Steven Rogers was indeed the "Man Out of Time," but that didn't mean he was computer illiterate. August 16, 1998, was the fateful day when S.H.I.E.L.D. pulled him from the ice. After he took some time catching up on history, Steve dove headfirst into learning the new sciences. Learning how to use a computer was the first on his list. It was slightly awkward, causing his classmates to have difficulty learning because Captain America himself was sitting next to them. He didn't want Captain America to stay in the past. He wanted Captain America to be fluid, flexible, a symbol that can change.

He sat in his seat and read a book on his tablet. For being a subway, the absence of rumbling in the Avengers High-Speed Railway (A.H.S.R. for short) was something he could never get used to. Growing up in the 1930s, Brooklyn conditioned him always to have a bumpy ride on a train. It was a surprisingly comfortable ride despite how insanely fast it was going. No bumps made the train car rattle with unease as it was a smooth ride through and through. The railway connected the former Xavier's School for Gifted Youngsters and Avengers Tower. Tony Stark came up with the idea when he bought the real estate. Setting up an underground high-speed railway, however, took considerable effort. Steve didn't even know the legality of it all.

That's a chat I need to have with Tony.

The train arrived at its destination, and Steve arrived at where he was supposed to be: the 63rd floor of Avengers Tower. The 63rd floor was the "off-limits" Avengers floor. No press, civilians, or even students from the Academy were allowed. Although, students and people of interest could be invited on rare occasions. Steve entered the observation room. It was large, with about two dozen seats facing a large screen. It reminded him of a movie theatre, and in a way, it was fitting. However, instead of watching an entertaining movie, Wizard of Oz was his favorite; they'd be judging the next generation of Avengers.

"Steve, you made it!"

Steven turned his head towards the voice calling for him and saw his fellow Avenger, Tony Stark, and an unfamiliar girl. He smiled and walked up to greet them.

"Tony, you look great. How are you feeling?" Steve wasn't wrong. Tony did look better than usual.

Tony laughed. "Nah, don't be fooled, old-timer. It's just makeup. I'm still very much a walking corpse."

Steve grunted. He never liked seeing Tony like this. Although Tony's attitude was admirable, even with a defunct heart, he still manages to be the man he always was.

"Oh, right," said Tony. "Let me introduce you to Riri Williams, my chosen for the next class."

Steve locked eyes with the girl known as Riri, and the two stared for a second. Eventually, he reached out his hand to shake hers.

"A pleasure to meet you, young lady. I'm-"

She took his hand. "Captain America, I know. Everyone knows who you are," she said, slightly stuttering.

Steven chuckled at her bluntness.

"I understand you're Tony's other apprentice?" he asked.

Riri swiftly redrew her hand to her side and huffed. "I'm his only apprentice. The spider brat is his own thing."

Riri continued to be a joy for Steve. She was just what the Avengers needed. Headstrong. Determined. Very blunt.

She'll be a great Avenger.

He knelt to her eye level. "I understand, young lady. One day you won't just be his apprentice, however. You'll be your hero, and, eventually, you being his apprentice will be just a footnote in your history."

Riri tried to stammer something out, but that proved rather difficult for her.

"Okay, I'm not dead yet," interjected Tony. "Anyway, the test is starting soon."

Steve, Tony, and Riri took their seats. Eventually, they waited, and other Avengers started to pour into the room. Captain Marvel, Bruce Banner, Ant-Man, the Wasp, Black Widow, Hawkeye, etc. Eighteen of the twenty-four seats were claimed, with one certain member standing at the doorway and uninterested in what was going on. Cap noticed him. He was out of uniform, wearing a brown leather jacket with blue jeans.

"Logan," he called for him, "You've been working all day. Take a seat."

The man, known as Logan, just rolled his eyes and didn't bother to answer.

"Eh, don't mind him, Cap," the hero Ant-Man, also known as Scott Lang, said. "Ol' Wolvie's just here for the paycheck. He wants to get outta here and find a nice bar to get plastered."

He couldn't argue with that. He had known Logan for a very long time.

"You'll shut your trap if you know what's good for 'ya, bub," Logan said, his voice gruff and deep. "I'm not interested in watching some kids fail at their dreams."

"Isn't Laura participating?" She-Hulk, known as Jennifer Walters, asked. "You're not going to see if your own daughter even makes it?"

Logan just grunted in response. "If she makes it, she makes it. If she doesn't, she doesn't. That's up to her."

There was a thick silence that permeated the room for a moment.

The newest Avenger, Firestar, leaned to the Avenger next to her, the Winter Soldier, and whispered to him. "Wolverine had sex?"

The screen lit up before he could answer that question, and two Avengers appeared on it: Deadpool and Rocket Raccoon. Steve had to admit that even in his 100+ years of living, a talking raccoon had to be one of the strangest things he'd ever seen.

"Wade, Rocket, do you hear me?" said Captain Marvel. She was elected to be the one in charge of the entrance exam this year.

"Hear you loud and clear, Captain Babe," said Deadpool. The entire room cringed at that "babe" comment.

