Peter didn't sleep well that night, despite the pills he took to help.

He kept dreaming of May and how she would wake him up in the morning and practically drag him out of bed for school. She would always make sure he was well-fed, often presenting him with a breakfast feast of bacon, eggs and French toast.

He remembered that she would never let him have coffee, even though she drank about 3 cups a day. "It's not healthy for a growing boy." She would say.

She would always have the news on in the morning, seeing what was going on in their busy city. She would leave for work shortly before Peter left to catch the bus. She would always ensure he had all his necessary school supplies before heading out the door.

She was always so loving, and maternal despite not being a mother in the biological sense. Yet, she had raised Peter as if he were her own son.

Peter felt a tear slip down his cheek as the memories racked his brain. He wiped it away quickly and turned over to look at the clock.

The glowing red numbers read 5:02 am.

He used to wake up around this time for school. The bus always arrived early to avoid the heavy rush-hour traffic. But he wasn't going to school today, despite the fact it was a Monday.

No, Tony had made it clear that he can go back to school when he feels ready, and frankly Peter just didn't feel ready yet. The funeral had only been yesterday… and that was when he had his first panic attack.

Peter cringed at the thought and buried his head in his pillow. I can't believe I had a panic attack in front of Tony Stark…

Not wanting to dwell on his thoughts any more, Peter quickly threw the blankets off and rolled out of bed. He tiptoed out of the room, not wanting to wake anyone.

He made his way to the kitchen, seeking food for his increasingly gnawing hunger. The lights were on, but set to dim as he entered the large room. He strolled over to the fridge, studying the contents inside.

For a billionaire's kitchen, the fridge was oddly empty.

Yogurt, orange juice, ketchup, a carton of milk, strawberries and a salad with Wanda's name taped to it on a sticky note were the only items inside.

Peter shrugged and settled on one of the vanilla yogurts for breakfast.

He grabbed a spoon and sat at the table in the middle of the room, eating slowly and quietly.

"You're up early."

He nearly dropped his yogurt and spun around to see where the new voice had come from. Steve Rogers entered the kitchen, wearing a tracksuit and smiling brightly.

"I couldn't sleep." Peter said.

"Ah. Neither could I. So I decided to go for a run. Came here to grab some water." He responded while grabbing a glass and filling it up at the sink.

"Isn't it kind of cold out?" Peter asked.

The Captain shook his head. "I didn't go outside. We have a track in the gym."

"The gym? There's a gym in here?"

Steve nodded. "There's a pool too."

"No way!" Peter exclaimed.

"I guess you haven't been given the official tour yet, huh?"

Peter shook his head.

"Well, I'm not doing anything right now… How about I show you around?"

Peter quickly jumped out of his chair. "Yes please, uh, sir!"

The older man laughed. "Please, just call me Steve."

Wow. I'm on a first-name basis with Captain America. Peter thought.

Steve led the way out of the room as Peter quickly followed behind.

They made their way to the elevator as Steve hit the "down" button.

"It may take a while. There are a lot of floors in this place."

Peter nodded.

"Tell me about yourself."

Peter was taken aback. What would Captain America want to know about me?

"Uh, what do you want to know?"

Steve shrugged. "All I know is that you're from Queens, you lived with your aunt and well, you're a super-human."

Peter shrugged as well. "Well that's basically it, actually. There's not much else to say."

Steve smiled. "Come on. What do you like to do for fun?"

Peter scratched his head. "Um, I'm really into science… Chemistry is my best subject in school."

The elevator finally arrived.

"Well I guess I know where I'm taking you first then." Steve said.

"Where?" Peter asked.

"Tony's lab. You'll love it."

Peter's face lit up in excitement as they entered the elevator.

The ride down was excruciatingly long and Peter could barely handle his eagerness. Steve noticed too, apparently as he pointed to Peter's hands. "You're shaking."

Peter quickly shoved his hand in his pocket, embarrassed. "Yeah, sorry I'm just excited. The lab at school is nice for a high school lab, I guess, but Mr. St- Tony- is rich and must have so many cool things."

"Well, a lot of the stuff in there looks cool, but I honestly have no idea what any of it does."

Peter laughed as the elevator arrived at their desired floor.

Steve stepped out first, as Peter practically ran after him. "I can't believe I'm about to see Tony Stark's lab!"

Steve furrowed his eyebrows. "You're really into all this… science stuff?"

Peter nodded. "Yes, absolutely. When I was younger I wanted to be a scientist. Obviously that can never happen now, but-"

"Why not?" Steve stopped walking and interrupted the teen.

"What?"

"Why not?" Steve repeated. "Why can't you be a scientist?"

Peter frowned. "Well, things are different now…"

"Different how?"

"Well, I mean, my powers… They're still relatively new. I'm obviously not the same person I used to be. I'm Spider-Man now, and he's more important than plain old Peter Parker…"

Steve shook his head, a look of disappointment on his face. "Son, listen to me. I don't ever want to hear you say anything like that again. Being Peter Parker is just as important as being Spider-Man, actually- being Peter Parker is even more important than being Spider-Man. Heck, I'm just as much Steve Rogers as I am Captain America. "

"But, Spider-Man's a hero-"

"No." Steve interrupted again. "Peter Parker is the hero. Spider-Man is just a costume. The true hero is in your heart."

