From Midnight to Dawn

Ebb

A dark, abandoned factory on the outskirts of New York clanged with the sounds of busy workers on multiple assembly lines, beating tools against the wreckage of alien machinery, being re-purposed into modern weapons, capable of human operation.

Roars of aircraft mechanisms deafened Tompkins, as he followed behind a bald man donning a thick bomber jacket, with multiple steel anchors dangling from his sides.

"A kidnapping?"  The bald man chortled.  He spun, glaring his dark, lifeless eyes right back at Tompkins.  "You come to me, the Vulture himself, the man who brought working Chithurian technology to the human race...  Asking for something as mundane as a kidnapping?  Your boss has a lot of balls."

Tompkins folded his arms, smirking to Mr. Toomes, the "Vulture," one of the few supervillains not currently incarcerated.  "My employer was impressed by your resume.  You went toe to toe against Iron Patriot and managed to out-maneuver him with superior aerial combat.  Someone with as much tactical genius as you is precisely what we need at the moment.  Common thugs and base villains couldn't hope to compare to your expertise."

Toomes laughed, inspecting a glowing blue blade on a conveyer belt.  He chucked it back on the line, patting one of his workers on the back, accompanied with words of praise before turning back to the conversation.  "Your boss has a fine taste or is well aware of my weakness to shameless flattery.  You may continue."

Reaching into his pocket, Tompkins handed Toomes a picture of their darling spider thief, Peter Parker.  "One of our most valuable assets has come under the protection of Stark Academy, and possibly the Avengers.  We need to drag him out of that ecosystem as quickly as possible.  You are our best bet to make that happen."

"Excuse me if I call bullshit on this project already."  Toomes scoffed, rolling his eyes.  "Stark Academy is within shooting distance of that blasted eye soar of a Tower.  Do you think I'm dumb enough to take on the whole army of Avengers by myself?"

"The Avengers will be otherwise...  Occupied."  Tompkins grinned, pacing around Toomes.  "Some of our friends overseas will make sure they're days away from coming to anyone's aid.  Besides, you'll be staying far away from Stark Academy during the abduction.  My employer's daughter attends the school, and he's sooner cut off his own arm than place her in even the slightest danger."

"Really, now?  A distraction big enough to keep the Avengers away?  This must be costing your boss a pretty penny."  Toomes rose an eyebrow, taking another look at the skinny boy with the pale skin and soft brown curls.  "This boy is that valuable?  Doesn't look like much to me."

"My employer believes it to be so, who am I to argue?"

Toomes shrugged, tucking the photo into his front pocket.  "What are the mission specs?"

"Simple enough.  Kidnap our asset, Mr. Peter Parker while he is outside of the academy."  Tompkins paced throughout the factory, eyes gazing over the impressive arsenal of alien technology lining the walls.  "Take him as far away from Stark Academy as you can manage.  Make sure he can't escape, and that the Avengers can't find him.  Terrify the boy, make him suffer, rough him up as much as you want, but you are NOT to kill him under any circumstances.  My employer's men will come to his rescue after enough time has passed to thoroughly scar the boy, and you will take a fall as we rescue the boy from your dastardly clutches."  He clasped his hands together, smiling.  "Our asset becomes indebted to us once again, too broken to fight us, and all is well again."

"Won't people ask why the Vulture was interested in a boy like this?"  Toomes pocketed the picture.

Tompkins shook his head.  "Our agents are under the impression that he's garnered the personal attention of Tony Stark.  A possible protégé of some kind.  Any villain would want such a valuable ransom."

"What about the boy himself?"  Toomes folded his arms.  "You said he's an asset.  Do you think he would put up much of a fight?"

"A threat?  Of course not."  Tompkins laughed, clutching his stomach as his mind wandered back to the last time he'd seen the child, cowering in that oversized hoodie and crying behind that white bandanna. "The boy is a whimpering child, scared of his own shadow.  There's no fight in him at all, so don't anticipate any difficulties.  He's likely to wet himself when you show up on the scene."

A wry smile crossed Toomes smile.  "Assuming the boy is in an area with civilians...  Potentially rich, spoiled, selfish civilians?  How do you feel about...  Casualties?"

Tompkins let out a dark chuckle.

"If Mayor Osborn were to face a calamity in his fair town so close to the election, unable to protect his constituents..."  Tompkins shrugged, with a feigned frown on his face.  "Well, that would be such a shame, wouldn't it be?"

Toomes paused, if only for a moment.  He nodded, turning away from Tompkins and striding across the factory, towards a pair of wings littered with dozens of weapons, engines, and advanced alien technology hanging from an exosuit.  "Very well then, I'll get my wings ready.  I'll deploy shortly, as soon as the Avengers are out of the way, and the check clears."

"A pleasure doing business with you."  Tompkins retrieved his smartphone, rummaging through his contacts.  "Boss...  I got our "friend" on board.  Proceed to Phase II."

+++++

Early morning patrols weren't Peter's favorite thing in the world, as they took away his precious early morning rituals he'd come to love over the past weeks.  Morning coffee with Harry, cartoons with Ned, or his favorite routine of ungluing Harley from his bed, so the little punk didn't oversleep.  Of course, his daily visits to May in the hospital were usually at the crack of dawn as well.

Unfortunately, as winter began its slow descent over New York, so did the desperation of its citizens.  The crime rate was up across the city, as people struggled to get by with Thanksgiving well on its way, and the winter holidays of December were within striking distance.  The seasons of "giving" usually ending up the seasons of "taking."

Which left Peter's hometown neighborhood in dire need of as much Spider-Man action as he could find the time for.  A good habit it turns out, as he sat perched on a lamppost, watching as six guys struggled to free themselves from his webbing, attached to a nearby pawn shop's storefront, where a broken window now stood.

A chill ran up Peter's spine, as he sneezed through his mask.  He huddled for warmth, shivering from the rapid change in weather over the last few days, wishing the sun would hurry up and rise.

"Come on, Spider-Dude!  Please?!  Just one more chance?"  One of the robbers asked.

Peter sighed, shaking his head from the safety of his perch.  "Guys...  This is like the third time I caught you breaking and entering.  I warned you last time that it was your second and last chance.  Did you even go see Mr. Li?"  The silence of the robbers' response was deafening, forcing Peter to lean forward, hopping from the lamppost and landing gently on the sidewalk.  "I'm sorry, guys, I really am, but...  I've got to let the cops handle this one.  Trust me...  I don't like it any more than you do!"

The sound of a siren and the blazing red and blue lights of a police car was right on cue.  Peter readied himself to make a quick exit if this happened to be one of the local cops that weren't thrilled with his "work."

A short woman stepped from the car, adjusting her black leather jacket, adorned with her badge.  She jogged over to the scene, her short black bob dancing as she ran.  "Spider-Man, I got your call."  She paused as she looked over the robbers, poking at one of the sticky webs.  She struggled to release her fingertip from the web for a few seconds before yanking it away.  "Are...  Are they okay?  Are those webs safe?  Are we going to be able to cut them down?"

Peter relaxed.  His spider-sense didn't react to the woman, and she seemed kind enough.  "Oh, yeah, totally.  My webs are non-hazardous and dissolve after about half an hour.  Or, I've got an agent that melts them.  Here, I've got extras if you need them!"  After handing the woman a spray can of his web-dissolvent, he gestured to the webs.  "Should I...  Let them down?"

"No...  No, we've got a police van coming by to pick up the group.  This is pretty convenient for our transport team, actually.  We'll arrest and present their Miranda rights as soon as your webs dissolve."  The woman smiled, reaching out and offering her hand.  "Oh, um...  Captain Yuriko Watanabe.  Call me Yuri.  Nice to finally meet you!"

Peter shook Yuri's hand, smiling back.  "Same here, Yuri.  Nice to meet you too!  I'm- uh..."  He caught himself before letting his real name slip.  A bad habit of his that he couldn't quite get over.  Curse Aunt May and Uncle Ben's vehement teaching of manners!  

"You're Spider-Man, I know."  Yuri giggled, folding her arms as her breath began to fog from the cold.  "Thanks for calling this one into us.  These individuals are the prime suspects in multiple break-ins across the city.  We've been looking for them for weeks, and they've suspected to have stolen hundreds of thousands of dollars in merchandise and jewelry.  Glad to finally get them off the streets."

Pouting, Peter threw his hands up in the air, glaring at the group of robbers.  "Seriously, guys?  What the hell!  I gave you two chances, and you pull this crap on me?  Dammit!  Karen was right about you guys..."  Crestfallen, Peter groaned.  "Karen 49, Peter 14.  Why is she always right about bad guys?  Stupid robot mom..."

Not even the sad sound of "Sorry, Spidey" from several of the robbers was able to make him feel any better.

Yuri chuckled, patting the man on the shoulder. "Either way, Spider-Man, you're going to make sure that the business owners of New York sleep a little more soundly tonight."  She smirked.  "-and guarantee me a nice Christmas bonus.  I owe you a cup of coffee."

Peter saluted Captain Yuri.  "Always happy to assist New York's finest in whatever way I can.  I-"  As Peter moved to stand, a gust of cold wind struck his exposed skin, followed by a wave of intense vertigo.  He stumbled forward, Yuri thankfully catching him mid-fall before face-planting against the concrete ground.

"You...  Okay?"  Yuri gasped, helping Peter back on his feet.  "They didn't hurt you, did they?  Should I call an EMT?"

