A/N: This is for loserparker's 3k writing challenge on Tumblr also this deals with panic attacks 

The party is loud and crowded. Hues of blues and purples seemed to cascade across the walls that might as well be vibrating from the constant thumping of the bass. If the music keeps up the loud volume, it's only a matter of time before there's a noise complaint but the happy-go-lucky young adults don't have a care in the world. They're too busy dancing, if you could even call it that, playing beer pong and other drinking games, and conversating over when they're leaving for the upcoming semester.

But, then there's you.

Your chest is tight and your limbs are shaking, palms clammy. Every muscle of your body tensed and your breathing is shallow, caught in your throat as you tried to focus on one thing but nothing was working. The music is too loud but you could hear every conversation happening around you. Your eyes darted around to every person, every flashing light of the party lights on the ceiling, and anything that might be moving. You could hear your heart in your ears, just thumping with everything else. It's like everything is closing in around you while your head spins and your vision pulsates with your heartbeat and the throbbing music. You just wanted everything to stop. Stop for a second so you could just get a fresh breath in but the longer you stood, hoping for it the pass, the worse it got.

Run.

Fight or flight. It's your flight or fight hormone kicking in, trying to signal that you're not safe, even though you are. Your brain and adrenal gland just get signals confused and happens for seemingly no reason and you try to go with the fight side. Fight out the aching of your tensed muscles and the nausea overtaking your stomach. Every time you try the fight option but sometimes it's not enough and it loses. Sometimes you have to run, have to hide from whatever triggered the flight or fight response. But you want to fight this out. You want to stick it out because it's the last party of the summer before you go to your first year of college. You want to stick it out so bad and your bones ache and mouth runs dry.

Run.

You set your drink on the counter, almost spilling the contents from the shakiness of your hand. You dart out of the kitchen and right out of the front door, not bothering to let your friends know you were leaving or that you'd be back, nothing. You didn't text them, you just let your feet guide you and before you know it, you're running down the street. Your chest gets tighter with every step but you can't stop your feet from moving, you just need to get away from the party.

It's strange, to literally be running from a panic attack but your bones are physically aching for you to just get home. Be safe. Get safe. Safe place and that's your bedroom. It's horrible, for your self-esteem, because you know you're going to sprint all the way home and then feel fine not five minutes after shutting your bedroom door. That's what happens when you have to leave and you always feel terrible for not just sucking it up. But, this was bad. It was bad because you physically had to run. Not just mentally and it was taking a harsh toll on your lungs. They burned and burned like you had been a heavy chain smoker for twenty years. Everything burned and ached as your feet lead you to an alley.

You leaned your back against the wall, the cold brick sticking to your shirt as bent your hands to your knees. Your chest heaved with every breath and your nausea persisted as your head spun like you'd just gotten off a tilt-a-whirl. You tried to take deep breaths but they always came in and out shallow and strangled as your mind drifted to what could come lurking down the alley.

It's night and anyone can be out and you're all alone. You're incapable of fighting anyone off and you're having a panic attack in the middle of an alley. It feels like you're breathing through a straw, a thin one like one from a juice pouch. You just need one good breath but that didn't come when you heard a thump beside you.

You jumped and yelled, looking in the direction of the dark figure coming towards you. Your breathing completely stopped as you were slowly trying to back away but your legs felt like jelly from the adrenaline and running. Now what?

"Y/n? It's me." Peter's familiar voice echoed through the narrow alleyway. The only relief that came was that you know him, you know your best friend but that didn't ease the panic attack. "A-are you okay?" Peter took a few more steps forward, taking off his Spider-Man mask as he came into the smallest form of light. "I, uh, saw you leave the party."

"I can't breathe." You cried out in a quick, exasperated breath.

Peter's eyes widened and grew sad within seconds. He knew of your panic attacks. They happened fairly often and with his heightened senses, he knew without you even telling him. It actually made it easier to talk about. You couldn't lie to him about it and he always had you talk.

"Have you tried breathing?" Peter says before catching himself. "I-I mean the breathing techniques or grounding?"

You nod your head quickly as tears started to burn the back of your eyes. Grounding almost always worked but it just wasn't working tonight. Nothing was working. That's the problem with panic disorders.

There is no reason for them. Yes, in the moment of a panic attack, you can pick out what the trigger is. Tonight, it was the people and loud music but that's not always the case. It varies and it's not always rational. Panic attacks are basically anxiety attacks on steroids. At least anxiety attacks calm down within fifteen minutes, panic attacks can go on for up to three days.

