a/n: double upload for twosday - this plot is the result of me binging clone wars again

"Fall back!" Tony yelled, his voice echoing through the comms and bouncing in Peter's head. "Kid, that means you, too."

"What?!" Peter bit back. He exhaled with frustration and leaped backwards to avoid a swipe from the mutate he was fighting. "No, I've got this handled!"

"Spider-Man, this mission is going beyond what we can safely take care of in a day," Steve warned. There's a rushing of wind and then the clang of metal. "Listen to Stark, fall back to the Quinjet. This is over until we have enough information to come up with a better approach."

"Seriously? No!" Peter groaned and tossed his head back. "I can do this. There aren't even that many of them!"

"They're calling backup," Natasha said pointedly. "I'm sure you've got this handled for now, but keep your head to the ground and make the right call, kid. Don't argue."

Peter rolled his eyes and then ducked back. He leaped up as the mutate lunged for his middle, then kicked the offender backwards into the concrete. Meanwhile, the crowd of goons gathered a little ways away in front of him all turned to run away.

"They're literally backing down!" Peter argued, throwing his hands out and gesturing to them, even though the team couldn't see him. "C'mon. Avengers are supposed to see this stuff through, right? It's fine, we've got this! Don't just give up."

"It isn't 'giving up'. An unintelligent fight isn't a win," Steve said, panting. There's a pained yelp on the other end, but it isn't from him. "Clint. Things are going downhill. You got the jet ready?"

Clint's voice crackled in response over the comms. "Ready whenever the team is, Cap."

"Laundry day," Tony said suddenly. "Underoos, where are you? I'm picking you up."

Okay. Sure. Peter was stubborn. He could admit that. It didn't seem right to just leave this battle. The mutates and mutants they were fighting, it was manageable! The Avengers are supposed to be this indestructible force; this suit of armor that protected the little people— Peter grew up believing in them, and now he was one of them. He couldn't just leave.

There was a very determined part of him that needed to prove himself. He was still a rookie to them, even Tony, and he knew it. (There was still a part of himself that thought the only reason he got the job in the first place was because Tony didn't think they'd make it off the ship. That moment wasn't in the distant past.)

Peter swallowed back the rush of frustration and let it fester in his chest as a bush of thorns. He answered Tony's questions through gritted teeth. "I'm about eight blocks from the Quinjet, next to Central Park. East side, Midtown."

"Be right there." Tony took a breath. "Everyone else can get to the Quinjet. I'm gonna stay behind and talk to the kid. Comms off."

Great. That bodes well for him. He'll get a nice lecture on how he can't follow orders and how it will get him killed, blah blah blah, and Peter will stand there and zone out as he imagined the last time that he tried to follow orders and he failed.

Maybe he screwed this one up, too. He wasn't strong enough to be apart of this team, and it showed with a mission closed up prematurely and a gang of dangerous superhuman criminals still roaming the streets, and—

"They're all gone," Peter said, looking out at the suddenly empty and deteriorated street. He huffed a breath. "Mr. Stark, I'm sorry. I'm just— I'm trying my best, I swear. I really thought I had this one."

The Iron Man suit lowered down next to him. Then he sighed heavily and the faceplate flipped up. He didn't look disappointed, which made Peter feel almost worse about the whole thing.

Peter blew out a dejected breath. "Comms off, Karen."

"We need to get out of the streets, Pete. The little band of misfits that ran off just went to get more of their crew," Tony reminded him. He tilted his chin up. "Let's zip back to the Compound ourselves, alright? We should talk about some good mentor-mentee stuff."

Peter let the adrenaline in his body deflate, only to be left standing with his own shame.

The faceplate flipped back down and Tony took off like a rocket into the sky. Peter quickly throws a web and sticks to the leg of the suit as it speeds through the skies of Manhattan. They're silent the entire way back, leaving Peter to think about how he's going to explain his mess-up in a way that won't get him into an even more complicated situation.

Tony landed on the roof of the Compound, and Peter yanked the web away and rolled beside him. He pulled his mask off and lay flat on the gravel, looking up at the grey clouds in the sky.

"Tired?" Tony asked.

Peter shook his head and sat up, turned to Tony and crossed his legs. He rest his chin in his hands. "I'm waiting for the lesson."

"What do I look like to you, a teacher?

Peter gave him a look.

Tony snorted and stepped out of his suit. "I didn't want to yell at you, Pete. I just wanted to see where your head was."

Peter lifted his head up and furrowed his eyebrows with puzzlement. "You—What? Why? I'm fine."

It was then Tony's turn for a look. He shook his head and then settled down next to Peter with the painful groan of an old man who had spent most of his adult life being tossed around in a tin can. His bionic arm shined in the sun, blindingly, painfully. Peter looked away.

"So, that's a lie," Tony called out. "You seemed pissed off during the mission. What, did I imagine that? What was it about?"

