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Chaotic Dynamics

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In common usage, "chaos" means "a state of disorder". However, in chaos theory, the term is defined more precisely… [although no universally accepted mathematical definition of chaos exists…]


Tony stood outside the medical wing of the Tower, observing as Helen Cho and her team of highly trained, highly skilled medical staff scrambled like rookies to stabilize a kid from Queens. A kid from Queens who had somehow, in the week since Tony had last seen him, acquired super strength, an altered genome, and a resistance to every sedative or anesthetic the team had on hand. It was not fun to watch, and it was even less fun to realize that the kid’s life story had suddenly become a hell of a lot more involved than a simple impressive science fair project. Tony had been hoping to someday be able to brag about the part he played in the kid’s rags-to-riches story, but this was…he really wasn’t sure what this was.

“Well,” Bruce said approaching him from one of the labs attached to the medical wing with a small Starkpad in hand, “This is definitely unlike anything I’ve ever seen before.” He paused looking through the observation window to the chaos beyond. “He’s still convulsing?” 


“But it’s been over—” 

“Yep,” Tony cut him off, not needing Bruce to point out how concerning it was that after almost an hour working on Peter, the kid was still having periodic seizures and they were no closer to understanding what was wrong with him or how to help him. And the kid seemed to be getting worse. They’d been forced to call Steve and Vision in to help restrain him because the medical staff couldn’t get near the kid without risking injury when the convulsions started. He watched as the super-soldier and the android fought to keep the small body contained as technicians continued collecting samples of vital fluids as they attempted to understand the source of the boy’s condition.

“Christ, Bruce,” Tony breathed. “He came to us for help. Tell me you’ve got something.” 

“I do actually. You’re not gonna like it, and it’s gonna sound nuts, but it’s the best I’ve got.” 

Tony gestured for Bruce to continue and the other man took a deep breath, bracing himself to deliver his thoughts. Bruce’s anxiety did not ease Tony’s in the least. 

“As best I can tell,” he began, “Peter and his uncle were test subjects for some new super-soldier serum, as in the same stuff that gave us Captain America.” 

“But I thought—” 

“It’s not the same serum.” It was Bruce’s turn to cut Tony off this time. “Again, I’m guessing, but it looks like someone tried to reproduce Dr. Erskine’s work and found an alternate method to synthesize the serum through genetically modifying a new breed of arachnid.” 

“The spider bites?” Tony asked, following the logic. Bruce nodded. 

“The bite marks found on both Peter and his uncle’s body are injection sites where the serum was ‘administered’ for lack of a better word. The location was intentionally chosen, close to the brainstem where it would have fast access to the nervous system, near a major artery where the serum could travel through the bloodstream swiftly. You said that Peter was taken from the hospital by Norman Osborn two days ago after his aunt and uncle were admitted, right?” 

“That’s what FRIDAY’s been able to find, yeah,” Tony confirmed. 

“Well, assuming that the serum was administered not long after that, it would stand to reason that what we are seeing is the result of his body being, essentially, remade. There’s no telling what we’ll get when he comes out on the other side, if we even make it that far. From what I can tell, the only reason the kid is even still alive is because he’s an adolescent. His body hasn’t finished developing so it is adapting to the changes it is currently going through, kind of like extreme puberty.” 

“Jesus,” Tony sighed. “Ben never stood a chance. He was dead as soon as they gave the stuff to him.” He squeezed the bridge of his nose, horrified at the implications of what Bruce was telling him. “And if Osborne comes to the same conclusion, you don’t think the sick bastard would start… He wouldn’t just start taking kids to experiment on, would he?” 

“We don’t even know why Peter and his uncle were targeted at this point, Tony. And we haven’t even touched on the significant amount of blood missing from Ben’s body. I don’t think we can rule out anything.” 

“Well we know that the kid’s father worked with Osborn years ago, on spiders no less. And we know that Ben was the kid’s uncle by blood; his father’s brother. All of this is related. We just need to put the pieces together.” Tony squeezed his temples, trying to steady his thoughts and stave off the migraine that was forming behind his eyes the more he learned about this bizarre situation. 

He had just been heading to bed around three o’clock that morning when the alarms in the tower began sounding, alerting them all to an intruder in the lobby. The last thing he’d expected to find was a broken Peter Parker clinging to the corpse of his uncle, half-naked and covered in blood. Between getting the kid to medical and trying to track down what the hell had happened, Tony had never made it to bed, and the lack of sleep was catching up to him. But he didn’t have time for fatigue. He shook off the haze and focused back on the problem at hand. 

“In the meantime,” he segued, trying to figure out something that might help Peter, “since this is supposed to be a Cap-sicle remake, do you think it would do any good to pull the old Vita-Ray chamber out of cold storage?” 

“Vita….WHAT?” Bruce snatched off his glasses to stare at Tony in shock, almost dropping the tablet. “I though the chamber was destroyed along with everything else that had to do with Project Rebirth.” 

“Well, destroyed is a relative term when the old man’s involved,” Tony said, rolling his shoulders with the mild discomfort he always felt whenever he had to talk about his father. “He helped design the thing. When all the dust settled, he picked up the pieces and worked on it as a side project in one of his top-secret labs. I found it a few years back when I was digging through his junk. So, what do you think? Could a good old-fashion Vita Ray tanning session help the kid out?” 

Bruce sighed, placing his glasses back on. “It’s hard to say,” he shrugged. “Exposure to Vita Rays did stabilize the process and make Steve’s transformation near instantaneous, but your father was working closely with Dr. Erskine as he was perfecting the formula and the chamber. There’s no way to know what exposing Peter to Vita Rays with this serum might do. I wouldn’t risk it.” 

“So you’re saying we, what, wait it out? Watch the kid drown in his own sweat and hope for the best?” 

“I’m saying,” Bruce said, turning to look through the window as alarms began sounding again and Steve, Vision plus a small crowd of technicians scrambled when frothy spittle began running from Peter’s mouth with the next convulsion, “that we don’t really have a choice.” 



