Peter didn't remember crossing the street.

Didn't remember the movement of his feet, shoes scuffing the concrete.

Didn't remember the sound of voices echoing or horns blaring or radios blasting. For all he knew, the world could have disappeared in those few seconds it took to cross those ten feet of pavement.

Because all he remembered was the chill.

A cold, gnawing, emptiness that lurked within his stomach, gurgling against his chest. It was a familiar feeling, the same primal fear he'd felt in the Tower on that first night. A helplessness crawling within him, itchy and suffocating. Only...it was different. Before when he'd felt the clawing tendrils of anxiety, they'd come from within, seeping out from inward and spreading out like a sickness. This...this wasn't that.

This cold...it was coming from something. Somewhere

Someone

His senses had never felt like this before.

So raw.

So intense.

So terrifying.

It wouldn't be until weeks later when, in the dead of night staring up at his ceiling, Peter would finally be able to put a word to the feeling.

Dread.

Pure and unending.

"You've been following me." The words were out before he could even fully reach her, before his brain could process where he was and who he was talking to. He blinked, body shivering for a half-second as he seemed to reorient himself, swaying in place as the wave of nerves shook him to his core. His body was freezing.

She was sitting on a crate - leftover trash from a nearby fruit stand, knees apart and hands hanging between her legs. Her head was angled down, eyes trailing a roach that lazily scuttled around her feet. Pinched between her fingers sat a lit cigarette, thin plumes of smoke dripping from the corners of her mouth.

She did not look up.

"You're blocking the light."

Her voice was low. Monotonous.

Peter took a breath, hesitating for a second at the apparent dismissal before carefully shuffling to the side, allowing the sunlight behind his head to cast down on the girl once more.

She lifted her head to the rays and Peter was finally able to get a clear shot of her. She was definitely older, 17, maybe even 18, with a strong squared jaw and sharp cheekbones. Her eyes were a hard greenish-gray, and with the aid of the new sunlight, Peter could make out the pale flesh of scars dotted across her cheeks, her nose, under her chin.

She did not acknowledge him. Merely squinted her eyes at the light above them before lazily shutting her eyelids while a soft sigh dribbled past her lips. The motion seemed to be one of resignation, like she was tired.

And Peter, suddenly catching up to the impulsivity of his feet and mouth, found himself shuffling from side to side, suddenly unsure as to how to proceed. Brazen confidence was not really his strongest attribute. Especially since this girl didn't seem apt to leading the conversation anytime soon.

He was pulled from these thoughts, however, as she took a drag of the cigarette, puffed out a ring of smoke and groaned, slowly rising up to her feet like a tree swaying in the forest: huge and imposing. Peter immediately took a step back.

Her shoulders were broad and powerful, curing into large muscles that rippled underneath her tank top, hard and well-defined. She stood at least a foot taller than him with long black dreadlocks that piled on top of her head in a messy bun and an aura to her stance that seemed to drip pure, immovable strength.

She didn't exactly look homeless. Her clothes were not messy or unkempt. She had a few bandages along one arm and plenty of tattoos on the other, but she did not display the usual jitters or twitches that most of the kids near the Hole presented with, either tweaked out of their minds or wary of the people around them.

Johanna did not look wary. She did not spare the few people around them with any passing glances. Instead, it was like she didn't even notice them. Like they weren't even there. Like a lion lazily watching a fly buzzing by its tail. Undisturbed. Unchallenged.

Her eyes were the same.

Predatory.

Peter swallowed. Felt his fingertips scratching against his palms.

"Did...did you hear what I said?"

She didn't even look at him, merely passed her gaze overtop his head at the nearby surroundings: the buildings, the cars. She spared another glance at the sun overhead. Peter had to check the sudden anger that sparked within him at being ignored.

("I don't have time for you, you little brat. Now get the fuck out of my way before I step on you.")

His fingers twitched. He curled them into fists to keep them from shaking.

"I-"

"Do you smoke?"

He jolted, blinking in shock before lifting his head and reeling back the question.

"What?"

He followed the girl's gaze and realized she was now holding out a fresh cigarette. Peter stared at the offering for a second before swallowing and shaking his head.

"I, uh...I'm good. T-thanks..."

She sniffed and slipped it back into her pocket before popping her own cig back into her mouth. "You're smaller than I thought you'd be, Parker."

It took him a second to register the comment, still a bit surprised at the offering, but once he did, his head was whipping up and his eyes were widening in an accusatory stare.

Johanna did not seem put off by the look, a long puff of smoke spilling between her teeth as she tilted her head and gazed down at him with a pale gleam. Her eyes were expressionless. Voice even and quiet. "Though, I guess I don't know what I was really expecting. Danny does keep some strange company."

("She's a veteran. Most kids around here been on the streets less than a year. Jo's like me; going on four.")

His heart was still pounding, neck still tingling, but he forced himself to find the words on his tongue. Forced his muscles to release the tension they were continuing to store like a coiled spring.

"...He told me about you. Said you were good for a smoke."

He paused. Watched her reactions. She had none.

"Johanna...right?"

"Jo." She glanced behind her and used the toe of her thick black boots to nudge the fruit crate closer. "He tell you anything else about me?" she muttered, popping a few joints in her back as she stretched before plopping back down on the crate like it was a dusty armchair after a 12-hour shift.

"Only that you were trouble. And that I should stay away from you."

She hummed, showing no signs of approval or disapproval. "So, why are you still talking to me, kid?"

"Don't call me that."

She blinked.

Peter looked away and took a breath, noted the hairs of unease that continued to prickle against his skin, like he was standing too close to some live wires, the aura of electricity tingling overtop his bones. Still, considering he was standing so close to what he'd assumed was the supposed threat, that was all it was: a tingle. Not a blaring siren or a crackling, head-shattering pain. Just a tingle. A wariness. Enough to keep him on edge. Enough to keep him confused.

He swallowed his nerves and resisted the urge to apologize for something random. Forced his voice to be level and strong. "I want to know why you've been following me."

She glanced up at him, holding him down with that sharp gray gaze of hers. Again, the expression on her face was nothing short of empty. Unreadable. It made Peter nervous.

"And what makes you think I've been following you?"

"I'm not stupid."

"Congratulations."

"I know you've been tailing me." He lifted his chin and straightened his shoulders. "When I was with Danny, with my friends...I noticed you. And every time I did, you seemed to make it a point of staring right at me. Pretty intensely too." His fingers began to fidget again as he chewed on the inside of his cheek and frowned. "I don't know if you saw the news and want something from me, but I swear I don't have anything to give."

That wasn't it. Deep down, he knew that wasn't it.

She continued to stare at him for a moment longer before she ducked her head and let out a soft breath, almost too quiet for Peter to hear. She reached up and slowly took a drag of the cigarette before responding in a lower voice than before.

"I don't want anything from you..."

Peter swallowed, vaguely noted the faint buzz of the nearby air conditioning units of the tenement buildings. There were fewer people on the streets now. Fewer eyes. The tips of his fingers rubbed against the rough denim of his pants.

"So...why-?"

Johanna's eyes flashed. "And I don't have to answer to you, got it?"

Peter instantly straightened at the tone, hackles raising as his shoulders tensed.

The girl did not act upon the tension, however. For she merely shook her head and curled her lip, glaring down at nothing in particular before lifting a hand to pinch between her eyes. "I'm done with this. You can fuck off now. I'm starting to get a headache."

"But-"

"Now, runt."

Peter opened his mouth, tried to find something to say, but couldn't decide on any one thing. He could feel his cheeks reddening though, the familiar wash of shame and regret that crawled over him whenever his family mocked or belittled him. The tightness of his chest. The bitterness in his mouth. It was all too familiar.

He thought of Mr. Stark. Of what he'd say in a situation like this. He'd probably have a million quips to toss out, barbed wire lacing his tongue as he sliced through the conversation like a shark in the water. Impeccable. Impenetrable.

Peter was not like that.

He did not know how to hide behind his words. Only how to hide from them. And even now after all this time at the Tower, all this time with the billionaire and his confidence, it was still so much to just...talk. To speak without hesitation. Without regret. Without fear.

Peter shuffled on his feet, glancing over his shoulder as he contemplated calling it a lost cause and moving on. He couldn't even say this hadn't gone as expected cause he hadn't expected anything!

He turned, readying to cross the street again., head shaking.

He'd rushed in blindly and for what? Because he wasn't thinking? Because he was wrapped up in Mr. Stark's bravado? Because Ned and MJ had loosened his tongue? Because Harley-

His feet stilled.

His eyes settled.

31st and Main, the street sign said.

Just a block from the Tennerman buildings - the crappy run-down apartments on the back blocks of Queens. Where Harley had just moved in.

("Cause I can stay...if you'd like.")

Peter swallowed. Felt his fingers still and his breaths even.

He turned back around.

"Danny said you were dangerous. And I was with my friends today, so I guess that means you saw them too." He narrowed his eyes, face unreadable, expression flat. "Should I be concerned for them?"

Again, Johanna did not spare him a glance. Just kept staring at the bugs skittering by her feet. "Why? Think every kid around here with a hoodie and a glare is out to get you?"

"Are you?"

She actually cracked a grin at that, dark lips curling to reveal surprisingly white teeth. "News flash, man. Nobody cares about you enough to stalk you."

"So why were you watching me?"

"I wasn't."

"Sure looked like you were."

Peter noticed her eyes gleam, face twitching into the first real sign of emotion she'd shown their entire conversation: Annoyance. "I don't care what you think you saw. And I'm not about to mug some high-schoolers, so you can relax."

She paused for a moment before the frown twitched into a scoff. "Though, I gotta say, skulking around the Hole is a real bad idea for someone like you. Any idea how many kids around there would skin you up just to snag some rich-twink valuables?"

Peter lifted a brow. "I don't have anything."

"They don't care. They'll take what they can get. 'Specially if it's coming from some rich little asshole."

He hesitated, noted the almost humored tone her voice had taken. Like the very thought of him getting jumped amused her. He narrowed his eyes. "But not you?"

Jo took another inhale of the cigarette and blew a puff into his face. He wrinkled his nose.

"Not that your nerd shirt isn't a tempting score, but like I said: I don't mug kids." Her eyes darkened. As did her tone. "Even if they do deserve it."

The tingling gave a little flare, a sharp prickle that almost made him reach up to rub at his neck. He resisted the urge to fidget again and instead shook his head with a huff of annoyance.

"I...what's that even supposed to mean, dude? I don't even know you."

"...But I know you."

Suddenly she was standing.

And suddenly Peter felt very, very small.

She towered over him without even trying, broad shoulders casting a long shadow overtop him. Her eyes gleamed with a light Peter could only describe as wolfish. Her voice remained as quiet as before. Hushed. Haunting. Like her very words were the smoke of her cigarette, curling around his neck in suffocating plumes. Her heart, however. He could hear that ringing in his ears. Loud and angry.

"So does everybody else around here. Everybody else who just exists in your world. Background characters to ignore. Mosquitoes buzzing around your ear. Peter Parker: The baby billionaire. Richard Parker's spawn. Tony Stark's new plaything"

Her words were pointed. Targeted. Muttered with a low note of venom that was easy to miss. She narrowed her eyes and gave a slight tilt of her head, leaning forward ever so slightly. Peter stuttered on his next breath and took a step back. "I guess you never really had a chance at all, huh? You probably popped out as one big lump of clay, ready to be molded into the perfect little rich boy. Following those guys around like some little lost puppy. Eating up whatever scraps they throw your way."

Jo sniffed, turning her head away as the took another puff of the cigarette, almost speaking under her breath. "Hard to believe someone like you is even talking to me. Figured that be too...beneath you."

Peter furrowed his brow, the notion making his face twist into a grimace. "I...I don't think that."

She stared down at him, scanning his face, his posture, the same scrutinizing stare you give the pieces of meat behind a deli counter. She huffed, lips twitching into a grin as she pressed a tongue against the inside of her cheek. "Sure. You'll say that to my face. Maybe to the cute little friends you were strutting around with. Gotta show off that good side, right? Flash a grin? Paint that picture?"

The smile faded. The glare in her eyes brightened. And Peter took another step back.

