"What about.. Spider Man." Peter suggests to Becca as they walk home from a nightly training session they had been doing. It had been a month since both of them told Peggy that they liked each other. But neither of them knew about the other. Both of them too scared to tell the other in fear of rejection and ruining their friendship that meant so much to both of them.

The two had been going on what they called, training outings. To watch over Queens and train themselves against real threats. Peter had donned a red and blue makeshift costume while Becca just wore one of her darker colored hoodies and jeans with a mask like what her Papa wore when he was Winter. She never planned on wearing that mask again, but she felt as if she could make the sentimental value behind it different by wearing it for good, not evil.

"I like Spider Man, has a nice ring to it." Becca says as they turn the corner into the alleyway. Peter smiles as he shoots a web upwards, pulling his hood over his face as he wraps his arm around Becca securely. He chuckles at the spike in her heart rate as he launches them into the air. Becca tightly keeping her arms wrapped around his neck. "Don't let me fall." She whispers to him as she and him swing through the rooftops of Queens.

"Never." Peter replies, hesitating. He wants to tell Becca how he feels. That he doesn't like MJ as more than a friend anymore. That he loves her. He wants to shout it from the rooftops, but he can't. His fears of rejection and losing Becca as his only confidant in his abilities cripples him from telling her.

Becca squeals as her hair whips around her face quickly as they continue to swing. She loves the closeness that Peter gaining his powers have brought them. Despite only knowing each other for less than five months. And Peter only having these abilities for two. She feels like she's known Peter forever.

"I think i'll need to keep my hair braided when we swing through the city like this." Becca teases, laughing as Peter lands them close by the apartment complex. Peter pulls his hood down from his face, running his fingers through his hair to make an attempt to fix it. Becca pulls a small brush from her backpack, running it through her hair.

"Might be for the best." Peter replies as he opens the door for her. As they walk up the stairs to their apartment, the two teenagers overhear an unfamiliar voice with Aunt May. Becca pulls out a knife from her boot and Peter's body becomes rigid as he opens the door to their apartment.

"Kids, look who came to visit." May states as they turn their heads to see Sinclair. "We were just talking about you two. You never told me that you knew him, Sofia."

Becca's eyes widen as her breathing hitches. She subtly places her knife back into her boot. Her body goes rigid when she feels Peter's warm hand on the small of her back. An attempt to calm her down as she figured he heard her heartbeat spike rapidly with nerves. "I- Uh, yeah." She says unsure of why Demmy is here. He should be at work with Uncle Ben. Why isn't he at work?

"You mind if i speak to the children alone?" Demmy asks May with the smile he charmed so many women with since he was a teenager himself. "It's about some opportunities to be interns at the company. I know Benjamin was going to bring it up, but since i'm here now. Why don't i?"

"Oh sure!" May agrees all too eagerly for Becca's comfort, "I need to run down to the grocery store anyways. Give you guys some time to yourselves." The aunt says as she slips on her shoes, grabbing her purse and walking out the door.

Becca and Peter watch Sinclair closely as the older man stands up. The smile he had on his face gone. "I'm sure you're wondering why i'm here. Aren't you Rebecca."

Becca gulps as she steps backwards, away from her once only friend. She used to look up at him, admire him. But those feelings were long gone once she was able to think for herself. "It did cross my mind." She mumbles.

"I'm curious, really. As to why your Uncle and I are a spider short. We keep a record of all of them. And i know it seems tedious. But it's crucial to our research that we keep count of all of them." Adam Sinclair tells the children. He was getting too close to Becca for Peter's liking.

The boy stepped between them quickly. "That's close enough." He says, looking up at his uncle's lab partner.

"Heroic aren't we?" Sinclair teases, but pays no mind to Peter, side stepping him. "I don't like getting my hands dirty. So i'll make this simple for the two of you to understand." He states, his voice getting dangerously low, "Where is it?"

"You mean the spider?" Becca asks cautiously, "It's dead last i saw of it.." She tells Demmy. She wasn't sure if she should tell Sinclair it had bitten Peter.

