(Peter's P.O.V.)

I slammed my tray down on the lunch table, looking around to make sure Felicity wasn't around before I sat down, leaning forward to whisper to Ned.

"I have a plan." I said, Ned looking at me with a mouthful of food. He quickly swallow, furrowing his brows.

"Plan? Plan for what?" Ned asked, still eating his taco salad. I rolled my eyes, letting out an annoyed sigh.

"Plan for Europe, Ned!" Ned stopped, staring at me.

"What about our American Bachelor's plan, Peter? The trip is tomorrow!" He said, looking sad.

"That's a solo plan, Ned. Alright- Look. There's this jewelry store near where we are staying, so I'll go there, right? Her favorite flowers a rose, because of "Red Rose Nude" you know... The murder, so I just have to find a necklace in the shape of the flower for her. Then when we get to Paris, I'll take her to the Eiffel Tower and give her the necklace then-"

"Then what, Peter?" Ned said, seeming interested. I frowned at him.

"I was about to say but then you cut me off."

"Right. Sorry."

"Then, I'll tell her how I feel and hopefully she feels the same way." I said a little nervously.

"I never took you as such a romantic guy, Peter." I turned my head, looking up at MJ. I blushed, smiling as I shrugged.

"Yeah Peter. I think Felicity will really like it." Ned said with a smile.

"Like what?" Everyone snapped their heads up, looking at Felicity. I felt my cheeks burn red as I looked at her, forcing back a nervous laugh,

"N-Nothing important, really!" I said, stuttering. I could hear MJ chuckle behind me. "Where have you been, Felicity?" I asked, realizing lunch was almost over.

"Oh right, sorry I forgot to tell you guys I had to finish a project in the library." She responded as I nodded. 

"Oh. Yeah no that's fine." I said.

"So Peter, you want to head to next period with me?" Felicity asked, pointing in the direction of the exit. I nodded, standing up and throwing away my half eaten food as we walked out into the empty halls.

"Peter..." Felicity mumbled, turning to face me as we walked. I faced her, raising a brow in answer. "I think I'm losing my powers." 

I stopped, turning completely to face her. "What? That's not possible." I said quickly, shaking my head.

"My dad injected me with this weird serum, but not all of it was injected and I think that gas that I inhaled caused it to activate but slowly. Yesterday I was out flying around and landed, and when I went back up to fly... I couldn't." She said, furrowing her brows as we continued to walk.

"It's been two months Felicity. Why would it start working now?" 

"I have a faster healing ability. Maybe it was trying to fight off the injection but is slowly losing?" 

"We should get Mr. Stark to check on you and see if he can stop the injection from taking your powers." Felicity nodded as we walked into our classroom, the bell ringing as everyone swarmed in.

***

My alarm beeped loudly as Aunt May ran in, pulling me out of bed. 

"Hurry up or you'll be late for the bus to the airport!" She said, hauling my lazy body to my closet as she slapped the alarm clock shut.

"Aunt May it's 3 in the morning why did you change my alarm?" I said, rubbing my eyes.

"Because it's better safe than sorry! Now hurry up and change we are picking up MJ, Ned, and Felicity today!" I stopped, staring at my aunt as she said Felicity's name.

"Felicity? I thought she had someone drive her to the airport?!" I said, feeling a small blush cross my face.

"Oh hush up, Peter and get dressed! We leave in 30! Don't forget your suit!" She said, slamming my door closed, leaving me standing in the middle of my room in only my sweatpants.

I groaned, quickly packing my bag and changing, glancing at my suit. I shook my head, not wanting to even bother thinking about using it. My phone buzzed, the same number that's been calling me and Felicity for the past few weeks on my phone. I groaned, declining the call as I zipped up my suitcase, leaving it to on my bed to use the bathroom.

"Peter come on! We have to go get everyone!" Aunt May said. I yawned, zipping up my pants and washed my hands, drying them off before walking out, rubbing my eyes again. 

I walked to my bedroom, grabbing my suitcase and slipped on my shoes following Aunt May out the door.

"Oh and Ned is sitting in front, so you, Felicity and MJ are in the back." I felt another blush rise up my cheeks, groaning as I threw my back in the trunk, sliding in the back.

***

"Hello Ned! Good to see you up and early!" Ned yawned as he sat in the front seat, nodding as I sat in the back.

"Hello, Aunt May." Ned grumbled, his eyes half open as she drove to MJ's house.

MJ walked out of her apartment building, holding a small suitcase as she waited for us to stop. Aunt May popped the trunk, allowing MJ to put her suitcase in it before sitting behind the driver's seat.

"Hello, Michelle, good to see you!" Aunt May smiled. MJ returned the smile before pulling out her phone as Aunt May drove to Felicity's house.

"Say, I can't recall meeting Felicity, Peter." Aunt May said, looking at me through the mirror. I nodded, blushing slightly as I looked out the window. "What did you say her last name was again? Devoe? Daxum? Da-"

"Dagger. May. Her name is Felicity Dagger." I said quickly, watching as her eyes widened.

"You mean like, Felicity Dagger. As in Oscorp?" I nodded, a gasp escaping my aunt as she drove up the long driveway to Felicity's mansion. "How can this poor girl live in this giant house all alone? It's so sad what happened to her parents." She said, stopping in the driveway. The front lights turned on as the inside lights turned off, Felicity stepping out with a girl in an apron who I assumed to be her maid, Mykie.

Aunt May waved as MJ stepped out, waiting for Felicity to get in. I leaned over, whispering to MJ.

"What are you doing?!" I said. MJ faced me, winking as Felicity slid into the middle, MJ stepping back in and closing the door.

