Tony:

As soon as Peter had been sent to bed, Tony headed back down to the lounge, where the rest of the avengers were busy cleaning up popcorn.

''Tony. I thought you went to bed.'' Natasha said, while walking over to him.

''Yeah, well I thought I'd come back and watch you all suffer.'' Tony joked.

''Tony, what you're doing... is amazing.'' Natasha spoke truthfully.

''It's not that big of a deal Nat.'' Was all Tony said.

But Natasha could tell he was nervous. It wasn't like Tony to be that modest.

She shook her head before saying, ''Tony, this is a big deal. You just adopted a whole entire teenager. This isn't going to be easy for you, you can't just give him everything he wants and let him do whatever as long as he wears a mask and stays alive.''

''Hang on, that is so not what I do.'' Tony objected.

Nat just raised her eyebrows and went on. ''I'm just saying that, you can't just be a mentor anymore. That's not what he needs now. He needs a dad.''

Tony gulped. ''A dad? How am I supposed to be a dad?'' Tony didn't exactly have a great father figure to base off.

''You'll figure it out Tony. We're all here to help.'' She added before patting his arm and walking off to bed.

''She's right Tony. You'll get it, after a while, it just comes naturally.'' Clint reassured.

''Yeah, yeah.'' Tony sighed. He hated to admit it but, he did feel a bit better. He backed up into the elevator and headed back up to his floor, pausing before turning around to knock on Peter's door. When there was no reply, he twisted the nob slowly, and walked in.

Peter was sprawled across the bed, blankets tangled around his feet, and his head buried in the pillows.

Tony instantly leaned over and pulled the covers over Peter, then stood back.

Oh man, what has this kid done to me. He's made you soft that's what. Tony thought.

Peter let out a soft sigh, and rolled over onto his back, revealing his tear stained face. His eyes opened a tiny bit, but other than that he remained still.

''You awake?'' Tony said quietly.

''Mhmm.'' Peter mumbled.

Tony flipped on the lamp, on peter's nightstand, revealing Peter's face, which was quickly covered by Peter's hand, as he grimaced.

''Everything alright?'' Tony asked. The kid was shaking slightly, and his cheeks were flushed.

''Yeah I'm fine.'' Peter replied faintly, before sucking in a shaking breath, letting it out, then repeating.

Tony forehead creased in concern as he sat down next to Peter.

Peter:

Peter was exhausted, and he had finally fallen asleep, only to find himself back in his old bedroom at his old apartment.

''Peter I'm leaving for work!'' Aunt May called from the hallway.

No! This couldn't be happening! Not again! He had to stop her. He couldn't let her leave.

''Aunt May wait!'' He yelled running out of his bedroom at full speed, and tripping over his own feet, and smashing his head into the ground. He could hear May opening the door, and his arms the hair on his arms stood up, forming goosebumps.

''Bye Peter!'' She called again.

Then the world started to fade away.

''May! No, May wait! You can't leave! You can-''

Peter woke up suddenly, to find Tony Stark starring down at him. Oh, right, he was at the Avengers Tower. That meant that Aunt May was gone. He couldn't save her. She was still dead, and it was still his fault.

Tony asked Peter a question, but Peter was barely listening. All he could think about was the dream It was so real. Everything his room, the apartment, May... it was all so real. Hearing her voice just made him miss her even more.

He suddenly felt cold, and scared. What is happening? He thought. He tried to take a deep breath, but each one came out shakier than the last.

''I can't breathe.'' He whispered.

''Hey, calm down, you're okay.'' Tony comforted, realizing what was happening.

''No, I can't, I can't breathe.'' Peter tried again, fear washing over him, and his arms started tingling.

Tony:

''You're alright, come on, sit up.'' Tony remained calm, and helped Peter sit up. ''There you go, now take deep breaths, can you do that for me?''

Peter looked up at him with scared puppy dog eyes and shook his head. He was trying not to cry, but a few tears washed over his eyes, and more followed.

Tony felt nothing but sympathy for Peter, since he knew exactly what this felt like. However, it also meant he knew exactly what to do.

''What's happening?'' Peter asked, his voice cracking.

''Panic attack, you just need to calm down, Peter, and you'll be fine.'' Tony replied pulling Peter into his side.

''I don't like it.'' Peter whimpered, leaning into Tony.

Tony could feel his body shaking against his side.

''Just breathe in'' Tony instructed, speaking as soft as he could.

Peter took in another shaky breath.

''There you go, now breathe out slowly.'' Tony watched as Peter slowly released the air.

''Good, now breath in.'' Tony said again.

They continued this for another minute, until Peter's breathing had slowed to a normal pace.

''That was scary.'' Peter admitted.

''Yeah those really suck don't they.'' All Tony wanted to do was hug the kid, and never let go. What was happening to him? Tony had never felt like this to a kid before.

''What if it happens again?'' Peter whispered. He sounded so scared, Tony's heart ached.

''You come find me. Got it?'' Tony ordered. He wasn't going to let him go through that alone, if he could help it.

Peter:

''What if...'' Peter trailed off, as if he wasn't sure he should say something. ''It's just that, I don't want to bother you, I mean I'm sure you're pretty busy, being Tony Stark and all-''

Tony cut Peter off, 'Peter, no matter what I'm doing, or where I am, you come get me ok? If I'm not here, then call me. Even if you think I'm super busy, I'm never going to be too busy for you.'' ''Okay?''

''Okay.'' Peter agreed.

Tony smiled, and wrapped his arms around Peter in a hug. ''Alright, think you can go back to sleep now?''

Peter nodded, not wanting to cause the man any more trouble than he already had.

''Alright, I'll see you in the morning Spiderman.'' Tony got up and turned off Peter's lamp.

''Mr. Stark?'' Peter called before Tony left.

''Yeah?'' Tony replied from the doorway. He had one hand on the doorknob, about to shut it, when Peter had called his name.

''Goodnight.''

''Goodnight Peter.''

And with that Tony shut the door, and Peter sunk back under the covers and fell back asleep.

Tony:

Tony went straight to his room and called Pepper.

''Hey, Pep how's the vacation going?'' He asked once she had picked up.

''For the last time Tony, it's not a vacation, it's a business trip.''

''Right, sorry.'' Tony replied.

''It's going just fine. How's Peter doing?'' She questioned.

Tony had called Peter on the way to the hospital earlier that day, so she knew all about him adopting Peter.

''I don't know, I just went to check on him and was having a panic attack, I helped him though, so I think he's ok now. He was okay earlier. Or maybe he wasn't, and he was just pretending. Gosh, I don't know what I'm doing at all Pepper.'' Tony confessed, sitting on his bed, with his head in his hands.

''Hey, it sounds to me like you're doing pretty good. You said you went and checked on him, and you helped him calm down.'' Pepper told him.

Tony sighed, already feeling a tiny bit better, from just hearing her voice. ''I'm trying. I really am. Gosh I just hope I'm not like my dad.''

''I knew you would worry about that, and that already makes you better. I'm so proud of you Tony.'' Peter said through the phone.

Tony smiled. It wasn't often he heard those words, if ever. ''I love you Pepper.''

''I love you too Tony. See you in a few weeks okay?'' She promised.

''Alright, goodnight Pep.''

''Night Tony.'' Pepper replied before hanging up.

It's going to be fine; you can totally do this. You're Tony Stark, what can't you do! Tony told himself, before climbing into bed and falling asleep.

AN: Reviews?