If you follow me on tumblr, you may have seen me say something about my plans for this fic. It's going to be a mix of Sam's quest and flashbacks. Some flashbacks (like ch1) won't be from 'looking' and others will. But it will all be told from Sam's POV and /some/ won't match what we learned from Peter's POV.

*heavy breathing* Finally. OMG - I've been playing with this for a while and finally had the mojo to sit down and write a chapter for it!

The chapters for this will not be very long (3k tops) and I have no idea what sort of update schedule I'll have. Life has been kicking me around the last few months, and while it is calming down, I have other things I need to catch up on (like sleep).


"Sam, I lo-"

"Don't!" Sam grit his teeth to keep himself steady. If Peter said- if he said that- there would be no coming back. He forced himself to continue, even as he watched his words break his boyfriend's heart. "Please," his voice cracked as he tried to beg. "You'll be happier without me holding you back."

On the screen, Peter looked away. "Was any of it real?"

Sam froze. Did Peter doubt all those months? All of the kisses, and the soft touches?

He forced himself not to look away from Peter, from the tears rolling freely down his face. The tears he caused. He could fix it, could comfort Peter and-

-no-

-He had a mission. It went beyond him and Peter. Beyond teenage feelings.

"Forget me." The words tumbled out just as he'd practiced.

"SAM! I LO-"

"Goodbye."

Terminating the video chat took all of Sam strength, all of his willpower. But, he did it- reached forward and hit the button which cut the feed; the hard plastic may as well have sliced through his heart instead of folding into the device.

Peter's face faded as the feed cut. "Goodbye, Peter," he said it softer this time. But the screen was dark, Peter's face already gone. "I love you too."

He fell forward, his forehead resting on the screen. It was for the best. He just needed to focus on the mission, focus on anything but Peter.

Peter and his smile... How he would tilt his head to the side, unable to hide the slight grin forming on his lips. Or how he would just turn to Sam, his smile wide and open, for no reason other than Sam was there.

Sam's throat constricted painfully as he remembered that brilliant smile. That was all he would have now… the memory of it. Even if he came home sooner than he expected, how could Peter ever smile at him again? After what he just did?

He sighed and sat up, catching his reflection on the blank screen.

"Kid! 's'Go!" Rocket's voice was gruffer with his second call.

Sam took a few more breaths and blinked away the wetness from his eyes. "Yea, I'm coming."

Sam threw on his helmet, obscuring his emotional state, and made his way to the deck. He paused at one of the windows, looking down towards Earth for what would probably be the last time for a long, long, while. It looked so peaceful, so fragile and delicate- and that was why he was leaving. If he could keep Earth, and everyone on it -everyone he loved- safe, then it would all be worth it.

Worth the loss.

Know it was worth it didn't make his heart ache any less.

He pushed away from the window, closing his burning eyes and blocking out the planet below.

It was a short walk to the bridge and he found his chair easily enough, strapping in quickly. They were already off schedule, all because he couldn't bring himself to say goodbye in person. But this was better than a letter, better than a text. At least this way he could see Peter's anguish, and would always know what he put the man he loved through. There would be no questioning, no wondering if his message was received.

Quill was already at the controls, punching in coordinates -or whatever it was he did. Sam really didn't care to learn- though, he probably should. Maybe that would be a good side project for him… help keep his mind off of everyone he left behind on Earth.

"Thanks for waiting for me." They couldn't make the jump until he finished his call- and they were on a time crunch. Or so Rocket said. He probably just didn't want Sam getting cold feet or beg to bring Peter along.

Rocket jumped over the back of the seat next to Sam and pulled his restraints tight. He turned to Sam, "Change of plans. Kinda. Before we rendezvous with Gamora and Groot, we need to make a pit stop at Knowhere to pick up Drax… long story."

Sam didn't ask, it was generally better not to. Actually, he was fairly certain that the less he knew about the Guardians' 'methods' the better off he would be. From the stories his dad told him, and from what little information he'd gathered on his own, the universe had been a drastically different place in the days of the Nova Corps.

