An Avenger of Steel

by Lordofslytherin692

My take on a Superman-style character existing in the MCU, starting out as an immature kid who fights crime because it's fun and eventually becoming a great hero and champion of earth.

21. Avengers, Mutants, and Spiders

21 - Avengers, Mutants, and Spiders

Parker residence, Queens, New York

Sunday, September 30th, 2012

8:12 am

"– Peter! Peter, you need to get up! You have to get to the lab!" May Parker called upstairs, before glancing at her husband and rolling her eyes. Ben smirked at her, kissing his wife on the forehead.

"Want me to head up and give him 'What for'?" he asked, shooting her a mischievous grin. She laughed, returning the kiss.

"Nah. I'm sure he's on his way down. You know what teenagers are like". They grinned at one another and he kissed her one final time before stepping out the front door.

-AoS—

The rain lashed down on the corrugated iron above his head. Water dripped into the dilapidated warehouse through the gaps in the metal. Everything around him smelt like wet fur. Between the overpowering smell and the constant grating sound of the water, he had managed barely two hours of sleep. In truth, Kevin MacTaggert had no idea where he even was. After leaving the mutant with the metallic claws for dead and fleeing his mother's bunker, he'd flown as far as he could, though he wasn't sure if it were him or the other personality buried in his mind that had chosen their direction. What sleep he'd managed had been plagued by strange dreams; a group of teenagers. Two boys, one rail thin with brown hair, the other chubby and slightly shorter than the other, a girl with short brown hair. And most of all the blonde. She was pretty, with her hair tied back behind her head, and warm, almost doe-like green eyes. He'd never met any of these people, and all he could assume was that they were from the subconscious mind of his host as it tried to wrest control from him.

Sitting up on the damp abandoned mattress he'd been using for a makeshift bed, he rubbed his eyes and yawned before glancing down at his chest. He needed to find clothes other than the suit, and soon. To track down his father, he needed to do research, and he couldn't get it done while dressed like this.

-AoS—

Xavier's School for Gifted Youngsters, North Salem, New York

Sunday, September 30th, 2012 7:15 AM

Jean rushed through the halls of the institute, paying no mind to the stares of the other students as she ran towards her destination. Kurt, Bobby, and Kitty had left with Scott to take Wolverine and Storm to the infirmary. She didn't know or care where Warren had gone after they'd gotten off the jet. After going straight to Nate's room to find Gwen Stacy's contact details, she'd started on her current mission; to convince the professor to mount a rescue mission. Reaching the door, Jean came to an abrupt halt, listening to the raised voices on the other side of the wooden panel.

"- Charles. You know once he's tracked down his father and done whatever he intends to with him, he's going to come after us. He's angry and bitter because he feels like he was betrayed. Maybe he has a point". That was Moira, Jean realised. The British woman had returned to the institute with their group as they were forced to flee her facility. With her hand hovering over the door, Jean hesitated, torn between doing what she had come to do and listening to what MacTaggert had to say.

"He does not have a point, Moira. You have done everything in your power to help that boy-" the professor was cut off mid-sentence by bitter laughter.

"Charles, have you forgotten? We engineered that boy like he was some kind of experiment. Tracked down a man we thought would be 'appropriate' as a father. All so we could ensure that he would have the highest chance of gaining the mutant abilities we wanted him to have. And then once he developed his powers - powers, I remind you have caused him nothing but pain, which we knew they would - I practically locked him up in that lab. Sure, we can say that it was to keep him healthy, but I still treated my own son like a prisoner and a lab rat.

"You know why we had to do it. For the sake of every mutant on Earth. But if you will allow me a moment, please. It may interest you to know we are not quite alone. Jean, you may enter. No need to knock on the door, my dear". Blushing furiously, Jean pushed the door open. She stepped into the office, both Moira and the professor looking expectantly at her. The latter favoured her with a small, amused smile. The former simply looked spent. Moira MacTaggert was sitting in one of the two leather seats across the desk from professor Xavier, hand rubbing against her temple. The professor sipped silently on a cup of tea.

"Jean," he continued, still smiling. "Need I hazard a guess as to why you are here, dear girl?" Jean took a breath.

"I wanted to know what we're doing to help Sentinel". She met the professor's eye, holding his gaze for several silent moments. Finally, placing his mug back on the nearby saucer, he sighed softly.

"We will do whatever is necessary to track down Kevin, Jean. It is imperative that he be found. As for Sentinel, I do not know what will become of him. Moira, I believe you can best explain what is happening to him. As well as explain the most likely outcome". The other occupant of the room looked stricken before turning a dark gaze towards the professor. After several moments, she turned her chair around to meet Jean's questioning gaze. Finally, after taking a deep shuddering breath, she began to speak, words seemingly tumbling out.

"The facility you were meant to visit yesterday at Muir Island wasn't just a normal mutant research facility". she explained, removing her glasses with a sigh. "In truth, there was actually only one mutant being studied when you arrived. A powerful mutant, perhaps the strongest on Earth. The other researchers on the island had started to refer to the project as proteus, and eventually gave the same name to our subject. His real name was Kevin, however. Kevin MacTaggert". Stunned, Jean's gaze snapped from the professor back to Moira. The woman nodded gravely. "Kevin is my son, by my ex-husband, Joe. Many years ago, before you were born, Charles and I realised that a mutant with the ability to warp reality might one day be necessary. To that end, I married Joe".

"It did not take long after Kevin was born to confirm that I had been correct; Joe was a perfect partner for me to produce such a powerful mutant. However, something neither Charles or I had anticipated arose. Kevin's physical body was seemingly unable to contain his immense power. Once his X-Gene activated during puberty, and his powers first manifested, he fell ill. Deathly ill. Within a few months, I had managed to identify the issue. Kevin's powers were killing him; destroying his body. I contacted Charles immediately. With his help, I was able to purchase Muir Island. Through his connections, I gained access to technology that would allow us to deaden Kevin's powers whilst we looked for a solution. Eventually, I found one. Kevin's power would always cause his body to 'burn out'. Yet one of his abilities, as you saw yesterday, is possession. He has the power to 'jump' from one physical body to the next. Therefore, even as his body dies, he can abandon that body for a new host. It's not much of a solution, for reasons you can clearly see yourself. The host body will eventually be killed by the power, meaning each time he jumps to a new person, they are doomed eventually. I felt it inappropriate to release Kevin under those circumstances, and was determined to find a working solution to the problem that would not result in mass death". Jean felt ice run through her veins. The paper she had written Gwen Stacy's number down on weighed heavily in her pocket. How could she tell the other girl Nate was going to die?

She turned to the professor. "Did you know?" she asked him. She could hear the horror in her own voice. Could see it mirrored in his expression. He lowered his eyes, avoiding her stare. Finally, he nodded.

"Yes. Moira kept me abreast of the entire process of researching Kevin's situation. I was aware that he could possess other bodies, and that he was dying as a result of his power. I was, however, stunned and disturbed to learn that Magneto had seemingly discovered Kevin's existence. I assure you, my dear, had I known that you would be in danger, you would not have been allowed to go to the island". Jean frowned deeply.

"How do we save him?" Both scientists stared at her silently for several moments. Moira glanced at professor Xavier, who sighed sadly. "I mean, we have to save him. The others and I would all be dead without him!" she glared at her mentor, who resolutely met her gaze. The two telepaths stared at one another for several moments in a silent battle of wills. Forgotten, Moira MacTaggert sat silently. Jean thought she spotted the woman rubbing the back of her neck out of the corner of her eye.

"Jean, my dear girl." He smiled sadly. "You are a kind hearted girl. Unfortunately, we cannot save Sentinel. Based on Moira's studies, he is likely dead already. And if not, if he has survived by some miracle, then we must think of the danger to mutant kind if Kevin is not returned to Muir Island. I cannot in good conscience risk your life, and the lives of all your classmates for one person, no matter how powerful or good". He leaned back, signalling the conversation had reached an end. Glaring at him once more, Jean stood up, leaving her chair pulled out. She glanced back at him as she stood in the doorway.

"You're always talking about 'the dream'. How can you claim the X-Men are fighting for reconciliation between humans and mutants, if you refuse to take any sort of risks to help a non-mutant?" She closed the door behind her, made her way down the hall, rounded the corner, and leaned back against the wall. If no one else was willing to help Nate, she would do it herself. First, she needed to know he was still alive. There was only one way to make sure.

-AoS—

Peter groaned as he heard May calling him downstairs. The sound was like a high-pitched dog whistle. He leaped out of bed with a start, smacking his head against the ceiling. He gulped as he found himself stuck to the ceiling; his hands glued to the plaster. Blinking, he tried to pull himself free, dropping back onto the bed with a yelp. What was going on?! Yesterday, he felt like death. Yet today, he'd never felt better in his life. Peter gulped as he glanced around the room, realising he could see clearly without his glasses. He grabbed the round rimmed pair off the bedside table, sliding them on. His vision blurred. Removing them, he could see in crystal clarity once more. "Peter?" May called once more. "What was that sound? Are you okay sweetie?"

"I'm fine, May! I just hit my head is all! I'm coming down now." Leaping off the bed and rushing into the bathroom, he quickly brushed his teeth and ran a cold shower before rushing downstairs, wishing his aunt a good morning, and rushing out the door to get to the lab. He was so confused. Clinging to the roof? Formerly paper-thin arms and chest now covered in lean muscles? Now perfect eyesight? None of this made sense. What was going on? And how had it happened? Could it have had something to do with the spider? Doctor Connors had been working on genetic manipulation. It was possible that the spider that bit him had somehow altered his genes. He could perhaps run some sort of test at the lab when he was on his break.

He jumped off the train at his stop, running up stairs and hurrying down the street towards the Connors' lab. He rushed into the lab, head down. Doctor Martha Connors glanced up with a frown. "Peter," she spoke slowly, arms closed, paperclip in hand. "You're late." Peter nodded dejectedly.

"Sorry, Doctor Connors. I just had some trouble with the subway". Peter responded, hurrying over to his work station. Still frowning, she nodded. Doctor Curtis Connors came striding into the lab, laughing at the look on his wife's face.

"Cut the boy some slack, Martha", he told her, kissing her forehead before making his way over to his laptop. "Peter's always been early or on time before today. I'm sure this won't become a habit?" he glanced at Peter, who emphatically shook his head. Martha sighed.

"Good boy. Sorry Peter, I'm just under a lot of stress I imagine. I shouldn't be taking it out on you though". Peter smiled at the brown-haired woman.

"No worries, Doc. What's this?" he asked, gesturing to a new device sat on the bench she usually operated. The device consisted of different spindles that spun around, twisting a thin white strand into different shapes. He blinked, shaking his head. The device was hypnotising to watch.

