I do not own these characters, Marvel and Sony do.

I look around, I'm at the clock tower, again.

I look down, already knowing what is going to happen, but it is slightly different this time.

Gwen is falling, but she is speaking too.

"Peter, save me, don't let me fall, I don't want to die," tears are streaming down her face.

I am about to shoot a web, but I can't, I am chained.

"Peter, why won't you save me? Just shoot a web, I though you loved me," her words are just whispers, but I can hear them clearly.

"I do love you, you mean everything to me, please don't die," now I am crying too, but Gwen doesn't seem to care.

"Then you should have kept your promise to my father, then I wouldn't be here."

"No, I wanted to keep the promise, but I couldn't, you didn't want me to."

"Are you saying that it's my fault?"

No, not at all, I just... just... wish it didn't have to be this way."

"Then save me, let me live," her volume had never raised.

I desperately tried to move, but the chains would not break.

"Please, NO!" I scream as she hits the ground with a sickening crack.

~

I wake up with a start from another one of the nightmares, and notice I'm not in my room.

My breathing is heavy from the dream, but that doesn't stop me from looking around at where I am.

I am in a cream white room with one wall as a large window, I can see medical equipment scattered around the place.

I notice I am laying on a medical bed.

I look down and see I am still in my Spider-man suit, but the part where my thigh is, has a bandage around it.

I take off the bandage and see my wound is stitched up and has started to heal.

"How are you feeling?"

I spin my head around to see Bruce Banner leaning against a wall.

"Uh, I'm fine," I say trying to hide my breathing, "but where am I?"

"Stark tower," he says confirming my thoughts.

"Why am I hear?" I question.

"Well, you passed out from the electricity and we couldn't really leave you on the roof nearby, especially as your leg was still bleeding, so I brought you here and stitched it up."

"The electricity alone couldn't have made me pass out, I didn't pass out when Electro electrocuted me, it must have been a combination of the pain from the bullet, lack of sleep and food, and the electricity," I mumble my thoughts out loud.

"What was that?" he asks.

"Oh, nothing," I answer.

"Are you sure you're ok? Your breathing is kind of heavy," great, he noticed.

"Oh, uh, well..." luckily I am interrupted by Tony Stark rudely barging in.

"Hey Bruce, how's it going?" he says walking in, but stops when he notices me, "Ah, I see, you're awake."

"No," I say sarcastically.

An awkward silence passes through the room; nobody knows what to say next.

"Well I'm gonna go," I say jumping off of the bed and to my feet, as pain shoots up my leg, but I ignore it.

"You need to rest," Bruce complains.

"No, I'm fine."

"Just stay and eat something," Bruce must have noticed how skinny I am.

"I'm not hungry," I really don't want to stay.

"Just come and meet the rest of the Avengers, after you left a trail of blood on the floor everyone was a bit worried," Tony says, finally deciding to speak.

"Fine, but not for long," I agree, already regretting it.

"Good, follow me," Tony says leading out of the room.

Bruce and I follow him, and end up in the common room, where all the Avengers are sitting around a table with sandwiches on plates in front of them.

They all turn to look at me.

"Uh, hi," I say waving awkwardly.

Captain America, without his mask, gestures to a chair beside him, "Would you like to take a seat?"

I nod, even though I do not, and sit down at the chair he gestured to.

"Steve Rogers," he says shaking my hand.

I look at the other people sitting at the table.

"Natasha Romanoff," says a girl with ginger locks I know as Black Widow.

"Clint Barton," Hawkeye says.

"Thor Odison!" Thor says, speaking louder than he has too.

"I didn't introduce myself before, I'm..."

"Bruce Banner, I know, I read one of your papers," he raises an eyebrow, "And you understood it?"

"Yeah," I reply.

"Well I bet you already know who I am," Tony says proudly.

"Um... no, not really," he frowns at that.

"The building's named after me," I am enjoying this.

"Stank?" I say, trying to get on his nerves.

"Stark, Tony Stark, you know, Stark Tower?"

"Oh, right!"

The others are either grinning or trying to old in a chuckle.

"Here, you look hungry," Steve says putting a plate with a sandwich in front of me.

"Oh, uh thanks," I reply giving him a weak smile.

A few minutes go by of pointless, but fun, conversations between the Avengers and all I have done is poke at my sandwich.

"Well anyway I should get going now," I stand from my seat and start walking towards the open window, "See Ya!" I say before jumping out.

I know they are eyeing the uneaten sandwich questioningly, but I hope they won't think anything of it.

I change in the alleyway and start walking home.

~

When I reach my house, I knock on the door and wait.

Aunt May opens with a smile on her face.

"Peter, you're home," I nod and walk inside.

"I made chicken, would you like some?" she asks hopefully.

I think about it for a moment, I can eat some chicken and not be hungry anymore, or I can let myself pass out from hunger, pain or lack of sleep and finally get some rest.

"No thanks, I'll be upstairs," I reply, choosing the second option.

I make my way upstairs and collapse on my bed.

I lay there for a moment, my thigh is in a lot of pain, and so is the rest of my aching body.

I suppose I did not do much other than get myself shot in the leg, but that is the problem, I did not do much.

If I had done more, I wouldn't have gotten shot, if I had done more, I wouldn't be starving, and if I had done more, I might have even been able to save Gwen, and everyone else.

I pick up the picture frame of her by my dresser, and stare into her eyes.

Tears role down my face as I remember her beautiful laugh, the way she put her life at risk, to help me help others.

I wipe the tears away with my sleeve, and walk over to my bathroom, pyjama in hand.

Once there, I change and brush my teeth, crying over her toothbrush again, it may be something small, but having anything that used to be hers is special.

I stay in the bathroom, attempting to floss my teeth, when I finally pass out.

The way Gwen fell to her death haunts my dreams like every night.