THUNDER BOLT MOUNTAIN

"That kid is making a mockery of us." Hidden in the Colorado rockies away from the ublic was the secret base of the Thunderbolts a supervillian team sponsored by the government. Walking through its metal walled hallways was a man with red hair, sunglasses and a green suit. Next to him was Acting Director of Shield Mariah Hill, "Keep it down Grych, the whole mountain can hear you." she said as he stormed through the base. "He made us look like fools, Starks Avengers in every state is moronic."

Hill walked briskly next to him "B Stark won't take off the kid gloves, he still considers the parkers to be his friends." She said as the two headed deeper into the base.

"So, we're of one mind Hill?" Grych asked her as they walked into a lab "If by one mind you mean turn the dogs loose, yes."

The red head smiled, "Not dog... wolf." He said looking into one of the quartined rooms and inside was a creature that was never meant to exist.

FURY SAFEHOUSE 21

Adrian was laying out on a flat table with an x-ray machine going over his whole body, he had his hands over his private areas just incase. The room he was in appeared to be a medical room of some kind and as the x-ray machine went over him, it appeared on a screen across the room that Nick Fury was looking at. "You know you shouldn't smoke." Adrian said as he saw the spy master suck on one of his cigars "Wife use to say the same thing." He said as he tapped it on a desk seeing the X-ray of the boy.

Fury and I left Arizona right after Yellowjacket and Shield arrived, after he told me Prowler was gone, I figured he'd find his own way, probably went to Mexico.

Fury looked at the scans of the boys body, "Well your perfectly healthy, and that's was interests me?" Fury said back to Adrian who reached for his pants as he sat up puling on his red spider suit pants "What do you mean?"

"Look here." Fury said pointing to the x-rays showing his skin, muscle, organs, nerves, and than bones "You wounds are all healed, your bones and the ones you broken are reinforced and your metabolism is in overdrive." Fury said showing him all the stuff on the screens as he got dressed "Well I do have superpowers." Adrian pointed out to him "True, you inherited your fathers spider abilities and all the stuff that came with it, but the last time I saw his medical records it wasn't anywhere near yours." Fury said.

The eleven year old looked up at him "Uh… you know I bet your pretty smart right?" he asked "What?" Fury asked him "Isn't it obvious." Adrian said pointing to the x-rays "I'm mutating into the most terrible and terrible creature known to the world."

"A teenager." Adrian whispered to him.

The one-eyed spymaster glared down at him without saying a word walking away.

Now I know why I never met this guy, no sense of humor.

Adrian put on his shirt and walked around the medical room and headed toward a wall that opened up to reveal the city by the green bay, Chicago.

As I said before, we got the hell out of Arizona and headed north to the only city like New York City, Chicago. Fury hid jet on the outskirts of town before we made our way here to another one of his safehouses, and this one is a lot nicer since its not underground.

THUNDERBOLT MOUNTAIN

"Are they ready?" Gyrich asked the scientists. The walls were dimly lit with greenish light and many metal machines and consoles surrounded a glass wall that held something inside "Uh well its ready." A scientist with dark grey hair and mustache with glasses and a white labcoat said "What? I thought we had a dozen fully developed and ready." Gyrich barked at the spliced who hid behind his note book "Well we did, but the defect sir- the runt we kept if any of the others were lost?" He asked him as Gyrich looked like he was ready to rip the scientists in half.

Gyrich glared at him under his sunglasses "What about it?" He asked "It ate the others, all of them." The Doctor said as both Hill and Gyrich were shocked, "Christ Gyrich." She said looking at him

But instead of showing rage or disgust Gyrich smiled "Good." He said looking into the cage at a monster "Now we use the bait." He said back at Hill who tapped her fingers as she handed him a bag of what appeared to be a bag of hair strands "We use it to track the target, nothing more." She replied "Agreed." he said tearing out the hair and throwing it in the cage.

CHICAGO

Adrian was laying on the couch of the safehouse, it was a large penthouse apartment with blacked out window.

Fury wants me to keep a low profile, so I can't leave the penthouse till he says so.

