It was a nice winters night in New York. The grand city had just gotten some snow fall the day before so many of the sidewalks were covered in a white sheet. Many people were enjoying their night life, yet for one such family it was not a good night.

Vernon Dursley had a scowl on his face as he sat by the table in a hotel room a newspaper in his hand. His family was busying

themselves as well. Petunia was sitting in front of a mirror trying to make herself look presentable, and Dudley was watching the telly.

"In local news. Reports indicate the fire was started by Harry Osborn of the Osborn's. Reports state that he started it to get back at his father, who has stated he was passing his business onto someone else."

The two adults turned to the television now slightly curious. "Stupid brat. I met Osborn before, he has a way with people." Vernon said with a scowl. He was supposed to meet with Osborn during his stay.

'Thankfully help arrived in the form of the new hero on the block, Spider-Woman who jumped into the flaming building and pulled Mr. Osborn, along with many others to safety."

The image on he T.V was one that made both parents scowl. The person was definitely female, yet her form was hidden behind a black and white suit. The top half was white with hood hiding the white mask with red rings that made out the eyes. The lower half from around her chest down was a shiny black, till the soles of her feet witch were a bright blue. Her arms and the inside of her hood was a light red almost pink with light blue webbing design going down her arms and underside of the hood.

"What a freak." Vernon said with a hint of disgust. "Just lock her up with the rest of the freaks!" he stated firmly. Much to his family's agreement.

However, one member thought differently. Hiding in a slightly opened closest was a small boy who looked like he has seen better days. His name was Harry Potter, and he was a BIG fan of the costumed heroine. He had remembered seeing clips of her when he cleaned the house and the T.V was on and had been enraptured by her. He thought she was amazing with her powers, and that she did good things…it made him want to do good things also…but he would always get punished when he tried.

"Daddy I'm hungry!" Dudley wined.

Vernon smiled at his son. "Well then…BOY!" he shouted causing the little boy to jump and slowly open the door to the closet and walk out.

"Y-Yes, uncle Vernon...I'll go cook..." Vernon sneered.

"Eavesdropping, were you?" He said with a scowl. "I think that's worth a punishment." Harry flinched.

"Please, no...I'm sorry, I didn't mean to...I just-" Vernon didn't care in the slightest.

"Come in here now, boy." Harry hung his head dejectedly and went to accept his punishment.


Out in the city, the young superhero, Gwen Stacy, perched atop the rooftop. She was out on patrol...And currently, she wasn't really finding much of anything.

"Slow night." Gwen said to herself as she gazed around on her perch. "This…is…odd." She was actually unnerved by the lack of activity this night. She extends her arm and pressed down on her palm and let out a web that attached to a building. "That should be a good thing but…" she leaped off the roof and held onto her web line swinging away. "I feel…bored." She muttered."

She swung around the town trying to find any kind of crime and came up with none. "Okay are the criminals having a secret meeting and I was not aware of this?"

She swung around and landed on the side of the building sticking to it with ease. She turned around so she could look out keeping her feet attached as she crossed her arms over her chest a small pout under her mask. "I feel left out." She huffed.

Suddenly a tingling sensation in the back of her head went off. 'Spider-Sense! YES! ACTION!'

She leaped off the building and shot a web line and swung away to find a few muggers trying to take a car apart. 'How original' she thought with sarcasm. She went to fire a web, at the building only to end up hitting a frozen part and for the web to slip off. 'Oh no…'

The costumed hero looked down as her web slid down, then screamed as it pulled her down with it.

"All right, let's get out of here before-"


"OH NO, IT'S THAT SPIDER GIRL! RUN!" One of the muggers exclaimed. They both ran away, screaming, hoping to get away from the sound.

They were long gone by the time Gwen landed headfirst in a mound of snow with her legs sticking out.

'Oh…my head.' Gwen thought as she started to get her senses strait. 'Why is it so dark all of a sudden?' she thought in her leg before she tried to move her legs. 'Oh…well this is embarrassing.' She planted her feet on the ground and with a grunt pulled herself from the snow.