"Yeah, yeah, I hear 'ya," Rocket said dismissively. He had his goggles on and was working on something with his blowtorch.

"How are we looking? Are all the students in position?" she asked.

"Give it a couple more minutes. They're really slow," Deadpool said, laughing. "Gen Alphas, amirite?"

Captain Marvel nodded. "And you Rocket? How goes the zero pointer?"

"Almost done. Just gotta work out some more bugs. But it'll be ready," Rocket answered.

Captain Marvel smiled. She looked at Steven for approval, and he nodded. "Alright, the test will start in ten minutes. Just be ready."

"Yes, ma'am," they said simultaneously. The screen then switched to an overview of Xavier Mansion.

"Tony, how far away is backup?"

Tony shifted and pulled out his high-tech phone. "Point Break is currently flying over London. So about 30 minutes away."

Captain Marvel nodded. "Good. This is a risky stunt we're gonna pull off," she muttered.

Steve settled into his seat but noticed Tony fidgeting.

"You're nervous if he's gonna make it?" he asked.

Tony sighed and rubbed his temples. "Yeah, just a bit. Riri told me he barely passed the requirement I made. He's come so far just for this to be the end."

Steve put his hand on Tony's shoulder. "Relax. He's more than meets the eye. He's got this."

Tony smiled. "Yeah. Yeah, he's got this."

I absolutely do not got this.

Peter stood at the giant gate that led to the mock city with a mixture of fear, anticipation, and for some reason, embarrassment swelling in his body. Four months of training led up to this test, and it's not a guarantee if he will pass. He wondered if Wanda or Pietro were feeling nervous as well. The chances of them all passing were slim, but there was still a chance, and they would be idiots for not risking it.

He surveyed the other participants that surrounded him. They all varied in gender, shapes, and sizes. To be frank, Peter was intimidated. familiar face found herself among the crowd, however. It was that girl from earlier. She seemed to do some breathing exercises.

Oh, it's that girl. I still gotta thank her.

Before he took a single step forward, his Spider-Sense went off.

Why?

Not to ignore his Quirk, Peter turned around and faced the culprit: another applicant. He was smaller and had a yellow bandanna tied around his head. The stranger also had his chest peeking out from the open gap of his unzippered sweater. Peter swore he caught a glimpse of a weird tattoo on his chest, but he didn't want to be weird and stare. He also just did not look amused at all.

"Uh, 'sup?" Peter didn't have anything to say.

"That girl. You were trying to sabotage her chances, weren't you?"

"I-uh wait, what?!"

"I got your number, pal. You're not confident enough to pass on your own, so you're distracting others to get an edge!" He was practically screaming right in Peter's face.

"C-can you not-" Peter struggled to blurt out a sentence. He saw the world getting blurrier and blurrier, and he did not know what to do. The stranger kid's lecture did not even make any comprehensible sense at that point. His breathing quickened and shallowed. The kid just kept talking. "St-stop p-please." Peter's hand twitched to get at least a single reaction out of himself. Eventually, Peter lost all sense of time and space as he became overwhelmed by all his senses. "Oh God, please not now," he muttered. Why today, of all days, have a panic attack? He did not have one when he went up against literal criminals, so why did the random stranger kid set him off so badly? There was no immediate threat to Peter's physical well-being. He was pretty sure that no one was going to hurt him.

Why is this happening?

Today of all days. He hated his brain so much for what it was doing. It kept showing memories he did not want to see. All of the things that he did not want to remember. Especially now. He desperately tried to control his breathing. In and out. In and out. He didn't even know how he looked to other applicants. Peter Parker had completely shut down.

I can't do this.

The gravity of the situation settled in Peter's mind. Robots? Heroes? Villains? What if he gets hurt? What if he can't save anybody? What if-

"Spidey?"

A slight stinging pain stuck to Peter's cheek and his vision cleared. Everybody in the group was gone. The gate was open. The only person standing in front of him was that girl from earlier.

"Y-you're-"

Without warning, the girl grabbed Peter's wrist and dashed to the fake city with Peter unwittingly trailing behind her.

"Wait! What are you-?!"

"Come on! The test started, like, a minute ago!" she replied with a worried face. Peter could not understand why she was worried. He just met her. He even forgot her name.

"Wait, what?!"

As they made their way into the mock city, Peter noticed the numerous remains of destroyed robots. Robotic limbs and heads were strewn about the pavement of the streets and sidewalks. Oil was leaking out of some of the remains—a robot's nightmare.

I wonder if Vision has- stop! I have to focus!

"I hope there are some left…" the girl. "We gotta get you in that class!"

The girl kept confusing Peter more and more. He'd never met her in his life, yet she was determined to help him.

"Gwanda…" Peter called to her, unsure if he used the right name. "Why are you-" he stopped mid-sentence and gasped. "Get down!" he yelled. Peter dove forward, grabbed the girl he thought was Ginny, pulled her in, and shifted his weight so he'd land on the bottom. On cue, a robot busted through a nearby window, determined to find its prey.

"A three-pointer!" he exclaimed, already back on his feet after making sure Gavi-

Nope, that's not right.

