"Peter run! We can't let him regain control over the stones!" There was a desperate edge to Tony's voice as he yelled out to the kid.

Not only did he want the gauntlet to be as far away from Thanos as possible, but he wanted Peter to get to safety. Currently, he was the thing Tony cared most about. He never wanted Peter to come with him on this space journey, but now that he was here, Tony would do everything in his power to ensure he got back to his aunt in one piece. He would never be able to live with himself if something were to happen to the kid. The guilt would eat him alive for the rest of his life. Although, Tony had an odd sense that he wouldn't survive his encounter with Thanos.

He had known ever since the Chitauri invaded Earth that something was coming. He hadn't known exactly what, but what he had seen in the worm hole was enough to make him fear for the future. It had made him so afraid that he had made mistakes because of it, and those mistakes had been grave. Ultron had been the fruit of his fears and it had almost destroyed the world. The very world that he had been trying so hard to protect. So, he had tried to dial back his anxiety. He tried to tell himself that everything would be okay, and forced himself to ignore the ominous feelings he had for the future. Even with his efforts, the feeling had never completely dissipated, which had led him to his next set of mistakes.

The civil war.

All he had wanted was to keep the team together. The world needed the Avengers if they were to survive what was coming. The visions haunted him endlessly. He saw his teammates die before him, each calling out for Tony to save them. Every night he had nightmares revolving around this doomsday event, and each one he was powerless to do anything to stop the events from playing out. To even have a chance at serving the massacre, they needed every hero on the same team. It was simple, they would never survive a war with the enemy if they were already fighting themselves.

Zemo was right.

"An empire toppled by its enemies can rise again. But one that crumbles from within, that's dead. Forever."

All Tony had wanted was to prevent their fall.

But all he had done was make more mistakes.

He hadn't wanted to sign the Accords, but for him, it was the best way to go. Ross had backed them into a corner, the public viewing them as threats to their general welfare. People fear when others hold too much power above their heads. They fear the instance in which those in power turn on them and use their abilities against the people they once protected. And eventually that fear builds up to a climax, to the point where they can't help but protest and begin to hate them for their power. That hate would eventually lead to the people calling for their governments to lock them all up like animals in fear of what they might do.

Not for what they have done, but what they think is a possibility.

And they would easily forget their previous acts of heroics in pursuit of regaining a sense of stability and security. They were too caught up with the future to remember their past actions. They wouldn't remember a time when they had looked at those heroes in awe. No, they would look to those heroes now and only see the power they held to abuse others.

So, Tony had to find a way to reassure the masses and put their name back into a positive light. Agreeing to work in tandem with the government was the best option they had. Currently, the public trusted the government, and not the heroes that they had once trusted with their lives. It was a simple fix: work with the government to keep their power in check, and the people would feel safe once more. Then, the Avengers would easily be more prepared to take care of any future threats that may arise.

He was so caught up in placating the people that he barely noticed the rift growing in the Avengers. He found that these new Accords only splintered the group instead of bringing them together like he had hoped. It wasn't supposed to happen this way, the Accords were having the opposite effect they had intended. Tony had to keep everything from falling to pieces, and the only thing he could think of to prevent things from getting worse was to try to convince Steve to go along with his plan.

"Capsicle, we have to do this. Please, just trust me on this one."

But things only escalated from there.

"I'm sorry, Tony. I can't."

If Steve wouldn't back down, then neither would he. He wouldn't let them split apart just like that. He would fight for what would help them in long run, and he would make the others see that this was for the best. What he had seen in his visions had truly scared him. He would do anything to prevent that outcome. Anything. This was the best way to accomplish that. So, he gathered a team and fought. He even found a local teen with newly found powers to join his new team. It was a good way to introduce the next generation of heroes, but he still wished things didn't have to happen the way they did.

The kid almost got himself killed in the battle. Tony had originally just brought the spiderling to give him some more experience on the job and bring him into the fold as a potential future Avenger but then he had gotten whacked by that giant man. Tony's heart had practically frozen as he stood there, watching as the kid was thrown to the ground in a potentially fatal way. He had ran over to the kid with a slight panic because oh god, he just killed the kid. When he saw that the spiderling was alright, he had let out a sigh of relief and left to go after Steve. He had to catch him and he was running out of time to do so.

He told himself that he had bigger things to worry about, but that still didn't stop him from feeling guilty about leaving the kid laying there on the harsh concrete. So, he told himself that he would make it up to underoos later, and tried to push thoughts about the spider-kid to the back of his mind.

