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Dream (With Your Eyes Open)

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“Peter!” A hand was shaking him. Was he late for school? He didn’t really feel like getting up. Maybe May would let him stay home. He was so tired. It couldn’t hurt, could it? Just for today.

“Mmm. No.”

Yes, Peter. Open your eyes.”

Huh. That wasn’t May. That was Mister Stark. Why was Mister Stark in his bedroom?

“Come on, buddy. You’re sort of freaking me out here.”

Freaking him out? Why was Tony worried about school? Hadn’t the man picked him up under the pretence of a fake conference just so they could get ice cream the other week?

He shifted, and felt something squish underneath him. That was weird. His bed didn’t squish. Did it? Maybe he should get up, after all.

Peter tugged his eyelids open.

Tony was hovering just inches above him. He snapped his fingers in front of Peter’s face, and the teenager shrunk away from the noise on instinct. For some reason, that seemed to please his mentor. “Thank god. You with me, Underoos?”

How the hell did he-

Oh. Right.

Weird sorcerer dude trying to take over New York City. Fighting alongside Iron Man. Cornering the weird sorcerer dude. Weird sorcerer dude yelling some kind of weird sorcerer dude chant and then everything had gone dark.

Tony shifted, and his knee bumped Peter’s shoulder. The movement sent a thrum of pain through his skull. “Ouch.”

His mentor’s face softened with understanding. “Does your head hurt too?” Peter tried to nod, and then winced. “Yeah. I sympathize.”

The teenager rolled onto his stomach and pushed himself onto his knees with a groan. Tony helped him to his feet, sweeping calculated eyes over Peter’s body as he did so.

“Any injuries I need to know about?”

“I don’t think so.” Peter took in Tony’s shirt and pants. “Where’s the suit?”

“No idea. I tried to call it but nothing happened. I’m guessing you remember how we ended up here?”

“The weird sorcerer dude? Uh, yeah.” Peter paused. “Where the hell is here, anyway?”

His mentor shrugged, obviously as perplexed as Peter, so the teenager busied himself with taking in the landscape. The ground felt strange and spongy. It was a strange smattering of neon green and purple. As he watched, the colors morphed and swirled together before breaking apart again. It reminded Peter of the way the colors had moved in a lava lamp that he’d had when he was younger. The strange ground stretched around them in gentle hills for as far as he could see. When he looked up, the sky was a turbulent black. Every once in a while, a flash of gold would peek through. Otherwise, there was only darkness.

It felt weirdly familiar. Like he’d seen it all before in a distant dream.

The realization hit him so suddenly that his mouth dropped open.

“This is not possible.”

“What do you mean?” Tony’s neck whipped around as he searched wildly for the source of Peter’s distress. He had no idea that he was standing on it. “What isn’t possible, Peter?”
“This is Planet Drool.”

“It’s Planet what now?”

“Planet Drool. I made it up, Mister Stark.”

His mentor’s expression turned dubious. “This is your imaginary world?”

Yes. I know it sounds crazy,” Tony snorted, and Peter glared at him, “but I’m not lying. Besides, you and I have seen crazier things than this.”

“Well, I’ll give you that.” The billionaire kicked the ground underneath his shoes and winced when it let out a wet squelch. “Nice flooring, kid. Remind me to remind Pepper to make sure you have zero input when we redecorate the Tower.”

“Shut up.” Peter grinned, feeling excitement rush through him in spite of the situation. “I can’t believe I’m actually here!” He jumped, laughing when the ground vaulted him even higher. “See? The ground’s a trampoline! How do you like my flooring choices now, Mister Stark?”

Peter could see a fond smile tugging at his mentor’s mouth even as the man fought to stay impassive. “Oh my god. You’re precious.”

The teenager ignored the comment. “So how do we think we ended up here?” Peter felt a little breathless from bouncing, but it didn’t stop him from trying a flip. “The last thing I remember is that sorcerer guy chanting something.”

“He must have realized he couldn’t defeat us and tried to send us away instead.” Tony winced as Peter did a particularly daring series of acrobatics. “Will you please be careful?”

“C’mon, Mister Stark. It’s not like I’m-”

When Peter landed from his most recent jump, everything warped and blurred. By the time his vision slid back into focus, he was on his knees and Tony’s hands were frantically gripping his shoulders.

“Shit! Peter?”

He looked up at his mentor sheepishly, still blinking the haze from his eyes. “Hi.”

The man’s hands move to cup his face. Peter could see his mentor’s pupils darting around anxiously as he searched the teenager’s face for any sign of pain. “What the hell was that? One minute you were bouncing around like an idiot and the next you dropped like a stone. Damn it, Peter. I told you to be careful.”

“I dunno. Maybe I just moved too quickly after waking up.” At Tony’s incredulous look, Peter rushed to elaborate. “My head does still hurt a little.”

Tony didn’t look convinced, but relinquished his death grip on Peter’s arm anyway. He brushed a curl out of the boy’s face, and the gesture was done so absentmindedly that the teenager wondered if the billionaire even knew he’d done it. “Sure. But no more bouncing, okay?”


His mentor looked around them with narrowed eyes. “Alright, Underoos. This is your dreamland. There happen to be a train out of here? Some kind of portal? A rocketship, perhaps? Kids like rocketships, right?”

Peter giggled, trying to ignore the lingering lightheadedness. “I guess? I was more of a dinosaur kid, to be honest. And, uh, no. I never really thought of a way in or out.”

Tony threw his hands up in frustration. “Perfect. Do you at least know the way to civilization? Preferably one that isn’t reminiscent of Jurassic Park?”

Peter thought hard for a moment. He knew that there was a city. He also knew that there was a way to find it. Why couldn’t he remember? It hadn’t been that long since he’d thought of Planet Drool, had it?

“The river! We follow the river!”

Why had that taken so long to remember?

“What river?”

“The gold one.” Something clicked in Peter’s mind as he said that, and his eyes trailed upwards. “Wait... this is wrong.”

“What do you mean?”

Peter turned to Tony with confusion twisting his face. “The sky’s supposed to be gold, like the river. It’s not black.”

