This is a beautiful AU in which my favourite character (Gwen) is not dead, Harry does not become evil, and Peter in the Avengers is a thing that might actually happen.

It wasn't the first time he'd encountered Iron Man.

And all Peter Parker could think was thank God for that, he knew exactly what to expect.

Although it didn't help him all that much. Especially since Stark was trying knock him out of the air and drag him back to some horrible top-secret military base to be interrogated by some menacing, overly-aggressive secret agent. And then his identity to be presumably discovered, typed into a computer, and somehow hacked and released to the world, considering how incapable S.H.I.E.L.D. seemed to be at keeping secret identities- y'know, secret. And then, of course, after huge embarrassment and a lot of yelling from Aunt May, criminals would try and take him out. Or his family. He had lost Uncle Ben already, and he didn't think he would be emotionally capable of attending Aunt May's funeral, standing in the same, cold graveyard, listening to a priest drone meaningless, emotionless 'we are here to celebrate the life of-". And if they came after Gwen…

Peter broke away from his reverie, and dodged a small heat-seeking-something, webbed it, and threw it back at its source: in this case, a pissed-off billionaire in a billion-dollar gold-titanium suit of armor. He felt the collision shake its way back to his web shooters, before the webbing disintegrated as a fizz of electricity ran up it, and into Peter.

"Agh!" he yelled as he flew backwards from the shock. He was falling diagonally towards a skyscraper, which would probably have ended like a bug hitting a car windscreen, but just before Peter hit the side of a building, he spun, like a cat, and landed on his hands and feet. Oh, I love you spider-powers.

Tony Stark fell a few dozen metres, obviously feeling his end of the electricity explosion, before activating the repulsors in his hands and feet, and then turning his suit's steely glare towards Peter, dark stains of charcoal and debris streaking the mask.

"I swear to god, bug, I'm literally trying to help you!" He outstretched his arm in a pacifying gesture, but Peter webbed it as quickly as possible, and the blaster began to glow and whine dangerously. Yeah. Like that's 'literally trying to help'.

Peter felt a tingle as his spider-sense activated (really? He had had no idea he was in a perpetually fatal situation) and moved only just in time to dodge a blast of heat from Iron Man's blasters, aimed at the webbing between them. He could feel the suit begin to burn where the blast just caught the spandex. A window shattered as the blast hit it straight on, and shards of glass exploded from the frame and dug into the nearest possible living thing: Peter.

He let out a gasp of shock, which he hastily turned into a shout. "I could tell!" he yelled back, refraining from letting out a squeak of pain. "The way you're hurling highly expensive, specialized weaponry at me? I can tell you're just bleeding helpfulness!" Ow. Ow ow ow. Peter felt his shoulder-blades blister. He was going to have to repair the suit. Again. "Trying to blow me up? Ugh, I can't believe I didn't see the benefits before!"

Peter slipped down the side of the building a few metres. Dammit. Whenever he was distracted or injured, he had a harder time concentrating on his ability to stick to everything. It didn't help that his hands were getting bloody. A man inside the building stared out the window at Peter, spilling his coffee all over the floor, but he didn't seem to notice. Peter saluted him quickly, aware that he was getting a lot weaker and he probably shouldn't waste time being an idiot, but refusing to give up the opportunity to surprise some poor working dude whose most exciting day was probably starting elementary school. The man backed away, and Peter frowned indignantly behind the mask, but then he spotted Iron Man's reflection in the glass. The metal form dropped a few metres and Peter tensed, but Stark wasn't showing any signs of attack.

Yet, anyway.

Peter's bloody hands slipped down the window.

