Erich: I'm sure it will get around how they found Peter and you know that will be embarrassing. Yes that's where the chameleon abilities came form I saw that in a Venom mini-series once. I don't think Jean's going to be jealous but it might give her some thoughts on Scott an their relationship a bit.

TheUnknown325: Technically I draw this Spider-Man from the comics and my own imagination. I hope you mean a friendship with X-23 she is only 14 you know, but there will be a problem with Rogue and Peter of course. Steward Trainer will be the one involved, no Avengers though that wouldn't fit in this, but I'm not sure about Kain though, I'll think on it. As for the rest either I don't know or don't want to spoil the surprise.

Prophet-Song: I already addressed that in the author's notes and I said I wouldn't answer that question anymore because I'm sick and tired of answering the same thing over and over again.

The Uncanny R-Man: Amara was shown a few times…not sure about Jubilee but then again the New Mutants weren't really a focus in this fic.

Lord Destroyer: He had his boxers on so he wasn't completely naked, and Venom will show up in the sequel. As for the rest read on and you'll see.

TheLegendaryManHimself: Yeah kind of where I got the idea and so I can use this for a future plot in the next story.

Episodic: Yeah I know but it has to end sometime, but at least you know there will be a sequel and I'm glad your open minded.

Slickboy444: Yeah that's kind of where I got the idea for the bell that and the comics, I know it's sad that it's ending but I will do a sequel.

Morlin: Maybe I could have but it mainly might have been pointless and I couldn't think of anything good to put into it at the time.

Silver Warrior: Thanks for the kind words, Logan actually did know Peter's parents in the comics that's were I got the idea. Although the Green Goblin has done more to Peter then Venom has. As a guy with glasses I know your pain all too well.

And thanks to: X-Over, Spyder616, Mark C, Red Witch, ldypebsaby, Jaguar



Hank was looking over the result he had been running on Peter. Peter himself was in a bed resting, he had been out of it since they brought him in yesterday and was still weak from separating himself from whatever that thing had been. Hank had taken blood samples, skin samples and anything else he could have gotten. He even found some residue of that substance on the floor after Amara had hit it with fire. It wasn't complete and by his study of it before the specimen died he found it to be symbiotic and he had no doubt that whatever it was doing to Peter it was taking him over slowly.

He pushed his glasses up higher on his nose and sat back looking at the computer screen. It was a truly remarkable substance but frightening as well. He hated to think what would have happened to Peter if he had never gotten it off. He was glad that Peter found another way to get it off even though the separation had left him weakened from the strain of it. Hank had found his body had gone through a major and he guessed quite painful separation.

He was glad that Peter came out without any permanent damage although if he had been more bonded to that symbiote then he was sure Peter would have died or critically injured from the damage of being pulled apart. He saved all the information on his computer and decided to go and see how Peter was doing. So far they explained his absence from school as that he was just sick although a friend of his, Hobie he believed had also wondered about him.

It was late in the second day of Peter's recovery and so far he was awake a few times but was very tired. He saw Peter laying on his bed still asleep but not alone. There by his bedside both Spyder and Rogue were, only asleep. They along with others had stayed with him now and then, and May mainly during the mornings when the kids were at school.

"I didn't want to wake them," Came a female voice and Hank turned behind him to see May there sitting watching the three of them. "They just looked so peaceful I hated to ruin it." She said softly with a smile. Hank looked back and he too had to smile at the scene. Rogue was on one side with her head resting on his arm and holding his hand. Spyder was on the other side and Hank chuckled to himself seeing that she was drooling slightly on his arm too.

"They both like to talk to Peter even when he's not awake." May told him quietly as he sat down next to her.

He padded her hand gently with his large furred one. "How are you doing?"

"Honestly?" She looked at him with slightly tired eyes. "I'm just relieved that he's going to recover and that his odd behavior over the past few days wasn't really him." She shuddered a little at the thought of nearly losing her only family left in this life to that…thing. She worried about him constantly as Spider-Man and now this had threatened to overwhelm her when she saw the damage and heard about the battle upstairs.

Luckily both Ororo and Xavier had helped her through it. To Ororo she felt close to, mainly due to the fact they were the only women around but they both had this gentle caring nature towards the children and she had to admit the young lady had this calming force around her. To Xavier she felt like she had found a friend that she could take comfort in. She used to go to Ben all the time it was nice having someone her own age around and he had this calming aura around him much like Ben did at times. It was a familiar sensation and was glad that he didn't seem to mind being with her and helping her through this.

