A/N Well, shame on me. I haven't posted anything for ages, and I have four incomplete stories calling my name, but this idea wouldn't leave me alone. Plus, there's the fact that I and my brother have watched eighteen Marvel movies in isolation… Anyway, this idea came to me when all my mentors up and moved to Oregon, and I needed a happy ending with Tony alive, so there you have it. Reviewing would make my day, but mostly I just hope you enjoy!

Rated T and trigger warning for panic attacks.

Peter Parker was in a hurry. Of course, to the world, this looked like Spiderman was in a hurry. The web-slinging superhero swung through the night from building to building in downtown Queens, desperately trying to reach his destination in time. . .

And okay, maybe his destination was Mr. Delmer's, and maybe he was in a hurry so that he could get a studying sandwich before he closed for the night, and MAYBE this situation didn't call for his Spidey suit. But since when were details really that important?

His AI, Karen, spoke up politely. "Peter, I've checked all police monitors and newsfeeds, and no emergencies seem to be taking place. Where are we going in such a hurry?"

Peter grinned. "That's where you're wrong, Karen. There's an emergency in my stomach. And it needs a Delmer's' sandwich!"

Karen's voice took on a mothering tone. "We've spoken on the topic of your metabolism before, Peter, and one sandwich will not satisfy your body's needs. I will complete a scan and let you know how many calories you need."

Peter shook his head, while climbing down a building to the closest alley where he could change out of his suit.
"No, Karen, there's no…"

"Scan complete." Karen's voice said, sounding almost smug. "As we've already discovered, you should be consuming around 5,000 calories a day, which is nearly double the average teenager's necessary calorie intake. As calculated, you have eaten three-quarters of your necessary calories today."

Karen paused, then continued in a concerned voice. "After locating the Delmer's Deli and Grill menu online, I would suggest two of the number 7's with extra meat for the best sustenance to fit your needs."

Peter shook his head again, and hurriedly began pulling off his suit in the alley, leaving his mask for last. "Nope, I've got a standard order here, the number 5. But how about I get three? And I'll grab something else when I get home?"

"That might be all right." Karen conceded.

Peter thanked the AI before hurriedly putting his mask in his backpack. For once, instead of wearing his suit under his clothes, he's worn his clothes under his suit. Peter ran up the alley, zipping up his backpack as he went. He hurtled across the street, coming dangerously close to incoming traffic, setting off a tingling of his Spidey sense. Horns honked at him in annoyance. But he had to make it to the deli in time. . .

The deli wasn't there. In the place where it usually sat, there was an empty lot.

Peter groaned. "Right." He'd forgotten; the deli had been destroyed by Vulture's weapons.

This sort of thing was happening far too often. He'd forget about changes to the city, or the changes had happened since he's been there. A lot could change in five years, and it was like finding his way through an entirely different New York City. This only doubled the strangeness, since it seemed like he'd been on that class trip only two months ago.

So where was Mr. Delmar now? Had he been snapped too? Or had he opened up a new shop? Peter's mind lit on what Karen had said. Delmar's Deli and. . . Grill?

Peter sighed, rushed back across the street to the ally again, hurriedly checked to make sure no one was watching, and slid back into his suit.

"Karen, did you say something about Mr. Delmar opening a new shop?"

-0-

Peter located the grill two minutes before closing time, next to an elevated set of subway rails in Queens. He burst in just as Mr. Delmer was headed toward the door with his keys. The man looked shocked for a minute, but then he raised his eyebrows. "Let me guess," he said. "You're here for a sandwich or two?"

Peter nodded. "Or three. I'd like the. . ."

Mr. Delmar interrupted him. "The #5 with pickles, pressed flat."

Peter's smile brightened. "You remembered!"

Mr. Delmar shook his head. "Of course I remembered. Now let's see how your skills of recollection are."

Peter furrowed his brow. "Right. Umm, el numero cinco, uh, with con encurtidos prensados planos?Por favor?"

Mr. Delmar grinned. "Not perfect. Stay in school, kid. But I'll let it slide."

He locked the door before heading to the back. "You'll have your Peter Parkers! You're lucky I haven't shut down my appliances yet!" He paused, and turned, his smile frozen for a second. "I'm glad you're back, hijo." Then he was gone again.

It took Peter a second to recognize what Mr. Delmar had said. He'd called him "son".

Then, after that registered, he took note of what Mr. Delmar had called his sandwiches. Peter…Parkers? He looked up at the sandwich board only to see it listed to the side, (#5 with pickles, pressed flat), along with sandwiches like the Aaron Davis (#3 with extra salami), and the May Parker (#8 with Italian Beef). What was going on?

