AN: Hello and welcome to a new chapter of Excelsior! This one was so much fun to write and I really hope you all like it. Eternal thanks to my lovely beta annbe11. Please be sure to check out her story Rajah's Curse if you are interested in magic, intrigue, and tigers.

Inexplicably Amazing

Empire City

The first thing Peter became aware of was that his throat was dry. Almost like he had decided to gargle a desert before going to bed. The second was that there was a very annoying buzzing coming from overhead as well as a beeping from somewhere near him. There was a brightness as well, so bright that Peter squeezed his eyes tight against it. He tried to move his head away but his movements were sluggish, like there was a significant lag between his brain the rest of his body. When he finally managed to open his eyes, he was almost blinded by the white glare around him. A few moments later, things came into enough focus that he could see the world around him.

He was in a hospital room, currently lying in a bed with a scratchy blanket pulled up to his chest. Fluorescent lights buzzed above him while a beeping heart monitor stood next to the bed. The window blinds were open Peter groggily looked around, letting his eyes skate over the room. When his gaze reached his opposite bedside, he blinked in surprise.

Aunt May sat against the wall, her head drooped in sleep and an open paperback book laying in her lap. Peter opened his mouth to give her a greeting, but all that came out was a gravely rasp. Still, She jolted awake at the sound — she had always been a light sleeper — and focused her gaze on him.

"Peter!" she cried happily, practically flying from her chair to wrap her arms around him. Her grip was as strong as steel, but Peter couldn't even find it in himself to complain. After a bit of effort, he managed to lift his arm enough to wrap around her back in a weak hug.

"Hey, Aunt May," he croaked.

"Thank God you're okay," she said, "I've been so worried."

"Can… can I…" Peter said in his dry voice.

"Oh!" said May before immediately letting him go and grabbing a cup with a straw in it. "The doctor said if you woke up you could drink this." She held the straw up to his lips and Peter drank. He could never remember water tasting so good and would have downed the entire cup in one sip if Aunt May didn't pull it away. With his throat moistened, he was able to look at May with a little more focus.

"How long have I…" The rest of the question was lost in a cough, but May seemed to understand.

"You've been asleep here for two days," she answered. She gave him another big smile. "I'll be right back. I'm going to go get your doctor." She gave him a kiss on the forehead and stood up. "I'm so glad you're alright."

With that, she walked out of the room. She was only gone for a few minutes before she walked back in followed by a woman with short blond hair and a doctor's coat.

"Welcome back to the waking world, Mr. Parker," she said brightly. "My name is Dr. Atwater. I'm the one who's been taking care of you during your stay here."

"Oh," said Peter dumbly. "Hi." He gave a little wave.

"Hmm," she said, giving his hand a look as she dragged a chair closer to his bedside. "You've got your motor functions back so soon after waking up. That's surprising."

"It is?" Peter asked.

"Surprising, but a very good sign," Dr. Atwater said with a smile. She sat down in the chair and leaned forward. On the other side of Peter's bed, Aunt May retook her seat. "Do you remember why you're here?"

"Y-yeah," he said. His head was feeling a little fuzzy, but he was fighting to stay focused. "Ned and I were at the Stark Expo when a spider bit me. A really big spider."

"Yes, that's what your friends told the paramedics who brought you here," Dr. Atwater said. "Looks like your memory is doing okay too. We moved you out of emergency care that night after we took some of your blood. Normally, we would take blood to find out which venom was in your system so we could counteract it. After we stabilized you and took a sample, however, we found nothing. We could only conclude that your body was actively eliminating the venom from the moment it entered your body." She gave him another smile. "That's a hell of an immune system you got there, big guy."

Didn't do me any good when I got that flu for midterms last year.

"Anyway," Dr. Atwater continued, "you seem to be doing okay now that your awake, but we're going to keep you here for two more nights. We just want to make absolutely sure you're healthy."

"O-ok," Peter said with a nod.

"I can take him home then?" Aunt May asked.

"I think so," Dr. Atwater said with a nod, "barring any unforeseen changes." She stood up and placed her chair by the wall. "I'll send the nurse by later to see if you need anything. In the meantime, I have other patients I need to see to, so I'll leave you two be. I'm happy to see you're doing better." She smiled at the two of them before walking out of the room.

Peter and Aunt May spent the next few hours just talking and reassuring themselves that Peter was just fine. Eventually, when it was late afternoon, Aunt May gathered her things and bid farewell to Peter with promises to call him later tonight and to come back and visit soon.

After a nurse drew some more blood from him and brought him dinner, Peter was flipping through the hospital's limited television channels when his door opened again. A doctor Peter didn't recognize walked in and closed the door. He smiled before pressing his side. Peter's mouth dropped open as the man's entire form flickered like TV static before he suddenly transformed into a completely different person wearing a sweater and a baseball cap. The intruder took his hat off and gave Peter a grin.

"Hey, kid."

"Mr. Stark?! What- how- what?!"

"New thing I've been working on," Tony said happily, tapping a boxy-looking device on his belt. "Short-term image inducer. Figured it would be a good field test since visiting hours are over. Works okay, but still a little finicky. Also makes my teeth taste funny." Tony started to walk into the room, but paused and began looking around. He peeked into the small bathroom and even looked under the bed.

"Mr. Stark…" said Peter. "What are you doing?"

"Checking if your aunt is still here. I'd prefer to avoid a confrontation."

"And you're checking for her under the bed?"

"It's called 'being thorough', kid. It's a skill you'll need to learn." Satisfied that Aunt May was not hiding in any dark corners, Tony took a seat at Peter's bedside. "How ya feeling?"

