A/N: General disclaimers of I don't own anything in the Spiderman universe or the reboot of the Amazing Spiderman 2012. If I did Emma Stone would be making out with me and not Andrew Garfield. We can all dream right?

The nightmares Peter had mentioned were more intense than he had let on Gwent found out later that night when Peter's shaking body woke her up out of a great night's sleep. She scrambled for her bearings, made sure no one had gotten in past her locked door and then cradled Peter's face in her hands.

"Peter. Wake up Peter."

No matter what or how hard she tried, Gwen could not wake Peter up and out of desperation she kissed him to muffle his groaning. Like magic Peter grew taut and then relaxed. Gwen broke the kiss with a heavy gasp, having forgotten how wonderful it was to kiss Peter and found him sleeping peacefully again. Grinning like a fool to herself, Gwen giggled and then cuddled back into Peter.

The next morning Gwen stretched as she woke and opened her eyes to see Peter watching her with his camera in his hands. His warm smile sent butterflies careening throughout her stomach and she posed demurely.

"Good morning Gwen Stacy."

"Good morning to you as well Peter Parker. You weren't taking pictures of me as I slept were you?"

Peter gave her a cheeky smile and spun around in her computer chair. Gwen rolled her eyes but crawled out of her bed and walked into her closet to change.

"No free show or sneak peeks?"

"You wish bug boy."

Gwen heard Peter say something but couldn't quite hear what he said and focused on finishing getting dressed in an outfit she knew Peter would like. Her outfit choice didn't disappoint as Peter grinned and took a picture.

"You need to go home and check in with your aunt. Besides, I don't want to hang out with you in day old clothes. That just won't happen."

Peter rolled his eyes and grinned but put his clothes back on. Gwent met him at her window and met his gaze. The want and desire was there but she could see that Peter was still struggling with is promise to her father and what he felt in his heart.

"Go. I'll see you soon."

Over the next couple of weeks Peter found a new routine and he swung into it. Literally. Since his need for sleep diminished he would rise with the sun and do a quick patrol before having breakfast with Aunt May. Then, he would skateboard off to Gwen's and wait across the street from her apartment building for her to come out so they could walk to school together.

It wasn't that he didn't want to be with Gwen in that way but the power of her father's dying promise held Peter to his word and the nightmares didn't lessen in their vivid intensity. Peter supposed his nightmares were a form of PTSD and that they would lessen in time. That was his hope anyways.

"Hey Peter!"

The pleasant tingles Gwen's voice always created zapped across Peter and he looked up with a grin. The first thing he noticed were the hip-hugger black yoga pants Gwen wore and his sweatshirt which dwarfed her small frame but made her even more adorable. Her pink lips were twisted up into a mischievous grin and she looked at him through her long eyelashes.

"Sorry I didn't put any effort into myself this morning. Felt like a pajama day."

"Um, yeah, um I can see that."

Peter swept over Gwen for the third time and she took his arm.

"Don't worry about it Peter. I find it flattering. Want to head to school?"

"Teasing minx."

Peter enjoyed the normal, slow walk over the few blocks to the school and the fact that Gwen didn't let go of his arm. Gwen's moving words from that night were chipping away at Peter's mental resolve and he had a sneaky suspicion that Gwen knew this.

"Oh and before I forget, my mother invited you and your aunt over to dinner tonight. And you have no excuse not to come as your aunt already agreed to it."

Gwen walked away with a kiss to his cheek before Peter could respond and the two minute warning bell snapped Peter out of his reverie.

Later That Night At The Stacy's Apartment

"Oh my, well they certainly live in a rather nice apartment complex."

"Yes, yes they do Aunt May."

Peter's nerves were beginning to get to him and he had no idea what to expect beyond the Stacy's apartment door. When Peter had asked his aunt why they were attending dinner at the Stacy's, Aunt May had given Peter such a haunting look with a touch of sympathy that Peter had quietly walked to his room. Of course, despite his best efforts, Aunt May would be lonely and Peter surmised that Helen Stacy would be too.

"And maybe you'll talk to that girl some more hmm?"

"No matchmaker tonight Aunt May. Please."

Before Peter could knock on the door it swung open to reveal Gwen standing there in a little black dress and cocktail hour heels. Now Peter had seen Gwen in her nightgown and had the pictures safely tucked away on his computer, but nothing prepared him for this. Her creamy, bare shoulders did him in and he felt like he swallowed his tongue when Gwen half turned around and showed her bare back.

"Hello Peter and Mrs. Parker. Please do come in."

"Why don't you look nice Gwen and thank you. You'll have to forgive Peter as it would appear that you have taken his breath away. Come Peter."

As Peter passed Gwen his eyes locked with hers and he felt her reach out and grab his hand. He looked down, startled and then his eyes shot back up to hers.

'I want you. Please.'

This simple but powerful statement shone in Gwen's eyes and he found that he couldn't break her gaze. After what felt like an eternity Gwen turned around and walked back further into her apartment. Peter followed and saw two or three other families milling about all somewhat smartly dressed.

