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and then you do

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Peter and Ned are walking to school, and then the window of a shop is blowing out behind them and they're ducking into an alley and Ned is jumping up and down.

“Are you gonna do it?” he asks. “Tell me you're gonna do it.”

“Check this out,” Peter says. He has one hand braced against the wall, the other fumbling through his backpack. His fingers fold around the red and blue fabric and he looks up. “Actually, don't check this part out. Turn around.”

Ned stills. “Dude.”

“Come on,” Peter says, whining. “It's part of the Spider-Man illusion. Just turn around.”

He waits until Ned has turned his back before he yanks his sweater over his head and kicks his jeans off, stepping into the suit and hitting the emblem on his chest to mold it into place. At his confirming noise, Ned spins back to face him.

Okay,” he says with a nod. “It was worth it.”

“I know.” Peter slides on his mask and webs his backpack to the wall. “You should head to school. I'll be right behind you.”

“Wait, can I have your autograph?”

Peter elbows him in the stomach. “Go,” he says, laughing, and shoots a web at the top of one of the buildings sandwiching them. Every hair on his arm stands straight.

Ned gives him a cheerful wave.


- - -


The fight doesn't take long.

It's all over the news by the time Peter walks through the doors of Midtown, but Peter misses his bus in the process of saving lives and he has to swing through the city and find a place to change before walking the rest of the way there.

Ned is waiting for him at his locker.

“Dude,” he says, eyes wide, watching Peter with a vague sense of awe as Peter spins the code for his lock. “How did you do that?”

Peter breathes out a laugh. “We've been over this before.”

“Yeah, the superpowers part, but not the fact that you literally dodged an attack before you knew it was coming. Don't think I didn't see like ten videos of it already. It was insane.”

“Oh. That.” Peter pops open his locker and deposits his books inside. He's just in time to hear the first bell ring. “I have a sense sometimes. It tells me when something bad is about to happen.”

“Like a danger sense?” Ned moves with him down the hall, jogging to keep pace, and Peter slows to match him. “No, no, wait. Like a spider sense?”

Peter shrugs. “Sure. Like a spider sense.”

“How does it work?”

“I don't know. It just kind of … does. I get this feeling and I just know what to do.”

“Oh my god.” Ned is quiet for a moment, and then, way too loud, announces, “We should tell everyone.”

Peter gives him a sharp look. “What? No. No, we shouldn't.”

“Okay, just a few people?”

“No one, Ned,” Peter says. “It's a secret for a reason.”

“These secrets are killing me. My best friend is the greatest superhero in the world and I can't tell anyone.”

“I'm not the greatest in the world.”

“Well, I mean, Thor is pretty cool.” They pause outside Peter's homeroom class. People filter in on either side of them. Ned squints and says, “Hey, speaking of Thor, how come the second floor of a building is worthy enough to hold his hammer and I'm not?”

“Because second floors don't tell secrets,” Peter says.

He leaves Ned standing in the doorway and goes to take his seat.



Tony tells him the key to being a friendly neighborhood hero is to take every threat seriously. Then, after school, Peter finds himself head-to-head with a man dressed like a walrus.

“Hey, buddy,” he says, swinging down to meet him at the corner of the street. The man gives him a brief glance and continues on his journey. Peter purses his lips. This guy is doing nothing more than causing mild property damage, an annoyance at its best, and the citizens busting down the sidewalk don't seem to care when he picks up a large dumpster and hurls it into an alley.

“Karen,” Peter says. “Can I ask you a question?”



“Because I am programmed to answer your questions and give advice,” Karen says.

Peter follows the walrus man further into the alley. He's oblivious to Peter's presence, hands pulling at the metal bin in a pathetic attempt to rip it apart.

“That's not what I mean,” Peter says. “I mean just like a generic 'why.' All encompassing.”

“I'm afraid I don't understand.”

“Me either.” He clears his throat and the man whirls around. The hood over his head slips a little, revealing his eyes. Peter tries not to laugh at the wool tusks hanging near his ears.

“It's time for you to go, bud,” he says. “And consider getting a new costume while you're at it. Maybe a narwhal. They're all the rage right now.”

The man growls at him. “I will not be a narwhal,” he says. “My uncle worked hard to make me this way. I have the proportionate speed, strength, and agility of a walrus. I am the walrus. And you will take me seriously, Spider-Man!”

Peter can't contain the laughs any longer. They spill from his lips. “You – you're – what?” He doubles over, hands on his knees, hiccuping between gasps of air. “Speed, strength, and agility of a walrus? Are you – are you kidding me?”

The hairs on the back of his neck stiffen. Peter is still giggling when he webs himself to the building next to him, high enough to be out of reach of the meaty hands that dive for his throat. Seething, the man grabs the dumpster again and throws it at Peter. Peter scuttles to the east wall to avoid being hit.

“Wow,” he mutters, sobering. “This guy is kind of mean. But I guess I would be mean if I had the agility of a walrus too.”

His body screams at him in warning. Peter climbs higher, but the man is no longer in his line of vision. He's nowhere to be seen.

“Karen, is there –”

Peter's voice catches in his throat. As soon as he's starting the question, his fingers have lost their grip on the bricks, and he's falling, wind rushing through his ears, two stories up, and then colliding into the pavement, two stories below.

Pain swallows him. He must black out, because the next thing he knows, someone is poking his shoulder, asking, “Spidey, are you okay?” while someone else says, “Don't touch him! The first rule of first aid is to never move someone until you know how hurt they are.”

Peter cracks open his eyes. Two faces hover above him, a boy and a girl, both young, somewhere in their twenties.

“That's not the first rule. Isn't the first rule to see if they're breathing and have a pulse?”

“Well, is he breathing?”

“I'm breathing,” Peter chokes out. The pair startle.

“Holy shit, Spider-Man,” the boy says. “Are you okay?”

The girl scowls, and says, before Peter has a chance to talk, “Of course he's not okay. He fell from a building.” She looks at him and softens her expression. “Don't worry. An ambulance is on its way.”

Peter sits up despite their protests. His chest and back hurt, and he's having a hard time pulling in breaths, but he knows he can't stay here and let paramedics look over him.

He struggles to his feet. “No worries,” he says, giving them a fake smile he hopes looks more real than it feels. “I've got strong bones. Drink your milk, eat your vegetables, blah blah blah.” Peter flexes his wrist and aims a web across the street. He takes off, calling, “Thanks for your help!” and ignores them yelling after him.


- - -


A mile away, he drops into an alley and curls up on himself, his legs pulled to his chest, arms wrapped tight around them.

Karen says, “Would you like me to call for emergency medical assistance?”

Peter shakes his head. He touches his forehead to his knees. “Just – give me a sec.”

He sits until he feels like he can move again without wanting to cry. Then he picks himself up, because no one else is going to, because no one is coming to help him, and he drags himself home.


- - -


Spider-Man Central @SMCW
Did anyone see Spider-Man fall today from that building? Is my baby boy okay?

     Jules @juliesees
     Replying to @SMCW 
     My friend said he was out cold for like ten seconds and then just got up and swung away.

            Iron Man Stan @supersuperduper
            Replying to @juliesees 
            holy shit. he just got up and left? How??? #isspidermanhuman #therealquestions

     Ur Lucky Charm @jadennotsosmith
     Replying to @SMCW 
     hahahaha but did you see him fighting that guy dressed like a walrus? i am literally dying. pleass tell me someone got it on video

            hannah jane @subparme
            Replying to @jadennotsosmith 
            ur welcome


- - -


Man Plummets From Two Stories Up. What Happens Next? – I'll Never Be the Same.


- - -


guy in the chair:
are you okay?
you're on the front page of reddit
Lol was he really a walrus?

guy in the chair:
how can I become a walrus? you guys have all the cool powers

He had no powers. He was just a guy in a onesie. don't become an animal.

guy in the chair:
*captain america voice*: “so, a genetic experiment turned you into an animal.”

guy in the chair:
too soon?

guy in the chair:
can I get a do over?

guy in the chair:
uhhh, are we still friends?




Peter's back is molted with bruises. They heal mostly overnight, traces of yellow and green left behind, but he is still sore in the morning when he climbs off the bus and stumbles his way into school.

Ned is there, like always, lingering by his locker.

“Peter!” He grins wide, but his eyes are concerned, taking in his appearance. “What's it like being superhuman?”