"I don't have anything against you personally, kid," Stark shouted at him, easily lowering his altitude to match Peter's. Despite Peter's powers as Spider-Man, he was getting tired, and Stark could easily go a few more rounds until he knocked Peter into next week. He probably wouldn't win. "Although I probably will if we keep fighting." Stark's mask lifted from his face, revealing a very clean face, with absolutely no signs of stress or sweat. Obviously this fight wasn't draining him in the slightest. Strike that, Peter didn't have a chance at winning. "I mean kid, you're pretty cool. When we took out those über-Nazis near my tower? That was amazing. I seriously don't want to get you injured too badly. Look, the head of S.H.I.E.L.D. just wants a word. Can't you just talk to him? Sure, he's an asshole, but you can probably take him." Tony Stark paused. "It's just if I don't get you to come, he's gonna send out some agents to-" he stopped and thought. "Abduct you. And they won't be so uneasy hurting you."

Peter briefly remembered the Nazis. It was like a secret gang of them that were planning to bomb a Jewish community hall. It had been a pretty elaborate act of terrorism for a group of bigots, but thankfully a lone police officer picked up hints about what was going to happen, radioed in to the station which came up on Peter's radio, so he went there, started taking out Nazis left right and centre. Then Stark turned up (well, it was pretty close to the tower) and helped, along with the cop, and the job was done pretty quickly.

And the cop, Awinita Nakos, got a promotion, and radioed Peter occasionally, giving him heads-ups about crime. She was pretty cool. Her kids were nice too.

Despite working with Stark before, Peter had absolutely no intention of coming quietly. "I'm not interested!" Peter bellowed. "I want to keep my secret identity secret. There isn't much of a chance of that if I get anywhere near your boss. He'll probably interrogate me anyway, and I will not let that happen." Couldn't win? No problem. There was always escape. Ugh, it was embarrassing though. He shot up the side of a building, watching the glass carefully in case another attack came. When he just saw Stark sigh heavily and put the mask back on, flight stabilizers powering up again, he tripled his speed. He was leaving bloody handprints up the side of the building, but he didn't particularly care. He knew J. J. Jameson sure would, but since when did anyone ever pay attention to the news presenter? All Jameson cared about was his precious photos Peter provided, and-

"Agh!"

The spidey-sense went into overdrive (way too late, thanks a bunch) when a very large, shield-like object that happened to look exactly like Captain America's barreled into his side. Even his superhuman healing and flexibility didn't save a rib or two from cracking.

Shit.

He was in trouble.

Captain America had joined in the fight. Yep, he definitely was, how about that? Peter could see him on the ground as he dangled from the building. Cap was on the ground in his full-on freedom outfit, including the helmet.

At least he wasn't wearing that awful turtle-neck sweater Peter had seen him wearing in history class. Man, even for the forties, that was the most awful fashion disaster Peter had ever seen. The Captain seemed to know what Peter was thinking about. OK, probably not, but even from the distance, he could swear he somehow saw Cap's eyes narrow.

It really wasn't fair. Two of Peter's idols were both trying to knock him into oblivion and pull him away to God-knows where. Steve Rogers, America's first super-hero (maybe not the world's though, Peter quite admired Schindler), thought he was some common criminal/vigilante that had to be taken down and brought to S.H.I.E.L.D. Tony Stark, complete genius (though admittedly insane), thought he was being stupid to avoid going to S.H.I.E.L.D.

Peter just wanted to help people. And he had a duty to do it, as well. With great power comes great responsibility, Uncle Ben chanted in Peter's head.

"Please shut up Uncle Ben, no time right now." He'd apologize to his mental version of his uncle later.

Hey, maybe he should apologize for getting him killed too. Peter felt the claws of guilt slap him over the head with that bottle of dumb milk that screwed up his life.

His self-pity couldn't last long however, especially as the shield returned for another attack, and Peter's ribs stabbed into him with horrible throbs of pain that made him drop several metres down the side of the building.

It took him a few seconds to realize he was falling (come on, spidey-sense, do your job!), and another second to actually do something about it.

In this case, catch himself with one hand, lunge through a broken window, avoid screaming employees, and run.

Ugh, escape. What a masterful plan.

Hey, thanks for reading this far. I'm aware I'm not the best writer and this hasn't been beta-ed, so if you could please write ways to improve my writing in reviews and such! And your opinion on the story so far! Thanks for reading so far.