“Really?” His mentor drawled. “We’re literally stuck in your imaginary world and you’re worried about the color of the sky? Priorities, Peter. Priorities.”

“I just think that-”

The world tilted again. If Tony hadn’t lunged forward to grab frantic handfuls of his shirt, Peter would have had another very unwelcome introduction with the ground.

“Whoa, buddy.” Everything was spinning. “I’ve got ya.”

“I don’t-” Peter tried to blink the black spots out of his vision but they only multiplied. Tony’s frantic rambling buzzed pleasantly in his ears as the world phased out.

When he came back to, they were on the ground and Peter’s head was cushioned in his mentor’s lap. Tony was rubbing his knuckles against the teenager’s sternum, and he fumbled the fist away with a groan.

“Peter? You back, bud?”

“Where’d I go?”

“I was hoping you could tell me.”

“I-I don’t know what happened.” Peter rubbed at his temples. His head felt jumbled and strangely empty, like he’d lost something. “Everything just got all wobbly for a second.”

Tony smiled, but it was strained. “I know this is a shock, kiddo, but maybe swooning isn’t your best bet.”

“Haha. You’re so funny.”

The jokes felt easy, but Peter knew that they were far more a coping mechanism than actual humor.

“You ready to get upright again?”

Oh, right. He was currently spread out in the damp dirt in Tony’s lap. Not his finest moment for sure.


After Tony had helped him to his feet, Peter sighed. “You find the river by the stars. But there aren’t any because the sky’s all wrong.”

“So we choose a direction and walk, buddy. No biggie.” Peter could tell that his mentor was trying to play off how much Peter’s sudden nosedive had really shaken him. “You choose. It’s your world. Literally.”

Peter chose a random direction with a shrug. As they walked, Tony rambled.

“So you’re the, what, king here?”

Peter shook his head with a small smile. “Oh, no. There isn’t a government or anything.”


“Everyone just does their thing, Mister Stark. We don’t need people telling us what to do.”

“Oh my god. Little you was an anarchist.” Tony starts, faking worry. “Is big you and anarchist? Having any urges to overthrow the establishment, kid?”

“I’m a teenager.” Peter drawled. “Isn’t that sort of my job?”

“To overthrow the establishment? Hopefully not. I’m part of the establishment.”

“All the more reason.”

“Wow. I’m definitely locking you away when we get home. I’ll let you out when you’re twenty.”

“Very funny.”

They fell into silence for a while. When Tony spoke again, his voice was serious.

“You feeling okay, Peter?”

He thought about it for a second. To be honest, he felt weird. Airy and surprisingly tired. He relayed that to Tony.

“I don’t like this, kid.”

“Couldn’t it just be a side effect of the sorcerer's spell?”

“But I’m not fainting, Pete. In fact, I feel fine. If it was a side effect, we’d both be experiencing it.”

Peter blushed a little. “Do we have to call it fainting?”

“Oh, I’m sorry. Does that threaten your fragile, teenage masculinity? How about swooning? Is that better?”

“I hate you.”

“Sure, kid.”

A bout of dizziness had him stumbling into Tony’s side. It passed as quickly as it had come.

“Okay. Before, I was perturbed. Now I’m really perturbed.” Tony clutched Peter’s elbow tightly enough to bruise. “This isn’t normal, kid. Even you have to know that.”

“I know, Mister Stark. But what are we supposed to do about it?”

“Don’t you have doctors here? Or did you decide that you don’t need those, too?”

Peter rolled his eyes. “We don’t need doctors, Mister Stark. No one gets sick on Drool.”

You’re sick.”

“We don’t know that.”

“Oh, I definitely think we do.”

Man, Mister Stark could be really annoying when he wanted to be. “Even if I am sick, the only thing we can do is get back home so Doctor Banner can poke and prod me to both his and your hearts’ contents. So, we try to find the river and get back to Earth so you can stop worrying about me.”

Mister Stark’s response was muttered, but Peter still caught it. “I always worry about you, kid.”

The comment made all his exasperation with his mentor dissipate.

“I know, Mister Stark.”

The man looked shocked for a moment, before he hid a flash of embarrassment behind a hastily composed mask of nonchalance. “Super hearing. Damn it. Why do I always forget about the super hearing?”

They lapsed into silence again. The hills rolled out into the horizon, but nothing ever faded into view. They could have walked just a few feet or a hundred miles. Peter couldn’t tell.

“You couldn’t think of, like, trees?” Peter smiled at his mentor’s comment, looking around at the barren landscape. “Or flowers? Animals? A bird or two?”

Tony’s humor faded as Peter faltered on a step. “I-I think there are animals. I don’t… I don’t know where they are.”

The billionaire shrugged it off, touching Peter’s shoulder gently. “Maybe we scared them away. It’s a shame there aren’t any landmarks, though. How does anyone know where to go?”

“I told you. They use the sky.”

“Which would, of course, be the one thing we can’t see.”

Peter just grinned. “I mean, that’s kind of our luck, huh?”

Tony ruffled his hair. “You’re right about that, kiddo.” The older man glanced around once again, fruitlessly searching for some blip in the vast, never-ending landscape. “So I guess we’re lost.”

The words acted like a trigger. As soon as they’d left his mentor’s mouth, the ground rippled and all the solidity in the spongy substance seemed to evaporate. Peter felt himself fall through. There was a brief, terrifying moment when the ground closed over his head and and the pressure around his lungs made his ribs creak. He wondered if he would ever breath again.

I don’t want to suffocate. Pleasepleaseplease.

Then, his ribs were free and he was falling. The world spun around him in such a dizzying swirl of color that he squeezed his eyes shut. He managed to drag in a desperate breath, but almost all of the oxygen was torn away from him as air rushed past his face.

Will I ever stop falling?

And then he did stop. Right before he could slam into the ground, an unseeable force jerked him to a halt. He hovered there, suspended just a foot above the gray dirt, before the force disappeared and he landed face first on the ground.

Tony must have recovered quicker than he did, because his mentor hauled him to his feet before he could even process what was happening.

“You good?” After Peter shot him a breathless nod, the billionaire started looking at their new surroundings with a mix of stubborn curiosity and frustration. “So, where the hell are we now, kid?”

