Issue #13: Breakout

"Peter? Who is this?" May asked, noticing Kaine walk in along with her nephew. The Scarlet Spider could only look away in shame, believing himself to not be worth the attention.

Peter cleared his throat, "Aunt May… this is Kaine. He's kinda… my brother." he revealed, gesturing to the clone.

May asked. "Brother?"

Kaine sighed, "I didn't think we'd ever have to meet…" he removed his mask, his likeness shocking the older woman, "I'm Kaine, a clone of Peter's made by one of the loonies he fights… I… um… had a past with Peter I'm not exactly proud of. Did some bad things and tried atoning for it by saving his life. Honestly I shouldn't even be here, you're Peter's family, not mine, and after everything I've done..."

"Nonsense." May replied, "You saved my nephew's life, that is a sign that there is good in you."

"You… think so?" Kaine asked.

"I'm sure." May assured him.

"Hmph. Thanks." Kaine replied.

MJ whispered to Peter, "Gonna tell her the clone story?"

Peter shook his head, "I'm not. I think she has enough to process already. You can tell her if you want though."

Mary Jane chuckled, "Tiger I can barely figure out what happened. No way can I retell it."

"Yeah, me neither. It was… definitely a thing that happened." Peter quipped.

Sonic tilted his head, listening in, "What are you two talking about?"

"Long story, Blue." MJ told the hedgehog.

"Eh. Okay then." Sonic shrugged off, "I think I'll leave ya lovebirds alone, I'm gonna check on Tails and Ollie." he zipped off, leaving the couple alone to talk.

MJ smiled, "You know, I'm still surprised you invited Steel Spider to help."

Peter replied, "I'm giving him a chance to see if he's really in this to be a hero as much as it is to impress me. We'll see what happens."

"It's been a few years, think you'd be open to having a sidekick like him now?" she asked him.

"I dunno, I like a good team-up, but to train another Spider-Man? It feels like too much pressure for both of us. Ollie and Kaine might not even need me to mentor them anyway." Peter explained, thinking her suggestion over.

MJ put a hand on his shoulder, "It's up to you, Tiger. Just throwing it out there."

Peter nodded, "For right now, I'm fine with you, Aunt May, and the occasional hero like the Avengers lending me a hand, even if it takes a toll on me. Sorry I haven't been around much…"

"I understand, Pete. Believe me, I wouldn't be here if I didn't know what you'd have to do." she reassured him.

"Thanks, honey." Peter said.

"Yo Tails, Ollie, got anything yet?" Sonic asked the geniuses, peeking into the lab they were working in.

"Nothing yet, Sonic." Ollie answered.

"Yeah." Tails added, "Luckily Tony Stark has a whole bunch of tools we can use in here. Speaking of, I'm surprised you can use them this well, Ollie." he complimented.

"I can say the same to you. You're not even from this world." Ollie responded to the fox.

"Ha. Thanks." Tails laughed. "It shouldn't take us long since we know what we're doing."

Sonic grinned, "Sweet. Any sign of Knux?"

"The red guy? He said he had to make a detour back to your world to check something." Osnick explained, "I offered to go, cause visiting an alien world sounded cool, but he turned the offer down."

"Knux is like that, kid." Sonic said.

"Hm. Okay." Ollie shrugged off.

Goblin Castle

The Goblin King smirked, witnessing Metal Sonic reactivate in his new capsule, "Ah, it seems your self-repairs succeeded. Excellent."

"I told you this technology would work." Eggman said.

Osborn folded his arms and nodded his head, "I must admit you proved me wrong. Are our guinea pigs ready for what's about to come?"

The doctor smiled, "Oh yes! I had just finished conversing with Octavius! He is well-prepared for the chaos that will follow!"

"Good. Give Metal Sonic the emeralds, by tonight we'll enact our greatest phase yet!" Osborn declared proudly, raising a triumphant fist as Eggman gave his favorite robot the Chaos Emeralds.

