Overture — Andrew Lloyd Webber, from The Phantom of the Opera

Lila was still at the refreshment stand as Peter walked into the theater. Despite the emptiness, it was a beautiful scene: red velvet curtains and chairs, gold accented balconies and decor provided an upscale experience. Not the ideal choice though, for opera went over Peter's head, but it was still beautiful.

Michelle was standing by herself, watching everyone file in. She seemed to be taking the setting in herself, observing the same detailing in the theater that Peter did. As much as he and MJ were getting along more the past year, he still had trouble knowing where he stood with her. That didn't stop him from trying to be nice.

"You look really pretty," He said after a moment. Not his best, but the statement was true. She did look really pretty.

Michelle raised an eyebrow at him, a sidelong look sent his way. "And therefore I have value?"

Panic crept into his throat, and Peter's eyes widened in panic. "No. No, that's not what I meant at all. I was just —"

"I'm messing with you," MJ teased, actually teased. She let out a quiet laugh before saying, "Thank you." There was a quick moment before she awkwardly added, "You look pretty, too."

Peter smiled at her in appreciation before mumbling his thanks. Any further conversation was interrupted by Betty and Ned, who were close to the doors and ogling loudly over opera glasses. Apparently, it was a very romantic idea to share a pair for the next four hours.

And strangely enough, MJ seemed to agree. "So, are you and Lila gonna go in on a pair?"

"You mean, like, sit next to each other?"

She seemed rather hesitant to agree, but Michelle took a deep breath before saying, "Yeah."

"Parker, are you in position?" Nick Fury said. The entire walk up to the opera from the hotel, Fury had been intermittently speaking into the device that sat snugly in Peter's ear.

Panicking, he knew he had to answer. "No."

MJ, and Fury, both seemed taken aback by his reply. "No?"

"Why the hell not?"

"No, you don't want to sit next to her or no to the glasses?"

Peter placed a hand over his ear in panic, quickly moving it so it looked like he was adjusting his hair. He shook his head and smiled nervously. "No, no, I'm sorry, I just — I sort of thought you were gonna sit next to Lila."

"Well, luckily there's two sides to these chairs," MJ said, her eyebrows scrunched together in confusion. "I can — uh — I can make sure her other side is empty, too." Her eyes traveled down to where everyone else was sitting, and Peter followed her stare to Brad, who kept glancing back at them and the door nervously.

Peter understood what she meant, and a part of him was really grateful that she said nothing despite understanding. He'd never had confirmation until Brad said that he liked Lila, but it was validating to know that he wasn't the only one that saw it and (he hoped, anyway) disagreed. Peter didn't want to mention it, but he had overheard MJ telling Lila about Brad's crush earlier when they'd arrived at the hotel. He tried to play it cool, but he hung on to every word of that conversation. He sort of thought maybe MJ had mentioned it on purpose because he was so close by (he wasn't going to pretend that he didn't know Michelle knew how he felt about Lila, she was too smart), but motives were soon forgotten when Lila confessed she genuinely had no idea, and seemingly no interest.

"That would be — that would be really cool, MJ, thanks." Peter was going to have to leave within the next minute, if the yelling in his ear was anything to go by. "I'm — uh — I'll go grab a pair now, you're welcome to use them, too."

"It's fine," Michelle said, eyeing his fidgety stance with a growing suspicion, "Just don't mess this up." This could've been a number of things, but Peter had the sneaking suspicion that she meant don't mess up the chance she was giving him with Lila. And it made his gut twist painfully knowing full well he was off to do just that.

She smiled at him, and said she was off to save the pair some seats. Peter turned around, hastily replying to Nick Fury when he ran into Ned. "Hey, I've gotta go. If anyone asks, could you just tell them that I'm sick or something?"

"Okay. Be careful," Ned assented. "And Peter, whatever you do, please steer the monsters away from the opera house."

A pause, and then, "Yeah, Ned, I know. Okay? I've gotta go." He made his way around Ned and nearly bumped into Lila. She clutched her water tightly, and when she made eye contact with Peter, she nodded in understanding. "Lila, I've gotta—"

"Go on, it's o-okay," She responded, and a small smile made its way to her lips. Peter couldn't be sure, but he thought she looked as regretful as he did. "Please, just be safe."

She walked around him, making her way to one of the two seats MJ saved for them. Her perfume lingered around him (he had no idea how she managed to smell like both citrus and marshmallow, but it was intoxicating) and a timely yell from Nick Fury shook him out of his stupor. He rounded the corner to the exit, but not before watching Brad stare at him, flip him off, and move one seat over to sit next to Lila. Maybe he didn't want to drone strike Brad, but Peter couldn't deny the simmering rage that settled in his stomach as he left the opera.

