(A/N: I do not own Spiderman. That right belongs to Sony).

Peter had managed to sleep for a few more hours in the apartment before he headed out into the city for the day. He longed to stay as active as he could to clear his mind. He had been given a spare key that had been left on the dining room table so he could come back later tonight after he spent a little time by himself today. At the present time, it was around noon and he was taking a walk through Central Park with a hoodie on, considering the fact that it had been a chilly day today (Not to mention he didn't want to risk the possibility of his probably angry girlfriends running into him today).

If Peter were being honest, it had not been that good a day for him so far. As if fate had been taunting him in some cruel way, he had been given a call by the hospital just a few minutes after he left the apartment. They called to say that his aunt had been placed in the hospital's mortuary until arrangements for a funeral were made. Needless to say, that wasn't really what he needed in order to clear his head right now and it certainly wasn't helping him return to some sense of calmness as he hung up the phone without even wishing the worker goodbye. However, he shook his head and threw this little incident right out of his thoughts. As much as it pained for him to think this right now (Especially when it concerned his very aunt), there would be time for arrangements later. He needed to focus on himself right now.

As he walked through Central Park, Peter soon found himself on the Bow Bridge where he stopped to take a break from walking for a little while. He just stood and leaned over one side of the bridge and looked out onto the lake. He managed to see a good reflection of himself in the water as flowers bloomed in the distance and birds chirped all over the scene. He could feel the chilly, Fall breeze on his face as he took in the sights and breathed in the pleasant smell of the park.

It had been beautiful, Peter thought. It was very beautiful, in fact. It was honestly amazing to him what life was capable of producing, especially with the gorgeous scenery before him.

Central Park had always been his go to place to relax and calm his nerves before he ever became Spiderman. He remembered the memories of walking down the park with Gwen on one side and Harry on the other with Peter talking about his latest idea for some new, crazy invention while both of his friends just affectionately rolled their eyes at him. Remembering it now as he looked out towards the water just made him smile and chuckle a little. Those had been good memories.

However, just as soon as he laughed over it, he remembered that things had completely and utterly changed now, even more so than the day either his Uncle Ben or Norman Osborn had died. His aunt was gone, Harry was sent off to Ravencroft and who knows when he would get out (And who knows if either he or Harry would have the heart to forgive the other) and he was just on his own now.

Who was there for him to give him advice on his problems as a teenager from someone with wisdom and life experience? Who was there for him to visit after school and talk with who could relate to him as a fellow teenage boy? With both May and Harry out of his life, those two important things to him went straight out of the window.

This wasn't to say Peter was ungrateful in any way to either Felicia, Liz, Gwen, Eddie (Who was now once and for all back to being his big brother) or even the Connors. However, those specific two were ones in which he had been through so much with. He remembered how he and May took comfort in each other the night Ben had been murdered. He also remembered how Harry did his best to comfort him in his time of need after that dreadful night as well (Even if he was jealous of the attention Peter had been receiving from his father). With one of them gone from his life and the other wanting nothing to do with him at the present time, he felt as though a piece of his very soul had been taken away. The carefree part that longed to laugh and enjoy life with the people he cared about. All that was left was this currently emotionless young man that continued to look out onto the lake.

Peter continued to just stand there for a few more minutes, contemplating. He kept telling himself to think about something else, anything other than the elephant in the room. However, the problem with that was that a lot of times, they were almost always too big to ignore for long especially when it directly involved you.

The young man knew he should move on from this, get on with his life. It's what May herself would have wanted. She all but told him that as she laid there on the hospital bed. However, it was just so hard to do. She was the one that he could always count on, the one that would always pick him up when he was down. He cooked for him, cleaned for him, did his laundry for him, called him out on his crap and even punished him when he needed someone to whip him into shape. Now it seemed he needed to do all that for himself and that was the very thing that hurt the most knowing he would essentially be taking a role that rightfully belonged to her for so many years.