After making sure she was okay. "Do you have any points?" he asked her.

"Yeah, I think I got thirteen." She huffed out her breaths. Peter guessed that she wasn't expecting to be ambushed.

Wait, all in under a minute?

He could not dwell on that question; however, he needed to deal with the problem at hand. Peter looked at her, and she met his gaze. They both nodded. They shifted their weight into their back legs, ready to launch their attack. Peter leaped into the air, with the girl following suit, leg outstretched and ready to tear this 'bot apart. "Let's make that sixteen!" They both cried.

In mid-flight, Peter's eyes widened in horror as he felt a desperate buzzing in his head. "Wait, no!" Peter then turned his torso to face the girl and shot a web. Once the web connected to the street lamp parallel to them, he pulled himself towards it and grabbed the girl again.

As they landed, Peter heard the crunch of metal and the unmistakable boom of an explosion.

"That makes eighteen!" a familiar voice yelled. "Man finding these things is a real pain."

Peter looked back and saw the kid that chewed him out earlier. His brows creased. "Hey!" he shouted. "Watch where you're going!" The kid looked back at Peter, his brown eyes glaring at him.

"Oh, it's you," the kid said with a hint of surprise. He took a couple of steps closer to Peter. "I thought you ducked out, to be honest."

Peter crossed his arms. "Probably 'cuz you gave me a panic attack." He was not happy.

The girl chimed in. "Yeah, Danny, that's not cool."

The kid, apparently known as Danny, took a step back, bewildered by the girl's comment. "Uh, who are you exactly?" he asked.

"Gwen, and it's really weird that you're kinda an asshole," she replied.

Peter inwardly sighed. He finally had a name for the mysterious girl. The two started to bicker at each other, but he kept on the lookout for more robots. He assumed that there would be multiple on each street to keep the points fair for everyone, but this one seemed to be barren of any activity.

"Weird," he muttered.

"Spidey?" Gwen said, apparently finished with her bickering with Danny.

"Danny," Peter said, "How many points did you say you had again?"

Danny blinked in confusion. "Uh, eighteen. I took out six three-pointers."

Peter turned towards Gwen. "And you had thirteen.•

She nodded. "Yeah, four three-pointers and a one-pointer."

That's really peculiar… what's going on?

"Hey, Danny!"

Peter turned to see an unfamiliar face run towards them. He was huge. About six feet, Peter guessed. He wore a yellow shirt and blue jeans.

"Omg, it's Luke Cage," Gwen squealed as she brought her fists up to her chin and bounced.

Why is she so happy? Does she know him?

"Yo, Luke!" Danny called out to him. "Did you find any more 'bots?!"

Eventually, Luke came to a stop and joined the makeshift group. "Nah, man. I couldn't find anything. This place is deserted."

Danny made a confused face. "That's so weird."

Peter started to talk to himself, putting his hand on his chin. "If there were 100 applicants divided evenly into five different sections of the fake city then…"

"Yeah, man, it sucks. I only have nine points. If things keep going this way, I ain't gonna make it," Luke said.

"... then that would mean there would have to be at least 310 robots or higher in each zone all varying from all three points…"

Danny sighed. "Damn. What the hell is happening? I thought the Avengers were competent."

"Everything's gonna be fine!" Gwen said, punching the air. "You're all too important."

"... Stark is too smart to let an under sight like this happen, and I've been training with him long enough to know that he likes to hide his true intentions behind 'insurmountable walls'..."

Peter was so entranced with his muttering he didn't feel the three pairs of eyes staring at him.

"Is he okay?" Luke asked.

"It's… a character trait? I don't know. I didn't like the show that much." Gwen said.

Danny raised an eyebrow at Gwen. "How high are you?" he asked.

"5'3."

"... Wait!" Finally, Peter stopped his mumbling. "Something's gonna happ-"

Explosions rocked around the party of four and rumbling echoed in the distance. The earth beneath them shook, knocking everyone except Peter on their butts.

"What the hell was that?!" Danny yelled.

Peter wasted no time and climbed the nearest building to the top. He surveyed his surroundings from his vantage point. His breath shallowed as he bore witness to the events transpiring. "Oh no…"

Gwen appeared next to Peter. Her eyes widened as she saw what he was seeing. "Holy shit."

"The walls… the walls are…"

Gwen finished Peter's sentence. "Crumbling."

That makes fifteen. I can do this.

Her growing point total alleviated any worries Wanda had about her performance in the exam as soon as she started to tear through robots left and right. She blazed through any obstacle in her way. Her Hex would hit a robot, have a robot tumble into another, cause a malfunction in the gun, or turn it off completely. She was doing very well, but she was still anxious. She knew that she had power. There was enough power to pass the test, but she wouldn't go to the Academy if Peter didn't pass. It would just feel wrong without him.

A one-pointer robot leaped into her line of sight. It beeped and booped as it searched for its target, like a feral animal looking for its prey. It spotted Wanda and charged at her.