Then he caught sight of the sandwich at the bottom of the board.

The Alexis Delmar (#6 with extra anchovies).

The board read at the top, Sandwiches that Vanish with a Snap.

Peter wasn't sure if he felt honored or upset. Everywhere he went, there were reminders of the Snap. It was like he couldn't get away from it. Then again, it was nice to know that some people in the world had missed Peter Parker. Not Spiderman, but the freshman Star Wars nerd. Just…him. That was mostly what he saw to remind him of the catastrophe: memorials in honor of those lost, the people who weren't lost anymore. Such memorializing was understandable. But every time he saw something like this, it reminded him of orange skies, a crushing weight, slowing turning to dust.

Peter felt his breathing pick up. "Not now," he muttered to himself.

He did his best to take deep breathes while he walked over to the magazine rack, looking for a distraction. There on the top, lounging like he was the king of the entire place, was Murphy.

"Hey, Murph." Peter rubbed the purring cat's belly and scratched behind his ears where the feline liked it best, feeling his breathing ease, and the weight in his chest vanish, at least for now. As the teen continued spoiling the cat, his eyes wandered down the magazine rack. May read a few of these magazines from time to time, though she called them 'gossip rags'. Sometimes Peter would look them over, looking for a good laugh. This could usually be found if Avenger was on a front cover. Even Spiderman had shown up once or twice. He let himself look now, his eyes wandering over the covers. They froze when he saw a magazine with Tony's face splashed on its front cover, along with a flashy headline. Peter's stomach clenched.

The headline read, "Tony Stark's Malibu Paradise: NYC's Champion Permanently Leaving the City."

Suddenly, Peter wasn't hungry anymore.

-0-

Peter sat at his desk with a sandwich in each hand, trying to eat and do civics homework at the same time. He was failing miserably at both. A copy of the offending magazine sat on his desk.

Mr. Stark was moving?

Peter hadn't expected this in the least. When Tony Stark had announced that he was moving back to New York, the world had been shocked. The billionaire had remained in seclusion for years in his secretly located cabin, retired from Iron Man, and now lived a quiet life with his family. Why would he return to New York?

Mr. Stark claimed he missed the city life. Peter didn't believe it. He'd never seen Mr. Stark so happy as he had when he held Morgan tight in the hospital room after the battle.

His chest tightened as his mind flashed back.

-0-

Peter sat anxiously in the cold white hospital room. His head hurt, and he felt extremely confused. Doctor Strange had found him, ("It's time to wake up. They need us." The words still echoed in his mind.) and then the battle happened, which really hadn't fully sank into his mind yet, and…what had come before? But he focused on the one thing that mattered: Mr. Stark. The unconscious man in the hospital bed, with wires, IVs, bandages and electrodes covering his body. The room was quiet, except for the occasional beep of a monitor and the rasping of the ventilator they'd attached him to.

Mr. Stark had hugged Peter. He'd faced that purple…demon, and snapped, and collapsed…Peter had been sure he was dead.

After Mr. Stark had Snapped, he'd been rushed to the nearest hospital. Thankfully, the doctors had been able to save Mr. Stark's life, but they couldn't save his arm. So now Peter sat, staring at the stump and the bandages, and the third-degree burns he knew were underneath. Half of Mr. Stark's face, along with the rest of the right side of his body were covered in the same bandages.

He understood little of what had happened; he'd heard Doctor Strange and Steve Rogers whispering something about five years, and a mission to get them back, but the one thing he understood for sure was that this was his fault. If he had just pulled the Gauntlet off Thanos when he had the chance, the world's most famous superhero and Peter's mentor would be fine. Fine and not missing an arm, and not potentially dying…

Then there were the whispers of time travel that he'd heard, and that brought more guilt. Somehow, people had died, and he'd been one of them. Mr. Stark had sacrificed himself in order to save them, and the rest of the world, of course. But if Peter knew one thing about Mr. Stark, it was that he carried around more guilt than the money he had so much of, and if he remembered anything of dying, it involved fading to dust, in Mr. Stark's arms. He'd made Mr. Stark feel responsible for him, and then he'd died, out in the middle of space. He'd weighed down his sort-of mentor with responsibility he didn't deserve.

Only Peter and the Stark family sat in the room, along with Rhodey, of course, who basically was family. The others were either healing of their own wounds, regrouping or trying to repair damage. Peter had asked to come with Pepper. He needed to know that Mr. Stark was okay. He'd phoned May somehow (she'd been Snapped too), and she was on her way.