"But people like you are a whole 'nother species behind closed doors. Once you take off your pretty little masks. Once there's nobody around to impress. No audience to perform for." She was getting closer. Stride lengthening. Shadow darkening. Peter was running out of room.

"It's the same thing every time. With each and every one of them. Parkstem. Oscorp. Stark Industries. This city's full of money. Run by the top of the top. And every time they show up on TV, they're always showing off that exact same smile. You know the one, right? I bet you got one of your own. Convincing. Pretty to look at on TV. Easy to believe in an interview."

Her lips spread into a growl, teeth gleaming in the light. "But I bet most people don't want to know what happens when the interview's over. What people like Tony Stark are like when there's nobody to pretend for. What people like Richard Parker do when there are no cameras to smile for."

It wasn't long until he felt his back pressing up against the wall of the adjacent building, fingers digging into the roughened stone.

"So, tell me..."

Johanna did not stop advancing. Not until she was looming overtop him.

"What's your daddy like when there's nobody around?"

Peter held his breath. Could feel hers puffing against his cheeks.

"Does he still smile?"

("Would you ever betray me, Peter?")

"Do you?"

He said nothing. Kept his jaw locked tight as he ducked his head away from her burning stare, body tingling with the pain of a thousand lashes, a million volts of electricity shooting overtop his bones. He could feel his muscles ripping away, felt his skin flaying, burning, tearing. Could feel his father's stare. The heat. The rage.

There were no words.

So Johanna filled the silence with her own.

"You bastards are all the same. So lost in your own worlds that you aren't even people anymore. Just...suits. Masks. And I'm getting real fucking sick of looking at 'em" She said lowly, eyes narrowing as her face twisted into a genuine scowl. "And some balls you must have showing up at the Hole, rubbing your pretty pristine life in all our faces, around kids who have nothing. That place isn't for you. It isn't yours to stain."

Suddenly her face was in his, their noses nearly touching as he stared into her blazing green eyes. Into a fury he'd only ever seen inside his house. Eyes that nobody else ever saw. "You don't belong there. Because you wouldn't know a bad time if it came up and punched out your shiny little teeth."

She reared back, shoving the cigarette back into her mouth a bit too forcefully as flecks of ash fell from the tip. Peter remained flat against the wall as she straightened her jacket and stepped away, shoulders set with a frustration that hadn't been present before. An anger that was too pointed to be random.

"...you don't know me," is what he finally said, eyes locked on the ground below.

"Nor do I want to." Her frown deepened, brows knitting together into a furrow. "Now I'll say it one more time." Her eyes flashed. "Fuck off."

Peter took a breath, felt the air sliding down his chest with a stickiness that left him wincing in pain. The tingling was a roar now. A beating behind his eyes, within his ears, his brain, under his skin. He gritted his teeth against the pain and braced himself, shifting his stance as he lifted his head and stared back at her, watching as she turned to leave.

("I want you to not be so afraid anymore...")

. . .

. . .

"No."

She froze.

Turned.

Peter returned her glare with one of his own. "Not until you explain yourself. You've been following me...and you're going to tell me why."

Silence.

One second.

Two.

Three.

Neither of them said anything, holding their stares with an impenetrable silence, a mounting tension that burned against the air, sizzling overtop their skin. Peter could feel his heart beating in his throat, but he didn't back down. Didn't give in to the screaming fear ringing in the back of his head. The years of instincts telling him to run.

Johanna relaxed her stance, lifting her chin and pulling the cigarette from her mouth once more. The look on her face almost looked...amused as she dropped the cigarette and squished it out with the toe of her shoe.

She sighed.

The buzz screeched.

And suddenly, Peter felt the air get punched from his chest. His back hit the bricks with a thud, choked gasp falling from his lips as she pinned him back, hoisting him up by the collar of his shirt and leaving his toes to scrape against the ground.

She leaned in, eyes shining with a malicious gleam. "Alright, kid. I tried to give you a fucking chance. But I can't say I'm sorry it turned out like this."

Peter grunted as she pushed him harder, hands wrapping around her wrist as he tried to find some leverage, something to brace on. He could feel the roughened bricks digging into his back, pressing into his skin. He quickly spared their surroundings a glance.

There weren't any bystanders around now. No stragglers left on the streets. No prying eyes.

(Nothing to hold back for.)

The thought was sudden and intrusive, popping into his head before he could stop it. He stared into the girl's gleaming eyes and waited for the fear to manifest tenfold, for the knot to form in his stomach, for the bumps to erupt overtop his skin.

But they never came.

Left in its place was instead a sudden thrill coursing through his veins. An intensity he'd never felt before - No. That wasn't true. He had felt it before.

Just...not without the suit.

He took a stuttering breath, recognizing the feeling as the same gut-churning excitement he'd feel as Spider-Man, leaping into action and rolling through fights left and right without a beat of hesitation. Without worry. Without fear. Meeting their glares and insults with a few of his own. Because Spider-Man could stand his ground. Spider-Man could fight back.

...Maybe it was time for Peter to give it a shot.

He narrowed his eyes and gritted his teeth, sucking in one last shaky breath as he stared her down with a new sense of calm.

"Come on, then."

She seemed to jolt at that, eyes blinking in slight regard. But it was gone in a second, replaced with a vicious growl as her rippling muscles flexed and her arm tensed. Peter readied a kick, plan already building into motion as she started to swing. He lifted his own fist and-

"JOHANNA!"

They both froze, wide-eyed stares meeting each other as they paused.

Peter, still pinned against the wall, cocked a brow. "Was that-?"

"JOHANNAAAA!"

The girl's face scrunched into a look of pure exasperation. "Fuck me..." she growled under her breath as Peter finally picked up the sound of approaching footsteps. They both turned their heads towards the newcomer coming in hot.

It was another girl, maybe a bit older than Peter but certainly younger than Johanna. She was tall and skinny with lanky limbs and pale white skin. Her hair, which was an icy blonde, hung limply around her face and down the small of her back, like it hadn't been brushed out in a while. But her eyes, electric blue in color, shone with a shocking intensity, and her clothes were worn and raggedly, similar to what the kids at the Hole wore. Peter's eyes lingered on the snake design of her shirt.

The girl slowed as she neared, breaths coming out in ragged pants as she pressed a hand against the wall and panted. "I...I wanted to...tried to..." She groaned, holding up a finger as she struggled to catch her breath.

Peter and Jo shared a look.

The girl sucked in one last breath and straightened up, brushing the hair from her face as she sighed. "God, I'm out of shape," she huffed with a grin. "But I found you! So...good for me," she said with a prominent smile, tilting her head a bit as strands of hair swung back and forth across her face. "That's actually pretty impressive. Do you know how big this city is? I mean, of course you do. Everyone does. But like, try to find one person in a sea of millions, like - it's way harder than it sounds. Or...maybe not? I guess it's exactly as hard as it sounds..."

Peter grunted as Johanna's grip tightened, pressing him harder against the bricks as she turned her attention away from the newcomer and focused her glare back on Peter. But he could tell the gaze had weakened in its intensity. Distracted. Subdued. "What the fuck you doing here, Iris?"

"Looking for you." The girl - Iris - seemed to hesitate for a second as she placed a hand on her hip. "You're normally back by 5 and..."

"Yeah, well I got a little sidetracked."

Iris's gaze flickered over toward Peter. He stared at her for a second before hesitantly cracking a grimacing smile. "Hi..."

The new girl's face twisted, lips pursing into a frown. But her eyes held the same gleam of concern. "Sister Charlotte said you weren't supposed to be fighting anymore."

"You think I give a shit what Sister Charlotte says?"

"But-"

"Mind your own fucking business for once, would ya'?" Jo growled, pressing herself even harder against Peter. He gritted his teeth and narrowed his eyes against the pressure, hands wrapping around her wrists again. He could feel his heart pounding against the force of her body, felt the air in his lungs tightening with each strained breath.

"You know Sister Charlotte...?" He stuttered out between puffs

Johanna reared back for a second as she squinted her gaze. "Do YOU?"

Peter grunted again, trying once more to find a foothold with his toes. Still nothing. This girl was strong. "Yeah." He shifted his shoulders instead. "She hangs around the Hole. Runs the local rehab center. I see her passing out blankets sometimes."

The image of a middle-aged woman came to mind: Thick curly hair, large round glasses, more tattoos than one would expect to see on a nun. Though, Peter supposed she was far from the typical alter model. He vaguely recalled an interaction. Short. Simple.

("Honey, are you cold? Hang on, I think I have some jackets that might fit you. Or actually - here, take this.")

(It's okay. I...I'm not one of the-")

("I know you're not. But take one anyway. Everyone deserves a blanket.")

Peter tightened his grip on Jo's wrists, eyes narrowing as his voice lowered. "You shouldn't talk bad about her," he said softly. "She's nice... She's nice to everyone."

Johanna's face did not change at his words. Did not falter at his stare. In fact, Peter could feel her grip tightening around the collar of his shirt as the hairs on the back of his neck continued to whine and screech.

For a moment, the two of them remained stagnant in their gazes, fixed upon one another. He could see it in her eyes, a familiar burn swirling within the mass of faded greens and muted grays, shadowed and overwhelming. A wall of stoic resolve and hardened grit shined back at him, calculated and immovable. There was an anger within. A resentment. He could feel it emanating from her, insidious and hidden, but there.

And yet...

. . .

. . .

"Ah, fuck it. You're not worth it, are you...?"

With that, Johanna growled and suddenly released her grip, Peter unceremoniously dropping to the floor like a bag of rocks. He barely had time to blink and reorient himself before he saw her whirl around to face their latest companion.

"And I'm getting real tired of you following me around like a fucking STD. How hard is it to take a hint?"

The girl, obviously taken back by the harsh tone, lifted her hands in surrender and frowned. "I just wanted to make sure you were okay. You never miss dinner hour, so I was starting to get worried." The slight pout on her face quickly morphed into a grin - faster than Peter could even blink - and she bounced on her heels once more. "I saved you a plate, though. Hopefully, nobody finds out where I hid it."

She turned towards Peter and leaned closer. Apparently, he was a part of this conversation now. "I made a hidey hole behind the janitor's cleaning supplies. Sometimes it makes the food taste like bleach and I get kinda woozy afterward but I'll take it. Plus, Mr. Fickle doesn't seem to mind. I eat with him sometimes. Share my Cheetos."

She paused, waiting for a response.

Peter stared. Blinked.

Uhh...

"Oh - duh! I haven't even introduced myself!"

Peter jerked back as she stuck her hand in front of his face. He noted the colorful band-aids on her fingers. "I'm Iris. Nice to meet you. And this..." She turned her gaze around, brows furrowed until she noticed Jo off to the side, fishing a ratty backpack out from under the crates she'd been sitting on before. Iris's grin grew as she bounced over and wrapped her arms around the taller girl's buff figure, both Peter and Johanna's eyes widening at the act as the girl carried on obliviously. "And THIS is my friend Johanna, but I guess the two of you have already gotten acquainted, so that's great. Not the whole fighting thing. That's not great. But maybe that's just how they do things in New Y-"

She was cut off by a harsh backhand to the face, a loud yelp spitting from her lips as she tumbled to the floor. Peter jerked to attention. "Hey-!"

Johanna was upon her before either of them could move, pressing the girl's head into the concrete as she leaned over her with a face-splitting growl. Her eyes blazed. "Don't you ever fucking touch me, bitch. You hear me?! I'll break your fucking face!"

Peter leaped forward before he could think better of it, hands outstretched to push her away. Just separate the two, get some distance, maybe-

The fist connected with his face before he could even react.

Before his senses could even react.

He grunted, falling back to the floor with a gasp as the air left his body. He blinked, choking for a second before his chest stopped spasming and the oxygen flowed back down. It took a second for him to push himself back onto his arms, fists curling into the dirt as he tensed his body and readied to defend himself against the oncoming onslaught.

But it never came.

He lifted his gaze, jaw throbbing. Johanna stood overtop him, fists clenched by her sides, but she made no moves to advance. Her muscles were coiled and spring-locked, just like his, but she did not approach. Did not start the fight she seemed to have been itching for just moments ago. Instead, her lips were downturned into a despondent frown. Not the savage look she'd given Iris only a second ago.

