DISCLAIMER: I own nothing MCU and profit nothing from it! Just love my Irondad fluff!

A/N:Just a little ficlet I made for losingmymindtonight. She inspired me with her Sleepwalking Irondad fic and I was inspired to make my own...

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Please enjoy and prepare for the fluffiest cake you've ever eaten...

It's a cold and blustery Autumn night at the Avengers compound.

The perfect time for Tony to enjoy a cup of his favorite dark roasted coffee, while the other night owls of the team sip steaming mugs full of hot cocoa and munch on bags of kettle corn.

A few tree limbs smack against the giant windows beside the couches as the wind whips around the building.

Peter was sent off to bed hours earlier, much to his dismay.

"School night."

It was all Tony had to say to bring a roaring protest from the teenager as he dragged and shuffled his feet down the hall towards the elevator. The kid was downright exhausted, anyway; and the millionaire picked up on it long before Peter had.

Truthfully, Tony wasn't thrilled with the suspenseful sci-fi movie the team had voted on anyway.

For both he and Peter, Titan still crept just beneath the surface…lying in wait, like a beast, for a chance to spring without warning. The last thing he needed was his charge having a panic attack the night before a test.

The millionaire closes his eyes when an alien planet comes in to view on the big screen, taking nervous gulps of his brew until he feels Pepper's hand squeezing his bicep. "Breathe," she whispers, catching the warning signs from his body language.

Distraction… Distraction…He needs one right now.

"Uh, Tones," Rhodey whispers with a mouthful of kettle corn, gesturing up to the top of the glass wall, nearly four stories high. "Does…Peter normally…do that when he sleepwalks?"

Tony's gaze snaps upward, his subconscious relishing the diversion…though 'dad mode' wasn't exactly the sweet relief he was looking for. "Uh, nope…This is new."

Why hadn't F.R.I.D.A.Y informed him?

Peter's lean frame crawls slowly along the glass panels, lit up by the lamp lights on the outside of the building. Bare feet climb with sluggish ease as fleece pajama bottoms swish around with his movements.

Everyone stares in awe at the makeshift web hovering between the glass and the balcony on the other side of the room, its white strands glistening even in the shadows.

"Want me to get the broom?" Clint giggles, slapping Tony's shoulder.

The older man tilts his head towards his comrade and glares before moving to stand directly below his Spiderkid, mulling over his options in handling such a thing.

"Kiddo," he calls with a softness only used for sleepwalking Peter.

At first, Tony's convinces himself that the twitch and turn that follows is a reaction to his voice…and then he spots where the boy is headed next.

"No-no-no. Not towards the fan," he says, watching the teenager slink closer and closer towards the spinning blades.

He knows Peter's spider senses should alert him of the danger.

He knows!

But parental instincts override all the facts in the moment and he's just about ready to suit up when Rhodey raises his hands up, as if somehow, he can brace the boy from where he's at.

"Whoa, whoa. Here he comes," he warns, "Tony- "

"I got him. I got him." the millionaire replies, adjusting his legs in the hopes that he can catch the kid in his arms.

Peter slowly lowers himself until he's face to face with his mentor, staring upside down at him with half lidded eyes. His loose tank top slips down, bunching at his chin, exposing his belly button and the elastic band of his colorful Avengers boxers. The web shooters on his wrist look more like play things without the rest of the ensemble. Putting it simply, Peter looks about ten years younger in his current state.

A few muffled laughs from the team follow behind Tony.

Pepper presses her lips together, palms lying over her chest.

Not a single person in the room could deny that the scene tugged at the heartstrings.

Tony sniffs and crosses his arms, curiosity keeping him from pulling down the boy the rest of the way.
"Hi, buddy," he says, "We're even patrolling in our sleep, now, hm?"

"…'m guarding," Peter slurs, his brow furrowing a few times. "…guarding you."

"Oh yeah?" Tony replies warmly, jutting his chin towards the giant web. "That your stake out up there?"

He waits a moment longer, but when Peter continues to hang there in his dormant state, he reaches behind the teen to grab a fist full of shirt at his shoulder blades.

