"Peter," Clint whispered as the two of them stared down the giant spider. The thing was literally as big as Cap's shield. Peter had heard of big spiders but this was … insane.

"Peter," Barton hissed again.

"What?"

"Tell it we're not going to hurt it."

Peter looked at the archer incredulously. "What?"

"I mean, it's obviously a lie, I'm going to kill that thing as soon as I get a chance, but just … tell it we won't hurt it. Lure it into a false sense of security."

"You do know I can't actually talk to spiders, right?" Peter rolled his eyes.

"What good are your spider powers if you can't even talk to the creepy things?" Barton did not sound impressed. "Scott can communicate with ants."

"Yeah, but I don't have one of his brain wave gizmo thingies," Peter hissed out of the side of his mouth, eyes riveted on the spider as it began rubbing its legs together, cleaning them off. Clint moved slowly, trying to reach behind him to get one of his arrows, but the spider noticed the movement. It hissed and scuttled forward slightly.

Peter let out a small yelp as he and Barton stepped back. "Stop moving," the younger man said, trying to stop the panic from coming through his tone. Could spiders sense panic?

"Hey Cap," Clint muttered, hoping Rogers had his earpiece in and could hear him. "I think we found what we're looking for. You guys got the doc yet? Wanna come give us some help?"

The sound of heavy breathing and shouts came over the coms as Steve replied. "Just … a … minute."

Clint and Peter continued their staring contest with the massive spider for what felt like hours, but in reality was only another minute or two before Steve came back on again.

"We got Skinner and the rest of his growth-enhancement serum. What's the problem?"

"The problem is that we didn't stop Skinner before he got the chance to test that serum," Barton growled. "We got a … spider problem, and I'm not talkin' about the kid."

"Hey," Peter protested.

"You guys know we didn't just recruit you for your pretty faces, right?" Nat's voice came over the coms drily.

"Every time we try to move, this thing charges us," Clint defended.

After another few seconds, Rogers responded. "Where are you guys?"

"I don't know," Clint muttered snappishly. "We're in some alley. Forgive me for not pulling out my phone and sending you a pin."

"I'm just going to pretend to know what that means," Rogers replied.

"Oh for the love of-" Stark's voice interrupted. "Barton, Parker, I'm tracking you guys now. Stay there."

"Oh trust me, we aren't going to move," Peter whispered.

"Kid? You okay?"

"Don't tell me you're scared of spiders?" Clint asked, eyeing the teenager incredulously.

"Normally? No. When they're this big, yeah, I'm a little freaked out."

The spider scuttled forward again, though this time it didn't stop after just a few steps. It kept moving towards Peter and Clint, both of whom immediately began backing up with terrified yelps.

Peter jumped up as high on a nearby wall as he could, but Barton was stuck on the ground.

"Kid, can't you do anything?!" Clint asked, jumping up onto a dumpster.

"I can try." Now that he was off the ground, Peter felt a little more confident that the spider couldn't get to him as quickly. He shot a few webs at the gargantuan spider, and actually got the thing stuck to the ground.

"Keep it up, kid," Clint said as he pulled out his bow. "Hey, how do your webs hold up against fire?"

Peter stared at the archer. "Uuuhhh …"

"No burning, Clint," Steve reprimanded.

"Why?!"

"We need as much of it intact as we can, and fire doesn't help with that."

The archer rolled his eyes, but he switched the arrow he was grabbing for, instead pulling out a small, dart-tipped arrow.

"No poison either."

Clint looked around in annoyance, trying to see if Rogers was actually just watching them from somewhere above. "So what, we're just supposed to lure this guy under the world's largest cup? Don't think that plan's gonna work, Cap."

"Just chill for a minute guys, we're almost to you," Stark assured them. Peter would have loved to do nothing else, but unfortunately, the spider had other ideas.

"Mr. Barton?" Peter pointed towards the spider, and to both of their horrors, the thing had already managed to pull free of Peter's webbing and was once again charging them, clearly more irritated than before.

The arachnid jumped, launching itself off the ground and flying through the air towards Clint. The archer pulled out one of his arrows, ready to kill that spider by whatever means necessary, despite what Cap said, but he didn't have to worry about that.

"No!" Instinctively, Peter fired webs at the arachnid and swung the large beast away from his teammate. Unfortunately, as a spider, the large creature also knew how webs worked, and it immediately began crawling along the taut material at an alarmingly fast rate. "Karen, taser webs!" Peter yelped, scuttling up the wall as if that would get him away from the spider crawling up the webs still attached to his wrists.

Thankfully, the AI wasn't one to dawdle, and just before the spider reached the teenager, electricity raced through the web, and the spider fell to the ground, paralyzed from the shock.

Peter climbed down from the wall as Clint jumped off the dumpster. The archer looked at the kid. "Took ya long enough," he griped.

"I didn't see you doing anything to help," Peter argued. "And I know for a fact you have taser arrows. Why didn't you use those?!"

Before Clint had the chance to answer, Peter caught the spider twitching out of the corner of his eye, and quickly zapped it again. It was only after he stopped zapping it the second time that he realized the spider was probably just spasming from the first shock, and wasn't actually trying to attack them anymore. Sheepishly, Peter let go of the webs.

"Well, seems like you boys got things figured out," Natasha said from behind. The two boys in question turned around and saw Nat and Steve walking towards them, while Tony descended from above.

"Nice job, kid," Tony commented as he observed the scene. "We should probably work on your war cry though. Not gonna scare many bad guys with that yelp."

"Yeah," Clint agreed, standing next to Natasha.

"Don't think we didn't hear you screaming, bird-brain," Tony added.

"What? I would never. Nat?" The archer looked to his fellow spy, then turned back. "Actually, don't answer that."

"What matters is that we got everything," Steve cut in. "Skinner's in custody, we have the serum, and we have the test subject. Hopefully with some modification on the serum itself, we can get this guy back to its normal size."

"I still say we shoulda burned this sucker," Clint pouted.

"It's not its fault that Skinner experimented on it," Steve argued.

"Yeah, but I mean … Cupid's got a point." Stark flipped his faceplate up. "It's not really natural anymore, and who knows what'll happen if we shrink it back down to normal size. Could be dangerous."

"Yeah, I mean, look at what spiders did to me," Peter added, gesturing to himself.

"See? Kid knows what he's talkin' about." Tony clapped a hand on Peter's shoulder. Fortunately, nobody could see how red Peter's face was, or how quickly his grin spread across his face under the mask. Unfortunately, while they debated amongst themselves, no one noticed the spider behind them start to twitch.

This was one of the first prompts I ever got for this story, and I swear I started working on it as soon as I got it, because I loved the idea so much. I just hit some writer's block with it, so it took me waaaaay longer than it should have. Hope you guys enjoyed it though! Let me know what you think!