Later that night Thea tried and failed to find Spider-Man. She was wandering about Queens as Thea and not her alter-ego, trying to spot any form of Spider-Man's presence. Although Thea wanted to please Tony as much as she could, she also couldn't help but love her newfound friends.

Thea audibly groaned out in frustration as she soon realized that she would have to find Spider-Man another way. Thea stepped into one of the surplus alleys Queens had to offer and pulled out her broach and fixed it onto her sweater-clad chest. She could feel the rapidly changing fabric cling to her body like a second skin. The cooling feeling of the suit that wrapped around her body felt familiar. With leather-bound hands, Thea pulled her hair up into a tight ponytail and brought her mask up over her mouth, muffling her breathing.

Thea shaped her powers in her hands, the magical purple mist forming and growing out of her hands. With a push in the direction of the ground, Thea used her powers to lift herself into the air. The sun was setting over Queens, the golden sun was set over the Avengers building in the distance, golden-yellow rays were shining through the windows. Hues of red and purple were in the backsplash, emphasizing the beauty of it. Thea stared at it for another moment, floating above the bustling city. The purple mist started to slowly creep its way outwards without her realizing it. It wasn't dangerous for it to do this but Thea couldn't risk it. She pulled back the mist into her body, compressing it.

The sound of Spider-Man's signature, "Woooohhhoooo!" echoed throughout the city as he came into view. He almost swung right past Thea who was floating effortlessly next to a tall building. Thea's laugh was muffled by her mask, she laughed at Spider-Man as he did a double-take and almost swung straight into a building. He looked back at Dark Matter in confusion as he swung around and landed on the side of the building next to her.

He called out to Thea, "What are you doing here? I thought you were with the Avengers?" He was in a crouched form on the side of the building. His spider-powers helping him not fall off.

Thea pushed her hands behind her, forcing her body to flow toward him. "I guess I could say I got sent home."

Spider-Man paused and then began again by saying, "Oh...okay. So you're back to help me?"

Thea's powers were flowing out of her hands at a constant rate, covering him in a purple hue."I guess so," Thea said, her hands still focusing on her powers. Spider-Man's head perked up, looking left and right, around at their surroundings.

"What's wrong?" Dark Matter asked, her voice muffled slightly by the mask.

Spider-Man turned back around at her and started to say, "Nothing, I guess my Spidey senses are—LOOK OUT!" He warned Dark Matter by pointing a finger out behind her.

Thea reacted too late to his warning as something grabbed her by her neck and dragged Thea along with them. The hand was cold and metallic. She was being pulled back by it and was now flying through the buildings towards the ocean at a rapid speed. Thea squirmed in its grip and looked around to see a robot holding onto her. Confusion gripped Thea as she tried to figure out why a robot had its hand on her. She finally put two and two together and realized that it was one of Ultron's bots. She quickly squirmed in its grip and formed a ball of her purple mist in her hands.

"Hey stop!" A voice called out at them, distracting her from the robot. Thea turned and saw Spider-Man swinging towards them at high speeds. Thea opened her mouth in a gasp as she felt a sharp pain in her neck. She quickly felt darkness taking over her mind as her body when loose. Her hands relaxed as her grip on her powers loosened. The ball of mist she was forming to stop the robot now fell from her hands, towards the ocean they were over. As the ball hit the surface of the ocean, it left an electric shock on it, causing the water to be evaporated away. The water that was now gone let the ocean floor to be visible to all.

~~~~

Thea woke up on a cold and hard floor, her head still aching from whatever put her to sleep. Her eyesight was hazy and she struggled to see straight for a moment. She parted her lips and felt harsh and chapped parts.

As Thea's eyesight cleared up, she could finally see what type of place she was at. It was a dark and damp cave that had puddles and wires strewn about. She was stuck in a cell, left on the wet ground. In front of the cell were Ultron and his minion robots working on a large machine. Thea slowly sat up from her spot on the hard ground and her head was still pounding. Ultron took notice of the movement going on behind him.

"Ah, Dark Matter...or should I say Thea. Nice of you to wake up. Don't worry I brought you a friend, someone you might know."

Thea's eyebrows furrowed in confusion as she held her head in pain in order to ease it. With a hand still on her head, Thea asked, "Who else is here?"

"Me," a voice said from behind her sitting body. Thea craned her neck to try to view who said that. The voice who spoke was none other than Natasha Romanoff. Thea's eyes widened. "Nat, what are you doing here?"

Nat sighed and then pushed herself off the ground with one hand and walked over to Thea. "Same as you kid...I got taken."

Thea looked back to Ultron, who was now preoccupied with a task that Thea couldn't see. "We need to escape," Thea whispered. She tilted her head down, low to the ground, so Ultron wouldn't be able to hear

Natasha sat down next to Thea and put her hand on Thea's shoulder. "How exactly do you plan on doing that? He is everywhere if you haven't noticed."

"I'll take care of it, you just need to run when I say so." Thea looked Nat in the eyes with a desperate look, trying to make her accept it.

She sighed and accepted this, "Okay kid, I'll trust you."