"I'm okay," said Peter, adjusting his position in the bed to be more upright. "I'm still a little woozy from time to time, but I don't feel sick or anything." There were a few moments of silence before Peter spoke again. "Why were you at Expo? I thought you didn't go in public outside your armor."

"I still do, but I'm always incognito," Tony answered, crossing his arms. "I wasn't planning on going, but I decided I could stand to check things out this year. Besides, part of me wanted to make sure you didn't get into trouble." Tony paused before giving Peter a significant look. "Somebody's got a lifetime ban from Horizon Labs, after all."

Peter suddenly felt sick and turned his head away from Tony to stare at the ceiling. He had no words to respond to that.

"Hey, if you don't want to talk about it, we won't talk about it," Tony said, waving the subject away. "Believe me, kid, it's nothing compared to the number of places I've gotten myself thrown out of over the years." He shrugged. "Granted, I ended up immediately buying most of them out of spite, but that's not the point. My point is that I trust you, but I still want to keep an eye on you."

Peter turned looked back to see Tony giving him what could be counted as a crooked smile. Peter found himself smiling back.

"Thank you, Mr. Stark."

"No problem, kid." There were a few moments of silence before Tony stood back up. "Well, I just wanted to check in a make sure you were doing okay. I'll give you the week off from coming uptown to make sure you're all good and ready to work again. I mean it, kid," he said, immediately stopping the protest that Peter was just about to voice. "As soon as you get home, you're taking a week off from Stark Tower, no ifs, ands, or impertinent teenage buts about it. Clear?"

Peter blinked up at him but did nod his head in understanding.

"Okay, Mr. Stark."

"Goodie," said Tony, leaning down to give Peter a slap on the shoulder. "You rest up and don't worry. Your glue is gonna be there waiting for you when you get better. Have a good night." Tony walked toward the door, flipping the switch on the device at his belt and reassuming his disguise. With another wave to Peter, Tony made his departure.

Peter yawned and glanced at the window. It had gotten dark out and he was feeling tired again. He used the remote by his bed and turned out his room lights before lying back down. A flicker of thought went through his head and he reached up to take his glasses off. His fingers only met his own skin.

He hadn't been wearing his glasses.

Tony walked a few blocks away from the hospital, looking around the streets of Midtown. This area was actually a really safe part of the neighborhood, especially considering this place was practically a stone's throw away from Hell's Kitchen. That was the main reason he had gotten the paramedics to bring Peter to this hospital. Even as night was falling, the worst things out on the street were a couple of drunks stumbling home to sleep off a night of either celebration or sorrow-drowning.

Tony hated that there was still a small part of him that wanted to be right there with them. He just shook his head and pulled the sunglasses out of his pocket. He tapped the frame as he put them on, turning on the heads-up display.

"FRIDAY?"

"I'm here, boss. How's the kid?"

"He's doing fine," Tony said with a smile. "Don't worry your little electric head about him. He'll be back to the workshop in no time." Tony paused as he passed a man in a cape walking down the sidewalk, some Pro-Hero on one last patrol before the end of his shift. "I need you to send the suit to my location. It's time I had a talk with someone."

"On it, boss. Just promise you'll go it easy tonight."

"I just wanna talk to him, FRIDAY," said Tony. "Honest."

When he had made it another block away from the hospital Tony ducked into the first alley he could find. A few moments later, the pieces of the Iron Man suit arrived and Tony was soon flying through the sky. Night had fully fallen by now the city was all lit up beneath him. He didn't have very far to go and flew toward the tallest building in Midtown. He came within a few blocks of the building and angled toward the penthouse balcony. The building was made of glass that looked black in the night and had the name Oscorp in big white letters running down the side of the building. He caught sight of his target window and flicked through the vision modes of his helmet. Thermal imaging showed there was only one person in the penthouse office and a quick scan of electronic frequencies revealed no new surprises around the balcony. One couldn't be too careful when dealing with this guy.

Tony angled himself closer until he hovered just outside the floor-to-ceiling window of the penthouse office. On the other side of the tempered bulletproof glass, Norman Osborne sat at his desk signing forms. A glass of scotch sat on the desk within easy reach of the CEO, condensation gathering on the glass before dripping to surface of the mahogany desk. Tony only had to wait a few moments before Norman realized he wasn't alone and spun his chair to see him. There was a flash of irritation across Norman's face before he smoothed it into a smile and pressed a button under his desk. The glass doors to the balcony opened and Norman picked up his scotch before walking outside.

"Good evening, Stark," Norman said, raising his glass in a toast before taking a sip. "What a wonderful surprise."

"Osborne," Tony said coldly.

"Why don't you come inside and let me pour you a drink?" Norman urged, grandly beckoning to his office. "We can have a civilized discussion."

"I'm not here for pleasantries, Osborne," said Tony. "I'm here about the spider."

Norman's poker face was immaculate as he slowly took another sip of his scotch. "Spider? I'm afraid I'm not aware of any-"

Tony opened his hand and projected the images of multiple documents in the air. They featured the Oscorp logo, images of a large spider with the number eight painted on it, and many had red stamps labeling them as 'Confidential'. Norman took in the documents before giving Tony a flat look.

"Ah… that spider. I remember now."

"I'm sure you do," growled Tony, closing his hand and cutting off the holograms

"I was under the impression we wiped those files two days ago," Norman said conversationally. "Can it be that you have a spy somewhere in my ranks?"

"Don't flatter yourself. I hacked your database. Your IT guys missed the latest kernel patch and your files didn't delete quite right." Tony couldn't help the smug smile under his helmet. "Something to mention at the next staff meeting."

