Spider-Man & The X-Men: Dreams & Nightmares

Author's Note: Boy, this update took a lot longer than what it needed to be. Sorry about that! Life has been getting busy for me, but I'm here now. Thank you to everyone who reviewed, followed, and favorited the first chapter, it means a whole lot! Before we get started, Imma reply to some reviews.

Spiderfan: That would be hilarious, Deadpool just telling everybody he's Wolverine's father, lol. Definitely a Deadpool thing for him to do so he could mess with Wolverine's head.

Alvaroant: Will I put the symbiote in this story? Hmmmmmm…. Well, isn't that the question of the day? Haha. I'm a troll, I know. No spoilers!

Intro Music: X-Men: TAS 1992 Theme

Chapter 2: The Offer

"Spill it, Deadpool. Why in the world would you show up here?" Logan asked, his tone being demanding and annoyed just by Deadpool being in his presence.

Deadpool began to fake cry, having a sarcastic, offended tone. He started to sniff dramatically, which only made Logan sigh deeply. "Are you saying I can't visit the old fam?! Man, I'm hurt!"

Logan was on the verge of losing it, now beginning to rub his forehead at the predicament he was in. First, he had to deal with Spider-Man, and now Deadpool. Life always finds a way to break you. It always does.

In mere moments, Spider-Man and Rogue would show up to the scene, being curious to know who rang the doorbell. Rogue would take a look at Wolverine, noticing how tensed he looked. "Geez, Wolverine. You're even more tense than usua-"

As she was about to finish her statement, she soon saw who was with Wolverine. It's safe to say she connected the dots for herself. "Ohhhhhhhh, Ah understand now." she casually said, slowly nodding her head.

Spidey looked at Rogue, then at Wolverine, and soon at Deadpool. Personally for him, he's never seen Deadpool before. He tilted his head, clearly being confused. "Uh… Who is this guy?"

One step at a time, Deadpool would say hey to both of them. He looked at Rogue, exclaiming, "Ahhhh, the sweet southern belle from Mississippi! Always a pleasure to see you, Rogue!"

Rogue quietly sighed, replying, "Nice ta see ya too, Deadpool."

Then, it wouldn't take long for Deadpool to notice the other red wearing costume guy here. His eyes lit up, realizing he was seeing Spider-Man in person. He put his hands over his mouth, his eyes showing to become wide with his mask. "Oh my gosh! Is that who I think it is?!" he shouted, dramatically pointing at Spider-Man.

Spidey wasn't sure how to take this dude yet. "First impressions, this dude has a ton of energy, to say the least." he thought to himself, scratching the back of his head. "Uh… Yeah, it sure is. Your Friendly Neighborhood Spider-Man, in the flesh."

Hearing this news, Deadpool came to Spidey and put an arm over his shoulder. "I've heard soooo much about you. Your moves are so sick! Not better than mine, but still sick!" he complimented, Spidey still not being sure what to do with Deadpool. "And not to mention, we have the same costumes! How cool is that?! WE'RE TWINNING!"

Spidey looked at Deadpool's costume, seeing they were indeed both wearing red, but the main difference was Spidey had more blue, while Deadpool had more black.

"Um, you do have more black in your costu-"

"TWINNING!" Deadpool interrupted, Wolverine's palm now slamming onto his face in the background. And honestly, while Rogue knew Deadpool was being annoying, she did kinda giggle at Deadpool calling him and Spider-Man twins.

"All right, what's going on her-" Xavier began, but he stopped when he saw Deadpool. It's safe to say he was quite surprised. "Wade?" he said, his voice making Deadpool turn around.

"Professor! Look at you! You haven't aged a day! The head is as shiny as ever!" Deadpool told him, the first few seconds of this conversation already making Xavier rub his forehead.

"Wade, I'd appreciate it if you got straight to the point. You willingly came to the mansion, which is something you never do." Xavier pointed out, already knowing something was off about this entire thing.

Deadpool gave him a nod. "Okay, okay. Sheesh, got all serious on me." he replied, his voice actually being calm for the first time since he's revealed himself. "I have some important news, and I figured the X-Men would want to hear about it."

This caught everyone's attention. It seems like progress was finally being made.

"Go on," Xavier told him, waiting to see what Deadpool had to say.

Deadpool cleared his throat, facing everybody as he began to speak. There was no turning back now. "Well, in my humble opinion as it pertains to this important news, of course without offending anyone who thinks differently from my point of view, but also by looking at this matter in a different way and without fighting and by trying to make it clear, and by considering each and every one's opinion, I honestly believe that I completely forgot what I was going to say."

…

…What.

