"Does Peter seem a little different to you?" Michelle frowned, as her and Ned watched Peter run around the track, during gym. He didn't even seem to be winded.

Ned shrugged, as he continued to half heartedly hop over the floor ladder. "It's probably all the times he's had to run from Flash. He's just gotten better at it."

Michelle wasn't convinced, and stared across the room, where Peter looked bored as he overtook all the other kids with ease. "No, something's definitely different."

"Great job, Parker!" Peter seemed to snap out of a day dream, as their gym teacher called out to him, as if only just noticing how fast he was running. Michelle watched, suspicious, as Peter slowed down, blushing.

That was weird.

Peter moved onto the weights, rubbing a hand over his eyes, like a sleepy toddler, before Flash came over and ruffled his hair, making it stand up all over the place. Peter scowled and ducked away, taking one of the benches in the corner away from his assigned gym partner.

He seemed to be distracted today, which only made it easier to catch him out on being a weirdo. Or, more of a weirdo than usual.

Peter was a scrawny kid, there was no way he should have been able to do those weights so easy; but there he was, watching Flash with a frown; too distracted to pretend like the weights weren't way too easy for him.

Michelle jabbed an elbow into Neds side, making him squeal in discomfort. "Ow! Stupid coach, for splitting up me and Peter just for talking too much. He never elbows me-OW! Stop doing that!"

MJ grabbed his arm, and pulled him over, pointing to their friend, who was now putting one of the 100 pound weight plates on the rack, with one hand, like it was no big deal. He yawned as he lifted it, no strain evident anywhere on him.

Ned's eyes were so big, Michelle though they might fall right out of his head.

"What is happening?"

MJ could ask the same question. Lifting something that heavy, with one hand, wasn't just impressive, it was damn near impossible, for someone of Peters size.

Peter turned around, barely giving MJ enough time to yank Ned back, before he saw them staring. She kept her voice low as she answered Neds question. "I don't know, but we're going to find out."

The rest of the gym lesson became nothing more than a spy session; which was of more use than a regular gym class anyway.

Ned was less happy about spying on his best friend, and wanted to just ask him what was happening, but MJ was insistent that they needed proof of the weirdness before they heard Peter attempt to lie.

It wasn't hard to catch him out on things; he seemed to be distracted and tired, constantly yawning and rubbing his eyes. He even nodded off for a second during one of Coaches lectures.

Ned had judged him back awake, looking concerned, but the teeanger had just rubbed a hand over his face, and waved a hand, telling Ned he was fine.

MJ was not convinced.

Peter seemed to be dead on his feet, yet gym was a picnic for him. He usually hated the Captain America fitness challenge, or any sort of fitness at all, but now he had no problem with situps or the climbing wall. MJ was pretty sure, that at one point, he had missed one of the hand holds and just gripped the flat wall instead?

She wasn't sure how that was possible, or how when it came for Peter to belay for Flash, he had practically been pulling him up the wall, by the ropes. He was definitely stronger than he looked.

She didn't know what to think of it, although Ned seemed very excited and more than a little impressed, and his first explanation was that maybe their friend was a superhero, or a mutant of some kind.

"We had aliens come to invade, last year, and superheroes fought them off; this isn't that implausible."

MJ had initially thought it was stupid but she was becoming more convinced as her spying continued.

Especially when Flash had gone to punch Peter, right on the nose, and broken his own fingers instead.

Peters head had barely even moved, when he was hit, and while me made a noise of discomfort, and held his nose like it hurt, there was no way Flash's fingers should broken instead of Peters nose. It was like the hit had barely bothered him.

The bully had tried not to cry, as he cradled his hand to his chest, yelling at Peter as if it were his fault. "Why is your face so hard?! Do you have a rick for a nose?"

Peter, the ultimate good boy, had reached froward, actually concerned. "Are you okay? I mean, you did punch me. I didn't do anything."

"You broke my fingers!"

Peter was suspended for a week, and severely reprimanded for fighting; which was extremely stupid, but then maybe it would give him time to catch up on some sleep.

When they asked him for an explanation of why he was so tired, he'd only muttered something about the Stark internship.

"Can't you take some time off? What do you do there, that doesnt let you get any sleep. School finishes at 3, how are you there so long that you can't sleep?"

Peter had never been good at lying, and he'd ducked his face down, playing with his fingers, as he stuttered out some excuse.

"It's just a lot of work, and there's a lot of pressure, you know? I want to impress Mr Stark, and I also have homework and practice for the decathlon. I've just had some late nights."

Ned wasn't the best partner in crime, to be honest. He was so excited at the prospect that his best friend might be a hero, that he almost blurted it out a dozen times over one lunch period. Also, there was the fact that they didn't have any hard evidence, or real knowledge about whaT was going on. Maybe Peter did have powers, but just that 'maybe' didn't answer any of their questions.

Their investigation got more interesting, however, when their class all headed to Stark Industries, for a field trip.

Peter was still suspended, so he didn't come along, and yet there he was.

It was a pretty cool tour, and it there was a lot to look at, but nothing else mattered once MJ caught sight of Peter. He was standing in a glass office, a few floors up, just on view of where the class was being talked to about their futures. She nudged Ned, whispering to him.

"I guess Peter didn't miss the trip afterall."

Ned's face lit up, and he was about to wave his hands around excitedly, before Michelle grabbed them and put a hand over his mouth. "Don't make a scene. Just watch what he's doing."

It looked like he was talking to someone, but they couldn't see who it was, until Tony freaking Stark walked into view. He was talking to Peter, gesturing as he spoke, looking frustrated.

Ned whispered, eager. "I can lip read! My mom doesnt like me watching tv at night so I watch it with the sound off. Mr Stark is talking about...blue cartoon...sandwiches? Okay, I might not be that good at this."

MJ ignored him, and watched Peter. He looked sad, but also a little frustrated, hands waving in front of him as he spoke back to Tony. She couldn't tell what they were talking about, but it didn't look good. Tony gestured to Peter, frowning, before storming forward and grabbing his shoulders, face creasing into something concerned.

And then they hugged. Ned let out a small "Oh, my god." as Michelle watched as Peter hugged him back. It was so natural, it was like they'd done it before.

So, Peter hadn't been lying about the internship, in fact, it seemed like it was more than that. Tony let go of Peter and spoke again, more calm this time, and now Peter was nodding, looking down at the ground. If Michelle didn't know any better she would have said Tony was Peter's dad.

Ned shuffled closer to Michelle, both of them leaning over to see the scene, and gasped as the office door opened, letting in another person.

Ned's voice was high with excitement. "Is that Bruce Banner? The Bruce Banner? As in, the amazing scientist, and Hulk?"

MJ nodded, as shocked as he was. "Yep."

Tony and Peter looked towards him, and MJ watched as Bruce looked sad, walking towards the teenager. He said something, most likely a question, given Peters embarrassed nod. Dr Banner talked for a while, as Peter looked chagrined, fiddling with his fingers.

It was hard to tell what they were talking about, but then the door opened again, and a man in a suit, like a bodyguard walked in. He said something, and Tony and Peters shocked faces turned right towards them. Their gazes snapped to the class, and Peter looked MJ and Ned right in the eyes, looking panicked.

Ned let out a small squeal and he and MJ quickly righted themselves in their seats and turned back to the teacher talking.

Okay, maybe Michelle wasn't any better at the spying thing, since they'd just got caught.

The jig was up, and it wasn't such a secret that they were spying on Peter anymore, except when they went to talk to him about it, they found something even better.

Spider-Man was standing in Peter's room.

Ned let out a very high pitched squeal, mouth open wide, as he stared. Spider-Man turned around, wincing as he panicked, hands in front of him as if to ward them off.

"Oh no. Oh crap. Why are you here?"

Ned looked as if he were about to pass out, but MJ noticed something else. There was blood on his suit. It was hard to see on the red of the suit, but it was definitely there, smeared over his side and hands.

Spider-Man was still rambling, freaking out about them being in his bedroom, but MJ was starting to notice that his voice was slightly slurred, and he was swaying slightly.

"What are you doing here? Why didn't I hear you come in? You can't be here."

Michelle reached a hand forward, taking the hero's wrist. "Are you okay? You're bleeding?"

Neds excitement faded as he finally noticed. "Oh my god."

Spider-Man seemed to hesitate, looking between the two, so MJ reassured him quietly. "We know it's you, Peter. What happened to you?"

He sighed, pulling his mask off, and sat down on his bed, wincing. He looked pale, and shaky.

"I saw a girl walking home on her own, so I shadowed her from the rooftops, to make sure she got home okay. A guy tried to attack her, but I stopped him before he got close. I didn't know he had a knife until he stabbed me with it."

Ned was quiet, looking scared, and slightly sick from the blood. He swallowed thickly. "You should go to a hospital."

Peter shook his head, eyes wide. "No, I can't! They'll call May, or find out about my powers; I can't."

Ned insisted, trying not to freak out at the fact that his best friend was not only Spider-Man but also bleeding.

"What about a superhero hospital or something? Don't you have someone to go to for stuff like this? What about Mr Stark?"

Peter shook his head again, pressing his hand to his side in an attempt to staunch the blood.

"Usually I would go to him for this, but he just banned me from patrols for a week, and if he finds out I went out anyway, and got stabbed, he'll freak out and I'll be grounded for life."

"He can ground you? Is he your secret dad? Is that why he hugged you?"

Peter's face was tight with pain, and MJ grabbed a towel from the floor, and pressed it to Peters side.

"He's not-ow, thanks-he's not my dad. He gave me this suit, and he's kind of strict about safety and rules. I've been trying to juggle school, and Spider-Man, and it caught up with me. I was so tired, and worn out, that it affected my fighting, and I got roughed up more than usual. It was just a few bruises and a concussion, but Tony found out and he was really mad. He said I had to take some time off to rest and get stronger. Then he had Bruce give me the talk again."

Ned frowned. "What talk?"

"The 'you need to take care of yourself and eat more than others. You need to rest and stay strong so you can help people' speech." He looked down at the reddening towel on his side. "I guess they were right."

Michelle pressed on his side harder, wincing in sympathy when he groaned. "That's all really interesting, but what are we going to do about this? Your losing a lot of blood."

Peter panted through the pain, hands trembling as he pointed out the door. "I just need to close the wound and stop the bleeding. I heal quick, it's okay. Ned can you go get the first aid kit. It's in the bathroom."

Ned nodded and ran off, and Michele helped Peter lay down. "Is your Aunt at work?"

Peter nodded, and Michelle watched his face closely. "Does this happen a lot?"

He looked tired, blinking up at her. "Only a couple of times. I usually go to Tony and Bruce, and they patch me up. But I've had to do it myself once or twice."

Michelle looked at the blood staining her skin, and was glad she wasn't squeamish. "That's awful."

Ned came back as Peter did his smallest version of a shrug.

"I got it. What do you need?"

Peter looked exhausted, so, Michelle spoke instead. "Alcohol wipes, and a compression bandage."

Ned handed them over, as Peter watched Michelle. She got to work, explaining herself in order to stay calm about the fact that her hands were covered in blood.

"I don't think anyone of us wants to try any stitches, so, if we use a compression bandage to stop the bleeding, and you stay still long enough, it should clot. Your speed healing should take care of it."

Peter sighed, relieved. "Thanks. Oh, and this whole thing has to be a s-"

"A secret. I know. We promise not to tell anyone."

Ned was silent behind them, and Peter looked to him expectantly. "Ned? Do you promise?"

The boy didn't look sure, but looked down to the blood dripping on the floor, and nodded. "Yeah, I promise."

Once Peter was cleaned and bandaged, Ned helped him out of his suit, and into his pyjamas, while Michelle cleaned up the blood off the floor.

"You could have told us, you know." Michelle dried her hands off, walking over to where Ned was tucking in his best friend.

Peter blinked at the ceiling above him, avoiding her eyes. "I wanted to, but it could have put you in danger. I'm glad you found out though. Thanks for helping me with his. I know it was a lot to deal with."

Ned sat in the edge of his bed and nudged his knee. "I can't believe you're Spider-Man! How have you need keeping it a secret?"

Peter's eyes were getting heavier, as he answered. "It's been hard, but it's worth it. Like tonight, I know I was supposed to stay home and rest; and I wanted to because I was so tired and I've been feeling crap lately. But I can't just skip patrols because I feel a little under the weather. If I hadn't gone out tonight, that girl could have been seriously hurt, or killed."

Ned looked at the bandages wrapped tightly around Peters middle. His voice was small, and quiet. "You were seriously hurt. He could have killed you."

Peter was resolute, and MJ found herself liking the teenager even more. He was always so unrelentingly good. It was annoying and incredibly endearing all at the same time, and she couldn't hate him; although she often wished she did.

"But I made that choice, to put myself at risk. She didn't. I can't let people get hurt, when I could stop it."

Ned looked to MJ, both of them realising what it was about. Ned put a hand on his best friends knee. "You know your Uncle dying wasn't your fault. Bad things just happen, you can't stop them all."

Peter lifted a hand to wipe at his eyes. "I can try, though; that's my point. I have to try."

Michelle could see his energy waning, and pulled out her phone. "Well you don't have to do it on your own anymore. Now that we've figured out your secret we can help you."

She started calling, and Peter yawned as he watched her. "What are you doing?"

She looked at him like it were obvious. "Telling my parents I'm at a sleepover. I'm not leaving while you're like this; I'll have dreams that you died in your sleep. You need someone to watch over you."

Ned nodded and took out his phone to do the same. "Good idea. Spider-Man can take a few nights off; I think you deserve it."

Peter smiled, watching his friends. They may have been nosey, and forced their way into the hero part of his life, but he was glad they were there. "Thanks guys."

And maybe they were right, maybe Spider-Man needed someone to look after him too.