A/N: Aright so this is my new story I have been working on. I had a few Peter and Gwen moments that I written so I decided to write them into a story. This is set four months after the ending of the first movie. When it comes to the characters I've included, it is slightly different from the characters you see in the movies. So I guess you can say it is slightly AU. I looked to both the movies and TASM video games to write this. So it's my take of what happens after TASM.

The first chapter is a bit short; it is kind of an introduction since I wrote it while brainstorming the plot. They will get longer as we go along. This is my first time writing a story like this so it is all new to me, so I hope you enjoy and let me know what you think.

Chapter One

Gwen let out a tired sigh as she brushed her blonde bangs away from her eyes using her hand. She brought her attention back on the notebook that was placed on her deck on front of her. She took notes in her notebook while doing research on the computer. She rested her head on her left hand while using her right hand to occasionally switch between using the computer mouse and holding the pen. She was determined to get his work done. She quietly read the notes out loud to herself as she looked through the notebook.

Her concentration was interrupted by the loud crash of thunder outside. The sudden and loud noise caused Gwen to jump, tossing the pen across the wooden desk. She stood up from her chair and walked over to her bedroom window. Crossing her arms, she watched as the rain drops rolled down her window. She had been listening to the sound of the heavy rain hit her bedroom window for the past hour. Her family were not home, so there was no background noise in her apartment to drown out the sound of the harsh weather outside.

Gwen could hear more thunder outside. She gasped and quickly moved away from the window when a bolt of lightning lit up the sky, highlighting the tall buildings surrounding her bedroom window. The limited lighting from her lamp, made the lightning bolt stand out even more. Thunder never bothered Gwen; however she was never a fan of lightning. She never understood why but lightning always made her nervous. She pulled her curtains closed to try and help her ignore anymore lightning that may come. She sat down at her desk as she went back to her work.

Within five minutes, Gwen was suddenly sitting in complete darkness. Her computer and lamp turned off, anything that was providing light in her bedroom was gone. "Please no." Gwen quickly got up and went over to the light switch on the wall and flicked it up and down a few times, hoping that the lights would turn on. When nothing happened, it confirmed that the storm had caused a power outage. She let out a frustrated groan as she slammed her hand against the wall. "Great." Being home alone, in the middle of a blackout was not a situation Gwen wanted to be in.

The only light in her room was the shape of the window and the pattern of the curtains. Gwen made her way over to her desk and picked up her phone and notebook. She sat down on her bed, moving back to sit against her headboard and turned on her phone, smiling at her screensaver of herself and Peter. She held the phone over her notebook to provide some light. She found it difficult to read her notes with the dull light from her phone. She strained to see the writing with the terrible light her phone provided. After a few minutes she put her notebook onto her bedside table and lay down on the bed. She moved her fingers across the phones touchscreen. She opened her messages to text some of her friends. At least she would be talking to someone even though she was all alone in her apartment.

She heard someone knock on her apartment door, causing her to jump up from where she was laying down. Using her phone as a makeshift flashlight, she slowly made her way out of her bedroom and into the apartment hallway. Gwen was never afraid when she was on her own, but being in this situation made her feel like she was in the middle of a scary movie. She was almost certain that if the power was on, there would be no one knocking on the door. She slowly made her way towards the front door, the creaking of the floorboards only making her feel more anxious. She heard a knock on the door once again, only this time it was louder.

"Who is it?" She shouted, immediately regretting what she just did. Not knowing what to do, she grabbed her brother's baseball bat and held it up.

"It's Bug-Boy." She heard a male voice shout. She recognised the voice straightaway. She threw the baseball bat onto the floor and moved it against the wall before marching over to the door. Using her phone for light, she unlocked the door and opened it to see Peter standing there doing the exact same thing with his phone. Instead of greeting him with a smile like Peter had done, Gwen used her free hand to punch Peter's shoulder. Peter's warm smile quickly changed into a shocked look. "What on earth was that for?"

"You scared me!" Gwen snapped as she moved to the side to give Peter access to her apartment. She closed the door and locked it again. "Why couldn't you just call me to let me know it was you?"

"I didn't mean to scare you, I'm sorry." He said, laughing as he leaned in to kiss her. When they pulled away, Peter moved the large square box he had been sitting on his right arm towards Gwen. "I brought your favourite."

Gwen didn't even have to ask what it was; she could smell the freshly cooked pizza in the box. She gave him a grateful smile as she stood up on her toes to kiss Peter's cheek. "I forgive you. Being it into the living room, I'll get the plates. I'm sure we have some candles here somewhere."

"I'm just glad the power went out before I got into the elevator." Peter laughed as he set the box down on the coffee table and opened it. He inhaled in the delicious smell of pizza.

"If you did get stuck in the elevator, at least you would have the pizza with you. You wouldn't go hungry while you were stuck there." Gwen called as she took two plates out of the cupboard and brought them into the living room. She placed them on the coffee table and headed over to the drawer and began searching through it with the help of her phone. "This storm is getting pretty bad, huh?"

"It's crazy out there. Everyone is being warned to stay indoors." Peter said as he took off his jacket and hung it on the coat hanger in Gwen's hallway. He kicked off his shoes before heading back into the living room and sitting down on the floor in between the couch and the coffee table. He pointed the light from his phone towards Gwen, who was standing next to the coffee table. "At least we have the pizza."

"We won't be in the dark either." Gwen grinned as she held up a box of matches in her left hand and three tea candles in her right. She set the candles down on the coffee table and spread them out evenly. She lit the match and leaned over to light the candles. Once the candles were lit, she stood up straight and blew out the flame coming from the match. The candles didn't provide much light, but it was enough for Peter and Gwen to actually see each other.