“Otto!” Norman smiled stepping into the lab of his head geneticist. “Tell me you have good news. You saw what my beautiful boy can do. We’re going to need something special to bring him home.” 

“This is delicate work, Mr. Osborn,” Dr. Otto Octavius told him in response, turning his motorized wheelchair to face his employer. “Such work requires time and focus.” 

“Not the answer I’m looking for,” Osborn all but growled. “If you can’t do this, then what am I paying you for!?” 

“You’re paying for my brilliance and expertise,” Octavius snapped back. “And you would do well to remember that when it comes to cross-species genetics, mine is the greatest mind alive.” 

Osborn’s glare could have restored the icecaps. “Then what do you have for me, Otto? Since your mind is so great.” 

“What I have is information,” Octavius replied. “Information you’ll need if you want to hold on to your pet once you get it back. I’ve gone over all of the data collected before the subjects escaped. We expected the development of enhanced sensory perception as well as enhanced physical strength. The restraints that were placed on him were developed based on the known strengths of Captain Steven Rogers, but subject SP00 escaped them with ease. That tells us that he is stronger than the current standard for super-soldiers.” 

“Tell me something I don’t know, Octavius,” Osborn growled. 

“Perhaps it would be of interest to you to know that he hasn’t finished developing.” Octavius pulled up footage from the previous night’s escape. “My best estimate is that subject SP00 escaped approximately sixty percent through his transformation. Sixty percent, and he’s already stronger than Captain America. Combine that with the accelerated healing, the heightened senses, and the strange adhesive abilities he demonstrated, and we’re looking at something the like of which the world has never seen!” 

“A perfect soldier,” Osborn smiled, stroking a hand lovingly over the frozen image of Peter’s terrified face. “That’s good to know. I’ll make sure his new restraints are made of Adamantium Steel, and have his new quarters reinforced as well.” 

“It also seems apparent that SP01 was not a compatible host for the serum,” Octavius continued. “By the time SP00 was showing signs of stabilizing, 01 was experiencing massive organ failure. Based on the data we have, I posit that the serum is only affective on physiology that is not yet fully developed. Individuals in the height of pubescence would likely be your most viable subjects.” 

“That’s perfect,” Osborn smiled. “A perfect age to train them while they’re still impressionable. I’m sure there are plenty of runaways who would jump at the chance to become something more, and whom no one would miss during the trial periods. Of course,” Osborn turned his attention back to Octavius, “that would require a serum to trial.” 

“I’ve already begun experiments to remove the genetic lock from the serum,” Octavius offered. “I’ve also discovered something you might find interesting.” The geneticist maneuvered his chair to a specimen storage unit then removed a small plastic tray containing a substance that looked almost like a smear of crude oil. 

“When it became clear that subject SP01 would not survive the enhancement process, I extracted a blood sample from each subject for comparison. 00’s sample showed the serum successfully integration with the cells then multiplying to continue spreading throughout the host, as expected. However, 01’s sample showed the serum combining with the blood cells and consuming them, spreading slowly and destroying the cells it came in contact with. 

“To speed the process, I exposed the sample to more of the serum, and look,” Octavius played back a microscope recording showing the serum consuming blood cells like a parasite. 

“What is this? Are you saying that this stuff is some kind of plague? It’s not transmissible is it?” 

“No, Mr. Osborn,” Octavius assured. “It is only dangerous to a fully developed adult with Parker DNA. But look what happens when it is exposed to foreign cells.” 

Octavius showed another recording of the black substance as a different blood sample was presented. Rather than consume the cells, the substance seemed to wrap around them, creating a protective barrier. 

“Perfect symbiosis,” Osborn whispered, watching as each cell was encased. “What does it mean?” 

“I’m not entirely sure,” Octavius admitted, “but it seems possible that this combination of the serum and Parker DNA might create a substance that would mimic the serum’s results without causing permanent physical changes to the host. I was fortunately able to collect a large sample of 01’s blood before his body was retrieved, so further testing is possible.” 

“Interesting,” Osborn said stroking his chin. “And the foreign sample that you used to get these results; where did it come from?” 

“Since the serum had already proven safe for SP00, I found a blood sample from a subject in a similar age range. I hope you don’t mind that I used a sample of your son’s blood that we had on hand.” 

“No, not at all.” Norman waved off the concern. “It’s about time the brat proved useful for something. Continue your testing. Even once we manage to disable the DNA lock on the serum, it would be useful to have something for soldiers who are currently serving. Find out how viable this stuff is as a performance enhancer. Give it a serum number, code name…” Osborn paused a moment as he considered, then smiled, a creeping, disturbing thing, “…Venom.” 



Peter was lost. His world was darkness. He felt without body, without time…he had no point of reference to get him oriented. His senses were muted, his thoughts had no shape, but something was attempting to break through the fog. Voices? Something in him was attempting to make sense of what was happening. He knew that there were words being spoken somewhere near him, but he was struggling to comprehend. It took all of his concentration to force his mind to listen… 

“…have anything to prove that there has been any wrongdoing.” 

A woman’s voice; somehow familiar… 

“According to any legal documentation that can be found, that boy should be staying with Norman Osborn.” 

That grounded him quickly enough. 

No!” Peter was moving again, scrambling by instinct, searching for a way to escape. “No! You can’t!” 

The next few moments seemed very familiar. There was a lot of shouting, several startled voices, but this time, there was no pressure at his wrists indicating restraints that had been broken. There was a slight pain in his arm and the shrill sound of alarms from nearby machines going off, but it took a moment for Peter to gather his wits enough to take in where he was. 

Once again, instincts had taken him to the safest point available and this happened to be a corner in what appeared to be another lab. But this one, instead of the cold restraining table he’d been on before, appeared to have an actual bed. In fact, the room looked less lab and more…hospital? Was he in a hospital? 

Peter took a moment to take stock of himself. He was dressed in a plain white t-shirt and pale blue scrub pants. There was also a small metal cuff around his wrist that appeared to have sensors of some kind built into it. 

“Ok,” another familiar voice spoke from below him. “That’s definitely different. Uh, you doin’ ok, Pete?” 