The floors were all nice carpet except for the kitchen and bathrooms. A flat screen TV was on the wall opposite from the couch, Adrian had on his spider suit under a green T-shirt as he walked to the kitchen, and by walk he leapt off the couch attaching to the ceiling and walking over to the fridge before dropping down like a monkey and opening it. He took out some food before he opened some cabinets to get some chips. He swung back around and watched TV.

Later, Adrian had eaten all the food and was now mixing bonding agents with his web shooters cannisters on the floor next to him, he filled them all the way up to the brim using all of the bonding agents at his disposal. He shot a web up onto the ceiling and made another before he had a hammock for him to swing on.

After that he watched TV for a few hours, he flipped through the channels watching all the different ones.

He flipped through the television till he saw in big bold white letters LIKE FATHER LIKE SON, MENACE IS A FAMILY LEGACY. It was a news network with a blue and red bar on the bottom around the letters, an image of a Black suited Spider-Man was cropped next to one of Spider-Boy in his own black suit. A man with a black suit balding white hair and more wrinkles than Lockjaw. "-This is a man who brought his son into a world of violence, vigilantism, and threatened his life everyday." The man said as Adrian held the remote "Peter Parker is a disgrace to every man and woman who brought a child into this world, as a father he should have set an example for his son not the other way around." The broadcaster said as the image showed Spider-Boy and Spider-Man both fighting in different areas.

"Now this Spider-Boy, a young Adrian Parker of no more than ten years old is gallivanting around the country breaking the law." The man said as Adrian gripped the remote a bit tighter cracking it.

I'm eleven you idiot.

The broadcaster continued his rant "He's terrorizing the American people and putting good Americans like Hank Pym the hero and Avenger known as Yellowjacket in the hospital." The broadcaster said to his viewers.

"Now I'm not saying that Yellowjacket did not have a checkered past with his personnel life, but he has the right to privacy in that regard because he registered with the American Government and is doing his duty, this is a savage assault by a criminal and a terrorist, his own father allowed this." The broadcaster barked, Adrian started to see red as he crushed the remote in his hand plastic and rubber in all "Peter Parker is nothing more than a degenerate dead beat father and the whole Parker family deserves the same punishment that his aunt got, march them in front of a wall and-"

Adrian yelled as he leapt off the hammock and into the TV smashing his fist into the flatscreen and tearing it apart, ripping out the wiring and feeling the glass screen cut his fists as he tore it out of the wall and through it at the nearest window cracking it.

When he started to calm down he looked at the TV and the whole in the wall he had left a hole in it from removing the television.

. I need some air

Later, Adrian swung out onto the top of one of Chicaogs buildings, the brisk night air blew through the strands of hair on the back of his neck, since his bandana mask covered the top of his head and around his eyes.

He took a deep breath before he walked off the building and started to plummet straight toward the ground as fast as he could.

You know suicide sounds like a real downer.

He shot a web out and started to swing high above the cars out of eyes few sticking to the higher rooftops, walking on building tops, before leaping off them and running up them. He shot out another web and swung around the building before letting go and free falling into an alley before shooting out another web at the last second. After an hour he was out of breath he sat down on top of a large building. He took off his mask his hair had started to get wet from sweat.

What am I doing here, I never even meant to do that to stuff to Yellowjacket, I was just so angry… I couldn't control myself, it felt like… like- wait a sec?

He looked down at the street below and saw someone, walking in the streets below, there was someone walking they were wearing a long black coat, she had dark black hair a blue shirt and jeans with sunglasses. Adrian put his mask on as he started to walk across the building following her.

Sunglasses at night?"

The wall crawler started to move on the walls of the building into an alley as she walked down the alleyway. He flipped off a fire escape and onto the other side of the alley looking at her from behind. As she walked down the alleyway he saw her glancing over her shoulder but he got out of the way of her sight sticking to the shadows.

Wait…

He dropped down behind the woman as she stopped and turned around, she reached up and pulled up at her black hair and sunglasses, Adrian saw it was a wig and long red hair Spider-Boy pulled off his mask and her eyes were green eyes like his, not by blood but Adrians smile didn't seem to care as he rushed toward Mary Jane Watson "Adrian." She said hugging him "Mom!"

