2.

Peter's feet made an odd squelch with every step.

His converses had been soaked through with rain, and the pressure of them against the immaculate Stark Tower floor made them rub painfully against his feet. And squelch.

The sound was equally fascinating and off-putting. Peter found himself so captivated by it that he almost walked straight past the lobby elevator that would take him up to the Avengers' living quarters. And then when he realized, and doubled back, he found himself standing in front of the elevator with absolutely no idea why he was there.

He'd come for a reason. An important one. But then his shoes had squelched, and the homeless man outside had reminded him vaguely of the guy from a Burger King ad he'd seen the other day and –

Peter sagged against the elevator doors. His mind was moving at a thousand miles an hour, and as much as he tried he just couldn't focus.

There was something important. God. Something he had to do...?

His shoes squelched again as he shoved himself painfully upright.

God, why was everything so cloudy? Cloudy. There. That sounded familiar. That was important. Clouds. Clouds were important. Well, they kind of sucked when he was swinging through the city, because they made some things difficult to see, and clouds usually meant rain which really sucked when he was out patrolling because the suit, no matter how many fancy tech gadgets Tony put in it, always chaffed just a tiny bit when it got wet –

Tony. That was important too. Clouds and Tony.

Maybe that was why he was currently standing in the empty Avengers Tower lobby at two in the morning, in nothing but a pair of sweats and stained hoodie. Tony was here. Likely. And so were clouds if he went high enough.

Yeah. That was why he was here. To talk to Tony, and the clouds.

Wait. No. That wasn't right.

Squelch.

God, that was so weird. Such a weird sound. He felt like water shouldn't make a sound. Or was it the shoes making the sound? But couldn't be, because they didn't usually make that sound – but then again, neither did water. It was some mad combination of the both. Physics. So cool-

"Mr. Parker." F.R.I.D.A.Y's voice echoed out in the empty lobby. "Can I assist you in finding Mr. Stark?"

Peter jumped so much that a moment later he found himself hanging upside from the ceiling the elevator. And then the second after that he was on the floor again. Sprawled out on all fours with his head throbbing. His hands and feet felt strangely numb. So did everything else actually. Huh.

"-r. Parker?" F.R.I.D.A.Y's voiced rang out again. "You vital signs are fluctuating. Shall I call Mr. Stark?"

"N-nope." Peter scrambled to his feet – and then promptly face planted back to the floor.

On the third try he was up. Or mostly. He was definitely on his knees – and it was enough to get him to the elevator. He slammed a hand down on the button, dinting the metal framing, before sliding back down onto the floor. The tiles were cool on his warm face. Hot face. Very hot face.

God. His face was on fire.

The elevator doors slid open right in front of his face and Peter began to crawl inside. He wasn't quite sure why, but he was in the lobby – which was nice and all – but probably not worth the trip from Queens. Or, at least, Peter thinks he came from Queens. Probably. He couldn't exactly remember, but it sounded about right.

The elevator was blinding.

Every inch of it was white. The Ceiling. Floor. Walls. It radiated, and ached behind Peter's eyes. So much so that it took a few good seconds for Peter to crawl inside, and when he had he was left a shivering mess on the floor. God it hurt. Someone needed to turn them down.

With a soft click the lighting immediately dimmed, taking on a red-tinge that almost had Peter crying with relief.

"T-thanks F.R.I.D.A.Y."

The doors slid closed silently, and then the elevator was moving.

Peter – using the metal handlebar that ran around the walls of the elevator – heaved himself back to his feet. Or at least he thinks they're his feet. They're beneath him, and holding him up, but he couldn't feel them. Couldn't feel his hands either.

His head he could feel. It was pounding. The bright light had broken something in him and now all he could feel was blinding, pulsing pain.

He slammed it down on the wall, half to try and beat the pain out, and half to stay upright. His numb legs were buckling dangerously beneath him, so he leant over the metal bar and rested some of his weight on it. Okay. All of his weight.

Shit. He really didn't feel so good. But he had to stay upright. He was here for a reason. An important one – he just couldn't quite remember what.