He had to focus on Steve and Bucky so he could fix everything.

But things only got worse from there.

"Sorry, Tony. You know I wouldn't do this if I had any other choice. But he's my friend." There was a desperate tone to Captain America's voice as he clutched his shield. They shouldn't be fighting, they were friends, and teammates. They had sworn to protect each other's backs, but here they were, fighting one another.

"So was I." Tony's voice cracked at the dismissal in the other's voice. What about him? How could Steve just forget about everything they had been through together?

"This isn't going to change what happened."

As if Tony hadn't already known that, his parents had been dead for years, but that didn't mean it didn't hurt any less. He had just found out that his parents had been murdered.

And his so-called friend was protecting the person who did it.

In the back of his mind he knew that Bucky hadn't been responsible for his actions, but the rage was already controlling him. "I don't care. He killed my mom."

Tony was a mess after the Civil War, to say the least. He couldn't sleep, he couldn't eat, and he poured himself into his work. He finished suit after suit, constantly tinkering away day and night until eventually, he couldn't bring himself to work in his lab anymore. He just couldn't find a point in all of it. He worked to make the world a better place, but how could he make a difference if everything he tried ended up making things worse?

And that's how he found himself one day staring at a glass of liquor in his hands. Before becoming Iron Man, he had done this often, drinking until he forgot all his worry and pain. It had always felt good for the night, but in the morning he always woke up and remembered what he had tried so hard to forget. So, he stared at the glass in his hands and wondered if it was worth it. He still hadn't taken a sip, but he couldn't help but wonder that if he would slip back into his old tendencies then maybe he could feel good about himself for once.

But it never worked like that, he knew that. It was more trouble than it was worth.

That's why he hadn't taken a sip of the glass in his hands….yet. He had just stared numbly at the two phones on his desk: one a throwaway flip phone, and the other his personal Stark phone. He didn't remember how long he had sat there, but he knew it had been for quite some time. Until, suddenly, one of the phones chimed.

He had half-expected it to be Steve, but he checked the flip phone only to see nothing. Sighing, he set the glass down and grabbed his other phone. It was probably work for the company or something of the sort, so imagine his surprise to see a text from Happy. His bodyguard almost never texted him first, usually Tony texted him and Happy responded grumpily.

Happy: The kid's voicemails are starting to get on my nerves. Do SOMETHING about it. How am I supposed to keep up with security if I'm listening to his daily reports all the god damn time? It's actually impressive how much he can talk. I don't understand how you actually like listening to his voicemails. Just give the kid your number or something. Then you and only you can have the pleasure of listening to it.

Attached below was one of the accursed voicemails (according to Happy, Tony quite disagreed). Moving his thumb to hover over the screen, he clicked the attachment.

"Hi Happy! Hi Mr. Stark! How's your day going? I hope good because my day's been pretty great. I got to help so many people today! Well, not everyone, earlier today I tried to stop this guy, cause I thought he was stealing this car. It turns out that he was just one suspicious looking guy because the car was actually his! It was so embarrassing, Mr. Stark. Ugh, I'm never going to live this down. There were all these old people yelling at me too! They got all mad because I webbed that guys hand to his car and my webbing lasts for awhile and I didn't know what to do everything just happened so fast. I mean I didn't want somebody's car to be stolen! I had to act quickly or I wouldn't have been able to stop him. I had good intentions but those guys wouldn't hear it!

"It was so stressful and I was freaking out, cause you know, my job it to help the people, but here they were getting all mad at me. I just wanted to help! But anyways at least there were a bunch of other people that I totally helped out and— oh sorry I'm probably ranting too much. I know Happy complains that I talk way too much for such a short span of time. So, I'll just wrap this up! The suit is awesome Mr. Stark! I feel like I'm making a difference in all these people's lives! Well, except for that car guy…. I don't think he likes me that much anymore. Anyways, I'll see you guys later! Actually I haven't seen any of you guys since the civil war thing with Captain America, but like I mean I'll leave another report soon. Uhhh- I'll just go now before I embarrass myself more. Shoot! I didn't mean to say that out loud." There was a pause, and a curse that followed after. "I didn't mean to say that out loud either! Just ignore this last part. Um, bye!"

