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The Right to Bleed

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Chapter One: Something Just Like This

Life had a funny way of playing out in the worst possible scenarios for people. Some people seemed favored by Lady Luck while others suffered under her wrath for crimes they had not committed. For crimes they would never commit, or for crimes committed by the people before them. To those people, life could either be the world’s greatest tragedy… or the greatest comedy. And Peter Parker chose to make it as funny as physically possible, because if he didn’t, he felt like he’d fall apart at the seams.

It was the simple things in life that made it all worthwhile. Spending time with MJ, almost burning down her kitchen, the feel of wind rushing past him as he swings through the high rises of New York; mentoring Miles…

He paused at the edge of a building, perching like a gargoyle to stare out of the city, a wide smile on his face. For eight years, he hadn’t been able to share this feeling with anyone. He could try to explain it to MJ, but words hardly did it any justice. He took a deep breath through his mask and hardly flinched as another person landed beside him. He was far less graceful than Peter’s own landing, but he knew that in time, Miles would get the hang of this.

Peter reached up and took off his mask. They were high enough that no one would see him without it. “Beautiful, isn’t it?” he asked, turning to Miles beside him. His suit was black with red spider webs. Peter had wanted to give him something that made him stand out. Of course, the city didn’t exactly like having two spider people running around, but they would get over it. They would get used to the fact that Miles, or Kid Arachnid, was there and, hopefully, in time they would be okay with it. 

“Incredible,” Miles agreed. He too took off his mask and breathed deeply in. “What are we going to do today, mentor?”

Peter laughed. Miles was a kidder. Peter had, he supposed, wanted to pass on the mantel eventually, but taking on Miles as an apprentice had been an unplanned development... but one he was honored to carry out. “Nothing. There’s not much going on today, honestly. I figured we just get some more web swinging practice in before I send you home for the night.”

As if speaking out about having nothing to do had brought it about, the sound of police sirens wafted from the streets. Miles didn't even have time to protest his "curfew."

“Oh, god… Of course.” Peter snapped, irritated. Could the city stay safe for five minutes? He pulled the mask down and turned to Miles. “Give me a few hours. Just… practice swinging, alright?”

Miles stood beside him, pulling the mask back over his face. “”Why can’t I come?”

“Because I said so. You aren’t ready.”

He waved his hand, motioning to the ground. “It’s a thug, man. I can handle this.”

"We're not having this argument," Peter said with a sigh, "not today, Miles. I’ll see you in a couple hours.” He didn’t wait for Miles to give him more grief before he jumped off of the building. “Yuri, talk to me,” he said as he swung through the streets.

“Your basic drug deal.”

“In broad daylight?” he asked. “That’s unusual…”

“There’s still no-man’s lands from Doc Oct’s and Li’s attacks,” Yuri said. “Certain gangs are still trying to fill the void left by Fisk and the territory left by the demons.”

“Didn’t need a lesson in criminology,” Peter said.  “Just commenting on why it’s unusual.”

“And I told you why it’s not unusual. If you didn’t want a lesson, then don’t make stupid comments,” Yuri snapped.

“Geez… Sorry… someone is in a bad mood,” he muttered under his breath. “But don’t worry…" He dropped his voice into a gravely growl. “Spider-cop is on the job!”

Yuri sighed on the other end, but he heard the humor in her voice. It had taken him a while to bounce back from the events that conspired a year ago, and he still wasn’t 100%, but Yuri had done everything in her power to help him through whatever he was feeling. Peter was eternally grateful for the woman’s support and patience with him.

He landed on top of a tower overlooking the docks where the deal was going down. “Where do you want me?” he asked Yuri.

“Just survalliance right now,” she answered. “Just keep your head down and try not to get into trouble. You don’t have that kid with you, do you?”

“Spider-man 2.0? No, I left him in the nest.”

“You two have a nest?” He heard the mild disgust in her voice and he stifled a laugh. She was probably imagining a room covered in spider webs with beds made out of the nest.

“Sure do.” He put his hand to his mask to turn on a scanner. “There’s about thirty guys here… And there’s a truck coming.” he whispered to Yuri. “Are you sure this is a drug deal? Seems too big for one.” Yuri didn’t answer him and he kept his mouth shut for the moment. There seemed to be two factions coming together. A man stepped out of an armored truck to meet another man standing on the dock. The man from the truck was wearing a black suit and tie while the man on the dock was wearing nondescript street clothes. The two men stood shoulder to shoulder, looking across the bay towards Jersey. “I’m getting closer…” he whispered. Yuri again didn’t answer him and he wasn’t sure if he should start getting worried about that, but he didn’t have time.