He saw Norman's fingers tightening around the scotch glass despite the neutral expression on his face.

"I'll be sure to do that, thank you. Any particular reason why you're hacking my servers and stealing my files?"

"Because your spider bit a kid. I wanted to see how hurt he was before I decided how badly I would ruin you."

There was an odd expression on Norman's face at that. "I'm not sure I see why you're going to such lengths for a simple accident."

"The kid's a valued employee. And he got hurt at my Expo after I gave him tickets. I take responsibility for things like that. Unlike some people."

"I can assure you that I did, indeed, react responsibly to this event. The employee who caused the mishap is no longer under Oscorp employ." Norman leaned against the railing of the balcony and looked out over the city. "A shame, really. I had such high hopes for Dr. Warren."

"Of course, you did," scoffed Tony.

"Come now, Stark," Norman said chidingly. "We are both men of the future. All we want is to raise humanity higher than it has been before."

"We are not the same, Osborne. I make new technology. I make devices that help people. What your pet wackos do is creepy and wrong."

"You truly think so?" Norman asked, an absolutely infuriating smile on his face.

"Quirks made us reevaluate everything we know about human DNA. It's changed our species in ways we still don't fully understand yet. And even still, all you people want to do is play with our DNA like a cat with a ball of yarn."

"Such are the paths we must walk for the sake of progress," Norman said, downing the remainder of his scotch. "Future generations will applaud our accomplishments, Stark. And, for the record, I truly am sorry about what happened to that boy. We saw that his medical costs have been paid in full, but I believe there is a rather expensive fruit basket in the mail for him and his aunt."

In an instant, Tony was practically nose to nose with Norman. The man, to his credit, did not even flinch.

"Let me make this very clear, Osborne," growled Tony. "You keep your slimy hands far, far away from that family. If I find out you've done anything even related to them, I'll bury you so fast you won't even know what direction is up. Understand?"

Norman maintained eye contact with Tony's glowing photoreceptors and smirked. "What I understand, my friend, is that you are forgetting yourself. You're so busy threatening me that you've forgotten that I am all that is keeping certain other things buried."

The words were like a knife in Tony's gut, but he struggled to make sure it didn't show from the outside. If he showed any sign of weakness, Norman would win. Even still, Norman's smile grew slightly wider. He turned from Tony and walked back into his office before giving him a mocking salute with the scotch glass.

"It's been a pleasure talking to you, Stark. Do drop by again sometime." With that, he closed the balcony doors and sat back in his chair.

In that moment, Tony wanted nothing more than to fire every missile, rocket, and other projectile in his suit straight into that office. Instead, he just sighed and flew towards Stark Tower. It had been a trying night and he needed sleep.

SLA Primary Campus, Salem North

The curtains were pulled closed in Jean's room, closing it off from the early evening sun and casting the room in shadows. The main source of illumination was a shining green lava lamp, something that Jean had had since she first moved into the mansion. The oozing light played across the room, illuminating the landscape posters adorning the walls, the fairy lights over the bed that she had put up a few years ago, and the small flock of paper cranes that lived on her bookshelf.

There were six textbooks currently floating through the air, slowly orbiting in a circle around the room. Jean sat cross-legged on her bed, her eyes focused on the textbooks as she slowly breathed in and out. She was calm. She was composed. She was in control. After a quick nod to herself, she held up the seventh textbook that had been lying across her lap and took hold of it with her telekinesis. The seventh book joined its brethren in their parade around her room.

Adding the seventh book seemed to be the current limit on her multi-tasking, Jean realized. The books were starting to shake and dip unsteadily in the air. When she felt something drip from her nose, she quickly set all the books down and used a tissue to stop the bleeding.

I think that went well. I'm not pushing my weight limit yet, but I'm definitely doing better with multi-tasking. I think I'm making good progress.

When her nose had stopped bleeding, Jean stood up and stretched before opening her curtains. She still had some time before dinner, so she figured it would be a good idea to make some progress on her math homework. Before she could sit down at her desk, however, she saw a light on her phone telling her she had a new text message. She grabbed her phone and unlocked it before pulling up the message.

Kevin: hey Jean. we're meeting up at danger room e for a little group combat exercise. get here as soon as you can.

Jean immediately felt panic shoot through her body when she saw that the message had been sent to her almost a half-hour ago. In an instant, she had lunged across the room and ripped open the drawer holding her workout clothes.

"Group exercise?! I didn't know anything about any group exercise! It wasn't on the calendar!" she said to herself as she tossed a loose t-shirt over her head. She grabbed her phone and flicked through her text history. Nobody had texted about any group exercise before Kevin had sent her that text. Had they talked about it during a homework session? Did she totally miss it? She needed to hurry.

Jean had only one arm through her jacket and was still pulling her shoes on as she hopped out of her room and sprinted down the hall. She took the grand stairs two at a time and ducked around a group of three students who thought the staircase was a great place to have a conversation for some reason. Then Jean decided to skip the last five or so stairs and jumped for it before zipping across the entrance hall and slamming one of the doors open. The natural beauty of the grounds was staunchly ignored as she turned and ran to the side of the building to a long line of metal bike racks. The campus of SLA was large and spread out enough that many students opted to bring their bicycles to allow easier commutes. Jean found her bike and started twisting the dial of her lock, her trembling fingers making the task particularly difficult. When she had finally opened the lock, she leapt on her bike and peddled down the paved path like a bat out of hell. Jean blazed past the other buildings close to the mansions. Classroom buildings, dorms, gymnasiums, and even the Support Workshop.