Avengers Tower

Despite Peter's many protests, May offered everyone at the tower food to eat as they had a moment to rest. In an hour's time, May and Peter placed enough food down to satisfy everyone. "Wow Aunt May, you're about as stubborn as me sometimes." Peter quipped.

"Well you had to get that from someone." May quipped back.

Sonic laughed, "You sure she's not your Mom, Pete? I can see where you get your attitude from."

"She basically is, yeah." Peter admitted.

"Ben and I raised him. And we are as proud as can be." May said.

"Aww thanks Aunt May." Peter said with a huge smile on his face.

"Is the red guy not back yet?" Mary Jane asked Sonic.

"Nope. That just means for us then." Sonic quipped.

Kaine crossed his arms, clearly not in the mood to eat. He looked over his plate and examined the wheat cakes laid out in front of him. "The food's not going to attack you, Kaine." MJ told him in a deadpan tone.

"Hm. I'm aware of that. It's just… I'm not used to this." the clone admitted.

May put a hand on his shoulder, "You think you don't deserve it. Peter goes through bouts like that too, even when I didn't know what he was going through. I will tell you that as long as you act responsibly, then I believe you deserve to be treated kindly."

Sonic waved a hand, "Yeah, you're part of our team now dude. We wouldn't let you in here if we didn't trust you."

Kaine remained silent, then slowly bit into one of May's wheat cakes. After a moment he spoke, "...Thank you."

"You are welcome, Kaine." May replied happily.

Sonic chowed down everything on his plate almost immediately, "Gotta say, I don't know how you did it, but these are just as good as my usual brand of chili dogs!"

"Wow really?" Tails asked, unable to believe he'd praise the meal that much.

Peter chuckled, "And I can tell you love that too, so that is some high praise."

Ollie raised a brow, "Wait his favorite food is chili dogs? Huh."

"Leave it to Peter to learn this stuff." MJ teased.

Peter smiled back, "Hey you wanted in on my crazy life. This just comes with the territory."

Mary Jane replied, "Oh I know, doesn't mean I can't be self aware about it."

"Touche honey."

"You two should get a room soon." Sonic quipped at the couple, earning a silent glare from them. That just made him laugh.

Even that got a laugh out of May, "This is nice. All of us here, no more secrets to keep, and for once we can just… relax."

"Thank you, Mrs. Parker! This is so cool!" Tails thanked the older woman.

"You're quite welcome Tails." May replied.

Peter closed his eyes, "I wish we can relax for the whole day, but I just know something's gonna happen…"

Sonic waved a hand, "Ah, don't worry about it right now, Pete. We'll focus on the superhero stuff in a bit. Something tells me you could use the break."

"Yeah, you're right." Peter agreed, grateful his new friends cared about his well-being.

Ollie smiled, "You know… I still can't believe I'm here. I know it's immature but being at Avengers Tower with my old role-model and being trusted this much? I… appreciate it. Thank you Peter for giving me a second chance."

Peter admitted to the younger Spider, "It's no trouble Ollie. I… want to say sorry for how things went down back then too. I was pretty moody, it's… hard to look back on."

"Water under the bridge." Ollie assured him, the Steel Spider giving him an assuring nod.

"Good good." Peter replied, doing a stretch. "Now we just gotta wait for the next big-" he suddenly recoiled in pain and held his head. Sonic, MJ and May going next to him.

"Pete you alright?!" Sonic asked his friend.

"Something's… wrong…" Peter grunted out, reaching for his mask and putting it on. MJ adjusted it for him due to being in enough pain, "Thanks honey…"

"No problem, Tiger. Deep breaths. Just explain what that was." Mary Jane comforted him.

KABOOM

The heroes snapped up and looked out the window, seeing smoke fog up the sky in the distance. "Whoa…" Sonic muttered out. "That doesn't look good at all."

