Peter's head pounded with each heartbeat, as he swung across rooftops. He'd been feeling sick all day, and everyone had told him he should go home, but he was Spider-Man, he couldn't just take days off.

Ned had been particularly worried, urging him not to go to his usual after school, extra-curricular activities.

"You're sick! You shouldn't even be in class, you can't go fight crime like this! You could get hurt." His concerned eyes and quiet words had almost convinced Peter to go home, but the thought of someone needing help, while he was slacking off, was intolerable.

He remembered his words to Tony, that first time they met, about why he had become Spider-Man.

"When you can do the things that I can, but you don't, and then the bad things happen…they happen because of you."

He couldn't let anyone get hurt just because he was feeling a little under the weather. So, there he was, swinging around and pretending he didn't want to go to bed.

He crawled up the side of a building and perched on a windowsill as he rubbed at his temples through his mask. Why couldn't his damn headache just go away? He had stuff to do, he didn't have time to be sick.

Karen's calm voice came to Peter's ears, quieter than usual, so as not to worsen his already sore head. She was great like that.

"Your temperature just rose by another degree. If it continues, it will be classed as a fever and I will have to inform Mr Stark."

The teenager groaned and fired another web to the next building. "Don't call him, I'm fine. I'm just going to do a quick round of the city to make sure everything's okay and then I'll go home."

He stumbled a little as he got to his feet, and steadied himself on the webs he'd placed, before taking a breath and swinging off.

It was harder to focus with a pounding head, and the clammy hot-cold feeling he had over his whole body, but he continued none the less.

It was a quiet afternoon, with only a few minor incidents to help with. Peter stopped a mugger before a punch was landed, and returned the stolen bag, as well as helped a class of kids cross the street. The teacher had been very grateful and a few of the kids had clung to his legs and demanded they were in love with him. That had cheered him up a bit and he didn't feel so useless.

But the longer he was out, the worse he felt, and pretty soon he didn't even have the energy for web slinging.

His head was swirling and it was getting harder to think straight. He wasn't even sure where he was in the city now, standing on the edge of a building with his fingers pressing to his temples in a further attempt to soothe his splitting headache.

Karen's voice seemed a little further away and swirly than it had a minute ago.

"Peter, your fever is continuing to rise. I think I should call Mr Stark now."

The teenager tried to reply but all that came out was a moan, and his head spun further. Having dizzy spells really wasn't a good idea when you were so high up, as Peter was. His vision blurred and his feet stumbled, and he fell.

Karen's voice called his name, quick and panicked, and Peter tried to save himself before he splattered on the concrete. He fired a web and held on, but it was too late, the web slowed his decent but he still hit the ground hard, landing heavily on his left arm.

He thought he heard, and felt, a snap but everything faded away to black when his head smacked the ground.

Karen's voice pulled Peter back to the world of the living as she called his name.

"Peter, you're injured. I'm going to call for help."

The teenager groaned and opened his eyes, blinking to try, and clear his blurry vision, letting out a cry as his broken arm moved.

"No, ugh….don't call him. I'm fine."

Calling options flittered across Peter's vision as Karen selected an emergency call to Mr Stark. Peter was more awake now, and held his arm carefully to his chest as he tried to talk the AI out of being a tattle tale.

"No, no, no, Karen. Don't call him! I'm fine, I'll- heyyyy Mr Stark." He sighed and clenched his eyes shut, where he was laying on the cold hard ground.

Tony's voice was quick and worried.

"Peter? What's going on, are you okay? F.R.I.D.A.Y said this was an emergency call."

The kid in question tried to keep his voice steady as he slowly sat up, holding his arm to his chest and attempting to get to his feet. He could walk home, and he'd be fine. He stumbled, almost falling over before he'd even managed a few steps.

"No, I'm okay. It was a false…hmm…false alarm?" His voice was shaky and high pitched, and he hadn't been able to hold back his whimper.

Tony's voice was harder now, sounding angry. "Don't lie to me, Peter. If you're hurt or in trouble, you need to tell me so I can help."

Karen's voice came through, bright and efficient, as Peter tried his best to stop her.