CAMP HAMMOND CONNETICUT

Formely the home of the tragedy of the Prior to the opening of Camp/Fort Hammond, the superhuman training facility was located at Marine Corps Base Quantico in Virginia. Camp Hammond, located on the site of the Stamford tragedy that started the Civil War, is named in memory of Jim Hammond, the original Human Torch. The camp is considered the Initiative HQ and also serves the dual function of being the Initiative team for Connecticut.

The camp is primarily used to train drafted super powered young people in the United States who have to be registered with the federal government. However, many respected and established superheroes have also attended training to brush up and further their skills.

New recruits are put through Avengers basic training, which includes combat, first aid, and superhuman ethics. If passed the recruits' registration card will be upgraded to a full heroes license with some being offered places in one of the fifty nationwide teams.

Standing in the camps control tower, looking over the fort was Iron Man and one of the camps directors War Machine. The camp had twenty foot tall walls surrounding a large tarmac along with buildings like hangers, barracks in rows, with a new advanced looking building connected to the control tower. They were looking down at new recruits for their training program Iron Man was speaking into his helmet on the phone "I don't care that your company is listed as entertainment not news, he was way out of line in how he talked about Spider-Man, either he's gone or no more interviews got it." Iorn Man said turning off the transmission as War Machine opened up his helmet to show his face "You okay Tony?" he asked the other super suited man.

"I'm fine Rhodey, how's Hank doing?" he asked changing the subject "He'll be fine, he may have taking a beating but he'll be up and around in a few days." Rhodey said to Tony as the two of them looked out at the camp "You know when I first thought of this, I had Adrian in mind?" Iron Man said crossing his metal arms. "Bringing us all together, the older generation teaching the new, it was so perfect when I thought of it." Iron Man said as he looked down to see some of the trainees. "I'm not sure how much longer we can keep protecting him." War Machine said next to him "Protecting is hardly the word I'd use." Tony said opening his helmet to his best friend.

Rhodey shook his head "We've issued non lethal use to someone who put one of our own into a hospital, and he's teamed up with possibly the most wanted man in the world by intelligence standards." War Machine said "Nick Fury is one thing, but Adrian is still a kid."

"How long do you think people will keep agreeing with that, he dropped the Hellicarrier on Carol, humiliated two of our state teams, and beat the crap out of Hank Tony, imagine what will happen next." War Machine pointed out.

Iron Man shook his head "I won't do anything I'll regret, this is a loose loose scenario we're in." Iron Man countered "We actually manage to capture him we're detaining a minor, we let him go we're shown as incompetent we need to do more than that, we need to detach the fact that Adrian is a child." Iron Man said reaching for the control towers nearest monitor and typing in some commands "But you just said he is?" War Machine asked him.

"I know what I said, what I'm saying is we need to be smart, before someone is stupid" Iron Man said looking at files of Adrian fighting everyone.

CHICAGO

Mary Jane walked away from a hotdog stand with two hot dogs and water bottles in her hand, she still had her black wig on but not the long coat. Later, she walked around a corner into a park across the street where Adrian was sitting on a bench wearing the coat hiding his spider suit under it. When she came back she handed him one of the bottles "So Aunt May is really bad?" Adrian asked her "Yeah, she is, Peters been coming by whenever he can but he's caught up with being Spider-Man.

"Good." Adrian said "Than I can help him." Adrian said again up to her "What do you mean?" she asked him.

The son of the spider scratched the back of his head "I've been… busy." He said gesturing down to his suit tugging at it "I know, I saw you on the news… Adrian their calling you a terrorist." She said putting her hand on his shoulder "Only the ones who are afraid, Stark, Hill, and anyone else who gets in my way." Adrian said eating his hot dog "In your way, the way of what?" Mary Jane asked him "Caps mission." He said up to her standing up "Get the act repealed, try and make things go back to the way they were."

Mary Jane sighed, "I wish it was that simple Adrian, Peter and I have talked about it." Mary Jane said as he sat back down "… is this the part were I hear how I'm not old enough to understand?" he asked her.

"No." she replied making the boy look at her confused "Your not to young, none of us are smart enough for this Adrian, do you know how many times we get told 'you just don't understand' it's the perfect excuse for someone to win their own argument." She explained to him "I know we never really got to know each other like I wanted, but I know Peter, he's my husband and I love him, and I'll always support him when he believes in what he's doing." She said putting down her food "The same goes for you, I can't stop you from doing whatever it is your up to-

Spider-Sense!

