Gwen Stacy was alive.

Peter stood frozen at the door, class schedule clutched to his chest like he was a brand new student. He could swear in that moment his heart stopped, that his blood iced over. For a split second, he was convinced he was staring at a ghost – seeing Gwen when she wasn't really there. A trick of the mind, of the eye, of the heart. Of long-lasting guilt and failure stinging like an old wound that never healed.

It wouldn't have been the first time he'd been haunted by her memory.

Time seemed to slow. Peter didn't dare to breathe.

Gwen, pencil held loosely in one hand, a textbook open on her desk, looked up and met his eyes across the room.

And it was that – that real stare, which broke the illusion. The ice in his veins thawed and reality reasserted itself.

Gwen wasn't the only person who had looked up to stare. During the seconds he'd been standing there unmoving, whoever hadn't been looking before certainly was now. Through the static of his thoughts, Peter heard the teacher's voice, muffled as though he were deep underwater.

"–ker? Mr. Parker?"

He blinked rapidly, tearing his eyes away from Gwen. With great effort, Peter turned to face the teacher – a woman by the name of Ms. Rossi, according to his schedule.

"...Yeah?"

She frowned at him, clearly unamused by the interruption he was causing. "Go ahead and take a seat," she said, gesturing towards the rows of desks. Something about the way she said it gave off the impression that she had already told him multiple times.

Peter let out a breath and dipped his head in acknowledgement.

In some miracle, there was only one seat open. Peter made a beeline for it. If there'd been too many left he wouldn't have known where to sit. Though he knew it was somewhere behind and to the left of Gwen, he didn't exactly feel all that confident in his ability to guess which specific desk it was, so – this was good. Being extremely late and allowing the other students to fill in all the seats first was… really helpful, actually.

He'd had an issue with chronic tardiness back in high school before. This was probably going to make it worse.

As Ms. Rossi resumed going over lessons and coursework that he'd technically already learned once before, Peter fixed his gaze on the back of Gwen's head.

It wasn't like – well, he knew she wouldn't be dead in 2012, in high school. Logically, this made sense. It wasn't something that was so unexpected or impossible. Of course she was alive. Technically, she'd never died.

But over the years, Peter had long since grown used to Gwen as nothing more than a ghost, a regret, a person he thought he saw when he caught a glimpse of light blonde hair. The empty space at his side. A contact on his cell phone with no one on the other end anymore.

A name on a gravestone.

The world blurred. Peter blinked and pressed a hand over his suddenly wet eyes.

Gwen Stacy was alive, and he was going to make sure she stayed that way this time.

Much of the class passed in a haze. Without the necessary textbook, Peter resorted to angling his arm across the front of his desk in an attempt to hide its missing presence. Instead of reading pages, he had a staring contest with the desk's smooth wooden surface.

Occasionally, his gaze would return to Gwen. The sight of her alive and well was just… he couldn't believe it. Well, no, he could, because this was time travel that was an effect of magic, which was happening after the whole universe-hopping thing with the other versions of himself, and – all this was just more of that crazy sequence of events. But seeing Gwen alive just… felt like a dream. It was almost too good to be true. Like maybe he'd wake up and none of this would be real.

But the dream kept going and going. Gwen was here and this was real.

Peter remembered the weight of her limp body in his arms. It was not something he was ever likely to forget. It was almost eerie, in a way – the only proof she'd ever died was all in his head now. It was nothing but a memory of a nonexistent future.

Gwen was alive now because she hadn't yet gotten dragged into the crossfire because of her affiliation with him. And in order to keep her alive, to keep her safe, that would have to remain the case.

As if she could feel his eyes on the back of her head, Gwen shifted in her seat, turning to spare him a quizzical, questioning look that he met with… well, probably with a wide-eyed, blank expression. A little shaken, too. Like a deer in the headlights. One corner of her lip curled upwards in a slight smile, friendly but curious – and Peter belatedly attempted a strained smile of his own before she turned back around to direct her focus to the lesson like the stellar student that she was.

Peter, hunched over his desk, dropped his head into his arms and sighed.

The school day continued to pass at a sluggish pace. Peter had long since graduated high school and he wasn't used to committing so many hours out of the day back-to-back to sitting through lectures. Suddenly being back in a position where he was required to do so felt… well. It didn't exactly feel great. He was getting impatient, he wanted to get moving – he really needed to go check in on Dr. Connors, just to make sure he was alright.