She looked around now alert and ready to fight…only to see no one and a mostly naked car. "Dang it! Stupid Ice!" she shouted. She crossed her arms and pouted. "Great job Gwen, you let them get away while making a fool of yourself. How do you feel?" She shot a web line on a building and gave it a tug to make sure it stuck this time. She jumped up and shot another web line and began to swing. 'Maybe I can catch up to them…yeah I'm not that lucky am I?'

The sight of her web slipping on another slab of ice was her answer. 'OH COME ON!' She flipped in the air and landed on the side of the building, 'HA!' Only to have some snow fall from the roof caching our poor heroine as she fell to the snow pile on the ground with the snow covering her, leaving only her behind to be seen.

Meanwhile, back at the Dursleys, Harry was suffering the worst beating he'd ever suffered in his life. "YOU EAVESDROP...YOU BACKTALK...AND THEN YOU BURN DINNER?! YOU'VE BURNT ALL OF OUR MEALS FOR THE PAST WEEK NOW, BOY!" Harry couldn't respond. It hurt too much...

He had burnt the meals because he was too exhausted from all the chores that were thrust on him...Not that his uncle would listen to reason...

"I'VE HAD IT WITH YOU!" Vernon roared before dragging the boy to his feet. He dragged Harry out to his car outside, and threw him into the trunk. "I should have done this LONG ago!" He said before slamming the trunk shut. Harry just closed his eyes, whimpered and curled up in a ball, waiting for the drive to be over...

Finally, Vernon came to a stop before going to the trunk and snatching Harry up by the collar of his shirt. He gave him one last punch to the face. "I never want to look at that freaky little face again." He hissed before dragging Harry to the alley. His eyes widened as he realized what was happening.

"No..." He whimpered. Vernon threw him against the wall of the alley.

"Now, you stay here, bloody freak." He hissed dangerously. "And tell. No one." And with that, the obese man stormed back to his car, leaving the confused, terrified child sitting alone in the cold white snow.

What both of them failed to notice was the butt sticking out of the snowbank beside the alleyway...

'I. HATE. SNOW!' Gwen thought as she pushed herself from the snow pile. She glared with hatred at the building she webbed too. 'AND ICE TOO!'

Her mood got better however when she felt the tingling in the back of her head, "Hello misplaced aggression!" she said with a smirk as she followed her spider-sense into an alleyway.

Harry Potter was terrified and in pain. He looked around the dark and cold ally way with wide scared eyes. 'What do I do?' he asked himself.

"Well, well, well. Look at who we got here boys." Harrys head snapped over to the voice and he shrunk back in fear. A group of men had surrounded the scared child. They all had a look on their face that the boy knew too well, and it scared him terribly.

"Looks someone lost their kid…maybe we should give him back to his folks…for a set amount of course." The leader said with a cruel smirk.

Harry tried backing further into the alleyway wall. "Come on kid, don't be like that. We aren't going to hurt ya…much." He pulled out a knife and fresh tears started to pour from the boy's eyes.


The man opened his mouth to speak...but quite suddenly felt something slam into the back of his head before falling into unconsciousness.

Harry looked confused, but then his eyes widened when he saw what was responsible.

"So, you boys are gonna go and pick on a little kid, huh? I've met some low-down criminal scum in my time as a hero, but that takes the cake." Gwen said, smirking under her mask.

"Oh crap, we're screwed!" One of the men exclaimed.

"Keep it together! Just be careful! We can take her if-" He was promptly knocked unconscious.

"Yeah, no." Gwen said.

Harry watched with wide eyes at the spectacle that was happening before him. The hero was like a dancer avoiding hits and delivering her own to some of the crooks. She ducked and dived and spun around all while dealing a great deal of pain.

One mook approached her from behind with a steal pipe. Harry's eyes widened in shock and he shouted "Look out!" his voice was so weak though.