Without waiting for her go ahead, he shot web and perched on a street lamp above the two men. The others were working with whatever was in the armored truck.

“You have everything?” the suited man asked.

“Only if you do,” his partner responded.

“It’s in the truck.” Neither one seemed to notice that he was there as a large suitcase was passed between the suited man and the man in street clothes. Peter bit his lip. He didn’t know how much money was in that case, but unless the case was full of fifties or less, it was more than one armored truck worth of guns or even drugs. He turned to the truck as a man hurried from it to his boss, whispering something in a language that Peter didn’t recognize. The man in street clothes nodded slowly and passed off the rolling suitcase to the man in the suit.

Peter kept his head down as he jumped from the lamppost to the top of the truck, landing as lightly as he could. He crept slowly towards the open end of the truck, peeking inside. At first, he was surprised to see that the truck was basically empty, save for several wires all connected to a dormant device that was bolted down and secured in the center of the truck. It was small for the amount of money that was being exchanged for it; no bigger than an average gaming CPU.

He very carefully pulled out a small camera and snapped a picture of the device. Just as the camera snapped, he felt eyes on him. “It’s Spider-man!” a man shouted.

“Crap…” Peter snapped. He jumped off of the truck. “Hey, guys, I didn’t—.“ His quip was cut off by gunfire. He leapt into the air to avoid the bullets, landing lightly on the ground before taking to the top of the truck. “Come on, guys! You could at least let me get the joke out!” He stood on top of the truck, but no one went to fire their weapon. “What’s wrong?”

One of them shouted in that language again and everyone trained their guns on him, but still no one shot. Peter looked down at the truck and realized that whatever that CPU looking device was, it couldn’t be damaged. “Oh, so you won’t mind if I take it, will you?” he asked.

It was then that the police pulled into the square and all hell broke loose. Peter cursed under his breath. Bullets were flying towards the police. He thought he was supposed to be doing this silently, not cause a fire storm. “Yuri,” he hissed. “Why didn’t you stop them?”

“I tried,” Yuri answered. Despite the storm rising on the dock, he stifled a sigh of relief. At least he didn’t have to worry about her at that moment. “What is it?”

He swung down into the fray to start taking down the gang. “I dunno. A bomb, maybe? Something that they can’t fire at.” He flinched as he threw a man down onto the ground when he heard the large door of the armored truck slam down to shut it. Peter cursed and shot webs at the tires to try and prevent the truck from getting off of that dock. As he did that, one of the gang members swung a bat at his head. He ducked out of the way and entered into the fray.

“Leave it to the police, Spider-man. We can’t let that truck get away.” an officer shouted. 

He spun to see that his webs didn’t hold and the man in street clothes was beginning to drive away with the device. “Damn it. You sure?”

“They’ve got this,” Yuri assured him. Peter spun away from the attack and ran after the armored truck. The driver hit the pavement and took off like a maniac.

“He’s going to kill someone driving like that! He’s heading towards Time Square.”

“I’ll get a blockade. Think you can stop it?”

Peter shook his head, though he knew she couldn’t see him. Usually stopping an armored truck would be easy, but the fact that no one had even attempted to fire at him while he had been standing on the truck was enough to keep him from attempting to just crash the car. Instead, he took to the air and landed firmly onto the truck before running to the front of it and jumping inside.

“Hey,” he said to the driver. “Might want to pull over.” The answer to his request came in a hail of bullets. Peter gasped and dropped to the floor of the car. “I’m… not… asking!” he shouted over the rain of gunfire.

“Get out of here, Spider-man!” the driver shouted. His accent was heavy and Peter again couldn’t quite place it.

“Yeah, big thing in the back of a truck. I’ll just leave you to that, then!” He jumped into the passenger seat and webbed the man’s hands to the steering wheel. Now that he didn’t have to worry about gun fire, he leapt into the man’s lap and hit the brake after kicked the driver’s foot off of the gas pedal. “You wanna tell me who you’re working for? Or what’s in the truck?”

The man shouted again in his native language.

