I'm kinda sorry for not uploading so long. Then kinda not cause i've been dealing with a lot of shit that made things difficult.

To sum up:

-My 15 year old Chihuahua died on May 23rd at 1050pm and she died in my arms. Limp and everything. Even peed. It was devastating and it broke me. Luckily i had my best friend drive to my house and comfort me cause i didn't know what to do and it was in the middle of the night. She was just too old and it was the end of her journey here.

-My grandma's kidney was in bad shape and it required me to be there for here nearly all times so we can help her. She was in a lot of pain. Drink plenty of water ya'll. Be healthy! She's a whole lot better now, thank god.

It was just too much mental stress that i couldn't really be in the mood to write. And i miss my damn dog.

I'm a whole lot better now though.

.:. X .:.

Peter is about four and a half. He's turning five soon.

Lately he notices a bit of tension between his mom and dad. He's seen his mom alone in her office not quite focused on the paperwork in front of her. Other times he spots her reading the same page for nearly a while. Shes a fast reader, he knows.

She tries to ignore whatever it is and work together with dad.

He likes those days, because the door was open and he gets to sit with them and watch them work. It involves lots of reading, where he sits in his mom's lap and scan the pages she's reading and not understanding anything at all.

Other times he sits in a chair and his dad practices a speech to him and he sees his dad scribbling notes and writing things on the chalkboard, talking to Peter as if he completely understood everything.

THUMP

A sudden noise stops his dad mid sentence and they both look up. His mom does the same from the desk by the window.

"Mom?"

"It's probably that family of racoons again," his dad says. "You want to check on it, or should I?"

"I'll do it, stay with Peter. It's probably nothing," she says as she stands and makes her way out.

"Don't worry chap. I won't let them bite you," he smiles. "In the meantime, how about some Dmitri Shostakovich - Waltz No. 2?" he says, putting on some music. He didn't see anything weird by the sudden action, he always hears them play music all the time when they're reading.

So he doesn't pick up on the extra thumps coming from upstairs.

Or the fact that his dad didn't leave the desk and his hand was under the desk the entire time.

"Peter, how much of the periodic table have you memorized so far?" his dad asks. Peter's face brightens, and he starts to list off.

Peter was too busy in recounting each periodic table that he didn't notice his dad typing quickly into the laptop, pulling up security footage of somewhere else in the house. The attic.

And the footage showing his mom twisting around and effectively taking out intruders.

"Ah, Offenbach. A classic," his dad smiles as the music goes on. Peter is still listing and now throwing the atomic numbers in. "Continue Peter," he says, and the next footage shows an intruder in their current hallways. His dad pulls out a suppressed gun, something Peter didn't notice at all, and quietly heads towards the door.

He quickly opens it and shoots, but with the climax of the song, Peter didn't hear the tack sound.

"Honey are you alright up there?"

"Yes, we'll need to call animal control later!" he hears his mom shout. From the feed on the laptop, his mom is standing around several bodies. A few squirming in probable pain.

A few are dead.

And Peter notices absolutely nothing.

But Peter standing in the corner of the room, behind the desk and seeing a tiny version of himself completely oblivious to everything going on around him. Peter in the corner notices everything.

Peter in the corner is beyond confused.

It's clearly a memory but he's not in his body.

Out of body?

He's not quite sure.

Peter isn't quite sure of things anymore.

He gasps, waking up from his dream—memory—his breathing became erratic, and the scene before him instantly flashes and Peter wakes up—promptly bonking his head on thick glass. He hears a crack and groans, not knowing if the crack is from his head or whatever he just headbutted.

Peter moves to clutch his head in pain but finds that he can't. There's two very large bars wrapping around his midsection and it prevents him from moving any further. His head is a bit fuddled, and he doesn't know where he is.

Well.

Where he isn't, and the last thing he remembers is him talking to Ned in the locker room.

His vision clears up and he notices the mask that's around his mouth, a band wrapped around his head. Due to his small stature, he has a bit of room in whatever...container...bed he's in.

Actual he's not very sure where he is.

Fuck.

Fuck.

FuckFuckFuckFuckFuck.

He looks around from the glass in front of him and notices he's in a lab, a lab that looks quite like Tony's. Is he back at the tower?

It's dark, minimal lights are on and aside from that there's nothing Peter can point out.

There's movement from the corner of his eye and he spots a woman approaching quickly. Her eyes are wide, maybe surprise at the fact Peter's in here?

Or awake?

Peter doesn't pay attention to the blinking red screen in which she quickly smashes her finger on, and not a second later a hissing sound comes from inside whatever tube he's in. The bars across his midsection opens and curls back down under him. He goes to remove the mask, but the lady stops him.