“I'm not superhuman,” Peter says.

“Normal humans don't survive falls like that. Are you all right?”

“I'm fine, Ned. All good.” Peter shoves his books into his locker. He can still feel Ned staring at him and he lets out a breath, turning to give him a reassuring look. “I promise. I'm fine.”

Ned gives him a small nod. Peter nudges his arm.

“Come on, let's get to class.”

In between second and third period, he gets a call from Happy, who doesn't bother with pleasantries, instead just follows Peter's greeting with a short and clipped, “Why am I seeing you on the news?”

Peter pushes his phone closer to his ear. “Um, because I'm charming and irresistible?”

The hallway is too loud, and the extra voices around him drown out Happy's response. He ducks into a bathroom and closes himself in a stall.

“Uh, sorry, what was that?”

“The building, kid,” Happy says, irritated. “Why are you falling from buildings?”

“Oh.” Peter's stomach twists. He traces his thumbnail along a drawing of Mickey Mouse someone has craved into the door and laughs, a little too high, a little too manic. “You know, just keeping people on their toes.”

“What the hell does that mean? Look, you know when you look bad, I look bad. And having you all over the news faceplanting into sidewalks isn't good. Did you even go get checked out by someone to make sure you didn't rupture something? If people knew there was –”

Peter closes his eyes, tuning him out. He presses the fingers on his right hand against the wall. They don't stick. A pang of fear shoots down his spine.

“I gotta go."

Happy pauses. He says, “Kid, if something is going on, you need –”

“Nothing is going on,” Peter says. “I just gotta go. I'm at school.”

Happy doesn't sound like he believes him, but he sighs and mutters, “Yeah, all right. Try not to fall off any more buildings, okay?”

Peter holds the power button on his phone until it goes dark. He turns and vomits into the toilet.


- - -


Later, when he lays his palm against a cement wall during patrol, his hand stays glued where it is.

Later, when he scales the side of a building with no incident, he counts his victories.

But later, when he's asleep and dreaming, he falls anyway.

He wakes up clawing at his blankets, at his bedframe, grabbing anything to keep him from hitting the ground. Panic hums at the base of his skull, the kind his body gives him when danger is close. He rolls out of bed. He snatches his web shooter off his nightstand.

There's no one there.

The apartment is empty. May is working the night shift, one in a series she's been picking up lately to get a bit of extra money, so Peter pulls his mask on and has Karen scan for heat signatures. Nothing shows.

Little by little, the feeling of danger fades, but Peter is still tense, still on high alert. He sits on the couch and listens to the noises downstairs in 12C, where Steve with the overbite is watching TV loud enough to be unsettling.

He doesn't go back to sleep.


- - -


It happens again in Spanish class.

This time, there's no falling, but he's listening to Ned fumbling his way through a paragraph in their textbook and then his body is flushed cold, hairs on his neck sticking up, his mind screaming, danger move danger get out danger danger danger.

Peter straightens up. He grapples for his web shooter, fingers twitching against the trigger. He asks, in Spanish, if he can use the bathroom and then he runs through the halls, barreling out the front doors, expecting an alien creature or a hole to be opening wide in the sky above.

He sees nothing. There's a gym class out on the football field, and a few faces turn to him, wondering if what he's doing is more interesting than what they're currently doing, but Peter clasps his wrists behind his back and tries to look casual. His danger sense – his spider-sense – trickles slowly away.

He makes his way back to class feeling skittish and off balance. No threat ever comes.




Tony tells him the key to being a friendly neighborhood hero is to take every threat seriously, and then he takes it back.

“I didn't say that. You must be thinking of someone else.”

His voice is loud inside Peter's mask, just a picture this time, no video. He can't see Peter when he reaches a hand under the fabric to rub at his eyes.

“Are you just saying that cause you saw the headlines?” Peter asks.

“You mean the ones talking about the miracle spider boy who walked away from a two-story fall?” Tony snorts. Peter bites his lip to keep from making a comment about the disbelief in his tone. “I have no idea what you're talking about. This is just a totally normal check-up call.”

Peter props himself on the edge of a fire escape, his legs dangling over the metal bars.

Tony says, “I wanna run some upgrades on your suit. Come by headquarters this weekend. I'll have Happy pick you up.”

“Mr. Stark, the suit is great, really, I don't need anything else.”

“You do if you're gonna be tumbling off buildings.”

“I'm not gonna be tumbling off buildings,” Peter says. “It was one time. It was – it won't happen again.”

“Yeah, listen, kid, if there's anything I've learned in life, it's that if something happens once, it can most definitely happen again. I've had enough one-night stands come back to bite me in the ass. Figuratively speaking, of course. Happy will text you with the time. I'll see you this weekend.”

Peter opens his mouth to argue, but Tony is already gone.

He thinks, Great. Just great.

He thinks, How am I going to explain this one? while he pulls his hand away from the railing and examines the pads of fingers.

He's got no answers.


- - -


“Okay,” Ned says, “But if I lift Thor up, and he's holding his hammer, am I technically lifting the hammer? Am I worthy through his worthiness?”

The cafeteria buzzes around them, fluttering with an abundance of noise that makes Peter's head ache. He picks through his fries mindlessly. At the end of the table, Michelle peers over at him. “I don't think that's how worthiness works.”

“Who gets to decide though? Does the hammer decide? Or does Thor decide?”

“I don't know, Ned.” Peter rubs his temples. He's expecting it, this time, when the feeling of danger spikes through him. It's short-lived, a couple seconds at most, but he still jerks his head up to make sure nothing is soaring at them.

All day long, the feeling comes and goes in short bursts. In Biology, in gym, in study hall. He touches things as he passes them to see if they'll stick to his hand. Some do. Some don't. After school, he locks himself in a handicap bathroom and calls May at work. She talks gently about things that don't matter – like what she had for lunch and why Sarah from the third floor is quitting her job and moving to Canada – until Peter feels less like he wants to crawl out of his skin.

He exhales into his palms and shakes his head when she asks, “What brought this on?”

“I dunno.”

“I'll be home for dinner,” May says. “Let's get Thai. Or pizza. You want pizza? Pizza always makes you feel better.”

“Pizza sounds great,” Peter says.

“It's a date. Be there or be square. People still say that, right? Have I officially become the uncool aunt?”

Peter lets out a shaky laugh. “You're still cool to me.”

“Then I call that a success.”

If she knows about him toppling off that building, she doesn't say anything. He's glad, either way.

He decides not to go patrolling. He stops by Delmar's on the way home and marvels at the new design. The deli has been under construction for months, ever since the fight in the bank across the street where the gun went off and sliced right through it, and it's finally done, standing bright and new and hopeful. Peter says hello to Sal outside and rushes in.

Delmar looks up from behind the counter. “Hey, Mr. Parker. Been a while. How do you like the new setup?”

“It's great,” Peter says. “Really great. Looks perfect.”

“Number five, right?”

“Yeah. With pickles. And can you smush it down real flat?”

Delmar turns to Benny, who makes a shooing motion on his way to the ingredients sprawled out on the back table. “I remember,” Benny says. “Coming right up, boss.”

Delmar leans forward onto his elbows. “So how's it going?”

“It's, uh, you know. School and other chores. Boring stuff.”

“Uh huh,” Delmar says. “Well you enjoy this 'boring stuff' while you can. One day you're gonna be an adult like me. That's when the real boring stuff happens.”

Peter smiles. He fishes a ten out of his wallet and hands it over. Delmar passes him a plastic bag with his sandwich inside.

“Keep the change,” Peter says. “Glad you're back in business. See you later.”

“See you later, Mr. Parker. You tell that aunt of yours I say hello.”

Peter grimaces.


- - -


When May gets home, they order pizza from Ray's. They watch a rerun of The Empire Strikes Back and spread out along the couch. Peter picks pepperonis off his pizza slice. May doesn't ask him about what happened earlier.

They are quiet while they eat, and then the TV cuts to a commercial break and a lady from the news with too much lipstick and a flower in her hair says, “Wondering how local vigilante Spider-Man survived his near brush with death? Stay tuned at eleven to hear a leading expert's theories on super-powered beings.”

Peter dives for the remote but it's too late. May narrows her eyes.

“Oh-ho-ho.” She turns on him, laughing without humor. “You are so grounded.”

“May, it's not what you thi –”

Grounded,” she says again.