Eventually, Peter got tired of just standing and stopped leaning against the bridge. He wanted to stand there for a little longer and look out at the lake a little bit more…but his arms started to get a little numb from leaning them against the cast iron material of the bridge so he felt he had very little choice. He started walking into the park again, finally walking off of the bridge. Once again, trees, grass and flowers filled his vision, covering most of the skylight. However, it wasn't the only thing filling his vision right now. The thing that was also moving into his eyesight made him feel his heart drop even more than it did before he came into the park.

As Peter moved through the park, he eventually wandered into a specific area of the park without even realizing, his own thoughts taking over his ability to process either his direction or what was right in front of him. However, the thing that wandered into his line of sight snapped him back into reality.

In the distance, Peter could see several young children (That had been much younger than him) playing in the Heckscher playground of the park. This caused him to freeze as it brought back several memories of when his aunt and uncle used to bring him to this section of the park. As he saw all the things the parents were doing with their children, his heart began to sink into what seemed to be an abyss that seemed to be somehow within his body.

Peter could see several moms and dads waving to their child as they climbed onto the set and slid down the slides. If Peter looked closely, he could also see one of the dads hanging onto their child in their lap as they both slid down the slide together, both laughing and giggling all the way down.

Just as Peter's eyes seemed too frozen to look anywhere else, a child's cry screeched out into the open air. From what he could only describe as an instinct, his head shot straight into the direction of the scream, determined to help anyone who could be in danger. However, he could quickly see that it was unnecessary for him to do anything as he had been forced to watch yet another scene that might as well have been equivalent to stabbing right through his chest.

The child that had been crying had apparently tripped on his way up the rocky steps into the playground set. It looked like he had scraped his knee as he fell to the ground as he held it, tears rolling his face. Just as Peter's instincts as a superhero told him to help someone who could possibly be in trouble, the mother of the child had a maternal instinct within her that came alive in an instant. The mother dashed off the bench she had previously been sitting on and moved over to calm her son, crouching down and holding him as well as shushing him as she got out what appeared to be some mini first aid kit from her purse. Immediately, she began tending to his wounds.

That's what had stung Peter the most. Seeing that one child being tended to by his mother. When he had still been a poindexter with a pocket protector hanging out of his shirt pocket and he spent numerous days being bullied by Flash and his gang, he could always count on his aunt May to tend to whatever wound he may have gotten that day. That's what last night felt like, he just realized: It had felt exactly like losing a mother even if May had just been his aunt.

Peter took in a deep breath, shaking. Still refusing to cry, he quickly turned away from the scene and began moving away, trying his best to maneuver through the crowd. Occasionally, he bumped into some people but not wanting anyone to see him at his lowest point, he just carried on as if it hadn't happened at all, not even bothering to say he was sorry. Several people looked towards him as he almost shoved past them, either cursing him out (Which he promptly ignored even if the words hurt) or just looking at him with a look that was a mix between anger and utter confusion.

It was official, Peter thought. He was fooling himself. He, like a moron, thought that taking a simple walk in the park would make him forget all the horrors that went on last night. She was gone. She was gone. His practical mother was now gone from this world and he had absolutely no family left, someone he could always count on when there had been no one else in his life.

"I can't do this…no ... .I…I just can't do this" Peter thought, his breathing getting heavier as he continued walking at a fast pace, finding the nearest exit he could out of the park.

His current roommate had been right about one thing, Peter thought. He was not going to find what he had been looking for just hiding out from the people he cared about. However, he didn't really know if he was going to find it from those people either. They just couldn't understand how he was feeling right now, they just couldn't. He knew they meant well but they just weren't helping with his mental state right now.

Finally, Peter managed to get himself out of the park and onto 5th Avenue, thinking deeply about what he was going to do. He couldn't allow himself to just wallow in his own self-pity but he just wasn't ready to face his friends as well as both his girlfriends again. He continued to think until he got around to one possible thing he could do. As he thought about this one thing, he froze once again, this time as he was crossing the street. Only the sound of a car honking made him realize he still hadn't crossed the street yet and the traffic light had turned green.