Peter looked down at the ground. "I don't feel like much of a hero without the costume…"

"Well then, that means you still have to find the hero inside of you, Peter. And maybe following your dreams will help you along that path."

Peter looked back up at Steve, a look of confusion on his face. "So you're saying that me being a scientist would help me be a hero?"

"I'm saying that doing what your heart tells you will help you realize who you are and you are a hero." Steve cut himself off as a slight chuckle escaped his mouth. "I guess I'm sounding pretty cheesy, huh?"

Peter laughed. "Yeah, a bit. But I understand what you're saying… Thanks, Steve."

"Don't sweat it. Now, how about we go check out that lab?"

Peter smiled as the two men made their way down the hallway and soon ended up in front of the large glass doors. Steve peeked inside, cuffing his hands over the glass. "It's empty." He said.

"Is that good?" Peter asked.

Steve nodded. "Yes, because I don't think Tony would want you in here."

"Wait, why not?"

"Too much dangerous equipment in there."

Peter scoffed. "I'm not a little kid. I know how to be careful."

Steve just smirked as he placed his thumbprint on the identification pad. A female robotic-sounding voice stated "Steve Rogers, access granted." The doors slid open and the automatic lights in the lab turned on.

Steve motioned for Peter to step in first, and Peter gladly did so. His eyes widened as he took in his surroundings. Beakers, test tubes, microscopes and computed filled the space of every available desk.

"This. Is. Amazing."

Steve nodded in agreement. "It sure is. Wish I knew what half this stuff did though."

Peter walked along the tiled floor, eyes fixated on the many different pieces of scientific equipment. He moved forward and reached to pick out a petri dish that sat on one of the several shelves. Before he could examine it, Steve called out to him from the other side of the large room.

"I wouldn't touch anything if I were you."

Peter frowned. "I guess you're right, Tony wouldn't want me touching his stuff."

"You're damn right I don't want you touching my stuff." Steve and Peter spun around to face the extra voice that had suddenly announced its presence in the room.

"Mr. Stark!" Peter shouted.

"Tony! What are you doing down here?" Steve questioned.

"I should be asking you that." Tony answered, his arms crossed in apparent annoyance.

"I was just showing him around the compound…"

"At 5:52 in the morning?"

"I couldn't sleep." Peter said.

"Why not?" Tony asked.

"I'm just not tired…"

"Yeah, I'm calling bullshit on that; we'll talk about it later. What I want to know Cap is why you decided to give a tour of one of the most dangerous places in the entire facility."

Steve's face was red. "He told me he liked science, I thought he'd enjoy seeing it."

"You don't even know what half the things in here do! How could you even give him a proper tour? God, you were probably so close to blowing yourselves up…"

"Tony, come on." Steve said as he rolled his eyes. "I told him to be careful and not touch anything."

"Cap, he's a teenager. You really think he was going to listen to you?"

"Please don't be angry Mr. Stark; he was just trying to do a good thing for me."

Tony sighed. "I'm not angry; I just wish you would've asked first before you came down here." Tony walked over towards the teen. "Plus, kid, if you want an actual tour of this place you'd be better off having me or Bruce showing you around, cause' we can actually explain shit."

"Language…" Steve muttered quietly from where he stood.

"Cap, why don't you go rep out a few rounds in the gym while I talk to the kid?"

Steve complied, as he shyly walked out of the spacious room.

Tony pulled a chair out from under one of the desks and instructed Peter to sit in the one across from him. As he did so, Tony began interrogating him.

"How are you feeling?"

"I'm okay."

"Cut the crap and tell me the truth."

Peter shrugged. "I just can't sleep."

"The pills didn't help?"

Peter shook his head. "I guess not."

"Why can't you sleep?"

"I've just been thinking a lot… You know about May and stuff…"

Tony nodded, understandingly. "I know what it's like to lose someone. I lost both my parents. The pain from loss never ends, but it does get better."

Peter shuffled his feet against the floor. "Sometimes I feel like it won't. Sometimes I feel like the pain will always be consuming me. May wasn't just my aunt… She was my best friend. That probably sounds kind of weird, but like she was my friend in a different way. She never tried to be my mom, but at the same time she was maternal and loving as if she was my mom."

"I get it, Pete. She meant the world to you. And you meant the world to her."

Peter's head swam as his body suddenly registered how tired he actually was. Tony must've noticed, too as he placed a hand on the boy's shoulder. "How about you go and try to catch a few more hours of sleep? Also, next time you want to see the lab, please go with someone who actually knows what they're doing… Not the 90-year-old capsicle."

Peter smiled and nodded as he got up from the chair, ready to head back upstairs.

"Peter?" Tony called out before the teen left the room.

"Yes, Tony?"

"I will get better. I promise."