Hey everyone. Umm, I know I have 'Proxy' up and 'Love the Way You Lie' has a few more chapters left before it's officially completed...but this story has been bugging me just as much as those two have put together. I know three stories may seem like a challenge, but with summer coming up I won't have much to do so writing seems like a great alternative to boredom. I mean I will see my family and friends and stay on top of everything for sophomore year next semester, but other than that...yeah, so here's a new story! I decided to name it 'Under the Mask'. Any Spider-Man fans out there? Ha, I know I am and so stoked for the new movie coming out on May 2nd, but...yeah, that's where I drew inspiration to write this story! It won't follow the plots of the movies that have come out, but it's AU with Spider-Man!Kendall. We will see common baddies, see Oscorp tower and the beautiful city of New York, but also a specific baddie. Now, even though I'll have other characters mentioned, like Carlos and Logan, Katie and Mama Knight, the characters (and pairing) that will be the main focus of this story is Kames, A.K.A. Kendall and James. James is sort of Kendall's tech genius in this (because all of us know that behind that pretty face is a brain, and brilliant one at that) and the only person who knows Kendall's other identity as Spider-Man, meaning the two's bond is just like that of in the show but more intimate. There's a more detailed summary of the story up on my profile, but for now please read, tell me what you think and enjoy! I've tried writing other Spider-Man!Kendall stories before and had deleted them due to being a little scared of writing them, but now I think I can do it! I would like to dedicate this story to Dani-chan, Sara-chan, Ajay-chan, Erika-chan and Shani-chan! Thank you five for everything, and also thank you to everyone who has supported me over the years! Hope you're enjoying 'Love the Way You Lie', are getting into 'Proxy' and now eager for 'Under the Mask'! Read and review and enjoy, thank you again! Disclaimer: I don't own Big Time Rush! I just love them and writing stories about them, particularly AUs! I also don't own Spider-Man or any of other Spider-Man related characters! All I own is the plot of the story! I highly doubt I'll use any of my OCs in this one, so sit back and enjoy the first chapter of 'Under the Mask'! I hope to get a decent updating pace for my current stories once college smooths over! Be ready, a mix of BTR and Spider-Man heading your way! :)

The young woman screamed into the man's hand, he ripping her purse off her shoulder and holding a knife to her throat. The man, a sleazy asshole with greasy hair and a sharp hook for a nose, grinned cruelly at her and began unbuttoning the first few buttons of her soft baby blue blouse; the woman's dark brown eyes grew wide in terror, rich chocolate skin going bone white as the blood drained from her face.

"N-no, please stop!" She choked out behind his hand, trying not to suffocate from the intense stench of cigarette smoke clinging to his clothes while trying to lash out. If she nailed him in the groin, he would go down like a boulder and not be able to recover in ten seconds.

The man merely chuckled though, as if her attempts to escape tickled him pink, his yellow teeth clear in the dim lighting in the alley. "Sorry princess, but that's what happens when you walk the streets at night alone..."

"And this is why you don't get dates, dude."

The woman whimpered as the man pulled her away from the wall and held her close to him, the knife still at her throat though his cold blue eyes were searching.

Searching for the person who had talked back to him.

"W-who's there? Come out and show yourself, punk!"

"Didn't Mommy and Daddy teach you how to properly treat women?"

Whoosh!

The woman gasped as a rush of cool air engulfed her and her assailant, followed by...a sticky mess of web meeting the guy's mouth.

The man doubled back and released his target, trying to claw at the sticky, stringy mess of threads over his lips only to have his back meet the nearest wall.

"Humph! W-where are you!?" The man tore at the web and spat to the floor, the woman with dark brown eyes clinging to the nearest, broken streetlight.

"Where are you?!"

"Here kicking your sorry ass, buddy." The woman gasped and tightened her grip on the streetlight's rusted neck as a thin, lanky body in red-and-blue spandex suddenly appeared from the shadows overhead, the young man landing on all fours with the grace of an acrobat.

Her eyes took in his swift movements, just how quick and nimble he was on his feet as he fought with her assailant. Every time a punch was sent his way, he would block with ease and develop a punch of his own into the man's stomach; every time the greasy-haired man would try to lash out at his enemy with his switchblade, the masked hero would leap out of his line of assault and retaliate from behind. All she could hear clearly was her assailant's shrieks and yells of pain, followed by the whoosh!-ing sound of web nets flying through the air. She was in awe by the sight of the masked man, moving and dodging and fighting back with a gentle fierceness to him.

It was like watching a figure skater giving it his all, or a wild lion protecting his pride from harm.

Either way, it was beautiful to her.

In really no time at all her assailant was unconscious on the cold, hard metal ground bound nice and tight in a web cocoon. He only had a few bruises to his name, nothing major since her hero was a man of politeness, and his switchblade had fallen to the sewers during their scuffle. He had a shot of web over his mouth again, and was hanging upside down like a caterpillar from the nearest fire escape; the masked man, a large black spider clear on his chest, got rid of a crick in his neck before turning to the now relieved-looking woman. Even with the mask on, she could feel his own deep, warm eyes staring into her dark brown ones.

"Ma'am, you okay? He didn't hurt you did he, the cops will be here soon to pick up the trash. They always do patrol around here at eleven." He said, his voice soft and welcoming; it was nothing like the sharp, cocky droll he had been using just a few minutes ago.

The woman zipped up her long trench coat over her blouse and black skirt, nodding as she ran a hand through her hair "Y-yes, thank you. You...y-you are Spider-Man." She managed to work off her tongue.