“Mr. Stark?” Peter was pulled from his inspection of the cuff and back to his current circumstances. His mind was finally catching up. He remembered, the lab, the escape, coming to the Avengers for help… 

“Uncle Ben!” Now that he was not acting on instinct alone, his fingers completely lost their grip on the wall and Peter found himself falling from the corner of the ceiling he’d been clinging to. Even though he fell from a good ten feet up, the impact with the ground was not nearly as painful as he expected it to be. Then there were hands on him, helping him up almost as soon as he fell. 

“Mr. Stark! My Uncle! You’ve got to help us! Mr. Osborn! He’s crazy!” 

“Woah, there kiddo,” Mr. Stark was there as other hands lifted him back to the bed he had clearly escaped from moments before. “We’ll talk about your uncle later. We need to look you over first.” 

Peter was so relieved to know that he and his uncle were in safe hands, he allowed himself a moment to calm as he was adjusted, poked, prodded, and scanned by a number of unfamiliar hands and faces. Moments later, a woman with dark hair and kind eyes hurried into the room, took in the situation in a glance, then looked directly at Peter with a gentle smile. 

“Mr. Parker,” she said, putting Peter at a clear disadvantage. She knew his name but he didn’t know hers. Either she was a mind reader or she was used to these situations because her next words were, “My name is Dr. Helen Cho, Head Physician for the Avengers. You’re currently under my care in the Avenger’s medical facility. It’s nice to finally meet you properly.” 

Well, that cleared some things up at least. 

“Nice to meet you, too” Peter said, remembering his manners. He was nervous, surrounded by so many people he didn’t know without May or Ben around, but Mr. Stark was there, and that at least helped some. 

Apparently Dr. Cho noticed his discomfort because she looked up at the other staff in the room, who were going over the various monitoring equipment around Peter’s bed, and frowned. 

“I’ll take it from here, guys,” she said. The six men and women in the room looked almost guilty as they looked at Peter and made their way out of the room. It was only then that it occurred to Peter that six was a high number of care-givers for one person, and he wondered what they all really were doing in the room. 

“You’ve become quite popular with my team, Mr. Parker,” Dr. Cho said with a laugh in her voice. “There will be a line out there waiting to hear how you’re doing. You had us all worried for a while.” 

Peter could only look to the doctor with wide eyes. It was hard for him to process the idea that a bunch of people he’d never met could be worried about him. He turned his eyes to Mr. Stark who seemed to just nod in confirmation. 

“Oh,” was all Peter could manage. 

“Now that you’ve returned to us from the land of Nod,” Dr. Cho began, still smiling, “I’d like to ask a few questions to see how you’re doing. Would that be ok?” 

Peter looked to Mr. Stark again, who was just giving him an intense look this time, and nodded. He wasn’t sure what kinds of questions Dr. Cho would want to ask, but she seemed nice enough. He didn’t think he’d have to worry around her. And if Mr. Stark was there, surely he wouldn’t let anything bad happen. 

Dr. Cho seemed to notice a pattern in Peters behavior and asked, “Would you like it if Tony stayed while we talk?” 

Totally busted. 

“Y-yeah, um,” Peter cleared his throat embarrassed to have been called out, but relieved to have the option. “If, uh, if you don’t mind, Mr. Stark.” 

“I’m not going anywhere, kid,” Mr. Stark assured him, pulling a chair over to Peter’s bedside and settling in. Peter sighed, then looked expectantly at Dr. Cho, who was also settling into a seat. 

“So first off,” She began, glancing down at the small tablet in her hands. Peter recognized it as one of the devices Mr. Stark had developed that was not available to the public. “How are you feeling? You were in pretty rough shape when you first arrived.” 

“I feel good,” Peter told her honestly. “Really good, actually.” In fact, considering his last memories of pain and panic, Peter was surprised at how good he felt. 

“I’m glad to hear it,” she smiled, placing a gentle hand on his shoulder. “Okay. We’ll start with some easy ones…” 

Dr. Cho asked him a few basic question to gauge his mental state; his name, what year it was, where he lived. Peter was a little nervous that some of his answers would not be accurate, but it was a relief to find out he hadn’t lost some crazy amount of time. 

“I have to admit,” Dr. Cho continued after checking his vitals one more time, “your case is unlike anything I’ve ever seen before. There’s a lot I still don’t know about your condition, but with your permission, I’d like to work with you to better understand what happened to you and how we might be able to help you. Would that be alright?” 

The heart monitor beside Peter’s bed betrayed him as he remembered waking up strapped to a cold table in a lab. 

“You want to experiment on me?” He asked, voice tight with renewed terror. Had he misjudged? Had he escaped one prison only to trap himself in another? Where they going to— 

“No,” Mr. Stark was quick to interject. “No, Pete. Nothing like that. No one’s doing anything unless you’re ok with it. The Doc just wants to understand what’s happened so that she can help you if you ever need it. That’s all. And if you say no, that’s the end of it. Totally your call.” 

Peter stared at Mr. Stark for a long moment. The man looked as well-groomed as usual, but he also looked tired, like he hadn’t been sleeping well. He didn’t look like someone planning to chop Peter up into little pieces and study him for science. He looked like the same guy who picked him out of a sea of other students to hang out at his lab for a few hours and invited him back to meet other amazing people. If Mr. Stark said that it was ok then… He looked back at Dr. Cho. 

“I guess?” 

She gave him the same gentle, encouraging smile. It reminded him of Aunt May and Peter was suddenly finding it harder to keep his emotions under control. He didn’t even know what had happened to May, if she was still alive, if Osborn had her, too. He wanted to get this check-up finished so that he could find out about Uncle Ben! 

“We can talk in more detail later, ok?” Dr. Cho said, and Peter nodded, bringing his focus back. She made a note on the tablet before taking a breath and sending a quick glance to Mr. Stark. She was preparing to ask the next question. With that much lead-up, Peter could guess what was coming and his pulse began racing knowing what she would ask. 

“Can you tell us what happened that brought you to us?” 

