So I've gone back and read just about every comic associated to Marvel's whole Civil War 2 thing and like many others I'm sure I have to say…could have been better.

This will be an AU take on that event in that Peter Parker never got involved in this conflict in the first place, he decided to wisely, stay out of it since the last time there was a big superhero battle like this aka the first Civil War and to some extent the conflict between the Avengers and the X-men, he realized that the bad guys aren't gonna sit by and watch, I mean they will but they'll also use this time to make their move either for power, money or just to cause destruction in general plus does anyone really win these things?

This stars after Thor whose Jane Foster at the moment takes Miles home, after she leaves he heads over to Peter's office which is now in the Baxter building, the New York headquarters for Parker Industries and for the next few hours tells Peter what's going on and what happened and the vision of him apparently killing Rogers

Disclaimer: I don't own any Marvel or DC characters seen, mentioned or used in this story

Peter held in a sigh as he stared out at the illuminated city of New York, his home, the city he's taken to defending with his very life, even giving it on a few occasions to keep it safe. And not just the good old Big Apple but the world at large…which sadly seemed to be slipping further and further down the road of no return every day

Peter ran a hand through his hair in both annoyance and exhaustion "Have to say, this is not how I thought being a superhero would be, I swear I spend more time fighting other heroes than the actual bad guys now a days…"

He looked over his shoulder to see Miles, curled up on his chair sleeping, Peter couldn't blame the kid. After all he was just shown to be Captain freakin America's future killer and was nearly arrested by Captain Marvel because of it. Peter then turned his gaze back out towards the city with a frown

He knew Carol was going to come for Miles that was certain. She won't let this 'possible future', which Peter has discovered has like at best a ten percent probability of happening, come to past and Peter knows she'll be bring not just Alpha Flight with her, but the Guardians of the Galaxy, what few members of the Ulitmates are still with her, most of which are the real big guns, Ororo and her X-men team and well anybody else that thinks Miles should be locked up and punished for something that Peter knows to his very core would never happen in the first place

"Hell for all we know that's not even Miles under that mask" Peter said more to himself as he began to pace "I mean it's not like us Spiders have a nasty habit of being impersonated by sociopaths in the past"

The events of Ocks run as the Superior Spider-man were still fresh in his mind and even then, it wasn't the first time a criminal has used either his or another Spider's name to ruin everything. The Skrull Queen did the same with poor Jessica just a few years ago…

He then sat on the edge of his desk and casted a brief glance at Miles, watching the kid sleep...which now he realized was probably kind of weird and maybe even creepy. He quickly shook his head and resumed pacing when he heard someone enter his office

Miguel O'Hara, the Spider-man from the year 2099 and one of the very few people, like counted on both hands and maybe one foot, that Peter can genuinely count on when all else fails to have his back to the bitter end and then some

"Hey…I uh heard what happened earlier today" Miguel said as he casted a brief glance at Miles "How's he holding up?"

"Confused…scared out of his mind…wondering if he really will kill Rodgers" Peter said as he rubbed the back of his head "Christ when I was his age all I worried about was wheatear I'll get my butt handed to me by Flash again or worse try to talk to a girl and embarrass myself"

Miguel snorted at that "Don't hear that in the museums and biographies they have about you in my time"

"Well lucky you Miguel, you get to know something about me that few others do" Peter said with a chuckle before his face sobered "…She'll come for him. Not now but she will…I give it till morning and then she and SHIELD will be rolling on in here to get him"

"Why?" Miguel asked with a frown "What does she hope to gain from this? Arresting a kid- no wait 'protecting' a kid that's not even old enough to have a learners permit and locking him away like he's Carnage or something?"

"…Because of M-Day…" Peter said with a faraway look in his eye

"What?" Miguel said with confusion "What does that have to do with anything?"

"In the reality that Wanda made where Mutants were the dominant species and humanity was…not so much…Carol in that world was the most popular and most famous hero on earth" Peter said as he pushed away his own memories of that reality, where Gwen was alive and they have a kid, right now that was far from important

"Anyways up until then Carol was in a lot of circles considered a B list hero at best unlike Mar-Vel. After experiencing that sort of fame and recognition, the likes which Rogers, Thor, Stark, me, Banner and several others have in this world, she wanted that. She craved that kind of standing and approval, so she began to push herself to be seen in the same light as some of the heroes here. Taking risks, hiring an agent to get her out there, trying to prove that she was every bit as good as we were if not better…" Peter said as he let out a tired sigh and rubbed his face

"Still despite her moments of stardom she's still to this day considered a B list hero, hell I sometimes see her as that despite what she can do and what she's pulled off and up until now she was becoming more irrelevant by the day" Peter said with a shrug "It's harsh but in a way true"

"How was she becoming irrelevant?" Miguel asked with a frown

"Well up until now she was made head of SWORD and Alpha Flight and while that sounds cool in reality it really isn't. I mean all she was doing up there was watching other worlds, waiting for something or someone to attack us and really how often does that really happen now a days? Seems like it's all hero vs hero, heroes going bad and villains going good or something, which admittedly the last one not being so bad in the grand scheme of things" Peter said the last part with a dry laugh

"Hmm so she was made head of a group that see's less action which she couldn't stand?" Miguel guessed as he was starting to see what Peter meant

"Right you are" Peter said with a nod "Also do you know how many people even know about SWORD or what it can do? It's like the K-mart version of SHEILD, sure they sound cool and have nicer things since they scavenge of Alien tech more often but when's the last time you heard SWORD save the day or prevent an Alien invasion?"

"Not like in years but in their defense, some of those were covered up to keep the public from panicking" Miguel pointed out

"I know but here's the kicker…they don't get any recognition at all half the time and Carol, someone who craved that is now head of an organization that nine times out of ten won't get any. Hell they'll be lucky to be even mentioned in a news report" Peter said with a grim chuckle "It's tragic…really it is and you can't really blame her for wanting to be acknowledged as a hero, to be seen in the same light as Captain America, that kind of approval from her peers, I mean who wouldn't? I do, won't lie and I secretly hope to live to see it one day which with my luck I probably won't…"

The two stood there in silence for several minutes before Peter let out a light growl of anger

"…But if she were to prevent Captain America's death, and the deaths of others with that Ulysses guy's 'visions' then well she'd finally get the fame and recognition she's wanted all these years" Peter said as he saw that it was beginning to rain outside "…She's willing to throw a kid in jail for something he might do, just so she can relive her fantasy of being the most popular hero on earth again…"

"So what are you gonna do, join Stark's side?" Miguel asked as he scratched the back of his head "Cause honestly I don't really think he's really on board with what his side is fighting for, I mean I'm sure he is but that's probably like thirty percent why he's fighting Carol now"

"What do you mean?" Peter asked with a curious expression

"Well it's just…can you ever imagine Stark accepting the authority of someone else? I mean if he decides to accept these visions that Ulysses has then that would mean he's falling something else, someone else that's not him" Miguel explained as he folded his arms across his chest "He's not going against Carol, in my eyes at least, just because he thinks that her side is wrong by profiling people and arresting them for crimes they may commit or something…he's also going against it because his ego won't accept it. Hell, he had no problem in the last war telling others to accept his authority"

Peter mulled over what Miguel said and he couldn't really see any fault in the man's logic. When it did come down to it, Stark may have not gone against Carol because he didn't think her side was right, but because on some level he couldn't accept a 'B list hero' having any say over him

Him the great Tony freakin Stark…the Invincible Iron Man…taking orders from Carol Danvers of all people… yeaaaah that won't go over well under any circumstance

"So Stark's out but to be honest I was never going to side with him anyway" Peter said as he cupped his chin in thought "Never really forgave him for trying to steal my protégé whose now drooling on my seat at the moment or the shots he took at my company's tech, it's inventions…even if it's technically Otto's to some extent…or at my and Miles's equipment!"

"Arrogant asshole" Miguel said with a snort

Peter laughed quietly at this before he and Miguel's attention was drawn to Miles's shifting form before it resettled and the boy resumed sleeping. Peter's face softened at the sight of him curled up in his seat, really hitting home just how small he was, granted Peter was no goliath when he first started out but he was fifteen at the time, Miles here was barely fourteen and he was still a few inches shorter than the Queen's born billionaire when he was that age

Peter slowly walked over and placed his jacket on the kid like a blanket, he held in a chuckle as he watched Miles snuggle into the warm fabric before he stood up and looked out towards the city of New York as his mind wandered

'Carol's lost a few people on her side today, but that won't stop her. She's still coming for Miles and hell maybe even Stark will too for some weird reason…' Peter thought as he glanced back down at Miles with a determined expression on his face

'I failed a lot of people in my life Miles…my Uncle Ben…Gwen…Jean DeWolff…Ben Reily…the first Madam Webb…Frankie and far too many people to count in my long years as Spider-man. But I'm not going to fail you too, I don't care what they throw at me, I don't care how long I have to fight or who, but if they want to take you for something you might do which I know you never would…'

Peter then turned to glare out towards the city with narrowed eyes and quietly whispered "…Then they're going to have to go through me first!"

Miles Morales was a part of his family, and he'll be damned before he loses anymore of it

…

And done

Next chapter, Peter prepares to go to war…