There wasn't really much he could do about it, though – unless he wanted to skip school, which would definitely get both the school system and Aunt May on his back. Being tardy to classes was one thing, ditching school entirely was another.

After two periods, the bell rang for recess. Peter returned to his locker and began fiddling with the combination, tongue between his teeth. He couldn't go around without textbooks forever. Someone was bound to notice.

He was on his third attempt at a slightly different variation of the combination that felt right when Gwen walked up behind him.

"Hey," she said, casual and completely unaware of the way her mere presence made him simultaneously thrilled and terrified.

Peter glanced over his shoulder, fingers lingering on the stubborn combination lock. He bit down on the surge of emotion in his chest and forced himself to at least act somewhat normal and not, like, break down in tears after all she did was greet him. "Hey."

Gwen's gaze flicked to the locker and back to him. "...You having trouble?"

Peter pulled his hand away from the locker as though it'd burned him. "No," he said, hasty and overly casual to the point of it probably sounding forced. "No, no trouble, I – I was just. You know, getting my… stuff."

"You seem to have been at it for a while," she noted, ever-observant. Peter held back a wince. How long had she been watching him input wrong combinations?

He sighed and flicked at the combination lock with one finger. Well, if she'd already noticed, there was no real point in trying to hide it. "Yeah," he acknowledged and made a face. "I just – I forgot it. My combination, I mean – I forgot it."

Gwen's eyebrows lifted into her bangs. "You forgot your combination," she repeated. At his nod, she said, "Are you sure someone didn't just… figure it out, break in, and reset it?"

Oh. That was a much better excuse than him forgetting his combination out of the blue for no apparent reason. He ran one hand through his hair, sheepish. "Uh, or that."

Gwen flashed an amused grin and nudged him. Her touch made him shudder, though she didn't seem to notice. "Come on," she said, and took a few steps away before turning and waiting for him to follow her. "You know you can just ask security to reset it again and give you a new combination, right?"

Peter nodded and joined her, feeling strangely numb. "Yeah – yeah, I know," he said, in what was probably a very unconvincing tone.

He couldn't help but stare in something like disbelief. It was one thing to see Gwen Stacy alive. It was another to have an actual conversation with her.

There was a certain distance between them, he noticed. It didn't feel like talking to the Gwen he last remembered. Obviously he hadn't spoken to her in… a very long time, but – just from the way she talked to him, it was clear she didn't really know him. Not that well. Not yet.

Maybe not ever, this time.

"Oh," she said suddenly, and Peter blinked. "I wanted to talk to you. About what I told you yesterday?"

"...Yesterday?" he echoed, uncertain. What happened yesterday? Yesterday was years ago. He could assume that he had fought the Lizard – that much was obvious from the claw marks across his chest and besides, it was hard to forget how it felt to be tossed about at the mercy of the sewage system – but whatever he'd specifically talked about with Gwen? He had no idea.

"Yeah – about my father. He thought you were crazy."

Peter nodded slowly. "Oh, yeah – yeah, I remember." And he did. Vaguely. It seemed so insignificant now, after everything that had happened. In the end, Captain Stacy's initial doubt hadn't really mattered; the Lizard had made himself known not long after, and then he'd killed him.

"My dad didn't – well, he didn't really believe you, but they're looking into it, you know."

Peter frowned. If Dr. Connors had already been cured early, there might not be all that much to look into anymore. "Right now?" he asked.

"Well, I don't know about right now, but, like, in general. They're looking into it." Gwen leaned in closer, earnest. "Peter, I think you should let the police handle this."

He shook his head. "No," he said. At the look of doubt on her face, he added, "I just don't think… this is something the police can handle."

Or more like there likely wasn't anything to handle.

"Peter, it's their job," Gwen insisted, but Peter shook his head again.

"Look, it'll be okay," he assured her, trying to sound appropriately placating and not like he was itching to hurry up and check on Dr. Connors at this very moment. Not like merely standing here talking to Gwen again took his breath away. "I just, it's…" He bit his lip.

What was he supposed to say? Dr. Connors might not even be a giant lizard anymore because he got cured in another universe, so it's probably fine but I want to check up on him just to be sure? That was a mouthful. And he'd sound unhinged.

Plus, he needed to keep her out of this. Dr. Connors might not pose any immediate threat to Gwen's safety if he was cured now, but Peter wasn't going to make the mistake of dragging her into his problems like this. Not again.

He stared at the floor.

