Oh my god. This chapter was not supposed to get so heavy and yet here we are. TW: I talk about Ben's death, so if that's an issue proceed with caution. Otherwise, enjoy the latest chapter! As usual, I do not own Marvel.

The second Peter saw the date on his phone, he couldn't catch his breath. It had been three years. Three years since his Uncle Ben died. Over three years since Peter had gotten bit by that spider, three years since that man pulled out a gun on an innocent man, three years since Peter had seen it all happen.

It took every ounce of energy he had to pull himself from bed. Not only was it the day his uncle died, but it was his first anniversary of it without May. He didn't know how he was going to get through the day, but he had to at least try. He had things to do.

He wiped the tears from his face and made his way down to the common area in search of Tony. Selfishly, he hoped the man was free to go with him, but he knew that was a long shot. He found his guardian at the kitchen table, already elbow deep in paperwork. Peter's heart clenched, but he started the conversation anyway.

"Are you doing anything today?" Peter hesitantly took a seat next to Tony.

"I have about four separate meetings today, so I'm a little busy. Why?" Tony paused to look at him, so Peter quickly turned his head so Tony wouldn't be able to read the emotion from his face.

"No reason." Peter was quick to brush it off.

"Peter. Look at me." The tone of his voice left no room for argument, so Peter looked up and finally managed to meet Tony's eyes. "You've been crying." It wasn't a question.

"Don't worry about me. Promise."

"Hold on." Tony pulled out his phone and, from what Peter could see, seemed to be drafting a quick email. He pressed send, before sliding it back into his pocket. "Everything is cancelled. I have a severe migraine, and thus need to take the day off. Everything has been pushed until tomorrow. I have meetings then anyway, so what's a few more?"

"Tony, you didn't have to do that."

"It was nothing. It's not like I wanted to go anyway." Tony joked, to ease Peter's tension. "What's going on?"

"Ben-" He got choked up at the mere mention of the man's name. "Ben died today. Three years ago."

The man's shoulders slumped at the realization of what today meant to Peter. He reached forward and put a tentative hand on the boy's arm. "Is there anything specific you want us to do today? Or do you just want some company?"

"There were a couple places I wanted to visit, but you don't have to come with me."

"Nonsense. Where to?"

The first stop on Peter's list was an old deli in Queens. It was located a few blocks away from his old apartment, hidden behind a small grocery store. They had some of the best sandwiches he had ever eaten, but him and May could never bring themselves to eat there unless it was on this specific day. It was Ben's favorite place.

As soon as the pair walked in, he was startled by how similar it was to how he remembered it. While it hadn't changed in the eleven years he had been eating there, a part of him expected it to have been drastically changed like the rest of his life. Instead, the location wrapped around him like a comfortable blanket. The red and white checked table clothes, still perpetually wrinkled, draped across the tables. The dozens of scratches on the floors caused by chairs sliding in and out hadn't been painted. Even the dent in the wall caused by a gumball machine mishap hadn't been repaired. It was as if it hadn't even been a day since he last returned.

Peter led them to a booth near the back, which was filled with comforting memories. There was still crayon on the wall from when he was only a few years old, and May and Ben had brought him here for lunch after his parents died. He was pretty sure there was six year old gum stuck under the table that he put there.

A part of him wondered if it had been too long. If anyone here would even remember him. But any doubt disappeared when he caught Mr. Birch's eye and the old man's eyes lit up. He immediately rushed over to their table.

"Peter Parker! It has been too long. I was wondering if I would see you today." The man greeted him with a bright smile.

"Mr. Birch, it's so good to see you." He smiled back at the man with as much enthusiasm as he could possibly exude. "This is Tony, he's my guardian."

"Yes, I heard about your aunt. Such a terrible shame; you know I loved that woman like my family." Mr. Birch told him, completely unfazed by the fact that he had just been introduced to Tony Stark, which Peter appreciated. "I hope Tony here is taking good care of you."

