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Tanma

Spiders-an MCU story

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So here it is, another story. Unlike To Come Upon, The Hunt, or Living Machines, this story is a fan fiction taking place in the MCU, the Marvel Cinematic Universe. Kinda. See the basis I have for this story and its currently unfinished sequel is that the Amazing Spider-Man takes place in the same universe as Avengers. So that is the main decision I take. I wrote this kind of like a stand alone, with few direct ties to specific movies in the MCU. Instead it focuses on four other people.

And here is something I must stress. Although this is an adaptation of the Ultimate Clone Saga, I diverged from it alot, in part by trying to flesh out more of the clones. Apologies for different interpratations of characters, but this was like my eighth story about Jess, and I still like this one. It mostly takes place about a year after ASM, so that should give you help on the timeline.

Suggestions welcomed, just be aware I am kind of freaking out with fear. No pressure though.

Spiders

A SHIELD Laboratory: Three Days after the Lizard Incident

"Can you use it?"

"It's incredible, simply incredible. I mean, I have never seen anything like the samples you found. Even what we have of Rogers, this is beautiful."

"Can you use it or not?" Nick Fury stared down the scientist, who fumbled slightly at the gaze.

"Um, yes and no," he admitted. "We haven't mapped out the human genome to figure out what genes Spider-Man's powers are based off. We might synthesis all the anomalies, only to find his abilities rely in part on more mundane genetics."

"So how can we use this?"

The scientist winced and replied, "It isn't exactly a quick process, we might figure out the genetics of it by then."

"But..."

The scientist finally said, "But we should be able to make some superhumans. Just...don't put my name on this, alright?"

"I won't agree to anything until you stop beating around the bush," Nick answered, "now if you please..."

-------------------

"So Jessica, you have been having strange dreams," Ms. Webb stated as she looked over her. The two of them were within a SHIELD facility, with Jess laying on a couch, bouncing a rubber ball off the wall again and again.

"You could say that," Jess smiled as she caught the ball, before throwing it with a twist of her wrist. The ball flew wildly, smacking off the wall at an odd angle. Casually Jess launched out her hand, plucking it from the air.

"Would you mind talking about them?"

"No."

"...Please tell me about these dreams," Mrs. Webb specified, turning up from her notes to directly look at her. Jess had long brown hair, tossed casually behind her. She wore a shirt with an Iron-Man helmet centered on it, with a jacket laying across her back. Plain blue jeans covered her legs, crossed up against each other.

"Alright," Jess answered as her mind drifted to those visions, "They are more visions than dreams really. I have had dreams before, and these feel pretty different. They are flashes of...something, I can't remember. But it feels really good."

Jess's eyes kept away from Mrs. Webb, trying to stay casual. It wasn't that she was necessarily a bad liar, but she needed those visions.

"How do they make you feel? What are they like?"

"It's a rush," Jess's grin became mischievous, as she sunk into some of her favorite flashes.

She raced over a city, flipping across the city of New York. But it wasn't her flipping, but it was. The webs she used to swing comes from her wrists, not her fingers. And her glance felt off. In the flash she swung from crane to crane, traversing the night.

"How exactly is it a rush?" Mrs. Webb returned to her notes.

She was on a balcony, on an building in New York City. Strange how important that city was. She was talking to a blonde girl, spinning her close with a whip of web. Excited words flew between the two of them, thoughts and words racing.

Jess shook herself before her cheeks could redden. "I don't know," she shrugged it off, "But I feel like really energetic when I wake up. Just so...alive, you know?"

"Alright," Mrs. Webb nodded, "Please tell me if you remember one of these dreams."

"Sure," Jess stopped flinging the ball, "So are we done here, because you know how busy my schedule is."

"You may go," Mrs. Webb answered, "Send in Mac on your way out."

"What, why would he need a shrink?" her eyes widen, before she opened into a grin. Jess exited the room, shutting the door behind her. She walked down the winding halls of the installation, before making her way into a large common room.

As she walked in her head began to throb. Quickly she dropped to the ground in a roll, avoiding a flung chair. Quickly she somersaulted into the safety of the wall, hanging by her fingertips.

As she dangled Mac rampaged through the room. He was covered in a golden green armor, with a large robotic stinger-tail jetting from in-between his shoulders.

Kaine stood on the sidelines, watching, while Anton tried to restrain his brother. Anton's six arms coiled around Mac, holding him down while his tail thrashed. "I could you some help sis."

"On it." She aimed her hand to Mac, her fingers pointed like a gun. With a toss Anton let go, and she unleashed a burst of web from her fingers. The gooey net splashed into Mac, binding him to the floor.

Suddenly SHIELD agents burst through the door, their bodies covered in armor and their guns at the ready. "You don't have the best timing, do you?" Jess observed, before turning to her brother Kaine, " And you didn't stop him why?"

"As much as I enjoy brainwashing my older brother," Kaine looked over his hand with an apathy of interest, "He gets a little empty if I control him too long. Or would you rather him brain dead?"

"Fine," she grunted while the agents injected Mac with a trio of tranquilizer darts, knocking him out. As they hauled him away she looked over Anton, as he rubbed over his many forearms.

"They really ought to help him," Anton sighed, "All the training, all the studying, it tortures him. He can handle it in small doses, but the longer he is concentrating, the more stressed he gets."

"Yeah," Jess shrugged, "So did you find out who that girl is yet?" All of them saw her in their sleep, among others. None of them knew who she was, they had never see her in their lives. But she always seemed so familiar.

"No," he answered, "You think we should tell them the real truth yet?"

"No!" Jess and Kaine answered in unison. They turned to glare at each other, before returning their gaze to Anton.

"Face it bro," Kaine said, "We tell them the truth, they drug us until all the visions go away. And we still don't know what the drugs they do give us do."

Anton looked at Jess, who shrugged. "Sorry, Ant," she urged away, "But yeah, I'm with Kaine on this one. You know they have been giving Mac a higher dosage than us, and you see what he is like. I am not giving SHIELD the chance to put more chemicals in me."