She grinned. Martha had always enjoyed his curiosity, and loved explaining her work. "This is just a little project of mine, Pete." Connors reached out towards the table next to the strange contraption and lifted a small silver capsule. "I call it Bio-cable. It's a type of wire I synthesized for electrical work. Its adhesive, extremely elastic, and surprisingly strong. A single container this size could contain hundreds of yards of the stuff. However, it acts as a poor conductor for electrical currents, so it has no real practical uses as of right now". Peter grinned at her.

"It's still pretty cool though doc". She hummed.

"I suppose it is rather 'cool'" she agreed. Peter smirked, rushing back to get started on his own work.

-AoS—

Xavier's School for Gifted Youngsters, North Salem, New York

Sunday, September 30th, 2012 7:33 AM

She approached the door, inputting the code. The centre of the silver 'X' shone with yellow light, the doors snapping open. Taking a deep breath, Jean glanced around, making sure no one was watching. She stepped into the room, glancing around as she made her way across the narrow walkway, taking a silent seat in the chair behind the helmet. Taking deep breaths to steady herself and allow her thundering heart to come. Charles had allowed her in here with him before, even trusted her with the access codes. He'd promised to teach her to use the device someday. In return, she'd sworn not to enter without him. And here she was. her hand shook violently, trembling even as she gripped it in the other hand. She could still walk away. Forget about Cerebro. Ignore the fear clouding her mind. Pretend everything was fine. Or treat it as though it meant nothing, like Charles had done so. Fear mixed with rage. Her mind made up, she snatched the silver and blue metal almost burning her hands. She slid it over her head, her eyesight consumed by the dark of the metal.

All at once, her previously silent mind was screaming. Once, before, she had thought that the minds in school were unbearable. The professor had tried explaining to her that she'd been given a gift. Yet she had never listened. She'd been sure she knew better than Charles. Now she understood. The entire world was banging against her shields. Slamming against them. Tidal waves of thought, of memory, dreams, hopes, fears. They shattered against the walls of her mind like water on rock. It was as though an abyss was staring into her mind, calling her name even as it remained silent; voiceless. The pain was so intense she couldn't even stand to remove the helmet long enough to get her bearings. Scrunching her eyes closed, she tried to recall what she had come down here for. Tried to recall herself. In the storm of thoughts and minds, she had no way of knowing where she began and the next person began. Panic stricken, she tried to pull herself out of the chasm she now found herself staggering through.

She stumbled through the dark masses of constant, screaming thoughts. Two thin tendrils of light split the shadows. A pair of names, though in her shattered state she couldn't recall either fully. Nate and Scott. One was the one she had come in for, she realised after a brief struggle. The other was the one she could go back for. One was a dear, irreplaceable friend, the first she'd ever had. And the other, she'd never said aloud, but she had always wanted the other to be a friend, if not more. She followed the first strand through the sea of minds, until it became a blinding field of incandescent white. The light slowly faded away, leaving her in the dark kaleidoscope of raw thoughts, silently following the remaining strand of light back to the safety of her own mind.

Jean tore the helmet off her head, burying her face in her hands. She felt a wetness on her palms, and with a stunned fascination, realised it was her own tears. Pulling back, she rubbed her palms against her eyes, exhaling several times. Leaping back and away from the helmet, she rushed out of the room, ignoring the metallic clang of the chair slamming into the walkway below. The doors snapped open and closed behind her. Staggering, she fell to the knees on the cold floor, hyperventilating. She felt warm arms land on her back, and rushed to pull away. "it's okay," came the soothing voice, as the arms wrapped around her. She buried her head in her saviour's shoulder, who in turn placed a hand on the back of her head, running their fingers through her hair soothingly. She felt other hands come to rest softly on her back. "It's okay Jean", Kitty repeated as she brushed her fingers through her red locks. Jean felt a quibbling smile grace her features.

"Did you find anything?" Bobby, one of the others who'd come to help, murmured. Someone behind her snorted.

"That doesn't matter Bobby. Not right now". Kurt snapped back. Jean pulled away slowly from Kitty, shooting the other girl a grateful smile, which was returned with a nod. She pulled back from the hug, turning to the boys. Bobby offered her a goofy grin, Kurt smiling sweetly. Scott leaned against the wall silently.

"But…you did find something? Right?" the boy repeated. Jean nodded. "So, you know where he is?"

-AoS—

As the handsome young blonde man wearing the designer clothes strode through the streets of Glasgow, several people took second glances. Straightening his jacket, the young man stepped into the internet café half way down the street. An hour later the young man left the café, taking a sip from a bottle of cola and making his way towards London.

-AoS—

Her phone began vibrating in her pocket. Retrieving it and checking the caller ID, she frowned slightly at the unknown number. "Hello?" she asked hesitantly as she held it up to her ear. "This is Gwen Stacy. How can I help you?"

"Umm, hey there," came the uncertain sounding reply. "I know we haven't met, and this is a terrible way to introduce myself, but my name is Jean. Jean Grey. I'm a friend of Nate, from Xavier's Institute". Unsure of what to say, Gwen blinked. For several moments, both were silent. Briefly, Gwen wondered if the other girl had hung up. "There's something I need to tell you. That I really need to tell you. I think it would be better to speak to you in person though. Do you think if I came into the city, we could meet somewhere?" she almost hung up; if not for the urgency in the other girl's voice, she knew she would have. What was so important that this girl she'd never met wanted to talk to her alone, without the one person connecting them? Curiosity – and worry – stayed her hand.

"Okay".

-AoS—

Coffee Bean, Tribeca, Manhattan, New York

Sunday, September 30th, 2012 12:13 PM

Gwen sat at the table, humming softly and tapping her fingers against the flexed wood. Her nails scraped along the cracks in the well-oiled timber. The bell above the door chimed loudly, announcing the arrival of another customer. Gwen glanced up briefly, smiling as the redhead from Nate's photos approached her, obviously anxious. She took a deep breath, reminding herself that this girl was Nate's friend. She had no reason to be wary here. Still, thoughts of her abduction by doom came unbidden. Forcing them back down, she shot the other girl with what she hoped was a reassuring smile. As she stood and made her way around the table, they shook hands.

"Gwen Stacy".

"Jean Grey. Though somehow, I feel like I already know you," the girl smiled faintly, though she couldn't tell if it was meant to be directed at her, or private. "Nate talks about you incessantly. If it weren't him, it would actually be annoying, to tell you the truth". Gwen felt her eyebrow raise. Nate was talking to this girl – this stranger – about her? About them? She wondered what he'd said, even as she feared to ask. Going down that road led in a direction she wasn't sure she was quite ready to follow yet. Instead, she led the redhead over to the table she had procured for them, asking if she wanted coffee. The other girl nodded.

"You sound like you're rather indulgent of him. Fond even" she smiled at the other teen. She was grateful he had friends like this one at the new school. Ones who he could confide in while away from her and Pete. The other girl frowned slightly, brushing a strand of fiery hair out of her face. Jean Grey peered owlishly at her for several long moments. Briefly, Gwen felt rather like a fascinating insect. Before she could ask the other girl what was wrong, she spoke.

"I hope this doesn't make you uncomfortable," she was saying, "I don't want to upset you before I get the chance to tell you what I came here to. What I need to tell you. I care about Nate. Deeply. I trust him with my life, and I hope one day he'll be able to say the same thing about me. He's my best friend. The only one I've got, if I'm honest. I really don't want to make things awkward between us. He adores you, and I hope I'll still be his friend a long time from now, so we'll be most likely seeing a lot more of each other. But I thought you ought to know. Maybe I shouldn't have said anything at all. I don't know. I'm bad at this. Small talk. Sorry." Speech finished, Jean Grey flushed crimson, head bowed as she stared at what must have been a particularly interesting fleck of wood. Despite her previous misgivings, Gwen beamed.

"I can't imagine that it's easy. Not when you have to constantly keep everyone else's brain from slamming into yours. Nate must feel like a breath of fresh air. He mentioned that your professor couldn't read his mind". Jean snapped up once more to regard her silently, something Gwen could not identify shining in her eyes.

"He-He told you?" she finally breathed out. Gwen nodded.

"Please don't hate him. He hasn't told anyone else. He would never, not without your permission. He can't stand keeping secrets from me though. Never has. He told me about –"she glanced around to make sure no one was listening too closely before continuing. "You-know-what on our first day back at school". She felt a fond smile creeping onto her lips. "Nate tells me everything. It's strange, really. As a general rule he doesn't trust anyone else easily. I was surprised he even told the other avengers", she revealed, whispering the last sentence quietly. "I was stunned when he let slip you knew, but now it all makes sense."

"Oh?" Gwen nodded.

"He realised you needed to know. That you needed someone. A friend, one who could understand. He's brilliant like that. It's one of the things I lo- adore most about him. Ever since I've known him, he's had to help. I don't know if he gets it from his mother – his adopted one, she's a doctor, absolutely brilliant – or from where he came from. He tries not to let it bother him, or at least not let anyone see it bothering him, but sometimes, he slips up. It's little things, really. He always takes care to pull his punches, except when children are involved. That sort of thing. I remember, there was this time, when he was first starting out –"

"He's missing. Nate. He's gone missing. Been possessed. And according to the professor, the person who possessed him will eventually destroy his body from the inside out, if he hasn't already. I did something – something that was probably stupid. Used a device at the school to find him. He's alive, at least for now, but there doesn't seem to be anyone in authority at the school willing to help, and I don't know any of the Avengers, and you were the only person I could think of who might know someone who could help, or at least how to contact someone who could. And you had the right to know, especially if the worst does happen…" Gwen threw a hand in the air to get the other girl to stop her frantic rambling.

"Start from the beginning. Where is he?"

-AoS—

Life as an avenger had started to get dull after the battle of New York and the subsequent clean up of the remaining Alien forces. Fortunately, they'd had no more supervillains to deal with, though she and Tony both still went out to deal with regular crimes. T'Challa had returned to Wakanda, where he spent most of his time, with occasional visits to the rest of the team in the manor. The Hulk had jumped on Tony's offer to move in, taking advantage of the opportunity to lay low whilst he and Bruce adjusted to sharing their body more equitably. Thor had returned to Asgard, with none of them having seen him in months. Janet herself had almost instantly opted to take the billionaire up on his invitation. Though he had equivocated over the offer for a few days, Hank had also elected to join her.