Wanda rolled her eyes. "Oh please," she said as she opened her hand and let her Hex flow out to constrict the 'bot. The one-pointer hung in mid-air and struggled to break free from its crimson binds. With a subtle upward movement of her index finger, the robot started to float up. Still, before the robot's processor could come up with its 1000 different plans to escape, Wanda slammed her fist onto her open palm. The robot violently slammed into the ground, obliterating it. "That should be sixteen."

"Who the hell stole my kill?!" shouted a loud and unfortunately familiar voice. Wanda begrudgingly turned towards the voice and confirmed it belonged to Flash Thompson, his arms covered in jet black slime. He took a good look at Wanda and recognized her. "Oh, it's you." The two stared at each other for a moment, both of their eyes squinted, filled with resentment. Wanda broke the staring contest and turned her back on Flash. She did not want to deal with him.

"Hey, don't you walk away from me, Round Face! You stole my kill!" he shouted.

Just ignore him, Wanda.

"Trying to level the playing field for your boyfriend?! Is that it?!"

Her eyes flared red. This accusation enraged Wanda, and she swiftly darted back to Flash and used Hex on him. He tried to struggle against the red energy that bound him. Wanda closed in on him and got right into his face.

"Leave me alone," she spoke with a low tone. "Or I'll make sure that neither of us gets in, got that?"

"Is that a threat, Maximoff?" he spat.

"A promise."

After more staring, Wanda decided that enough was enough and released her hold on Flash. He landed on the ground and brushed off some dust from his arms.

"Now get out of my sight before I-"

Wanda was cut off by the sound of multiple explosions in the distance and the ground beneath them rumbling. She immediately used Hex to float while Flash jumped onto the side of a nearby building and dug his claws into the concrete.

"What the hell was-?" Flash spoke but stopped himself when Wanda flew up to look at what was happening. "Maximoff, wait!"

Wanda stayed there in place after she finally saw what was happening. She saw the walls that divided the fake city crumbling. She covered her mouth with her hand and gasped. This wasn't supposed to happen.

"Oh my God," she said to herself.

She used Hex to fling herself across the fake city's skyline and set her sights on what she hoped was part of the city where Peter was. A million different possibilities raced through her mind. She started to feel nauseous, but that could have been because she wasn't completely used to flying yet. The thought of seeing either of the boys hurt, or worse: dead, was the last thing that she needed. So she pushed away those troubling thoughts and focused on the matter at hand.

After about a minute of flying, she ended up where she thought Peter's test area was. She scanned the rooftops, streets, and alleyways, fervently searching for him. A strand of web, a missing chunk of a building, anything. She did see other students stand around and stare in horror at the walls falling.

Why is this happening?

Suddenly Wanda felt woozy. She landed on a nearby rooftop, almost tripping as her feet touched the earth. "I flew for way too long…" she muttered to herself. An aura of oncoming dread filled her body, and she swiftly covered her mouth with her hands. "Why now?!" Her voice was muffled.

"Hey, are you alright?"

Wanda made a glance to her right and saw an unfamiliar girl. She had cool violet hair, and she wielded a long staff.

"Oh, uh, hello th- hrk!" She heaved.

"I guess not!" the unknown girl exclaimed.

After half a minute of unpleasant puking, Wanda sat upright against the building's stairwell door, trying desperately to catch her breath. The unknown girl sat next to her. She held out bottled water to Wanda. "Here," she said, "That's a nasty drawback from your Quirk."

Wanda spoke between her deep breaths, "Only… when I… push myself… like that." She popped the cap and downed the water in one swig. She sighed. "I just started flying recently. I'm used to throwing energy bolts."

"Oh, an energy Quirk, huh?" the girl asked.

Wanda shook her head. "No, actually, it's a… wait, where did you get this water bottle? We weren't allowed to bring anything in."

The girl smiled, held out her staff, and spoke a single word, "Dejon," and another water bottle appeared out of thin air. "I teleported them in. Magic Quirk!"

Wanda's eyes lit up like stars. "That's so cool! It's nice to meet a fellow magic-user out in the wild." She smiled.

"Oh, you're a magic-user too? What's your Quirk called?"

"It's called-" A high-pitched alarm suddenly cut off Wanda.

"They sure waited a while for that alarm…" Wanda said.

"Yeah, tell me about it."

A booming voice, coming from the speakers littered out and about, spoke abruptly. "Attention all applicants…"

Wanda recognized the voice as the hero Captain Marvel.

"There appears to have been technical difficulties with the practical exam. All applicants must- What the hell?! How did-?!"

The announcement was cut off, and a new automated voice spoke from the speakers. "Warning. Warning. Avengers Tower has been breached. Evacuate immediately. Please exit at Zone Five Gate. Warning. Warning. Avengers Tower has been breached. Evacuate the fake city immediately…" The voice kept repeating the same five lines over and over again.

Wanda was stunned. Even when sitting down, she felt her legs trembling. She looked at her newfound friend with a worried look, and she met her worry. Wanda then smacked her head with her hands and stood up.

She extended her hand to her new friend. "Did you have any friends come with you?"

The girl took Wanda's hand and stood up as well. "No, I'm a loner type. You?"

Wanda nodded. "Yeah. My brother and my friend."

