The sun is almost beyond the horizon by the time Frank arrives at their warehouse. He parks his van outside and wastes no time rounding to the passenger door.

Spider-Man doesn't react when Frank opens it, but when Frank unbuckles him and his head can no longer rest against the seatbelt, Spider-Man actually corrects himself from slumping over. Frank watches for a moment, yet he makes no attempt to move again. So he slides an arm under the kid's knees and supports his back as he hoists him up into his arms, bridal style. He closes the door and gets a few steps before Spider-Man moves again. He shifts in Frank's grasp and exhales slowly, and Frank tenses to prepare for him to lash out. The paralytic seems to be wearing off, but he determines after a moment that the sedative is still going strong. Spider-Man only smacks his lips a couple of times before growing still again.

Frank carries him to the door without trouble. David opens it for him before he can even reach for the handle, his gaze falling to Spider-Man immediately as he takes a sharp breath. "Shit, he is young," David breathes.

"You got the supplies?" Frank asks as he maneuvers past him.

"By the couch," David confirms, following Frank with his eyes as he places the kid on the sofa.

Frank had been more than judgmental when he found that David had brought some old couch into their very temporary hideout, but he couldn't be more grateful for it now. He settles by Spider-Man's side and shifts him over onto his back. No zipper. Frank frowns and tugs at the suit near the base of his neck, but it's skin-tight and won't budge. He rolls him back to his front and scans him over with a critical eye. "The damn suit won't come off," Frank says, pressing his lips in a thin line.

"Let me see," David says, rushing over to peer down at the kid over the back of the couch. He quickly puts on a frown that mirrors Frank's. Frank's about to suggest that they just cut it off when David places a hand on Spider-Man's shoulder and shakes it. "Hey, Spider-Kid, you gotta wake up. C'mon, buddy, help us help you."

"What are you doing?" Frank hisses, swatting David's hand away.

Spider-Man groans. He props himself up against the pillow, taking a deep breath. Before Frank can protest further, David holds out a hand to signal for him to back up as he moves around to the front of the couch. He crouches down to get more eye level with the kid and gives him a grin. "Hey, that's it, there we go. Listen, we wanna help you with that nasty cut on your torso, but we can't do that while you're in your suit. Can you give us a pointer on how to take it off?"

Spider-Man doesn't respond at first and Frank thinks that David's ruined it. Then Spider-Man's hand drifts down his chest until it finds the black spider emblem and he presses it. The suit expands and rests loose around his skin like it's some kind of vacuum seal technology.

David gives a satisfied nod and pushes Spider-Man's shoulder back into the pillow. "Good. That's good. Thanks," he says quietly. Upon noticing Frank's furrowed brow, David clears his throat. "He's barely with us right now. He can't begin to process the possibility that we're a threat. But he knows he's in pain, so if I tell him he needs to do something to relieve it…" David gives a meaningful shrug as he pries down the suit until Spider-Man's in his boxers. Spider-Man doesn't react or seem at all concerned about being undressed, save for helpfully lifting his leg when David gets it stuck around his knee.

"How much can he understand?" Frank wonders while he assembles the needle and thread.

David does a more vague shrug. "Not a lot?"

Frank considers this as he placed a firm hand around Spider-Man's leg by the gash. "This isn't gonna be fun, but I need you to stay still. Got it?"

Spider-Man gives no indication that he hears, but only flinches a little when Frank pours the alcohol over his wound. He grits his teeth when Frank starts on the stitches, though that's it.

"You're doin' good, kid," Frank encourages, pausing a little before following with, "Can you tell me about May? Who wa- Who is May?"

"May?" Spider-Man mumbles it, though his attention is visibly piqued.

"Yeah, May. She your mom?" Frank presses.

Spider-Man works his jaw, the corner of his mouth twitching whenever Frank goes in with the needle. "M' aunt," he finally slurs.

"You two close?"

"Yeah," Spider-Man says with an exhale.

"Bet she was pissed when she found out you were Spider-Man," Frank says with a snort, but carefully gauging Spider-Man's reaction all the same.

The kid smiles a dopey smile and lolls his head to the side. "Mm-hmm."

Frank closes his eyes, bringing an image of the woman to the forefront of his memory. Had she—? Yes, Frank does remember a wedding ring. So he asks, "Was your uncle pissed too?"