As quickly as he could, Peter mustered his way over to the sidewalk, ignoring the 'get out of the way's and 'move it you idiot's as he did so. Embarrassed but composed, he couldn't help but think about the possible solution he thought for himself and couldn't help but wonder. Maybe…just maybe.

"No! No! Stop! You can't do that!...Not again….not again" Peter thought to himself. He honestly couldn't believe he would even think of stooping that low. That kind of thing got him seriously hurt the last time he had done it.

Unfortunately for Peter, while the idea was pushed down within his mind, it didn't really leave as he continued walking down the streets of New York. As he calmed himself down, he slowly considered one peculiar possibility. Maybe…maybe instead of relying on it too heavily as he did the last time he used it, he could do it much more responsibly. Don't just take it all on at once like he did the last time.

However, the ramifications of this course of action couldn't help but enter his mind as well. How would he be able to look into the mirror and tell himself how strong he was in the face of agony? How could he look into the eyes of his friends and say that he had done the right thing in doing this? More importantly…what would Aunt May think if he saw him doing this?

Of course, Peter didn't believe in an afterlife so he didn't really think May was looking down at him from the clouds as comforting as the thought might be. However, the very idea of the possibility of it being true made his stomach churn.

"I can't do that. Not now. I have to think of other things that I could do to help-" Peter thought as once again, he was caught frozen in his tracks as he looked across the street.

Across the street at one of the many pizza places New York had to offer, Peter could see several young teenagers (Just a little bit younger than Peter, Liz and Gwen) together. They were all sitting together outside on the patio. They were laughing and chuckling at a very funny joke one of them had apparently just told. Once again (As it was becoming a trend today), it brought back several memories of him, Gwen, Eddie and Harry together at the Silver Spoon, laughing at one of his lame jokes.

While the memories did bring him some comfort, it also brought a sense of dread as he began to think horrible thoughts and ideas. What if he along with his friends and both of his girlfriends could never be like that again? What if he was going to be this miserable and pathetic person for the rest of his life? Would he even make another quip again when he fought criminals? Would he even be able to truly smile again? As the bad thought after bad thought filled his head, his irrational side once again started to take over.

Before anyone from the group of friends could see him watching them, Peter dashed away, refusing to take another look at the happy group. At this point, he didn't really think he had a choice here. If he was ever going to get out of this mental state, he needed help and it was not going to come from any one person, especially people that didn't understand what he was going through at this point. There was only one thing that could help him and as long as he could do it in moderation without overdoing it…he should be fine.

"I wonder if he's still at the place" Peter thought as he turned at a corner and started walking down the sidewalk of a very familiar street, a street that he had grown accustomed to some time ago. Deep down, he knew there was a good chance he could regret this…but he had nowhere else to go and no one left to turn to. This had been his final option.

Without another thought, he continued walking down the street, trying to remember the way towards the place he swore he would never go towards again.

*Later that day, 7:00PM, ESU Laboratory*

Gathered around the lab were a group of six very concerned people. In the corner, one could see the symbiote just laying down in the globe shaped containment vessel. Even though in its raw form it had no face to make expressions, one could just sense the look of defeat it had as it just lied there, not bothering to move at all. It could very well have been mistaken for a pile of mud at the center of the vessel.

Curt and Martha Connors were present as they always were in this laboratory just working on producing some gene cleansers. Their son, Billy, was in the office, playing Space Wackos. They tried to keep on busy faces as they added in all the necessary components to the beakers containing the cleanser. However, inside, they were worried. Peter wasn't their son…but they couldn't help but see him as the next best thing. They couldn't really explain it. Ever since these kids all started working for them, they couldn't help but sense a certain connection to them. Through all the chaos that came to them over the past year, they always stood by them when any sane person would probably have wanted to distance themselves as far as possible from them. Not to mention all the help Peter did for them especially during the Lizard incident (Even if he did somewhat betray them by selling photos of Curt in Lizard form to the Bugle). If there was one person in both the Connors' minds that didn't deserve this emotional trauma, it had been Peter. They desperately hoped he was alright and not doing anything too dangerous (Though considering the kid's side hobby, they didn't know how likely that was).