She and Bruce were currently sitting at a small metallic table with Pepper and the visiting T'Challa teaching the latter two to play cribbage. Despite never having played the game before, the Wakandan prince was comfortably thrashing both veterans. Janet frowned, leaning back and chewing absentmindedly on a piece of gum whilst waiting for the physicist beside her to make his move. She tilted her head towards the couch, where captain Rogers was lying quietly, sketching in a small weatherworn pad that they had found on the plane with him. As he drew, he listened to an old blues record, eyes drifting closed as he allowed himself to be carried away by the music. Janet smiled fondly. Tony and Hank were both off somewhere else in the huge mansion, both working on their own projects. The doorbell rang outside, followed by the sound of persistent knocking, breaking through the bubble of peaceful silence. Janet yawned, arching her back as she stood up, tossing her cards on the glass before her. Pepper leaped to her feet, Janet hastily waving the other woman off before jogging towards the front door.

She pulled back the thick mahogany slab, peering out onto the porch. She blinked, frowning slightly at the sight that greeted her. Stood side by side were two shaken looking teenage girls, one a vaguely familiar pretty blonde girl, the other a redhead with deep blue eyes. Janet smiled in what she hoped was a reassuring manner, though she was confused by their appearance. "Ahh, hi there ladies. Isn't the wrong time of year for you guys to be selling your cookies?" The blonde and the redhead glanced at each other before turning back to her, the former shaking her head.

"We're not girl scouts. We kind of need to speak with Iron Man." Janet rolled her eyes. More fans. Briefly, she tried to decide whether or not she should call Tony down to talk to them or just tell the pair to go away. Before she could make up her mind, the blonde continued speaking. "We're friends with Sentinel. He needs help." Janet stared at the girl for several seconds. It could be true, she reasoned. These girls were of an age with Nate. Maybe friends from school.

"Prove it."

"What?!"

"Prove you're his friend. What's his real name?" the blonde groaned. "Okay. Hit the road. This isn't funny anymore. Maybe it was the first couple of times, but now, it's just old".

"Okay. Okay. Nathaniel. His name, it's Nathaniel Thomas. His mother is Doctor –" Janet thrust out a hand.

"Okay, I get the picture. You better come in and start explaining." The two girls glanced at one another unsurely once more before looking into the foyer. She called for JARVIS, telling the AI to send his creator down to meet his guests. A few minutes later, Tony came strolling down the stairs, wearing a white button up shirt with his sleeves rolled back and black trousers. He blinked as he spotted the pair of teenagers. He pointed to the blonde. "You're that girl Nate needed my help to save. Gen?" the blonde shook her head.

"Gwen. Gwen Stacy". She offered her hand to shake as she hurried over to the billionaire. Stark glanced at her hand for a beat before taking it.

"Nice to meet you, Gwen Stacy. What can the marvelous Tony Stark do for you?"

"Nate's in trouble," Gwen Stacy replied anxiously. "He was possessed, and we don't know how to fix him". Tony blinked, glancing between her and the girls, as though expecting one of them to start laughing. Janet shrugged hopelessly. He turned back to the blonde, gaze resting on her.

"You're pulling my leg right? I mean, clearly this is some kind of practical joke. Possessed?" Gwen Stacy nodded.

"It's not a joke". Face white, Tony turned away from them, swearing softly as he did so. He snapped back around, facing Gwen once more.

"Okay. You know where he is?"

"Last time I checked," the redhead jumped in, "he was somewhere in Glasgow". the billionaire superhero nodded.

"Great. Scotland. Small country. Shouldn't be that hard. Thanks for your help, ladies. You can be on your way. You did a great job letting us know, now we'll handle it from here." Gwen Stacy frowned and shook her head.

"We want to help! He's Jean's friend. My boyfriend!" Tony was already shaking his head.

"There's not a lot you can do to help. Really, you'd probably just end up slowing us down". Gwen's frown deepened. The redhead stepped forward.

"Please. If you don't find him, the person possessing him will burn out his body. That will kill him". Tony glanced at the girl, shooting her a sympathetic look, before replying.

"That's all the more reason for you girls to go home and give us the space to do our jobs". He replied. Janet nodded, making her way over to Gwen and gently started moving her and the other girl back towards the front door, thanking them both for their efforts. The redhead spun around, facing Tony.

"I'm a telepath! I could help you!" Tony was shaking his head.

"A telepath isn't going to do much good if we get into a knockdown brawl with Sentinel. I'll contact you if we need help finding him, or if we can use you to get him back under control if we need you for that part". She gently pushed the girls out, shutting the door before she turned back to her teammate.

"I'll start working on tracking him down. Go and let the others know what's happening. Get T'Challa to come up to the lab". She nodded, rushing back to her fellow Avengers.

-AoS—

Parker residence, Queens, New York

Sunday, September 30th, 2012 5:11 PM

As Peter rushed home, shutting the door behind him, he found his aunt and uncle sitting together at the kitchen table. Both looked shaken as they glanced up at his entrance.

"What's the matter? What's going on?" He asked.

"Peter", Uncle Ben began solemnly. "Come here please. Sit down".

Oh no. he silently made his way over to the pair, dropping down into one of the free chairs. The doctors had found a tumour latched on to May's spinal column. Peter felt numb. She reached out a hand, the three of them crying together, although his aunt cried the least. Much to his frustration, she seemed rather accepting of the whole thing.

"Everyone has to go sometime," she stated with a sad little smile.

"We-well, what about the treatments? There's radiation or chemo, or something, right?" Peter wished he'd done more research into the topic. Looked into it sooner. He should have noticed the signs. Seen there was something wrong with her before now. He was supposed to be smart, a child genius. How could he have not realised she was sick? May offered him another sad smile, reaching for his hand across the table.

"Oh, Pete. We don't have the money for all that, sweetheart," he felt tears prickling his eyes. She too began to cry once more, rushing around the table, her chair slamming into the floor. She knelt before him, wrapping her arms around him and tugging his head down onto her shoulder. Peter squeezed his eyes shut. Burning rage mixed with his sorrow. First his parents had died before he could even get to know them, his best friend had been keeping secrets for over a year. And now his wonderful, sweet aunt was going to die. May and Ben did not deserve this. All his life, for as long as he could remember, all they had done was love him, support him, and care for him. And now for this to happen, just because they couldn't afford life saving medicines.

"No!" he snapped, shaking his head emphatically. "No one dies!" If money is all we need, then money is what I'm going to get us. Standing up from the table, Peter rushed upstairs towards his room. His uncle Ben shouted up for him to come back, May telling the older man to leave him be. Up in his room, Peter booted up his beaten-up computer, researching furiously. Printing off dozens of pages of paperwork, he began pacing back and forth between his bed and desk, as he often did when studying for particularly challenging tests. How to get money fast? He stopped at his bed, turned one hundred and eighty degrees, and stared at the computer humming softly on the desk. He glanced down at his hands, thinking of his new sticking powers. He shook his head emphatically. I'm not about to start using my powers to rob banks. Ben and May would kill me! He stepped over a pile of textbooks and stared at the computer and an old ticket Harry had bought him sat next to it on the desk.

No. What I need is an honest to God… he shot back into his chair, typing wildly into the search bar. Wrestling competition! That's what we need, amateur wrestling. I can probably take a couple of hits now. And even if I can't, I can just avoid getting punched. He quickly typed in the name on the ticket, looking for contact information. Wrestling Competition! Amateurs and pros alike wanted! Cash in hand! Peter grinned. Now we're talkin'! This is perfect! He flicked through the site, admiring the proud luchador in one of the photos. A thought popped almost unbidden into his head. I'm going to need a costume.

-AoS—

They walked through the streets of Manhattan, Gwen Stacy a few steps ahead of her. Jean stared at her feet as they walked, digging her nails into the skin between her fingers as they went. With each jab, sharp jolts of pain arched through her fingers as she dragged her nail down the digits. She glanced up at the blonde. "What are we going to do?" she asked softly. The other girl glanced back at her, straightening her jacket as they went.

"I want to go past Nate's house. There's something I think we can use there to get more help. I think you should go back and get your other friends. If the avengers aren't going to involve us, we need as much support as we can possibly get". Jean nodded. They continued on their way for almost another twenty minutes, parting near the subway station. Jean watched as the blonde rushed down the stairs, turning away after she had reached the bottom and disappeared before hurrying off to the bus station.

–AoS–

Xavier institute for gifted youngsters North Salem, New York

3:22 PM

She trudged up the gravel walkway towards the mansion, keeping her eyes peeled to make sure none of the X-Men were watching for her. She made it to the front porch, Bobby and Kitty sat perched on the top step awaiting her return. The former leaped to his feet, jumping down the stairs and gripping her forearms tightly as he began hastily shouting questions. Kitty made her way over at a more sedate pace, the other girl wincing sympathetically. Jean blinked, trying to keep track of the questions. Bobby took a breath, stepping back and gazing at her expectently.

"Well," the boy asked, impatiently huffing, "what did the avengers say? Did you learn anything? Where's Gwen stacy?" He looked around for the blonde. Jean smiled sadly.

"Lets just go find the others then I'll tell you all everything in one go". Bobby frowned even as kitty nodded in agreement, gently tugging the boy away. The trio made their way into the mansion, Jean following the other two into a vacant classroom. Kurt and Scott were sitting across from one another at one of the desks, playing cards and conversing softly. Warren Worthington sat perched on one of the windows, ignoring the others. He glanced up as they entered, clearing his throat and jumping down.

"Four eyes, Bluey. Red's back." Scott glanced up first, shooting her a sweet smile, which she hesitantly returned. Kurt tilted his seat around to face them, waiting patiently for one of them to speak, though he leaned forward eagerly. Kitty made her way over to the teleporter, moving a chair to sit beside him. Bobby leaned back on the wall behind her. Jean felt a sudden sense of unease settle on top of her chest, taking a deep breath to center herself. Kurt offered her a faint smile and reassuring thumbs up. Jean smiled and nodded gratefully in his direction before she launched into an explanation of what had occurred in Manhattan.

"So I met Gwen Stacy," she started, preferring to begin with something less fraught. "She seemed nice. She wants to help us. not surprising, really, i guess. The Avengers know he's missing. Tony Stark says they're going to find him and deal with it. He said they don't want us involved. Gwen thinks she knows someone who can help us. She was going to get something to contact them. We split up so I could come back for you guys". Kurt and Kitty glanced at one another, both nodding. Scott looked pensieve. Worthington shrugged, clapping his hands together.

"Well, I guess that's that then". the tall boy stated casually. "The Avengers know what the situation is and they can handle the rest". Kurt frowned as Kitty narrowed her eyes. Scott's face shifted uneasily. Worthington made his way to the doorway, Bobby moving to block his path.