Gwen's eyes searched his face. "What?" she prompted. He hesitated, pressing his lips into a thin line. After a couple seconds passed in silence, she sighed. "Peter, it's – it's dangerous. Last night you came back covered in claw marks. I just, I don't want…" She trailed off.

Peter looked up. "Hey," he said, trying to ease her worry. "Hey, hey, it's – it's okay."

Gwen looked him directly in the eyes, unflinching. But even though she was unflinching, it certainly made him flinch a little. He didn't know exactly why, it was just – everything. Her being here alive, moving, talking, walking…

She frowned at him. She was always so observant, so sharp. He didn't know what she saw in his face, but her tone grew concerned. "...Are you okay?"

No. Yes. Seeing Gwen again felt like a stab to the heart, but he was happy to have it. "Yeah, yeah, I'm – fine." Damningly, he sniffed. Just a little. He hadn't intended to do that, it just – happened.

"Is your nose running?" she asked. She lowered her voice. "And your eyes look kind of red."

Honestly, having her point it out just made it harder to keep his swirl of emotions at bay. It was like some primal human instinct decided that once someone noticed you were on the verge of tears, there was no real reason to keep holding back. The fact that he did so was through sheer willpower.

He felt his lower lip quiver and hoped he didn't look as absolutely devastated as he felt.

He was so happy she was alive. But it was also just a lot.

"Uh," he said, scrambling for an excuse, "I'm – I got – I've got allergies. Like – and it's bad, it's… it's just, it's really bad."

He sniffed again, as if to punctuate that statement.

Gwen frowned at him but she seemed to accept his answer. (If this were the Gwen he had grown close to, she probably would've been able to see right through the lie.)

"Oh," she said. There was a brief pause. Peter realized, rather abruptly, that at some point they'd stopped walking and were now standing in the middle of the empty hallway. When exactly that had happened, he didn't know. Gwen opened her mouth to say something else – but whatever it was went unspoken, for it was at that moment that the bell rang, signaling the end of recess.

Gwen looked up at him, embarrassed. "I'm sorry," she said and chuckled, awkward. "I got so caught up in talking to you that we just–"

"No, no, it's okay," he assured her. He made a vague gesture back the way they'd come. "Uh. Anyway, I've got class, so…"

"We still have five minutes before it starts," Gwen reasoned. "Come on, let's find security." Without waiting for an answer, she resumed her walk down the hall, though at a noticeably faster pace. Peter followed behind her in what felt like a reluctant jog, both of them moving as quickly as they could without running.

Peter eyed the gentle bobbing of her ponytail with each step she took and felt his shoulders slump.

He'd missed her.

The rest of the school day passed in more or less the same manner as the first two periods had: slowly.

Peter sat through lecture after lecture, turned in homework assignments he didn't remember but that he had apparently done the night before, and… somehow made it through a day of high school.

The whole time, Peter couldn't shake the uniquely bizarre feeling that he was an imposter in his own life. This was his life, and yet he felt so out of place, like he was an intruder faking his way through scenes pulled straight from memory lane.

By the time the last period of the day had finished, Peter was more than ready to leave. He all but bolted from the room and out the front doors – and then Gwen jogged up beside him.

"Where're you headed?" she asked, casual – but the slight breathiness to her voice made it clear she'd rushed to catch up with him.

Peter mulled over his answer for a second. Was it worth lying about? Not really. She'd be able to see he wasn't heading home as he left campus grounds anyway. Peter made a vague gesture off in the general direction of the subway. "Uh, Oscorp. I gotta see Dr. Connors."

She sidled up beside him. "Really? I'm headed there too."

Peter froze mid step and spun to face her, sudden fear tightening in his chest. "You're – what?" No. Absolutely not. That'd put her right in the middle of things. "Why?"

"Peter," she said, her tone matter-of-fact. "Peter, I work there. Remember? I have an internship."

Peter licked at his lips, feeling cold sweat at the back of his neck. But – that was true, yes, but–

It could be dangerous. Maybe. Or maybe not. Dr. Connors was supposed to be cured. There shouldn't be any real danger, but still. The thought worried him anyway.

"Right," he said numbly. "Internship."

"Yeah," she said, giving him a strange look. "Anyway, if you're going too, I figured we could take the subway together."

He could've tried to convince her to stay away. To go anywhere but Oscorp. But since when had Gwen Stacy ever listened to what he told her?

He swallowed hard, feeling dread settle unpleasantly in the pit of his stomach.

