Jillian knew her knees were scuffed and bruised as she quietly crawled through the air vent. It was cold and dark and cramped, but it was her only hope. As she turned some tight corners she could hear people speaking, no doubt those Sinister Six members who had brought her here in the first place.

"I just checked on Finch, she's getting antsy." said Electro's voice.

"That is no concern of mine. The girl will stay until we decide what to do with her," Doctor Octavius said."It was smart to take her, as she obviously friends with the wall-crawler. But we are not going to try an exchange, like Venom and I did last time we encountered the girl. That did not work the first time, and I sense that it will fail again if we attempt it a second."

"They might be expectin' that, too." Venom's slobbering mouth hissed.

Jillian gulped, as by the range of their voices she knew she was directly over them. She reduced her speed quickly, trying not to make a sound.

"Remember, the girl is their priority. We settled that dispute with Goblin on the first night. I should contact him, see what he is planning with Chameleon, Vulture and Mysterio."

There were murmurs of agreement, and Jillian heard the sound of someone dialing a telephone. Jillian turned another corner, still in ear of their conversations.

"Goblin, this is Octopus. What's your progress?"

A high, irritating voice came from the other end. He was no doubt on speakerphone. "Finch's family is gone. The house is empty. Someone tipped them off!"

"I see. That is most unfortunate. We have the girl with us in one of the back rooms. Will you continue with phase two?"

"Yep. Vulture and Mysterio are on their way now." The Green Goblin's crackling voice replied.

"Are you still planning to proceed with the attack on the Daily Bugle? Make sure to find out where her desk is."

Jillian gasped, but covered her mouth instantly as she sped down the air vent to change her location. There was a dramatic silence, and Doctor Octopus' voice came next: "Go check on the girl."

Jillian continued to crawl. She headed left, trying to get as far away as possible. She had thought she was safe for a moment before Doctor Octopus' scream of rage filled the air. They knew, and Jillian started to sweat. She picked up speed in the air vent, turning left and right, left and right. What would they do if they caught her? Would they kill her? Lock her back up again? Jillian didn't want to think about the endless possibilities as she made her way. But that's when she crashed into a wall. She had reached a dead end.

They were searching all the vents, no doubt. She didn't have time backtrack! Jillian grabbed her necklace and pressed the red button again. Jillian hadn't even taken her finger off the gem when a red fist smashed a hole in the air vent from above, a few inches from where she was sitting. Jillian smiled and poked her head out, squeezing her way through and onto the roof.

She turned to face Spider-Man, who was heaving for air. He must have hurried over here, and the fact that he was out of breath did not need to be hidden. Jillian wrapped her arms around him. "Spidey! I knew you'd come! God! Oh--I ha--I have to tell you everything!"

Without a word Spider-Man picked Jillian up and started swinging away. Jillian started telling him everything she had overheard. "Spidey, The Green Goblin is working with them. They're broken up into teams. His team was going to go after my family, but they were already gone...and something about phase two. Oh, and they just grabbed me for the hell of it. And they're planning to attack the Bugle! Octavius said something about finding out where my desk was. And--"

Spider-Man landed abruptly in a back alleyway and pushed her off of him. His usual light tone of voice was replaced with a stern and angry one.

"What the hell were you thinking, Jillian? Were you even in your right mind? I told Torch to drop you off, and you come anyway! Why, why do you have to be everywhere I am? You could have been killed, and I'm actually surprised you're not dead already, with all the stunts you decide to pull!"

Jillian was shocked. This was not what she had expected Spider-Man to say.

He continued: "I have been doing this job for years, Jillian, years without you as my cheerleader! I admit, you saved my life years back, but that was honestly just luck. I don't want you to get hurt, and I don't want to see you following me anymore."

Jillian gulped. "I'm sorry you feel that way."

"Whatever. Let me swing you home. It's too dangerous for you to be walking home alone."

And Jillian was lifted off her feet again, her necklace flying in the air and bouncing on her chest. Jillian felt the uncomfortable silence, and she knew that Peter was right--but she couldn't help it. She cared too much, and she craved the sensation of feeling alive.

Below them firetrucks and ambulances and police cars had their sirens blasting as they headed down the street. Spider-Man followed, as to go to the scene and help, most likely dropping Jillian off beforehand. But as Spider-Man continued to follow the vehicles with their red and blue lights flashing, smoke could be seen towering over nearby buildings.

Jillian knew exactly what had happened. Like her captors had said over the phone, this was phase two. The building on fire was her apartment.