Spider-Man's grin falters, replaced with a look of hurt and confusion. He makes a small noise in the back of his throat and turns his cheek into the pillow and goes silent.

Okay. Don't press about the uncle. Frank ties off his stitches and moved up to the kid's torso. He quickly searches for a distracting question as he prepares to pour the alcohol over the wound. "Do a lot of people know that you're Spider-Man?"

The kid's nose wrinkles. "'M not… Spi'er-Ma'," he tries to say.

Frank lets out a genuine huff at this. One of the many reasons he never bothered with a secret identity. He tilts the bottle to allow alcohol to pour on the gash and says, "Oh, you're not? Then who am I talkin' to?"

"Pe-" The kid only gets out one syllable before he abruptly cuts himself off. His jaw opens and closes a couple of times and his head angles upward and to the left in the most obvious attempt to come up with a lie that Frank has ever seen in his life. "P-H-I-L. Phil," he slowly spells out, the effort it takes him to do so visible.

"Phil?" Frank questions with a raised eyebrow.

"Phil," definitely not Phil affirms.

"Okay, Phil," Frank begins, tying off the final stitch, "I need you to point out anywhere else that hurts."

The kid bends his knee up to touch his foot. "Hur's when I-" He cuts himself off to pointedly swivel his ankle and grimace. Frank gets up to examine it. It's red and swollen; sprained, Frank can tell immediately. Judging by how he moved it, though, nothing was broken.

"Right. Anywhere else?"

Spider-Man lets his leg collapse and taps at a rib. "'S not feelin' good," he says with a pout. "Tha's all." Frank studies his ribcage with narrowed eyes. He can see bruises, but nothing else.

"Hairline fracture?" David pipes up.

Frank shrugs. "Could be. Nothing I could do about it. You got the reversal?"

David extends his arm and opens his palm, revealing a half-full syringe. Not a pen, this time. Frank takes it from him and grabs Spider-Man's limp arm. The kid winces at the injection after Frank cleans it and he rubs at the spot once Frank removes the needle.

David suddenly stiffens and dashes off to his computer set-up, returning with a blanket a few seconds later. He unfolds it over the kid, making Frank realize how much worse it could be for Spider-Man to come to almost completely exposed in front of two strangers.

Frank turns to David to ask when it will kick in when Spider-Man goes rigid. He folds his legs against his chest under the blanket and yanks his mask all the way down his face. His head shifts between Frank and David and his breathing soon becomes frantic. "Where am I?" he demands in a voice high with fear.

David holds out his hands in a placating gesture. "You're safe. No one-"

"Who are you?" Spider-Man yelps. He then makes a noise that starts as a gasp and morphs into a hiss as he removes his legs from his chest and his elbow sticks out under the blanket, the angle implying his hand rested on his torso wound. He lets out a shuddering, pained breath.

David rifles through the first aid kit for a moment before pulling out another syringe. "Painkiller," he explains as he steps toward the couch.

Spider-Man jerks back violently and shakes his head. "No- I don't trust- I can't remember, you messed with my head-"

"And we just gave you the antidote for it," Frank cuts him off with a growl. "If we didn't want you to be lucid, you wouldn't be now. So either suck it up and don't whine about it, or take the goddamn painkiller."

Spider-Man goes still and drops his gaze. After a moment, Frank's cold logic sinks in and he hangs his head. The kid gives a tiny nod and holds out his arm toward David. He keeps staring at his lap as David injects the painkiller, though his body grows looser a couple moments later. "Why're you doing this?" he asks quietly. "I never wanted to see your- your Punisher torture dungeon- lair- warehouse? Whatever. I never asked for your- this help, you should've just left-"

"Left you there to die?" Frank challenges. "Mm, sorry to disappoint. So." He grabs a chair behind him and pulls it forward to face the couch before he sits down, spreading his legs and leaning against the back with crossed arms. David slinks behind him and sits back into his own swivel chair, posture much more calculating and much less interrogatory than Frank's. "First thing's first. You got some crazy healing powers or some shit? Or some, I dunno, spider-themed allergies to anything?"

Spider-Man gives a half-hearted shrug. "I heal faster than normal. Nothing crazy, but maybe superhuman, I guess. I don't think I have any allergies."

