The skyscrapers reflected in his eyes as he looked out over the city he'd sworn to protect. Things felt different since his diagnosis. Everything seemed more detailed, like there was more to life now that he knew it was going to be cut so short. The sky was painted pastels of pink and yellow by the setting sun. There was a chill in the air, making him shiver. There was gravel and dirt on the roof. There were scrapes and chips in the concrete ledge. There were some pigeons on the other end of the roof, their necks shining with a mixture of purple, blue, and green.

His brain was a sponge, trying to soak up every ounce of detail in some last-ditch attempt to keep feeling alive.

Ugh.

He didn't have that much longer. He might as well take out as many baddies as he could before the inevitable.

Inhaling deeply, he sprinted. One foot in front of the other until he reached the ledge. He sprung, vaulting into the sky. Closing his eyes, he felt the wind whip at his mask and whoosh in his ears, cold against his body and making goosebumps prick his skin. He tilted forward, falling into a swan-dive. He let himself plummet, getting closer and closer to the rooftop below.

Extending an arm, he shot a web, sticking to a taller building.

The instant the web went taut, Peter felt something sharp in his shoulder.

His grip slipped from the web and he went plummeting. Thankfully he'd been at the lowest part of his swing, so he didn't have far to fall, but a concrete rooftop wasn't exactly cushioning. Especially when hitting it back-first.

The moment he made contact, the air was punched out of him. He couldn't breathe for a solid ten seconds then, all at once, his lungs expanded painfully, sucking in an audible breath. He curled over, coughing like an old man in a retirement home. The moment he put weight onto his shoulder, he flinched with a welp. Something wasn't right. He'd done something to it. He could feel hot pain radiating through it and down his arm. He tried to massage it, but jerked his hand back. It felt out of place and hurt like a motherfucker.

Squeezing his eyes shut, he gritted his teeth. "Oh god. Oh my god."

He laid there for several minutes, in a dent in the roof, blinking up at an overcast sky. He focussed on breathing through the pain, his lungs finally having recovered.

Why was everything going so wrong?!

He heard a thunk on the other side of the roof. Peter internally cursed, wondering if it was a baddie who'd come to fight him. He really wasn't in the right state - or mood - to get into a big thing with someone.

"Kid?"

Peter blinked and lifted his head to spot the one and only Tony Stark approaching him. "Mr. Stark?"

"What's going on? FRIDAY said you had a fall."

"Wha…" How? He wasn't using Tony's suit, so how did she- you know what, he didn't want to know. He was sure the answer would just piss him off.

With a groan fit for an old man, Peter willed himself to sit up.

"What's wrong- OH GOD!" Tony was at his side in a second, his surprised expression morphing into a sort of cringe. "Uh, how're you doin' there, champ?"

Peter groaned in response and got to his feet, unable to stand up straight. "Is it bad?"

Tony's face twitched, eyes flicking between Peter and his shoulder. After a moment, he gave a cheap smile and scratched the back of his neck. "Uh, yeah, yeah it looks… it's gonna be fine. How about I take you to the Medbay anyway. Y'know, just for a, uh, a checkup."

"Oh my god, did you even try to lie convincingly?"

"Hey, I wasn't lying- Ok. fine. It doesn't look good, but it's probably just dislocated."

"Just dislocated?! It feels like it's gonna fall off," Peter gritted out. "I cannot afford a hospital bill right now." Or ever, really.

"Well then good thing I said 'Medbay' and not hospital."

Peter paused. "I was already there, like, yesterday. I feel bad using your medical equipment and stuff so much."

Tony just rolled his eyes. "Kid, the Medbay exists for these kinds of situations. It's supposed to be used."

Peter bit the inside of his cheek. He felt cheap and useless needing the Medbay again. He barely even knew Stark and it seemed every time he was around him, Peter made an ass of himself. First he'd failed to stop the former Captain America in Germany, then there was the ferry incident, then the Thanos fiasco where he'd literally died, and now he was dying again (permanently) from a disease for mutants which he'd caught 'cause he was dumb and didn't even know he was a mutant. And now to top it all off, he was getting hurt by practically nothing because his powers were disappearing.

