Lena was sitting on top of one of the gargoyle, over looking the city, her legs swinging as she ate her burrito, when the next cross species popped up.

"Lena?"

Lena jumped at Sam's panicked voice in her ear. "What? What is it?" Lena abandoned her food, she mask coming from the back of her head to cover her face.

"Cross species, near one of Osborne's labs." Sam said, and Lena jumped, winging in the distraction of the indicator Sam had put on her mask. "All the scientists are dead."

"Dead?"

"Yes," Sam agreed. "And the thing from last week was here."

"Is he targeting Osborne?" Lena frowned. "Wait, 'here'? You're there now?"

"Yeah, but we're safe behind a barrier, the FBI are here, too."

"What's your play?"

"You," Sam admitted. "FBI have a backup plan but it could get people killed, I knew you would want me to hold off."

"Give me a few minutes."

Lena landed between Sam and Alex when she got there, eyeing the building.

"I can't be the only one thinking this thing has something against Osborne." Lena said.

"We think he was a failed experiment of Osborne's." Alex said, and Lena glanced at the oldest Danvers to see her eyeing her with a look that told Lena that Kara and told Alex what had happened.

"Okay, I'm gonna just-" Lena motioned toward the building, lifting her foot and thwipping herself toward it.

"What was that about?" Sam asked in her ear.

"Okay, I need to tell you something."

"Oh god," Sam whispered.

"I may have-"

"And by may have you mean you did."

"Yeah, I tried to kiss Kara, as the spider." Lena explained, pulling herself through one of the broken windows, landing soundlessly in the destroyed, dark lab.

"You what?" Sam snapped.

"We will talk later." Lena whispered. "This place is destroyed."

"There's movement on the east wing, not far from you." Sam said. "And we will talk about it."

Lena turned the corner to the east wing, her blood running cold when she spotted the creature.

"Sam," she breathed, pressing herself against the wall. "You remember that time I came crashing into your house? The night you found out about me? And I never told you what I was fighting?"

"Yes?"

"Well, now you know." Lena peeked around the corner, using her display to look for any signs of life. "It's scorpion."

"You-I've never seen you that beat up before." Sam said. "Can you do this?"

"I have more tech now, I should be fine."

And she was fine, until scorpion nicked her with his stinger and things went downhill from there.

Her vision got tunnelled, fuzzy around the edges, and Lena's reaction slowed monumental.

"Sam?"

"Are you okay? You don't sound so good."

"He, uh, he got me, with his venom." Lena just managed to avoid the pincers at her face, staring at the flickering green hue around it.

It didn't last long, since it was just a scrape, so Lena managed to bring it back, then the Goblin appeared.

Lena wasn't doing great, and Sam knew that, judging by her vitals. "Spider, you need to get out for here. Now."

"What's going on?" Lena straightened, still trying to catch her breath when she was knocked off her feet by an impact to her chest, sending her flying backwards and sliding along the floor.

"Fuck," Lena groaned in pain, and before she could recover she was being picked up by her throat, and was suddenly staring into manic, green bloodshot eyes.

"Spider? Are you okay? Spidy!"

"Ah, little spider," the goblin drawled in a gruff voice. "You have destroyed my two favourite pets."

"They started it," Lena breathed out, hitting the button that released her drones, all of which immediately shooting the Goblin, causing him to drop her. "Glider guy is here."

"I know, get out. You're hurt, Spidy."

"I know, I-"

"Oh, you have toys? So do I." There was a horrifying grin on the mans lips, and Lena had a spark of recognition but before she would figure out why, he pulled out a round, pumpkin looking thing. "My toys are a little more... explosive."

Lena's eyes widened as he pulled the pin from the bomb, rolling it teasingly between his thumb and forefinger before throwing it Lena's way.

Lena jumped, ejecting the shield from her arm and making herself as small as possible behind it, the blast from the bomb sending her flying through the window behind her to the street below.

"I was apprehensive about the shield," Lena groaned in a pained voice. "But good job."

Lena didn't hear Sam's reply, because she was brought back to that smirk, a smirk she had had directed at her before.

A smirk she had directed at her at games night not too long ago.

Lena tried to catch her breath as the Goblin came flying out of the window, hovering a few feet away from her.

Lena stood slowly holding her hands out in front of her. "James," she breathed.

The Goblin's head tilted to the side curiously.

"James? James Olsen?" Sam asked in her ear.

"James, whatever it is that's going on, we can fix it." Lena said. "Why are you targeting Osborne, what did he do you?"