The message clicked to an end, and it left Tony staring at the screen, replaying the voice of Peter over in his head. He listened to the youthful optimism in the kid's voice and wondered how the kid could hold such hope in his heart for the world. He figured it was the naivety that all youth, but Tony was sure he had never held such innocent childlike tendencies. It only made him want to protect the kid more, he wanted for him to be able to hold onto those for as long as possible. He wanted to keep him from learning what the world truly was.

A cold place that would turn its back on you in an instant.

His gaze turned from his phone to the glass on the table with a scowl. In a single movement, the glass was knocked off the table and shattered into pieces all over the ground. The liquor that was once held by the glass was now splattered on the floor along with the shards of glass threatening to cut skin if one were to step onto it. Tony couldn't bring himself to care, he would clean it later.

He had to do better, be better. He wanted to be the idol that Peter believed him to be. And if he wanted to do that, then he couldn't let himself fall into the void of drinking away every night. He couldn't let himself fall back into his old habits. He had to be a different man for the kid, because he wanted to be a mentor for him.

Grabbing his phone, he started a text to reply to Happy.

Tony: Go ahead then, you can pass on my number to the kid. You can also tell the spiderling to start leaving his reports on my voicemail. Unless of course, you still want him to leave them on your phone ;)

For all Happy complained about the kid, Tony still knew that he had a soft spot in his heart for Peter. After all, Tony had known the man of years, and could tell when he was truly annoyed with a person. Peter was not one of those people, he tolerated Peter's rambling.

So, Tony had started texting Peter, learning more about the kids life, and trying to get more involved to become a better mentor. Some weeks he even got Peter over at the Compound, and they worked on inventions together till dawn. Other weeks, Tony flew over to New York City in his suit for a joint patrol with Spider-Man. After all, someone had to teach him the ropes, and what better way to teach the kid than to give him hands on experience?

And then the kid had become a part of his life just like that, a light burning so bright that it made him almost forget his past mistakes and just want to be there for the kid. He wanted to help Peter become a better hero than he ever was. He didn't want the kid to make the same mistakes that he did. He saw potential in him, the kid was smart and his heart was in the right place.

Thus, he vowed to protect Peter, so that he could eventually grow up to be the hero Tony knew he could become. He was a failure but he would help the kid if it was the last thing he ever did.

Because the visions, Sokovia, Civil War, they were all examples of his mistakes. And they were big mistakes.

Yet, he had tried so hard to make things better, but only proved to make things worse. The worst part about it all, was that he had tried so hard to prevent this but it was still happening anyways.

All of his mistakes.

Worthless.

They had done nothing to stop Thanos. All of his actions hadn't even slowed the titan. He had tried to prepare the world, protect it, but nothing had helped at all.

"I see a suit of armor around the world."

He may have failed to prevent this, but he refused to give up.

He could still save Peter.

And he could still stop Thanos.

"You!" Tony pointed to the alien with the red tattoos, he hadn't bothered to learn any of their names. He had much larger issues to worry about. "Go free Missouri over there!"

The alien looked at him blankly. "Who?"

"Who else is pinned down with webs?!" He gestured to the leader of the rag tag group of aliens.

"Oh." The man uttered with understanding, but still made no attempt to move from where he was standing.

Tony growled in frustration. "Well, what are you waiting for?! Go do it!"

Drax scurried over to Quill and used a blade to cut the webbing off of him. "You could have just told me to free Quill!"

"I did!" Tony indignantly shouted back at the man.

Tony shot off another blast as Thanos, pushing the titan back a few feet. Quill, recently released from the restraints holding him down, joined Iron Man in blasting the titan. It was all in the attempt to push him back further, as long as they could keep their distance then they could restrain Thanos once more. Thanos didn't have any long range weapons other than the gauntlet, which was now in the possession of Peter, so it was imperative to keep out of reach of Thanos. Just because he no longer had the gauntlet didn't mean that he didn't pack a punch. After all, he was a warlord before gaining access to even a single stone. He had needed considerable skill to conquer other worlds.

Still, Thanos would be no match for the combined efforts of these heroes.

Across from the billionaire, Dr. Strange conjured magic strings to grab onto Thanos and hold him back from rushing to retaliate at Iron Man. Thanos struggled and fought against the ropes pulling him backwards. When it seemed that he was making a little progress forward, he suddenly turned backwards and ran at Dr. Strange.

"Quick, pin him down!" He shouted for one of the others to tackle Thanos as he prepared the launcher in his nanotech suit to shoot off a device to lock Thanos to the ground.

Nebula streaked by, knocking Thanos off of his feet and into the ground before he could reach the wizard.