Spidey, Rogue, Wolverine, and Xavier were left dumbfounded by what they just heard and witnessed.

Did Deadpool just seriously and dramatically ramble on about absolutely nothing?

I mean, it's not out of the ordinary for him. He's quite literally insane, but they really thought he had something important to say.

This silence would be broken by Wolverine, asking Xavier one simple question.

"Can I kill him?"

"No, Logan." Xavier replied, even though he probably wouldn't mind it in this situation since Deadpool is essentially wasting their time.

Watching all of this unfold for himself, Spidey was amazed at Deadpool's rambling skills. "Sheesh, and I thought I talked a lot."

Rogue laughed at this, smirking as she gave Spidey a slight nudge. "Comin' from you, that says a whole lot."

"I have no idea how I should take that statement." Spidey replied, not knowing if it was a compliment or an insult. Heck, maybe it's both.

With things getting off track, Xavier knew he had to get things back on course. "Okay, Wade. I'm not sure if you came here for the sole purpose of trying to annoy us, but if you have any important information, now would be the time to say it." His tone had an heir of authority, which caught Deadpool's attention.

"Okay, okay! For real this time!" Deadpool assured them, getting his focus back, if he ever had any to begin with. "The real, absolute real reason why I'm here…" he began, his voice getting all serious and dramatic again.

He would turn to Wolverine, placing a hand on his shoulders. "Wolverine," he started, his voice now turning into a deep one, almost like he was trying to impersonate somebody. His breathing got heavier too, and now Wolverine was wondering what the heck he was gonna say.

"I… am your father."

Silence.

Utter silence.

And the worst part about it is out of everyone witnessing this trolling fest from Deadpool, Spidey might be the only one who gets the reference since he's a nerd.

Spidey pointed to Deadpool, saying, "I understood that reference." But the silence proceeding afterwards only made the whole thing even more awkward than what it already was. It's safe to say Spidey noticed this, making him ask a question. "Wrong time?"

Silence again, but this time, it would be broken by Xavier.

"Logan," he said, getting his attention as Wolverine looked his way.

"Kill him." Xavier added, now realizing Deadpool was only trying to waste their time like the true troll he was. Now, he didn't really mean the kill part. What he really meant was beat the ever-living crap out of him. Besides, everyone here besides Spidey knows Deadpool can't actually be killed anyway. The imbecile is freaking immortal.

With Xavier giving the green light to Wolverine so he could beat Deadpool up, there was only one sound that followed.

SNIKT!

Wolverine's claws were now out, his smirk never being this big in his life until now.

"With pleasure."

Not wasting another second, Wolverine tackled Deadpool and started to punch him repeatedly, as Xavier casually strolled off in his hoverchair like he was some mafia boss. Deadpool started to scream in pain, yelling, "Oh come on! It was a joke! The father thing was a joke! Can we all just get alo- OWWWWW! OH GOD! OH, THE HORROR!"

Seeing Wolverine beat Deadpool into an absolute pulp made one superhero figure out something very important.

"Welp, time for me to go." Spidey said, about to walk out the X-Mansion and swing off, but was stopped by the sound of Rogue's voice.

"Take care, sugah. Be safe out there." she told him, having a smile on her face. "Next time ya show up ta the mansion, try not ta show up unconscious again." she joked, effectively making Spidey laugh himself.

"Trust me, I don't plan on it." he replied, looking back and gave her a thumbs up. Afterwards, Spidey shot a web and started to swing away from the X-Mansion, as Rogue waved goodbye to him.

New York

Man, that was weird.

As Spidey was swinging through New York City, he tried to figure out how he ended up at the X-Mansion in the first place. Nothing, absolutely nothing was coming into his mind. It was really strange.

Did his body randomly decide to shut down on him for some strange reason? It wouldn't be out of the question, considering the weirdest crap always happens to him. Parker Luck, people. Parker Luck.

"Man, Aunt May is probably worried sick. I better pray she fell asleep early last night and didn't even notice I was gone the entire time." Spidey told himself, continuing to swing. These were his first thoughts, but then his mind drifted off somewhere else.

He thought back to the conversation he and Rogue had. This offer he had on the table about living in the X-Mansion and actually joining the X-Men since he and Aunt May are about to lose their home.

Spidey sighed deeply to himself as he swung, the offer repeatedly coming into his thought process over and over again.

Should he accept it?

Though, this goes beyond accepting a simple offer. Like Spidey explained to Rogue in their talk, he wishes his life could be so simple.

Fortunately or unfortunately, however you want to look at it, it wasn't.

Telling Aunt May about the X-Men means he would also have to tell her the truth about his secret identity, and the reason why Uncle Ben truly died.