"Yeah, no, I'm...  I'm great!"  Peter lied, as more vertigo hit him.  He flipped up his hood, tying the zips around his neck to hide him from the cold.  "Better get going, though.  Be safe, Yuri!"  Jumping into the air, Peter kicked off a nearby wall, and flew through the air, onto a nearby roof.

"Stay safe, Spider-Man!"  Yuri called out, as her voice slowly trailed off from Peter's distance.

Once out of sight, Peter huddled for warmth up against a rooftop radiator, legs starting to curl up from the cold slipping through the fabric of his jeans.

"Karen...  I don't feel well."  Peter muttered as another sneeze wracked his body.  He didn't "feel" sick.

Not in the way that he used to before the bite when colds would stuff up his nose and give him a sore throat.  He wasn't even sure if he could get "sick" with his healing factor.  No, this was more like a feeling of general weakness.  Like he hadn't slept for days, and exhaustion was bleeding through his bones, muscles, and head.  "Can...  Can you do a quick scan for me?  Please?"

Blinking to life on Peter's wrist, Karen appeared with a frowny face.  "Peter, your body temperature is continuing to decline, and normal thermoregulatory systems in your body are not functioning, as we anticipated.  How are you feeling, specifically?  I need more information to diagnose."

"I'm feeling woozy, Karen."  Peter huddled up to the radiator, curling up into a ball.  His hands and feet were okay, Harley's work was top notch, but anything not surrounded in Keener Technology's finest felt like a block of ice.  "Like I'm exhausted and have a bad case of vertigo."

Karen beeped for several seconds, analyzing her options.  "I suggest we cease patrol immediately and find a warmer climate out of the elements to prevent your body from getting any colder.  I believe the Morales Bakery is often kept warm due to their machinery, and you seem to enjoy their accommodations and the conversations with Miss Cindy.  Warm food and beverage will aid in bringing your body temperature to an acceptable level.  Classes do not start for another 4 hours, so you have plenty of time to recover and have a full breakfast to re-energize and prepare for school.  Once the sun rises, I believe you will be safe to travel home without any further risk to your health."

"Sounds good."  Peter grinned, already tasking the Morales' fantastic breakfast menu.  Even multiple blocks over from the bakery, he swore his senses were picking up on the smell of their amazing coffee.

"When you are warmer, might I suggest we find you thicker clothes for future patrols?  There are multiple men's stores in the neighborhood that have several options for insulated clothing you can wear under your costume.  May I also remind you that you have only spent $12 on yourself this month?  Based on Mr. Stark's guidance for healthy spending, you should take this opportunity to invest in yourself."

Peter sighed, feeling Mr. Stark's credit card pressing against the side of his front pocket.  He hated using it, entirely sure that Ben's ghost would pop out any day now and slap Peter across the back of the head.

Still...  There was no way he could keep going like this through the rest of the winter.  His FEAST hoodie was no match for a New York Winter.

"Alright, Karen...  We'll go after school."

"May I also suggest thermal underwear to ensure the safety your sexual organs?  Much like other external organs, there is an advanced threat of the cold possibly-."

"YES, thank you, Karen!"  Peter flushed red as he slid down the fire escape of a nearby building.  He huddled behind a trash can, peeling off his mask, gloves, FEAST hoodie, and lab boots.  Quickly, he changed into a thick woolen sweater, a pair of winter gloves, thick work-socks, and a new pair of boots he'd found at Goodwill that was well insulated for street-wear.  $12 well spent.

After stuffing away his Spider-Man costume, Peter hoofed it through his old neighborhood, before finally reaching the Morales Bakery.  He stepped inside the colorfully decorated shop, met with a much-welcomed warmth that sent a smile right to his face, and the sweet smell of fried dough that set his mouth to drool uncontrollably.

"Mornin', welcome to Morales, how can I help you?"

Peter looked behind the counter, surprised by the sight of an unfamiliar young man with dark skin, buzzed black hair, about Peter's age, yawning into his hand, donning the bakery's bright pink apron.  The young man flipped through a smartphone, apparently disinterested in anything going on in the bakery.

Approaching the counter, Peter's eyes sparkled, seeing all the freshly made products lining behind the glass shelves.

Untouched.

Still piping hot.

Full stock.

He must have been the first person to come in since they'd opened.

"My precious..."  Peter thought.  

Peter pointed to several options in the case.  "I'll have 5 rainbow sprinkle doughnuts, three bacon caramel doughnuts, two of the cream-filled ones, three plain, two chocolate, and...  Oh, a bear claw!"  He paused, glancing over the beverage menu.  "I'll also take a large coffee, one cream, one sugar."

Looking up from his phone "Miles'" jaw dropped at the order.  "Jeez, somebody's hungry."  He went about packing up Peter's order.

Peter cleared his throat, chuckling to himself.  He usually tended to control his never-ending hunger as a cost-savings measure but...  Well, this WAS Morales' bakery.  Nobody should have to control themselves when it came to Miss Cindy and her daughter's family recipes.  "Maybe I'm going a little overboard, but uh...  The food is great, and my metabolism is really weird!"

"Hey man, I'm not judging."  The clerk handed Peter his box of doughnuts and a piping hot take-out cup of coffee.

Peter paid with Mr. Stark's credit card, and as Miles finishing ringing him up, he glanced around the bakery, surprised by the lack of his favorite Morales employee.  "Is Miss Cindy in by any chance?"

"Depends on who's askin'."

"Oh, uh...  Peter.  Peter Parker."  He rubbed the back of his neck.  "I like to come by and say hi when I can.  Miss Cindy and I chat every now and them.  If she's busy though, that's okay, don't bother her."

"Whoa...  Wait a minute, you're...  You're "the" Peter?!  You're the guy that got Gram-Gram's purse back!?"

"I guess," Peter mumbled, face blushing.

"Whoa."  The clerk leaned over the counter, eyeing Peter from top to bottom.  "You're a lot shorter than I imagined.  Bro, what are you doing chasing down a purse snatcher?  You crazy or something?"

Michelle's constant diabolical laughter echoed in the pack of Peter's head, alongside her incredible skill in finding endless nicknames for his height.  "So I've heard.  Repeatedly."  He spat, a little more bitterly than was probably necessary.

"Oops.  Sorry."  The clerk said, covering his mouth, hiding a broad smile and a snicker.  He strode to the back of the bakery, stepping through a swinging door.  "Gram-Gram!  Someone's here for you!"

Not long after, the clerk stepped back into the bakery, guiding Miss Cindy through the doors and out onto the storefront, handing her a familiar cane.  "Oh?  Who do I owe the pleasure of my company today?  Is it a gentleman caller come to whisk me off my feet?"  She asked, smiling from ear to ear.

Peter laughed, setting his purchases off to the side.  He approached Miss Cindy, taking her hand within his own.  "Good morning, Miss Cindy.  I didn't want to just eat and run on you."

Miss Cindy's face lit up.  "Peter Parker!  It's been three days since you last stopped by, and I haven't seen hide nor hair of you!  Unacceptable!  You can't stay away from people my age that long, sweetheart, or you'll end up seeing me six feet under!"  She playfully slapped at the top of Peter's hand, laughing with the fullness of her lungs in a cackle that forced a smile onto Peter's face.  "How is my hero doing today?  School going well?  Keeping little old ladies safe on the streets?  Find any lovely company to sweep off their feet and into the sunset, lover-boy?"

Peter guided Miss Cindy to one of the many tables in the bakery, taking a seat with her and the young clerk.  "I'm doing pretty well, Miss Cindy.  School's going great, the little old ladies are safe as far as I can tell, and I'm way too busy to worry about stuff like relationships and...  Love."

"Oh, sweetheart, don't say that."  Miss Cindy shook her head, letting out a warm sigh as she clutched onto Peter's hand.  "Love is one of those things in this life you've got to make time for, honey.  It's what gets you through these cold, bitter days, Peter.  Love is what finds you a family that loves and supports you through the good times and the lean times.  Love is the most important thing in this world, and don't you dare forget that.  I better not be hearing about you not having enough time for love, there is always time for love, Mr. Parker!  Don't make Miss Cindy get after you with her cane!"

"Yeah...  You're...  You're right about that."  Peter nodded, clutching Miss Cindy's hand right back.

His Aunt's face flashed into his mind and her loud, excited voice that always traveled all through their old, tiny apartment, ready to put a smile on his face.

May's voice wasn't alone in his mind.

Pepper's soft, kind words.  Harley's endless string of witticisms.  Harry's unrelenting sarcasm and sharp tongue.  Ned's booming presence.  Michelle's brutal verbal assaults, always in jest.  Mr. Stark's warmth and guidance.

They were, without a doubt, what had gotten him through the bitter days.  They made him hope and yearn for a "normal" life when he wasn't a crime-fighting web-slinger.

Peter nodded.  "You're right, Miss Cindy.  You're absolutely right."

Miss Cindy glared to her side, whapping her cane (playfully) up against the side of the clerk's head, who yelped in response.  "You see that, Miles?  How hard was that to listen to the sage advice of an old woman who knows better than you?  Take note, you ungrateful little brat!"

"Oh!  That's Miles!"  Peter grinned.  Despite Miss Cindy's outburst, every time Peter stepped foot into the Morales Bakery, he'd heard nothing but good things about Miss Cindy's precious one and only grandson.  She bragged on him more than her own daughter and son-in-law.

"Geez, I get it Gram-Gram!  Dad already got after me, I don't need you too!"  Miles exclaimed, rubbing the side of his head.