“I’ll take that as a no.” The truck came to a safe stop on the side of the road. Again, the driver could have crashed the car, but did nothing that would have damaged the thing in the back. Peter sat in the seat once they had stopped and looked at the man. “So… how do you want to do this?” Before he could say anything else, his senses tingled. He went to web the man again, but the bullet came from outside. The driver slumped over the wheel and blood and brains splattered the windshield. He spun to see the assassin on a building across the way.

Without giving himself time to think, he jumped out of the truck. “Hey, get that thing secure!” he shouted to the officers that were arriving on the scene. Whatever it was, he didn’t want it getting into the wrong hands. He grabbed a web and hurled himself up on the building. Once on top, the man was gone. Peter cursed but before he jumped off, he noticed a black and white oni mask lying on the ground. He stepped towards it as a sense of dread filled his stomach. “Li…?” he whispered.

He was afraid to touch the mask. It was stupid to even think that these things had any sort of power, but he felt something like bad luck coming from the mask. As he stepped towards it, the feeling of dread turning into a feeling of caution. At first, he thought the mask was sending him bad vibes, until he realized that it was his sense tingling. A gun cocked and before he could jump out of the way, the man shouted and was thrown back, replaced by a black and red costumed boy. “Saved your life!”

Peter stared at Miles for a moment, not comprehending what had happened. “I… I told you to stay out of this!” Peter snapped.

"Is that the way you thank me for saving your life?" Miles returned. 

"This isn't a joke, Arachnid," Peter said, though he was well aware of how hypocritical that was for him to say. He treated most of these outings as a joke... until someone got hurt. "Get out of here." 

Miles threw his hands up in exasperation, but Peter wasn't backing down. There was a reason he didn't want Miles involved in this. Miles went to leap from the building, but Peter grabbed his shoulders. "I thought you wanted me to leave, Spidey." 

Peter looked down at the boy before him. He hadn't wanted to mentor anyone... especially not so close to losing May, Dr. Octavious and Li. He hadn't wanted to bring anyone else into this world just yet, but what was he supposed to do? Miles would have gone out without him eventually and that would have been disastrous. When he started, there weren't criminals out there hunting spider people. Now he had sworn enemies who would take their shots at him and his spunky sidekick, even if Kid Arachnid wasn't actually his sidekick. 

"Kid... I just dont want you to get hurt," he said. He felt Miles' muscles tighten in his shoulder half a second before his own senses went off like a flare. Before he could react, he was being shoved away from Miles towards the edge of the building just as a single gunshot rang out. 

Peter's eyes widened as Miles stumbled towards the edge of the building and then slipped and fell. For a moment, all Peter could do was watch the boy he had sworn to protect and train plummet to the ground in a free fall. Peter broke out of the trance and lunged down after Miles, ignoring the fact that the assassin was most likely using the opportunity to flee. 

Peter grabbed Miles with one hand and he used his other hand to shoot web and propel them to the ground. They crashed hard on the ground as he dialed Yuri's number. He got Miles onto the ground, tearing off his suit and putting pressure on the wound. "Yuri!" He shouted the moment she picked up. "I need an ambulance! I'm sending you my location." 

"Is it you?" Yuri asked, and he could hear the fear in her voice when she asked that. There had been a time or two when he had needed an ambulance from Yuri. Surely those times were running through her head with the desperation in his voice. 

"No, civillian," he said, staring down at Miles and trying to keep his voice from shaking too badly. Yuri was smart and she'd figure out the connectiong between this civilian and his new sidekick. "Gun shot in the stomach. Please... tell them to hurry!" He quickly discarded Miles' suit and kept his hand on the wound, praying for the ambulance to hurry. 

"How bad is it?" Yuri asked, anything to fill the silence between them. 

"Its fine..." Peter said through a lump in his throat before hanging up. His stomach twisted in knots. He couldn't be the reason this kid's mother lost her entire family. He looked up at the rooftop where the assassin had been. Now that things had settled some, Peter wished he had apprehended the man, but that wasn't as important as making sure Miles didn't bleed out. 

As he stared blankly down at his bloodied hands, his phone rang. "Hey, Pete." He bit his lip as MJ's voice filled his ears. She sounded so happy... so carefree. It was almost surreal to have a boy bleeding in front of him and MJ's voice speaking happily to him on the other side. "How's it swinging?" 

"I messed up," Peter said. His voice cracked and he cut off the explanation. "I screwed it up! I shouldn't have brought him into this damned mess! I should have..." he broke off, trying to keep his voice from going completely off. 

"What happened?" Her voice was now laced with fear and worry. "Are you okay?"