Yet it seemed she heard him as she spun around with a kick aimed right at the man's head witch sent him flying to the side. He grinned before wincing in pain again

'Thank you Spider-Sense.' She thought with a smile. She looked around at the knocked out mook's and started to web them up. She dangled her catch on the side of the wall and picked up a business card and placed it in front of cocoon. 'The other spiders do this, why can't I?' she thought to herself

She took a step back and nodded her head at her little wall art dusted her hands and turned around and walked over to the small child.

"Hi little guy. You okay?"

The child was looking up at her with huge eyes, stunned by what he was seeing. "Kid...?"

"It's you..." He said softly. "It's really you..." She smiled beneath her mask.

"Ah, looks like I met up with a fan." She said in amusement. She bent over and picked the boy up gently. "So what are you doing out here all by yourself, little guy?" The child's enthusiasm was extinguished like a candle as he looked down, pain etched into his features.

"I...I..." He stuttered.

Gwen frowned. "Kid...?"

"I got kicked out of my home..."

The girl's eyes widened behind her mask in shock by that. "Oh…well…that sucks." Never let it be said that Gwen Stacy had a way with words. The boy seemed to sag further causing the heroine to panic. "Uh, I mean…that's…uh…are you bleeding?"

Indeed, he was, fresh blood was starting to seep out of his oversized shirt and stain her white gloves. She gave him a worried look. "Kid we need to get you to a doctor." She said.

His eyes widened and he looked up at her. "…I can't."

She sighed softly. "Look, kid you need some medical help. I don't have healing my shame." She mumbled the last part quietly.

"Uncle Vernon said not to move though…" he said before covering his mouth. He wasn't supposed to tell anyone that!

Her eyes narrowed. "Uncle Vernon?" She asked. "Your UNCLE did this to you?!" The child didn't say anything, but he didn't have to. His eyes said it all.

She didn't know what to say or do upon receiving this new information. Here she had a child that had been abused to the point where he was literally bleeding...

At that moment, the maternal instincts that were built into every female that walked the earth kicked in, and she snatched him up and held him to her chest.

"Wh-What...Why...?" He seemed so confused by such a simple display of affection...

"Shhh." She spoke softly running her gloved hand through his hair.

Harry was confused yet he relaxed slightly by her motions cooing slightly when she ran her hand over his head.

The girl smiled slightly at this and looked around at her soundings. 'The hospital is on the other side of town, too far for him in this condition to web sling. I need to take him home and patch him up there, maybe Dad and me can take him then.' She thought before nodding her head.

She looked down at the boy who was giving her the most adorable look of confusion she had ever seen. "I need you to trust me okay. I'm going to take you to my home and get you looked at okay?" she asked him.

"But uncl-"

"He's not here is he?" she asked softly.

The boy shook his head hesitantly.

"Then he won't know okay."


She grinned down at him. "On my Spidey powers"

Harry tilted his head. "Is that what they're called?" He asked timidly. Gwen giggled, nodding her head.

"Yes, that's what they are." She replied. "Now come on. We have to get those injuries tended to..."

Harry made himself comfortable as she began to walk. She wasn't about to websling with a child in her grasp. That was just asking for trouble...

The boy was quiet for the first half of the walk back. But then, he began to speak.

"Um...Is a superhero?" He asked as if he was unsure whether he was allowed to or not.

Gwen smiled softly under her mask. "Some days it can be fun. Though it's not always fun and games." She thought with a sad look remembering someone.

"Sorry…" he mumbled feeling bad that he had made her sad.

"It's okay." She said in a whisper. "I made mistakes and it cost me someone…being a hero…it's not easy…but there is one plus." She said more chipper then before.

"What's that?"

"I get to save a cutie like you." She said with an unseen smirk.

Harry's face flushed red as he shifted his eyes away from the red circles. "I'm not cute…"

"Uh yeah you are." She said in a mater of fact tone.

"No…I'm a freak…" he mumbled sadly.

"Freak? That what your uncle called you?" she asked with controlled anger.