"Nice to finally meet you, Miles."  Peter rose an eyebrow, checking the clock on the wall.  It wasn't even 5 in the morning yet.  "Do you always work this early of a morning shift?"

"Yes, Miles?  Why don't you tell the nice, responsible boy why you're working your buns off?  Hmm?"  Miss Cindy said, pressing her bony finger into Miles' shoulder.

Miles let out a deep, painful sigh.  He let out a faux-sob, smacking his head against the table.  "I was past curfew last night because of my job, and dad blew a gasket.  I'm grounded to working the dawn shift in the bakery for the next three months.  It totally sucks."

Miss Cindy shook her head, huffing.  "You snuck out of your room at midnight and snuck back in at three in the morning.  Miles, sweetie, you're just lucky your father didn't ship you off to military school."

Peter whistled.  "Geez?  What had you out that late for a job?"

Pouting, Miles rose up, resting his head on the palms of his hands.  "Black Widow's back in town, and my boss, Mr. Jameson, has all of his photographers out trying to get a candid of her.  Anyone who gets an interview or even a little blurb with her gets a $1,000 bonus, even the interns like myself.  I tried hiding out outside the Avengers Tower, hoping to see her.  At least, until the guards caught me, and I got kicked out, and my parents were called.  As if a photographer like me was any kind of threat!"

"You're lucky they didn't shoot you, young man!"  Miss Cindy continued to poke her grandson over and over again, lecturing him for several minutes.

"You're, uh... a photographer?"  Peter asked, in the hopes of rescuing Miles from Miss Cindy's wrath.

"Sort of..."  Miles groaned, rubbing the back of his neck.  "I...  I intern for the Daily Bugle."  He admitted, reluctantly.

Peter immediately cringed, feeling Miles' pain.  "The one true supervillain to trump all supervillains.  James Jonah Jameson.  Editor and chief of the world's most malicious newspaper, The Daily Bugle, ruining the lives of inhumans, mutants, and superheroes living in New York through "the truth.""

"You be better off working as a trash collector.  At least they're cleaner than that tabloid!"  Miss Cindy huffed.

Miles held up both hands.   "Okay, yeah, I know it doesn't sound great, they're way too extreme, and Mr. Jameson is a horse's ass, but where else is a kid from Queens with an average GPA and an old camera supposed to find a job that doesn't suck dick?  I'd rather be anywhere else, believe me...  But...  If I'm ever going to be a professional photographer, I've got to start somewhere."  He leaned back in his seat.  "Hell, if I could just get a shot of New York's greatest superhero...  Snap the DREAM action shot that every journalist in New York is searching for...  I could get a job anywhere..."

"Greatest superhero?"  Peter rose an eyebrow, sipping at his coffee.  "Which one?  Iron Man?"

"Pfft.  That stuck up asshole?  Hell no!  I'm talking about the hometown hero of Queens!"  Miles paused, reaching down to his phone and flipping to his Twitter page, showing off a blurry photo of a guy in red, sitting perched on top of a lamppost.  "The Amazing Spider-Man!"

Peter choked on his coffee, catching himself at the last second before falling out of his seat entirely.  "S-  S-  Spider-Man?"

"Dude, have you been living under a rock?"  Miles scoffed, rolling his eyes.  "Spider-Man is the best superhero New York's got!  All the other Avengers are always off saving the world, which is all well and good, but doesn't do much for the little guys trying to make a living in this screwball town!"  He tapped on the picture of his phone.  "When he's not helping get people to FEAST, changing car tires, giving directions, stopping robberies, you should see him in action!  I hear call-ins on the radio stations, people who've seen him chase after guys, and they say he's like an acrobat on steroids!  Dude never even has to throw a punch, he just jumps around everywhere and webs the bad guys up!  Can you imagine what that would look like in a picture?!  Like I said, a photographer's dream!"

Jaw dropping, Peter cleared his throat, hiding behind a bear claw.  "Sounds...  Uh, interesting."

Miles sighed, flipping through several different apps on his phones.  "What I wouldn't give for ten minutes, a picture, and an interview.  Then I wouldn't have to work for that trash magazine, or that asshole, Jameson."  He gritted through his teeth.

Miss Cindy reached for her grandson's hand, patting it gently.  "Don't worry, Miles.  You'll get your chance.  I believe in you, sweetheart.  From what everyone tells me, you take the most beautiful pictures."  She smacked Miles on the hand.  "So don't do anything else stupid until you get your chance!"

Miles rubbed his hand, shooting his grandmother a dirty look.

Peter dropped his head, shutting his eyes.  "This all sounds familiar...  So damn familiar..."

Swallowing down another doughnut, Peter finished off the last of his coffee.  He slowly stood up, watching as several other guests started to trickle inside the bakery, needing the Morales' attention.  "I better get going soon.  Thanks for the food, it's amazing as usual!"

"Have a good one, man," Miles said, making his way to help their customers.

After giving his farewells to Miss Cindy, and bundling himself for the cold, Peter left the bakery.  He dumped the rest of his breakfast into his backpack, eyes hovering over his mask and gloves.

"Karen..."  Peter paused, glancing behind him, spotting Miles working hard behind the counter.  "Do you think...  I mean...  Is it smart if I...  I mean-  Miles could-"

"Peter, there is a secluded alleyway for you to change in about a block down the road."

"Really?"  Peter glanced down at his band, raising an eyebrow.  "You're not going to lecture me about being in the cold?"

"Would you listen to me even if I did?"

"Nope."  Peter grinned.

"Then let's do this quickly to limit exposure."

+++++

Miles didn't hate working in the bakery.  Being around Gram-Gram was never dull, and he'd long since mastered the art of cooking from his mother.  He felt at home in the kitchen and knew the inner workings of a baker just as well he knew how to take the perfect picture.

Probably, at some point, he'd even take over the family business.

"Just wish it paid more..."

Wiping his flour-covered hands on an apron, Miles set about his tasks in the kitchen.  His mind wandered to just the night before, at dinner, with the usual topics of their household funds being at the forefront.  They weren't bad off, the bakery was pretty successful, thank God, but supporting a family of four on a policeman's salary, and the razor-thin profits on doughnuts left bills and rent a constant worry.

"I've got to get back out there tonight.  I haven't seen any viral photos of Black Widow yet, so I know there's still time!  Just got to be sneakier, and that $1,000 is ours!  Mom could fix the washing machine, and Gram-Gram could get a new mattress."  Miles wracked his brain, trying to think of any excuse he could give to get out of the house that night.

"Um...  Hello?"  A voice cracked, from the main entrance of the bakery.  "Is anyone here?"

"Coming!"  Miles washed his hands off, donning a cleaner apron, before heading back out to the shop floor, striding behind the counter.  He grabbed a few clean coffee mugs from the kitchen to resupply the front counter.  "Sorry man, trying to get ready for the next rush before my mom gets in.  You're in luck, we got some new stuff just out of the-"

Miles' jaw dropped by a mile as he looked up into the customer's eyes.

A red FEAST hoodie.

A red mask with black webbing.

Red gloves with black webbing.

"Yo,"  Spider-Man said, raising a hand and waving.  The man spoke with an exaggerated, deep tone, clearly meant to hide his real voice, bordering on downright goofy.  "I uh...  I heard you could get delicious doughnuts here?"

"S-S-Spider..."  Miles dropped the half-dozen mugs from his hands, where they shattered on the floor into a billion pieces.

+++++

Spider-Man: Hometown Hero, Queens Local, Doughnut Aficionado

Editorial by Liz Allen

Photograph and Interview, Miles Morales

By the time his morning PE class started the next day, Peter was thrilled to see Miles' now-iconic action shot of Spider-Man swinging on a web in front of the Morales Bakery go viral.  Of course, having his name accompanied by one of the lead editors of the New York Times was bound to get Miles some much-needed brand recognition, and the quality of the picture was nothing to scoff at.

Peter was no journalist, but he could only imagine what Miles got paid for the picture, and hopefully, would keep Miles far away from Avengers Tower at 3 in the morning.  "Out of trouble, away from FISK and his nighttime goon patrols, and less likely to get shot by S.H.E.I.L.D. agents."

All which left a broad smile on Peter's face.  He stretched out, leaning up against the tiled wall of the Stark Academy pool.  The humidity of the pool area caught against his bare chest and exposed legs, leaving him incredibly comfortable, despite only wearing a pair of lycra swimming trunks.

"Someone's in a good mood," Harry said, striding up to Peter and wrapping an arm around his friend's bare shoulders.  Unlike Peter's trunks, Harry opted for a slim speedo.

Shrugging, Peter let out a happy sigh.  "You know...  Sometimes, life is just perfect."

"Life sucks, and everything is terrible."

Harley stepped out of the nearby locker rooms, in an oversized pair of Hawaiian swimming trunks.  White as a ghost, he stood next to Harry and Peter, sliding down to a sitting position on the floor.

Harry reached over, patting Harley on the head.  "Meanwhile, I can see somebody got out of the wrong side of the bed."

Faux-sobbing, Harley reached over, clinging to Peter's leg.  "I can't believe they made me do this, Pete!  This is not fair!"

Peter sighed, ruffling Harley's hair.  "I mean, Pepper did warn you last week that you better start exercising.  You really should have listened to her."

"I didn't think she'd actually check in me, though?  Who has the time?  She runs a multi-billion dollar company!"  Harley exclaimed, pouting and folding his arms.  "My mom called me and yelled at me for three hours!  She made Pepper sign me up for stupid Men's Health and Wellness.  More like Men's Bullshit and Time Wasting!"