Peter sighs in defeat and scrubs a hand back through his hair. “Yeah,” he says. “I know.”


- - -


He wakes that night in a cold sweat, panic thrumming beneath his skin. The back of his desk chair is splintered and broken from where he must have reached out to hold onto something in his sleep. He can't remember the last time he broke something without meaning to. He tapes it back together and watches the sun come up.

In class, he learns the Mona Lisa is deteriorating. Her colors are fading, her smile is cracking and no one knows why.

And he thinks, if Mona Lisa can fall apart, it's only fair he can too.


- - -


guy in the chair:
I think I figured it out
it's like the pythagorean theorem
if I'm lifting Thor, thor's lifting hammer, then by this theorem, I'm lifting the hammer

guy in the chair:
that's why the second floor is worthy. cause it works on the basic principle of math
and physics
cause I dunno how heavy that hammer is

guy in the chair:
but that means I'm as worthy as the floor

guy in the chair:

guy in the chair:


- - -


Happy Hogan:
Meet me downstairs in five.


- - -


The ride upstate is filled with silence.

The compound hasn't changed, not in any physical way he can see, but Peter still bounces with nervous energy when they pull up. It's weird, to him, whenever he's back here, whenever he's walking through the halls of the sub-levels in the basement like he belongs in a place with this much security.

Happy leads him into an empty room. The black top tables remind Peter of the ones in his lab at school, and when he sits down on a stool behind one, he reaches without thinking to pull open a drawer to see what's inside.

Happy types away on his tablet, not looking at him. “Don't touch it.”

“I'm not touching anything,” Peter says. He shoves his hands into his pockets to keep from reaching for something else. His gaze wanders over the lab, his ears picking up the small sounds of drills and the hum of engines coming from spaces around them.

“What are they working on?” he asks.

“I don't know," says Happy. "Some something to do with particles.”

“Wait, seriously? Do they have a particle accelerator?”


“Can I see it?”

“Absolutely not.”

Peter frowns and rips his hands free from his pockets to push into his eyes. The thrill of butterflies in his stomach at being in HQ isn't enough to mask the other symptoms his body is feeding him, the achy feeling in his bones, the layer of exhaustion muddling his thoughts. He wants to be at home, in his bed.

“So,” he says. “Um, is Mr. Stark coming down to meet us, or …?”

“He'll be here in a minute. He's wrapping up a meeting.”

“Like an Avengers meeting?”

“Like a boring, business meeting,” Happy clarifies. “Don't get your hopes up.”

Peter is tempted to lay his head down on the table while they wait, because he's so, so sleepy, but then Tony is there, talking to someone in his earpiece, stepping into the room with his usual amount of flourish. Happy glances at him and returns his attention to his screen. Peter grabs the plastic Target bag at his feet.

“I told you,” Tony says. “No house parties. I've got an important meeting. Call me later.” He taps on his ear and then clasps his hands together, looking Peter over. “I see Hap has been entertaining you.”

Happy sends a glare Tony ignores. He's already crossing his way over to Peter, taking the bag from him with a raised eyebrow. He peels it open and pulls the suit out.

“There's my beautiful creation.” He drapes the fabric over his arm. To Peter, he says, “You look moderately well put together for someone who barely escaped death. Well, that's what the articles online say anyway. And everything on the internet is true. I saw a quote from Abe Lincoln saying so. You know he can't tell a lie.”

Peter shifts in his seat. “There's so much wrong with everything you just said.”

“No, I don't think so.” Tony stares at Peter long enough to make Peter drop his eyes to the ground, squirming, uncomfortable at the silent attention. He's not really sure what he is to Tony anymore. Lately, their relationship has been nothing more than the occasional call or text message. Peter still checks in with Happy, a deal they'd all decided on after he turned down the Avengers invite, but that part is simple, and this, this Iron Man and Spider-Man part, is not.

“I looked into your 'accident',” Tony finally says. He turns a notch on his watch and brings up a virtual screen, displaying security footage from a camera across the street from the building Peter fell from. It shows the exact moment he starts his descent toward the ground. Peter's chest tightens with the memory of pain.

“From what I know, the texture of the skin on your hands acts like glue. I've got video evidence you scaled the Washington Monument with no fluctuations. So why is it, exactly, that after already sticking to the surface of this building, you still fell?”

A strange, static feeling crawls across Peter's limbs. His spider-sense drones low. “If you're thinking I did it on purpose, I –”

“I'm not saying that,” Tony says. “What I am saying is that I think something is up with you. Could be hormone related, could be radioactive spider related. The two are pretty similar. But kid, let's be real here, you look like hell.”

Peter's hands shake. His body is urging him to get away, telling him danger is near, he needs to leave, to move, to do something.

Shut up, he begs it. Please just shut up.

It flares in response. Peter grinds his teeth together in frustration. He darts his gaze around the space just in case something decides to take him by surprise.

From the corner of his vision, he can see Tony watching him.

“I'm fine,” Peter says, his jaw twitching. “I'm just tired. School is stressful. I probably didn't have a good grip on the wall. It happens sometimes.”

Tony sounds doubtful. “Sure. But how about we get you checked out anyway? For my own benefit. So I don't have to worry about cleaning the blood out of your suit if you fall again.”

Peter knows it's a joke, but the pain is still fresh, and he's no longer in any mood to be teased. His spider-sense pulses with his heartbeat, and he feels oddly like he's going to scream.

At his silence, Tony blows out a breath and says, “Kid, you just – you gotta trust me.”

They've come a long way since Germany. They have. But Peter is still all too familiar with the sounds of disappointment. Of automated voicemails and empty promises, questions that are never answered, check-ins that get passed around without ever making their way back to him. He remembers Homecoming, remembers the collapsing building and the crashing jet, begging Tony to listen to him about the illegal alien tech. Missed call after missed call after missed call. Happy ignoring his texts, Tony ignoring his warnings.

He remembers before.

Because before Germany, before all of this, Peter was still Spider-Man. In his cheap, homemade costume, and then in it again when Tony took away the expensive one he made. He wanted so badly to prove himself that he forgets sometimes he was a hero without anyone's help.

And now, here he is, in front of Tony, and it's like so many other times before, and all he can hear is those dial tones and prerecorded voices and he feels the same twinges of disappointment he thought would never end. Missed call after missed call after missed call.

You gotta trust me.

He digs his nails into his palms and wets his lips. “I did.”

His spider-sense screams.

Peter is used to handling things on his own. He'll handle this too.


Chapter Text



The trouble is, Peter is tired.

He's on his way to school and he's blinking himself awake and his spider-sense starts ringing in his ears. He looks around, spins to make sure no one is coming up behind him, and then he sees two kids crossing the street and the semi-truck barreling toward them.

His reflexes kick sluggishly into overdrive. He takes off in a run, rips his old mask free from his backpack as he shoots a web and propels himself forward. His spider-sense goes loud, so loud his vision whites out. He scrambles to keep his grip on his web. He shoots blindly. Tony may be preparing for a fall with the new protocol he's working on, but neither of them is prepared for Peter to not be wearing any suit at all when he slams into the front of a building and goes tumbling down.

There's no pain. There's nothing at all. The impact cuts through the noise in his head and he scrambles to his feet. “No. No, no, no, no!” The kids are still walking. The truck driver has spotted them now and Peter can see the terror crossing his expression as he lays on the horn and the brake. Trucks this big aren't meant to stop fast. Gears and belts squeal in protest.

Peter doesn't need to touch anything to know he won't stick. He can feel it. But if it's just that, just the consistency of his fingertips and their hold, or if it's everything else, Peter doesn't know. He can't stop to contemplate it. Powers or no powers, he takes off, on foot, and runs as fast as he can. A different kind of panic tingles through his bones. He reaches the kids a split second before the truck does and he lunges.

Time slows down. Someone screams. Peter braces the backs of heads as best as he can, but the three of them go down in a flailing heap of limbs and roll across the road. He can hear the rush of his heart pounding in his ears. He can feel the frantic pulses of small chests pressed closed.

“Spider-Man?” a tiny voice asks, and then the child it belongs to starts crying. Time comes back to itself. Peter untangles their arms and helps the kids sit up.

“Are you guys okay?”

“Oh my god!” a girl yells. “Oh my god, he saved their lives!”

Peter looks up. A dozen faces peer back at him. Phones point his way.