The rest of the occupants within the lab were all sitting on separate lab stools, staring at the floor as if it had been the most hypnotizing object in the world.

Felicia and Liz were there as was expected. Felicia had her long platinum hair in a ponytail and dressed in an expensive leather jacket with a matching pair of black pants while Liz had on her usual pink blouse, dark brown overshirt and light brown pants. Due to her fast healing, she no longer needed her crutches that she had used last night after Harry twisted her ankle. However, she still walked with a bit of a limp.

Both of them also wore frustrated expressions on their faces, angered by the actions of their boyfriend. They realized he was upset and with good reason but that was no reason to shut himself out from people that cared about him, from people that could help him work through this. Isolating himself would just make things worse. While they had wanted to strangle him for what he did, they honestly just hoped he was alright, whatever he went about doing today.

Gwen and Eddie were there as well, just wearing sad expressions on their faces as they both wore their normal outfits as well. Liz had told Gwen about Peter ditching her and Felicia and naturally, Gwen texted Eddie about it.

The blonde girl just stared down at the floor, giving a sad sigh. She honestly wished she could've gone with Peter when he left the hospital with both Felicia and Liz. While she felt like both of them were doing their best to comfort him, the both of them didn't really know Peter like she did. She felt…hoped she would have been able to stop him just leaving like he did. She would've helped him regain his senses and grieve in a much more logical way and one that didn't involve wallowing in self pity and diving deep into a state of depression that would be almost impossible to get out of.

Gwen's blonde, male counterpart, Eddie, had a deep hint of regret mixed in with his sadness. He had still been beating himself up about what he had done to cause this. Throughout the day, he figured Gwen noticed as she constantly reminded him that the symbiote had control over his mind. While that had been partly true, it wasn't like he hadn't had anything to do with it. If he hadn't allowed his anger towards Peter last year to swell up within him and cloud his judgment, the symbiote wouldn't have even thought about taking control of him and he would have never even thought of letting it take control. While technically speaking, he never laid a hand on May and desperately wanted to back out of what the symbiote planned, he knew deep down he had a hand in her death and that was a dread within him that would never fade no matter who told him otherwise.

For the longest time, they stood in complete silence with the only noise coming from the clock up on one of the walls of the lab. Finally, Gwen decided to break the silence.

"Are you absolutely sure he said he would come?" Gwen asked for what seemed like the fourth time that night.

Liz just rolled her eyes at being asked this yet again. "Yes, I'm sure, Gwen. He texted me about two hours ago, after ignoring all the texts and calls that me and Felicia sent him throughout the day I might add, telling the both of us to meet him at the ESU lab today. Apparently he wants to see us all here"

That had been made clear enough when the both of them showed up at the lab a little while ago. Initially, Curt and Martha had certain objections to allowing the both of them to stay at the lab. After all, they worked with dangerous stuff at times and if they weren't careful, they could seriously hurt themselves. However, once they explained that it involved Peter, they immediately let it go and allowed them to stay.

Felicia sighed and shook her head. "I honestly don't know if I want to hug and tell him that everything will be ok…or just flat out strangle him"

No one could really object to her feeling that way. It was the agreed upon sentiment amongst the people within the room that what Peter did had been incredibly stupid even if they knew he was hurting. There were other ways, better ways he could let out his emotions like therapy (He had been seeing one for months, after all). Going out all by himself wouldn't make him feel better. It would probably only make him feel even worse than how he felt last night. They honestly hoped that was why he was coming to see them tonight. That he came to his senses and was coming to apologize. Each of them had a telling off prepared for him before giving him a calm and gentle reassurance that while everything seemed dark, that didn't mean he had to live in darkness. Not by himself, anyway.