Obviously, that iconic night changed him forever. Without it, he wouldn't be Spider-Man, but he wishes he could correct his wrongs. Uncle Ben would still be here. He always knew what to say, he always knew what to do.

Spidey tried to snap himself out of it. "Come on, Pete. Your mind is going into the dumps again." he told himself, trying his best to not focus on his most famous mistake.

In fact, his focus would actually shift to something else.

His Spider-Senses started tingling, signaling there was danger nearby. "Uh oh, I think something is going on in that alley!" Spidey said, picking up the pace as he tried to see who needed help.

Alley

BGM: Spider-Man 2002 OST – Photographing Spider-Man

In this alley, two thugs could be seen trying to rob a teenage boy. One thug would push the teenager to the ground, kicking him in the gut. The teen let out a cry of pain, holding his stomach as he gritted his teeth.

"This could've gone a whole lot better for you if you just gave us your money, but you wanna do things the hard way by trying to be Mr. Tough Guy." the thug said, with his partner laughing beside him.

"But I do have to admit, the kid has guts." the partner added.

"There's a difference between having guts and being stupid." the thug replied, looking down at the teen in question. The teen had black colored hair which was styled in a mini afro, brown eyes, slender build, red and blue hoodie, black shirt, grey shorts, and Chicago Air Jordan 1's for his footwear.

"Get away from me!" the teen shouted, but the thugs only laughed once again.

"Or what? Who's gonna stop us, huh?" replied the thug, getting closer and closer to the teen until he heard something, or someone, behind him. He knew somebody was watching them, now getting a cold shiver running down his spine.

"Seriously, guys? It takes two people to rob a teenager these days? Sheesh, what are the criminals of this city coming to?" a voice said, as the figure shook his head in disapproval. By the voice already, they already knew who this was going to be, the thugs now turning around to face him.

"Spider-Man!" the two thugs said in unison, instantly grabbing his gun and was about to shoot at Spidey.

"Come on now, play nice! No guns!" Spidey exclaimed, shooting a web at the thug's gun and yanked it out of his hand. Now with the thug being defenseless, Spidey started running towards him, now jumping in the air with a ton of momentum. Using this momentum to his advantage, Spidey kicked the thug right in the chest, knocking him into a nearby dumpster.

As for the other thug, he would try to rush in on Spider-Man by attacking from behind, but this wouldn't work either. Turning around, Spidey did a quick and powerful kick to the thug's balls, making him come to a screeching halt since he was in pain. Then, Spidey would sock the thug in the jaw, ending his short combo with a final kick to the chin which sent the thug a good distance in the air, the body eventually crashing down into the dumpster as well.

During this fight, the teen couldn't believe what he was seeing. In a weird way, now he was actually thanking the thugs for trying to rob him, because if it wasn't for this, he wouldn't get the chance to meet his hero.

After everything was over, Spidey turned around and walked over to the teen, extending his arm so he could use his hand as support for getting up. "You okay?" Spidey asked, the teen's eyes lighting up and took Spidey's hand without hesitation. Then he started to shake his hand over and over.

"You're… You're…" the teen couldn't get the words out, but Spidey knew what he was trying to say.

"Yep, I'm Spider-Man." Spidey said casually, but the teen wouldn't act casual whatsoever.

"I'm such a huge fan! Oh my God, I can't believe this is actually happening!" the teen said, still shaking Spidey's hand throughout this entire time as he was indeed having a major fanboy moment. "Thank you for saving me!"

There was a lot of enthusiasm here, but the boy seemed very genuine in his reaction. Under his mask, Spidey smiled. He had his fair share of haters, the main one being J. Jonah Jameson who preaches everyday about how he's a menace to society, but he also had a lot of people who looked up to him.

The teen wouldn't be able to tell, but as much as he appreciated Spidey saving him, Spidey appreciated his thank you just as much. A lot of times, he doesn't get a thank you, so it's nice for it to happen every once in a while. Nice change of pace.

"You're welcome," Spidey said, the handshake now ending. "What's your name, kid?" he asked.

"M-Miles." Yep, he stuttered since he was still in awe.

Spidey nodded. "Miles, eh?" he said, smirking under his mask. "Pro tip for next time, try not to end up by yourself in alleys, especially in New York. Nothing good happens when you're by yourself in an alley in New York." he told Miles, being serious but also had a joking tone with him.

Miles gave an exaggerated salute, now having fun with his idol. "Sir, yes sir!"

Spidey couldn't help but to laugh a bit at Miles' actions. Giving a salute himself, which was his way of saying goodbye, he soon shot a web and swung away, leaving Miles in disbelief.