After making a few more turns and almost skidding into two different trees, Jean finally reached Danger Room E. The building was the size of a high school gymnasium and the outside was mostly featureless except for the SLA logo and a big letter E. Jean dumped her bike in the frosted grass and ran for the door, fumbling in her pocket for her student ID until she pulled it out and swiped it in front of the scanner. The door opened with a welcoming blast of warm air to let her into a waiting room like one found in a doctor's office. Instead of a doctor's desk, however, there was a large metal door with a wall-mounted control panel right next to it. The control panel was currently displaying various readouts of the current session, but the most prominent part of the screen was the message ROOM IN USE in big red letters. Jean swiped her ID again and pressed a button to affirm that she would indeed like to enter.

The doors opened to a sight of absolute mayhem. This had clearly been a market street of a beach city, but most of it was now on fire. She could see evacuating civilians in the distance and whirring helicopters in the air shining their searchlights on the city below. In the distance an orange sun set dramatically upon the roiling ocean, its fiery rays blending in perfectly with the burning cars on the street. In every direction Jean could see, there were dismembered pieces of robotic bodies. The still-functioning robots, looking like weird bipedal armored beetles, were swarming on top of a makeshift barricade of market stalls and food trucks, climbing up the sides of the battered vehicles to charge further in.

Jean's eyes found the Wards. They were making their stand within the barricade. Scott was firing optic blasts from the visor he wore during combat practice, strafing across the horde of robots climbing over the barricade and blasting away dozens of combatants with every glance. Jubilee had shed her gloves and was throwing sparkling balls of fire and light into the metal horde, each projectile screaming through the air before exploding like a grenade. Piotr had focused his attention on the smashing any robots that got through their defensive line, his metal muscles more than capable of ripping the robots limb from limb. Even Kevin found his own way to aid in the battle. Jean saw the glove of his containment suit retract from his hand before he touched a nearby palm tree. The Room had recorded his power and it obligingly rotted away that section of the trunk before it collapsed on top of four robots trying to climb the barricade. Then he took up a broken shaft of a street sign and waved it around, looking ready to swing at whatever came close.

Jean felt her breath catch in her throat. They were all facing incredible odds. They were all fighting their hardest.

They all truly looked like heroes.

Scott had just finished blasting away another wave of robots when he caught sight of her. Jean imagined she must look pretty bizarre, standing in a doorway that seemingly appeared from and led to nowhere. Scott's face was shocked for a moment before he came back to his senses.

"Computer, pause program!" he yelled.

Just like that, everything stopped. The robots hung still in midair. The helicopters above came to a halt. Even the roaring flames became frozen in time. The other Wards looked around in confusion before they all rounded on Scott.

"What the hell, Scott?!" demanded Jubilee. "We were kicking their asses. Why'd you pause the program?" Jubilee noticed Jean a second later. "Oh," she said with a glum look on her face.

"I-I'm sorry I'm late," Jean said, wringing her hands. "I didn't know we were having this exercise. I must have missed that conversation. I'm just glad Kevin texted me."

Scott looked over his shoulder to glare at Kevin, who remained entirely unaffected and just shrugged.

"I'm not apologizing, Slim."

Scott turned his attention back to Jean and grimaced.

"Jean…" he said hesitantly, "You… you didn't miss anything. Kevin wasn't supposed to text you about the exercise at all."

Jean blinked.

What? That can't be it? That doesn't make sense.

"What do you mean, Scott?" she asked, a tremble in her voice.

"What I mean is," Scott said with a wince, "I figured it might be better if we had this exercise without you. Your powers just end up hurting you if you overdo it and…"

"And combat training would probably be wasted on you," said Jubilee, moving forward to stand next to Scott. She leaned her elbow on Scott's shoulder and gave Jean a smarmy smile. Scott just looked at Jubilee with annoyance as she said, "I mean, it's not like you're actually taking the Entrance Exam, right? You doing combat training would be pretty useless."

Jean swallowed, suddenly feeling a bit nauseous. A glance past Scott revealed that Kevin was looking anywhere other than at her while Piotr was sitting on a destroyed fruit cart, patiently waiting for the exercise to continue. Jean turned back to see the pained expression on Scott's face. Even he couldn't muster up enough any supporting statements for her.

"…Okay," Jean said with a little nod. "I'll just… I'll just leave you to it, then." She turned and walked back into the waiting room.

"Jean, wait!" Scott called, shaking Jubilee off his shoulder and jogging after Jean. He caught her hand as she was halfway across the waiting room and turned her to face him. "Jean, I'm sorry. I just…" He stopped, swallowed, and pulled her into a gentle hug. "I just don't want you to get hurt. Okay?"

Jean stood there in his embrace, her cheek pressed into his shoulder. Her arms rose to return the hug, but they stopped at just touching Scott's sides. When Scott finally released her and tried to gauge her expression, Jean struggled to put a smile on her face.

"Scott, it's okay. I get it." Her voice was barely louder than a whisper. Her throat was dry and she turned away from Scott as she felt a stinging behind her eyes. "I… I'm gonna head back to the mansion. I'll see you guys later, okay?" She gave one last glance toward Scott, who now looked very uneasy, before she walked out the front door.

This time he didn't follow her.

Jean was in a daze as she made her way back to the mansion. On her first trip, she was running on pure panic, but now? Now she was trying not to feel anything, but she wasn't succeeding very well at that. She reached the mansion and mechanically locked up her bike in its usual spot before entering the mansion and climbing the stairs.

It was only when she was safely locked in her room that she allowed herself to cry.

She didn't end up going down to dinner that evening and instead remained curled up on her bed. She had fallen into an uneasy sleep by the time Scott came to check on her. His hesitant knocks didn't wake her up.