"Jean said she came back here for us, Worthington". The other boy snapped. "That means she's counting on us. And Gwen is counting on us too. She'll be waiting to hear from Jean again before she makes her next move". the taller boy snorted.

"Well that's their problem, Drake". He sneered in her direction as he spoke.

"We have to help! Look, I get it. you and your friend" he turned his glare on Scott. "might not care about anyone but yourselves and your football buddies, but this is our friend. and you would probably both be dead without him. You owe him!" Warren snorted.

"Like I said, icicle; your friend, your problem". He barged past Bobby, headed towards the door.

"No," came the calm voice from behind her. "Not their problem. Ours". Warren Worthington stood perfectly still, hand on the door. He released the doorknob, turning to glare at his friend. Scott summers continued, calm as before. "He's right, Warren. This isn't just about them; you're the sentinel fan here. What's changed now that you know he goes to school with you? We would have died if the Avengers hadn't stopped Loki's invasion. We owe them. Owe him."

Worthington stepped away from the door, staring at Summers, ignoring the rest of them as though they weren't even in the room. "Alright then, Cyclops," he smirked, using the football nickname for the quarterback. "what did you have in mind?"

Summers smiled.

–AoS–

London, United Kingdom
Sunday, September 30th, 2012 7:31 PM (3:31 PM in New York)

The doorbell rang. Joseph MacTaggert rolled his eyes, shutting his laptop and making his way downstairs towards the front door. The bell rang again, more urgently. "Just a moment", he called, still wincing at his own accent after a decade in parliament and living in London. Brushing his greying hair back and straightening the sleeves of his crisp white shirt, he opened the door. On the other side was a blonde man as tall as he was, with short hair and wearing a bomber jacket over a chequered shirt and dark jeans with combat boots. Joseph offered a hand to the younger man, who shook it. "Joseph MacTaggert, former Royal Marine. I assume that's where we know each other from. How can I help you, young man?" The blonde shot him a winning smile, an expression that lit his eyes as he grinned. Joe liked him already.

"Well, I'm moving into the area, and since you're the local member, someone recommended I speak to you if I had any questions". Joseph nodded.

"Well you better come in then," he said with a friendly pat on the back. The young man thanked him, stepping past him into the hall. "How would you like a beer?" the new neighbour nodded.

"I'd love one" the blonde replied, glancing around at the few photos hanging on the wall as Joseph shut the door. Joe nodded, gesturing for his guest to follow him towards the kitchen.

"So where did you do your tours?" he asked casually. The other man remained silent, Joe praying he had not offended the younger man. Finally, his guest responded.

"Here and there. All over, really". Joseph nodded again. They stepped into the kitchen, Joe gesturing for the other man to take a seat at the island whilst he made his way towards the beer, grabbing a bottle and two glasses. He poured both, humming softly to himself as he worked.

"Ice?"

"Thank you". He opened the deep freeze, dropping a small handful of cubes into each glass before sliding one over to his guest and plopping down into a stool across from him.

The other man regarded him for several moments as they drank. "You mentioned you had some questions". a nod as the other man continued to watch him. Finally, the stranger placed his glass on the counter.

"Do you remember Moira Kinross?" Joseph, sick to his stomach, felt the blood rushing out of his face as he nodded.

"My ex-wife. wha-what did you say your unit was?" the stranger smiled, a cold ugly thing. Nothing like the warm grin he'd offered before.

"I didn't. Hello father."

–AoS–

A gasp sounded from the other side of the room, followed by a shout. "Brother! Stark! Get her quick, I may have found something!" Tony rushed over to the Wakandan princess, T'Challa a few steps ahead of him. As the two Avengers fell into step on either side of her, the three stared at the screen. Shuri grinned smugly, gesturing to the video paused on the tab before playing it once more, this time adding the sound back. The footage was of a news report outside a burning house, smoke billowing above the heads of the female reporter and the onlooking crowd.

"At this stage, whilst it is difficult to say for sure, it appears as though the assailant who set fire to the house also abducted Mr. MacTaggert. Locals will be eager to see the safe return of their MP. We can only hope that the Avengers are aware of these events, and that they will help local authorities in recovering the abducted parliamentarian. If not, who knows what this new unknown villain is capable of. Especially as it seems this new threat possesses powers a match for Thor or Sentinel". Tony glanced at T'Challa.

"Do you think -"

"I do. suit up. I shall inform the others". Tony nodded, hurrying towards the armoury.

–AoS–

English Channel, 370.6 KM from London

Sunday, September 30th, 2012 9:09 PM (5:09 PM - New York)

He fell into place alongside the Jet, still scanning for his missing teammate as they soared in the direction of the English capital. Without Thor they would need to be cautious. Hulk alone could maybe subdue Sentinel, but they were unsure of that. And even if the green goliath could defeat their other big gun, none of them wanted to think of the collateral. They would need to either quickly move the fight from civilian areas, or subdue Nate fast. To aid in that endeavour, several members of the team had made adjustments to their equipment. Instead of his usual MKVII suit, Tony had donned a modified form of the suit he'd used to fight his fellow Avenger the day Ultimo had stolen his armour and kidnapped Gwen Stacy. In addition to the heated Adamantium in the repulsors, he had reinforced the armour itself, making it thicker and heavier yet far stronger, adding in a thin layer of an Adamantium-weave that Nate and T'Challa had helped him to develop. Lovingly dubbed the 'Sentinel Buster Model II' by Tony, the industrialist hoped this suit would fare better than the last time it had faced the boy scout. Despite her own misgivings about facing a friend in combat, Janet had nevertheless allowed them to upgrade her stingers to fire concussive blasts of super heated Adamantium. Hank had also increased the protective capabilities of his suit, and added adamantium to his gloves to increase the effectiveness of his hits. With Steve's shield and T'Challa's Vibranium suit already providing them with a decent level of protection, they and hulk had made the least changes to their gear. The team's strategy for the coming fight was simple; he and Janet would avoid engaging their foe, peppering him with as many ranged hits as possible. Hank and Bruce would act as frontline fighters, with T'Challa and Steve getting hits in where they could, using the former's armour and the latter's shield to take hits and protect their other team mates. Tony desperately reassured himself it would be enough.

"Stark", T'Challa's voice sounded over comms. "We may have something on sensors here. Below and behind us. Channel Islands. Jersey. We need to investigate. Think you're up for taking point on this one?"

"I will…Roger that" the distracted billionaire replied before banking back in the direction of the nearby island. He descended through the sky, following the directions sent to JARVIS by the team as he approached the island. landing on the shores of Jersey, he cast an eye across his surroundings, watching for the possessed Nate. He'd found himself in the middle of a huge open field. Off in the distance, he spotted a small speck of a man running towards him, waving his arms wildly.

"Stark, Stark! Over here! Help me!" Tony kicked off the ground, shooting along the ground and skidding to a stop in front of the other man.

"You're Joseph MacTaggert?" the MP nodded. Well found the civilian then. So where the hell is -

He felt his entire body lurch violently and let out a stunned shout as he was sent sailing through the air, careening into the cold waters of the English Channel. Guess that answers that then.

–AoS–

Parker Residence, Queens, New York

Sunday, September 30th, 2012 5:00 PM

Designing and making the spandex suit had been easy enough. Once he'd concluded that his new powers had come from the genetically engineered spider from the connors' lab biting him, Peter had simply started with that for a concept. Most of the spiders in his biology textbooks had been Brown, black, or black and brown. Eventually, however, he stumbled across the perfect inspiration for the costume. On the last page of the chapter on arachnids had sat centrefold a disgusting horrific image of the black widow spider. Black and red. It was brilliant. After that, he'd just needed to run down to the store to buy enough spandex, borrow his aunt's sewing machine, whilst telling her it was for all for a school project, and find a few youtube tutorial videos on sewing. With the majority of the suit finished, he took a pair of old track shoes and cut out the soles to make the boots for the suit and removed the lenses from a pair of aviator sunglasses to sew into the mask.

The completed costume was rather menacing, Peter felt personally as he stared down at his finished design. The suit itself was primarily black, with red web-like patterns on the chest, as well as red around the waist and shoulders. Sat in the centre of the chest was a red spider emblem to break up the black The boots and gloves were also black, with small red web-like patterns. The mask was pitch black, with its two large red mirrored lenses. To complete the look, he had added a black hood with red inner lining and red webs on the outside. The hood could be pulled back or pulled forward to hide his face if somehow he lost his mask. Yep, Peter grinned, I'm totally going to look like a spider in this! He stared at the completed costume, lying out on his bed. Reaching out, he gingerly picked up the mask, staring into the depths of its eyes and gazing at his own reflected face in the shining eyes. Now, I just need to get to the event.

–AoS–

The car rolled to a stop on the sidewalk across from the library. Across the road was the venue for the fight. There were already a dozen cars parked outside the arena, groups of students and families mingling as they waited to go in. Peter thanked his uncle for the lift as he fished around for his bag in the back of the car. Tugging it onto his lap with a heave, he pushed the door open and made to jump out of the car, only for his uncle's voice to stop him. "Peter, I really do think we should talk more about what we discussed earlier today. I'd prefer it if you put off your studies and came home to talk to your aunt and I. If you really need to access the library, I can bring you back. This is important, son. We need to know you're alright. We care about you, son". Peter groaned.

"I'll be fine, uncle ben. I promise. This is only going to take a couple of hours, then I'll be right with you, I promise. We can talk about it then, okay?" His uncle frowned but nodded. Peter jumped out of the passenger's seat, waving goodbye as he watched the car pull away and begin making the way home before he turned and ran, jogging around the library before finding an out of the way area to change into his suit. Fully in costume, he shot across the street, ignoring the laughter and flashing of phone cameras as he rushed into the rear entrance of the venue. Peter jogged over to the small table at the other end of the long narrow room, jumping into place behind the other participants. He stepped up to the desk, smiling under his mask.

"Hello. I'd like to sign up please," he requested.

"Name?" the man sat on the other side of the desk demanded gruffly. Peter blinked.

"I'm sorry, what?" The man glanced up, snorting.

"What's your name, bug boy? What are we supposed to call you? A ring name". Peter blushed. He hadnt even thought of that.

Call me - I guess, call me the human spider?" the man stared at him before shrugging.

"I guess that will have to do. Head on up the stairs. You'll get further instructions up there. Good luck, Human Spider". Peter nodded his thanks before following the man's directions.

–AoS–

Kevin sent the metal man flying, smashing into the water, a plume of water erupting out of the sea. He turned to his father with a glare. "Why did you run away? I told you if you waited for mother to arrive, I would let you go". The old man laughed, though the sound was mocking. You must think I'm as dumb as she is. His father staggered backwards, a stunned look on his face as he did. A cloud of dust surrounded him. Kevin coughed, covering his eyes. He spun around as a blood curdling roar ripped through the air behind his back.

