This was so surreal.

Peter was in a warehouse, alongside some of the most respected heroes in the entire world. A large Scorpion monster man was staring at him, with bloodlust in his eyes, his mechanical tail whipping back and forth violently. Behind him, on the ground, was Tony Stark, one of the richest men in the world, sweat coming off him in droves, fear evident on his eyes.

Spider-Man then noticed Pepper, knocked out on the ground. Tony's fear was probably not for himself.

"NO!" Scorpion protested. "You'll ruin everything!"

"That's what we do," Spidey jested. "Ruin things. In fact, our team is called 'The Ruiners.' We're still trying to copyright the logo."

"Stand down," Cap ordered the mechanical monster. "And I promise that you will not be hurt."

"Me!? HURT!?" Scorpion shrieked, as he started shooting his tail lasers at the group, making them jump out of the way. "I DON'T GET HURT! I DO THE HURTING!"

Spidey landed into a crouch on the ground next to Hawkeye. "I think this guy took one too many crazy pills."

Hawkeye took an arrow out of his quiver, and shot it right at Scorpion. The arrow bounced off of him like it was nothing. The archer frowned, before shooting another one. This arrow stuck to Scorpion, before letting out an electronic pulse. Scorpion yelled a little bit, slightly feeling it, but it didn't slow him down much.

Scorpion then jumped towards the two heroes, and swatted at them. Spidey was able to jump out of the way, but the strike hit Hawkeye, which sent him skidding into a pile of soggy cardboard boxes. Peter then jumped onto the wall nearby, joining him.

"Sorry about that," Peter apologized. "Didn't have enough time to react to get us both out of the way. The guy's fast."

Hawkeye slowly got to his feet, as Scorpion turned his attention towards Black Widow and Captain America. "That was an EMP arrow," Hawkeye explained to the webhead. "It should've stopped him."

"But it didn't," Spider-Man stated. "An EMP didn't stop a suit of machinery. What is that thing made of?"

"No time to nerd out kid," Hawkeye told him. "Time to get to work."

Peter nodded, before jumping off the wall, and landing right behind Scorpion. "Hey, Greenie!" Spidey called. "Is that your tail, or are you just happy-"

His spider-sense interrupted his joke, making him move just before Scorpion's tail embedded itself into the ground he was standing on. Peter then shot a web at the monster's chest, pulling himself towards him, and landing a punch right on his exposed jaw.

Scorpion hissed, before grabbing Spider-Man around his body with his claws, and started pinching him, hard.

"AH!" The web-slinger gasped in pain, before Black Widow snuck up behind the mechanical madman, and hitting him in the back of the knees with her stun batons. Scorpion growled in surprise, as he dropped to his knees, releasing Spidey.

The webhead quickly flipped away, trying to catch his breath. "If there's one thing this guy needs to work on, it's his hugging," Peter said, still gasping slightly. "Wow that hurt."

He then looked up, to see the rest of the Avengers fighting the Scorpion, getting some good hits in, only to have them get knocked away. However, even after they got knocked away, they would come back, ready to fight.

Peter then looked over to the side of the warehouse, to see Tony kneeling over Pepper, trying to wake her up. That was the moment Peter honestly realized what was happening.

He was around the bravest people in the world. People who don't care about themselves, and only want to help others. Real heroes.

And Spider-Man is working with them.

Scorpion shoved all of his attackers away again, knocking them for a loop. The man whipped his head towards the billionaire and his girlfriend, as he growled in disdain. Scorpion then charged towards them.

Quick to react, Peter shot out a web, and swung towards them, swooping them up right before Scorpion could get to them.

Scorpion yelled in frustration, as he started shooting lasers at the webhead and the people he was trying to save. Peter, with his spider strength, was able to hold the two people in one arm with relative ease. Peter was jumping off walls, swinging back and forth, avoiding the Scorpion's attacks.

"So what's the deal with this guy!?" Peter asked, as he was still trying to keep Tony and Pepper from being zapped.

"He's stuck in that suit," Tony explained, as he wrapped his arms around Pepper, making sure she was held. "He kidnapped me and Pepper should I could help. But I couldn't, and he tried to kill us."

"Sounds about right," Peter stated, before dodging another laser blast. The beam went right past him, and destroyed a window. Shattered glass fell to the ground, as Peter landed near the others.

Scorpion roared. "GET AWAY FROM ME!" He cried, as he jumped up to the window, and jumped out of sight to the outside.

"Oh no you don't!" Spider-Man said, before jumping towards the window, and swinging after the monster.

Still in the warehouse, Captain America frowned, as he walked and the others hastily walked out the warehouse, as Tony was still holding Pepper. "Our goal is to get to Spider-Man and this Scorpion character. Barton, Romanoff, you're on civilian protection."

"Did you bring me a present?" Tony asked.

"Your armor's on the Quinjet. When you're suited up, you and I are going to help take Scorpion down," Cap stated, frowning. "Now, let's hurry, before that kid gets himself killed."


Spider-Man swung as fast as he could after the Scorpion, who was racing down street after street, making cars and the like swerve out of the way. Snow whipped past his face, as he tried to keep up with the monster.

"Come on Parker, move," he told himself, still swinging.

Finally, the Scorpion stopped at the Washington Bridge, noticing Spider-Man following him. "LEAVE ME ALONE!" He yelled, shooting a laser at the web Peter was holding, cutting it in half.

"Whoa!" Spidey grunted, as he was just barely able to land safely on the road, crouched down and ready to fight, as confused pedestrians and their cars surrounded them. "Maybe if you calm down, we can talk about this like grown-ups. Well, grown-ups in ridiculous outfits, but the point still stands."

