Hello friends! I know it's been a while since I posted anything, but school has been a monster, and then my roommate broke her neck and I've been taking care of her, but I am back! Yes, for those who are interested, this is the sequel to "The Friend of my Enemy." Let me know what you guys think, because I've re-written this like, ten times XD

The prison yard was full of inmates wandering around, doing various things with their free time. Some were playing basketball, some were standing around smoking illegal cigarettes (though the guards didn't seem to care about the contraband material), and some of them looked like they were planning which of their fellow inmates they wanted to eat for lunch. Four of the inmates had positioned themselves inconspicuously around the yard, not drawing any unnecessary attention to themselves. After a few moments, the man in the southwest corner gave a signal to the fifth member of their group, who was over by the weights. The man got out from under the weights he'd been bench-pressing and grabbed a towel, wiping his face off while he looked around, picking out his target. Once he had his prey in sight, he tossed the towel on the ground, ignoring the guard's glares, and he began walking casually past the large prisoner he'd picked out, bumping into him with more force than was normal or necessary.

The prisoner grunted, but before he could say anything, the man who'd been benchpressing turned around and spoke first. "You'd better watch where you're going," Dmitri Smerdyakov, more commonly known as the Chameleon said as he turned back towards the man he'd just bumped into.

The other man's jaw hit the floor, and he incredulously replied, "I need to watch where I'm going? You're the one who bumped me!"

"Well then, you should have moved out of the way, shouldn't you?"

The other prisoner growled as he advanced on Chameleon, and the shapeshifter continued his taunting. "I guess I shouldn't be surprised though. Your eyes are so small, I'm surprised you can see anything!" Knowing he'd succeeded in pushing the man's buttons, Chameleon tried to hide his smirk.

Indeed, that comment seemed to be the final straw for the large man, and he swung at Chameleon. With the force of the swing, it seemed like the other prisoner was doing his best to knock the shapeshifter's head off, or at least spin it around a few times. Chameleon was able to duck out of the way though, and he couldn't help the grin of satisfaction that crossed his face as he straightened back up.

"Something seem funny to you?" the other prisoner asked as he took another swing at Smerdyakov.

As Chameleon ducked the punch, he replied, "Not really...actually, yeah. Just watching you trying to fight is really funny."

The bulky prisoner yelled in frustration and threw himself at Chameleon, trying to squash the smaller prisoner. However, Chameleon was wiry, and he was once again able to duck out of the way of the larger man's attack. The rest of the inmates had started forming a crowd around the two fighting prisoners, save for the four of Chameleon's associates, who continued to hang back. As the brawl continued, the guards finally decided it was time to step in and end it.

"That's enough! Get down on the ground!" they yelled as they pulled their guns out of their holsters. "Lay flat on the ground and put your hands on your head!"

When their calls for order did nothing to stop the riot in the courtyard, all the guards got on their walkie-talkies and requested backup. The majority of the prisoners were either in the rec yard or the cafeteria eating, and an alarm began blaring, alerting all the prisoners that they were to return to their cells immediately and in an orderly fashion. Not that any of the inmates in the yard complied.

Finally, after what seemed like hours to the guards, their reinforcements finally arrived, and they were finally able to break through the crowd of prisoners, reaching the two who were fighting. They yanked the inmates off each other, but the one who grabbed the Chameleon didn't notice his prisoner grip the EMP bomb on the guard's belt until it was too late. Chameleon pushed himself away from the guard, holding up the handheld device coyly. The guard's eyes widened in terror, and he tried lunging for Chameleon, but he was too late.

The shapeshifter hit the button, sending a large electromagnetic pulse through the air and shorting out anything within thirty feet that had any sort of electrical output, including Smerdyakov's bracelet that prevented him from shifting.

The lights in the yard flickered and went out, and when the guard reached for his walkie-talkie, all he got from the other end was static. Chameleon smirked again as he reached down and removed the bracelet from his wrist. The guard chuckled, and Chameleon looked at him with an equally amused expression on his face. "What's so funny to you?" he asked the guard.

"You just set off an EMP blast," the guard panted. "Your nanobots are toast."

"That's what you think," Chameleon sneered. "Carbon-based nanobots aren't affected by EMP blasts."