Oh. Right! Tony! Clouds and Tony. He needed to talk to the clouds and Tony. No. That didn't sound right. Did it?

The elevator stopped with a small shudder, and the small motion was enough to throw Peter off the railing and towards the elevator doors. Only there weren't doors there anymore.

There was a very real Tony Stark.

Peter stumbled face first from the elevator – ready to meet the floor for what seemed like the hundredth time in the last few hours – when warm arms wrapped around him and saved him from a painful introduction to the tiles.

"Kid?"

The one word sent Peter's head spinning. Or more spinning. Spinner? Because it was definitely spinning already – but Tony's arms wrapping around him and lowering him gently to his knees definitely made it spin harder.

Peter had to tell him something. He wasn't sure what – god, his head was spinning so bad – but he definitely had to tell him something.

"M-mr. Stark-" Peter started, staring up at the older man with wide eyes. Wow. His goatee was so well trimmed. How had Peter never noticed that before?

"Peter?" Tony asked, clearly taken-aback, "What are you doing here, kid?"

Tony pulled his hands away once they were both safely kneeling on the tiles, but it seemed that not even kneeling agreed with Peter anymore because he began to list sideways without Tony's steadying hands.

"Wow! Shit!" Tony's hands snapped out and grabbed a hold of Peter's hoodie, lowering him the rest of the way to the floor. "Kid, what's happened? Are you hurt?"

"O-oh, h-hey Mr. Stark." God. Was that his voice? Was it always that squeaky? Why had no one told him!

Tell...he had something to tell. He had something to tell Tony. And the clouds.

"Peter, what's going o-"

"CLOUDS!"

Tony, who had been leaning over Peter with his brows knitted together, recoiled at the noise. Huh. Had he shouted? He could barely hear the words himself – but he couldn't really hear anything right now. Except buzzing. Yeah, he could hear buzzing – and squelching. God, that noise was weird –

"-eter!"

Tony's hands were back on his hoodie, and they were shaking. Or Peter was shaking. They were both definitely shaking.

"Peter!" Tony's head slowly swam into focus above Peter. Wow. That was a nice goatee. "Peter, can you hear me?" There was a hand on Peter's face, smoothing back his hair, tugging back his eye-lid. Tony was really close to him now. Staring down into his eyes, with panic written in every line of his face. Panic? Tony was panicking. Should Peter be panicking? Wasn't he already panicking?

"Clouds!" Peter said again, reaching up to seize a hold of Tony's deep red shirt. He used it to heave himself off the ground just a few inches. "I need to talk to clouds!" Wait. No. "I have to talk to you!" Yeah. That was right. "-and then clouds." Huh.

"Okay." Tony nodded slowly, pushing Peter back down to the floor gently. "Okay. Just take some deep breaths kid! Talk to me. What happened?"

"Clouds-"

"-Tony-"

Peter's head swivelled at the new voice – God, how many people lived here - and his eyes promptly fell on Captain America, who was standing awkwardly just down the fall.

"Tony, what?" Captain America moved towards them both, eyes focused on Peter. "Who is this? What happened-"

"Is Bruce here!?" Tony snapped at the Captain, holding Peter down with one hand and pressing the other into his neck. Whatever he found there clearly wasn't what he wanted because Tony's agitation skyrocketed.

"Yeah, he's upstairs. Tony-"

Tony cut him off without even a glance in his direction.

"F.R.I.D.A.Y call Bruce down here, now-"

The Captain reached them in just a few seconds, kneeling down on the other side of Peter, and placing a hand on the shoulder that Tony was currently clasping at. Something was off though. H-he wasn't supposed to be here. Not here. Not with Tony.

Tony.

Tony who had come back from Siberia with blood splattered over every inch of him – and something broken behind his eyes. They were friends. And Steve left him to die. Steve. Captain America. Left. Tony. To. Die.

"GET AWAY FROM HIM!"

Peter, with the last inch of strength he had, hurled himself at the Captain. Shoving him back from Tony. The Captain didn't stumble back nearly as far as Peter would have liked but he did back up – eyes wide.

Peter moved to shove him again – to get him the hell away from them – when arms wrapped around him again. Holding him back.