"Good. Next; either it's a massive coincidence that the only not-elementary schooler those shitbags captured was your aunt, or they know your secret identity and were trying to draw you out." Frank gives him a level stare.

The kid's gaze darts around for a moment before landing on Frank. "How- How do you know she's my—?"

"You told me," Frank interrupts curtly. "Didn't tell me anything else, though."

Spider-Man looks relieved at that. "I, uh, got in a tussle with a Mac Gargan a while back." He pauses when Frank stiffens at the familiar name. "Scar above his eye, scorpion tattoo on his neck?"

Frank nods. "Head of some kind of gang, yeah."

"I may have given him that scar. Not on purpose. I'm not a hundred percent on how he got my identity, but I've got a couple guesses. I got a message from one of his underlings saying to show up at x location at y time for my aunt, but I thought that was dumb so I scouted ahead at the places I knew they frequented. That's where I ran into you. My best hunch is that they were planning to pull some kind of 'save either your loved one or these schoolchildren' thing that the bad guys do in the movies." His tone is overly casual, almost chipper, and Frank can tell he's barely holding it together.

"Was Gargan there?"

"I don't think so, I didn't see him."

"Mmm. So if your aunt knew, do your parents know?"

Spider-Man swallows. "Um, yeah, my parents know. About Spider-Man."

Frank can smell the bullshit immediately. He fishes his burner out of his pocket and tosses it to Spider-Man. The paralytic still must be partly in effect, because Spider-Man swipes at the phone and misses by half a foot and it ends up bouncing off his chest and landing in his lap. "Call them. I'll give you an address for them to pick you up at."

Spider-Man just fiddles with the phone in his hands, folding it over again and again. "I'd rather be dropped off at the nearest hospital. Or a hospital in Queens, if that's not where we are. I want to check up on my aunt. She would've been brought there."

Frank presses his lips in a thin line and looks back to David, who gives a tiny shake of his head. Frank lets out a long breath and stares the kid right in his masked eyes. "Kid, your aunt's dead."

"You're wrong," Spider-Man snaps. "The police would've freed her from the rubble. She's gotta be injured real bad, though. I need to see her."

Frank remembers a dog that a buddy of his used to have in the marines. It was the best of the best, a bomb-sniffer, and followed orders better than most of the soldiers. Frank hadn't been there, but he heard about how the dog was there when they were ambushed and his buddy got shot, and the dog had to be dragged away from the scene by its leash. Away from his owner. They quickly tried to transfer him to a new owner, but it was like a different dog. It would snarl at everyone who passed by and wouldn't take a single command, and even Frank, who had built a friendship with the dog before, couldn't touch it. It was only when they let the dog sniff and sit with his former owner's corpse a week later did it finally stop snapping at everyone that tried to get near it. It even went back to taking orders and sniffing bombs, but it was never the same after that.

Frank wasn't sure how Spider-Man would break if he saw his aunt's dead body. So he tries again. "She wasn't breathing. If she somehow wasn't dead then, she definitely was once the building collapsed. Call your parents."

Spider-Man doesn't reply. He throws the blanket off of him and pulls on his suit, pressing the spider emblem to activate the vacuum seal. He then shoots up to a standing position and drops the phone on the couch. "Thanks for the first aid. Appreciate it. I'm leaving."

Frank stands up to meet him. "Sit your ass back down."

"I'm leaving." He makes a move to step to the door, so Frank snaps out his hand to catch him around the wrist. Spider-Man uses his free hand to grab Frank's arm and shove him off, reminding him oh yeah, super strength. But Frank's quick to recover and he makes it around David's computer set-up just in time to intercept Spider-Man from the door. The kid skids to a stop and clenches his fists at his sides and glances around Frank. Frank squares his shoulders and straightens to his full height, silently daring the kid to come closer.

After a moment of wavering on his feet, Spider-Man attempts to dart around him. The kid's quick, Frank'll give him that, but Frank sees the move coming from a mile away. He lunges for Spider-Man and drives his shoulder into his hip as he cups his hands behind his knees. Frank lifts up, slamming the kid's back into the cold concrete floor. It dazes him for a couple seconds, seconds Frank uses to roll him over to his stomach and grab his forearm to twist it behind his back.

