QUENTIN BECK
flashback

"For the next Ironman I choose you," Peter mumbled against my lips as my heart broke in my chest. "I trust you, Quentin Beck."

The grin on his face was full of so much hope, so much trust that I wanted to fall to my knees and tell him everything. But I couldn't be so selfish to all the people that wanted to show Tony Stark he made a mistake by harming us.

"I should probably get back before my teachers notice." He pulled away, smile fading slightly, "but I'll see you soon."

No you won't.

My heart throbbed in my chest because I knew it would be my last time seeing him. He gasped when I tugged him into my chest with an iron grip but he melted against me after. I held him as close to me as he could possibly get and tried to hold myself together.

"Yeah," I faked a smile, "I'll see you soon."

He got off of the bar stool and walked out of the door and I watched him through the window in pain as he left. I can't do this, I can't do this to him. I dashed out the door.

"Peter, wait!" I called.

He turned around and beamed when he saw me. "Peter, I-"

"Want a goodbye kiss," he finished my sentence for me. But that wasn't what I was going to say.

He walked closer and cupped my face in his hands, eyes gazing into mine intensely. I ran my own from his waist up to his back as I pushed our chests together. He brought our faces together and our lips connected. I put so much passion, so much love into one kiss. So much feeling that I didn't even know I was capable of it.

I bit his bottom lip softly, causing a whimper of desire to escape his lips which only spurred me on. I wanted more, more of his body that I craved. And I craved even more to see his bubbly, innocent personality every day. I wanted to wake up next to him and be the one to make him smile.

"Tomorrow," he whispered and his hands traveled from my cheeks to against my chest. I ran my fingers through his hair and tousled it delicately, marveling in the feel of Peter so close to me.

He went to leave but I tugged him back, not being able to stand the thought of him leaving me. It was my own fault, though, since I was the one leaving him.

"Don't waste it." I placed a soft kiss onto his forehead, "don't waste your life. We live in an imperfect world but it's the only one we've got."

He giggled and pushed me away jokingly. "You're acting like I'm never going to see you again."

Because I'm not.

I wanted to tell him. I wanted to tell him so bad that it hurt. By telling him, I'd hurt the dozen people that I cared about. The people that brought me up when I was down. I'd betray every single one of them.

And with Peter... he would never be able to forgive me. For good reason. It's not like I should expect him to. I was hurting him in the worst way possible. I'd break his trust when he was exposing all of himself to me. He gave me the only thing that Tony had left for him, and all of his faith in the world along with it. But with him, how much I cared went to an extensive length that it was almost dangerous. The dozen people I was giving him up for couldn't even begin to compare to how I felt for him.

It's crazy how deep he's reeled me in when we just met.

But it was like an instant connection the first time I saw him. I was pulled in by his cuteness and how nerdy and awkward he was. But then I got to know him and I just fell so much deeper so quickly. I was spiraling down a black hole that sucked me in. And I was the one who created it.

"Goodnight, Spiderman," I muttered bitterly, holding back the tears in my eyes and longing in my heart.

"Goodnight, Mysterio," he smiled innocently.

I watched him as he shot a web into the air and swung into the night. After he was out of sight I pushed my head into my hands and wanted to cry. But I just walked back into the bar and pretended to be ok.

"Quentin!" A man in my crew hollered in victory, "that was genius!"

Another woman walked up to me. "You almost had us convinced you were in love with him," she laughed evilly. "It was so smart of you to seduce him into giving you the glasses. He practically handed them to you on a silver platter!" she congratulated.

"Now we can really get to work," the other man chuckled. The rest of my team cheered in victory and began to chant my name.

I picking up the bottle of vodka on the bar counter and took a big swig before hoisting it into the air. "To Tony Stark!" I cheered back as everyone yelled in achievement, "and to Peter Parker!"

"Poor kid," I mumbled under my breath, faking the biggest smile I could muster up and began to conspire with them all.

PETER PARKER
flashback

"So you just... gave them up?" Ned asked with wide eyes.

I nodded eagerly. "I trust him with my entire life. This is what Mr Stark would want, I'm sure of it."

Ned sighed hesitantly, "I don't know if that was a good idea. Ironman gave them to you."

"Because he knew I would do what's right. And that's to give EDITH to someone who actually knows what they're doing."