"That's the Raft…" Spider-Man mumbled under his breath, revealing his costume as fast as he could. "An explosion there is never good news!"

"Need back up, kid?" Kaine offered.

Peter shook his head, "No, you guys stay here and keep May and MJ safe in case this is a distraction. Sonic and I will take care of this."

"You can count on us guys." Tails promised the duo.

"I know we can." Sonic said.

"Oh and MJ?" Peter called out to his wife, throwing her a spare web-shooter. "Those are my electric webs, cause I already know you'll step in and help no matter the odds."

MJ smiled, "You know me all too well~"

"Heh, I know." Peter chuckled, "Wish us luck guys!" he grabbed Sonic's wrist and swung into action once more.

The Raft

Sonic and Peter arrived at the outskirts of Manhattan, able to see the burning Raft in the distance. "Wow, that place is torn apart." Sonic commented on the obvious.

"No kidding. And that just means all the prisoners in there can bail and do what they want." Spider-Man sighed.

"Prisoners? You mean that's also a prison?" Sonic asked.

Spider-Man nodded, "Yep. And just my luck, it's where all my arch-enemies are held up. Getting there should be no trouble though, all we gotta do is hitch a ride on the nearest news copter and drop in." he said, looking at the sky and seeing exactly that. "Great. Now hold on tight! This is gonna be a little bumpy!" he shot a web-line at the bottom of the news helicopter while holding Sonic's wrist, the both of them hanging onto it.

"Alright. We're getting close." Peter noted, his Spider-Sense going off again.

Sonic scowled, "Well I think we know what's causing all this." he pointed to the blue robot dismantling as much of the prison's borders as he could.

"Oh great, him again." Spider-Man sighed, noticing that it was indeed Metal Sonic that was behind the riot. Metal Sonic turned his head and spotted the heroes, his glowing red eyes aimed primarily at them.

Sonic said, "Yo, Spidey, I think we should get off this ride!"

"Good idea!" Spider-Man yelled, releasing the web. However, Metal Sonic managed to tackle them and shoved them right through a wall, landing in one of the cell halls. "Ow…" Peter and Sonic muttered at the same time painfully, ending up on their stomachs.

Spider-Man was the first to get up, standing on one knee, "Oh man… Did anyone get the number of that robot?"

Sonic panted and rubbed his arm, "If I do… I'll let you know… I forgot how hard he can hit…" he grunted as he stood up, "So uh… This is the Raft I assume?"

"Yeah… Knowing how riots go down I'm sure we'll be running into a lot of trouble." Peter admitted.

"Bring it on then. I do that everyday." Sonic quipped.

Metal Sonic revealed himself once more and beeped at the heroes, making a boast the only way he knew how, "You know Metal, if you wanted to play, all ya had to do was ask." Spider-Man quipped, shooting a web-ball at the blue robot. Metal deflected it with his force-field and merely glared at the wall-crawling hero, "Great…"

The robot began to glow blue, signaling that something was off to Sonic, who tilted his head, "Wait… I don't remember Metal doing that… Unless… Oh crud." he gulped.

"What?" Peter asked, his Spider-Sense going off.

"He got a Chaos Emerald!" Sonic revealed. The heroes dove away from Metal Sonic, who tried boosting towards them to no avail, "Great, just what we needed. As if that jackal guy wasn't enough."

Spider-Man attempted a web-strike, but Metal tore apart the webbing before Peter could get a chance to reach him. Instead Spidey backflipped behind the robot before he could get a chance to take advantage of the situation, "I can see why you think this guy's a pain, Sonic." Peter quipped, performing a sweep kick that managed to trip Metal Sonic before he could get a chance to react.

"Told ya!" Sonic joked back, hitting Metal Sonic with a Spin-Dash while he was down, causing the robot to scream in beeps and other computer noises, "Boom! Eat that, Metal!"

Spider-Man webbed down his arms, but Metal tore himself free. Right at the same time, the various cells started to open up, releasing the prisoners from containment, "Oh come on!" Peter groaned.