Spider-Man let out a light chuckle, she oblivious to the smile he had under the mask. "Yeah, your friendly neighborhood Spider-Man! I'm glad I got to you when I did, but you shouldn't be walking around here this late, ma'am. The creeps and stalkers like to come out at night." He said, a smile touching the woman's face at his attempt to cheer her up. It worked, since the heavy weight she had felt crushing her torso began to dissipate.

"I know. I usually don't come home from work this late, but a job in New York can be brutal." She said, making conversation.

"I know the feeling." Spider-Man responded, she unaware of just how true her statement rang to his ears.

'It is hard, not only keeping down a job in this crazy city but also having to deal with Jameson slamming me every day in the Bugle.' He adding mentally as an after-thought, his train of thought soon lost though when he caught the sound of police cruisers approaching.

"Well you'll be in good hands from here, ma'am. Tell the chief I covered the easy part for him, now all he has to worry about is the paperwork." A string of web left Spider-Man's right wrist as he waved goodbye before taking off into the night, the woman smiling brightly through the rain now beginning to pour down hard, she waving frantically at the hero's retreating back.

"Thank you, Spider-Man!"

Even with the roar of thunder in his ears and the cruisers' sirens growing in volume, Spider-Man smiled again at the woman's words.

'Anytime, Kelly.'

-Page Break-

James Diamond jumped a little when he heard his bedroom window creak open, his soft hazel-green eyes leaving his glowing computer screen to take in his best friend Kendall Knight working himself to the carpet floor carefully. The dirty blond had pulled off his mask and stretched out his long, thin legs but looked a little put out; he had one hand pressed to his side, where dried blood glowed a sickly dark crimson in the moderate lighting of the room.

"Kendall...!" James said in a loud whisper, removing his laptop off his lap before he was on his knees at the shorter boy's side, fumbling with the first-aid kit he always kept under his bed.

Said blond smiled weakly up at the beautiful brunet, flinching when he felt the familiar, cleansing yet also numbing sensation of rubbing alcohol come into contact with his marred skin. "Ugh, creeper managed to nail me in the side while we were fighting. I saved Kelly though, she's safe now so that's a plus right?" He said, resting his head on James' right shoulder.

James rolled his eyes in a feign annoyed fashion behind his thick, whole-rimmed glasses, a soft smile on his lips though as he wiped away any excess rubbing alcohol before starting to bandage up the cut in Kendall's side. It wasn't too large, like one that would require stitches to heal completely, but it wasn't shallow either. This creeper got his best friend good.

"Yeah that is a plus, yet I would appreciate it very much if you didn't come home with so many cuts and bruises. Bandages and rubbing alcohol aren't cheap you know, that and because I suffer a mini heart attack every time you come looking like you were almost burned alive." He pointed out, a slight scolding tone to his voice now.

Kendall laughed it off though and managed to get to his feet on his own once James finished bandaging him up, both soon laying down side-by-side on James' bed with their eyes locked. "I know, the prices on things nowadays are ridiculous! Yet you try telling that to the baddies; you pissed off tops all of my scare tricks to the T, Jamie."

"Oh shut up, Kendy."

"What, it's true!" James laughed and elbowed Kendall in the side he didn't get a knife stabbed into him.

"Just shut up and sleep. I can tell you're tired, it's almost midnight."

"Wait, James what are you still doing up? We have school tomorrow." Kendall said, bright bottle green eyes now hazy as sleep started to get to him. Normally he would go to his own room to not bother James while he was working on his usual reports for Dr. Conners, but his body was heavy with fatigue and he knew that the brunet would scold him for trying to move and risk irritating his injury.

Plus James' bed was comfy and he didn't mind sleeping in the same bed as his best friend. It wouldn't be the first time they've shared a bed; they use to do it all the time back when they were still little kids in Minnesota, a habit that has been carried on into adolescence. The two were just very comfortable with each other, able to express their feelings for each other through physical contact and conversation much easier than other guys their age. Apart from Carlos and Logan, Kendall didn't know any other guys that were comfortable with showing affection like James.

Of course, more than just the thirteen-year old friendship drove their obviously close bond, but risking their relationship to explore a deep, even more significant aspect to their intimacy was something Kendall would rather not face. Not that he didn't ponder the possibility of him and James becoming more than just friends often, and with a certain gleeful hope in the mix, but that it was much too risky. He didn't want to lose James, as a friend and as a person in general.

Being Spider-Man had its benefits, but also drawbacks.

James got himself all comfortable against his plush pillows, smiling to himself when Kendall went back to using him as his own personal, full-body pillow. "I know, I was just checking my e-mail to find out the tour schedule for tomorrow. Being an intern to the famous Dr. Curtis Conners is rad and all, but having to keep up with showing people around Oscorp isn't a walk in the park. I swear, sometimes those who visit aren't even interested in his work; all they want is gossip about Norman or Harry." He said that last part with another eye-roll, Kendall smiling in spite of the slight pain in his side and breathing in James' vanilla scent.

"Hey, at least you're working for the great Dr. Conners. He seems like a pretty cool guy, so just ignore the haters and gossipers and go with the glow."

"I think you meant to say flow, Kendy."

"Yeah, I'm sleepy." Kendall mumbled with a yawn, James letting out a chuckle at this.

"Then go to sleep, genius. I'm done for the night plus you need to rest up for work tomorrow, too. The Bugle can't get all anti-Spider-Man without your pictures." Kendall scoffed at James' lame joke but smiled all the same as he closed his eyes and concentrated on James' breathing.

In no time at all the young hero was fast asleep, James' laptop screen going pitch black as he shut it down and turned off the other lights in the room. James pulled the covers over them both once his laptop was safe on the bedside table, removing his glasses and putting them away back in their case before he lost consciousness as well, the boys now partaking in the silence that had claimed their usually noisy neighborhood that night.