1.

Yeah. Peter was definitely failing his Spanish quiz in the morning.

He'd meant to be home, with his head shoved in his textbook, hours ago. He'd traded studying for patrolling every night this week – arguing with himself that he could always cram tomorrow. Well tomorrow was here.

And Peter was clinging to the underside of a helicopter for dear life, thousands of feet above Queens.

Not really what he'd planned for the evening – but after finding the ski-mask-wearing, large-gun-totting, group of men fleeing a jewellery store just after midnight Peter could hardly walk away - even if it did mean failing another Spanish quiz.

MJ was going to kill him – if these guys didn't beat her too it.

"Engedje meg a szörnyeteget!"

One of the aforementioned ski-mask-clad men leaned out of the helicopter cabin and fired several shots in Peter's direction.

"Yeah. Dude. Still not a clue what you're saying." Peter yelped, pressing up against the metal helicopter frame in an effort to avoid the wild bullets. "But if you bring this thing down I'm happy to try and-"

Several more shots cut him off.

The freezing November air cut to Peter's very bones as the helicopter rose even higher. They were hovering well beyond any of the buildings in the area now, and swaying heavily from side to side as the men repeatedly leant in and out of the cabin, firing in Peter's direction. It was becoming somewhat of an issue.

Peter was doing all he could to remain on the helicopter. The cold was doing his already cramped, and stiff fingers no favours, and sliding off the bottom was starting to become a real possibility. And problem. The buildings below were way too far away for comfort, and he'd used his parachute last week when he'd been all but flung into the sky by a jetpack-wielding-megalomaniac.

"Lődd le!"

The shooting picked up – one man leaning almost all of the way out of the cabin to get a better aim at Peter.

"Look, if that was a surrender, I accept." Peter yelled.

The hailing of bullets continued. Peter's fingers slipped a little. He panicked slightly. Crashing painfully against the underside of the helicopter as he flung his entire body along the cool metal. A bullet grazed his left leg.

Yeah. This might not end so well.

"Might I suggest a different course of action?"

Karen's voice cut in over Peter's panicked gasps.

"YES!" Peter all screeched, shifting just slightly to avoid another bullet. "Yes! Please do-"

"You are reaching restricted altitude." Karen's voice cut him off. The helicopter continued to spiral upwards. "A pre-set height of exactly two-thousand feet – dictated by the 'Baby-Proofing' protocall."

"THE WHAT?!" It was definitely a screech that time. Peter shook his head manically, clinging to the cool metal of the helicopter desperately as if flung from side to side. "Look, never mind – Karen I need-"

Another series of shots rung out, only this time one hit home.

Just not in Peter.

A deafening clang rang out as one of the bullets collided with the main rotor above the helicopter – the rotor snapped upward, bending back on itself, and jerked wildly.

One more jerk and the helicopter was no longer spiralling upwards.

It was catapulting downwards.

"Shit. Shit. SHIT!" Peter yelled, hauling himself upwards into the cabin as the helicopter flipped mid-air – the rotators dragging the entire thing downwards.

A boot to the face almost sent Peter cascading into the open air.

As it was he barely managed to latch his fingers onto the side of the cabin and haul himself back in. One of the masked men kicked out again, but Peter caught the foot before it met his face a second time and shoved the man across the small cabin.

"Seriously!" Peter yelled, "I'm trying to help here!"

The man surged forwards again, but was yanked back by another of the masked thieves.

"Felejtsd el! Gyerünk!" The second man yelled, strapping something around himself and his partner - and then lunging out of the helicopter together.

Peter threw himself to the edge of the cabin and gaped, watching as the parachutes opened just before they fell out of his view. Spinning wildly Peter realised that the others must have jumped as well while he was climbing his way in – because he was suddenly all along in the plummeting helicopter. Shit.

"Ah, Karen. Suggestions. Now." Peter stammered, climbing over the seats to the pilot's position and seizing the joystick. He jerked it upwards, and the entire cabin jerked to the right, spinning manically, but continued to fall.

"Suggested course of action: Evacuation." Karen said.

"Great. Helpful." Peter spat through gritted teeth as he pulled the joystick back as far as it would go and began wildly pressing every button he could get him hands on. The helicopter continued to spin. Nausea began to settle in Peter's lower intestines. "Any suggestions on how I might do that without a parachute!"

"Your chances of survival are slim."

"I'M AWARE!" Peter screamed. The city was approaching beneath him. "I need more tha-"

"You have reached terminal velocity. 'Baby-Monitor' protocall activated. Calling Tony Stark-"

"WHAT!? NO DON'T-"

Peter didn't hear her reply. With one final jerk on the joystick and the rotors began to spin at full speed again – only full speed with a bent rotor meant even more spiralling and no less falling. The next several seconds were past in a blur of screaming and multiple, painful collisions with the cabin walls.

By the time Peter managed to get a grip on one of the chairs – and figure out which way was up again – the city was much too close.

"Karen!" Peter breathed heavily, giving up on the piloting equipment and climbing back into the main cabin "I need a place to set this thing down!" He threw a panicked glance around him. "And a way to get it down - preferably softly."

The spinning was starting to get to him. His earlier nausea had grown, leaving him on the verge of hurling. Or maybe that was the panic - because he was definitely panicking now.

The helicopter was still in a death spiral and Peter was all out of ideas. He could web onto the side of two buildings and try to hold the helicopter with his legs? But there was no guarantee he could hold it. Or that the helicopter would even fall between buildings sturdy enough to grip. It might plummet straight into something before he even got a chance to slow it down. And if he was sure of anything it was that if the helicopter hit the ground or any of the buildings above it, people were going to die. It was too big, and falling far too quickly. It was why he hadn't taken his chances in falling back to the city without it. He needed to slow it down - or it could bring a building down with it.

"Restoring rotor balance, and resulting wind-displacement, may restore functions long enough to maneuver a non-fatal landing."

"Non-fatal." Peter breathed shakily, climbing along the inside of the cabin to look out over the edge. "Y-yes. That – good."

No sooner had he stuck his head out of the cabin, the bent rotor arched up from below him and nearly took his head clean off.

His already laboratory breathing skyrocketed into full-blown hypoventilation.

"Okay!" Peter swallowed, inching his head back out of the cabin to get a better look at the rotor. And the buildings below that we're getting uncomfortably close. "Straighten the rotor. Sure. Good. How should I do that exactly?" The damaged rotor arced up again - inches away from Peter.

Karen's silence was deafening.

"Okay. Fine. We can do this. We got this. I mean how hard can it be? It's like straightening a coat hanger." Peter argued. The damaged rotor swung up once more. "Just a really big, really sharp coat hanger."

Peter shot a web onto the side of the cabin to brace himself, before leaning out just a little further in the open air – ready to shoot a web at the broken rotor.

"Touch the coat-hanger, kid, and I'll eject you from this tin can myself."

Peter pulled back into the cabin just in time. A moment later an Iron Man suit latched onto the side of the helicopter. And another a moment later. They rocked the small cabin, but Peter clung on. An Iron Man suit slammed into the open cabin space where he had been only seconds early – digging the metal fingertips of one hand into the base of the cabin, and seizing the wild rotors with the other. The helicopter engine spluttered, and then died under the pressure. The rotors fell limp.

"Mr. Stark!?" Peter cried, crawling forwards until he was crouched just in front of the Iron Man suit, wedged in the cabin doorway.

"Remember that grey area, kid?" Tony's voice flooded through the suit. "This isn't it. This isn't even on the spectrum of grey. This is florescent. Bright, ugly and an eye-sore that's about to make a not so lovely crater in the middle of Queens-"

The rant went on for some time – but to be entirely honest Peter caught very little of it. After just a couple of seconds the helicopter was already slowing. The Iron Man suits had latched on, and were beginning to haul it back into the sky.