He stops just short of wrenching it out of his socket and eases up a little when the kid yelps from pain. But he doesn't release him, using the painful hold to keep the kid immobile. Out of the corner of his eye, Frank sees David digging through a drawer.

"LET ME GO!" Spider-Man shouts. He makes an attempt to writhe free and gasps when the movement strains on his arm. "Don't touch me! You're a monster! You killed them all and if you had just kept out of it May would- would be better!"

He leans down until the kid flinches from Frank's hot breath on his ear. "You know what's going on?" he starts quietly. The kid turns to face away from him and shakes his head in protest. "I've seen it before. See, your brain's in fight-or-flight mode right now. You've got all this adrenaline pumping through you faster and faster and gettin' you ready to lash out, because as long as you're in fight-or-flight, all the other shit can be put at bay. As long as you fight me, you don't have to think about how your aunt died right in front of your eyes and there was nothing you could do about it."

"Shut up!" Spider-Man kicks out at him and his foot misses entirely.

Frank clenches his hand tighter around Spider-Man's arm, prompting a hiss. "That grief's brewing up in your head like a storm and it's gonna mess you up when it hits. So come on, keep trying to hit me if you think it'll make you feel better. But I'm not your enemy and you know it."

"THEN GET OFF ME!"

A ball of webbing bounces off the side of Frank's temple from the kid's wrist. The attack is just surprising enough to get Frank to loosen his grip, allowing Spider-Man to yank his arm free. They both push up to their feet at the same time, Frank while staring at where the webbing had exploded against the wall. "Christ, tell me this doesn't come out of you," he grumbles.

Spider-Man responds by leaping straight up in the air, grabbing the ceiling with his hands and kicking out toward Frank's face. The kick lands, sending Frank back into the doorframe and driving his teeth into his lip. He spits blood onto the ground. Frank grits his teeth and reaches for the kid's leg, catching the kid's sprained ankle and digging his thumb into it. That drops him with a shriek, but he uses Frank as support to keep himself from crashing into the ground.

He clearly doesn't have an ounce of training, but his powers and experience almost make up for it. Almost. Frank drives him into the wall, forcing all the air out of his chest. It's when he has to pause to catch his breath that Frank quickly sidesteps and allows David to take his place.

Spider-Man sees the syringe in David's hand and ducks away, so Frank shoots his arm forward and traps Spider-Man's neck in the crook between his thumb and forefinger and the wall. The kid makes a gagging noise and moves to dislodge Frank's hold when David jabs the needle right above his armpit and pushes down on the plunger.

"No NO!" Spider-Man knees Frank in the stomach and wrenches the needle out of David's hand to chuck it across the floor. He makes a break for the door as soon as he's free.

Frank huffs and gives chase. Spider-Man bursts out of the warehouse and slows as he's blasted with a cold breeze, caught off guard and staring around wildly at the unfamiliar setting. There's no frequented buildings nearby, David made sure of that. No tall buildings either that Spider-Man was accustomed to swinging from. Just a large, empty parking lot save for Frank's van and David's car, surrounded by pines with suburban lights barely visible between them.

After a moment of hesitation, Spider-Man runs for the trees. Frank puts on a burst of speed to catch up to him, but the kid shoots a web to a high-up branch and uses it to propel himself forward. He gets further into the woods and fires a second webline, though this one doesn't stick. It misses the trees and ends up falling pathetically to the forest floor. Frank notices how Spider-Man's sprint is lopsided and slowing, heavily favoring his sprained ankle. Frank switches to a jog, gaining on the kid as he stumbles through the pines. He finally leans back against a trunk and slides down it to the ground, his legs splayed out in front of him while his chest heaved.

Frank slows to a stop in front of him and Spider-Man just shakes his head. "Go away," he whimpers. "I don't want this."

Frank grabs him by the arm and hauls him up, ignoring Spider-Man's weak swatting at his grip. "I know."

Despite his protests, when Frank slings his arm over his shoulder and starts walking back, Spider-Man trudges along as if his feet weren't aligned with his mouth's objections. "I don'… wan' this," he insists, his chin dropping to his chest.

"Uh-huh," Frank says. He scoops Spider-Man up from under the knees when the kid starts dragging and tripping over his own feet. He lets out a grunt as his head falls against Frank's shoulder, his neck deciding it was too heavy to hold up.