The boy nodded softly at that. She let out a sad sigh and hug him closer. "He's wrong buddy. You are no freak. Now I've seen freaks, giant lizards, electric men, flying insane goblins. You? Are an adorable little boy." She spoke with a smile under her mask.

"Really...?" He asked softly.

"REALLY really." She replied, ruffling his hair. He gave her a small smile and snuggled in closer.

She walked in silence for a few moments. Harry had gotten cold and began to shiver, and Gwen was quick to tighten her hold on him. Her body heat seemed to do an effective job calming him down.

Gwen was lost in thought. She'd never really dealt with anything like child abuse before...It seemed so wrong...

She was yanked from her thoughts by a soft whimper from Harry. Blinking, she looked down at him. "What is it?"

"M-My uncle...still has my teddy at the house..."

She gazed down at him sadly. "Oh buddy…" she looked around the aria they were in. "I know you said you don't know where you live…but is there anything that you remember?" she asked him.

Harry looked around the street and froze when he spotted a familiar car parked on the side of the road with his family getting out of it. Gwen saw his reaction and gazed up as well only to grimace at the sight. "Yikes! Those are some nasty looking people. Thank goodness this little guy got his cuteness else were' she felt the wind shift slightly at that causing her to blink and look around before shrugging.

Her eyes narrowed at them and while holding the child protectively started to approach them. She had a few things she wished to say to them.

"Little guy..." She spoke seriously. "I'm gonna talk to the fat guy over there, and get back your bear. Do you want to come?" Harry hesitated and shook slightly.

"I...I...I dunno..." He said uneasily. Gwen sighed.

"I know it's hard...But you really do need to make a choice before he gets away." Harry took a deep breath.

"Okay..." He whimpered. "I'll...stay with you..."

"I promise nothing will happen to you." Gwen said softly, bouncing him in her arms. He just pressed himself closer.

Vernon grumbled to himself as his family and himself walked up to the hotel doors. This town was expensive! The food was WAY overpriced for his liking. The only good thing was that he would never see the freak again.

"HEY TUB OF LARD!" a female voice shouted causing the three to spin around and gape with wide eyes.

Standing there in front of them was the hero Spider-Woman and in her arms was-

"YOU!" the man bellowed as he glared at the boy.

Harry' trembling grew worse and Gwen's grip grew former. "Don't talk to him like that!" she warned.

"You told someone boy!?" he shouted his rage overriding logic right now. "I knew I should have hit you harder!"

Gwen tightened her hold on him. "So you ADMIT you did it, huh?!" She said furiously. "You ADMIT you've been beating him?!" Vernon paled slightly before scowling.

"So what if I did?! It's my property, I can damage it all I want!" Gwen felt rage boil in her chest.

"Property..." She snarled. "That's all he is to you is PROPERTY?!"




The man threw a wild punch but was sent flying pack with a strong kick to the gut. He impacted the side of a building with a thud his head slamming into it as well. He stood up dizzily holding his head.

Gwen approached the man moving to the side to avoid the horse woman who tried to strike her. She kicked her in the back sending her down into some muddy snow. Red was all she could see right now as she marched over to the big man intended to hurt him.

A sob from her arms however snapped her out of her rage. She gazed down and instantly felt horrible as she saw the little boy crying and trembling in her arms. "Please…no more. Please." he mumbled so softly she barley heard him.

She felt tears stinging her eyes as she held her close to her chest and made soothing noises to try and calm him down. "I'm sorry…I'm so sorry." She whispered, both for her actions and his sake.

Vernon rose up and charged at the woman only to be sent back into the wall stuck in webbing.

'Trusty Spider-Sense saves the day again.' She thought while approaching the big man. She rummaged in his pockets and pulled out a hotel key. "I'll be taking this, there's something HE needs from your room." She said with a growl.

"YOU B***! WHEN I GET DOWN I WILL F-" A ball of webbing snapped to his mouth covering it.

"Language! There are children present!" she scolded him like a child.