He was supposed to be a hero - he was supposed to be Spider-Man and yet he'd nearly just torn his arm off trying to swing on his webs. He was…

He was becoming human again.

He was just Peter Parker now.

Plain old broke, orphaned, and downright pitiful Peter Parker.

. . .

"If you're gonna keep calling me here, I expect to start getting paid. I have important shit to do, or did you forget about Peter?" Stephen's face wore a grumpy glare that was directed at Tony as he stepped through the doorway. Noticing Peter, his glare fell. "What happened now?" Peter smiled cheaply. "Didn't I tell you to take it easy?"

"Yeah." Peter's voice was gruff to his own ears as he fought off the pain trying to choke him. "Dislocated my shoulder."

"I can see that. Hop on the bed."

Peter did as he was told and Stephen inspected his shoulder for several seconds.

"I thought you were supposed to be keeping an eye on him, dumbass." Stephen shot Tony a look over his shoulder.

"Hey, I try! Have you met him? He always gets mad when I track him."

"Yeah, speaking of which, how did you know that I fell?"

"You see?" Tony motioned to Peter.

"So you let him dislocate his shoulder because you were afraid he - a teenager - would get upset with you? Your idiocy never ceases to impress me."

"I'm sorry, since when is your pompous ass so good at protecting him? 'Cause last I checked, I fell into a coma for a couple months and woke up to find out you'd fucked up a spell and gotten his family killed and almost him too!"

Oof. So much for a trigger warning.

"I was trying to help him because you'd pissed off an old employee and he went after Peter to get back at you!" Stephen bit back.

"I never knowingly put him in danger!"

"Neither did I."

"But you did! You fucking did!"

It was ironic how both men were bickering with each other over Peter's wellbeing like either of them really gave a crap. When May had died, neither of them were there. Stephen was physically present around that time, but afterwards, he hadn't reached out or said anything. He did come to her funeral, at least, although he stayed at the back and left without a word. Tony, on the other hand, hadn't been there at all - for anything at any time. Which was fine. Whatever. Peter didn't care. The man was busy recovering, although at that point he would've been fine to at least attend her funeral. But whatever. Like Peter had already said: he didn't care. He wasn't close to either of them, so why should they give a shit? But it had sent a message nonetheless: they weren't going to be there for him if he ever needed them. Sure, they'd probably show up as, like, backup and stuff for Avenger related deals, but they didn't actually care about Peter himself. And yet here they were, shoving blame and pointing fingers at each other like either of them had ever done anything different.

"And what about you? The idiot who decided to bring him along on a fight with Than-"

"I think my super-strength is gone." Both the men paused their bickering and turned upon hearing Peter's quiet words. "This morning, I… I tried to move my dresser over and it was… heavy."

The men blinked at Peter.

"So thaaaaaaattttt's what happened." Tony said, mostly to himself. "I thought you just forgot to swing or something."

"I tried to pull up, but without my super-strength, my body can't withstand the force."

"Makes sense," Stephen said with a nod. "I hope I don't have to tell you that you're not to patrol anymore." Peter's face soured. "Right?"

"Yeah," Peter answered begrudgingly.

"Ok good. Now let's get your shoulder back into place."

The resentment faded from Peter, replaced with alarm. "Uh… h-how do you…?"

"I'm gonna-" Stephen gestured "-put it back."

"Uh…." Peter's eyes darted around, the need for escape shooting to his legs. He had to physically fight the urge to run.

Stephen positioned his hands on his shoulder. "Alright here we go-"

"GAH!" Peter tore himself out of the man's grasp. Stephen blinked at him. Peter smiled cheaply.

"DID YOU HURT HIM?!" Tony darted between them, forcing the doctor to step back.

"I didn't hurt him, idiot!"

"Then why'd he cry out like that?!"

"Mr. Stark! I'm fine. I just-" Peter groaned "-I was just being a baby is all."

"You were- do you want something for the pain, would that help? What can we give you?"

"Ibuprofen or acetaminophen." Stephen answered. "They'll help with inflammation."

