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Disclaimer: I don't own the Avengers or Danny Phantom

Prologue:

It hurt. It hurt so badly. Dulled sapphire eyes stared up at the gray ceiling above him. A shuddering breath made it past his bloodied lips. Suddenly he coughed, blood sprouting from his mouth. He turned his head and stared at the red mess a few feet away.

He drew a sharp breath as he saw blank chest nut eyes staring past him. He shuddered looking away with a trembling lip. He turned his head over to the other side and froze. Violet eyes started towards the chestnut eyes.

Danny stared at Sam's corpse for a moment before looking up into the ceiling. His eyes widened in horror. Hanging from the ceiling a pair of emerald eyes stared down at him. His mother had her mouth frozen in a silent scream, Jazz's face twisted in horror.

He began to hyperventilate. Death, death everywhere there was no escape. He twisted so his started at the wall his head was directed at and choked as he was dead blue eyes staring at him. Tears spilled from the corners of his eyes and he sobbed softly.

The creak of a door opening made him freeze. He turned over and the bodies disappeared replaced by the opening door at the other side of the room. He sat up and pressed against the wall, eyes wide with terror.

The door opened completely to reveal the shape of a man blocking the exit. The man was dripping with blood that stained his white suit. The man raised a large object and the whirl of a gun was the only sound.

Danny stared, terrified. He was a cornered mouse staring into the vicious eyes of a cat.

"Let's see how much you can stand Phantom." Green flooded his vision, pain, pain, pain.

So much pain! Make it stop!

Please…

Danny cried out his body flinching as he jerked awake. He looked around, sitting up. He was in a dark alley way. What had happened?

…

Oh right… he had… He shook his head, removing the unpleasant images from his mind. He was in Down Town New York, sleeping in an alley way. He sat up taking deep breaths; he hugged his legs a small whimper escaping him.

His dull blue eyes scanned the area around him, catching a few rats watching him from afar. He gave a shuddering sigh releasing the held breath in his chest. He felt the cold wind breath through the alley and blow through his hair. Danny shuddered slightly and carefully stood, taking the tattered backpack with him.

He looked around, always the paranoid one, and then allowed the white rings of light to consume him. It was only a second but the transformation was complete. His midnight hair was now snow white and he now sported a one piece black hazmat suit with white neck, gloves, belt and boot.

A black cloak hid it all from view, representing the shyness that had developed in the last few months, the fear of being seen and examined like a specimen. He floated up, his shoulders slumped in a stealthy position, neon green eyes scanning the area.

Then he disappeared, unaware of the camera watching him from below.

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