“Oh, great,” he mutters. “Nothing like some early morning pics when I'm at my finest.”

People move in on them, bringing the kids to their feet, bringing Peter to his feet. They clap him on the back and compliment his actions, and it isn't until someone asks him if he's all right that he feels the pain in his left hand. He glances at his bruised and swelling fingers. He webs them together.

“Sorry to hit and run, but duty calls,” he says. “And by duty, I mean school.” He checks the kids over one last time and shoots a web with his good hand, giving the crowd a salute. “Always look both ways before crossing the street. This has been a public service announcement from your friendly neighborhood Spider-Man.”

With a twist of his wrist, he's gone.


- - -


Ned claps when he walks down the hall. “My best friend the hero!” he says.

“Shh.” Peter nudges him aside and pries open his locker. The bell has already rung and they're late for gym and Ned is practically bouncing on his feet.

“You're trending, you know," he says. "Someone got a video and the news is having a field day. Are you sure we shouldn't tell everyone?”

“I'm sure,” Peter says.

“Positive? Like, one hundred percent?”

“One thousand percent. We're not telling everyone, Ned.”

“Okay, okay,” says Ned. “Fine. It'll stay a secret. But look, I've done some thinking and I have an important question.”

Peter shrugs out of his jacket and yanks his sleeve over his makeshift bandage. “Okay.”

“What if I'm in space? Could I lift the hammer then?”

Sharp pain shoots through his knuckles. The webbing holds strong. Peter rolls out the ache in his shoulders and says, “There's no gravity in space.”

“Exactly! So I could lift it, right?”

“If there's no gravity, you're just touching it. Anyone can touch it.”

Ned considers this for a moment. “So gravity isn't worthy?”

Peter closes his locker. He slips the dial back through the metal ring it belongs to and his fingers fasten to it. When he folds his grip around the base to try to loosen his involuntary hold, the entire thing shatters into pieces.

He blinks in surprise. “Oh.”

Ned's eyes go wide. He stares at the broken bits that spill onto the floor by their shoes. “Holy shit. Did you just break that? That's metal!”

“I –” Peter fixes his gaze on his hand, feeling bewildered. He did just break it, but he isn't sure how or why.

“Dude,” says Ned. “Dude.”

Heat prickles along Peter's neck. He drops the remaining chunks of lock, kicks them into a small pile, and pushes Ned away. “Let's go.”

“But – you just – and –”

“We'll talk about it later, Ned. Coach Wilson is gonna give us detention if we don't show up soon.”

“But – ” Ned tries again, mouth gaping, and Peter already knows what he's going to say. He knows the tone. He knows the expression. But like Mona Lisa, he has no answers as to why he's falling apart. Why he's cracking along the seams.

And he thinks, suddenly, that maybe Mona Lisa's smile isn't so secret after all. Maybe she's always known she wasn't built to last.

His ears ring. The familiar stitch of pressure presses at his temples. Danger danger danger.

“Let's go,” he says, starting his way down the hall.

Ned sprints after him.


- - -


That night, he sleeps for two hours and wakes to the feeling of someone standing in his doorway. His body flashes warnings at him. His spider-sense screeches. Peter checks the apartment one room at a time, and then, when he finds it empty and safe, he closes himself in the darkness of his closet, presses his face into his knees, and cries.


- - -


The suit is there when he gets home from school the next day. It's folded in a brown, paper bag and there's a note on it that reads, “Spidey Suit – Mark II.” Peter can barely keep his eyes open, but he snatches it up and dashes out into the street to find an alley to change in.

Karen comes to life before him with a sharp flash of color. “Good evening, Peter,” she says.

“Hey, Karen.” Peter stretches a little and yawns. The fabric of his suit feels thicker than normal, and he tries not to think about what kind of precautions Tony put into it to prepare for another fall.

He says, “Anything fun for me today?”

“Yes,” Karen says. “Our favorite walrus has been spotted downtown.”

“Favorite? Since when is he our favorite?” Peter gets a running start and shoots a web, yanking himself up. The change in altitude makes his head ache. His spider-sense hums somewhere just below the surface of his skin.

“Your laughter upon encountering him made me think you enjoy his presence very much,” Karen says. “And I think his costume is fun.”

Peter comes across him faster than he intends to. Chest swelling and cheeks red where the material of his hood doesn't reach, the walrus is kneeling in the dirt outside a shop, uprooting a small tree.

“You know,” Peter says, chuckling as he drops down onto the sidewalk. “You're not wrong. I think he might be my favorite after all.”

“Are you still grounded?”

“Not now, Karen. I'm fighting crime.”

Walrus looks up at the sound of his voice and lets out a grunt and a moan. The roots of the tree rip free. He brands it like a weapon, waving it around and pointing it Peter's way.

“You get out of here, Spider-Man,” he says.

“Or what?” Peter asks. “You'll hit me with a dose of oxygen? Hey, hey, what did the tree do when the bank closed?”

“Shut up!”

Peter flicks his wrist. He wraps the trunk in a loop of web and in one fluid motion pulls it free from Walrus's grasp, catching it when it propels back to him. “It started its own branch. Get it? Man, I love tree puns. Guess you could say I'm pine-ing for them.”

There's a groan behind him, and Peter glances over his shoulder to see a man in a business suit walking past. He doesn't look at Peter, just mutters, “That was only oak-ay,” and disappears around the corner. Peter chokes on a laugh.

“Look, Wally,” he says, returning his attention. “I admire anyone who dresses up as their favorite animal, but we –”

He's ready when the dumpster comes soaring at him. He webs to a building that looks painfully similar to the one he fell from and scuttles up to avoid the bin slamming into the wall.

He's not ready when Walrus rises into his line of vision, twenty feet above the ground.

“I told you to shut up, Spider-Man!”

Peter peers at the long, black circle under his feet. “Okay, what the hell?” he says. “He's got a hoverboard now? Why don't I have one of those?”

"Because you have webs," Karen says.

Walrus charges at him. At the same height, Peter has no advantage in clinging to the wall. He propels over Walrus's reaching hands and catches himself mid-fall with a web, gliding through open air. The whirl of machines follows after him.

“So he wants a chase?” Peter asks. “All right.”

Walrus might have new tech, but Peter has more experience, and it shows as they dart through the city streets, Walrus tipping and pinwheeling his large arms to keep from slipping off his board, Peter twisting to glance at him.

“Aw, come on, Wally. Keep up!”

Walrus screams something that gets lost in the wind. Across Peter's viewfinder, Karen projects Tony's picture.

“Incoming call from Tony Stark.”

“Don't answer,” Peter says, but Karen connects the call anyway, and Tony's voice floods through the mask.

“Hey, kid.”

Peter lands on the ledge of an old apartment complex and watches Walrus attempt to catch up. “Uh, h-hey, Mr. Stark. What's up?”

“I saw a little video of you today,” Tony says. “And I'm not talking about the dubstep remix someone made of you falling."

"There's a remix?"

"You better believe there is. Hey, listen though, you did good out there, kid. Really good. Saving children from getting hit by cars is exactly the kind of stuff you should be doing. Plus, Happy is enjoying the PR. Makes his job easier. How are the new upgrades treating you?”

Two blocks away, Walrus is haphazardly swerving on his board, dipping down close to the sidewalk. Passersby duck and cover their heads as he plummets toward them. Peter sighs.

“Oh, Wally.”

“What?” Tony asks. “Who's Wally?”

“Huh? Oh, uh, no one.”

Walrus clips the side of a store and the window shatters. Sirens start up. Tony's tone turns suspicious. “What's that?”

“Nothing,” Peter says. “I'm, uh – I'm playing a game. Gotta go. Karen, end call.”

Warning signs tingle down his spine and Peter hops off the ledge, swinging his way back toward Walrus, who swerves almost violently at his return. The heat from his hoverboard singes the dry brush on the ground below him and catches it on fire.

“Okay, enough is enough,” Peter says. He searches the space above them. Karen scans structures to show their integrity, highlights pipes and support beams, and Peter picks the strongest one within distance to web to.

“Time for a ride.” He covers Walrus's chest in webs, pinning his arms to his body. He uses his momentum to yank the heavy man up off his board as he swings overhead, dragging Walrus along.

“Let me go!” Walrus yells.

“I don't think you'd want that, Wally,” Peter says. “Fall from this height would probably kill you.”

