Sins of the Fathers

by geekymoviemom

Tony Stark would never describe his relationship with his father as anything other than difficult. So what would possess him to agree to become the guardian of some random kid from Queens? Peter Parker lost his parents when he was barely old enough to remember them. But when tragedy strikes again during the Stark Expo, it's none other than Iron Man, his hero, who rescues him.

23. Chapter 23

I hope all of my American readers had a lovely Thanksgiving last Thursday! :)

As always, a huge thank-you to stjohn27, my awesome prereader and sounding board.

A brief note about the timeline: Spider-Man Homecoming has a few timeline issues, one of which is the fact that the Academic Decathlon nationals take place in late April, but Homecoming usually takes place during the fall in a high school. So for the purposes of this story, I'm going to pretend that the decathlon competition was held in the fall instead.

---

Tony watched with thinly-veiled amusement as the Midtown High Academic Decathlon team boarded the Stark Industries jet, most of them oohing and aahing as they made their way down the narrow passageway to their seats.

"This is so awesome!" one of the students—a boy with dark blue glasses who's name Tony couldn't remember—said as he passed Tony on his way towards the back of the plane. "Thank you so much, Mr. Stark!"

"Sure thing, kid," Tony replied, winking at Peter as he sat down next to Ned a couple rows back, with Sam Wilson already settled into the single seat across the aisle. Peter had told Tony that Liz had originally been less-than-thrilled with the prospect of flying down to D.C. because she'd been counting on having the hours during the school bus ride to conduct drills with the team. But once Liz realized that getting down to D.C. that much faster meant that she could conduct her drills in the comfort of their hotel instead of on the stuffy, uncomfortable school bus, she relented, and even now was leaning back in one of the plush leather seats near the front as the plane prepared for takeoff.

"Um, excuse me, M—, Mr. Stark, sir?" asked the decathlon coach, what was his name again? Harborton? "Um, I just wanted to thank you, sir, for your generosity in allowing the team to use your private plane, sir, and—"

"Yeah, yeah," Tony said, dismissively waving his hand. "It's not a problem, Mr. Harborton."

"Harrington, sir," said the coach, pushing his oversized glasses up the bridge of his nose. "And I just wanted to let you know, if there's anything I can do at all to show my appreciation for—"

"That kid," interrupted Tony, jerking his head in the direction of the dark-haired boy just entering the plane, his face twisted into the same scowl that Tony usually saw him wearing. "What's his name?"

"Um…" Mr. Harrington mumbled. "That is Flash Thompson, sir. He's one of the alternates on the team."

"Alternates?" asked Tony.

"Yes, sir," said Mr. Harrington. "The rules of the Academic Decathlon require students with a wide diversity of achievement, as they call it, and while Mr. Thompson falls into the Scholastic Category, we already have three other students in that category who qualified ahead of him. But we bring the alternates anyway just in case someone were to fall ill, or—"

"Excellent, yes, thank you," Tony said as politely as he could. "I'd like to speak with Mr. Thompson, if you don't mind."

"Oh, of course, sir," replied the flustered coach. "I'll… um… just head on back towards the front, then, and take my seat up there. Thank you, sir."

"Don't mention it," Tony murmured. He snuck a glance back at Sam, who quirked an eyebrow at him before jerking his head in Peter's direction. Peter and Ned both had their heads bent over the newest edition of the Lego catalog and were pretty much oblivious to everybody else, so now was as good as a time as any.

"Excuse me, Mr. Thompson," Tony said as Flash made to walk past him, using the voice he normally used when addressing government officials. "I'd like to speak with you, young man, if you don't mind."

"Uhh," Flash stammered, his tanned face draining of color as he gulped. "Actually, sir, I was hoping to—"

"I know," Tony interrupted, his eyes narrowing. "You were probably hoping to go and sit behind my son's chair so you could drop a wad of chewed-up gum into his hair or something. But I'd like to speak with you first, Mr. Thompson. It won't take long."

"Sir, no, I don't know what you mean—"

"Have a seat, Flash," Tony said firmly, patting the leather chair next to him. "And go ahead and buckle up while you're at it, I think we'll be taking off in a few minutes."

"Yes, sir!" Flash said, dropping down onto the seat. He shoved his expensive backpack under the seat in front of him and proceeded to fasten his seatbelt, his hands shaking slightly.

Tony remained quiet as the plane taxied down the Laguardia airport runway and took off, heading south towards D.C. With every passing minute he noticed Flash's cheeks growing paler and paler, with his hands clasped so tightly together on his lap that his fingernails were digging into his palms. Sam had warned Tony against trying to scare the kid too much, so Tony busied himself with some housekeeping work while he waited, checking the latest stock information, sending a few texts to Rhodey with questions about the Compound remodel, replying to Barton's email about getting another order of shoes for the Maximoff boy, things he didn't often make the time to do when he was at the Tower and more easily distracted.

"Uhh, M—, Mr. Stark, sir?" Flash asked after about thirty minutes or so had passed. Tony could see the beads of sweat that had formed along his hairline, and he bit his lip, trying to keep from smirking. "Um… is it okay if I—?"

"Is Flash your real first name, Mr. Thompson?" Tony interrupted, not taking his eyes off his phone. "Or does it stand for something else?"

"Ah, no, sir," Flash replied sheepishly. "Flash is a… well, it's a nickname."

"Oh? So what's your real name then?"

Flash cleared his throat, his face flushing red. "Um, it's Eugene, sir."

"Ah," said Tony, his gaze still trained on his phone. "That a family name?"

"Yes, sir. It was my great-grandfather's name."

"Hmm, that's interesting. Now, you've known Peter for a pretty long time, haven't you, Eugene?" asked Tony.

"Um… yes, sir," Flash stammered. "Since elementary school, sir."

With a final tap on his phone, Tony slid it into the inside pocket of his jacket. "Mmmhmm, that's what I thought. And you're… how old now, Eugene?"

"I'm… ah… sixteen, sir," answered Flash.

"Sixteen. Are you driving yet?"

"Yes, sir. I got my license towards the beginning of the school year."

"Oh yeah, that's right," said Tony. "I've seen that car of yours. It's a pretty fancy ride for a sixteen-year-old."

"Th—, thank you, sir," gulped Flash. "It's actually my father's car, but he lets me drive it—"

"Oh? And what does your father do, Eugene?" Tony asked, turning slightly in his seat.

"He's… ah… he's in banking, sir," Flash said. "With JP Morgan, sir. He's one of their lead actuaries."

"JP Morgan?" Tony said with an approving nod. "Really? That's so interesting, because I am almost positive that JP Morgan's President and Vice President are actually two of the Stark Industries board members." He pulled his phone from his pocket, pretending to check something. "Yes, I was correct. That is rather interesting. Don't you think that's interesting, Eugene?"

"Um, yes, sir. That is pretty interesting, sir."

Tony's phone buzzed then, and he flipped it over, chuckling as he read the text from Sam Wilson. Remember, you're only trying to scare him a little, not trying to put him into cardiac arrest. My medic skills are a little rusty.

Just making him sweat a bit, birdman, Tony replied. Nothing more.

"So, are you planning on following in your father's footsteps once you graduate, Eugene?" Tony asked casually. "Planning on becoming a banker? Make your father proud?"

A bead of sweat rolled down Flash's forehead and over the tip of his nose, dropping down onto his tightly clasped hands. "Uhh, yes, sir," he squeaked. "That is the plan, sir. Yes, it is."

"Got your college picked out and everything, then?"

"Um, well, my father went to Columbia Business school, but I was hoping to—"

"I am a bit curious, though, Eugene," interrupted Tony. "As to why I've never seen your father at any of the school events that I've attended. Does he travel a lot or something?"

Flash swallowed hard, swiping at the sweat pooling along his hairline. "Um… yes, sir. My father does travel some, but he also tends to work rather long hours, so he doesn't usually make it in time for most of the school functions."

"Hmm, well, that's too bad. I mean, you only have a little over two years left until you graduate, am I right?"

"Yes, sir, that's right."

"I see," Tony said, calmly tapping his chin. "So, now that we've established that your father tends to value his work more than his relationship with his own son, which I can relate to, by the way, I'd like to discuss your rather lousy treatment of my son."

What little color that remained in Flash's cheeks vanished completely at Tony's words. "Um… I don't—, I don't know what you m—, mean, sir—"

"Oh, I think you do, Eugene," replied Tony. "In fact, I know for a fact that you do." He dug into his jacket pocket, producing an embroidered white handkerchief and handing it to Flash. "Go ahead and mop your brow there, kid, I won't be needing that back."

"Uhh," stuttered Flash as he dabbed at the sweat along his hairline, causing his dark hair to stick to his skin. "Um… thank you, sir."

"You're welcome," Tony said. He turned in his seat, facing Flash full-on. "Now, I know that for whatever reason you think it's pretty damn funny to call my son by the name of a rather important part of the male anatomy instead of his given name, but—"

"I'm really, really, sorry, Mr. Stark!" Flash cried, still dabbing at his face with the handkerchief. "I promise I won't do it ever again, I promise! You have my word!"

Tony raised his eyebrows. "Are you sure? Are you absolutely, positively sure? I want you to think about this long and hard, because I don't want you promising me something that you can't hold yourself to, Eugene. I am a man of my word, so I don't take these things lightly."

Flash nodded his head so hard that Tony was surprised it didn't roll completely off of his neck. "Yes, Mr. Stark, I mean it. I promise that I won't ever call Peter that ever again. Sir."

"Mmm. Well, then since we're on a roll here, I'd also appreciate it if you laid off on the jabs about where Peter lives, how tall he is, who his family members are… actually, now that I think about it, pretty much anything that you might say that I might take in a derogatory manner, I'd like you to cease with all of it. If you don't mind, Eugene. Because while I will admit that it does take some pretty high level of guts to trash-talk the Avengers, I've become rather attached to them all over the years, and I really don't appreciate it when people talk trash about my family members. As I'm sure you can understand."

"Yes, sir," said Flash, still nodding like a bobble-head doll. "I mean, no, sir. I don't mind at all, sir."

"No more trash-talking," Tony said firmly. "About Peter, or anyone else in our family. Is that clear, Eugene?"

"Yes, sir, very, very clear!"

"All right, then," Tony said. He offered his hand to Flash, his lips curling into a smirk when the kid wiped his palm on his knee before gripping Tony's hand. "Might wanna work on that handshake there, Eugene. You wouldn't want people to think you have a weak disposition, am I right? I'm sure Peter would be happy to give you some lessons on a proper handshake if you like, he has a grip that's stronger than iron."

