AN: I finished this a couple days ago, but for some reason I was nervous about posting it (even though I feel ridiculously pleased with how it turned out). So hopefully you guys enjoy it because I'm not sure my nerves can take it if you don't.

Peter was dying. He knew it and he was strangely unfazed by it. He thought getting shot would be scarier. Of course it hurt… it hurt a lot, but he couldn't bring himself to be afraid. He looked down at the bullet wound in his stomach, staring as blood trickled out of it.

This was how Uncle Ben died. He remembered feeling the first trickle of emotion. That's why he knew he was going to die too. Uncle Ben had died so quickly, Peter had held his hand so he wouldn't be alone. Peter didn't want to be alone when he died either.

"Karen?" he asked.

"Yes, Peter?" she asked.

He wanted to call May. He wanted to hear her voice, but she had already lost her husband, he couldn't bear to hear the pain in her voice when she lost her nephew too.

"Call Mr. Stark," he murmured. Mr. Stark could handle it. Mr. Stark was Iron Man.

"I have already tried contacting him and he is not responding," Karen told him.

"Just try," Peter murmured staring at the sky. He frowned wondering when he had lied down? He could hear the phone ringing and then it stopped.

"I'm sorry, Peter." Karen said.

"Keep trying until he picks up," the phone started ringing again. He stared at the sky. He could make a few stars out, his enhanced sight made it easier than it was for most people in New York City.

"Karen, if he doesn't answer before its over, tell him I'm sorry." Why did Peter always feel like he was apologizing?

"Sorry for what?" Tony's voice suddenly came through.

"Mr. Stark!" Peter said with a quiet happiness.

"Sorry kid, I was sleeping," Tony said groggily.

"It's okay," Peter sighed. Just happy to hear another person's voice. There was quiet for a moment.

"You interrupt my beauty sleep for a reason, kid?"

"Yeah," Peter mumbled lazily. "I didn't want to be alone."

There was silence on the other end, but Peter could barely make out some frantic movements through the phone. He knew Tony was finally catching on to something being wrong. "You okay kid?" Tony asked.

"It's okay," Peter murmured. Not quite the same thing. No, he wasn't okay, he was dying, but that was life, people died. Ben died. And there was nothing he could do to stop it so why spend his last few moments panicking? Tony was quiet as the frantic movements continued through the phone.

"Geez… Pete you're bleeding out!" Tony suddenly shouted, finally receiving the information that Karen had sent him, probably a while ago. Peter chuckled which turned into wracking coughs. "Where are you? Nevermind, Karen sent me the coordinates. I'm on my way."

"I just didn't want to be alone," Peter repeated, his voice oddly calm after the coughing subsided. "It's okay. I know I'm dying."

"You're not dying, Pete," Tony barked, his voice sounded different, echoey, and Peter could hear the repulsors, he must be in his suit.

"I am. I know I am," Peter stated. "Ben died like this too."

"Ben… Your uncle?" Tony asked.

Peter nodded even though he knew Tony couldn't see. "They shot him… right here… ow…" he made the mistake of touching the gunshot wound. "I held his hand when he died. It wasn't much but it made me feel better that he wasn't alone. I didn't want to be alone."

"Pete, you're not going to die, okay? You have your healing factor, your Uncle didn't. You're going to be just fine, we just need to get you some medical attention."

Peter frowned. That made sense, why hadn't he thought about that before. He had gotten bad injuries before and been just fine. Suddenly he was panicking. He realized he should be putting pressure on the wound, if he died now it would be because he didn't try, not because it was inevitable. He pressed down on the hole in his side but cried out from the pain.

"Pete?" Tony asked concerned.

"I can't stop the bleeding," Peter said miserably, the blood seeped through his fingers, and he tried to wipe it away deliriously. "Oh my god, I'm really going to die. I'm going to die because I'm an idiot."

"You're not going to die, stop saying that," Tony scolded. "I'm here."

The sound of the suit got much louder as it landed next to Peter. Tony stumbled out of the suit, still in his pajamas, which were more sweats and a t-shirt.

He was pale, almost as pale as Peter, as he kneeled down beside the injured teen and gently pulled his mask off. The cold night air hit the tear tracks on his face, he frowned, when had he started crying. His breathing was coming in puffs and heaves now, gone was the calmness before.

"It's going to be okay, I'm here," Tony assured. He slipped one of Peter's web shooters off his wrist and started tapping at them until a hologram appeared. He swiped so many different directions that the flashes made Peter dizzy.

"How did you get shot?" Tony asked as he worked.

Peter's brow furrowed in concentration. The words were hard to get out. "Mugging. I stopped one guy, but his friend came back. He shot… I could have dodged… but there was a girl behind me and I couldn't reach her."

"Is she okay?" Tony asked.

Peter nodded. "She ran off when I webbed up the other guy."

"Good," Tony nodded. He could scold Peter for being a self-sacrificing idiot, but what would that change? And he couldn't really tell him he had done the wrong thing.

Finally finding the setting he was looking for he slipped the wristlet on, it automatically adjusted for his larger wrist. He placed one hand against the bullet wound and held the hand with the web shooter a few inches away. Peter could hear the webbing going off, but he squeezed his eyes shut when tony started pressing on the wound. Less than a minute later he was done with… whatever he had been doing.

"Alright, that should help until we get you back to the compound," Peter lifted his head weakly and saw his webbing packed tightly against the wound.

"What did you do?" Peter asked frowning.

"Medical webbing," Tony explained as he stepped back into his suit.

"I have that?" Peter asked.

"We really need to go over the capabilities of your suit some time," Tony's voice sounded metallic as the suit closed around him.

Peter moved to sit up and immediately fell back down. "Ow," he coughed out pathetically.

"What are you doing?" Tony asked rushing to his side.

"Trying to get in a better position," Peter complained. "Don't want to be carried like a baby," he tried to roll over and push himself up that way, but Tony pushed him back, helping him pull his mask back on.

"I don't think you're getting out of that one, Spidey," he murmured, scooping the injured teen into his arms.

"So embarrassing," Peter grumbled petulantly. Tony chuckled.

"Just hang on kid," Tony told him as they took off.

"Mr. Stark?" Peter asked, after they had been flying a while. His quiet words would have been stolen by the wind if it were not for the comms linking their helmets.

"Yeah, kid?" Tony asked.

"I'm glad you're here."

Tony smiled, despite his concern. He knew Pete was going to be okay. "Me too, kid."

AN: In my mind this was much more dramatic with Tony trying to find Peter as he bled out and Peter refusing to tell him where he was for some reason or another, but I really like how this ended up. A bit of whump, but also a bit of fluff.

Stay healthy. Stay Safe.

God bless!