"He's the best." Peter grinned, looking across the table at the other man, who was watching this interaction with a smile of his own.

"Anyway, enough of my jibber jabbering. I know you're here for the best sandwiches in Queens! BLT as usual?"

"You know it." Peter smiled, passing back the menu that he hadn't even glanced at. "Do you know what you want, Tony?"

"I'll take the same thing." Tony passed back the menu as well.

"I'll have it back in a jiffy." Mr. Birch wandered off to the kitchen to deliver their order, leaving Tony and Peter alone at the table.

"When you said you ate here often, I wasn't expecting this." Tony said, surprised.

"Yeah." Peter gave a light chuckle. "He and Ben were good friends, we used to come here at least once a week. We were the kind of customers who said 'I'll take the usual' and everyone knew exactly what to serve us. He always gave us a discount, no matter how much May and Ben protested." He explained with a soft smile.

"Sounds like a great memory." Tony agreed.

Not even ten minutes later, Mr. Birch returned with their sandwiches. It was just as good as Peter had remembered, and Tony, with all of his food expertise, had to agree. They took some pie slices to go, as well, which Peter intended to save for their next destination.

When they attempted to pay for the bill, they were completely brushed off and practically shoved out the door. As much as Tony and Peter tried to argue, Mr. Birch refused any sort of payment from his declared favorite customer. That didn't stop Tony from sneaking a big bill into the tip jar when he wasn't paying attention, though. And Peter appreciated that more than he could express.

The next location was an old park located across the street from the cemetery. Looking back on it, Peter distinctly remembers a few morbid memories because of its location, but he refused to let that taint its magic. Even the park itself edged on uninhabitable, but that had never stopped Peter, Ned, or any of the other kids from his block from spending hours and hours at this particular location.

The slides were metal and burned bare legs after a long day of sitting in the sun. The mulch was well past rotted and damaged, yet the kids currently playing in the park had no problem dashing through it for their game of tag. The swings, which had been Peter's personal favorite, were rusted and the paint was chipped, yet he still had to fight the urge to get on them like when he was a kid.

He and Tony took a seat at a picnic table, ignoring the cold weather, and the dampness of the bench. Instead, they focused on the still-warm dessert they had purchased from the deli. Peter drifted off as if in a daze, looking at the location.

Tony finally broke the silence. "What do you remember about this place?"

Peter looked at the man, who also looked around fondly, despite the fact that, as far as Peter knew, he had never been here. "May and Ben used to take me and Ned here as kids. Even once I grew out of using the playground, Ben and I would come here to people watch and talk whenever one of us had a particularly rough day. Once, when I was in middle school, May and Ben took me here and we had a little picnic in the grass right over there. Other than our small apartment, this was our favorite place to be."

Tony nodded with a sad smile. "That sounds really nice, Pete."

They spent the next few minutes in silence, just enjoying the location. Peter ignored the chill of the wind but was glad the sun had come out, so they at least had that to keep them warm. Once they had finished eating, they tossed their boxes into the trash, before exiting onto the sidewalk and continuing on their way.

They ended up at Ben's grave. It was nestled right next to May's at that small cemetery across the street. Peter had visited Ben a handful of times, but never without May. It had always been so hard, even when he was right here next to her. Something about seeing his uncle without his aunt made the gaping hole in his life seem even greater. He had lost his parents, though he was much too young to remember that. Now, both Uncle Ben and Aunt May were gone too. He was the last Parker left.

He sunk to his knees in front of Ben's grave, despite the fact that dew from the grass began to seep through his jeans, making him cold, wet, and uncomfortable. Tony stood behind him silently, and Peter could practically feel the man's hesitation to reach out. After a suffocating amount of time, Peter finally decided to break the silence and tell the one story Tony had yet to hear.

"A little over three years ago, I was bit by that spider. I didn't tell anyone. Not even Ben, even though we told each other everything. I didn't know how."

"Peter, you don't have to tell me."

"No." The boy shook his head. "I want to. Please."

