Hey Everyone!

So…not only am I late due to life being life, but my computer decided it needed to die in the most dramatic way possible. So I had to wait for amazon to send me a new computer, and then reapply all my old apps and programs manually.

I'm sure many of you are already grimacing in empathy at the thought, HOWEVER, I'm back.

NOW, I've been given many questions on whether this will be PeterxAva. Honestly, I don't know. In the comic, Peter is married to MJ, and in my story Peter is too young to be married and Ava is a good opportunity to use in MJ's place.

From here on out, I'm going to be diverting away from the main canon of the comic (I've been sticking pretty close to the dialogue and scene by scene). I'm still following the comic as far as main plot points, but I'm going to be doing some artistic recreation in order to fit it to the USM universe. If you guys have any more questions, just ask in the reviews!

"Aw, come on Rocket, you know we have enough connections to help Peter!"

Sam frowned at the communicator that was currently displaying the furry face of the space traveling raccoon. The Guardian shook his head sorrowfully, his little paws giving a helpless shrug "I'm sorry, kid," he sighed "but we got the data sent by your scientist guy and even I can tell that there's nothing we can do."

"With all due respect," Sam spat, dark eyes narrowing with anger "but the last time I checked, you're not a doctor or a scientist. I sent you those results so you could take them to someone who is!"

"And we did!" Rocket snapped back, "But the answers we're getting out here is all the same. The same radiation that gave your friend his powers is the same radiation that is unraveling his DNA. Maybe if he had come to us as soon as he got his abilities we could have helped, but that would have returned him to simply being human. He's been living with the radiation for too long, it is literally baked into his DNA. Removing it would mean killing him."

Sam felt the surge of anger bubbling up in his throat erupt, but come out as a frustrated sob, "We have to do something!" he growled, a livid hand swiping quickly at his eyes to remove any evidence of the tears that were threatening to fall "I'm not going to just sit back and let my friend die!"

Rocket stared at his pupil, face wreathed with understanding "I get it, kid, trust me I do." He murmured in what he hoped was a consoling tone, "but sometimes there are battles we can't fight, and as much as I hate to admit it, this is one of those times."

Sam flopped down on his bed flinging the communicator to the side and burying his face into the soothing softness of his pillow. His body tensed as he fought the urge to cry, to scream, to yell and bite the head off of his teacher who had trained him since he was a child. His shoulders shook and jittered with every stifled hiccup until the young Nova regained composure long enough to send a disconsolate croak to the raccoon, "So what am I supposed to do?"

"Fill his final days with as much happiness as you can," Rocket advised, "Take him on trips, show him sights he's never seen before, take him somewhere fun and wear him out until he can barely stay awake. Let him watch sunrises and sunsets, and be a friend he can lean on when the time he has draws to a close. Surround him with friends and family, but most of all, be strong for him; because the pain you feel right now is nothing compared to what he's going through and he needs people around him who will be a source of courage. Don't let him see the looks of pity, and don't bring up the illness unless he does first. If he wants to grieve, let him grieve, but don't let him dwell either. Be a friend, kid, that's what you do."

Sam nodded, hurriedly shutting the conversation down, giving his good-byes before once again hugging his pillow. Hiding his face in the white material, Sam allowed the smallest of sobs to creep out from his lips. He hadn't had a chance to process the news, and to be honest, he knew the rest of the team was in the same boat. When they were together, they were all confident smiles and encouraging words, especially in front of Spidey. But separately? Sam wouldn't be surprised if everyone else was sitting on their beds much like he was grieving the inevitable loss of someone who was so much more than a leader, and so much more than a friend.

Drawing a heavy shuddering breath, Sam thought back to the rooftop, it felt like an eternity ago but really had only been a few days. For the first time since he met him, Sam saw his leader break. It was worse than the nightmares, and on par with the night when Spider-Man defeated Morlun and contracted the radiation poisoning to begin with. Sam may make fun of Peter, and give him no end of grief by playing pranks and being rude, but the two had an understanding, and a brotherly relationship that Sam had always craved. Their little team became the siblings that Sam always wanted, and no one could have ever imagined that there would ever be a death in their family.

Seeing Peter crying in Ava's arms, whispering that he didn't want to die, even as the strong shoulders that had borne the brunt of so many inconceivable weights shook with repressed sobs was more than Sam could bear. He didn't want to consider that there was something in this world that could take Spidey down. It wasn't fair that after surviving, and even stopping, so many world ending events that their Spider was going to die not at the hand of a villain on the battlefield or at the end of a long life lived helping others but due to his own powers destroying his body.

It just wasn't fair.

Sam's eyes filled with tears once again, prompting the boy to hug his pillow closer but the meltdown was interrupted by the sound of a soft knock on the door. Bolting upright, the Nova wiped his eyes, and sniffled back the remaining tears. Taking several deep breaths, the teen shook his head and answered the door with the best smile he could muster, hoping it would fool whoever was on the other side. "Welcome to party central," he sang gaily as the door slowly slid open but his façade froze when it revealed Danny.

The quiet monk's countenance quickly confirmed Sam's earlier suspicions about the rest of the team. The pale face was marred by red inflammation around his eyes and nose, the bright blue eyes muted and glassy with recently shed tears. Looks like Sam wasn't the only one doing some crying today. "Hey," Danny greeted, his monotone voice dull and lifeless.

Sam allowed his mask to fall, shoulders deflating as he answered with a weak smile "Hey Danny," he replied.

"Peter is on his way to the Heli-carrier, Fury has gathered all the scientists we know and will be performing tests on the Spider." Danny reported, a dim hope flickering behind the sorrow, "Even Tony Stark, Mr. Fantastic and Ant Man will be here. They're hoping to get some answers."

Sam nodded, his heart beating with expectation, but his head buzzing with dread. "Should he tell them that even the scientists out in space who had far superior technology said that there wasn't any hope? If they couldn't cure Peter, then the scientists here on earth were a moot point. But Sam didn't want to burst this particular bubble. He still wanted to hope that something could be done, that somehow they will defeat the impossible and Spidey would be saved. They needed that to happen.

"Awesome," Sam replied, locking his jaw in determination "I'll be there, just let me change into my uniform."

"I assumed you would be," Danny said with a small smile, "We all want to be there for Peter as he takes this journey, we mustn't lose hope that there may be a cure."

"Yeah," Sam agreed, his voice suddenly choking up, "I mean, we know how many geniuses? Surely, someone can help web-head."

"Precisely," Danny nodded before turning away, "I'm going to inform Ava and Luke, I'm sure they'll want to be there as well."

"Good idea,"

Same waved a brief farewell, and then retreated back into his room. Pulling out his uniform from the closet, Sam clenched the material in his fists. He couldn't lose hope. Ok, so the scientists out in space couldn't do anything, but they weren't Tony Stark, Mr. Fantastic or Hank Pym. Those guys have repeatedly left the scientists in space speechless with their ingenuity. Sam just needed to stay optimistic, and pray that they would get positive results.

….

Spider-Man shivered.

He was currently strapped into a chair that looked like it came out of a science fiction film and he was covered in sensors and wires that were monitoring different aspects of his bodily functions. He didn't even have the comfort of his mask as he was wearing a strange crown monitoring his brain, not that half the room didn't already know his secret identity, but Spidey was also unfortunately deprived of his shirt, with the wires completely covering his torso. The young hero had no doubt that he looked something similar to Frankenstein. As much as he hated to admit it, he wished his team were there. Unfortunately, they were thrown out almost as soon as the tests began. Tony and Reed Richards told them they would only get in the way and to leave the experts to their work. His team wasn't happy about being shut out, but it warmed Peter's heart that they had at least tried. For now, though, he had to face this newest regimen of tests on his own without their moral support.

In the room surrounding a computer that was displaying the data collected from the sensors, Tony Stark, Walter Cage and Reed Richards stood in contemplative silence. The numbers and equations, accompanied by a frenzied graph that fluctuated terrifyingly quickly, flew by on the page. The men seemed to absorb the knowledge with relative ease, however, and Peter was doing his best not to look. He knew he was just as smart as the rest of them, and in a childish wish to ignore his condition, Spidey kept his face stubbornly turned to the side.

"So, what kind of results are you getting, Reed?"

Mr. Fantastic sighed, turning towards Tony with a grim reluctance, "There's cellular degeneration, but its not cancer or anything traditional medicine can identify."

Stark frowned, his face visibly dissatisfied with the answer, "What do you think Hank?"

Ant Man grew seemingly out of nowhere, his own features solemn "I don't understand it, either. I see that its radiation based with traces of it that are linked to what gave Spider-Man his powers, but I can't be sure. I'm not exactly an expert in that field."

Walter Cage, Luke's father, gave a groan, "Gentleman, this is a very smart room. Unfortunately, when it comes to radiation-based mutation, there is only one true expert."

"Now hold on," Reed began, his face paling slightly, you don't mean…?"

Walter nodded, "We need to get Bruce Banner in on this. He's the only one that can look at these results and decide how best to proceed in finding a cure."

"Yes, Bruce Banner can help," Reed winced "but last I heard he was stuck as Hulk, Bruce hasn't been seen in months!"

