Hello, friends, and welcome to Chapter Twenty! I can't tell you how happy I am to be back writing again after so long away! Please don't worry; as I said in my update, I fully plan to finish this story, and continue on into a third part of a trilogy. Also, if any of you are My Hero Academia fans, please check out my new story The Cost, which focuses on Deku and Momo! As always, please don't hesitate to read and review, as I greatly appreciate the feedback, and thank you so much for reading!

Chapter Twenty

It was sound Peter was all too familiar with. Or, rather, a pair of them. The difference was in hearing them at the same time.

In his arms, the sound of peace. Carol wasn't asleep, but her exertions as Binary had worn her down to the point of exhaustion. Her breaths were steady, but shallow. She held his right forearm with a grip that didn't demand attention; rather, Peter suspected it was more to ensure he didn't go anywhere.

This month he'd spent in captivity had been a nightmare, and not solely on his body. Every waking moment Peter hadn't been concentrating on escape had been spent wondering about his allies, questioning whether they were searching for him. Especially after the first few days; more so once a full two weeks had passed. He was sure they had been at first, but the lives of superheroes are always complex, and Peter knew the rise of new drug kingpins, or the rebirth of HYDRA, or an intergalactic war might have shifted their focus.

Mostly, though, he'd been worried about Carol. How she would've reacted to his message. How she saw him now.

And now, on top of everything else, he'd said the words. Honestly. Truthfully. Yes, he'd intended them as a distraction, to give Strange the opportunity to clear her mind of the visions Mysterio's gas had shown her.

But he'd also meant them.

He'd wanted to tell her before she'd left with the Guardians, but he'd felt that would have been manipulative. Yes, of course go off with a ruggedly handsome space pirate and his band of misfits; oh, by the way, I love you, please don't leave me forever.

Then Octavius came, and Peter feared he'd never get another chance.

Octavius.

The thought drew him to the sounds on the other side of the cracked glass panel before him. The shouting, the crashing; the thunder of electrical discharge and the clang of metal striking metal.

The sounds of war.

On the other side of that wall, someone was fighting what remained of the Superior Six. And, for what he was sure was the millionth time, Peter was torn. He needed to get Carol out of there. He had no idea what damage using her Binary form had done to her body. She could've burned away all the benefits she'd gained from the Vita Rays, her cells breaking down again; or she could just be tired. He just had no way of knowing.

And, frankly, he wasn't really enthused by the idea of staying there himself.

However, if he left, there was more than a chance that Octavius would not only get away, but take at least one of the other Avengers down on the way out. Peter knew himself and his powers all too well, and knew exactly what kind of damage he could do.

But if he was really being honest with himself, he didn't want to fight Octavius to protect his friends.

He wanted to fight Octavius because the son of a bitch deserved a f#$&ing beatdown.

Before Peter could move, Carol rose from where she'd been resting against him, pulling him along by the hand. "C'mon," she said, stepping closer to the wall.

Instincts kicking in, Peter began to pull against her. "No, I can't let you…"

"You can't stop me," Carol cut him off. She stepped closer to Peter, taking his other hand. Her blue eyes looked down at him, eyebrows upturned. "I know how you feel. Do you think I want you in any more danger?" She cupped both sides of his face, gritting her teeth, a catch in her voice. "I just found you again. I want to get us the hell out of here. I want to take you to the damn moon." She crossed to the wall again, where another peal of thunder exploded from the other side. Her fist shaking, she pointed to the steel. "But this man, with what he's done… he needs to be taken down."

"She's right, Spidey," Tony said. "I'm not exactly thrilled with the idea, but we need to see this through. Doc can take the injured back to the tower. I'll stay with you."

"You're not in the best shape either, Shellhead," Carol said.

"I still got some fight left in me," Tony replied. The miniature arc reactor beneath his suit blinked out, and Tony had to hit it twice with the one functional arm he had remaining before it flickered back into life. He gave them a wry smile. "What? I'm fine."

