3:00 a.m.

The bells of Joe's Best Pizza rung as Spider-Man pushed through the door. The smell of grease and heat were too strong for the filters in his mask. He had tried to make it home but Joe's was perfectly between the main part of the city and his room's window. How was he supposed to say no to that?

He couldn't do this all the time but this late night pizza thing wasn't a habit yet. He was sure of that.

Hattie looked up from her book at the counter and a grin rolled across her face. This was the only old woman that he knew that enjoyed staying up late.

"The Spider-Man! I heard you were up to business tonight." The worn paperback dropped from her fingers. "The usual?"

"Yes ma'am."

The diner was completely empty of customers. He slid into the bubble gum pink booth in the back, feeling completely comfortable in the suit. Speaking of the suit, he pulled up his leg. A four inch tear appeared on the thigh. Aesthetically it didn't matter but it bothered Karen incredibly. One of the secondary power systems was housed near the black cuff of the knee joint. The tear disconnected some things that probably should try to get fixed.

Hattie yelled at Joe to warm up "Spider-Man's pizza" in her Russian accent.

Okay. Maybe coming here was a daily occurrence.

The radio rambled on. Peter swore that this place had opened before he was born and no one ever tried to update it. The wood paneling was on the verge of suffocating and several of the checkered tiles peeled.

He pulled out his phone from his pocket and propped his elbows up on the table. It was only 50 unread notifications and half of them were from Ned freaking out and sending him newly released photos from NASA of a black hole and videos of cats doing dumb things. That was what they were into right now. Ned still hadn't been able to top Peter's "Cat Runs Into Clingwrap".

When Peter first got the suit, the phone hadn't been able to read through the gloves. It was a real rough week until finally he brought the issue to Mr. Stark. He'd rolled his eyes but finally fixed it so he could "scroll his Instagram and answer his girlfriend's texts in peace on rooftops."

Both of those things were unfortunately not true.

He checked the time. It was past three now. Things were starting to be a little dicey. He had to sleep but greasy and cheap pizza was so good. The lenses of the mask hummed as they adjusted and readjusted to lights. That was new. He glanced up. One of the ceiling box lights ever so slightly flickered.

Hattie came over and sat on the opposite side. Her white curls were starting to unwind.

"It'll be a minute." She offered him a deck of cards. "Do you still remember the rules?"

He shouldn't. He really shouldn't. Peter set the phone face down on the table so if Ned freaked out of his pre-prepped and now sent video of "Cat Eats Cactus" Hattie wouldn't see any names.

She smiled at him and that broke him.

"Rummy right?" He took the cards and started to shuffle them on the table. The cards snapped against each other even though they were soft with age through his gloves. The diner lights hummed barely in his ears. The front windows were completely dark, even most of the taxi drivers had gone to bed.

"Gin rum and you deal." She corrected him.

He nodded as he started to toss cards at her, mentally counting to ten. If there was ever place he wanted to take off his mask, it would have been here. Instead, the pizza was always a to go order and they never asked.

"Busy day?" She asked as scowled at her cards. "Are you cheating and giving me all the bad cards?"

"No, Mrs. Dotson. I'm too tired."

The cards flickered in his fingers as the light died and came back. He looked at his own cards. It wasn't a too bad hand if he remembered the rules. The radio dove through another song. There was something about these dead hours. It felt like the world was much smaller than it was.

The ceiling light snapped off and started strobing.

"Sorry," Hattie growled and pulled a card from the deck before putting down her hand. "Damn light. One moment."

"Have you had an electrician out, Mrs. Dotson?" He leaned back and stared at the light. Karen started scanning for the electrical wires inside but it couldn't penetrate the ceiling tiles this far away. He would have to be closer to see the problem.

"Why pay when you can do this?" She asked over her shoulder.

She snapped the light off. The room dipped into into an infrared reds and oranges for Peter before Karen flipped it to night vision. He'd played around in his room in darkness trying to decide which filter he liked better. Usually the suit decided if he was on the fly. He saw everything at night anyways but the help was useful. The lenses bloomed out as the light came back on and full color returned.

