A/N- Am I really getting 2 chapters out, yes. Will it be so difficult to find time. Yes. Oh well :) enjoy. 

-Third Person P.O.V-

*Location- Buckys hideout*

Peter made his way along the road, his body still aching and his mind still reeling. A week had passed since his Uncle had been killed and nothing had gotten better, much like Peter had thought, it in fact, got worse.

He had spent the day with Bucky and was able to get a little peace while there, although his mind wouldn't wait too long to remind him of all the wrong he had done and that his Uncle was dead due to him.

By the time Peter got home that night, May was furious with him. She had got a call saying how he wasn't in class and she had hurt him just as bad as the day before, shouting insults about how he should go to school, and once more how it was his fault his Uncle was dead. It seemed no matter how hard he tried to stay away and keep from being hurt by her, she would always find a way.

Buckys words swam through his mind as he made his way down the street, his head down and arm around his chest.

'How about everyday after school, or whenever you need, you come here and we can talk, or just hang out here, like a safe place,' Bucky had said.

Since then everyday after school he would make his way there, happy to be away from May and somewhere he knows is safe. Bucky was always there, giving him some food and letting him talk about his day. It was- dare he say, nice. Bucky was quick to become one of the only people he felt safe with and somewhere he didn't think anything could get him when he was at the abandoned shop. He never thought he would find solace in being around him, the rumours of The Winter Soldier being blown out of the water as soon as he had got to know him, and he couldn't help but be grateful Bucky had helped him that day.

Sadly, the feeling of being safe wasn't something that came easy for Peter. Flash was back to shouting insults at him and hitting him. Just like May, Flash never really hit him in his face, instead hitting him over and over in the same spots as May does, adding to the bruises that had made a home on his skin.

Peter could tell Ned was getting worried about him; after all, he couldn't move without a small wince and the dark circles under his eyes were a sure indication of the lack of sleep he got. After all, most the time he was at 'home,' he was on the floor in pain.

May though, had by far become the worst thing in Peter's life. He couldn't step into the apartment without fear coiling around his muscles and lungs, constricted tightly with every step he took into the small living space. Even when Peter would think he had got away with it, arriving home as late as he possibly could or staying as quiet as he could, May would always be there, ready to hit him and remind him of everything he had done wrong.

Even when Peter could get to sleep, his mind would be full of nightmares. The night of his Uncles death plaguing him with guilt and sapping away at his sanity. He knew- he knew if it weren't for Ned and Bucky, he would have given up by now.

It was now Wednesday, and school had thankfully finished for the day, meaning Peter was on his way to see Bucky and stay there for as long as he could. Peter was a bit worried though, last night May had been angrier than normal and had taken it out on Peter- like always- and had hit him hard in the face; a dark bruise was now on his cheek and he knew Bucky would question it, he just really hoped Bucky wouldn't ask him much. He desperately didn't want to tell him what the truth was, the thoughts of the same thing happening to Bucky that had happened to his Uncle making his spine shiver and his mouth stay glued shut in the fear of the outcome.

He wouldn't let someone else he cared about die. Someone he thought- someone he thought as family.

Peter swiped the thought away while unlocking the door in the alley. The both of them had saved up some money and Peter went and got a lock for the door, the both of them now having keys in order to keep themselves, and their belongings safe.

Peter already knew Bucky was here, after all, the man had learnt his schedule and knew when Peter would come over. Such as on weekends, he would normally be here by ten and wouldn't leave until ten or eleven in the evening. And on school days, he would be there from around 3:30 to 4:00 and would stay until eight or nine.

"Hi Peter," Bucky greeted as he saw the teen walk in, Bucky could make out a slight limp in his walk and how his arm was wrapped around him chest a little protectively. He narrowed his eyes at that and they narrowed even more at the dark bruise residing on his cheek, however, he stayed quiet for the moment, letting Peter settle first.

"Hey Bucky," Peter greeted back, his voice just above a whisper.

He sat down on the sofa, childish tendencies taking over as he wrapped one of the blankets protectively over his shoulders. He curled slightly into himself, being mindful of the bruises scattered across his body and allowed himself to relax, knowing he was now safe.

"So how was school?" Bucky questioned, placing down the book he had been reading and looking up to Peter who was sat across from him while he sat on a chair.

