The East River plant squatted low and gray against the water's edge, its concrete walls lit harsh by security lights. The chain-link fence was crumpled inward, like a giant had pinched it.
Spider-Man landed on a floodlight tower and winced. His spider-sense buzzed like a live wire. "This place gives me the creeps already," he said, voice tight. "Like, horror-movie vibes. Anyone else feeling that?"
Rex jogged to a stop, chest heaving, goggles fogging slightly. "He's going for the intake," he said. "The water's his carrier—gets his nanites to every sink in the city."
Spider-Man groaned. "Oh, great. Evil tap water. My favorite." He scanned the yard, webbing ready. "So, what's the play? We just charge in?"
Before Rex could answer, a plant worker ran up, face pale, eyes wild. "You gotta help!" the guy stammered. "They're in the tunnels—black stuff, like mold, but it's moving!"
"Get your crew out," Spider-Man said, pointing toward the gate. "All of you, go, now!"
Rex didn't wait. He ripped a metal panel off the intake gate and dove into the tunnel. "Hey!" Spidey shouted, swinging after him. "A little heads-up next time?"
The tunnel air tasted like rust and oil. The walls pulsed with a low, thumping beat. Black threads crawled over the concrete like living vines, twitching in rhythm.
Rex slapped his palm against the wall. He felt Van Kleiss's orders in the nanites—simple, cold commands: *Infect. Replicate. Spread.* He pushed back hard. "No way," he growled. Orange light flared from his hand, burning the threads to ash. Steam hissed, curling upward.
Spider-Man dropped beside him, crouching low. "You good, man? That looked intense."
"Never good," Rex said, wiping sweat from his brow. "But I'm not stopping. Keep moving."
They waded through knee-high water, the tunnel opening into a wide chamber. Pumps thudded like heartbeats. Gauges twitched on the walls. Black sludge pooled around a central filter screen, slick as oil.
Van Kleiss stood on a maintenance platform ten feet up, one hand lazily turning a valve wheel. "Hello, boys," he said, voice smooth and mocking.
Spider-Man pointed. "Hey, you! Get off the nice people's plumbing, you creepy coat guy!"
Kleiss didn't flinch, turning the wheel slower. "No."
The valve groaned. Water rushed faster, the black tide surging toward the screens, ready to flood the city's pipes.
Rex launched forward. His Smack Hands formed midair, massive metal fists glowing as he smashed the platform to scrap. Kleiss stepped sideways, a black ramp sprouting from the wall to catch him. He didn't even get wet.
Spider-Man fired webs at Kleiss's face. They dissolved a foot away, melting into nothing. "Okay, noted," Spidey muttered. "Webs don't stick to Mr. Creepy."
Kleiss smiled at Rex, sharp and cold. "You're still fighting for single lives, Rex. You always were. This?" He waved at the pumps. "This is scale. This is power."
Rex didn't answer. He slammed his palm onto the main pump housing, pouring nanites into it. He rewrote the orders: Stop. Purge. Sterilize. The black tide hissed, retreating like a living thing.
Kleiss tilted his head, amused. "You're loud today. Good. Be louder." He flicked his fingers, and black spikes shot from the wall, pinning Rex's jacket sleeve to the housing.
Spider-Man saw his shot. He fired a web at the spike, yanked it free, flipped, and kicked Kleiss square in the chest. It felt like kicking a boulder. "Ow," Spidey said, landing hard. "You're tougher than you look, and I'm not even a fan of your coat."
"Better than expected," Kleiss said, sliding back a step. "But not enough."
Rex tore free and grabbed the housing again. "I can lock this down," he said, voice strained. "But he'll bolt."
"Then we tag him," Spider-Man said, dodging another spike. "Like, literally tag him. Got a tracker or something?"
"Try," Kleiss said, smirking.
The plant shook. Tony's voice crackled in their earpieces. "Heads up, kids. You've got company."
Cap's boots hit the concrete floor, Natasha right behind him. "Charming decor," she said, eyeing the crawling walls. "Very post-apocalyptic."
"Don't touch it," Rex warned, not looking back.
"Wasn't planning to," Natasha said, holstering one pistol but keeping the other ready.
Kleiss watched them like a host at a party. "The local heroes," he said, mockingly polite. "How quaint." He touched two fingers to his temple, and outside, sirens multiplied. News feeds lit up with new captions: WHO IS VAN KLEISS? ANOTHER ALIEN INVASION?
Rex pushed harder, feeling the pumps clear. "Clean water, clean pipes," he muttered. "For now."
Tony crashed through the roof, hovering with repulsors glowing. "Hands up, Nosferatu," he said. "Or I light you up."
Kleiss raised both hands, like he was humoring them. The black threads on the walls shifted, all moving in sync.
Tony cursed. "He just sent a packet!"
"Meaning?" Cap asked, shield up.
"Orders," Tony said. "Citywide. He's got nanites in places we haven't even found yet."
Rex's stomach dropped. "He's seeding mechs we can't see," he said. "Power grids, subways—any system that connects."
Kleiss's smile was sweet as poison. "You can't be everywhere, Rex." He stepped backward, and a hole opened in the wall like a mouth. He fell into it and was gone.
Rex lunged, hitting solid concrete. The hole sealed shut. "Damn it!" he yelled, stomping so hard the floor cracked.
Spider-Man grabbed his shoulder. "Hey, take it easy! We'll get him."
Rex shook him off. "He's heading for the power grid. Substations first."
Tony's HUD pinged. "Confirmed. Substation on 50th just lit up right now."
Cap pointed toward the exit. "We move then. Stark, mark the route. Romanoff, clear the rest of this building."
Natasha nodded, already heading for the workers' exit. "On it."
Rex stared at his glowing palm, orange light flickering. "He's not stopping," he said. "Not until he owns the whole city."
Cap met his eyes. "You with us, kid?"
"Yeah," Rex said, clenching his fist. "I'm with you."