Pepper sat as close to Mr. Stark as she could. She held a serious-looking little girl in her lap. Peter couldn't wrap his head around the fact that Mr. Stark had a daughter. Morgan Stark. If Mr. Stark died, and Morgan didn't have a father anymore and it was all his fault. . .

Peter just sat there, waiting, for what he wasn't sure. Seeing Morgan made him feel uneasy. Why was he here? Mr. Stark had a new kid, his own kid. Why would he want to see Peter, who held the blame for everything?

Sure, Peter had gotten closer to Tony in the time between the Vulture mess and the Thanos disaster. At first, Happy had started to return his messages. Then, suddenly, Peter had Mr. Stark's number, and even more suddenly, he was coming over to the Tower every Friday for an actual internship. Things had been awkward at first, but they got better. Friday afternoons came to mean AC-DC blaring in the background as he compared web shooter ideas with Mr. Stark, or AI designs, or experimented with the beginnings of nanotech. Mr. Stark had shown him more arc reactor technology, and helped Peter with his own design (not that Peter had needed the help, he said). Before long, the lab days went so long that he would stay the night at the Tower, which Mr. Stark had bought back. They'd watch movies, Mr. Stark poking fun at Peter's pop culture obsession. One night he tentatively put his arm around Peter's should as he fell asleep while watching Star Wars together for the 13th time.

Mr. Stark had seemed serious about becoming a better mentor. Now, Peter was sure he'd be too busy with his real family to bother with Peter. And that was fine. Of course, that was fine.

Peter was brought out of his misery when he heard a gasp, and looked up to see Mr. Stark opening his eyes. The man looked exhausted, but he was awake, and Peter's worries faded to the background. Mr. Stark's eyes landed on Peter. They widened.

"Pete?"

Peter got up a few inches out of his chair but then Morgan launched into her father's arms (well, arm).

"Daddy!"

Mr. Stark groaned, but he was smiling underneath the pain. "Morguna!"

Peter's heart dropped and he felt empty. He sat back in his chair.

Pepper quickly pulled Morgan off her father as a monitor began to beep. Peter heard the clatter of a nurse hurrying down the hall.

"I think we're about to get kicked out," Pepper said, smiling, but Peter could see the tear tracks on her face. "Love you, honey. See you soon."

She paused, and her voice dropped an octave. "I'm so glad you're okay, Tony. "

Mr. Stark smiled up at her like she and Morgan were his world.

Morgan whispered conspiratorially down to her dad. "I'll bring you juice pops next time."

He chuckled painfully.

Pepper headed toward the exit. "Let me give you and Peter a minute." She turned and smiled encouragingly at Peter before she let the door shut, and effectively began stalling the nurse outside.

Mr. Stark looked back toward Peter again, and Peter thought he saw his uncovered eye begin to fill with tears. Peter ducked his head, upset. He was making Mr. Stark cry, and he was ruining everything…

"Pete? Is that really…really you?"

Peter forced his head up. "Uh, yeah, Mr. Stark. It's me."

Mr. Stark motioned him over, holding his one hand up in a sign that said clearly, "We're there now."

And in that embrace, he'd felt safe and assured, even though he was the one who should have been assuring Mr. Stark. Somehow, the nurses hadn't kicked him out, and Peter sat next to the man's bedside, and held his hand awkwardly, and let the man tell him about aliens and the Infinity Stones, the Snap and five long years…

-0-

Peter stared down at the magazine again, back in the present. They hadn't hugged after that. In fact, Peter had barely seen Mr. Stark in the two months after that day in the hospital. He'd visited and texted the man just enough to be sure he stayed in bed and didn't do anything stubborn and mule-headed. Ok. More like kept the stubbornness to a minimum. Apparently, after week four in the hospital, Mr. Stark had tried to get out of bed to sneak down to the gift-shop and buy a stuffed unicorn for Morgan.

Peter enjoyed the time they spent in the hospital. In fact, as he tried to readjust to a strange new existence, it was one of his few normalcies. But he kept his distance. Mr. Stark never let him feel left out, but. . .Peter knew that he shouldn't bother him too much. He had his own family to worry about now.

So why had Mr. Stark moved back to New York? City life didn't have much of an appeal to a family man. That was what Mr. Stark was now. Peter had to fight down jealousy at the thought. If Mr. Stark was a family man, what did that make him?

In all their hospital talks, Mr. Stark hadn't told him his planning or reasoning for this move. The Avengers' A just suddenly took its place in the New York City's formidable skyline once more.

It seemed very strange that Mr. Stark had bought the tower back for the second time only to move out again. But he was a genius, billionaire, playboy philanthropist. He could do whatever he liked.

It wouldn't matter to him that Peter couldn't stand the idea.

Mr. Stark was his friend, his mentor, his fath. .never mind.

Peter didn't think he could take it if he moved to Malibu.

Peter sighed, giving up on his civics reading. He pushed the school book aside and picked up the magazine. He'd read a few of these articles before, just for laughs. There had been one that suggested that Spiderman was actually in league with the Vulture, working to subjugate New York City. Mr. Stark had thought that was hilarious. Maybe that was all this was. A joke.

Peter flipped through, and found the article.

Genius, Billionaire, Playboy, Philanthropist. The famous tagline of the famous Tony Stark. One thinks that the title Savior could be added. Since the Battle of Earth, in which Stark heroically saved the entire world, as well as brought back thousands of the Snapped, he has enjoyed a hero's welcome all over the world. Nothing, however, could match with the parade held in the hero's honor in New York City, Stark's hometown, this weekend. Iron Man balloons, acrobats, and orchestra themes, along with a brief look at the debuting musical "I am Iron Man" all combined into an impressive tribute to Earth's greatest hero. Thought Stark was unable to attend, New York City has welcomed him back with open arms.

Apparently, Iron Man doesn't have the same feelings about New York.

Stark, who just moved back to the city, has now had enough of the world for the second time. He announced just yesterday that he intends to move his family, including his wife Pepper Potts, and daughter Morgan Stark, to Malibu, and rebuild on the sight of his old mansion, destroyed six years ago. To quote Stark, "New York has so many memories, and too many of them are bad ones."

Other rumors are also circulating, involving a stay in Colorado for the sake of his heath. Stark left the hospital two weeks ago, after a two-month-long stay to recover from the wounds he suffered in the Battle of Earth. According to one of his aids, however, "He's still rather weak. And after losing his arm, well…" Perhaps Colorado would be the best place for our hero after all. New York shall miss you, Iron Man.

However, before he leaves us, Stark has, in his traditional fashion, left us with one more glimpse of scandal. He briefly mentioned plans to bring his son along to Malibu as well. Does Tony Stark have an illegitimate son, to finally be claimed? Or is he, along with Miss Potts, to become a happy parent of two in the upcoming future? We at the press wait with bated breath to hear more about this development; whether from Malibu or Colorado. Wherever you go, Tony Stark, you'll always be our shocking hero

.

Peter couldn't decide what he hated most about the article; the fact Mr. Stark was moving, or that he had a son. Whatever part he hated most however, he had to admit he could understand why Tony would want to move.

Peter could understand the influence of bad memories far too well.

Even now his heartrate kicked up, and suddenly the light of his desk lamp felt too bright, the sound of the refrigerator a room away too loud, the smell of the pickles on his sandwich too strong.

Sensory Overload.

Peter did his best to breathe deeply. He wouldn't let this idea control him. After all, his only proof for this possibility so far was an article from the same magazine that had once claimed Spiderman was actually an infiltrator from the Chinese government.

He wouldn't panic.

He got up from his desk, dug under his bed, and pulled out his backpack, slipping his mask out from within it, ignoring how his hands were shaking. He pulled it on as quickly as he could.

"Karen, turn on light, air and noise filters to 80%."

"Of course, Peter."

The sound of Karen's calm voice and the dialing down of his senses eased some of Peter's anxiety. Surely Mr. Stark moving was just a rumor.

"Karen, do you know if Mr. Stark is moving?"

"I am unaware of Tony Stark's plans for current and future relocation. However, I will call and ask him if you like. Calling Tony Star…"

"Oh, no, no, Karen, don't do that." Peter pinched the bridge of his nose. He couldn't call Tony. If he was leaving, well, Peter wouldn't put any pressure on him. And he already had Morgan, and…and a son? He wouldn't bother him like that. But he could look into this. If he'd learned anything from his selection of pop-culture movies, it was that if you couldn't ask questions, the next best thing to do was to hack the system.

He'd just call up his excellent source of hacking information: His Guy in the Chair.

-0-

"Ned, anything?"

The image on Peter's screen was wobbling. This was probably because Ned's whole body shook as he swiveled in his chair from one side of the room to another, moving from monitor to monitor in his room.

"We'regonnagetcaughtwe'regonnagetcaughtwe'regonnagetcaught. . ."

Peter rolled his eyes. "Ned. What do you think Mr. Stark is gonna do, come after you with his repulsors?"

This thought stilled Ned. "Do you think he would, like, actually do that? Because I can't decide if that would be awesome or just terrifying."