"Peter, so glad you could make it. Let me introduce you to a wonderful young woman named Mary Jane. MJ? Yes, come here for a second."

The role of the hostess fit Helen Stacy very well it would appear but Peter was distracted by the stunning red-head coming his way. She flashed her pearly whites in a warm, slightly knowing smile and kissed his cheek.

"Oh, little Peter Parker and I go way back even if he doesn't know it or remember. Thank you Helen."

Mary Jane ushered Peter out onto the balcony and shut the door with a tap of her strappy high heel. Peter felt cornered by this beautiful but mysterious woman and he slid his fingers down to his web shooters on instinct. Mary Jane looked back over her shoulder and grinned.

"You can relax Peter. I'm not here to hurt you and you can go back to moping over supposed love lost in a few minutes."

Peter watched as Mary Jane turned back around to stare at the nighttime New York skyline. In her slinky cocktail dress Mary Jane cast an alluring, sexy image and if Peter wasn't so set on Gwen, Mary Jane would be quite the temptation.

"I know your secret Peter Parker. I know that underneath that button down you wear the powerful suit of the Amazing Spider-man and I know that this secret has cost you more than you think you can bear. I know all of this because I have been privy to a future that may have or could have been."

The words of explanation coming out of Mary Jane's mouth shocked Peter and rooted him to the ground. What was this woman talking about?

"You are not the only cross-species in New York Peter and you are not the only one with super-powers. I stumbled across her one day and she showed me what could have been if I...if I had acted sooner."

Peter panicked as he heard Mary Jane's voice catch but she stayed strong.

"Who is she? Who is this other person with super-powers?"

"She said you would know of her in due time. Now, I only have one more thing to say before I go and then you can get back to Gwen."

Mary Jane turned around and speared Peter with a no nonsense look.

"I know of your promise to Captain Stacy and of your fears. She showed me them. The lone ranger never wins Peter and the sooner you accept this truth the better. Gwen Stacy is offering you her complete support and much more, which is way more than you can imagine. Take it Peter, take what she is offering you and become who you need to be."

Her pieces said, the woman known as Mary Jane walked past Peter and back into the Stacy's apartment. No sooner had the door slid shut than did it open again and Gwen slipped out onto the balcony.

"You seem to attract the best looking woman around Peter Parker. Have some secret you'd care to share?"

"Not one that you don't already know about."

Gwen had no idea how beautiful she looked leaning back against the balcony doors with the slight breeze ruffling her dress and her hair. This image would keep Peter going in the long, lonely nights to come as he patrolled New York's skyline.

"Oh? That one? That's old news. You appeared to be having a rather serious conversation with Miss Mary Jane. Care to share?"

"Um, we uh, it's rather confusing."

"Lucky for you then that I'm pretty smart."

By this time Gwen had walked over to stand next to Peter by the edge of the balcony and Peter immediately thought back to when he had first shared his secret with Gwen. Further along in that memory Peter also remembered how he kissed Gwen and the urge to do so again, right now, was overwhelming. He caught himself just in time as he realized he had moved into Gwen's personal space and he could feel her breath on his face. Captain Stacy's dying face popped up unbidden in Peter's mind and he stepped way back.

"Darn, and here we were so close to… Oh well, you can't resist me forever and I'm patient. Very, very patient."

Gwen's teasing comment alleviated some of the pain in his chest and when Gwen ran her tongue along her bottom lip he had to look elsewhere. Gwen's soft chuckle made him flush and she punched his arm.

"So you really aren't going to tell me what you two were talking about?"

Peter shook his head and gave Gwen a bashful grin. Maybe he would tell her when it made sense in his brain but not now.

"Alright, fine. Be that way. Still, my mom is opening up the dinner table and I came out here to find you. Come on."

Surprisingly, Gwen's younger brothers' Howard and Philip latched onto Peter the moment he stepped back into the apartment and sat down on either side of him at the dinner table. The look on Gwen's face was comical and Peter chuckled but Gwen gave him an evil grin as she sat down at the table across from him.

"Oh good, everyone's here. If everyone would bow their heads for a quick grace please…"

After Helen said grace everyone dug into the small feast on the table and it wasn't until Peter was debating super-heroes with Philip did Peter feel the sensation. A foot brushed against the inside of his calf and up to the inside of his knee. He shot a look towards Gwen but she appeared to be engrossed in conversation with one of the mother's at the table and not looking at him in the slightest. Two could play this game though and Peter looked back at Philip.

"Yeah but if you take away Superman's powers he is practically helpless…"

Making sure to keep up appearances, Peter reached down and grabbed the foot in both of his hands. He felt the leg muscles tense and he saw Gwen falter for a second in her conversation. Slowly, Peter trapped Gwen's foot in between his thighs and he ran his fingers up past her ankle to mid-thigh. Gwen visibly shook and she closed her mouth. Peter repeated this action several more times and then dug his thumb into the ligaments and muscles around Gwen's ankle.