"Fine," Anton looked away, his hairy face causing him to itch. He had multiple pairs of eyes, black empty spheres that looked across the room.

Jess gave him a lingering look, before walking off into Herron. With a sigh she laid on her bed, gazing up at the images of Iron-Man, Iron-Patriot, and Spider-Man that covered her room.

As she knew the tale, the four of them had been chosen by the Strategic Homeland Intervention Enforcement Logistics Division, or SHIELD, to be mutated with Spider-Man's DNA. They were to be trained and educated, to the goal of one day being superheroes, though more covert.

Aside from their common goal and origin, they had one other thing in common. They all suffered from large amounts of memory loss, some sort of mental condition. It had made them perfect subjects for enhancements, something about brain chemistry. The agents never really talked about it.

Mac was the first to be enhanced, and it showed. He was in near constant pain, and he needed to wear a heavy suit of power armor just to survive. He had trouble thinking for long as well, after a time he would just start to panic.

Then Anton had been enhanced, though his face seemed almost spider-like. Kaine had been next, with Jess as the final one to be enhanced, only three months ago. The four of them since that day had been training and been educated almost constantly, stopping only for rest and therapy.

Jess snatched up her ball and tossed it against the wall, bouncing it back and forth. Soon enough the others would be done talking, and then the three of them would be back in the fray, possibly Mac too. For now she might as well relax.

-------------------

Jess glanced over himself in the mirror. Her body was covered in a relatively tight burgundy suit, with the image of a white spider engraved on her chest. The suit covered up her face too, her eyes in fact were cloaked with two white ovals. The only parts of her visible were her fingertips and her hair.

She crouched, tensing up her body. Then like a spring she released, swinging her fists rapidly. With a soft snort of approval she walked off, and waited.

Soon enough the others arrived. Mac still wore his armor of course, though Kaine was now dressed in a black and scarlet uniform. Anton was dressed in a black skin-tight suit, with the image of a large white spider on his chest.

"You coming?" she asked, leaning against the door. She slide aside, and Anton threw open the door.

They walked into a large room, which began to slide up walls and devices even as they walked in. Soon enough four hallways emerged from the ground, twisting up and around the chamber.

Besides them a pedestal rose, containing four flash drives within. The group plucked them, before turning to the rising maze.

"Your objectives are to locate the plans and get back out," a voice said from behind plated glass. "Each of you will enter a course, this will be an individual exercise."

"You really think that's smart?" Jess raised her eyebrow, "Mac only had an episode yesterday."

"Thank you for your input," the voice boomed, "But we are prepared. Please begin." Jess shrugged, and made her way to the start of a passage. quickly she moved inside, while the others entered their paths.

She moved quickly, letting her senses taking over. Suddenly she darted onto the ceiling, just as a cardboard cutout rounded the corner. From above she watched, before it passed behind her.

She crawled on, reaching a patch of small dots lining the walls. With a keen eye she looked over the dots, projecting where their sensors led. Then carefully she bent her body, slipping between the invisible beams of light with an inhuman flexibility.

As she went on she froze, reaching a metal door with a single panel. Crawling down, she ripped it open and began to readjust the wiring, memorized charts flickering within her mind. Finally she stood back, as the door slid open.

She moved on, returning to the ceiling. As she crawled she peered down the turn up ahead, and spotted a cardboard figure moving back and forth. She waited, asking care to avoid its sight.

Then with a launch of her web she latched onto the cardboard thing, just as it turned away. Quickly she webbed it up to the roof, and continued on, to another sealed door.

Her hands flew through the wires again, and soon enough she was creeping down a curving hallway, still holding to the ceiling. Below her she could see cardboard entities rotating about, cameras mounted on them.

Finally she reached a large central room, with four entrances. Kaine was already there, typing away at a monitor at the center of the room.

Jess sighed, and crawled over to a computer. Quickly she made her way through, just as Anton came in, two battered cardboard heads in his hands.

"Um...real people aren't so delicate, right?" he asked as he ran up from a flashing hallway. Jess smirked under her mask, before withdrawing the data into her device.

Standing up Jess moved back into her path, just as Kaine began to stand up as well. Anton through his chunks down and got to work moving through the computer, even as cutouts entered from his hallway.

"Good luck," she laughed, before leaping softly onto the ceiling. Quickly she raced down the hall, crawling along the roof. Behind her cardboard figures swerved, moving back and forth.

She crawled on, making her way back through the open doors. As she crawled through the invisible beams she began to relax, it shouldn't be hard from here.

As she made her way to the end, there was a sudden crash. With a shake of her head she raced outside, crossing the end before turning to face the fourth maze, which was currently being torn apart from within.

Through the holes in that tunnel gas began to leak out, as the entrance closed upon itself. "Oh, Mac," Jess sighed with irritation, as Kaine walked out beside her.

As the thrashing died down Kaine remarked, "How much longer do you think until they give up and just lock him away?"

Jess chose not to respond, instead turning to face Anton as he came out. "Poor guy," Anton muttered, as the door behind them opened up.

-------------------

A punch flew through the air, swiping above Jess's forehead. Her body flowed in a bend, dodging the bulk of the strike. Then with a twirl he leg threw out, skidding Anton across the ground.

"Come on Ant," she blocked another strike before kicking him back, "You're usually better than this."

"Where do you think Mac is?" he finally asked as he righted himself, before flinging his fists forward. "We haven't seen him for a whole day."

Jess wove and leapt past his punches, her mind ablaze with sensation. Like all her brothers she could sense when danger was coming, an almost psychic ability.

"I know," she grimaced, "They are probably force-feeding him all sorts of 'medicine,' trying to stop his outbursts. He probably won't know up from down by the end, if he ever did."

Anton reached out, catching her arm. With a twist he spun her to the ground, smacking her against the padded floor. Breath erupted from her mouth as the wind was knocked out of her.

With some strain her leg flipped out, tripping up Anton. As he stumbled Jess forced herself through the pain, flipping upright. Then with a thrust she slammed her fist into his neck, knocking him off balance.