"Be ready to move in 3…2…" Tony shot off the device. "…1!"

Nebula maneuvered out of the way of the device, throwing herself off of Thanos. The device fastened itself to the titan's chest, binding him to the floor beneath him. Thanos initially struggled against the the device affixing him to the ground, but when it proved to hold fast under his efforts, he quit his attempts to break free. Although, instead of looking defeated, Thanos simply started to laugh. It first started out as a low chuckle, but in a few seconds it grew into a deeper chortle.

"Do you think that this is all it takes to take me down? I am destined to wield the Infinity Stones, and no one can stop destiny."

"Destiny my ass. We beat you, Thanos. There's no use in denying it." Tony snarked at the restrained titan, all the billionaire wanted to do now was go back home to Earth. He was sure Pepper was worried enough by his absence.

Suddenly, a blade was held to Tony's throat, threatening to slice his skin.

"Release him." A feminine voice gave a warning whisper into his ear.

"Please. What are you going to do? Kill me?" Tony barked a short laugh. "I'm practically already a dead man, being a superhero isn't exactly all sunshine and rainbows."

"Just do it, or I'll kill them." The woman gestured with her free hand to the other heroes standing around Thanos. It was then that Tony noticed that they were all surrounded by rabid aliens.

"Eh, I don't really know these guys. So why should I care if they die?" Tony gave a noncommittal shrug, not fazed by the weapon by his throat.

The unseen assailant behind him gave a growl of frustration. She clearly wasn't getting what she wanted.

"Fine. I'll do it myself." The blade was removed from his neck only for more of the mindless aliens to circle around him.

No longer threatened by a weapon, he brought a hand to touch at the spot the knife had been held to his throat. When he pulled his hand away, he found that there was a smear of blood across his fingers. Apparently the woman hadn't been kidding about slitting his throat.

Oh well, just part of the job. Tony thought detachedly, he knew that one day the job would kill him and seemingly that day was today.

So, he stood and watched as his attacker walked over Thanos to free him. First, she tried to use her rather sharp blade to cut the metal nanotech device off of the titan but it was to no avail. Although, it was made of rather advanced tech, so it was no surprise that she couldn't make a dent in the device. Eventually (in actuality only a few minutes had passed), she threw her sword to the side and gave up on using it to free Thanos. Tony watched closely as the woman closed her eyes and drew in a breath, focusing on something. Abruptly, the nanotech metal started creaking and bending as some of the aliens surrounding them jumped on the device to tear it off of Thanos. He watched as his technology was reduced to scrap as it bent and twist under the assault of the beasts. Finally, the pressure became too much for the device to handle and it snapped off of the titan.

Tony gave a small huff in annoyance. Some of his best work, torn down by a few aliens in just a few minutes. The billionaire swore that he would invent better if he ever got out of here alive, but the likelihood of that happening was slim to none. Tony knew he probably wasn't going to make it out of this one.

Now freed of being pinned down, Thanos was able to get back on his feet, brushing off dust that clung to him. He took in the scene that lay before him then turned his attentions to his rescuer.

"Good work, Supergiant." There was a small hint of pride in Thanos' voice.

"Of course, father." The now dubbed Supergiant bowed her head in response to the compliment.

Thanos turned to have one last glance at the superheroes who had almost beaten him. Alas, the key word was almost. "Any last requests?"

"Yeah, I have a last request for you ugly purple grape. I want to know how they got here." Tony snidely motioned to Supergiant and the other aliens. "They obviously didn't come here with you, and you no longer have the stones to bring them here with."

Thanos chuckled at the billionaires snarky attitude.

"I have conquered many worlds during a duration of many years. It takes a certain kind of man to be able to achieve all of this, as you may very well know, Stark. I am one of those men. Therefore, I am competent enough to leave a general to look over the rest of the universe while I am in pursuit of the stones. After all, I have balanced many worlds and I must have commanders to maintain that balance for me. Supergiant here, happens to be one of those generals tasked with maintaining the balance I have graciously gifted to those worlds. It was very simple for me to contact her from there." He brought a hand up to gesture to a small device in his ear, glimmering a silvery blue.

Thanos' voice morphed into a pretentious tone. "Don't blame yourselves if you didn't notice. Earth's technology is rather primitive and this device I have here happens to be equipped with cloaking technology."

During this whole time, Thanos had been walking around, making eye contact with each and every hero. With his last words, he spin to stare directly at Tony. "So, the answer to your question is quite simple: I have the resources, intellect, and drive to get what I want. And, more importantly, I am destined to win."