I felt myself blush as Felicity's thigh touched mine. I shouldn't really be so embarrassed, but I only just figured out I really liked Felicity when we went to the carnival. 

I wonder if she feels the same. I sure hope she does or I'll be truly embarrassed for life.

Felicity smiled at me as I returned one, looking out the window as Aunt May turned to face us, a smile on her face.

"Felicity! It's so good to finally meet you! Peter has told me so much about you!" Felicity smiled before she frowned.

"Aunt May we've met before. When I was little and I've been at your place often." Aunt May's eyes widened before she laughed.

"Oh that's right! You'll have to forgive me. I've been quite busy and I am starting to forget things you were at our home yesterday if I remember." Felicity laughed, a weightless feeling in my stomach arriving.

"It's alright, May. I understand." She said with a smile. Aunt May turned back around, backing out of the driveway and to the school.

***

We arrived at the airport, all of us stepping out of the bus. I was about to walk up to Felicity when someone pushed past me, Harry.

"Sorry, Peter." He said with a smile as he walked up to Felicity. I frowned as he spooked her, Felicity playfully shoving is arm as they walked into the airport together.

"Tough." Ned said, standing next to me. I turned my head the other direction, seeing MJ on her phone. We all walked in, and I watched as Harry ruffled Felicity's hair, a laugh escaping her.

My jaw hitched, getting MJ's attention. "Someone jealous?" She said, nudging me. I quickly shook my head, yelping as Flash Thompson ran up, slapping me hard in the ass.

"WHAT'S GOOD PENIS PARKER!" He said while spinning in a 360 as I held my ass, frowning. I walked to the security area, setting my suitcase down. The security worker clicked my suitcase open.

"Uh there isn't anything in there." I quickly said. She glanced up at me with no expression before opening my suitcase, frowning at the contents. I leaned over, my breath hitching as my eyes widened, staring at my Spidey-suit.

'You almost forgot this! :) ~May' was written on a sticky note.

"Dammit May..." I whispered, giving the security worker a nervous smile. She sighed, shutting the suitcase.

"Enjoy your flight." She said with no expression. I smiled, snatching my bag and walking through the scanner, waiting by it for Felicity. I could tell she was panicking slightly, and as the woman opened her case, I caught a glimpse of her suit hidden behind her clothes.

We all quickly swarmed into the plane, Harry and Felicity still laughing before she walked over to me, putting her things above me and Ned's seat. I frowned, furrowing my brows.

"What are you doing?" I asked, tilting my head.

"Well. I'm sitting here with you guys." She said, scooting to the window seat. I felt my cheeks burn as I smiled, shoving my belonging above me. I sat in the middle, the smile still on my face

Ned walked past us, my hand reaching out to grab his wrist. "Where are you going?" I asked, frowning.

"Oh. My seat has been rearranged. I won't be sitting with you and Felicity. I'm sitting with MJ. Sorry Peter." I shook my head slightly, my nerves now overpowering me as I fixed my posture, glancing at Felicity, who smiled. I smiled back nervously as the plane took off.

"Hey, you have a dual headphone adapter, right?" Felicity asked, pulling out her headphones. I smiled, nodding as I pulled out mine. "You want to watch Mr. Stark's movie and see how accurate it is?" She said with a small laugh. 

"Uh, yeah." I said, laughing as I took out my phone, searching for Mr. Stark's documentary.

***

The documentary ended about an hour ago, and we still had about 6 to 7 hours before we landed, and I needed to use the bathroom. I got up while Felicity was reading a book, walking to the bathroom.

I zipped up my pants after using the restroom, washing my hands and drying them off. I unlocked the door, opening and staring at Felicity. She smiled as I stared for a moment, shutting the door and stood with my back against it.

I quickly cleaned up the bathroom, lowering the seat and sighing out of breath. I opened the door again, frowning to see a smiling Harry.

"Hey Parker." He said, slapping my shoulder blade as he stepped into the bathroom. I walked back, noticing Felicity coming out of the first-class area and back to our seats.

"Hey Peter... I got us some stuff while I was using the first-class bathroom." She said with a smirk, showing me her empty hands. I frowned, looking at her.

"You aren't holding anything." I said as I sat down. She rolled her eyes, two drinks and some candy appearing in her hand. My eyes widened as I smiled. "Holy shit! You have an invisibility power?!" I said as she smiled, nodding. She handed me the handful of candy and the lemonade.

"Dude this is awesome!" I said, shoving some chocolate in my mouth as we laughed quietly, Felicity's nose scrunching up as she smiled. 

"You're welcome." She said before looking up, snatching the candy and drink out of my hand, making the items invisible as a flight attendant walked past. I stared at the attendant before Felicity whispered. "Hey. Eyes on me, Parker. Don't make it seem like you're suspicious." I quickly turned to Felicity, feeling a bubble of laughter get stuck in my throat as we hunched over together, snickering.

"Here." She said, handing the drink and candy back.

"Thanks Felicity." I said, smiling as I took a sip of my drink. She nodded, taking a sip of her own.

"Anything to make these next 6 hours fun."

"Good afternoon. Ladies and gentleman. This is your Captain speaking." The pilot said. "The flight to Venice, Italy will be quicker than we thought. We should arrive there in around 4 hours and 28 minutes from now." 

A smiled appeared on me and Felicity's faces as we looked at each other, both of us drinking our lemonade.

***

So as you can see, since they didn't blip, I will be making the trip 5 years early and instead of Brad Davis flirting with Felicity, it will be Harry.

The same situations will happen, just with harry instead of Brad (Peter getting caught stripping in front of  a Russian spy girl, Harry almost getting killed because of E.D.I.T.H, etc.)

<3 A.