Hank looked at Peter and smiled thinking back on all the hardships he faced in his life. "It's good for him to have people who care for him like that in his life."

May smiled and nodded an agreement with him. "They love you know," She said and he gaze her a sideways glance so she went on. "One loves him like a brother the other…well…let's just say I saw that look in Ben's eyes when he looked at me when I see those two together." May felt a warm comfort knowing that her nephew had found someone in his life that seemed to feel the same.

"I'll admit Rogue has been happier lately," Hank said remembering how Rogue used to be more closed off to the world and how usually it was only Kurt that could get her to crack a smile but then given her powers and her fears of those abilities he wasn't surprised she pushed the world away. Peter had not only broken through those walls she put up over time but with that bracelet gave her hope for a more normal future.

The two adults stared at the youngsters. "We should put those two to bed, or at least in two of the ones here not in use," Hank said quietly as he stood. He took Rogue gently and placed her in a bed next to Peter while May handled Spyder. The little gray girl curled up against May and she looked down and smiled at her. She placed her in a bed nearby and tucked her in. Gently stoking a light gray hair out of her face.

-The Next Day-

Peter woke up still feeling tired but not as much and at least now his body only ached like he had gone through one of Logan's punishment Danger Room sessions. He slowly sat up looking around the infirmary. He seemed to be alone and took the sheets off and tried to swing his legs over to the side and stand. It was a lot harder then he remembered to just stand and was a little weak in the knees. "Peter!" He looked to see Hank rushing over to him. "You should be more careful. You shouldn't just rush up like that."

"Sorry I had to," Peter said a little embarrassed for the next part. "I got to go to the bathroom and there's no way I'm using a bedpan."

After a small trip to the bathroom he came back to the room to find May there with some lunch for him. He didn't even realize it was noon. She placed a tray near his bed but he stopped her as she was leaving he had a lot of things to make up for lately and he better start with her. "Aunt May, I just wanted you to know that…well…I'm sorry about my actions lately." He told her looking down.

She walked over to him and sat down next to him placing an arm over his shoulder. "I know you are Peter and I believe everyone knows you weren't in control of yourself."

"I know that…but still…I did some things that I'm not proud of…" She wanted to tell her everything he had done but was too ashamed to. She seemed to sense that and gave him a hug and left him to eat. Despite his mood Peter did eat everything, Hank came by and took his tray and that's when Xavier came in. Peter knew this was coming and knew he really needed to make things right with him. Xavier for his part saw Peter there and could feel the boy's sham, despair and sorrow coming off him in waves. It never ceased to amaze him how Peter always beat himself up over events that were beyond his control. "Professor I'm-" Peter began but Xavier raised a hand to silence him.

"Now Peter I took the liberty of scanning your mind when you were out to be sure that whatever that thing was, was gone from your mind and I hope you understand why I had to." He began calmly and Peter nodded. "I also found that it was influencing you, it was subtle at first but over time it seemed to be gaining dominance over you. Hank says that it was trying to bond with you and not just mentally."

Xavier let that information sink in and saw Peter pale a little. "You mean that stuff was going to stuck on me on a permanent basis?" He asked Xavier wide eyed. Peter had meant to run those tests on the suit but always got distracted or put it off…now he knew why, it didn't want him to know.

"Regardless I know that you were going to come to me at first and that it managed to 'talk' you out of it," The Professor sighed. "I too must apologies, in my own way I should have known sooner that something was wrong."

"You couldn't have known." Peter told him, and it was true neither one of them could have known.

"Maybe, but I am just glad that this is all behind us." Xavier said relaxing a bit.

"Did they ever find any residue of that suit?" Peter asked him hoping that it was dead or something.

Xavier shook his head. "Hank went there yesterday and with Logan and Storm searched all over but didn't find anything except for dried up bits. Hank says that the part of it that was hit by fire died shortly after being without part of the main body or a host. He believes after the damage inflicted by the sonic tones of the bell that it must have died without a host to sustain it."

Peter sighed and felt better about that. "That's a relief," He said mainly to himself. There was something that was nagging him but that time in the church and the battle in the manor were a bit blurred from the symbiote trying to take over and it was all kind of hazy. He felt there was something he was forgetting but put it aside. If it were important he would remember.

An hour later Peter was sick of looking at the ceiling and asked Hank if it would be okay if he could walk around the mansion at least. Hank didn't want him to move but he had to start moving before his muscles started to become too weak also. So Hank got out a pair of crutches for him to use to help him around without exerting himself too much.