Adrian looked over Mary Janes shoulder to see bounding through the bushes of the park, was something big, white, and heading their way. "Get down!" Adrian yelled grabbing Mary Jane as whatever it was leapt over them with a loud bark followed by a growl.

He looked up to see standing in front of them was a monster, it had the body of the wolf but was the size of a small horse or mule. It's body was pure white with multiple sets of black eyes four on each side of the face stacked on one another It also had eight white legs it snarled and barked at the sight of Adrian who noticed around its neck was a dark black metal collar with glowing lights.

That's not good.

The glowing lights started to blink and the wolf snarled with long sharp teeth before lunging at Spider-Boy who through himself in-between the wolf and MJ. "Adrian!" she screamed as he tackled the beast. He felt it snap and bite at him before he kicked it away. He tore away Mary Janes jacket and put his mask on "Run." Adrian said looking back at Mary Jane "No, I won't leave you." She said as he shot a web at her feet sticking her to the sidewalk "Than I'll run." He said looking at the wolf who got up and was circling him snarling the whole time "Then I guess I will."

He darted to the side with the wolf chasing after him before he shot a web to the nearest tree pulling himself toward it. When he landed on the bark the wolf was already on him. Spider-Boy held his arm up and caught the beasts teeth with his arm. He felt it start to bight and tear into it, forcing Adrian to scream in pain spinning around and throwing the Wolf right through a hot dog stand in the middle of the park forcing bystanders to flee.

The wolf got up and shook off all the hot dogs, buns, and napkins on it. Its eight legs and eyes all focused towards the beasts prey.

Spider-Boy saw it was getting up, and looked around for anything, he held up his hand and shot a web to the nearest tree only for the wolf to leap at him the second he did. Zipping away the wolf followed him into the trees slashing and biting at Adrians heels as the web swinger went full tarzan through the branches and leaves of the trees. Dodging the fangs and claws of the monster as it followed him. Meanwhile down below Mary Jane ran behind them following them in the trees just barely as they moved faster and further away from her. "No- no- no- not again." She begged

CAMP HAMMOND

Iron Man was working inside one of the bases labs at its gigantic monitor next to War Machine and shield agents "No, New York is Blue Shield and various other heroes the Avengers have hand picked, it won't need a team." Tony said under his helmet "If you say so." War Machine replied as a Shield Agent burst into the room "Mr. Stark." They yelled "… oh gezz what now?" Tony said tapping his helmet turning around "Report." War Machine ordered as the agent caught his breath.

"Turn on the news, Chicago channel eight." He said gasping for air, Iron Man typed in series of commands to the super computer as the broadcast was caught live "- we have no confirmed reports yet, but rogue super hero and runaway Adrian Parker, aka Spider-Boy the son and sidekick of his father Peter Parker aka Spider-Man has been spotted across down town Chicago fighting what appears to be what eyewitnesses report as a great big white dog with eight arms and legs." The reporter on the TV was a woman with a purple suit and brown hair speaking next to a smaller screen showing a blurry camera of Spider-Boy and the wolf leaving the park and moving into the city.

Iron Man and War Machine looked at one another, "Who do we have in Chicago?" War Machine demanded to know "Uh… Spaceknights sir, but they were requested to help the Great Lakes Avengers two hours ago." One of the agents said to the War Machine.

"Dammit, hold everyone I'll deal with this myself." Iron Man said turning toward the door and storming out with War Machine in tow, "What, Tony stop you saw what he did to Hank." War Machine said behind him as they walked outside "I'm not like Hank, I can take care of myself." Iron Man replied walking to the tar mack "I know that, but the kids unhinged, he's practically insane." Rhodey pointed out

Tony grabbed War Machine "I have to make this right!" he snapped back at his friend "Your right he's unhinged, he's lost Rhodey, his dad is nowhere to be found, he's teamed up with Nick Fury, he's lost and he needs our help." Iron Man said calming down letting go of War Machines armor "I won't forgive myself if the same thing that happened to Peters aunt happens to his son."

Iron Man rocketed up into the sky heading straight for Chicago.