He shook his head. No, he wasn't okay. This was not okay. None of this was supposed to happen. "Its Miles... can you please meet us at the hospital?" 

"S-sure... I'm at F.E.A.S.T. Do you want me to bring his mother?" 

Peter's stomach twisted into knots and he wanted to say no, but he knew she had the right to know. He didn't want to face her; either as Peter Parker or Spider-Man. Spider-Man, who had failed to keep her husband safe and Parker, who had only made things worse in the long run. "Yeah... tell her it's a gunshot wound and I'll see you there." He hung up before MJ could offer any sort of condolences for the situation. What could she say to make it better? What could anyone say? He had screwed this whole mentor thing up.

He looked down at the bleeding kid on the ground and closed his eyes as the sirens rang in the distance. "I told you to stay out of this..." he choked. "Why didn't you just listen?"

Chapter Text

Chapter 2: Blood in the Breeze

“We’ve got a GSW! I need an OR, stat!”

The doctor shouted orders as they ran down the hall. Peter, dressed as Spider-man still, jogged beside the gurney. He tried not to speak. Any sort of emotion in his voice would be construed to mean a connection with Miles, and since he had chosen to bring Miles in as a civilian, that couldn’t happen. He ran beside the gurney until they crossed a threshold and he was told to stay back. “I need to be in there,” he begged to the nurse.

“I’m sorry, sir, but you have to stay out here.” She put her hand on his chest, undeterred by who he was, and pushed him gently out of the doorway before hurrying after the patient. Peter stood and watched until the doors stopped swinging and they had turned the corner towards the OR. He threw up his hands and grabbed his head in exasperation, spinning and turning his back to the double doors.

“Damn it!” he shouted, kicking the wall. He bang echoed, but no one was around to hear it. He turned and jogged down the hall towards the exit.

“Is he alright?” Yuri asked.

“He should be…” Peter wasn’t so sure, but he didn’t want to worry Yuri. “I’m going to head back out in a little while.”

“Take the night off. We have whatever that device is and we’ll take care of it from here.”

Peter wanted to laugh. A night off would have been great if it was possible, but he knew it wasn’t. he could take a couple hours, but the fact still remained that he had seen a demon mask on the roof, and that meant that nothing good would come out of this. “Thanks,” he said instead. He went to leave and as he turned the corner, he found himself face to face with Miles’ mother.

For a moment, the two just stared at each other like a deer in the headlights. He cleared his throat, but she spoke before he could. “You brought my son in… didn’t you?” she asked, her voice choked. He nodded, not trusting his own voice to hide who he was. “How is he?”

“In surgery,” he answered in a low, quick voice. He wanted to get out and get changed so he could act like a concerned friend and not a neighborhood vigilante just doing his job.

She looked up at him as if searching his mask for any sort of expression. “Why was he even near that mess?”

He bit his lip, and was glad for the full face mask blocking his expression. “I don’t know, ma’am,” he lied effortlessly. He didn’t have to lie to most of the people in his life anymore, but it still came as easy as it always had. “I tried to get him out of danger… I’m sorry…” He saved my life, he added silently. He had gotten Miles into this mess and he wanted to get him out, but he had done everything Spider-man could do at that time. “I’m sorry,” he repeated and tried to duck past her, but she moved in front of him.

“Where were you?” she asked.

“Hm?” he wasn't sure what she was talking about. He had brought Miles to the hospital and she knew that.

“The day of the bombing,” she clarified. “My husband was being honored for saving you, and you weren’t there.”

Peter’s mouth went dry. He wondered what she was do if she knew who she was talking to. If she knew that the man standing in front of her was Miles' friend and co-worker at F.E.A.S.T. “I’m sorry, ma’am,” was all he could manage. He couldn’t tell her where he was. He had been in the audience, and then he had been unconscious. And then he had been too late.

“You’re my son’s hero…” she said as he went past her. He didn’t stop walking. “You being his role model is going to get him killed.”

Peter clenched his fists and started jogging. What was he supposed to say? She was right. She didn’t know how right she actually was. He ran out of the building and hurried to where he had left a set of clothes. IT wasn’t all that surprising how often he had to change near the hospital. Once he had thrown on the coat and pants over the suit and had stashed his mask in his pocket, he waited a good twenty minutes before rushing in. He feigned breathlessness as he hurried into the waiting room where MJ was holding Rio’s hands tightly.

“How is he?” Peter asked through gasping breaths.