Jean had a smile on her face as her next piece of paperwork was moved to the Done bin. Just a few more forms to fill out and she'd be able to go out to lunch with Scott. They had both been working so hard lately and they really deserved to take a break.

It had taken a lot of hard work and sacrifices, but they'd finally achieved their dream of running their own hero agency in Empire City. Their agency had a warm and inviting air to it and they were already working their way up in the Hero Rankings. Relaxing music hung in the air and Jean settled into her chair, humming along with the melody as she filled out another report. She looked up from the form to gaze across the room at Scott's desk where he was on the phone with someone who was in the merchandising business. Once there was merchandise of them, they were officially in the big leagues.

The calm atmosphere abruptly shattered when Kevin ran up to Scott's desk, his face white as a sheet.

"Scott! We got a problem!" he said in a panic. "There's a gang of villains coming up the street! They're smashing up everything! What do we do?!"

"I'll tell you what we'll do!" said Scott, standing up from his desk and hanging up his phone. "We're going to go out there and show those thugs what happens when they make trouble in our town! Everybody get ready!"

Jean nodded and set aside her paperwork and slipped her phone into the pocket of her costume. Maybe her lunch plans would need to be put off, but they had a job to do. She ran behind Scott and Kevin to the front door of their agency, where Jubilee and Piotr were already waiting. Through the glass door, she could see a group of shadowy figures casually walking down the street. Darkness and fire seemed to follow right on their heels.

"Alright, team," said Scott encouragingly, "we've trained for situations like this. Just stick our battle strategies and we'll be just fine. Let's get moving."

"Yeah! Let's teach these jerks a lesson!" whooped Jubilee before charging outside with a battle cry. An equally excited Kevin and a stoic Piotr followed right on her heels.

"I'm right behind you, Scott," Jean said with a nod.

Scott froze and spun around to face her, almost as if he had forgotten she was there.

"Oh… Jean…" he said hesitantly. "Um…"

Jean's smile faded and she suddenly felt a lot less excited about the mission ahead.

"What do you need me to do, Scott?"

"I… I think it would actually be best if you stayed here, Jean," Scott said, opening the door to walk outside. "I don't want you to get hurt. We can handle this ourselves."

"What?" Jean asked, feeling hurt and confused. "But I can help. We're supposed to stick together."

"It's nothing personal, Jean," Scott said, looking back at her over his shoulder. "It's just that…" He hesitated before turning around again. "You're useless."

He released the door and it gave a deafening BOOM as it swung shut.

Jean felt her heart rip in two before she scrambled to open the door and join the rest of her team. No matter how hard she pulled, however, the door remained firmly shut.

"No! Scott! Please let me help!" she cried out as tears fell down her face. Scott made no sign of hearing her words as he ran down the street, joining the others in their battle. "Scott! Please!" Jean yanked harder on the door before hammering on the glass, but it stayed as immovable as stone.

Her cries were interrupted by a loud crack from behind her. She fearfully looked around to see that the office was breaking apart. Cracks skittered across the walls, floors, and even furniture before they broke off into pieces and fell away. More pieces of their agency were torn away until all that stood before her was a yawning black void. Then, it was almost as if gravity tilted and she found herself suddenly hanging onto the door handle for dear life, her tears falling down into the blackness. The world outside remained unaffected and she could clearly see the others doing battle with the villains and saving civilians. Jean's fingers began to lose their grip as she was pulled harder toward the blackness.

"Scott! Please!" she screamed. "Please don't leave me!"

Jean's fingers finally lost their grip on the door handle. With nothing to support her, she was swallowed by the darkness.

She was falling down…

Down…

Down…

Jean woke with a start, her eyes darting around in an attempt to find out where she was. To her relief, she was only curled up on her bed, tangled up in her blanket with her shoulders twisted at an odd angle. She pushed herself up into a sitting position and thought over her dream. Many of her dreams faded away upon waking, but this was one that stayed fresh and raw in her mind.

Jean could feel more tears coming down her face as the thoughts of the day mixed with those of the dream.

"Without you…"

"Wasted on you…"

"You're useless…"

"I don't want you to get hurt…"

"Useless…"

After she finally brushed away her tears, she stood up from her bed and departed from her room with a determined expression on her face.

The hallway outside was dark, but she quietly moved through the halls of the third floor. She made a few turns before coming to a wooden door that she had always thought was a few shades darker than all the other doors in the mansion. Taking a deep breath to steady her nerves, she raised her fist and knocked hard on the door. She waited a few seconds before hammering on the door again. She repeated this over and over until she heard movement on the other side and footsteps started coming closer. When the door finally opened, a very disheveled and very annoyed Magneto stood in the doorway wearing a long maroon sleeping robe. He rubbed his eyes before blinking them clear and focusing on Jean. She swallowed nervously as he scowled down at her.

"Jean, I'm telling you right now that I'm not Charles. If you're coming to me because you've had a nightmare-"

"Iwanttotrainwithyouagain!" she blurted out, her head ducking down

"-I am going to…" Magneto stopped and looked at her curiously. "What was that, Jean?"

"I…" For a moment, words seemed to fail her, but Jean took another breath to try and settle her already frayed nerves. "I'm sorry for what I said last week," she said to the carpet. "I've thought about it and you're right. If I don't work as hard as possible, I'll just get left behind." She looked back up at him, determination shining in her eyes. "I want to train with you again so I can get ready to take the Entrance Exam."

Magneto's only outward reaction to this was a raised eyebrow.

"And this couldn't wait until morning because…?"

"Because… because by morning I would have lost my nerve and changed my mind again. I don't want you to let me change my mind again after tonight."