“Let me go!”

Peter lands hard on the side of a building, sticking at three points of contact. His still-healing hand protests the weight he's holding. He knows he needs to web Walrus to something quick or else he's in danger of dropping him.

He doesn't get the chance.

It's not his injured hand that gives out first, it's the points of contact. Loud ringing in his ears makes his skull vibrate, the feeling of danger washing over him, and he slips, scrambling for purchase, trying to keep both himself and Walrus up, but the web snaps under the pressure and Peter's brain works too slow.

He catches himself again. Walrus is dropping like dead weight, squirming, his screams mixing in with the ones from the people on the street.

“No!” Peter dives for him. He shoots webs. He sees red lights flashing in front of his eyes, the new protocols taking place, and something begins to slow his fall. Slow is not what he wants when Walrus is approaching the ground at the speed he is.

“Karen, help me!” he begs. “Please!”

The next web that fires doesn't come under his own power. It comes from Karen, and when Peter blinks, she's got a net of white stretched across the distance between buildings. Walrus hits it and threatens to break through it, but stops just feet from the pavement, suspended and swearing.

Peter touches down.

“Oh my god,” he says. He trembles with adrenaline. “Great catch, Karen.”

“What the hell is wrong with you?” someone demands. Peter whirls around. There's a group of people gathered in a circle, angry expressions pointed his way.

“You could have killed someone,” a woman says.

“You've ruined my store! Who is gonna pay for that?”

Peter backs away, holding up his palms. “I didn't–”

“Look at this damage. The grass is on fire.”

“My children are out here. Other people's children are out here.”

Peter's ears ring louder. Every hair stands straight and his instincts tell him to run, get out, run, get out, danger danger danger. A swell of voices attack him from all sides, a litany of, “How could you be so reckless?” and, “What were you thinking?” and, “This is what's wrong with society. These super-freaks.” He flushes all over, hot and sweaty. He feels like he's going to be sick.

He looks for an escape route, an easy way for him to flee before this turns into a mob, and then there's the sound of thrusters and the energy in the crowd changes from rage to surprise, and the Iron Man suit lands beside him.

Peter's spider-sense sings. His knees buckle.

Tony says, “I'll take it from here,” and waves the crowd away. He must not expect anyone to actually leave because he turns and grabs Peter under the arms and takes off, relocating to the top of a skyscraper. Peter stumbles when Tony lets him go. He yanks his mask off and breathes in slowly, watches as the Iron Man suit splits down the middle.

Tony steps out and crosses his arms over his chest. He sounds frustrated when he says, “You okay?”

Peter is frustrated too. He nods and clenches his teeth. The ringing doesn't stop. His head is going to explode.

“So is this our thing now?” Tony asks. “You're just gonna officially take up the role of rebellious teenager? Because I gotta tell you, I'm really not into the whole 'stern adult who berates kids' kind of thing. That was more my father's spiel.”

Peter presses a hand against his forehead. “I don't need you to babysit me, Mr. Stark.”

“Clearly you need someone to. You almost flattened that Walrus guy.”

“That wasn't my fault!” Peter snaps. “It was your protocol that slowed me down. I could have caught him without it.”

Tony arches an eyebrow. “Oh, excuse me for trying to put some safety measures in your suit because you keep thinking it's a great idea to faceplant into sidewalks.”

“It was one time!”

“That's one more than no times.”

Peter sways. He rounds on Tony, his mouth opening but no words coming out. This time, when his spider-sense starts to absolutely howl, it doesn't stop. He squeezes his eyes closed and clamps his hands over his ears.

“Shit,” he mumbles. Something prickles at his nose. He touches his face and his hand comes back stained red. Blood pours over his lips.

Tony says, concerned now, “Pete?” and Peter's eyes roll back in his head.

He feels Tony catch him as he falls.

His spider-sense screams and screams and screams.


Chapter Text

Peter wakes up fighting.

The sense of danger is flooding through his body, panic weaving into his muddy thoughts, and he swings with clumsy fists at the hands reaching for him. They grip his wrists easily and push them aside. Peter is a second away from kicking out when his eyes clear enough to show Tony hovering above him.

He rips free from the hold and rolls over onto his stomach, resting his forehead on his arms. He can taste copper in his mouth. Every muscle in his body is tense and straining against the promise of threat. The shrill ringing in his ears is loud enough to hurt.

And then Tony lays a palm on his back and everything goes quiet.

The sudden release of pressure has Peter deflating into a boneless heap, and he breathes out a choked noise – more a sob than the laugh he intends. He wonders a moment if he's ruptured his eardrums, because he can't hear his own heartbeat even though he can feel it pounding away, but Tony's voice filters into the silence.

“– give me something. Can you hear me? Kid?”

“I hear you,” Peter says hoarsely. He swallows down blood. His stomach churns.

“Okay, good, you're alive,” says Tony. “I can work with alive. Can you sit up?”

He's panting, these harsh, ragged sounds, and Peter gathers the little strength he has and digs his elbows into the ground and twists so he's facing him. It's not until he sees Tony's eyebrows pulled together that he understands it's not Tony who is responsible for the sounds.

He touches his chest. His fingers are stained red. “I'm okay.”

“Try again,” Tony says.

Peter's nostrils flare as he wills himself to relax. Under Tony's sharp gaze, he wants to cry. The whole front of his suit is covered in blood, but it's not running from his nose anymore, and now it's just drying into sticky blotches on his skin.

He says, in a rush of air, “I just got dizzy. The fall must have messed with me or something.”

Tony tilts his head. “And the Trevi Fountain of blood you've got going on?”

“I, um … I used to get nosebleeds when I was little,” Peter says, and it's not a complete lie, because he did, right after his parents died, but he knows this isn't the same. “They happen sometimes.”


“You know, blood and dizziness – uh, they don't go well together?”

“Sure,” Tony says. He takes Peter's hand and helps him to his feet. “I'm getting you checked out.”

At Peter's sputtered protest, he lifts a finger. “I don't wanna hear it. Are you gonna pass out again or can you walk?”

Peter scoops his mask up. His cheeks are hot. “I can walk.”

“Then let's go.”


- - -


Walrus Central @WallyCentral
Wow. Spider-Man out there almost killing Walrus. Do you guys know what's going on with him? This new video is terrifying.

     Meghan @samanddeangotnothingonme
     Replying to @SMCW
     Did you see Iron Man come rescue him from that mob? He looked pissed.  

        Walrus is my man @trollymolly
        Replying to @samanddeangotnothingonme
        someone on reddit posted that they saw spidey get in a car with stark and spidey was all bloody

            Spider-Man Central @SMCW
            Replying to @trollymolly
            Link?? I didn't know he was hurt. I'm even more worried now.

                Walrus Central @WallyCentral
                Replying to @SMCW
                I'm more worried about my man the Walrus. #googoogjoob #WEarethewalrus


- - -


guy in the chair:
someone made a fanpage for that walrus guy
it already has six thousand followers

guy in the chair:
I may have been the first one

guy in the chair:
also that web move was siiiiiick

guy in the chair:
are you with Tony Stark?
is Black Widow there?

guy in the chair:
get me an autograph?


- - -


By the time one of the doctors in the compound has checked him over, Peter's spider-sense is burning across his skin. They rule out concussions and swelling and lacerations, and then Peter excuses himself and throws up in the private bathroom down the hall.

He breathes into his palms. He sits with his back against the wall. He begs.

Please shut up. Please shut up. Please shut up.

It doesn't. His spider-sense drones on and on.


- - -


He gets the clearance to go home.

“I think he's right,” the doctor says, to a tight-lipped Tony. “The sudden change in altitude probably caused his blood pressure to drop, making him lose consciousness. He'll be okay. He just needs to take it easy for a bit.”

And there's no evidence Tony can argue with, so he loads Peter up in a car and drives him back to Queens.

In front of Peter's apartment, he says, “Look, kid. I know you're super into this whole 'take on the world by myself, stick it to the man' thing you've got going on, and I admire it, really, I do. Very working class. But how about you tell me what's really going on?”

Peter pushes the heels of his hands into his eyes. “I don't know,” he admits.

“You don't know what?”

“I ...” He drops his hands and glances out the window. A boy on the sidewalk holds a phone up as he strolls by, taking a picture of them, and Peter sinks down in his seat, pulling the paper bag with his suit inside closer.