He was glad to get out of that, even though he was in sweat shorts and a T-shirt from his room, it felt good getting out of that place. He also wondered if he could make it up to his room and see if anyone bothered to pick up his homework and place it there. He was crossing the library when he heard a frustrated growl. He looked in and saw Wanda there.

Since in the Brotherhood, Mystique didn't see fit to give her an education that she missed out on with all those years locked up, Xavier had been tutoring her and giving her one. Wanda was frustratingly erasing something from a sheet of paper so hard that she ripped the paper. She glared at the offending sheet and then just ripped it out and crumpled it up. "Need some help?" Peter asked slowly walking in.

Wanda nearly jumped at the sudden voice and was surprised to see Peter. "So the dead walk."

Peter just smiled at her. "I feel like it, hell I'm kind of walking like it," He said trying to get a smile out of her, her face softened a bit but no smile. 'Damn she's a lot like Rogue when I first met her, but I got her to smile so she shouldn't be that much of a challenge.' He thought to himself sitting down next to her.

"So…what's the problem?" He asked her.

She studied him for a minute looking for signs that he might snap at her or have black stuff cover his body. "So I guess your back to normal again."

Peter's face fell a little and he nodded. "Yeah…sorry about the past few days."

Wanda just shrugged. "Well I like you better this way, with the way you were acting I was starting to look normal and there's only room in this place for one bad tempered student."

Peter looked at her and smiled when he figured she was doing her best to make a joke and Peter was thankful for it. "So where should we start?"

"You sure you want to help me with this?" Even though she really needed the help. "Wouldn't you be bored?"

Peter just shrugged. "Hey until the others get me my own homework that I've been missing I got nothing to do so I might as well get in the practice, besides you looked like you could use the help."

Wanda just stared at him as he said that he actually wanted to do homework. "You are so weird." She just muttered and shaking her head. Over the next few hours Peter helped her through her lessons with Xavier's blessing when he acme to check up on them. Wanda was thankful for the help, Peter had this way about him that made this seem a lot easier then it had been, plus with his attitude it was kind of fun.

They had finished up just as the others were getting back. They soon found out that Peter was awake and soon Kurt with Kitty and Rogue teleported in the room. "Dude zhere you are!" Kurt said happily jumping up on the large sturdy table crouching like only he could. "Glad to see you up and around."

"Like totally," Kitty smiled and pulled out some books and stuff. "By the way here's your homework I'll like put it in your room with the rest, I'm glad your feeling better."

Peter nodded and saw Rogue there and she could see the sad look in his eyes he was about to say something to her when other started to come in and he mouthed the word 'later' and she nodded her head. Everyone mainly came to check on him and after some time he asked to be excused to rest in his room feeling a bit tired. Spyder of course helped him there glad to see him back.

Meanwhile downstairs the others were getting along. Kitty was with Lance helping him to fit in and a few were playing or studying. Jean was outside just sitting, then she felt Scott coming and smiled. Ever since they started having a relationship this bond they had seemed to be growing and to tell the truth Scott was a better boyfriend to her then Duncan Mathews ever was and to be honest breaking up with him thanks to Peter and dating Scott was the best move in her life.

"Hey how's it going?" Scott asked her sitting down next to her.

"Well…I'm fine," She began. "But I'm a bit worried for Peter."

"Because of what the thing did to him?"

She nodded. "Scott…it was twisting him around inside, it was dark…alien…Scott…I only touched its mind for a moment…but it was horrible." Scott held her close to him. "I was in his mind when he was in the infirmary, I had to keep him calm from all the horrible dreams he was having…he's going to have a tough time living with this and getting over this too."

"Yeah…but not alone, he's one of us and we'll help him through this." Scott told her.

She looked into his beautiful eyes; they were eyes she loved to see and another thing to thank Peter for. "You're right," Then she smiled as she caught a stray thought by accident. "And I think someone that could really help him through this in on her way." Scott gave her a confused look and she only smiled and stood up and took his hand. "Come one slim, I want to take a walk. Care to join me?"

Scott didn't need to be told twice and went with her holding her hand. At one point she stopped and kissed him. "What was that for? Not that I'm complaining."

She just smiled at him. "I thought it was time and to thank you for being…well…you." Scott only smirked and linked his arm with hers and they went on, mainly just enjoying the company of each other and looking longingly into each others eyes.

Peter was on his bed feeling great about just being back in his room. He had spent the last hour with everyone saying how sorry he was and all of them telling him it was fine. Now he was enjoying the quiet moment but then there was a knock on his door. He sighed to himself. "Typical, come on in."

When he saw it was Rogue he sat up seeing he walk in and close the door behind her. "Hey." She said.