"Ned, please." A note of pleading came through in Peter's voice. "Have you found anything that relates to Mr. Stark moving?"

Ned shook himself, refocusing. "Right. Well, I hacked into the Stark Industries data base, and it was hard to find anything." He paused, flapping his hands in front of his face. "OHMYGOSH, I hacked into Iron Man's company!" At a look from Peter, he refocused. "Like I said, I didn't find much, mostly just start-up information. Besides, Mr. Stark doesn't even officially run the company anymore. But then, I hacked into some of the experimental drones that SI has been flying around to search for missing people who came back from the Snap in the city, and…well, you see."

Peter's laptop switched to a view of the top of Stark Tower, looking into the penthouse room. It was filled with boxes. Peter's heart sank.

He couldn't see his friend's face, but Ned's voice sounded sad. "It doesn't look good."

Peter grasped at straws. "Well, I mean we don't KNOW those are moving boxes, maybe they're redecorating or something!"

Ned nodded, but he looked unconvinced. "Maybe. If you got a closer look, it would be easier to tell. This drone's footage is pretty grainy. Their standards have fallen a little since Mrs. Potts-Stark isn't breathing down their necks at the moment."

His head swiveled, as if he heard something Peter couldn't. "Sorry, dude, I have to go. My mom's making me watch this cartoon spy movie with her for mother-son bonding day. I really can't complain, though, it's actually hilarious!"

Peter nodded, inwardly sighing at another dead end. "Sure, go have fun. What movie?"

Ned grinned. "It's called Spies in Disguise. There's this amazing spy and this funny scientist, who actually sounds just like you if I think about it, and he comes up with this amazing pigeon potion, and then it makes the perfect…"

Suddenly Ned paused. "I…have a genius idea! And I'm not even wearing my fedora of confidence!"

"What is it?"

"You said you don't want to ask Mr. Stark about this, right?"

"Right. I really don't want to make him feel obligated or any. . "

"But you have an identity card that gets you into Stark Tower. Right?"

"Right. Pepper gave it to me week one. Ned, where is this…"

"So, you put on a disguise, take your card, enter, go up to the Penthouse, and check out these boxes!"

Peter shook his head. "How would I explain being a random stranger and getting up to the penthouse?"

Ned grinned. "We'll think of something. And I have the perfect name. Quinlan Vos!"

Peter felt himself begin to smile. Vos was their favorite underrated Jedi from the Star Wars Universe.

"Okay, let's plan this out!"

Ned nodded excitedly. "Hey, Mom," he called, "Can I have a couple minutes?"

He steepled his fingers and grinned at Peter, whispering, "We have a spy plan to outline."

-0-

"I…I don't know what's happening, I don't wanna go, sir! Mr. Stark, please!"

He was there on Titan again. The orange sky, his spider senses on fire, the terror of knowing he was about to die. Mr. Stark's arms. He knew what was coming next.

But this time it was different.

Mr. Stark dropped him to the ground. His face turned in disgust.

"Why should I care, kid? All you ever do is fail. Not like anyone will miss you."

Peter gasped. The tingling, the pain, the emptiness, took over his senses, and he felt like screaming. But this. . .the feeling of rejection was ten times worse.

"Mr. Stark, what. . .what do you mean. . .did I do something?

Mr. Stark glared down at him. "Yeah, Pete, you did do something. You came up here as a stowaway aboard a spaceship and made me feel responsible for you. And now I have to deal with the guilt of this? What were you even going do out here anyway, other than get in my way?"

The tears stung Peter's eyes.

"But wait…no. You almost did do something. You grabbed the Gauntlet. But you FAILED. How many people are going to die because of you? What if Pepper dies because of you? What if I NEVER SEE Morgan because of you?"

In the back of Peter's head, he knew something was wrong. Morgan didn't exist yet, did she? Who…who was Morgan?

His panic was overtaking him too fast for him to think on this question for long, though. Peter could feel his breathing rate kicking up. Mr. Stark hated him and he was dying and he could feel his fingers turning to dust and Mr. Stark was glaring at him with this intense stare of hatred…

He felt like his insides were being crushed, and suddenly he could hear the hum of the refrigerator louder and louder, and he couldn't breathe, and Mr. Stark would never forgive him and…

"I... I'm sorry," he whispered.

Then all was orange and blackness and dust.

Peter woke up with a stifled gasp as he choked on his pillow.

He couldn't breathe. His chest felt like he'd been buried under another warehouse, and air refused to come in.

