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it passes (after a while)

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"Um. Hi, Mr. Stark," is Peter's opening gambit.

"Hi, kid," says Tony Stark. He may or may not have rolled his eyes behind his shiny red-tinted sunglasses.

Peter wants to sigh, but in truth he's resigned himself to Iron Man thinking he's lame. Anyhow, his only goal these days is to be as competent as the average adult, which is such a surprisingly low standard that he hasn't failed to reach it yet, so...

Silver linings, Peter thinks.

They're sitting at a small deli a couple of blocks over from Peter's school, where Peter stops most days to buy a sandwich on his way home. It's just that by the time the last bell rings, it's been several hours since lunch, and his enhanced metabolism is— demanding, let's say. Plus, May works most afternoons and is also an impressively bad cook.

The deli's a little mom and pop business that ran out of enthusiasm a good decade ago. The food's generic and subpar (not at all like Mr. Delmar's, which makes something in Peter's chest go tight) but it's cheap and filling, which is all Peter needs. There's a handful of small booths along one wall that block their occupants from view pretty well, which is how Peter fails to notice Iron Man tucked casually into the last booth for a good three minutes.

Peter's not proud to admit he briefly considers pretending not to have seen Mr. Stark. Just looking down at his newly-bought sandwich and walking straight out the door. Some part of this impulse must be written on his face, because Mr. Stark pointedly lowers his sunglasses and raises an eyebrow at Peter.

And that's how Peter Parker comes to be sitting across from Tony Stark, clutching a sandwich and a milkshake, with absolutely no idea what to say.

"Ah, is... everything alright, Mr. Stark?" Peter eventually settles on.

"Of course," says Mr. Stark, waving a lazy hand. He seems enviously comfortable. "Birds are singing, the sun is shining, the Earth's still spinning, why wouldn't everything be alright?"

"Ah," says Peter. "I just... wasn't expecting to see you again so soon?"

"We didn't exactly set up a playdate," Mr. Stark points out.

"I just thought, uh," Peter stutters. "Since I turned down... you know, that we'd only be in contact if you ever, ah, needed a... hand?"

Mr. Stark looks at him blankly.

"Nevermind," Peter says quickly. He focuses hard on unwrapping his sandwich.

Iron Man, need a hand. Jesus.

"No," Mr. Stark says after a long moment. "No, I don't need anything from you, kid. I was in town, thought I'd come by to see how you're doing. Huh. You seem surprised. Why do you seem surprised? I can't visit my favorite intern?" Mr. Stark asks.

"You actually have interns?" Peter asks dubiously. Not even Peter believes his own cover story.

"The company has a few hundred of 'em," Mr. Stark says breezily, side-stepping like a pro. "Anyway, how's school? Doing good in class? No one pummeling you or pushing you into lockers? Got your eye on anyone yet?"

"Got my... eye on...?" Peter repeats.

"Sure, sure," Mr. Stark says. "Girls, guys, that sort of thing."

"Um," says Peter.

"I remember this girl in college," says Mr. Stark, clearly enjoying Peter's suffering. "Sarah McGreggor. She had these beautiful green eyes and a truly impressive pair of—"

"I, uh, had... my eye on someone," Peter says quickly. "Asked her to Homecoming and everything."

"Yeah?" Mr. Stark prods encouragingly.

"Yeah. Went to - pick her up at her house on the night of the dance and met her dad, who turned out be... vulture guy. So I walked her into the school and then bailed to take down her dad, and now he's in prison and she's moved to Oregon."

Mr. Stark stares.

"So... yeah." Peter clears his throat. "Not really... feeling it right now."

Mr Stark reaches up a hand and takes off his sunglasses, rubs at the bridge of his nose with the other hand. He looks five years older when you can see the crow's feet at the corner of his eyes.

"Jesus," Mr. Stark says eventually. "I'm sorry, kid."

Peter blinks. "For what?"