The guard watched with wide eyes as the Chameleon proceeded to change shape right in front of him, taking on the appearance of one of the many guards in the prison. The thief waved condescendingly as he stepped back and melted into the crowd of guards and prisoners, immediately disguising himself and making it nearly impossible to tell who the shapeshifter was.

Knowing there was really nothing he could do to stop the thief from inside the yard, the guard turned and ran back inside, making his way to the control room as fast as he could.

Stane, Rhino, Shocker, and Mysterio had watched the proceedings from afar, waiting until they saw Chameleon remove his bracelet and transform into someone else before they finally made their move. They all moved forward with startlingly fast speed, grabbing beater sticks any guard belt they could find, keeping one each for themselves but tossing the rest of them to any prisoner they ran into.

Amdist all the chaos, no one really seemed to care when the four of them walked back inside, but if the guards had known where they were going, they would have been worried. Stane and his group got inside, avoiding all the fighting prisoners and guards, and when they got to a certain hallway, they splintered off; Stane walked down one way towards a specific cell, while Mysterio, Rhino, and Shocker went another way, towards the personal item lockup.

0-0-0

The guard who'd been outsmarted by Chameleon raced into the control room, panting for breath as he skidded to a stop. "The prisoners…" he panted. "The Chameleon, he...he used an EMP bomb to take out his bracelet," he explained, finally regaining the ability to breathe like a normal human being. "He shifted right in front of me and disappeared into the crowd!"

The horrified looks on the other guard's faces reflected just how serious the situation was, but all of them snapped to attention when the warden walked inside the control room.

"What is going on?" the warden demanded.

"Sir, what are you doing here?" one of the guards asked, his hand slowly drifting down for his gun at his side.

"Um, I work here? Which is more than I can say for all of you if this situation isn't contained immediately!"

"Sir, you're supposed to be out of town with your wife," explained the guard who confronted Chameleon in the yard, drawing his weapon and aiming it at his boss.

"What the-what are you doing, you moron? Put that away! You can kiss your job goodbye, I can tell you that," the warden exclaimed, holding up his hands. None of the guards looked very convinced that he was the warden though, and he finally sighed. "Well, that didn't go as planned."

Faster than anyone was expecting, Chameleon whipped out a flash-bang grenade he'd picked up from the armory on his way here, pulling the pin and tossing it on the ground before turning and ducking, covering his ears. The guards stared in confusion for a moment too long, and the grenade went off with a loud explosion and a bright light, stunning anyone who wasn't covering their eyes or ears. Chameleon stood back up, looking around smugly as he saw the guards on the ground, moaning as they tried to regain their sight and hearing, as well as their balance.

The thief stepped over them, quickly searching for a specific panel. The lock to Otto Octavius' cell door was kept on a completely different power grid, just in case the prison ever had something like this happen; that way, the doctor wouldn't be able to escape with the rest of the prisoners.

Finally finding the correct panel, the shapeshifter quickly yanked it open. He was met with a biometric hand scan, as well as a retinal scan. There was a control for the locked cell door, but also a release for the bolts holding the man's robotic limbs. Chameleon smirked to himself as he quickly placed his hand on the scanner, then leaned down and let the light flash into his eyes. A red "UNLOCKED" sign flashed above the panel, but before the Chameleon could celebrate, a loud crack rang out, and the shapeshifter felt a searing pain in his side. Reaching down, he felt a warm sensation spreading from underneath his fingertips, and he stumbled forward.

He glanced down, seeing a large red stain growing over his clothing, and the pain hit him full force. His head swiveled around until he was looking behind him, where he saw the guard he'd grabbed the EMP bomb from in the yard. The guard was lowering his gun as he laid on his back, his arms quaking from the effort it had taken to aim on target and then pull the trigger. No matter how much he wanted to get revenge on the man who'd shot him, Chameleon knew he needed to get out of the control room and meet up with the rest of the group. Adrenaline surged through the Chameleon, momentarily blocking the pain in his side as he ran forward, passing all the guards who were just beginning to get to their feet.