“Still in surgery…” MJ said. Peter frowned and squatted in front of them. “No news yet.”

“No news is good news,” Peter muttered in a weak attempt to make everything seem like it was alright. “What happened?”

“He got involved in that mess near Times Square,” Rio said in a shuddering voice. Peter bit his lip. That mess that she was referring to hadn’t been the cause of this. Miles had saved his life and he couldn’t even tell her that. “Probably thought he could help…”

He did…  he thought, but instead of voicing it, he whispered, “He does have a strong spirit.”

“He has a hero complex,” she returned. Peter scoffed but he couldn’t deny or say anything without being a hypocrite and giving away his identity in one fell swoop. She stood and went for the coffee machine across the room, leaving Peter squatting in front of an empty chair.

“She’s been through a lot,” MJ offered. Peter didn’t need to be told that, but he didn’t berate her for pointing it out. MJ did her best with who and what he was. He couldn’t blame her for not being able to comfort him in these rough times. “What was that, anyway?”

He shrugged. “No idea.” He looked down at his hands. “Some guys at the docks were doing a deal. It was a lot of money for something that didn’t even look bigger than a computer tower. They didn’t want to damage it, so I’m guessing it was worth more than their lives if they were so willing to let me have it.” He moved his gaze from his hands to the ceiling. “I screwed up… I told Miles to stay out of this, but you know how he is.”

MJ chuckled softly. “Yeah, I do. He’s just like you.”

He looked down at her. “Was I this bad?”

She smiled wistfully and bopped him gently on the head. “Of course you were. You just don’t remember those nights that I stitched you up and sat on the floor by your side wondering if you’d wake in the morning.” She laughed, but he knew that she wasn’t kidding. He couldn’t remember all the times he had crawled into her house at the beginning, unable to go home because he didn’t want to worry Aunt May and too scared to go to the hospital just in case they asked too many questions.

He bit back a retort. This wasn’t about him. This was about the kid he was going to get killed if this continued. “What do I do?” he asked her.

“I can’t tell you that.” He stood and went to sit, but his phone rang. “Spider-man?” she whispered. He nodded.

“Yuri?” he whispered.

“Hey… are you okay?”

“I’m fine,” he said with a fake smile, trying to get his voice to sound like he wasn't lying through his teeth. “What’s up?”

“I know I told you to take the night off, but that gang is holding up our station and they aren’t letting anyone near here.”

Peter bit his lip. He had wanted to stay a little longer with Miles, but he apparently now wasn’t the time. It never was the time. “I’ll be right there. Are they trying breaking it down?”

“They’ve laid siege,” she explained as he motioned to MJ that he had to leave. She lifted an eyebrow and he held up a single hand in a half prayer pose to say he was sorry. She smiled at him and nodded, waving him on. Peter sighed and hurried off down the hall before Rio came back to ask questions. “Spidey…?” Yuri was saying.

“S-sorry… I was… going through a tunnel.”

“Very funny,” Yuri said. “Just hurry up before someone gets hurt, please.”

“Right.” She didn’t seem too worried, but he didn’t hear gunshots, so the situation was probably just getting started and he was going in to make sure it didn’t escalate any further. He hurried out of the hospital, taking himself into the alleyway to change. He hid the clothes and jumped into the air, using his webbing to propel him forward. The building flew past him as if he was the one not moving. This was the first time in a while he was going on a mission completely alone without worrying that Miles would get in his way, and the feeling was terrible.

As he landed on top of the police station, he stared down at the blockade that had been established. Men in street clothes again without a uniform that he was familiar with. They weren’t uniform at all. And their faces weren’t even covered. “Guess these guys aren’t afraid of not making parole.”

That should have been his first red flag, but the events of the day had left him a little less observant. He went to the door leading to the building and waited impatiently for how she wanted him to approach this. When he door opened, he jumped onto the roof of the doorway until he was certain who he was talking to. Yuri stepped out and looked up at his usual hiding spot. “I think we need to keep this quiet,” she said in a soft whisper. He nodded. “They’ve made their demands. They want the device and an escort out of the city with the promise that they will leave with all in their gang. If they see you, they’re going to start shooting. We don’t know where others in their gang are, and we can’t deploy any officers from here to look with them holding up the building.”

“Take them out?”

Yuri nodded. “As discreetly as possible.”

"I'll do my best." He looked at her and smiled under his mask. "You want me to get you out of here first?" He asked.

