Peter lay in bed, looking at his Lego set, mind wandering to when he lost his happiness. It seemed like darkness had overtaken him slowly, creeping like an invasive vine through him, strangling off any warmth inside him.

He drew a shaky breath and closed his eyes, pulling the tatty edge of his blanket closer to his chin, hoping the feeling of the threadbare fabric would soothe him. He couldn't remember a time he didn't have it with him. It once was a shield against the monsters under the bed, but now it protected from a different kind of monster, the kind from within.

Closing his eyes, he listened to Aunt May getting into bed through the thin walls of the apartment. Only last week, the quieting of the city would have sent excitement through Peter. It meant he would be able to escape, put on his suit, and become someone stronger, become Spider-Man—but tonight it didn't.

He was a failure, undeserving. He'd let down Mr. Stark. He'd let down Uncle Ben.

With great power, comes great responsibility, the words echoed through his mind, haunting and painful.

Responsibility.

Could he ever be that guy? Would he ever be worthy? He didn't think so, and he knew what Mr. Stark thought. He'd taken the suit.

His fears and insecurities chased through his head, faster and faster, feeding and twisting through him. He needed to get away. Tears were pricking at his eyes, and his heart was beginning to pound in his chest, his breath hitching in an uneven rhythm, shallow and far too fast.

He threw the blanket from himself and sat up in the bed, looking over at the clock, barely in focus. He licked at his lips and could taste the salt of his sweat. The last time he'd felt like this was when his Uncle Ben died.

Resting his elbows on his knees, he held his head in hands, fingers laced through his hair. He just wanted it to stop. He needed it to stop. The room felt too small, or maybe he felt too big.

He needed to escape. He wearily stood, wearing only his sweats and t-shirt. He hesitated, looking at his phone on the nightstand, debating whether to grab it. Wiping the sweat from his hands, he picked it up, even though he didn't have anyone to call. No one would understand, and those that might wouldn't want anything to do with him. Tucking the phone into his pants pocket, he carefully opened the window and slipped out into the night, barefoot and uncaring.

He turned and scurried up the rough brick of the building, thoughts of being seen not at the front of his mind. He just wanted to get away, except the higher he climbed, the more anxious he felt. Maybe it was his instincts, trying to save him, begging even to stop, but it only fueled him on further.

He reached the edge of the tall apartment building and pulled himself to sit on the ledge. The old concrete was cold beneath him, and the dampness from the earlier rain was leeching through the fabric of his sweats.

He knew why he was there, why'd he climbed without the web-slingers to save him. He always in some way expected things to end like this, though he'd never have admitted it to anyone.

The city looked so alive. It truly never slept. It wouldn't miss him. New York, the world, had its heroes, the Avengers. It didn't need him.

The pounding of his heart slowed, and he smiled that small, sad smile you give to someone when know it's over, when you know it will never be the same. Carefully, not to fall too soon, he climbed to stand on the ledge. He felt the forgotten phone in his pocket shift, and he reached down to grab it. Part of him felt like he should call someone, leave a message, like a note. Just saying it was all okay, or whatever you're supposed to say at the end. Peter hadn't really thought much about this part.

He wracked his mind. He needed someone to call who wouldn't care much, but enough to pass a nice message to Aunt May.

Damn, Aunt May. It made his heart hurt thinking about her. It was for the best, though.

Drawing a breath, he hit the most called number on his phone. It was almost a reflex.

Calling Mr. Stark appeared on the screen.

He'd called the number a hundred times since the Ferry. Every call had been sent to voicemail, and Peter was perfectly fine with that happening tonight. He could leave a short message and get on with it. He had no reason to suspect anything else.

Except something else did happen.

On the second ring, there was a muffled noise, and a breathy, irritated voice came on the line.

"Look, kid, you're not getting the suit back. Now go back to bed. It's like what? Two in the morning? Want me to call Aunt Hottie?"

Peter blinked, his mind not able to process what to say. He'd wanted to speak to Mr. Stark for so long, and now he had him on the phone, but out of everything he could say or feel, it was anger that bubbled up in him on the roof.

"You know what, Mr. Stark? I don't want your suit. I just wanted to apologize," Peter said, tears rolling down his cheeks. "You don't—"

"Look, kid, it's late, and I'm high on Xanax. Just stop calling. Go be a kid or something. Doesn't that kid Fred have a phone? Can't you harass him?"

A sob broke from Peter, followed by another. Hot tears were burning his cheeks. He took the phone away from his ear. He couldn't listen to it anymore.

His free hand clenched into a fist as he drew a stuttering breath. He could hear Mr. Stark talking still, but he didn't really care. He brought the phone back to his ear.

"Mr. Stark. I think you're right. I think it's time I'm going now. Tell Aunt May I loved her. Tell her it wasn't her fault."