Peter glanced over towards the other girl at the thought, watching as she cradled her cheek and kept her head tucked close to her chest. She did not raise her head as Johanna's boots crunched the gravel below, nor as the girl leaned closer to Peter, eyes narrowed as her shadow seemed to literally engulf his tiny figure - huddled on the floor like a wounded mouse.

"I suggest you keep your head out of my business," she said softly, almost a whisper. "And stop asking questions. One of these days, you're gonna come across someone who's all too happy to give you some answers."

Peter stared. Felt his heart beating in his throat as his skin tingled and burned.

With that, she straightened out the jacket over her shoulders and spun around on her heel. Peter watched her roughly grab the straps of her backpack and fling it over her arm, stepping around the other girl, who merely ducked her head and grimaced.

. . .

. . .

"...you never told me what you wanted," he heard himself murmur.

Johanna slowed.

Stopped.

Breathed.

Peter's fingers twitched as he saw her swing her head back towards him. The anger in her eyes had dimmed, smoldering remnants of a built-up resentment he did not understand. What he did understand, however, was the weariness. That he could recognize. That he could feel within. The subtle dimming of her gaze, the resigned worn-out glaze of her stare, rugged and overused. Like a rusted-down truck in the back of a scrap yard, echoing with faint traces of engine roar and gas fumes from a time long past.

She lowered her head, narrowed eyes leveling the ground a calculated stare. "Fly away, little bird. Before someone plucks those pretty wings of yours."

He parted his lips, as if to say something in return, but found nothing to give. So instead, he sat and stared as she turned away, stalking down the street before turning a corner and disappearing from view entirely.

Somewhere overhead, a lone cloud drifted over the sun. Cast the city in shadow.

Peter shivered.

His heart echoed in his eardrums, racing through his body in stuttering jolts of movement. He vaguely felt his fingertips slowly come up to rub at his arm. Goosebumps. All along his skin, radiating through his muscles and down into his bones.

His body ached with a teeming unease that left his jaw locked tight, teeth grinding together as he fought the sudden urge to vomit. The same anticipatory fear that would shoot up his spine when waiting for his father to come home, waited for a punishment he knew would befall him, waiting for a pain that would inevitably haunt him. He swallowed, grimacing at the needles that seemed to curl into his throat. The cloying tension still sat heavy in his stomach, long black tendrils of dread that had yet to subside. Instead they festered.

Stewed.

Waited.

A hand.

Peter blinked and jerked back at the sight of it, only to carefully lift his eyes up towards Iris's face once again. She was shuffling awkwardly, shifting her balance from one foot to the other as she held out her hand. Her eyes were downcast, glancing away at nothing. Peter noticed her lip was split.

He dropped his gaze down to her offering, briefly contemplating accepting it before his skin tingled once more and his body protested with enough grit that he sighed and pushed himself up without assistance. He was obviously still on edge. Too much to deal with any sort of physical contact, especially with a stranger.

"Sorry about her..." Iris murmured softly, bringing a hand to brush against her cheek when she noticed Peter ignore it. "She's a bit...prickly sometimes."

"It's okay. I...are you- I mean, that was a hard hit, so...like, um..."

The girl lifted her head to look at him, icy blue eyes peering with an inquisitive gleam, like she was surprised by Peter's concern. She hesitated for a moment before carefully letting a soft smile drift onto her face, nothing like the bubbly grin she'd shown previously. But it was better than nothing. "I'm alright. I'm tougher than I look. You took a harder hit than I did."

Peter shrugged. "I'm pretty tough too."

Iris chuckled, fruitlessly trying to brush some hair from her face before it swooped back down into place. "In case you missed it or if you like..have a concussion now and don't remember, I'm Iris. Iris White."

He nodded, giving another awkward half-wave before reconsidering the movement and stiffly shoving his hands into his pockets. "I...I'm Peter."

"I know. I saw you on TV over at the Hole." She paused. "...Jo did too."

Peter brought a hand up to rub at his cheek, wincing a bit at the warm skin and the tender swelling that was beginning to grow. Nothing too serious, though. Would probably be gone by morning. He'd have one hell of a time explaining it to Mr. Stark, though. "Is that why she's been following me?"

Iris craned her neck to scan the floor, picking up a tattered bracelet she'd seemingly dropped in the scuffle. "Oh no," she said absentmindedly. "She's been doing that ever since she saw you at the Hole."

Peter blinked. "What?"

"Yeah. I heard her telling some other kids about it. Apparently seeing you there made her all nervous. Was worried you were scouting it for your dad or something." The girl twisted her hands in the air and blew a bubble with her cheeks before puffing it out with a loud phttt. "Like a...development project or something.

He swallowed, mouth going dry at the thought. "She thinks I want to tear it down?" he asked, unable to keep the shock from his voice.

"Well, not you. Your dad."

He hid the automatic grimace at the mention of his father with a shake of his head, waving his hands in front of him with wide eyes and a distressed frown. " I'm not working for him. And I'd never help him tear down the Hole. All the kids around here use that place. They need it!"

Iris pursed her lips and placed a hand on her hip. "I tried to tell her that, but she wouldn't listen. Just said she was going to keep an eye on you." She paused and shifted her jaw in thought. "Honestly, I think she was hoping you'd come back to the Hole. Give her an excuse to roughen you up."

Peter scoffed, rolling his eyes as he dusted some stray pebbles from his clothes. "Something tells me she doesn't really need an excuse."

Iris gave him another apologetic look, fiddling with the strands of hair that swooped down over her eye. She looked embarrassed, like a parent apologizing for their child's tantrums. "I swear she's cool. Just a bit..."

"Prickly?"

She glanced up at the word, noticing Peter's emerging smile and matching it with one of her own, brighter this time. Closer to the wide-eyed beam from earlier. She continued to play with her hair, twisting a stray strand around a finger. It was wrapped with a Band-aid full of puppies. "Heh...I really am sorry about her."

"It's okay," Peter said with a sigh, glancing down the street to where the girl had disappeared. He rubbed at his arm again as the goosebumps prickled. "I...I guess I understand. I'd probably be nervous too if I were her."

And it was true. There were too many faces at the Hole for him to count, too many for him to recognize them all. But he certainly knew a few: the frequent fliers, the drifters, the troublemakers. Each and every one of them clinging to that ratty old building like a lifeline, the only form of human contact some of them probably ever got.

He knew Danny specifically never really made it a point to interact with people aside from when he was at that facility. It was one of the reasons Peter never shooed him off when he'd randomly show up on the rooftops outside his house. Despite his obvious blasé demeanor, it was painfully apparent that Danny was desperate for someone to talk to. And when he couldn't get it from Peter, he'd go to the Hole. Peter shuddered to think about what the older teen would have to go through if that lifeline were suddenly cut off. No resources. No shelter. And without Peter...no one to talk to. Ever.

("You asked before...if I think about them a lot. My parents...")

He swallowed. Made a mental note to stop by the Hole soon, check in. Johanna could screw herself. She wasn't going to stop him from seeing his friend.

Peter lifted his head and met Iris's curious gaze once more.

What was he doing again?"

"So you...y-you live down by the Hole? That's cool. I mean - that's not like...cool cool, it actually kinda sucks but, um...well I mean, uh..."

Ah, that's right. Failing at normal human interaction.

Iris didn't seem to mind his awkward stutterings, for she merely picked at the Band-Aids on her fingers and shrugged. "You're fine. And yeah, I'm kinda new. This is just the latest city I'm drifting through so I'm still fresh meat. Which means plenty of the regular kids are keeping an eye on me." She sighed and threw a frustrated look at the ground. "They can get a bit...territorial around the Hole."

Peter knew firsthand. Johanna had been right about one thing. Peter would have been jumped at least a handful of times already if it weren't for Danny. The Brit's presence seemed to be enough of a deterrent to keep the other kids away.

(He tried not to think about what that meant about Danny. What he was like when Peter wasn't around...)

"But you know Johanna?"

At that, Iris's face curled into a wincing frown as she rubbed at her arm. "Not really. I've only known her for a few weeks. And every time I try to talk to her, she just scowls. But when I'm near her, nobody else tries to bother me, so I guess I've been trying to stick close. I try to bring her food and like...get to know her and all that but I don't think she likes me very much," she said softly, face filling with a clear hurt as she licked at the cut on her lip.

Peter hesitated for a moment before taking a small step closer, dueling with the urge to both comfort the girl and to keep from being touched. In the end, he decided to keep his hands tucked close. "If it makes you feel any better..." he finally said with a shrug and a smile. "...I don't think she likes me either."

Iris looked up at that, frown slowly upturning into a smile as she let out a soft laugh, ducking her head as she did so, causing her bangs to once again swoop down in front of her eyes. She didn't brush them away this time. Almost seemed to hide in the veil they made, cheeks reddening. Peter blinked and the blush was gone.

"So...why were you there?" She finally said with a tilt of the head.

"Hmm?"

"At the Hole. If you weren't scouting it for some development project, then why?" Her eyes crinkled playfully. "You don't seem like the kinda kid that needs to be begging for free food."

"A friend of mine hangs out around there. Danny Willis?"

Iris paused, nose wrinkling as she stuck out her bottom lip in thought. "...Long black hair, British accent?"

"That's him."

She nodded, eyes gleaming with a hint of recognition. "Yeah, I've seen him around. He's one of the guys that doesn't steal my blankets, so he's cool in my book. I've seen Jo talking to him sometimes. Which is weird cause I usually don't see her talking to anybody. Normally, she just sits in the corner brooding all day. So weird..."

"Like Batman?"

"Exactly like Batman! She's even got the black outfits to match!"

He laughed, Iris doing the same until they were both interrupted by the sound of gurgling. Years of experience told Peter it was stomach rumbles - hunger. For once, however, the sound had not come from him.

As if on cue, Iris's face lit up red as she nervously chuckled. "Ooo, embarrassing, heh. I might have forgotten to save myself a plate while I was getting Jo something." She glanced down the street, chewing the inside of her cheek as she spoke, more under her breath than anything else. "I doubt they'll be anything left by the time I get back."

The frown was gone in a flash, replaced by a carefree smile and the telltale gleam of joy in her eyes that she'd initially appeared with. Apparently, the burden of Jo's violence hadn't placed a damper on her for too long. It was an odd sight - the smile - considering the circumstances and the body to which it was attached: raggedly and sickly thin. Even the sadness that had plagued her expression moments ago was gone, washed away as she took a fresh breath and glanced up at the sky, using her hand as a visor to block the sun.

Peter stared in fascination. The bounce in her step, the flowiness of her movements as she rocked back and forth on her heels, like she was dancing to some unheard music echoing in her head. It was pure...happiness. So different from the glower of resentment that had radiated from Johanna. Despite being in similar circumstances, the two girls seemed to be complete opposites.

He was jolted from his thoughts, however, as the girl hummed and snapped her fingers into a thumbs up. "Hey, silver linings! There's a ton of trash cans between here and the Hole, so there's bound to be something I can find, right? Right! Positive thinking! Humanity's greatest superpower!"

Peter, acting on impulse (which seemed to be the theme for today), reached out to stop her, gently grabbing onto her wrist before she could get too far. His skin shivered at the touch but he held on "Wait, no. Don't...don't do that."

Iris blinked back at him, obviously confused. She watched him reach into his pocket and pull out a wallet, slipping a sleek silver credit card from the sleeves. Mr. Stark had basically forced it into his hands that morning, ignoring Peter's gripes and insistences that he didn't need it. Now, he held it up for them both to see, smiling gently at the girl's shocked expression. "I'll buy you something."

She instantly started shaking her head. "Oh no, man. No, no, please. I can't-"

"It's no problem, really!" Peter said as he beckoned her to follow. That hot dog stand he and Harley had hit up was close by, maybe a block down the street. "I'll buy something for myself too so you don't feel bad. Besides, I don't want you rummaging through the garbage. That's how you get HIV."

Iris frowned and cocked a brow.