The moment Peter senses the garment being pulled, he climbs back up and away towards the ceiling again.

"Hey-hey-stop-Pete," Tony says in hushed frustration, grabbing for air as his charge makes it back up to the top.

For the first time ever, the millionaire honestly regrets his decision to design such high and elaborate walls for the compound.

"Should've squished it when ya had the chance, man," Clint snickers, "Never hesitate with a spider…especially one that's over five feet tall."

"You done?" Tony asks.

"I think so?" Clint says with shoulder's shaking, "No promises."

The older man rubs at his temples, "Alright, everybody. Hate to cut movie night short, but-"

A loud 'thwip' echoes down the halls, followed by a cry of alarm as Tony's body is snatched and flying backwards up to Peter's haphazard creation.

Everyone gasps; some even take a fighting stance before they can register what's happening.

They can see Tony's limbs struggling against the sticky webbing and it looks no different than a fly caught in the ones outside by the streetlamps.

"Honey, are you okay?" Pepper calls, more than a little disturbed when she sees their very own human spider advancing onto the web towards his mentor.

"Uh…I think?" Tony replies, noticing that all that's holding him up is elaborate threadwork, never mind the fact that Peter's vacant face inches closer and closer towards his feet. "Hey-hey-hey…I swear if you go Shelob on me, kid," he says.

Rhodey shudders, but he can't stop the huge grin on his face as Clint hunches down to clutch his stomach, waves of silent laughter wracking his frame.

Instead of wrapping up his catch, Peter climbs over Tony's legs and burrows himself into the man's side, gripping tightly around his torso.

Now its Tony's turn to stifle laughter. He's got himself into many a sticky situation in the past, but this one would certainly take the cake.

"Phew," he wheezes with tears forming in his eyes, "Hey, just FYI, I am never letting you live this one down, Spiderbaby."

Peter only pushes closer in response. "M'ser St'rk."

Tony wants to give the boy a squeeze, but the webs hold his arms back, so he slumps backwards in surrender.

"No more churros before bed," he murmurs, nuzzling his cheek against Peter's forehead. "We are definitely adding that to the rules of the house."

He turns his gaze to the blackened ceiling and listens to the rain beating on the roof. The scenario is surprisingly relaxing.

"You want a blanket?" Rhodey calls in a shouted whisper and Tony actually considers the offer for a moment.

"Nah, I've got this, guys. Just make sure I'm still alive in the morning," he replies.

Pepper is the last one to leave, making sure that Tony's not just pulling another self-sacrifice before she's content enough to head off to bed.

He could wake the kid up…

He could break out of this web in no time at all. It would take seconds…

But he's content…

Is it weird? He's pretty sure its weird, but he'd rather let the kid sleep and cherish Peter's shocked expression when he wakes up in the morning…

Tony's never been one to tear down spider webs anyway. Even as a child he would sit down to study them well in to the night, wearing his muddy, yellow rain boots and holding up an oversized flashlight. He had always admired their work ethic…never stopping even when he had to take a break to eat a peanut butter and jelly sandwich or head off to school. Progress was always made when he came back to check on them.

And then there was Howard…always there to give him a taste of reality.

"Daddy, Wait! Stop! You'll destroy her web. She's been working on it for days!"

"They're a menace, Tony. Good grief, could you be more soft!?"

Tony had begged his father to let him take the spider away at the very least, but Howard still ended up crushing it under his boot, leaving his son clutching his knees and sobbing as he gathered up what remained of the web with a small twig.

A heavy sigh leaves the millionaire and his heart swells when Peter does the same.

Man, I love this kid.

My best distraction…always rescuing me…

As the wind continues to howl outside, he finds himself humming the Itsy Bitsy Spider until he drifts off in dreams with Peter snuggled beneath his chin.

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A/N:I hope you all enjoyed this little bit of mush! ^_^ For those of you interested, Chapter 7 of my irondad Titanic AU, Only for a Little While, will hopefully be finished by the end of this week/maybe the beginning of next. 3