As she went for another attack, her head buzzed too late. A fist smashed into her side, knocking her off balance. With a few well placed swings Anton crashed again and again into her, causing her to collapse.

"Okay, that is more like you," she laid on the ground, refusing his offer of his hand.

From the corner Kaine walked up, as twin blades grew out of his wrists. "Want to go, bro?" he asked, the sharp bony blades pale and bleached.

"That will have to wait," Agent Reilly stated coldly as he walked up to them. Their handler glanced down at Jess, who waved at him with disinterest.

"Where is Mac?" asked Anton with concern.

"He is suspended for the moment," Reilly answered, "Given his tendency to outburst. It appears your control over him is more flimsy than we thought. In the meantime, we have a mission for you."

Jess forced herself upright as Reilly continued. "I believe you are aware of Hydra, the branch of the Nazis in WWII that primary fought Captain America?"

The group nodded, they of course knew of the adversaries of the first superhero. The xenophobic villains had used an alien artifact to empower their worry, so they and their leader the Red Skull could take over the world. Given that that was about seventy years ago, Hydra clearly failed.

"A sect of them survived to the modern day," Reilly continued, "And from what we heard they have acquired weaponry from the recent alien invasion."

Jess leaned herself against a wall as she listened. A god of sorts named Loki had attacked Earth back in 2011, bringing with him an invasion of aliens. Loki's brother Thor, the revived Captain America, Iron-Man, and a few other heroes had banded to stop the invasion for SHIELD, in the large battle of New York City. The heroes called themselves the Avengers, the first team of superheroes.

"And I suppose you want us to crack some skulls," Kaine crossed his arms as he retracted his bony blades.

"Something to that effect," Reilly answered, "We tracked them to an island in the south pacific. We need you to break in and collect the alien technology. Stealth must be achieved, we don't want anyone knowing about you. We also need you to capture the leader in charge of the operation, a man known as the Baron."

Jess grinned, "So you are saying our first mission is beating up Nazis? I like the way you think." Kaine snorted at her, which she smirked off.

Anton looked away from his sibling as he stated, "Okay. Any idea what they got?"

"At least fifteen of the Chitauri energy staffs," Reilly answered, as he led the three of them out of the training room, "Possibly some traces of the alien alloys. Don't fail us."

-------------------

Jess shimmied across the trees, moving through the shadows. Kaine and Anton followed, the latter taking additional time to insure a lack of detection. The jungle was cast in the shadow of light, only the moon offering a glow.

The three of them soon reached a cement facility, resting among the trees. Vines coiled around its sides, while guards and barbed wire surrounded its length. Trucks rested on its side, along with a few helicopters.

"Alright, Ant," Jess glanced at her brother through her burgundy clothing, "What is the game plan here?" She was in her uniform, with a backpack hanging from her back.

"There is no way I am going to be much help sneaking in," Anton answered, "I'm stay here as back-up. Jess, you are better with computers, you will access whatever vault their keeping the weapons in. Kaine, you are a lot better with taking people down silently..."

"Pick off his guards one by one," Kaine extended his bone blades against the moonlight, "It's doable I guess. We'll go save the day while you go sit on your butt."

"You run into trouble, call me," urged Anton. "And Kaine - don't kill anyone, especially the Baron. We need him alive. "

"Just have a good time sitting on your butt," Kaine moved off, heading among the treetops to the facility.

Jess gave Anton a look before commented, "You really shouldn't be here you know. You can't stealth to save your life."

"Nice." He turned away.

"SHIELD will figure that out soon enough," she disappeared into the jungle, "they'll put you on the front lines, and then you'll be an Avenger."

As Jess crept away she heard Anton whisper, "Thanks," faintly enough that only she heard.

She crept around the perimeter, until she found an overlapping tree. With a hoist she slung herself up, and dropped within the barrier.

Quickly she darted alongside the walls, letting her instincts take over. Finally she peered along to the main door, a large metal entrance guarded by walls of cement.

She waited, flexing her spine in anticipation. Then finally a soldier stepped forward, accessing the entry wall. She bolted, before thrusting herself behind him with barely a sound.

Her body twisted in inhuman shapes as she shadowed him inside, her footsteps softened. Finally she made a break for it, leaving into the reaches of the installation.

Jess nodded to herself, before scaling up the wall. She climbed along, making her way overhead. Her body lay crouched to the ceiling, hopefully blotting her from sight.

She crawled along, making her way over to a large armory. Quickly she slipped past two sentry, and inside.

"That was easy," she thought. "Crap, well I just jinxed everything. Ah, here we are."

Her hands ran across the sealed section of the armory, where a collection of Chitauri weaponry and armor lay. Her eyes narrowed suddenly as she got a closer look. She knew that armor, they all did. It was just like the armor coiled around Mac's body.

"Huh," Jess remarked aloud. "Well things just got weirder." Crouching down she torn off the metal casing of the lock, and began to retire it with some bemused interest.

Time passed, as she let her senses feel around her. The strange sensation she felt was silent, no danger was incoming. Finally she stood back, pleased.

As the door slid open she forced the panel back on, and made her way inside. As she reached the long weapons she laid down her pack, and began to load them within.

Room in the bag was scarce, but just as she snapped a weapon to make it fit the pack, alarms began to flash. From her depths unleashed a grim sigh, before she smashed apart the weapons and armor she hadn't yet loaded.

She raced out, finding the hallways barren. With a saliva hissing from her mouth she moved deeper into the facility, until she reached Kaine.

His blades were drawn, as he stabbed and hacked through the guards with precision. He had a twisted look on his face, but it was not happy.

Quickly she ran forward, spraying the foes with web and binding them to the ground. "Seriously?" she asked with a flip of her hand.

"He spotted me," Kaine's gaze was fire as she cut through the foes. A few more pushed out of the woodwork, firing into the two heroes.

Jess leapt and flung herself round, trying to miss the rain of bullets. As she sprayed another soldier with web, a gun smashed into her skull.

She stumbled, before grabbing the enemy. With a twist she threw him into the wall, just as her mind ignited. She dropped to the ground, as an energy blast smacked into her.