"Wait, please leave that on. I'm Dr. Helen Cho, Mr. Stark has asked me to come and help," she quickly explains, and the tension in his body releases. He sits up from the bed he'd been sleeping on.

"Wha-what happened-"

"Sorry, can you tell me what your name is?" she asks.

"Uh-Peter Parker," he introduces himself.

"Age?"

"Fifteen."

"What's the last thing you remember?"

"I-uh-I was at school, talking to Ned after PE in the locker room and I can't remember much after that," he tells her. She smiles.

"Sorry, I just wanted to make sure your mental state is alright. Some boys sprayed body spray, Axe, and due to your new genetic mutation, you had a severe reaction to it. It's been about two days. You healed quick, but you were still asleep," she says and she goes around behind him on the machine and type something. "Since you were healing so well, I didn't want to disrupt you from your sleep until you were ready."

It takes a few moments to realize what she said.

"Whoa, whoa-wait. Y-you know? About-" he gestures to all of him. She nods.

"Mr. Stark and Dr. Banner were very thorough in telling me what happened. Don't worry, your secret is safe with me," she smiles. Peter sits up. "Alright, your lungs were very damaged from the toxic chemicals and the cradle healed your lungs. The mask you have on is blocking any more scents from out here entering while you breathe, just in case you're still sensitive. How are you feeling?" she asks.

Peter pauses and checks his body. Flexing this and that. At least this time he has a shirt on. A bit tight fitting than he's comfortable with but he's not complaining.

"I feel fine? Like I feel a bit sleepy, but I just woke up...um...how long was I out?" he asks nervously. Helen gives him a sympathetic look.

"Not for long, It's about five in the evening on Tuesday."

Peter whips his head up. "Wait-the next day?!"

"Your Aunt and Uncle are both here. They don't entirely know the true reason to your reaction quite yet…" Helen pauses. "Peter, are you going to tell them?"

The question surprises Peter. "Well, Mr. Rogers said I can't-"

"I'm not talking about Captain or anybody else. I'm asking you, Peter. Are you-do you want to tell them?" she corrects herself. Peter sits there in silence.

He did think about it. Telling them. He half expects them to throw him out, or worse.

Be afraid.

Peter would rather deal with anger than to experience the two be terrified of him.

"I... I don't know…" Peter admits as he picks at the hem of his shorts. "I've thought about it…" Peter couldn't come up with any explanation, so he just shrugs his shoulders.

Choosing to drop it for now, Helen offers him a warm smile.

A few moments later, the door open and Bruce rushes in. He looks as if he just woke up from a nap.

"Peter, bud-hey. How are you feeling?"

"Like I just woke up from a nap I shouldn't have taken. Well rested but the anxiety of 'how long was I out' is there," Peter shoots off.

"Look, I'm so sorry. I really should've made it a stronger point to the others of trying to get you in the lab and to run a few examinations on you. I didn't want to overwhelm you and figured we can reschedule," Bruce says as he goes around to check the screens that displayed Peter's health. "Your stats are perfectly normal now."

"So, what exactly happened? Dr. Cho said I had a bad reaction?"

"Sensory Overload, do you know what that is?" Helen asks.

"I can kinda take a guess from the name," Peter says before catching himself. "Sorry, I'm just..." Peter's shoulders droop down.

"It's fine. I'm just glad you're feeling better. But yes, that's essentially what happened. The strong scent from the body spray was too much for your nose to handle and it overloaded your other senses as well. This can happen to anybody, not specifically mutated ones. Normal humans can have a bad reaction as well, so this won't pose as something odd that would point out your mutation," Helen tells him.

"The good thing about this is that just about anybody can have a seizure for any unknown reason. If it happens again and again, not that I'm hoping for it to, then Dr. Cho can put it down as epilepsy," Bruce says.

"Does this mean I can't have any fun?" Peter realizes. "Like, I know I'm not a party person, but It is high school, and you need to at least go to a couple of parties or you'll be branded as a loser and I really don't want that."

"Parties are fine, raves maybe not too much," Helen says. "Or any clubs. Those are a no-no."

"If it makes you feel any better, I can't raise my heart rate up too much," Bruce says, hoping it cheer him up somehow.

"Same as my Aunt and Uncle and most elderly people I know," Peter says. Bruce just grins at him.

"Also, what am I in exactly?" Peter asks. "Dr. Cho mention it being a cradle?"

"Oh! I can explain what it does. Let me remove that from you, I think you're fine now," Helen gently removes the mask off him and goes on to explain the cradle.