"For... a lot of things," Mr. Stark says. This time, he folds his hands on the table and doesn't put the sunglasses back on. "But mostly, for whatever it was that made you turn down my offer to join the Avengers. Ah, ah, still speaking. Actually, that's not it. I'm mostly sorry for whatever I did to make you think you had to lie about it."

Peter freezes.

"Don't... panic. I'm not, uh, mad," Mr. Stark says awkwardly.

"I don't know what you're talking about," Peter says, very convincingly.

Mr. Stark raises an eyebrow. Some of the hesitance from before is clearly gone now that there's a comfortable level of bullshit in the conversation.

"Kid," Mr. Stark says, "Those walls are not sound-proof. Or, well, they are. They're just not spidey-proof."

"And that means...?"

"It means that I did some math, which means FRIDAY did some math, and discovered that the sound proofing around that press room is in no way, shape, or form a match for your senses. You knew exactly what was on the other side of that door."

Peter opens his mouth, then closes it. After a moment, which Mr. Stark spends staring into the depths of his soul, Peter sighs and slumps down in his seat.

"That... doesn't mean I lied about my reasons," Peter says.

"Ok, sure," Mr. Stark says. "It just wasn't the truth, because then I wouldn't be here, asking you this question."

"I'm really, really not ready to be an Avenger."

"Right," Mr. Stark repeats a little impatiently. "But why not? What are you specifically not ready for that prompted bullshitter-Peter to make an appearance?"

"Why did you even ask?" Peter says abruptly, throwing his hands up. Mr. Stark rears back, looking a little startled, flicking his eyes out toward the nearly empty floor. "What, now that I'm finally out of your hair, you come hunt me down? I finally decide to do what you've been asking and ordering and bullying me to do for months, which is lay low, and suddenly you decide I'm ready for the big leagues?"

"Whoa," says Mr. Stark.

"Where was the test? What test did I pass?" Peter thinks he sounds just a little bit hysterical, which, damn it, he deserves to feel a little crazed, OK? The plane thing was like, not even two weeks ago. "Because I don't think I passed any test, and if I did, it's definitely the sort that doesn't bode well for my future, considering the shit-show that is my recent past."

"Underoos," says Mr. Stark.

"And then I'd be Avenger, and what? Bigger, badder enemies; a whole list of people to take high-handed orders from; and friends who still don't have time to talk, or answer my questions, or even pick up my calls for help. It's just, why on Earth would I want to be an Avenger, Mr. Stark?"

Peter's breathing hard. He got intense with the whispering there for a second, and his throat feels tight, and oh god he will not cry in front of Iron Man. Peter refuses to do that more than once every... six months, maybe?

Whatever. He's like, majorly over quota.

Mr. Stark is staring at him.

"Kid," he says and then apparently runs out of things to say.

Peter's shoulders slump down a little further. "I know I made a whole lot of mistakes, Mr. Stark, I really do. But being young doesn't make me stupid, just inexperienced."

Mr. Stark is nodding in an absent sort of way, frown lines creasing his forehead as he considers Peter. The teenager looks down at the sandwich he'd inadvertently squashed and finds that his stomach's not as eager as it'd been before. He sighs, puts the sandwich down, and turns to the milkshake with resignation.

They sit in silence while Peter drinks and Mr. Stark gathers his thoughts.

"Listen, kid, I, uh... made some mistakes here. A lot of them. And the rest of the time, well. The rest of the time I was just an asshole." Mr. Stark chuckles, but when Peter flicks his eyes up, he doesn't look particularly amused. "Firstly, I'm sorry no one answered when you called. That's-"

"Happy answered," Peter clarifies. "And then hung up."

"That's-" Some muscle underneath Mr. Stark's left eye twitches. Peter feels a sharp sort of vindication at the sight - and then remembers that he's sitting across from his childhood hero, and the vindication drains away and leaves him feeling tired.

This post-trauma thing is exhausting.

Meanwhile, Mr. Stark picks up his speech with some difficulty. "That's... unforgivable in this line of work. Your suit's AI is built to send out a distress call whenever it... seems like you need help. Or - backup. Like it did that day with the lake. And— fuck."