"You never had a chance." The titan snorted at the thought, and switched his gaze from Tony to his general.

"Kill them." The order was simple and cold, not a single hint of emotion in Thanos' voice.

The Outriders, the mindless servants of Thanos, attacked at his command. Well, not really, simply they were no longer held back by his 'Child'. Unbeknown to the heroes, Supergiant had telepathic abilities and was coordinating (aka mind-controlling) all of the Outriders. That was part of the reason how the mindless aliens had circled around the group without attacking the group instantly, but it wasn't like that mattered much.

They would die either way.

And so the Outriders pounced on their prey.

…..

The group of heroes lay dead before him. His breath got caught in his lungs, eyes tearing up as he took in the sight around him. A flash of red and gold immediately caught his eyes. Peter practically stumbled over his feet to rush over to his fallen mentor's side.

Peter fell to his knees as he reached the man. He desperately grabbed at the arc reactor in the billionaire's chest, putting his ear to his chest, attempting to hear a heartbeat.

"No…" Peter whispered in disbelief, this was the first time Mr. Stark had died.

In his past two lives, he had always died in front of the eyes of Mr. Stark. Every time, Peter had wished to live. He wasn't ready to die, but now that he was alive and Mr. Stark was dead, it was almost worse. He never wanted to see his idol fall, he had thought that the man was invincible.

For all his life, he had looked up to Tony Stark. He had thought that he would always be there to help Peter, but he had thought wrong.

Still desperate, he frantically tried to check for a pulse. Alas, there was no difference in the man's health. Although, Peter should have known that he wouldn't find a pulse, the man before him was completely covered in scratches and wounds, but he still couldn't quite give up hope for Mr. Stark's survival. The injuries were so extensive that Peter could barely tell that it was his mentor lying on the ground. The only reason Peter could identify the man was the arc reactor and iconic red and gold armor.

Choking on sobs, Peter ripped his mask off his face when it became too hard to breathe. His breath came out in short shallow gasps, the weight of this development finally sinking in. The world spun around him, making his head feel fuzzy and numb. He hated the feeling. He hated watching his loved ones die in front of his eyes. He hated Thanos.

But most of all, Peter hated this day.

He never wanted to relive it again.

"Ahhh, so the spider comes back to play." It was a voice that Peter recognized only too well.

Peter said nothing, still staring in shocked silence at the body in front of him.

"I would like to thank you for bringing the gauntlet right back into my hands. That will make it easier on my part."

At that, Peter brought himself back to his feet, his legs shaking under his weight. His eyes teared up when he forced himself to look away from Mr. Stark and meet the gaze of titan.

"You killed him." Peter's voice came out in a dangerously low whisper.

Thanos smiled. "Well, not me exactly, but I did give the order."

Peter glanced back at the gauntlet strewn next to Mr. Stark's body, forgotten in his panic. Hastily, he picked the gauntlet back up with one hand, the other still grasping his mask.

"You can't stop destiny, child." Thanos almost seemed disappointed in his decision to fight.

At first, Peter didn't respond. He didn't know what to do. He wouldn't win in a one on one fight against Thanos. He still had no idea what had happened to the other heroes. He needed to get away and come up with another plan. He needed to take a breather, because he couldn't win when he could barely handle the death of his mentor.

He was still staring down at the gauntlet he held in his hands when a thought stuck him. I can leave the same way Thanos got here.

Peter remembered sticking to one of the fallen ships on the planet when he saw Thanos exit out of some sort of swirling blue portal. The option hadn't been open to him before, but now he was in possession of the gauntlet. He could go back to Earth.

With a determined look in his eyes, he defiantly smirked at Thanos. "No, but I can try!"

With that, he shoved the gauntlet on his arm and snapped, a giant blue portal engulfing him.

He was finally going home.

He only wished Mr. Stark was coming back with him.

Whew! This was a long chapter! This is the longest I've written so far, it's over 5,000 words.

Soo, I researched more about the Children of Thanos for this story because I could totally use them for alternate versions and it turns out that in the comics there's one more not seen in the movie. So I was like perfect, I could totally use this :) and that's who Supergiant is.

Anyways, I hoped you guys liked this! I know there's much of Peter in this chapter, but next chapter he's going to Earth! And we all know what battle is happening on Earth in this part of the movie…. ;)

Feel free to favorite and review! Thanks for reading!