For almost three months, Spider-Man showed up to every single battle they had as well as his own nightly patrols. He was shown on the news for stopping burglars, murderers, and even super villains that should have been taken out by all of the Avengers but was handled by him alone before they could get involved. The school hadn't questioned his internship with Tony Stark, instead choosing to congratulate him on the success and taking pity on any missing homework assignments, even though those were rare considering how often he was never home. His aunt May had even bought the story, though she told him she wished he wouldn't associate with a superhero. She was worried people would come after him instead.

Things were going relatively good for Spider-Man, but Peter himself wasn't having such a great time. The lack of sleep was bothering him a lot more than it ever had been before and that only took a tole on his emotional well-being. Nightmares seemed to haunt him even while he was awake. He constantly found himself shaking and trying hard to keep his breaths normal. Spider-senses in overdrive, he was always on alert which only made him more tired than he was with the little sleep he got. He was stressed because of school, too, knowing he had to keep his grades up even if the school was supportive of his decision. Bullies at school were difficult to handle and everyday he had to actively hold himself back from using his Spider-Man skills to shut them all up for a change. Spider-Man was perfect in every way while Peter was not, and that was okay with him even if he was miserable because of it.

Peter got to know the rest of the Avengers on a more personal level throughout their time together. Some nights he was invited to the tower just to hang out. Bonding time, Tony liked to call it. It was one of the highlights of Peter's life, if he was being honest. He still fanboyed from time to time over little things, like Tony complimenting his work in the labs or Natasha taking time out of her day to practice hand to hand combat with him. He had a habit of calling everybody by their Avengers name, feeling it was more formal than the casual, 'Hey, Tony' or 'What's up, Clint?' The rest of the Avengers also got to know more about Peter. They found out about his love for learning, and Bruce and Tony had a field day in the labs just to see how much he knew and how quickly he got on. They also knew some of his hobbies for when he wasn't being Spider-Man, one of which was skateboarding. Clint and him went out skating a few times. They were all just getting to know each other better and Peter enjoyed that, even if he was keeping most things hidden from them.

It was hard keeping up with the Avengers, Peter had to admit to himself. More battles, more bad guys, more nightmares. It was worth it, though. Any life saved is worth all the sleepless nights in the world. Whenever he wasn't Spider-Man he felt like he was failing somebody out there. It seemed like he spent more hours as Spider-Man than he did as Peter, and that was okay with him to a certain extent. Spider-Man was cool and everything Peter couldn't be. Peter, on the other hand, didn't have to fight bad guys. Pros and cons.

Some battles were harder than others, not because of the physicality of it but the mental strain. Sometimes, when he made it home after one of those emotionally draining battles, he would just sit on his bed with the door locked and try to empty his mind. When he couldn't do that, he'd find himself in a seemingly endless wave of overwhelming panic where more than a few tears were shed. The fear would consume him, ending with him in the fetal position with various items thrown every which way in his room. These moments were always cast from his mind as soon as they were over as he would pretend they never happened. He ignored the shame that filled his mind.

One battle the Avengers called him into was horrendous, and not because of the danger but because of something else. The villain in this battle had taken children, made them orphans, and brainwashed them to fight. He felt the eyes of all the other Avengers on him when these things came to light, but he continued on as if nothing was an issue. He knew they were focused on the child soldier aspect of it, and while he felt sick to his stomach over that he was more focused on the fact that they were orphans. In his sleep-deprived, over-emotional mind, he couldn't keep his heart from swelling up in pain and grief.

Spider-Man was the best at subduing the children than the rest of them were since he main weapon was a web. He would stick them to various walls and stop them from attacking the other Avengers while they all went after the sick bastard behind the child soldiers. "I'm so sorry," Spider-Man kept apologizing after each web was shot. Some of them were around his age, some older, but most were younger. He identified with them even if he was fighting on his own. He knew how terrifying being in a battle was and knew he would be affected by that for the rest of his life. He couldn't imagine how they would feel once the brain washing wore off.

The battle was won very shortly. It couldn't have last thirty minutes. It was an amateur super villain even if he was a murderer. He couldn't fight off the Avengers. The brain washing wore off immediately after he was defeated and Spider-Man could feel the fear and pain washing over them. With tears in his eyes behind his mask, he helped them down one by one and watched as the policemen wrapped blankets around them and comforted them through the pain. Children who were made orphans and forced to fight. Civilians had been injured by those kids. Peter prayed, for the first time in years, that they didn't remember anything that happened and that nobody would tell them they hurt other people.