"'S makes me foggy," he mutters. "Don' like bein' foggy."

Pity actually twists at Frank's chest. The kid doesn't deserve this, that he knows. He lets out a small sigh. "Yeah, I hear ya, kid."

"Wan' May," the kid whines into Frank's vest. "May."

Frank pulls open the warehouse door and carefully closes it behind him. David's hands are in his pockets and his shoulders slump as he takes in the sight of Spider-Man in Frank's arms. He grabs the blanket off the floor and adds a pillow to the couch. Frank carefully sets the kid down and rests his head up against the pillows. Spider-Man's hand bats at where Frank's face was a few seconds ago in a weak attempt at resistance and proceeds to dangle lifelessly against the floor.

When David bends down to tuck his arm back at his side, Spider-Man doesn't move it again. "Poor kid," David says softly as he stares down at his half-conscious form. The kid's just breathing now, his drive to run or do anything else sapped out of him. "Were you also picking up on his parents being out of the picture?"

Frank nods. "Dead uncle, too. The aunt had a wedding ring."

David pauses, taking this in. "He could've called anyone when you gave him the phone and you would've been none the wiser."

"But he didn't," Frank agrees.

And Christ, if that isn't heavy. It's David who finally voices it. "He doesn't have anyone."

Frank extends his arm to wrap his fingers around the cloth of the top of the kid's mask. He had told Red that he didn't give a shit about who he was, and that was true. But he knew right off the bat that Red was a grown ass man, and obviously had the training to take care of himself and the years to make an informed decision to be a vigilante—even if it was a stupid one. Does this kid have any idea what he's doing? Frank didn't care about his identity, not at first, but now… He pulls off the mask completely this time.

Spider-Man blearily blinks up at him with chocolate-brown eyes. They're squinting to better take in the light and he momentarily purses his lips and furrows his brow while a tight line appears between his eyes. His lightly freckled face doesn't take long to smooth out, and he looks between sixteen and fourteen without the tension. His eyes shift between Frank and David, but the too-wide pupils and the glaze over them tells Frank that he's not really seeing them. His brown hair is damp and flattened against his forehead with sweat. He's completely out of it, either unaware or uncaring that his face is exposed for them to see.

"Jesus Christ," David breathes.

"Try to run facial recognition. See if you can match him. We need his age and any close family," Frank decides.

David purses his lips. "I'm not sure he'd even be in any system I can find."

It's cheating, he knows, but Frank shakes the kid's shoulder and asks, "Hey, look at me. What's your name?"

Spider-Man turns to him with half-lidded eyes. He parts his lips and clicks his tongue against the roof of his mouth as if he's about to speak, but he's too far gone this time.

Frank lets out a short sigh and reaches for the blanket, splaying it over the kid. Frustration and anger well up inside him, but he can't aim it at the kid. He's a victim just as much as—maybe even more than—his aunt was. Frank could even admit that he was right, that his aunt might be alive now if Frank hadn't intervened. To some degree, Frank had helped create this mess, and damn him if he wasn't going to clean it up. But the person who had to pay for it was out there, going by the name Mac Gargan. The first step of clean up suddenly became exceedingly clear.

The kid's blinking in uneven intervals of slow and rapid as if there's still some part of him fighting to stay conscious. Frank gives a tiny shake of his head and rests his fingertips on the kid's forehead, lightly running them down his face to guide his eyelids closed. He rests his hand over the kid's eyes for a couple seconds before removing it, and when he does, Spider-Man doesn't open them again. "I'm gonna pick up some food and some clothes for him," Frank declares after a moment of studying his still form. He walks to the door and pauses to face David and ask, "Want anything?"

"Nah," David says. That's how Frank knows it's bad. David never turns down the offer. "I'm not hungry. So the drug's supposed to last anywhere between one and six hours. What do I do if he starts to come out of it?"

"Put him back under," Frank says bluntly. "And confiscate those web things."

David blinks, clearly put off by this, but he doesn't argue. He looks down to his feet with pursed lips and makes a vague waving gesture with his hand as he turns back to the computers. "I'll see what I can dig up."

Armed with a mission, Frank gives David a nod and leaves for the door.