This is my first foray into the fanfic world of Spider-Man, so please go easy on me. :) There's not a movie fandom established here yet, so please know my characters are based upon the MCU. I hope you enjoy! Any reviews and constructive criticism would be so welcome and appreciated.

Note: Everything in italics (which is most of this story) is a flashback, and some are Peter's internal musings. All normal text is present time.


"Tony, I'm sorry." He winces internally at the wheeze of a sentence. "I'm sorry."

"No I'm sorry, kid." With the faceplate down, Peter can see the anguish dancing in the man's eyes. Usually Peter longs to see that flash of humanity, that spark of something that reveals to him ever so slightly that the man holds emotions that don't imitate his alter ego's namesake. But today, today that glimmer is more than a rebuttal of his self-proclaimed indifference. And it's because of him. And that drives guilt into his already-abused abdomen.

"I'm sorry I brought you into a war when you're not even old enough to be a soldier."

When the dust from the flung asteroids begins to settle, all they see is that purple fist encased in a chromatic gleam, five stones glowing in a mesmerizing array of color. It might even be beautiful, if they hadn't already experienced first-hand the destruction they wield. Vision's prone form at Thanos's feet is painful evidence of that. The amber gem once proudly displayed on his forehead is now nestled dangerously in the gauntlet.

That fist pinches at Thor's head, plucking him from the ground with all the effort of picking lint off carpet. The Mjolnir lies, buried under rock, yards away. A strange glow overtakes Thor's body as he releases a guttural yell that pierces the heavy air. Peter falls to his knees as his Spider-sense overloads. It's been ringing ever since they stepped foot downtown. The danger is ever-looming, the stakes too high, and it's just too much, it's too much—

Steve limps over to the cluster of heroes still picking themselves off the ground, panting. His voice breaks through the shrill tingling that seems to overtake every inch of Peter's body. "Thor, he needs his hammer. He's been separated too long. He'll revert back to his mortal state."

Without a backwards glance, Peter shoots his web at the one half-standing building, flinging himself over to where he last saw the celestial object before the heavens quite literally rained upon them. He palms desperately through the rubble, tossing rocks and metal sheet aside, ignoring Tony's attempts to grab his attention, because, oh god, Thor is dying, everyone is dying and he needs to help. Tony was the one who contacted him, said something was coming, greater than anything any of them had ever encountered. He's now seen that something, and he's not sitting this one out.

Peter reaches the hammer and pulls it out from under the rocky expanse, stumbling backwards as he realizes the effort he put behind lifting it is useless. It's so much lighter than he expected; so light, in fact, it doesn't feel like he's holding anything at all. He's mesmerized by the faint but powerful glow that emanates out from within the Mjolnir, the same glow that they had just seen snaking across Thor's torso.

He looks up and catches the group's slack-jawed attention: Tony's stare is wide and unblinking, the Captain's face disturbedly impressed. Sam is rolling his eyes, huffing; he can't tell what Black Widow thinks, Hulk looks furious (but he always looks like that so Peter's not sure), Hawk-eye's expression is a confusing blend of aghast and amused, and Ant-Man looks as confused as he feels, brows furrowed and head snapping to each member imploringly.

His senses are so overwhelming, continually buzzing, that he doesn't anticipate the figure approaching behind him. All he sees is the sudden shift in everyone's face, mouths opening in warning, a clipped "Pete—" in his comm, before he is plucked from the ground, his body clenched in a breathtaking grip. The bone-crushing hold he's trapped in turns him over, and the voice of hell booms.

"Thank you for fetching that for me, spider."

He's staring Thanos dead-on. The warlord smirks, and it seems the earth quakes under his deranged smile, the crack in his face cracking the very surface beneath them. Peter is absolutely terrified. He's the protector of New York; the hero who battles street thugs and gun-wielding criminals. He pulls his punches. He's never faced a celestial before. Much less one who has literally the entire universe at his fingertips. So he does what he does best: he deflects.

Thanos's sneer is quickly flattened by Peter's choked laughter.

"You look…" he wheezes, "like a, like a giant raisin. Has anyone ever told you that?"

Tony's voice crackles in his ear, strained and apprehensive; and Peter never thought that word could ever be used to describe Tony Stark in any capacity. "Kid, now is not the time to make conversation."

But fear unlocks his filter, and he is now rambling, allowing his wise-cracks to distract him from the fact that he very well could die, too. "Distance is definitely an illusion for you, I can see that now. They could put your face on the Sun-Maid boxes and it would make no difference, really."

A grin quickly replaces the insulted look that shadowed his face. "Better than being a grape."

In one swift move, he then smashes Peter's body against the rocks below, the power stone gleaming. A sickening crack echoes across the war-littered expanse.

"Because those can be squished."

Peter can't breathe. He looks down. And he definitely can't breathe now. A sharp piece of rock is protruding from his abdomen, and the pain—ohgod—the pain is all-consuming. He can feel every piece of the earth inside him, grinding against bone and muscle, like sandpaper scraping at his insides. This must be what that poor pumpkin felt like last Halloween when he carved out the death star: gutted and raw. Desperately he pulls at his now-suffocating mask, yanking it off his head.