                                 *****

Lila's heart hurt for Peter. As she made her way down the aisle to her class, she kept thinking about the sorrowful look on his face, and how badly he seemed to not want to leave. It hurt to know that he truly got no break, this threat was too great to ignore. The only thing that comforted her was knowing that he was nearly done. Tonight was supposed to be the last appearance of an Elemental. Granted, if he lost, so would the world, but if he won? Maybe Nick Fury would actually leave him alone. And then maybe Peter could actually relax, even explore more of what the gift Tony left him had to offer.

He'd briefly told Lila about the glasses and E.D.I.T.H., citing that she was correct in her initial assumption. Right before they parted ways to get ready for the opera, he mentioned that the glasses gave him access to the entirety of Tony Stark's protocols. Lila was initially so excited at the gift, it was so cool to know Tony really was still looking out for him. But as she was getting ready, Lila thought about the enormity of those glasses.

Everyone was wondering who the next Iron Man was going to be, as if he was merely a replaceable gameshow host. No one could replace Tony, much less live up to him (Lila thought it was possible that not even Tony lived up to Tony), but it was clear that he thought someone like Peter could. Or maybe he thought that Peter's greatness was also singular, and merely wanted to provide him with the tools to live up to his own heroism. Whatever the case, Lila knew that those glasses were a loaded weapon, and came with a heavy burden.

Sitting down next to Michelle, her mind was completely occupied. Not even the swell of music could divert her attention, nor the presence of Brad sitting on her other side. Instead, she prepared herself to sit and wonder about the fate of the world for the next four hours.

"Where's Peter running off to?" Michelle hissed, and the spite in her tone did, in fact, interrupt Lila's downward spiral.

"What?"

"Peter," MJ said again, looking disappointed and growing angrier by the second. "He left, did he tell you why?"

"Oh, well, he said he was feeling nauseous," Lila lied, "You should've seen h-how pale he looked, too — MJ!"

But Michelle was already up and out of her seat. Lila breathed two breaths by the time her friend was halfway up the aisle before she grabbed her cardigan and shot up after her. She sent one panicked look to Ned and took off at a slight jog. The ringing in her ears (the opera started with a strong soprano) had only lessened slightly in the theater lobby, but she finally caught up to Michelle.

"MJ — MJ, I can't walk as f-fast as you, what are you doing?" Her friend obliged, slowing down, but MJ didn't stop. The two of them left the theater, and the taller girl followed some people wearing glow stick necklaces. Lila immediately understood, "Michelle, we cannot just ditch the group—"

"Why not? Peter just did," MJ shot back, and Lila had no quick response. "I told him I'd save you both seats so he could sit with you, I told him not to mess it up, I mean, how stupid do you have to be—?"

"But MJ, he said he's sick," Lila answered. She didn't even have time to appreciate what her best friend just tried to do for her. Going down the hills gave the pair much more momentum, and their commute to wherever MJ was leading them was much faster than their trek up to the opera. Hearing the fireworks again made Lila's stomach sink, she needed to get her friend inside, and quickly. "He probably went back — back to the hotel."

"Like how he was in the hotel in Washington?" Michelle quipped, and Lila couldn't form an argument fast enough.

"What a-are you implying?"

"Nothing yet." Was all the response she got, and Lila's stomach twisted. She knew her friend well enough to understand that she was working out a very complicated problem. And MJ's persistence and resourcefulness almost always yielded results, she just wouldn't say anything until she had an irrefutable argument. "But I don't think he's sick, Lila, and neither should you."

"Well, what do you think it is?"

The crowd was getting thicker, and they were headed straight for the epicenter of the carnival. Lila threw on her cardigan, and MJ her jacket as the night finally grew colder. And MJ let Lila's question hang in the air as she pursed her lips in thought. "I'm only like fifty percent sure about it, so I'd rather not say anything. But I know that Peter is hiding secrets, and I just think that if you're brave enough to tell him how you feel, then he should be brave enough to tell you the truth."

Lila's heart twisted, and in that moment she knew she didn't deserve a friend like MJ. Peter had told her the truth, years ago. It was only part of the reason she fell for him. She wasn't sure how much MJ knew or didn't know, but she was aware her friend was too smart to not figure it out. It made her dread the day she grew aware of Lila's complicity.

Lila said nothing as she followed MJ through the carnival. Objectively, it looked like so much fun. People were wearing all types of fun costumes, Czech food was being served in stalls ranging from savory to sweet, flooding Lila's nose with a variety of delicious smells. Some folks were drinking, beer sloshing in the carnival-themed mugs they carried as they looked around the plaza. She couldn't take too much in, however, as she was more focused on potential exit routes.