Peter turned his gaze to Carol, a heavy breath falling out of his nose. His shoulders shuddered as his eyes shifted to the wall behind her, air pouring into his frowning mouth. Sweat rolled down through his beard and dripped to the floor. His head dipped downward, teeth digging into his lower lip.

For not the first time in Peter's life, the right decision was escaping him. Carol was right, Octavius absolutely did need to be taken down. However, keeping her there with him…

With his head bowed, Peter didn't notice Carol approach him. Her hands cupped the underside of his chin, lifting his eyes to hers. "Listen," she said. "I don't want to tell you what to do. You know what I think." She let him go. "But whatever we do next, we do it together. Ok?"

Peter rose to stand straight, and a sense of reserve came over him. This was not Gwen or Mary Jane. This was Carol Danvers. Captain Marvel. One of the most powerful members of the Avengers, and quite possibly the strongest woman on the planet. Even in a weakened state, she should be capable of handling herself against Rhino or Sandman. It didn't sit well with him, but he had to remind himself who he was dealing with.

"Ok," Peter said. "We do it together."

Carol smiled at him as he stepped past her to the wall. He ran his hand over the surface, felt the cracks in the metal. With another heavy breath, he turned to Carol, tapping the steel. "Here," he said.

The smile still crossing her face, Carol cracked her knuckles.

XXXXXX

Octavius was attempting to bark an order when the wall exploded behind him. Webs and metal flew past his ducking head, followed by Peter leaping into the room. He tried to fire a web into Peter's back, but the disorientation from the explosion caused him to aim wide.

Peter saw the webline fly over his shoulder, but Octavius wasn't his goal. Not yet. Instead he hit the ground and rolled, firing two webs around Electro's arms, binding them to his sides just as he was preparing to launch electricity at Namor. "Damn you, webhead!" Electro shouted, turning in midair to face Peter.

"Hang on, I'm still trying to get used to Namor being here. I'm a little shocked." Peter planted his feet to the floor and pulled back on the weblines, bringing Electro down closer to the ground.

"Oh, I'll show you shocked!" Electro shouted, charging his body with energy. "Or did you forget your webs are conductive?"

Lightning lanced its way down the webs and into Peter's arms, dropping him to his knees. But he held on. And pulled.

"What exactly was the plan here, huh?" Electro asked, smiling as another charge caused Peter to curse. "You can't have been this stupid."

The electricity ran down Peter's arms; the muscles in his back and shoulders spasmed, and despite the insulation in his web shooters, heat was building around his wrists. But he redoubled his efforts, and felt, more than he saw, energy disperse into the floor as Electro's feet touched down on the metal surface.

"The plan," Peter said through gritted teeth, "was to keep you grounded."

Carol stormed through the smoke and debris, ducking beneath one of Sandman's arms as it launched toward Captain America, her eyes fixated on the glowing blue villain on the floor.

"No, no, not again!" Electro shouted, his legs kicking and squirming as he tried to push off from the ground, to fly away from the superheroine charging toward him. But his energy had dissipated into the metal, and Peter pulled hard again on the web lines. Electro moved exactly half an inch. Forward.

Carol picked Electro up with one hand, careful to make sure his feet stayed on the ground. "You know," she said, cracking a smile at the supervillain, "You're quickly becoming my new favorite battery."

"No!" Electro shouted, helpless as Carol gripped him tight and floated up, lifting his feet off the floor and releasing the grounding hold. Electro's power restored itself only to be instantly drained out of him, his body withering as Carol recharged herself with his energy.

Peter watched, his mind divided. Emotionally, he was elated. There had never been a plan.

There never needed to be.

Analytically, however, he knew this was, at best, a temporary measure. Yes, it revived Carol somewhat, and took one of Octavius's strongest pieces off the board. But it would not last; this power she was receiving would not hold out long.

Electro's husk dropped to the ground with a whimper, and Peter turned to web him up before he heard massive thunderous stomps coming toward him. Rhino bared down on him, horn forward, shouting in indeterminant Russian. Peter tried to move, but his muscles were still stunned by the shocks Electro had given him. "Well, this should be fun," he said.

Carol, however, was not about to let Peter be run through, and crashed down hard on Rhino's head with a heavy left. The horn snapped off as the villain's face slammed into the steel floor, and his forward momentum stopped dead in its tracks; his feet flew up so viciously that he nearly kicked himself in the back of the head. Steam billowed about her as she rose. "I really wanted to say something quippy in Russian," she said, turning back to Peter. "I wish Nat was here to help me out."

Peter smirked at her. "What, no dasvidaniya?"

She scoffed at him. "Please. He's a meathead, not a Bond villain."

A chunk of sand with the vague resemblance of a head and torso slammed into the floor next to them; another followed, this one looking something like a pair of legs. Namor alighted before the pile, the wings behind his ankles fluttering to slow his decent. Carol reached down to help Peter to his feet as the sands began to coalesce. The Sub-Mariner stepped forward, and though Peter knew Sandman was reforming himself, it looked as though the particles were running from Namor's presence.

"There is no love lost between myself and the land," Namor said, taking another step as Sandman's body reconstituted into something humanoid. "In truth, my kingdom has suffered at the hands of surface-dwellers since before the granules of your body were a single stone." Another step, and Sandman's face appeared, though his expression was one of abject dread. Flint Marko wasn't known to be the smartest supervillain on the block, but he wasn't stupid either.

He was afraid of the Sub-Mariner.

He was right to be.

"I shall give you only this one opportunity, man of earth," Namor continued, side-stepping to stand between Peter and Carol and his adversary. "To depart this place and return to from whence you came. If you do not…" he glanced to the pool of water in the center of the room, the one from which he had entered. "We shall discover how much further stones can erode."

Sandman seemed to weigh his options for a moment, his eyes darting back and forth from Peter to Namor. Peter, for his part, was trying to telepathically scream at him to run. Not because he didn't still have enough left in the tank for a fight, nor because he didn't think they could win.

Peter wanted Sandman to run so the villain wouldn't die.

Somehow, Sandman got the message. His body morphed and slunk away, down into an air vent.

"Well that was rather anticlimactic," Peter said. He turned to face the Sub-Mariner. "Thanks for coming to help."

Namor scoffed at him. "I did not come for you, boy," he said. "The Captain informed me that this villain of yours had dared to sully my sovereign domain with his presence. I am here to remove it."

"Oh, sure, go ahead and act all tough," Peter replied. "But I know, deep down inside, you've got a soft spot for ol' Spidey."

Eyes fierce as an ocean squall stared down a pointed nose at him, and Peter flinched.

"Deep down. Like, Mariana Trench deep."

And then, something completely unexpected happened.

The corner of Namor's lip twitched, imperceptible to anyone. Well, almost anyone. Peter saw it clear as day, and wisely chose to do nothing about it but smile.

Metal scraping metal caused the group to turn toward another door, where Tony and Steve were holding their own against Octavius, for the moment. However, with Tony's suit damaged and Octavius's extra arms, it was only a matter of time before he overwhelmed them and made his escape.

Peter was determined to make sure that didn't happen.

He leapt high, intending to take the high ground advantage from Octavius, but Namor had had the same thought, and Peter knew flying was better for it than swinging. So Peter pulled himself up and bounced off the ceiling, his feet careening down toward Octavius's back like a missile. At the last possible moment Octavius rotated a shoulder downward, and Peter's feet glanced off the casing for the metal arms. As his feet hit ground, Peter wasted no time springing upward again. Two of the metal arms snapped at the air where he'd just been.