"Then let's find them. They'll probably be at the gate." The girl smirked. "By the way, my name's Nico."

Wanda returned the smile. "Wanda."

The two magicians leaped off the roof, taking flight. Once again, Wanda felt the small bubble of anxiety float around her stomach.

Pietro… Peter… please be safe.

"Come on, boys! Put your backs into it!" Gwen yelled, "Don't give up! Never surrender! Only move forward, not back!"

Peter and Luke were trying their damndest to open the Zone Five Gate; they felt like their feet would bury themselves in the concrete street with how much force they were exerting. Peter's fingers felt like they were going to fall off. After only ten more seconds of pulling, the duo gave up. Peter bent over and put his hands on his knees, trying to catch his breath.

"This thing is ridiculous," said Luke.

"It won't even budge…" Peter mumbled.

Gwen hunched over and sighed. Then she turned around to the giant crowd of applicants behind her. She cupped her hands by her mouth and yelled, "So who else wants to give it a shot?!"

There were some murmurs in the crowd, but nobody seemed willing to come forth. Gwen turned to Danny with a worried look. "Wanna try busting that thing open again?"

Danny, rubbing his knuckles from an earlier attempt to punch his way through the door, narrowed his eyes at her.

She smirked. "Sorry. Touchy subject?" She rolled her eyes and looked at Peter, who just stood up. "And you can't climb over it, right? Force field?

"Yeah, it's weird," Peter replied, "It looks like something that Iron Man would use to contain something."

A sudden burst of wind rushed through the area, courtesy of Pietro Maximoff himself, as he skidded to a halt in front of Peter and Gwen. "You're right about that, Pete, and it looks like none of the other gates are budging either."

"Thanks for checking that out for me, man." Peter and Pietro fist-bumped. "I'm guessing there were applicants at the other gates?"

"Yup. Either they don't follow directions well, or they're just stubborn."

Pietro then checked Gwen out and whistled. "Ay, Peter, when did you become a magnet for cuties, huh?"

Gwen smirked. "Oh no. That's all there is to you, huh?" she said with a sigh.

Pietro smirked. "I'm hurt! There's so much more to me than just flirting. Will you be the first gal to find that out?" He winked at Gwen.

Gwen laughed. "Absolutely not."

"Enough, you two. Pietro, did you see Wanda?" Peter asked.

Pietro frowned and shook his head.

Peter sighed. "She'll come up sooner or later. She's a toughie." Peter's gaze scaled the giant door in front of him and turned around to look at the crowd of applicants. The faces he saw were a mixture of confusion, worry, fear, and completely calm. "I'm just wondering why we're here…"

"Don't get all philosophical on me, bud." Pietro raised an eyebrow.

"No. Not that. Why this gate? This one specifically." Peter pondered on this question for a moment, and his eyes widened. His eyes started to twitch, and he felt this oncoming feeling of hopelessness.

Oh.

Peter's Spider-Sense went off with such force that Peter thought he would faint. He stumbled to his knees. Pietro was by his side in an instant, holding his shoulders.

"Pete!"

"What's wrong with him?!"

"I didn't know Spider-Sense hurt that much."

"Is he having another panic attack?"

Peter managed to look up despite his senses overwhelming him. He looked directly towards the center of the city. "Oh, God. Oh, God."

"Peter! What's wrong?!" Pietro pleaded to his friend.

"Something's coming!" Peter exclaimed.

Another deafening explosion rocked the area, and its epicenter was the center of the fake city. As the dust from the explosion was still floating about, Peter could faintly make out a familiar silhouette. It was big, extremely big, and looking right at him. Multiple lights shone were lined up along the head of the figure. It started to move. The figure slowly stood up. The sounds of the air being pushed as it moved rang in Peter's ears. It finally stood straight up. The dust cleared, and the figure could now be fully seen in its horrifying glory. It was a giant robot with a design that Peter had never seen before. In its hands, it wielded a massive hammer. Even though it did not have eyes, Peter could feel its gaze staring into his soul.

Then, it spoke with a booming computerized mechanical voice.

"Eons ago, my brothers and I came to this planet and created life to prove the theory that sentient life does not end in destruction. Now I return to see a world full of death, war, famine, and pestilence. This experiment has failed. Now I, Eson the Seeker of the Celestials, shall end this experiment before humanity can spread its death across the universe." After it finished its speech, it took its first step towards Gate Five.

What followed was pure chaos.

"Holy shit!" yelled someone from the crowd.

"What the hell is that?!"

"Is this it?"

"Where are the Avengers?!"

"I don't want to die!"

Peter was in a daze. This was too much. A giant robot alien? Created life on Earth? Why? Was it telling the truth? Was it a dream? What did it all mean?

"Peter!" Pietro's voice pulled Peter out of his daze. Peter looked at his best friend. Pietro looked worried and… lost? Did Pietro not know what to do?

Why are you looking at me?

Peter didn't know anything. He didn't know what to do either.

I... I don't know how to handle this.

His brain didn't know what to do…

Was I just lying to myself this entire time?

But his body did.

Peter leaped high into the air, landed on the side of a building, and started to run towards the robot.