"Uhh, thank you, Mr. Stark," answered Flash. "I'll… um… let you know, if that's okay."

"Yeah, sure thing, kid."

"So," Flash said after a moment's pause. "Is it, um… is it okay if I go and sit somewhere else now? Sir?"

Tony tilted his head, pulling his jacket sleeve up so he could check his watch just as the Fasten Seatbelt sign came back on. "Actually, we're due to land in about twenty minutes, and the seatbelt sign just came back on, so I'm afraid you're stuck with me, kid. Sorry."

"Oh, okay," Flash said, his shoulders sagging. He patted his forehead again with the handkerchief, which Tony could see was practically soaked through. "Um… that's good that we're almost there, sir."

"Ever been to D.C. before, kid?" asked Tony.

Flash shook his head. "Um, no. No, sir, I haven't."

"Oh, well, then you should definitely talk to Pete," Tony said, glancing back towards where Peter was sitting. "He's been here quite a few times with me, toured the Senate Building and the White House, even got a chance to meet the former President a couple of times. I'm sure he'd be happy to show you around a bit."

"Um… sure, Mr. Stark. I'll definitely talk to him if I have any questions, sir."

"Hmm. You'll talk to who, again?" Tony asked.

"Pen—, I mean, Peter, sir," said Flash, biting his bottom lip so hard that he winced. "I'll talk to Peter."

"Sure. Sounds good, kid."

Once the plane had pulled into the gate in D.C. and the pilot announced their arrival, Flash grabbed his backpack and took off from his seat so fast that it would've made Pietro Maximoff proud. Tony watched him go, shaking his head slightly as Sam came up behind him.

"What'd you say to the kid, Tony?" Sam asked. "I don't think I've ever seen him move that fast."

"Oh, we just chatted," Tony replied with a nonchalant shrug. "Mostly about names, families, you know, things like that."

"Mmmhmm," Sam said suspiciously. "Yeah, sure."

"You can ask him if you want," said Tony as Peter and Ned started heading towards them, both with huge grins on their faces. "So which set did you two yahoos decide on next?"

Peter and Ned exchanged looks. "Well, Ned said we should go for the new Imperial Star Destroyer, because it has even more pieces than the Death Star did, but I say we should get the Hogwarts Castle set, because we don't have any of the Harry Potter sets yet, and—"

"But, Peter," Ned interrupted. "If we get the Star Destroyer then our Star Wars collection will be complete! We can always start on the Harry Potter sets after that."

"Hmph," Tony muttered. "Not the biggest fan of the Harry Potter stuff. Who needs wizards and magic when you can have science?"

"Aww, Dad, magic is still cool!" said Peter. "And you said you'd watch the movies with me over Christmas Break, so—"

"And me!" Ned whined. "I wanna have a Harry Potter marathon too!"

"Is that the book series about that boy wizard you told me about, Peter?" asked Sam. "That actually sounds kinda cool."

"Well, then you can watch the movies," grumbled Tony.

"Do you actually know any wizards, Mr. Stark?" Ned asked, his eyes as round as his face. "Like, real-life ones?"

"Nope," answered Tony. "Haven't met one yet, although at this point I wouldn't be too shocked if I did. Wouldn't be the weirdest thing I've ever seen."

"Um, we should probably get off the plane now," said Ned, shouldering his backpack. "We're the only ones left."

Tony kept his hand on Peter's shoulder as they gathered their carry-ons and exited the plane, heading towards the van he'd hired to transport the team to the hotel. "So, what were you and Flash talking about during the flight?" Peter asked.

"Oh, nothing too exciting, bud," Tony said lightly. "Just some stuff about names."

Peter's eyebrows knitted together. "Names? Like, what about them?"

"Like I said, nothing too exciting," Tony repeated. "Don't worry about it."

Although Tony would've preferred for the team to have stayed in the Stark Industries building during their stay in D.C., he had to admit that the hotel the school chose was quite nice. Once they arrived and got everyone checked in and settled, Tony left Peter under Sam's careful watch and headed over to the Triskelion, where workers were already loading up the final shipment bound for the warehouse in Maryland.

"Good afternoon, Mr. Stark," said the foreman of the site as he hurried towards Tony with an extra hard hat. "Can I help you with something, sir?"

"No, no, just checking on a few things," Tony said. He slid the hard hat onto his head with a frown, he'd always thought the things were damn uncomfortable. "You guys gonna be able to get everything loaded up here today you think?"

"Yes, sir, that's what we're hoping," answered the foreman. "I'd like to have the trucks pull out tonight if possible."

Tony pursed his lips, thinking. If someone was in fact trying to steal from Damage Control, they would most likely try and make another attempt under the cover of darkness. "Actually, I'd rather you guys wait to leave until morning," Tony said as he took out his phone. "You got anyone who can guard the trucks overnight?"

"Um, I'm sure we can pull a few people over to help keep watch," the foreman said. "Any particular reason why you'd prefer to wait, sir?"

"Oh, it's just a hunch," said Tony. "But my hunches are usually pretty good, so… I'm just gonna look things over a bit and then I'll get outta your hair."

"Sure thing, Mr. Stark, no problem at all," said the foreman. "Please let me know if I can be of further assistance."

With a dismissive wave, Tony walked over to where the first of two huge cranes were lifting the massive pieces of debris and placing them into the storage containers loaded onto flatbed trucks. Tony's eyes narrowed as he noticed what appeared to be the separated arm of one of the Ultron drones mixed in the pile of wreckage.

"FRIDAY, why are there pieces of Ultrons in here?" Tony asked.

"The head of Damage Control had them sent here from Sokovia, boss," FRIDAY answered. "He said it was easier than trying to transport them directly to the warehouse."

"Sure," Tony muttered sarcastically. "'Cause taking two trips is always easier than taking one. Goddamn government types keep wasting my money, I can't wait until this whole thing is over with."

"Yes, boss."

As he approached the first truck, Tony raised his phone, taking an infrared scan of the truck's contents and displaying it in list form on the screen. "Tag and file this away, FRI," he said. "Then I want you to check off each piece once it arrives in Maryland."

"Sure thing, boss," said FRIDAY.

After repeating the process with the other two trucks, Tony pocketed his phone and headed back over to he foreman's station to return the hard hat. "Looks good," Tony said to the foreman. "Be sure and let me know if anything weird happens though, yeah?"

"Yes, Mr. Stark, of course," replied the foreman with a friendly smile. "Have a wonderful day!"

Tony arrived back at the hotel to find Peter and the rest of the team conducting lightning round drills down in one corner of the lobby, with Sam sitting about twenty feet away, reading one of his ever-present murder mystery novels.

"Everything look okay out there?" Sam asked as Tony sank down into the chair next to him.

"So far," answered Tony. "I had FRIDAY run a check on all the workers at the site while I was there and none of them raised any red flags, so I don't think it would've been any of them." Which was good, since Tony had personally vetted most of the people himself way back when the Department of Damage Control was first formed.

"You check in with Cap?" asked Sam, raising his eyebrow. "You know he's gonna want a report."

"Yeah, did that too," grumbled Tony. "Even though FRIDAY could've done it just as easily."

"You know Cap always prefers to talk to—"

"Real people, yeah, yeah," Tony mumbled. "And it always hurts FRIDAY's feelings when he says that. How's Pete doing?"

Setting down his book, Sam uncrossed his legs and sat up in his chair. "He seems fine, they've been running drills pretty much ever since you took off. But as far as I know he hasn't eaten anything since lunch before we left, and since I'm pretty hungry myself, I'd say that Peter's got to be about ready to start gnawing on his buddy there and is just too polite to say anything."

"Mmm. Well, I'm not quite that polite," Tony said as he pushed himself up off his chair and walked over to where Mr. Harrington was sitting, tapping him on the shoulder. "Hey there, I don't mean to be rude, but I think you're gonna wind up with a couple less team members by the time this competition starts tomorrow if my kid doesn't get something to eat soon."

"Oh, well, no, we wouldn't want that," answered Mr. Harrington, hastily gathering the papers he'd been grading and getting to his feet. "I wouldn't want to lose another student on a school trip."

"Another?" Tony asked, his eyes widening as his heart skittered. "What the hell—?"

"Hey, Liz, why don't we break for the evening?" the coach called. "You've been drilling for over two hours, you don't want to overwork the team."

"Oh, okay, Mr. Harrington," replied Liz to a chorus of sighs of relief. "Um… good job, guys. I think we're ready."

"Oh my God, thank you!" Peter moaned once he'd reached Tony's side. "I think I was about ready to pass out, but Liz is like a steamroller once she gets going, so—"

"And what did I tell you about sticking up for yourself, Pete?" Tony said, only half-joking. "C'mon, let's go feed the beast."

Everyone, including Tony, felt a bit better once they'd all eaten dinner, such that Tony couldn't even bring himself to be too upset later that evening when he discovered that Peter and Ned had snuck out of their room and headed down to the hotel pool. Peter ended up confessing to Tony afterwards that Liz had told them that a rebellious group activity the night before a competition was supposed to increase morale.

And while that wasn't the strangest thing Tony had ever heard of, he did take the opportunity to remind Peter that rebelling against his teachers and rebelling against Tony were two completely different things, and next time to just simply tell Tony where he was going.

"You planning on getting any sleep tonight?" Sam asked later that night, stifling a yawn as Tony checked his phone again, making sure Peter was in fact asleep in his hotel bed where he was supposed to be. "'Cause I was hoping to, personally."

"Eh, we'll see," Tony muttered. He wasn't the biggest fan of hotels, and would've vastly preferred to have had Peter staying in the room with he and Sam as opposed to sharing one with Ned, but he'd promised Peter that he was just coming along on this trip as a chaperone and not Iron Man, and as such hadn't made a big deal about it. Tony hadn't even told Peter about the possible issues with the Damage Control convoy, as he couldn't see any reason to worry Peter with something that he was hoping would turn out to be nothing.

"Well, suit yourself," said Sam as he headed towards his bedroom. Tony had booked them in a two-bedroom suite, because whether he managed to get any sleep or not, he wasn't at all in the mood to listen to Sam snore for the entire night.

"Night, birdman," answered Tony.