"Ok, well we have both or those, which one do you want?"

"Uh, acetaminophen I guess?"

"K, I'll grab you some. Uh, how many milligrams do you take…?"

"Just get him a standard dose, we don't want to risk anything. With his powers going, we can't know if his metabolism is back to normal or not."

Tony grumbled something and started sifting through the cupboards in search of the meds. Upon finding nothing, he left the room, still muttering incoherently.

Stephen returned his attention to Peter. "Alright, we should really get this shoulder back into its socket. Come on, I know you're nervous, but it'll be fine. I'm sure you've been hurt worse than this."

"I know. I just… It makes me nervous being, y'know, almost human again. I feel so breakable."

"Well then good thing I know what I'm doing." Peter made a doubtful noise. Stephen gave him a flat stare. "Fine, we I'll just leave it as is-"

"NO!" Peter screeched, then caught himself and cleared his throat. "Uh, sorry."

Stephen rolled his eyes and took hold of Peter's shoulder again. "Ok. This may take a couple minutes-"

"Say what now?"

"I have to rotate your arms until it clicks back into place."

"Oh god, that's so much slower and worse than I imagined."

"Just focus on taking deep breaths."

Peter's face cinched, but he didn't argue. He did look away though. As soon as Stephen started to move his arm, pain flared and it hurt like a son-of-a-bitch. And it went on for soooooooooooooooooooooo loooooooooooooonnnnnnnnnggggggg.

Ok this was starting to get ridiculous. Time for a brea-

"GAH!" The sharp pain was over as quickly as it came. Peter blinked. He could move his shoulder again. It still felt a little 'eh', but for the most part it was back to normal.

Stephen took a step back, arms splayed. "That's it."

"That's it?"

"Yep. Now you just have to wear a sling for a couple days. And maybe put some ice on it."

"So that wasn't it."

Stephen rolled his eyes (again) and turned away, digging through the far cabinet for a brace. After a minute (and some quiet mutterings about 'shit not being where it should be'), he found one.

"Let's hope your healing factor is still around, in that case your shoulder should be back to normal in no time."

"Do I really have to wear this for two days?"

"Yes."

"Aww man."

"Just be grateful you didn't break it."

Peter's face soured. He hated being mortal. He deflated. "Ok."

"Got your meds, kid." Tony came back, one hand holding a small plastic cup with two red pills in it, and a glass of water in the other. "You gotta wear a sling?"

"Yeah."

"Well that sucks."

"Yeah." Peter accepted the meds with gratitude.

"How's it feeling?"

"Better than before."

"No web swinging." Stephen reprimanded. "And no punching or rolling or crawling or any of the crap you always do. Nothing that could aggravate your shoulder."

"Yeah, whatever…" Peter grumbled.

"Right?" Stephen said with a stern look.

"Yes Mr. Strange."

"Doctor. And how many times do I have to tell you: it's Stephen to you."

"Sorry. Stephen."

Tony held up a finger. "How come he gets to be called by his first name?"

Peter blinked and Stephen ignored him. "Keep me posted on the progression of this."

"On the shoulder or the disease thingy?"

"Both."

"Ok…"

"I want you to come back in two days. What time are your classes over?"

"It's winter break."

"Right. Stop by sometime between 6 in the morning and 10 at night and let FRIDAY know you need me."

"Uh, ok… you're here for 16 hours a day?"

"We need every spare second."

That didn't sound so good. The anxiety must've shown on his face, because Stephen cleared his throat and rubbed the back of his neck. "There's a lot of waiting, is all. Solutions need time to mix and react. Stuff like that. We're working on it."

"Ok."

"Anyway, you're all good to go now."

Peter took a deep breath and nodded. "Thanks doc."

"Try not to need me too soon again, huh."

A small smile tugged at Peter's lips and he shrugged.

"Thanks for letting me use the Medbay again, Mr. Stark."

"Hm?" The man had been deep in thought and now blinked at Peter. "Right, yeah, no need to thank me, kid. That's what it's here for."

Peter nodded. "See you in few, Stephen." With a wave, he left. After listening to their earlier argument, Peter was eager to get away from them both.