Peter and Becca notice Sinclair's eye twitch briefly, "That's not possible. Those spiders can't die. Not unless it transferred it's DNA." Adam states, he looks at the two teenagers. "Which one of you was bitten." He snaps, "Come on, i don't have all day."

Becca's eyes widen, looking at Peter, then back at Sinclair. "It bit me." The girl says, "But nothing happened. I already was a super solider. Remember? You were there."

Sinclair breathes heavily, "Yes, i remember. I remember your screams. How it filled the room much like your father's." He snaps, he fought long and hard to keep his past with Hydra a secret. He wasn't about to let two teenagers ruin his reputation.

"You always looked after me, Demmy. Why? You never cared about any other girl in the Red Room. So why me? Why was i any different." Becca demands. He's the only person that was there, that remembers the Red Room. She wants answers.

"Because you were special. Still are. Your family is one of the most famous in history. Your father is the deadliest assassin in the world. You could be the best assassin. Better than your father. And you threw all of that away." Adam snaps. "You excelled in every thing you were thrust into. You are a master at any weapon. You are skilled in hacking databases. You speak seventeen different languages. You could take down an entire country in a night and no one would notice."

Becca's eyes widen, her breathing quickens as she backs against the door. Her eyes dart to Peter then back to Sinclair. "You're not here about the spider.. are you." She mutters.

"You're smart. Though you always have been." Sinclair quips, "You're coming with me." He states, pulling specialty handcuffs from his pocket. He grabs Becca's wrist, then looks up at the boy, "I know you were the one who was bitten, boy. Though i am curious about your abilities. That will have to wait. I have business i need Rebecca hear to do for me." Adam states. "One wrong move and i kill her instantly. I've had a failsafe implanted in her brain since she came into my grasp back in the Red Room."

Peter's eyes widen in fear and shock, he slowly lowers his wrist. Watching Becca with careful eyes. He feels useless as Becca stands beside Adam. "Just- don't hurt her. Please."

"As long as she does what i tell her to do. We won't have an issue. Will we, sweet Rebecca."

Becca wanted to scream for help, but when Adam spoke to her, she could feel her body comply with what he was saying against her will, "No, Demmy." She mutters, looking at Peter. She was scared. She didn't know what Adam was going to have her do, but by the expression on his face, it wasn't good.

"Great. Knock him out." He commands Becca. "And make it quick, we're on a timeline."

Her eyes widen in horror as her body begins to attack Peter. Her body moving against her will. She didn't know what was happening or how it was even possibly as she attacked Peter. Her body moved with ease as she swept his leg. But she had taught Peter everything she knew about defense and offense. He jumped onto the wall, sticking to it with ease as he moved out of Becca's reach.

"What're you doing?!" Peter yelled in fear as he dodged a punch and blocked another one. He refused to fight his best friend. The girl he loved.

"I- I don't know. I'm not doing this." Becca says as she pulls out the knife from her boot, "Benji, i can't stop." She says fearfully as she throws her knife at Peter. His enhanced reflexes coming in handy as he dodges just in time to miss it.

"That's because you're under my power. I developed it when i saw how effective mind control can be." Sinclair states plainly, "Your mind is in tact, but your body is under my control. Just like your father. My own Winter Solider."

Becca's eyes widen as she manages to get behind Peter. Knocking him out. She watches his body collapse onto the floor. She wants to scream but she can't. She wants to fight against the control but she can't. "I'm so sorry, Benji." She whimpers as Sinclair walks out of the apartment.

"I know you are. It's okay.." Peter mumbles in reply as he slips into unconsciousness.

"Why are we here at OsCorp?" Becca asked as Sinclair led the way, the girl following closely behind her former friend. "Why do you need me."

"Shut up." Adam snaps as he hands her a gun. "Keep quite and get into your position." He commands the teenager, "When you have a clear shot. Take it."

Becca wants to ask why, who is she being told to shoot. She doesn't want to hurt or kill anyone. But her body isn't her own. And it makes its way around, seemingly knowing it's way around. Soon enough, she's walking through the spider room and into the other entryway to Uncle Ben and Adam's labs. She hides behind boxes. Her breathing heavy but silent. Her Red Room training taking over.

