A/N: Hello! This is a fifty word challenge, suggested to me by fellow writer yellow16. We are the only active members of the Men in Tights forum, for the Ranger's Apprentice book series. (If you're a fan, definitely come join, we're bored out of our minds in here -_- ) Here's the gist. There's a list of fifty words

You can either use one word per chapter or if you feel like you want to melt your brain, all words in one story. (I tried that, let me tell you, it was messy...) I'm probably going to do a bunch of one shots, possibly two shots. (I doubt it though) I guess that's it…

Enjoy!

Disclaimer: I do not own any of Marvel

Word one: Afraid

Tony was in the middle of testing one of his more, dangerous ideas when he got the message.

"Sir?" FRIDAY spoke, her voice as urgent as an AI could manage. No answer came from the desk, the whirring machines and AC/DC covering up her artificial voice.

I was caught, in the middle of a railroad track...

Louder, FRIDAY persisted. "Sir!"

I looked round, and I knew there was no turning back...

Tony signed, pushing away the blaster and turning down the music.

"What is it FRI?" He rubbed his face, trying to wake up a bit. When was the last time he actually slept? Well, that wasn't important. Coffee was a suitable substitute for sleep. Or at least he thought so. Pepper made it clear she didn't share his opinion.

"Peter Parker's consciousness level is rapidly dropping." Tony tilted his head. It wasn't like Peter to fall asleep in his suit.

"FRIDAY, where is Peter?" The sleep deprived inventor's voice growing in urgency.

"In an alleyway on the northside of Queens, sir." Tony frowned,

"Is he all right?" The AI's response was hesitant.

"He seems to have no lasting physical damage." Tony's voice rose an octave and he stood up.

"No lasting physical damage? What does that mean?" FRIDAY paused, Tony was already halfway into his suit, the red and gold metal folding over his arms and legs.

"Peter Parker has obtained several bruises and has hit his head, causing a possible concussion, Karen is scanning for other injuries, but it seems that nothing else is wrong." The suit's visor flipped down, and Iron Man's eyes lit with a familiar blue glow. Tony looked at the time in the corner of his retinal display, 11:42. His frown got deeper.

"FRIDAY, how long has he been there?"

"Peter has not moved for twenty-one minutes."

Tony cursed. What had the kid gotten into this time? A tiny tendril of fear wormed its way into his mind, and he shook it out. He was Tony Stark, Ironman. Ironman doesn't get afraid. Besides, Peter would be fine, right? He was a superhuman teenager, who made brash decisions, stayed out too late and was too innocent for this world.

Yeah, Peter would be fine.

-o-

Tony touched down in a dirty alley, scanning the area for a kid in red and blue spandex. Thank goodness for the bright costume, it was easy to spot him in the dreary gray and brown environment. Peter was slumped against a dirty brick wall in a sitting position, mask still on. Across from him were four unconscious men, held to the wall with extra strong webbing. Tony took a moment to study the men. All were wearing casual street clothes in dark colours. Two had baseball caps shadowing their faces and one man had his hoodie up obscuring his face as well. Determining them as no threat he turned back to the young superhero.

"Peter, Peter! Wake up!" Tony shook the kid's shoulders, and got no response. The billionaire started to panic."Kid! Wake up!" The frantic raised voice finally woke Peter up. He jolted, sitting up and whipping his head around. Tony let go of his breath, not realizing he had been holding it in the first place.

Peter's eyes widened as the fixed on Tony, crouching next to him fully clad in his red and gold suit, visor up, showing a worried face. He blinked a couple times, trying to process why Mr. Stark would be here of all places. He gasped, realizing what happened.

"M-mister Stark! What are you doing here?"

Tony frowned, "You haven't moved for half an hour! When I got a call from FRIDAY that you were unconscious, I flew over."

Peter's eyes widened even more, (How was that even possible?)

"I've been out for that long?" He started scrabbling to to get up. "What time is it!"

Tony pushed the frantic kid down.