She shook her head. "I can't leave now. You do what you need to do and I'll see you on the other side."

Peter patted her on the back and leapt from the building, landing lightly on one of the decorative gargoyles. He stared down at the men below, tracking their movements. They were scattered in a way that made them hard to pick off one by one, but he had done this enough times to not be concerned with it.

He aimed his webbing at a trashcan and watched it wiggle. One of the men below turned before looking back at his partner and nodding. Both lifted their guns and stalked towards the wavering trashcan. Peter reached down and webbed the one in the back's mouth before stringing him up. He aimed another attack and propelled himself to the second man, knocking him out before he could sound the alarm. "Sleep it off," Peter snapped quietly.

The rest went as smoothly as possible. Almost... too smoothly. He supposed that should have been a second red flag. As he prepared to take out what he suspected was the last of the men, he spun around, swinging the weapon at Peter. The gun barrel slammed into the side of his head, sending him sprawling on the ground. He was up quickly, but by that point, he was staring down the barrel of an automatic rifle. He slowly raised his hands.

"Well, well... looks like I've caught myself a spider," the man said in a thick, nondescript accent.

"Looks like it," Peter said. "I'll give you ten seconds to surrender."

"You aren't in any place to make demands," he snapped.

"Don't say I didn't warn you." He jumped into the air just as the man unleashed a hail of bullets. Peter got to the side and kicked the weapon away. The man spun with his fist aimed at him, but before he could land a blow, Peter had him on the ground. "Should have taken the offer to surrender quietly." He webbed the man's hands to the ground. "What is that device?" He snapped. "And who are you working for?"

"Wouldn't you like to know?"

"That is why I asked," Peter said. "What is it? Why couldn't they fire at it?"

He smiled and spat up at Peter. "We didn't want it going off before it was in place."

Peter's eyes widened and he stumbled away from the man. Even as he stared down at his captive, a bullet landed firmly in his skull, killing him instantly. Peter looked up to see the assassin from earlier. He cursed. "Yuri! Evacuate the building!" He shouted as he ran towards the front entrance. The assassin would have to wait. "The device is a bomb!"

"We know," she said. "But its inactive."

"No, it's not! Get everyone out, now!"

There was silence on the other end and even though it was only a few breaths, it felt like an eternity. His answer came from the sound of the evacuation alert sounding from the building, but he didn't stop running. If he could somehow stop the explosion, then more people would be saved.

The moment his hand touched the door, the explosion tore the building apart.

The blast threw him back and he hit the pavement rolling. His body slammed into the ground several times and if he didn’t have his powers, he knew that every bone in his body would have been destroyed and he’d be dead long before he stopped rolling. The heat from the blast tore at his suit and debris showered him, melting and ripping through his suit. His head slammed onto the pavement when he finally came to a stop at the steps of the building nearest to the station and for several moments, his mind swam as the fire roared and screams echoed around him.

Time meant little to him as he struggled to regain his bearings. Everything hurt. His chest burned whenever he tried to bring in a breath, which forced him to breathe in shallow gasps. His mask felt like it was suffocating him. He struggled to sit up but as he moved, his vision blurred and he pitched forward to his hands and knees. Vertigo had set in and everything was muffled. A small part of his brain feared he had ruptured his ear drums, rendering him near-deaf. His elbows buckled as nausea overwhelmed him, sending him back to the pavement with a shout of pain. The sidewalk came to meet him, hitting his skull. His vision went black.

When it finally came back, he heard sirens blaring, but he heard them as if he was underwater. He groaned before realizing that there was a hand on his shoulder, shaking him gently. Someone was shouting for a paramedic, and hands ran over his body. There were times when flesh met flesh, meaning his suit had critical damage. He squeezed his eyes shut with a grunt, startling the person trying to rouse him. With a pain moan, he rolled over and nausea overcame him again, but he swallowed it. When the person realized that he wasn’t staying down, she helped him to sit up. Every move wracked him with pain. He looked up slowly to see the burning police building. He didn’t know how long he had been unconscious, but it had been long enough for the police and fire departments to get there and start the search and rescue. Already the sidewalk was lined with bodies suffering from third degree burns. Far too many of them were covered in sheets. It looked like a warzone.

 "N-no..." he gasped.

"Sir, you need to stay down," the paramedic was saying as he struggled to his feet. He didn't even look at her. "Spider-man, please..."