As he got out of the control room, he morphed into another guard, though he knew the blood coming out of his side would be a dead giveaway that something was wrong. He staggered down the hallway towards evidence lockup, passing groups of guards and prisoners still fighting. Through the din of the fighting, he heard shouts of victory, though he didn't know which side was rejoicing. At the moment, he didn't really care; all he cared about was getting out of the prison and finding something to patch his wound up with.

As he stumbled down the hallway, Schultz, Rhino, and Mysterio appeared from around the corner. Shocker and Rhino were wearing their respective Rhino suit and electric armband, while Mysterio carried several pieces of electronic equipment. They stopped and stared in shock for a moment though when they saw their teammate, moving towards him quickly after their initial shock wore off.

"What happened?" Beck asked as he supported his fellow team member, shifting the electronic equipment to one arm while he wrapped one of Chameleon's arms around his shoulder.

"Lucky shot," Chameleon muttered. He slumped and clutched at his side in pain as the adrenaline suddenly began wearing off.

"Come on," Schultz said, waving his hand to try and get his teammates moving. "We gotta go."

Schultz and Rhino took off down the hallway, with their other teammates following much further behind. Every few moments, Schultz would stop and look behind him impatiently at the Beck and Chameleon, frustrated that they couldn't move faster. Rhino kept suggesting that they leave the two slowpokes to fend for themselves, but Schultz shook his head. They both still had parts to play in the plan Stane had, and besides. Schultz wasn't about to leave the two of them behind. He used to be only in it for himself, but then Adrian Toomes and the rest of their crew had abandoned him, and he was determined not to do that to any of his new teammates. Though it made Rhino growl in frustration, Schultz insisted that they wait for their other teammates to catch up.

0-0-0

Ezekiel Stane broke off from the rest of his crew and walked briskly down the hallway towards the cell of Otto Octavius. When he rounded the final corner, he stared down the hallway at Octavius' cell. The door wasn't open, but Stane wasn't worried...yet. If Chameleon stuck to their plan, the door would be opening in three...two…

Stane smirked to himself as he watched the door open, just as they'd planned. Alarms began blaring as the door opened, and he heard guards yelling as they came barrelling down the hall towards him. He stopped just a few yards away from the cell as he turned to engage the approaching guards. While his back was turned to look at the guards, Otto Octavius made his way out of his prison; Stane turned back when he heard something coming from the cell, and he grinned.

"Doctor Octavius," he called out, resuming his original path towards the doctor while quickening his pace slightly. "I have a proposition for you, but before we can talk, we do have a small matter of some gua-"

Zeke was cut off as a long metallic arm wrapped itself around his neck, choking him and cutting him off in the middle of his sentence. The four guards all reached for their belts, for the EMP bombs they carried with them at all times, but Octavius spotted the movement. Before anyone could even grab the bombs, Otto's three other metal arms shot out quick as lightning, crashing into the guards and throwing them into each other. It took a few hits, but finally the last guard slid down the wall, his head lolling to the side. Once the last guard was out of the picture, Otto turned his attention to the man in his grasp, who was trying to get his fingers underneath the metal. Stane's face was slowly turning purple, and after a minute, Doc Ock sighed. He set the man down and released his neck, though he simply switched his grip from the man's neck to his torso.

"Why are you here?" Otto asked his coughing captive.

"As I was saying," Zeke rasped after he finished coughing, seeming very composed for a man who had just almost had his trachea crushed like it was nothing more than plastic. "I have a proposition for you that I think you'll be extremely interested in. I have a team inside the prison, and we're getting out of here; if you wish, you-"

"I don't work with others," Octavius cut him off, lifting his metal limb to toss the man aside.

"Not even if I promised you revenge on Spider-Man?" Stane asked quickly, realizing he probably should have led with that. To Ezekiel's immense relief, the scientist paused.

"How?" Octavius asked. Stane smirked. He knew it would be easy to convince the scientist to listen to him once he brought up Spider-Man.

"The plan is already in motion," Stane began explaining again. "All you have to do is follow my lead."

"I don't follow anyone."

"You will if you want to get out of here," Stane snapped. His tone of voice was enough to once again cause the scientist to falter in his plans of throwing him. "Now. Are you going to come with me and get revenge on Spider-Man, or are you going to stay here and wait for the guards to gang up on you?"