Peter does not point out the obvious. He's too tired for that.

"I'm sorry," Mr. Stark eventually settles on. "I was the one who gave you that suit and told you I would call and never did. I suppose that's what made you feel like you had to - prove yourself. You don't. You just made a mistake - smaller than many of the ones I've made over the years, believe me - and I lost my cool and... yeah."

Peter shrugs. He's worn the Hello Kitty pajamas so often in the last three? four? weeks since the Ferry Incident that it's slowly begun to feel less like self-flagellation and more like self-comfort.

"I'm sorry too," he says.

Mr. Stark hesitates, pulling a phone out of his pocket whose brand and model are not immediately recognizable, and then says, "Can I ask you something?"

Peter nods wearily.

Mr. Stark taps the screen a few times and then turns the display around. On the screen, Peter finds an image of himself - or rather, of Spiderman - from what must have been only a few days ago. He's sitting on top of a tall, nondescript building, looking down toward the street.

There's no caption but it's easy to see how this photo stands out: Spiderman's not in Mr. Stark's suit but in his old one.

Peter has a sudden epiphany. "Ah. You're here to check up on the suit."

"No," Mr. Stark says, sharply enough to make Peter pause. "I'm here to check up on the kid inside the suit."

"I'm doing fine," Peter says, mostly honestly.

"Did something happen to the suit, then?" Mr. Stark sounds confused. And also like he has access to live-streamed data on every physical and virtual inch of that thing, and knows perfectly well it's doing peachy.

"Uh," Peter says. "No?"

"No? Just no? Nothing else you wanna add to that."


"Jesus," Mr. Stark says, rubbing his entire face this time. "It's like pulling teeth. Karma, Pooh Bear would say."

Peter doesn't know who Pooh Bear is. Probably not the actual bear. He drinks his milkshake.

"Underoos," Mr. Stark says after taking a deep breath. He clearly aims for calm and collected but misses by about 2.3 miles. "Why the everlasting fuck are you wearing that embarrassing old thing when you have a multi-million-dollar suit gathering dust in the back of your closet?"

"That embarrassing old thing does more to protect me than you know."

Mr. Stark scoffs. "They're pajamas, Pete."

Peter blows out a long breath and reigns his temper in better than his mentor did. "No. You don't get to say that. You know why? 'Cause you don't understand the time and effort and blood I poured into those pajamas, sometimes literally."

For a second, his own voice, calm but resolute, sounds so much like Ben's that it makes him want to cry. Across the table, Mr. Stark's expression has gone carefully blank.

"Those pajamas protect me from being overrun by my senses. The lens on the eye gear you mocked? Had to figure out how to make the filters for those at home and then calibrate them to my new eyesight. The mask has these tiny noise-suppression speakers that I can activate when I get overwhelmed. I made the web shooters and I made those webs. Actually, I invented those webs."

"Listen, I didn't mean-"

Peter talks right over him; his calm is slowly but surely vanishing. "If I had a million dollars lying around, I'd make a better suit, Mr. Stark. But I don't, so dumpster diving's it for me, and your suit is beautiful and one hundred times better and cooler than mine, but mine does the job too."

"Underoos," Mr. Stark says, then winces.

Peter means to stop there. Really, he does. Their tentative truce is barely minutes old, and Peter really wants to go home, which he can't do if this argument continues. But Mr. Stark's eyes are already narrowing, probably realizing that for all of Peter's talking he hasn't actually answered the question, and there are still more words fighting to escape Peter's throat, and -

"And the first outfit reminds me that I need to learn to rely on me. That I need to learn to deal with my senses, to hone them too instead of relying on your beautiful technological wonder all the time. What if I don't have it one day? Wouldn't want to find out at exactly the wrong time that the suit is all I am."

The thing is, Mr. Stark's already apologized for that. Peter's happy to forgive him, has already grown fond of those stupid Hello Kitty pajama bottoms, still thinks Iron Man is his hero.

He's just... angry. And hurt.