The memories crashed back stealing Peter’s breath. He still couldn’t believe any of it happened; would have thought it was all some bizarre dream if he weren’t laying in the medical wing of Avengers Tower with Tony Stark and the Avengers’ own doctor. 

He felt a weight land on his arm and looked to see Mr. Stark giving him that same intense, level look. “No rush, kid,” he said. “Take all the time you need.” 

It helped. Knowing that he didn’t have to talk through all of it at once helped. The warmth and weight of the hand on his arm helped. It kept him grounded, reminded him that he was safe. Norman Osborn wasn’t here, and he and Ben had made it out. Holding on to those truths, Peter did his best to steady his breath. 

He told his story. 

He could recall all of it in almost painful detail; being called from class only to find out May and Ben had been in an accident. The relief of seeing Mr. Osborn at the hospital. The horror when he woke up and understood what had happened. The way Osborn had looked at him; the satisfied gleam in the man’s eyes; the proprietary touches; the pride in his voice… 

“It’s like…it’s like he thinks he owns me,” Peter choked out. “Like I’m this thing that belongs to him and he can do whatever he wants with me. Like what I want doesn’t even matter.” He took a moment to breath, fighting to hold back the sting in his eyes. He didn’t want to cry here; didn’t want these strangers to think he was weak. 

“I kept begging him to stop and let me go but…” Peter wiped angrily at the tears that escaped despite his best efforts, ignoring the box of tissue that was placed near him. “And now I-I don’t…I’m different. I know I am. I’m stronger, and I can think faster and all my senses are just… And I know I’m everything he wanted me to be.” He wiped away more tears and fought to speak around the lump of emotion in his throat.   

“I know my dad’s serum did what it was supposed to do and Mr. Osborn, he won’t stop. I know he’ll come for me and I don’t even want to think about…” he cut off that train of thought feeling the panic begin to blank his mind. “But I was able to get away. And I got Ben, but I don’t know what he did with May, and… I didn’t know what else to do…I just—” 

“Hey,” Mr. Stark gave his arm a gentle squeeze, just enough to get Peter’s attention. “You listen to me. You did the right thing coming here, okay? And I promise, I will do everything in my power to keep you safe. Osborn will never lay another finger on you, do you understand?” 

Peter nodded, wanting to believe. If Iron Man couldn’t keep him safe, then who could? But really, he was so tired. He was scared and his emotions felt raw and all he wanted in that moment was the comfort of something that felt safe and familiar. He calmed his breathing and wiped his face before finally gathering enough nerve to ask; 

“Can I see my uncle now?” He knew that Ben had been in a bad way when they escaped, but Peter just needed to be near him. “I know he’s probably still sick, but I just—” he wasn’t meant to see the stricken look on Mr. Stark’s face, but he did. He didn’t want to understand what it meant, but he couldn’t unsee it. He couldn’t undo what had already been done, and as his lungs began to seize and his entire body seemed to go numb, the tiny part of his mind that was still functioning knew that he was absolutely powerless to keep his world from completely falling apart. 



Tony had grown accustomed to the idea that his life would seldom work out the way he expected it to. The first time this lesson was brought home was on a cold December evening when his parents left for a weekend and never made it back home. From that point, Tony knew that there were parts of his life that he would have no control over. It was part of the reason he lived the way he did. Some things, he couldn’t control. But the things he could control, he would, and he would do it with style! 

That, of course, did not prepare him for a cave in the desert and a man who gave his life so that Tony could live. Nor did it prepare him for the agony of betrayal when a man he’d trusted his whole life did his damnedest to see Tony dead. That had been an experience in growing up that Tony never wanted to repeat. And he thought he’d learned his lesson after that, thought he’d understood what responsibility meant. He’d been wrong. 

Responsibility was looking into the eyes of a kid from Queens, whose entire world had already been turned upside-down, and telling him that there was more; the storm wasn’t quite over and his worst fears had come to pass. Responsibility was knowing that he couldn’t pass it off to anyone else, because the kid had come to him, and he was now the only anchor holding the one young life together. Tony thought he’d known what heartbreak was. He’d been wrong about that, too. 

“Doc, I’ve got this,” he told Helen, and she nodded in understanding as she stood to leave the room, squeezing Peter’s shoulder as she did. Unfortunately, Peter also understood what her departure meant, already shaking his head, muttering a litany of denials. 

“No. nononono. NO!” 

“Pete, I’m sorry.” 

NO!” the boy screamed, gasping for breath as tears streamed from his eyes. “You said…you made me think…” 

“I know,” Tony agreed, fighting to keep his own voice steady. Peter had folded into himself, bending practically in half as he covered his face with his hands, fighting back sobs. “It was a shitty thing to do, but we needed to be sure you were alright, first. I’m sorry kid, but Ben…” Tony struggled to keep going, pressing a hand to the curve of Peter’s back. He had to get this out. The kid might not even hear him, but he had to be sure to provide as much information as he could so the kid wouldn’t blame himself. “…Ben was gone before you reached us, Pete. He was probably gone before you got him out of there. He didn’t respond as well as you did to the serum. There was nothing we could do.” 

This was met by the most heart wrenching keening sound as the boy curled further into himself, burying his face in his knees and turning his back to Tony. This, Tony took as a dismissal. He stood to let Peter grieve in privacy, but he did not plan to go far. 

He was not surprised to find both Bruce and Steve waiting for him outside of the room, though he brushed past their sympathetic looks to find a bit of privacy of his own. Shit, that had sucked. He never wanted to have to do that again, but he feared he might have to if they couldn’t figure out what Osborn had done with May. 

And that didn’t even touch on the fact that Norman Osborn, one of his top competitors, was also, apparently, an actual psychopath! He didn’t even know where to begin sorting through this mess. He barely understood where it even began! But what he did know was that he was in it for the long haul, because there was no way he was going to let that kid in there go through this alone. Tony knew that he could be a selfish prick sometimes, but apparently he’d found the line he would not cross. Because Peter wasn’t just any kid. Tony had seen something in him from the start, recognized his potential. He’d decided the week that Peter had visited the tower that he’d keep an eye on the kid. That was no less true now. 