"Peter!?" Tony cried, "Peter stop!"

"No!" Peter struggled, "I won't let him near us, I wont let him hurt you!"

The Captain took another step back, his face crumpling.

"He's not here to hurt us!" Tony argued, pulling Peter back to the floor and wrapping an arm around his head in an effort to force Peter to look at him. "He's not here to hurt either of us, okay? We talked about this. Cap's here to discuss the Accords, all the Avengers are-"

"-No." Peter maintained, his eyes darting between the Captain and Tony so fast it was making him dizzy. Dizzier. "Nononono-"

"-Peter! STOP!"

Tony's yell broke through Peter's haze. Kind of. Mostly. His face stopped spinning at least.

"I think you've been drugged," Tony said slowly, once Peter was focused on him. "Okay?" Peter stared blankly at Tony. "Okay!? Can you hear me?"

When Peter continued to stare up at the older man with wide eyes Tony let out a strained breath, and pulled Peter closer to him – cradling Peter to his chest. Wow, Tony was really warm. Really warm. Oh god. Was he sick? He kept going on about heart problems, but the flippant way the he talked, Peter had always shrugged him off. What if he was really sick? What if –

"-I'm not sick. I'm not sick. You're just cold." Tony's voice broke through Peter's wild thoughts. Or words. Had he said all that out loud? Oh, god. What else had he said out loud? "You're really cold kid, you're shivering. I'm trying to keep you warm. Just focus on me, okay. Relax and focus – you're going to be fine. We're going to fix you up and-"

"-Tony?! What the hell is going on?!"

From where he lay, practically crushed to Tony's chest, Peter could barely make out the mousy brown haired man coming through the elevator doors. He rushed to Peter's other side, dropping a large bag by Peter's legs and leaning over to have a better looked at Peter through his slightly askew glasses.

"What happened? Who is this?" The man asked, digging into his bag and pulling out piles of different medical supplies.

"This is Underoo." Tony murmured, lowering Peter to the ground just slightly so that the other man could get a better look at him.

"This is Spiderman?!" Peter's attention snapped back to the Captain – who was still standing a few steps away, watching them all with astonishment. "He's a teenager!"

"And you're ninety-seven." Tony snapped back. "We don't exactly age discriminate."

"Tony-" The man beside Peter, currently taking his blood pressure, began softly. Tony cut him off.

"Bruce, please. Not now." Tony's eyes flicked between the two men, and then down to Peter. The fight drained out of him. "Please," Tony said, glancing back up at the two men. "Just help me with him, and I'll explain later. I swear."

The man on the other side of Peter – Bruce – nodded and moved back to – Holy Shit! Bruce. Bruce Banner. Peter was lying on the floor next to Bruce Banner. Peter was sprawled out on the floor, with his head spinning and last meal about to make a re-appearance next to Bruce Banner.

Huh. He really didn't feel so good.

He felt odd. And cold.

"-do we know where his been, if we could circle back on where he's been maybe we can-" Bruce fell silent when Peter spoke.

Well, it sounded like him, but Peter couldn't be sure. He couldn't exactly feel his face anymore. Or the rest of him.

"Mr. Stark," Peter murmured. God he was tired now. And cold. He felt like the squelch sound. All weird and water logged. "I don't feel so good."

The words were soft – Peter could barely hear them himself – but they froze the room. All of a sudden whatever conversation was happening above Peter stopped, and all three men were at his side in an instant.

"F.R.I.D.A.Y run every scan we have-"

"-blood pressure is high – too high – we need something-"

"-you said you needed to know where he was, can you track his phone or something? I can follow his movements and-"

Peter's head swum. Or maybe he was swimming. Swimming sounded nice. Relaxing. Might help with his sore everything – except his head. Which was pounding. And, god, water was loud. Really loud. Like, yelling loud.

Why was the water yelling at him?

"PETER!?"

He was shaking again. Or something was shaking, and he was shaking with it.

"Peter!? Answer me, dammit!" Wow. Water was bossy. "Wake up!"

"M-mr. Stark?"

Even Peter's voice hurt now. Oh god. Could this night get any worse?

