An: hey this isn't my first fic I ever wrote but I haven't written anything in some years and wanted to get back into it. I mainly just like to write for fun even if its not the greatest so no beta. Also apologize if anything seems inaccurate as I'm not super knowledgeable on medical stuff or what exactly happens when a kid loses their parents or guardian.

Notes on the story- This isn't particularly set in the Tom Holland universe but instead its going to be a mixture of different spiderman comics/media. Mentions of skip/sexual abuse will be in this story eventually so just heads up. In xmen evolution takes place after season one.

I do not own Spiderman or Xmen evolution

Peter was currently balling his eyes out. May Parker his last living relative was dead. He had went over to build legos with his friend Ned at his house. While he was having fun at Ned's his aunt May suffered from a heart attack and since no one was home she couldn't get the help she desperately needed. By the time he got back it was too late to save her. He called 911 and begged them to come as fast as they could so they can save his aunt. The operator stayed on the phone with him to help keep him calm which didn't do much.

He felt so shattered.

He was just talking to her hours ago. Stuff about school and the new lego set he was excited to build with Ned. He didn't even get to tell her how much he loved her before she died.

He should of stayed home, if he did she most likely would be alive but no the Parker luck struck again. First claimed his parents, then his uncle and now his aunt who raised him like he was her son.

The paramedics quickly got her into the ambulance while he rode with them to the nearest hospital. He watched as they tried everything they could to help her but nothing was working and to his horror they pronounced the time of death. They hadn't even made it to the hospital yet. He felt sick and then threw up everything he had eaten at Ned's. The paramedic quickly got him something to puke in but there was nothing left and he just gagged. The paramedic put his hand on Peters shoulder which he meant to be comforting but Peter just flinched at the contact. The paramedic quickly retracted his hand.

"I'm sorry for your loss son." He said sympathetically ." Kid do you have anyone you can call?" Peter didn't register what he had said at first so he repeated himself.

"N-No… she was my last…" He couldn't finish the sentence before a full on sob came out of him. Why did fate have to be so cruel she didn't deserve this! The paramedic just stood in the ambulance unsure what to say to the boy. I mean what could you say to possibly comfort someone who lost everything.

Did this mean he was going in the system? Would he ever see his best friend Ned again? Being Spider-man already was hard but will he be able to do it in the system? He knew he wouldn't have enough materials or money to continue making web fluid.

After a few minutes of crying he remembered someone who came and comforted him and May when uncle Ben died. It was an African American woman with snow white hair who came from Bayville a city in the same state. She turned out to be Mays best friend. He has asked why he never heard of her before. May said that they while they were still great friends but life was busy it seemed the older you get the less time you have. As soon as May told Ororo about Bens death she dropped everything she was doing and drove to Queens to be by her friends side. From what he remembered she was a very nice woman and even said if he ever needed something or someone to talk to she was always available.

He took a deep breath before speaking. " M-My aunt… has a friend I could call. I didn't think of it till now. I just need to use her phone." Aunt Mays phone was on the counter feet away from her body laid so even after she had the heart attack she couldn't even call for help. Peters own phone was basically dead as he forgot to charge it earlier and used May's phone to call 911.

"That's good that you have someone you can call and were just arriving at the hospital now. You can call her once we all get out of the ambulance." Peter just nodded at the paramedic while opening his aunts contacts on her phone to search for Ms. Munroe.

Sure enough Ororo was listed in May's emergency contact with the other being Peter himself. After exiting the ambulance he dragged himself to the outside wall of the hospital and leaned against it before slowly falling down into a sitting position. He stared at the number for a good few minutes before finally hitting the call button. He hoped he wasn't interrupting anything but it wasn't to late as it was only 9:32 at night so he didn't have to feel guilty of waking her up at least. After a few rings that felt forever to him someone picked up.

"Hello. What a surprise May how are you doing." Said a kind voice on the other end. When Peter didn't answer the woman grew concerned. "May? Is everything alright."

"I-Its me Peter." He said so quiet that Ororo almost didn't hear him.

"Peter? What's going on? Did something happen to May?" she asked urgently.

"May's dead." Peter choked out. Fresh new tears fell from his eyes which he used his shirt to wipe it up.

"W-What… what happened? I'm so sorry Peter what do you need?" Ororo's voice was shaken no longer the cheerful voice from earlier. She was trying her hardest to not break down over the phone for Peters sake.

"Heart a-attack." He heard her gasp. "I don't know what to do she was my only family I had left. I'll probably be put in the system or something." Peter was beyond scared and felt more alone then he thought possible.