"Adam, where have you been?" She hears Uncle Ben speak. Her eyes widen in realization as to who Demmy wants her to hurt and or kill. Everything in her body is screaming to stop. To fight against the mind control. But she can't. Tears stream down her face as she fights the control.

"I went to find out what happen to the missing spider." Adam replies.

"And? What did you find? It didn't bite anyone, did it?" Ben asks curiously.

"It bit someone, someone you know."

"What?" Becca can hear Uncle Ben's heartbeat pick up with nerves, "Who did it bite, Adam. Tell me." He snaps, wanting to know the answer.

"Your nephew." Adam replies simply. "The abilities he has now, i saw them. He was fighting against dear, sweet Sofia. Her past became too much. Everything that they did to her, it's still there in her mind."

"Peter? Sofia, what? Adam what the hell are you talking about." Ben demands.

"I'm saying that Sofia has gone mad. Whatever the other scientists did to her when she was in Russia. It's all still there. She was attacking Peter. She was attacking your nephew. I did research when they were here two months ago. I had no idea she was still alive. So when i saw her, i knew there had to have been a reason."

"I can't believe this." Ben states.

"It's all true. I'm telling you it is. She acts innocent, but she's anything but. I bet she's been on a mission this whole time. Gaining the trust of the Avengers. Getting intel on them the way no one else could. Then being placed under your care? One of the most brilliant scientists OsCorp has to offer? That's more than a coincidence, Benjamin."

"But- Sofia.. She just doesn't seem like someone who would be capable of hurting anyone. She wouldn't hurt a fly." Ben informs her lab partner.

"Which is the perfect cover for her. Think about it. I came here to warn you. She's after you."

"After me? Adam." Ben questions. Becca feels her body moving. She feels it stand, moving away from the boxes, her gun raised. In the distance she can hear Peter. He had woken up and chased after Becca. Praying to anyone who would listen that she'd be okay. That she could break the control Adam had over her. But she couldn't.

"U- Uncle Ben." Becca stutters, tears falling from her eyes. The Uncle spins on his heels, facing the young girl. His eyes wide in shock and fear. "I don't want to do this." She sobs, looking at Adam, pleading with him, "Please don't make me do this."

"Adam. What the hell. What is going on." Ben demands, "Why is Sofia here. Why if she pleading with you to let her stop."

Adam sighs, finally dropping the lie. "You never deserved to be on the board of councils. I've proven myself time and time again. I was the leader of Hydra for bloody sake. I come from world dominators. My parents were powerful people within Hydra. You should on your knees, begging for me to lead this company into the future!" He screams. "The future my father helped shape! Without him. Hydra would've died with Schmidt."

Becca's eyes widen, "Zola." She whispers.

"Yes! My father was Arnim Zola." Adam snaps, laughing manically as he stares at Ben, "I should've been the leader of this project. Not you. All you've done is try to find the good. When you should've been looking at the strength it could give us. Your nephew is living proof!"

"Peter has nothing to do with this!" Ben shouts, "You leave him alone, Sinclair."

Peter lands on the outside of the building, watching as the scene unfolds before him. Adam becoming more unhinged by the minute. Becca holding a loaded hand gun aimed at Uncle Ben. Peter can't break in fast enough.

"Or you'll do what exactly? You have no power here. I hold it all." Adam snaps. "No one is here to hear your screams." He states as he looks at Becca, "Do it now."

Becca hiccups as she sobs harder when Ben walks up to her. His chest against the barrel of the gun. He places his hands on her face. Looking at her with the kind eyes she loved to look up to. The father figure in her life that she adored.

"Do it now, Rebecca!" Adam shouts in fury.

"It's okay. I'm not mad at you." Ben reassures her, "It'll be okay." He tells her, "Look after Peter for me."

Becca screams as she feels her finger pull the trigger of the gun. Peter outside screaming in pain as he watches the girl he loves kill the only father figure he's known. "I'm so sorry." She whimpers. Ben's body collapses before her on the floor. The girl shuts her eyes tightly as she sobs uncontrollably.

Adam walks behind her, placing his hand on her shoulder, "You will never speak of this again. Never write it. Or tell anyone in any form of communication about this night or you will regret it dearly. "He snaps before he walks away from the chaos he caused.