"Peter."

Aunt May was standing across the room, staring at her nephew, but Peter was so entranced with the TV that he hadn't noticed her calling him.

"Peter!"

The teen jumped with a start at the sudden scream.

"What? What's wrong?" He asked, facing his aunt.

May smiled and shook her head. "Nothing's wrong. I was just trying to get your attention, but apparently that TV show is more important than what I have to say."

Peter smirked. "Nothing's more important than you May."

"I hope you mean that." She said, while crossing the room to grab her purse off the coffee table.

"Are you going somewhere?" Peter asked.

"Yes, actually that's why I was trying to get your attention earlier. I have a dentist appointment in an hour. I'm going to head out now though, and I'm probably going to grab some groceries after. Anything particular you want me to pick up for dinner tonight?"

"Hmmm… Spaghetti sounds great. Oh! And maybe you can pick up some garlic bread too?" Peter got a little too excited at the thought of food, and Aunt May laughed.

"Sure thing. I'll see you later, honey. I larb you."

"And I larb you too, May."

Peter watched as the woman turned to leave, shutting the door behind her.

It was only a matter of minutes after his Aunt left the small apartment, when Peter heard a loud crash from outside.

"What the fuc-"He said running towards the window, facing the street outside. What he saw caused him to swallow back shock. There was a three car pile-up, caused by something that Peter could not see. Smoke and dust made its way into the air.

"Holy shit." It only took Peter a second to run to his room and pull on his Spider-Man suit. He had to offer his assistance in any way possible, even if the damage was already done. He quickly jumped out his bedroom window and swung his way down the fire-escape, running towards the site of the accident.

He noticed a cop starting to move civilians out of the way, and walked up to the man.

"Hey! Anything you need me to do?"

The cop stared back in shock at Peter. "Y-you're Spider-Man."

"Yeah dude, it's me. But seriously, can I do anything?"

The cop blinked twice before stammering. "Uh… No, I think everything's fine… Except for the woman that was hit. Paramedics are on their way though."

"A woman was hit?"

"Yeah, she was hit while trying to cross the street. It looks pretty bad."

"I'm gonna go check it out." Peter said, already making his way over. And what he saw made him stop dead in his tracks.

The brown-haired woman was sprawled on the cement. Her arms and legs twisted at awkward angles. Blood was pouring out of her head and onto the street. There were clearly no signs of life, this woman was clearly dead. There was nothing that could be done for that woman.

That woman was May Parker.

Peter wanted to run to her, and hold her and tell her that everything was going to be fine, except he couldn't. Because he wasn't Peter right now, he was Spider-Man and Spider-Man couldn't react like that. So instead of running to his aunt, Peter ran back up to his apartment, tearing off his mask and falling to his knees. He couldn't stop the tears from streaming down his cheeks. He wanted to go back downstairs, to see his aunt, but something inside him was freezing him to his spot on the ground. He couldn't move.

And so, Peter curled up in a ball on the floor as the sound of sirens was heard from outside.

3 Hours Later

Peter didn't even hear the phone ring as he lay on the floor in the same position as earlier. It wasn't until he heard the voicemail that was being left on the machine that he realized the phone had actually rung.

"Hello, Mr. Parker. This is Dr. Stephens from Elmhurst Hospital. I regret to inform you that there's been an accident regarding a May Parker, and you are listed as her emergency contact. If you could please give us a call back as soon as possible that would be great. Thank you."

Peter stared into space as he listened to the words that flooded the otherwise silent room. He just couldn't find it inside of him to get up. He didn't want to deal with this right now. Aunt May was the only family he had left in the world. He couldn't deal with the heartbreak of being left alone- of being an orphan, again.

So, Peter continued to lie there, staring into space.

Another couple hours passed when there was a knock on the apartment door. Peter ignored it.

Another knock was then followed by a voice on the other side of the door.

"Mr. Parker? This is Officer Dempsey from the NYPD we need to talk to you regarding your aunt."

A few moments passed before another voice was heard. "Maybe he's not home…"

"Guess not. We'll keep trying his cellphone. Has the social worker been contacted?"

"Yeah, she's been notified of the situation."

Peter heard footsteps disappear down the hallway and breathed a sigh of relief that the officers were gone. He knew deep down that he had to get up eventually and handle the situation because, this was the bitter reality. Aunt May was gone and Peter was alone. But Peter couldn't bear to accept this reality. He just wanted things to go back to normal. He wanted to hear his aunt's voice singing to herself in the kitchen as she attempted to cook a turkey meatloaf. But, now that voice was gone, and more tears made their way out of his eyes as he realized that he'd never see his aunt again.

He vaguely heard his cellphone ringing from his bedroom, but ignored it and closed his eyes, trying to shut out the world around him.

He must've fallen asleep because suddenly his eyes shot open at the sound of pounding on the apartment door.

Great, it's the cops again. Peter thought.

Except it wasn't. A familiar voice filled Peter's ears, "Kid? Are you home?"

Mr. Stark.

Should he get it up? Should he answer it? No, no, no. There was no way he was here because of what happened with Aunt May. He was probably just here for suit-upgrades or something.

Peter felt bad ignoring the door once more, but shot up in his spot on the ground when the door suddenly flung open, almost flying off its hinges.

"Nice kick, Happy." He heard Tony say.

Peter strained his neck to try and see the two men, but the straining was unneeded when they appeared around the corner. Tony looked down at the teenage boy who was sitting on the ground. His eyes were red and puffy and his face was stained with tears.