"Shall I list his symptoms? He's been experiencing-"

The teenager quickly tried to interrupt, but her voice continued and Tony sounded angrier by the second.

"No, don't tell him! Karen, shut up!"

"Peter!"

Karen carried on as Peter groaned in annoyance. "He's had a steadily rising fever since this morning, which now stands at 105 degrees. He's also been experiencing nausea and dizzy spells, which I believe were the cause for his fall."

Peter winced as Tony's voice grew to a yell. "You fell?!"

He tried to explain himself, or at least deescalate the situation, but it seemed like Karen was intent on ratting him out.

"It wasn't that bad-"

"His left radius is broken. He also sustained a blow to the head and was unconscious for three point five seconds."

Peter groaned, over the sound of engines starting on Tony's end of the phone.

"Ugh Karen, stop."

Tony sounded so angry, his voice quick and hot as he spoke to Peter.

"I'm coming to get you, don't move. And we will talk about you lying to me."

He hung up, and Peter sighed, finding a step to sit on in the alleyway he was hiding out in. He had never felt more like a child being told off by a parent, than he did at that moment, and Karen remained guiltily silent.

"Why'd you have to tell him? He's so mad at me now."

Karen's voice was calm. "It is in my programming to keep you safe, and report your activates to Mr Stark. He wants to take care of you, and you should let him."

God, what a mess. Tony was going to be so mad at him, and he'd probably get grounded or something. How was he supposed to explain this to his Aunt?

'Hey, I fell off a building but it's okay I just broke a bone or two.' She was going to lose her mind and he'd never be able to leave the house again.

It didn't take long for Tony to find his young ward, and Peter looked up at him as he came storming down the alleyway.

Tony couldn't breathe properly, his chest constricting with worry as he took in the slumped, dirty form of Peter, sitting on a step with his arm pressed firmly to his chest.

His mask was off and he looked pale, save for the flush of fever across his cheeks and the blooming bruise across his forehead.

Tony ran over to the kid and took hold of his shoulders, looking him over for damage. Peter winced slightly at the touch on his arm, and Tony quickly moved his hands to Peter's face, cupping his jaw and brushing back his hair to look in his eyes.

"Are you okay? Are you, all right? Look at me, Peter!" His face was creased in concern, making Peter feel guilty.

The teenager sighed, voice quiet. "I'm okay, Tony."

Mr Stark sighed in relief and let go of the kid, clenching his hands into fists as he stood. He sounded angry again, and Peter kept his eyes on the ground.

"Why would you try and keep this from me? Why would you go out when you're sick and not want to tell me when you needed help? You could have been seriously hurt! You're lucky it's just a broken arm and not a cracked open skull!"

Peter was finding it hard to keep himself together. He was so tired, and he felt awful. He just wanted the pain to stop, and he wanted to go to bed.

"I'm sorry. I didn't want you to think I couldn't handle it."

Tony yelled again, and while Peter knew it was just because he was worried, it still made him want to cry.

"You don't have to handle anything Peter, you're a kid and you're sick and you need to see a doctor. Come on, I'm taking you to the hospital."

That got the teenagers attention. His head snapped up to look at Tony, his eyes wide and scared.

"No, I'm fine. I don't need to go, I'll go home and-"

"Your arm is broken and you have a fever, you can't go home like this. We're going, Peter, so do what you're told and let's go."

The teenager shook his head, getting unsteadily to his feet as he tried to back away from the other man. Tony frowned in confusion at the response from the kid; he looked terrified.

"No, Mr Stark. Please don't make me go. I'm sorry I didn't tell you right away, just please don't make me go. I can't- there's too much there and-"

Tony raised his hands, trying to calm the kid down before he full on panicked. He slowly came and took his good shoulder. "Hey, calm down, it's okay. Just breathe and tell me what's wrong. Why don't you want to go? Your arm must really hurt, don't you want it fixed?"

Peter's breaths came shaky, and his eyes were a little unfocused, worrying Tony further. Maybe he shouldn't have yelled.

