The entire planet quieted, the battle over-for now, at loosed Katya from his webs and she immediately ran to Mr. Stark, asking a million questions at once.

"Are you okay? Did he hit anything? Make sure you get it all- here, let me see-" She knelt down in front of him as he finished cauterizing it, and ignored his protests when she ran her fingers alongside it, taking charge like she always did when she panicked. Peter let her, though he was hyperaware of the emptiness in his arms where she'd been not moments before, and got up to follow her, where all of the survivors- thankfully, it looked like they'd all survived- of the battle, were beginning to coalesce. Katya helped Mr. Stark to stand, and Peter came over to grab her hand reassuringly.

"Our last hope is earth." Doctor Strange said, his voice strained but flat.

"Or whatever weapon Thor managed to get." Quill said, his voice more hopeful than his words. His eyes were red-rimmed, and he still held both his guns in his hands, but they were uncharged.

"Something's happening." Mantis said cryptically, but before she could get all the words out her body slowly began to turn to ash, and she dematerialized in front of their eyes. Peter blinked, hard, not quite sure what he just saw, and scanned the area for where she could have gone, but- there was no sign of her. She'd disappeared.

Thanos must have won.

Drax was the next to go, followed by Quill, who's last words were "oh, man,-" under his breath.

Tony whirled around, trying to make eye contact with the rest of them. Peter squeezed Katya's hand, and she stumbled, uncharacteristic of her, so he brought the rest of his arm around her just in case. Peter was praying she'd just hurt her ankle.

"Tony." Strange said from his spot on the side. "There was no other way." Almost as soon as he finished his sentence, he dematerialized as well.

Peter and Katya looked at each other in horror.

Peter grabbed her face in his hands. "That's more than half already, we're going to be all right-"

Katya stumbled again and slumped forward, her hand across her stomach, as if she'd been hit by something that pained her. Her eyes screwed shut. "No, no, no-"

"Mr. Stark-" Peter began, and Tony without a word stepped closer, laying a hand on Katya's back.

"Katya, you're okay, it's going to be okay-"

Peter felt himself lose his footing as well. "Mr. Stark-" He didn't know who else to call out to. Everything was disappearing before his eyes and there was a strange, painful tingling in his legs, almost like he'd let it fall asleep but it was rebuilding itself from scratch. He didn't have time to look down- instead, he leant forward and kissed Katya's forehead, adding to Mr. Stark's soothing words.

"Myshka, it's okay, it's all going to be okay- I won't let you go- I-" he stumbled again, his hand dropping from her face without him wanting it to. The pain was crawling up to his stomach. "...I don't feel so good."

"Pauchok,you're okay-" Katya cringed over her stomach again. "Pauchok, stay with me-"

Peter was full blown panicking. "I'm not going anywhere- myshka,-" It was getting harder to speak, and he could see the lines around her form begin to blur, her skin beginning to flake. " I don't know what's happening," His own balance wavered, again "- but remember, ya tebya lyublyu-" He fumbled over the words, "I love you so much-"

And she was gone.

"No…" it came out as a whisper of anguish- he figured it could've been louder, more emphatic,more reflective of the actual limb-tearing pain he'd be feeling, if he himself hadn't felt so numb and disjointed. His eyes began swelling with tears. With the space between them vacated, his body thrumming, he fell into Mr. Stark's arms. He began to ramble. "I don't want to go, I don't want to go, Mr. Stark, please-" As if Mr. Stark could help anything.

Peter lost his footing entirely and fell to the floor, Mr. Stark following him, propping himself over the boy.

"You're all right, Kid."

If either of you die, I feel like that's on me. And I don't need that on my conscience.

"I'm sorry." Peter managed out, before everything-