"Right. You're new to the city. Well, first rule, never put your hand in anything suspicious. In fact, just assume that everything everywhere has a secret infected needle hiding in it somewhere. So, pro tip, if you're ever gonna dumpster dive, make sure to put your shoes on your hands."

The two of them fell into tandem, walking side by side along the city sidewalk.

"What? You just wear them like gloves?"

"Exactly. Can never hurt to have an extra layer of protection."

"Huh. Duly noted. I...Wait, you've been dumpster diving before? Aren't you like...super rich?"

"Everyone needs a hobby, don't they? Besides, where do you think I met Danny?"

 

---

 

Saturday - June 11th, 2016

Manhattan - Central Park

05:41 PM

 

Tony Stark was not exactly a patient man.

He could count on one hand the number of times he'd actually been on time to a meeting, normally coming from the efforts of one Pepper Potts, who was not afraid to levy around the threat of potential castration from time to time. To her and to the handful of board members, senate officials, and business partners who would inevitably wait on him, his lack of punctuality was seen as another thread in the spool of narcissism he wove like a wool blanket, thick and comforting.

In reality, Tony just didn't like to wait. He'd even special-ordered a coffee machine with a brew time of less than thirty seconds for the sole purpose of getting a cup in hand as quickly as possible. (Pepper had subsequently thrown out said coffee machine once she'd found out that his shortened wait time meant he was now drinking around seventeen cups a day. Tony, of course, had seen no problem with this.)

For the past twenty years, Tony had been told how valuable his time was, both as a billionaire and now as a part-time hero. The very idea of waiting around twiddling his thumbs, sitting idly for a meeting to start or a cup to brew, or a disaster to strike? It made his skin crawl. Pepper had never understood. Neither had Steve.

The suits. Ultron. The Accords...

Tony couldn't just sit around and wait for the bad things to happen.

("So...you wanna look out for the little guy?")

He supposed Peter and him were the same in that sense.

Tony jumped as a stray leaf brushed past his hand, kicking up another wave of chills that shivered down his arm. He grumbled under his breath before harshly swatting the offending plant away, shifting in his seat on the rotted wooden bench.

Tony Stark was not a patient man.

But he was committed.

So he sat. And he waited. And he made no complaints as he did.

This area of Central Park was all but desolate nowadays. Aside from a few locals who knew of its existence, it never appeared on any tourist maps, nor was it a trendy destination for sightseeing, which made it the perfect spot for their meet-up. Couldn't have too many prying eyes. Or the questions that would follow.

The sun was beginning to dip in the sky, not enough to darken the view, but enough to have the clouds shifting in color - purple and pink and warm. The river nearby and the adjacent pond it led into kept the air light and fresh, a cool mist hanging in the atmosphere that thankfully kept Tony from sweating in the hoodie he currently had overtop his head, matched with a baseball cap and a pair of sunglasses. Desolate or not, he wasn't about to take any chances.

He leaned back in his seat, worn wooden splinters prickling against his shoulders as he ran through what Torres had told him about her informant. Blonde hair, pale skin, glasses, birthmark under her right eye.

("If she looks exhausted beyond words, then that's your girl.")

Tony's lips twitched as he tapped his fingers against his knee. Torres hadn't given much personal information on this woman, had merely given him the basics. She was apparently a social worker at the Department of Children and Family Services here in the city branch. More importantly, she was willing to bend the rules of confidentiality from time to time, normally to suggest to Torres and her team which kids would benefit from mutant counseling and healthcare, a referral that was somehow frowned upon in the department. Tony still hadn't made sense of that one, but he hadn't questioned Torres on it further. She'd looked pissed enough just mentioning it.

Said informant had insisted on changing the meeting spot. Claimed the street and the parked car they'd agreed on was somehow too suspicious. Tony hadn't questioned it, assuming she knew better than him about these things, an admittance he did not make lightly. But Tony was quickly coming to realize that wherever Peter was involved, his ego took a backseat to the bigger matters at hand.

Pepper had mentioned something about it. Called it...personal growth?

Utter nonsense, if you asked him.

He jumped at the vibrations that suddenly began to ring from his pocket, heart instantly leaping into his chest at the possibility that it was her. Canceling? Rescheduling? Ducking out entirely? Tony whipped it out of his pocket in record time, lighting up the home screen and scanning the message.

 

. . .

PETER

Hey, just got back to the Tower. Pepper and Rhodey are still fighting with some people on the phones, but they said you went out. Everything okay? You need any help?

. . .

 

He took a breath. Followed it up with several others as he stared at the message before letting out a small sigh. He tried not to notice the slight shiver of his fingers as he hastily typed out a reply.

 

. . .

I'm good kid. Just meeting with an SI partner in the city. Guess I forgot to mention it. I'll bring back dinner when I'm done. Should be an hour or so.

. . .

 

The frown on his face deepened. As did the shiver in his bones.

Tony was not naïve. He realized that lying was sometimes a requirement in the day-to-day dealings of life, whether people wanted to admit it or not. And not always was it a matter of maliciousness rather than a point of necessity.

And this, he could argue, was a prime example of extreme necessity.

("But I can't. Because I promised not to lie to you.")

It did not make the bitter taste in his mouth any easier to swallow, though.

Footsteps.

Tony quickly looked up and took note of the woman approaching.

Charlotte Miler was certainly…a sight.

She was a petite young woman with messy blonde hair tied back in a ponytail two breezes away from disaster. On her nose sat a pair of cracked glasses that looked like they'd been taped together last minute, and a couple pencils stuffed behind her ear, like she'd forgotten about them.

Her face, set in a perpetual nervous frown, was littered with wrinkles and crow's feet, making her look at least five years older than she actually was – 27 according to Torres. Young.

She was wearing a dark black pair of slacks and a wrinkled white blouse with a disheveled blue cardigan tossed over her shoulders in what appeared to be a last-ditch effort to look professional, an image that was not strengthened by the ratty sneakers on her feet or the chocolate stain on her shirt. But her face showed no signs of embarrassment or concerned. In fact, her lips were downturned into a very recognizable look of unease.

She reached up to adjust the crooked glasses on her face and quickly stopped in front of Tony, not so subtly glancing over her shoulder. They were alone.

"Let's make this fast. I don't want to be here any longer than I have to," she mumbled as she reached down towards the scuffed briefcase at her side, plopping it down on the bench next to Tony, who jumped a bit at the harsh movement.

"Nice to meet you too."

She didn't reply to the snark, eyes scanning the mess of papers and trash stuffed in the case before pulling out a single Manilla folder. She swallowed, lifting her gaze to study Tony's face with a scrutinizing stare. She pursed her thin lips before speaking quickly. " I don't need to remind you of how much trouble I could get in for giving you these files."

Tony, more than willing to match her terse tone with some spit of his own, narrowed his eyes and folded his arms over his chest. "Why do you think we're meeting in the bushes? I'm aware of the delicacy of this situation."

Charlotte grunted but didn't make any moves to argue. Instead, she pushed her lenses higher up the bridge of her nose and shoved the file into Tony's chest, not even sparing him a glance as she turned back to her briefcase, repositioning the papers that had been disturbed with her movements. Her body was as tense as her tone.

Tony scoffed at the move and glared down at the file, cracking it open a peek to make sure it was correct. Considering the contents of this woman's bag, he wasn't convinced of her record keeping. He'd planned to look over the details of it tonight with Pepper and Rhodey, but for now he-

Paused.

Stared.

...Into the face of Peter Parker.

The photo was an old Polaroid, yellowing around the edges with crinkled corners and light fading. "04/13/2008" was scrawled along the bottom edge in sloppy pen, the ink having discolored into a brownish tint. And the boy...

It was definitely Peter. A young six-year-old version of him, but him nonetheless. The same mop of brown hair, the same dimpled cheeks, the same pattern of freckles dotted over his nose. He was wearing a pair of big round glasses that sat precariously against the tip of his nose, like they didn't fit him right.

But it was him. It was Peter.

And he wasn't smiling.

There were other photos he could see sticking out of the file. 2010, 2012, 2014... All showing a slow progression to where they were today. And in all of the others, Peter was smiling wide. A bright big smile that wouldn't garner a second look. Wouldn't catch a suspicious eye.

But this first photo...this first shot. There was no smile.

Instead, the image showed a little boy staring warily at the camera, clutching the bottom of his shirt, shoulders stiff and hunched as his tiny little lips downturned into a worried frown.

And his eyes...

Jesus, his fucking eyes.

("Tony...you don't know how many children I saw...")

Big and wide and open, staring back at him with a helplessness dripping from their very depths, a desperate plea for something a camera could not give. He had seen that look before. Had seen that same shine of fear in those same big brown eyes. Like a birthmark - stained on the boy like a scar.

Tony felt a sudden ache building in his chest, crushing and deep. He took a breath, felt it shudder on the way down, and slipped the photo back into the file.

It was only then that he finally took a second to actually look thoroughly at what was in his hands. And he instantly narrowed his eyes.

"Whoa, whoa!"

His shouts made Charlotte, who was already beginning to walk back the way she'd come, turn around. She cocked a brow. Tony stared down at the file in hand, rising to his feet as he spoke. "This is it? This can't be everything!" He waved around the folder and all six pages of content it held. He'd fully been prepared for a few dozen piles, not a pamphlet.

Charlotte's frown did not disappear, but she did reposition the papers in hand to brush some hair strands away. "That's all that was in his file."

"How is that possible? Parker's been investigated six times. How is this all there is? You should have mountains after all those calls! Police records, witness statements, something! This is...what? Half-assed incident reports? I mean, some of these don't even have dates!"

"He isn't in my caseload. I can't give you details I don't have. You'll have to sort that out yourself." She spoke without looking at him, sparing a frenzied look at her watch as she tried to balance the papers in hand, hastily shoving them into her briefcase as she turned. Her voice was so distant, distracted, like she wasn't even listening.

("I didn't think you'd care.")

Tony stepped forward, the simmering heat of nerves he'd been brewing ever since leaving the Tower boiling over into pure anger now. "Yeah, I've been trying. Which is more than I can say for that fucking disgrace of an agency you work for."

She instantly stiffened, worried frown morphing into a sharper glare as she turned and bristled. "Hey. We're trying too. Don't try to act like the expert in this field now that you suddenly care. Where have you been for the past ten years?" she growled with a defensive pitch to her tone, betraying her youth as she glared indignantly at him.

Tony didn't give a shit.

"Did Torres fill you in?"

The young woman paused, taking a second to scan him up and down before straightening a tad. Her voice retained its curt tone. "She told me enough."

"Then you should know that this?" He waved the sorry excuse for a file. "This isn't enough."

She tossed her hands, raising her voice a bit as her glasses once again began to tilt against the bridge of her nose. "Look, I'm only here to do you a favor, a favor that could get me in some serious shit, I might add. So I don't know what else you want me to do?"

"How about you do your fucking job for starters?" Tony snapped the file back open, shuffling through the meager pickings of reports. One page for each incident - six in total. No notes. No follow-up statements. No effort. "Have you people done anything more than the bare minimum here? I mean, do you have any information that took more effort than a Google search to find?"

He didn't wait for a response, lunging forward to slap the folder back into her hands before leaning closer, eyes blazing. Her loose papers fluttered to the floor "These kids are your responsibility, aren't they? It's up to you to make sure they're alright? Well, if this is any indication of the kind of effort you people put into these cases, then these kids don't stand a fucking chance!"

Charlotte, to her credit and despite the image of demureness she portrayed with her scruffy appearance and short stature, met his glare with one of her own, leaning forward to match his stance with a stiff lip and a scowl.

Brooklyn native, according to Torres.

It was starting to show.

"Listen, asshole. I know it might be hard for you to understand, but we can't go around just doing whatever the hell we'd like. There's a process for these sorts of things. A hierarchy."

"What a fancy way of saying you don't give a shit."

And suddenly the hurried scowl of her face darkened like a storm cloud, ominous and overwhelming. Tony held her glare, nails digging into the skin of his palm as he felt the beating in his chest quickening with anger. She spoke, voice low, missing the hint of nervous energy and flustered youthfulness. Instead booming with an aged weariness, a haunting tone of unease.