"Liz, did he happen to mention a time. It's getting a bit late" Martha said, looking towards the office, her son instantly coming to mind. He did have school tomorrow, after all.

Liz shook her head. "Sorry, Dr. Connors, he didn't. He just said he wanted to see us here, all of us which included us, Gwen, Eddie and I think even both you and Dr. Connors"

Martha raised an eyebrow at this. Peter…wanted to see them? Both her and her husband? Why? She always knew Peter liked them as scientists and she hoped as people but did he really feel that close to them that he would want to trust them with such serious personal issues like he was facing now? She honestly didn't really know if she should be honored…or flat out worried about this as it potentially pointed to some bigger mental crisis Peter was facing.

Another fifteen or so minutes went by before Curt just sighed. "Martha, I really don't know if we can stay much longer. We really need to get home. Billy needs to eat before bed"

Martha shot a sad look at her husband before looking at the clock. She knew he was right even if she really wanted to be sure if Peter had been alright. She had no clue why he was taking so long.

With just a nod, Martha nodded and turned towards the young people in the room.

"I'm afraid Curt's right, kids. We really have to get going and I think we all need to start heading home. I don't think Peter's coming" Martha said with regret written all over her face and voice.

"I can't believe he's taking so long. Can he not see how worried we are about him?" Liz asked in frustration.

"He can't help it" Gwen said, sticking up for her best friend. "He just lost the only person left in his life he could see as a mother figure. He's lucky if he's able to think about anything at all"

"It's probably why he ran off like that…because he couldn't think of anything else" Eddie said, still looking down at the ground as he said this. "He always has a desire to be strong, to hold his true feelings close to his chest. He's been forced to practically his whole life with all the crap that's happened to him…he's trying to find a way to be strong again"

There was a deafening silence that went throughout the room as Eddie explained the actions of his younger, practical brother. They always did know Peter liked to be the tough guy, crying only in rare circumstances (Whether it be the death of his uncle or almost dying just a few months ago to some horrible mistake on Peter's part). Not even Flash and his gang picking on him all throughout the years managed to get so much as a teardrop from him. However with the passing of his aunt…they didn't really know if he could handle much more grief…not now, anyway.

Finally, after staying silent for another few moments, Felicia stood up from her seat and said "I'm going to look for him"

"I'm going with you. He wouldn't leave us hanging for this long. Unless he was doing something incredibly stupid" Liz said, agreeing heavily with the platinum haired woman.

"Can we go with you? Maybe we can split up? Maybe search for all of Peter's regular places?" Gwen asked, desperately wanting to find her friend.

"I want in too" Eddie said without even a second thought.

As the group all formed together, Martha's maternal instincts came in. She moved quickly towards the four, wanting to break this meeting up before they did anything foolish.

"Now hold on a moment, let's think about this rationally. The four of you are going to go off by yourself in the evening? What if you can't find him before nightfall? New York is a dangerous place at night! You know that!" Martha lectured, chastising the four young people.

Before any of them could even retort, the doors to the lab swung open. The doors swung open so hard, it was a miracle they didn't fly right off the hinges. This caused the six people within the room to stop what they were doing and forget all about whatever it was they had just been planning to do and look towards the now open doors and the occupant that stood at the center of the now open doorway.

"Heeeeeeey there, party animals. Sorry I'm late but hey, a superhero's gotta be fashionably late, doesn't he? Let's boogie!" The newcomer to the lab said with an almost maniacal grin on his face.

This caused the six people to just stare in both shock and wonder, not really knowing how to digest this situation. It almost seemed like a disturbing dream as they just stared with their eyes widened, threatening to pop right out of their sockets and their mouths hanging wide open.

After what seemed like an eternity, Gwen became the first person besides the person at the doorway that made a sound, a practical whimper as her mouth opened.

"Oh, Peter…no"