---

Watching the decathlon team shuffle downstairs for breakfast, many of them already wearing their ugly-as-hell golden blazers, Tony chuckled as he checked his phone yet again. The convoy was scheduled to depart in less than two hours.

"Morning, Dad," Peter said tiredly as he sat down across from Tony at one of the tiny breakfast tables with a tray of food that easily could have fed at least three people. Ned sat down a moment later, his tray just as heavily laden.

"Morning, bud," Tony replied. "Didn't sleep all that well?"

Shoving nearly half of a pancake into his mouth, Peter shook his head. "Shuri called around two in the morning," he mumbled. "Said she forgot about the time difference."

Tony took a sip of his coffee, wrinkling his nose at the burnt taste. Damn hotel coffee. "Mmm. And just how long did you end up talking to her, Casanova?"

"Daaaddd," grumbled Peter, his round cheeks flushing pink. "Stoooppp."

"It was over an hour," Ned whined through a mouthful of bacon. "I had to toss both of my balled-up socks and my toothbrush at him before he finally hung up."

"Hey, she's a busy girl!" Peter protested. He reached for his glass of orange juice, draining it completely in three large gulps. "And I'm pretty busy too, so we need to talk when we can. Dad and Pepper talk at all hours of the night when she's over in India!"

"Yeah, so next time call her at two in the morning her time," Tony said with a wink. "See how she likes it."

"Oh, I did once," Peter said, immediately clapping his hand over his mouth. "Um… but then T'Challa got mad at us, so I haven't done it again."

"Well, it's probably not a good idea to get on T'Challa's bad side," Tony said as Sam Wilson stumbled into the breakfast area, sliding into the chair next to Peter and swiping two of his eight remaining pieces of bacon, shoving them into his mouth without a word.

"Morning," Sam said a few minutes later. Like both Peter and Tony, Sam wasn't exactly a morning person. In fact, pretty much the only members of their family that were morning people were Barton, because being a farmer pretty much made it a requirement, and Steve, mainly because he hardly ever slept.

Since the decathlon competition was being held at a high school only about a block away from the hotel, the team walked down after breakfast. It was a beautiful early fall day in D.C., with the leaves on the trees just starting to change colors and the breeze clean and crisp. Tony was glad he'd insisted that Peter bring along a couple of the new thermal undershirts that Tony had made for him to help him keep warm. They were a lot less conspicuous than trying to wear a hoodie under his decathlon jacket, and worked much better as well.

After getting everyone registered, Tony and Sam took their seats in the auditorium. The initial events of the competition: the essay writing, speeches, and interviews, all proceeded without disruption. Tony was so proud when Peter gave his initial speech on how the arc reactor was revolutionizing the world of clean, sustainable energy that he had to blink back tears, and was even more proud when Peter was able to talk off the cuff for over three minutes on the underwater physics of Olympic distance swimmers.

By the time the Super Quiz portion of the competition had begun, Tony was starting to think that maybe he and Steve had been overreacting a bit about a possible convoy robbery attempt when his phone suddenly buzzed in his pocket. Throwing a grimace in Sam's direction, Tony eased his way out of the auditorium and into the lobby.

"Talk to me, FRIDAY," he said quietly.

"It might be nothing, boss," FRIDAY said. "But I'm reading a large, single object that's flown over the convoy at least three times now."

"Single flying object?" Tony asked, already heading out the door and down the block. "You're sure it's not just a bird?"

"Not unless it's a bird that weighs over three hundred pounds, boss," replied FRIDAY.

"Yeah, yeah, I got ya," Tony muttered. "Well, at least I got to see Pete's speech. FRIDAY, send a text to Sam, tell him I'm checking out a potential hostile interfering with the convoy."

"Should I have him join you, boss?"

"No, no," Tony said, grunting as he unlocked the rented van and climbed into the back, stepping into his armor. "I want him to stay there and keep an eye on Pete."

"You know that's not going to make Captain Rogers happy, boss," said FRIDAY.

"He'll only know if you tell him, FRIDAY," Tony retorted as he lifted off from the parking lot. "And I'm not leaving Peter unguarded. Now, where's the convoy?"

"It's approaching a fairly isolated section of I-95, boss. About thirty miles from your position."

"All right, then let's get there quick, guy's probably hiding in the tree line waiting for an opportunity."

Thanks to his newly-upgraded sub-MACH speed thrusters, Tony was able to catch up to the convoy after only a few minutes. Attaching himself to the side of the caboose truck, Tony poked his head around the back, scanning the tree line along the right side of the freeway.

"There he is," Tony said a few minutes later as his HUD caught sight of someone or something that looked like Sam Wilson's evil twin hopped up on steroids.

"You know you're making an impact when even the bad guys are trying to emulate you," Tony muttered, watching as the evil birdman took off from the trees, aiming for the convoy truck one ahead of where Tony was hiding. Tony waited until the birdman landed, preparing to take off when the man suddenly detached from his wings and disappeared into the truck.

"What the hell?" Tony rasped. "FRIDAY, where'd he go?"

"It appears that he's gone inside the truck, boss," answered FRIDAY.

"Yeah, but how in the hell'd he do it?" demanded Tony as he took off towards the middle truck. "The only person I've ever seen that can walk through solid matter is Vision!"

"I'm not exactly sure, boss," FRIDAY said. "All I can tell is that he's gone right through the top."

"Okay, so let's get in there after him," Tony grumbled. Landing on top of the truck, he looked down, his brow furrowing at what appeared to be a shimmering pool of pinkish light spread across the top of the truck. Tony tentatively tapped it with his finger, amazed when his hand nearly went through it.

"It looks like some sort of matter phase-shifting technology," FRIDAY said. "But I'm not sure how it's being generated."

Before Tony could answer, a black duffel bag flew out through the pink pool, landing on top of the truck with a loud thud. A couple seconds later a man wearing a brown leather jacket and a flight helmet reminiscent of the days of Steve Rogers hoisted himself out, grabbing the bag and the generator for the phase-shifter and running back to reconnect with his wingsuit.

"Going somewhere?" Tony said firmly, raising his arms and activating his repulsors. "I don't think that stuff belongs to you, pal!"

But to Tony's surprise, the man let out a rather maniacal laugh as he turned around, climbing into his wingsuit. Tony immediately fired a warning shot over his left wing, his brow furrowing when the man didn't even flinch.

"Sorry, Iron Man!" the man shouted over the roar of the wind. "But I ain't afraid of you!"

Furious, Tony fired another shot, this time directly at the man's right wing, gasping when the blast barely even caused it to wiggle. "FRIDAY, what the hell are those wings made of?"

"Scanning, boss!" FRIDAY said frantically as Tony aimed another shot at the right turbine, trying to cut off the wings' power. Once again, the repulsor blast seemed to just harmlessly bounce off, as if Tony had hit him with nothing stronger than a child's rubber ball.

"It appears to be similar to the armor used by the Chitauri during the Battle of New York, boss!" said FRIDAY. "You won't be able to damage it with repulsors or lasers!"

"Chitauri wings?" gasped Tony. "Holy shit!"

"And missiles won't do much good either, the armor is too strong!"

"Dammit!" Tony shouted as the man took off from the end of the truck, still carrying the duffle bag. "FRIDAY, I'm getting too old for this!"

Tony had barely taken off after the birdman when Sam Wilson suddenly dove down, driving both of his feet into the man's chest hard enough to knock him backward and release the duffle bag. The birdman immediately swung around, catching Sam across the back with the tip of one wing and sending him careening rapidly towards the trees.

"FRIDAY, tell the truck drivers to pull over for inspection!" yelled Tony as he flew after Sam, managing to grab onto his foot just before he would've crashed headlong into a tree.

"Shit!" Sam grunted as he and Tony landed and rolled, finally coming to a stop on the grassy area next to the shoulder of the freeway. "Thanks for the catch, Tony!"

"Don't mention it," Tony said quickly. "But what the hell are you doing here, Sam? I told you to stay with Peter!"

Sam shot Tony a scowl, his chest heaving as he brushed dirt and grass from his arms and legs. "Peter's fine, Tony. T'Challa and Shuri showed up about twenty minutes after you left. T'Challa had two of his guards with him, so I figured Peter was covered enough for me to come and give you a hand. Oh, and you're welcome, by the way."

"Huh?" Tony said, still a bit dazed by the fact that there was apparently a flying birdman out there whose wings were made with repurposed Chitauri armor. "T'Challa and Shuri showed up, at the Academic Decathlon?"

"Yeah," answered Sam, still gasping for breath. "T'Challa told me that Shuri asked—or rather, begged—T'Challa to bring her here so she could watch Peter's competition. She was pretty upset that they'd missed a bunch of it, apparently they had trouble finding a spot to hide their plane, but at least they got to see the lightning round."

"Well, good," grumbled Tony. "At least someone did."

"Yeah," said Sam. "Peter seemed pretty happy when he noticed her sitting next to me."

"Damn armored birdman," Tony mumbled. "FRIDAY, are the rest of the trucks okay?"

"Everything looks good, boss," FRIDAY said. "The only pieces missing are accounted for in that duffel bag."

"Yeah, okay. Then let's get 'em on their way, I want to get back to Pete." He turned to Sam, giving his pack a quick once-over with his HUD. "You good to go there, Falcon?"

"Yeah, I think so," said Sam, peeking over his shoulder. "Pack looks like it's dented a little, but the dude managed to miss the important stuff."

"That being you," Tony said. "I'll fix it up when we get back to the Tower."

"You always do, Tony," Sam said, opening his wings. "C'mon, let's went."

---

Peter was pretty much glued to Shuri's side, still accepting congratulations from his teammates when Tony and Sam arrived back at the school. Flash Thompson was hugging their championship trophy as if it was his favorite stuffed animal, and T'Challa's king's guard was keeping a close watch on everyone, their retractable spears clutched in their hands.

"Dad!" Peter exclaimed, a huge smile lighting up his boyish face as he tugged on Shuri's hand, leading her over to Tony. "Look who's here!"

"Yeah!" Tony replied, drawing Peter into a quick hug. "Nothing like some good inspiration to help you win, huh?"

"Peter answered most of the questions during the final round," Shuri said proudly as she squeezed his hand. "He did not even require the help of his teammates."

"Oh, I dunno," Peter mumbled, his face flushing as red as Tony's armor. "Ned answered a bunch of questions too, and Liz, and Cindy, and—"

"The students are apparently heading to your Washington Monument now," said T'Challa. "I am interested to see this monument."

"Oh, it's honestly not all that interesting," Tony said, trying to hide a smirk as Peter and Shuri walked past a slack-jawed Flash Thompson, still clutching the trophy. "It's kinda just a tall and skinny pointy building, but sure, let's go. I'm sure the kids wouldn't mind spending some more time together."

"I would imagine not," said T'Challa, shooting Shuri and Peter a rather annoyed look. "You have no idea how much whining I've had to endure in the past several days, Stark. Shuri even managed to convince my mother to intervene on her behalf."

"Well, at least you know he's a good kid," Tony said fondly, his heart swooping a bit as he watched Peter offer his hand to help Shuri climb into the van. What a little gentleman. "You won't find a better one."

Taking his seat next to Tony, T'Challa nodded. "We would not be here otherwise, Stark. That is for certain."

Unfortunately for Peter and Shuri, T'Challa had no intentions of spending the night in D.C., so after visiting the Washington Monument and a couple of the Smithsonian museums and partaking in a huge pizza dinner, they were forced to part ways once everyone had returned to the hotel. Tony and Sam managed to distract the rest of the students with stories about some of their HYDRA raids in order to allow Peter and Shuri to say goodbye away from too many prying eyes, and Tony couldn't help but be a bit wistful when Peter returned to the group, his face a combination of sorrow mixed with pure puppy love.

"Long day, huh, buddy?" Tony asked Peter as he sat down, tipping against him.

"Uh huh," Peter mumbled.

"Pretty nice surprise with Shuri showing up, though, don't you think?"

"Oh yeah," Peter said, a huge smile stretching across his face. He tugged gently on Tony's sleeve, leaning up to whisper into his ear. "Dad, I kissed her goodbye!"

"Oh?" Tony said, biting his lip to keep from laughing. "Did you ask her first?"

"Yeah. Why wouldn't I?"

"And she didn't slap you afterwards?"

"Good grief, Dad, no! Why would she?"

"Well, then it's fine," murmured Tony. He wrapped his arm around Peter's shoulders, planting a kiss on the top of his head. "Congratulations, buddy. She's definitely a catch."

"Yeah, she sure is," answered Peter, his smile growing even wider. "You gonna tell me where you and Sam went during the competition?"

Tony let out a sigh; he'd been hoping to avoid any questions about his earlier absence. "Just needed to check on the convoy again, Pete. Nothing you need to worry about."

"Mmm, I don't believe you," grumbled Peter. "If that's all it was then why'd Sam take off after you?"

"Well, 'cause he just… wanted to help," Tony said. "Like I said, it's nothing you need—"

"Yeah, yeah, nothing I need to worry about," Peter said sarcastically. "But what if I want to worry about it? What if I wanna know why my father felt the need to suddenly fly off to check the Damage Control convoy right in the middle of my competition? You can't tell me it was just another routine inspection, 'cause you did one of those yesterday before it even left! And you said you weren't coming on this trip as Iron Man anyway!"

"That's enough, Peter!" Tony snapped. "Sometimes stuff happens that's out of our control, and you know it! Now, as I said, you don't have to worry about it. Sam and I took care of it, and it's all over and done with. And that's all I'm gonna say about it."

"Hmph," Peter said, wrinkling his nose as he yawned into his hand. "'M tired now, Dad. It's been a long day."

"Me too, Pete," said Tony as he squeezed Peter's shoulder. "Go on up to bed, I'll see ya in the morning."

"Uh huh. Night."

But as Tony watched Peter say goodnight to his friends and head on over to the elevator, his palms started to sweat, his heart thudding wildly against his ribcage. Despite all of his best efforts, Peter was growing up, and Tony was starting to realize that trying to keep certain things from him was not so much protecting him anymore as it was insulting to Peter's intelligence. The absolute last thing Tony wanted to do was push Peter away, but every time he thought about allowing Peter to start honing or using his new skills, his mind flashed back to the Raft, and seeing an absolutely terrified Peter, his boyish face battered and broken, with a madman holding a loaded gun against his temple.

What would that evil dude with the wings have done, for example, if it'd been Peter who had gone after him instead of Tony? Would he have held back at all because Peter was only a kid?

Hell no, he wouldn't have. And Tony had a feeling that even with Peter's enhanced strength, he still wouldn't have been a match for a guy wearing a Chitauri-armored wingsuit. Tony and Sam had been lucky that neither of them had been seriously hurt, and they were both fully trained Avengers.

Pushing himself up off the chair, Tony walked over to where Sam was engaged in what appeared to be a fierce chess battle with Ned. "I'm heading on up, birdman."

"Sounds good, Tony," Sam replied, grinning as he captured one of Ned's rooks. "Don't wait up for me, I'm on a roll here."

---

It had been a long day, and Peter was tired. The adrenaline rush from the competition and the surprise of seeing Shuri again, not to mention their first kiss, which had been absolutely incredible, had all but faded away, leaving Peter feeling as if his limbs had turned to lead. Ned was still downstairs playing chess with Sam and some of the other team members, so Peter was alone in their room. They were scheduled to fly out tomorrow morning after breakfast, and then it would be back to the normal school routine again.

Woohoo. Peter couldn't wait for that. Not.

Flopping backwards onto his bed, Peter pulled out his phone. "Hey, FRIDAY?"

"Hello, Young Peter," answered FRIDAY. "Congratulations on your team's win earlier today."

"Thanks. Hey, can you tell me where my dad and Sam went today during the competition?"

"I'm sorry, Young Peter," FRIDAY said. "But Mr. Stark does not allow me to discuss missions with you without his consent."

Peter's eyes went wide. "It was a mission?" he gasped, sitting up against the padded headboard. "Why didn't he tell me he was going on an actual mission? What was it for?"

"As I stated, Young Peter, I am not allowed to discuss—"

"Yeah, yeah, nevermind then," Peter grumbled, tossing his phone onto the bed. He dropped his head down, rubbing his temples with his fingers. It'd only been a little over a week since the bank robbery, and Peter was starting to regret more and more how easily he'd conceded to Dad's punishment over Spider-Man. Just because he'd made one little mistake; it's not like any of the other Avengers never screwed up. And really, how was he supposed to know that the weapons the robbers were using were alien-based? Like that's something that was a common occurrence in Queens?

Dad had confiscated Peter's Spider-Man suit after that night, and Peter wasn't sure where he'd hidden it, but he had at least kept a set of extra web shooters hidden under a set of lockers at the high school along with some spare bottles of web fluid. The suit wasn't really necessary, it was more for show than anything, so it's not like Peter had to give up Spider-Man completely if he didn't want to.

Maybe all he needed was another chance, once the right opportunity came along. It was high time Dad started accepting that he wasn't a little kid anymore.

His phone buzzed then, and Peter's frown as he reached for it quickly morphed into a wide smile when he saw it was a text from Shuri. Warm fuzzies flooded his body as he read the sweet message, telling him what a fun time she'd had and that she couldn't wait to see him again. Peter reread the text several times before sending his reply, basically saying the same thing back and telling her he would call when he got back to New York. Peter really hoped it wouldn't be so long before they'd get to see each other again. Maybe he could convince Dad to spend Spring Break down in Wakanda this year instead of up at the Compound.

But the more Peter thought about Shuri and all the fun stuff they got to do in Wakanda when he was down there, the more grumpy he got about his own situation. Shuri didn't have to worry about being kept out of the loop all the time because she was usually part of the loop in the first place. No one in Wakanda seemed to care that she was only sixteen years old, they all respected her talents and contributions to their society without question.

So why should Peter have to be any different?

---

Dad was quiet the next day, catching up on some Stark Industries stuff on the flight home and disappearing into his lab with Sam and Steve shortly after they arrived back at the Tower. Peter had a feeling they were discussing the mission Dad and Sam had gone on during the decathlon competition, but once again FRIDAY refused to give Peter any insight as to what it had been.

By the time the three men came out of the lab, Pepper was home and it was nearly dinner time, so Peter wasn't able to get Dad alone until it was almost time for bed.

"Hey, buddy," Dad said tiredly, clearing the information from his monitor as Peter entered the lab. "Heading to bed?"

"Yeah, in a few minutes," Peter said. He clasped his hands together, his eyes flitting around nervously. "Um…"

"What's up, Pete?" asked Dad as he sank down onto a chair. "Something on your mind?"

"Well… yeah," Peter mumbled. "Um… what were you and Steve and Sam talking about all afternoon? Something's been bothering you, and I was wondering—"

"It's nothing you need to worry about, Pete," Dad said, pinching the bridge of his nose. "Just some stuff we're working on."

Peter's upper lip twitched, and he cleared his throat, trying to keep his expression neutral. "Anything I can help with?"

"No, no, not this time," answered Dad. "Right now we're just gathering information."

"But I'm good at that," Peter said, trying desperately to keep from whining. It wouldn't help his case at all if he sounded like a whiny kid. "I'm really good at research, you've said so yourself. Dad, let me help! Please, I wanna help!"

"I'm sorry, Peter," Dad said, shaking his head. "But you can't. Not this time."

"But why?" cried Peter, his hands clenching into fists at his sides. "Something's obviously bothering you, why won't you tell me what it is? I can handle it, Dad! I'm ready for more now, I'm not a child anymore—"

"You're still my child!" shouted Dad, his eyes immediately going wide as Peter instinctively shrank back in fear. "Oh God, Pete, I'm so sorry. God, I'm so sorry!" He held open his arms, and Peter walked right into them, tucking his head down under Dad's chin as Dad's fingers wove into his hair. "I'm sorry, Pete," he said in a much quieter voice. "I'm just a bit… stressed, I didn't mean—"

"If you're so stressed, then why won't you let me help you?" Peter asked, his voice muffled against Dad's chest. "I can handle it, Dad. Even if you don't wanna admit it."

Dad let out a sigh, his rough mechanic's fingers rubbing the back of Peter's neck. "Knowing you can handle it, and allowing you to have to are two completely different things, Pete. And you may very well be ready, but… I just don't think that I am. Not yet. Can you understand that?"

"Mmm," grumbled Peter. "I guess."

"Good," Dad whispered. He kissed the top of Peter's head and ruffled his hair. "Now. Once the Compound is done and this thing that were working on is over, I was planning on talking to Steve about you starting some training. Can you just hold off on trying to grow up too fast until then?"

"Dad, just because I wanna help you doesn't mean—"

"I mean it, Pete," Dad said, his voice laced with fear. What the hell was scaring him so much? Their new mission? I didn't think there were any super-bad guys left!