(It reminded him of someone…)

"Do you know how many cases pass over my desk every single week? How many kids like Peter Parker I see every day, every hour, every minute?" She doesn't reach up to push her lenses back into place. Not even as they continued to slide down the bridge of her nose. "It's not a matter of apathy, Stark. It's priority. Rank is assigned to the most sensitive situations because we don't have enough resources to investigate every case that crosses our desk the second it comes in. We don't have the manpower, so these cases have to be triaged."

Tony swallowed, tried to push down the smoke he could feel beginning to crawl up his throat, hot and muggy. "So, what? Peter just slips through the cracks? He's not important enough to be helped? Don't you know the things they've done to him?" The anger in his voice slips, cracks for just a second to reveal the desperation underneath.

("But you're not the one who needs to be afraid of me, are you?")

It's gone just as quickly.

"But it doesn't matter, right? Cause he's the son of Richard Parker, city's white knight! And you cowards wouldn't dare go after your golden goose, huh? Not even if it means sacrificing an innocent kid because of your failures?!"

It comes out in a scream. Sudden and unexpected. Tony can feel the shiver in his hands returning full force but he wills his glare to remain steadfast. Wills the pain in his chest to go away, for the heat teeming under his skin to stop burning, itching, gnawing.

("You're kidding yourself...")

Charlotte stared back at him, lifting her chin in thought as she narrowed her eyes and pursed her lips. The anger in her face had dwindled, leaving something else. Something Tony did not have the capacity to discern at that moment. Her voice was terse. Hard. And yet...it echoed with traces of something more.

"Like it or not...we can't help everyone. We don't have the manpower, the resources, any of it. We're putting forty cases per worker and we still have untouched files that haven't even been looked at. Turnaround time for incoming calls is two months." She stared down at the file in her hands, brushed her chewed, unpolished nails over the top. "In a perfect world, we could send teams out to each and every warning sign we get: full investigations, case-write-ups, police interventions...but it's impossible."

"Nothing's impossible. And I don't want to hear your fucking excuses," Tony mutters, but his voice cracks. There is no fire behind his words. No substance.

Charlotte swallowed and lifted her head. Tony did the same and noticed for the first time that her frown disappeared, replaced with a softer film. A quiet look of weathered emotion, of soft desperation, washed away by the pounding of the ocean waves. Her voice was quiet as she spoke, soft. As if her words would echo if she spoke them too loudly.

"Mr. Stark...today, I got a new case. Little girl...five years old. After this, I'm going to the ER to visit with her." She stared down at the file in hand. She did not fidget. Did not waver. "She forgot her lunchbox at school. And her mother decided that a suitable punishment was to fling a pan of boiling oil onto her. Last update I got was from the doctor letting me know that her eyes couldn't be saved."

Tony didn't respond. Didn't shoot back with a snap or a retort. The heat in his chest finally overpowered him, forcing him down onto the bench below, palms pressing into the splintered wood as he forced himself to breath, forced the air into his lungs. He said nothing as Charlotte slowly took a seat next to him, holding the file gently in her hands.

"Who takes priority, Mr. Stark? The son of a billionaire with food and shelter? Or the toddler who can't even see me?"

She shut her eyes and sighed, running a hand through the loose bangs by her face and looking like all the world were weighing on her shoulders. "The question isn't: who's more important. It's...who's going to die first?"

Tony took a breath.

Took several.

On the fifth, he heard a buzz.

With mechanical movements, he grabbed the phone, dully pulling it out without much thought. The screen lit up as the message appeared.

 

. . .

PETER

Ok. I'm gonna go help Pepper and Rhodey. I don't know a whole lot about politics, but I'm sure I can make conversation with some phone-dudes.

Do you think they like Power Rangers?

Oh, and LMK if you need me! :)

. . .

 

It wasn't until he saw the message blurring that Tony noticed his eyes were beginning to mist over. He swallowed thickly and tightened his grip on the phone.

"He needs help..." he whispered.

"I'm sure he does. They all do." Charlotte did not turn to look at him. Merely kept her eyes on the folder in her hands. "And if I could, I'd lock up each and every bastard that ever thinks of laying a hand on them." She shut her eyes, squeezed them shut in a moment of silence before speaking again. "But I can't. Because that's not how the world works. Not everything can be solved with rockets and capes."

She turned, fixing Tony with a regretful stare.

"Not everything can be solved... period."

The man shut his eyes and buried his face into his hands, breathing lowly and deeply. He vaguely heard Charlotte rising up to her feet, heard the breath that escaped past her lips as she reached up to brush the mess of hair out of her face once more.

"I'm not...personally involved with the Parker case...but I do hear about it around the office."

Tony hesitated for a moment before slowly lifting his head. Charlotte was kneeling on the ground, taking the time to finally fold her loose papers, sliding them away into her briefcase. "It's the running joke among staff. Wondering what new charge some crackpot will throw at Richard Parker." She gestured towards the file sitting untouched next to Tony. "They scoff at the case file. Dismiss it entirely. I honestly did too...until I heard from Val. And if I'd gotten the news from anybody else, I'd have laughed them out of the room. The workload we have to deal with on the daily and we're getting complaints to check in on a beloved, well-renowned billionaire and his smiling son?" She swallowed. "In terms of priority...it's the lowest of the low."

Tony folded his hands together and pressed them against his mouth, listened to the beating in his chest.

("Nobody would believe me.")

Peter had warned him about this. And he still hadn't listened. Just like everybody else...he hadn't listened.

How many times was this kid going to be ignored?

"So...what do I do?" he said softly, lifting his eyes to meet the woman's gaze. "If nobody's going to help, then...how do I do this?"

Charlotte stared him down for a moment, narrowing her eyes thoughtfully, as if inspecting him one more time. Tony wasn't sure what she was going to see other than a man at the end of his rope, but whatever she did see seemed to be enough for her to straighten up with a sigh and place her hand on her hip.

"If you want to get Parker, you'll have to put in the time. Gather evidence. Get testimonials from Peter, neighbors, friends, anybody who might have seen something. If we can't do it, then you'll have to do it on our behalf." She pushed her glasses up, smudging the lenses a bit as she did. "You've got resources we could only dream of. Cameras, microphones, bugs, use what you can. Get an admission. Get video evidence. Concrete proof that can't be dismissed. Because anything less will be treated the same as this..." she gestured towards the file in Tony's hands. "...discarded at the bottom of an endless pile."

Tony stared at her before lowering his head. He gave a nod. Nothing more.

Nothing else was needed.

Charlotte took a step back, casting a wayward glance down at her watch. She seemed to speak hesitantly, like she was pondering her next move. "I...really do have to go."

"Right..."

She started to turn away, readjusting her grip on the briefcase by her side before she stopped. Tony lifted his head at this and cast her a questioning look. She seemed to hesitate for a moment, her back to him.

"I'll tell you one thing, Mr. Stark. In my opinion, Peter's already got an ace that most of these kids don't have."

He raised a brow. "What's that?"

"...Someone who cares."

She slowly turned back around. And for the first time since meeting, Tony watched her lips pull into a smile. It was soft and weary, matching the aged look of her eyes. But it made the shadows on her face recede for just a second, revealing the gleam of hope still shining back, the young woman hidden behind the layers of scruffy spit and fire. The woman who had dedicated her life to doing the very same thing Tony was trying to accomplish. The woman who was fighting on the same side as him.

"At the very least...you being here? That's what gives him a fighting chance."

Tony stood for a moment, holding her gaze before giving a soft nod of his head. He gave a gentle shake to the file in his hand. "Thanks. For..."

"Yeah." She ducked her head again and cast her gaze out over the park and the city beyond it. Tony couldn't help but do the same.

How many others...?

How many Peters?

"For what it's worth, I wish I could do more."

She swallowed and fixed Tony with a hard stare.

"So, do me a favor...and take the son of a bitch down."

 

---

 

Saturday - June 11th 2016

Manhattan - East Harlem

10:23 PM

 

The nightclub was teeming with bodies all wiggling for a spot inside, bright lights and booming vibrations ratting the very streets. Sweat and booze sat heavy in the air, tinged with a hint of perfumes, body odor and cigarette smoke as the very building seemed to shake.

The night was young by city standards so the lines outside the building were still long; filled with sequins, short skirts and gaudy makeup as people not-so-patiently waited to get it. But most were smart enough to keep their mutterings quiet as they'd catch sight of the hulking form of the bouncer sitting by the entrance, carding anyone who looked a little too green.

But booze did have a habit of making dumbasses out of morons.

"I said leave me alone, you perv!"

A gaggle of girls - young, maybe early twenties - scurried out of the club, thumping bass resonating as the doors opened. Behind them tailed a skeezy-looking guy with greasy brown hair and a slight blush on his cheeks. His too-thin face was spread out in a wide, unsettling grin as he gestured with the bottle still in hand. The bouncer eyed the group warily.

"Hey, come on! I'm just trying to have a little fun. You girls should lighten up, unwind a bit. Let's go get another round - come on, I'll buy."

One girl, seemingly the main mouthpiece of the group, scrunched her face and backed closer to the other two women beside her. "I think we're gonna pass, dude. Like I said, I'm not interested."

The guy curled his lip. "Then why the hell you dressed like a fucking slut? Quit flaunting what you ain't offerin', bitch."

"Excuse me?"

"You heard me." He stepped closer, grabbing the lower hem of her skirt before she could step back. "I can show you a good time, baby. Stop being such a tease and-"

A beefy hand shoved against his chest, making him stumble backward and focus his attention on not spilling the beer still in his hand. All eyes shot towards the bouncer now standing between the girls, face twisted into a scowl that left no room for argument. "Girl said no, douchebag. So go fuck off before you ruin the rest of my night."

Skeezeball scowled and wobbled his way into a semi-stable stand. "Hey, fuck off, man. I ain't doing nothing. Tell this bitch to quit being such an attention whore." His lopsided grin returned and the girls huddled closer behind the bouncer. "You don't need to put in all that effort. If you want it, you know where to get it."

Before he could gesture towards where the girls could, in fact, "get it", the bouncer advanced, meaty hands wrapping around the guy's shoulders as he began to shove him away. "Alright, you're fucking done. Now get the hell out of here or I'll-"

The words were cut short by the sound of shattering glass and a girl's sudden scream. The bouncer dropped to the floor with a grunt and a hiss of pain, clutching his forehead as cheap beer and blood began to pour from the new cut on his head. Skeezeball, now clutching a shard from the broken bottle, hiccupped, and set his blurring vision on the group of girls backing up towards the line of onlookers, some having pulled out their phones to record the altercation.

"Fucking loser. All show with those steroid muscles. Got nothing on me - hic. So you still wanna get lippy with me, whore? Why don't you put your money where your mouth is?" He growled and gripped the glass harder, only to grunt as the bouncer caught him in the stomach and pushed him away.

Cameras started flashing as the two men stared each other down, the bouncer - despite the blood dripping down his face - curled his fists and got into a defensive stance while Skeezeball laughed, winding his arm back before taking a running charge.

Right into a faceful of webbing.

Before the guy could even flounder, more webs were raining down from above, wrapping around his arms and yanking him up into the air, leaving him to hang by his feet from the nearby light post.

"Pro-tip, my guy. If a girl looks disinterested, then assault with a deadly weapon is probably not going to tip the scales in your favor."

Spiderman jumped down in his place, adding one final flick of webbing to his mouth as the torrent of curses began.

"But I never get any matches on my Tinder profile, so I'm guessing I'm not the love guru I think I am. Neither are you, looks like."

He glanced over his shoulder at the onlookers staring with wide eyes, including the bouncer and the group of girls still huddled together. He tilted his head. "Personally, I think she looks great. I've been thinking of adding some sequins to the costume, but I'm worried I'll come off as too desperate. What do you think?"

Skeezeball shouted from behind the webs, swinging back and forth against the pole.

"Ah, what do you know? You have zero taste."

Seeming to realize the danger was gone, the girls began to relax, approaching with grateful smiles. "Thanks, Spider-Man. I'm sorry you had to-"

"Don't worry about it. Pervy McSkervy here just needs to sleep it off. Is that comfortable? I've been told it's pretty comfortable."

More muted shoutings.