Octavius tried to leap after Peter, but Namor flew into his path. He pulled himself to the side with a web and dropped again, standing just before the door. A semicircle of heroes encroached upon him: Steve stood in the center, shield at the ready; Tony and Namor were opposite one another, Tony's one good arm at the ready; and Peter and Carol waited on either side of Steve, Carol's eyes burning white-hot again, her fists crackling with energy.

"You're beaten, Octavius," Steve said. "Surrender."

With a step backward, Octavius was pressed against the door. His demeanor, however, remained unchanged; his torso was crouched, knees bent, arms wide but tight at his sides. He was wound like a coil, ready to spring. "You are overconfident in your position, Captain," he said, bringing his hands together. With the press of a button on Octavius's gauntlet, Peter could feel rumbles passing beneath his feet, followed by the sound of rushing water.

"What did you do?" Tony shouted, the repulsor in his palm glowing brighter.

"He blew the safeties," Peter said, never taking his eyes off the other Spider-Man. "The building is flooding."

Octavius gave Peter a nod of respect. "It is indeed," he said, his voice conversational, as though they were discussing afternoon tea. "And there are so many lives aboard. All my poor soldiers!"

The heroes began to move, then, all at once. "Namor!" Steve shouted, though the Sub-Mariner was already running toward the pool.

"I shall do what I can to stem the tide, Captain!" he called, leaping into the water.

Tony was trying to lift Rhino's unconscious body, though with only one functional arm he was having difficulty. Steve joined him, and together they lifted the massive villain into a joint fireman's carry.

Carol hesitated, only for a second, but it was long enough for Octavius to make his move. The door behind him snapped open and he fell through backwards. Peter dove in after him, and Carol attempted to follow, but the door closed again before she could reach it.

"No!" she shouted, slamming her fist against the metal. "No! No!" Again and again she hit the surface, but the energy she'd taken from Electro was already fading away, and she felt very little of her own power remaining. The punches were actually beginning to hurt.

"Carol!" Steve called out to her from the opposite room, where he and Tony were struggling with Rhino's bulk. Water was already seeping through the building, and was up to their ankles. Whatever Namor was doing, it wasn't enough. "We can't do this alone! We need you!"

"He needs me!" she shouted back, her voice full of venom and fury. Another punch left bloody prints on the metal; whatever Octavius had paid to build this door, it had been worth it. "He promised me!" She stopped swinging. The surface of the door felt cold against her forehead. At some point tears fell.

A hand fell on her shoulder. Steve's kind eyes greeted her. "Are you all right?" Carol nodded. He pulled her back from the door and hugged her; she didn't return it. "What did he promise?" he asked.

Carol breathed in hard, and exhaled harder. She tried to speak, but the words wouldn't come.

XXXXXX

Peter chased Octavius down the dim corridor; he could hear Carol banging against the door behind them, but knew that if he took the time to stop, Octavius would escape.

The two Spider-Men swung out into another large room, similar in size and scope to the one Carol had demolished. Octavius turned in midair and dropped down to the floor, skidding to a stop several feet from another door on the other side. Peter swung over him, flipped, and landed between Octavius and the exit.

"I knew you weren't going to just let me leave, Peter," Octavius said. "In fact, I'm glad for it." He pushed a button on his gauntlet, and platforms began to rise out every surface in the room, from the floor, to the walls, to the ceiling. One rose beneath Octavius, lifting him several feet higher than Peter.

"What is this, Otto?" Peter asked.

"You've wanted this fight just as much as I have, Peter," Octavius said. "Believe me, I know."
Peter knew that there was no arguing against it. And he knew that Octavius wasn't wrong. Yes, if they stayed there too long, there was a good chance they were both going to die.

But right then, that didn't matter.

Peter leapt up to another platform and stuck to the side, the lenses of his mask narrowing to stare down his adversary. He could practically feel the smile growing over Octavius's face as they both settled into fighting stances.

"Yes," Octavius said. "Now we learn which of us is truly superior."