"Kid, are you alright?"

Peter just stared at the older man, his mouth gaped open in surprise as he tried to process what was happening.

"Ki- Peter?"

"He's probably in shock, Tony." Said Happy, who was standing just slightly behind the other man.

Tony nodded at the observation and made his way over to the teen, kneeling down so that they were face-to-face.

"Peter, can you say something?"

The sudden face appearing in front of him brought Peter out of his state of shock.

"M-Mr. Stark, w-what are you doing here?" He stammered out.

Tony breathed a sigh of relief and placed a hand on Peter's shoulder, glad that the kid was finally responding.

"Pete, the hospital called Happy. Your aunt had a note on her emergency contact form to call him if they couldn't get in contact with you. Happy called me as soon as he heard the news… I'm so sorry, kid."

Peter felt the tears welling up again, but blinked them away. He couldn't cry in front of Mr. Stark.

Tony saw the kid trying to hide his emotions and decided to ease the awkwardness by continuing to talk. "Anyways, Peter. I contacted the hospital- told them not to worry about the social worker and that you have a place to stay- at least for a little while until things get settled-"

"Wait, what?" Peter asked, confused by what the man was saying.

"Well, we already had that room set up for you from when I asked you to join the Avengers and since you turned it down, that room's just been sitting there collecting dust. So, I don't want to let it go to waste- and I certainly don't want to see you placed with some random foster family somewhere-"

"You want me to stay with you?" Peter was astonished.

"Well, yeah kid, of course."

Peter looked down at his hands, trying not to cry. "T-thanks, Mr. Stark."

Tony smiled. "It's not a problem, kid. I just want you to be okay."

Peter smiled back, but it quickly faded when he was reminded of why they were having this conversation. Aunt May.

"Mr. Stark, do you think you could maybe-uh-drive me to the hospital?"

"Of course, kid. Why don't you go pack a bag and then we'll drive you over."

"Okay." Peter said while standing up. His legs wobbled and Tony grabbed him to stop him from falling over.

"You alright?"

"Yeah, sorry, Mr. Stark. I've just been sitting so long; my legs feel kinda numb… I'll be fine."

He then walked out of the tiny living room and towards his bedroom, trying to ignore the pins and needles sensation that was present in his legs.

Tony sighed and made his way over to Happy as the kid disappeared from their sight.

"Poor kid." Happy said, breaking the silence.

"Yeah. He's been through enough shit already… I can't believe it. His aunt was such a nice woman."

"You think he'll be alright?"

Tony frowned. No. Definitely not, at least not for a while. "I hope so; I'm going to keep an eye on him though."

Their conversation was interrupted by a tired-looking Peter Parker making his way back into the room, a gym bag slung over his shoulders.

"That was quick." Tony observed.

"Yeah… I don't own a lot of stuff…"

Tony almost laughed at the comment, but decided it wasn't an appropriate time to do so.

"You ready to go?" Happy asked.

"Yeah."

"Alright, let's go." Happy led the way downstairs to the car.

The ride to the hospital was silent. Nobody knew exactly what to say to each other, so silence seemed like the only option. At least the drive wasn't too long; the traffic wasn't too bad so they made it there within a half hour.

Happy pulled up in front of the emergency room entrance. "You two go in, I'll wait in the car."

Tony and Peter nodded and exited the vehicle. They made their way inside and headed straight over to the reception desk.

"Do you want me to talk?" Tony asked.

Peter nodded.

Tony turned his attention to the attractive blonde nurse sitting at the computer.

"Hello." He said, after clearing his throat.

The nurse looked up, shock pouring over her face. "O-Oh my God- you're Tony Stark!"

Tony smiled. "Yes, yes I am."

"How can I help you, Mr. Stark?"

"Yeah, I'm here to see May Parker… I brought her nephew. I believe she passed away sometime this afternoon."

The nurse typed something into her computer. "Oh yes! May Parker. My condolences, Mr. Stark. We have her in a private visitation room in the back. Would you like to see her?"

"Yes please."

"Okay, you can follow me." The blonde said, getting up from her chair and motioning for them to follow.

Tony stepped forward, but stopped when he noticed Peter was still standing at the desk. "Hey, are you okay?"

Peter looked up at the man. "Yeah… Just… Y'know."

Tony nodded. "I understand.'

Peter started walking towards the doors, bracing himself for what he was about to see.

And what he saw was something he would never be able to forget. The body of May Parker lay on a hospital bed, her face pale. If Peter hadn't known any better, he would have thought she was simply taking a nap. He walked forward towards his aunt, Tony staying by the door giving the teen his space. Peter gently took the woman's hand in his own, and as he did a single tear made his way down his cheek.

"H-hey Aunt May."

He knew the woman wasn't going to respond, but something inside him was hoping she would.

"I just wanted to say that I love you…"

More tears slipped past his eyes. "I'm sorry, Aunt May. I'm sorry."

He didn't know what he was sorry for, exactly. The words just came out of his mouth uncontrollably. Before he knew it his body was shaking and he was hyperventilating. The tears were streaming down like a river now. A comforting hand rubbed circles on his back.

"It's okay, kid. Just breathe." The comforting voice of Tony Stark whispered.

"I want to leave now, Mr. Stark."

"Okay… Okay kid, we can leave."

Before they headed out the door, Peter said one last sentence to the lifeless body of his aunt.

"Goodbye, Aunt May."