"My work here is done. Get into position." said Zero to Metal Sonic through the communication system, revealing himself to be the one that broke the inmates free while Sonic and Peter were distracted. Metal nodded and made a break for it, intending the heroic duo to chase him.

Sonic and Spider-Man found themselves surrounded by criminals, all of them having a vendetta against the wall-crawler for putting them in there and wishing to face the new blue blur for associating with him.

"We got you surrounded, Spider-Man!"

"It's over for you!"

"Don't think you're walking away from this either, blue guy!"

The heroes could only shake their heads at the empty threats. "Really guys? Are we really doing this?" Peter quipped.

Sonic smirked, "How about we show these crooks what we can do together?" he asked.

Spider-Man watched as Sonic charged a Spin-Dash, yelling, "With pleasure!" he shot a web-line at Sonic right as he started charging forward, attaching the web to the hedgehog. The webslinger started to spin around, knocking Sonic into the criminals that dared to step towards them and knocking them back and dazing them, "Woohoo!" the duo yelled at the same time, clearly having fun with their new tactic.

Everyone in the room that broke out were eventually knocked out by Sonic and Peter, the latter webbing them down, "And there we go! By the time your webbing breaks, you'll be back behind bars."

"Awesome." Sonic pumped a fist, "Now let's get back to chasing Metal! He's obviously got something for us."

"Right!"

Spider-Man and Sonic reached a giant metal door. Peter stepped forward and placed his hands in the gap in the middle, prying it open. As it slowly opened, his Spider-Sense started to tingle, as him and Sonic were knocked backwards by a thrown stone column. Once he got up, Peter saw who threw it. The person in question was a large man wearing thick gray armor, a large horn seen on his head,

"Oh hey, Rhino…" Peter grunted to the large supervillain.

"Hope you like surprise, Spider!" Rhino taunted as he barged through a wall, hoping the duo would chase him too.

Sonic sat up, "He another one of your guys too?"

Spider-Man nodded, "Yeah, he's a guy in a large rhino suit. The armor definitely looked new though."

Sonic sighed, "And I'm sure whatever it is, it has something to do with Metal being here."

"Knowing my luck, yeah." Spider-Man quipped, "Let's just keep going and see what's up."

The duo ran through the hole in the wall Rhino made and ended up in another hall, one that was empty at that. "Something about this feels off…" Sonic admitted.

"With my experience, it is off… Stay on guard." Spider-Man advised the hedgehog.

The wall-crawler's Spider-Sense rang once more right as Sonic was ensnared by a green tail of some kind. Looking up, Spider-Man noticed that the hedgehog was trapped by a man in scaly green armor with a tail shaped like a scorpion, "Well isn't this a nice surprise…" the villain mocked, glaring at Sonic, who struggled to breath.

"Scorpion, put him down, it's me you want!" Spider-Man coldly warned the psycho.

Scorpion looked down at Spider-Man and flung Sonic at him, the web-slinger catching him, "Oh believe me, if I wanted to kill you both here and now I would! But money's on the line!" he crawled away through a hole, prompting yet another chase.

The hedgehog gasped for air, "What the heck…?"

"That was Scorpion. A psycho given a suit of armor meant to kill me. He also got an upgrade from the looks of it." Spider-Man explained as briefly as possible, "Yeah something bigger is definitely going on here."

"Then… I guess it's up to us to figure out what that is." Sonic said, getting his bearings.

"Hey it's the freaks!"

A swarm of escaped criminals showed up, some with tasers and riot shields. Sonic and Spider-Man looked at each other and shrugged, "Shall we?" Sonic quipped.

"Yep!"

Sonic started off by sliding under one of the guys with a shield, spin-kicking him in the back in the process. The hedgehog backflipped and hit one of the taser goons with a Homing Attack and then hit another guy. Sonic then Spin-Dashed another criminal and knocked him down, "And stay down!" Sonic told them.

Meanwhile Spider-Man webbed down one guy's shield, leaving him open to get punched right in the face. A guy with a taser tried running towards him but Peter's reflexes allowed him to duck down and kick the guy's leg, making him stumble and fall on his stomach. The wall-crawler webbed them all down to the ground for the officials to put back behind bars.

"Alright and with that done, let's get back to whatever this chaos is." Spider-Man quipped, him and Sonic running through a door. Peter's Spider-Sense blared, prompting him to grab Sonic and attach a web-line to the ceiling avoiding a blast from Metal Sonic. The robot beeped, a message saying to chase him.

Spider-Man sighed and held onto Sonic's wrist as they reached the outdoors, "Is Metal Sonic always this much of a pain?" he asked, swinging as Metal Sonic was destroying everything.

"Yep… Running away is what he does best." Sonic quipped to his friend.

A tower started to fall as Metal boosted through it, prompting Spider-Man to zip him and Sonic right through it, "Ah! Holy crap! That was too close for comfort!" Peter yelped.

"No kidding!" Sonic shouted.

Metal started to slow down for some reason, allowing Sonic and Peter to tackle him. "Alright you bucket of bolts! It's over!" Spider-Man yelled to the robot. His sixth sense went off once more as a random green blur swept him and Sonic upwards before they could do anything.

"Long time no see, bug!" said the older man with the armored wing suit.

"That's… my line!" Sonic kicked the man off of him as Spider-Man shot a web to his eyes. The two started to dive, Spider-Man grabbing Sonic's wrist as they started to swing once more.

Peter groaned, "Great, even Vulture's here. For an old guy, he sure is active. I'll put him back in the retirement home later."

Sonic said, "Your bad guys are weird."

"Who're you telling?" Spider-Man snapped back.

The heroes landed on a platform, dodging a barrage of attacks from Metal Sonic. The robot went upwards, prompting the heroes to run up the walls after him, "Okay Metal! Just get to the point already!" Spider-Man yelled.

"Seriously! My legs are starting to get tired!" Sonic added.

The two jumped left and right away from more laser strikes from Metal, until eventually they reached a hole in the ceiling. They jumped through it and rolled on the floor, finding themselves in a broken helipad. Metal Sonic leaned on a fixture, rubbing his metallic nose in a taunting manner.

"About time you stopped." Sonic sighed, "Alright, what kinda trap did you lead us into?"

Spider-Man's lenses widened, his Spider-Sense going off. Instinctively, he jumped right as the Vulture made a dive for him, "Oh… so that's what that was." Peter realized.

Out of nowhere, Rhino revealed himself and charged after Sonic, the hedgehog jumping over him in the blink of an eye, "Okay he's here too! Anyone else?"

"Me!" shouted Scorpion, tackling Sonic, the hedgehog kicking him off his body with both of his feet.

Spider-Man webbed him back, Scorpion's tail ripping right through it, "Wonderful… All these baddies together…"

Appearing in a blue light was a familiar black hedgehog wearing a harness on his chest. He went after Spider-Man, the web-slinger moving to the side to avoid him, "And you too, Shadow? Is this the Supervillain Convention or something?!" he wondered aloud.

"No. We just have a job to do." Shadow snarled.

Sonic raised his hands, "Come on, dude. You're better than this. I know you're under some mind control but just snap out of it!"

"Not until you're out of the picture." Shadow seethed to his rival.

The heroes looked around them. They were surrounded by Vulture, Scorpion, Rhino, Metal Sonic, and Shadow and were clearly outnumbered against their foes. "Come on guys, we don't have to do this if you don't want to." Spider-Man pleaded with the villains.

"Yeah we can just sit down, have some chili dogs and unwind!" Sonic added.

"Oh we definitely want to do this!" Rhino shouted to the heroes, charging after them. Spider-Man dove out of the way of the large villain, swinging off a tower and kicking down Vulture while he could, the winged madman getting his bearings instantly.