. . .

The last couple of days of winter break passed like a shadow.

After finding out he had a fatal illness, things had become a little dull.

Day four - the day before MJ and Ned were supposed to leave for school - he'd mustered up the courage to tell them. Well, courage maybe wasn't the right word: he'd kinda had to tell them something, since he was still wearing the damn sling. They'd both cried for him. At least they hadn't had an adverse reaction to him being a mutant - just the fact that he was dying.

"I won't go back to MIT. I'll drop out to stay here with you-"

"Ned, no, you can't do that. I don't want you messing up your life just for me-"

"Peter! You're more importan-"

"I appreciate it, Ned, seriously. But there's nothing you can do. Mr. Stark, Mr. Strange, and Dr. Banner are all working on it. It… it's gonna be fine." Lying through his teeth was never Peter's go-to thing, but he wanted to make them feel better. And maybe himself too. He'd been historically pretty good at the whole self-delusion thing; maybe for once, it could be used in his favour.

"Promise me, Peter, promise you'll take it easy." MJ said, her voice quivering despite her doing her best to keep it steady. "I know you never listen, but just do as you're told this once, ok?"

Peter stuffed his hand into his pocket and rocked back on his heels. "Doesn't really look like I have a choice."

She nodded. "Good."

He smiled. She smiled.

Peter had wanted to hug them goodbye, but he couldn't risk them spreading the disease to everyone at MIT. So he'd waved goodbye and watched them leave.

Cut to today. The day before he was supposed to start class again. He'd been pacing the length of his apartment for several minutes, subconsciously biting his nails. He couldn't go to school because he could spread the disease to others. But if he didn't go, then it would only be a matter of time before someone pieced together why. Even in Uni, people noticed your absence after a while. It wasn't exactly the same as getting his identity revealed again, but he really didn't want to be outed as a mutant right now. He was hated enough as-is, that was the last thing he needed.

Crap. Crud. Heck.

Fuck.

Peter's phone dinged. It was a text from Ned.

Dude! Check the news: all in-person schooling in most states have been canceled 'cause of the mutant disease! YOU DON'T HAVE TO STRESS! Stay home and get better, dude! You're gonna be fine!

"THANK GOD!" Peter exclaimed. Talk about perfect timing!

Checking his emails, his best friend's words were confirmed. An email from ESU explained the last minute decision declared by NY's Governor. Thank Odin! Peter supposed this meant online classes were going to start up soon, albeit the professors were going to need a couple days to make the change.

Now he was officially stuck inside.

In his apartment.

All alone.

For the next month - scratch that: 3.5-ish weeks.

He was already bored.

Ugh, at least he had power, a bunch of dvds, and some Ben and Jerry's that he'd spent almost all of his remaining funds on the other day.

Time started crawling by. He watched some movies, read through a couple textbooks, and took some pictures of random stuff in his apartment, like the water spot on the ceiling that'd been slowly growing over the past couple months, and the chips in the counter-top, and that rust-coloured spot that never seemed to come out of the wall, and his shoes. After hitting the 8 hour mark, he was all but banging his head into the wall, ready to create a new rust-coloured stain of his own.

God, he was bored.

And hungry, as he suddenly realized upon spotting the wrinkly apple sitting on his counter. Dragging himself to the fridge, he opened it. He had a yellow pepper that was mouldy. He opened his cupboard. He had some flour, baking soda, a few other miscellaneous ingredients, but nothing strictly edible besides the crumbs of a bag of crackers. Welp, while he'd gotten himself some fancy ice cream, Peter had failed to buy any real food, and he'd finished the last of Ned's mom's lasagna last night.

Biting the inside of his cheek, Peter gazed out the window. There was a corner store not too far away that was usually quiet. Also it was evening, so there were less people walking around. He didn't have any masks, but he could get away with using a scarf. It wasn't perfect, but he needed food. Even if it was just ramen, 'cause that was all he could afford.

At least he had an excuse to finally get out of his apartment for a bit.

. . .

The door jingled as he opened it. The store was quiet at this hour with no more than a couple other people shuffling about in the back.