Peter looked around. Everything was gray, from the dirt under their feet to the sky stretching over their heads. And all around them were a series of random, massive objects. A few wooden blocks that stood significantly higher than Mister Stark’s head, a pair of broken headphones whose ear pads could probably act as a pretty comfortable bed for a normal sized person, a bent coat hanger that twisted so high up that Peter had to crane his neck to see the top, and a Rubix cube the size of Peter’s school bus. The more he looked, the more he saw. It looked like a child’s landfill.

“Uh,” Peter squeezed his eyes shut, tearing through his memories, “honestly? I don’t know.”

“You know, for being the one who invented this place, you seem to know pretty much nothing about it.”

The teenager glared. “To be fair, I was, like, seven. I haven’t thought about Drool in years.”

“Whatever helps you preserve the last shred of your dignity, buddy.”

Peter was about to shoot back a snarky retort when something just ahead caught his attention. “Wait.” He stared at the familiar metal structure with his head cocked. “I-I’ve seen this before. It’s on the tip of my…” His eyes widened, “finger!”

“That’s not exactly the saying, kid.”

“No! It’s a finger! It’s a hand!” He spun around. “And another hand!”

Tony took a tentative step towards him, hands extended as if he’d have to catch the kid at any moment. “You feeling okay? You gonna take another nosedive?”

“I’m fine, Mister Stark! I just need to find-” A huge smile broke across his face. Right in front of him, half buried underneath the dark grey dirt, was a robot. His face was cylindrical, (Peter had made it out of an old soup can), and his shiny silver paint had dulled with age. His teeth slotted together like gears, and his mouth looked large and clunky compared to his delicate head. Overall, Peter had to admit that the robot was awful. He could see a dozen design flaws at just a cursory examination. But none of that mattered, because he knew him. “Tobor!”


He shrugged his mentor off when the man tried to slip a steadying arm around his back. “Tobor! I dreamt him up when I was a kid. He was supposed to be a robot that could help me with my homework. I tried to build him once. Everyone kept telling me he would never work.”

“Then everyone underestimated just how smart Peter Parker is.” Tony shot him one of his rare, genuine, I’m proud of you, kid, smiles. “Why is he here?”
“I don’t know…” Peter regarded the robot’s head curiously for a second. “But he’s supposed to be really smart. Maybe he can help us.”

“Does he work?”

“I guess we’ll find out.” The teenager stepped forward and tried to put on his most commanding voice. “Tobor! Awake!”

Huge, comically spherical eyes blinked open. “Yes?”

Peter turned to Tony, eyes shining with excitement. “He works!”

Another smile, soft and borderline adoring. Man, Tony was really humoring Peter today. “Good job, kiddo.”

“We can ask him anything now.” Peter looked back at Tobor. “Where are we?”

“You are in the Dream Graveyard, where forgotten dreams lie.”

Peter tried not to think about what his and Tony’s presence in a Dream Graveyard indicated about their situation. “How do we get home?”

“The answer is in your dreams.”

“So I need to… fall asleep?”

“Not exactly.”

“Alright,” his mentor moved to stand right beside the teenager, exuding all his usual Tony Stark arrogance and determination, “this is nice and all, but I’m getting tired of riddles. What’s wrong with the kid? And if you try to answer with some cryptic bullshit, I’ll lose my damn mind.”

“Mister Stark, I’m fine!”

“Sure you are, Peter. I forgot that it’s completely normal for otherwise healthy teenage boys to faint several times a day. Silly me.”

“If I may?” If he wasn’t a robot, Peter would say that Tobor seemed amused. “The planet is dying. Your presence here has disturbed the order of things. Young Peter is the source of it all. Everything within our world begins and ends with him. As the planet dies, so will he.”

For the first time since they’d ended up on Drool, Tony floundered. “You mean he’s dying?”


Peter spoke over his mentor’s colorful cursing. His head was starting to spin again, and he wanted to get the question out before he physically couldn’t. “So how do we stop it?”

“The only way to save both yourself and the planet is to seek the Gatekeeper’s passage. He, and only he, can send you back home.” Tobor paused. “But I offer you this: you may not like the price you must pay.”

“He’s dying.” Tony snapped, lunging to grip Peter’s elbow as he started to sway dangerously. “I’ll do anything to stop that.”

There was something lurking under Tobor’s tone when he responded that made Peter’s stomach curl. “As I said.”

Peter’s eyes unfocused as his vision swam. He felt Tony guide him gently to the ground and rest a comforting hand on his head before addressing Tobor frantically. “Where do we go? How can we get out of here?”

“I can carry you to the edge of the Graveyard, but not farther. This is my place. I cannot leave. From there, you must travel to down the Passage of Time until you reach the Dream Caves. It is within their depths that you will find the portal home. The Gatekeeper will help you from there.”

If Tony responded, the words got lost along with Peter’s consciousness.


He woke up as Tony was pulling him off of Tobor’s… mouth? That was floating?

“Am I dreaming?”

“Kid?” His mentor’s excited yet concerned face popped into view as he sat him on the ground. “Hey! Look who’s back with us!”

“How long?”

“Longer than last time.” Tony’s face was grim. “But it’s fine. We just have to take a little walk down this road, go spelunking, and then we’ll be back home and you can stop with the whole dying thing.”

Peter blinked rapidly as he stumbled to his feet and took in their new environment. They were at the entrance of a long, winding path that cut through a forest of very peculiar trees. They, along with the path itself, seemed to be made of clear crystal. He moved to one, running his fingertips over the trunk cautiously. He flinched back when his touch left behind streaks of bright blue. It reminded him a little of the color changing spoons his and Ned’s favorite ice cream shop had. When they were cold, they were purple. When they were warm, they turned pink. He watched, mesmerized, as the blue faded until the surface was back to its original appearance.


Peter turned to look at his mentor just as the man moved, and he noticed that his footprint stayed etched on the ground for a few moments, bright and red, before fading away. He tried it himself, and cocked his head curiously when his own footprint glowed the same vibrant blue that he’d seen on the tree.