"I thought there - haha - was a staff missing," she managed as the operative fired again at her. Her teeth clenched she somersaulted away, narrowly avoiding the strike.

Jess rolled past the enemy, before launching onto the wall. As she hung above the soldier she aimed, and then leapt. With a spin she smashed her fist into the foe's skull, swiping the staff in a clean move.

Jess briefly winced, her body aching from the energy strike. In a twirl she whacked the staff into a charging soldier, before webbing him to the wall. Taking a moment to clutch her side, she spun around and clubbed another soldier.

In a few deep breaths she caught her breath, as Kaine impaled the only other soldier in the current area. She gave him a look, as he pointed to door with his blade.

Jess nodded, and raced over to a room on the left. The pain was subsiding, at least for the most part. She pushed the door open to see what she assumed was the baron's corpse, with a hole in his chest.

As she bent over the leader, her head started to throbbed. A thumping drumbeat emerged in her head, and breathing grew scarce.

She caught her head, she noticed her face was wet. Her mind raced, had she been shot, was she dying? No, the fluid was clear. This...why was she crying?

Jess clutched her head, as her brain seemed to vibrate. Suddenly flashes began to tear into her thoughts, slamming into her in a sea of foreign but familiar thoughts. Thoughts that were hers, but not hers.

She staggered as her parents left her, heading off into the night. She felt herself smashed to the ground, weak and vulnerable. But it wasn't her. It was a boy named Peter.

Memories, memories of Peter Parker slammed into Jess, knocking her into a wall. Gwen Stacy, the accident at the lab, becoming Spider-Man, Captain Stacy's death, being taught by Curt Conners, fighting the Lizard. Uncle Ben's de-

She clamped down on her lip, drawing blood. With a fierce stare she pushed back, holding onto herself in the tide. "I'm me. I'm me," she muttered to herself.

Finally she leaned against the wall, as Kaine walked in, "Did it really take you that long to see he's dead?" he grumbled.

"Y-yeah," Jess fought her way back to the top, "Let-let's go. Before more of them show up."

"More of them already did," he grunted, leading her to the slightly increased hallway of corpses.

As they ran out she realized she had forgotten to breath. Wind shot in and out of her, as she sprayed down another guard. Her lip oozed with crimson, as she sorted through herself.

Finally she forced her breathing to grow stable. Distracting herself she asked, "So you didn't call Ant why?"

"He doesn't belong here," Kaine answered, as they flipped onto a truck and then over the wall.

"Humph," her consciousness settled as the dominant and solitary voice in her head. She was Jess, she had to be. She just...why did she and her brothers look so much like Spider-Man?

-------------------

Jess flinched as Agent Reilly's voice carried through the walls of the Helicarrier. The group was currently on SHIELD's giant flying base, currently drifting in the ocean. Her head was in her hands, her tousled hair covering her face. She sat next to Anton, her head still echoing thoughts.

"You okay?" Anton asked carefully, "You've been out of sorts since we went back."

"...I need your help," she answered as Riley continued to reprimand Kaine, "I need you to distract them so I can check something on their database."

"Why?" he asked, raising an eyebrow.

"I...I think I might know who the blonde girl is," she covered, "But I need to check. And I can't have them know I'm looking."

Anton searched her face, before answering. "Alright. Just, be careful."

She nodded, and swung up onto the ceiling. She crawled about, finding her way to an air vent. Carefully she pulled it free, and crawled inside. As she sealed it behind her she bent her body, stretching her spine to fit the narrow passage.

She made her way through the ducts, her weight spread out carefully. Behind her she could hear SHIELD agents rushing, as Anton's voice screamed strange chants of cranes and scales.

She shimmied to an exit, and twisted out. As she moved along she molded her spine, bending in inhuman motions. Finally she made her way to the bridge of the Helicarrier.

Looking back and forth, she found it mostly empty. Carefully she crawled up to a monitor, and began to type away, softly. Her movements were frantic, as her mind uncoiled. And then Jess almost collapsed as words reached her.

"...SS series failure due to brains growing malformed. Suggestion to modify SM series with Spider-Man's brain patterns..."

"...SM series holds steady, thought still suffers from rapid age..."

"...Decay reduced by constant supplements of variation 12B of 'Lizard' catalyst, stopping the accelerated aging..."

"...Subject SM-1 suffers increased instability, aging at at least twice the rate of later versions. Increased dosage limits growth but seems to send SM-1 into spasms of pain..."

"....Subject SM-4 has reached physical and mental growth enough for training, and will be given the designation 'Jess...'"

"...Subject SM-2 through 4 show potential, SM-1 continues to suffer violent episodes. At times it has referred to the genetic template by name. Suggest termination."

Jess pierced her lip again, as feelings of inhumanity seeped through her skull. "So," she sighed softly, "I'm a clone. I guess it makes a lot of sense in hindsight."

As she half-laid in the chair, suddenly her mind reached another thought. Mac. Could he have remembered? Is that why? Those drugs...

Closing the files, Jess stood up, and crept back out of the bridge. She would have some work to do.

-------------------

Jess looked at herself in the reflective monitor, before snorting it off. "Guess I always did look pretty boyish," she stroked her chin, "I probably should be angsting about this or something. But honestly it won't change anything. Nothing I didn't already know."

She snorted with a smirk, musing, "Although now I'm a little curious what my gooey white webs are made of."

"What are you doing?" Reilly walked in, "Where you cleared to use this?"

"Oh this?" she shrugged as she turned away from the computer, "Yeah, I got permission."

"Mrs. Webb has been looking for you," Riley said, "You have been acting erratic since your first mission."

"Well my brother slaughtered a bunch of people," she answered, "But honestly, I've got over it. This is a messy business, and there are people who have it a lot worse than me. A lot worse."

She wasn't lying.

"Humph," he replied, "Just wrap this up and see her."

She grunted in response, waiting for him to leave. As he walked off she pulled out a needle, a green fluid floating within.

Then with a casual twist of her hand she injected it into her arm, piercing a vein. "Well," she began to turn off the genetic sequencing technology, "Now we wait. Hopefully this will work better than 12B or whatever."