Spider-Man turned his attentions to the bouncer, who was gazing up at the offender with a disgusted glare. "Hey, man. You good? That cut looks pretty bad. I can drop you off at the hospital if you need."

The man turned towards him, the hardened glint in his eyes lessening as he shook his head. "Nah, man. It's just a cut. I've gotten worse than this and we got first-aid in the back, but thanks for the save."

"No prob. Does this mean I get to go in for free?"

"Yeah, you wish, buddy."

"Just as well. Where am I supposed to put an ID in this thing?"

He turned, giving a little wave to the cameras still flashing in line before jumping onto the light post, once again ignoring the muffled curses as he prepped to swing off.

"Spider-Man, wait!"

He peeked over his shoulder at the girls still standing below. Were they still worried? Maybe he should offer to give them a ride home or something.

One girl pulled out her phone.

"Can we take a selfie?"

"Uh...sure. But only if we get Skeeze McGee in the background."

"Duh!"

 

---

 

If Peter thought Queens was a busy meal, then Manhattan was a crock pot of 24-hour chaos wrapped in flashing lights and firecrackers.

He smiled behind the mask and shot out another web, air rushing around him as he swung through the skies. The streets were a mess of color and noise, cars whizzing past and masses of people strolling by: gangs of friends bar hopping from one spot to another, tourists flashing cameras at every vendor trying to peddle them some junk, late-night taxi hailers, party girls and selfie sticks, it seemed to go on and on.

A few people waved as he swung by. He waved back.

It wasn't often that he got to work in the center of the city. He was usually reserved to Queens and the surrounding boroughs, unable to venture too far from home in case he needed to make a quick reappearance. Plus, all-night vigilantism looks good on paper until you remember that life does not, in fact, stop for heroing and you do still have an English essay to finish. And 'Sorry, but some guys were trying to rob the Trustco Bank on 23rd street with a flamethrower and some Double Bubble chewing gum' is not the Get Out of Jail Free card you might think it is.

Needless to say, Peter was making the most out of his time at Stark Tower, one such perk being the close proximity of said beacon and Times Square. It only took a few swings and he was already in the heart of the city, soaking up the smells and the noise and the life underneath.

Another web. Another swing. More air rushing around him.

 

Incoming Transmission.

 

The earpiece in his mask crackled.

"Everything good out there, kid?"

"As good as it can be. This IS New York, after all." He turned a corner, free-falling for a moment before shooting another web and launching himself into the air. He smirked. "Are you checking up on me?"

"No."

"Seems like you're checking up on me."

"No idea what you're talking about."

"Regret turning down my offer?"

"If I wanted to spend my free time roaming the streets of New York beating up senseless idiots, I join the NYPD."

"It's called patrol."

"It's called police brutality, Parker. Check your privilege."

Peter snorted, shooting off another web before launching himself higher.

"How's the suit? She playing nice?"

He glanced around at the interface hovering around the edges of his vision. "See for yourself. Say hi to Mr. Stark, Karen."

"Hello, sir. I'd like to express my gratitudes for your allowance in making me Peter's newest companion."

"Yeah that's nice. Did you say 'Karen?'"

"We really need to schedule that SpongeBob marathon. You're so uncultured."

"You know what. You're fine. I don't need to be here."

"It's healthy to admit our flaws, Mr. Stark."

"Alright, smart-ass. Just remember to swing your butt back here by midnight. I have to at least pretend to be a responsible guardian."

"Sounds good. I'll let you know when I'm heading back."

"Good. And don't think I won't come fetch you if you're late."

"We won't be late! Right, Karen?"

"Of course, Peter. I have a built-in timer that I can set for twenty minutes before our stated deadline. Would you like me to set it up now?"

"Ooo, does it play jingles? Can you have it play the Imperial March?"

"Goodbye."

Peter clicked his tongue, flicking out his wrist for another web. "He really needs to get out more."

In all fairness, it was his first time taking his new suit AI for a joyride, so he supposed Mr. Stark was within his rights to want an update on their latest project.

"I've programmed in the Imperial March as your reminder. I also have something called the Cantina song on the recommended list. Would you like to set this as a backup?"

Seemed like a success to him.

Time seemed to fly when he was in the suit, the nights passing him by in the blink of an eye with a few corny jokes and a couple slap-stick fights thrown into the mix. And now that he was stationed out at the Tower, Peter noticed a certain...lightness to him. An air of relaxation that never seemed to follow him back home. There were no threats of unmasking at the Tower. No overhanging eyes or suspicious glares. Nobody to pretend for. No lies to throw around. Nothing but him, the mask and everybody who knew the in-between.

It was nice.

It was more than nice. It was...freeing.

And the idea of someone waiting up for him to come home safely? Well, it certainly was new. Spider-Man had never had a curfew before. But he supposed it was a fair tradeoff. Crawling through the windows of the Tower to a pat on the back and a smiling face rather than creeping along the walls praying for an empty house?

Yeah. Easy choice.

"All units - please respond. Armed robbery in progress at the Chelsea Tech Labs. Suspects appear to be armed, currently firing at officers. Attempting to flee the scene now."

Peter tilted his head to listen in to the radio chatter. "Man, Karen. You're way better than that stupid police scanner I had to buy on eBay. 80 bucks! What a scam."

"I appreciate the compliment, Peter. Chelsea Tech Labs is located on the corner of Park Avenue and East 126th Street. I'm setting a route for you now."

"Thanks, K! Uh...do you mind if I call you K?"

"You can call me whatever you'd like."

"Well, you shouldn't give me that much freedom. It's good to be your own person sometimes, K. And that means setting boundaries."

"Alright. What kind of boundaries would you like me to set?"

"No, I...um, you know what? We can talk about this later."

With that, Peter eyed the glowing yellow path now being highlighted behind his lenses and shot forward like a bullet, flinging web after web in quick succession, letting out a little whoop as he soared. Onlookers turned to watch as he passed, smiles adorning their faces.

Spider-Man was out tonight. Which meant things would be okay.

It didn't take long for him to find the source of the commotion, even before his new tech could point out the origins of the sirens and gunfire. He quickly rounded the corner and had to leap out of the way of the truck that came barreling past, tumbling along the top before shooting out another web towards the closest building. Behind the truck sped two motorcycles, and just behind those raced a horde of police cars, flashing lights and blaring sirens echoing against the building walls.

"Oop, found the party."

The motorcyclists converged on the truck, rearing their arms back and firing their rifles at any of the police cruisers that got too close. Obviously, this was an escort mission, meaning whatever was in that truck was the secret surprise. And Spider-Man was itching for a peek.

He burst forward, swinging back and forth, keeping in time to the police cars racing underneath him. Even through the commotion, he heard the crackling of an earpiece - obviously the bad guys had their own tech. He stretched out his senses to listen in.

"Fuck me, the spider freak's here."

"Then distract him! That's what you idiots are here for, isn't it?"

Peter narrowed his eyes as the cyclists turned and began to fire again, bullets ricocheting off of glass and metal. One patrol car veered, tires skidding on the asphalt as it barreled towards the sidewalk - right towards a group of pedestrians, wide-eyed and frozen.

His neck tingled and he instantly shot a barrage of webs, latching onto their chests and yanking them off their feet while another set of webs grabbed onto the side of the car and pulled taut, keeping it from ramming into the building side. He only had time to spare the group a glance, making sure they were all safe and intact before he was moving again. The bullets continued to rain down and the officers continued to give chase.

Peter swung forward and landed on the roof of the leading car, knocking on the window and leaning his head down to face the stunned officer inside.

"Hey, what's up? Spiderman - Nice to meet you! So, what did they steal?! he yelled over the rushing winds.

"I, uh...some crates of chemicals! I don't know what they are!"

Peter cursed inwardly and spared another look at the truck ahead. Unknown chemicals meant he couldn't just crash the truck, not with the possibility of those chemicals being explosive. He could see the headlines now.

Breaking News: Spider-Man blows up East Harlem. Try explaining that to Mr. Stark.

"Alright. I'll take care of this. I think you guys should pull back."

"No way, man. I know you're a hero and everything, but we have a job to do too and - LOOK OUT!"

The words were barely out of the man's mouth before Peter's neck was tingling again. He whirled, the very air seeming to slow around him as he caught sight of something leaving the lead cyclist's hand - something bright and round and flashing.

He felt his body tensing, fingers flying towards his shooters as the bomb grazed the ground and the entire street exploded, gravel and asphalt shooting upwards as the car below him flew into the air. He could feel rock, fire, all of it surrounding him as he scanned.

Officer. Four more cars. Open window. Crumbling street.

Solve the equation.

He flew forward, shooting through the open window of the flying cruiser and grabbing the officer as he went by. He tossed the man towards the other side of the road, landing him on a bed of newly made webs before spinning towards the rest of the cruisers now skidding to avoid the cave-in. More webs - a net - strings on either side of the street holding the barrage of metal and wheels back from the crumbling hole.

More tingling.

More bombs.

Move.

They were thrown at random, hitting the nearby buildings, the archways, the sidewalk - aimed at structures, pedestrians, cars, all of it. Anything to distract him from the real target.

He held his breath and fired at the bomb hurtling towards a corner of people, latching on and swinging it back towards an empty stretch of road. The other buildings, the shops, they were not priority. But the debris. Another group - staring up at the chunks of rock beginning to fall. Peter raced forward and scooped them up right as the boulders smashed the pavement below.

Another explosion sent a car tumbling through the air, the screams of the people inside loud and piercing, only to be cut short as the car landed in a cradle of webs over the heads of the people cowering from the oncoming projectile.

Jesus. I gotta stop these guys before they kill someone.

He surged forward, quickly catching up with the truck and the protective bikes riding just behind it. The first cyclist took aim, a stream of bullets whizzing through the air as Peter ducked and dodged around them. He shot a web, watching it stick in the tire wells of the bike, the cyclist screaming as he flipped head-over-heels and soared towards the pavement, only to be caught and whipped towards a nearby light post, strung up with a flick of Peter's wrist.

One down.

The second revved its engine and sped towards the truck, catching up with the driver's window.

"Get ready, man."

Peter narrowed his eyes and fired another web, only for this cyclist to dodge it, engine revving again as he reared back and aimed something new.

Is that-?

BOOM!

Spider-Man loosed another web and easily ducked under the bright blue blast, only to watch with wide eyes as the shot curved through the air and slammed into his side, sending him crashing into the wall of the nearby bodega.

"GOT HIM!"

He groaned, blinking the stars from his eyes as he stepped around bricks and quickly fired two more webs, launching himself into the air. "What the hell was that?" he muttered to nobody in particular, before remembering that he no longer had to talk to himself anymore.

"That blast appeared to be a heat-seeking projectile. Preliminary scans reveal that weapon is made using crude alien technology. I suggest you approach with extreme caution, Peter."

"Right. Um...let's see."

Another blast shot from the gun, hurtling his way in a fiery stream of bright blue light.

Peter swung forward, leaping overtop the blast. He watched from the corner of his eye as it curved through the air and began to make another bee-line for him. He whipped his hand down and fired a web at a nearby manhole cover, yanking it up and swinging it through the air to meet the blast head-on. It collided in a flash of white light, the heat singing his fingertips as he twisted back around and zeroed back in on the biker.

"Two can play at this, buddy."

Another blast. Another pair of webs. He ducked under the shot and swung out in front of the biker, keeping in time with him as he flew. He couldn't see the man's face under his helmet, but he was pretty confident there was no smile for him. No matter, Peter had plenty of smiles of his own. Especially since-

"I think you lost this."

He pulled up at the last second, revealing the blast that had been hot on his tail, now aimed straight for the man's bike. He screamed and made a leap for it, the blast ripping through the metal in a shower of heat and shrapnel. He plucked up the man right before he could hit the road, tossing him over towards the street in a nice cocoon of webs before setting his sights back on the truck.

"That just leaves you and me, buddy."

The truck was gaining speed now, barreling through an intersection while the surrounding cars screeched and veered to avoid collision.

More tingling.

More pedestrians.

Peter surged forward, eyes locking onto the couple currently in the middle of the crosswalk, right in the path of the oncoming missile on wheels. He shot another pair of webs, catching on their clothes and yanking them up into the air right as the truck flew by, catching them and quickly dumping them back onto the sidewalk before he was off again.