The plaza was just as busy as Venice had been, if not more. Foot traffic was abundant, no doubt, and exits became harder to spot as MJ led the two of them further into the epicenter. They walked past the merry-go-round, and MJ squinted. She was clearly looking for Peter, and so was Lila, but they were both looking in different places. MJ fished through the crowd around them, and Lila glanced at the rooftops of the buildings boxing them in. Her heart jolted when she saw a small figure lit only by fireworks leap around the bell tower, and her gut twisted. They were right in the thick of it, and Lila needed to get them out of there.

                              *****

"MJ, I'm really not comfortable being h-here." She tried again, "Can we just go back to the hotel?"

But her question fell on deaf ears, the crowd was somehow thicker as MJ walked around a fenced fountain. She slowed to a stop, admiring the fountain for a moment before turning and making sure Lila was with her. She almost smiled at the sight of Lila batting around a clown, trying in polite, yet broken Czech, to move past them.

Michelle felt the ground at her feet begin to vibrate, and then physically tremble. When she glanced down, fissures began to appear along the ground, branching out from the fountain nearby. Trails of fire — no... was that lava? Trails of lava emerged from the cracks and began crawling up into the fountain. It had been emptied previously, as the fences surrounding it described restoration of some sort. So the lava filled the empty basin and began crawling up the statue perched in the middle. By this point it was undeniable to the people surrounding them, as the fire swelled to a humanoid shape. Screams broke out, and hell broke loose.

MJ didn't even have time to flinch as the fire monster formed, for a hand was tightly secured around her wrist, and suddenly she was running. And suddenly, so was everyone else. Her thoughts were scrambled, she couldn't even articulate in her head the question of why Lila was reacting so quickly compared to everyone around them. But by the time everyone caught up, they'd only made it closer to the outskirts. She and Lila were still well in the middle of the panicked crowd, and it was a deteriorating situation.

A train of cars exploded somewhere to her right, and when MJ looked back, she saw the monster's fist wrap around the car closest to it. Its arm swelled, enveloping the car completely. The monster's mass grew upon contact, and with fear coursing through her veins and self-preservation in her gut, MJ refocused on helping Lila find a way out of the stampede.

Just as that thought arose, the monster swiped at a couple food stalls, sending splintered planks of wood flying. MJ felt Lila's hand rip out of hers, and she frantically looked around to see what happened. She caught Lila on her left, having been knocked to the ground by another escapee. Despite the adrenaline now pumping through her veins, it proved difficult to get Lila upright when they were in the middle of a crush of people.

It didn't stop her from fighting, however. MJ made use of her long limbs and started pushing others around her friend, clearing up enough space to get her upright. She called out her friend's name, and Lila looked around until she found her. She extended her hand, and MJ grabbed onto it, beginning to pull her back up.

Her effort was made considerably easier when a person in a bulky knight's costume stopped to help, heaving Lila upright quickly. They'd all three started to move again to avoid more runners, and MJ noticed Lila's grip on her hand grow tighter than she thought was possible. She leaned over to thank the stranger, but an unnatural scream from her friend cut MJ off.

"GET OFF OF ME!" Lila wrenched her arm out of the stranger's grasp with a strength that could have potentially dislocated her shoulder. Her face lost all color, and given that fire was now the primary source of light, shadows flickered, dancing across her face. Lila's eyes were wide, her breaths heaving, and her expression was so far beyond fear, MJ almost couldn't even name it.

Her best friend was haunted, and it filled Michelle with terror. For once, she had no idea what to do.

She didn't know what to do when Lila stumbled backwards, no longer aware of the flying debris, nor the enormous monster not feet from her. MJ could only watch as Lila seemed to enter some type of episode, all because some random person dressed as a knight tried to help. Said knight in question had a good sense of self-preservation, and was already down one of the emptying streets. So all MJ had to do was focus on getting Lila out of there.

Guilt gnawed at Michelle, she didn't intend for any of this to happen. Granted, she knew it wasn't even her fault (she couldn't conjure fire monsters out of the ground), but her anger led her here, where Lila didn't even want to be. Lila, who was stumbling away almost drunkenly, out of breath. No, not out of breath, she was gasping for air.

MJ had known Lila for years, and this was unfortunately the beginning of a panic attack. Lila was in a panic, and she wouldn't be able to take charge of their exit any longer. That was up to MJ. With one last glance at the scene, MJ turned around to face her friend, who had managed to stumble further away than she'd realized.