She walked away, exiting the sterile white laboratory. As she walked her arm throbbed, but she ignored the sensation. What was important was if it worked. And if it did work, she then would have to find a way to get it to Mac. The idea that he saw those memories all the time did not stop troubling her.

Jess hadn't learned how to modify DNA from SHIELD, at least to this level. No, that came from Peter. Curt Conners, aka the Lizard, had shared with him a lot of his knowledge of genetics. And now the knowledge belonged to her.

She diverted into her room, swiping a rubber ball as she walked. The sphere bounced with each step she took, only to be caught on the rebound.

"Good to see you Jessica," Mrs. Webb stated, "Please, lay down."

Jess relented, and flopped onto the couch. She began to launch the ball back and forth as she asked, "So why do you need to see me?"

"You have seemed strained recently," Mrs. Webb answered, "Missing meals, losing sleep, in general you seem more distant."

"I've had a lot on my mind," she shrugged, as she began to perform trick-shots off the walls.

"About what exactly?" Webb asked, " Your brother's actions on that mission?"

Jess snorted, " I was more annoyed than anything. I mean, they were Nazis, piercing their skulls is too good for them."

"But you didn't kill any of them," Mrs. Webb remarked.

"Me?" Jess flicked the ball to the ceiling, catching it in the opposite hand, "it's not like I have retractable blades or anything, I just shoot web. And suffocating someone is just disgusting. Speaking of garbled mouths, where is Mac anyway?"

Mrs. Webb looked up and replied, "He is being treated in another facility, why?"

"He's my brother," Jess twirled the ball between her fingers, "Do I need another reason?"

"Well no," Mrs. Webb admitted, "But you have spent several sessions discussing his tendency to lash out at everyone and how he had attacked you several times."

Jess shrugged, "Eh, family is about compromise. He attacks me, I get some exercise."

"Alright," Mrs. Webb answered, "Now, have you had any more visions?"

"Same as always," she gave Mrs. Webb a calm stare, "Just some quick flashes, I still have no idea what they are about."

-------------------

Jess lay with her legs against the wall, her body upside down. Her eyes looked up to the ceiling, surveying her collection of posters of the superheroes. Hulk's gaze looked down at her, the green ogre-like brute laying between two posters of Iron-Man and Spider-Man.

"You wanted to see us?" Anton peered around the doorway, while Kaine strolled in. Jess nodded, still laying against the wall.

"I probably should have told you earlier," she remarked, "But you know how we suspect the visions are memories? Well they are, and I remember everything?"

"So what did SHIELD mess up on?" Kaine asked as his gaze drifted around the room.

"Oh they messed up bad," Jess replied, "For one thing, I'm like four months old."

There was a silence as she continued, "You know all the memories in the backs of our heads, those are Spider-Man's. We're his clones."

"What?" Anton said, "But - why won't they tell us?"

"Who knows?" she shrugged, "They started growing Mac about a year ago, then you two, then me. Our bodies age rapidly, the only reason we aren't adults is because those drugs they feed us keep us growing at a 'normal' pace."

"I...they should have told us," Anton shook his head as Kaine started at his blades, "We could have helped. Wen- what about Mac?"

"He ages even quicker." Her eyes returned to the ceiling. "I've been working on a way to stop it, it seems to work since I'm not shriveled up yet."

"You tested on yourself," Anton stepped forward, " Jess, you should be-"

"They are going to terminate Mac," Jess swiveled her eyes to her older brother, "I don't have time to run tests."

Anton fell silent, when Kaine suddenly scrapped a blade against the wall. "I always thought I was a monster," he snorted, "Not a tool."

"Anyway I thought you should know," Jess returned to watching image of the Hulk, "Just don't go crazy yet okay?"

Anton sighed as he looked over his many limbs. "Why won't they tell us?" he asked, "Did they think it would change anything?"

"I would say their silence changed a lot," Kaine walked off, letting his blades carve into the walls.

"...I should follow him," Anton looked after Kaine. "Are you going to be okay?"

"Yeah," she shrugged, "I mean my past is a lie, but I'm not." Anton nodded, and cautiously departed into the hallway.

-------------------

Jess typed rapidly while Anton faked an episode elsewhere. She sat in front of a monitor, her fingers danced in an attempt to pose as a high-ranked SHIELD official.

Finally she relaxed her hands, and sent the message. From her depths emerged a yawn, driving her to rub into her eyes. As she closed the computer she paused, footsteps were coming this way. Quickly she leapt onto the ceiling, laying flat against its corner.

A SHIELD agent walked in, and planted himself directly beneath her. Looking back and forth, he opened a file and began to play pinball.

"This is bad," she thought to herself. His fingers stumbled over the keys, even as a muted pitch buzzed.

"Thor above," she thought, "He just ran out of balls again. Yeah, if he has a goal he is going to be here for hours. Better be careful."

Softly she dragged herself on her fingertips, letting them carry here along the roof slowly and cautiously. She stretched out as she moved along, before reaching out and pulling herself forward.

She froze suddenly, as footsteps sounded outside. "...not sure it really is destabilizing," Riley said as he walked past, "Sure it knows too much, but SM-2 has been consistently coming off too unevenly..."

"Crap," she thought, as she hauled herself out of the room. With a light tap she landed on the floor to the side of the door, and walked off.

She made her way the common room, where agents were departing from. As the last of the left she said, "Riley thinks you're faking."

"Let him," Anton said. "So how is Mac?"

"He's off his meds," she muttered, "He's aged like two years from when we last saw him. But he should be here soon enough."

"We need to talk about Kaine," Anton glanced around. "I know you have been busy trying to save Mac, and all of us, but he has been getting...distant."

"Speaking of which, I should have another batch ready by Mac's arrival," Jess crashed onto a couch, and laid sprawled.

"This is serious," Anton said, "I know he isn't typically happy, but he has started to get physical with the guards. And he's started to imply to them that he knows what we are."