"Peter?" Mr. Stark's voice snapped. "Peter, what's going on? Talk to me, kid." There was a new panic to his tone, but Peter ignored it.

"I'm sorry, Mr. Stark. I just … I don't want it to hurt anymore. This is for the best."

There were muffled noises and a few curses on the other end. "Hey, kiddo, why don't we talk for a bit? I'm awake now, so might as well. Come on, favorite movie? Favorite pizza topping?"

Peter didn't like this. This wasn't the plan, and his resolve was already wavering with the change of events. "Please, Mr. Stark. I think it's best if I just go. I've already bothered you enough."

"Nope. Not enough at all. Have I mentioned I hate sleeping anyway," Mr. Stark said, his voice shaking a little and Peter wondered why.

Peter looked down at the street. One step and it would be over. He was starting to feel sick and turned to wretch, bile spilling onto the concrete of the ledge.

"Peter, you with me?" Mr. Stark asked. "Did you take something? Are you sick?"

Peter wiped his mouth with the back of his hand, spitting the taste from his mouth onto the ground below. "Nervous."

"Funny, me, too," Mr. Stark said. "Think you could sit down, though?"

Peter's brow furrowed, and he looked around, confused. Then he saw it. The glow of Iron Man's repulsors as he grew nearer.

It was now or never. Did he really want this? He wasn't so sure anymore. Mr. Stark's suit grew closer. Peter knew it was empty. Mr. stark would never come to him for real.

With one last glance at the stars, Peter whispered goodbye, raising his arms and falling forward toward the pavement below, the phone tumbling through the air beside him.

He could hear Mr. Stark's scream distantly before the impact. The force was all wrong, though. Instead of hitting the ground, instead of pain, he felt strong arms wrap around him, gripping him so tightly he could barely draw a breath. He didn't need to open his eyes to know that Iron Man had reached him. The hollow suit had made it in time, pulling him from the brink.

Peter wanted to shout and fight, but he just went limp, letting himself be taken. It was over. He'd managed to make things even worse.

They traveled through the night sky. The air was cold, and Peter shivered.

"Hang on, almost at the tower now," Mr. Stark's voice came from the suit.

Peter gave a noncommittal noise. He didn't care. Why did he need to be saved? Did the world hate him so much?

Eventually, the tower came into view, and Iron Man guided them down to a landing on the pad off of the penthouse.

Once on solid ground, Iron Man's grip loosened, and he stepped back. Peter rubbed his hands up and down his arms, trying to get the circulation going again. Tony ushered him inside, asking Friday to lock the floor down once they were.

There were lights on inside, and Peter could see what looked like a living space, large couches with a bar nearby. A little off to the side was a kitchen. There were tools and pieces of equipment strewn across the counter.

There was a clicking sound, and Peter looked to see the suit opening, Mr. Stark stepping out.

He hadn't expected Mr. Stark to come for him. Peter had expected an empty suit. Something about that was just a little too much for Peter and began to breathe a bit too quick again. He started to feel a bit dizzy. A firm hand grabbed him by the shoulder, and another gripped his chin, lifting it to meet Mr. Stark's intense gaze.

"Peter, focus. We can talk later, but right now, I need you to focus before you hyperventilate. I think we have enough issues between us right now, don't you? Feel my grip on you, kid, let it ground you."

All Peter's previous feelings of anger toward the man began to melt, and he nodded and tried to do as he said. He didn't want to feel this way. He hiccupped, and tears started rolling down his cheeks.

"Just breathe, kiddo," his mentor coached. "That's it. I suppose Aunt May wouldn't approve of me giving you a Xanax?"

Peter felt a small smile tug at his lips. "Probably not a good idea. She already doesn't think you are a good role model."

Mr. Stark laughed, hands dropping away from him. "Yeah, I kinda picked up on that."

Peter's breathing slowed, and he drew a deep, shaky, breath. "Mr. Stark … I'm sorry about all this. It won't happen again. You don't need to worry. Can you take me home please?"

Mr. Stark closed his eyes and sighed. "Peter, this, all this, was my fault. Shit, kid. I had no idea."

Peter shook his head. "It wasn't you. I let you down. I've always had this … this hurt in me. It never goes away. I just wanted it to stop …"

"I know, and I'm gonna help you. No more jumping off buildings or anything else though okay? I don't need premature gray." He gave a weak smile. "Let's just go inside and sit. We don't need to talk about it tonight, but we will eventually. Tonight, let's just clear our heads a little."

Peter could swear he saw Mr. Stark's handshake a little as he gestured him inside.

He looked up at the tired man. "Thanks for not letting me—"

Mr. Stark raised a hand, shaking his head. "It's in the past, but you're welcome for not letting you become goo on the sidewalk. Now let's get inside. I'm cold and need a drink."