"Hey." He said back, knowing it sounded lame but it was the only thing he could think of. She sat down next to him and there was an uncomfortable silence. Peter couldn't bare to look her in the face. "Rogue…I'm…god sorry doesn't even come close to it." He shock his head shutting his eyes.

"Peter…look at meh."

"I…I can't," He said his voice cracking a bit from the emotion. "I can't face you after what I did to you."

"Peter look at meh." She said sternly and Peter slowly raised his head to her. He was glad the bruising was gone from her face. "Ah know it wasn't all ya."

"I hurt you," Peter said his eyes watering. "I hit you…I…I'm no better then Max." He turned his head away from her again.

"You are nothin' lahke him! That boy that hit Tabitha did it because he's messed up and he doesn't feel sorry for that, ya do and you're a better man then he ever will beh." She turned his head towards her and looked him in the eye. "Peter ah know it wasn't your fault and I forgive ya." Before Peter could say anything more she leaned in an kissed him.

The two of them were now laying on the bed with Rogue resting her head on Peter's shoulder resting a hand on his chest. Peter had one on her waist while the other stroked her hair. "I'm sorry I had you so worried…and for how I acted on that date."

"It's alright, ah know it wasn't ya, not all of ya anyway," She said softly and then smirked. "Besides you may have copped a feel but ah also saw ya in your underwear so ah guess we're even."

Peter groaned and shut his eyes. "You have any idea how that got out? All the girls lately have been giggling at me and it's creepy not to mention embarrassing." Rogue tried not to laugh but was failing and Peter noticed how she was shaking trying to keep it in. "Oh you think that's funny huh?" He said and moved his hand on her waist and started to tickle her stomach.

"No! Don't!" She started but it was too late and she started laughing unable to stop. Peter managed to roll her onto her back so he could pin her to the bed. "Ah give! Ah give!" She shouted out between laughter, tears falling from her face.

When she got control she saw Peter smirking over her. "So ya think ya got meh good with that huh?" Peter looked confused but didn't notice her hands until her his spider-sense kicked in but it was too late and now it was her turn on him. It was moments like these that made Rogue happy, these were moments the she never thought she would have, so after a minute she asked him. "Say it."


She continued on for ten more seconds. "Say it."

"Alright! Alright! You're the queen! Happy?" He said through the laughter and looked up at her smiling face, god how he loved to see her smile.

"Yeah…ah am happy." She said softly and slowly leaned down and kissed him lightly. Peter responded just as lightly, he was still a little apprehensive after he acted the last time and wanted to take things slow. Just then there was a flash and giggling. Both looked up surprised to see Spyder on his ceiling with a camera.

"It's a Kodak moment," She quipped before making a dash for the balcony and going up the wall, which was how she got in.

"Get back here!" Rogue said trying to go for her but felt herself being pulled back onto to Peter. "Peter? She's getting away!" Rogue protested.

"Let her," He told her smiling. "You can't climb walls, and I'm too weak for you to drain me safely. Besides we can get her back later and I don't want to spoil this moment."

She sighed and then looked at him. "Ah guess your right." She said kissing him again. After a moment she just laid herself on his chest listening to him breath as he stoked her hair.

Peter was contemplating telling her something, in fact she had been working up the nerve to tell her for some time but after he went through he knew he should tell her now before something else happened. "Rogue…I've…I've been meaning to tell you something. I've never felt this way before and I just needed to tell you…that…I love you. I know I haven't said it before but I am now. I love you Rogue."

Rogue felt her breath caught in her throat. She raised her head to look at him. She couldn't believe he had said that, that he had told her that he loved her. Those were words she never thought she would ever hear and despite herself felt tears in her eyes. "Oh Peter…Ah…Ah love ya too sugar." She said smiling kissing him once more only more passionately. She didn't know what else to say so she did this instead.

Peter had thought of all the things he had gone through ever since he got his powers, and at this moment…it all seemed worth it and for the longest time since his uncle had died he felt truly happy in this moment, to him this moment was a pure moment of happiness in his life which he knew was a rare thing and decided to enjoy this moment for as long as he could, because he knew that the future held who knows what in store for him and his friends but at this moment that was the future and he wanted to enjoy the present.


Well that's it, it's finally finished! Well I thank all of you who have reviewed making this my most reviewed story of all time. I will make a sequel called 'Return of Spider-X' but that will be later. I want to take a break from this world before I burn out on it and the story suffers. So I will come back to this one day but I want to use the time to finish up a few other stories first.

So please be patient I will do it one day but not until I finish off a few other things first.