Dennis Carradine awoke to waves of excruciating pain that felt like someone had taken an axe to his skull. His wrists burned where coarse rope cut into his flesh, and his stomach lurched as he realized his feet were dangling in empty air. The sensation of swaying back and forth made him feel like a piece of meat hanging in a butcher shop.
"Where... where am I?" he groaned, the words scraping against his raw throat.
He tried to force his eyes open, but even the dim light filtering through grimy windows felt like needles stabbing into his corneas. His vision swam with double images, everything blurred and distorted beyond recognition.
The air carried no hint of ocean spray or salt—just the familiar cocktail of dust, rust, and old gunpowder that permeated every abandoned building in Hell's Kitchen. This wasn't some waterfront warehouse; it was exactly the kind of forgotten industrial space where people disappeared without a trace.
I've been kidnapped.
The realization hit him like a cold slap. It happened all the time in New York, but Dennis had never imagined he'd be worth the trouble. He was nobody—just another small-time crook trying to scrape together enough cash to get out of this hellhole city.
Damn it! he thought desperately. If I'd known this would happen, I should have robbed a bank, stolen a car, and gotten the hell out of New York while I still could!
"Dennis Carradine."
The voice that emerged from the shadows was unlike anything he'd ever heard—sharp and layered, as if multiple people were speaking in perfect unison. The sound echoed through the cavernous space, each reverberation pressing against his chest like invisible hands trying to crush his ribs.
Dennis's face contorted with terror. "Please, sir—"
"Dennis Carradine," the voice repeated with mechanical precision, "do you know why I brought you here?"
As his vision slowly cleared, Dennis could see that he was suspended from the ceiling of what looked like an old manufacturing plant. Industrial walkways and sheet metal barriers stretched out below him, but directly underneath was nothing but empty air and a concrete floor that seemed impossibly far away.
His heart hammered against his ribs as the full scope of his predicament became clear. The rope creaked ominously with each slight movement, and he could feel gravity pulling at his body like an impatient predator.
"I don't know, sir," Dennis whimpered, his voice cracking with barely contained panic. "Whatever you want—money, information, anything—I can get it for you. Just please, please don't—"
"I don't want your money," the voice interrupted with cold finality. "I don't need information from you."
A chill ran down Dennis's spine that had nothing to do with the temperature. "Then... then what do you want?"
"I want your life."
The words hung in the air like a death sentence. Dennis felt his bladder nearly give way as the implications sank in. He wasn't being held for ransom or intimidation—this was an execution.
"No, sir, please!" Tears streamed down his face as he craned his neck desperately, trying to catch sight of his captor. "I don't understand! How did I offend you? Whatever I did, I'll make it right! I'll do anything—anything at all!"
He had to be at least fifty feet above the concrete floor. A fall from this height would turn his skull into pulp and scatter his brains across the factory floor like spilled paint.
Movement in the shadows caught his attention, and Dennis felt his breath catch in his throat. A figure stepped into the dim light—but it wasn't human.
The creature stood upright like a man but moved with the predatory grace of a velociraptor. Its sleek body was primarily black, with electric blue markings running along its arms and legs. A long, powerful tail swished behind it, decorated with the same blue stripes that seemed to pulse with their own inner light.
"Sir," Dennis whispered, his voice barely audible. The word died in his throat as pure terror overwhelmed his ability to speak. His pupils contracted to pinpricks as his mind struggled to process what he was seeing.
This wasn't a man in a costume or some kind of elaborate hoax. This was something that shouldn't exist—a living nightmare that had stepped out of humanity's deepest fears.
The creature—Ben, transformed into XLR8—paced back and forth on the metal platform with restless energy. His feet, equipped with natural ball bearings, created a rhythmic clicking sound against the steel grating that echoed through the empty factory like mechanical applause.
Ben had originally planned to simply monitor his dad movements, staying close enough to intervene if danger presented itself. But after experiencing Grey Matter's enhanced intelligence, he'd realized how reactive and inefficient that approach was.
Why wait for tragedy to strike when you could prevent it entirely?