Quill, Gamora… they all did their best, the way they knew how. Following the law just wasn't their MO. And right now, that was the only way to survive. But, if Sam wanted to bring the Nova Corps back, he knew they would end up on opposite sides.

Yes. The less he knew, the better. Though, that day was long off- if it ever came at all. There was still so much about the Nova force, his helmet, and the corps, that Sam had yet to learn. Being the last Nova was a daunting task, and hopefully he wouldn't be alone for long.

"Alright, kid-"

"-Not a kid."

"-prepare to jump." Quill hit a few buttons, and Sam relaxed as the familiar feeling of faster than light travel washed over him. Sure, he could probably fly there faster on his own. But this, being with a team, was familiar. Knowing there were people around him who had his back… it was worth the down time.

Downtime meant thinking. It always did. And, as his mind often did, it lingered on Peter. Sam's heart gave another lurch as he replayed Peter's betrayed tears. So, instead, he thought back further, back before he accepted this mission- before the threat became real enough for the Guardians to ask for his help.


It was the last day of his their junior year, the last day before summer vacation, and the last bell did not ring soon enough. Sam raced through the halls, eager to begin his summer. Though, while normal teens were going to be hitting the pool, or heading out of town, Sam knew he wouldn't have much time for such luxuries.

Ah, the life of a hero.

What little free time he would have between saving the day and training, he planned to spend with his friends. Well, he was most excited about one friend, or rather: one kinda-almost-maybe-friend. But Peter was coming around. He'd even invited Sam over to play video games, something which he was highly looking forward to.

Sam raced down the street to his favorite pizza shop. It was close enough he didn't need his helmet. He ordered two pizzas, one for Peter, and one for himself. Peter only asked him to "pick up a pizza", but there was no way Sam was sharing (because that usually meant he would get one slice). Once they were ready, he raced to the alley and pulled out his helmet. He balanced the pizzas, minding his speed as he made his way to Peter's.

He touched down in the soft grass between houses, stowing his helmet in his backpack before crossing the street to Peter's house. Sam paused before knocking, taking a deep breath to steady his nerves.

Now that they were hanging out more, it was getting more and more difficult for Sam to calm the fluttery feeling when Peter smiled at him. The real Peter Parker smile- not the 'I'm just being nice' smile. So, he did what any teenage hero did: ignored it and hoped it would go away. Because, Peter could barely stand him as a friend, what chance did he have at something more?

Once Sam knocked, it didn't take Peter long to open the door. He was all smiles when his eyes landed on the pizza. "Thanks! Life just isn't right without pizza."

Peter reached for the boxes, brushing Sam's hand as he pulled them to him. Sam's throat constricted at the contact and a wave of panic washed over him. He was in deep, had fallen too deep for Peter. He pushed his panic down and followed Peter into the house, his pause going unnoticed.

"I'm glad you got two. I was going to call you and ask you to pick up another one." Peter sat them down on the table next to the couch. It was then Sam realized they weren't alone.

"Hey Sam." Harry greeted from his place on the couch.

Sam did his best not to frown. "How are we going to play games with three people?" How was he supposed to get closer to Peter if Harry was there? Not that he had any real hopes of Peter returning his feelings, but he actually, truly, wanted to be friends. Real friends. Close friends.

Friends like Peter and Harry.

Oh. Right.

Sam looked at his feet. Of course, Peter would rather spend time with his real friend. His best friend, who he rarely got to see. Between saving the city and training, Peter and Sam saw each other almost everyday. He tried not to let it pull his mood down, he was used to being sidelined.

"Well," Peter said, unaware of Sam's inner turmoil, "I thought maybe a movie night instead?"

Sam nodded, sighing to himself. Was Peter aware of how blue his eyes were? And how Sam couldn't say no when his eyebrows and lips turned just so? "Okay. Yea. What did you guys have in mind?"

Peter rattled off a list of movies as he put the first one in his dvd player. Sam stood awkwardly, not knowing where to sit. Or what to think. But then, Peter was turning back around with that stupid smile of his, the bright one that made Sam's knees weak.