He took a few minutes in one of the side labs to get his nerves settled as best he could, then stepped back out into the hall in something close to the mental state to face his friends and the questions they would ask. 

“Are you alright, Tony?” was, predictably, the first one out of Steve’s mouth. It was also the one Tony was least prepared to answer. 

“I’m not the one who just had his life fucked over by some pyscho in a suit with a hard-on for genetic manipulation,” Tony snapped, deflecting. He was apparently not as settled as he would have liked to have been. “I’ll be fine. But…christ! I don’t even have words to describe how much I’m going to destroy Osborn for this!” 

“Woah,” Bruce said, brow creased in concern. “I take it the kid was able to fill in some of the blanks?” Tony nodded, rubbing an agitated hand at his brow. 

Steve looked between the two, looking just as concerned as Bruce. They’d fully briefed him on the situation once Peter’s vitals had stabilized and, from the look of things, he was equally disturbed by the implications of what Tony was saying. 

“Maybe you should start from the top,” he said, always trying to collect as much information as possible before jumping to conclusions.  

“There’s no need,” Tony said. “Bruce nailed it in one. Spider bite. Super-soldier serum. The whole shebang. The only thing we didn’t know was why!” After Peter’s distressing arrival, Tony had done some research into his family, mostly in hope of finding a relative who could be contacted, partly to see if he could shed some light on how Peter had landed in this situation. What he’d found was…well, surprising is too mild a word. 

“Turns out SHIELD Agent Richard Parker attempted to protect the serum he’d developed while working for Oscorp by coding it to his own DNA. Osborn meets the kid at the Expo, puts two and two together, and decides he wants a spider-kid of his very own!” 

“Breathe, Tony,” Steve said, placing a supportive hand on his friend’s shoulder, seeing how distressed Tony was getting. 

“I—” Tony stepped away from the touch, unable to handle physical contact. He could feel his anxiety rising and needed space. He turned back to his friends and leveled a frustrated glare at them. 

“That kid in there is brilliant,” he declared, pointing at Peter’s room. “His potential is just…it’s off the charts. He should be prepping for standardized tests and worrying about which college he wants to go to. How to improve his frankly mindboggling formula for synthetic spider silk. That’s what I was going to do for him. That’s how I wanted to help him. This? This situation is bullshit.  And I am the person least equipped to help him through any of it.” 

His last words hung heavy and accusing in the air. Now that he had spoken them, he knew that they were the source of his anxiety. He had made a conscious decision not to hand off the responsibility of helping Peter, but beyond that choice, he had no idea what to do. His past failures and mistakes were rushing through his mind. Tony Stark did nothing by halves, and when he messed up, the consequences showed it. There was a destroyed city on the other side of the world that served as testament to this. But never had the stakes felt so…personal. He could not afford to mess this up. 

“He trusts you,” Bruce spoke into the silence, raising a hand in that strange aborted gesture he tended to make. “When he smashed through those doors, he didn’t call for Steve or the Avengers, he called for you.” 

“If that was supposed to be reassuring…” Tony began, feeling the pressure of that trust settle around his shoulders. 

“What I’m trying to say,” Bruce pressed on, “is that he trusted you to help him, and that’s exactly what you did. I know that this has got your scared shitless, and under different circumstances, I’d question your decision to take him in, but in this case, I think you’re doing the right thing. I can only assume that he came here because it was the only place he could think of that felt safe, and after trauma like he’s been through, finding a place that feels safe is one of the hardest steps in the recovery process. You’ve already given that to him, Tony. The rest…” Bruce shrugged. “We’ll figure it out together.” 

Steve nodded, arms crossed over the white cotton of his t-shirt. “The rest of the team haven’t met Peter formally, but they’ve been doing a lot of the leg work to try and figure out how to help him. We’re all committed to keeping him safe, however we can. You’re not alone in this, Tony.” 

Tony nodded at the words, accepting them and letting the knowledge of that support ease his burden, even if just slightly. “I’m going to go check on him,” he said, and stepped back over to the door to Peter’s room. What he found when he entered made it clear how much he was already failing at looking out for the kid. 

Peter was still curled on his side, but now his hands were pressed hard against his ears, eyes squeezed tight as tears continued to flow from them. He’d completely forgotten about the enhanced senses, Peter had probably heard his entire breakdown out there. Tony sighed, dropping into the chair on the side of the bed Peter was facing. He would accept this failure and he would learn from it. He would do better. 

Tony was preparing to settle in, elbows on knees, hands folded and chin resting on top. Already his mind was churning through the things that needed to be done to make this transition as easy on Peter as possible. He’d have someone head over to the kid’s place and pick up his things. Tony already had a room prepped for him (and another nearby for May just in case.) He’d have to talk to Steve, get his insight on what Peter would eventually need to know so that he could control his new gifts. And Bruce and Helen would have to put their heads together to figure out how his altered genetics and physiology might impact him medically going forward. 

Movement caught Tony’s eye and he looked up. Peter was not looking at him, but his hands were no longer covering his ears so desperately, and one of them was reaching out. Tony hesitated a moment, but only a moment. He wasn’t good at this. He’d never been particularly physical with the people in his life, but he knew this would likely have to change. Kids apparently needed that sort of thing sometimes, and Tony had promised himself he would do better. His heart was pounding in his chest and there was a good chance the kid could hear it, but he carefully unfolded his hands, then wrapped one around Peter’s and held on.



When he looked back on it, Peter would barely remember those first few days in Avenger’s Tower. Grief was his constant companion and despair threatened to swallow him whole. In one night, he’d lost everything. Ben was dead, and after finding out that all he’d done to save his uncle had been in vain from the offset, he couldn’t gather the nerve to ask after May. If Mr. Stark knew where she was, he would have said something. There was the very real possibility that Peter had lost her too, and he was just not in a state of mind that could process that. The idea of being orphaned again, alone again, was just…there was only so much one person could take. 