With his Spider-senses going haywire, Peter felt more than he heard someone coming up behind him. Whipping around with his arm raised for battle, he saw none other than Captain America raising his arms in surrender. "Easy there, Spider-Man," he said carefully, slowly. "I just wanted to come make sure you were fine."

"Sorry, Cap," Spider-Man said, running his hand over his head since he would normally run his fingers through his hair. "Didn't realize it was you."

"It's okay," Captain America said, lowering his hands while still talking carefully. It was obvious how much that battle shook him up which was why Captain America had come over there in he first place. "We're loading up the jet right now so we can head to debriefing. No reason for us to stick around right now."

"Okay, yeah, let's, uh, go then," Peter mumbled, feeling embarrassed that Captain America caught him in an emotional moment where he almost actually swung at the man in fear. The pair walked in silence to the jet where they boarded. Nobody else said anything either, realizing that there had been some sort of incident that went on between the two of them since Captain had an odd long on his face and Spider-Man wasn't speaking.

Spider-Man had remained quiet throughout debriefing as well, only speaking when he absolutely needed to. They were flown back to Avengers tower as soon as the meeting ended and he had went to leave from there as soon as they arrived before he was stopped by Clint. "What's up, Spider-Man?" he asked, not wanting him to leave just yet. Anything could have happened during that battle to make him act the way he was acting. His entire body was shaking and he flinched more than a handful of times at various thing. He could see Spider-Man looking around, even when they were simply sitting on the jet. Something was wrong and it could have been anything.

"I just need to get home," Peter answered, trying his best to sound normal but knowing his voice was shaking too much to be casual.

"Are you hurt?" Bruce asked, having stopped when he heard Clint speak. Everybody else remained where they were standing, too, glad that someone had spoken up about Peter's behavior.

"No, I'm not, I'm not hurt," he said weakly. He needed to get out of there. He needed to get home before he had some sort of meltdown. His breaths were coming in short gasps and he was desperate for the safety and privacy of his bedroom or some tall building or, hell, even behind a dumpster somewhere. Point was, he wasn't able to hold it together any longer and he needed out.

Steve, with his enhanced senses, can hear the pants coming from the teen. "Peter," he said softly, "what is it?"

That question got him, really. He wasn't used to hearing people ask him if he was okay, or what his issue was, or even acknowledging that there was an issue. He put his hands up to his face and let out a sob. He was so terrified, so tired, and so bone-achingly sad. It was too much. He knelt down where he was standing, his hands still covering his face over his mask, and fought to breathe air in. He knew he should take his mask off. It was always easier to breathe without it, not because of the fabric but because of the lack of Spider-Man at that particular moment. Without the suit and without the mask, he was Peter. It was easier to breathe that way.

"Hey, hey, hey," Bruce said softly and he felt his hands grab his arms. "Take a deep breath. You're okay. I need you to breathe with me."

"Jarvis, lock down," Tony ordered, and suddenly all the windows were shut and a wall rose from the ground on the landing pad to close them in from the outside. Strangely, Peter knew this was to make him feel safer, and it worked a little bit.

"Take the mask off, Peter," Bruce commanded gently. "You're okay. Just keep breathing. What's the problem?"

"They didn't know what they were doing," he cried, not wanting to talk but unable to help it. "Their families were killed and they were forced to fight. It's not fair!" He felt Bruce take his mask off and he lifted his hands to allow it before putting his hands right back. "None of it is fair..."

Carefully, Bruce removed Peter's hands from his face. When he was able to see the teen more clearly, he could see the bags under his eyes so clearly and the amount of tears the poor boy was shedding. Before he could say anymore, Natasha surprised them all by taking a knee next to the boy and wrapping her arm around his shoulders, pulling him to rest against her. Nobody could deny Natasha had motherly instincts, but they also knew she refused to show them outwardly. "We know that, Peter. We know. It's not fair," she said solemnly, understanding part of the problem.

"Breathe," Bruce reminded, hearing his breathing picking up more than before. "Focus on what's going on right now. What you feel, what you hear. Focus on all that."

"I can't do anything but focus on it," Peter said in between his gasps. "It's too much, there's too much."

It was Clint who remembered what Spider-Man said one day about enhanced senses, which he called Spider-senses. "Tasha, let go of him," he said, and she did so with no hesitation. "Sensory overload. Spider-senses."