His vision refocuses, and the hammer is miraculously lying only a few feet away after being flung from his grip. Peter goes to crawl over to it, only to realize he can't feel his legs. He can't feel his legs.

Suppressing his panic, he starts to drag himself backwards with his forearms, swallowing a cry each time the rock lodged in his stomach is jostled. Thanos beats him to it, sending a blast of the power stone towards the object. It shatters on impact, revealing an amber stone inside, shimmering with the same intensity as that of the other five on the back of his palm. It floats directly up to him, settling into the final position on the gauntlet.

That can't be good, he thinks wryly. Thanos beams down at him. Okay, definitely can't be good.

"You have done this world a great service, spider. You have provided me the ability to take it out of its poor mortal misery."

Thanos then directs his attention towards the sky, the heroes around him forgotten. To think they could be reduced to an afterthought. Peter looks over his shoulder, and Thor looks so…ordinary. So human. A few yards ahead of him, Vision's body lies, and it takes everything in him not to see Ben's form slouched on the sidewalk pavement when he locks eyes with Vision's unseeing ones. Bile quickly rises in his throat, and he screws his eyes shut, shame washing over him as the destruction is painfully replayed in his mind like a caught film reel, the tragedy flickering continuously behind his eyelids. Through the fog, he hears a "—eter, hey kid, look at me." He opens his eyes, a single tear tracking its way down his dusty cheek.

Tony is crouched in front of him, faceplate down. His eyes flick down to Peter's stomach, quickly flicking back up. "FRIDAY, read vitals," he chokes out, worry briefly touching his face. With his faceplate down, the grocery list of injuries filters out softly from within his suit as Tony carefully feels around the impaled site, his face darkening with each passing phrase.

"Severe abdominal trauma, with lacerations to the small and large intestines, a ruptured appendix, deep bruising to the kidneys, and almost complete separation of the L3 and L4 vertebrae. Heartbeat is strong but growing increasingly erratic. Respiratory function similar." Peter hisses as his fingers tap the piece of earth stubbornly lodged in him. Tony's gaze shifts to him, asking silent permission and offering a mute apology. Peter nods jerkily, and his examination continues. He wants to say so much; he is in so much pain and Thanos has the final stone and Thor is likely dead and now the world probably is too…it could all be avoided but it's his fault, his fault, so all that comes out is:

"Tony, I'm sorry." He winces internally at the wheeze of a sentence. "I'm sorry."

"No I'm sorry, kid." With the faceplate down, Peter can see the anguish dancing in the man's eyes. Usually Peter longs to see that flash of humanity, that spark of something that reveals to him ever so slightly that the man holds emotions that don't imitate his alter ego's namesake. But today, today that glimmer is more than a rebuttal of his self-proclaimed indifference. And it's because of him. And that drives guilt into his already-abused abdomen.

"I'm sorry I brought you into a war when you're not even old enough to be a soldier."

Tony stands up, and Peter's heart drops, landing in the basement of his chest with a sound rivaling that of the word crashing around them. Please don't leave me, Mr. Stark, I know I screwed up but I don't want to die alone, I don't want to die I don't want to die Idon'twanttodie—

He steps out of his armor, and the metal suit soon descends upon Peter's prone form, beginning to reassemble around the smaller frame. The pain-induced cloud that had settled over him dissipates with sudden clarity as the metal begins to encircle his wrists. He doesn't have the energy to fight it.

"Wait Mr.—Tony, what are you doing?" His panic rises as the metallic arms clamp around his hands, the chest plate clicking together with a release of compressed air, sealing him off from the bloody reality pooling above his lap. He cries out as the metal presses excruciatingly against the rock, pushing it further into him.

Tony turns back from the chaos swirling behind them, a sad smile tugging at his lip. "Proving I'm something without it."

"TONY, NO! TONY—" His pleas are muffled as the faceplate closes over him and all he's screaming at is missile-proof glass. Even FRIDAY is silent.

As the jets sputter to life, Peter stares through the cracked plating, and the image is eerily reminiscent of his time at the Stark Expo all those years ago. But this time, he's not the defenseless, recklessly brave kid staring down an android behind cheap plastic. No, Tony Stark, standing in the middle of an intergalactic war, clad in nothing but his under-gear, is the one being stupidly sacrificial and so recklessly good.

The sky swirls angrily as the battle below him grows increasingly smaller. The little he can see sends the final knife plunging. A beam of amber shoots out, hitting Tony square in the chest, and the sky begins to fall. In the midst of asteroids raining hellishly down on the earth, peppering the ground in rocky flames, there is something else floating among the destruction and black. A glow of green in the sky. He hears someone whisper, "Save them, Peter." But it isn't FRIDAY.

Without realizing he ever left consciousness, Peter wakes up.

Thanos is stalking towards Thor, five stones in the gauntlet.