"How we were made," she corrected as she blinked slowly, "But yeah, he usually doesn't get physical with the ah..." Her words drifted as she yawned.

"Jess, you need to stay awake," Anton urged, forcing her to stretch, "I worry he is going to do something he will regret."

"Yeah," Jess stood back up, "Right. Just a little tired. You think he is planning something, or is this just a moment of passion kind of thing?"

"I don't think it really matters," Anton sat beside her, clasping his head, "He just...you know he never liked his powers."

"Well yeah," Jess rubbed her eyes, "His arms grow knives and his body produces addictive pheromones that work on only one person. Not the most heroic powers."

"And now he knows he was designed like that," Anton continued, "He probably thinks he was made just to control his brother and to kill."

"Hey, he chooses to kill," Jess returned, "If he wanted to he could just rely on his raw strength."

"Just...he is under a lot of strain right now," Anton laid one of his hands on her shoulder, "See if you can talk to him."

"Alright," she nodded, "After we help Mac I'm going to sleep for a day."

"Glad to hear it," he stood up, letting her lay into the couch, her body splaying like a rag doll.

-------------------

"Can you honestly say it doesn't bother you?" Kaine crossed his arms.

"It won't change anything if I moped about it," Jess shrugged, "Except you know, they would get suspicious."

"We aren't even real," Kaine extended his blades and spread open his arms, "Just tools for SHIELD. They know it, and you know it too."

"Yeah I get that we are tools," she answered, "But really, that surprises you? We know how every other word from SHIELD is some sort of lie."

"The point is," Jess pushed Kaine's blades in, "We are real. I don't know how much you remember but you definitely aren't Peter Parker. And I'm not a perfect Peter either."

"So you really think you're a girl?"

"Truthfully it doesn't matter," she turned away, "But no."

"Well at least you aren't in full denial," Kaine remarked, "So do I have to call you 'he' from now on?"

"Call me what you like," she shrugged, "Honestly I don't feel particularly male either. I think the word for it is androgyne."

"And you know that word why?"

"I looked it up sometime ago," she answered, "Back before the whole visions-thing."

"So what is Peter like anyway?" asked Kaine, "According to you?"

Jess looked down, "He is...he began his time as Spider-Man as a hunter, seeking vengeance. He was trying to fight crime for revenge, only after this was pointed out did he try to help stop all crime."

"Humph," Kaine said, gesturing for her to continue, "We were practically brainwashed by SHIELD. Without it we won't are until we were effected."

"Except neither of us trusts SHIELD," she turned around on a dime.

"True," he rounded, "Which is why you should trust me not to do something stupid. Unless you are planning to slaughter our masters."

"I have felt the urge to throttle some of them," Jess sighed, "Okay look. Just try to tone down the confrontations. If they were going to 'terminate' Mac, they will jump on us if we get too rebellious. And like it or not, SHIELD is not the worse group out there."

"Fine," he growled, "But when they turn on us I'll be ready."

"Good," she answered with a grim grin.

-------------------

Jess stabbed with her needle, piercing Kaine's arm. "That should take care of your aging problem," she twirled the needle, "Ready Anton?"

"Alright," he held out his arm, letting her inject the chemicals within.

He clutched his am, remarking, "You didn't mention how much it hurts?"

"You didn't ask," she slide the needle into her pocket,

"Now Mac arrived here two hours ago," Anton laid out a map of the facility, "And is kept here, in the second basement. We need to get the cure to him-"

"It's not a cure," Jess crossed her arms, "There was nothing wrong with us, we just needed some help."

"Right," Anton smiled, "But we need to help Mac now. Jess mapped out the lower levels while she was creating this, so she knows the terrain. You need to head down there be give it Mac while-"

"-I'll be the distraction this time," Kaine interrupted.

"...Alright," Anton said, "I'll start it off. Just be careful."

"Oh fine," Jess gave her brothers a brief hug, before the three of them branched off.

She slipped off, heading into the maze of hallways. She darted forward, keeping to the blind spots of the cameras.

Suddenly she leapt onto the ceiling, just as two agents walked pay. She clung tight as one asked, "You hear something, Daisy?"

"No," his partner shrugged, "It was probably your imagination. You're so jumpy."

"I guess," he admitted, "But you can't blame me. In the last few years we've found a frozen World War II hero, discovered a race of gods, had an alien invasion in New York City, almost had that whole city turn into lizard men, and had the iPad. It's enough to put anyone on edge."

The two of them walked off, allowing Jess to continue. Reaching a door she slid it open, and peered down the staircase to the bottom floor.

With a faint grin she leapt, falling through the gps between the stairways. Then on all fours she landed on the bottom, with a soft thud.

With a smile she walked to the door, and began to type at the entry's electronic pad. After a hot series of typing the door slid open, and she hurried inside.

A odd collection of objects and gadgetry hung in the chamber. Bits of the Iron Monger, pieces of Chitauri artifacts, experimental Phase Two tech, some of the drones used on the attack on the Stark Expo a few years back.

"Okay this is tempting," she ran her hands over the metal faceplate of the Iron Monger, "Really tempting." Turning away she looked through the rows of advanced technology, until she spotted her target.

Mac was in a cage, still wearing his costume that was made from a Chitauri Environmental Suit. He caught sight of her as she approached, and stood up.

"Sis...How you?" he grunted, "Why you here?"

"I remember Peter," she answered, looking over him. He was still fairly young, but some years had definitely passed for him.

"Sorry," he looked down, "You need advice?"

"No," her eyes momentarily grew, "I have something that can help."

She pulled out the needle and explained, "This will stop your aging, you can live without being drugged all the time."

Mac looked at the needle and commented, "Life never easy. What side effects?"

Jess rubbed the back of her head, "I'm not really sure. But I took it about a week ago, and I haven't noticed anything."

"Might have change your mind," Mac said, as he reached through the bars, taking the needle. Then with a quick thrust he stabbed his neck, and shuddered.

"Hurts little," he said as he stretched his neck.

"Yeah," she answered, "So do you know why we see his memories?"