~~~~

Thea and Natasha waited in their prison for a few more minutes before Ultron stepped out. Ultron left behind a large hole in the ground, scattered dust, and debris around it. Metal objects were sparking with electricity and a cylindrical tube glowed.

"Now's the time, get ready to run like hell," Thea uttered. Carefully, Thea shaped her powers in her hands. The familiar purple smoke grew in size and sparked occasionally in Thea's dirtied hands. Thea took a big breath of air and gulped nervously before she thrust her hands out to the bars in front of them. Thea didn't know whether or not these bars were made with sensors or technology that could detect them breaking out, but Thea still had to try. With her hands still pressed forward, Thea looked over her shoulder to see Natasha staring at her mist in awe.

Thea clenched her fists together, slowly squeezing the bars down. Thea watched her own powers as it seemed to almost melt away the bars, leaving dripping metal in its path. With one final push, Thea shoved her hands past and the bars fell along with it. She let out a sigh of relief as she saw the bars fall to the ground. It let out a loud sound as it hit the ground and rattled.

Thea and Natasha ran as fast as they could out of their prison. There was barely any guards or bots there keeping guard. Thea eyed the room cautiously as Natasha took down a bot. Thea took one more step closer to the exit when she heard a loud blast of a rocket behind her. Thea whipped around to see Ultron landing a few feet away from her. Thea looked behind her to see Natasha standing a few steps away from the exit. With one sorrowful look, Thea held out a powered hand and forced her powers at Natasha. The purple mist gripped Natasha's waist and carried it out the door in rapid speed. But before Thea did this, Natasha's eyes pleaded with her as she caught on to what was about to happen. The door slammed shut behind Thea as her powers disappeared.

Ultron sighed, "I was hoping you would do that."

Thea spun her head around at Ultron, confusion spreading across her face. "What?" She questioned, her voice rising.

"I've been needing to talk to you," Ultron confessed to Thea. He walked closer to where she was, his metal feet clunking against the tough ground. "Join me," Ultron put harshly. He opened up his arms to the sky and continued, "Even since the twins left I've been needing more muscle on the team and who better than you." He pointed a hand towards Thea, who was in a state of shock. Slowly, Thea began to back up against the wall, wishing to be farther from him.

"No thanks Siri, I already have my side." Thea barked out. Thea stepped into a defensive pose as he walked near. Her hands went up into fists in front of her body, and her legs bending slightly at the knee.

"I was afraid you would say that." Ultron paused for a moment. "Have you ever wondered how far your powers can reach? How much stronger you are?" Thea's face tried to hold it's usual facade but failed. It showed her intrigue to Ultron words. He too, noticed this, "You are so much stronger than anyone realizes, the power you possess is unparalleled."

Thea stared at Ultron in confusion. "Why did you capture Nat if all you wanted was me to rescue her?" Thea began to form her powers in her hands, tossing it from one hand to the other.

"To see the extent of your powers right now. You could be so much more!" Ultron boasted. "Let me show you." Ultron reached an arm forward to Thea, but before he could reach her she said.

"I think you're crazy."

With quick movements, Thea thrust her hands out towards Ultron, her powers flowing out at him. The purple mist gripped itself around his body and flung him across the room. His metallic body crashed against a wall, causing it to crack and dust to fall from it. Without hesitation, Thea pushed her hands to the ground, causing her body to get forced up in the air. She maneuvered around the discarded items and flew out of the room, a trial of purple mist following behind her.

Thea took a breath of fresh air as she hit the sunlight. The sunlight felt warm against her cold skin, like a warm hug from a family member. This didn't last for long though, soon Thea had to figure out where to go. Thea's eyes scanned the area around her as she was high in the air. A foreign language was written on signs around her.

Sokovia Thea thought I'm in Sokovia.

~ Author's Note ~

All rights to Spider-Man and original plot goes to the Marvel franchise and their fantastic movies and comics. I own new story lines and new characters, like Thea Quinton.

Okayyyyyy so I lied, there will be one more chapter on Age of Ultron. I could have fit it in this chapter but I felt like it wouldn't work well.

How are you liking the story so far? What are your theories? I would like to know.