If Peter weren't so aware that the Iron Man suit – with its array of cameras – were so close, he would have cried with relief.

"-kid. Kid? You with me?"

"Yeah," Peter breathed, leaning back against the metal frame of the cabin and trying to bring his breathing under some kind of control. Now that he knew he was going to be fine, his panic was starting to be embarrassing. "Yeah, I'm good. I swear. T-t-thanks for coming. I, ugh, yeah. Thanks."

Yeah. Real smooth. Avenger's material right there.

"Sure you are." Tony's voice echoed through the suit. A moment later the helmet flipped upwards to reveal – nothing. The suit was empty.

Good, Peter thought. At least he's not here in person to watch me fail completely. The thought was fleeting, but Peter clung to it. Determined to bury the empty feeling that sprung up in his chest at the sight of the empty helmet.

"F.R.I.D.A.Y run vitals." A red beam erupted from inside the helmet and moved swiftly across Peter's body. Peter curled in on himself just a fraction. As if a ball of Peter Parker might make his bullet grazed leg and easily broken ribs more difficult to detect.

The helicopter was moving across the city now – headed out of Queens and towards Manhattan. It was oddly peaceful. With Peter's advanced senses it was never quiet anymore. There was always something happening in Queens – always someone or something nearby. But up this high, and devoid of any engine sounds, the night was almost silent. The gentle whirring of the suit's repulsors was all that broke the silence, and Peter found he didn't mind it at all. It was almost soothing.

"Right-" Tony's voice echoed out of the empty helmet. "First things first: where did they even get this piece of junk. Honestly. This thing is a blight on the good name of aero-space engineering-"

A loud crack rang out – and then Peter was falling.

The roof of the helicopter, which one of the Iron Man suits was currently grasping to help keep the thing flying, creaked and then gave way. The thin metal ripped from where the armor's hands were clasped around its edges, all the way to the base of the rotor. Luckily the entire helicopter didn't give way – the other suits were more than fast enough to readjust their grip.

Peter was not quite so fast. Or so lucky.

The base of the cabin tipped drastically when the roof ripped open, and before he could latch on to anything Peter found himself sliding out into the open air. And plummeting to his death.

He was definitely panicking again.

"PETER!"

When he had first made the web-shooters, and taken them out for a test-run, Peter would have sworn up and down that the feeling of falling through New York was the greatest of his life. The thrill of each and every lunge was somehow more fantastic than the last.

He was ready to rethink that assumption now.

Falling through New York this time was terrifying, and final. Maybe because he wasn't falling through the city like he did as Spiderman – relying on the buildings and monuments he knew so well – he was falling to it. And much too quickly.

The night around him was a dizzying array of lights, darkness, and the distinct knowledge that the ground was much closer to him than he realized. Tony must have been close to landing the helicopter because after just a few seconds of falling Peter was about to become acquainted with some of the taller Manhattan buildings.

God. Being impaled on the Empire State building was not how he wanted to go.

Oh god. He was going to die.

Somewhere, in the distant parts of his mind, Peter knew he was screaming – Guttural, animalistic screams – but he was falling so fast that the sounds were ripped from him before he could fully process them.

Oh. God. Ohgodohgodohgodohgodohgodohgod.

He shot a web at the closest building when he began to sail right past it – but the web pulled taught much too fast and snapped. Peter's shoulder arced, and ripped with it. The bone popped out of the socket under the pressure.

He tried again. The web snapped. The tendons in his shoulder snapped along with it.

He could see the cars on the street below him. The people. The concrete.

Oh god! No!

What would happen to May? Ned? God, what would Tony tell them? Tony. What would happen to Tony?

NO!

Something hard, cold and strong latched on under his arms and yanked. Peter let out a yelp of pain – which quickly turned into a sigh of relief when his decent started to slow. The Iron Man suit behind him pulled him upwards – slipping its metal arms around his waist and cradling him to its chest – before blasting the repulsors.

The sudden change in direction had Peter on the verge of nausea again. His eyes blurred one last time.

The image on concrete not ten feet below him would haunt him for the rest of his life.

~ o 0 o ~

"Peter?" Tony's voice was still ringing in the back of Peter's head. "Kid!?"

Logically Peter knew he couldn't have been out for long – the clanging of metal on the pavement and the feeling of cool ground beneath his own feet told him that it could only have been a couple of seconds. But it felt like hours.

Peter's entire body hurt. And exhaustion had set in during those few seconds. He could barely muster the strength to keep breathing – let alone open his eyes. Yeah. He'd rest for a bit. Just a little while. Just a short fourteen hour nap. That'd set him right.

He could feel himself being lowered down to concrete, strong arms still clasped around his torso.

"Kid!?" Tony's voice was still pounding at the back of his head. Or was it in front of him. Peter wasn't too sure. It might not have been Tony's voice at all. Peter had never heard him sound so panicked – and whoever was manhandling him to the ground was practically seeping fear. "Time to wake up now." The voice went on, breaking slightly at the end.

Peter registered the words, but their meaning flew right by him. God, he was so tired.

"F.R.I.D.A.Y run vitals," the voice bit out as soon as Peter's head touched the concrete. "Pulse? Does he have a pulse? Jesus – get this thing off me. Get it off now!"

The cool metal left Peter altogether, and he drifted for a second. The pavement wasn't comfortable whatsoever, but right now Peter could have kissed it. It was so firm. Not at all like the feeling of falling. Christ. He wanted to lie there for the rest of his life. Even the idea of standing seemed like it would be far too far from the ground. Yeah. He'd stay here. Sleep a while and –

Something warm was suddenly crouching beside him. Hands running along his torso. Lifting the edge of his mask up, above his mouth.

Two shaking slightly fingers dug into the side of his neck.

Peter's eyes cracked open.

"Mr. Stark?"

The city very slowly came into focus above him – and so did the man hovering over him.

"Kid!?" Tony was hunched over him, face pale and eyes wide. At the sight of Peter's open eyes, he let out a chocked, ragged breath. The hand that had been pressed almost painfully against Peter's throat moved to rest on his chest. Rising and falling with Peter's every breath.

For a long moment all the two did was breathe.

Eventually Tony spoke. "You alright, kid?"

When Peter didn't answer, panic started to rise up in Tony's eyes again. His hands moved up to grip Peter's shoulders.

"Peter? You alright? Anything hurt? Anything broken?"

Peter stared up at the older man – flesh and blood man, not empty suit – incomprehensively.

"You're here." Peter stammered. "You're really here."

A large sigh heaved through Tony at the sound of Peter's voice. "Yeah, I'm here, kid." He murmured. His hand left Peter's chest, moving down to poke at his bullet grazed leg instead. Peter could already feel it healing – unlike his nerves. Those would probably never recover.

"B-but. What?" Peter stuttered, trying to wrap his head around the last few minutes of his life. And it really had only been a few minutes. The helicopter. The bullets. The Iron-Man suits.

The fall.

God, he felt like he'd aged a decade.

"Yeah, you and me both, kid." Oh shit. Did he say that out loud?

Tony's words were clipped, but there was something underneath. The hand that had been resting on Peter's chest found its way back. It sat just above his heart, rising and falling as Peter tried, and failed, to take several steady breaths.

The weight of it was comforting.

"H-how, I-I-" Peter went on, glancing about wildly. He was lying on a deserted sidewalk in a small side street. "What?"

Tony, clearly unhappy about, but satisfied with, the state of Peter's leg, moved back up to lean over him. His concern was growing with every incomprehensible stammer.

"F.R.I.D.A.Y run a scan for spinal and cranial damage."

That broke Peter from his stupor.