Gwen smirked to herself as she walked into the hotel to see the very confused hotel receptionist. "Call the cops please, one case of child abuse." She asked the lady.

The woman looked at the trembling little boy and frowned before nodding. "There room was three floors up, room sixty-five"

"Thanks." She said gratefully. "And uh...sorry about the commotion."


Gwen made her way upstairs, and found the room the Dursleys had been staying in. "Okay, is it in here?"

Harry looked around. "Um...I left him in the closet." He replied. Gwen nodded and walked towards the closet, pulling it open.

There on the floor sat a small teddy bear with a green bow tied around his neck.

"Teddy!" Harry exclaimed happily, reaching out for it with both arms.

Gwen giggled at the little boy. 'So ADORABLE!' She leaned down and picked up the bear and handed it to the boy who snatched it up and held it tightly.

He looked up at her with adoration in his eyes that filled the girl with great warmth. "Thank you!" he said as he wrapped his arms around her giving her a hug.

Gwen giggled as she hugged him back and smiled warmly. 'This feels…oddly right.' She thought tightening her grip. A knock on the door snapped the two out of their hug as they looked over to see an older man with a brown jacket and a police badge on the side of his chest.

Gwen's eyes widened behind her mask. "C…Captain Stacy I…"

Captain Stacy smirked at her "Cut it off Gwen its only me." He said.

Gwen sighed as she reached up and pulled the mask of her face letting the blond locks fall down her back and her blue eyes to glare at the man. "I knew telling you would give me trouble."

The man smirked at her then looked at the small child. "Is there a story to this? I don't get these kind of calls when Spider-Woman asked for a police force to come to her. What's going on Gwen?" he asked worried.

Gwen grimaced and tightened her hold on the child, who was looking at her curiously. "We...have a serious case of child abuse." She explained. "The fat man...He admitted to me he's been beating Harry here."

"Son is this true?" The officer asked. Harry looked down and nodded shyly. The man narrowed his eyes. "Hmm...Don't worry little guy. He'll be going somewhere he'll NEVER hurt you again."

"That's right." Gwen replied with a nod. Harry sniffled slightly, feeling much better now.

"I'll take him down. You decide what to do with the little guy." Gwen nodded.

"Bye, Captain Stacy!" She called after him. She then looked down at the boy's curious expression. "What's up?" She asked, amused.

"Um...Why'd you take your first face off?" He asked, referring to her mask. He was still young and naive, and thought the mask was actually her face.

Gwen stared at him for second before she started to giggle then started to laugh hard.

Harry tilted his head and blinked. 'What did I say…?'

Gwen wiped a tear from her eye as she calmed down. " sides…they hurt…" she giggled again.

"I'm sorry…"

"Don't be buddy!" she said with a chipper tone. "I needed that laugh!" She poked his nose "You are a such a cute kid!"

"I am..?" he asked shyly.

"Uh-huh" she nodded with a grin.

"The other face-" she giggled lightly, "It's a mask I were so people don't recognize me." She said.

"But why…?"

"So that bad things don't happen to the people I care about. Also I hate the press." She said with a shrug.

Harry blinked a bit not fully understanding but got the basic point. "Why did you show it to that man…?" he asked her.

She grinned down at him, "Well he is my daddy." She reviled shocking the child.


"Yup! At first he didn't know, but he started to put the pieces together and found the truth about me…he was against it at first, but over time he started to help me when he can." She explained to the child.

Harry nodded slowly. "Cool."

Gwen smirked, "It is." She leaned down and gave the boy a kiss on nose making him blink at her wide eyes before she covered her face with the mask. "Anything else you need hear buddy?"

The boy gaped at her for a second before shaking his head no.

"Alright then. Let's get you patched up and get some food, I bet your hungry."

Harry opened his mouth to protest but his tummy spoke instead causing him to blush and the hero to giggle. "See. It knows what I'm talking about." She started for the door gently rocking the boy. "Let's get you home and fed, then I can tell you some cool stories."