Tony slowly came into focus above him – and so did the rest of the room in time. Peter was back on the floor, a stricken Tony leaning over him. The Captain was on his other side, one hand resting against the side of Peter's throat, and the other on Tony's shoulder. Bruce was nowhere to be found.

"Jesus Christ kid!" Tony's fists clenched tightly where they sat, clasped on Peter's shoulders. "Don't do that again."

Peter definitely heard the words. Definitely. Sense, however, they did not make.

"Kid?" All of a sudden the Captain's face was hovering beside Tony's. God, his eyes were so sincere – no. No. Peter was angry with him. He did something. Something...but those eyes were just so sincere. "You need to tell us what happened. Did you take something? Did someone inject you?"

"Clouds."

The word trickled out of Peter's mouth in a garbled mess.

The Captain stared down at him, like he'd grown a third head.

"What?"

"-not a clue. He keeps going on about clouds." Tony answered before Peter could even begin to decipher the word. He was still staring down at Peter – fist clenching and unclenching nervously around Peter's shoulders. The touch was oddly grounding. Peter worried he might actually float away if it stopped. "Where is Bruce?!" Tony went on. He tilted his head slightly to the ceiling. "F.R.I.D.A.Y ask Bruce what's taking so long."

A moment later Bruce's voice echoed through the walls. Oh god. Was he a ghost? Had he died? No –

"-Tony, I'm trying. There are hundreds of drugs that could be in his system – it's going to take a little while to narrow it down. Just keep him still and calm, okay. We don't want to move him to much until we know more-"

"Cloud."

The Captain's voice cut ghost-hulk off mid-sentence. Rude.

Above Peter Tony's eyes finally glanced up to the man kneeling across from him. He stared for a second in silence.

"New development," Tony deadpanned, still staring at the Captain. "The meteorological-word-vomit is contagious."

"No, Tony." The Captain argued, animated. "Cloud. Like a cloud of powder?"

Tony barely missed a beat before he was rounding back down on Peter. "

"Peter, did anyone through powder into your face?" Words. Peter definitely heard words. What did people do with words again – "Peter!" The hands that had been flexing around Peter's shoulders moved up to rest of his face, holding him still while Tony stared directly down at him. "Pay attention. Did anyone throw powder at you." Powder. Clouds. Yeah. Yeah.

Peter nodded.

He remembered that. God, that cloud had been awful. It had burned in his throat. His eyes –

"Were you wearing this hoodie?" Tony plowed on, his grip on Peter's face not lessening.

To be honest, Peter wasn't really sure – he'd been more preoccupied with the cloud that was eating his face at the time – not his outfit, but it sounded about right. He nodded again.

And a second later he wished he hadn't. As soon as he'd even started to nod, the hands on him were seizing him under the shoulders and hauling him into a half-sitting position. Another set of hands joined in once he was kind of upright, unzipping his hoodie and pulling it down and off his arms.

If he'd thought he was cold before, it was nothing compared to when the cold breeze in the room touched his bare chest.

"We need to get this to Bruce." A voice that was distinctly not Tony's – and brought out a hint of irritation in Peter, because he was angry at it...just not sure why – murmured. The second pair of hands that had stolen Peter's jacket pulled away.

Asshole. Peter knew he didn't like that voice. First he'd done...something. Definitely something bad. And now he'd stolen Peter's hoodie. Great. Just great. When Peter's addled mind finally figured out who it was, he was going to –

Oh. Warm. Mmm. Warm.

Something delectably soft wrapped around Peter and the arms still holding him half-upright. God it was soft. Peter took it all back. The as-yet-unidentified-asshole could keep his hoodie. This was so much better –

"Talk to him." The not-Tony voice said, tucking what had to be the nicest blanket that Peter had ever touched more firmly around him. Mmm. Maybe not such an asshole. Yeah. Whoever he was, he could stay – "Keep him awake."

Awake. Awake? Wasn't he already awake? Or maybe not. This blanket was the thing of dreams – and if so what was so wrong with that. Any dream with this kind of softness in it had to be a good dream. Sometimes Peter had good dreams. Sometimes he dreamt of going to Comic-Con with Ned and running into the ghost of Leonard Nimoy – who takes them aboard the real Enterprise before the three of them are whirled off to a different planet on some epic adventure.