It took another few swings before he was close enough to fire one last shot at the driver-side mirror, using it to propel himself towards the door. He stuck to the metal as the wind roared around him, poking his head through the window with wide eyes.

"License and registration, please!"

He was met with the barrel of a gun instead.

Quickly ducking out of the way of the shots with a manly yelp, Peter flattened himself against the metal as the bullets continued to pour from the opening.

"Fuck you, freakshow!"

"Hey, man. Your words are hurtful." He flipped up onto the top of the truck and reached back down towards the window. He grabbed onto the barrel of the gun, crushing it between his fingers like wet sandpaper before yanking it from the man's hands altogether.

The driver cursed but the look on his face did not match the same startled 'time to give up' look Peter was hoping to see. Instead, he craned his neck over his shoulder.

"You think that's hurtful? Buddy, you ain't seen nothing yet! You're up, DOC!"

Peter narrowed his eyes and lifted his hand, readying to fire a few webs at the driver. He'd yank him out and try to slow this thing down from the inside and maybe he'd be able to avoid any-

CRASH!

Peter gasped and leapt back as a pair of metallic claws popped out of the truck roof under his feet. He stumbled back, lenses of his mask wide as he watched the claws tear through the metal like butter, curling back pieces of steel to let loose something big and creaking.

It rose from the hole menacingly, a shadowed form of metal and claws, sprouting from a body wrapped in black and lined with glowing green lines. It lifted up into the air with a silent strength in its movements, overwhelming and huge. It took a second for Peter to even understand what he was looking at. It wasn't until he saw the arms, the legs, the figure within that he finally realized - it was a...person?

A man, it looked like. Though the details were hidden in a black business suit, fitted with a green striped tie and a matching handkerchief. If it weren't for the metal arms currently holding him up in the air. Not just that, but his mask...

"Spider-Man, I presume..." The voice drifting out was tinny and nasal, dripping in condescension and scorn.

Peter shifted. Took a step back. "Uh...what gave it away?"

The man cleared his throat and adjusted his tie, metal arms creaking as the wind howled around them. The truck veered, turned a corner and Peter used the heels of his feet to stick. The man didn't even sway.

"I do wish we had more time for recreation, but lucky for you, this experiment has some parameters. I'm only here to...how did he phrase it?

The claws shot out before Peter could even move, grabbing his chest and slamming him down onto the roof of the truck.

"A mild headache."

Peter groaned, grabbing onto the metal spikes currently enclosed around his ribcage. "So...urg - what should I call you?"

The man sniffed, twirling a hand in the air in supposed thought as the claws tightened around Peter. He lifted his fingers, adjusted the gas mask over his face, the octopus-shaped gas mask.

"You may call me Doctor."

Before Peter could reply, the arms lifted him up and hurled him backward off the truck.

Spinning in the air, he fired a web at the nearest building and swung himself back up, lobbing a couple of webs at the Doc as he passed. The tentacles moved like whips, catching each and every piece of web he fired.

"Aren't you adorable?"

Another claw reached out and snapped through the web Peter was currently swinging on, sending him tumbling across the truck roof. He slid under the man's legs and shot one last web at the nearest arm, sticking the metal claws shut.

"Thanks. My grandma thinks I'm a real catch."

Incoming swing. He ducked underneath it and right into the path of another, metal smacking his face with a thud. He grunted and leapt overtop a jab as another arm wrapped around his ankle and tripped him down before dragging him up into the air.

Peter grunted, staring upside down at the doctor, who tilted his head and raised a hand. The arms followed his movements, a long metal spike sliding out of the center of the claw.

Thinking fast, Peter scanned the area, catching sight of the driver below casting upward glances every few seconds. Watching. Smirking.

Jerk.

With a web, Peter fired at the wheel and yanked. The truck skidded and teetered, knocking both him and his captor to the concrete below.

Peter slid along the ground and quickly righted himself, crouching along the gravel as the Doctor growled, metal arms bracing along the ground and lifting the man up another few feet like a puppet controlling his own strings.

Behind him, Peter could see the truck swerve back onto the road and continue speeding away.

Crap.

He leaped over the probably-not-a-doctor's head and caught sight of the truck barreling through another intersection before rounding a corner. He stuck to the building side and climbed up, leaping onto the roof and lining up the truck in his sights again before he could lose it. Only for another claw to pop up on his path and swing for him.

"I can't tail that thing with this guy on me," he muttered while sliding under another punch and wrenching his arm from the metal's grip as it grabbed him.

"Perhaps it would be helpful to tag the truck with a tracker?"

Peter jolted, which was enough of a window for a hunk of metal to the face. His back hit the wall as he scoffed in disbelief. "What? I can do that?"

"Of course. Your suit is equipped with a multitude of different features, including several that are specially designed for combat, stealth, and recon-"

"Okay, okay! Just - yes! Go with the tracker!"

"Alright. Simply hit the truck with this."

He jumped over another spike and glanced down at his hand, watching as one of the compartments on his webshooters opened up, revealing a small metallic disc, complete with red blinking light.

"Whoa...that's awesome - ACK!"

He choked as a metal arm wrapped around his throat and began to drag him down toward the Doctor. Peter held his breath and waited until he was a few inches away before letting loose a kick that connected with the man's face, snapping his head back and loosening the arms enough for him to wiggle out.

He sucked in a breath on the move, shooting two more webs and projecting himself upwards. He took sight of the truck quickly speeding off and aimed one last shot. Peter flicked his wrist and let loose a glob of webbing that splattered against the truck's back doors, blinking tracker embedded in the goop.

"Got it - WHOA!"

He flipped out of the way of the incoming arm, watching it destroy the pavement where he'd stood moments ago. He slid a few feet back and crouched along the ground, watching the Doctor's claws scanning the ground, like they were looking for something.

There.

His mask had fallen, clattered off to the side, revealing the pudgy round face underneath complete with receding hairline and blemished skin. Not exactly the threatening assassin he'd been expecting, but...

Peter faltered, narrowing his gaze as he took a closer look at the man's face. More specifically, his eyes. The claws returned the mask. But not before Peter could see...

"Whoa...are you blind?"

"Are YOU?"

Tingling.

He swerved to the side to avoid the stabbing spike from behind, leaping out of range as the Doctor growled. The goggles of his mask gleamed back at him, reflecting that same glassy stare underneath.

"Huh...well that certainly makes this more interesting."

Another projectile aimed his way, this time an empty car that had been parked off to the side, now launching through the air at him.

He slid underneath it and fired a few more webs at the man's goggles - only to realize too late that it wouldn't make much of a difference. The claws were the real threat. Did they have some sort of sensor? Could the Doctor control them with sonar imaging? Is that how he could pinpoint Peter's movements?

So cool.

Another car.

Dangerous. But cool.

"So, like...is it ableist to hit you or more ableist to not hit you?" He webbed a nearby trash can and hurled it forward. The claws crushed through it like paper mache. "Actually, do ableist principles even apply when you're in the middle of conducting a crime? Not even like casual littering."

The claws paused in the air for a moment before spinning to life like flying saw blades.

"This is like...mega crime, dude."

He swerved as the saws buzzed towards him, ducking under an arm and skirting by another punch. "Eh, whatever. Every celebrity needs a scandal. 'Spider-Man beats up helpless blind octopus.' will definitely be a page-turner at the very least."

"Do you ever stop talking?!"

Another car aimed his way.

"Sorry, it's trademark." He braced and caught before it could hit the ground, arms straining as he grunted under the weight before hoisting it over his head. "I have to meet a quip quota or I don't get my yearly bonus."

With that, he launched the car back at the Doc, only to watch the saw blades slice it in half like a deli sandwich, clean and quick. The two halves skidded harmlessly along the ground, leaving the Doctor to hover in the air between them, completely unscathed.

"Dang..."

The knowing chuckle coming from under the Doctor's mask was telling enough.

He was having fun.

Peter was very much not.

In actuality, the jokes were a means of distraction - and not a very good one it seemed, for the Doctor wasn't even slowing down. It also didn't hide the fact that this guy was serious business. Not like the penny thugs his father would sometimes hire for smaller jobs.

Peter eyed the suit jacket over the man's shoulders, noted the insignia stitched into the arm: a white butterfly encased in flames.

The burning butterfly.

His father's signature mark. Only given to soldiers of a certain class level, a rank to be earned.

He curled his fists, tried to quell the sudden uptick in his heartbeat.

This could be trouble. There was no human fighting style to this guy, no pattern he could try to identify. The doctor himself didn't even seem to be a part of the fight aside from his role as a source for the arms. IF anything, Peter was fighting a machine. And everything Peter threw at him - both literally and figuratively - he swatted away with the ease of a parent humoring their child in a game.

Taunting. Mocking.

It reminded him of something.

("You seem to be forgetting your place.")

He hissed and leapt away at the sudden blood splatter - his distraction having allowed one of the saws to slice by his arm, leaving a spray of blood to whizz against the ground.

Gripping the wound with a tight grasp, he eyed the claws warily, watching them hover protectively in front of their host, saws buzzing menacingly before lurching towards him again.

Peter slid under the nearest one and jumped over the next, swerving by the third and webbing the fourth to the wall before coming in close for a punch. One hit would be enough. He just had to take out the host and the arms would-

"Gah!"

He yelped as a claw grabbed him from behind and flung him to the side, slamming him to the wall. The bricks collapsed under him, cushioning his fall in rocks and stone. Before he could get up, the arms were back, grabbing his foot and lifting him up before slamming him down into the pavement below.

Back in the air.

Face first into the ground.

Up again.

Down.

They reached up for a third, only for Peter to slam his hand into the pavement and stick. The claws whirred in confusion at the sudden resistance, Peter using the second of distraction to kick out with his free leg, dislodging the claw's grip and rolling out of reach.

The doctor pulled out his handkerchief and cleaned his hands while Peter huffed out a couple of breaths a few paces away.

"You know, I'd love to keep this field test going for a few more hours, But I'm afraid I simply don't have the time. You know how it is, don't you?"

"Oh yeah," he panted. "Part-time vigilantism is a real time killer. Sucky pay, too."

"Hmm, trite." He pulled a pocketwatch from his pocket. "I do have a schedule to keep though. And my instructions were to only keep you busy enough to stay out of our business. I do believe I've held up my end of the bargain."

"Fantastic work, too, I might add."

"But am I right to assume you're not about to just let me walk on out of here now that my job is complete?"

Peter scoffed. "Seriously?"

He sighed and folded the cloth back up, slipping it into his pocket again.

"Right. Have it your way, then."

Instead of the attack Peter expected, the claws attached to the building side and began to climb.

"Whoa, dude! You're stealing my thing!"

Tingling.

His whole body tensed as he followed the doctor up the building side, watching him leap over the roof and land on the next street over, with-

Damn. Damn.

The hordes of people on the street screamed at the sight of large metal arms climbing along the building, the man between them cackling all the while at the sight of chaos he couldn't even experience.

He was fast - faster than a hunk of metal and a slightly overweight man should be. And the people on the glass pedestrian bridge over the road could only watch as a pair of metal claws crashed through the panels and latched onto two people - a man and a woman, dragging them both out kicking and screaming while the crowds tripped and stumbled back in horror.

"NO!"

Two more arms surged forward and rammed through the glass at the bridge entrances, freezing the fleeing people in their tracks and trapping them inside.

One last claw crawled up from below and sliced through the support beams underneath the railings, the entire structure creaking ominously as the glass flooring began to splinter.

"Come on, Spider-Man! Can't keep all the fun for ourselves now, can we?!"

The arms reared back and launched the two victims skyward, trailing screams echoing along the buildings as they fell.

The cracks widened, people screaming inside as they tried to step around them. The whole bridge groaned and shifted.

The Doctor cackled.

Tingling.

Tingling

Move.

Peter surged forward, swinging through the air at breakneck speed as he approached the falling man. He shot upward, catching him mid-scream before diving down for the woman, firing a web and latching onto her back before she could splat against the asphalt. He swung low to the ground and dropped them along the sidewalk before flying forward towards the bridge.