Towering over him was a massive green figure in torn pants. Its muscles rippled over its chest, arms, and legs. The creature smirked at him, windswept black hair flowing like the mane of some great lion. The beast advanced slowly. Instinctually, Kevin stepped away from it. Without warning, it lunged forth, its speed astounding for its size. A meaty hand swept around his feet, and he felt the wind violently being knocked out of him as it smashed him repeatedly into the ground. Raising him once more into the air, the beast drove him head first into the ground at its feet before delivering a sharp kick to the back of his head. Thinking quickly, Kevin stretched out his consciousness, fleeing the body of the blonde being pummelled into the dirt and slipping into his father's mind. Without hesitation, he turned the man towards the village nearby.

–AoS–

Wood on the outskirts of the Abrahams-Thomas Ranch, upstate New York

Sunday, September 30th, 2012 5:11 PM

She stood on the edge of the woods, gripping the pager tightly in her hands. She wrung her hands nervously as she watched the sky. She would come. She had to come. For Nate's sake. Gwen couldn't stand to think of what might happen if she didn't. When she had gone to the ranch earlier in the afternoon, it had taken all her strength not to take Didi up on her offer to stay for dinner, not to tell the woman the truth about her son. Instead, she had simply smiled politely, thanked the woman for her offer, and left with the pager shoved into her had told her to only use it in emergencies. Surely this qualified as such. She hoped the woman he had told her about saw it that way.

A golden light streaked across the sky. Gwen smiled, stepping forward. This had to be her now. There was nothing else it could be. When the light show came to an end, the woman in front of her was just as awe inspiring as Nate had described. She was wearing a blue, red and gold suit with a star on the chest. Long blonde hair flowed down her back, and over her suit she wore a mini brown leather jacket. A faint golden aura surrounded her entire body. The other blonde frowned at her.

"Where is Nate? What's going on here? I told him, he was only ever supposed to use the pager for emergencies" Gwen gulped, shooting Captain Marvel a nervous smile as she slowly inched closer. The other blonde, floating in place, watched her like a cat observing a mouse, prepared to pounce. Gwen felt a shiver run down her spine. In all the time she'd known Nate was sentinel, even when he'd flown her above the clouds, she'd never been afraid. Now, she was terrified. For the first time in years, Gwen instinctively knew she was truely in danger. This woman was a predator.

"Uh - Hi, there", she began, hesitantly, "I guess i should just start by introducing myself, huh? Well, um, my name's Gwen. Gwen Stacy". The woman's gaze softened slightly. Gwen sighed softly. Nate had told the other blonde about her. Maybe that would make things a little easier. "So, ahh, Nate's in trouble. Big trouble." the golden glow faded away, the captain touching down on the ground. She stepped toward Gwen slowly, placing a hand awkwardly on her shoulder. Gwen smiled, taking comfort in the gesture. "He's been possessed by some sort of mutant. If we don't force it out of his body soon, he's going to die".

"Where is he?" the Captain demanded, the golden aura returning with a blaze, brighter than before.

"Somewhere in Britain". The older woman nodded.

"I'll bring him back to you," she swore, streaking off into the sky.

–AoS–

His arms and legs were burning. The first few houses were close enough now he could make out lights from the windows, even hear the sounds of conversations coming from inside. All he had to do was get to the town, and it would all be fine. He could find a boat, get off the island. Go back to hunting down his mother. With a scream, he careened into the ground. Glancing over his body, he was stunned by what he saw. His foot had broken violently, his leg snapped in at least two places. No, it's happening again. His body was shutting down. The body he had stolen and abandoned had lasted over a day, and hadn't even begun to deteriorate. His father had given him only a few moments. Figures, Kevin MacTaggert thought bitterly. Old man never did anything for me anyway. Why start now? A black and red blur shot past him in a flash. Thinking fast, Kevin abandoned his dying father, leaving the old man lying on the ground, body tearing itself apart from the inside out.

He slipped into Nathaniel Thomas' mind as easily as he might have a warm jumper. Where before the young man had resisted violently, now he was too exhausted to mount any sort of a fight. Still flying through the air, he smacked through the rear wall of the nearest house. A thunderous chorus of shouts met his ears. Dazedly pushing himself up using his hand, Kevin cast his gaze quickly around the occupants of the house. A woman and two small children hid crouched underneath the table. Standing in front of them protectively was a man who swam through Nathaniel Thomas's memories. In his confused state, he couldn't keep the boy's racing mind still long enough to identify the man. The stranger took a step forward, metallic arm glinting in the light. "Sorry about this," Kevin told them darkly, "I was just leaving". He flew out through a nearby window, intending to abandon the island. A black Jet streaked towards him from the far side of the island, too far away to catch him. With a mocking wave, he turned away from the plane, flying in the direction of France.

As he flew away from Jersey, a streak of gold lit up the evening sky. Kevin narrowed his eyes and swore violently. "What Now?!" he bellowed as the golden streak bore down upon him.

–AoS–

They hurried through the streets of London, looking for any sign of their friend. They had already ruled out Glasgow, along with several other Scottish cities. Still, there was no word of sentinel. Bobby let out a stunned gasp, grabbing her by the shoulder. Jean turned to see what had alerted the other mutant. He pointed to a nearby store, where a large crowd had gathered in the doorway. Hopeful, Jean made her way over to the group, peering through. All she could see was a sea of heads. "What's going on?" she asked the woman in front of her. The brunette turned to regard her briefly, before returning her gaze to whatever they were focused on.

"The Avengers are fighting in Jersey". She stated simply. "That's not far from here," the woman muttered to herself, clearly worried. Jean hurried back to the others.

"Jersey. He's in Jersey."

"You're sure?" Scott asked. She nodded.

"Alright. Let's go". He turned his gaze towards Kurt.

"Nightcrawler?" frowning at the nickname, Kurt nodded faintly. The group quickly linked hands, the blue skinned mutant in the middle, each hand leading back to his. Kurt closed his eyes, and a moment later, Jean felt the now familiar tug of teleportation. They appeared on the edge of a field. Jean quickly cast her gaze around them. In the distance she could make out the lights of a town. Kurt had bent over, head between his knees as he vomited, clearly exhausted by the effort of teleporting so far in a single 'jump'. Kitty was rubbing her hand down his back. Scott, Warren, and Bobby had moved a little way away from her, peering at the sky above them. The entire island beneath their feet rumbled violently, a sound like thunder cracking above them, clouds blowing violently as gale force winds tore across the sky around the island. The seas around them roiled violently as two figures clashed above them, one illuminated by a faint golden glow. A plane touched down a few hundred feet away, the ramp lowering. A group of four familiar figures walking off two abreast. The brunette spotted them first, pointing them out to the rest of her teammates. Jean called to her friends before starting over towards the Avengers.

"You're Jean right?" the brunette asked gently as the two groups met in the middle. Beside her, shield clenched in his right hand, captain America frowned slightly at the sight of them.

"That's right. Jean Grey." the Brunette nodded with a beam, offering a hand.

"Janet Van Dyne. This is my husband, Hank Pym, that's T'Challa, prince of Wakanda. The scowling one in red white and blue is Captain America". Warren gaped at the Avengers, staring in awe at Steve Rogers. The Captain's frown deepened.

"This is no place for kids. They'll be in danger as long as they're here." Janet snorted.

"He took Tony's suit out with one hit, Cap. we need all the help we can get".

"The fact he took Stark out with one hit is why they shouldn't be here, miss Van Dyne" Scott stepped forward, glaring at the man in the star spangled outfit. He turned towards a nearby tree, unleashing a crackling burst of an optic blast. The tree split down the middle with a crack, each half falling onto the ground. The other mutant turned back to the super soldier.

"I think my team and I can look after ourselves out there, but thanks for your concern".

"Steve is right," Hank Pym pushed back, "This is dangerous enough for us. You lot may have powers, but I doubt they'll hold up too well in all of this," he gestured to the chaos around them.

Black Panther snarled as he shoved through his teammates. "We do not have time for this argument. Our teammate - our friend - is still in danger. They can help us." he thrust out a hand, allowing Scott to clasp his forearm.

–AoS–

Having grown in strength considerably since they dealt with Pandemonium, Carol had long wanted to test herself against her friend. This was not the way she had planned for it. It was supposed to be fun. Not like this, with her little brother possessed, and both their lives on the line. "I don't know who's in there," she spoke to the empty husk as she shoulder barged him in the face and flew after the free wheeling Sentinel, "but you're a monster. I'm going to stop you, and I'm going to take back my friend". He came to a halt, floating in mid air.

"Stop me?! You can't even protect yourself!" he thrust his hands out in front of him, and the two flew towards one another like jousting knights. They slammed together over the water, sending shockwaves through the sea below them. Carol felt herself being jostled and thrown backwards by the forces of their collision; plumes of water erupted over her head, droplets sprinkling down upon them. Sentinel shoved her through the water and back towards the island. He slammed her through a tree and she smacked into the ground, letting out a shout as she skidded along through the dirt. The thing wearing Nate's body slammed into the ground a few feet away from where she had come to a halt, eyes blazing crimson. With a howl, he unleashed twin beams of blue energy cutting vast swathes through the grass and surrounding them with fire. The heat vision eventually reached her, cutting a circular hole around where she was lying. Lifting herself off the ground, she floated above the newly made hole, hovering as she prepared to attack.

Finally, the heat vision dissipated, the other figure taking a deep shuddering breath, stunned by the release of energy. The flames leaped higher. Staring at them in horror, her foe turned and ran, flying away. Soaring after him, Carol let out an enraged shout as she fired a photon blast towards him, which he hastily dodged. She flew through the smoke, breaking out into the clear night sky. Casting a brief glance around, she spotted crowds of locals watching them from below, and spotted a small group running after her retreating quarry from the other side of the field. A sudden blow sent her slamming into the ground in the middle of the town. She smashed into a car dealership, striding out in time to spot her opponent slam down onto the street a few feet away. He kicked a nearby bus towards her, which she caught with both hands, carefully pushing it to one side. Taking advantage of her momentary lapse in concentration, he shot towards her, punching her in the side of the head. Flying away from his wild swing, she dodged a second punch and blocked a third before sending a sharp jab towards his stomach. He returned the blow with two punches of his own, the second sending her careening across the street. Looking up as he advanced on her, Carol ducked a head swing before smashing him in the ribs. Her punch sent him off balance and flying down the street, allowing her to regain the initiative as she rushed after him.

