There's an ungodly noise from somewhere on his right, and for a moment he thinks he's back on a plane that's shaking to pieces.

He isn't, of course, but that spike of adrenaline is enough to get him from dead asleep to some state of moderate alertness. He flails for his phone – the source of both the noise and the insistent vibrating.

"'lo?" he manages, voice scratchy beyond recognition. He tries again: "Who am I speaking to?"

"Spangles!" Tony exclaims on the other end of the line. "You're awake!"

Steve groans and buries his head underneath the pillow. "Yes, I am now, Tony."

He can't entirely keep the smile of his face, though, and is grateful for both the pillow and the distance for hiding it. Tony needs no encouragement. "Have you forgotten what time of day it is again?"

"Hey, that happened once and I was pretty sure I had revolutionized physics as we knew it."

"You hadn't, though," Steve points out.

"I could have," Tony insists.

"Wasn't that the time you tried to rebuild your microwave because it didn't heat your Hot Pockets quick enough?" Steve asks, emerging from beneath the pillow and rubbing sleep from his eyes.

"No, no, it was when I- you know, I don't want to talk about it."

Steve snorts. "Figures."

"Hey, if you're gonna be like that maybe I should just hang up."

"Did you want something, Tony?" Steve asks pointedly.

"Nah," Tony says, "just, you know, bored."

Steve closes his eyes. "Do you know what you can do when you're bored, Tony?"

"Do enlighten me, o captain my captain."

"Sleep, Tony. If you're bored, you can go to sleep. Actually, if its'…" he lifts the phone from his face and checks the time on the display, "three thirteen in the morning, you can go to sleep even if you're not bored."

"But what if I don't want to sleep?" Tony immediately retorts. "There's so much to do, why waste it on not being awake."

Something in Tony's voice sounds off, but Steve can't pinpoint what.

"Because," Steve says, very patiently, "the occasional hour of sleep makes the rest of them a lot more enjoyable."

"Pffft," Tony says. "Hey, what about Hot Neighbor? Seen any more of her?"

"Dania?" Steve asks, frowning.

"Yeah! Hot lady with the scarves! She's, like, the only good thing about your entire block."

"Yes, she's very kind," Steve agrees, "also engaged. To a woman."

"Ah, man, can't win them all. Hey, how's that training with Agent McDick going?"

Steve groans at the reminder. "I will punch him in the face one of these days."

Tony cackles gleefully at the admission. "What did he make you do today?"

"Laps," Steve said, burying his head in his hands just thinking about it. "Barefoot, without food. Around the building, all day."

"Didn't it rain in D.C. today?" Tony asks.

"Yes," Steve says, with feeling.

"Well, you know, you should probably report that asshole sometime."

"No," Steve says, shaking his head into the darkness of his bedroom "It's mostly annoying, really. And I know his type, it'll just get worse if I find a way to pull rank on him. I need to get him to respect me."

"Ah, well, whatever you say, cap. Do tell if he needs a missile shoved up his ass, though."

Steve snorts. "I'll make sure to remember that."

"Hey, speaking of asses, did you hear about-"

"Tony," Steve interrupts, rubbing his eyes. "All that running we just talked about? I do need to actually rest up at some point. Can this maybe be enough for now, so I can sleep, please?"

"Aw, you wound me, cap."

"I'm sure you'll survive," Steve says.

Tony, for some reason, laughs. "Yeah, yeah, sure I will."

Steve breathes a sigh of relief. "Okay, so. Why don't you call in the morning – proper morning – like a normal human being? And I can just go back to my-"

Something crackles sharply in the background, like static on a radio, and interrupts him. Steve is just about to ask about it when the silence suddenly breaks and the line is filled with the unmistakable sound of gunfire.

"Tony?" Steve asks, scrambling to his feet and drowning in a crash of adrenaline, "Tony, what the hell is that?"

"Crap," Tony says, and the joviality is abruptly gone from his voice. "Can you hear that?"

"Yes," Steve says, strained, "I can. What the hell is going on?"

"Fuck, shit," Tony says, more to himself than to Steve, it sounds like, "must be… circuits… suit's worse off than I thought."

"Suit?" Steve asks, resting his fist against the wall. "I swear to God, Tony, you better be talking about your Armani."

"Cap, cap, okay- look, this isn't, you know- isn't something you can do anything about, okay? You couldn't have stopped it, I'm too far away."

"Stopped what, Tony?"

"I called SHIELD first, okay? They said there's nothing they can do. They said they'll try, but they won't come in time."