Tobor, who was still hovering a few feet away, must have noticed his bewilderment. “This is the Passage of Time. As you walk, you leave your essence on the very fabric of time itself. The colors of your footprints are unique to only you. No two people will leave the same signature.”

“So it’s like a fingerprint?”

“Exactly like a fingerprint.”

A gentle tinkling, similar to the sound a windchime makes in the breeze, made Peter’s eyes glide upwards. Flitting throughout the canopy above them were hundreds of birds. They seemed to be made out of the same crystal that the rest of the environment was sculpted from, and yet suddenly there was color. Each individual bird had its very own pigment, from rich burgundy to delicate lilac.

One of the birds, whose glass-like feathers were an emerald green, landed on a branch right beside them, looking down at Peter with strangely misshapen eyes. It took the teenager a second to realize that, actually, they weren’t misshapen at all. The bird’s eyes were clocks.

Some strange urge come over him, and he reached out and touched its wing. The bird’s green color was rapidly overcome by Peter’s blue, until not a hint of its original appearance could be seen.

For a breath, the two just stared at each other. Then, the creature shuffled its wings and opened its beak, but it didn’t crow or sing. In fact, the only noise that left its mouth was a repetitive ticking.

Tick, tock. Tick, tock, Tick, tock.

Peter heard the unspoken message. You’re running out of time.

“Alright. Shoo.” Tony waved his hands at the bird, and it fluttered away. “That’s going to be insufferable.”

Peter heard the unspoken message there, too. He doesn’t need time. He’s got me.

All of a sudden, his legs turned to jelly. This time, he was actually grateful for Tony’s hovering hands. There was a split second when he thought he wasn’t going to stay upright for long. The feeling passed, however, and he gave Tobor a sad smile.

“I’m sorry I forgot about you, Tobor.”

The robot regarded him kindly. “Something tells me you won’t forget me again.”

“I promise.”

“Goodbye, Peter. And good luck.”

Once Tobor disappeared over the horizon, Tony tugged Peter’s arm.

“C’mon, kiddo. Let’s get going. And don’t try to run ahead. I know you’re on an independency kick, and I’m all for it, but maybe put it on hold until you aren’t in danger of passing out at random intervals. Sound good?”

“Yeah. Okay.”

“Perfect.” His mentor gestured towards the winding path with a strained smirk. “Shall we?”


After a few minutes of silence, Tony spoke up.

“Do you remember this path?”

Peter’s face scrunched up in concentration. If Tony Stark didn’t have a reputation to upkeep, he might even say the expression was adorable. “I… kind of? I feel like I should, but it keeps getting away from me.”

The kid nearly nosedived on the next step, and Tony caught him around the waist, hoisting the teenager’s arm over his shoulder as he did so. It said a lot that Peter didn’t protest.

“Are we almost there?”

Man. Peter sounded pitiful.

“I hope so.” A beat. “You okay?”


“Nice lie. Maybe try the truth?”

Peter sighed. “I’m not in any pain, if that’s what you’re asking. I just feel really tired.”

“You tell me if you’re gonna pass out again, alright?”

“Does it matter? Doesn’t seem like you’re gonna let go of me anytime soon.”

“You’re damn right I’m not. Now shut your trap and focus on moving your feet. I’m not doing all the work for you, princess.”

Peter passed out four times on the way to the Caves. Each time, the episodes came on a little faster. Not only that, but the kid seemed to deteriorate with each one. By the fourth, it took Tony almost twenty minutes to rouse him and another ten for the teenager to be coherent.

Frankly, the billionaire was terrified.

The mouth of the Caves nearly made him sob with relief.

They looked a little like cracked geodes. While the shell of the Caves were covered by a thin crust of brown rock, the interior was composed entirely of stunning color. Gems and crystals of all shapes, sizes, and hues created a dizzying kaleidoscope of light.

Tony had to admit. His kid had one hell of an imagination.

Peter pulled away from Tony as they approached the entrance. The older man allowed it, but kept a firm hand on the kid’s back, just in case.

The teenager stopped abruptly at the mouth of the cave, eyes going distant. For a moment, Tony thought he was going to pass out again. Then, the kid spoke quietly.

“I think we have to ask to be let in.”

“How do you know?”

“I dunno. I just feel it.” Hesitantly, Peter pressed his hand over the threshold. The air gleamed, like the sunlight had suddenly hit an invisible pane of glass, and his fist didn’t move any farther. “See?”

Tony couldn’t wait to get back home, where the laws of physics actually worked. This place was giving him a headache. “Alright, then. Ask away, Underoos.”

“Uh, hello?” The billionaire hid a snicker at how ridiculously young the kid sounded. “Could we, uh, come in, please?”

“Nice one, buddy.”

“Don’t be-”

The barrier disappeared abruptly, and Peter shot his mentor a triumphant grin.

“See? It worked.”

Tony rolled his eyes. “Yeah, yeah. You can lord it over me later. Let’s go.”

The moment they stepped inside, the world behind them vanished. Instead of an exit, Tony found himself staring at another wall decked out in a migraine-inducing array of rainbow crystals.

A voice, disembodied and regal, echoed around them. “Peter Parker and Tony Stark. Welcome to the Dream Caves. You seek passage to Earth.”

It wasn’t a question, but Tony answered it anyway. “Yeah, we do. Are you the Gatekeeper?”

“I am.”

Tony turned to Peter wryly. “I’m actually talking to someone called the Gatekeeper. This is ridiculous. No one is ever going to believe me.”

The kid gave him a tired smile. It didn’t escape Tony’s notice that he seemed paler than before. “I’ll believe you.”

He scrutinized the teenager’s appearance quietly. “You good?”

“Been better, but I’m okay.”

The only thing I can do is get him home.

“So how does this work?”

“You must face your dreams.”

“Everyone keeps saying that, but no one tells us what it actually means.”

“As you travel through the Caves, they will show you your dreams. Your memories, if you will, both good and bad. In many ways, it is a highlight reel of your greatest triumphs and your harshest losses. Once you have confronted them all, I may send you home.”

Tony tried to hide the way his hands had started to shake. He was the kind of man who had more than a few memories he’d rather suppress than relive. “What’s the point of that?”

“Does everything need a point, Mister Stark?”