But he didn't listen. All he could see was the burning building in front of him and the bodies and the unrecognizable faces of the victims. "Oh God..." he whispered, stumbling towards the station. The realization hit him like a ton of bricks. The person he didn’t know he had been looking for wasn’t there; which meant she was either in the building still, or she was under one of those sheets. "Yuri!" He ran towards the burning building, past the paramedics and officers despite their shouts of disapproval and the pain all over his body. When he jumped into the building, the heat hit him in the face like another blast, but he didn’t even pause. The rafters and structure creaked and groaned in protest. The building was coming down and he had to try and get the rest out before it did.

"Yuri!" He shouted over the roar of the fire. He started up the stairs, disheartened by the fact that he saw no one rushing down. The bomb had neatly destroyed the building. He wasn't even sure what had set it off. Yuri had said it was inactive. How had it become live so quickly?

He didn’t have time to think about it much as he made it to the second floor, already feeling lightheaded from smoke inhalation. "Yuri...!" He called again.


Peter froze and looked around, almost shocked to hear the voice. "Yuri!" He ran in that direction, stumbling as he did. He fell to his knees beside his partner. She was pinned beneath rubble and his face was covered in blood and burns. "H-hold on...!" He said. He stood, but he knew that moving the rubble off of her body could make things worse.

The building moaned. "Its... coming down...!" Yuri snapped. "Get out of here!"

"Like hell," Peter snapped. "Not without you!"


"Not. Without. You!" He grabbed the filing cabinet that had landed on top of the rubble and hurled it. “You’re going to be fine!” he assured her, but as if to prove him wrong, a coughing fit wracked his body and the pain of it nearly caused him to pass out.

“I’m ordering you to get out of here,” she snapped. Peter didn’t even bother responding. He didn’t work for her and he wasn’t about to leave her to die here. He stumbled back once he had removed the rubble and Yuri could crawl out, but he watched her drag herself across the floor and he bit his lip, kneeling beside her to pick her up. “You idiot…” she whispered.

He shook his head and hurried down the steps as fast as his body would let him. Once outside, he passed her off to a paramedic before turning to run back into the building, but a hand grabbed his arm. “Yuri,” he started, ready to tell her that he needed to go back in there. But when he turned, it wasn’t Yuri holding him back. It was a paramedic, but the man’s grip was hard on his arm… harder than most anyone could hold him.

“Not yet,” the man whispered. Peter stared at him long enough to rip his arm out of his grip. “That building is about to go.”

“Which is exactly why I need to go back in there!”

“No,” he said and Peter noticed a glow in his eyes. Despite the heat, his body instantly felt cold. “We can’t have you dying just yet… Parker…”

Chapter Text

Chapter Three: Hello Darkness 

Peter stared down at his hands. He was alone in his apartment. The mess at the station was still going on, but he had done all he could. His destroyed suit was on the floor and he sat on the bed without a shirt and in his underwear. Burns of varying degrees covered his body and whatever was untouched by fire was bruised and bloodied. He hadn’t mustered up the strength to get into the shower. The clock showed the time of 5:23 and the alarm would ring in thirty-seven minutes to tell him to go to his job at the University and he had to pretend that he wasn’t hurt.

His head throbbed and his hearing still wasn’t back to 100%. He hadn’t gone to the hospital because he would have had to explain the wounds. No one would have walked away from the bombing in as good as shape he had. Everyone else within the blast radius had gone to the hospital in ambulances and body bags.

He buried his head in his hands. The apartment wasn’t safe. They knew who he was. It made sense. He had sent Octavius to prison with his identity revealed. He had hoped some part of the man he had known had survived enough to protect Peter Parker in that regard… He closed his eyes and stood slowly, crying out softly in pain. He bit his tongue and started hobbling towards the bathroom.

When the door opened, he turned with a gasp, ready to attack, but froze when he noticed who it was. “MJ…” he whispered.

She stared at him, her eyes wide. “Oh my God… Peter…” she gasped softly, aghast. Her eyes moved over his beaten, bruised and burned body.

He smiled “You should see the other guy…” he said in a strained voice.

She shook her head and hurried to him. She pushed him down back on the bed and he allowed her to do just that. He sat with a sigh as she moved from the bed and into the bathroom. The water came on in the tub and he sighed. “You shouldn’t joke about this,” she said. Her tone was laced with worry and slight anger. He hadn’t told her that her life was in danger, but he needed to. “You ran into a burning building!”

“I run into burning buildings all the time,” