A/N: Marvel gave me a funny scene, and I turned it into angst. It's just one of my very few skills


It had been a good day, all things considered. Between Ned and MJ and exploring, Peter had been happy enough, distracted from his memories. It had actually started feeling like summer vacation. Like life could go back to normal.

Until they were watching the footage of Mysterio's attack, and Peter's classmate had to say it. Had to trigger the exact memory he was avoiding.

"Who is that guy? He's like Iron Man-"

"Mr. Stark," Peter gasped. "Mr. Sta- Tony, where's Tony?"

Ms. Potts just clutched his shoulder, tears brimming in her eyes.

Peter's hand trembled. He shoved it into his pocket. His fingers met his phone, and he moved to clutch it. It had Tony's last gift to him on it, and while he still couldn't tell if it made him feel better or even worse, the urge to hide in it again suddenly overwhelmed him. As it usually did in the silence of the middle of the night.

Lying in a grassy, sunlit field that should've been beautiful, Peter pushed himself upright, pushed to look past her. She didn't stop him, ducking her head and sniffling, but she didn't let go of him either. And when he saw why, he was grateful for her touch, like a warm anchor in a world that suddenly turned cold and dark, like an ocean trying to drown him.

Heart beginning to pound painfully in his chest, his classmates' voices suddenly too loud, Peter started taking steps backward. Slow, deliberate, trying not to trip over feet he couldn't feel. He couldn't feel anything. Anything except for the tears burning his eyes.

Tony.

Tony lay in the center of the field, his armor and body broken, his expression peaceful.

Rhodey knelt beside him, tears falling unchecked down his cheeks. In his hand, he held a red and gold phone. Its screen was smeared with blood.

Somehow, he managed to stumble outside unnoticed by Flash. Thankfully. He couldn't handle the jabs right now. He couldn't handle anything right now.

Somehow, Peter made it to Tony's side, falling to his knees beside him. "No," he sobbed. "No, no, no." He cradled Tony's head in both his hands, ignoring the way his skin was beginning to cool. "No, Mr. Stark, please, please don't leave me, you have to wake up. Wake up!"

His last words were a scream, and Rhodey moved to hug him.

Peter made his way around to the side of the building. Hidden away in an alley, he pressed his back to the wall. Slowly, in the depths of a night barely lit by streetlamps and stars, he sank to the cold stone ground. Still clutching his phone.

Peter struggled with no real strength. It was instinct. He just had to move, had to fight this somehow. Because it couldn't be real. It couldn't be.

Tony couldn't be dead.

Rhodey wrapped one arm around Peter's chest, pinned his arms to his sides. He clicked something on the phone, held it up to Peter's ear.

"Hey kid."

Peter stilled, his screams dying in a choked intake of breath.

He pulled his phone from his pocket, unlocked it and opened up the voicemail app. Its black case hid the red and gold coloring, but still Peter saw the blood that had been smeared on the screen, that had moved to his ear and cheek. Still, Peter remembered the moment he died, even as he was resurrected.

Before he could rethink it, he clicked play, letting the past and present become one.

"Hey, kid," Tony's voice repeated, weak and breathy. "I, uh… Ok, before I finish that, don't go thinking this is your fault. It's not. Promise. Cross my heart and hope to- ok, no, not using that phrase. Ignore that. Um…"

He paused, sucking in a deep breath, wet with blood.

"So… I fought. I fought for you, kid. And I won. You're gonna be home in a few minutes, and that's all that matters. I won. We won."

Peter shook his head, because no, no, it wasn't a win, neither of them had won. Neither of them had left that field alive. Not really.

"I… I wanted to say I'm proud of you, Pete. You're a good hero, and a great kid. You're gonna do amazing things. Wish I could be there, but… anyways. The two years we got, I wouldn't trade them for anything. I couldn't have asked for a better son. No one could.

"I love you, Peter. I love you."

The voicemail ended, leaving him in silence.

Peter let his head fall back against the wall, hugging his knees and biting his lip hard enough to draw blood. He stared up at nothing, shaking, clutching the phone. Clutching Tony's last words to him. "Why?" he whispered. "Why?"

"Because he loved you."

Peter turned his head to see MJ. Quietly, she crossed the remaining distance between them, kneeling down in front of him. Not trying to take it from him, she tilted the phone towards her, clicking play on the voicemail and skipping to the end.

"I love you, Peter. I love you."

"His voice is steady," she murmured, meeting Peter's eyes. Hesitantly, she reached up to rest her hand in his hair, and when he didn't move away, she settled in deeper, brushing tears away with her thumb. "He didn't regret it, Peter. He died for love, and he was ok with that."

"But I'm not," Peter protested in a whisper, searching her eyes for some sort of comfort. "I'm not… I'm not worth him."

"Peter…" MJ paused, clearly struggling. Peter looked away, swallowing.

"Hey!" she scolded, taking hold of the other side of his face and turning him back to her. "Do not mistake my social ineptitudes for confirmation, Peter Parker. You are, by far, one of the best things to ever happen to me, and Ned, and May, and Tony. We love you. You are not allowed to doubt that, not even for a second. All right?"

"I don't," Peter said. "But that- that doesn't make me worth your lives. That doesn't make me worth Tony's life."

"Yes, it does," MJ said fiercely, and he was shocked to realize she was crying now too, a few silent tears sliding down her cheeks. "If it came down to it, we would all do anything to protect you, just like you would do for us. You're worth it, Peter Parker. You're more than worth it."

Peter shook his head, breaking free of her grip to fold in on himself, arms around his legs, face buried in his knees. "No I'm not," he rasped. "He shouldn't have died for me. I'm not worth him."

Slowly, MJ's arms encircled him, and though he resisted, she pulled him close. "Yes, you are," she murmured, resting her forehead on the back of his neck. "Don't make me knock some sense into you, Parker."

Peter tried to laugh. It came out as a strangled sob. He leaned into her hug, and she rubbed her hand up and down his back in slow, steady motions. "You're worth it," she whispered, over and over again. "You're worth it."

But even as she tried to comfort him, the silent mantra ran through his head.

I'm not worth him.

I'm not worth him.

I'm not worth him.