If she was going to walk into the lion's den, at least he could be there to protect her from the lion.

Oscorp Tower was just as busy and bustling as ever when they arrived and took the elevator to the cross-species genetics wing. Down the hall and through the glass doors, the scene before them was… very calm. Very normal. People in lab coats were hunched over desks, working on projects, talking among themselves. There was the background murmur of conversation, of shuffling papers, of the click of pens and keyboards, and the electronic sounds of working computers.

The knot of concern in his chest eased a little.

Peter halted a couple of steps into the main room. He scanned the crowd of faces, but Dr. Connors didn't appear to be among them.

Gwen approached one of the women in a lab coat towards the front of the room. "Hi," she said, flashing a smile. "Uh, my friend wanted to speak with Dr. Connors. Do you know where…?"

The woman's expression was apologetic. "Oh, I'm sorry," she said, her gaze shifting to Peter just over Gwen's shoulder in order to direct the apology his way. "You just missed him. He was here a while ago but he left early. He said he had something he had to take care of."

Peter sucked in a breath. The feeling of background apprehension had just renewed itself. "Did he… say what it was?" he asked.

"He didn't," the woman said. "But he'll likely be here tomorrow. If you like, I can leave a message for you."

Peter was already pulling away, backing towards the elevators. "No, that's okay," he said. Then, awkwardly, as a hasty afterthought he added, "Uh, thank you, though."

Gwen, noticing his sudden retreat, frowned. "Peter, where are you going?"

"I – just remembered there's something else I've gotta do," he said quickly, pushing open the glass door. "Um, thanks for – and, you know, for everything."

He turned and darted back down the hallway, pushing the button to call an elevator heading back down.

There was one other place Peter could think of that Dr. Connors might go.

The sewers beneath Manhattan were just about as pleasant to traverse as they had been the first time around – so not that pleasant at all, really. Peter knew Dr. Connors had set up a laboratory of sorts, a space for himself far underground and away from prying eyes. Last time, Peter had only found it after the Lizard had attacked Midtown High and he had followed him back.

Peter had only ever been to Dr. Connors' secret setup that one time, though. He wasn't really sure exactly how to get there now, years later and starting from someplace completely different, but if Dr. Connors wasn't at Oscorp, this was the next most likely location.

So, either he'd find the laboratory or he'd get really lost in the sewers.

…As of now, twenty minutes and counting into the search, it was starting to look like the latter.

Peter turned a corner and found the same dead end that he'd encountered ten minutes ago. Or at least he thought it was the same one. Everything looked mostly the same in the sewers – dull, slick concrete bordering rushing water on either side. The fact that it was so dark didn't help at all either.

Peter dropped his face into his hands and groaned. This sucked.

There were several large claw markings dug into the walls that had undoubtedly been caused by the Lizard. Peter had attempted to follow them but it was hard to tell exactly where the beginning and end of it all was. There was no real obvious trail to follow. Even so, he thought he was making… decent progress. Sort of. The claw markings proved that the laboratory was somewhere in the general area. He just had to find it.

He navigated the twists and turns of the sewer tunnels for several more minutes before he saw it – light up ahead. In an otherwise dark sewer.

There was a human-shaped shadow stretched out over the far wall.

Peter edged toward it warily.

"Dr. Connors…?" he called. His voice echoed down the tunnel, layering over itself.

No response. The shadow across the wall went still. Peter frowned, but continued his approach.

He turned the corner. The underground lab was there, just as he suspected, though there were details he'd forgotten about. Various vials and other materials were scattered across the desk against the wall, including Dr. Connors' incriminating laptop, still open.

The man standing in the middle of the lab, however, was definitely not Dr. Connors. He had darker skin and hair and his well-pressed suit and tie were entirely black. He wore no lab coat. As Peter stepped forward, the man fixed him with a sharp, thoughtful expression. When he spoke, it was with a distinct Indian accent.

"Peter Parker," he said, more of an observation than anything else.

Peter stared.

"Dr. Curtis Connors has taken quite an interest in you," the man noted. It almost sounded like a compliment.

This… was not who Peter had been expecting. In fact–

Peter released an awkward chuckle. "I'm sorry," he said. "Uh, who are you?"

The man set some sort of cylindrical object down upon the desk behind him. "I am Dr. Rajit Ratha," he said. "I must say… it's a surprise to see you here, Peter."

Author's Note:

Thanks for the favorites/follows! It's great to see other fellow TASM/Peter Three enjoyers.