"Come on, Harley, it's just glorified PE.  You'll be fine."  Peter offered, yanking Harley up from the floor and patting him on the back.  "Besides, it's usually fun."

"Fun for you, maybe, bro-"  Ned mumbled, heading out of the locker room with his Star Wars-themed swimming trunks.  He and Peter ran through their handshake, with only a few errors in the sequence towards the end.  "We did yoga last week, and Mr. Flexible over here could basically touch his head with his feet."

"A lot of guys were incredibly jealous, myself included,"  Harry said, with a coy smirk.

Peter hummed to himself.  "That was really relaxing...  I should do that more."

"Yeah, well...  I don't do well with physical activities, guys.  Like, at all!"  Harley cried, covering his face with bonds hands.   "Oh God, I'm having flashbacks...  Not the rope climb...  Please, dear God, Coach Sorrels, not the rope!  Anything but that!"

"Relax, Keener,"  Harry said, holding Harley up before he collapsed completely onto the ground again.  "Professor Greta is a woman in her 70's, some Health and Nutrition expert.  She doesn't have a lot of get up and go left in her.  So most of the time, she just phones it in, and we fuck around.  Just don't ask her about gluten."

A whistle blasted the air, causing most of the students to flinch, and Peter to yelp, covering his sensitive ears.

Stepping from inside the Professor's office, two individuals walked across the pool, as every Freshman male student's eyes zeroing in on the confident stride they took.

The first, a woman in her thirties, in a one-piece floral bathing suit that hugged the generous curves of her body, with a blonde bun sitting atop her head.  The woman's face was obscured by a pair of fashionable white sunglasses, dotted with several beauty marks across her face.

The second, a man just slightly taller than the woman, strutted his stuff in a tight speedo that left little to the imagination, with first-aid and lifeguard gear strapped around his buff chest and shoulders.  He wore a swimming cap and a pair of thick goggles over his eyes.  A plastic hearing mechanism was wrapped around the tops of both of the man's ears.

Harley's face flushed a bright red, leaning over to the rest of the guys, eyes glued to the woman.  "Guys, why didn't you tell me that the PE teacher was a supermodel with a gorgeous body?  I would have stopped exercising a long time ago."

"Forget her...  Who's the hunk?"  Harry quipped, whistling to himself, arms folded.

Peter walked in between Harry and Harley, eyes darting back and forth between the two amazing specimens of the human body, unable to settle on just one "sight."  His face turned red, and he hid behind his friends as the rest of the boys' PE class gathered together in front of the two individuals.

"Good morning, everyone.  My name is Miss Roman, and I am your new P.E. teacher.  Beside me is my dear friend, Clint, the new Fitness Coordinator for Stark Academy.   Very nice to meet all of you."

"What happened to Professor Greta?"  One student from the back asked.

"Who cares what happened to Professor Greta!"  Another loudly proclaimed.

Miss Roman chucked, dipping her sunglasses to get a good view of the students in front of her.  "Professor Greta has chosen to retire early to Florida to be with her children when our services became available.  Mr. Barton is here for the long term, though I will be your wellness instructor for as long as is..."  Peter's face burned as Miss Roman stopped to gaze upon him, flashing a white smile his way. "Necessary."

Clint stepped forward.  "New curriculum starts today, kids.  Dr. Greta's coursework was doing none of you any real justice, and that ends today. " He paced in front of the students, arms folded as he glared each of the young men down, like a drill sergeant.  "Each week we will be training on a new survival skill that can mean the difference between life and death.  We live in a world where the safety of an office or a laboratory cannot be guaranteed.  As Stark Academy students, you have a vested interest in being able to protect the valuable contents of your mind."  He nodded to the Olympic-sized pool.  "If it weren't already obvious, this week, we are going to ensure that all of you are capable of swimming for an extended period of time, or at the very least, be able to tread water.  This is one of the most important, yet most basic, survival skills that everyone should know."

Peter glanced around, watching the class profusely sweat from the mere thought of actual excursive, none more so than Harley himself, who looked to be moments away from a complete meltdown.  Stark Academy students came in all shapes and sizes, from bigger guys like Ned to fragile creatures like Harley, and everything in between.  None of them were precisely...  "Athletic," which only a few notable exceptions.

Miss Roman stepped forward, chuckling as she thumped Clint on the shoulder.  "Relax, you're not going into boot camp.  Mr. Clint is just...  Passionate."  She gestured to each end of the pool.  "If you already know how to swim and feel confident, line up with me and we'll start with laps in lanes 1 through 10.  If you've never been in deep waters before, or feel like you are a weak swimmer, please stick with Mr. Barton in the shallow end, in lanes 11 through 20."

After another loud whistle, everyone split up to both ends of the pool, with Harley, Ned, and most of the class going with Mr. Barton.  Peter followed Harry and a few older students to the deeper end with Miss Roman.

Peter watched his fellow freshman run through Miss Roman's swimming trials, swimming laps through the pool, most able to pass her requirement with a little struggle, while a few others gave up in the middle, earning her disapproving gaze.

Though none were quite as impressive as Harry.

Peter smiled, watching Harry speed through his laps in nothing flat, cresting the surface of the water with powerful, agile strokes.  His looks weren't just for show, if the rippled back muscles, lean arms, and muscular thighs were any indication.  As he finished up his last lap, Harry slammed his hand against the wall of the pool, ending his timed laps.

"Well done, Mr. Osborn.  Faster than I would have expected.  You pass.  Take five and dry off, you're good for the day."  Miss Roman scribbled on her clipboard.

Reaching down, Peter helped Harry out of the water with both hands.  He handed his friend a towel, eyes zeroing in on the man's tight suit, which had shifted essential contents along the way.  "Great job, man.  You uh..."  He looked away.  "You're losing your suit, though."

Wiping himself down, Harry wrapped the towel around his neck, adjusting his swimsuit with little ceremony.  He smirked, chuckling to himself as he left the line.  "Thanks, man."

"Mr. Parker, you're up."  Miss Roman announced.

Peter took his position on the diving board, stretching his limbs out, and relaxing in the warm atmosphere of the pool.  Though, as his feet reached the tip of the board, his head began to throb wildly.  As he inched closer to the water, Peter felt his spider-sense turn into a full-on migraine, forcing him backward.

"Danger?  Where's the danger?"

Glancing all around him, Peter tried to make out where the "danger" was.  Only...  There wasn't any.

"Mr. Parker, is there a problem?"  Miss Roman asked.

"No."  Peter shook everything off, taking his position on the diving board.  "I'm ready!"

"Go!"  Miss Roman ordered, blowing her whistle.

Diving from the board, several meters out into the pool, Peter hit the water in perfect form.  Though, as the icy sheet of water enveloped him, every one of his limbs screamed in pain, in quick succession, triggering his spider-sense across his entire body.

Dying-Dying-Dying-Dying-Dying

Peter tried to swim, to pull himself back up to the surface, only for his spider-like setules to fight against the water, as if trying to swim in a vat of molasses.

Panic flared all around him, throwing his brain into a state of shock as surges of claustrophobia surrounded his entire body, making the world spin around.

Without any indication of which way was up or down, fear wracked Peter's entire being.  The cold water forced his arms and legs to curl in on himself against his will, forcing him into the fetal position, searching for any sign of heat left in his body.  He felt trapped in a bubble, unable to escape.

Despite his brain screaming for his arms and legs to kick to the surface, he limbs did not respond to any command he gave them, more focused on keeping his body warm.  The chill was unbearable, as he lost all feeling in his outermost extremities.

"I can't move."

Peter tried to scream for help, as the last bubbles of air from his lungs escaped him.

"I...  I can't breathe!"

Peter fell to the bottom of the pool, solid as a rock, trembling violently, paralyzed in his own body.

The trembling stopped as Peter felt warm arms sliding under his arms, yanking him from the bottom in a swift motion.  Moments later Peter finally breached the surface.  He sucked in the fresh air, as the body heat of his rescuer pressed up against his back.  Seeking out the warmth, his limbs to finally untangled themselves, wrapping around his rescuer.  Out of base primal fear, he gripped onto the warm body with everything he had.

In his panic, Peter couldn't see Harry's face, struggling to tread water with Peter's dead weight not helping the situation.

"Peter!  Peter, calm down!  I've got you!"  Harry coughed as he fell under, taking a lungful of water himself, pulling his friend closer to his chest, swimming with one arm to the edge of the pool as best he could.

"Everyone out of the way!"  Miss Roman yelled, jumping into the pool head-first and rushing to help Harry with Peter's rescue.  With her aid, Harry's swimming was easier, as she rescued both boys with one hand, swimming to the edge of the pool with the other.

Harry and Miss Roman handed Peter off to the side of the pool with their combined strength, as Harley and Ned yanked him up and back onto dry land.  A crowd of people gathered around the scene, all murmuring something or another, with Peter's enhanced hearing barely able to make out the low roar all around him.

The cold water clinging to his body met the chill in the air, sending another wave of pain through Peter's body.  He curled into a ball, gasping for air.  Many eyes watched Peter's face, a sickening shade of ghostly white, with the young man's lips a cold, icy blue.

Peter wasn't sure of how much time had passed between diving into the pool, and when his vision finally came back, little more than a blur of light and color.  Shivering, Peter felt dozens of towels being wrapped around him.

"Are you with me, Peter?  Can you hear me?"

Professor Roman's voice met Peter's ears after several minutes.  Focusing in on her warm emerald eyes, Peter finally managed to nod the affirmative, with everything else around him little more than a blur in the background.