Mister Stark, like the kid calls him. The billionaire doesn’t understand why the Gatekeeper’s use of the moniker makes his skin crawl.

If I don’t do this, Peter dies.

“Fine. We’ll do your stupid trial.”

“Good luck.”

The world swirled away.


They are watching Spider-Man, in his old pajamas, swing along the Brooklyn Bridge. He is clumsy with the webshooters in a way that suggests to Tony that this is very early in the vigilante’s career. A woman is standing on the edge of a beam. She is crying.

Peter lands a few feet away from her.

“Ma’am?” Peter sounds terrified. His voice wobbles. “Ma’am? Do you need some help?”

“Stay back!”

She stumbles closer to the ledge. Peter freezes.

“Okay, ma’am. There’s no need to be upset. I just want to help.”

“You can’t help. Nobody can.”

“That’s not true. Someone can always help.”

The woman looks at Peter with bloodshot eyes. “You’re young.”

The kid stiffens, but doesn’t respond.

“There are things you don’t understand yet.”

She jumps.

Peter shoots a web. It is hasty. The calculations are way off.

He misses.

She falls.


Peter is sitting on on the ledge of a sandbox. He cannot be more than six and he is alone. Other children’s laughter and screams bleed into the image, but Peter plays by himself. Suddenly, another boy wanders into frame and sits next to the kid.


Peter looks up from his Stormtrooper action figure and smiles shyly. “Hi.”

“My name’s Ned! What’s your name?”


“Hi, Peter! I like your toy.” Ned brandishes his own Stormtrooper with a grin. “Do you wanna play Star Wars together?”

All of the kid’s timidity vanishes at the sight of the other boy’s action figure. “Yeah!”

The scene fades out to the sound of twin laughter.


A younger Tony Stark mouths off to a group of terrorists, and they drive his head into a trough full of water. The older Tony Stark is only watching the memory, but he knows that he cannot breathe.

He sputters and chokes and inhales the dirty liquid as he struggles in vain.

His captors laugh. They shout taunts about his father and his company and his legacy. The worst jeers are the ones that are true.

The memory fades as Tony passes out and does not reawaken, even when one of the terrorists drives a unforgiving boot into his ribs.


Tony is not much older than Peter was in the kid’s last memory. He is sitting next to his mother on the piano bench. His fingers are covered in band-aids. Tony Stark was never very good at keeping his hands to himself in his father’s workshops.

“Put your hands there, sweetheart. Good. That’s perfect.” His mother guides his fingers along the keys, helping him pound out a his very first scale. “Well done, Tony! You’ll be a virtuoso in no time.”

She kisses his temple, and the little Tony giggles.

The big Tony tries desperately to memorize his mother’s face as the peaceful image fades into chaos.


The apartment building shakes. Dirt and crumbling drywall dust into Peter’s hair. His Aunt is pulling him under the kitchen table, where she huddles over him while his Uncle locks the doors. There are explosions and screams and sirens in the distance. The TV plays a live feed of the Battle of New York.

Peter’s Uncle lunges underneath the table and joins his wife in cradling the sobbing child.

“I love you so much, Peter.” Aunt May’s eyes are locked on the nuclear missile looming on the screen and her words sound like a goodbye. “So, so much.”

Peter peeks through his guardians arms to watch the TV, eyes widening with fear.

“May! Ben! Look at Iron Man!”

The screen is showing the moment Tony Stark flew the nuke into the wormhole.

“He can’t go into space! There isn’t any oxygen in space! He’ll die.”

Aunt May tugs Peter’s face into the crook of her arm. She looks relieved. “Shh, Peter. Don’t watch.”

“No!” He cries. He is struggling weakly against his Aunt’s hold. “No!”

The wormhole starts to close around Peter Parker’s hero. He sobs.


“What’s one of the oldest examples of Islamic architecture?”

Ned, MJ, and Peter are sprawled out on a bench in Central Park. MJ is holding a practice booklet for the Academic Decathlon Team. Peter’s legs are tucked over Ned’s lap. Ned is twirling the string on Peter’s hoodie through his fingers.

“Dome of the Rock?”

“Correct. Good job, loser.” Peter blushes at the praise. “What is the probability of catching a catfish from a newly created pond that has been stocked with 25 catfish and 50 large-mouth bass?”

Ned shoots Peter a smirk. “What’s the probability that we’d ever actually be in this situation?”

“Shut up and answer the question, Ned.”

The boy rolls his eyes. “One third.”

“Correct. C’mon, losers. Focus. This is important.”

Peter drops his head against the bench and smiles. The memory fades.


“No, wait!”

“Stark, these things are still coming!”

“I got a nuke coming in. It's gonna blow in less than a minute.” Iron Man blasts after the missile. “And I know just where to put it.”

“Stark… you know that’s a one-way trip.”

Tony ignores him. He knows.

He tries to call Pepper. She doesn’t pick up.

Space is dark. Tony lets go of the missile. In front of him, the Chitauri fleet explodes.

His eyes close.


Pepper’s heels click against the marble tiles. Tony is leaning against the counter, eating a bowl of cereal, as she approaches him.

“I’ve got that meeting with Microsoft scheduled for tomorrow at 8:00. You’re not going to forget, are you?”

“Of course not.”

She shoots him a look. “That better be true. You know how important this is.”

“I also know that you’ll handle it beautifully.” Tony tugs the StarkPad out of her hands and discards both that and the bowl on the counter. “Just like you always do.”

Pepper presses a hand against his chest. “I don’t have time for this, right now.”

Tony grabs her hips. Kisses her cheek. “Of course you don’t, Miss Potts. You’re an important woman, after all.”

She presses her lips against his. Presses their foreheads together when she finally breaks the kiss. “I have to go. I have that PR engagement in twenty minutes.”

“I wouldn’t dream of holding you up.”

Pepper pulls away. Tony hands her the StarkPad. “We have Peter today.”

She smiles at him as she turns to leave. “Tell him I’ll see him at dinner. Have fun, but please be careful. I don’t want to deal with another lab explosion.”

Tony calls after her. “You’re the best!”

“I know!”