Sometimes he dreamt about MJ. He wasn't so sure how he felt about those yet. Nothing ever happened! It was just the two of them, sitting around, talking or studying. Just a little bit of normality. Those dreams were soft too, but in a different way. They always left Peter feeling warm inside. He was always so rushed when they were really together – so aware of everything he kept from her. It was hard. In the dreams being with her was...easy. Soft. There were no vultures, or spiders. Just Peter and MJ. Getting coffee, or hanging out in the park – or breaking into the ice-rink on 11thand spending the night making a fool of themselves. Yeah. He'd liked that dream a lot.

Unfortunately for Peter, the good dreams weren't so common anymore.

Now day's sleep was filled with images of falling buildings, and planes. Of coming home to find Aunt May gone. Or worse. Dead. That one happened a lot – and every time Peter spend the rest of the night sitting outside her bedroom door with his arms wrapped around his knees. The fear that, if he ventured to far away, something might happen always kept him there until the early hours of the next morning.

He couldn't loose her. He couldn't loose any of them – but always did. In his dreams they were ripped from him. One. By. One.

May. Ned.

Tony.

All gone.

And with them, every part of Peter that matters.

"M-mr. Stark."

Peter's voice sounded far away, even to his own hears.

Vaguely he knew that Tony had been talking while he faded in and out, but he'd heard very little. And made sense of none.

Nothing really made sense anymore.

Maybe this wasn't such a soft dream.

Slowly Tony's face swam into focus. Peter was laying with his head in Tony's lap, the blanket half folded around them both, while Tony stared down at him. He had an arm around Peter's shoulders, and the other resting on his chest – which was heaving. God, why couldn't he breathe? And how had he not noticed that he couldn't. What was happening? What was happening to him? He didn't like this this. He didn't –

The arm around Peter's shoulder tightened, just a fraction. "You need to relax, kid." Tony's voice sounded like he was yelling through water. Could you yell through water? "You're going to be fine – Bruce, Cap and I are going to fix you up – but you need to breathe. In-and-out. Nice and even-"

"I feel like I'm falling."

The words trickled out of Peter's mouth before they'd really even formed, but Tony understood them. Peter was sure. Because the next moment those hands were pressing down a little harder, a solid weight on his shoulder and chest.

Grounding him.

"You're not." Tony's was suddenly sharper than it had been all night. It broke through Peter's haze – filtering into the last part of his brain that was actually functioning, and Peter clung to it. Clung to the words as if they the last shred of his sanity.

Maybe they were.

"You're not. I've got you. I've always got you, kid."

Aunt May had told Peter once about the worse hangover of her life. About how she'd snuck out of her parent's house, with her boyfriend at the time, and two bottles of Wild Turkey, and sat around in an abandoned building until dawn. Not that she remembered any of it – actually she admitted to the night being a distant and constant blur.

The next morning, however, had been crystal clear.

Unlike the bathroom where she spent the next 24 hours periodically heaving her guts out.

Peter had always thought she exaggerated the story a little for his sakes – you know, really drive home the effects of binge-drinking. Etc. etc.

He was beginning to reconsider.

Peter's entire body felt like it had been repeatedly crushed by a freight train. A freight train full of rhinoceros'. A freight train full of rhinoceros', which had just eaten another freight train of rhinoceros' – freight train and all.

And that was only his body.

Somehow, despite there being so conceivable way, his head felt worse.

Peter was legitimately concerned that his brain was dripping from his ears, and –

"Finally gracing us with your presence?"

Oh god. No. No noise. Never. Peter was taking a vow of silence. His poor, melting brain couldn't handle this.

"U-ugh. No. Shhh."

"Did you just shoosh me?" Oh god, please stop. "Did a shooshing sound actually just leave your lips, directed at me?"

"Am I in hell?" Peter's voice sounded like a forty-year old chain-smoker. Huh. That was new. "Am in hell? Are you the devil?"