CHICAGO

Spider-Boy bounced off a lamp post as the wolf pounced on it before the two ran onto a wall Spider-Man rushing straight up it with the wolf in tow runnight right up the building.

This isn't the first dog I had to fight, but this ones fast, faster than me, it can stick to walls, everything.

He tried to shoot webs at its jaws like a muzzled but the hounds jaw snapped back open ready to tear into Adrian again standing perpendicular to the glass windows. The people inside the building looked out and took pictures with their phones as Adrian kept running up it till he got to the top. Adrian ran across the roof top and so did the wolf "Alright boy, try to keep up." He said back to the dog as if he were taking it for a run. He shot a web out ad flung his body off the building and started to swing away

Lets see it shoot a web out of its paw.

Spider-Boy looked over his shoulder to see the wolf running across the walls of the buildings on all eight paws not just leaping over the gaps between the pavement and alleys but speading up.

Huh… most wolves have four legs, this one has eight and is a lot stronger cause its mutated… guess it can keep up.

It started to gain on him as he swung over cars and busses, swinging around a corner he shot another web out and the wolf suddenly appeared in a blur of white fur and fangs it tackled Adrian out of the air and into a car shattering the windshield and denting the hood forcing the person in side to get out and run.

Crap this thing's to fast.

He swung his fist into the wolfs snout barely hurting it, but he was able to grab hold of its jaws and stop it from taking another snap at him.

It's to strong.

He lifted the beast up and through it into the window of a Starbucks leaving chips o glass into its hide drawing red blood onto the white fur.

It's like Carnage all over again.

The spider got off the car and started to head toward the Starbucks just as the eight legged wolf got out three of its eight eyes were sealed shut as it breathed hard through its fangs and so did Adrian through his teeth under his mask. He got off the car top and walked toward the star bucks ripping out a parking meter as the hound crawled out bleeding from the glass and its eyes full of fury. Adrian looked at it and at its collar still glowing bright from around its neck.

The wolf attacked again and this time Adrian was ready, he drew back the parking meter and crushed it into the wolfs head sending it down the sidewalk, anyone on the concrete moved out of the way a few people fled as the wolf shook off another blow. Than out of nowhere gun shots rang out, the wolf leapt out of the way as they ricocheted off the ground. Across from them a cop in full blue uniform was shooting at the wolf who kept dodging the bullets before heading straight for the cop.

Spider sense too?!

The cop unloaded his pistol against the dog missing every shot, until the wolf tried to tear the cops throat out. The web of one boy spider stopped that from happening hurling the dog back toward Spider-Boy "Remember me?" he asked. The wolf barked before attacking again he dodged out of the way of its teeth moving into an alley way bouncing off the walls that were much closer, Adrian jumped off a dumpster with the wolf behind him its eight legs digging into the metal. Spider-Boy grabbed the lid of a trash can and gripped it tightly.

I've seen Captain America throw his shield enough times, to know how to do this.

He drew his arm back hurled the shield back like a discus he through it at the wolf who snatched in its jaws before tearing the metal apart like a piece of paper

The wolf continued to chase Spider-Boy this time up one of the alley walls onto the top of the building, it ran around him faster than the boy with only two legs. Leaping and pouncing around him till the monsterous lycan arachnid wrestled Spider-Boy to the ground. He grabbed the wolfs neck his hands wrapping around the collar trying to hold its teeth back from ripping his throat off when finally he tore the collar right off and instantly the wolfs whole body shook violently as the color was removed sending out electric sparks before Adrian tossed the metal pieces away. He crawled out from under the wolf and saw it thrash and stiffen before falling over still as a rock.

He sighed seeing it was finally down. Turning his attention over to the collar he looked over at the collar than at the lupus aranea.

This thing wasn't even after me, not by choice?

Kneeling down he picked up the pieces of the collar looking at it, the biggest piece was a long now sharp end as he looked at it, the sound of whimpering filled his ears. Glancing back to see the wolf lying there, it whimpered frozen stiff looking up at Spider-Boy. When he moved it growled, something was different thought. The wolfs four eyes weren't black any more, instead they had yellow iris's around black pupils. He held up the sharp end of the collar and it bared its fangs instantly. He raised it ready to stab the beast right in the neck but his arms froze, he dropped the collar looking down at the wolf.