Scanning the aisles, Pete found his ramen in no time. Ugh, why did everything keep costing money? Not like it was a lot, but for someone who was downright broke, a couple bucks was indeed a lot.

He grabbed three packs. It was gonna have to be enough to get him through the next couple days. Peter handed in his photos on Wednesday which meant he didn't get paid until Thursday. That was, if he was even going to get paid this week at all. His photos weren't exactly of exceptional quality this time around. Considering he was sick and had already lost his strength, he hadn't dared start a fight with anyone, which meant his photos were mostly of him climbing up walls and stuff. He could already hear Jameson's voice 'what're you thinking, Parker? These are garbage, I have a blood pressure problem, blah blah, blah.' Whatever, at least he was still the only one who could get decent Spider photos, so his job was likely safe.

He paid for his noodles. The cashier man told him he looked tired. Peter said "thank you" and left.

It had been a warmer day, for winter, and most of the sidewalk's ice had melted off in the direct sunlight during the day. Peter was thankful for that: he hated ice. It was one of the few things he couldn't stick to.

Peter stared down the street that just kept going and going and going. Normally he wouldn't've even blinked at a few blocks, but now, the thought of walking that far made him wanna curl up in an alleyway and put the decision in the hands of Odin as to whether he got robbed, or murdered, or worse. The risk honestly seemed more appealing than the walk.

Ugh.

Mustering up his quickly dwindling energy, he hauled himself forward, one foot dragging behind the other, scraping through the dirt.

He'd clean his converses later.

After hours and hours of agonizingly slow movement and feeling like his muscles were trudging through waist-deep mud, the bag of noodles gaining a pound with each step until it was a boulder dragging behind him, Peter looked back.

He'd made it half a block.

He wanted to fucking kill himself.

Maybe it was time for a break. He slumped against the nearest wall, sliding down until he hit his ass in the cold concrete, which bit into him like icicles were poking out of it. His head fell into the crook of his elbow.

Had he mentioned that he hated winter? 'Cause he really hated winter.

Someone walked past him.

Nope. They stopped.

Welp, he was about to be robbed. That sucked, he'd just spent so much on those noodles.

Lifting his head, he spotted a man peering down at him. The man quirked an eyebrow. "Having a little nap, are you?"

Peter blinked, words slurring as he forgot to make his mouth move properly, "Mr. St'rk?"

"I was just joking, but were you actually asleep?"

"No. I- I was… uh…"

The man's other eyebrow joined the first. "Ok then." A pause. "You feelin' alright?"

"Yeah, why?"

"Nothing."

"Why're you here?"

"First of all: ouch, nice greeting. Second of all-"

"I don't think you get to be butt-hurt when you obviously tracked me."

Another pause. "Well, I went to your apartment, but you weren't there. I was tracking you to make sure you weren't doing something dumb like patrolling while sick."

Peter sighed and pinched the bridge of his nose. He liked to think he was a pretty easy-going guy, but he drew the line at being stalked. Also he was grumpy right now. "And if I was, that would've been my decision. I'm using my own suit now, remember; you don't get to tell me what to do."

Daring to look up, Peter saw an unimpressed glare on Tony's face. Peter felt a little spark of his own anger flare and he matched the glare. At that, the man's expression shifted into a derivative of surprise. He backed down and looked away, peering down the sidewalk. "Whatever, I have to talk to you."

As quickly as the anger sparked, so did it die, squandered by exhaustion. Peter rested his chin on his arm. "About what?"

"Looking back on recent events, I think you should come stay at the Tower."

Peter blinked. What? "What?"

"You have a room there. And there's the Medbay." Peter's face soured. "Which I know you know you need."

Tony held Peter's gaze until Pete looked away first this time. Yeah, he knew.

So, yeah, staying at Tony's Tower was probably the smart move, but on the other hand, he'd like to reiterate the fact that he barely knew the man. At this point, he was almost closer to Stephen, that was how little he actually knew Tony. The man wasn't a stranger by any means, but it would still be weird staying at his place. Granted, he probably wouldn't be around all that often, but still. Peter would be more comfortable at his own apartment. As lonely as it was.