He probably would not have survived if it weren’t for Mr. Stark and Dr. Cho. Peter was not in a proper state to care about well…anything. He didn’t care about himself or what happened to him. He didn’t care enough to eat, to bathe. Hell, if it had been up to Peter, he probably would have stayed in that bed and let himself waste away.  

Fortunately, (and when the depression eventually loosened its chokehold some, he would see that it was indeed fortunate) the billionaire and the doctor were looking out for him. Peter was kept in the medical suite another two days for observation. In that time, Dr. Cho made it clear that his new body had an advanced metabolism and he would need to consume more calories than he was used to in order to prevent malnutrition and keep his blood-sugars at a healthy level. Peter, of course, was barely paying attention because he didn’t care what the doctor had to say, but Mr. Stark had been there. He was also there to deliver Peter’s meals and distract him into eating them. 

Aside from that, Mr. Stark did his best to give Peter his space, which Peter really appreciated. He knew that there were others around, could hear Mr. Stark talking to people sometimes through the noise cancellers that had been installed around his room. He knew that the rest of the Avengers had to be present, but he couldn’t seem to muster the excitement he knew he should be feeling. And this just made Peter feel worse. He wanted to be excited, he wanted to care that he was in Avenger’s Tower and had the chance to talk to Tony Stark every day. He knew that Dr. Banner had to be there.  Mr. Stark was going to introduce them, but the idea of interacting with anyone new just…he already felt so alone and so overwhelmed. He didn’t know what to do, didn’t know how to feel better, didn’t think he had the right to feel better when Ben was gone and May was missing. 

He just wished it all could stop. He wished he could escape himself, wished that he could go back in time and…do something to keep any of this from happening. But that was part of the problem. He couldn’t trace where he’d gone wrong; couldn’t pinpoint a single decision that he could have changed that would have kept Norman Osborn from taking notice of him and making the connection between Peter and his father. It seemed like everything about Peter himself had welcomed Osborn’s attention. It was Peter himself that had brought disaster to his family, but there was nothing Peter could do to stop being Peter… 

So he slept. As much as he could, as often as he could, he escaped into the peaceful oblivion of sleep. Those first two days when he was under observation, sleep was his solace. He woke up for meals because Mr. Stark would harass him until he cleaned his plate, and would take a shower in the en suite bathroom, but beyond that, all he wanted to do was sleep. 

Of course it couldn’t last. On day three, Mr. Stark entered his room at what Peter assumed was his usual meal time, only this time, the man did not carry a plate of high calorie foods as he always had before. Even had Peter cared to try, he would not have been able to read the man’s expression. This combined with the change in routine should have signaled that something was up. 

Mr. Stark walked over to Peter’s bedside and lowered himself into his usual seat, focusing the intensity of his eyes on Peter’s face. 

“I talked to the doc,” he said. “She’s cleared you to be released from medical.” 

This Peter could barely comprehend, and it immediately brought on the realization that he had nowhere to go. Now that he was better, would Mr. Stark send him away? Would he be handed over to social services? Or was there some secret branch of the government for underage mutated freaks? 

He hadn’t even noticed that he was gasping for breath and that tears had returned until Mr. Stark was there telling him to breathe. 

“Hey, you’re ok,” Mr. Stark’s face was kind of pinched around the eyes and brows, and Peter almost thought the man looked…worried? “You’re ok, alright? Didn’t I promise I’d keep you safe? You remember that? I meant it Peter. I’m going to do everything in my power, and in case you forgot, I’m a pretty powerful guy. You’re gonna be fine, ok?” 

Peter must have managed a nod because Mr. Stark continued. 

“You’ve been in that bed for two days, and I know you don’t want to, but it’s time to get you on your feet. Your room is all set, and I think it’s about time you met the rest of the team. They’ve all been talking my ear off asking about you, so… What do you say, kid? Wanna give this a shot?” 

Peter just stared back, not sure how to respond. All he really wanted was to go back to sleep, but he also didn’t have the will to fight Mr. Stark on this. All he managed was a small shrug, but Mr. Stark must have taken this as agreement because in the next moment, he was removing the monitoring cuff that had kept Peter connected to the equipment in the room and was handing Peter a new set of clothes (sweat pants and an Iron Man t-shirt.) 

“I’ll leave you to it and let the others know you’ll be joining us for lunch.” With that, Peter was left sitting in his bed with a bundle of clothes in hand. Mr. Stark was a force of nature. Peter couldn’t figure out how he’d gone from hiding in bed to getting ready to meet the Avengers, but he understood one thing; like any other force of nature, it would be pointless to fight against it. Peter sighed and began changing into the clothes. 



Tony was working very hard to hide how nervous he was. He was sure the kid wasn’t ready for this much exposure after everything he’d been through, but he also knew that the kid would probably never be ready. Tony remembered what it had been like to lose his parents; the hole that opened up inside him when he realized that he would never see his mother’s smile again. He knew that hole would have eaten him alive if Obie hadn’t been there for him. The memory of Obadiah was another painful wound that Tony would always carry, but he would not forget the way the man had once helped him. This time it would be up to Tony to keep this kid from spiraling into that dark place.

“Alright, places everyone,” Tony said airily stepping from the elevator into the kitchen, “I got the kid out of bed, he agreed to make an appearance. Let’s make this count.” 

He’d made a point of gathering the rest of the team in the kitchen of his suite of rooms so that they’d all get a chance to meet Peter. This would serve two purposes. First off, it would be Peter’s first step in integrating into his new life, and second, it would give the team a chance to meet him in person. It the three days that Peter had been in the Tower, the Avengers had been hard at work. 

Pepper had come back from a business trip not long before Peter had finally woken up. She was appalled by the situation and immediately began investigating custody laws to ensure the they had a legal claim to keep Peter where he was. She was disturbed to find that Osborn had done his homework. There was documentation that awarded Norman Osborn temporary custody of Peter should anything happen to Ben or May. In fact, she’d been informing Tony of this when Peter had first leapt out of bed. Their best lawyers were looking into the matter and finding out the legitimacy of the custody claim and what other options were available, and Tony knew that Pepper would work her magic to figure something out for them. In the meantime, they would just have to keep Peter tucked away. 