Gwen brushed down her white, knee length nightgown and she sat down on the couch. She grabbed the blanket that was folded over the back of the couch and used it to cover her bare legs as she put her feet up on the couch. Once she was comfortable, she took the plate with a slice of pizza on it from Peter.

"Thank you. You really didn't have to do this." Gwen said as before taking a bite of the pineapple and ham pizza.

Peter picked up a slice out of the box and put it down on his plate. He turned around from where he was sitting on the floor to face Gwen. "Well, you were here on your own in the middle of a thunderstorm; I thought I would surprise you. I didn't think the power would go out so it's a good thing I came over."

"You are so sweet." Gwen smiled. She set the pizza back down on the plate that was sitting on her lap. "This is a really nice surprise. I really didn't want to sit here alone in the dark."

"Where are your family tonight, anyway?" Peter asked, just before hearing another loud crash of thunder outside. Both Peter and Gwen looked over at the living room window. Raindrops were rapidly sliding down the window as the already brutal storm began to get worse.

"Philip is staying with a friend. Simon and Howard are with our cousin. My mom went out with her friends." Gwen told him as she looked away from the window and moved position on the couch. "With that weather, it doesn't look like they will be home anytime soon."

"It's not a very nice night for your mom to be out with her friend." Peter pointed out as the room was briefly lit up by the lightning, causing both himself and Gwen to jump. Peter heard Gwen let out a small shriek; he smiled at how she held her hand to her chest with a frustrated look on her face. He guessed this wasn't the first time tonight that the lightning had frightened her.

"I think she could just use some company." Gwen said, her heart still beating fast because of the fright from the lightning. She looked down at the plate on her lap before looking up at Peter. "Her friend's husband was killed last year in a car accident. So she can understand what my mom is going through right now."

Peter sighed as he placed his hand on Gwen's knee over the blanket. It had been nearly four months since the death of Captain Stacy. Gwen's family were still going through raw emotions as they grieved for their father. Gwen was appearing to be coping with her loss well, but Peter knew from his own experience that Gwen was still hurting but not showing it. Gwen looked at towards window. Between the dull light from the window and the glow of the candles, Peter could see Gwen's eyes well up with tears. "Gwen, I'm so sorry."

"Don't be sorry. I told you already, I don't blame you." Gwen shook her head and put on a smile for Peter. She quickly wiped away a stray tear from her eye. Despite her smile, Peter could see so much sadness in her eyes.

"Promise you will talk to me?" Peter asked as he took Gwen's hand and gave it a gentle squeeze. He knew this part of the grieving process, for weeks he couldn't hear anything mentioning his Uncle Ben without being moved to tears. He could tell Gwen was feeling the same but she was very good at hiding it. "I know I pushed you away when you tried to comfort me, but I also know now that it isn't good to keep all these emotions to yourself."

Gwen tried to smile again but ended up letting out a small sob as she desperately tried to stop any tears from falling from her eyes. She had only cried on front of Peter once, that day at his house when she went to find out where he had been. Gwen hated crying on front of others, she was good with talking about how she was feeling or any problems she may have but she hated crying when others were watching her. "It still really hurts."

"I know it does." Peter tried to comfort her as he pulled himself up onto the couch to sit next to Gwen. He moved the plate from her lap and put it down on the coffee table. He moved closer to her so he could wipe away one of her tears with his thumb. "Being the oldest, you have the responsibility to make sure your mom and brothers are okay."

Gwen nodded and gave Peter a gentle smile as she placed her hand on Peter's arm. "I guess it was the same with you and your Aunt May?"

"We helped each other through it. Remember I'm here to support you though this, okay?" Peter told her. Gwen looked down at her hands once again and nodded. Gwen smiled at Peter again as she held out her arms towards him for a hug. Peter moved closer to her and wrapped his strong arms around her. He could smell the scent of her strawberry shampoo as he rubbed gentle circles onto her back.

They stayed like that for a few minutes until another crash of thunder interrupted the moment. The sudden noise caused Peter and Gwen to jump away from each other. Gwen looked at the tight grip Peter had of her hand and began laughing. She reached over the picked up the plate from the coffee table. "We should finish the pizza before it gets cold."

Peter nodded in agreement as he picked up his own plate.

When they finished eating, Gwen lay down and snuggled further into the couch and looked over at the window. The rain was still heavily falling against the window, the room lit up once again with the lightning outside. Gwen looked over at Peter as she pulled the blanket up to her chest. "You're not going home in that, are you?"

"Well I don't think it would be a smart idea." Peter answered as he picked up the plates in one hand and one of the candles in the other. The candle didn't provide much light but it helped Peter find his way into the kitchen and put the plates into the kitchen sink. He made his way back into the living room and set the candle back down on the table. "I don't want to leave you alone in the dark."

"And I don't want you to go home in that storm." Gwen giggled, moving on the couch to give Peter room to sit down next to her. "You can spend the night here; my family won't be home until tomorrow evening at the latest."

"I hate power outages. We have nothing to do." Peter said as he lay down next to Gwen. He chuckled at how Gwen moved the blanket so it now covered both of them. "It's too dark to see anything."

"It doesn't matter. We might have the power back in the morning. We are here together so it's okay." Gwen told him, smiling as she snuggled into his warm body. She rested her head on his shoulder as Peter placed his arm around her. They lay there listening to the rain hit the windows of the apartment. Peter gently played with one of Gwen's curls until the rain soothed them both to sleep.