The glass seemed to break apart in slow-motion, an explosion of shining shards and falling legs.

One web. Two. Three. Handfuls back-to-back wrapping around each person and yanking them up; swerving through shards, honing in on each body. Precise. Exact. Quick.

The cars below swerved to avoid the falling glass shards and metal beams, braking hard at the sight of pedestrians falling, only to watch as Spider-Man looped a web around an arm, then a leg, another shoulder, someone's hand, catching them all mid-air.

Their screams were cut short as he swung them away from the creaking structure and launched them towards the sidewalk - more specifically at the net of webs now hammocking the streetlamps.

It was only a second later that the entire bridge buckled, people on the streets watching with wide eyes and phones out as the entire thing shuddered, support beams creaking and bending out of place as the bolts popped loose and the metal began to fall.

People were scrambling from their cars, backing away from the disaster careening down over their heads.

More webs. More nets. Fire. Swing. Fire more. A mess of string and strength as Spider-Man swung around the structure, webbing up each support beam and steel block that he could, reinforcing the structure before it could collapse on the street below.

He could feel his heart pounding, could feel the breath in his chest wheezing at the effort, but he didn't stop firing webs. Didn't stop pulling each beam, each railing, each shaft, teeth grinding at the effort as his feet slid along the pavement

The bridge fought back, a metal monster that ached to collapse under his efforts. He tightened his grip on the webs and pulled harder, refusing to let the metal touch down. Were there people still down there? Drivers still in their cars? He couldn't let it fall!

He kept pulling, kept firing support web after support web, creating a net underneath the entire bridge, a hammock of safety for it to fall into. Another layer. Another web. Another tug.

Finally, he released. Half of the bridge swayed but stayed in place against its sticky placeholders while the bottom half collapsed down into the spidery net underneath it. The strings buckled and sagged under the hold, an ominous load of rock and rubble hovering over the roadways.

But hold it did.

The entire bridge was covered in white. Crooked and lopsided...but standing. The roadways clear.

Peter fell to a knee in the middle of the road, heavy pants falling from his mouth as he scanned the structure, searching for any weak spots, any missed pedestrians. Anything he'd overlooked.

The creaking silence loomed, cut only by the sounds of camera phones flashing from the sidewalks. Peter barely had time to see the first smile in the crowd before the claw appeared in front of his face.

It latched onto his chest and dragged him backward, launching him through the air and into a nearby truck. He slammed against the side, metal denting inwards as he collapsed to the floor. More claws. More saws. Peter flattened himself to the floor and rolled under the truck, popping out on the other side right as another arm swung forward.

The blade sliced through his side, sending up another spurt of blood. Peter yelped in pain and stumbled back, movements slower and fists heavier. He growled and clenched his jaw in frustration, the spike of fear from the bridge morphing into anger.

Peter set his feet and swerved around the next arm that lunged for him. Only, this time, he grabbed the claw as it looped back around, fingers prying around the metal prongs as he pulled them apart.

"This looks expensive!"

Sparks and metal flew as he gritted his teeth and ripped the claw apart. The Doctor cursed and Peter barely had time to look up before another arm was surging forward, latching onto his head. He grunted and immediately grabbed the sides, only for the arms to lift him up and send him flying.

Everything was tumbling over itself too fast for him to reorient before he crashed through the window of a nearby store. He couldn't even pull in another breath before he was grabbed again and hurled against the floor, the wall, the ceilings, the counters; walls crumbling, floor splintering, the entire building shaking!

Finally, the claws released him and Peter collapsed to the floor. "You seem...angry," he gasped in between breaths as he rolled onto his back and stared up at the ceiling, trying to focus on the tiles and not on the nausea swirling around his stomach.

His view was obscured, however, by the octopus mask that slowly crept into sight, the Doctor staring down at him as the arms hoisted him up over Peter. The mask glared with a sinister gleam. Peter could imagine a smirk underneath.

"Far from it, dear boy. This experiment was a rousing success."

"Urg...If you say so, fish-face."

One claw slammed down into the ground right by Peter's head and he flinched, body tensing as he readied for another attack. But the Doctor merely leaned in closer. Peter, on instinct, leaned back.

"I hope you're ready for what's coming, Spider-Man. I really do. Because while I find myself bound by the beauty of pure, untainted experimental research, my comrades will not have those same standards." His masked face pulled back to glance at the claws hovering around him. He reached out to stroke the metal prongs like dogs under his watch. "I'd like to learn more about you, about how my beauties fare against you. They, on the other hand - well...let's just say they're not as...scientifically curious."

Peter stared up at him, muscles tensing at his words. The Doctor, impossibly so, almost seemed to sense his sudden unease. For he chuckled and turned back towards him, goggles glinting in harsh white light.

"Silly fool. You didn't think I'd be the only one...did you?"

The mask stared back at him with a cold emptiness, a haunting sheen that left him clenching his fists tighter.

"I'll be seeing you again. Experimental discovery is nothing without reproducible results, is it not?"

And with that, he was gone, a hulking form of metal and monster disappearing into the night.

Peter stared after him, sucking on one breath after the other and trying not to dwell on the rising pain radiating out from his entire body. He knew he should follow, should go after him. In fact, he had to. He had to follow, give chase. Couldn't let him get away!

. . .

. . .

. . .

The store echoed in silence as he laid his head back and sighed, making no moves to get up.

"Yeah...you better run."

 

---

 

 

After spending a respectable amount of time wallowing in the rubble of what used to be a pet store, Peter swung through the city with a couple of new bruises and a cupcake-shaped dog toy he'd taken a fancy to.

"Stupid Doctor guy. I'm just supposed to believe his credentials? I think this is grounds for revoking his medical license."

"In the state of New York, conducting crimes of a high-enough caliber or that reflect unethical behavior, even ones that do not pertain to the medical field itself, can be grounds for suspension or even revocation of a medical license."

"See! If this doesn't constitute unethical behavior, then what does?

The air whipped around his face as he swung, not the pleasant breeze it had been hours ago - more a slap to the face as he moved.

"Dumb Doctor Octopus-looking guy. Deserves a dumb name to go with his dumb face. Doctor Octopus has a nice stupid ring to it. Equal parts humiliating and emasculating."

"I think Doctor Octopus is a great choice for a villain name, Peter."

"Thank you, K. I appreciate your undying support. And I'm going to need you to back me up when Mr. Stark inevitably questions my naming choices."

Along the edges of his vision, Karen had uploaded the tracker's position, a pointed red dot that had yet to move for the past ten minutes. A base, maybe? Perhaps that fight with stupid=what's-his-face hadn't been as terrible as he'd thought.

The slashes on his arm and side gave a throb as he swung through a particularly tight corner, Peter grimacing inwardly at the thought of the fight. Hopefully Mr. Stark hadn't caught this particular story on the evening news. The last thing he needed to do was remind the billionaire of just how young he was, how inexperienced, how weak.

"I don't think you're weak, Peter."

He jumped, faltering in his next web sling and rolling along the rooftop instead, pausing for just a moment in his run. Had he said all of that out loud?

"Sorry, Karen. I didn't mean to, uh…never mind."

Another web. Another punch of air to the face. He stretched his jaw, bones aching from the multiple hits it'd taken.

"I know I am still fairly fresh in my programming, but Mr. Stark uploaded me with a vast knowledge of hand-to-hand combat strategies, defensive maneuvers, and casualty avoidance."

"Okay…?"

"And there are very few flaws I noticed in your approach."

"Well, you're definitely still fresh, K. Cause that was about as bad as you can get."

"That statement does not align with the events I recorded. There were zero casualties tonight. With structure collapses of that size, the average death rate is five to six. Tonight, there were no injuries. Overall, your performance was more than adequate. Impressive, even."

"But...he got away."

"An unfortunate scenario. But not an unfixable one."

Peter hummed in thought, shooting out another couple of webs as a small smile crept onto his face.

He wasn't naïve. He knew Mr. Stark had programmed this AI specifically for him, what with the lightness of her tone and the overall cheery disposition she displayed – bubblier and with less of a sarcastic bite than FRIDAY, who was more compatible with her ever-sharper creator.

Peter didn't need a snippy assistant. Mr. Stark apparently seemed to understand this.

Ergo…Karen.

Peter wasn't really sure what she was yet. But he was happy to have her.

"Coming up on the signal source, Peter."

"Right."

It was a desolate part of the city - along the Bronx river port, home to an array of abandoned warehouses and storage facilities. The very buildings seemed to sway in the wind, like a stiff breeze would blow them all away. The air itself tasted stale.

Peter noticed the truck along the riverside, tucked between two large shipping containers. He quickly swooped down and landed on the hood of the truck, peeping his head into the driver's side window.

"Darn it."

Empty.

He flipped up and raced to the back of the truck, snapping the lock and yanking the doors open.

"DARN IT!"

Double empty.

"Ugg! Stupid octopus guy!" he muttered with a kick to the rear tire. It popped under the blow and quickly deflated. He leaned his back against the truck side and rested his head along the metal. "So, to recap – bad guys got away, stolen tech remains stolen and now there's a bridge in East Harlem that belongs in the Guggenheim!"

He twisted around and threw a punch at the truck side, watching the metal crumple inward.

"This truck is stupid, too."

He sighed and shut his eyes, running a hand over the side of his head as he tried not to focus on the deep-seated ache still lingering in his bones. This night had definitely hit a snag.

"Peter. I'm detecting multiple heat signatures nearby."

He instantly straightened, eyes widening as he glanced around. "Where, Karen?"

Behind the lenses of his mask, the ground began to light up, a new red path trailing from his feet towards a dilapidated building a few meters away. He stared at the building, a sagging structure that seemed to melt into the shadows of the ground. He tilted his head.

"You think they hid out here?"

"It  is a possibility."

A possibility was good enough for him. Peter quickly fired a few more webs and swung over. He landed on the roof with a soft thud, the metal panels groaning in protest. A couple of windows along the top of the building were already cracked and broken, allowing both him and the wind to silently crawl in along the walls.

Inside, the building was dark and ominous, the metal walls creaking and moaning as it settled. The visor of his mask instantly shifted to night mode, the walls and floors alighting in a bright green hue. The place was filled with old wooden crates and abandoned storage containers. There were a few pieces of ratty furniture scattered across the large area: chairs, a TV, a couple tables, even some mattresses along the corners. He silently dropped to the floor and spotted a lone can of soda discarded on the ground.

"I think this might be their hideout, Karen," he whispered as he leaned down to pick up the can, catching sight of the line of weapons sitting along the back wall.

Peter shut his eyes and listened, very clearly making out the sounds of four distinct heartbeats.

"Gotcha…"

He silently dropped down to the floor, the lenses of his mask shifting from night mode to infrared, lighting up two nearby forms in orange light. They were crouched behind some crates along the back wall. Hiding.

Not well enough.

Peter narrowed his eyes and crouched low to the ground, ears perked and ready for any more surprises as he lifted a hand and took aim. Maybe stealth was the way to go here. Get this done quickly and quietly and avoid making any more messes that might-

Tingling.

He tensed.

And leaped out of the way of the arrow that embedded into the ground by his feet.

"What the – ack!"

The arrow exploded outwards, a big capture net slamming into Peter and sending him to the ground with a grunt and a yell as the bonds lit up with an electric charge. It was a quick shock but certainly strong enough to leave him panting under the new bonds as he knelt on the ground, eyes wide as he whipped his head around in a frenzy, trying to see what-

The lights around the room flickered on with a loud clunk, Peter wincing at the bright flash before adjusting to the sight in front of him. And-

His shoulders slumped in shock.

"Oh, shit…"

"That's one word for it," Clint Barton growled with a sneer as he aimed an arrow straight at Spider-Man's chest.

Next to him, Wanda Maximoff stood with her hands aglow in scarlet light, eyes gleaming with the same shine of anger and shock. Sam Wilson stood with his gun drawn, face pulled into a confused frown while Scott Lang stood off to the side, baseball bat clumsily held in his hands as he stared with the confusion of someone who was severely out of the loop.

"Uhh...hi."

Four glares.

Spiderman swallowed.

"You wouldn't have happened to see a giant octopus guy around here, have you...?"