"I don't know. If I need the Medbay, I can just-" he shrugged "-call Happy."

Tony made an unhappy noise. "And how're you gonna call if you pass out again?"

"Ok, hey, that was only once." A little white lie never hurt anyone.

"You haven't even been sick for even a week yet! What the hell do you think the next 3 and half are gonna look like?" He sighed in frustration. "Besides, Happy's… busy right now."

Peter paused. The way Tony had said that…

Peter shrugged. "I'm fine on my own, Mr. Stark. Thanks anyway."

Pushing himself up, Peter let out a drawn-out groan. He dimly wondered if he should've at least tried to hide the sound considering Stark was right there, but he didn't care. He was too tired to care.

As soon as he straightened up, black spots splattered his vision, so dense, he could only make out what was right in front of him, and it felt like it was a mile away. He fell back into the wall, hard. His breathing was ragged in his own ears as he tried to blink away the darkness. Every muscle burned, sagging and pleading for Peter to let them rest.

He felt something red hit his chin. From the smell, he knew it was blood.

"Oh man." His legs gave out and he slid back down, ass hitting the concrete with a hard thud.

Tony rushed forward, but not fast enough to catch him. "Christ, kid, 'I'm fine' my ass. Here-" Peter heard some rustling and a tissue was pressed to his nose. "Hey, Pete, you still with me?"

With a start, Peter realized he'd had his eyes closed. He hadn't noticed. Opening them, he was face-to-face with Tony, whose eyes were heavy with worry as they moved, scanning Peter.

Tapping his glasses, the man muttered something to himself. Peter made out the voice of a woman replying. Despite Tony being right in front of him, Peter's brain was too much mush to decipher what had been said.

After a few more moments, Tony sat back on his heel, arm resting on his knee. "Will you come stay at the Tower now?" Peter looked at him. "Please."

Ok maybe Tony had a point after-all. Peter had been getting worse each day - each hour, it felt like. He'd already blacked out again yesterday and hit his head on his counter. At least his super durability and healing factor hadn't disappeared yet. But they would soon.

Also, he didn't really have any food… and that was probably bad.

The Tower would probably have food, right? Peter wasn't actually sure. He'd never been to the penthouse part of it before. At least he had a couple days worth of food of his own, just in case.

Speaking of which, his eyes dipped to the bag sitting beside him. "But I just bought ramen."

Tony opened his mouth to respond, then shut it with a tilt of the head. "You can bring it with you, you know." He added, "I'll even buy you more."

Well there was the answer to the food question. He felt cheap, though, relying on Tony to buy him such basic necessities. He wasn't responsible for Peter; it wasn't his fault Pete couldn't even figure out how to feed himself. And yet here he was, offering to like it was nothing.

Peter bit his lip. "Only until…" until he died "… this is over, ok?"

The man perked up. "Yeah, yeah, for sure, kid. Once we get you your cure, you can skedaddle."

"Skedaddle," Peter breathed. That was a fun word. His delirious brain chuckled. He saw Tony smirk. "Ok."

"Ok?"

"Yeah."

"Awesome! Here," he held out a hand to help Peter up, his other one keeping Peter steady as he wobbled on his feet, "I'll give you a lift." Tapping his chest, his suit formed around him in an instant, covering him in a sheet of titanium-gold alloy, except his head. "You wanna piggy-back or?"

Peter's gut twisted, a sudden rush of panic-fueled adrenaline chasing away his exhaustion.. "Uh… I'm- I'm good."

"You're good?"

He took a step back. "Yeah. I don't- I don't need, uh, need a ride."

"Kid, it's no big deal. You can't honestly tell me you're gonna walk; you look ready to keel over."

"No really, it's alright, Mr. Stark, I'm feeling better now; I can walk-"

"Come on, flying will be fun. And a lot quicker."

"Wait, Mr. Stark-"

Peter was cut off when metal arms wrapped around him, pulling him close. Within an instant, the ground disappeared from under Peter's feet. Wide eyes watched as the cars below became specks, the encasing of skyscrapers breaking apart by wide open sky. Penthouses once too far to see above, now at eye level.

a scream ripped through Peter's throat, barely audible over the harsh wind whipping in his ears.