The light from his alarm clock pierced his eyes as he pulled them open, and then he realized the refrigerator humming sounded like an entire droning beehive. His sheets scratched at him like the thin cotton fibers had become razors.

It took Peter ten seconds to look around his bedroom and recognize he was not on Titan. Finally, air came in shuddering gasps. His lungs gulped it down like they were starving. He reached for his mask under his bed, and slipped it on as quickly as he could, ignoring his shaking hands again. Karen automatically dulled the effects on his senses.

"Peter, you appear to be in distress. Would you like me to call Tony Stark?"

Peter ripped the mask off again before she could say anymore. He rubbed at his face, only to find wetness there. Tears.

Peter wiped them off his cheeks, trying to ignore the throbbing headache he could feel building up, and doing his best to slow down his rapid breathing.

He was okay. He'd never go into space again, and Thanos was dead, and Mr. Stark…

Mr. Stark was moving.

Instantly Peter's breathing kicked up a notch again. He wanted nothing more than to call Tony, who had talked him through one of the worst panic attacks before, in the hospital.

-0-

"And then, the Big Guy said, "Puny god," and walked out. "

Peter shook with laughter. Tony smiled. He was regaling Peter with stories from the Battle of New York, which had been pretty bad, but in contrast to Thanos looked like a picnic.

"And then afterwards, we all went out and had shawarma. Have you ever had shawarma, kid?"

"I...no?"

"Well, that's the first thing we'll do when I get out of here. "

He looked down in annoyance at the bandages on his right side. He'd healed exceedingly quickly, especially after they'd found Helen Cho. She's helped a great deal with regenerating skin for him to cover the worst injuries. But burns took a long time to heal, and even Peter could tell that Mr. Stark would almost certainly never be Iron Man again.

Peter let his mind wander to what shawarma might taste like, trying to not look at the place where Mr. Stark's arm used to be. Guilt surged up. Mr. Stark had done some physical therapy, and tried out a prosthesis once, but Peter knew he was itching to get back in his lab and design something himself.

The door opposite to Mr. Stark's bed opened, and a nurse came in. "Lunch, Mr. Stark." He smiled. "In celebration of your upcoming discharge, Jello."

Mr. Stark scoffed. "That's what you've said every day this week. And you've 'hidden' vitamins in it every day too. "

He turned to Peter, and whispered out of the side of his mouth, "I say hid in the loosest sense of the word. I've never seen anything more obvious since the last time you tried to lie to me."

The nurse chuckled and set the tray down on a table by Tony's bed. "Do you need anything else, Mr. Stark?"

"No, thanks."

"Press the button if you need anything. The green button. Don't press the panic button if you need a glass of water." The nurse rolled his eyes as Mr. Stark gave him an innocent look, and left.

"Don't tell me you've been pressing the panic button, Mr. Stark!"

"Makes things interesting. And I only do it when Carlos complains his job is boring."

Peter raised his eyebrows. Mr. Stark gestured as he explained. "The night nurse."

Peter shook his head anyway, then picked up the food tray, and pushed it at his mentor. "Mr. Stark, you should eat! Miss, erm, Mrs. Potts-Stark said for me to make sure you consumed something other than coffee."

"I'm pretty sure she also asked for you to call her Pepper. For that matter, I heard you call me Tony once, so what are you still Mr. Starking me for? Makes me sound old," Mr. Stark said, but he wrinkled his nose and took the tray. Peter looked it over to see the source of his distaste. On the tray sat a glass of water, a napkin, a spoon, and a mold of bright shiny orange Jello.

Orange. Orange was not a good color. The color of a Titan sky, the color of the Soul Stone, everything fading to dust and his very existence becoming pain and orange.

Breathe, Parker, just breathe.

Tony continued talking as he began to eat. "Man, I haven't had shawarma in a long time. Big improvement over Jello...kid? You okay?

Peter barely heard him. Suddenly, all he could see was the battlefield, the orange sky, the feeling of turning to dust. A crushing weight pushed down on chest; he couldn't seem to breathe. Air felt very far away.

"Underoos. You look pale. Talk to me. "

The dust rose over the planet, and the weight was getting worse, and he felt so cold...Peter slumped in on himself and clutched his arms around his chest.

Tony panicked. "Pete. Pete!" He hit the panic button at the side of his bed. Then he reached out a hand and grabbed Peter's shoulder, shaking it gently, then harder. The kid didn't look like he was breathing. His eyes were shut tight, and he whimpered at the touch.

Peter had watched his fingers disappear, and was currently watching his arms turn to dust, with a growing ache inside him as his body begged for air. His Spider-senses were on fire, warning him of danger. His lungs seemed paralyzed. Soon they would turn to dust too. He felt so cold...