For a few moments Magneto just stared down at her before a small smile appeared on his face.

"In that case, I look forward to working with you, Jean," he said. "I'll make sure to remind you of this conversation every time you start complaining."

"Yes sir," Jean said with a nod.

"Good. We'll start our lessons up again… in the morning."

Jean had the decency to blush.

"I'm sorry, Magneto. I'll let you get back to bed. Goodnight."

"Goodnight, Jean. See you in the morning. Be ready to train hard tomorrow."

"I will," she said, waving goodbye as she returned to her room.

Magneto had a smile on his face as he closed his door and walked back through his living quarters toward his bedroom. With a wide yawn, he climbed back under the covers and laid down.

"See? I told you she would come around, Erik."

"We are not having this conversation now," grumbled Magneto. "If you want to gloat, you can save it for the morning, Charles. Now go to sleep."

The only answer was a chuckle.

The Burbs

Peter had been gormlessly staring in the mirror for the last ten minutes. His jaw hung open as he stood in his bathroom, wearing only jeans. Finding that he no longer needed glasses in order to see had been a shock, but this? This was something else.

The remainder of Peter's hospital visit had gone quite well. Aunt May and Ned had stopped in to see him many times and no other medical problems had sprung up in the meantime. Aunt May had brought him home from the hospital the previous night and he had just showered to get ready for school. He had just been in the process of dressing when he caught sight of himself in the mirror.

During his stay in the hospital, Peter had somehow developed an incredible physique of lean muscle. He had real abs now. He could see them. He could count them. He also had a noticeable bulge in his bicep, a far cry from the weak noddle arms he possessed just at the start of the weak. Heck, even his shoulders were broader. His new muscles weren't overly large, but they were all defined and solid.

This is… unreal. Did that spider venom have some sort of steroid in it? Wouldn't that come up on my blood tests or something?

Eventually, Peter realized he couldn't just stand there staring at the mirror all day and finished getting dressed. Whether or not he got a few more flexes in before he dressed was strictly his business.

Peter finished dressing and came down the stairs in a rush. May was just spooning some scrambled eggs onto a plate with toast as he came in.

"Morning, Aunt May," he said, kissing her on the cheek.

"Good morning, Peter," she said with a smile. She handed him his plate of breakfast before they both sat down with their meals. Peter was seized with a sudden hunger and was practically shoveling the eggs into his mouth while Aunt May ate at a more sedate pace. When Peter looked up from his plate, he saw that Aunt May had a worried look on her face.

"What's wrong?" he asked. Aunt May cleared her throat and put down her fork.

"Are you sure you feel up to going back to school again today?" she asked. "It's not a problem if you don't. You can just stay home for another day."

"I feel fine, Aunt May. Honest." Peter smiled at her as he cleared his dish.

Actually, Peter felt better than fine. He felt like he could run a marathon, which was pretty amazing seeing as he was usually dying in PE after a single lap around the running track.

Soon after that, Peter gave his aunt a farewell with more reassurances before shouldering his backpack.

"See you tonight, Aunt May," he said with a smile.

"See you then, sweetheart," she said. A moment later, she suddenly looked confused. "Wait a second, where are your glasses?"

"I… um, I don't think I need them anymore," Peter said lamely.

"Don't need them anymore?" May said incredulously. "What do you mean by-?"

"Sorry, Aunt May, but I might miss the bus! Gotta go!" Peter said in a rush as he practically ran out the front door and down the street.

And that was only the beginning of Peter Parker's strange day.

"You're sure you're okay?" asked Ned. "I could totally carry your backpack for you if you don't feel good."

"Ned, I'm fine," Peter said, trying to put his friend at ease. "I actually feel really good today. Seriously."

"Okay," Ned said, still looking a little worried about him.

School hadn't started yet and the two boys were gathering their belongings from their lockers.

"Wait, where are your glasses?" asked Ned, suddenly scrutinizing Peter's face. "Can you really see?" He waved his hand in front of Peter's eyes, but Peter smacked his hand away.

"Knock it off, Ned. I can see just fine."

"How, though? Did they give you laser eye surgery while you were out or something?"

"Don't think so," Peter said with a shrug. "I just woke up in the hospital and suddenly I-"

That was when Peter suddenly felt a tingle in his head, but at the spot where his spine met his skull.

"Parker!" a new voice shouted. Peter snapped up straight and spun around. Flash was stalking down the hall toward them, flanked by his football henchmen, Seymour and Brian. Flash had a look of grit-toothed anger on his face and his eyes were focused on Peter like a sniper scope.

"H-hey, Eugene," stuttered Peter. He immediately regretted it when Flash shoved him and sent him stumbling back into the wall.

"Don't call me that!" Flash snapped. "Where the hell have you been?!"

"I-I was in the hospital," Peter said, trying to back further into the wall to get away from the angry Flash. "I got bitten by a spider while Ned and I were at the Stark Expo so-" Peter immediately realized his error and snapped his mouth closed, but it was too late. Flash's glare seemed to get even darker as he loomed over Peter.

"What the hell were two wastes of space like you doing at the Stark Expo?" he demanded. "You must have snuck in or something."

"No, we didn't," said Ned, trying to put on a brave face. "Peter got VIP tickets because he's working for To-"

"Ned!" snapped Peter, stopping his friend from saying the words that would surely condemn him. Ned seemed to realize it just a second later and clamped his mouth closed. Flash glared at Ned before turning his gaze to Peter.

"So…" said Flash, now looking downright murderous, "you're working for someone who just so happened to give you tickets to the Stark Expo? Is that where you've been going with that fancy chauffeur of yours? You think you're so high and mighty now that someone is giving you attention?"