"PUT ME DOWN RIGHT NOW!" Peter clawed around Tony's neck, squeezing so hard that if he'd still had his spidey-strength, he'd have definitely broken the man's neck.

"Jeez-" Tony came to a stop. One arm struggling to keep himself balanced, while the other grappled to keep ahold of Peter, who had suddenly turned into a monkey.

"OH MY GOD DON'T DROP ME!" Dizziness swam across Peter's vision making him feel faint as he made the mistake of looking down.

"I WILL IF YOU DON'T STOP THAT!"

"OH MY GOD!" Squeezing his eyes tight, Peter settled into his new position: arms squeezed around Tony's neck and his legs hooked around his hips like a koala.

"Jesus Christ, kid."

"PUT ME DOWN RIGHT NOW, ANTHONY! PUT ME DOWN!"

"Ok ok ok ok! HeRe yOU gO!" Tony, with great difficulty so as to not tip over, settled down on the nearest roof.

"AAAAAAAAAAAAAA!"

"Ki-"

"AAAAAAAAAAAAA!"

"KID! Stop screaming, we're on a roof now!"

Pausing, Peter cracked an eye open, and, seeing the roof, let go of Tony and crumpled to the ground.

"Thank god!" Peter crawled on all fours away from the ledge. "I'm gonna throw up… Yep. Nope. Yep. Nope…. No. Maybe."

"What the hell's wrong with you?" Tony held out a tentative hand like he was approaching a scared animal. "Are you… alright?"

"Uh…. yeah." Peter bit his lip as the imminent panic subsided to make way for embarrassment. "I'm, ahem, I'm fine."

The helmet retracted, showing a goatee man with a very flat look. "Yeah, sure you are."

"… ok fine. I may have a slight fear of… uh fearofheights."

"What?"

"I'm afraid of heights ok?!" Peter threw his hands up in the air and settled into a criss-cross on the ground with a scowl.

"You- ppfffff ha ha!"

Surprise flashed across Peter's face then settled into a very irritated look.

"I'm sorry, I'm sorry." Tony held up his hands in surrender. "But kid, you're Spider-Man. How can you be afraid of heights? I have literally seen you jump off the empire state."

"Well, yeah, but that's because I have webs to catch me AND I can just stick to anything to stop myself from falling in the first place." Pete shrugged and started drawing web designs in the dirt and snow. "When I first got my powers, it took me, like, a couple weeks before I could even climb up the side of a building. And now that my powers are going, it's like the fear just came flooding back."

"So what I'm hearing is," Tony crouched at Peter's side, "you can handle the fear when you know you won't fall."

"I guess…"

"Well then problem solved, 'cause I'm not gonna drop you."

Peter blinked. "I- I mean, I- I know, but-"

"Do you trust me, kid?"

"... yeah…"

"Then can I ask you to trust me not to drop you?"

Peter bit his lip, eyes flickering to the edge of the building. "I guess."

"Good, 'cause you don't really have a choice anyway." Tony stood up and walked over to the ledge, peering over it.

"What're you talking about?"

"Where's the door to the roof, Pete?"

Peter's eyes widened and he scoured the roof. Tony watched him deflate, realizing there was no way down. "Oh man," Peter breathed.

"You need another minute to breathe or you ready to go?"

"Uh…" Peter looked green as he got to his feet, as unsteady as that famous bridge from that video - you know the one that was supposed to be all wiggly. "Uh, yeah, yeah, we- we c- we can go." He paused, warily eying the ledge. "Can you come here, tho?"

Tony playfully rolled his eyes, but obliged.

Peter's arms looped around Tony's neck, eyes glued to the ledge. "I swear to God, Tony, if you drop me I am going to haunt your toilet. And every time you go to poop, I'm gonna break the toilet."

Tony paused, unsure of what to say to that one. It was a weirdly specific threat, but a threat nonetheless.

"I won't drop you, I promise, kid."

"Yeah," Peter's voice was meek and he squeezed tight, "ok."