"Dim the lights," Tony said, and Peter was surprised to find out that he had moved closer. Perhaps they all did, but he didn't want to look up to see. His suit was sticking too him and he could hear everybody breathing and he could feel himself giving up. He didn't want to give up, but he was so broken at that moment. He was overcome with fear and he felt as if he was going to be terrified forever.

"I'm so tired," Peter cried. "I can't sleep. I just wanna sleep. I'm so scared." Nobody dared to mention that he was just a kid and shouldn't feel so tired or scared. "It haunts me, all of it. I'm scared, I'm so scared, I don't wanna be scared."

"Peter, listen to me," Natasha said, using a voice she never thought she would have to use, "I know you're afraid. It's okay to be afraid. But remember, there's nothing to be afraid of when we're all here. If you're safe anywhere, it's right here with all of us. You're okay. You hear me?"

Thor took a knee on the other side of Peter. "Young companion, you have my word that we will protect you from any dangers that threaten your well-being," he promised. "I know the fear of a soldier, as do the rest of us. You are not wrong in feeling so afraid. Battle can be frightening. You are not any less of a hero because you are fearful."

The panic in Peter's body didn't fade away despite how much he was begging for himself to calm down. "I can't breathe," he exclaimed, scratching at this throat as it that would bring air into his lungs.

Bruce stopped him, holding his hands down on his chest while he grabbed the back of Peter's neck with his other. "Breathe when we breathe," he said, using a gentle yet commanding tone. With a look given to Natasha, she swiftly moved behind Peter and wrapped her arms around him, bringing him close. "Breathe with me and Natasha." He took a deep breath which Natasha mimicked and, in turn, Peter. "That's it, Peter, you're doing great. Keep breathing with Natasha. Good, good."

It took a long time to get Peter calmed down enough for him to stop being so hyper active of everything happening around him and to keep his fear inside him. "I'm okay," he said weakly, worn out from the event which only added to the sleep deprivation. "I'm fine. I'm good now." Glancing up, he saw all of the Avengers huddled around him on the floor, staring at him with pity. "Sorry about that. I'm good."

Steve stopped him when he made an attempt to get up. Natasha let go of him and moved so she was sitting beside him again, holding his arm to keep him from rising as well. "What was that all about?" Steve asked, hoping his questions won't spark another reaction. "What happened?"

"I just..." Peter started before hesitation. He didn't know how to word the situation in a way that they would relax and not want to kick him off of the Avengers. He didn't know how to phrase what just happened without making himself look even weaker than he just did. "I don't know," he sighed. "It's been a long few days. I'm tired and I haven't seen anything like today before. It just got to me."

"I want the truth," Tony said, his voice letting everybody know he wasn't taking a no for an answer. He expected Peter to spill everything right then and there. "There's so much we don't know about you. We are your teammates, kid. Friends, family, however you want to call us. You're on the Avengers and we aren't kicking you off for any reason, you hear me? Nothing will change our minds."

"The Man of Iron is correct, my friend," Thor cut in. "You are as much family as any of us. We are in these battles together. I would be honored if you allowed me to aide you in whatever battle it is you are facing alone. I lost one brother by not being there for him; I refuse to let the same happen with you."

"I know why you're worried," Clint said, his voice quieter than the rest. "We won't think any less of you. We won't bench you. We won't take it easy on you. We just want to know what the issue is. If we can help with it, we want to help. If we can't, we want to help you while you help yourself."

Really, Peter couldn't stop himself from opening up if he tried at that moment. They were all so sincere, and he needed it all off his chest. He had been there for them before; they were going to be there for him. It took him a few minutes to compose himself and work up the courage to speak, but he did. "I love being Spider-Man, but I didn't ask for it," he admitted. "It was an accident. I was bit by some sort of mutant spider and, I don't know, this just happened. I hadn't wanted anything to do with it at first, but then my Uncle Ben...He was killed, and the cops couldn't find the guy. Somebody needed to find him, so I went looking and I found him, and then I just sort of became Spider-Man. The cops can't do everything, especially in New York City. Somebody had to be there. It's just sort of bittersweet, I guess."

"Are you scared of being Spider-Man?" Bruce asked.

"The most violence I had to deal with before Spider-Man was people at school," Peter said, shrugging. "I'm still not use to it. I don't know how to be. I try to handle it, but I think I push it back more than anything, and then I explode like I did. I know it's not good. I try to get a handle on it, but it's hard. Sometimes, I just wanna be a kid again. I was fourteen when I became Spider-Man. It doesn't seem fair sometimes, but I can't just stop."