"Time for what!?"

"That's not important, look I nee-"

"GOD FUCKIN DAMNIT, TONY!" Steve yells, and now there's a hole in his wall. "TELL ME WHERE YOU ARE!"

There's a pause on the other end of the line, and for a moment it's so quiet that Steve thinks that he's been disconnected, that Tony's…

"Steve, listen to me," Tony says then, and Steve's heart starts beating again. "I need to tell you some shit, okay?"

He slides down the wall to his knees, because Tony never sounds this serious. He rests his forehead to the drywall and squeezes his eyes shut.

"Look, I-… fuck it, I honestly can't tell if I'm doing this out of the goodness of my heart or if it's the most selfish shit I've pulled, but going on the amount of blood up in here I don't have the time to figure it out."

Breathing… breathing is getting hard now, and it wheezes around the lump in his throat. Still he manages, somehow, to push words out. Even sound halfway collected; plaster some humor over the cracks. "Knowing you, Tony, it's probably the first. Go ahead."

Tony chuckles, and perhaps it's because he knows now, but Steve thinks it sounds wet. "See, it's shit like that-…"

Steve waits a moment, but only hears Tony breath and swallow. "Like what?"

"Look, Steve, my dad fucking loved you."

Steve closes his eyes and wonders if he's about to be yelled at. "I know."

"I did too, you know. When I was a kid. Plastered your bloody face all over my bedroom walls when I was six – and God, isn't that weird to think about now? Dad flipped shit when he saw it, though, and tore it all down. Said- said I didn't know. I think he thought that I didn't deser-…am I rambling? I'm rambling, aren't I?" Tony laughs and Steve doesn't have the heart to join in.

"What did you want to say, Tony?"

Tony draws a deep, rattling breath, and now there's screaming in the background. "You know, just- I hated you for a bit, too. From about the time when I outgrew action figures 'til I was about forty-three. A man isn't supposed to love some dead guy more than his son, y'know?"

Steve pretends he didn't hear the last part, and forces a smile. "You were forty-two when we met, Tony."

"Great math! A plus!" Tony exclaims, and then breaks down into a cough. Steve clenches his jaw. "But, yeah, hated you for a bit there. 'm sure it didn't escape your notice."

"It didn't," Steve says, "but Tony, if that's what you're calling about then-"

"No, no," Tony says, and Steve can practically see the dismissive wave of his hand. "'s not about that. Well, not really. Steve, you- you're a really hard guy to hate, d'you know that?"

"Thanks," Steve says with forced dryness.

"I mean it!" Tony says, obviously cheered by Steve playing along. "You got this puppy thing going on, just nice-ing things up all over the place."

Steve manages a snort.

"I mean it," Tony says again, but suddenly he's perfectly serious. "I mean it. You're genuinely the best person I've ever known. You make me want to do better. Be better. You just-… you light the fucking place up, okay? You're generous, and kind, and… so fucking polite all the time."

"Tony…" Steve says, because this isn't what he wants to hear right now.

Tony just ploughs straight on though. "You make me happy, that's what you do. That's why I need you to-…"

Tony falls quiet, and Steve doesn't have the strength to find words. There's still shooting in the background.

"Steve. I know you've lost a lot. Like, a hell of a lot. Way more than a guy like you should…" Tony trails off, and now Steve doesn't know what's going on.

"Tony…"

"Steve, I'm not humble enough to pretend that I think I don't mean shit to you. I know you… care. About me. Not like… others, but, man, shit piles up. Don't wanna be the straw the broke the captain's back, you know?" Tony laughs and Steve has never heard anything less funny.

"Tony, you're not the same as-"

"Just listen," Tony interrupts, somewhat desperately, and his speech is starting to sound muddled, "Just- I needed to tell you the shit you always hear when people- you know. Die. I needed you to hear it from me. So. Here it comes: I need you to go on, okay? Save people and shit. Move out of that crappy shoebox you call apartment. You're in my will, so, get something nice. Not that you couldn't already afford it."

Steve presses his thumb so hard over the tiny hole for the microphone that it's going white, because his breathing sounds more like sobs at this point and he doesn't want Tony to hear.

Tony keeps talking, and he sounds so out of it that he probably hasn't even noticed how quiet Steve's end of the line is. "Point's, Steve… Don't hate you anymore. You're my best friend. I love you."

There's a noise coming out of Steve's throat that doesn't sound human.

"No homo, okay?" Tony says, still managing to sound like he's amusing himself. "Well, maybe a little bit of homo."

Then the call disconnects.