It is dark. Stray rubble cascades down around the collapsed building. Peter shifts as he regains consciousness.

He grunts and sobs with pain and fear as the teenager’s fumbling fingers tear off his mask.

He tries to free himself, but his efforts are useless. There is too much weight and too little of him.

“Hello? Hello!? Please, hey! Hey, please. I'm down here. I'm down here. I'm stuck. I'm stuck. I can't move. I can't-”

Peter pauses. His resolve solidifies.

Spider-Man braces his hands against the ground, and lifts.


Peter, May, and Ben are sitting around their dinner table. A worn down Monopoly board is spread out in front of them.

“How is it that you always win?” Peter is trying to sound perturbed, but there is laughter quivering his voice. “I don’t understand it.”

May throws her considerable stack of money over Peter’s head. “I suppose I was just destined to be a businesswoman.”

“Uncle Ben!” Peter turns to the man, who is laughing openly. “May is being a sore winner.”

His Uncle just laughs harder, ruffling Peter’s hair fondly.

“Ugh. Next time, we’re playing Candyland.”


The beam that Vision aimed for Sam misses. It slices across the arc reactor in Rhodey’s suit and the power cuts out instantly.


War Machine is tumbling through the air like a puppet with its strings cut. The ground is too close, and Tony is too far.

“Tony, I’m flying dead stick.”

The Iron Man suit cannot fly fast enough to catch him. Rhodey hits the ground with a thud that reverberates across the entire landscape.

Tony tears off Rhodey’s faceplate as he stumbles to the ground beside his best friend. There is blood on his face and his eyes are closed.

Tony Stark was not fast enough. He never is.


A twenty-three year old Tony Stark has his face buried in a complex string of code. He is quiet for a while, deleting and rewriting wherever he finds a flaw.

“Alright,” he says, cracking his knuckles and leaning back in his seat, “let’s give this a shot. J.A.R.V.I.S.?”

“At your service, Sir.”

The young billionaire bounces in his seat. “Hey! You work.”

Tony Stark will never be alone again.


Rain is lashing down against Peter’s face. Uncle Ben’s bloody hand is fisted in his t-shirt. Both of the teenager’s palms are pressed against the gunshot wound spurting blood from his father figure’s chest. Distantly, a police siren wails.

“I-I love you, Peter.” There is blood on the man’s lips. “I love you.”

“U-Uncle B-Ben.” Peter is shivering. “Please. D-don’t… Y-you have to stay with me. Okay?”

“I-It wasn’t your fault.”

More blood. There is so much blood.

“It was.” Peter sobs. “It was. I’m sorry.”

“No.” His Uncle smiles. “It wasn’t.”

His chest halts and his eyes go glassy.

Peter screams.


Peter is holding a cheap, cheesy trophy with a robot on the top. His name is etched onto the plaque at the bottom and there is a look of pure joy on his face.

It multiplies exponentially when Tony Stark moves into view.

“Mister Stark!” The teenager rushes to his mentor in a whirl of smiles and breathlessness. “You came!”

“Course I came.” A corner of Tony’s mouth turns up as he surveys Peter’s excitement. “Where else would I be?”

Peter is bouncing on the balls of his feet as he holds the trophy out to Tony. “I won! Did you see?”

The billionaire is smiling for real, now. “I saw.”

The kid’s gaze drops to the ground as he blushes. “Thank you for coming, Mister Stark.”

Tony pulls the kid into his arms without a second thought. “This is a hug. We’re there.” Tony tightens his hold on the teenager while he brings his other hand up to rest on the top of Peter’s head. “Well done, kid.”

Peter smiles.


“Tony. Tony.”

Tony turns to Steve slowly, eyes shimmering with grief and tears. “Did you know?”

“I didn’t know it was him.”

“Don’t bullshit me, Rogers. Did you know?”


They fight. It is brutal. By the end, Bucky is on the ground and Steve is standing over Tony with his shield raised.

Tony covers his face as the shield comes down. Only it doesn’t come for his head.

The arc reactor shatters. The suit is dead. It is cold.

And Steve leaves him there.


One of the Hobbit movies is playing on the TV in the dimly lit penthouse. Tony Stark’s side is being warmed by Peter, who is fast asleep.

The kid’s head is resting on his mentor’s shoulder. A fading bruise and healing split lip are the only evidence of the teenager’s most recent Spider-Man related blunder. Tony readjusts his grip on Peter’s waist to shift the kid into a more comfortable position.

Peter blinks open his droopy eyelids. “Mmm. Mis’er Stark?”

“Right here, buddy. Go back to sleep.”

The teenager twists around until his face is buried into his mentor’s collarbone. “M’kay. G’night.”

When the billionaire responds, his voice is barely even a whisper. “Goodnight, Peter.”

He shuts off the TV and holds his kid.


The final dream blurred out, and Tony stumbled as the walls morphed from the comforting cream of his penthouse to the dizzying hues of the Cave. He realized, suddenly, that were they at the end of the journey. He was staring at a dead end.

Just as he was about to ask where the hell the exit was, there was a rush a wind and he was suddenly greeted by a man in white robes.

“Look, Peter,” Tony brushed a few tears away from the kid’s cheeks, “it’s Gandalf the White.”

The Gatekeeper seemed unphased by the billionaire’s jokes. “You did well.”

Sarcasm drips from Tony’s next words. “Thanks.” He glances down at Peter. “Did you actually create this asshole?”

“No.” Tony’s head snapped back to the Gatekeeper. “He did not.”

Peter’s voice is small. He is leaning heavily into Tony’s side now. “I didn’t?”

“No.” The Gatekeeper smiled at Peter kindly, but there was also something… pitying about the expression. Tony doesn’t understand why it made his breath catch. “I control the Gates between all imaginary worlds.”

Peter seemed oblivious to his mentor’s discomfort. “So you’re a god?”

“Not exactly.”

“Alright,” Tony had had enough, “that’s great. But, frankly, I don’t really care. So, Gatekeeper, how do we get back to Earth?”

“Through dreams.”

“Yeah. You’ve already told us that. We’ve already done that. So try again. No riddles, this time.”

“Mister Stark.” Peter hissed, eyes wide.