Lila was on the outskirts of the square, starting down a darkly lit street by the time Michelle caught up to her. Ignoring the roars of the fire monster behind her, MJ reached out and touched Lila's shoulder. Normally, if it was anyone else having a panic attack, she wouldn't make this move, but Lila required a grounding touch. Her panic made her feel like she was floating, and Lila had told her once that MJ's hand on her shoulder always felt like a weighted blanket.

But not this time. The second MJ's hand touched her shoulder, Lila hurled herself out of her grasp. She stumbled across the luckily empty street and collided with the corner of a building. MJ tentatively followed after her, her heart pounding from a mixture of adrenaline. The sheer panic of being that close to a monster (who was being battled, if the blasts of green smoke were anything to go by) and the growing suspicion that Lila's panic was different had MJ on high alert.

"Lila," she tried, "It's me, it's MJ." She received no response, but Lila's movement was slowing. She got closer, still not touching her, and said as soothingly as she could, "Lila, try sitting down, we're hidden, this is safe."

She didn't know if that was true, but by some miracle, Lila obliged. She pressed her back to the wall and slid down the length of it, curling up her legs and holding them to her chest. Her breath was still ragged, and she still panted, but MJ could hear the shift. It grew into a pattern like Lila had just run at a dead sprint. While it was still short breaths, they were becoming more regular, and that kind of relief had MJ's knees shaking.

She had also managed to hide in the alley, and she took this moment to stare out at the scene in the partially-obstructed square. The monster had grown enormous, and was attempting to reach the crooked Ferris wheel. But undoubtedly there were two people fighting against this monster: Mysterio and a figure dressed in black. Michelle would have thought it was someone she'd never seen before if it weren't for the fact that he shot a substance out of his wrist to grab onto a large piece of concrete. They were webs, he'd used webs. He may dress differently, but Michelle was convinced that Spider-Man was in the square.

The rubble landed squarely in the monster's chest, spraying bits of fire back towards MJ and Lila's hiding spot. Ducking around the corner once again, MJ crouched down next to Lila. Her breathing was still heavy, but still slowing down. Lila had her eyes closed, and sweat shone on her forehead. MJ would've thought it was from the fire and the running, but the goosebumps covering Lila's legs told her it was from fear. And she couldn't hear much due to the chaos occurring extremely close by, but MJ could've sworn she heard Lila whisper something to the likes of, "He's dead."

Michelle merely watched as Lila's breathing slowly returned to normal, extremely proud that her friend talked herself down from her panic attack, but also deeply worried. Not having much more context would only produce guesswork on her end, but MJ thought back to how haunted she looked. She concluded that Lila was coming down from a trauma response. And she was unsure what the knight who helped them had to do with it.

While she tried to manage the trembling in her own hands, Michelle dared another peek around the corner. She saw the unknown figure (she couldn't be sure that it was Spider-Man) try to  attach a web (she was sure it was a web) to the Ferris wheel, but missed. Something unseen impeded the web from reaching its destination, and with a large tug, the web was freed. Whatever it was attached to went soaring over and clattered against the wall opposite where Michelle and Lila were hiding. She watched as it ricocheted off the wall and landed on the pavement, and in an impulsive moment ran after it. She scampered down the street in a crouch, scooping up the bizarre piece of metal, and thrust it into her backpack.

MJ shouldered her backpack once more and went back over to Lila. They had to get out of there. Lila's eyes were closed, her head leaning against the wall, and her breathing coming in more regularly. It was over nearly as quickly as it had begun, and MJ was relieved. She crouched down in front of her and said softly, "Lila?"

Lila didn't open her eyes, but she did reach out a hand. MJ took it, and let her friend squeeze as tight as she wanted. It wasn't that strong, but MJ was just glad that her friend was responsive. "Lila," she repeated, "We need to keep moving."

Lila swallowed thickly and nodded. She didn't say anything for a moment, and she didn't move either. But when she finally started to rise, untangling her legs from their tight cocoon, all she said in response was, "I s-still would take that over the — the opera."

MJ ignored the hollow tone, and put on a brave smile and she guided Lila down the street in a brisk manner (there was still an enormous fire monster being fought). She didn't let go of her friend's hand, not until they were back at the hotel, through the scramble of frantic teachers and students, and at Lila's door. She wanted to go inside, but knew the best thing Lila could do was process in a quiet, safe space by herself. She'd come to Michelle when she was ready.

In the meantime, back in her own room, Michelle had her own things to process. Sure, the lava monster was terrifying, and she'd get to that. But the device that sat on her hotel bed was practically yelling at her. Thin, delicate strings wove their way into an undeniable spider web pattern, and MJ's surety on the matter tipped past fifty percent at last.

Peter Parker was Spider-Man, and whether or not he told her, she'd make sure Lila knew the truth.