A sharp downward stroke to the top of the skull sent him slamming face first into the pavement. Carol stood over him, delivering another punch to the back of his head. She swung once more, though he rolled out of the way and kicked her in the chest. The sudden hit sent her careening away from him. She lay, dazed, face down the concrete cracked underneath her. She tilted her head, glancing up slightly in time to see him lunging at her like a jack in the box, fist cocked. The blow, landing as she stood to her feet, sent her flying once more. a fierce uppercut saw her freewheeling up through the sky, unable to halt her momentum. "There's only one way this ends, stranger! Either you die, or your friend dies! No matter what, I win!"

He jumped into the air, flying at her as she hovered in mid air, taking a moment to catch her breath. As he was half way towards her, she dove to meet him. They collided in another violent shockwave. Slamming her fist into his jaw and pushing him away from the town, they cartwheeled in a violent mesh of limbs over the island. An errant punch sent him soaring away from her and towards a nearby hill. Shooting after him like a missile, Carol carefully landed on the hill, glancing around rapidly. He came careening towards her with a wordless howl, in his hands a thick tree branch which he had slung behind him like a bat, preparing to land a strike to the side of her head. Ducking under the first swing, she fired a photon blast, burning away half of the branch, which rapidly caught fire. Her enemy skidded to a halt a foot away from her, delivering a savage uppercut with the branch which had her staggered and slamming into a nearby rock. Landing on her chest, Carol picked herself up on her hands as he tossed the burning branch away. "I was bred to be nothing but a saviour. Trained my entire life by my own mother for suffering and death. I earned this power. Where did you get yours? Because of some Alien DNA?!"

He lifted himself slowly into the air above her, before flying diagonally down towards where she was crouching. They met in mid air, flying and dodging around each other as they traded blows once more, each landing a few hits before the other flew to one side, dodging the blow. Finally, Carol struck him in the chest with enough force to send him flying. She soared after her quarry, smacking him once more away from her. With her fist already cocked back, she slammed him into the ground with a third strike. Shaking his head, he turned and flew away from her, Carol in pursuit. They soared over the island, his cape billowing behind him as he led her on what felt like a wild goose chase. Still she followed him through several sharp turns, taking care to never lose sight or let him escape the island. Finally, she caught him, wrapping a hand around his throat and punching him repeatedly in the face. Blood coated her knuckle as a sheen of red covered his nose and jaw. With a sharp kick, he forced his throat out of her grip and punched her in the head, and caught her own fist in his free hand. Thinking quickly, Carol fired a point blank photon blast into his chin. Sending him flying with the blow, she shot after her opponent, grabbing the end of his cape.

He let out a stunned shout as she pulled him down. Glancing down at the small group of onlookers who were all peering up at them, Carol began to fly in circles, spinning him around by the cape as she went. She released him after a half a dozen spins, sending him flying. A huge green skinned beast broke away from the circle, rushing after him and, to her shock, leaping into the air. Wrapping a meaty arm around Sentinel's cape, the green figure dragged him towards the ground. The pair slammed into the ground a few hundred feet from the rest of the heroes, who were already rushing towards them. Carol soared over their heads, wrapping an arm around the body snatcher's neck from behind as he slowly picked himself out of a crater and a second hand under his arm, pinning him in place. The green creature glared at her, letting out a roar in their foe's face, fist cocked like a piston. The rest of the group continued to rapidly approach their position. "Friends of yours?" he asked, smirking at the green monster who snarled in return. His eyes rolled back up towards her, meeting her gaze. "If you care so deeply for these Avengers, hero you can grieve their deaths with the rest of the world".

"No," she hissed, "give my baby brother back his body!"

"Why? You can't stop me without killing him! Now Choose!" with those words, he snapped his head back down, almost tugging her off her feet as she struggled to hold him in place. Eyes once more a shining crimson, he launched a burst of heat vision towards them before Carol could do more than shout a warning. The one dressed like Captain America moved in front of the group, hoisting his shield out in front of them. The green one moved swiftly to intercept. The energy collided with the beast, sending him staggering back towards the others hiding under the shield behind him.

–AoS–

Peter took a deep breath, standing at the end of the ramp. He could hear the excited shouts and hissing of the crowd. Logically he knew his powers would keep him safe no matter what was out there, but still that didn't settle the sudden nerves in his stomach as the announcer patted him on the shoulder. "Good luck out there, kid". The middle aged man slapped him on the back. "Cool costume. Maybe you've got a future in this bus. But don't mind the name change. You're going to thank me one day if you want to go pro".

"Name change," Peter hissed, "No, wait up a sec-" the man was already gone, ignoring his protests. Great, he's gonna give me something stupid like buggsy.

"Ladies and gentlemen, boys and girls! Good people of the greatest town on earth! Your undefeated champion, Joseph 'Crusher' Hogan has lived up to his name! Seven opponents, seven men crushed! Yet something tells me this next enemy will prove too much, even for the king killer! Making his debut, hailing from an Astonishing land of wonders and fantasy, comes the true eighth wonder OF THE WORLD! He's horrific, he's a figure of terror, and he's AMAZING! My fellow New Yorkers, it is with great honour that I give you the Crusher's nightmare; THE SPECTACULAR SPIDER-MAN!"

Almost buying into the hype and wishing he had entrance music, Peter stepped out onto the lamp. The crowd erupted into a mix of boos and hisses, scattered confused applause mixed throughout. Peter stared up at the ring. Pacing back and forth in the centre was a massive figure in black wrestling trunks. The bald goliath easily stood over six feet, towering over Peter himself. He threw back his head and laughed, pointing at Peter and encouraging the crowd in their boos. Peter stood in place, deciding to put on a show. Breaking into a sprint, he leaped over the ropes and into the ring. The arena fell silent for several moments before the onlookers broke into a tumult of cheers. Peter grinned underneath his mask, before curling his fingers several times, telling the bigger man to come and get him. The enraged Crusher lunged forward, attempting to lock him in a hold. Peter ducked, jumping back with a flip out of the way of another grapple. Crusher roared as Peter sidestepped a punch. "What the hell are you doing?" he roared in Peter's face. Peter laughed.

"I'm just staying away from you big boy. Nasty breath you got there!" Crusher slung a wild haymaker, which Peter ducked under, jumping back onto the middle rope. "In all seriousness, though, I'm sorry. Nice nappy. Did your mommy pick it out, or your daddy?" The crowd were in a frenzy by now, loving the high flying antics and trash talking. As he jumped down from the ropes and moved towards the middle of the ring, Crusher lunged, Peter sidestepped him once more, and as his opponent turned towards him, slung a fist into his jaw, holding back as much of his still unknown strength as he could.

Crusher Hogan hit the mat with a thud, lying in the centre of the ring. Stunned, Peter looked between the man at his feet and his still cocked fist. A referee appeared, counting down from ten. The crowd let out stunned shouts as the referee raised Peter's gloved head into the air. The announcer called the match, and as Peter rolled out of the ring, ran towards him. "Brilliant, kid! Bloody Brilliant! Spectacular for sure, Spidey!"

–AoS–

Gritting her teeth and preparing for the worst, Carol waited for the screams. And yet, none came. Even the strain on her arms seemed to slacken. Opening her eyes, she was taken aback by what she saw, almost losing her grip. Nate was no longer maintaining the burst of heat vision. A red headed girl about his age was crouched in front of him. The girl had her eyes shut, and her hands rested on either side of Nate's forehead. Faint pink light was glowing between her fingers. To Carol's shock, a blue-skinned boy with a tail and elf ears stood behind the newcomer, a gloved hand with three fingers resting on her shoulder. Nate's eyes, once a vibrant, warm blue, were now a vacant milky white. Do not let go of him. Much to her own shock, Carol had no idea from where the sudden thought had come.

–AoS–

Nate's mind was a raging inferno. Apart from her own, there were three consciousnesses in here, two of which were fighting against the third for dominance. In the roiling of chaos, it was impossible to tell where one began and the other ended. Wandering through her friend's breaking mindscape was like walking through New York City after a bomb had gone off. All around were crumbling buildings, the decaying skeletons of once great skyscrapers. Central park had overgrown its bounds, encompassing the entire heart of the city. Violent winds and gargantuan tidal waves lashed the shore. As she trudged almost aimlessly through the streets of the city, two figures battled in the sky over her head, one wearing a black suit and red cape, the other identical though its suit was blue with red boots. She made her way through the city, following her instincts. Every so often, the entire city would rumble with the force of the brawling titans. Still she moved, never increasing her pace. She felt the confusion of the blonde, and sent her a gentle telepathic reminder not to release her hold on their friend.

Finally, she arrived at a large building labelled 'Metropolitan-General'. Unlike the rest of the city around them, this building was still perfectly intact. An ambulance was parked outside the door. Why a hospital? She wondered as she stepped towards the doors which slid open at her approach. As she made her way into the waiting room, her surroundings shifted. A memory. No longer in the hospital, she was now in a dingy room. A small boy sat curled behind the door, crouching low. In his arms was an even smaller child. There were tear tracks running down his cheeks. Downstairs, she could hear shouting followed by a sudden noise like smashing glass. The smaller of the two children let out a high pitched wail even as the boy attempted to sooth it, wincing at the sound as he did. Jean knelt near the boy, reaching out a hand to touch him. Pulling it back an inch from his hand, she smiled softly. "Thank you for being my friend". Standing up, she made her way towards the now rattling closet door. Pulling it open, she stepped into the white light, casting a sad glance back at the children as an enraged blonde man came barrelling into the room, shouting profanity.

–AoS–

He stood in a line with the rest of the amateurs. "Well here you go, boys. There's your cut". Each of the men was handed a $100 bill. Peter frowned, staring at the money as the rest of the group left the tiny office. The grey haired man looked up, raising an eyebrow. "What's the matter, spider, don't like my money?" Peter found his voice, glancing up.

"So, this, this is it? This is the prize for winning? I guess I just thought there'd be more?" the old man laughed.

"No, Spidey, that's what you get for participating. You're an amateur, a free agent. You're not an employee, so that's what you get. Aunt may needs that money! This is never going to be enough!

"That's not fair!"

Tough Luck, kiddo. You want fair? Stay in school". Peter glared spitefully at the other man, turning around and stalking out of the office. He slammed the door as he went, cracking the glass as he went. He had made it to the stairwell and was about to ascend when he heard shouting from behind him. "Stop! Hey, kid, stop that guy! He's a thief!" Peter turned around. A scruffy looking man with dirty blonde hair was running in his direction. In one hand was a pistol he had pointed at the floor, in the other a sports bag. As the man ran, notes trailed out of the bag. Behind him trailed the manager, blood running out of a cut in his forehead. Peter stepped out of the way, allowing the thief to run past and up the stairs. The manager swore, slamming his hand against a nearby window as he screeched to a halt. "What was that about? Are you soft in the head or something kid. He's gonna get away - with my money!" Peter stared at the man coldly through the mask.

"Tough luck". With that, he made his way upstairs and into the night.

–AoS–

Once more, as she stepped through the light, Jean found herself standing in the hospital. Following her feet, she made her way down narrow corridors, glancing around at nurses, doctors, and patients all frozen in the middle of their daily routines. A flash of white rushed at her from the far end of the corridor. She raised a hand to shield her eyes from the stark brightness of the light. Lowering her arm once more, she found herself standing in front of a squat brown building. The young boy from before was stood on the porch with a woman with dirty blonde hair. There was a small bundle in a basket perched next to the boy, who was crying.

"Oh, would you just shut your face?!" the woman raged at the boy. "Just like your worthless father, you are. Always sobbing when things don't go your way. Well don't forget, kid, he's the one who dumped us! He left, not me!" Jean winced as the woman spun on her heel, heading down the stairs and striding without looking back past where Jean was standing. The boy's cries turned into a long, mournful keen. Jean felt tears prickling in her own eyes. The door to the orphanage opened, a white light emanating from within. The boy and the baby in the bundle were pulled almost gently into the light, Jean following instinctually.

–AoS–

The boy was older, now. About five. He and the girl, now around three, were stood in front of a bus. The girl was crying, the boy having wrapped his arms around her. A kind looking woman with silver hair and brown eyes stood next to the bus. "Nate," the woman called softly. "Time to go." Nate pulled away from the girl, grinning down at her.

"I'll see you soon, Lexi. Promise. I'll be home by the end of the day. If you like, I'll teach you whatever I learn". The little girl glanced up, sniffling. She silently reached out a hand, pinky extended. Nate grinned at his baby sister, linking his own pinky with hers. Silently, he stepped up onto the school bus, the orphanage matron running a hand through his hair as he passed and stepping back to take the hand of the little girl in hers. The bus doors slammed shut, the boy sitting in the very back seat, next to a blonde girl with a headband pushing her hair back from her eyes. As it rolled away from the orphanage, the boy tilted his head back, watching the pair standing in the yard until they were out of sight, before turning to the girl beside him with a friendly smile and wave.

In a flash, Nate was leaving the orphanage with his sister and the sweet doctor who had agreed - finally - to adopt both siblings. Jean had watched, a mix of brokenhearted and fond, as her friend refused adoption after adoption. He would not leave, he had vowed, without Alexis. For reasons neither sibling truly comprehended, Didi Thomas had agreed to the demand. They left the sad little orphanage behind, taking up residence in the Doctor's Manhattan apartment. That first Christmas, which Didi had planned to be a family affair, had turned rapidly into a chaotic mess, Nate insistently inviting all her neighbours, as well as Gwen Stacy from school and her family. Doctor Thomas, exhausted by the screaming fights, had simply grinned and bore it, understanding that the boy needed this. Needed to test her limits, to know she wouldn't leave. That she would never abandon Alexis.

–AoS–

She moved ever closer to the centre of the hospital, not fully understanding how she knew where to go. He was older again, now. Faces flashed through his memories, people came and went. Steven, who loved his mother. Betty and Ned. Peter, Violet, made of ones and zeroes, yet still family. More a sibling or child then a digital servant. Kitty and Kurt. Bobby. Jean, with her fiery red hair, and sad green eyes. Jean, who needed a friend. Jean, so much like himself, it hurt. Throughout it all, they were there, without fail, even as the others fell away; Alexis, Didi, and Gwen. the people who loved him unconditionally. The three people who he knew would always be there. There were others who stood out from the pack as well, others who had left their permanent mark. Frank Tyson, the father who had ran. Cassie Robertson, the mother who had abandoned her daughter on a doorstep. Arthur McNorman - Victor von Doom - the teacher - the mentor - who had tried to kill him. The people who had broken his trust, had taught him betrayal, and fear, and hate. Yet, they, like Didi, and Gwen, and the other Avengers, had shown him the way. Had shown him how to be a hero.

She pushed open one last door. Here the memories were the brightest, as though he was most clear on these. As though he was sure he knew he had done right.. Cats rescued from trees, and handed back to little girls who reminded him painfully of Alexis. People rescued from burning buildings, or hostages saved from bank robberies. Everyone from his first save to the last, all here, all crystal clear. Logan had told her once that they all blended together, the people whose lives he had saved. And yet, here it was, proof the opposite could be true; Nate remembered them all. This, she understood, was in the centre because this was what Kevin had placed most at threat. This protection for the world and its people. This legacy. The room shook violently. The blue clad figure who had been brawling with the other in black above the city had come flying through the roof, slamming into the floor mere feet from where she stood. The man glanced blindly towards her, not seeing. His blonde hair was longer, and matted in several places. The black and red crest on his chest was smaller, and somehow less bright. His blue eyes were colder than she had ever seen them. Before she could do more than to call his name, the second figure came streaking through the hole in the roof.

The black clad figure, with his brown eyes and black hair, face rounder than the other, looked like a younger version of Moira MacTaggert. Unlike the first, the second could see her as she stood facing them. He smirked at her, holding a finger up to his lips as he lunged at her friend, who ducked under the haymaker.

–AoS–

Peter came jogging out of the arena, having put his jeans and jumper on over the suit. The street had been illuminated by cold flashing red and blue lights. Peter rushed across the street towards the library, where the lights were coming from. He made his way towards a crowd of people tightly packed around the doors. Pushing through the crowd, Peter gasped, tears burning his cheeks. He dived past captain Stacy as the man called his name, trying to pull him back, shouting "That's my uncle! It's my uncle, dammit!" he dropped to his knees beside Ben Parker, who reached out a hand weakly to cup his cheek. "Peter," the man rasped, blood coating his neck. "Tried - tried to find you, son. Tell May - Tell May, I'm so sorry". The tears would not stop coming now. Peter buried his head in his uncle's chest, wishing the world would fade away. As he clung to his uncle, he felt like a child who had just lost his mother and father all over again. Ben tracked his fingers through Peter's hair.

"I'm sorry," he breathed, knowing the words were not enough. They could never be enough, never again.

Ben shushed him. "Pete, not your fault son. Never your fault. Look at me, son". Peter lifted his head. Ben smiled. "I remember the night Richard and Mary had their accident. I'll never forget it. The night my brother died, and the thing I remember the most is you. Not how lost you looked when you were brought to our door, but how strong you were. How brave you were. You even comforted May". he let out a wet chuckle. "You're my hero, Pete. I know you're going to do great things. Always remember, with great power there must also come…great - great responsibility. Remember, son". Peter nodded. Ben Parker smiled, leaving the world with his nephew holding his hand.

–AoS–

Once more wearing his suit, Peter stood on the skylight looking down on the Connors' lab. He clutched the police scanner tightly in one hand, listening for any word on his uncle's stolen car. I'm doing this for a good reason, the right reason. Great power, great responsibility. He unlatched the skylight, lightly dropping down into the lab. Creeping over to the counter with the bio-cable on its spindles, he grabbed four spare canisters of the stuff, pulling off two of the spindles. Retrieving the braces and metal tubing from his bag, he made his way over to the nearby welding table, slipping the protective mask over his face. An hour later, having cut a thin hole through the fabric of his gloves, he strapped the improvised web shooters to his wrists, pulling his gloves back on over them. Pointing his right wrist up at the ceiling, he felt for the switch under his glove, grinning when the white cable shot out of his hand, latching onto the side of the hole. Pulling himself up on his web, he removed his civilian clothes, revealing the suit underneath. Pulling his mask back on over his head and tugging the hood over his head, Peter silently strapped the police scanner to his waist with a glob of web, rushing to the edge of the roof and aiming for a nearby building. With a whoop, he sailed through the air, taking a deep breath before the web did its work, latching onto the building and allowing him to swing over the city street. He would find this man, he promised himself, and deliver him to the authorities. He would not let Ben down. Great power, great responsibility.

–AoS–

Haymaker having missed, Kevin MacTaggert struck her friend in the stomach with a swift kick. The force doubled him over, allowing the mutant to land a blow to his chin, sending him careening backwards. Unable to physically interfere, it was all she could do to shout her friend's name in a desperate attempt to wake him up as MacTaggert stalked towards him, declaring vindictively. "This is my world now. My body, and my life. This is my planet". He lifted Nate into the air, punching him into a nearby pillar, which shattered into plaster and dust as he slammed through it. "My people now!" he strode across the room, sneering briefly in Jean's direction as he returned his attention to her dazed friend. Standing above Nate, he growled out, "and I will not let you hurt them anymore!" Jean shook her head, running over to Nate and desperately trying to lift him up, even as she knew she could not touch him.

"Dont you dare listen to him, you hear me?! You're not hurting anyone! You're sentinel, you're Nathaniel Thomas! My best friend, the first real one I ever had! You are so much stronger than Kevin MacTaggert! Its not because of the suit, or your powers. It's because of you! You always had the power to stand up to people like him, Nate! Even when you were a scared little boy whose father walked out, you always put other people ahead of yourself! Nathaniel Thomas is not special because he's Sentinel, Sentinel is special because he's Nathaniel Thomas! Now fix this!" As though he had heard her - even for the briefest of moments - Nate pushed himself off the ground feet first, flinging himself at MacTaggert. He barged the other man in the stomach, sending them both flying across the room. Kevin skidded along the polished white floor, Nate rising to his feet as MacTaggert's head smacked into the wall.

MacTaggert glared at her. "What have you done to him? What did you do?!"

"Reminded him," she grinned.

"No matter," he rasped, "I'll take another body. The blonde woman perhaps. If she can beat him, her body should last longer than his anyway. Your friend's carcass shall lie dead at my feet. you and the rest of the people of this planet shall kneel as they beg for my mercy!" Jean turned to nate, who was stood across from the now once more standing MacTaggert.

"Nate, Nate listen to me!"

MacTaggert's eyes glowed red, followed immediately by Nate's. The beams of heat vision slammed together halfway between the duelling men, who circled one another, both now ignoring Jean. The beams released a high pitched hissing hum, like the droning of a thousand bees. Jean stepped back, cautiously avoiding the heat as the two continued to prowl around like dogs fighting over a bone. At once, the beams dissappeared as the two halted their attacks at once. MacTaggert glared harshly at her friend. "I let you go once before. This time, I'll stop you forever". He threw himself at Nate, the two disappearing through a hole in the wall.