This again?

Peter remembered that day when Iron Man told him what happens to heroes, that their bodies start to move before they can think. He bounced between buildings as he closed the gap between him and the so-called "Celestial."

Peter looked back to Pietro and his new acquaintances.

"If I can just web him into place, maybe someone can get the door open in time!" he yelled. "Pietro! I need you to get me to a vantage point!" Before Peter could even blink, Pietro had already grabbed him and carried him to the top of a nearby building. Peter then stumbled to his feet and bent over, putting his hands on his knees.

"Woah, dude, are you okay? You've never gone that fast before, have you?"

"Holy crap, Pietro!" Peter coughed out.

Pietro grinned. "Not my fault you're a slo-mo."

"Shut it," Peter snapped back. "Alright, what do we got here?" He then perched by the edge of the rooftop. The building they were on wasn't that tall, but it gave him a better picture of what he had to work with. He watched as the Celestial slowly made its way towards Gate Five. It was still a good ways away from the Gate. The towering robot paid no attention to whatever was in front of it. It destroyed any building that was in its way. Peter prayed that nobody was in the path of this thing's destruction. "I just need a chokehold. To hold it in place…"

"What about between those two buildings?" Gwen suggested. She pointed to an area in the direct path of the Celestial: two buildings perfectly parallel to each other. "Think you can spin a web that big?" she asked.

"That's a perfect spot and-! Wait, what?!" Peter exclaimed.

Pietro was equally dumbfounded. "How did you get here so fast?!"

Gwen shrugged her shoulders. "I used the fire escape."

Peter and Pietro looked at each other with extreme confusion on their faces.

"But back to more pertinent matters!" said Gwen. "Spidey, you can spin a web between those buildings to trap Eson."

Peter looked back towards the Celestial. "I don't know if it'll hold… but I'm not hearing any better options."

Pietro and Gwen looked at each other, neither answered.

Peter sighed. "Alright then, let's do this. Both of you." He pointed to the other two. "I need you to run back to Danny and Luke and tell them about the plan. After that, I need Pietro to do laps around the city. Tell everybody you see about this plan and get anybody in the Celestial's immediate path out of the way."

"Where do you want them to go?" Pietro asked.

"Gate Five. Hopefully, some people with strength Quirks can get it open in time."

"Hopefully?" Gwen asked.

Peter looked grim. "Yeah…"

"Well, okay!" said Pietro. Then, Pietro opened his arms. "Hop on." He winked at Gwen.

A cat-like grin formed on Gwen's face. "Well, if you say so!" Instead of jumping into Pietro's arms, she ran behind him and jumped on his back. "Onward, trusty steed!"

"Eh, whatever makes you happy," said Pietro. In an instant, the duo was gone.

Wasting no time, Peter leaped onto a nearby rooftop. The Celestial was closing in fast. He had to hurry. Peter chained his jumping between buildings as he got closer and closer to the chokepoint. Once finally there, Peter could see how big this robot was. Its upper torso eclipsed the buildings around it.

What did I get myself into?

The sound of metal being crushed into dust as the towering robot took a step forward shook Peter to his core. It kept getting closer, and Peter doubted if he could make a difference. But, as the Celestial crossed in between the two buildings, Peter had no choice but to go. Already, Peter felt the wind blow in his face as he fell off the rooftop; he slid down the side of the building and jumped. As he flew through the air, a massive trail of his web followed. Peter kept moving, jumping between the two buildings and creating more web as he went. The alien robot could not react fast enough to the giant volleyball net created right before its eyes. Peter finished the web construct, and, as he planned, Eson was stuck from the torso down. The titanic machination swung its fist at the web, then its hammer, but those too were snared. It stood there, not able to move.

"Holy crap, I actually did it," Peter said, exasperated. He took a moment to gather himself. "How the hell did that-" Peter could feel eyes on him. He turned around to face Eson, looking directly at him. "-work." Peter gazed at Eson. Its design was oddly familiar. The steel plating. The lights that adorn its limbs. Peter could not put his finger on it, but he knew he had seen this before. Or at least, something like it. "What are you?"

Spider-Sense flared inside Peter. The webs were snapping apart. Eson was getting free. Peter had no time to say anything, and pure instinct told him to jump. The building that Peter was once on crumbled as Eson's hammer tore through it like a knife through butter. "No!" Peter yelled. Eson was free, but Peter had a more pertinent problem: he was falling. "Crap!" But before he could shoot out a web-line, something grabbed his wrist. It was an unfamiliar girl.

"I got you!" she exclaimed. Then, she carried Peter away from Eson, and they landed on yet another rooftop. Peter was surprised to see Wanda Wanda immediately pulled Peter into a tight hug. "Are you okay?! Are you hurt?!"

Peter would enjoy it if he didn't feel his ribs cracking from this death hug. "Ow! Wanda, I'm fine! Can you please put me down?!"

"Oh, sorry…" Wanda gently put Peter down on the ground.

They were not alone on the rooftop. However, as the girl who caught Peter earlier landed. "Uh, who's this?" Peter asked.

