Spider-man breathed deeply in the mask, trusting that the starile, dry air would help with the pounding headache he'd developed in the middle of his forehead. His hand left black smudges on the mask. He looked at his hand and frowned at the ash coating. His suit was going to smell like smoke for the next decade.

Captain America sat harnessed in the seat across from him, while Iron man stood near the cockpit. Peter couldn't see who was flying, but he noted that they were flying fast. His mind probably matched their speed trying to figure out exactly who or what would catch the Avengers notice and put him directly in danger. None of the possible scenarios he came up with were pleasant.

"Sooo…" Peter prodded, voice muffled, looking between the two heroes. "You've said that I'm the damsel, but haven't been exactly clear on the distress part."

Tony Stark lifted an eyebrow, "I take it you haven't been keeping up with the news today."

"Er… no. I've been a little busy."

"Rykers Island has been attacked. Half the prison has collapsed." Captain America pulled his mask off, looking weary. "Twenty three people lost their lives, many more were injured, and ten convicts have escaped."

A sick feeling twisted in Peter's gut.

"Six of the escapees all have something in common:" Stark didn't have to finish the sentence for Peter to know, "you, Spidey."

But he did. Peter pulled the oxygen mask off to rub his face.

"From what we've been able to gather, we believe they're working together."

"Oh god." Peter leaned forward, elbows on his knees propping up his throbbing and nauseous head. "Oh god. Who? Tell me who."

"Maxwell Dillon, Flint Marko, Aleksei Mikhailovich," Iron man listed of as if he wasn't spelling out what Peter's last days on Earth were going to look like, "Herman Schultz, Otto Octavius, and Norman Osborn."

Peter's gut plummeted, the air suddenly sucked from his lungs. Iron Man continued, but Peter didn't hear him.

"We're thinking we'll definitely need your help rounding these guys up; I mean, it's quite the list of nutters with a wide variety of… difficult abilities. We have the police reports and such, but we want you to give us-"

Peter shot out of his seat, startling both men. His head spun and black spots danced in his vision, but he hardly noticed.

"We have to go back."

"Uh yeah, no, Spidey. Didn't you hear me? They're working together, we need to get you-"

"NO," Peter burst. Every second the jet flew the wrong way, he was that much further from Aunt May. "We have to turn around right now! My-my- he knows who I am. Osborn knows who I am. My family is in danger. He-he's tried to use her to get me before. Damn it! TURN THE JET AROUND!"

Iron man put his hands up placatingly. "Okay, hold on, calm down-"

They weren't listening. Green Goblin could be hurting Aunt May right now. Peter moved without choosing to. He had to get out of the jet. He could still see the out skirts of the city zipping past. He dove for the closed platform they'd entered on. Reacting to his spider-sense, he twisted back around and punched. His fist collided with Iron Man's helmet, as Captain America tackled him.

Peter hit the floor with the well trained super soldier on top of him.The man had him pinned with no way to twist out.

The sudden harsh treatment sent him into another coughing fit. He squirmed in the man's grip, unable to speak or breathe. The oxygen mask was shoved back onto his face.

"Calm down, Spider-man," the Captain ordered. "Ant Man, the Wasp, and Black Widow are still in the city and can protect your family and get them to safety."

Peter went slack beneath him. His lungs burned and his throat felt painfully raw, but he managed to breathe between the hacking. Captain America didn't loosen his hold.

"Are you hearing me, Spider-man?"

The question wasn't a challenge like the way some teachers would ask it while reprimanding. Captain America simply needed the confirmation.

Spider-man nodded, the coughing subsiding. Captain America stood, then helped Peter up.

"You need to tell us who we're looking for and where to find them." Captain informed with a serious determination that Spider-man greatly appreciated.

But still, he hesitated, the words not wanting to form. The lengths he'd gone to to keep this secret were by no means small and the risk of having more people know... But the idea of Norman Osborn anywhere near her bashed all second thoughts.

"May Parker, she's-she's sixty-two years old, and lives in Forest Hills, Queens. But she's not at the house, she's with a friend, Mrs. Watson." Peter spoke through the mask and sat down, suddenly sapped of energy.

"Okay, that's good. It's good she's not at home. Do you have a way we can contact her?"

"Yeah, I have her cell number, but she probably won't answer it."

Iron Man shook his head. "It doesn't matter. We can find her with the cellphone as long as she has it on her."

Peter recited the number, but stopped Iron Man before he could relay the information. "Wait. She, um, she doesn't know that I'm…" he gestured vaguely to his outfit.

Iron Man nodded, then stepped back and turned slightly away, giving instructions to someone.

"Is there anyone else, Spider-man?" The Captain asked, placing a firm, but comforting hand on his shoulder.

"Harry, Norman's son. They've never liked each other, but me and Harry are friends."

"Are you Peter Parker, May Parker's nephew?"

It felt like an electric shock hearing his name from Iron Man. He sighed, nodding.

Iron Man swore. "Steve, he's sixteen. Barely."

Peter felt the Captain stiffen through his hand more than he saw it.

He started coughing again. Half attempting to avoid questions for a hot second, and half actually trying to rid an itching tickle in his throat.

Once he was able breath normally again, Captain America opened his mouth.

Peter held up a hand, stopping him. "You don't need to say it. I see that disapproving look in your eye. I don't need to hear it."

"Given your current circumstances, I'd say that you do." Cap said, but thankfully left it at that.

I have no self control. So here's the chapter I was planning to post next week. Let's see how long I last with the next one, shall we?

For those who didn't recognize the names and dont feel like googling them, I gotchyu boo. The next chapter will go over who they are too. but context until then.

Maxwell Dillion is Electro. He goes by Max and has Zappy Zap powers. His costume is ridiculous.

Flint Marko is Sandman. That's not his real name but whatever. He's made of sand and wears a green striped shirt. Was the best thing to come out of Spider-man three.

Aleksei Mikhdksjfjaldirhsjich is the Rhino. He's a dude stuck in a super strong Rhino suit. (does it count as a furry if there's no fur?)

Herman Shultz is Shocker. He does not have zappy zap powers. He doesnt have any powers. what he does have are these gauntlets that shoot shock waves and a suit that protects him from said shock waves. His is better than Electro's.If you dont know the next two I'm not going to judge... but... how do you not?

Doctor Otto Octavius aka Doc Oc. He's a mad scientist with four giant, metal, spindaly arms.

Norman Osborn is Green Goblin. A freaky green elf dressed in purple that swishes around on a glider, throws pumpkin shaped bombs and had zappy zappy gloves. He doesn't use the gloves as much anymore. idk why. They were great. He'd just point and zap people.

So many words that aren't story! I'm done now.