Peter frantically dropped his clothes to the floor, pulling his bug-eyed mask over his face. He web-zipped up to the rafters that hadn't fallen yet to access the damage. His eyes scanned the area, hopping down from the rafter when he spotted a group of people surrounded by burning rubble.

"Spider-Man!" A woman exclaimed as he swung to them.

He quickly dug his hand under the rubble, grunting as he lifted it up enough so everyone could get through.

"Hurry!" he growled through gritted teeth. "Help anybody that you can, just make sure you get out!"

After the last person had slipped out, he dropped the rubble and zipped back up. It wasn't very long before he heard the cries of a familiar voice.

"Please!" Gwen Stacy yelled, "Help me! I'm stuck!"

Hey swung down to her voice's origin, finding the blonde girl caught under a fallen rafter. Without saying a word, Peter threw the rafter off of her with a large push. He offered her his gloved hand, helping her up off the ground.

"Are you able to walk?" Peter asked, lowering his voice slightly in hopes she wouldn't recognize it. The girl nodded in reply. "Alright, were you here with anybody."

"Uh, yeah," she said, her breath heavy. "I saw everyone get out, except… Peter!" She gasped.

"Don't worry!" He said, "I'll find him. Just get yourself out and help anyone that you can, alright?"

"Of course!" She nodded, before turning around and running towards the exit.

Peter swung back up, looking for anyone else in need. Not finding anyone else, he was sure everything was okay. He zipped out of a burst open window, the chilly air of September hitting his face through his mask.

I'm flattered she's worried about me, Peter thought as he swung through the city, looking at his singed costume. She's a very pretty girl… Nah! What kind of girl would be idiotic enough to get with stupid Peter Parker? I'm a nobody, she probably has a thing for Flash or Harry…

"Harry!" Peter exclaimed as he landed on a rooftop to rest. "He's going to see me at the room, what could I tell him? I ditched him and everyone else to save my own hide? God… I can't do that. I'll call Aunt May, stay the night there. It beats having to face Harry tonight"—Peter pulled his phone from his waistband, dialing Aunt May's number—"Hey May… Yeah, I'm okay. I was just – yeah, I've been eating three meals a day. I uh, can I swing by. Maybe stay the night? I miss home. Alright, I'll see you then; I love you too."

Too exhausted to even swing, Peter caught a subway. He easily felt the cold metal seat through the fabric of his costume, so he sat there arms crossed shivering. When he arrived in Queens, he swung to May's; crawling in through his bedroom window as he constantly did in high school.

"Hey, Aunt May!" Peter called in after re-entering her home, now wearing a gray sweatshirt and jeans. "I'm here!"

"I'm in the kitchen!" She called back. "I'm making brownies!"

"At ten o'clock P.M.?" He asked, walking into the kitchen. "I'd thought you'd be getting ready for bed by now."

"Oh I know I should be, but I took a cat nap and I… I forgot I had to make brownies for Anna Watson's little neighborhood get together she's having tomorrow."

Peter looked at papers on his aunt's kitchen table as she talked, noticing they were past due bills.

"Why didn't you tell me about these?" Peter asked May abruptly, holding the papers in his hands and looking at the woman. "You know I sell pictures of Spider-Man to Jameson at the bugle! I can help you with them!"

"I'm sorry Peter," she said. "but I can't go asking my nephew who's in college for bill money!"

"Aunt May," Peter said in a calmer voice. "I can help you. I-I want to help you." He went for his wallet, but then gulped. He'd accidentally left it in his pants at the night club…

"Next time I sell pictures to the bugle," he told her. "You're getting all of it, Aunt May. You've been a mother to me all my life. You deserve it."

The woman nodded, walking over to hug her nephew. "You're just like Ben," she sighed. "Stubborn. All of you Parker men are." Both of them laughed at her comment.

"I'm going to hit the hay," he said, yawning and scratching the back of his head. "I've had a long day. I'll see you in the morning. Good night."

"Goodnight Peter," she said as her nephew made his way up the stairs. "Sleep well."

The next morning, Peter didn't wake up until well past noon. When he walked downstairs and into the kitchen, he found a Ziploc bag with a ham and cheese sandwich. A sticky-note on the bag read;

Peter,

I'm over at Anna's, eat this. You didn't look very well last night. I love you. – Aunt May

Peter gladly opened up the bag, pulling out the sandwich and devouring it only a few bites. He then cleaned up around the house, doing what he knew Aunt May couldn't do. After moving a few things he'd known she wanted up in the attic, he packed threw some clothes into an old backpack. He then changed into his singed costume, looking at it in the mirror and sighing. He'd have to get around to repairing it.

"Hey Harry," Peter answered his phone as he swung through Manhattan.