"I'm just—" Peter moved his head in a way that mimicked an eyeroll. "I dunno. I'm always trying to– To do my best during these missions, and I don't want to screw it up, but it's like... I'm— I can't prove myself. Whenever I feel like I have something under control, then it's just, like, gone."

Tony considered this, and then nodded slightly, as if urging Peter to continue.

Peter looked down and picked at the gravel with his gloved hands. "I don't want to screw up," he repeated.

"Do you feel like you've already screwed up?" Tony asked, and it was like hitting the nail right on the head. Peter tensed beside him. Tony kept speaking, tilting his head to look at Peter better. "Because, from what I see, it doesn't look like you're just trying to prove yourself to the Avengers. We're a bunch of old farts. New blood like you and that girl Clint's been training is already doing better than us, and we all believe you're more than capable, Pete."

"It's not like that," Peter argued, forcing the words out in some fit of desperation. "There's— Ergh. It's a mess. I'm being dumb about it, I know the second I say it, it's gonna sound ridiculous and you're going to laugh."

"Last night, Morgan had a nightmare that the Cookie Monster ate our entire house because it was brown and he thought it was a giant cookie. Her words, not mine," Tony said with utmost conviction. His brows were raised and his tone was entirely leveled. "What do you think I did, when my five year old crawled into my bed at four in the morning sobbing over the Cookie Monster?"

Peter hesitated, with no idea where Tony was going with this ridiculous sort of parallel. "Um. I don't know."

"I tucked her back into bed and I told her I'd protect her from the Cookie Monster, and then I said we would watch 'Super Why!' instead from now on," Tony replied. "As far as nightmares go, the Cookie Monster eating your house has gotta be up on the list of worst ones you can get, and I didn't laugh at her."

Peter let the corner of his mouth quirk up. "Right."

"Point being," Tony dragged out. "Because apparently I have to spell it out for you. I'm not going to laugh, kiddo. I'm here for you, so just tell me what's going on."

Peter pressed his thumb into the palm of his other hand, trying to ground himself into a space where the words would make sense out loud. He took a deep breath in through the nose and let it out stiffly.

"Do you remember," He started, his throat dry. He swallowed. "Um. Do you remember on Titan, when we were trying to get the Gauntlet off, but uh... But that guy was yelling at Thanos and it was waking him up, so you tried to—"

"Yeah," Tony interrupted. His mouth was pressed into a thin line. Peter felt guilty all over again. They had sort of an unspoken rule to let Titan remain unspoken. Tony hated talking about it even more than Peter did, he thinks. "I remember, kid."

"I couldn't—" Peter huffed. He gave a wry smile, embarrassed at the very prospect. His skin itched. He hated this. "It was just me. I couldn't get the Gauntlet off. Then he woke up, and..."

Peter trailed off, leaving both of them in an uneasy silence.

Tony sighed, and it was the kind of sigh that was bone-deep in its exhaustion. He ran his hand through his hair and over his face.

"Sorry," Peter murmured.

"No," Tony shook his head. "Don't apologize, kid. Geez. Listen, you can't... You can't hold yourself to the standard of the shitstorm that was... that. None of that was your fault, alright? None of it. Not one thing you did or didn't do made it your fault."

Peter let the words sit in the air and they nearly suffocated him with the lump they caused in his throat.

"I just don't want to disappoint you," Peter admitted quietly. "Or the team."

"You have never, ever disappointed me," Tony said slowly, looking him directly in the eyes. Tony's voice choked with every enunciation in his sentence, but it was true to every nth degree that he meant it. He meant all of it.

Peter decided for not the first time that there was something deeply tragic and heartbreaking about watching his hero's eyes well up with tears.

"Peter," Tony continued, his voice becoming more unraveled as he spoke. "You could never disappoint me, kid. Never. Okay? Not once. Not in a million years will I look at you, and not feel anything but overwhelming pride."

Peter's bit down on his lip to keep it from shaking, and then suffered a tight nod to show he understood. Tears were filling his eyes before he could stop them, and when he nodded a second time, they fell down onto his cheek.

Tony pulled him in by the shoulder and wrapped him in a bone-crushing hug. It felt secure, like he belonged there and everything would be able to stall for a moment so Peter could take the breath he had been waiting to take for who knows how long.

"I'm so proud of you," Tony murmured. "You did good, kid."

Peter dug his chin into Tony's shoulder and mumbled back a broken, garbled up reply. "Thank you, Mr. Stark."

Tony ruffled his hair.

"We'll take care of the mission later," Tony said finally, pulling away and sniffling. Peter didn't comment on the man's red-rimmed eyes, as he was wiping away tears of his own. "For now, let's meet up with the rest of the team and gather some intel, alright?"

Peter nodded. He sniffed. "Yeah. That sounds good."

"Good deal."

Peter let out a breath he'd been holding–

It was nice to feel relief.