"Man, I'm so gonna tell everybody about this!" Miles exclaimed, his giddiness never going away.

Aunt May's House

It took a minute, but Spidey finally made it back home. Crawling on the wall and opening his window, he entered his room and changed into his regular clothes. Once he did that, now he was hoping Aunt May didn't notice he was gone. "Please don't notice, please don't notice, please don't notice." Peter thought, and once he exited his room, he walked downstairs and saw Aunt May making breakfast.

From the corner of her eye, she was able to tell it was Peter.

"Good morning, Peter." she said sweetly, her tone not raising any suspicion as of right now.

Maybe he was in the clear?

"Morning, Aunt May." Peter replied, sniffing the nice breakfast aroma in the air. "Whatever you're cooking, it smells really good." he told her.

Aunt May smiled. "Well, thank you. I don't have much to work with, but hey, at least it helps me with my creativity." she said, trying to find the silver lining in not really having much food to eat.

Peter wasn't sure if she's gotten so used to it that it doesn't bother her anymore, or if she was hiding her true feelings about the whole situation. Either way, no matter how you slice it, both things would be bad.

And they didn't have too much longer to be in the house anyway. All around the house was bags of stuff, knowing they had to move out soon because they simply can't pay for it anymore. It was a somber sight because this house had so much history. This is where Peter darn near spent his entire life. He was essentially raised here by Aunt May and Uncle Ben.

So many moments, so many memories were made here.

And now it was all going to be left behind.

Peter's eyes looked to the floor, taking a deep breath when he realized the situation they were in for the billionth time. They still didn't know where they were going to go after they officially move out.

This sucks.

But then… something came into his mind.

Flashback

"You could stay with us!"

Spidey looked surprised at Rogue's suggestion, to say the least.

"Wait, what?"

"You said you and your Aunt have no idea where you're going to go. Problem solved, you could stay here with us at the X-Mansion!" Rogue repeated once more.

"That's… I…" Spidey couldn't get the words out. Rogue was making it sound so simple. He only wishes his life could be so simple. "Rogue, I appreciate the offer, but it's not that simple. My Aunt doesn't even know her nephew is Spider-Man. I would have to explain so many things to her, and some of them… I don't want to explain."

He was referring to him being the main reason why his Uncle Ben died, when he let Dennis Carradine, Uncle Ben's murderer, initially get away on one faithful night because of his own selfish reasons.

Rogue looked a bit sad at Spidey's reasoning, but she understood it. "Aw, okay. Ah don't want to force you to do anything you don't wanna do. Ah do think the professor would be cool with it if it ever got to that point."

End of Flashback

Would it work? Would it really work?

Telling Aunt May the whole truth would lead to so many things. How would she take everything in? How would she feel about going from a so called 'normal' home to a dang mansion of super powered mutants? How would she feel about her nephew being Spider-Man?

How would she feel about the truth when it came to Uncle Ben?

Though, the fact remains that they needed a place to stay, and the more Peter tried to make sense of things, there was literally no other option.

With him coming to this conclusion, his anxiety started to sky rocket, and at this point, he felt like he was sweating. Closing his eyes, he tried to prepare himself for what he was about to say, taking yet another deep breath, trying to find the right words.

No turning back now.

With a loud gulp, he opened his eyes, his tone now becoming more serious. "Aunt May… I have to tell you something."

It's safe to say Peter's serious tone got her attention. While she couldn't turn all the way around since she was still cooking, she could see Peter's face just enough to see how… scared he looked.

She knew something was up.

"What is it?"

END OF CHAPTER 2: THE OFFER

BGM: X-Men TAS 1992 - Credits

Deadpool: Is this it? Is he finally going to tell Aunt May the truth?!

Wolverine: I'm not done killing you yet!

Rogue: Oh brother…

Peter: This is even tougher than I thought it would be!

Next time on Spider-Man & The X-Men: Dreams & Nightmares!

The Truth

Aunt May: Come on Peter, just spit it out.

Author's Note: And there you guys have it, Chapter 2 is now finished! It really shouldn't have taken this long to update this story, but I'm glad I did. I've been updating a lot of my stories recently, and I'm hoping I can keep it up. And yes, Miles is now in this 90's Spidey and X-Men TAS universe. All I'm gonna say is his inclusion is gonna be fun down the road. And now Peter will finally tell Aunt May the truth! How will she take it? I don't know! Well, I do know, but I'm not spoiling it, lol. If you guys like what you read, leave a follow and a favorite! Don't forget to READ AND REVIEW! See ya guys in chapter 3!