"What? No. I'm good. I swear." Peter jack-knifed up into the sitting position – nearly head-butting Tony. "Good. I'm good. J-just, ugh, that was…high. That was high."

Tony leaned back slightly, looking over him warily. The hand on Peter's chest didn't lower.

"Yeah," Tony agreed slowly, watching the teen heave in several breaths. "Bit too high. I thought we'd agreed that the friendly-neighborhood-Spiderman stays in the neighborhood – not two thousand feet above it."

"Yeah, yeah. T-totally." Now that he was sitting up Peter was beginning to feel the ache in his shoulders. And, well, just about everywhere else too.

"F.R.I.D.A.Y?" Tony prompted, still focused on Peter.

"No significant spinal or cranial damage." F.R.I.D.A.Y's voiced echoed out of the now-empty suit standing beside them."The left clavicle is currently dislocated, and surrounded by small tissue tares. Due to his advanced regenerative cells, the tears will heal within hours once the clavicle is re-aligned. Scans do show significantly low blood pressure, labored breathing and an elevated heart rate."

"No. Really. I'm fine." Peter insisted.

Tony's other hand came to rest on Peter's uninjured shoulder, holding him in place as a wave of dizziness passed over him.

"It's alright, kid. You're just in shock. It'll ease up in a few minutes." Tony said, shifting so that he was sitting directly in front of Peter, with one hand on his shoulder and the other still resting on Peter's chest. They stayed like that for a few minutes, and eventually the world started to come back into focus for Peter. Tony must have been able to feel Peter's heartbeat beneath his hand, because he waited for it to steady before he spoke.

"Let's not do that again, huh?"

Peter let out a small, hysterical breath of laughter.

"Don't worry, I have no plans to fall out of a helicopter any time – oh shit! Where's the helicopter!? The robbers!?" The last few minutes finally began to break through Peter's haze.

He leapt to his feet – scanning the sky.

"Hey, Easy!" Tony pushed to his feet beside him, grabbing a hold of Peter's shoulder again. Only this time the hold was a lot stronger. Holding him in place. "The chopper's at the Tower, and whoever was in it are long gone. All of their bags are still secured in the cabin, so whatever they stole, they didn't take with them."

"But they got away!"

"Yeah, and you almost got made into a blue-and-red pancake!" Tony hissed, his eyes flashing. The panic that Peter had seen there before was slowly giving way to anger, and frustration. "So let's just file this night as 'episode 904 of Peter getting in over his head' and be satisfied with the fact that we're not cleaning anyone off the pavement."

"B-but-"

"No." Tony cut him off. His tone was final. "See that building there," With the hand that wasn't currently clenched around Peter's uninjured shoulder, he pointed up at the Empire State Building – which was just visible a few blocks away. "Yeah, that's your new height limit, kid."

"What! No! Come o-"

Tony cut him off again.

"Every time you argue with me, you loose another hundred feet."

"Mr. Star-"

"-1,150 feet."

"But Mr. Star-"

"1,050 feet." Peter gaped at the man, but didn't make a sound. God. This was so not how he wanted tonight to go.

A sleek, black car pulled up on the sidewalk.

"Come on," Tony said, releasing Peter for just a second to move back towards the abandoned Iron-Man suit. With a wave of one of Tony's hands the suit began to fold in on itself until it formed a large suitcase. Tony seized it by the handle and marched back to Peter. "We need to get back to the Tower and get that shoulder fixed before it sets that way."

"I can do it-"

With his free hand Tony latched back onto the arm Peter was moving up to his injured shoulder.

"Do not reset your own shoulder on the sidewalk." Tony hissed, shaking his head disbelievingly. He pulled Peter towards the car with a muttered, "Jesus Christ."

Pushing Peter in first, Tony slid inside the car and shut the door. The car started automatically and began to weave through late-night traffic to the Tower.

"Hey, Mr. Stark?" Peter murmured after several minutes of silence.

"Yeah?"

"Nice catch."

"Oh no, we are not making a sport out of this, kid."