Disclaimer: I do not own the Amazing Spider-man 2.

Also, this contains very heavy spoilers for the end of the movie.

Gwen:

They say your life flashes before your eyes when you die. They're wrong. There are two lives that you see. You see the life that you have lived so far, the best and the worst. And you see the life that you would have lived, the hopes and dreams that will now never come to pass.

As you fall, everything slows down. At first, it isn't real. You believe, almost expect, that you will somehow make it through this. You always have before. What's one more miracle?

And then the realization begins to set in. Your miracle isn't coming. You can see it, at the edges of your vision, trying to reach for you, but the dawning horror in your mind tells you that it's too late.

It isn't going to make it.

In that moment, you see the people who are most important to you. Your family, your mother and your brothers. You don't know how they will survive the loss of another family member. You remember your father; he wanted you safe.

He's going to be so disappointed.

You remember your friends from over the years. The girl from grade school: the two of you swore that you would be best friends forever, but had drifted completely apart by the time you reached sixth grade. The people in your graduating class, who cheered as you made a heartfelt speech about past achievements and future hopes. There was that coworker from Oscorp, who always made funny faces at you from over the cubicle wall whenever you were trying to have a serious conversation with one of the upper-level employees. There were the people you had just met when you learned that you had actually received the Oxford scholarship. The people who would have been your future classmates and mentors.

You'll never know them now.

You are grateful for everything that you've lived so far, all those moments of happiness, of joy, of exuberance, of life. All the little things that made you smile, like a perfect cup of coffee on a warm spring day, like the surprise present your mom gave you on your 18th birthday, like the time you had a parking space right by the door.

You didn't really appreciate those moments before. You thought that you would have so many more of them. You just took them all for granted.

All your fantasies of how you had expected your life to go pass your mind's eye in a flash. You'll never see those countries that you wanted to visit, never make the scientific breakthrough that would change the world, never see the planet from outer space, never learn to scuba dive. Never get married and have a family of your own. Which makes you think of...

Peter.

He'll be devastated when you're gone. He'll believe that it was all his fault. You wish that you could tell him that it's all going to be okay. That you could tell him one more time how much you love him. That he should live for the both of you now.

You wish that you had time to say good-bye.

But you don't even have time to shed a tear for all that you will leave behind.

You suddenly catch another glimpse of your miracle, still trying to reach you. It touches you, and for one brief second, you actually wonder if maybe you will make it after all.

Then it pulls taut, and—

SNAP!

You don't think anything anymore.

Peter:

They say your life flashes before your eyes when you die. They're wrong. It also flashes when you realize that someone else is about to die and you can do nothing to save them.

In that moment, you wish that you could change everything that has led you here. If only you'd been faster. If only you'd been more persuasive. If only you'd realized what others had intended.

If only you'd never involved Gwen at all.

You can feel the tangible disappointment from Gwen's father. The one thing he'd asked of you, the one request he'd begged of you, to keep Gwen safe. But you'd been selfish. You desperately wanted to keep her by your side. You wanted to see the smile that lit up the world, that laugh that rang like music in your ears, the life that she brought to you. She was the person who understood, the one you could always count on to be there for you. And you always wanted to be there for her.

And now...you weren't.

You can see her fall in slow motion and you know that no matter what you do, you aren't going to make it in time.

It doesn't stop you from trying. You move faster than you ever have in your life. You practically fly from object to the next, keeping her always in your sight. You fire off a last desperate webline at her.

Against all odds, it catches her.

For one brief moment, you believe that maybe, just maybe, it's all going to be okay after all. You catch hold of a pipe, stop your momentum with a jerk.

Her body snaps to a halt, mere inches above the concrete floor. You feel the tension radiate up the web and into your arm and your muscles scream in protest at the sudden application of force.

Your breath catches. Your body, with its spider-enhanced abilities, can take that kind of abuse.

But hers...

Faster than thought, you land on the floor and reach out a trembling hand to her. She is still, unmoving. You lift her into your arms and that's when you feel it.

Her spine. Contorted out of shape. A single drop of blood trickles from her nose.

For a brief second, it's not real.

And then, the heavy truth punches you in the gut. Reality crashes down on you so hard that it threatens to crush you into the ground. You can only clutch her lifeless body to you and sob.

In that moment, her life had flashed by.

And in that moment, part of you has died as well.

A/N: I saw this movie last Thursday, and I felt that this scene was so poignant and heartbreaking. This whole story just poured out onto the computer within an hour and a half. I've been stuck with writer's block on one of my other stories, so hopefully this one will get the words flowing again.