"Behave!" She shouted. The ceiling light behaved.

"See? It works." Hattie sat back down in the booth and discarded a card.

"Why are you still open? I thought you closed at 2?" He swallowed a yawn and took her discarded card before replacing it with one of his. Karen's system started to help him beat the old lady but he dismissed it. The pizza smell drifted in.

"Ah. We do."

Peter's stomach growled.

She smiled and took a card before discarding another. "For a hungry superhero, we are open."

"You didn't have to do that. You should go to bed." He looked at his cards, searching for matches before taking the top card. The queen of spades winked at him so he discarded a two of hearts. His eyes hurt. Was that normal when you were this tired? Mrs. Dotson had insisted on playing once when they had to make his pizza from scratch.

"Are you setting me up for a good hand?" Joe pushed open the door from the kitchen with the pizza box in hand

"I think so Mr. Dotson." Peter folded the cards against the table and got up. The namesake of the restaurant came over. He was the complete opposite of who would run a pizza place and dwarfed Peter in size. Joe always looked like he was about to go out hunting and drag the deer home himself.

"What do I owe you? Eight dollars?"

"Two." He put the box on the table.

"I'll pay you the regular. Lemme see what I've got." He reached into the pocket where he kept his phone and a few emergency dollars. Every time he would try to give the full amount and they would refuse. Still, he would try again. The pocket was flush with his thigh, the fabric unblemished and smooth to the touch. His cheeks went warm as he stretched the pocket. Nothing inside. Where had the money gone?

The vending machine near Time Square yesterday. He had to grab a bottle of water to wash out a scrape from a running into a street sign.

He mumbled to himself as he tried the other pocket that he didn't keep anything in. He'd have to tell them to keep the pizza.

"Bring us the money later." The smile from Hattie was too sweet for Peter. He scrambled to check the first pocket again. The awkwardness was building in his hungry stomach. How could he have forgotten about this?

"No, no, no…" He put the pizza on the table. "Ahhh…" He spun around in a circle trying to think and then realized his hands were waving around on their own and he froze. Two honest faces watched him. The light flickered again.

"Do you happen to have a screwdriver?"

Peter made it home half an hour later and was only slightly fried for his efforts to fix the light. In the end, the light was going to permanently behave. Karen had shown him the faulty wiring and he only had to figure out how to rewire it. Somehow at three a.m., this seemed so much easier in his mind than it actually was.

The couple had ended up continuing to play their gin rummy game while he fixed it. Joe had said his hand wasn't half bad. That gave Peter some pride.

The pizza box slid across his breakfast table in the half dark as he collapsed into the chair. Ms. Gardiner's extra credit assignment was going to have to wait. He had texted Ned to give him a preview of how hard the assignment was. All he had gotten back was nervous emojis. Bad sign.

He ripped the mask off. Cold free air touched his sweaty face. He sucked in a breath completely unhindered by the suit and filled his chest until it strained against the pressure. Releasing it unwound all the stress in his body. He sprawled further horizontal in the chair. Closing his eyes, he listened. The apartment was completely quiet. Aunt May's door was closed. She hardly stayed up for him anymore.

He popped open the pizza. It was a little smashed to one side but he didn't care. It tasted like it was melting in his mouth. He leaned forward on the table and without any shame, stuffed his face.

Then he started to slow down.

He leaned back.

He should get that assignment maybe.

He should repair the suit.

He should do something.

His eyes closed.

And it was over.

I always wonder...can you tell when I am having an absolute blast writing a chapter?

Spider-Man playing gin rummy with two nocturnal old people in a pizza diner at 3 a.m.? Completely my cup of tea.

While this is whole thing was fun to write, this chapter among a few others (10:00/11:00/3:00 off the top of my head) that flew by because I enjoyed them so much. I can't wait to share them with you.

What do you think?

Thanks for reading as always.

-Quin