"I think," Mac answered, "It sense we have. Sense know danger, what happen next. Maybe it also know what happen before. Maybe we link to him. I not know."

"Yeah I'm not sure I buy the...Spider Sense? idea," Jess admitted, "Our brains were initially molded after his, so that might be why. Not that it really affected our personalities. Maybe its a combin-"

She suddenly paused, as that sensation buzzed in her head, she swiveled around as SHIELD agents charged in, their gun's cocked.

"Okay, what's with the guns?" she asked, "I just wanted to know if he was okay." Mac stirred, pushed against the cage. Sparks danced from the electric fence, singing his hands.

There was a silence, before an agent asked, "What did you just give him?"

"Respect?" she offered, as red lights hit her eyes, "Okay, stop that, I like my sight. It was a chemical that should stop his aging. You know, you could have told us."

"So that's it?" the agent narrowed his gaze.

"I hope so, I injected myself with it like a week ago," Jess glanced over her body, "And before you ask, I already remembered Spider-Man before that. Now can you get the gun out of my face?"

"Any of that chemical left?" another agent asked as he lowered his gun. The others followed, slowly.

Mac handed her the needle and she commented, "Eh, maybe half a dose? Interested in beauty products are we?"

"Hand it over."

Jess rolled her eyes, before tossing over the syringe to the soldier who put his gun down first. "Happy now?" she asked.

" Agent Reilly," a soldier spoke over his radio, "We have found SM-4 injecting SM-1 with some sort of cure-"

"It's not a cure," Jess sighed.

"-for his destabilization."

"Was there any left?" a voice consumed with static asked.

"Yes, she handed over the remains," the soldier's eyes never left her, "Sir, she claims to remember Spider-Man."

"Take it out."

Jess's eyebrows raised in half-surprise, as her head began to buzz. Her body tensed, as her mind began to project. Mac immediately began to shove into his electric cage, fighting through the energy.

"Uh, sir she doesn't seem hostile-"

"Take. It. Out. Now."

There was a pause, before guns clicked towards her. "Yeah," Jess muttered, "the pronouns should have given it away."

Mac suddenly exploded through his cage, sending shards of metal flying. With a roar he crashed into them. Bullets flew at him, rebounding off his arm.

As Mac tore his way through the agents, Jess darted forward, rolling and ducking through the hail of gunfire. With a twist she unleashed bursts of webbing, binding agents to the ground.

Suddenly pain screamed into her, as a bullet impaled itself into her arm. She bit her lip, breaking open her ever expanding scar.

Turning around she unleashed a whip of web, pelting into the face of the shooter. With a twist of her arm she swung him into a trio of other soldiers, staggering them.

Jess stumbled, as she released the soldiers in a pile, falling down onto her knee. As she panted Mac tore through the others, smashing into them. Bullets ricocheted off his armor, whizzing around the room.

As she forced herself up on a bent knee, Jess blasted the soldiers she had just knocked out, locking them to the ground in webbing. Behind her Mac flew through the soldiers into the ground, leaving them scattered.

Jess forced herself to move, letting adrenaline shove her forward as crimson rain followed her. In a jerky charge she sprayed the soldiers Mac had pummeled, while her left arm dangling behind her.

As her head ignited with sensation, she leapt over some further gunfire, splattering scarlet drops in the air. With a swing Jess smashed her fist into another soldier, before binding her to the ground.

Jess flipped over the soldier, dodging another hail of gunfire. Her breath heavy, she spotted the syringe, still clutched in an agent's hands. With a roll she leapt wrenched the syringe free as she rolled past a patch of agents, before spraying them down.

Jess landed back on the ground, clutching at her arm. Mac rampaged forward, sweeping his tail against the soldiers. As they smashed into the walls he barreling down upon others, letting Jess bind them.

As Jess bound the last of the soldiers, the two of them looked around. Crimson dripped from her mouth and arm as Jess turned to Mac. "Want to - ahah - go rogue?"

"Yes," he grunted, as he offered her his hand.

"I'm - ahahah - fine," she clenched up, "Come on, we need to meet up with the others."

Mac nodded, before swinging her onto his back. As Mac ran Jess shot two bursts of web from her arm, whipping the Iron Monger helmet and a Chitauri staff over. "Catch," she slammed down the helmet, covering Mac's exposed face, "If we are cutting ties, I'm looting."

The two broke the surface, to see a thrown agent smash the wall beside them. Kaine walked up, and muttered, "I see things are going well on your end." his blades were out and bloody, and red dripping from his side.

"Likewise," Jess forced herself off of Mac at Kaine's gaze, "So what's the plan?"

"Okay," Anton massaged his head as he came up, "I-I-we can't stay here. And we need to get you medical aid." Two of his limbs lay limb, and his right leg seemed shaky.

"I'm fine," Jess straightened her gaze, "But what do you suggest?" She walked over to Anton, and spread webbing over the tears in his flesh.

"...I don't think we can get help from the Avengers," admitted Anton, "Maybe from Banner or Captain America, but Banner is monitored, and Cap is...also working for SHIELD."

"Yeah," Jess nodded, as Kaine looked ahead, " So again, what's the plan here?"

"I don't know," Anton clasped his head in his hands, "There are only like eight superheroes in the whole world, and it just..."

"We aren't going to Spider-Man," Jess decided, "He has enough to deal with without a bunch of clones arriving on his doorstep."

"Yes," Mac agreed, muffled inside the helmet.

Suddenly a trio of soldiers ran up, guns cocked. Instinctually, Jess rolled forward and soaked the three of them in twin jets of web. As the soldiers smashed to the wall, Jess rubbed into her arm.

Suddenly their heads ignited with sensation, just before machine gun fire erupted at them. Kaine grunted in agony as he stumbled, while Reilly open fired at them. The sharp bladed clone crumbled to the ground, bleeding in torrents.

The group scattered under the barrage, leaping back and forth. In a rush Mac charged him, absorbing the bullets with his armor. Metal shards clanged against his captured helm, rebounding wildly.