"Okay," Peter said, sighing. "I'll try."

"Thank you, buddy," murmured Dad as he patted Peter's back. "Go on and get ready for bed now, you must be tired. And don't forget we need to order the corsage for your Homecoming date in the next couple days, that dance is only about a week away."

"Uh huh, I know."

"I'll come in and say goodnight in a few minutes, bud, okay?" Dad said as he released him, patting his shoulder. "I just gotta look over a couple more things."

"Sure," Peter said as he exited the lab. Truth be told, he'd completely forgotten about the dance coming up with all of the decathlon excitement and getting to see Shuri again. Liz had been really nice to Shuri when he'd introduced her to the team, as Peter had expected and hoped her to be. Liz had always been a very sweet person, which apparently she inherited from her mother since her father was so creepy. Peter shivered at the thought of Mr. Toomes, and how uneasy he had felt that night when he ran into him at Liz's party.

Hopefully I won't have to run into him again anytime soon.

---

"Okay, so what've you found so far?" Steve asked, settling his large frame down onto the couch in the lab.

"Pretty much a whole lot of nothing," Tony grumbled, swiping yet another page of useless information from his monitor. "Damn government bureaucracy, I asked for these old city records as soon as we got back from D.C., and they just now released them to me."

Steve leaned forward, pursing his lips. "City records for what?"

"Salvage contractors," answered Tony. "Anytime something bad happens in the city, a fire, bad thunderstorm, accident, etc., salvage contractors come in and clean up the mess left behind. But after Loki tried to throw his little alien invasion party way back when, SHIELD decided that it was too risky for regular people to have access to the toys they left behind, so—"

"So Damage Control was born," said Steve. "And I can imagine that there were a few people who weren't too happy about that."

"No, not exactly," Tony mumbled, scanning another page of information. "But in a city the size of New York there are literally hundreds of contractors, both public and private. I've got FRIDAY working on this too, but it's still gonna take awhile for me to find anything in here. If there is in fact even anything here to find."

"I remember some news reports about contractors that were put out of work due to Damage Control taking over their cleanup sites," Steve said. "Are you thinking our weapons dealer is one of them?"

"I can't imagine how else anyone would've gotten their hands on the stuff otherwise, old man," said Tony. "I know for a fact that Damage Control was not always the first to arrive on a scene, so there were plenty of chances for people to get a hold of some of this stuff before they were kicked off the sites."

"Okay, but Loki came here seven years ago, Tony," Steve pointed out. "And none of us had ever heard of any of these weapons being made or distributed until Peter ran into those bank robbers. So I don't think we're just looking for one person who's been operating since the Battle of New York, I think we're looking for an organization, and one that knows how to be discreet."

"And an organization that employs someone who's smart enough to create this stuff," muttered Tony. "That wingsuit the evil birdman was using? That wasn't just slapped together in some garage, Cap. It was manufactured, by someone who knew what they were doing."

"Okay, so, how can we find them?" asked Steve. "Should we call the police?"

Tony scoffed. "No, I think this is something we're gonna have to do ourselves, Cap. You know Fury's not gonna want to involve the local authorities if there's alien tech being moved. He's gonna want it contained."

"So…?"

"So, we need to figure out a way to lure these guys out into the open," Tony said. He tapped his chin, thinking. "Since Sam and I managed to interrupt the birdman's attempt to steal anything from the D.C. convoy, all the tech from the Triskelion made it safely to the storage vault. So my guess would be that the birdman's gonna be looking for a new target now."

"So…?"

"So… we give him one," said Tony. "All those supplies and tech waiting to get transferred up to the Compound? I was going to wait until the remodel was completely done, but we can always adjust the schedule if we need to."

"I'm not sure I like the thought of baiting this guy with our tech, Tony," Steve grumbled. "You sure that's such a good idea?"

"It is if the real tech is on a plane instead of in the trucks," Tony answered. "The dude may be able to go through the roof of a truck, but breaking into a flying plane is another thing altogether. Even if he tries to use his matter-shifting thingy, it wouldn't necessarily work at a higher altitude."

Steve furrowed his brow. "Okay, so you, Rhodes, and Sam could watch over the trucks, and Natasha and I can fly the plane. Maybe I should call Clint up here too."

Tony shook his head. "No, I don't think so. We don't want to give the impression that there's anything valuable on the plane, Steve, and if anyone sees you guys on it, they might think otherwise. You and Natasha should go with the trucks too, but I wouldn't even bother Barton with it. You call him out here for what could turn out to be nothing and he'll only get grumpy."

"Mmm," Steve mumbled. "I'm not sure I like this, Tony."

"I don't exactly care too much for it either, Cap," admitted Tony, taking a gulp from his now-cold coffee cup. "But unless you've got a better idea, I think we should go for it."

"Well, right now I'm afraid that I don't," Steve said. "So when are you thinking we should do this?"

"As soon as possible," Tony answered. "Pete's got that dance of his on Friday night, how 'bout then? We can get things taken care of while he's distracted with that and he won't even have to know about it."

"Peter has a tendency to find these things out anyway, Tony. Especially lately," Steve said, quirking an eyebrow as he looked up at the ceiling. "You sure you want to try and hide it from him?"

"Absolutely," Tony said firmly, swiping yet another page of information from his monitor. "I don't want there to be any chance that this asshole will come after him, Steve. And I know Pete's not eight years old anymore, and I know he's too damn smart and will figure out what's going on eventually. But for right now the less he knows, the better. I want him to be able to just be a normal kid for just a bit longer, okay?"

"Okay, Tony," answered Steve, holding up his hands. "I'm not in any hurry for Peter to grow up either, you know that. But I'm not sure there's a lot you can do about it, either."

Tony shook his head, his chin dropping to his chest. "I know, old man. Believe me, I know."

---

Peter's hands were trembling as he looped his new tie around his neck and started working on the Windsor knot, letting out a soft curse when his first attempt left him with badly lopsided ends. He scowled at his reflection once he was done, running his hand through his hair to try and get that one disobedient curl to go the direction he wanted it to go. Peter wasn't really looking forward to this dance at all, and had actually asked Shuri a couple days ago for advice on how to possibly get out of it. But Shuri had reminded him that he was mainly doing this for Ned anyway, and that he wouldn't be a very good friend if he tried to bail on Ned now, when he was so very much looking forward to this evening.

"Ned better appreciate this," Peter mumbled to his reflection. His stomach had been churning with anxiety for at least the past three days, ever since he came across that sketch of what appeared to be some kind of armored birdman stuck behind one of the monitors in Dad's lab. At first Peter had thought it was perhaps a design for an updated Falcon pack for Sam, but the timing seemed too coincidental to the issues with the Damage Control convoy for Peter to buy that completely, so he then concluded that it must've been what Dad and Sam had been fighting against down in D.C.

Whatever it was, it looked pretty scary. And dangerous. And with how jittery Dad had been since the decathlon competition, Peter had a feeling that he was thinking the same thing. It didn't help at all that Dad had scheduled a huge supply run out to the Compound for later that evening for some strange reason, complete with a truck convoy as a decoy. Dad, Steve, Natasha, and Sam had been busy loading up the plane for the better part of the day, and it was supposed to take off shortly after Peter left for the dance.

"Are ya ready, Pete?" Dad called from the doorway to Peter's bedroom. "It's just about time to head out."

"Yeah, I think so," Peter answered, attempting to smooth his hair one last time before shrugging and giving up. He picked up the suit jacket laid out on his bed, sliding his arms into the sleeves as Dad brushed his hands across the shoulders, smoothing out any wrinkles.

"Christ, Pete," Dad murmured once the jacket was buttoned and he'd pinned on Peter's boutonnière. He stepped back, eyeing Peter up and down. "You just look so grown up all of a sudden!"

"So… does that mean I look okay?" Peter asked, slightly unnerved by how pained Dad looked.

"Yeah, yeah, you're just as handsome as always," Dad said quickly, checking his watch. "C'mon, buddy, Pepper's waiting out in the living room, and your friends should be arriving any minute."

Since Peter and Liz were doubling with Ned and Betty, they were all planning on having dinner together at a restaurant about a block away from the school. Liz had initially offered for her father to pick Peter up from the Tower and just have the two of them meet Ned and Betty at the restaurant, but Dad had vetoed that idea, saying he would rather drive all four of the teens to the restaurant himself. And even though Peter knew Dad was just being his usual overprotective self, he had been absolutely fine with that plan. After the creepy encounter he'd had with Mr. Toomes back at Liz's party, Peter was in no hurry to be around him again.

"Oh my God, Peter!" Pepper gushed as Peter entered the living room. "You look so handsome!"

"Thanks, Pepper," Peter mumbled, blushing as Pepper kissed his cheek.

"Young Peter's friends have arrived," announced FRIDAY. "They are waiting inside the Tower's main lobby."

"Thanks, FRI," Dad said, clapping Peter on the shoulder as he took Pepper's hand. "All right then, buddy, let's not keep 'em waiting."

"Uh huh," Peter whispered, his stomach giving another painful lurch as they stepped into the elevator. He had no idea how he was going to be able to act normal for the next few hours when all he felt like doing was crawling up onto his favorite corner of his bedroom and blocking out the world.

"Did you remember your earplugs?" Dad whispered. "And your glasses?"

"Yeah," answered Peter, patting his jacket pocket. "Got 'em both."

"Then don't be afraid to actually use them if you need to. Got it?"

"I know, Dad," Peter said impatiently. "I won't."

Ned, Betty, and Liz were waiting in the lobby with their parents when the elevator doors opened. Over the chorus of squeals and oohs and aahs and flickering flashes as pictures were taken, Peter felt his anxiety ramping up even more when Mr. Toomes stepped inside the lobby with an unsettling smirk on his face, saying he'd forgotten to grab his camera from his car.

"Ah, Mr. Toomes, I presume," Dad said evenly as he offered his hand, keeping his other hand firmly on Peter's shoulder.

"Yes, that's correct, Mr. Stark," Mr. Toomes replied, his voice low and gravely, sending ice-cold shivers down Peter's spine. He looked up, clicking his tongue as he inspected the domed ceiling of the lobby. "Nice Tower you've got here."

"Yeah, well, we all enjoy it," Dad replied, flashing the plastered smile he usually reserved for reporters.