"What did he do to me? This is what he did to me!" He snapped, motioning to himself. "He promised me powers beyond anything we have ever. Beyond you, beyond the flash, the bat, he promised I would be a great hero. But he turned me into this."

"So you killed him," Lena added. "You know, I understand, I really do. I was terrified after I turned, too, but I can help."

"No, you don't get it. I don't want to be a hero anymore, I don't want to save these ungrateful people. I want them to kneel, I want to bend them to my will." James smirked. "And that starts with getting rid of their martyr."

Lena just barely managed to avoid the shots from the glider, shooting her webbing at James's face before quickly switching to impact webbing, giving her a few seconds to breath.

"Sam, in case something happens, it's James, and it was Osborne who made him like this." Lena explained quickly.

"If something-"

There was a 'humf' and a 'Hey' from Sam, before Kara's voice came over her coms.

"Spider, there is a cord at the back that removed all power to the suit, it's fixable, and he will probably modify it afterward but I saw you come out that window, you're hurt and you need to get out of there."

"Miss Danvers?" Lena frowned, webbing James's shoulder and pulling herself toward him, kicking him in their face and flipping over him to get a better look at the back of the suit.

"Yes, hi." Kara greeted. "The one connected to the back of the caw, if you disconnect the power is gone."

"How do you know this?"

"I found schematics in an old lab of his,"

"You- Why were you there?" Lena scolded, attempting to web the cord but James moved before she could, ripping the webbing from his face.

Then she was being scooped up, James's arms crushing her around her middle as she grabbed at the cable.

When she couldn't reached she just punched at his face, enough for him to throw at toward the floor, but Lena managed to swing away before she crumbed to the tarmac.

"Sam, I need a distraction." Lena requested, swinging to avoid the gunshots, just barely webbing the three bombs James had thrown and throwing them into the sky before they hit the crowed.

"Okay, I've got it."

Lena managed to keep James's attention as Sam hopped over the barrier and moved away from the crowed.

"Hey, James!" Sam yelled, catching james attention for just enough time for Lena to disconnect the power cable.

"What? What did you do?" James roared, reaching back to try and reconnect the cord but when he couldn't he took off.

Lena took a breath, tilting her face toward the sky as relief washed over her.

"Hey, you okay?" Sam questioned carefully as she approached Lena.

"Thank god for Kara Danvers." Lena breathed.

"I need to talk to my guys at the lab and find out how she got in." Sam said playfully.

Lena laughed softly, but it faded when her senses ping, and Lena reached on instinct, extending her shield and curling herself around Sam just as the building exploded, sending the both flying through the air, Lena landing on her back with Sam on her chest to cushion the impact.

"Sam!" A voice echoed, and Lena felt herself fade.

When she opened her eyes again it was less than ten seconds later, and Kara was there, her hands holding her face.

"Are you okay?"

"Sam," Lena breathed, attempting to move but Kara held her down.

"She's fine, you protected her from it." Kara assured. "You blacked out on me for a second there."

Lena took in a deep breath, her lungs burning as she done so, trying to blink away the dazed feeling.

"Thank you for your help, Miss Danvers." Lena wheezed out.

"You're welcome miss Spider."

"I do want to scold you for going snooping but I really don't have it in my right now, so let me nap and you will be hearing from me." Lena said, and Kara laughed as she helped her to her feet.

"I'll be waiting."

Sam was by her side as soon as she was on her feet, heavily supported by Kara.

"Spider, are you okay?"

"Yup. Yeah, pride is a little bruised, and maybe my spine."

"Kara, can you take Sam to the med crew, she needs to be looked over." Alex asked, eyeing Lena.

"But-" Kara started to argue.

"Please, Kara."

Kara conceded, and Sam whispered 'yikes' as they left.

"Look, I was going to give you shit about making a move in my sister but-" Alex trailed off, looking before at her feet before returning her eyes to Lena, a sincere look in them. "Thank you, for saving her. You risked your life for Sam, I'm grateful for that."

That surprised Lena. "Sam and I have been friends for years, it's no big deal. I heal, her squwiggy human body doesn't."

That made Alex laugh. "What you do for this city, these people-" Alex shook her head. "They don't thank you as often as they should and, honestly, before we met I kind of didn't like you but seeing you fight, seeing how you come out of each fight and still get up and do it all over again? I respect that."

"Thank you," Lena whispered.

"You push yourself to the brink of death but somehow you can keep fighting. So, thank you." Alex held out her hand and Lena shook it. "This is not me giving you my blessing to go after Kara, by the way. Plus, she's into someone else."

"God, this is mortifying." Lena rolled her eyes. "Bye, agent Danvers."

Lena thwipped herself away then, using what little energy she had left to get herself home, her bloodied and bruised body working overtime to repair the damage that would no doubt kill a human ten times over. Hell, it had almost killed her.

She was changed into her comfortable clothes and making some tea for her and Sam when Sam let herself in.

"Sam, are you o-"

Lena was cut off when Sam wrapped her up in a tight hug, causing a surge of pain to run through her but Sam didn't care, holding Lena against her.

"Sam?"

"You asked me if we broke up because of your powers. I lied before, it was." Lena felt something in her chest break at those words, and she attempted to pull back but Sam held her in place. "But not how you think. I broke it off because I didn't believe I was good enough, I knew I would have held you back because if I had asked you to stop you would have. I wasn't as altruistic as you, I didn't want you going out and saving people at you're own risk. So I had to take a step back, I had to become a better person if I was going to be even close to deserving of you. But looking back now I know, I know it was the best thing for both of, we wouldn't have lasted, it wasn't that kind of love."

"Why are you telling me this?" Lena whispered.

"You almost died today, Lena. I saw your vitals, I thought you were dead." Sam admitted, pulling back to look at Lena, her eyes tearful. "And even when you were close to dying you still put yourself in front of me to protect me."

"That would have really hurt you."

"And it could have killed you." Sam said, touching the bruises and scratches on Lena's face. "You're too good for this city, Lee."

"I- I'm okay, Sam." Lena whispered, her eyes fluttering closed as Sam brushed her fingertips against the cuts before moving down to Lena's sweater, pulling up to have a look at the gashes and bruising, as well as the angry red sting that didn't seem to be healing. "Hey," Lena breathed, cupping Sam's cheeks and prompting her to look up at her. "I'm okay."

"But you almost weren't."

"But I am, because of you, because of Kara and Alex. I have people in my corner now, this isn't like how it was when I was a teenager." Lena assured. "And, just so you know. Your reasoning is dumb. I agree, breaking up was for the best but the reasoning was bull because you, Sam Arias, are one of the greatest people I've ever met."

"I was back then, and scared that I would lose you to this selfish city." Sam sniffed. "They didn't like you as the spider or a Luthor, I would have given up if I was you."

"No, you wouldn't have." Lena disagreed. "Is everyone okay? Bar the scientists, no one was hurt, right?"

"No, everyone else is safe." Sam said. "But he will be back, probably stronger."

"Can we not tonight? I need to recoup."

They spent the night watched tv, and as the night went on Lena could feel her body build itself back up, bar the puncture wound in her side, that still hadn't healed come midnight, so Sam sutured it closed.

Sam ended up falling asleep on the sofa, and Lena spent the night awake, watching endless tv until it turned to late night/early morning infomercial, then she zoned out. Thinking about James, and Osborne, if there was any way to help James without his cooperation. Then she thought about Kara, and how heart broken she was going to be knowing it was James who was responsible for this. Then Sam, the pain in her best friends eyes as she spoke about their past and how she almost died.

Lena knew she was close, probably the closest she had ever been, she honestly had no idea how she was still standing come the end of it all, never mind how she got home. She put it down to the adrenaline function of the suit, one Sam had added for such occasion.

Kara didn't find out about James, either that or she just hadn't brought it up, because when Lena stopped by her place she didn't mention anything.

"Alex knows," Sam had said when Lena brought it up. "I don't know, I think she's hopping we can fix him."

Lena stopped by Kara's one night when the city was quiet, smiling at the surprised smile on Kara's face.

"Lena, hey!" She greeted happily and Lena understood then why Alex didn't want to tell her just yet. "Come in, there's someone I want you to meet."

Lena wasn't sure who to expect, but she didn't expect to walk in and see Barry Allen sitting on Kara's sofa, and Barry obviously didn't expect it to be her at the door if the surprised look was anything to go by.

"Lena, this is-"

"Barry Allen," Lena finished, and Kara frowned in surprise.

"Yeah, Barry, this is-"

"Lena Luthor," Barry said, smiling as Kara as he stood. "We've met."

"You have?"

"In Central city, at a conference,"

"Oh," Kara's little frown turned into a smile. "Small world."

"Yeah," Lena agreed with a nervous little laugh.