From behind Mac leapt Anton, who quickly swung his fists down at Reilly. The agent leapt back, just as Jess flipped behind him. With her fingers in the shape if a gun, Jess let fly her goo into him. As Reilly stumbled about in sticky bonds, Anton picked him up, and stuck his back to the wall.

Coldly Jess walked up to him, as he struggled against the web. "Inhuman little-"

Jess jabbed her fingers into his mouth, and unleashed a flood of web through her pain. Reilly coughed and struggled, as she muttered, "Oh just breath through your nose."

Anton pulled her arm away, a blank state in his eyes. "He's fine," she grumbled, "It's not like they didn't study my webs."

Turning away, Jess walked over to Kaine, and began to seal up his wounds with web. As she helped him over to Anton, Jess caught sight of her two oldest brothers staring at her."

"What?" she asked, "Look I know SHIELD can dissolve my webs, they do clean-up for every training session. And if you think he didn't deserve it-"

"Your arm," Anton managed. Jess looked at her left limb, and flexed it. It stung fiercely to move, but it worked now. In place of the tear was a scar, and the blood had stopped flowing.

"Okay, I can't heal like that," she remarked, before looking at the syringe. "Well I guess there were some side-effects then."

"Well that's convenient," Kaine moaned in Anton's arms, "But to get to the point, maybe we should get our stuff and go before we find out how many bullets we can take. Okay?"

"Right," Anton pulled himself up, "Okay, here is what we do. We run. Head as distant and far off as we can, stopping only to get directions to remote cities and to try to help as many people as we can."

"And we won't keep a low profile and not be vigilantes why?" Jess gave him a look.

"Look we'll decide what to do then," Anton hauled Kaine off, "Come on."

The group nodded and tore into their rooms. Clothes and a scattering of personal items were tossed inside backpacks, slung over shoulders. Then with a nod the four of them sprinted off, running as fast as they could.

-------------------

"Sir, why aren't we pursing them?"

Nick Fury turned around, "That is a very good question. A very good question."

"Sir, Kaine maimed over fifteen agents. And you saw what Jess did to Reilly."

"Do not think for a second that we are letting them go," Fury reinforced, "But in case you didn't notice, they are a bunch of teenagers with incredible power and at least some abnormalities in their brains."

"Sir?"

"Pretty much everyone here just tried to kill them," Fury tensed, "And they took out all of them without trying. We go up against them right now, and it will be a bloodbath. We need the Avengers for this."

"Until then we are watching them," Fury rounded, "Carefully. Don't think I don't know that Kaine is a walking time bomb, and given the permanent damage to Reilly's mouth, I would agree that Jess definitely warrants some concern."

"So do we treat this like the Hulk sir?

"For the moment. And given how they just learned that they aren't even human, I think they have the right to a little freak out. The fact that none of my men are dead is going to keep the four of them alive."

"So we see what they do. It's not like the Avengers are saints, if they want to become heroes or something then great for them. But the second they cross the line we bring them in screaming."

"Yessir."

"Now tell me, do we have any idea what she put in that cure?"

"No sir."

"Put all cloning on hold," Fury looked out, "We are not about to have a repeat of this. Did we at least isolate his mutation?"

"We made some progress," the agent nodded, "But the aging took up most of our research."

"Well get what we can," Fury turned away, "We have a lot of work to do.

"Yessir."

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Whoa....Nice story.

Thanks for taking the time to write that out, it was a good read, and I'm looking forward to more. (There better be more!)

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Wow, okay there actually is more. I have a sequel in the works, but it isn't finished yet. I also like to have time to go over it, so it may take some time till it is ready.

Fun fact, this story's ending was changed a lot. Originally, everyone but Jess died. However I became attached and killing people in comics bothers me, so I changed it. Then Kaine was supposed to go on a rampage, but I felt like he wasn't there yet. Then I added in some other senses and put some more foreshadowing in place.

One reason this story worried me is that I have a problem with certain characters: I like them too much. Ultimate Jessica Drew, Kitty Pryde, A: EMH Wasp; all of them can be difficult to write. I have a hard time putting them in trouble, and I can also give them too much favoritism. And then sometimes I try to compensate by being overly brutal. Hopefully this had a nice balance.

Like I said this was about the eighth story I tried to write about a version of Jess, but most were abandoned early on. I have just as much trouble writing about Avengers: Earth's Mightiest Heroes. Ignoring the Wasp bias (and there is plenty) I have been unable to successfully write a third season fic. I started one about the third season then abandoned it, finished a 199 page long story then became disgusted by it, wrote a 207 page long incomplete story and never finished it, and then planned an episodic story and abandoned it. Right now I am planning the early stages of a post season three story, to skip the curse.

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Nice story! :thumbup: I like how you took the Ultimate version and gave it your own twist so it could fit in the MCU. SHIELD being the ones doing the cloning was unexpected, but it worked out really good. I also like how you added Agent Reilly, as I assume that's a tribute to Ben :classic: It takes a lot of guts to post your own writing on forum, but thanks for doing it because I really enjoyed it! Hopefully there is more to come at some point!

(The only typo I could see is that at the start of the 3rd break you refer to Jess as 'himself'.)

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Crap, I thought I got all the errors. Still, glad to know it worked as a concept. Reilly was indeed a reference to Ben, though there are even more in the current draft for the sequel. Namely that I name agents after the Indian Spider-Man, and the Japanese Spider-Man who started the Super Sentai franchise. I think I will also add Deadpool in a form, hopefully I won't mess up as bad as Ultimate Deadpool.

Yeah it is a little stressful posting my work, but if I want to be a writer some day I have to face it.

One of the hard parts about this story is the timeline. I believe it was said that Avengers takes place in 2011, and ASM in 2012. (hence the cranes in ASM) And since ASM was a year ago from the end of this story, this story had to lie in 2013. However I was unable to find out what time of year ASM took place, aside from the school year. So all I knew was it won't take place in summer. Likewise I didn't know what would happen in Iron Man 3, which took place in December 2012. And Thor 2, Cap 2, Avengers 2, and Agents of SHIELD haven't even aired yet. Here's to hoping it could still work in continuity.

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