"Kid! Kid, hey, whoa," Mr. Stark says. "Breathe, nice and easy. Take your time."

Peter, to his horror, is indeed nearly hyperventilating. The moisture in his eyes is so thick now that it spills over one eye and he has to wipe his face clean real quick. Before the spider bite, he would've been in the throes of an asthma attack already.

"Fuck," Peter says, and then promptly runs out of anger again, hostage to these familiar mood swings. He was impossible to live with for weeks after Ben's death, he knows. May was a warrior for being able to withstand with his grief on top of her own.

Mr. Stark lets him take his time pulling his shit together. He's kind enough to spend most of that time looking away at various other suddenly fascinating things, like the salt shaker.

"Sorry," Peter says eventually, when he feels calmer. "For just spilling all of... Yeah. Just- sorry."

Something pained crosses Mr. Stark's face. "You don't have to apologize," he says. "Damn it, this conversation feels like it's going in circles. You're right, about your suit. Sometimes the biggest privilege a person can have is the ability to forget that they're privileged, kid. And that's on me."

Peter nods and tries to remember that. He might bring it up with MJ later.

"There's one thing you need to know, OK? Taking that suit away from you was bullshit on my part and it's never going to happen again. That suit is yours now. Unless someone else takes it from you, it's gonna be yours forever. Capiche?"

Peter shakes his head a little tiredly. "That's like, the easiest promise in the world to break, Mr. Stark. And you weren't wrong to take it from me. I was— I was misusing it."

"The whole point of giving you that suit was to protect you." Mr. Stark shakes his head. "I was angry but that doesn't justify taking it back. Believe me, kid, this is the sort of mistake I don't like to repeat. That suit is yours."

Peter tilts his head back against the booth's dubiously clean wall and just nods. "I suppose, if that's true, then one day I'll believe it." He presses the heels of his palms against his eyes and tries to even out his breathing.

A long moment passes in silence.

"You're not really alright, huh, kid?" Mr. Stark asks quietly.

"Not really," says Peter.

Mr. Stark's sharp intake of breath indicates that maybe he wasn't expecting that.

"Anything I can do to help?"

Peter shakes his head. "I just... I'm not fitting very well into my skin lately, is all. Mind's all over the place. I always... get like this. I bear with it and after a while, it passes."

"You always— get like this?"

"Yeah," Peter says and doesn't elaborate.

Mr. Stark sighs and calls for the deli's one waitress. A girl barely into her twenties materializes as though out of thin air; if not for her extra-speedy arrival, Peter might not have suspected that she recognized Iron Man at all.

"Four sandwiches, please. Two tuna, two chicken, thanks," he says.

"Right away, Mr. Lee," the girl answers conspiratorially. She even throws in a wink. For the first time that day, Peter watches the frown lines on Mr. Stark's face disappear and the showman smirk melt into a god-honest grin. He feels a pang somewhere in his chest. Peter loves making people smile, and he doesn't think he's made Mr. Stark smile even once since they met.

May hasn't been smiling much either. Not since the day she found out, anyway. He knows she's worried and angry and hurt, rightfully so, but— May is his rock. And he's hers, he supposes. And she hasn't had a kind smile to offer him in a full week now and—

God, Peter's tired.

"Alright," says Mr. Stark. "One last question, promise."

Peter just hums. He'd closed his eyes at some point. By now, Mr. Stark's jaw will have grown tense again, the frown lines reappeared, and Peter doesn't want to see that.

"If you were— this angry with me. Why did you agree to go to the Compound that day?" There's a pause, and then he says more quietly, "So we could have this conversation?"

Peter huffs. "I'm not angry at you now and I wasn't angry then. And no offense, Mr. Stark, but I kinda wish we weren't having this conversation."

Peter opens his eyes. Mr. Stark does not seem insulted; if anything, his grimace is commiserating.


Peter shrugs. "I went because... you're my hero, and that never had anything to do with your relationship with me. You never even knew I existed until I got bitten by a radioactive spider."