"I-it's not like that!" protested Peter.

"Shut up!" yelled Flash, giving Peter a hard shake. The back of his head slammed against the wall, making his already present headache just hurt that much more. "You obviously didn't understand our last talk, Parker. You don't remember where your real place is. Lucky for you," Flash suddenly had an evil grin on his face, "I'm more than happy to help you out with that."

In the space of a few moments, Flash had grabbed Peter by the back of his collar, opened his locker, and wedged Peter inside before slamming the locker door on him. Peter finished being dizzy just in time to be disoriented by the sudden lack of light.

"Get over here, Lard Boy!" said Flash. "I got a few questions for you about Parker's new job." This was followed by the sound of Ned letting out a breathless 'oof' as he was shoved to the ground.

"Leave him alone!" shouted Peter, struggling against the tiny metal box he had been placed in. It could have been his imagination, but it seemed even smaller than when he had been shoved in here a few weeks ago.

Peter pressed his hands against the back of the locker. He needed to get out. He needed to help Ned. He flattened his palms against the back wall and strained against the door. He was very surprised when he heard and felt a pop from the top hinge. Wondering what further surprises could be had, Peter pushed again. There came the groaning of metal and a few more small pops before there was a sudden loud CLANG and Peter was falling out of the locker onto the hallway floor. Flash and his henchmen, who were crowding Ned back toward a wall, spun around and stared at him with looks of shock.

Giving his locker a look, Peter honestly didn't blame them. The door was bent and only hanging on by half of a single hinge. Peter just lay there, staring at it for what felt like an eternity, until…

"What's going on here?!"

All the boys spun to face the school principal, Mr. Davis, glaring at them.

As if I didn't already have enough going on today…

In Mr. Davis' professional opinion, it was quite obvious that Peter had had some sort of freak episode and decided to destroy his own locker while Flash Thompson, Midtown Middle's star athlete, and two of his friends had been merely passing through. The fact that the locker was clearly destroyed from the inside had no bearing in Mr. Davis' assessment whatsoever. The principal dismissed them all with an added remark to Peter that he would be calling his aunt and they should expect to be presented with a bill for damages to the locker.

They'll probably overcharge us, too. I just hope my salary from Mr. Stark can cover it. I don't want Aunt May paying for… whatever is going on with me.

The day's classes had passed by and the students were now on their way to lunch. Ned kept trying to question Peter on how he had accomplished that feat with the locker, but Peter had no answers for that. He was still too busy trying to wrap his head around what was going on.

I get bitten by a spider and then suddenly I start changing. I don't need my glasses, I have muscles, and now I'm able to break out of a locker. What sort of spider was that? It was way too big to be something normal, but the hospital said they didn't find any trace of venom in my blood. How does all of this fit?

The two boys made it to their last hallway before the doors to the lunch room when Flash, Seymour, and Brian came walking down from the other hallway. Flash only gave Peter the barest of a glance before scoffing and entering the lunch room while the two other boys gave Peter ugly looks.

"Y'know…" said Peter, shooting the henchmen a glance before giving his attention to Ned. "Maybe we should eat outside. It's a nice day."

"Pete, it's February. There is no nice day going on."

"I just don't think we wanna get stifled in the cafeteria today," said Peter, turning on a dime to walk back the way they had come. Ned was left with the only option to hurry after him as Peter side-stepped the last few stragglers heading to the cafeteria.

"Looks like a ten-pointer," Peter heard Seymour whisper.

"You wanna?"

"No, after you."

"Mr. O'Reilly, it would be a pleasure."

There was a rush of sudden footsteps behind Peter before that strange tingle from before suddenly came back, but sharper and stronger. Then… it was like Peter's body moved on its own. He jerked to the side just as a foot swung up to kick through the space where he had been only seconds before. Peter's hand shot out and seized the foot before flinging it upward into the air. Brian, with a look of utter surprise on his face, found himself doing an involuntary flip in the air before crashing down on his front. The dull THUD of his landing echoed through the hallways before silence settled over them.

"Holy…" said Ned, his eyes practically popping out of his skull. Seymour just stood there and stared at his teammate with his mouth hanging open. The students in the hall suddenly started whispering to each other, all of them looking in awe at what had just happened. Peter felt chills skitter over his body. His heart was pounding in his ears and he suddenly felt like he couldn't breathe.

I… What did I just do?

"Pete?" Ned said worriedly. Peter looked at his friend and swallowed.

"I… I… I need to get some air!"

With that, Peter turned and fled. He spent the rest of the lunch period hiding in a bathroom, wondering what the hell was happening to him.

You can do this, Peter. Just make it through one more class without any more freak-outs and things will be fine. Just get through English. Piece of cake.

At the front of the classroom, Mr. Gladlee was leading his class in a discussion on A Midsummer Night's Dream. He had just found a passage he liked in particular and explaining to the class that it was not only a reference to the politics of Athens but also a satire about some obscure English noble.

So, I now have incredibly quick reflexes, I'm crazy strong, and I have headaches at random times. What could even be happening? The bite must have done it, but what could actually cause all this?

"Ahhh… a truly masterful bit of eloquence from The Bard. Anyone have any thoughts?"

The strength I had when I broke out of the locker and when I flipped Brian… I know I'm not capable of doing that? Maybe the spider did have some kind of venom. Could it be affecting my adrenal glands and making them constantly produce adrenaline?

"Mr. Parker, how about you?"

That could also explain the reflexes, but this really isn't good. I might tear my muscles apart and not even notice. And constantly being on adrenaline just can't be healthy.

