that heavy. Deep down, he knew she was right when she'd said he couldn't save everyone. It never made him feel any better when those times did occur.

He exhaled a deep breath, suddenly aware of how close they were sitting to each other, and feeling flushed. His heart thudded in his chest, willing him to make a move, going to war with his head that made a mission out of reminding him of all the reasons why he shouldn't.

"Peter…"

Gwen's voice rang in his ears, snapping him back to reality, and he felt a surge of embarrassment as he noticed his hand against her cheek. Having been deep in his thoughts, he didn't know exactly how long it had been there and with a silent laugh, he tried to remove it only to have her stop him.

"What am I doing?" He asked, more to himself than to her.

"It's okay, you don't have to push me away." She said softly. "I know you're afraid, and that there's a million reasons why we shouldn't… but that doesn't mean we can't."

"I can't." He sighed. "And it sucks because I do love you… it's painful, trying to pretend that I don't and trying to stay away."

"Then stop trying."

"I can't." He repeated.

"Okay." She said simply, turning away from his touch and standing up.

"Where are you going?"

"You said you can't, but that's not what you're showing me and I can't handle it." She explained. "You can't have me as your friend and keep putting this tension between us, because that isn't fair. If we're gonna be friends, then no more of that. I'm sorry, I just can't be friends with you when you look at me that way or you do all of these things."

"Gwen-"

"It's fine, I'll be back in a minute, I just need some air."

"I'm sorry, I didn't mean to upset you."

"I'm not upset." She muttered. "This is gonna hurt me to say, but I'm going to get some air now and if your mind's made up and you really can't, then I want to come back to an empty room. No more mixed signals."

Hanging her head, Gwen turned her back and reached for the doorknob but as she twisted it, a web closed the door, preventing her from leaving the room. Dropping her hand back down by her side, she lifted her head and slowly turned back around to find Peter standing right behind her.

"Okay, why did you do that?" She asked. "What are you thinking? I told you that I can't stand this anymore. I don't want to repeat myself but-"

Her rant was cut short when Peter grabbed her face firmly but gently, leaned in and kissed her. In surprise, her eyes widened but closed only a second later as her hands came up to cover his own on her face. All the thoughts that were in her head before had vanished, and she wasn't sure she could form a coherent sentence. She didn't want to find out. After a minute or so, spent frozen in the moment, he pulled away.

"I don't need to think about it, Gwen." He said breathlessly. "I already know what my choice is."

"I don't want this if you're just going to change your mind again, I'm not doing the on again off again, it's-"

"My mind is made up." He assured her. "I'm done pushing you away and pretending that I'm okay with it. There may be a million reasons why we shouldn't be together, but I can think of a million more why we should."

"That means no more breaking up, if it happens again then-"

"It won't." He insisted. "As I said, I've made my choice. I choose you."

"Oh boy… I'm in deep, deep trouble." She muttered jokingly.

Peter laughed and rolled his eyes. "I should really let you get some rest, it's almost two in the morning."

"No, don't leave. You should stay the night, clean yourself up and then go home to May in the morning when you don't look so… erh… so rough."

"Oh, trust me… you don't want me in your bed right now, I smell like charred chicken."

"That's why there's a shower here too." She joked.

"I guess one night wouldn't hurt." He shrugged, with a smirk plastered on his face.

"Just one thing…"

"What's that?"

"How long until the web on the door dissolves, I was kinda gonna use the bathroom before you trapped us both in here?"

"Oops, I kinda didn't think about that…"

"How long?"

"Like two hours."

"Can't you get it off?"

"Nope. Webs are pretty much like superglue for those two hours."

"Yikes… Okay, never mind." She dismissed.

"Is there a way I can make up for it?"

"Well, I would make you sleep on the floor, but you've had a rough day and you have me in the palm of your hand right now, so I'll settle for another kiss."

Peter smiled silently, and without saying anything more, he leaned in to kiss her again, though this time she beat him to it, almost losing her balance as she stood on her tiptoes and hung her arms around his neck. He placed his own hands on her hips to steady her, and couldn't help but laugh at her lack of care.

Gwen held back a laugh of her own as his breath tickled her cheek. She had been fine, in the time that they'd been separated, but she hadn't realized just how low she had felt until he had tapped on her window a couple of hours ago, disrupted her studies and reignited the flame that she had been trying hard to fizzle out throughout the last two months. She couldn't explain them all, but there were a million more reasons why she loved him, some didn't even make sense to her. After all, she hadn't invited him to dinner with her family that first night for nothing.