Clint and Natasha were tasked with tracking Peter’s trail back to where he had come from. After slogging through a lot of security footage and a lucky break in the form of some clothing fibers left on a few rooftops, they were able to locate an office complex that looked like it had been hollowed out completely. That was the primary clue that let them know they’d found the right place, but unfortunately, there was nothing left for them to find. Not even a trail of money that could tie the building back to Oscorp in any way. 

Steve and Sam had been investigating the accident that landed Ben and May Parker in the hospital and also attempting to track down May herself. Apparently after being admitted to Mt. Sinai Medical Center,  she had been transferred to a private care facility, but no one seemed to know which care facility she was transferred to or who approved the transfer. The accident had been a minor car crash. The two had only suffered superficial injuries, but both had been deeply unconscious upon arrival and could not be roused. They’d been admitted for observation when Peter had arrived and Osborn had taken him after presenting documentation that awarded him temporary custody. 

Bruce and Helen continued working to understand Peter’s altered body chemistry, while Tony took Vision and Wanda on a more personal errand. He understood already that Peter would be staying with him for the foreseeable future, and with all the changes in the kid’s life, Tony knew that something familiar would help. With this in mind, Tony made a visit to the Parker’s home in Queens. The goal had been to collect Peter’s things to bring back to the Tower to help it feel more like a home. This was not the outcome. 

Wanda swore in Sokovian as they walked the empty rooms of the Parker home. “Someone was very thorough in erasing these people’s existence,” she observed. 

“It would appear that our quest has indeed been in vain,” Vision added. “What reason would there be to so thoroughly eliminate any evidence of the Parkers’ inhabiting this place?” 

“I think that is the question, Vis,” Tony looked around the immaculately cleaned house, heart sinking in his chest. There was nothing left. Nothing familiar he could bring back for the kid. Not even a photo to give him an idea of what kind of things Peter might like. That made his job all the more difficult. 

Now he stood in a room along with the rest of the team with next to nothing to show for their efforts. All they had to offer was themselves, and while Tony felt that he made a poor offering considering all that Peter had lost, at least a room full of Avengers would bring home the fact that he would be protected, and that he was not alone. 

“Come on, Tony. Man, you need to calm down,” Sam said from his place on the couch. “We know to be cool with the kid. You’re so tense you’re practically vibrating.” 

“Yeah,” Clint chimed in. “How can you expect the kid to feel comfortable when you’re already freaking out?” 

“I’m calm. Who says I’m not calm? It’s just a kid, right? Just a regular genetically altered kid with a dead uncle, missing aunt, and a psycho hunting for him. No big deal. Nothing to freak out over. I’m gonna go get him.” 

With that, Tony stepped back into the elevator and returned to the medical wing. He found Peter sitting on his bed, changed into the clothes he’d been given, staring listlessly through the window.   

“C’mon,” Tony told him, stepping to the boy’s side. “Wait ‘til you see the view from your room.” 

Peter’s only response was to look at him with sad, woeful eyes then start walking towards the door. Tony was getting worried. The kid hadn’t spoken a much since finding out about his uncle, and while Tony wasn’t an expert in the care of grieving children, he at least knew that that was a red flag. He’d have to consult with Helen. Maybe Sam. Some of that veterans counseling stuff he did could probably apply to traumatized kids. That was for later though. For now… 

“Time for the grand tour,” he said, directing Peter towards the elevator. “FRIDAY, introduce yourself.” 

“Hi, Peter,” the kid actually jumped a little when FRIDAY’s voice spoke to him from above. “I’m Mr. Starks personal AI. I run things around here, so let me know if you need anything.” 

“Wow,” Peter whispered, staring up at the ceiling as if searching for the source of the voice. Tony smirked, pleased to have successfully gotten a reaction out of the kid. Bruce had suggested that distraction would be important in helping him through the grieving process. Tony hadn’t been convinced that Peter would go for it, but this was a good sign. 

“When you visited before, you saw the public areas and a couple of our lower level R&D labs. The higher up the tower you get though, the more restrictions apply. The top twenty floors of the tower can only be accessed by the team, and now, you.” 

The elevator doors opened then to reveal the kitchen and common area where the team had gathered for an early lunch. Steve and Sam were working in the kitchen, setting out a simple meal of spaghetti, meat sauce and a tossed salad while Clint, Wanda, and Vision took care of dishes, utensils, and napkins. Nat was placing pitchers of iced tea and lemonade on the counters while Bruce and Helen sat at the couches going over something on a StarkPad. 

“Hey everyone, look what I found,” Tony announced. The team paused in what they were doing to turn their attention to the new arrival. Tony kept an eye on Peter to gauge his reaction. So far, he seemed to be doing okay. His eyes were a bit wide, but he had just walked into a room full of Avengers. That was probably a normal response? 

“I’ve been wanting to introduce you to this guy for ages,” Tony said, steering Peter to the less crowded area where Helen and Bruce were. “Bruce Banner, Peter Parker. Bruce has been helping Helen take care of you, Pete. How’s that for star treatment?” 

“It’s good to finally meet you properly, Peter,” Bruce smiled, offering a hand. Peter hesitated, looking first to Tony, then back to the hand. Tony gave him an encouraging prod with his shoulder and Peter finally accepted the offered hand. It was clear that he was being careful, fully aware of the damage his hands were now capable of. 

“I-its an honor to meet you, sir,” Peter stammered, some of the awkward kid that Tony remembered peaking out. 

“You too, Peter. I just wish it were under better circumstances.” Peter gave a small shrug of acknowledgement and looked away. Tony took this as his cue to move along. “You’ll be meeting up with Bruce and Helen a couple times a week so they can help you understand the new you a bit more. On top of that, you get to hang out with this guy.” 

Tony directed Peter to Steve now, who had stepped away from the others knowing that Tony would be making his way over. Looking at Peter, it was clear to see the awe shining in his eyes as they approached the big boy scout. 

“Captain America,” he breathed stepping forward while also leaning back into Tony as if too shy to go further. 