"Um," Sam cursed his nerves. It shouldn't be so hard to talk to Peter. He racked his brain for an insult. A joke. Anything. "I'll grab some plates."

Peter tilted his head slightly, beaming at him. "Thanks!"

His escape to the kitchen was short, but it gave him time to calm his breathing. He grabbed some glasses and a bottle of soda to eat up more time. At least they would just be watching a few movies and he wouldn't need to keep his composure enough to talk. Urgh. . Crush.

Sam could hear the start menu of the movie and made his way back. He couldn't say exactly when he started crushing on Peter. Maybe since… always? Spider-Man was amazing. And finding out the person behind the mask was not only hot, but could more than hold his own against Nova? Yea- that was probably when it started. Peter being a complete ASS hadn't really helped quell it either. Maybe it made him just like him more.

Urgh. Hormones.

Sam returned to the living room to find Harry and Peter both on the couch. He sat the plates and drinks on the coffee table, moving the pizza boxes over as well. When he moved to sit on the chair next to the couch, Peter scooted closer to Harry and patted the spot next to him.

"The chair isn't comfortable for a movie marathon." Peter shrugged. Well, Sam certainly knew from experience how uncomfortable that chair was.

"And it has a terrible viewing angle," Harry made a face and rubbed his neck.

Huh, Peter was being nice. He smiled to himself, they were totally making progress. Sam fell to the couch, tensing as his shoulder and knee brushed against Peter. He edged away, trying to focus on the opening credits to the movie.

About halfway in, Peter shifted to grab another slice of pizza. The movement sent his shoulder sliding against Sam's, and with it a jolt which traveled up Sam's spine. But, Peter was as oblivious as ever. It wasn't a surprise, Sam had blushed a million times around him and Peter didn't even notice.

Now Sam was painfully aware of every movement Peter made. And when he turned to Harry, whispering about the movie, Sam's shoulders tensed further. Then, Harry laughed, whispered back, and Peter chucked. Sam waited for them to share the joke with him… but it never came.

The two friends continued to whisper throughout the rest of the movie.

Completely.
Ignoring.
Sam.

His hands were tight balls at his side when the end credits began to roll.

Next to him, Peter stretched. "So, votes on which one to watch next?"

Sam stood, "Actually, I'm going to go."

"What? We still have a pile of movies to get through." Peter blinked up at him.

"Sorry, I'm just not feeling it. And I promised my mom I'd call her tonight."

Peter made a face, but didn't protest further. "Alright, well, if you change your mind…"

Harry waved, "Thanks for the pizza!"

Sam gave them what he hoped was a convincing smile, then took his leave. He hadn't been lying about promising to call his mom, so instead of flying back to S.H.I.E.L.D., he walked.

His mom didn't have much time to talk, as usual. But she said she loved him, and that she wanted him to visit. Visiting would have been nice… New York… was big. And it was so, so, easy to feel alone.

After ending his call with his mom, Sam returned to his room at S.H.I.E.L.D. If he was going to be alone, it may as well be somewhere where he was comfortable.

His ceiling wasn't nearly as interesting as he wanted it to be. Sam closed his eyes. All he wanted as a friend in New York. Like what he had with Carrie back home. Like what Peter had with Harry. He was so close to it.

His phone buzzed a few times, lighting up his dimly lit room. He pulled it out, checking his new message.

[Spidernnnnerrrrrd]: Sry you had to leave. You missed a good movie.
[Spidernnnnerrrrrd]: and sry about game night. How about Friday? Just u and me?

Sam reread the texts, a warm feeling expanding through his chest.

[Sam]: k

He smirked to himself. He didn't want to seem too eager.

But his heart was racing, pounding in his chest. Maybe he could be close to Peter. It could have been the adrenaline, or maybe hormones, but Sam wondered if he may have a chance at something more with Peter.


Thank you for reading!

In case there was any confusion... the first part is right after the end of "looking" and the flashback is before the events of "looking" :D

And, as always, please let me know if I made any boo-boos. I don't have a beta, so I make lots of silly mistakes ;) I appreciate knowing so I can fix it!