A/N: Okay, who else liked the season finale of USM, raise your hands! I felt like explaining the silly things that Peter did in those three clips that were shown of him at the end of "Me Time." Thus, this drabble was born.

Disclaimer: The Ultimate Spider-Man is owned by Marvel and Disney and not me.

Edit: My dividers weren't showing, so I added different one's.

The team had retired to bed. Nick Fury stands at the brig of the Helicarrier, staring off into the night sky as the vehicle meanders over the city of New York on autopilot. He sighs, alone with his thoughts and the few S.H.I.E.L.D. personnel occupied by the night shift.

He had not shown them everything.


One night, Peter had woken from a particularly terrible nightmare in tears. His cries had been heard by his Aunt May, who quickly entered his room to comfort him. Then, he begged, in a fit of childish selfishness, for everything to go back to the way things used to be. To when he was just a nerd with all the time in the world to spend with Harry and Mary Jane. To when his only worries were about school and bullies. To when Uncle Ben was still alive. He had wanted all of that back.

May Parker had just dusted out a big old teddy bear from the closet, uncovered a children's book from the shelves, wiped the tears from her nephew's face, and read to him. Her soothing words had lulled the teen into a nostalgic peace as he hugged the stuffed animal. He had fallen asleep soon afterwards, snoring lightly as the elderly woman kissed him gently on the forehead and returned to her bedroom.


It was on a day he had been rooting through the basement, looking for old things to sell for a garage sale. Money was tight, so Peter and May had decided that they were willing to get rid of a few possessions. The teen was rifling through the last boxes, covered in dust and more than ready to hop into the bath, when he found the plastic submarine. When he remembered.

Uncle Ben had gifted it to him years ago when he and May had come to pick him up. It had been the day he learned that his parents had been lost to an airplane crash. At first, young Peter had rejected the toy, choosing instead to lash out in frustration and grief. He had run from them into the rain, away from the home that would never welcome his mom and dad ever again. Soaked to the bone and miserable, the couple had found him sitting under the tree at Mary Jane's house. The Watsons were gone on vacation.

Peter had wordlessly gone with them, shivering even when he was covered by Ben's jacket. They gingerly lead him into their home, got him out of his waterlogged clothes, and placed him into a disconcertingly cheery bubble-filled tub. He was despondent for some time as the hot water warmed his body. Uncle Ben met his eyes, smiling sadly as he placed the gray submarine into the boy's hands.

Overcome with bittersweet nostalgia, Peter had pocketed the toy, finished up with the other boxes, and gone upstairs for a well-deserved bubble bath.


Another time, Peter had returned home, completing tasks angrily as he went about his business. Thankfully, Aunt May was not there to scold him or ask him what was wrong. He wouldn't have been able to explain it truthfully anyway. His problem mainly involved his life as Spider-Man. Huffing fiery breaths, Peter had ranted and paced around his room, running his hand through his hair repeatedly as if the action would calm him down. His supposed teammates were driving him up the wall.

He had kicked at a red bucket that had just been sitting innocently on the floor of the bathroom. Staring at it for a while, his face scrunched up irritably. In a sort of blind rage, he grabbed a roll of duck tape from the medicine cabinet and began piecing random items in the room together until he formed a Nova-like outfit with a jetpack. Gazing into his mirror, he had made faces and mocked Sam, blowing out all of his aggravation. It hadn't taken him long to cool down. Guilt and embarrassment had crossed his features, and his shoulders slumped. He muttered logic to himself as he tore away the adhesive material. If Sam ever found himself without his helmet in a situation, he'd need something to aid him, and a jetpack was a good idea since he was an expert at flying.

Sighing, Peter had put the room into order and left to complete his homework.


The Director of S.H.I.E.L.D. lowers his head and brings up a hand rub his furrowed brow. If the team does not learn to trust Peter with their secrets and he them, Fury fears for the worse.

A/N: Okay, so this story is officially complete. I will place a series of drabbles under another title in the future that tells how Peter and the team became a family (something that was stated heavily in the finale). Thank you for reading this far. Have a nice day! :D