“I think I'm sick,” he says.

“Yeah?” says Tony. “Sick like you're gonna throw up? Or sick like you see dead people?”

Peter fiddles with the door handle. His body is screaming at him to get away, but it's different this time, somehow. More encompassing. More intense. Pressure pushing down, aching all the way to his fingertips, to his toes.

“I'm not Haley Joel Osment,” he says.

Tony snorts.

“I'm not gonna throw up either. I think … maybe it's the flu or something. I'm just … I probably caught something.”

“Yeah, a radioactive spider,” Tony says. “Seriously, kid. Did you ever get a once-over after the bite or have you been winging it the past two years?”

“May took me to the hospital. Twice.”

“When you passed out, sure. But I mean after all that 'have you been smoking the devil's lettuce' bull. Did you have someone who knew what they were doing check you over?”

Peter blinks at him. “Did you look at my medical records?”

“No,” Tony says. “FRIDAY did. Speaking of, how are those allergies?”

“I don't have them anymore.” It takes a moment for Peter to comprehend the sarcasm in Tony's voice, to understand that Tony isn't actually looking for an answer, he's just making a point. And then his ears are surging with white noise and he doesn't care anymore that Tony went through his private records or that he knows about the issues Peter used to have before the spider came along. He just wants to go. He just wants to be where the air isn't so hot and sticky, where he feels like he can breathe.

He wants to run.

Instead, he takes a shallow breath and hits the button to unlock the door. His legs twitch, his nerves sending panic up through his limbs. Run run run danger.

“I'm not feeling the best,” he says.

“Kid –”

“I just need sleep, Mr. Stark. And probably some chicken noodle soup or something.”

Peter doesn't wait for another response, because the sound in his head is like a drill against his skull and his chest is heaving and Tony is reaching for him again, to stop him or to calm him – Peter doesn't know. He doesn't want either.

He goes to open the door, and he doesn't notice the handle is in his grip, no longer attached, until he's about to step out onto the curb.

He freezes in terror.

Tony lowers his sunglasses.

“Oh my god,” Peter says. “I'm – I'm sorry, Mr. Stark. I didn't mean – I can pay for it – it was an accident, I swear.”

Tony flicks his gaze to the handle and back up to Peter's face. “If you honestly think I need a fifteen-year-old to help pay for a faulty piece of automobile, I'm gonna have an identity crisis. Billionaire, remember? Stark Industries? Maybe you've heard of it?”

Peter nods, bobbing too long, his hands trembling. Tears spring to his eyes. He passes the piece of plastic to Tony and snatches up the paper bag.

“Sorry,” he says again. He makes sure to close the door behind him as gentle as he can and then he rushes through the lobby of his building and runs the seven flights of stairs up to his apartment.

Tony doesn't follow.

Peter is glad.


- - -


“The suit,” May says, arms crossed over her chest as she stands in Peter's doorway.

“Aw, May, come on.”

“Now, Peter. Or else I'll cook turkey meatloaf every day for the rest of your life and make you eat it while I order an entire pizza for myself.”

“That's cruel,” Peter says. He peels open the bag and pulls the suit free. His throat swells. It's his fault, anyway, for sneaking out when he was grounded, but that doesn't stop the twinge of pain when he hands the suit over to May.

“One week,” she says. “No superheroing. You got me?”

Peter nods. May nods too.

“Good. Now how about some spaghetti?”


- - -


He doesn't sleep. All night he tosses and turns, senses on high alert. Every noise gets louder, every light gets brighter. His spider-sense screams and screams at him to avoid an approaching danger that never reaches him.

After May leaves for her shift, he tears the apartment apart until he finds his suit hidden in her dresser and he shoves the mask over his head.

“Karen,” he says, gasping.

“Good evening, Peter. You appear to be in distress,” Karen says. “Do you need me to call for help?”

“No. Can you – do you have something to block out sounds?”

“I have the Nap Time Protocol. It's part of a sensory level feature. Would you like me to activate?”


She does, and the world goes quiet so fast that Peter stumbles with a wave of vertigo. His spider-sense spikes up, shrieking, and settles back into an aggressive hum.

“I think I'm dying,” Peter says, and startles when Karen replies.

“You don't appear to be in danger of death.”

He leaves the rest of his suit where May stashed it and retreats to his bedroom. There's still too much light pouring in through the cracks in his blinds, so he pulls the blanket and pillow from his bed and stations himself in his dark closet, the small space creating a weary feeling of ease.

“Can you stay with me?” he asks. “In case something happens?”

“Yes. My system is designed to watch for threats while in this mode. I will only alert you if I detect something suspicious. I won't make noise, but I'll still be here.”

“Thanks, Karen.”

Peter presses his face into his pillow.

Hours later, he falls asleep with Karen on standby and the inside of his mask soaked with tears.


- - -


But the trouble is, Peter is still tired.

He's tired and he's overwhelmed and everything is loud, all the time, and the ringing inside his head won't stop and he's on edge and his body is constantly telling him to run. He can't run, though. He can't run from Spanish class, or gym, or math. He can't run from Decathlon practice or dinners with May. He can't run from his life.

He tries convincing himself there's no threat, but his spider-sense doesn't care. Like an inconsolable child, it wails and wails and wails, pleading at him to get somewhere safe, to protect himself, to fight. And it doesn't stop, no matter how much Peter begs it. It's there on the horizon, a constant bundle of coiled fear in his stomach, as if Betty is watching him and waiting for a moment to jump up and stab him, or Michelle's disinterested glare is a cover for a more dangerous plan about to take part.

It's so, so stupid. Peter knows this. But he can't make it stop.

He checks out books from the library about superhero diseases. He Googles anxiety and hypervigilance. He cries in locked stalls between classes.

And then, four days into his grounding, Happy calls him as lunch is ending and the sounds in the cafeteria soften and allow the tension in his limbs to loosen an inch.

“Why am I not seeing you anywhere?” Happy asks. Peter drops his head down to rest on the table. Ned's sneakers bump his.


“I got a crazy guy in a Walrus costume parading around and no Spider-Kid to deal with him,” Happy says. “The city wants a conclusion, kid. You almost killed that guy and disappeared without a trace. You wanna be a superhero, you gotta be willing to clean up your messes. That's what good PR is.”

“Uh.” A shiver passes down Peter's spine. He scratches at his arm. “I'm grounded. Not allowed to go out.”

Happy grumbles under his breath. “Are you kidding me? Fine, all right. More paperwork for me I guess.” He huffs out an annoyed sigh and says, “So what'd you do, anyway?”

“Fell off a building and didn't tell my aunt. Then almost killed a crazy guy in a Walrus costume when I was already grounded.”

“Nice.” Happy actually laughs a little, and Peter closes his eyes, his lips twitching into a tired smile.

“I thought maybe Mr. Stark took care of it,” he says. “He kind of showed up in the middle of me being mobbed.”

“Yeah, well, you'd think Tony would do a lot of things he doesn't.”

“I guess so.”

“Try to stay out of trouble, kid. Make my job a little easier.”

“Okay,” Peter says. “I'll let you know when I'm not grounded anymore. Sorry about the paperwork.”

“Yeah, yeah.”

Peter ends the call. His spider-sense picks up screaming as soon as Happy is gone.


- - -


“But what about the hammer?” Ned asks while they walk home. “Do you think it needs insurance too?”

“I don't know, Ned,” Peter says.

“Because if it's powerful enough to decide who is or isn't worthy, you'd think it deserves to be insured on a vacation to Hawaii, right?”

“Ned, I don't care.”

“And what about a plane ticket? Does it get its own seat? How does it go through security?”

Peter threads his fingers through his hair and yanks on it. Someone down the street lays on their horn and it stabs through his brain like a dozen knives. He thinks he's going to cry, but he doesn't. Anger and frustration shake his knees.

“Ned, just shut up,” he snaps. “Please.”

Ned slows, his expression melting into confusion. “Whoa,” he says. “Are you okay?”

“No, I'm not okay. And I don't care about Thor and his hammer. I just –” Peter cuts off at the look at Ned's face, and when he touches his own cheek he realizes he is crying after all.


He scrubs hastily at the tears. “I gotta go. I'll see you tomorrow.”

Ned calls after him, but powers or no powers, Peter is faster, and he's a block away before Ned can even finish his sentence.