He headed to the edge of the building when he heard a the sound barrier break, he looked up to see a man, a man made of iron.

Mary Jane!

Elsewhere in Chicago, Mary Jane was running around the city when suddenly a gust of wind and engines blew back her long coat and hair as Iron Man dropped down in front of her "MJ, thank god." Tony said dropping down in front of her "Where'd did they go?" He asked but Mary Jane backed up.

She reached into her jacket for something hidden "Stay back Tony, I swear if you had anything to do with that monster." She barked at him as she pulled out a taser "MJ wait, I saw the news, believe me I don't know what that thing was; but you have to tell me where Adrian is it's for his own good." Iron Man said approaching her, when he was close enough she tried to strike him. He caught her hand and took the taser out "And yours."

"I can't protect you or him if you don't cooperate, if you don't you'll spend the rest of your life in a cell." Mary Jane looked over Iron Mans shoulder as he spoke and gapped with horror in her eyes "... oh crap." Iron Man said to her and him. "GRAAAAAHHH!" Spider-Boy swung right into Iron Man sending him into the air before the web slinger slung a web into the Avenger and pulling himself toward Tony smashing his fists into the metal mans armor bashing onto the pavement bouncing and through each strike and crash was "You think-" left hook and right "- you can threaten-" Iron Man was smashed into the ground before bouncing off "- MY FAMILY!"

He screamed his head off flailing his fists into Iron Mans helmet over and over Iron Man grabbed both of the boys arms stopping his barrage "I wasn't threatening her Adrian I-" "Shut up!" He yelled smashing his foot into the metal mans head he broke his hands free and drove them into Iron Mans suit grabbing the metal frame and bringing his head back, before following through, hard!

KONK

Spider-Boy smashed his head right into Iron Mans helmet "Dammit Adrian you can't hurt me your not strong eno-"

KONK

Spider-Boy did it again, his mask tearing as he smashed his head into the metal suit again

KONK

And again

KONK

AND AGAIN!

KONK

His mask had started to tear his left eye lends was shattered as he smashed his head over and over as Iron mans red and yellow helmet was stained with his dents "Enough already!" Iron Man rocketed up out of the ground of the street taking Spider-Boy with him, Iron Mans suits creaves and cracks glowed blue and instantly electricity burst from it, electrocuting the boy. Spider-Boy let go and started to fall out of the sky before Iron Man flew down and caught him "I'm so sorry Adrian, sorry about the head ache you'r going to feel." "All of this had turned friends against friends, I hope one day you'll understand."

"This is Stark, prep med bay at the Chicago HQ, type O blood and blunt trauma treatment needed." Iron Man said as Spider-Boy started to come too.

I can't fight him… he's to strong…

Iron Man cradled him into his arms flying above the city, he looked down to see Spider-Boy looking him right in the eye.

Have to run.

Spider-Boy moved as fast as possible out of his arms and started to free fall, he shot past the first building he shot a web out attaching to the nearest building. "Adrian!" Iron Man yelled chasing after him. Spider-Boy swung around the city with Iron Man soaring around him trying to grab a hold of the boy who bended and flexed around him.

Quickly Iron Man flew ahead grabbing his next web right off the building "Adrian please, you're in no condition to be running away." Iron Man said back to him "Just from you." Spider-Boy said letting go and landing on the ground hard. He hit the pavement like a rag doll, rolling across the concrete of the street until he slid into a car. A few citizens saw him and Iron Man and quickly got out of the way before they could get hurt.

Zipping to his feet he ran into another alley way, he held up his web shooter and tried to zip a web out but nothing shot out but air.

Crap I'm out of webs.

Running around the corner of it into a dead end, he jumped up onto the wall when a beam of yellow energy blasted the bricks in front of his face forcing him to leap off back onto the ground turning to see Iron Man. Both his palms and chest beam were primed and glowing "Don't even try it." Iron Man said who had three lasers all aimed at him.

All the running and swinging had started to catch up with the boy who was showing signs of fatigue, "You going to shoot me… like you shot Cap in the back?"

Iron Man gaped under his helmet, "… I had nothing to do with that Adrian, you know me, I disagreed with Steve about the registration but I never planned to kill him." Tony said holding his arms up still ready to blast the boy into dust "Hard to believe, one guy who could stand against you, who could beat you, I bet your ego couldn't take it anymore."