Suddenly warmth grabbed at his arm. He whimpered. Thanos? But no. Somehow, he could sense this warmth was safe. He leaned into it.

"Pete. Listen to me. If you can hear me, buddy, I need you to breathe. Please!"

The voice was warm and safe. He should listen to it. Suddenly, Peter could breathe again, and he took a deep shuddering breathe that hurt his chest. He realized the warmth was a hand, and he heard medical beeping. He opened his eyes to see Mr. Stark looking at him with panicked eyes. When he noticed Peter was breathing and looking around again, the man relaxed slightly and swung his legs back into the bed that he'd been about to leave.

" Geez, kid, you gave me a scare."

Peter's breathing began to slow down, but he remained hunched down, running his fingers through his hair. His cheeks turned red in embarrassment. He desperately hoped he hadn't just had a panic attack in front of Mr. Stark.

The nurse hurried into the room, glaring at Tony. "I swear, Mr. Stark, if this is another joke…"

Mr. Stark shook his head. "No, I think my mentee just had a…"

Peter looked up quickly at his mentor, his eyes pleading.

Mr. Stark closed his mouth and opened it again, twisting his face into a grimace. "I mean, I just had a burning pain in my…" He gestured at his stump. "I feel alright now, but I was in bad pain, and my…mentee hit the panic button."

The nurse looked him over. "Our vitals machines did pick up on a rising heartbeat and increased breathing; perhaps it was a muscle spasm. We should look you over." He turned to Peter. "Thank you for your help. I think visiting hours are over today; we should check this out and make sure everything's all right."

Peter nodded and stood, his legs shaking slightly, and headed for the door. "Bye, Mr. Stark. See you later."

"Bye, Pete." Mr. Stark shot him a look that said this was far from over.

-0-

But it was. Mr. Stark had texted him later that day, and Peter had given him some random excuses about a dizzy spell. Then Mr. Stark had been released a week later, and Peter hadn't seen him since.

Peter stared at his bedroom clock like it contained the secrets of the universe.

Mr. Stark had invited him over to the Tower several times, but he'd always come up with an excuse. He didn't want to be pushed away, and he didn't want Tony to have to push him away, and the best answer to this problem seemed to be distancing himself. Maybe Mr. Stark moving was a good thing. He wouldn't have to keep trying to avoid him all the time.

Deep down Peter knew that this wouldn't answer all his problems. It was just reminding him of the flaws in his strategy. Who was he kidding? He couldn't stay away from Mr. Stark forever.

As he did his best to settle back into bed and go to sleep, he hoped the next day would bring better answers.

-0-

"Man, it's GIANT."

Ned's voice whispered in Peter's earpiece. "Of course, it's giant, it's Stark Tower!"

"No, seriously." Peter muttered nervously, rubbing his fake moustache. "It didn't look this big before. Do you think Mr. Stark added a couple new levels when he bought it back?"

"Dude, why are you so nervous? You've literally gotten to sleep over there before. YOU AND IRON MAN HAVE HAD SLEEPOVERS. I'M SO JEALOUS."

Peter sighed. "Well, I've never tried to infiltrate it before! If this goes south, this was totally your idea."

He forced himself toward the large building anyway. He felt a surge of confidence as he caught his reflection in the shiny glass of the building. A black fedora sat on his head, shading his eyes, a brown fake moustache sat uncomfortably on his upper lip, and a too-big grey trench coat shrouded him in mystery. No one would recognize him, he was sure.

He put his ID up to the scanner at the door. The door beeped and swung open.

"Hello, Peter. Shall I tell the boss you're here?"

Peter froze. He'd forgotten about Friday.

"Can you not mention me, Friday? I want to surprise him."

"Alright, Peter. Boss is on floor, in his lab."

Perfect, thought Peter. This wasn't going so badly after all. He slipped into the building, doing his best to be stealthy.

"Ned? Security footage?"

"Dude, we have code names! And spy lingo! Use them!"

Peter coughed. "Right, Sorry. This is Quilynn Voss, requesting security footage info from Plankton7, do you copy?"

Ned clapped his hands and Peter could have sworn he heard a squeal. "This is Plankton7, Quilynn Voss, I read you loud and clear. The pigeon has landed."

"Remind me what that means again?"

"It means the corridor is empty, you're safe to continue!"

"Oh. Right."