"Dad, please don't start getting all weird now," Liz muttered, tugging on the sleeve of her father's jacket. "Can't we just take the pictures and be done with it?"

"Oh yeah, sure, gumdrop." Mr. Toomes turned to Peter, his lips curling into an odd half-smile, almost a sneer as he pushed Liz over to stand next to him. "My wife will kill me if I don't get any pictures, even if you two are only going as friends. She would've come along too, but I'm heading out of town for a couple of days and this was on the way, so this just worked out better for everyone."

Peter could feel Dad's worried gaze on him as he tried to smile for the numerous pictures taken by both Pepper and Mr. Toomes, but he was too afraid to say anything. There was no way Dad would ever start seeing him as Avenger material if the simple presence of his friends' parents was enough to freak him out. Even if the parent was creepy as hell.

"You okay there, Pete?" Dad whispered once the pictures were done. "You look a little peaked."

"I'm fine!" Peter snapped, a little more harshly than he intended when Dad gave him his patented raised eyebrow look. "Sorry. I think I'm just hungry."

"Mmm. Well, you do tend to get cranky when you're hungry, so why don't we get going?"

"Yeah, good idea," answered Peter.

Either due to his nervousness about being on his first real date or whether he just knew that Peter needed to relax a little, Ned talked a blue streak for the entire ride to the restaurant, even managing to draw Dad into the conversation when he brought up the fact that his entire family was now using the latest StarkPhones. Peter was also grateful for the fact that Dad didn't feel the need to remind him about his earplugs again when he dropped them off, only telling Peter to try and have fun and that he would pick them up when the dance was over at midnight.

"So, Peter," Liz said once their waitress had brought them their drink orders of pink lemonade and Dr Pepper, along with some appetizers. "That's the first time I've actually been in Avengers Tower, even if it was only the lobby, and it's even more beautiful than I imagined! It must be so cool to live there!"

"Oh, it is cool!" Ned cut in. "Each of the Avengers have their own floor in the residential section, I've gotten to see most of them when I've stayed over! Captain America's apartment looks like a set in one of those old movies from the forties, you know, with the old-fashioned record player and everything, and when Thor lived there, his room was full of big, heavy furniture with lots of furs draped everywhere." Ned gulped, shooting a nervous glance at Betty. "But I bet they were all fake furs, now that I think about it. You know, 'cause having real furs draped all over your furniture would be kinda weird, and—"

"Yeah, my mom would love to move into the city," said Liz. "She grew up there, in Brooklyn, and would love to go back, but my dad's always insisted on staying in the house in the suburbs."

"Your house is gorgeous though, Liz," said Betty. "I mean, all those windows!"

"Yeah, but it's so big!" Liz exclaimed. "Too big just for the three of us. I think I'd be fine with an apartment in a place like Avengers Tower. I mean, you can't tell me that your apartment is as big as my house, is it, Peter?"

"Huh?" Peter said, jarred from his brooding by the sound of his name. "Um… no, I don't think it's quite as big if you don't count my dad's lab. The lab is pretty huge though since my dad builds most of his suits there, and all of the other Avengers tech."

"That must be so exciting to get to watch!" gushed Liz. "I mean, don't you get to help with all that stuff too? My dad doesn't let me help with his business at all, no matter how much I beg. He just does it all himself!"

"Oh?" Peter croaked, his feeling of unease flaring with a vengeance as he recalled the pile of folders in Mr. Toomes' hands that night at the party. "What kind of business is he in?"

"He has a contract with the city for salvage operations," replied Liz. "His company was contracted to clean up after the Battle of New York, and he did such a good job that ever since then he's been really busy. He travels a bunch too, he's going out of town tonight in fact. Some equipment convention or something, I don't know exactly. He's always coming and going it seems."

"Yeah, I kinda know what that's like," Peter lamented as the waitress arrived to take their dinner orders. Ned and Betty continued to dominate the conversation while they ate, while Peter only managed to pick at his food, hoping he wasn't drawing too much attention to himself.

Equipment convention, huh? Peter thought, his mind once again flashing back to the pile of folders in Mr. Toomes' hands, and the one that opened just enough for Peter to get a glimpse of the top page. It had been an order manifest, which Peter had just dismissed at the time, but now as his mind's eye focused in on it again, he was able to pick up some more words.

Mac Gargan… repurposed… Ultron… power core…

Hang on… Ultron? Power core? And who's Mac Gargan?

What kind of salvage operations is this guy running?

"Peter!" Ned said loudly, elbowing Peter in the side. "Dude, the waitress just asked if you wanted dessert!"

"Um…" Peter mumbled, as another freezing-cold shiver raced down his spine like some sort of mutated lightning bolt. "Uhh, no, thank you. I'm—, I'm full already." Liz's dad is stealing from Damage Control. Liz's dad is stealing from Damage Control, but Dad and Sam stopped him in D.C., so now he's gonna try and steal from the Avengers!

Holy shit, I gotta do something about this!

"Are ya sure, dude?" Ned asked, eyeing Peter suspiciously. "You've hardly eaten anything!"

"Y—, yeah," stammered Peter. "I guess I'm just not that hungry tonight."

Ned shot him a side-eye as he leaned closer. "Why're you acting so weird tonight? I know Liz isn't Shuri, but—"

"I'll tell ya later!" Peter hissed as the waitress brought their check. Peter pulled out the credit card Dad had given him, making sure to leave the waitress a very generous tip. Tony Stark prided himself on being an excellent tipper, and Peter was more than happy to continue that tradition.

"Seriously Peter, you're not at all yourself tonight," Ned whispered as they headed down the street towards the school. "What's going on?"

"Um… Ned, I think—"

"Liz! Betty! You both look so pretty!" one of Liz's friends exclaimed as their group arrived at the school's front steps, which was decked out in blue and yellow streamers and balloon bouquets. The sudden brightness of the strobe lights flashing to the beat of the loud music caused Peter to wince, and he gulped, knowing there would be no way he'd be able to make it more than a few minutes in there in his current state of anxiety without succumbing to another sensory overload. And he couldn't do that, not this time. He needed to stop Mr. Toomes from robbing his father's plane.

"Ned, wait!" Peter said, tugging on his friend's sleeve as he started towards the doors after Betty. "Ned, I need to tell you something."

"What, right now?" Ned said impatiently. "Peter, it's time for the dance!"

"I know, but… I can't go to the dance. I gotta—, I gotta do something else, and—"

"What, why?" demanded Ned. "What do you gotta do that's so important right now?"

Peter's belly swooped as he glanced towards the windows and saw all of the students dancing and enjoying themselves. It would be so easy to just put on his glasses and his earplugs and go in there and try to have fun, to let the real Avengers handle the flying armored birdman—Liz's father—since Dad had obviously scheduled the supply run to try and bait him out into the open. But Mr. Toomes hadn't just been retrieving his camera from his car when Peter saw him earlier that evening. He'd been casing the airplane, Peter was sure of it. Mr. Toomes wasn't going to fall for the bait because he'd already seen the plane, he already knew that the truck convoy leaving the Tower was just a decoy.

But Peter also knew if he tried to tell Dad about any of this, that Dad would just tell him to stay out of it, maybe even go so far as to tell Peter to come home and stay put while he and everyone else took care of things.

And Peter was tired of just sitting at home and watching while the rest of his family risked their lives. He was strong, and he could help them. He just had to prove it.

"Peter?" Ned said. "You gonna tell me what's going on or not?"

"The Spider-Man," Peter blurted out. "You know, the guy you guys all saw on the news that one time?"

"Yeah? You said he was a new Avenger! What does he have to do with anything—"

"That was me, Ned," Peter rasped. "I'm Spider-Man. I got bit by a spider and it did all sorts of weird things to me, but—"

"You're… the Spider-Man?" Ned gasped, his tanned cheeks draining of color. "Holy shit, are you serious?"

"Yeah, dude, I am," replied Peter. "And I'd already been Spider-Man for a few weeks before that bank robbery, but that night I got caught by my dad—"

"'Cause he saw you on TV!" Ned exclaimed, clutching his throat. "Oh my God, dude, you're lucky he didn't kill you!"

"Yeah, well, Dad made me stop after that, but… there's something that's gonna happen tonight that I need to do, and—"

"So why don't you just call your dad? And the rest of the Avengers?"

"Because I need to show my dad that I can be an Avenger!" Peter snapped. "He thinks I'm still just a kid, but I'm not anymore! And I need to prove it!"

"And you have to do that right now?" asked Ned. "Why right now?"

"Because," Peter said, lowering his voice even more. "Liz's dad is a bad guy, Ned. Those weapons the bank robbers were using? Liz's dad made them using stolen alien tech. He's been selling illegal weapons for years, and I'm gonna stop him!"

Ned's eyes went wide and he stumbled backwards, with Peter grabbing his arm to keep him from tipping over. "Holy shit, dude! Liz's dad? Are you serious?"

"Yeah," answered Peter as he suppressed another shiver. "I am."

"But… how're you gonna stop him?"

Peter sucked in a sharp breath. "I dunno yet. But I gotta do it. Mr. Toomes is gonna try and rob my dad's plane tonight, but my dad thinks he's gonna go for the truck convoy, so they won't be there to stop him. He was casing the plane earlier tonight at the Tower, so he knows the trucks are just a decoy."

Ned's shoulders sagged, and he let out a heavy sigh. "Okay, dude, I'll cover for you with Liz. But you better be careful!"

"I will," Peter said with a firm nod. "Thanks, Ned. I owe you one."

"I think this is worth more than just one!" Ned called as Peter hurried around the corner, heading for the school's side entrance and praying it would be open. Thankfully the door had been propped open to let in some cooler air, and Peter slipped inside easily, running down the darkened hallway to the set of lockers where he'd hidden his web shooters and fluid. Once they were in hand he headed quickly for his own locker, changing from his suit into the extra set of sweats he had stored in there. Flash thought it was funny to swipe his clothes sometimes after gym class, so Peter had gotten into the habit of keeping some extra clothes in his locker just in case.

After putting in his earplugs and jamming his glasses onto his face, Peter pulled out his phone, inhaling a deep breath.

"FRIDAY?" he asked. "Can you look up a business address for me?"

"I'd be happy to, Young Peter," answered FRIDAY. "But why aren't you at your dance?"

"Nevermind that now," Peter grumbled as he ran back down the hall, heading for the back parking lot. "Just look up the business address of Adrian Toomes for me! Please!"

"The only business address I have registered under that name is an old industrial park in Brooklyn, Young Peter," FRIDAY said a few seconds later. "But according to my records, it's been abandoned for seven years now."

"Yeah, probably because he wanted to hide it from the Feds," mumbled Peter, snatching up an old ski mask from the lost and found box by Principal Morita's door and pulling it on. While Peter wasn't quite as recognizable as his father and the rest of the Avengers, there still were plenty of people in New York City who knew who he was, and he wasn't ready to advertise his new skills to the rest of the world quite yet.

"Should I call Mr. Stark, Young Peter?" asked FRIDAY. "Are you in need of assistance?"

"No, FRIDAY!" Peter yelped as he shot a web up to the top of a lamppost and swung onto a moving Mack truck. "Just show me a map to the address and I'll take it from here!"

"Very well," FRIDAY said. Peter pressed the map app on his phone, displaying the route to Toomes' warehouse.

"Not too far from here," Peter whispered, crouching down to avoid an overpass. "And the plane hasn't taken off yet, so I should be able to make it in time."

Leaping onto another truck a few minutes later, Peter checked the map again. He was almost there.

"There it is!" Peter said triumphantly as his eyes picked up the outline of Mr. Toomes' car parked down a nearly deserted street. He leaped from the truck, landing gracefully on the ground and taking off at a dead run towards the dark, concrete building. Climbing up onto the roof, Peter entered through one of the skylights and dropped down into the middle of what appeared to be a lab, not too unlike his own father's lab.

"Okay, I think this is it," Peter muttered, his eyes sweeping across the various workstations displaying schematics for different weapons and over to the massive metal wingsuit, perched up on a set of movable stairs. It looked almost exactly the same as that sketch Peter had found in Dad's lab a couple of days ago.

"Yep, this is definitely it," mumbled Peter, spotting a shadowy figure standing in front of a desk at the opposite end of the warehouse, illuminated by a single overhead lamp. He let out a hard shiver as another ice-cold bolt snaked down his spine. "At least he hasn't left yet."

But Peter had only taken a couple of steps when the eerie silence was broken by the sound of his phone's yodeling ringtone. Peter's hand immediately came down, slapping against his pocket to silence it just as something massive and hard slammed into his right shoulder, sending him careening sideways into one of the concrete support columns.

"Who the hell are you?" asked a rough, gravelly voice as the man stomped over to where Peter lay stunned on the cement floor. "And what're you doing here, trying to play superhero in your sweats?"

"What the hell?" Peter gasped as the man drew back his arm, the pink-glowing gauntlet making a strange swooshing noise as it connected with the small of Peter's back, driving him across the room and into another column as his phone skittered across the floor, coming to a stop right at the feet of Adrian Toomes.

Damn, that hurt! Tears stung Peter's eyes as he pushed himself up to his hands and knees and fired his web, catching the gauntlet man just as he was pulling back for another hit and webbing him to the wall ten feet away, the gauntlet falling from his hand with a loud clatter.

"Impressive!" came the voice of Mr. Toomes, accompanied by the sound of a slow clap. Peter immediately fired his web, sealing Mr. Toomes' hand to his desk. "I must admit, though, I didn't expect to see anyone down here. Aren't all you Avengers up there guarding your truck convoy, trying to draw me out?"

"Not all of us!" Peter yelled, taking a step forward. "We're onto to you now! We know you've been stealing from Damage Control, and—"

"But you're not a real Avenger, are you, kid?" Toomes continued in his thick New York accent, as if he hadn't even heard Peter. "And you know how I know? 'Cause there ain't no way that Tony Stark asshole would let any of his Avengers out of that Tower of his dressed in a pair of pajamas. It'd look too bad for his image! So, who the hell are you, kid? And what're you doing here trying to interfere with my business?"

"Your business?" Peter scoffed. "Your business of manufacturing and selling illegal weapons? How many innocent people have died because of you? How could you do this? It's just wrong!"

"How could I do this?" screamed Toomes. "Why don't you ask your buddy Stark that very question and see what he says? Ask him how he ruined my business, nearly ruined my life when he waved his billions of dollars around and talked the government into taking over all the salvage operations in the city. Ask him how he could still sleep at night, knowing how many families he brought to the brink of destitution because of his goddamn Damage Control agency. You go ahead and ask him those questions, and then see how differently you'll look at things."

"No!" Peter rasped through his throat, so tight it felt like it was webbed closed. "No! You're wrong! Tony Stark isn't like that, he's not! He cares about people, he tries to help them! He would've helped you, if you'd've asked him—"

But Peter was cut off by the yodeling of his phone, the cracked screen displaying Ned's goofy face. Toomes quickly glanced down at the phone, his eyes narrowing dangerously as they flicked back to Peter.

"Well, well, well," he said, the creepy grin stretching across his weathered face sending chills down Peter's spine. "Hello there, Peter Stark. What, did your daddy send you down here to try and stop me? Is he too chicken to even face me himself after what he did?"

"You're wrong!" cried Peter. "You're wrong about him, and what you're doing is wrong! How could you do this to your family, how could you lie to them for all this time?"

"My family?!" exclaimed Toomes. "I did this for them! And at least I didn't build up my business on the backs of innocent soldiers and civilians like your father did! You have the gall to ask me how many people I've killed? Why don't you ask your dear old dad that same question first! He was a goddamn weapons dealer too, Pete, or have you forgotten that little tidbit?"

With that, Toomes raised his leg, bringing the heel of his boot down hard on Peter's phone and sending pieces of it scattering across the cement floor just as the massive wingsuit took off from its perch, aiming directly for Peter. Peter flipped up out of the way, landing behind it as it swung around, taking out two of the support columns before it straightened out again, heading back towards him. Peter flipped up again, landing atop the wingsuit as it flew towards the back, barreling through three more of the support columns before he flipped back off, landing just as it swung around again, veering off to the right side as if it was deliberately aiming for the columns instead of Peter.

"You have really lousy aim, you know that?" taunted Peter. "That thing hasn't touched me once!"

"Yeah, well, see, that's the thing, Pete," Toomes said with an exaggerated shrug. "I wasn't really aiming for you."

"What?" Peter croaked, watching with growing horror as the wingsuit made a final pass, smashing through the remaining four columns. Peter barely had time to look up as the entire ceiling began to fall towards him, burying him in a mountain of steel and concrete as it crashed to the floor, drowning out the sounds of Toomes taking off.

Peter wasn't sure how long he was passed out. It had to have been only a few seconds, because the dust was still settling around him by the time he was able to peel open his eyes. He gasped for breath, the weight of the rubble covering his back and legs crushing him such that he felt like he was suffocating, with what little air he could breathe in laced with dirt and concrete dust.

"Oh my God!" Peter squeaked, wiggling just enough to free his hands so he could rip the ski mask and glasses from his face, the concrete pressing against him even harder with just that slight movement. There was no way he could remain here for help to arrive, he would only be slowly crushed to death as the rubble continued to settle.

Trying to keep from hyperventilating, Peter closed his eyes, recalling the breathing techniques that Sam had taught him for dealing with especially bad nightmares. "I can do this!" he gasped, bracing his palms against the floor beneath him. "I have to do this!"

With a loud grunt, Peter pushed against the floor, trying to move just enough so that he could get his knees under him to provide better leverage. But his efforts only seemed to shift the massive chunks of concrete against him even more, and he gave up after a few agonizing seconds.

"Hello!" Peter screamed as loud as he could, even as he knew it was probably useless. There was a good reason why Toomes had chosen this particular isolated location for his illegal weapons business.

"Hello!" he screamed again, his breaths coming only in strangled gasps as the rubble shifted again, pressing even further into his back and hips, smothering him. He was truly panicking now. "Help me, please! I'm down here, I'm stuck, I can't move!" Tears streamed down Peter's face as the realization that he was probably going to die hit him. He was going to die, alone and buried under however many tons of rubble.

He was going to die.

"But I don't wanna die!" Peter sobbed, the tears streaking down his dust-covered cheeks and dripping down into the small puddle of water in front of him, where his mask and glasses had landed. "I don't—, I don't—, I don't wanna die! Not like this!" He looked down again at the pair of glasses sitting in the puddle, the ones his father had made for him to help him deal with the effects of the spider bite, when his IMAX vision got to be too exhausting for Peter to handle well. The glasses were only one of the literally hundreds of pieces of tech his father had made for Peter and the rest of their family over the years.

Adrian Toomes had told Peter that he had turned to a life of crime in order to protect his family, as payback against Dad and the government for shutting down his business. And Toomes had said that he was no different than Peter's father, because Tony Stark used to build weapons too.

But there was one major difference between the two. Tony Stark chose to stop building his weapons when he realized they were being used by criminals. Dad shut down his weapons manufacturing when he became Iron Man, whereas Toomes chose to do the opposite, to just swoop in like a vulture after a battle and pick everything of value clean.

Well, Toomes was wrong.

Tony Stark—Peter's father—wasn't a criminal. He was an Avenger. He was a hero.

Toomes was the criminal. And Peter needed to stop him.

Pursing his lips, Peter inhaled a deep shaky breath, once again bracing his palms against the ground. He was going to do this. He had to do this.

"C'mon, Peter," he muttered as he began to push, thankful for his earplugs to help block out the horrible sounds of the steel and concrete scraping against each other. "C'mon, Peter, c'mon Spider-Man. C'mon Spider-Man, you can do this!"

Using every last ounce of his strength, Peter shifted his hands up, grasping the concrete pieces forming a dome over his head as he managed to get his knees underneath him. Bracing his quad muscles, Peter pushed against the ground with his knees, lifting the pieces over his head at the same time. Rocks began to bounce down, some hitting him in his shoulders and face as he continued to push, grunting with the superhuman effort it took to lift nearly an entire collapsed building off of him.

With a final, massive heave, Peter straightened his knees, the huge pieces of broken concrete rolling off the top of the destroyed building and crashing down around him, kicking up massive piles of dust. Gasping and coughing, Peter squeezed his eyes closed as he shoved the final mountainous chunks off and pitched forward, swaying as he tried to regain his balance.

I did it, Peter thought, his chest heaving with the effort it took to breathe. Oh my God, I really did it.

Grabbing his glasses, Peter slid them on as he looked around, trying to get his bearings. The bright blue A of Avengers Tower was glowing just a short distance away, so he knew Toomes had to be nearby, waiting for the plane to take off.