Peter, despite the bruises and pain managed a smile as he thought about what had happened at school.

"It was good I guess. There's a field trip to Oscorp in a couple days and hopefully I can go, I've always been interested in science and it's one of the leading companies in the world for science and technology, along with Stark industries of course," Peter replied, the smile staying on his face.

Bucky allowed a smile to make it's way onto his face, it wasn't something he did much, but around Peter he always felt like he could express his emotions better. Seeing Peter look so happy and excited about something made Bucky feel a little lighter. He hated seeing Peter so down and hurt, and seeing the kid as his little brother made Bucky want Peter to be happy and safe.

"Why do you think you won't be able to go? You said hopefully you can?" Bucky asked, tilting his head to the side in question.

Peter faltered for a moment, his gaze falling away and his smile slipping, before he forced it back into place and his heart to calm down. He knew Bucky would be able to hear the change and would more than likely question it.

"It's just- I'm not sure if my aunt will sign it. She isn't always up for allowing me to go on trips ya know," Peter spoke, his voice slow and words mumbled, he really, really hoped it was a believable excuse.

Bucky frowned slightly, noticing the change and the fact Peter might be lying, but he could tell Peter didn't want to talk about it so Bucky didn't push the subject. Instead, he stood up and went to the table on the side before grabbing a pen and turning back around.

"Give me the paper," Bucky instructed, although there was no real force behind the words, easily allowing Peter to decline the offer if he wanted.

Peter froze for a moment, looking at Bucky intently to see if he was lying and playing a joke, after all, this has happened before with May. Ben was away at work and Peter needed the paper signed, May had said she would and when Peter had handed her the paper, instead of signing it, she sent him a malicious smile before tearing up the paper.

"Are you- are you sure?" Peter stuttered, his voice and expression giving away his wariness.

Frowning, Bucky nodded before replying, "of course Pete. It's obvious you want to go, and I don't want to take any chances with your aunt."

If only you knew, Peter thought bitterly. He was so tired of it all, and yet he knew he couldn't tell anyone else about what was happening, after all, look what happened last time. But as he looked at Bucky, he could see how serious he was about signing, and so far, Bucky had done nothing but help Peter.

Cautiously, Peter reached into his bag and fished out the paper before handing it to Bucky, not allowing himself to feel any excitement until he sees the paper signed and not ripped to shreds.

Taking the paper, Bucky scanned his eyes through all of the information before nodding silently and signing his name down at the bottom. Turning his gaze back to Peter he saw a smile form on his lips and his eyes light up in joy.

"Here ya go," Bucky spoke, handing the paper back to Peter.

Peter eagerly took back the paper, his eyes scanning over the signature at the bottom of the paper before he turned his gaze back up to meet Bucky.

"Thank you," Peter whispered, joy and excitement running through his system and drowning out the pain that had occupied most of his body before.

He scanned his eyes over the worlds and a scrawled signature at the bottom of the page, a hopeful smile tugs on his lips before he carefully places it back into his bag, making sure he doesn't crumple it too much in fear that it might disappear.

Bucky watches Peter, a small smile gracing his lips as he sees the excitement etched on his face. He wasn't one to smile much, especially around people he didn't know or a big group of people; and though he hardly knows Peter, he feels he could always smile when around him.

After a few moments of silence, with Buckys eyes still lingering on the side of his face and the still fading bruises, Bucky decided to question it.

"Pete, have those kids been bullying and hitting you again?" Bucky asks carefully, keeping his light and carefree as to not put to much pressure on the kid.

Peter froze, his eyes snapping up from where they had resided on the paper now settled carefully within his bag. He partly knew Bucky would ask him about it, let's be honest, it wasn't the most discreate thing ever. But still, Peter had hoped Bucky might not say anything or just brush it off.

Taking a shaky breath he knew he had to lie again, as much as he hated it he didn't want to tell Bucky the truth. He- he couldn't.

"Yeah," Peter muttered quietly, hoping Bucky wouldn't catch him out with the lie.

Bucky watches as Peter replies and watches his facial expressions. He watches as Peter seems to close his emotions off slightly at his eyes drift down to the ground his hands playing with the ends of his sleeves. He can't quiet tell if it means Peter is lying or if he's anxious, normally he would listen to people's heartbeats to tell if they were lying or not, but he didn't want to go against Peters trust.

"How bad is it?" Buckys asks, tilting his head in question.

Peter pauses, making sure to think over the question slightly before shrugging, although he quickly regrets it as pain shoots through his chest. However, he brushes it off before speaking, "it's not- it's not terrible. But not great."

With a sigh Bucky nods, wishing this wouldn't happen to Peter. He had hoped they would leave him alone after Bucky had shown up, but it was obvious they soon gained their confidence back having not seen Bucky again. If he could, he would go to his school with him and make sure they all know not to mess with Peter. But he knows, if he leaves there'll be no way of him helping Peter anymore because he would be arrested as soon as he was seen.

"Do you think anyone would notice if they all disappeared?" Bucky asked, his metal arm tightening, and, although his voice held a joking tone, it was easy to make out the dark traits behind it.

Peter managed a small laugh, making sure to be careful from his bruised ribs before shaking his head lightly, a smile dancing on his lips. "As much as I would love for them to not be around, it would be wrong, and people would definitely notice," Peter replied.

Bucky huffs lightly, a pout on his lips, and although he was angry about the bullies he was happy he was able to cheer Peter up a little more.

Peter still couldn't believe how crazy it was being around Bucky. I mean, there he was, a pout on his face and huffing like a child when he was The Winter Soldier, although Peter thought it was a little weird, he was happy Bucky was able to act like this around him.

-

*Location- Midtown Tech Highschool, school bus*

Peter leaned back on the seat, a small smile playing on his lips as more and more people got onto the bus. Ned was sat beside him, bouncing up and down as he kept looking out the window and back to Peter.

Peter was just as excited as Ned was, however, the bruises on his stomach were still prominent and he knew if he moved around too much it would cause him too much pain. Excitement however was coursing through his veins as the prospect of what was about to happen and he couldn't help but be grateful for all that Bucky had done for him. Thankfully, he was able to hide the sheet from his aunt, otherwise he would know he wouldn't be able to sit here.

Cautiously, he watched as Flash got onto the bus, seeing the bully narrow his eyes in his direction with a deadly gleam sparking in his eyes. Peter swallowed down his fear and turned his attention to his best friend instead.

"Are you excited?" Peter asked, tilting his head to look at his friend more. Peter already knew the answer to the question, it was pretty obvious, however, that didn't stop him from asking, knowing it would cause a good distraction for himself.

Ned turned quickly to Peter, his eyes wider than normal and a smile stretching across his face. "I'm so excited, Peter this- this is huge. Oh God, is this a dream, pinch me, please," Ned begs, fear constricting his facial features.

Peter held back a laugh as he decided to do as his friend asked and pinches his hand. Ned pulls back harshly, obviously having not expected it- even when he had asked- and he looked as though he was about to say something when another huge smile broke out across his face.

"Oh my God, it's- it's real," Ned mumbles, his voice shaky and sounding close to breathless.

Peter huffs out a small laugh, being careful of his ribs as he does so and shakes his head fondly. Before he could say anything though, the bus began to move and Ned began to ramble on and on about all the things you can do at OSCORP and all the cool things they may see.

-

The bus pulls up in front of the skyscraper, dark clouds looming over the building, waiting to rain on an unforgiving citizen just trying to get through their day. Peter could only imagine what lay in the building, and to think he was about to walk in there and get a tour made a shiver run down his spin, although he couldn't work out if it was out of excitement or warning him of something.

He shook it off however and took it as being excitement, how could something go wrong after all. Peter was snapped out of his thoughts by Ned jumping out of his seat.

"Come on dude," Ned called out, pulling on Peters arm slightly in order to gain his attention and make him move.

Peter shook his head with a small laugh, unable to keep a straight face at the pure excitement on his best friends face. However, he couldn't exactly make fun of him for it, as he himself was feeling just excited, just not showing it as Ned was.

The pair were the last two to get off the bus, after all, Peter didn't want to go near Flash as he knew he would more than likely ruin the whole experience for him. All he wanted was to be able to go somewhere he was always wanted without someone ruining it.

"This will be so cool," Peter mumbled under his breath, so only Ned would be able to here.

Ned nodded, being unable to mutter a word as his eyes stayed looking at the building in front of him, comically large with his mouth opened slightly in shock. Peter held back a laugh as they joined to group and joined them all in looking up at the building in front of them.

He only paid half attention to what their teacher was saying as he wrapped a careful arm around his stomach, still very cautious about the pain he was still in. He was, however, grateful that there were no bruises on his face, as he desperately didn't want to draw more attention to himself while here.

They made there way into the building, Peters eyes looking around at anything and everything he could see. Oh how he wished he could work somewhere like here, although he highly doubted he was smart enough. Ned had told him otherwise, but with May always telling him how stupid he was and Flash always making fun of him, he began to wonder if he really was that smart.

He listed intently to what the tour guide was saying, and eagerly took a tour guide pass, examining it with gleaming eyes and handling it as though it was the most fragile thing in his life. This was one of the happiest moments of his life, and he couldn't help but feel a little sad about that, however, he wouldn't let that stop him as he followed the group more.

Peter could see Flash a little in front of him as they made their way through security and made sure to keep away from his. He really, really didn't want Flash to ruin this for Peter.

-

They were nearing the end of the tour when it all went wrong for Peter. He was still at the back of the group, with Ned beside him as they both listened to what was being said about what they were walking past.

"And here we have the radio-active spiders. They were made to see if it could perhaps enhance someone's blood and turn them into a mutant that could help people. However, they have yet to be cleared for human testing, as we're still trying to work out if they can actually do it and if it's truly safe," the tour guide spoke.

"So far, we don't believe that we have made the change to the spider that would allow an individual to be enhanced. But we are getting there. There should be ten in the box, and you can go up and look at them if you'd like," he said, gesturing to behind the group.

Peter and Ned looked at one and another in shock before the pair both rushed over, excited to see something that could soon be given to someone that could change the world.

After they both looked, Ned turned to Peter, "I'll be back dude, I really need to go to the toilet."

Peter nodded and watched as his friend left, Peter was still staring in fascination at the spiders in front of him but couldn't help but count nine. He brushed it off however, thinking one of the scientist might have taken it out for testing.

"Alright guys, please make your way back into the group," their guide called out.

Peter was making his way back when he was shoved harshly from beside him. He didn't have time to stop himself as he fell through a door. He knew straight away who it was who had pushed him and couldn't help but narrow his eyes in anger. His stomach once more throbbed in pain with a new vengeance and he couldn't help but wonder what his life had come to.

He could hear Flash laugh from the other side of the door and Peter grit his teeth before pulling himself back onto his feet, knowing he needed to get back with the group before they left without him or in case someone noticed him in here and he got into trouble.

Just as he was about to push the door open he felt something bite down on his neck, and on instinct he brought his hand up and slammed down on it. Pulling his hand away he saw a red and blue backed spider laying dead in his hand.

His eyes widened in shock as he realised exactly where it had come from.

"The radioactive spiders. Shit." He whispered, quickly dropping the spider and getting out of the room. He could only hope and pray this wouldn't lead to something more.

-

"Are you okay Pete, you're looking a little pale," Ned asked Peter, tilting his head to the side in concern as he saw the pale, sweating skin of his best friend.

Peter flinched slightly at how loud it sounded, his head was spinning and it felt as though he could hear everything, see every molecule in the air, feel every thread of his clothes, smell every scent in the air and taste everything he had eaten in the last month- which for his part, wasn't all that much.

"I really don't know," Peter whispered, trying to calm his ragged breathing.

Ned stayed silent, unsure of what to say, but kept a close eye on Peter in order to make sure he didn't get worse.

The ride back seemed to take forever for Peter and he was worried any moment he might pass out. He knew it had something to do with the spider that had bit him, after all, he had been feeling completely fine before the spider had bitten him and it was the only thing he could really think that would cause this.

What felt like hours passed before the bus pulled up to school and allowed the students to head home. Ned had insisted to walk Peter home, but Peter was quick to brush him off, saying he would be fine as he knew he couldn't go home right now, especially when he felt this bad and was panicking so much.

"Bye Ned," Peter whispered, before making his way towards Bucky, knowing he needed help as soon as possible.

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A/N- Sorry this chapter was a little shorter. 

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- Bear xx