"Peter, it's midnight-"

"What! Crap, May's gonna kill me!"

Tony sighed, still holding down the struggling teen.

"Yeah, and your aunt is going to kill both of us if you're hurt."

Peter paused, then slumped back down.

"Point proven."

Tony sighed,

"So what happened? FRIDAY said you hit your head."

"Well, I was heading home from patrol when I saw him," He pointed to a man with a greasy, pockmarked face and a ratty Black Sabbath sweatshirt."and him." This time it was the hooded man in a dark grey sweatshirt. "They looked kinda fishy, so I followed them into this alley, where these three were smoking."

Tony nodded,

"And then what? They're just four men smoking in an alley. People smoke all the time." Peter nodded,

"I thought that too, until Blondie said something about a drop off point. Kinda like-"

Tony held a hand up to stop the rambling kid.

"Who?"

Peter blushed, realizing that Tony had know idea who he was talking about. Pointing to each man in turn, he hurriedly explained the names.

First was a fellow with a dirty face to match his dirty blond face and the Black Sabbath sweatshirt."I named him Blondie because, well," He waved his hands around helplessly. "he's blond!" Peter pointed to a man with several large chains both gold and silver draped around his stubby neck. Clearly he had no fashion sense, Tony thought.

"He was Chains." Peter said. "He's Walrus" This was a man with awfully crooked teeth an an evident potbelly.

"I can see the resemblance." Peter grinned. "And this," The exhausted teenager said, "is Slick!" Tony frowned. Even unconscious, he didn't like the look of the final man.

He had a pale face and black hair that looked like it was slicked back with motor oil. He seemed to have a permanent sneer on his face.

Tony turned back to Peter. "Kid, what happened?"

Peter continued. "Well, I dropped down into the middle of there group like what's up guys, hope you're not doing anything illegal. They did the classic 'you don't want any part in this kid'. I said something and they charged at me."

Tony frowned. He was doing a lot of that lately. "So? You can take on four men with anger issues and over inflated egos easily."

Peter grinned, "Thanks! But these guys had knives, so I had to dodge those too. As I was fighting the walrus dude, Slick crept up behind me."

Tony scowled, he knew nothing good would come out of that greasy weasel.

The teenager continued "My spidey sense was constantly buzzing, I guess because they were all trying to hurt me at the same time." The billionaire bristled. He was surprised by how much anger he felt. Tony wanted to lock these thugs up so they never saw the light of day again. His breathing came heavier an he dug his nails into his palm, focusing on the pain instead of the fear for Peter. Peter was fine. After all, the kid was standing in front of him right now.

"I didn't notice him until after he kinda hit me in the head with a trash can lid."

"What!"

He rubbed his head. "Yeah, I finished the fight but got a little dizzy and decided to sit down. I guess that's when I passed out."

Tony shook his head. "Peter you scared me. Just give me a call if you get hurt. Happy can pick you up or something."

The teen nodded quite vigorously, then winced and stopped, putting a hand to his head. "Guess I'm not all healed up yet huh Mr. Stark?"

Tony snorted. Looking down at his watch, he cursed. A blinking 12:20 flashed back at him. "How late exactly can Spider-Man stay out on a school night?"

Peter frowned. "Eleven, why?" His eyes widened. "Crap! What time is it?!"

"Twelve twenty-one." Spider-Man jumped up to a nearby window ledge.

"Thanks for everything Mr. Stark! I'll be more careful next time."

"Kid it wasn't your fault-" But the Amazing Spider-Man was already gone, a bright blue and red figure, bouncing from one rooftop the another.

Tony yawned, not realizing he had been so tired. It seemed worrisome weight lifted lifted off his shoulders. Maybe he would get some sleep tonight. Peter was fine. There was no reason to be afraid. Everything was fine.

Note: This challenge was, ahem, borrowed from a Harry Potter forum, so there are some spell words and other oddities in the list somewhere. I'm not sure what I'll do with those, but…

I'LL FIGURE SOMETHING OUT.

(fingers crossed 0-0)