"Hey Peter I won't let that happen you hear me! I know May wouldn't want you to go in the system as its not always reliable. No I'll do everything in my power to make sure you come home with me if you wish. She's my best friend if I had a child and something happened to me I know she wouldn't hesitate to take him or her." Ororo reassured the boy that he had someone would be there for him when everything seemed hopeless.

"Really? You wouldn't mind?" He sniffed not wanting to get his hopes up if she suddenly said no.

"Yes in fact I'm getting a ticket to fly to New York right now. We'll figure this out together Peter just hold on till I get there ok?" She really meant it there was no way she was letting May's nephew go into the system if it was the last thing she does.

"Thank you." He said quietly.

With Ororo at the mansion

Ororo was absolutely shocked that her best friend May was dead. She felt guilty for not visiting or calling as much as she could have but unfortunately life had gotten pretty busy for the both of them. She remembered the last time they talked as it was a few months ago. May had called her for advice about Peter as he was apparently sneaking out of the apartment at night doing who knows what which worried May a great deal. It reminded her of when Even has snuck out of his parents house after being yelled at. So she told May whatever she decides to go about it to not shout at Peter as it would only be adding fuel to the fire making things worse.

She met Peter when May's husband Ben died. It was a difficult time for both May and Peter. Especially Peter as he was actually with Ben when he died after being shot. Apparently Ben and Peter had an argument resulting in Peter leaving. Ben had gone out to look for him but ended up getting shot just before Peter had found his uncle on the ground dying. He seemed like such a sweet boy and wished they would of met during a happier circumstance. Then the poor boy lost his last living family member a year later. The fifteen year old boy had been through so much already in his short life but like she told him over the phone she would be their for him as May was family to her in all but blood.

Ororo walked into the main lounge area which were only occupied currently by two people, the professor and Hank who were reading while occasionally making small talk. The students were currently off in their rooms as it was nearing ten on a Sunday at night so they had school in the morning. "Charles ." She tried to sound as normal as possible but her voice ended up cracking.

The two occupants in the room immediately knew something was wrong as they looked at her in a worried expression. "Ororo what happened?" The professor asked her.

"I just received unfortunate news. My best friend May passed away from a heart attack. Her nephew Peter is all alone now with no one to care for him so I'm heading to queens." She spoke sadly just on the verge of breaking down.

"I'm so sorry Ororo that must be so heartbreaking to hear." Beast says somberly. He got up from his seat and hugged the white haired woman who cried in his shoulder.

"Yes I'm so sorry that happened. If you need anything we'll be happy to help any way we can." Charles offered. Ororo removed herself from Hanks hug and looked at the professor.

"Thank you both. I was hoping to take Peter in since his only other option is through the system and May wouldn't want that. Would it be okay for him to live here at the mansion? I know he wouldn't care about us being mutants as his aunt had raised him to be such a kind boy. May herself never viewed me any different from anyone else after I told her about my powers." She had no doubt about the professors answer but asked anyways as she didn't want to bring home a kid back without going over it with Charles first.

"Ororo I have no problem about Peter coming to stay here. In fact it will be a nice to have him here as it will show that it is possible that humans and mutants can in fact can live in piece." The professor said okaying Peter to live here. They knew while it would be odd for someone to live here with out powers it sure wasn't an unwelcome change and she was sure the students wouldn't mind him at all either.

"Thank you Charles this means a lot to me." She gave him a small smile in appreciation. "Please tell Evan where I went and wont be back for awhile." She told them not wanting to leave him in the dark and was sure Evan would notice her missing as she was usually in the kitchen in the morning helping the students with their breakfast as it can get quite chaotic especially with Jamie as the slightest bump he multiplied.

"Will do." Hank assured her. "Do you need a ride to Queens?"

"No I can do it Hank. I just don't want to overwhelm him right now." She declined politely. "Thanks for offering."

" Hey its no problem when are you heading out?"

"Right now. I wanted to head to Queens as soon as possible." She didn't want to leave Peter alone more than she had to.

Hank nodded. "Tell us when your heading back okay? We'll be sure to welcome Peter to his new home." Ororo with on last thanks said goodbye to both of them and headed towards the hospital in Queens where Peter was at.

AN: in the past I gave promises on when my story updates and broke those so often so this story wont have any particular schedule on when it updates. This story could possibly be a crossover with agents of shield in the future but I haven't decided yet for sure but if I do it wont be a lot just one character added in.