Metal Sonic threw a beam at Sonic, the hedgehog sliding under it. Scorpion tried to blindside him, but Sonic kicked him from behind, causing him to falter for a second, "Too slow!" Sonic quipped at the armored villain.

Shadow threw a Chaos Spear towards Sonic, the hedgehog leaping back. However he left himself open to getting tackled by Metal Sonic. The hedgehog punted his robotic fake off of him and Spin-Dashed towards Shadow, the black hedgehog countering with one of his own.

Spider-Man shot a web-ball at Metal Sonic's optics, causing him to stall for a moment. While he was distracted, Vulture tried to throw a wing-blade down at him, forcing Peter to catch it and throw it in the air where it magnetized back onto Vulture's wing harness.

As Rhino tried swiping with his horn, Sonic slid underneath the large man and held onto Scorpion's tail, using it as support to go and kick him right in the jaw, the only spot on his face that was exposed. The blue blur landed and dashed towards Shadow, who attempted to blindside him at the moment.

Rhino tried slamming his fists down on Spider-Man, the webslinger holding them up as much as he could. He looked to his side and saw Scorpion reach to where Sonic was fighting Shadow… and used his tail to stab Sonic directly in the back, weakening him greatly. Peter's lenses widened, "Sonic!" he shouted, getting distracted long enough for Rhino to slam him onto the concrete ground head first. He groaned, his vision getting blurry.

Sonic and Spider-Man rolled on the ground, getting kicked down and pummeled while they were down. Loud grunts of pain were heard coming from them as they tried to escape with their lives. However, Metal Sonic used his powers to strike the heroic duo down, their screams echoing for miles.

"AAAAAHHHH!" they yelled, reeling back in agony, trying to grab the edge of the helipad they were on. However, their arms were wrapped and held by a pair of silver metallic arms, Peter being too tired to sense they were coming.

Revealing himself was a man wearing a green jumpsuit, goggles over his eyes and four metal arms attached to his body. He glared at the heroic duo, Spider-Man spitting out, "D-Doctor… Octopus…?"

"The game ends here." Doctor Octopus snarled, tossing the heroes down to the water below as if they were nothing. The band of supervillains looked to him as he spoke, "Well this is quite the alliance. I'm sure you know why you're here."

"That Eggman guy wanted us to cause some mayhem. I can do that." Scorpion explained.

Doctor Octopus nodded, "Of course you will. While you're out, I call the shots."

"I'll play along if it means getting my revenge on that bug." Vulture decided.

"Me too." Rhino agreed.

Metal Sonic and Shadow nodded as Doctor Octopus spoke, "Then it's settled. The six of us will enact our revenge on that meddlesome wall-crawler tonight!"

Deep in the water, Spider-Man mustered enough energy to save himself and Sonic from drowning. They used a piece of floating debris in order to keep them afloat.

Their limp bodies remained there for what seemed like hours, that is until a bright light covered their bodies. "Guys I found them!" Tails shouted, hovering down and carrying Sonic and Spider-Man up to the Quinjet.

The beaten heroes were silent, unaware of what was happening. Scarlet Spider shook his head, "Idiots. They should've gotten out of there before this happened."

Steel Spider knelt down to examine them and let out a sigh of relief, "They're alive. We have to get them back to Avengers Tower though, they're in horrible condition."

"I-I'll call Knuckles and Wolverine. We need all the h-help we can get!" Tails shouted, clearly shaken up at the state his friends were in. Kaine put a hand on the fox's shoulder, "Huh?"

Scarlet Spider said, "They'll be fine. If Sonic is anything like Parker, then this won't stop them." he attempted to cheer Tails up. It seemed to have worked as Tails replied with a determined nod.

The heroes made their way to Avengers Tower, unaware of the chaos that will ensue. New York's darkest hour was about to begin.