"What about your parents?" Clint asked. "They must know something's up."

Peter looked down again, more interested in his web-shooters. "My parents died a long time ago. I live with my aunt."

"Our battle affected you today because you identify with those children," Thor said, piercing it together.

"Yeah, I guess," he answered, running his fingers through his hair. "It just sorta sucks."

"And what about your sleeping? You say you're tired and you look exhausted," Steve pointed out.

"I just can't sleep. Nightmares, mostly. I spend most of my nights as Spider-Man when I don't sleep. I figured if I'm awake I could at least make sure more people are saved."

Tony shifted where he was sitting, causing everybody to look over at him. "Okay, sorry, but really?" he asked, almost dumbfounded. "Peter, it isn't your job to save everybody in New York City. It's not our job and it's certainly not yours, a fifteen year old kid who accidentally became Spider-Man. You're stressing yourself out over making sure you can save everybody, but you can't, and the sooner you realize that the easier your life will be. You can't save everybody. We can't save everybody. None of that is ever our fault. We're doing more than is asked of us just by existing. We go out there and fight battles that would wipe out entire nations, just the seven of us. You do even more just by yourself. That's more than enough."

"Tony's right," Natasha agreed. "None of us can save everybody. We can try, but the more we focus on that one person we failed to save, the harder it will be for us to bounce back."

"We're not invincible," Clint continued. "We're not indestructible. We're not perfect. We save thousands of people. We can't save them all. You'll start to lose yourself."

Quietly, softer than a whisper, Peter sniffed and then, "I couldn't save my uncle. I don't want anyone else to have to go through that."

"It hurts, doesn't it?" Steve said. "Life is full of pain. People die everyday. It's impossible to live forever. We have a duty to ourselves before we have a duty to the city, the country, the world. Peter, you are more important. You need to save yourself before you can save anybody else."

"You're a child soldier," Bruce said, speaking sternly and causing Peter to look at him. "You are going to be afraid. You haven't had any training in how to manage the emotions after battle. I still get caught up in it from time to time. I wasn't trained in battle either, and neither was Tony. It's a skill you learn, but you can't do it by yourself."

"I don't want to admit this, kid, but I had a rough time after the Avenger's first battle," Tony said, looking embarrassed himself. "It was bad. No sleep, panic attacks. I had a kid talk me through it all. He was younger than you. I wasn't prepared for any of that, but I learned how to deal with it. I'm a grown man and it took me months to learn. You're only a kid. We can't expect you to handle everything perfectly, and you can't expect yourself to, either."

Peter wiped a few strays tears falling from his eyes. "How do I learn? I'm so tired. I just need to sleep without waking up from nightmares."

"What are your nightmares about exactly? Maybe the answer lies in that," Bruce hypothesized.

"Usually, it's just memories of battles, or me not saving someone, or something like that," he answered with a shrug. "It's jsut normal Spider-Man stuff, I guess."

"Then it goes back to what we were saying," Clint answered. "You can't save everybody, and you can't blame yourself if something goes wrong."

Natasha decided Peter was calm enough for her to wrap her arms around his shoulders again. "Why don't you take a night off from your usual patrol? Stay the night here and get a good night sleep. We'll watch after you."

"Really?" he asked, hopeful as he looked up at her. His eyes filled once more with tears, but this time they were tears of relief.

"Of course," she said. "Whenever you need to, the door is open for you here."

"Friend Natasha is correct, Man of Spiders. We will watch after and protect you while you get well-needed rest. You shall be safe," Thor said, carefully patting the boy on the shoulder.

"You guys are so...amazing. You know that, right?" Peter asked, getting more of his usual happiness back. "Like, full-blown, I don't deserve to know you, I'm forever gonna be in your debt amazing."

Steve smiled, happy to see the teenager talking in the same tone he use to use. "So amazing," he said, standing up and holding his hand out to help Peter up. "Why don't you remind us how amazing we are in the morning after you get some rest."

"Sounds great to me," Peter said, agreeing immediately to the suggestion of sleep. He would be okay with them for the night, and then he would learn how to be okay without them. He had to start somewhere. Being accepted fully by the Avengers even after they knew he was fifteen, an orphan, and an accidental hero took so much stress off of his shoulders. It was unbelievable how light he felt at that moment. He really didn't deserve the Avengers. He felt like he belonged somewhere for a change. Who knew the best friends he would have would be people twice his age and the freaking Avengers.