Mysterio was nearly at the end of his second wind when the god send that was Payload came to his rescue. "I... coulda... handled... Thanks a ton." Mysterio said between breathes as he was flown to safety. As the others talked to one another, Mysterio went immediately to laying on the ground in exhaustion with his eyes blissfully shut, he had just ran and ridden farther than he thought was humanly possible and to say he was tired was the understatement of the century. Just as his fleeting breathe began to  returned to Burt, he opened his eyes to be greeted by some flying amazon of a woman holding a bus menacingly above the group. Rather than be startled by this sudden revelation, Burt simply stared at her as he thought to himself "I didn't have to deal with this when I was on the other side of the fence and all the heroes were non-lethal."

Finally coming to his senses, Burt got to his feet as the beautiful sound of incoming Nazi forces blessed Burt's ears. All of his muscles burned in protest of even standing but Burt knew that he had to get the civilians to safety... mainly because it would keep his new friends happy and the job would entail getting as far away from the oh so wonderful woman who was currently threatening the group with a bus.

"Anyone who doesn't want to get crushed or shot follow me and cross your fingers!" Burt yelled as he began running for a nearby store and ushering in any and all civilians that he could muster through the door and told them to run out the back. His 'powers' didn't work very well when in the open fresh air but if he filled up a more enclosed space, like a store, with his suit's gas then he would hopefully expose any pursing nazi soldiers and give him some actual use in a fight.

After getting everyone through the shop Mysterio began to dump as much hallucinogenic gas as he could into the shop. Even one breathe of that stuff from each soldier would be enough to get some of them losing their minds. While he filled the shop Burt hoped that one of the other ground-bound heroes would help out by getting the civilians on their way.