Bruce gets a feeling that Peter asks not because he's curious, but to keep his mind off something. He didn't miss the boy's small change of attitude, but Bruce can hardly blame him.

.:.

There were lots of crying, mainly from Aunt May and Peter had guilt tears because he didn't want to tell them anything.

Not yet. Maybe someday he would. He knows they'll be angry at him for keeping something this big from them but Peter's not ready.

Hell, Peter isn't ready for about one hundred percent of everything that's happened to him but life sucks.

"So, I would strongly suggest anything with a toxic smell or something than can be very overpowering to be removed. He definitely will need a higher calorie and protein diet because he is a tad bit small-"

"Muuurgh" Peter moans out at the offensive comment. He's pouting. Yes, pouting. As soon as he could, he had his phone in hand and checked his messages. He pulled up his twitter feed and promptly chucks his phone back into his bag (he needs to thank Harry big time) and falls back into the bed in the infirmary, curling around Aunt May. May immediately without hesitation and attention still on Dr. Cho, runs her fingers through his hair.

Everyone had seen what happened to him. Someone recorded it and uploaded it.

Aunt May is an angel and savior when she asks Dr. Cho for a doctor's excuse for Peter to stay home a few days and recuperate a bit more before immediately going back to school. Bless her, he loves her so much. She's a saint on earth.

Now he can sulk at home and hope that the incident can die down.

He really hopes so.

He has the weird memory dream thing happen and he doesn't need people at school gawking at him and make fun of him for what happened.

Oh god he just realizes he's probably going to get a lecture from both Aunt May and Uncle Ben and Steve when he gets the chance.

Peter groans out again, and Aunt May's fingers work like magic.

A while later, Dr. Cho sends them home with a list of things that need to be thrown away or be wary of. Anything with strong scents, etc. He remembers Aunt May keeping receipts on things she bought so she can just exchange them for something more sensitive.

He's sure Aunt May won't rest until its all done and safe, so he's going to help as much as she'll let him.

He almost gets away from the tower scott free from any embarrassment until he spots Steve on the way out. The man is quick and meets him at the end of the elevator before Happy picks them up. Steve just tousles his hair and simply tells Peter to be careful—to which Peter nods in embarrassment.

Steve waves at Aunt May and Uncle Ben before Happy pulls up, taking them away.

.:. X .:.

It's been about two days since he woke up.

He tries not to think about it.

So, he busies himself with cleaning his room. If he doesn't do it then Aunt May will and he honestly doesn't want her to do that. She's already doing so much. He's about halfway through until the dreary weather caught his eye. Well, not really the dreary part, but the sunshine peeking through the dark clouds and it's only about five. He finds himself sitting there, upside down on the ceiling watching the view. He would sit outside his window on the roof peeking out from his window but Aunt May would flip.

Uncle Ben had already made it back home safe and sound and cleaning out the last of the stuff in their basement. Peter would gladly help but Aunt May had banned him from any hard labor herself.

As he sits there, his mind wanders back to his dream from this morning.

He honestly doesn't want to think about it, but apparently his mind has other plans.

He wants to assume that what he saw before he woke up was a dream, something his brain made up to cope with stress, but it didn't seem like a pleasant dream.

If it were a memory, why didn't he remember it? Frankly he doesn't remember a lot of things from his childhood prior to coming to live with his aunt and uncle. One of the special children's psychiatrists says it was because losing his parents had been traumatic to him his mind coped with trying to forget so the pain would lessen.

Or something.

Peter doesn't know, but what he does know is that that most definitely did not feel like a dream. It felt familiar.

Was it a memory then?

He really doesn't want to ask his aunt and uncle for even they won't know the answer to.

"Boys! I'm going next door for a bit, if you need anything just come over!" Aunt May hollers from downstairs. He then hears footsteps coming up the stairs and coming towards him, causing him to flail a bit and drop down in a heap. He barely manages to sit up right when she comes in. "And Peter dear, don't push yourself too much, alright?" She sees him on the ground sitting with a smile. "And don't you go down in the basement. I don't want you getting sick, alright?"

Peter sighs.

"Got it Aunt May. Don't forget to bring an umbrella!" he tells her when she makes her way back downstairs.

"I won't!" she says and a few moments later she's finally gone.

Peter waits a few moments until he deems it safe to scramble up and fling himself (almost literally) out his door, softly landing on wall to wall and hops downstairs in one quick leap.

He can't just sit and do nothing. He needs to do something.

He's too antsy to sit and do homework or read.

He makes his way to the kitchen and to the basement, where he spots Uncle Ben looking through old boxes of junk.

"Hey Uncle Ben, do you need any help?" Peter asks as he slowly makes his way down. The old man looks up from some old magazines and huffs when he sees Peter rolling up his pant legs.

"Came down as soon as she left," he mutters. "Nothing kid, just getting lost in all the nostalgia," he says as he gestures to the small mess around him. "Feel free to pick a box."

He grins as he starts looking through.

A lot of them were Aunt May's cross-stitching supplies, old recipe books, more of Uncle Ben's bowling trophies. He of course puts up the boxes of photo albums on top of the desk and out of reach from the water.

He opens the box to find them intact, undamaged from the water.

He finds an old album of May's and finds himself curious. He opens the cover and it's a bunch of photos back when Aunt May and Uncle Ben were a bit younger. Seem to be around their thirties, the date had been smudged a bit.

The photo looks as if they're somewhere big and fancy outdoors. Like a manor. It's a few of May's family members, he recognizes Ben and a few others he doesn't recognize. He takes one photo out and flips the back, seeing a few names.

-Jan, April, William, Claudia, Claire, Albert, Johnny, Ben—

He knows of the first four names, and obviously Ben's but three he doesn't recognize. He quickly snaps a picture of the old photo and the names and puts it back.

Aunt May doesn't talk much about her family, and he doesn't press on.

He flips through a few more photos, and the man he thinks is Johnny pops up a few times and then he's gone. Then photos of May and Ben's wedding show, and the two look ecstatic as ever.

Peter closes the album and safely puts it back in the box. He puts it near the keep stack by the stairs and continues searching through more boxes.

He picks up a large box next to the desk to move and the bottom fell through.

Grumbling, he picks up the objects and throws them in a bin to look through later. It was a bunch Peter's old toys. A ball rolls under the desk and he bends to reach for it and spots something interesting that made his entire brain pause for a moment.

He scrunches his face up as he sees what it is, an old brown leather briefcase sitting under the desk, seemingly tucked away and currently gathering dust.

Its not the discovery of said briefcase, but the initials on it by the latch.

R P

Richard Parker.

His dad.

Peter then remembers something foggy. Sitting in the backseat, it was at night and rainy. He sees his dad in the passenger's seat and the lights blurs pass them. His dad opens his briefcase to take a file out.

What's the briefcase doing here?

Peter reaches down and picks it up gently, as if it would crumble away.

"Oh, Peter I told you to not come down here—" Aunt May suddenly says but her voice doesn't reach him. His attention is still on the briefcase. "Ben!" she snaps at her husband and the man looks up from looking through something, face slightly dropping at what he sees in his nephew's hands. He glances at May, who looks worried. Ben lets out a quick chuckle.

"Almost forgot all about that thing," he starts. "It was your dad's. He asked us to keep it safe for him." Ben makes his way towards Peter and May. "He saw it in the window in a leather shop over on ninth avenue. What's a nineteen year old got to do with a briefcase?" he chuckles again. "And guess who sold it to him?"

Peter looks up at him and shrugs as he looks through the bag. "I don't know—"

"Your mother! That's how they met," Ben smiles.

"Wait-he asked you to keep it safe for him. I mean there's nothing here, have you looked in here—theres nothing here," Peter starts to babble. He opens the briefcase and spots a clipped newspaper.

He knows the man in the photo next to his dad. Spoke to him, actually.

Dr. Curt Connors, from Oscorp.

Its quiet for a few moments until Aunt May snaps them out of it.

"C'mon, c'mon! Our lovely neighbor made us a casserole for dinner, so I want the two of you upstairs cleaning up! C'mon, Peter before you catch something again!" she ushers the two up.

Peter glances at her and nods before rushing upstairs and towards his room. When he finally left, Ben glances at May. The woman holding a hand to her mouth in slight shock.

They had completely forgotten about the briefcase.

.:.

If only he had found this before the spider incident, he would've worn his dad's old glasses. He wouldn't mind removing his contacts out and wearing them.

Peter sets them on his shelf, so he wouldn't accidentally step on them and focuses back on the things he found in the briefcase he lined up. A few pens, a calculator, a pager he thinks, a few coins and the newspaper clipping he found earlier.

The last thing he finds is an oscorp ID badge.

He breathes.

He doesn't know how to react.

He should be happy to find something of his dad, but it just leads to more mysteries unsolved. He thumbs the photo of his father before setting it down.

This couldn't be it—keep it safe for him—for what? For a bunch of things that seemed like he just emptied out a junk desk drawer out into his briefcase? At least he has some clue—Dr. Connors. He should know something about his dad.

But how to meet him again? He can't just randomly walk into oscorp.

Should he ask Harry's dad? But the man seems too busy. He should ask Harry instead.