- - -


It's almost relieving when Peter figures out how to turn the eyes in the mask off, except even with it and Karen blocking out noises, nothing he does makes his brain calm down.

He doesn't cry now. He wants to, but he can't. There are too many feelings happening at the same time and they're all fighting for control.

He claws at his ears. He bruises his temples.

“I'm dying,” he says. “Oh my god. Karen, I'm dying.”

“Your vital signs indicate extreme distress. I recommend seeking medical attention.”

Peter has her open the mask's eyes again and he turns the light on his closet and fumbles through boxes, ripping things out and tossing them aside as he goes. He has to leave. He can't breathe here.

Karen says, “Mr. Stark is your emergency contact. Would you like me to call him?”

“No,” Peter says. “Don't. And don't do that thing where I tell you not to and you do it anyway, because I swear I will find a way to deactivate you if you do.”

“Your aunt's shift just started. I could contact her instead.”

“We're not calling anyone, Karen.”

“Peter, I really must –”

He finds the hem of his mask and pulls it free. He moves without thinking, emptying the boxes and standing to see what's on the top shelf. Somewhere he's hidden the bits and pieces of his old suit, the one older than what he wore before Tony's, back when he wanted to look edgier and thought a black mask would be cool. It had been, until he'd looked in the mirror and saw himself.

“Too dark,” he'd said then. "Let's try something friendlier."

He finds it buried beneath his bed and slides it on. There's no Karen, no viewfinder or technology or anything besides the goggles he uses to narrow his line of input. But Peter doesn't need to be Spider-Man right now. He needs to blend into the night, and black clothes and a black mask are the best way to do so without anyone recognizing him.

He turns his phone off and sets it on his desk. He leaves out the window without looking back.

May told him no superheroing, but that's fine. Peter doesn't plan on being a hero tonight.


Chapter Text

The day his grounding is over, May brings him his suit and stands in his doorway, watching him run the fabric through his hands.

“You have to tell me things,” she says. “I understand you're gonna mess up sometimes, but you can't keep it from me, okay? No more secrets.”

Guilt makes his insides flip. He breathes to make sure he won't throw up and crumples his suit tight, giving a sharp nod.

“Okay,” he says. From the pinched line between May's eyebrows, Peter can tell she doesn't know whether to believe him. It hurts that he's put himself where he is. He makes a promise, right here and now, that if he can't get this to stop – whatever this is, whatever it has become – he'll tell May. He owes it to her. He owes it to himself.

The back of his neck prickles with heat.

He just needs a little more time to figure it out.


- - -


“This is amazing,” Ned says as he hovers behind Peter, peering over his shoulder at the computer screen. “You're like a night hero now.”

Peter hums to acknowledge him.

Ned hits his shoulder. “Oh my god, dude, you're like Mr. Aizawa!”


“You know, from My Hero Academia?” Ned says. His enthusiasm falters, his voice dropping with it. Peter can feel him scanning over the protocols in the coding of the suit while he combs through them and turns them off. “He patrols at night too cause he doesn't like all the media and stuff. That's why he's always tired.”

“Mm,” Peter says, distracted. The sheer amount of new information in front of him is dizzying. Tony has installed what seems like an unlimited amount of data into the latest update, the one designed to keep him from falling to his death, the one that slowed him without his permission when Walrus was heading toward an early grave. Peter shuts them all down without trying to figure out what they are.

“Thought you were into Thor,” he says.

“Yeah, but Thor is real,” says Ned. “So it's different. What are you doing anyway?”

“Getting rid of bloatware.”

Ned leans closer, chuckling. “The Nap Time Protocol?”

“Just keep watch, Ned.” They have ten minutes, maybe, until someone notices they're in the lab and kicks them out. They're not supposed to be here this late after school, but Peter needed access to a computer with a processor faster than his laptop and this was his best option. The only way to go through the suit's system is to first get into it. He doesn't want to turn everything off. He just needs to go back to some of the basics, back before the advanced features. He just needs to keep Karen.

At the doorway, Ned peeks out the window into the hall and says, “Do you think you could ever put Karen into your phone?”

“I wouldn't know how,” Peter says. “There are billions of lines of code making her up. It's insane.”

“Imagine her language learning program. It's gotta be the same as Mr. Stark's personal A.I., and didn't he make his back in like college? That thing is super old. That's probably why there's so much code. It's been learning for a long time.”

“Makes sense.” Peter scratches at a tickle in his nose. He sneezes into the crook of his arm.

“Catching a cold?”

“Probably allergies,” he says. He glances back to Ned when he hears a sputter of noise, and Ned jumps, ducking under the view of the window.

“Someone's coming!”

Peter scrolls through the remains of what's left. There's too much for him to read through. In a second of panic-fueled frenzy, he does the only thing he can think of: he powers down everything in sight. 

He thinks, I'm gonna regret that, as he unplugs the suit and they hightail it out of the lab.

He thinks, I already do.


- - -


He keeps the mask. Only the mask. He wears it under the hood of his dark suit to prevent the colors from showing. For a while, he lays low, without turning Karen on, because he's afraid something he's done will set off an alert to Tony and he'll have to explain why he's hacked into his tech again. But the radio silence remains the same. There's no alert. There's nothing about a new, edgier Spider-Man in the news. He's become invisible.

Happy doesn't call.


- - -


Why I think Spiderman is Iron Man's secret love child
submitted 10 hours ago by usernamesarefordweebs

Okay, so it's no surprise Spidey's costume changed. Remember those old videos of him on youtube where he's wearing like a sweater and tights and shit? So we all thought maybe he just designed a new one that was more practical, but I've been doing some research and if you look at this picture there's no way this guy designed it by himself. Do you see how intricate that shit is? We know Spidey is at least kind of young and he'd need some serious credientials to create something like this without like a lab or something.

So then I thought: what if Tony Stark helped him make it? Look at the eyes of the suit. They are insane. That kind of tech reeks of Stark. And remember when he came to Spidey's aid when that ferry split in half? Dude was so pissed off at Spidey. Plus there are reports that Spidey was there during that whole weird thing with Captain America in Germany. Why would Tony Stark bring in this semi-inexperienced guy to help fight?

My reason? This is his kid. That's why Spidey got an upgrade and why Stark was so pissed off when he almost killed all those people. I think maybe Stark just found out about him and that's why he's suddenly connected to Spidey now and not when Spidey first started showing up on youtube. My theory is he didn't know he had a son and found out and now he's trying to play dad.


        [-] DLB-2 256 points 10 hours ago
        Dude, for real. This sounds like a solid theory. It makes sense why Tony Stark would design him a new suit. He finds out Spider-Man is really his son and can't have him swinging around out there in those pajamas.

             [-] notspiderman 89 points 9 hours ago
             Do you think he was worried about his image or about Spider-Man getting hurt?

       [-] dragonsarerealandyouarenot 388 points 9 hours ago
       “If there's one thing I've proven, it's that you can count on me to pleasure myself” yeah stark is gonna be a great dad

            [-] The_Icemaker 402 points 10 hours ago
            Uh, isn't it possible he just created the suit for him because Spider-Man is a superhero and Iron Man is a superhero and Tony was just helping out? He did design Cap's suit after all. And War Machine's suit. Neither of them are his kids.

                 [-] VanGone 67 points 8 hours ago
                      |Iron Patriot
                 Fixed it for you

                 [-] PinkPotatoes 202 points 7 hours ago
                 New theory: Captain America is Howard Stark's son and Tony Stark's secret brother.

                       [-] allofthem_69 153 points 7 hours ago
                       New new theory: Cap and Spidey are both Tony Stark's kids. Family get togethers are awkward.


- - -


Spider-Man Central @SMCW
Has anyone had any sightings of our boy lately? The streets have been empty and sad. #whereisspiderman?

         Leah Met Spidey @artandloveandboston
         Replying to @SMCW
         There was a robbery at a 7/11 today and I kept waiting for him to show up and help, but he didn't :(

         It's Me @oceanemily
         Replying to @SMCW
         Been checking the news, but haven't seen anything. Is he still alive? No one has heard anything since that whole Iron Man incident. #whereisspiderman? #bringhimhome

         Walrus is my man @trollymolly
         Replying to @SMCW
         wonder if that rumor of him being hurt is true. would explain why he's been missing. hope he's okay.