"Pete!" Harry exclaimed. "We had no idea where you were last night, even Flash was worried!"

"Oh yeah, I was uh- saved by Spider-Man actually," Peter told him. "I'm sorry for not making contact, I was in shock. I just took ended going to my Aunt's house. I'm on my way to the room now though, I'll seeya."

I hate to lie, Peter thought after hanging up. Especially to my sole friend, I guess being Spider-Man comes with a toll. A heavy, heavy toll.

As he continued swinging, his phone began ringing again. He sighed and answered it.

"Hello?" He said.

"Parker!" Otto Octavius' voice sounded. "Would you like to come by my lab today? At Oscorp."

"Oscorp?" Peter asked, confused. "Since when did you—"

"Oh skip the details, Parker!" Otto exclaimed. His voice sounded confident. "I have something I know will intrigue such a bright young man as yourself!"

"Alright," Peter said. "I have to make a stop by my room and I'll be right over."

"Perfect!" the doctor exclaimed. "I'll tell the front office I'm expecting you! They'll give you the details."

Peter was more intrigued by the fact that Octavius now had a lab to work in at Oscorp, but Otto also sounded very excited to show Peter what he had in store.

When Peter got back to the residence hall he talked to Harry for a bit. After reassuring his friend he was alright, he changed into a bit more professional attire; a button-up shirt, a yellow sweater vest, and khaki pants. He, of course, wore his Spider-Man suit under it, but decided taking the underground was a better idea than swinging.

After about only five minutes of waiting, Peter was already up in the sky wearing red and blue.

"I guess I've grown impatient over the past three years," Peter told himself as he swung, doing a few aerial flips and tricks for fun. "Swinging is way more efficient than any other type of commute."

When Peter arrived at Oscorp, ducking into an alleyway and pulling his now slightly wrinkled street clothes back over his costume. He then entered the 105-story skyscraper. When he found himself in the lobby, he was in awe. There were elevators and escalators going every which way. There were also screens showing different announcements and such. It was magnificent.

"Can I help you, sir?" The blonde receptionist asked after Peter stared around for a moment. "Do you need something?"

"Oh!" Exclaimed Peter, who walked over to the reception desk. "I uh – I'm Peter Parker. Doctor Otto Octavius said he'd call down for—"

"Here's a guess pass," the receptionist said, handing Peter with a sticker with a bad black and white picture of him on it. Had she taken it when he was still talking? "It'll get you through security. He's on floor eleven in lab K122. He's waiting for you."

Peter nodded, putting the sticker on his sweater vest. "Thank you, ma'am." He walked off and through the security check, finding his way to the nearest glass elevator.

When Peter entered the elevator, he was shocked. Instead of finding any buttons a feminine yet robotic voice asked him, "What floor?"

"Eleven," he sputtered, startled by the voice. The elevator doors slid closed smoothly and it accelerated up the building. In under a minute, it had already arrived on the eleventh floor. When Peter stepped out he was in a quiet hallway. It all seemed quite lack-luster compared to the rest of Oscorp. He slowly made his way, looking at each door until he found the one that read 'Lab K122'.

Before Peter could even knock, the door swung open. "Parker!" Doctor Octavius exclaimed, "Come on in!" The short man's eyes seemed more tired than usual. His hair also seemed to have grayed even more than before.

He walked inside, looking around the lab. Calling it cramped would be an understatement. There were different machines everywhere as well as tools, and wires were running all along the floor. Peter followed his teacher throughout the lab.

Maybe this is why he's seemed so stressed and tired during his lessons, Peter thought.

"Now Parker," Otto said, walking towards a covered glass case. "I want to show you something very important to me." He uncovered the glass case, which held a small piece of technology. It looked like a miniature, metallic spine with three needles sticking out. It had to no more than four to five inches.

"Is that the neuro-chip?" Peter asked, surprised he'd finished it so fast. It looked perfected.

"Indeed Mr. Parker!" Otto said with a huge grin. "Mr. Norman Osborn, who I know you know of, offered me lab space to finish it. He just, uh, wants me to uh"—he coughed softly—"He wants me to quit my job at ESU and work here full time… and I agreed. It's better pay and I, uh, it's what's best. I'm truly sorry I won't be teaching you anymore."

"It's okay professor, you seem happy about this job!" Peter said. "But who's going to teach the class? Have they already found a new professor?"

"I'm sure they have," Otto told Peter, a tired smile on his face. "Anyways, I have work to do Parker. Thank you for coming by."

"No problem, Doctor," Peter said. "Thank you for inviting me, maybe we can talk later?" Peter bid the short man farewell, heading back to the elevator down the hall that had brought him upstairs.