Alright—half a plan thought out. Ask Harry, maybe beg him for info on Dr. Connors, where he lives so he can talk to the man. He's positive May or Ben aren't much help here and the avengers will tell him no.

He honestly wants to find out for himself.

Back to the briefcase.

What is so important about this that his dad stressed to Ben to keep it safe for him?

There has to be something in here.

He opens the flap and searches the insides, the tiny pockets, practically turns the entire thing upside down and shakes the darn thing and there's nothing left.

He flips it to the back, finding a zipper and opens that, reaches a hand inside and finds half a cigar. His dad smoked? Still, he sets it along with the other things he's found so far.

He runs his fingers inside, feeling the spine of the leather briefcase. A little bumpy. He runs his fingers up and along the lining of it until one of his finger dips down and caught under the lining of the back.

Then he feels something—papers.

Peter then runs his hand until a secret compartment of the back is revealed. He pulls out the contents. It was a folder.

Peter pauses for a moment and glances up at his door. The boy scrambles half way up and reaches to close the door. He reaches for the lock switch he made and locked his door.

Sitting back down, he opens the folder.

Was this his dad's research papers?

One side contains a numerous amount of sequences clipped together and blueprints. The other were notes. A lot of half worked equations and some scribbled out. A few symbols that look familiar to him. At the bottom of the page on the front and circled were the words 'Decay Rate Algorithm' and underneath it was an equation.

Heavy footsteps approaching his door knocks him out of his stupor. The boy shoves the folder inside the briefcase and tosses it in his desk. He then flips the switch to the lock on and mixes the things he had lined up around and goes back to the mess he left earlier and resumes cleaning.

There was finally knocking at his door, and his Uncle calls out to him.

"Peter?"

"Yeah?" he instantly replies, and winces when the reply is a bit too quick. Ben opens his door.

"You okay?" He asks as soon as he spots Peter. Then pauses as he looks at the mess. "Wow, you are really reorganizing your room, huh kiddo?" Ben looks around at his room in a mess.

Peter scratches his head. "Uhh, yeah I kinda got carried away. Figured I have a bit too much junk in my room. And I'm fine."

"Can I talk to you for a minute?" Ben asks. Peter pauses from his junk pile and looks at his uncle. He nods and the man comes in and closes the door.

Seeing the mess, he sits at the computer chair, picking up a rubix cube to mess with.

"Listen, um…I don't have much education—you know that Peter. Hell, I stopped being able to help with your homework since you were ten," he laughs at himself. He tosses the cube in the air, catching it easily. "Look, what I'm trying to say is that I know it's been rough for you without your parents and I know we don't talk much about them—"

Peter cuts him off with a shrug as he picks up some random computer parts. "Hey, its alright. I get it. I'm not the only one coping with their loss."

Ben smiles a little. "It's still not alright. I honestly wish I could change it, but I can't," he sighs. "Look Peter, that newspaper clipping you found—that man next to your dad is his partner. Dr. Curt Connors. They used to work with each other a lot. They were really close," Ben reveals. "He did show up again, a few days after that night and he came to our house, asking if your father had left anything with us at all. We told him the only thing he dropped off here was you, his son and took off. He kept asking for something else, but we always gave him the same answer. Kinda pissed us both off. After what just happened the only thing he was most worried about what whatever else Richard left behind. Research studies? I don't know. Then after that, we never saw him again. Never even called…not once, just to ask if you were alright." Ben says as he looks down. "Go figure…I know it's tempting to find and talk to him, but you gotta listen to me on this, Peter." Uncle Ben looks at him sternly. "Do not ever go and meet with that man alone. There is something not entirely right about him. If you really want to, we can go with you to see if you can catch him in that building."

Now this confuses Peter. When he met him during the trip, the man seems alright.

He's still meeting him anyways.

"What's the point in asking him if he never bothered to come by to see how we're doing?" Peter tosses the junk in the trash bin. "Besides, with how busy he is I doubt he'll lend some time at all." Peter shrugs again.

"I'm sorry Peter, I really am."

"It's fine, Uncle Ben. Thanks for coming up."

"Not a problem kiddo. C'mon, lets have dinner now, your Aunt is waiting for us." He motions for Peter to come and the boy follows along beside the man.

"You know what Uncle Ben? You're a pretty great dad too." Peter gives him an honest smile. Ben smiles, ruffling the boy's hair.

"You're too good for us, kiddo."

sO.

A LOT OF THINGS HAPPENED HERE. Development. In this chapter you can recognize a lot from the Amazing-Spiderman movie of course. And sorry if the pacing is weird. I wrote half this chapter during May and stopped.

Hooray for updates.

Love you guys for being patient with me! Be safe out there!