"There he is," Peter whispered as his eyes landed on Toomes, perched atop the end of a billboard about a half a block away. Peter took off running, webbing and climbing up the billboard and managing to catch the center of Toomes' wings with another web just as Toomes took off after the plane.

"Whoa!" Peter yelped as Toomes increased his speed, aiming for the back of the plane. He'd never gone this fast before, and he was starting to shiver from the thin, freezing air, searing his lungs and making it harder and harder to maintain his grip on the webbing at the same time. "Why do planes have to fly so high? And so fast?"

Toomes caught up with the plane almost as soon as it climbed above the clouds over Coney Island, latching on to the underside just below the nose as Peter bounced along the belly, barely hanging on. Scrabbling desperately for another handhold, Peter watched with stunned shock as Toomes attached four glowing pink boxes to the plane, creating some kind of phase-shift in the plane which allowed him to pass through the belly and get inside.

"Oh my God!" Peter gasped as his frozen hands started to slip, barely managing to avoid being sucked into the turbine just as the familiar sound of firing repulsors filled his ears. Chancing a quick glance behind him, Peter's jaw dropped open in relief as he saw Iron Man—his father—flying towards him.

"I gotcha, Pete," Dad said gently, wrapping his armored arms around Peter and drawing him close. "I gotcha, you can let go now."

"Dad!" yelped Peter. "It's Mr. Toomes, he's inside the plane! He's got some glowy thing that got him inside, and he's gonna steal everything, and we need to stop him!""

"I know, Pete," Dad said. "FRIDAY's already overridden his transponder clone, so he's not gonna be able to get away."

"Oh. That's good," Peter replied, still a bit woozy from the thin air. He relaxed against his father's chest as Dad steered them away from the plane, heading towards the ground.

But only a few seconds later Peter heard the booming sound of an explosion, and he twisted around in Dad's arms to see that nearly the entire side of the plane had been blown off. Dad uttered a curse under his breath as the tip of Toomes' wing appeared out of plane's destroyed side just before boxes of supplies began to rain down towards the beach below.

"Goddammit!" Dad grumbled. "FRIDAY, dispatch Sam and Rhodey, the asshole is blanketing the Coney Island beach with our stuff!"

"But, Dad!" Peter cried. "Toomes' wings are made from alien tech, you won't be able to beat him! He's already beaten you once!"

"That's not for you to worry about, Pete," Dad said firmly as they touched down on the beach, still dodging the huge boxes falling from the plane. "FRIDAY, deploy the repulsors and get the plane back to the Tower!"

Almost immediately a red box launched from the Tower, separating into about thirty individual repulsor units as it approached the plane. The units latched on to the underside of the belly and the wings, leveling the plane off and lifting it back up towards the Tower just as Peter felt the hair on the back of his neck stand straight up.

"Look out!" he managed to yell, a split second before Toomes' feet smashed into Dad's chest, the claws on his boots poking through Dad's armor as if it were nothing more than aluminum foil and lifting him up off the beach. Peter immediately fired his web, catching onto Dad's foot as Dad fired his repulsors at Toomes' turbines, trying to power down his wings.

"It's not gonna work!" Peter whimpered, still clinging to the web holding his father's foot. Dad was still attempting to fire his repulsors and get away, but Toomes' claws held onto him as tight as a vise. "The wingsuit's too strong!"

"Too bad, Pete!" Toomes yelled down at him as he swung his wing down, clipping the web rope and causing Peter to fall backwards into the sand. "I was just starting to like you!"

"No!" screamed Peter as Toomes took off straight up, still carrying Dad as if he were nothing more than a tiny rabbit caught by a bird of prey, dodging every attempt that Peter made to try and catch them even as his wings started to spark bright white. Peter watched helplessly, his belly dropping down to his knees as Toomes brought Dad up at least a hundred feet and swung his massive, sparking wing down, hitting Dad square in the chest and splitting his arc reactor completely in half.

"Oh my God!" Peter yelled, watching with increasing horror as Toomes opened his claws and Dad began plummeting back towards the ground, completely helpless without the power source for his armor. Peter dug his heels into the sand, his eyes flitting around desperately for some way to help when he spotted a set of the fallen supply crates that had landed in a sort of funny pyramid shape. Peter immediately ran towards them, scrambling up to the top and launching his web, grabbing onto Dad's back and yanking hard, trying to slow down Dad's downward momentum just enough for the sand to brace his fall instead of breaking it. Dad landed about twenty yards away with a bone-jarring thud, bouncing once before coming to a stop face down in the sand, motionless.

"No!" cried Peter. He took off running towards his father, only vaguely aware of Toomes dropping down from the sky and landing on top of the pile of supply crates behind him as he turned Dad over, brushing the sand away from his dented mask, his fear quickly morphing into panic at the thought that his father might've been killed in the fall. "Oh my God, please, no!"

Gritting his teeth, Peter wiggled his fingertips underneath the bottom of Dad's mask and pulled, managing to bend it just enough so he could break it off. Dad's nose was obviously broken and there was a massive cut next to his left eye, but as Peter scanned him with tear-filled eyes, Dad inhaled a sharp, pained breath, his left hand raising up to pat Peter on the back.

"I'm still alive, buddy," Dad murmured in a raspy voice, his right hand coming to rest over his shattered arc reactor. "But I'd be lying if I said this didn't fucking hurt."

"You probably have a bruised sternum, Dad," Peter said, his fingers tracing the along the huge crack on his father's chest. "Your armor's cracked all down the front."

"Wouldn't be the first time, Pete." He turned his head, glancing down the beach. "Is that asshole getting away?"

"Probably," Peter said sadly. "It doesn't matter now."

"But you wanna go after him," Dad said. "Don't you?"

Peter bit his lip, looking down the beach where Toomes was busily digging through the crates strewn about the beach, probably looking for the most valuable tech to steal.

"He's a criminal, Dad," he said. "I don't want the criminals to win." Especially because of me.

Dad was quiet for a moment, his fingers stroking the back of Peter's neck. "Can you be careful, Pete?"

"Huh?" Peter sputtered. "What do you mean?"

"Exactly what I just said. Can you be careful? Those wings look like they're ready to fall apart, but that guy's still dangerous as hell and I don't want you getting hurt."

"Um…" stammered Peter. "Well, yeah. I mean, I can try, but—"

"Then go on and get him, bud," Dad said. "Sam and Rhodey should be here soon enough, and I don't want this guy getting away with any of our stuff."

"But, you're hurt!" Peter cried. "I'm not gonna leave you!"

"I'm just laying here, Pete," Dad said firmly. "I'm not going anywhere, and I really don't feel like having to rebuild all our stuff in those crates. And ours includes yours, buddy. There's some brand-new Spider-Man stuff in those boxes that I'm pretty damn proud of, so get off your ass and go get your bad guy! I promise I'm not gonna die in the meantime!"

Peter's lower lip trembled as he stared down at the battered face of his father, whose life he'd just saved. "You're sure?"

"Absolutely," Dad said, winking his swollen eye. "Just be careful! Don't do anything I wouldn't do, understand?"

With one final glance down the beach, Peter nodded. "Yeah, I understand."

Pushing himself up to his feet, Peter took off running towards Toomes. "It's over!" he yelled as he approached Toomes, who was digging his claws into one of the crates, his wingsuit still showering the beach with white-hot sparks as he attempted to take off, the metal feathers starting to jiggle loose. The explosion on the plane must have damaged it somehow. "You've lost, Toomes, it's over!"

"It's not over until I say it's over, Pedro!" yelled Toomes. "And I don't say it's over yet!"

"But, your wingsuit's gonna explode!" cried Peter as he shot his web, catching Toomes on the foot and trying to pull him back down. As much as he wanted to stop the bad guy, the bad guy was still his friend Liz's father, and Peter knew she loved him very much. Peter would never be able to forgive himself if he caused his friend to lose her father.

"Please, I'm trying to save you!" Peter yelled, yanking on the web with his last remaining strength, his lungs seizing when Toomes clipped the web with his shaking wingtip and turned around, the crate firmly hooked in his claws just as the wingsuit exploded, sending shards of Chitauri armor shooting in all directions. Toomes dropped back down onto the sand like a rock, directly into a pile of destroyed wood from one of the crates, which immediately caught fire from all of the flying sparks.

"Oh no!" Peter gasped, clambering back to his feet and racing through the flames and flying armor bits to gather Toomes into his arms. Hoisting the older man up onto his shoulders, Peter carried him down the beach away from the most hazardous areas, setting him down against another pile of supply crates and webbing him to them so he couldn't escape.

The sound of fire engine sirens filled the air as Peter ran back over to his father, whose eyes fluttered open as Peter sank down to his knees next to him. "I did it, Dad," Peter said, not without a hint of pride. "I got him. It's over."

"Good job, buddy," Dad whispered, his attempt at a smile coming out as more of a painful grimace. "I knew you could."

Peter let out a shaky breath, his pride dissipating as his chin dropped down to his chest, tears dripping from his eyes and landing on top of Dad's bleeding eye. "Um, that's not helping at all, Pete," he murmured. "Salt on wounds, remember?"

"It's all my fault that he hurt you!" Peter whimpered. "I'm so sorry, Dad! I'm so sorry!"

"Not your fault, buddy," replied Dad. "Toomes was just another demon that I created. None of this was your fault."

Peter's head snapped up as he heard the sound of James and Sam approaching from the north along with Steve's voice coming from further down the beach, directing the various first responders over to their location and pointing Natasha over to start tagging the crates strewn across the sand. Peter couldn't remember another time when he'd been more relieved to hear Steve's voice.

"Everyone else is on the way, Dad," Peter said, sniffing. "We're gonna get you taken care of real soon."

"Nice of them to finally show up," Dad grumbled as he patted Peter's back. "You'll have to tell 'em all that they missed the party."

Peter chuckled, shaking his head as he took out his earplugs and laid down on the sand, as close to his father as he could get. He could just barely make out Dad's heartbeat through his armor, still strong despite his injuries. "I love you, Dad," he whispered.

Dad slowly wiggled his arm underneath Peter, his hand coming to rest on the back of Peter's neck. "I love you too, Spider-Man."

---

Whew! That was a monster chapter, and I can't wait to see what you guys thought! :)

My family will be on vacation next week, so I won't be posting the next chapter until December 10. I would guess there's about four or so chapters left.

Come say hi to me on tumblr, I'm geekymoviemom and geeky-writes there! :)