- - -


It's midnight and it's cold. Peter looks over the side of the two-story building he's standing on and exhales a cloud of white. He slides his mask over his face.


“Good evening, Peter,” Karen says. Peter smiles, but his relief is shattered as fast as it comes when Karen says, “Congratulations on completing your rigorous Training Wheels Protocol and gaining access to your suit's full capabilities.”

“Oh,” Peter says, heart sinking. “Looks like I might have deleted too many things. Well, that's a problem for future Peter, I guess. Uh, hey, Suit Lady, I'm gonna call you Karen, okay?”

“Sure,” says Karen. “You can call me that if you'd like.”

“Cool.” Peter peers down to the pavement below. Time has not dulled the ache of his fall, and he feels it along his spine like electricity crackling. It is sharp, all at once, and he almost talks himself out of this before he can think better of it. But he's just on the right side of tired, just far away enough to ignore the negative parts he should be considering.

“Okay,” he says, stepping back and shaking out his arms. “Like riding a bike, right? You never forget?”

“That is true,” Karen says. “Researchers are looking into the part of the brain that –”

“I don't need the science behind it, Karen. Just need to know it works before I jump off this building.”

“Would you like me to calculate the distance between here and the place you are jumping?”

Peter pauses with a sickening moment of doubt. He kneels, and in one swift motion, skirts his fingertips along the concrete of the roof, reveling in the small amount of resistance. “The only place I can go is down,” he says. “So I'd rather not have that info.”

“As you wish, Peter.”

“You don't have any protocols to stop me falling, do you?”

“I don't appear to,” says Karen. “Though you do have webbed wings under your arms that I can activate if you are planning to glide.”

“Yeah, I'm not. But thanks for the reminder.” It's what Peter wanted, but something about knowing he's on his own makes the ringing in his head hitch a notch. Pressure blurs his vision. He doesn't want to think about this, so he plants his foot and pushes off and leaps into the open air.

In the dark of the night, his body remembers.


- - -


And then, it forgets.

Peter is patrolling and it's two in the morning and some guy pulls a gun on him. Peter doesn't talk a lot these days when he's catching criminals. Not when he's in the black suit, at least. He doesn't want anyone knowing he's Spider-Man – mostly because if people are aware, it will get back to Tony or Happy or May, and he'll have to answer questions he's not ready to answer. He knows what this looks like.

He is patrolling and the man brings the gun out once Peter lands in front of him. He doesn't fire it. He aims it at Peter's chest and it shakes in his grip.

“I don't want any trouble,” he says.

Peter gives a quick look around them to make sure no one is close enough to get hurt. New York never sleeps, but this late, the streets are less dense. It's easy for Peter to slip in and out and never be seen. He webs the gun in a flash and rips it away. The man stumbles back.

“You – you're that spider guy,” he says. For good measure, Peter webs his mouth too. He sticks one of the guy's arms to the wall of the convenience store he just stole from and lowers his voice.

“I'll have the police get you.”

He doesn't stay to decipher the mumbled mess of swears he gets in return. He rounds the corner, ready to head back to the top of the bank he's been keeping watch from, but before he can, he spots a familiar face standing in front of a display window filled with magical toy hammers.

“Hey, look, Karen,” he says. “It's our favorite walrus.”

Karen doesn't say anything. Peter hasn't been able to fix what he broke in the computer lab, no matter how hard he's tried. This isn't his Karen anymore.

“Yo, Wally,” he calls. Walrus turns at his name and his eyes go wide. Peter forgets how scary he must look dressed the way he is, more like a villain and less like a hero. He pulls down his hood so Walrus can see the red mask. “Long time no see.”

Recognition dawns on Walrus's features. “Leave me alone.”

“Aw, come on. Don't be like that. It was an accident. I didn't mean to drop you.”

“Go away. I'm not doing anything wrong.”

“Where's your hoverboard?” Peter steps closer. He pokes at Walrus's wool tusks and Walrus shoves him.

“I said leave me alone!”

Peter laughs, and then wind rushes through his ears, painful and fast, the sound blowing out his hearing. He cups his hands over the sides of his head and lurches back. He expects Walrus to attack, to throw another dumpster or tree or take a swing while his defenses are down. Walrus doesn't. He inches away, horrified, and takes off in a run.

“Shit, shit, shit,” Peter says. A low buzzing vibrates all the way to his toes. He can't stay here. He aims a web blindly and yanks on it, but he doesn't go far. His body has forgotten how to do this. The only thing he hears is the pounding of his pulse as he slams into something solid and lands hard on his back. He wheezes and it rattles in his lungs.


“Are you okay, Peter?” Karen asks. “I'm unable to scan for injuries without the rest of the suit on.”

Peter closes his eyes. He forces himself to inhale through the pain.

“Should I call for medical assistance?”

“D-do you e-even know how t-to?”

“It is programmed into my system,” Karen says, but this isn't Peter's Karen, and she doesn't know he's just trying to be mean. He starts to apologize and stops short. It's his own fault. All of this is his fault. He's dug himself into a hole so deep he can't see the top of it anymore, and despite everything, he knows the truth. He's out of time. He has to tell someone. He can't keep doing this.

“O-one sec,” he says, to Karen, to himself. “Give m-me just one sec.”


- - -


At his apartment, with the ringing in his head and the hairs on his arms stuck straight and his body screaming at him, he sits in his closet with his mask pulled up and a wad of tissues pressed against his nose. Blood drips in a sluggish flow. May is at work and Karen doesn't have the ability to block out his senses anymore. He has broken everything.

Through the liquid in his mouth, he begs, Come back to me, Karen. He begs, I can't do it anymore.

His spider-sense screams and wails. His breath whistles as it comes out.

Karen doesn't remember.

She can't.


- - -



“Mr. Stark?” Peter asks. He blinks back tears, presses his forehead against his closet door. Tony's picture is bright on his viewfinder. It makes him nauseated. “Uh, hey."

"Hey? It's four in the morning. That's too early for 'hey.' What's up? Are you dead?"

"No. Nope. Not dead. I – um." Peter swallows the noise that crawls its way up his throat. He's still wheezing from his fall. "I think I messed up. I think … I think maybe something is wrong. Like, really wrong.”

“Okay,” Tony says. “Where are you?”

“Home. Uh, Queens.”

“I know where you live, kid. I've been there before.”

“Oh. Yeah.”

“If you can hang on, I'll have Happy come get you in a few hours. It's Saturday, right? I want you to stay the night at the compound while we get you checked out."

"All right," Peter says. He bites his lip and crushes the bloody tissues in his hand. "Mr. Stark, I'm –”

“I know," Tony says. "I'll see you soon.”


- - -


Happy comes upstairs instead of waiting for him outside, and then he spends the first fifteen minutes of their trip glancing at him in the rearview mirror.

“You gonna throw up?” he asks. “Give me a warning if you are. I gotta clean this car and I really don't want to deal with that.”

Peter, curled up against the door, shakes his head. He doesn't have words to offer Happy, and he's not sure what he would say even if he did. He's half-awake, searching his muddled thoughts for the last time he got a decent amount of sleep. 

He coughs into his sleeve. Happy says, “That doesn't sound nice.”

“Allergies,” Peter mutters. He coughs again and it stings in a way it shouldn't. When he sucks in a mouthful of air, only part of it makes its way to where it's supposed to. There's a weight on his chest like a cinder block.


Peter sits up straighter. He scrubs at his sternum, digs his knuckles deep into his skin to knock loose whatever is blocking his airway. It doesn't seem to help, because Peter takes another breath and it barely comes back to him.

“O-oh.” He can delete all the coding he wants, but even though his genetic makeup changed after the spider bite, he hasn't forgotten who he was before all this. A kid with an annoying list of medical problems. A kid whose body constantly overreacted to everything it could. Doctors told his parents he would grow out of it. Different doctors told Ben and May it could linger well into adulthood. The bite had been heaven sent. A clean wash. A do-over. A chance for Peter to be healthy.

The car jolts to a stop. Happy twists to look at him. “Are you having a panic attack?”

Danger danger, Peter's body screams, and it's right this time. Peter is Mona Lisa, colors fading, smile cracking, and who knows why? Protect it the best you can and still it falls apart without anyone's influence.

He meets Happy's worried expression as he pants. He remembers this. He's not having a panic attack.

He's having an asthma attack.

“H-Hap,” he gasps. “H-help.”

Danger danger danger