"No! Superman is the bestest, strongest superhero around without question!"

Peter knew his hands had a rather interesting texture to them, which Gwen was obviously enjoying, but Peter had found Gwen's Achilles heel. She loved to be touched sensually and like she was the most important person in the room. Moving up further on her leg, Peter applied his light massage to the back of Gwen's knee and that's when he heard her soft moan. A slight grin twisted his lips but he didn't look at Gwen. Not yet.

"Oh? What about the Hulk then? The angrier he gets the more power he attains."

Deciding to go all the way Peter traced his hands up dangerously close to there on Gwen and started up the process again. Light tracing with his fingers gave way to light pressure and then because he was caught up in the moment he used the tiniest bit of his strength in his massage on Gwen's upper thigh. The result was electric. Gwen's face flushed, she looked down and whimpered. Her leg shook, her foot straightened and she abandoned all pretenses of holding conversation.

"I guess so…but the same could be said about Superman and the sun!"

All of a sudden Peter felt Gwen's body grow taut, her face shot up and her eyes were glazed as her mouth formed a perfect 'o'. Then, she slumped back down in her chair and closed her eyes for a few seconds. Peter gently placed Gwen's foot back down on the floor and watched as Gwen put herself back together. Her eyes snapped open, a ravenous look of dark desire in them and she licked her lips.

"Excuse me. I need to use the bathroom."

Peter tensed as Gwen pushed herself back from the table and swung her hips as she passed by him on her way out of the kitchen. She didn't do anything but Peter knew something would come out of their little escapade just now at the dinner table.

After dinner Peter stood outside of Gwen's door (a first for him instead of using the fire escape) and he took a deep breath to steady his nerves. Instead of getting back at him like Peter thought she would, Gwen played it cool and for the rest of the evening she was her normal sweet self. Except for the devious twinkle in her eyes and that was why Peter stood outside of Gwen's bedroom door.

"Gwen?"

Peter knocked and when he heard no answer pushed the door open. Oh dear goodness Peter should have waited as Gwen stood with her bare back to him and was pulling her dress over her head. Her long, tapered legs came into view, then her black lace panties and Peter was mesmerized as her back muscles shifted.

"Enjoying the show Bug Boy?"

"Gwen! I uh…yes but I'm…sorry! Sorry!"

"Peter stop, come in and close the door. I don't mind sharing this moment with you but my little brothers' and their friends on the other hand…"

Quickly, to protect Gwen's modesty (at least that's how he rationalized it) Peter stepped into her room and closed her door. Gwen stared back at him, a faint blush dusting her cheeks, through her mirror and one of her arms covering her naked breasts. Peter averted his eyes, heard Gwen giggle and then the slight rustling of clothing.

"You can look now Peter. I'm decent."

Slowly, Peter turned around and saw Gwen in her usual white nightgown. Now that he could breathe a little easier Peter leaned back against the wall of Gwen's room and accidentally shut of the lights.

"Oh so that's how you want to play is it? The darkness set the mood for you?"

"No, um, sorry. I can turn them back on if you'd like."

"You seem to be more comfortable in the dark so no, leave them off. Talk to me Peter. What's going on inside of that head of yours?"

Peter relaxed against the wall and sighed. Trying to stay away from Gwen was useless and it was killing the both of them. Gwen may have found an inner strength but she was still hurting and it wasn't fair to her.

"I want…I want to be with you like in the way we were before. But I can't, I can't get your father's dying face and wish out of my head. I can't stop being afraid that my nightmares will come true and my mind and my heart are at war with each other. Help me Gwen. Please."

With all of his inner turmoil finally out in the open, the weight of it made Peter fall to his knees with a cry of despair. In so many ways he felt like the high school student he still was but in others he felt way older. He wasn't sure if he had the emotional maturity to deal with it on his own and it frightened him to think about what would happen if he fell apart.

"And how do you want me to help you Peter? As a friend or as…something more? I need to hear you say it and I think so do you."

Peter looked up at Gwen through his tear filled eyes to see her reaching out to him with tears in her own eyes. He swallowed the thick lump in his throat and took a deep breath.

"I need you Gwen Stacy. I need you as both my friend and something more."

"Now was that so hard to say?"

Gwen was in his arms in a flash, having hurled herself off her bed and her lips were pressed against his in a searing kiss. The last restraints and shackles fell off Peter as he experienced that wonderful feeling of being with Gwen again. He pulled her closer, slanting his lips in a better angle across hers and groaned when she shifted her hips across his. Gwen broke away for a second and Peter latched onto her neck.

"Bed. Bed right now Bug Boy."

"Best idea you've had all night."

Peter carried Gwen to her bed, her moans mixing with her giggles. He soaked it all in, blocking out anything that wasn't the girl in his arms. Somehow he would find the right balance of love-stricken high school student by day and the Amazing Spider-man by night. With his beautiful Gwen Stacy by his side through it all of course.

F