"Go ahead." Tony spoke, though Peter kept his eyes firmly trained on the headstone in front of him.

"I was horrible to him after that. He would ask where I was going, and I kept lying because I didn't want him to know. I should've just told him. Then one night, he asked where I had been all day, and I said I went to Ned's. That wasn't true and he knew it because he had just spoken to Ned's mom. He asked what was going on and if I was in trouble. He told me I could tell him anything and I just snapped because I couldn't tell him anything, I couldn't tell him this, I couldn't just say the words 'Uncle Ben. I'm Spider-Man.' I couldn't do it. So instead, I panicked, and I ran. I ran all the way to this gas station a few blocks away. I wanted a drink, but I had forgotten cash in my hurry. I probably looked like a mess because I had just gotten back from a patrol and was sweaty and covered in dirt and only fourteen years old. And the cashier… he joked about me being poor and dirty. Asked what my parents must have done to let me be out like that. He was so cruel about it. So, when this guy came in to rob the store, I didn't stop him."

Tony spoke with such sympathy, "Peter-"

He had barely even told Tony what happened. "I was Spider-Man. I could have stopped him. But I didn't. He ran right out the door and let it happen, even as the cashier followed him out the store yelling. I didn't try to stop him, Tony. Ben did. And he got shot because of me."

"That's not your fault-" Tony tried to interject, but now that he had started, he couldn't stop.

"When I left the store, I heard a gunshot. And a part of me just knew. I ran down the street and found Ben bleeding out in the middle of the sidewalk. All alone. There were sirens and a group of people had seen what happened, but no one went to help him. I held my hands over the wound, trying to get the bleeding to stop. There was so much bleeding.

"He told me he loved me and that he was proud of me. Even after everything I did. It was my fault. If I had just stayed home or told him the truth or did the right thing and helped people, he would still be here."

"When you can do the things that I can, and you don't, and then the bad things happen, they happen because of you." Tony reached out and put a hand on Peter's shoulder. "That's what you told me when we first met."

"This happened because of me."

"That's not true, Peter. I don't believe that, and I'm sure Ben didn't either."

His throat clogged up as he thought about his next words. He squeezed his eyes shut as he finally whispered, "I never told May."

A heavy silence fell between them as Tony took in Peter's words. Peter could tell how much that had affected the man because Tony was never quiet. Not when May died. Not when he tried to talk Peter out of a panic attack. Not when he had confessed his own insecurities. He would talk with a stream of thinly veiled anxiety, rambling at a million miles a minute, as if he could cover the dark thoughts with just his voice.

When Tony finally spoke, his voice was softer than Peter had ever heard it. "You never told her?"

Peter shook his head. "She would hate me. I couldn't. And then…" He subconsciously glanced at the plot next to him which held the matching grave of his aunt.

"She could never hate you, Peter. Your aunt and uncle loved you more than anything else in the world. One tragic night can't erase the decade of love and pride they had for you. Ben even said it himself." Peter stayed silent. Tony's words were slowly sinking in, but he wasn't quite able to accept it as the truth. "I can't believe you've been carrying this on your own for so long."

"I didn't have a choice."

Tony sunk to his knees next to Peter and pulled the boy into a tight hug. Peter buried his head in Tony's chest and tried to keep back the waterfall of tears that threatened to pour. Until finally, the dam broke. He let out all the grief he had for his uncle. All the time he should've had with his aunt. His love for Tony and his appreciation towards the man for being here with him. The grief for his fourteen year old self that had witnessed such a horror and carried it on his own for so long. Now that he finally was feeling every emotion he had bottled up since the very beginning, he wasn't sure he would ever be able to stop. Tony gripped him even tighter, and Peter could tell that he had tears of his own.

"Sometimes I wish I wasn't Spider-Man." He didn't think Tony could hear him but, based on the careful way he ran his hand through Peter's curls, he must've.

"I know." Tony mumbled.

And that acknowledgement was all Peter needed to hear.