It was nighttime, as it began to lightly snow. Spider-Man swung as fast as he could towards Avengers Tower, cold air whipping by him, greatly concerned. He landed on the side of the building, and proceeded to crawl up towards the balcony on the top floor. Once there, he jumped over the railing, and made his way inside the living area.

"Oh man..." he mumbled, as he took in the sight of the room.

The room was in tatters, with the bar all but destroyed, the couch shredded and overturned, and scorch marks covered the smooth floor and walls. The place looked completely trashed, and deserted.

Peter's opaque lenses scanned the room. "Mister Stark?" He called, as he walked around, searching. "Tony? Miss Potts? JARVIS? Anyone?"

His spider sense suddenly flared up, making him duck down as an arrow soared over his head, and embedded itself into the wall behind him. He looked back, to see a blonde archer, and a beautiful redhead, glaring at him.

"Black Widow and Hawkeye," Peter dumbly greeted. "Hi."

"Where's Stark!?" Hawkeye growled, before shooting another arrow right at Peter. He jumped out of the way, clinging to a wall in the process.

"Whoa, calm down Robin Hood, I'm on your side!" Spidey tried to explain, as he jumped out of the way of another arrow. This one exploded behind him, the force of the explosion knocking Peter down to the ground, stomach first.

"Ow," Peter quickly said, looking up. He saw Black Widow there, throwing down a kick straight towards his head.

Spider-Man quickly rolled out of the way, shooting a strand of web at Widow's feet, tossing her away and getting back to his feet. "My aunt always said I'd have to beat the women away, but I never thought-"

His head tingled again, as he turned around, only to have Hawkeye's fist meet his face. Peter flipped back from the impact, but landed in a crouching position as he rubbed his jaw. "Ouchie mama, that's some right hook. Maybe you should've been a boxer instead of a bow and arrow man."

Hawkeye didn't look amused. He put another arrow on his bow, and pulled back the string. "Maybe. But I really enjoy hitting jackasses with arrows."

Peter jumped towards him, dodging the arrow in midair, and punching the archer in the face, making him fall to the ground, and skid back a few feet.

"Holy crap," Hawkeye grumbled, "Kid's packing a punch."

Black Widow soon hopped towards him. "He's going to need a bit more than that," she stated, before she started flipping towards Spidey. He leaned back to avoid a kick, before another one hit him in the gut. Before he could react, she backhanded him, and zapped him with one of her Taser staffs.

His muscles convulsed slightly, before he threw a few attacks of his own. She dodged each one, before dropping down on her back, and having both of her feet hit Peter in the chest, sending him flying towards the bar.

He hit the counter hard, falling to the ground. He looked up, not believing his luck. He was staring down two of the Avengers. The two Avengers who happened to be two former assassins, and easily two of the most deadly people in the entire world.

And they're after him. Peter gulped. The two approached him, getting ready to take him out.

"ENOUGH!"

The three turned towards the voice, to see Captain America himself, shield in hand, wearing his uniform and helmet, in all of his glory. "Avengers, stand down," he ordered. "He's a friendly."

The two spies calmed down, as Spidey made his way back to his feet, shaking the cobwebs out of his head. He looked up, to see the patriotic hero's imposing figure looming over him.

"You must be Spider-Man," Cap stated, as he held out his hand. "Captain Steve Rodgers. I've heard of your work."

Peter hesitantly shook the hand. He was shaking hands with America's greatest hero. Just be normal, just be normal, just be-

"Heyo." D'oh! "I mean, hello. I'm a huge fan. My uncle was a huge fan. I mean...oh boy."

Steve smiled slightly, before he frowned. "I should of figured that Tony would drag you here. Tell me son, do you have any idea what happened here?"

Spidey shook his head. "Sorry. Tony gave me a card, and it started flashing red, so-"

"Wait," Hawkeye interrupted. "He gave you a card?"

"Uh, yeah."

Black Widow held out her open palm, motioning for Peter to give it to her. He pulled the card out, and handed it to her, making the redhead scan the object.

"Can't believe he gave a card to this idiot," she stated, as she tossed it back at the webhead.

"Uh, this idiot likes to be called Spider-Man, thank you," Peter quipped.

Hawkeye was still pretty serious. "Kid, that card is a special communication device. It's only suppose to be handed to members of the Avengers, not street punk vigilantes."

Peter looked down, starting to feel a bit dejected. "Words hurt, you know," he mumbled.

"Alright, let's stop bashing the kid," Cap told them. "How about we start trying to figure out what happened. Any way we can do that?"

"What about the surveillance cameras?" Natasha asked.

"Whatever attacked here took them out. Along with JARVIS," Steve revealed.

"So we got a hacker?" Clint asked.

"No. The power source for them was completely destroyed. If it was a hacker, then it was one that wasn't very good at his job."

Peter rubbed his chin in thought. "Wait, does Tony still have his communication card on him?"

Steve thought for a moment. "Possibly. There isn't any sign of it around here. Why?"

"Well, since he sent out the distress signal, we might be able to match the frequency, and reactivate it."

Natasha looked surprised, Peter noticed the look on her face.

"What? Did you think webs were the only thing I had to offer?" He asked.

Natasha shrugged, before pulling out her own communication card and walking away from the others. "Follow me, kid. We're going to figure this out."

Spider-Man followed her. "Ay ay, scary lady."

She stopped for a second, before looking at the webhead with a scowl. "Don't press your luck."

Tony woke up with a dull headache. "What the hell...?"

He slowly sat up, to see that he was in some kind of warehouse. He was on the hard, stone ground, as he looked around his dank surroundings. There were small puddles of water around, and a slight smell of mold filled the air.

"What happened? I...Pepper!" He exclaimed, realizing he wasn't the only one taken. He looked around, to see his girlfriend's unconscious body next to him.

He scooted towards her. "Pepper?" He asked, as he lightly shook her. "Pepper? Come on dear, wake up." He checked her pulse, to put himself at ease. "Still alive. Thank God...I'm going to give you so many breakfasts in bed when we get home."

"Stark!" A distorted voice yelled.

"Ah!" Tony jumped, as a largish figure jumped down in front of him. It appeared to be a man in a large suit of green armor, with razor sharp claws, and a large, metallic tail coming out of his back. The only part of the man that could be seen was his jaw, which had a deep frown.

"Look at me!" The man demanded.

"Uh, I'd rather not," Tony said. "You're kind of repulsive. Don't take that the wrong way."

"Look what they did to me!" He said.

"What who did?" He asked. "Who are you? What's going on?"

"They put this suit on me!" He cried. "They made me into a freak! A monster! I can't get it off! I tried everything, but-"

"Calm down," Tony tried to ease. He had no idea what this guy was capable of, and he didn't want to put Pepper into harm's way. "Let's relax, try to figure this out."

The man let out a pained growl. "It hurts! I need it off! You-you can get it off! Or I'll kill you! I'll kill you and your girl!"

"We don't need to go there!" He urged. "I'll help. Just relax Mister..."

"Don't have a name," he muttered. "Not a real one. Not anymore. You can call me...The Scorpion..."