"Good.  I know this is going to sound silly, but can you count to ten for me?  Take your time, sweetheart."  Miss Roman asked.

"O-  O-  One-"  "T-Two..."  Peter struggled to count, as each breath felt like his last.  Though as his body began to warm from the towels and the humidity of the pool environment, he didn't feel quite as out of breath, and his heart finally started to calm itself.  His lips, still pale, were not nearly as blue.  "N-Nine.  Ten."

"Very good.  Now, just keep doing that over and over.  Remember to breathe.  Just count and breathe.  That's all you need to worry about right now."  Miss Roman said.

Peter followed the simple instructions.  He breathed, counted, and repeated that process for several minutes.  As his heart finally started to calm itself, and the world finally started coming into focus all around him, Peter stopped.  He looked up to Miss Roman.  "Am I-  Dying?"

"You're going to be fine, Mr. Parker."  Miss Roman stood up, gently patting him on the shoulders.  "I'm going to check and see where the medical staff is.   Clint ran after them, but he's not back yet.  You three, watch him for me.  Yell if he starts having trouble breathing again."

Harley was quick to come to Peter's side, bending down to his right, as Ned took a seat to Peter's left, and Harry kept his distance, hovering in front of Peter in a perched position.

"Pete, you okay?"  Harley asked, his voice shaking.

"I...  I don't know..."  Peter's voice cracked, to Harley's complete horror.  "I don't know...  What's going on..."  He muttered out.

"You had a panic attack.  They're a real bitch, but it'll all be over soon."  Harry reached forward, pushing Harley and Ned aside, to give Peter some air.  "Keep counting like Miss Roman asked.  That'll make you feel better."

"O-  Okay."  Peter nodded, able to breathe a little easier with Ned and Harley not all over him.  He shut his eyes, taking Harry's advice to focus on counting.  Sure enough, the more he did it, the wracking fear and anxiety began to melt away.  He opened his eyes, as his lungs felt like they weren't completely devoid of air.  The world, finally, was in focus.

Ned reached out, patting Peter on the shoulders as color started to return to Peter's face.  "Dude, are you like...  Afraid of the water or something?  I've seen cats take bathes easier than that."

"Ned!"  Harley and Harry yelled in quick unison.

Peter shook his head immediately.  "N-  No, I-  I used to swim all the time with Aunt May!  I mean, I went to the beach with her just-"  The truth of the situation hit Peter like a ton of bricks.  "Before the bite."

There hadn't been a lot of time for swimming pools, beaches, or anything involving water since he'd gotten bitten by the spider that gave him superpowers.  With Aunt May in the hospital, he sure as hell hadn't needed to swim.

"Most spiders can't swim.  Spiders die from the cold.  That pool was basically just cold, deep water."  Peter shivered, as a memory of the incident, the blue, cold, dark, near-watery end of his life ran through his memory.  "I just jumped into a literal death trap.  I...  I could have just died!"

Without much time to calculate his newfound mortality, Peter watched as several school nurses, Clint, and Miss Roman approached him.

"Mr. Parker, the medical staff, is here, and they want to give you a once-over just to be safe.  Come along, we'll handle this in my office."

Peter barely felt Miss Roman's touch, hardly recalling as he stepped inside her office, or even being checked from head to toe by the school's emergency medical staff.

After about half an hour of poking, prodding, and incredibly stupid questions, the medical staff finally cleared Peter from needing a trip to the ER, but only if he took the rest of the day off in his dorm for rest and relaxation.

"A panic attack brought on by sudden, intense hydrophobia.  A lower-than-average body temperature from the lack of oxygen, which should go away over time.  Possibly suffering from a cold.  Rest, relaxation and possible therapy for fear-management is your best road to recovery."

The class was already over by the time Clint escorted the medical staff out of Miss Roman's office, and Peter had a chance to change into his warmer street clothes.  He could hear his friends just outside the door waiting for his release.

Not that he wanted to do anything but curl up in a ball and die of embarrassment, once the whole ordeal was finally over.

"Spider-Man can't swim.  Spider-Man can stop a bus with his bare hands, go toe-to-toe with robbers, muggers, and carjackers, but swimming is beyond my capabilities?  Seriously?!  I bet that would make a GREAT photo for Miles.  Spider-Man, a hero to everyone unless they're in deep bodies of water!"

Peter balled his hand into a fist, digging his nails deep into the skin of his palm, drawing blood.

"Drink this."

Brought out of his mental rage, Peter found a dainty white teacup hovering above him, smelling of spice and herbs.  Miss Roman pressed it into his hands.  "What's this?"

"Tea.  A beautiful blend from Kamar-Taj, it's meant to relax and warm.  My friend, Dr. Stephen, recommended it for my allies and me several months back.  Very relaxing."  Miss Roman offered Peter an equally warm smile.  "Do not sit there and beat yourself up over this or I will flunk you immediately.  You know what they say!  There's no crying in baseball, kid,"  She added, the last portion in a thick, over-exaggerated Jersey accent.

"Huh?"  Peter paused, watching her face contort into a hopeful smile as if waiting for Peter's reaction. "We're uh...  Swimming, Miss Roman.  And...  I'm uh.  I'm not crying?"

Miss Roman's face dropped by a mile.  "You've never seen A League of Their Own?  It's a classic!  1992!  You seriously don't get that reference?"

"Sorry..."  Peter shrugged, offering Miss Roman a sympathetic smile.  "That's a little before my time.  I uh...  I wasn't even born yet."

"You-  You weren't even-"  Miss Roman shook her head, covering her face with both hands, as she let out a loud, painful laughing groan that bordered on tears.  "You know what?  I'm going to have a little tea myself.  Because apparently, I'm ancient, and in dire need of a retirement home with Rogers and Barnes!"  She yelled, pouring herself her own cup.

Peter looked away from the woman's mental breakdown, sipping her tea. At first, he cringed at the bitterness of it, but relaxed as a sweet undertone was quick to rush over his tongue, flittering down his throat, into his stomach and spreading sparks of warmth throughout Stiles' limbs, brushing the fear and anxiety away from his heart like...  Like magic.

"Feeling better?"  Miss Roman took a seat next to Peter, sipping her own cup of tea.

"A little..."  Peter muttered, leaning back into his seat as Miss Roman's tea continued to relax his tired muscles.

"Lesson #1, Peter.  You need to learn your limits.  Knowing how far you can fly will keep you from burning your wings against the sun and plunging into the sea, little Icarus."  Miss Roman raised an eyebrow at Peter.  "How about that one?  Does that reference do anything for you?  Or are you also challenged in the realm of mythological history as well as cinematic masterpieces?"

"I'm sorry..."  Peter muttered, shaking his head.  "Sorry for causing a scene."

"No need to apologize, Peter.  You did nothing to be sorry for."  Miss Roman was quick to point out.  "Are there any other weaknesses you have that I should be aware of?  I'd prefer not to put you through something like that again if I can help it."

"Oh, uh...  I don't-  I don't know."  Peter gulped, wondering what else the bite had screwed up in his life.

Miss Roman took his empty cup, crossing her office and working to re-fill it.  "I'm not sure what particular species of spider was involved in giving you your gifts, but seeing as you can't swim, and the cold all but paralyzed you, researching the basic biology of spiders might not be a bad idea.  You might want to avoid pesticides and rolled up newspapers in the near future."

"Yeah, I-"  Peter froze, as his instructor's words hit him full on.  "Miss...  Roman?  How...  How do you know that?"  Peter was up on both feet, slowly backing away.  "How does she..."

"That's such a stuffy title.  I'm not fond of it."

Peter watched his teacher take off her sunglasses, pulling off a blond wig that revealed a head of flaming red hair that fell to her shoulders in warm, soft curls.  She peeled off a skin-like mask from her face, which flickered with static, revealing her real face: a pale expanse of skin and sharp red lips.

"My friends call me Nat."  Miss Roman said, winking at Peter.

There was no mistaking such an iconic face and body.

"Oh my God, you're Black Widow."  Peter's heart raced, letting out a strained gasp.

Natasha Romanoff.  One of the founding members of the Avengers.  The one responsible for closing the portal that ended the alien invasion of New York.  One of only two "truly human" superheroes on the planet that didn't rely on crazy technology like Iron Man, superhuman augmentation like Captain America, or supernatural powers like Thor to do their job.  She was the idol of every ordinary, powerless human on the planet that dreamt of growing up as a superhero.

Which meant that the new fitness coordinator, Clint...

Peter's face flushed.  "Miss-, er, sorry, Nat?  Uh, does that mean the guy out there is..."

Nat chuckled, nodding her head with a bright smile at Peter's enthusiasm.  "You probably know him better as Hawkeye, but yes, that would be Clint Barton."

Peter gave up on controlling his jaw at that point.

Another founding member of the Avengers, though now retired, Clint Barton was a former agent of S.H.I.E.L.D and US Counter Intelligence operations.  Nobody knew much about Hawkeye, seeing as he tended to stay out of the limelight like the other heroes, but as the other "true human" of the Avengers...

These were just more of Peter's childhood idols popping out of the woodwork and into his life.

"Holy shit...  It's so nice to meet you!  You just don't even!  What are you doing here?  Are you seriously teaching here at Stark Academy?  Or, is this like, some kind of mission?  Are you-"

"Black Widow is right here...  In front of me.  Black Widow...  The master assassin."

"Uh...  Nat?  You're not here to...."  Peter gulped, glancing down at the fresh cup of tea he'd been handed, staring cautiously at the black tea-leaves floating in the bottom.  "I know the Avengers didn't like me, but uh...  Please tell me they didn't send you to...  "Take care" of me?"