"I will go get you a drink,"

When Kara rushed off to the kitchen Lena turned to Barry. "What are you doing here?"

"I'm here to help with the Goblin stuff, I was going to stop by but I'm staying with Kara so I came here first."

"And she knows?" Lena asked. "About you?"

"Yeah, you?"

"No," Lena shook her head. "How did she take it?"

"She was excited, happy she knew a superhero." Barry laughed. "Are you okay? I saw the news coverage of what happened, you looked beat up."

"I'm okay," Lena nodded. "But I need help."

Barry nodded. "Oliver has his own thing and the Legends are off god only knows where, so you're stuck with me."

Lena smiled softly at the man. "You have no idea how happy I am to see a friendly face."

"Yeah, I hear it's been rough here recently." Barry said sympathetically, placing a hand on her shoulder. "But we'll get him."

"I know,"

Catching up with Barry was nice, but Lena couldn't get her mind off of everything, and Kara noticed, apparently, because she slid up beside her when Barry called it a night, claiming it was a long journey.

"You okay?" Kara questioned. "You've been out of it all night."

"Yeah I'm okay," Lena hummed, resting her head back against, letting her head fall sleepily to the side. "I've just had a tough time at work."

Kara's entire face softened, and her lips hooked up into a smile as she just stared at Lena for a few seconds before whispering. "I love you."

It surprised Lena, and Lena's surprise must have made it click with Kara was she had said because her eyes widened in surprise.

"I mean- like- we're friends, and I love all over my friends, but I don't think I've ever told you so," Kara shrugged, her head ducked bashfully, and Lena hooked her finger under Kara's chin, prompting her to look up at her through her eyelashes.

"I love you, Kara." Lena knew her eyes were probably portraying too much, that maybe she was telling Kara just how much she loved her.

And Kara just stared back, that same soft smile on her lips.

But before either could say or do anything Lena's phone dinged with a message from Sam.

'Lex got a visitor today, james had been visiting him for weeks now.'

Lena paled, and Kara noticed immediately. "Lena? What's wrong?"

"I-it's work, I really need to go." Lena quickly got to her feet, making for the door.

"Oh, okay," Kara sounded disappointed, following her to the door. "Well, I- uh, when will I see you again?"

Lena felt terrible for the unsureness in her friends voice, turning to Kara with a little smile, moving closer and taking ahold of Kara's hand. "How about we do that dinner at my place tomorrow?"

Kara's eyes lingered on their joined hand before she pulled her eyes to Lena's. "Yes. Yeah, that sounds cool."

"Okay," Lena pushes herself up to kiss Kara cheek, only pulling back slightly. "Goodnight, Kara."

"Goodnight," Kara breathed, and Lena pulled the door open and left. "Don't work too hard."

"You know me," Lena called back over her shoulder.

"Exactly, that's why I said it."

Lena grinned back over her shoulder, peeking around the corner that lead to the stairs. "I love you, Miss Danvers."

The smile on Kara's lips shook Lena to her core. "I love you, Doctor Luthor."

Lena grinned, disappearing round the corner and fishing her suit from her pocket, pressing it against her chest and thwipping out the window toward Sam's.

She and Sam drive to Van Kull prison, Lena heading in while Sam lingered protectively at the door.

Lex lifted his head, and Lena noticed immediately that there was something different about him, but she couldn't pinpoint what, figuring it was just down to being in one of the roughest prisons on the planet.

Lex tilted his head to the side, smirking at Lena. "You look a little different from my Lena."

Lena sat down, her back ramrod straight. "Why have you been seeing James Olsen?"

The smirk on Lex's face turned nasty at those words. "Oh, baby sister, you have no idea what I have planned. I plan on killing ever super I can get my hands on."

"Super?" Lena frowned. "You mean like the flash? Spider?"

Lex let out an obnoxious. "They're nothing compared to what I have come up against."

"Whatever you are planning for James Olsen stop, he's a good man."

"Good men don't rot from the inside out," Lex shot back. "He's poison, perfect."

Lena knew it was fruitless, this was just giving Lex the attention he craved, so she left. "Everything is bigger than you even know, little sister." He called after her but she ignored him.

"He's planning something, and I don't know what so we need to find james and deal with him before he ends up helping."

"We don't know where he is holed up, but there has been odd activity from Osborne labs all over the city."

"Whatever it is, Sam." Lena shook her head. "It's going to be bad."

"Then we need to find James before it happens."