"Peter," he started but stopped when MJ came out of her room and into the hallway.

"Can I talk to you for a second?" she asked. My heart usually sped up and my palms would sweat when I talked to her. Why wasn't that happening now?

"Of course," I said with more confidence than usual. Ned gave me a quick thumbs up and went back into our room.

She grabbed my arm and pulled me into her room. She shut the door and I heard the click of the lock.

I looked at her curiously. "What's going on? Is everything okay?" I asked.

"I have to tell you something," MJ whispered, "and keep your voice down." She opened the window to her room and motioned for me to follow her onto the balcony.

"What is it?" I questioned while she dug through her backpack, "I know you're Spiderman. Don't try to deny it because I saw you."

My eyes widened at her statement as I subconsciously took a step back in fear.

How did she know?!

Her arm dashed forward to hold onto me when I took a step too far, almost falling off of the edge. When she pulled me back we were standing so close to each other. She looked up at me with a shy smile and rubbed her elbow awkwardly. "I have to show you something."

She pulled an object out of her backpack and tossed it onto the balcony floor. I gasped as one of the Elementals appeared and went to run to throw on my suit but she held my wrist with a fierce grip. "It's a hologram, stupid."

My eyes widened in fear as my heart raced and palms began to sweat just like I had thought before. But this time it wasn't because of my crush on MJ, it was because I realized what a huge mistake I had made.

"I have to go!" I yelled and ran out of the room as fast as I could.

My heart broke in half with how much of my trust had been broken. I opened up my heart to him. It might've hurt even more how oblivious I was. How disappointed Mr Stark would be in me. I just blindly handed over a weapon that could kill millions of innocent people with the simple push of a button.

"Ned!" I sobbed, slamming our room door open, "Mysterio, he was lying! H-he tricked me!" My knees hit the ground as my breathing sped up, "I just gave him EDITH! I gave him a deadly weapon and I don't know w-what he plans to do with it but whatever it is it can't be good if he had to lie to get it!"

Ned ran over to me in shock. I waited for him to give me advice, reassurance that everything would be okay but instead he cheered. "I called it!" and fist bumped into the air. "I knew it! I knew you shouldn't have given it to him!"

"Ned," I scolded, "this is serious!"

"Right," he corrected. "Oops."

"What do I do?" I cried, "please, you have to help me."

"Of course I'm gonna help, I'm your guy in the chair."

"We should call someone, someone that can help us," I tried, mind coming to a blank.

He sighed and paced around in the room. We shot ideas back and forth until MJ walked into the room. She closed the door behind her and spoke, "Captain America- we should call him!"

"She knows?" Ned gasped and looked at me with eyes as wide as saucers.

I ignored Ned, "but he's like, old now." I pointed out. "How's he supposed to help?"

MJ shook her head and rolled her eyes. "He'll know what to do. He may not be able to fight but he still has experience, he might know what to do."

"What about Fury? Or Happy?" Ned asked me.

"That's too predictable, Mysterio knows that if I knew then I'd go to them first." I squeezed my eyes shut and breathed out, "he won't even suspect Captain America."

MJ grinned at me, "hell yeah."

"Uh, Peter." Ned paused, "you know how you mentioned that Captain is like, really old now?"

I gazed at him, dumbfounded, "yeah?"

"He doesn't have a phone, does he?"

"Ah, motherfu-"

Ned spoke up again, "Aunt May! You can get her to find him in person. We can't leave because we have to stay near Mysterio."

I groaned, "don't involve May, she's going through enough right now."

"Peter," MJ stepped closer to me and grabbed my shoulders. "We can only tell the people that are trustworthy. She's the only other person who knows, right?"

I nodded hesitantly, hating the idea of getting May trapped into this mess that I made but we were running out of options.

"Fine," I sighed in defeat, "I'll call her."

A/N
Some events from the movie were copied into this (which was necessary for my plot) but I don't want this to just be me writing the movie script with just different words, so from here most of it will be altered events that are original from me.

There will be direct quotes, mentions and such from it. I also took a few things from other Marvel movies like when Mysterio said "don't waste it, don't waste your life" which was something said from the guy in Ironman 1 that assisted Tony in the cave. And "we live in an imperfect world but it's the only one we've got" was from that too.