"I hacked into the NYPD database and pulled your file, Dennis Carradine," Ben said, his altered voice carrying an edge of impatience. The XLR8 transformation always made him feel restless, like there was electricity running through his veins instead of blood.
"There aren't many criminals in New York with star tattoos on their wrists. In fact, you're the only one."
Ben had cross-referenced his knowledge of different Spider-Man continuities to identify potential threats. In Tobey Maguire's universe, Ben, Sr. had been killed by Flint Marko, the future Sandman. In Andrew Garfield's world, the killer was identified by a distinctive star tattoo. Since this reality seemed to blend elements from multiple Spider-Man iterations, Ben had decided to cover all possible angles.
A thorough search for Flint Marko had turned up nothing—the man simply didn't exist in this timeline. But Dennis Carradine's criminal record was easy enough to access once Ben had applied Grey Matter's hacking skills to the task.
"If I offended you somehow, I'm willing to apologize," Dennis pleaded, his voice barely holding together. He'd realized this wasn't a random attack by some mutant psychopath—his captor knew his name, had researched him. That suggested this was personal.
But Dennis couldn't think of anyone he'd wronged badly enough to warrant this level of retaliation. He was a nobody, a small-time criminal who barely managed to stay fed most days. Who would go to this much trouble for revenge against someone so insignificant?
Maybe he'd accidentally crossed the wrong person? Or perhaps—his eyes darted to Ben's reptilian features—maybe he'd stepped on the wrong lizard in some sewer tunnel?
"When I kill you," Ben said with chilling matter-of-factness, "I'll apologize to your corpse."
He approached the rope with deliberate slowness, his razor-sharp claws extending like switchblades. The metal gleamed dully in the filtered light, each point honed to surgical sharpness.
Ben knew this wasn't justice in any traditional sense. A true hero would find another way—capture the criminal, turn him over to authorities, maybe try to reform him through compassion and understanding.
But Ben had never claimed to be a hero. He wasn't interested in moral high ground or ethical purity. All that mattered was protecting the people he loved, and if that required getting his hands dirty, so be it.
"No! No! No!" Dennis screamed as he watched the claws begin to cut through the rope. Individual fibers snapped with tiny popping sounds, each one bringing him closer to death. "I don't know what I did to you, but please—forgive me! I'll change! I'll leave the city! I'll never hurt anyone again!"
"You don't know?" Ben paused his cutting, tilting his head with mock curiosity. "That's fine. I can explain. You're going to die because you were planning to kill a good man. A kind man who never hurt anyone in his life."
"I never killed anybody!" Dennis sobbed, shaking his head frantically. "I swear on my mother's grave, I've never murdered anyone!"
"Not yet," Ben agreed, resuming his methodical destruction of the rope. "But in a few days, that would change."
A few days? Dennis thought wildly. This thing is completely insane!
The regret hit him like a physical blow. He should have left Hell's Kitchen years ago, should have robbed a convenience store or stolen a car and gotten out of New York entirely. California, Florida, Canada—anywhere would have been better than staying in this urban war zone where gang violence claimed new victims every day.
But it was too late for should-haves and might-have-beens.
"I won't!" Dennis cried out desperately, grasping at his only remaining hope. "I promise I won't hurt anyone! I'll leave the city tonight! You'll never see me again!"
But Ben had heard enough. The XLR8 transformation was making him increasingly impatient, and he'd already wasted more time on conversation than he'd intended. With a final, decisive swipe of his claws, he severed the rope completely.
Dennis plummeted toward the concrete floor, his scream echoing off the factory walls—
CRASH!
The sound wasn't Dennis hitting the ground, but rather something smashing through the factory's roof in an explosion of twisted metal and pulverized concrete. A figure wreathed in flames streaked downward like a falling star, the heat signature so intense that Ben could feel it washing over his face from twenty feet away.
The newcomer swooped down with impossible precision, catching Dennis mere inches before impact and setting him gently on the floor. Repulsors flared as the armored figure rose back up to hover at Ben's eye level, the iconic red and gold suit gleaming in the dim light.
"Tony Stark!" Ben snarled, his voice distorting with XLR8's inhuman vocal cords and barely contained rage.