"You've ruined everything..." Scorpion lamented. "I wanted this suit off..."

"It's ok, we can still help you, we just need you to calm down, and I'm sure Stark-"

"STARK!" Scorpion roared in anger. "I'll kill him! I'll kill you!"

"There goes the sensible approach..." Spidey groaned, before jumping over an attacking Scorpion, grabbing him by the head, and flipping him away, having Scorpion hit one of the bridge posts hard.

Scorpion quickly recovered, before picking up a car and throwing it at Spider-Man.

"Cheese and Crackers!" Peter cried, barely rolling out of the way in time. "You almost took my head off! How would I be able to make sarcastic comments then?!"

"Shut up!" Scorpion growled, shooting more lasers at the webhead, who continued to dodge them.

"Seriously? Again with the lasers? Have you even hit someone with one of these yet?" Spidey chided, trying to get under Scorpion's skin.

"Stand still!" Scorpion said.

"Tempting, but I'll pass. I just don't like being roasted alive, ya know?" He asked, before a lone laser barely missed him, and hit a car engine, setting it on fire.

At first, Peter didn't put much thought into this, before he noticed that there were still people inside. A dad and his young daughter.

As he looked, his spider-sense tingled again, as a laser hit Peter in the back, making him fall to the ground with a yelp of pain.

"No..." Peter groaned, as he noticed the two civilians were stuck in the card. He heard Scorpion stomp towards him, prompting Peter to roll onto his back, and shoot some webbing at Scorpion's face.

Scorpion reeled back in rage, as he furiously tried to tear the webs off, his tail lashing back and forth. While he was distracted, Peter rushed towards the flaming car, and ripped off the door, helping the dad and his daughter out of the car.

"Come on now," Peter urged. "Get out of here!"

The two complied, as the father quickly picked up his little girl and ran with her. As Peter was making sure they were gone, Scorpion's tail wrapped around his neck, and picked him up, choking him.

"Urgh!" He grunted, as his air was slowly getting cut off. Scorpion then flung the wall crawler across the bridge, making Peter roll along the ground painfully for a few moments.

Dizzy, groggy, and trying to catch his breath, Peter was in a bad way. He knew it, Scorpion knew it, New York knows it, the Avengers probably know it, and he wouldn't put it past Flash to know about it to, and then take out his frustrations of seeing Spidey beaten up out on Peter Parker.

Man, was his life confusing.

Scorpion charged at him, as Peter crouched down low, ready to fight. However, before he got near him, a laser blast hit the monster right in the side of the head, knocking him off course.

Spidey looked to see Iron Man floating in the sky, Captain America below him, shield at the ready. Spider-Man could see Hawkeye and Black Widow far behind them, trying to get all the civilians out of the way.

"This is so cool..." Peter absentmindedly said, as the two approached him.

"Ready to take this guy out, kid?" Iron Man asked.

"Sure, but can we get pizza afterwards? I'm starving," Peter half joked.

"Sure thing," The armored avenger confirmed, as Scorpion got his bearings back. The lunatic machine hissed, not pleased with the sight of the three heroes staring him down.

Iron Man flew straight towards him, shooting a few blasts at Scorpion, hitting him in the chest with one, and hitting the ground near him, raising a cloud of smoke. While Scorpion couldn't see, Spider-Man busted through the dust, hitting the monster with a swinging kick, making him stumble back a bit. Spidey then landed, quickly jumping straight at Scorpion and hitting him with a hard right.

While the monster was dazed, it desperately started swinging his claws around, making Peter go on the defensive, before getting swiped anyway by one of the erratic blows. Once Spidey was down, Cap threw his shield at Scorpion, making the mechanical monster catch the shield with his claws.

Steve then ran straight towards him, and dropkicked the shield, knocking the weapon out of his hands as he stumbled over the guardrail of the bridge, and plummeted below towards the water.

Peter tried to clear the cobwebs out of his head, as he was still laying on the ground. He slowly got up, hand on his throbbing head. Captain America approached him, a look of concern on his face. "Are you ok?" He gently asked.

Spidey nodded. "Yeah, I've had worse. One time, my school served spoiled chicken."

Steve chuckled slightly. "Let me tell you something, kid. Out of all the crazy things I've seen during my life, you're probably at the top of the list."

Peter smiled underneath his mask, before he noticed a large metallic tail coming up over the slightly damaged guardrail, as Cap was oblivious to it.

"LOOK OUT!" Peter yelled, pulling the first avenger out of the way, as the tail grabbed Spider-Man and dragged him off the bridge.

Spider-Man looked to see Scorpion staring right at him, baring his teeth as the madman screamed in rage, as the two started to fall towards the water below.

Peter and Scorpion started trading blows, as Spider-Man was trying to get out of the monster's grip, and Scorpion was trying to keep it on him. Punch after punch, kick after kick, attack after attack was thrown before the two finally crashed into the water below, going through a patch of ice in the process.

Underneath the cold water, Peter felt himself sink deeply, the force they were falling at throwing him far below the water. He couldn't feel the Scorpion's tail around him anymore, as his body was slowly going numb to the cold. He swam up to the surface, only to find that his way was blocked by another thick patch of ice.

Peter was starting to freak out, as the icy water was effecting all of his senses. He tried to punch his way through, but the water slowed down his punch, making it ineffective.

Peter felt himself running out of air, as he clawed and scratched at the ice, panicked. He has to get out, he has to.

There was no way out, as Peter's vision slowly went to black.