The pair slammed into the water of a fountain at the back of the hospital in a tangle of limbs. Jean rushed after them, desperately trying to think of something to do.

–AoS–

We have four cruisers headed south after the suspect on I-495. Peter backflipped in mid air, firing a web out and allowing himself to be pulled through the air. Sticking to a flagpole on the side of a building, he scanned his surroundings. There! That's the one! Leaping through the air, Peter started to swing towards the street mentioned on the dispatch, swinging over a backlog of traffic as he flew towards the stolen car. He propelled himself forward through the air, moving closer to his target. Thinking rapidly, Peter fired two weblines to the highrises on either side, pulling back and sling shooting himself through the open sky. The street rushed up to meet him, and he slammed down onto the hood of the car. The roof buckled underneath him, and the driver swore in surprise. The car swerved violently and veered to one side, Peter clinging fiercely to the surface. Peter pulled himself up the hood of the car, smashing the windscreen with a single punch and webbed the driver into his arms. Leaping off the car, he slung a web to a nearby window above their heads as the car careened off the bridge and into the water below. His passenger screamed the entire journey as they slung through the city. Peter deftly tossed the carjacker through the highest window of an abandoned warehouse, landing on the windowsill and crawling up to the dark ceiling after the cowering criminal, who had run to the other side of the room, and now looked around in terror, fingering his weapon.

–AoS–

As she ran after them, the two men stood in the water of the fountain, once again trading beams of heat vision. This time, as the beams clashed, MacTaggert lowered his head slowly, forcing Nate to do the same, the two beams veering wildly and slashing through the water beside each man. The heat boiled the water and sent plumes into the air. Without wasting a moment, the two came together once more, Nate catching MacTaggert's jaw with an uppercut which staggered the other man. Kevin ducked under her friend's next wild swing, before popping back up and delivering a punch to the side of Nate's head, sending him reeling back. MacTaggert attempted to follow through with a finishing blow to Nate's temple from the other side, though her friend managed to block the strike, catching MacTaggert's arm and briefly pinning it above their heads. Taking advantage, he slammed Kevin in the neck, sending him to the ground, where he caught himself with one arm. Now running on fumes, neither man bothered with finesse, simply continuing to brawl in the water. Jean rushed over, knowing she had to act fast. Closing her eyes and opening herself to her full telepathic mind, she called out across her friend's memories. She knew now she could not do this alone, no more than Nate could. They had to work together. All of them.

–AoS–

He crawled along the ceiling, silently watching the thief as the man stood hyperventilating in the dark. The man made a break for it, rushing towards a nearby door. Peter flung out a wrist, pulling the door shut and sealing it with a glob of web. The carjacker fired a bullet at the door in an attempt to force it open, before turning around and unleashing a hail of fire into the room. Peter whipped the gun out of the other man's hand with a string of web, crumpling it into a pretzel in his hands and tossing it onto the ground in the pale moonlight where he was sure the man would see it. The other man whimpered. "Please," he wailed, stepping back and casting his gaze once more around the room. Peter felt cold rage bubble up in his stomach. "Please, sir. Mercy!"

"Mercy?" Peter replied, tasting the word on his tongue. "But you didn't show any mercy to the man who owned that car you stole". The man ran backwards, almost pressed against the wall.

"Where are you, you freak?!" the man screamed. Peter smirked coldly behind the mask as he crawled halfway down the wall.

"Right here" the thief jerked around, and let out a scream, recognition alight in his eyes. No! Peter screamed internally. It's HIM? That loser from the Wrestling match?! I should never have let him go! Stupid Parker! Ben is dead, and it's because you were an angry, spoiled kid! Unaware of the inner turmoil of his hunter, the thief continued to scream, rushing backwards away from Peter as quickly as he could. Too late, Peter noticed the danger, firing a web just in time to sail over the man's head as he shattered the window behind him, falling to his death. Peter dropped down to the floor, rushing over to the broken glass. Peering down, he saw the cruisers screeching to a halt, illuminating the killer's broken body far below. Peter gripped his head, letting out a muffled scream. The back door slammed open. Captain Stacy barged in, followed by detective Kathryn Phillips, who Peter vaguely recognised from Gwen's christmas party the year before.

"Freeze, Police!" his best friend's father shouted. "On your knees, you're under arrest for manslaughter!" making a split second decision, Peter leaped through the open window, web slinging away over the cruisers below.

–AoS–

The two men in the fountain lunged at one another, MacTaggert letting out a howl. Nate backstepped, avoiding his swing, though Kevin was able to wrap an arm around the latter's head, dragging it down to his waist, tugging Nate around in a circle. The pair stood in the water once more, MacTaggert with an arm around Nate's neck, who had wound a hand around the arm, trying to tug himself free as Kevin prepared to punch him in the head. Nate somehow managed to grip the second arm by the wrist, forcing it out straight over MacTaggert's head. The two twisted and wreathed, Nate forcing his way out of Kevin's grip, bending the other man over and applying pressure to his arm as he shoved him down further.

"You have to fight it!" Jean shouted, now surrounded by pale ghostly figures of thousands of friends, loved ones, and strangers alike from the memories she had viewed. Each one was softly chanting Nate's nate, like a hymn in church, eyes closed as they prayed for their protector to be delivered. Jean's own eyes were also closed, though she knew that beside her stood Didi and Gwen, the former resting her hands on Alexis's shoulders as the little girl stood at the front of the procession. Each one lent their voice to hers, desperately trying to grant their strength to Nate as he struggled with MacTaggert. Scott, Kurt, Bobby, Kitty, and Warren Worthington were just behind her, the Avengers stood in a semi circle around them. The blonde who had wrapped her arms around MacTaggert's neck was floating above her. Jean opened her eyes, taking them all in before turning back to the conflict playing out before them.

MacTaggert, freed from Nate's hold, spun around, delivering a powerful blow that sent Nate pinwheeling across the fountain and slamming into the water with a splash. He had barely managed to sit back up when MacTaggert was upon him again, delivering a running kick to his chest which sent him face first into the water. Rolling away, he pushed himself to his feet, only for MacTaggert to drive a fist into his face and force him back down. "Nate!" she shouted desperately over the humming of the others, "you have to beat him! If you won't do it for yourself, do it for them! Your sister, your mother. Gwen and all your friends. The people you saved. All the people who love you! People he will kill if you don't find a way to stop him. Gazing out across the courtyard as though he could somehow see them all, Nate grit his teeth.

He rose to his feet, blocking the next punch with his elbow, and punching his foe in the jaw. The force of the strike rippled out across the courtyard, shockwaves reverberating off the buildings. Jean felt a powerful gust of wind whipping at her hair. Kevin, with his head bent over, staggered back. Nate pursued the other man slowly, Kevin pushing himself back to his full height and smacking Nate on the cheek. The blow snapped his head back, though he paid it no mind, snapping back to glare at MacTaggert. He returned the punch, almost dropping the other man completely. MacTaggert lunged in retribution, swinging wildly like a jackhammer. Nate ducked the strike, moving behind Kevin and slamming him with the top of his wrist in the chin, sending MacTaggert into the air and sprawling back into the water. MacTaggert did not move further. Jean beamed. Nate took a moment to catch his breath before rushing over to the fallen Kevin, wrapping a hand around his throat and lifting him above his head.

"Now," her friend growled, "get out of my head".

–AoS–

She felt Nate shift in her arms, the redhead pulling her hands back from his forehead with a sigh. Her baby brother slumped forward, huffing softly. His entire body trembled violently, and Carol tightened her grip to keep him from falling. A purple vapour rushed out through his pores, and she heard herself gasp in horror. Within moments, a floating translucent figure hovered above them, snarling. The gaseous figure let out an enraged shout, flying towards her friend. Before Carol could react, the girl and the blue-skinned boy were joined by four more teenagers, all of which stood protectively in front of them, the redhead in the centre at the front. She was glaring at the figure, hands held out in front of her. An aura of pink energy erupted around the gaseous figure.

"You'll get no more host bodies," the girl told the creature coldly. "Not while I'm here". A low moaning howl filled the air, the creature slowly fading away on the wind. Nate gaped up at her.

"Carol? That You?" he whispered. She nodded, tears in her eyes.

"Yeah, kiddo," she promised with a wobbly smile. "It's me. I'm here now. I'm not going anywhere". He nodded absentmindedly.

"I think you punched the evil mutant out of me,"her young friend rasped, paraphrasing her own words from their first encounter. Carol laughed through the tears, wiping her eyes with her free hand and patting her friend on the chest. He grinned up at her before tilting his head to regard the redhead.

"Thanks, Jean". The girl nodded. With a blissful smile, Nate leaned back. His head dropped onto her shoulder as he passed out.

–AoS–

Xavier institute for gifted youngsters, North Salem, New York

Monday, October 1st, 2012 8:51 AM

They stood beside the front gate, neither feeling the need to break the peaceful silence as they prepared to say goodbye. Carol grinned at him as she gazed back at the mansion, where Kurt, Jean, and Scott could be seen sat on the front porch. The half-kree leaned back against the stone pillar. Her eyes flickered back towards him, her smile widening. Nate raised an eyebrow, "what?" he asked as she grinned.

"Those are some pretty good friends you got here, BB" Nate grinned. He turned back to the others, throwing up a hand to wave as Kurt spotted him. The other boy eagerly waved back, whistling as Nate laughed and scott covered his ears. Still laughing, he turned back to regard Carol.

"They're the best," he replied. Chuckling, she slung an arm around his shoulders, and together they stepped out into the forest, wandering down the path to the road. "I'm going to miss this. You". she smirked.

"Maybe not. I was thinking I might stick around on Earth. At least for a little while. After all, this whole 'Avengers' thing you lot have got going on down here sounds pretty fun". She laughed at the expression on his face, reaching out to gently close his mouth as she stepped back, lifting slowly into the air. He stepped back as well, waving her goodbye, a weight lifted now he knew she would be close enough to see when he needed her. As he turned back towards the school, and she angled her flight path south towards the city, her voice pulled him up short. "Hey" she called back, turning back as she hung in mid air, "don't forget to thank that Gwen of yours!" he nodded, waving goodbye as he walked back towards his friends.

A/N: There we go, another chapter finally finished. Only about nine to ten thousand words longer than I assumed it would be :). And we now have Spider-Man. Peter's suit took a lot of inspiration from that of Miles, mostly because I love the blend of black and red, but also because I don't see a version of Miles entering the story, except maybe through multiverse shenanigans. That, and in this timeline, the red and black fit the Black Widow that Peter specifically based his suit off of. If we get Miles long term, Pete can alter his suit. I also added the hoodie from Spider-Gwen to differentiate from Miles, plus I always found the hood cool.