“It is alright, young Peter.” The Gatekeeper regarded Tony quietly for a moment. “Your mentor does not act out of anger. He acts out of fear.”

“Fear?” Damn those kid’s puppy dog eyes. “You’re afraid? Afraid of what?”

Tony could hear the unspoken question. Should I be afraid too?

Before he could leap in to reassure the teenager, the Gatekeeper’s words swept over them. “He is afraid of being alone. Are you not, Mister Tony Stark?”

“Shut up.”

“You have many dark dreams. You are afraid of much, it would seem. Yet every nightmare is dwarfed by one fear in particular. Interesting, is it not?”

“Get out of my head.”
The Gatekeeper’s eyes slid to Peter. It was as if Tony had not spoken at all. “You are afraid because he is afraid.”

Peter whimpered, and Tony pulled him into his chest. “I said stop it!”

His voice echoed around the Cave, and the Gatekeeper watching serenely for a moment, eyes flickering from Tony to Peter to the arms the billionaire had snaked around his prodigy.

“The Caves have one last trial for you.” He looks at Peter. “Can you face it?”

Tony is lost, but horror slides across the kid’s face instantly. “No. No, please. I can’t do that one. I can’t.

Fierce protectiveness burned through Tony’s veins at Peter’s panicked rambling. “What the hell do you mean?”

“There is one more memory that young Peter must face before he can go home.”

It dawns on Tony that it must be a bad one. He extricates Peter from his embrace and cups his face gently. “Listen, buddy. I don’t know what the hell it is that he wants to show you, but I do know that it must really suck if it scares you this badly. But, kiddo, we’ve gotta do this.”

No. You don’t understand. Please, Mister Stark. Don’t make me do it.”

The pleas cut right through Tony. But he cannot relent. He cannot let Peter die. “Buddy, you have to. I’ll be right beside you, okay?”

He waits until Peter gives him a shaky nod before addressing the Gatekeeper. “Alright, douchebag. Do it.”

The world blurs.


There are in Peter’s bedroom. Peter himself is sitting on the bottom of his bunk bed. He looks tiny. He is wearing an Iron Man shirt.

A much older boy, probably in his late teens, strolls into view.

Tony can feel his Peter shake and sob against him. He tightens his hold on the kid.

“Hey, Petey.” The older boy has a strange look on his face as he surveys the child. It almost looks predatory. Lustful. “You wanna play a game with me?”

Peter looks up at the boy. “What game?”

“A special game.”

“Is it Avengers?”

Annoyance twists the older boy’s face. “No.”

“But Skip! I want to play Avengers!”

“You can play Avengers after. Do you want me to tell your Aunt and Uncle that you were a naughty boy when they get home?”

Peter’s face falls. “No.”

“Good. Then play with me.”

The boy, Skip, apparently, stalks to Peter’s bed and pulls his Iron Man figurine away. Peter whimpers, but doesn’t resist. He couldn’t even if he wanted to. The other boy is more than twice his size.

Skip pulls off Peter’s shirt, and Tony briefly wonders what the hell is going on. Then, he tugs off the child’s pants, followed by his own, and Tony’s entire being is overcome with horror.

Peter tries to scream, but Skip muffles his cries with a harsh slap and a pair of socks. He pins the boy down and doesn’t release the hold until it’s over.

Tony doesn’t want to watch, but he does. He sees everything. Peter’s face is turned into his chest, but he knows the kid can hear it all. Younger him’s muffled pleas, Skip’s gasps and groans, the rhythmic creak of the bed frame.

When Skip is finished, he pulls up his pants and tosses Peter’s Iron Man action figure onto the crying child’s lap.

“You can play Avengers now, Petey. Oh, and if you tell your Aunt or Uncle about our little games, I’ll smash your precious Iron Man to pieces.”

Skip leaves the room. After a few minutes, Peter pulls his clothes back on and stumbles off his bed. The kid pulls a cheap, plastic Iron Man mask from beneath the bunk and pulls it over his blotchy face.

He doesn’t stop crying.


They are back in the cave, and Peter collapses.

Tony is the only thing that keeps him upright. The billionaire himself is still shaken from the realization that someone raped his kid, he was just a child a someone raped him but he was unwaveringly determined to hold it together for the kid’s sake.

“It’s okay. You’re okay. It’s done, Peter. It’s done.” Tony glanced up from the quivering child he had against his chest to glare daggers are the Gatekeeper. “Alright, asshole. He did it. Now take us home.”

Take us home so I can find this piece of shit and tear him to fucking pieces.

“The trial is not over, Mister Stark.”

“What do you mean?! He did it. He faced his greatest nightmare, or whatever bullshit you want to call it. We played your game, now send us home.”

“He has faced his nightmare, but you have not faced yours.”

Anger, fear, and dread tangled inside the billionaire’s stomach all at once. He squeezed Peter in his panic. The kid popped his tear-soaked face away from his mentor’s chest and looked up at the man shakily. “What does he mean, Mister Stark?”

“The Caves already showed me my parent’s death. And Siberia. And the wormhole.”

Please don’t let it be what I think it is.

“And yet those were memories, and your greatest nightmare is but a possible future. A future that you must now face.”


“Would you like to go home, Mister Stark?”

He clung to Peter as if the embrace could protect him. Tobor’s words echoed in his mind. You may not like the price you must pay.Please.

“This is the way things are. This is the way things must be.”

Peter’s voice wobbled as his hands pulled at the fabric of Tony’s shirt. “Mister Stark? Please. I don’t understand.”

It was the Gatekeeper who answered. “What do you think your mentor’s greatest fear is, Peter?”

The kid blinked. “I-I don’t know. Aliens?”

Tony nearly laughed at the innocence of the guess.

“It is far more complex than that, child.” The Gatekeeper’s voice seemed to reverberate through the atmosphere. “It is losing you.”

At first, Tony thought the kid’s choked off breath was from shock. Then, Peter’s face drained of all color and his brow furrowed slightly.


The kid’s voice was strangely detached and serene. Then, his legs gave out.

And Tony realized that it was something much, much worse than shock.