Nat paused, as the implication washed over her.  She quickly laughed, reaching out and pouring herself a cup of tea from the same pot as she'd poured one for Peter, sipping from it to give the young man peace of mind.  "Oh sweetheart, no."

Sitting beside Peter, Nat patted the poor boy on the head.  She crossed her legs.   "To be fair, Peter, not all of the Avengers hate you.  Most of us are just very...  Leery.  We have a hard enough time doing our jobs without the press constantly covering super-powered individuals wracking havoc in the world, and common thievery is a gateway crime to becoming someone like the Vulture, or Rhino.  We're on a thin edge of being managed by international laws that would seriously restrict everything we do and say.  We'd prefer to avoid that.  It...  Almost tore us apart."

Peter frowned, hiding his face in Nat's teacup.

"Oh don't pout."  Nat flicked Peter on the nose, much to the young man's annoyance.  "I think you're doing just fine, Clint appreciates your change of heart, and Wanda stalks the hell out of you on twitter.  Always humming that silly song she made up in her head while stalking the "spider-man" hashtag."

"Scarlet Witch knows my name?"  Peter asked, stuttering over his words as his tea went down the wrong pipe.

Nat smiled, setting her cup aside.  "But to answer your question, Peter, I'm overdue for a vacation, and believe it or not, training New York's newest superhero is actually quite relaxing compared to my usual line of work.  Clint and his family recently moved into the Avengers Tower for safekeeping, and honestly, he's just here to teach, since he's still in retirement.  Just a happy coincidence we're together again."

"Training?"  Peter's mind focused on the operative word.

"That's right.  Tony asked me to give you a helping hand so you can defend yourself.  Not everyone is going to be tripped up by your webs, Mr. Spider, and those canisters of yours aren't limitless.  Trust me, I love my own personal gadgets, but relying on them entirely is dangerous."  Hopping out of her seat, Nat cracked her knuckles, striding around her office.  She pressed a button, which slid open a hidden door, where a full-on dojo, weight room, and boxing ring could be found.  "During class hours, we'll work on your survival skills and improving your physical fitness, and during the weekends, you and I are going to become well acquainted with each other's fists." 

"Fists?"  Peter glanced down to his hands, eyes going wide.  He stepped inside of Nat's secret training facility, with his new teacher following closely behind.  "You're going to teach ME?  Black Widow, is...  Going to teach me?"

Nat chuckled, patting Peter on the head.  "Of course!  We spider siblings have to stick together, you know?"  She winked, forcing another warm blush to cross over Peter's face.

+++++

Peter worked out a proper schedule with Nat before he left the Stark Academy Pool, with his friends immediately dragging him back to the safety of the dorm room.  Harry, Ned, and Harley might have given Peter a little more personal space, if the cold outside and his still-damp hair hadn't sent him shivering in a huddled mass not halfway back to the dorm.

Before he knew it, Peter was laid out on the couch, wrapped in blankets, with the heat cranked up to a temperate that he personally appreciated, but knew was way hotter than any of his friends would have been comfortable with.

"Do you need another blanket?"  Harley asked as he curled up next to Peter on the living room couch.

Peter glanced over the blanket fortress that the guys had thrown on top of him.  "No...  I think I'm fine, guys, really..."

Harley reached over, pressing a hand to Peter's face.  He flinched from Peter's cold skin, hissing.  "Pete, you're still freezing cold to the touch.  Bitch, you are many things, but fine is not one of them!"  The tone was harsh, with Harley's voice cracking in the midst of it.

Harry opened his mouth to speak, stopping as he catches sight of Harley's shaking, angry hands, and eyes flaring with something...  Scary.  He stood, clearing his throat.  "How about I run out and get us some coffee?  I think we could all use some much-needed blood sugar after this morning.  One cream one sugar, yes, Peter?"

"Yeah, thanks."

Harry turned to Harley.  "What about you, grumpy?  How do you take your coffee?"

"Me?"  Harley scoffed.  "You're offering ME coffee?  Why so you can poison it?"

"Harley, it's been a long day, we could all use some caffeine and cooler heads."  Harry shrugged.  "I mean, if you don't want coffee, I'm not going to shove it down your throat."

Pausing briefly, Harley sighed, wiping away at his face.  "Five creams, nine sugars, and a mocha shot."

"That explains so much about you as a person."  Harry grabbed Ned from his seated position, pulling his roommate along with him.  "Ned, how about you come with me?  We'll grab a small lunch while we're out for the group, my treat."

"Man, if it's your treat, how about a big lunch instead?"

"Sure thing, Ned."  Harry stopped above Peter, smiling.  "How does Louie's Pizza sound?  Meat lovers?  Don't bother answering, I know the answer to that question."  He quipped, grabbing a pair of car keys from the kitchen table and dragging Ned out the door with him.

"Thank you..."  Peter whispered, clutching his growling stomach.

Once Harry and Ned left the dorm, Peter sat up on the couch.  He scooted closer to Harley, eyeing his friend carefully.  "Harley, I'm fine.  You don't have to be so worried."

"Pete, I thought you were dying,"  Harley said, coldly.  He gulped, hands tearing into the couch fabric.  "Are you sure you won't go to the ER?  What if...  What if something's really wrong with you?  What if this wasn't just a panic attack?  What if the doctors are wrong and it's something more serious?  I don't think people just start getting hydrophobia and go full icicle for hours on end out of nowhere!  Science doesn't work that way!"

"I already got checked out, and Na-  Miss Roman cleared me."  Peter tried to smile through the situation.  "She sent my file to Mr. Stark, and he's looking it over to be on the safe side.  So...  Nothing to worry about."

"Nothing to worry about?"  Harley shot up, laughing wildly.  "I think there's a lot to be worried about!  Jack looked better at the ending of Titanic than you did getting out of that pool!  And, spoiler alert, he DIED!"

"I don't think doctors can do something about...  Not being able to swim.  I'm not sick, Harley."  Peter sighed, covering his face.  "I know that, because I know I'm part spider, and it's obvious.  Harley doesn't, though.  All he knows is that...  I almost died today.  Of course, he'd be worried..."

"But...  What if you are?  What if something's really wrong with you?"  Harley paced around the dorm living area, clutching at his stomach.  "The water was only a little cold, Pete, and you were turning blue!  What if you're diabetic and don't know it?  Or have some kind of genetic disease?  Or...  Cancer?"

"Shit...  He's terrified." Peter's stomach ached.  "Harley..."

"What if...  What if next time, someone isn't there to save you?  What if Harry hadn't noticed you freaking out?"  Harley stationed himself at the nearest window, staring outside.  "I-  I couldn't do anything, Pete.  I-  I can never do anything..."

"Harley-"  Peter stood, blankets dropped as he moved across the dorm.

"Pete, you've got to go!  I'm taking you to the Avengers Tower!  Dr. Banner will look you over, and that's that!  He's the best doctor around!"  Harley slammed a fist into the wall, swearing as he did more damage to his hand than the wall.  "Either go or I'll...  I'll...  I don't know!  Don't call me on this shit!  I'll punch you in the fucking dick, how about that?!"

Peter's chest burned.  His spider-sense felt Harley's mix of anger and concern.  Feelings that brought tears to Peter's eyes.  This was real.  "He cares."  He reached out, hands grabbing Harley by the shoulders.  "Listen...  I don't need to get checked out, trust me.  Nothing's wrong, because I'm..."

"You're what?  As brain dead as a goddamn zombie sitting out in the sun for twelve hours?!  I could have told you that, you son of a bitch!"  Tears ran down Harley's face in droves.  "Please...  Please, Peter.  Let me...  Let me do something.  Let me help you."

"Nothing's wrong!"  Peter finally screamed, meeting Harley's eyes, chest racing, stomach aching, and a year-long pain finally wracked itself out of his body.  "Because I'm Spider-Man..."

Neither of the boys spoke, each staring into the other, mouth agape, tears continuing to dribble down their eyes.

"What?"  Harley finally managed to stammer out, minutes later.

"I'm Spider-Man,"  Peter repeated, shaking his head.  His body felt as though he'd lost twenty pounds from his shoulders, but a new fear gathered in his stomach.  He backed away from Harley, arms crossed, head down.  "Today was the day Spider-Man found his kryptonite.  I can't swim, my new body just can't handle it, apparently.  I always knew the cold was a weakness, I just-  I didn't know how bad it was.  Put them together, and...  Well, you know how spiders get all curly when you step on them, right before they die?  Y-  Yeah, it's like that..."  

The silence in the dorm room was deafening.

Harley crossed the room, grabbing Peter by the arm, tugging at him.  "...okay, Pete, buddy...  Either you lost some brain cells in the pool, or you're high as fuck on something I need to try out immediately.  I don't care which, I'm taking you to Dr. Banner right now.  Everything's going to be all right buddy, I promise!"

"No, really!  I'm-"  Peter broke Harley's grasp, sighing as he thought things through.  Eventually, he held up a hand, stopping Harley in his place.  "Uh... Here!  Let me show you!  Just, uh...  Just watch."

Peter took several steps backward, jumping in the air, back-flipping, and attaching his bare feet against the ceiling.  He swung back and forth from the ceiling effortlessly.  For good measure, he walked, pacing in a circle above Harley's head.

"Holy son of a whore biscuit."  Harley gasped, stumbling backward, and falling on his butt.