"Mr. Parker, are you listening to me?"

I need to get my blood checked at Mr. Stark's lab. I know he told me to take the week off, but this is an emergency. I can give him a call after school and explain-

"MR. PARKER!"

Peter jerked in surprise as Mr. Gladlee was suddenly right in front of him. Peter's hands jerked out to opposite sides and there was a sharp ripping sound. The whole class went silent. Peter could feel his body trembling as he stared at his hands. His copy of the book had been torn in half right down the spine and each half of the book was stuck to his palm. He shook his hands, but the separated covers refused to fall.

"Oh god," Peter whimpered. "Oh god, oh god, oh god! What's going on?!" No matter how much he shook, the two halves of the book stayed attached. He looked up at the now enraged teacher. "Mr. Gladlee, I'm so sorry. I don't know what happened, I just-"

"Enough!" hissed Mr. Gladlee, his eyes practically burning a hole in Peter's head. "I thought that you were a brilliant student, Mr. Parker. The faculty and I thought you had a shot at rising to academia. But your obsession with SLA and now this mutilation of your book have shown me how wrong I was. You are simply a young thug, Mr. Parker." Peter could hear the other students suck in breaths at that statement. "You will stay here after class so we can discuss the terms of your detention." Mr. Gladlee then turned on his heels and marched to the front of the class to continue the lesson.

Peter was frozen, absolutely stunned by what his teacher had said, when two wooden thunks drew his attention downward. The separated covers of the destroyed book had fallen from his hands. He scowled at the offending limbs.

Oh, so now you stop! Thanks a lot, hands.

Peter slumped in his seat and turned his attention back to the lesson, trying to pretend that he wasn't bothered by the dozens of hurried glances he got from his classmates.

The halls of the school were long empty by the time Peter left Mr. Gladlee's classroom. He had received a very significant browbeating and Peter had to say he was honestly a little impressed by how artful some of those condemnations were. Not only did Peter have to pay for the damages to his locker, he now had to replace the destroyed book and he was going to have Saturday detention at the end of the week.

"This day has really sucked," Peter muttered to himself as he walked toward the main doors to the school. "This has to be the work of that spider. I need to talk about it with Mr. Stark. And probably Ned too." Ned had been shooting Peter worried looks all throughout English after witnessing Peter's feats of strength. He had wanted to wait for Peter outside the room, but Ned had cram school today so Peter waved him off. They would contact each other at the end of the day and maybe figure out what was happening.

Peter opened the front door and had only made it three steps when that weird tingle seemed to slam right into his skull. This time it was much sharper than it had been all day. He hunched over and gasped at the sudden pain in his head, but then he felt something pass right over the top of his head. His headache screamed again and he kicked off the ground to hop a short distance away, turning to face his attacker when he landed.

Flash Thompson was frozen with his hand extended outward as he had tried to grab Peter. The young man blinked at Peter in surprise before becoming angry.

"Did you take some fucking dance classes while you were in the hospital?" he demanded.

"What are you-?" said Peter. "Were you waiting for me out here?"

"I never got my answers, Parker," Flash snarled, cracking his knuckles. "I wanna know how the hell you're doing all this weird shit today. How'd you get out of that locker? How'd a shrimp like you manage to flip Brian? What in the fuck is going with you?"

"Believe me, Eugene, I want to know that just as much as you do," said Peter, slowly backing away from Flash.

"Don't call me that!" Flash roared, lunging forward with his fist cocked back.

Peter's headache had been pulsing in the back of his head ever since Flash appeared in front of him, but now it screamed as Flash moved to attack. In one instant, Flash was bearing down on him like an unstoppable freight train. The next, Peter suddenly found himself twisting his body to weave out of the path of Flash's punch. Flash stumbled forward, thrown off balance by his punch before turning back on Peter with rage in his eyes.

"Eug-…Flash, hold on," said Peter, holding his arms out pleadingly. "Let's just- ah!" Peter yelped as he dodged another punch from Flash.

Peter thought that even Flash wouldn't pick a fistfight with him on a city sidewalk, but it seemed he was wrong. Flash let out yells of frustration as he continued to swing his arms at Peter, but Peter just kept ducking and dodging around them.

Whoah. How am I even doing this? This is insane!

Peter hopped away from a wild haymaker from Flash, but his foot slid off of a glass soda bottle that had been left on the sidewalk. His balance was thrown off and his back slammed into the wall of the school building. Flash's eyes lit up in triumph before he charged yet again, his fist cocked back to hit Peter with a solid punch.

As his head screamed at him, Peter had no idea how he did what he did. He just bent his legs and shot straight up into the air.

There was a loud CRACK as Flash's fist connected with the side of the school, breaking the paint and the concrete beneath it. He stood there for a moment, blinking in confusion, before looking in all directions to see where Peter had disappeared to. When he looked up, his mouth dropped open.

Peter was almost fifteen feet off the ground and somehow clinging to the sheer concrete face of the school building. Panic seized his chest the second he looked down and let out an audible squeak. Peter pressed his forehead against the wall and made a futile attempt to slow his breathing.

"What the hell are you doing up there, Parker?!" Flash roared angrily, slamming his hands against the wall.

"I don't know!" cried Peter, his whole body trembling.

"Get down here, you coward! NOW!"

"I don't know how!" Peter squeezed his eyes tighter and urged himself not to look down again.

Today was officially the strangest day in Peter's life.

AN: This is the longest chapter I've written for Excelsior, but I had so much fun writing it. I'm hoping to get one more chapter of this story posted before I take a little break for NaNoWriMo. I hope you all have a great day :)