"My senses just make everything so intense, and hospitals always smell so bad. It's sharp and awful and the lights are so bright it hurts my head. My spider senses just go crazy, everyone there is hurt or dying and I can feel it coming its…It's scary. I can't go, please don't make me."

Peter groaned again, letting out a whimper as he held his broken arm close. The poor kid felt horrible and it was getting harder to keep calm.

Tony felt guilty for yelling at him, watching as Peter kept his face low, and tried to wipe his eyes without the other man noticing.

Tony gently wrapped an arm around him, guiding him back to the step and sitting down, keeping his voice low and soft as he tried to reassure him.

"Okay, you don't have to go to a hospital. I'm sorry for yelling before, I just can't have you lying to me. I have to know I can trust you; I have to know you're okay. Do you understand?"

Peter sniffed again and nodded, leaning a little into Tony's shoulder, probably without realising. He was so tired.

Tony sighed in relief. What was he going to do with this kid?

"Okay…I know you don't want to see any doctors, but you still need to get checked out, so I'll take you to the Avenger's tower. I have a team of people there that can help, and you don't even have to go to the medical wing to see them, I'll have them come up to your room."

Peter didn't want to go at all, but…

"Wait, I have a room? At the Avengers tower."

Tony looked down at him, frowning. "Well, yeah I set it up for you in case you wanted to join the Avengers or… I don't know wanted to move out of your aunts. There's some pretty cool stuff in there, I think you'll like it. Of course, Vision is still figuring out the walls and doors rules, but you get used to him."

Peter rubbed his eyes again with his good hand, as Tony gently helped him to his feet and led him to the waiting car. Happy didn't comment as Tony slid Peter into the back and did his seat belt for him.

"Happy, take us home. Hey, don't fall asleep yet, okay Pete? You hit your head, so we gotta get that checked before you go taking any naps."

Peter didn't say much on the drive there, just stared out the window and tried to keep his arm still.

He was so worn out when they got there, that Tony kept a hand on his back as he led him inside, taking him straight up to his room, which was pretty freaking cool.

Peter's energy came back in a second as he took in his room. It was amazing, there was a huge bed, and shelves full of books and movies and games, but best of all was a lab! Connected to his room! Tony smiled proudly as Peter took a look around, smiling at the computers and hardware set up for him to tinker with.

"Woah, this is awesome."

"I thought you could make your webs here, since you usually do it in class. This way you won't get caught. There's some other stuff too, so you can keep building your computers and what not."

Peter almost forgot about how crap he was feeling, looking around at everything that Tony had done for him.

Tony, always being a little overprotective, gently placed his hands at Peter's back, leading him to a chair.

"Here, sit down. I don't think you should be spending too much time on your feet. You can play with this stuff later, I'll tell your aunt you're spending the night helping with a project. I'm going to call one of the medical staff down here, to check you over okay?"

Peter nodded, and seemed to be okay with the plan, until the Doctor walked in. She was kind, and politely greeted Mr Stark before addressing her patient.

"Hello, you must be Peter."

Tony didn't know what he was expecting but he was surprised, nonetheless, when Peter shot up from his chair, backing away from the doctor as if he was about to make a run for it.

The older man came towards him, hands raised. There had to be more than just a sensory issue for Peter to be so scared of her, but he decided not to press for now; they had more urgent concerns.

Peter's skin felt clammy and far too warm, under Tony's hands, where he tried to take his good wrist, and the kid shrunk away from his touch, eyes never leaving the doctor.

"Peter, come on, you're safe. Let her help you." His eyes were wide and scared, and his chest rose and fell with rapid pants. He was terrified, his voice small and weak.

"Please don't make me."

Tony tried again, meeting the kid's eyes with his own, and offering a reassuring smile.

"I'm not going to make you do anything you don't want to, and I won't leave you, okay? I'm going to stay right here the whole time. She's not going to hurt you, Peter. You're in pain and you're sick, just let her help. Come on."

The teenager was clearly not happy about it, but he was tired and his arm hurt so bad, so he relented and followed Tony to sit down on his bed.

The doctor came over, kind smile on her face, and kept her arms behind her back as she spoke.