Chuckling, Peter hopped off the ceiling, attaching himself horizontally to the walls, hanging off those for a few minutes, before finally jumping back to Harley's side.  He grinned, watching Harley, for the first time since they'd met, speechless. "Believe me now?"

"Oh my God..."  Harley shook his head, slack-jawed before shooting up and screaming right into Peter's face.  "What the fuck, man?!  You got superpowers?!  How!?  When?!  Where?!  What's the scientific basis for your power?  Radiation?  A dormant X-gene?  Magic?  Nanobots?  Symbiotes?!"

Peter flinched from the volume.  "I don't know!  It all just sort of...  Happened!  I haven't had time to really...  Look stuff over."  He stood up, watching Harley pace in front of him. "Some weird spider bit me on a school trip, and a week later, I can climb walls!"  He held his hands out, palms up.  "Look!  You know anything about spiders?  Check it out."

"Holy shit, you've got setules.  Your biology changed?!  So this actually messed with your DNA?"  Harley was eyeing Peter's hands with extreme interest.  "This is so cool!  What other powers do you have?  Are you super-strong?  Super-fast?  Do you make the web stuff out of your butt?  How's your bone density?  Aren't Spiders super brittle?  Should you be drinking more milk?"

Peter blinked, listening to Harley rattle dozens of questions.  "You are...  Remarkably okay with this."

"Dude, I have dinner with Iron Man every week, and I got up close and personal with the Mandarin's soldiers when I was 8.  This stuff doesn't even phase me anymore."  Harley rolled his eyes, still inspecting Peter's hands with great interest.

Peter let out a deep sigh of relief.  Yet, he clutched his stomach, one final fear wriggling in the back of his head.  "Harley, you've got to promise not to tell anybody, okay?  Nobody knows but you and Mr. Stark.  If anyone were to find out..."  He paused, trying not to think of all the terrible things that might happen.

"Dude, of course."  Harley released Peter's hands, reaching around and hugging Peter with everything he had.  "You're my bro.  Your secret's totally safe with me.  Always."

Peter hugged his "bro" back, as the last of his worries finally vanished.   "Thanks..."

"No, I should be thanking you...  For trusting me like that, seriously, it...  It means a lot to me."  Harley broke contact with Peter, chuckling as they both took their places back on the couch, flipping on the television.  "So uh...  I guess we better get you some floaties for swim class?"

Peter shuddered.  "Hell no.  I am not going within a MILE of that pool ever again."

"Don't blame you."  Harley reached over, slugging Peter on the shoulder.  "For the record, I'm glad you're not dying."

Peter smiled.  "Me too."

They leaned on each other, neither really paying much attention to the television.

"How come your superhero outfit is such shit?"

"Hey!"

Harley snorted.  "Like, yeah, Spider-Man, the great hero of New York, sticking up for the little guy and all that jazz, fabulous, love the angle but compared to the other Avengers, one of these things just doesn't belong here!"  He glared at Peter, eyes narrowed.  "Like...  Seriously?  A hoodie?  What the frick, Pete?"

"Gee, thanks."  Peter rolled his eyes.

"No, seriously, Pete!  You look like a total dork in that lame ass mask.  Seriously, it's like you're wearing lab goggl-"  Harley cut himself mid-sentence.  Realization dawned on the engineer, followed by a twitching forehead.  "Lab safety equipment, huh?"  He shot a dirty glare Peter's way.

Chuckling nervously, Peter shrugged.  "To be fair, they are super useful!  Like, seriously, I couldn't do my job without your stuff!  They're live-savers."

"Whoa...  Whoa...  Wait a second.  Back up."  Harley rubbed the bridge of his nose.  "Why hasn't Mr. Stark made you some kind of armor?  You said he knows about you being Spider-Man, right?  Why would he be hinting for me to make your equipment?"

"Mr. Stark can't get involved with me."  Peter gulped, laughing nervously.  He wasn't thrilled about sharing "everything" with Harley all at once.  Baby steps.  "It's...  Complicated.  My whole life is...  Complicated."

Harley rose up, eyes gleaming.

"I get by, though.  I mean, yeah, I get a little nervous when the bad guys have guns, I'm not bullet-proof, but I-"  Peter cut himself off as a tape measure was wrapped around his neck, across his shoulders, and over his forehead.  "Uh-  Harley?"

"Pete, bro," Harley began scribbling down measurements on a notepad.  "Keener Industries has got you covered."

++++++

Harley:  heads up my suit project is getting hella delayed

Harley:  and about to get a sick design change

Harley:  my spider-bro needs an upgrade

Harley:  sit back in your rocking chair and hit the retirement home, old man

Harley:  the future of science is here, and his name is HARLEY MOTHERFUCKING KEENER.

Harley:  ;P

From the comfort of his bed, Tony smiled, reading over Harley's latest string of text messages as the clock struck midnight.  He grinned, leaning his head on Pepper, resting against the silk fabric of her nightgown.

"You know, Pepper...  Sometimes I wonder where Harley got this potty mouth of his.  Or this overwhelming sense of confidence and pride in himself as a man."

"You are joking, right?"  Pepper looked up from her work laptop, neck-deep in hundreds of emails.

"Of course."  Tony set his smartphone off to the side, chuckling. "I just take great joy in knowing my legacy of verbal witticisms and overbearing confidence will carry on into the next generation."

"You rejoice, and the world mourns."

"I am a gift to the world, Pepper."

"Hope you've got the receipt."

Tony let out a satisfied smile, pecking a quick kiss on Pepper's cheek.  A loud buzz from his smartphone ended his wandering eyes.  He recollected his phone, holding his breath as he saw the email he'd been waiting weeks for.

Tony,

After reviewing Mrs. Parker's file and running through various simulations, I'm not confident that the Cradle will be able to assist her in the way that you hope.  Though, as you suspected, Mrs. Parker's chance of survival is slim without it.

We can repair the tissue damage to the brain without any difficulty, but there's so much more to the human mind than mere tissue.  I cannot guarantee that the "soul" of the patient would remain post-operation.

Whether the Cradle's synthetic tissue can repair memories, emotions, and what makes us "human," is something we've never tested on a living patient to such a profound extent.

Though I am willing to try if Mrs. Parker's next of kin agrees to the procedure and understands all of the risks involved.

The patient will undoubtedly survive, but I cannot assure the survival of the individual known as "May Parker."  Based on projected simulations, there is 99% of physical recovery and a 1% survival rate of the patient's mind.

-Helen

Tony's heart sank, as a wave of ice shot throughout his body.  He'd feared that the situation was grim, but...  This was above and beyond his worst nightmares.  He typed out a quick response, sending the reply right back to Dr. Cho.

I'll talk to the kid.  I'll also be consulting with Princess Shuri.  She might be bored and in need of a pet project to give the Cradle some improvements.  -  Tony

Tony's heart raced, guilt wracking his chest.  He covered his eyes.

"This was always the plan, Stark..."

"Come on, you're going to see your family again...  Get up!"

"My family is dead, I'm going to see them now, Stark...  It's okay...  I want this."

Tony's hand grasped around the edge of his phone, cracking the glass.

"Why do you think you're still alive?"

"You...  ...a man who has everything, and nothing."

"Tony?"  Pepper shut her laptop, reaching out and resting it on the man's bare shoulder.

Tony opened his eyes, shaking his head, repeatedly swearing under his breath.  He tossed the cell phone off the bed, where it clattered to the floor.  "Setup an appointment in the morning with our best attorneys."

"What happened?"

Taking a deep breath, Tony glanced down, tracing his finger over the glowing blue mechanism embedded in his chest.  "Peter might need a permanent home sooner rather than later.  We need to start preparing a case ahead of time.  I don't want us to be caught off guard."

"Oh no..."  Pepper covered her mouth, shaking her head.  "Is his Aunt that bad?"

"Yes.  Worse.  Worse than worse."  Tony mumbled, rubbing his face.

Pepper leaned back against their bed's headboard, staring off into space, shutting her eyes.  "So...  What are you thinking?  What do we do for him?"

Tony shook his head.  "Guardianship at a minimum.  Maybe adoption, if he'd want that. Whatever we do, I don't want him to have to worry about getting shipped off somewhere by the State.  I want him to have control of his future, and have all the support he needs to have a good future."

"Tony-"  Pepper removed her hand from her lover, taking a deep breath.   "You do realize...  That would make you a parent.  That would make US someone's parents.  With all the responsibilities that come with that."

Nodding, Tony laid back, easing down onto his bed, and shutting his eyes.  He flipped off the lights to his side of the bed.  "Yeah."

"That's a big step in our relationship."  Pepper reached over, flipping off the light switch for her own side.  Cascaded in darkness, save for the lights of the city outside their window, Pepper laid beside Tony, resting her head inches away from his.  "Being a mentor to Harley and Peter is one thing, and don't get me wrong, I adore them, but...  The two of us taking Peter in...  That's something altogether different.  That comes with a lot of responsibility.  Something that I worry about either of us having the time for."

"Yeah...."  Tony wrapped an arm around Pepper, pulling her close.  "I don't...  I don't want to be a father if I'd end up being as distant as Howard was.  I'd rather take a nosedive off the tower without my armor."

Pepper sighed, running her fingers up and down Tony's chest.  "Tony...  Do you see us being together?"

"Are we...  Not?"  Tony rose an eyebrow.

"As a married couple."

"Oh."

They laid together, wordlessly, the sounds of the city punctuating the silence.