Tony was silent "I know nothing I say will get through to you." Tony said finally lowering his arms "But just let me say this." Tony said powering down opening his armors mask to show his face "If you keep doing this, if you keep fighting me, working with Nick Fury like you are, I won't have a choice when it comes time to deal with you."

"We always have a choice." Spider-Boy said looking up at him "I'm choosing to finish what Captain America started." Iron Man held up his metal hand "Than you'll do it alone." Just than Spider-Boy saw a shadow above the alley behind Iron Man "I'm not alone." A loud bark erupted and Iron Man looked back to see the eight legged and eight eyed wolf appear behind him and wrap his jaws around Iron Mans throat. The white pushed Iron Man to the ground ripping away the metal and armor with its claws and fangs, Iron Man yelled trying to blast it off but the wolf tore away the armors wiring shutting off the beams before it slashed its claws across Iron Mans helmet ripping apart the mask, and tearing it right off till it was only inches from his face, "Stop!" Adrian yelled and surprisingly enough the wolf halted looking up at Spider-Boy.

It got off Tony and walked around Tony who looked up shocked, not from his armor being torn up but by the wolf coming over to Adrian.

Off in the distance Tony and Spider-Boy could hear helicopters and sirens "… you can't keep doing this Adrian, we'll catch you eventually."

Spider-Boy leapt onto the building wall and the wolf followed "Not today."

LATER

Fury wasn't to happy to say the least. We got the hell out of Chicago before we could do the mission he had planned, It was good to see Mary Jane again, good to know she was okay and so was dad.

Night had fallen, and Adrian was in the back of a white van with Nick Fury in the drivers seat heading out of Illinois. Adrian looked over at Fury who was silent but resting on Adrians lap was the creature that had just tried to rip his throat out.

Still no idea where this thing came from, but I always wanted a dog.

Back in Chicago, Mary Jane had put on a blonde wig and ditched her jacket for a blue hoodie, she was boarding a train getting on as a group of Shield Cape Killers walked in and started to question people. But before they could get to her the train began to pull out of the station.

I know I'd be safer with my family, I know that if I kept my head down… no one would come after me.

Adrian patted the head of the wolf as he rested against the vans walls, it was stocked full of crates and supplies.

But I won't, I'll keep fighting, fighting Shield, Avengers, Iron Man, I'll fight them all…

He looked over at Fury who had on a trucker hat and goatee as a disguise, the dim lights of the high way shinning on him with orange tinted light flowing into the van and a small sliver of light on Adrian.

Even if I have to do it alone.

The wolf started to kick both of its left back legs from his scratching, Adrian smiled down at the wolf.

Well, maybe not alone.

STARK TOWERS

Tony was standing inside his tower looking at data on multiple screens, when Carol Danvers aka Ms. Marvel walked in "Tony I heard what happened are you-" "I'm fine Carol, but you need to take a look at this." Iron Man said back to her as she looked at the screens, there were two screens in particular.

Both of them, appeared to be blood cells flowing under a microscope, "Is that blood?" she asked "Yes, the one on the left is Peters and the right is Adrians." He said as he pointed to some abnormalities that both cells had "These cells are the what gives them their spider powers." Tony explained "This." Iron man pressed a button on the monitor showing a third set of cells and something was deathly wrong about them, the cells were all sharp and jagged mutating and connecting to the others "This was the blood Adrian left on my armor." Tony said, the mutated cells started to contaminate the other cells slowly but surely "You remember when Carnage attacked Adrian at his school."

Ms. Marvel nodded "Of course." Iron Man brought up the footage of the actual attack and froze it at the image where Carnage had impaled Spider-Boy on his claws "This is the reason why Adrian is so much stronger, so much more unhinged and violent." Tony said looking at the blood cells of Adrian's most recent donation. "You're not saying what I think you are Tony?" Carol asked him "I am." Tony replied looking at her and the blood "Carnage infected Adrian, he's slowly taking the boy over from the inside."

"You think Fury knows?" Carol asked Tony, as miles away from them Nick Fury drove the car with Adrian the wolf, and Carnages blood inside it as Tony said "I think he's counting on it."