“Peter,” Steve smiled that All American grin. “You can call me Steve, though almost no one ever does.” 

“You whining about us to the kid already, Cap?” Sam shouted from somewhere behind him. Steve just grinned and let the comment pass. “Tony tells me you’ve recently come in to some unique abilities?” 

Peter seemed nervous or hesitant, but he did answer. “I, uh…yeah. I just…some stuff happened and now I’m… I don’t know I’m just different.” 

“It’s alright, son,” Steve told him, placing a large hand on Peter’s narrow shoulder. “I understand a lot about ‘different.’ Tony’s told me some of it,” He looked up and met eyes with the billionaire for a moment, “but I’d like to work with you personally to see what you can do. Would that be alright with you?” 

Peter nodded, eyes still wide as saucers. Tony would make sure to circle back on this one to make sure Peter was really ok. Pepper said something about making sure the kid understood that he had choices and Tony was doing his best to stick to that. 

He guided Peter around the room, internally grateful when the team followed the plan to never gang up on the kid. They made sure that Peter was never meeting more than two people at once, and when it was time to eat, Tony arranged it so that Peter was seated near Helen and himself as a buffer of familiarity with Bruce and Steve nearby. 

Tony was pleased when Peter made it through most of his food, but it soon became clear the kid was reaching his limit. 

“Come on, junior, looks like you’ve had your fill. Let me finish the tour,” he said, grabbing Peter’s plate and tossing it in the sink as he passed. “You guys know the way out, right?” 

“Your hosting skills leave much to be desired!” Clint called after them. 

“Good meeting you, Peter” this from Nat, whose sentiment was far more sincere.   

Tony waved them both off and focused instead on leading the way to Peter’s new room. 

“So,” Tony said, “here it is.” 

He opened the door to a room that was set up with the basic needs of a high schooler. There was a desk with a laptop computer and a lamp. A huge bed with dark blankets, lush carpet on the floors, a TV and game console, and the promised awesome view of New York. The only thing missing was personal touches. It was a nice room, but even Tony could see that it was generic. There was nothing of Peter Parker there. Yet. 

“Anyone will tell you that I’m not great with subtlety, Pete, so I’m just gonna go ahead and tell you.” Tony sighed. “I tried to go to your place to pick up your things, but it had already been cleared out.” 

Tony winced integrally at the look of dismay on Peter’s face at the news. His eyes began to shine with unshed tears and Tony thought, for the first time, that maybe he should work on the subtlety thing. 

“What?” the kid asked, disbelief clear in his voice. 

“I’m sorry, Pete. I don’t know what happened, but I’ve got Friday looking into it. I’ll do everything I can to get your stuff back, but in the mean time,” he gestured to the room. “All of this is you. Whatever you want, just let Friday know and she’ll have it delivered, asap. We can paint in here too if you prefer a different color. We can even add a lab bench so that you can keep working on your spider-silk formu—” 

“Mr. Stark,” Peter cut into his tirade. “I…I don’t want to seem ungrateful, this is awesome and everything but just…” 

“It’s a lot, isn’t it?” Tony said. “Everyone busted their butts not to overwhelm you at lunch and now I’m doing it.” 

“I just need some time,” Peter told him, and Tony could tell that he was fighting so hard hold back his tears. Tony, unfortunately, was still not good with these things, and was secretly grateful for the dismissal. 

“That’s fine,” he said. “Take the time you need. My room is just across the hall, and I’m not going anywhere. Just tell Friday if you need me, okay?” 

Peter nodded and Tony backed away and left the room. 

“Baby-steps,” he told himself. This was a first step in getting Peter back into the world. It would not get better overnight, but with a little time and effort, they would be able to move forward, little by little. 

He sighed again, rubbing his face with his hands and headed back out to the living room area to see if there were any stragglers. He wasn’t that surprised to see Bruce and Steve in the kitchen cleaning up. 

“You know I pay people to do that, right?” he said as his way of announcing his arrival. “Don’t think this means I’m going to pay either of you now.” Steve and Bruce shared a look, rolling their eyes at Tony being Tony. The man in question drifted into the kitchen area, perching himself on one of the counters as the other two men dried their hands and turned to look at him expectantly. 

“That could have gone worse,” Tony said at length.

“You did fine, Tony.” Bruce told him. “You were the only one who though you wouldn’t.” 

“Hey, I’m a pragmatist,” Tony shrugged. “I know my track record.” 

“Still, I’m with Bruce,” Steve chimed in. “He seems comfortable with you.” 

“Imprinting,” Tony waved off the idea. “I’ve been shoving food down his throat for the past two days. It was bound to happen.” 

“You’re really going to need to work on that,” Bruce moved away from the sink to lean against the counter where Tony was sitting. “I know that you crack jokes to deal with stress, but I don’t know if the kid will appreciate it.” 

“Of course the kid will understand,” Tony scoffed. “We’re cut from the same angst cloth. We’ll be trading coping mechanisms by the end of the week.” 

“Maybe,” Bruce allowed. “But just remember, he’s still a kid. He’s not jaded like you yet, and I get the feeling Peter is the type to feel things deep and not let it show. Like someone else I know.” He gave Tony a significant look. “Some bad habits don’t need to be shared.” 

Tony sighed again and remembered his promise. He would do better. He had to. Which apparently meant he had to do some work on himself, too. 

“Today was a good first step though,” Steve offered. “For both of you. Like I said before, Tony, you don’t have to do this alone. We’re all here for you and for Peter.” 

“Right,” Tony sighed. “A whole gaggle of Avengers to look out for one kid. It’ll be fine.” 

“It will be,” Steve pressed. He stepped to stand closer to Tony as well, placing a supporting hand on the smaller man’s shoulder and giving it a squeeze. “You’ve got the best team in the world working on this. We’ll keep him safe and figure this thing out.” 

Tony wanted to take comfort in Steve’s words, but in his heart he knew that they were taking on something that would change their lives forever; already had, really. And with Peter’s life and the lives of anyone else Osborn might decide to play with on the line, they couldn’t afford to take anything lightly. They had to prepare for war.