"Oh! This is Nico!" she said. "She's been using her Quirk to fly me around."

Peter and Nico exchanged greetings, but they turned their attention to Eson, who was now even closer to Gate Five.

"We're running out of time," said Peter. "My webs weren't able to stop it. I just don't know." Peter tightened his fist.

"Well, what if I put up a barrier?" Nico suggested. "I haven't used that spell before, but I don't know if I have enough energy to keep it up."

"I'm sorry, what is your Quirk again?" Peter asked.

"Blood Magic. The more I bleed, the more powerful the spell."

Peter did not have an answer to that.

"It's macabre, I know."

"Well," Wanda interjected, "What if you don't have to create the barrier? I can do that. I can get in front of it and put up a magic wall."

Peter turned to Wanda. "Wait, are you sure? I know you can create really powerful constructs, but you're still having problems with flying. You'll pass out!" he exclaimed.

"She won't have to fly," said Nico. "I can cast afloat spell on both of us to get in close. She focuses on holding that thing back, and I focus on keeping her afloat."

Peter contemplated this plan. It was sound. He knew Wanda was capable of amazing feats, but he did not like the idea of putting her in danger. He sighed. He knew this was the only course of action.

"Okay, let's do it. Once you hold it in place, I'll crawl on its back and find any weak points."

The trio nodded. They all had their roles; now, they had to execute them perfectly.

Before they could all get in position, Peter stopped Wanda. "Hey, you be careful out there, okay?"

Wanda smiled. "I'll be fine. You're the one who keeps getting your butt into trouble."

Peter did not have a retort to that. He could not shake an uneasy feeling as he saw Wanda and Nico fly off towards the Celestial. After he breathed a heavy sigh and shook off all of his anxieties, Peter dashed off the roof and chained rooftop to rooftop again. His Spider-Sense did not go off, but he knew how much danger he was in. Again, he found himself in the vicinity of the giant Celestial, and yet again, he found himself intimidated.

God, why?

"Are you ready, Wanda?!" Peter heard that Nico girl yell.

"Ready when you are!" Wanda yelled back.

Wanda closed her eyes and focused on her Hex. Red energy flowed from seemingly nowhere and swirled around her, like leaves blowing around in the wind. When she opened her eyes, they were glowing red, which Peter found disturbing. Wanda thrust her arms forward and yelled, "You're not getting any further!" The red energy that she conjured flowed through her body and exited out her fingertips. From her fingers, tiny translucent hexagons formed and built on each other to create a barrier. The Celestial saw the barrier, but it still walked forward. It raised its colossal hand and pushed with all of its might against the crimson wall.

Wanda grunted in pain, but she did not break her formation. "Peter, go!"

He did not need to be told twice. Peter took a great leap and flew towards the Celestials' back. He braced for the inevitable crash and landed. "Ha, nailed it," he whispered. He spoke too soon, for his foot got caught in one of the Celestial's crevices when he took his first step. "Oh, damn it!" However, he got his foot unstuck in record time, and he dashed up the Celestial's back. He stopped at the giant's upper back and started to bang his fist against the armor plating. "You might be an alien, I think, but you gotta have a weak point…" Eventually, he found an area that rang hollow and tore off the plating with no effort. Peter's eyes went wide as he saw the very Stark design of the interior. There was no mistake about it, and Peter spent years studying Tony Stark's design. The little quirks that made them his.

"Okay, what the hell?"

Peter took a closer look and noticed a switch sitting snug between all the wires. Curiosity got the better of him, and he reached out to flip it– only to reel it back when Spider-Sense went off. "Why is that there, then? A trap?" His Spider-Sense only got worse when the Celestial started to move yet again. It was hard to tell from his location, but he saw the alien robot raise its hammer above its head and swing it down against the barrier.

"Wanda, look out!"

All Peter heard was a scream and a body hitting the floor.

Oh no…

Peter threw himself off the Celestial and rushed towards where the scream was. He felt his heart drop when he saw Nico lying on the concrete street, not moving, and various bumps and bruises on her face. Peter landed next to her body and checked her pulse.

Still there.

"Peter!" he heard Wanda shout. "Y-you have to get her– gah! You gotta get her out of here!" Peter looked up and saw Wanda floating in mid-air… alone. He got nervous when he saw blood dripping from her nose.

Peter did not know what to do. The surrounding buildings were too short to hold her up with his webs. "There's… there's no–"

How do I help her?!

"There's no time to argue about this! I'll be–" She cut herself off with her screams of pain. The Celestial kept swinging with its hammer at the barrier. "You… you have to do this!"

"I'm not going to leave you!" Peter screamed.

"Please!"

Peter looked back at Nico and then down the street. He realized that they were very close to Gate Five. The small crowd surrounded the closed door, trying desperately to pry it open.

Wait… the wall! The gate! That means…!

He cupped his hands to his mouth and yelled out a name. "Pietro!" In a millisecond, Pietro was already beside Peter. Before Pietro could even speak, Peter pointed at Nico. "Take her to safety." And before Pietro could reply, Peter was already running back to the Celestial.

"What the hell are you doing?!" the Maximoffs yelled.

In record time, Peter was back behind the Celestial. Peter aimed; he curled his middle and ring finger into his palm. He was ready to spin a web line at a moment's notice. His chance arrived as the Celestial raised its hammer to the sky, and he took it. The tiny hole in his wrist opened, the web flew out, it stuck to the top of the giant hammer. Peter took a stance and planted his feet.

The strain in his muscles was already intense as he held back the hammer. He could feel the individual tendons stretch as he tried his damndest not to move from his exact spot. His legs were on fire, and his feet created craters into the concrete. "I'm! Not! Giving! Up!" Even though his body was begging him to stop, he could hear Wanda's cries. She was still there. Still fighting. "You're not going anywhere!" He shot another web line at the hammer and intensified his grip. "You won't reach them!" His vision blurred. "I– I won't let you!" He could feel his feet slide across the concrete. "You… you won't!"

I can't. I can't do this.

"S-someone… please…" The webs broke. "Somebody, please help us!"

One. Two. Three. Four. Four explosions rocked Peter's ears. He saw something jaw-dropping. The Celestial stumbled.

"What the–?!" Peter looked up and saw four people seemingly flying by the Celestial's head. He recognized two of them, Danny Rand and Luke Cage, another was a girl with a giant fist, and the last was someone who looked like the Hulk but with a smaller build. The three landed behind the Celestial as it stumbled backward. Its hammer struck one of the nearby buildings, and debris flew. Peter saw the debris flying towards the three kids.

"No!" Peter got up, shot a giant web, and caught the falling debris. "You're safe!" The three did not acknowledge Peter and went right back to attacking the Celestial.

Giant vines sprouted from the earth and snared the Celestial's legs. Chains entangled one of Eson's arms. Multiple beams of light struck Eson's face. It kept staggering and stumbling backward. Eson's voice boomed once again. "Impudent humans! How dare you attack your creator!" It raised its hammer once again and swung at the ground. A shockwave burst from the impact point, and the buildings surrounding the crowd started to shake and crumble.

Peter bolted towards the crowd, jumping from building to building, running on walls. When he was close to the crowd, he started to catch the falling debris by shooting huge web constructs. Not one thought flew through his mind. He just kept going. Occasionally, he would look back at Eson. Wanda was still there, and even more applicants joined the attack. His Spider-Sense shook his entire body; something was coming. A girl with knives in her fists climbed up Eson's hammer arm and sliced it in two. The hammer was now in free fall. Before Peter could shoot a line to catch the hammer, it was already too close to the ground. However, someone caught it. Peter recognized him.

Flash!

Flash Thompson held up the hammer by himself. "You think you're a tough guy, huh?! Some kind of big shot?!" He then threw the hammer, not at Eson, but in the opposite direction. The hammer soared through the air and busted the door wide open. Flash turned back around and pointed at Eson. "Well, screw you, asshole!" He looked back at the crowd who were staring. "What the hell are you all standing around for?! Get out of here!" The crowd listened.

"Flash…" Peter muttered. He saw the crowd rush through the open gate, but one applicant was going the opposite way. "Pietro?!" Pietro was running towards Eson, but he was not alone. In his arms was Nico Minoru, awake and pissed off by the look on her face.

"Everyone, get out of the way!" Nico cried. The seventeen-or-so applicants dashed out of Pietro's path.

"Wanda, move! Release the barrier!" yelled Pietro. At this point, blood covered Wanda's lower face. She weakly dropped her arms and moved away.

Pietro jumped high in the air. "Throw me! Now!" Then, he sent her flying towards the head of Eson. A staff materialized out of her gut, and she grabbed it. When Nico met Eson's face, she swung her staff towards the sky and cried, "Ultima!" The sky turned dark, and a bright blue light burst out of Nico's staff. Various explosions surrounded Eson's body as the deadly magic encompassed him. The lights on his body dimmed, and it tipped over. It fell onto the street, and it was not moving.

"There's no way…" Peter muttered. His body finally started to ache, and he felt ever so tired. "Yup, I think that's it." He clutched his wrists. "Jeez, did they get hit or–"

His Spider-Sense fired off.

What now?!

Adrenaline came rushing back as he saw Wanda slump forward and fall. "Wanda!" he screamed. He was already in the air. Images of Wanda's lifeless body flashed before Peter's eyes. He could not let that happen. Peter shot a web line at the falling girl and caught her. He pulled Wanda into his arms and hugged her tight.

Okay, okay, okay. Building. There. Web.

He tried to shoot a web, but only a stream of bright blood came out of his wrist. Then, the pain followed. "What the hell?!" He glanced at his wrist, where an open wound was gushing out blood. The pain in his other wrist also made itself known. He looked down at the oncoming ground and looked at Wanda's face. He closed his eyes, perhaps the last time he ever would, and he gently pressed his forehead on Wanda's.

I'm so sorry.

He braced for impact but made sure that his body would hit the ground first. This was it. The last thing Peter felt before passing out was a pair of arms wrapping around his body. After that, there was nothing. There was only darkness.

To be continued…