A strained chuckled forced its way into Peter's pounding ears. The chuckle sounded like it was almost seeping relief – which was majorly unfair, because Peter's head was giving him no relief at all.

"You're not in hell, kid." The voice went on, still chuckling. "That second part though – well, I can neither confirm nor deny."

Peter finally cracked at eye-lid.

"Mr. Stark?"

Tony smirked down at him from where he slouched in a chair next to the bed Peter was currently occupying.

"How you feeling?"

Peter groaned. And then regretted it. All sounds were evil.

"I think I'm dying."

"You're not – well, not anymore." Tony said, with a small shrug. Peter's eyes shot open. At his terrified expression, Tony went on. "You were. Sort of. Maybe. Doesn't really matter. You're no longer dying – that's what's important."

Despite his aching head, Peter hauled himself into a sitting position. He stared over at Tony, who was watching him with casual interest.

"What?" Peter breathed.

Tony's eyebrows shot upwards.

"You don't remember anything do you?" Tony asked. When Peter shook his head, Tony sighed and pulled himself up straighter in his chair. "Well, turns out, you were having a study sleep-over with your 'man-in-the-chair', when you apparently heard something and took off in nothing but your sweats," the last word was hard. Tony's casual façade was fading. Ah. Peter got the feeling he wasn't going to come off well in this story.

Tony didn't wait for Peter to comment before he plundered on.

"Steve managed to find a local girl who says she was trying to buy some 'good stuff' and the deal was going bad. Dealer wanted a little more than money." Tony's eyes flickered up from where he had been fiddling with his phone, staring Peter down. Yeah. Peter was definitely in trouble. "Apparently, a bare-footed jogger raced to her rescue. And received a face full of 'ethereal' for his efforts when things turned violent."

Ethereal. What the hell was that?

"It's a super-potent, street hallucinogenic – which actually kills majority of its customers, so I don't imagine it will be popular for long." Tony elaborated, at the sight of Peter's confusion.

Peter nodded, taking it all in.

Tony's gaze hardened.

"You got lucky," Tony murmured. "Most people would have died in just a few minutes."

Peter nodded again. More slowly.

Tony leaned forward with sudden rigor, resting his elbows on his knees.

"You know, it actually got me thinking though." He said, energetically. "You should really have a built in gas feature in your mask – oh, wait, you do!"

Ah. Yeah.

Peter went to explain – but Tony held up a silencing hand.

"I'm not going to yell at you. I'm not. There's no point. You don't even remember doing it." Tony sighed. And then shrugged. "And May's going to shout enough for the both of us when she gets here."

"What!?" Peter screeched – and then shuddered. Sound was still very much against him. "You told her!"

"Sure did." Tony said, leaning back in his chair with an irritating air of smugness. "Because – for the first time ever – absolutely none of this was my fault."

Peter threw himself back down to the bed with a groan – and then let out another, louder grown when his impact with the soft cushions pulsed angrily through his head.

"What do you remember?" Tony asked, flipping casually through his phone again, after a few solid seconds of Peter groaning into the cushions. "Just out of curiosity. And, you know, because you're probably going to be grounded for the next decade."

Peter shrugged. And then regretted the shrug. God. He hurt everywhere.

"Not much to be honest. Just feelings. Mostly confusion." Peter muttered. He scrubbed an exhausted hand over his face. Slowly – very slowly – some of the feelings started to come back to him. It felt a little like looking into a kaleidoscope – except the colors were his thoughts. God, even trying to remember hurt his brain. "It kind of felt like I was floating away."

Even saying the words brought the feeling back – and another feeling with it. Something soft. Something grounding.

"And then you were there, and I wasn't anymore."

Tony's eyes snapped back up. They were wide, and uncharacteristically-sunglasses-free. Without the tinted lenses there was nothing to hide the flicker of emotion behind his dark eyes – but before Peter could name it, or even be sure it was there, it was gone.

Replaced with a suave smile and a smooth chuckle.

"Can't have you floating away – life would be so boring." Tony smirked. He rose to his feet smoothly, and paused.

After a second of hesitation he leant down and clasped a gentle hand around Peter's shoulder.

"Get some rest, kid."