"Don't worry about," Stark said with a smirk, "the jolly green giant likes me, and he even likes Spider-Man, so getting up close and personal won't be a problem. Plus, I've developed a sedative gas that will make the transition of pulling Bruce into the dominant personality much easier. But if you're too scared for a little trip out into the desert…"

"I never said I was scared," Reed Richards snapped back with a haughty sniff, "I was just expressing valid concerns. However, if it is indeed possible to get Bruce Banner, then I would certainly find his advice invaluable."

"Then its settled," Tony nodded, his positive attitude returning as he finally found a goal that was doable, and thereby achievable, "I'll text Fury and tell him we're taking his kid on a field trip."

"Shall we take my ship?" Reed offered.

Tony barked out a laugh, his blue eyes twinkling "Nah, we're taking mine. It's faster than yours and comes equipped with an espresso maker."

Peter snickered at the two grown men comparing their toys, but quickly detached himself from the many wires adorning his frame so to dive back into his shirt. He was relieved that Tony automatically assumed that he was coming with. This little trip won't be anything to write home about, but it would be good to get out of New York and spend some time among fellow scientists. Maybe it might even help distract him from his impending death.

Standing up so to join the still bickering genii, Peter took a step forward but froze when he registered movement in the peripheral of his vision. Whirling around, the spider looked for what had moved, but saw nothing. As he searched, the thing he had seen before scuttled by on his right, twisting the hero as he struggled to keep up and find what was stalking him, but yet again nothing. Powerful hands clenched as the Spider's heartbeat went into overdrive, beating hard enough that it actually made his ribs ache. His legs wobbled as the fear he was feeling catapulted into the heights of terror. Whatever it was he was seeing, the Spider suddenly knew that it was behind him.

Slowly turning, Peter faced the grim visage of the one person truly at fault for his predicament. Morlun.

The man's long, glossy black hair hung in luxurious waves settling onto broad shoulder. Black eyes stared out from a pale face with an intensity that seemed to pierce the young hero's soul. The smiling mouth, the kind of grin a hunter gives to its prey before the kill, betrayed sharp teeth. Trembling stole across Peter's shoulders and slunk down his back, making the teen whimper at the sight of his enemy.

"No….you're dead….you can't be here, it's….impossible."

Morlun merely gave a low chuckle, "I'm coming for you spider," he snarled in the shadows of the room, "you're growing weaker by the day and soon you will be mine."

Peter shook his head harshly, a disconsolate wail caught in his throat even as he begged his feet to move. "No….no…." he whispered.

"Hey, Spidey!"

A firm hand clamped down on Peter's muscular shoulder, eliciting a scream from the young man. Peter whirled around to face the concerned gaze of Tony, before immediately turning back to where Morlun was, but found the spot frighteningly empty. Chest heaving, Peter looked between the darkened corner and the billionaire, unable to vocalize what he had just seen. Tony watched this, the scientist within him noting every ragged inhale, the pupils currently blown wide from a sudden adrenaline rush, and the harsh shaking afflicting the teen's body. He didn't need a heart monitor to know that the kid's heartbeat was going crazy, he could practically see it beating through the kid's costume. He wasn't sure what, but Tony could tell the kid had just seen something that had utterly terrified him senseless.

"Are you ok?" he asked softly, sincerity ringing in every syllable.

Peter winced and ducked his head, face flushed with shame, "Y-Yeah," he murmured, "I'm fine."

"Are you sure?" Tony pressed, "Sometimes stress, not to mention your illness can produce terrifying hallucinations. If you need to, you can stay here and rest. I don't want you to overexert yourself."

There it was, the look Peter hated. The looks of pity. The Spider shook his head firmly before pulling on his mask so that the billionaire was faced with only the impassive gaze of a spider, "I'm fine," he asserted.

With that, Spider-Man walked as confidently as he could away from Tony Stark, aware that Iron Man was watching his every step. Doing his best to catch up with the rest of their little crew, Spidey thought back to the lab. Tony was right. High levels of stress can induce hallucinations, especially when paired with things like medication, or a chemical imbalance within the body due to an illness. Maybe that all that was, just a very scary hallucination. Peter drew in a deep breath, and then released it slowly.

He was worrying over nothing. Soon they would find the Hulk, get Bruce Banner to come out and play, and hopefully the world's most renowned expert on radiation will give him the cure he needed. That hallucination of Morlun was nothing to be concerned about, it was just his brain misfiring due to the stress of dealing with his illness. That's it.

With that in mind, Peter held his head up high and proceeded to board the jet they would be taking to find the Hulk. He would be fine. /surely, if anyone could help him, it would be Bruce.

I hoped you guys liked this chapter! Thank you to everyone who is writing reviews, I do so love hearing your thoughts and critiques!

With that beings said, I ask you to please REVIEW!