0-0-0

"Took you guys long enough!" Stane snapped as Shocker, Rhino, Mysterio, and Chameleon came into view; Mysterio was supporting Chameleon, and the latter seemed to be getting paler with every second. Octavius raised his eyebrow slightly when he saw the rest of their team, but he didn't say anything condescending. Yet.

Schultz opened his mouth to defend the amount of time it had taken them, but Stane shook his head. "I don't care," he stated, even though he was clearly still frustrated. "Come on," he said. "We have to go now if we want to get out of here."

The six of them ran down the hallway, following Ezekiel towards their exit and escape. Rhino ran ahead, smashing through the door with his horn and leading them out into the gated courtyard. The gates were fifteen feet high, topped with another foot of barbed wire to prevent anyone from trying to scale the fence to escape.

The six of them looked to their side when they heard someone order, "Halt!"

There were about half a dozen guards, each with their guns drawn, aimed at the group. Without batting an eyelash, Doc Ock's four additional limbs shot out, smashing into the guards and grabbing their guns away from them. A few of the guards managed to get off a few rounds before Otto's arms smacked into them, but the bullets merely glanced off the armor of the Rhino and the arms of Octavius.

Soon, the guards were all on the floor in a crumpled heap, and while the small group of escapees heard more guards yelling and coming their way, they also heard a thwap thwap thwap of rotating helicopter blades. When they looked up, they saw a chopper sitting just above the prison. Six different cables were lowered to the ground, and each member of the group grabbed ahold of the cables and began climbing up as the helicopter lifted higher and higher into the air. Chameleon was forced to just hang on as tight as he could, and when the others reached the chopper, they reeled his cable in themselves. The reinforcements for the guards reached the yard and tried to fire at the disappearing villains, but the chopper got them out of range quickly, and soon the six of them were out of sight.

"I can't believe that actually worked," Octavius admitted over the sound of the chopper once everyone was settled inside the chopper.

"Me either," Beck agreed just as loudly as he helped the Chameleon over to a spot to sit down, strapping the thief in so that he wouldn't fall over.

"You guys aren't the ones who got shot," the shapeshifter griped as he tried to shift positions to make himself more comfortable. He hissed and batted the man's hand away as Mysterio began examining the wound, and Beck gave him an exasperated look.

"You've lost a lot of blood," he chided. "We need to get this patched up if you don't want to bleed out before you can enjoy your newfound freedom."

"Beck, you take Chameleon to the meetup and start fixing his wound. There should be medical supplies there," Stane ordered. "Schultz, Octavius, and Sytsevich, you guys are going to go catch our spider."

"Just where do you think you are going?" Rhino asked suspiciously. "And how do we know where to go if you don't come with us?"

"I'm going to get something that's critical for our plan of revenge to work, " Stane said shortly. "And don't worry; Schultz knows where to go."

For a second, Schultz looked confused, and then understanding dawned on him. "The school," he explained to the confused members of their group. "Okay, so who are we going after?" Schultz asked, turning back to Stane.

"Just show up to the school and start causing mayhem; don't worry, he'll show up," Stane assured them, though the group looked frustrated.

"You keep saying you know who Spider-Man is, but I'm starting to think you don't actually have any idea," Beck accused. The other four nodded in agreement, though Schultz did so reluctantly. Stane's mouth pressed into a thin line.

"Even if I didn't know who he is, which I do, I'm sending you to the school that even Schultz knows he goes to. Isn't that enough? Don't you think he'll show up if you start attacking the students at his school, his friends and classmates?"

The rest of the crew looked reluctant, but they did see the logic in his plan. Schultz did know what school they were going to, and if he really did go there, Spider-Man definitely wouldn't let innocent lives be put in danger if he could stop it.

"Okay, we go to school," Rhino finally agreed. Schultz and Octavius nodded as well, and Stane felt a strange feeling of maniacal joy; their plan was going well, and soon they'd be able to get their revenge on the kid who'd ruined their lives. After months of planning, things were starting to be put in motion.

"I'm coming for you, Peter Parker," Stane muttered quietly so that the others in his group wouldn't hear Spider-Man's name. "I'm coming for you, and there's nothing you can do to stop it."

So...Thoughts? Like It? Love it? Hate it? Excited for it? Let me know what you think!