"Uh," Peter stutters, trying to think of something else. "Okay, here." Peter closes the distance between the two of you, pulling you into the shadows in case someone walked by, this way Peter wouldn't have to put his mask back on and you'd be able to actually see his face.

His arms wrapped around you and you've never felt more claustrophobic. You squirmed in Peter's arms, begging him to let you free but he just used his strength to keep you as close as possible, giving you the biggest bear hug he could without physically hurting you.

Peter's hugs normally felt perfectly safe and soft but not in the middle of a panic attack. A strict instruction you had was not to touch you. You explained it in the terms of his senses. In the middle of a panic attack, everything is dialed to eleven, like him just not the superhuman eleven. Touching causes more panic and he knows that but now he's hugging you. He's not supposed to hug you.

"Just, trust me, okay? Please?" Peter says urgently, squeezing just a little harder and you can hear his breathing in your ear, his chest pulsing against yours.

You swear you're going to pass out from the overwhelming anxiety flowing through your veins but then, it's like something clicks. Your arms start to relax first, not fully but enough. Your mouth starts salivating normally again and your heart seems to be slowing while your body catches up. Your legs are weak and already sore while the spinning of your head starts to come to a slow and peaceful stop. Everything isn't so loud anymore and you can breathe. Your head presses against Peter's shoulder, your neck finally relaxing as you take deep breaths.

"Are, uh, are you okay, now?" Peter asks, hearing your heart rate come down to a steady rhythm.

"I don't know." You whisper, not moving your head from his shoulder but wiggling your arms from between you two to grab the sides of his suit, signaling for him to stay close, scared the panic attack was lurking in the depths of your brain and waiting to make another appearance.

"Okay." He whispers, his arms not loosening up.

"Aren't you worried someone will see you?" You manage to whisper against him, finding it in yourself to ask a question.

You feel him shake his head. "There's isn't a lot of foot traffic here." Peter explains.

"You saw me leave the party?" You ask, now knowing if you keep talking, your panic attack will be put fully to rest for the rest of the night.

"Oh....yeah....kinda. Ya know, I was in the area and wanted to see if you were having fun and if everything was going well. I just wanted to check in but then I saw you run out without your other friends and I wasn't following you." Peter rambles. "I mean, I-I was but only because you...I don't know."

"Spidey senses." The smallest laugh comes from the back of your throat.

"Dunno." Peter mumbles. "Guess so, maybe."

"Thanks, Peter." You take in a deep breath, one that completely fills your lungs and gives you complete relief.

Peter loosens his grip but doesn't completely let go. "Don't thank me, you're my friend." Peter says.

"Why'd you hug me? I told you not to." You keep your voice level, allowing the confusion to take over your voice.

You weren't mad, just confused. Confused because Peter never does anything that would make you uncomfortable. He respects you but this went against that. But, on the other hand, it helped. It calmed your panic attack quicker than just locking yourself away in your room would have. So, you're not even close to being mad.

"Um, ye-yeah, about that..." Peter starts as he starts pulling away. "I did some research." He shrugs casually, rubbing the back of his neck. "Different ways to help people who are having a panic attack."

"And hugging?" You question.

"Not exactly, kind of." Peter says. "There's been studies on how bear hugs, ones that really constrict someone, can calm down panic and anxiety attacks. It helps to release certain chemicals that counter the flight or fight."

"Why'd you do that?" You almost chuckle at the thought of Peter going out of his way for something like this but it's sweet. He's always sweet, that's why you started to fall for him forever ago. The boy is too kind-hearted for his own good.

"I don't like seeing you in pain." Peter says honestly, his cheeks turning a crimson red so bright you can see it almost clearly. "I...you're my best friend...but....I...." Peter shrugs his shoulders, dodging eye contact. "Like....you..."

Your brows furrow as you watch Peter kick a small pebble, his fingers fiddling with the mask in his hands. It was a weird time to announce that he liked you and you can't help but think he did it now, of all times, to show his vulnerability that way you wouldn't feel so alone. Telling people how he feels is something that always causes Peter anxiety so telling you, after your panic attack, was him putting himself on almost the same level as you. The same level of anxiousness and vulnerability.

A timid smile spreads across your lips as you close the short distance between you and Peter, pressing a chaste kiss to his cheek.

"Thank you. Do you think you could finish walking me home and maybe..." You trail off, noticing Peter's eyes the size of saucers staring back at you. "Hang out when you're done with your patrol...?"

"Yeah, yeah, yeah." Peter says maybe a little too quickly. "I'd, yeah, that'd be great." Peter smiles, bright and wide.

"Cool." You bite your lip shyly.

"Cool." Peter nods before putting his mask back on and walking you home.