Mr. Stark seems poleaxed. "Bitten by a—"

"I thought you might have wanted to chew me out," Peter continues like he hadn't heard. "Or... have another serious conversation on the downsides of superheroing. Or maybe something to do with the Accords, which gained a weirdly specific underage-mutant clause the other day, or— Yeah, I had no idea what you wanted."

Peter stops talking long enough for the waitress to deliver four thin wrapped sandwiches composing quite possibly the least appetizing plate Peter's ever seen. Mr. Stark thanks her absently, eyes never leaving Peter.

"But it didn't matter, because..." Peter starts again once she's gone, struggling to find the right words. "Whether or not I pick up the phone, metaphorically speaking, isn't related to whether I'm upset or embarrassed or... anything like that. Just like you being my hero is unrelated, too. I pick up because that's who I am. You're my hero because of who you are. Am I making sense?"

There's a truly uncomfortable expression on Mr. Stark's face, which makes Peter want to bang his head against a wall a few times, but the older man is also nodding very slowly, so it must have made some sense.

They settle into silence and Peter decides that was the last question he'd answer, hard limit. Mr. Stark pushes the plate toward Peter. "Go on, eat. You must be starving."

Peter eyes Mr. Stark; Mr. Stark raises an eyebrow back.

"Let's agree to a few things, OK?" Mr. Stark says.

Peter hums noncommittally, taking a huge bite of his original sandwich. He leaves Mr. Stark's plate untouched.

"You were right before; what you said about being young. I... have experience you don't and I've done nothing to share it with you so far. So how about you come up to the compound, say, once a week for some training." He seems to think better of it almost immediately and amends, "Actually, not sure I can promise that. How about once every other week?"

Peter blinks. He thinks it says a lot about his current mental state that this invitation doesn't immediately move him to excited rambling and dorky hand-flapping.

Ned's going to die when he hears about it.


Peter chuckles a little disbelievingly and says, "I gotta ask my aunt."

"Ah, right, I forgot you were a toddler," says Mr. Stark. "Tell her it's another retreat. Mock up some papers if you have to."

"Sure," Peter agrees easily. He doesn't elaborate on May, like, at all.

"Alright," Mr. Stark agrees. "Hand me your phone."

Peter unlocks the screen and hands him the phone.

"Oh, ick, what is this, an Android?"

"They do still have the largest global mobile market share," Peter says mildly.

Mr. Stark looks up from tapping into the phone, expression both affronted and amused. "Watch it, itsy-bitsy."

Peter hums and takes another huge bite of his sandwich.

Moments later, Mr. Stark tosses the cellphone back. On the screen, Peter finds the Contacts app open to a new contact: Tony. Peter stares at the screen.

"When you call, I'll answer. Anytime, alright Underoos?"

"Uh, yeah," says Peter. "But— um. Doesn't the suit already call you when there's an emergency?"

"That brings me to my next point," Mr. Stark says, snapping his fingers. He softens his voice, though, when he continues, "No more using the old suit, OK, Pete? You did a good job on your first one - you did, I'm not being patronizing! It took me better part of a week to figure out how to replicate that web fluid and I still don't think I got it right. But the new one simply has features that your old one doesn't. Features that make you safer. You wanna push yourself harder, hone your skills, I commend you - but we gotta find a safer way to do it."

"At the compound," Peter guesses, putting the phone away so he isn't tempted to keep looking at it.

"At the compound, with actual trainers," Mr. Stark agrees. "Meanwhile, you'll wear the new suit and call me whenever you need help. Not just hi, actively dying, please lend a hand kind of help but also—" Mr. Stark hesitates. "When you need advice, I suppose. When this superhero business gets too hard to bear alone. I know you've... had some bad days. I know so far I've only made them worse. I'd like to— make up for that, if I can."

Peter feels like his battered old Android phone suddenly weighs about a hundred pounds more than it did before. His throat feels a little tight. "Yeah, alright. Thanks, Mr. Stark."

"Call me Tony, kid."

"...You know, I don't think we're there yet."