Peter moved from one side of a hall to another, peaking carefully around corners before he turned them. He felt himself grin. So this was what being a spy felt like. It was similar, and yet entirely different from being a superhero. Sure, it required agility, and brains, but there was also a certain amount of stealth that you kind of threw out the window when you went around wearing red and blue Lycra. He felt confidence flow through him. Even enough confidence to try something a little daring.

As he came closer corner across from the elevator that would take him up to Mr. Stark's penthouse, he prepared himself to leap into a forward roll that would land him neatly behind the potted plant beside the elevator. He did these all the time as Spiderman, after all. How hard could it be?

As he landed in a twisted pile of limbs directly in front of the elevator, he realized being a spy might not be his forte. This fact was reemphasized as the door opened with a ding, and he heard a far too familiar voice.

Ned's voice came through his headset, extremely panicked. "The falcon has been sighted. THE FALCON HAS BEEN SIGHTED! ABORT MISSION!"

Peter's head was spinning too much to fully register what Ned was saying. For a second, he thought he was babbling about Sam Wilson, but that couldn't be right. He was up at the Compound. Besides, Peter would recognize the voice coming out of the elevator anywhere. It was the same voice that he'd heard on TV when he was eight, declaring, "I am Iron Man." The voice that had asked for the suit back. The voice that had encouraged him after the Vulture Incident. The voice that had been the last thing he'd heard before he'd drifted off into dust.

Peter heard Mr. Stark say a hurried goodbye to whoever he was talking to on the phone. Next, a wheel nudged him in the ribs.

"Pete? What are you doing? Not having another dizzy spell, right?"

Peter hurriedly got up, facing away from Mr. Stark. "I don't know what you're talking about," he said, doing his best to deepen his voice. "Who is this Peter? My name is…" In his panic, his mind went blank. He whispered out of the side of his mouth. "Ned?"

Nothing, other than panicked squealing. Uh-oh.

"Ummm, my name is Ned."

Tony laughed. "Come on, Underoos, I know you're not Ted."

"Underoos?" Peter tried to make his voice puzzled, but he was having a hard time keeping it from breaking, let alone keeping up his charade.

Not that it was working too well anyway. Peter felt an arm grab his shoulder and spin him around, and he was suddenly facing Mr. Stark. He wore jeans, and AC-DC shirt, and a suit jacket with one of the arms pinned up. The sight of the empty sleeve made Peter flinch. The fact that Mr. Stark was sitting in a wheel chair didn't help matters.

Meanwhile, Tony was looking over Peter with an eyebrow raised in amusement. "What is this, 007? A James Bond movie? I don't think we ever got around to watching those." Then he muttered under his breath, "On second thought, we won't. If you're going to be better than me, watching a man drink unhealthy amounts and get his hands all over every woman he sees isn't a good place to start."

"Anyway, Pete," he said, "Whoever you are, come on up to the penthouse and we'll watch Star Wars. It's about time you showed your face around here."

Peter shook his head, feeling worse by the second. He didn't need Karen there to tell him that his vitals were spiking. His heart felt like it had just been stomped on.

"No, I wouldn't want to interrupt you, you're probably super busy…"

Mr. Stark wheeled back toward the elevator, somehow keeping a firm grip on Peter's elbow. "Actually, Pepper just called me to get on my back again about taking breaks. Says I shouldn't get too worn out." He waved his hand dismissively. "I'm fine, of course."

Peter did his best to keep his cool. He'd run into the one person he was avoiding in Avengers Tower. Ned had gone ominously silent in his earpiece. His disguise was failing him miserably.

He tried a different approach. Silence. Maybe Mr. Stark would understand that Peter didn't want to talk to him, and leave him alone.

No such luck. "Come on, kid. Get in the elevator. I don't have all day. Actually, scratch that. I do. But I'd rather not spend the whole thing standing here."

A growing frustration built in Peter's gut. Mr. Stark wasn't getting the message. He wouldn't leave Peter alone. Which didn't make any sense. Wasn't that what he was planning on doing anyway? That was what he'd done at first. Ironman had called on Spiderman to help him, and afterwards had just ignored him. Why did Tony care about Peter at all?

So, in the moment, Peter made a rash decision. Something he was pretty good at, actually. He wrapped his hand around his mentor's and pulled it off, pushing him away.

Mr. Stark's wheelchair moved back a couple inches before the electronic brakes kicked in. His eyes locked with Peter's, which were filling with tears.

"Peter," Tony whispered softly.

Peter briskly wiped the tears away, and ripped of his fake moustache for good measure. "You don't care about me! Just...just leave me alone!"

And then he ran, as fast as he could, not looking back until he was out of the tower.

Tony sat in his wheel chair, stunned.

Thanks for reading!