“No!” Sharp pain tore through the billionaire’s knees as they slammed into the dirt. He didn’t care. All he could focus on was the way Peter’s breath was slowing as his eyes blinked sluggishly. “No! Please! Peter!”

“I am sorry.”

“Shut up!” His hands shook as they dragged desperately through his kid’s hair. “Either help him, or shut the fuck up!”

The kid’s voice was strangled, like he was talking through a vice. “Mister Stark?”

“Hush, Peter. Just hang on.”

The Gatekeeper’s voice was full of remorse. “There is little point to that. He cannot fight what is out of his control.”

A strangled scream tore through Tony’s throat. “We don’t need to leave! We’ll stay, okay? Just-just let me keep him. Please.

“He will die if he stays.”

“Then what’s the point?!” Tony’s world was crashing down around him. He couldn’t bear this. He didn’t want to. “Please. Tell me there’s a way. Tell me there’s a path I can take where he lives.”

“There is a way. It is this way.”


“Peter must die for the trial. But when it is complete, you will both be returned to your world.”

The realization settled, hard and cold in his stomach.

In order for Peter to live, Tony had to let him die.

He ignores the Gatekeeper, then. Instead, he focuses every fiber of his being on the terrified kid who is clinging to him like he can stop the inevitable through sheer willpower.

“Okay, Peter. It’s okay.” He pulled Peter into his lap. He knew his hands were rough and the movements were shaky but the kid didn’t seem to mind. “Don’t be afraid. I’m right here.”

Peter’s breath caught in his throat. His legs kicked weakly as he clawed at his chest. “I-I-”

“Hush, buddy. Don’t talk.” He set one hand against the kid’s stomach and the other on the side of his face. “Hey, look up. See the colors? Look at all the colors, kiddo. They’re nice, aren’t they?”

A sob caught in Peter’s throat as his eyes drifted to the ceiling. Some of the tension drained out of him.

“That’s it, buddy.” He moved his thumb soothingly against the kid’s cheekbone. “Just look at the colors. Don’t think about anything else. I’m not gonna let you go, okay?”

Peter’s breath steadies, then slows. Every blink seems to last longer. Tony’s own vision is blurring with tears, but he forces the lump in his throat down. He does not need to grieve. Peter is coming right back. This isn’t even death. Just a strange way to fall asleep.

“I’ll find you the second you wake up, okay?” Peter’s glassy eyes lock onto Tony’s face. “You’ll never be alone.”

The kid is drinking in every word that comes from Tony’s mouth, even if the billionaire isn’t entirely sure he’s still processing them. Nevertheless, he doesn’t stop his calming murmurs. It only takes another minute for Peter’s eyes to unfocus and lungs to halt. It takes another minute after that for Tony to process what had happened enough to stop reassuring a child who couldn’t even hear him.

He’d just brushed Peter’s eyelids closed when the Gatekeeper finally speaks.

“You are a brave man, Tony Stark.”

He feels a strange rush of peace wash over him, followed by a comforting, irresistible urge to just relax. He falls forward against Peter, his face pressed the kid’s unmoving chest, and knows nothing else.



It takes a good few seconds for Tony’s brain to catch up with his body. His eyes had opened without his consent, apparently, and the images took a lot longer to process than he thought was strictly necessary.

He looks around and sees Bruce, Pepper, and Steve all congregated around him. He’s in the MedBay, apparently, and he’s hooked up to at least four different machines. He tears the heart monitors off his chest and chucks the pulse oximeter across the room. Bruce and Steve both lunge to steady him, but he is too centered on his goal to be stopped.


He grabs Bruce’s lab coat. “Where is he?”

His fellow Avengers had been around him enough since the Accords fiasco to know exactly who he was talking about. “One room over. To your right.”

Tony is out the door and stumbling into Peter’s room before Pepper can even draw enough breath to chastise him.

Peter’s eyes are open when he enters, and Rhodey is hovering over him, trying to keep him calm. The moment the Colonel notices Tony’s presence, he rolls his eyes.

“Look, Peter. Told you he’d be here within the minute.”

Peter doesn’t speak. He doesn’t need to. All it takes is the teenager raising his arms in a pitiful hold me gesture for Tony to push past Rhodey and wrap the kid in his arms.

“You’re safe, buddy. We’re home. No more fucked up trials or mystic cave bullshit. I promise.”

“I’m sorry.” Rhodey glanced between Tony and Peter incredulously. “Mystic cave bullshit?”


A few days later, Tony walks into his lab to find Peter staring at something on the workbench with such intensity that he doesn’t think the kid even notices his presence.

He leans against the wall with a fond smile. He loves watching the kid create. Peter’s mind works in way even Tony cannot truly fathom. There is a childlike imagination within the teenager that gives him an ability to see resolutions and designs that would slip right over his mentor’s head.

He studies Peter’s project for a minute before he understands exactly what the kid was working so feverishly on.

It was Tobor.

“How’s he coming along, kid?”

Peter’s head snaps up in surprise, and Tony holds out his hands in a calming gesture as he approaches.

“Whoa there, buckaroo. No danger. Just me.”

The kid sighs in relief. “Oh. Hi, Mister Stark. He’s almost finished, actually. I’m just uploading the prototype of his memory archives and then he should be good to go.”

Tony leans over Peter’s shoulder to survey the code running across the StarkPad. “That’s impressive stuff.”

The teenager beams at the praise. Seconds later, a beep announces that the upload is complete. Peter nervously disconnects Tobor from all the wires and looks to Tony for direction. The genius just gestures at the robot with an encouraging nod.

“This is your rodeo, kiddie.”

Peter takes a shaky breath before looking at his creation with hope shining on his face. “Tobor? Awake.”

The robot’s eyes blink open and his mouth jiggles as he responds. “Yes?”

The kid fixes Tony with eyes full of magic. “Ask him a question, Mister Stark!”

He smiles down at Peter for a moment. “Hey, Tobor. Who’s the best kid around?”

Peter rolls his eyes. “He’s not meant for questions like-”

Tobor cuts him off. “I do not understand. That information does not appear to be within my archives.”

Tony ruffles Peter’s hair. “His name’s Peter Parker, Tobor. You’ll want to remember that.”