"I'm not saying this to rush you, I love what we have now, but the fact remains, we've been together for quite a few years now.  There are days I wonder about...  Us.  About our future together."  Pepper rose, sitting up beside Tony, eyes gazing down over her lover.  "Not counting the potential of Peter...  Do you see us having children together?  Because that's something important to me, Tony.  A family...  That's something I always wanted.  Ever since my parents separated, and I lost my father and older brother."

Tony rose to Pepper's side, taking her hand and reaching out to press his lips against hers.  "I want all of those things, Pepper.  I want more than just those things, but..."  He looked away, to the outside, and the city below.  "I worry."

"About Iron Man getting in the way?"

Tony stood from his bed, wearing nothing but his boxer shorts, moving across the bedroom, pressing his hand against the cold window.  "About invading space aliens, maniacal Russian inventors, my ex-partner, your creepy stalker bad touch ex-boyfriend..."

Chuckling, Pepper rose up from the bed, standing behind Tony. "I worry about those things too.  I worry about our city.  I worry about war.  Though...  Not as much as I worry about you coming home."  Reaching out, Pepper wrapped her arms around Tony's abdomen.  Her arms touched scarred patches of skin, healed-over bullet holes, and other blemishes of injury that littered the man's body.  "You could always retire, Tony.  Leave the avenging of the world to the next generation?  You've taken some pretty big hits, and you're not getting any younger."  She hid her face into Tony's back.  "Don't you think you've done your part for the world?"

"What on earth would I do with all my free time?"  Tony spun around, pulling Pepper closer, burying himself in her bright hair.  "Spending my days in a lab, working on things other than Iron Man suits or weapons for the Avengers?  My afternoons tutoring the boys on whatever amazing thing they've come up with, lazing about the house with our child, being a stay-at-home dad with little Timmy while Mommy Pepper brings home the bacon and saves the world economy."  He gestured to their bedroom, wrapping his arms around Pepper's waist.  "Our evenings together...  Uninterrupted...  Except for the insipid noises of whatever damn musical Disney will brainwash our child with.  Dinners with the family, without worrying about checking the phone for UN emergencies.  No more press conferences about every little thing I do and say..."

"I'm waiting for the punch line,"  Pepper asked.

"I don't have one."

Pepper hitched her breath, looking up, where she took stock of Tony's worn-out eyes, and deep bags under the man's eyes.

"I'm...  Tired."

"Tony..."

"I need more time to think things through."  Tony let go of Pepper, guiding them back to the bed. They wrapped around each other, sinking into the mattress. "A lot is going on in this world, Pepper.  A lot of things left to do, before I-"

"I'm not going anywhere."  Pepper reached up, silencing Tony with a sharp kiss.  Tony's tense body relaxed from the touch, humming as they kissed for several minutes.  She broke their kiss, smiling.  "I love you, Tony."

"I love you too, Pepper."  Tony eased into the mattress, linking their fingers together.

The mattress sank deeper with each passing moment. 

A silken robe found itself cast aside on the ground, alongside a pair of boxer shorts.

+++++

Harley sat atop a stool in the middle of his personal lab, hovering over his workshop table, eyes scanning over multiple holographic screens.  He typed adjustments into numerous lines of code, using Peter's new measurements to replace the original project specifications.  A nearby tablet had various doodles on graphing software, with multiple spider-like logos, some crossed out, others marked with question marks as valid options.

2:48 AM repeatedly blinked on the digital clock by the time Harley finished his adjustments, selecting "submit."

Inside a glass tube, a spherical device blinked to life, buzzing with lights as it accepted the updates.

"Geoff, simulate nanobot dispersion based on our new measurements.  Make sure everything is stable.  A variance of .03 is permissible.  Everything else is a fail."  Harley yawned, stretching out into the air.

Harley's AI companion, courtesy of Mr. Stark, came to life, hovering in the air in the shape of Iron Man's mask.  The AI spoke in a man's voice, deep, and compelling, with a southern twang.  "Simulation complete.  New measurements updated.  Nanobot dispersion simulation successful, 99.9984%."

A broad smile crossed Harley's face he hopped up and down on his seat, feeling pure joy rushing through his veins.  "Geoff, can you run a full pathing and resistance diagnostic on the Mark I's new specs?"

"Diagnostic complete.  Vibranium pathing at 94.84% efficiency.  Nanofiber resistance at 94.5% efficiency."

Harley's smile faded.  He let out a loud groan, slamming his head on the keyboard.  "No, no, no, not again!  Shit!  I thought I had it that time with the new adjustments.  What about the add-on burst propulsion systems in the palms and feet, Geoff?"

"100% efficiency."

Rolling his eyes, Harley glanced up at the holographic design of his combat safety suit.  Red error marks were popping up all over the suit, except in the palms and feet.  "Of course THOSE are at 100% efficiency...  They're Tony's old designs."

Harley dropped his head, balling his hand into a tight fist, growling under his breath.

"Geoff, shielding status?"

"97.5%."

"Geoff, Microflex circulation?"

"99.3%."

"Geoff, flexibility vectors?"

"98.4%."

"Geoff, heat resistance?"

"91.5%."

"Geoff, cold resistance?"

"94.4%."

"Geoff, water resistance?"

"99.49%."

"FUCK!"  Harley threw his hands up, scattering his tools and schematics all over the floor.  As he screamed, Harley chucked everything within his reach, before finally banging his hands repeatedly against the steel lab table in front of him.  "No!  No!  No!  This is the ninth time I've re-run these numbers!  I know I had it right!"  He calmed down after several minutes, sinking forward as his frustrations grew to even greater heights, and a sickening sensation swept over his stomach.

"Not good enough."

"Never good enough."

"Never.  Ever.  Good.  Enough."

"Why can't I reach him?"  Harley's voice cracked.  "Every goddamn time, I'm...  I'm so close!  If I could just one time, one time, top Mr. Stark, that'd show that...  That low life...  That fucking...  Waste of space that I..."  Harley blubbered.  "I mattered."

Harley let out a deep breath, laughing to himself.  "No...  Even when it's for Pete...  When it's someone that really needs me, I...  I'm just can't do it."

Geoff flashed in front of Harley's eyes.  "Harley quit whining like a bitch.  Either fix the variances or go home and eat a bucket of ice cream and cry over The Notebook in your Hello Kitty Pajamas."

"Shut up, Geoff,"  Harley growled.

"Should I call your sister and have her come put sparkly stickers on your boo-booed ego to make it "all better"?"

"I said shut up, Geoff."  Harley spat.

"Or should I call your deadbeat dad and see if he can get you some scratch offs?  That might get you some funding for a real scientist to do the job for you!"

Like a pin pulled from a grenade, Harley's rage re-surfaced, and he grabbed the holographic screen out of the air, shaking Geoff's stupid face.  "Oh fuck you, Geoff!  You are talking to Harley Motherfucking Keener, your BOSS!  Keep that shit up, and I'll have you thrown into a goddamn scrap heap and make for damn sure you end up in the FURBY pits of hell!"  He threw the holographic screen across the room, where it floated safely in the air, swirling around until it brought the error screen back up, re-scanning and dotting every one of Harley's mistakes.

Blood still boiling, Harley kicked his toolbox across the lab, before folding his arms and approaching Geoff's diagnostics.  "Be helpful, Geoff, and show me the pinpoint location where we're losing our efficiency on all fronts, and see if any of them line up.  Now, asshole!"

"Done."

Harley watched as the screen zoomed in on a single point in the chest on the simulated suit, where multiple errors were flashing in red.  A deep blush crossed Harley's face.

"Sector A-4...  Hmm..."  Harley paused, using his fingers to zoom in on the error.  "Vibranium pathing isn't following through all the way, so it's got a weak point....  Why?  Oh, wait...  Didn't Mr. Stark talk me through this once?  Yeah...  I should, theoretically, be able to fix it." After a few minutes, Harley nodded, taking a deep breath.  "Alright, we're re-programming the pathing in sector A-4, and see where that takes us.  Looks like we're not done for the night, Geoff.  Do me a favor and brew me some coffee.  This'll take me at least another couple of hours to fix."

"You're past your evening deadline for coffee and are currently 3 hours past curfew."

"Kiss my ass, Geoff, I'm not going to bed until this is done."

"Harley, go to bed."

Reaching into a nearby drawer, Harley snagged a hair tie, bundling his crazy hair up into a bun to keep it out of his eyes.  "No can do, Geoff.  Spider-bro needs this ASAP, and I'm not giving him half-assed work.  I'm not about to put Pete out there with a weak spot anywhere on the suit."

"Harley, bed, now.  I can and will report this to your mother.  It is 3 in the morning, and I have already given you the allotted leeway.  You're going to be in deep shit."

Already working with his keyboard, rushing through his old programming sequences, as the sphere floating in the chamber roared to life, with sharp neon glows of red and blue escaping from the edges.  "Not listening!  La la la la!"

"Punishment for going past curfew is limited internet privileges for a month.  Can you survive without your porn for that long, you pervert?"

Harley paused, hands lifted above the keyboard, stopped mid-strike.  He gave serious thought to that implication before painfully shaking his head.  "I'll take one for the team, then."

"Don't say I didn't warn you, jackass."

A robotic arm appeared from the ceiling, sitting a fresh pot of coffee in front of Harley.  Moments later, a mug appeared beside it, with multiple bowls of creamer in numerous flavors and square cubes of sugar.

Harley grinned, pouring himself a fresh cup of coffee.  "Hey, Geoff?"

"Yes, Punk?"

"Thanks.  You always know when to get me out of my head."

"Anytime, son."