"Mr Stark said you weren't feeling too great, and it looks like you've hurt your arm pretty bad. Do you mind if I take a look?"

Peter hesitated, No, he didn't want some strange lady touching his already sore arm. He frowned at her, like a petulant child.

"Don't touch it."

Tony's voice came, reprimanding the teenagers hostile tone. "Peter, she's trying to help you."

The young doctor smiled and carefully brought her hands closer to the injured boy.

"I'll be as gentle as I can, but I do need to touch it a bit in order to find the breaks. It'll be over soon."

She brought her hands closer to him, reaching for his arm, but her fingers barely brushed his skin before he was pulling back and trying to move away from her. Tony's arm came around his back, holding him in place while the Doctor gently took the broken arm.

True to her word, she was gentle as possible and she quickly took her hands back once she was finished.

"I will need an x-ray but it looks to be a clean break. We'll get a cast on it as soon as I'm sure it's set in the right place."

Peter looked less nervous now that he knew the worst was over, but he still kept his glassy gaze on the doctor in case she tried anything he didn't like.

He flinched when she placed her hand at his forehead, and squirmed when she flashed lights on his eyes. Tony couldn't help but notice that Peter was pressing against him more and more, either to find comfort or get away from the woman.

Once she had finished her examination, and gone to set up the xray, Tony turned to the kid.

"What's really going on with you? And don't tell me it's just because of your senses because that's not it. You're really scared of her."

Peter, didn't say anything at first, keeping his head low and avoiding Tony's eyes. But finally, he sighed, voice almost a whisper.

"I just…After what happened with Thanos and me getting stabbed. I only remember pieces of when you brought me to the hospital, but I was alone and in pain and I was so scared. And the doctors just kept sticking things in me and yelling, and I couldn't block any of it out. My senses couldn't handle it all and now…I just don't like Doctors okay? It brings too much of it back."

Tony felt awful all over again. Just more guilt to add to the pile.

"I'm sorry. I didn't know. I didn't want to leave you there, but the fight-"

Peter shrugged as much as he could without hurting his arm further. "It's okay, it's not your fault. You saved my life, and I know those doctors were there to help me, but it doesn't make it easier."

Tony didn't reply, because he knew that Peter would deny it, but it was his fault. Tony was the one that had brought Peter into the whole mess, and he was the one that Peter had been protecting when he got hurt. He couldn't take the pain away and he couldn't do much to ease Peters new found phobia, but at least he could be there for him.

Tony stayed by Peter's side during the x-ray, and when he got his cast on, and he was there when the Doctor gave her diagnosis as to why Peter was feeling so unwell.

"You haven't been eating enough. With your abilities and heightened metabolism, your body uses up a lot more energy than normal, and if you don't give your body what it needs it starts to deteriorate. Just make sure you get some extra protein and carbs in and maybe add another meal or two, especially when you're out doing your super hero thing."

She gave Peter some meds to take and readjusted the sling on his arm.

"For now, just get some rest and try and stay off your feet. You don't have a concussion but you may have some extra sensitivity to light for a little while so just be aware of that. Other than that, you'll be fine. It was nice to meet you Peter."

Tony shook her hand and thanked her as she left, turning back to the teenager when she was gone.

"Okay, you heard her. Time for bed, for the Spider-kid."

Peter yawned, smiling just a little at the name, and accepted Tony's help to pull the rest of the suit off. He was too tired to feel any real embarrassment as the older man pulled the blankets over him, and he sighed tiredly as Tony carefully placed his casted arm on an extra pillow.

He looked down at the teenager, those bright eyes blinking up at him, and smiled.

"Goodnight, Pete."

"Goodnight Mr Stark, and thanks for taking care of me. It means a lot."

Tony turned out the lights as he left, sending him one last smile. "Yeah well, you mean a lot so… get some rest. I'll wake you in a few hours for dinner."

After all that happened, even the worst, most horrible parts, were sort of worth it to be seen as important by his hero. And although Peter didn't remember all that much about his parents, but he thought that having Tony must be what having a dad felt like.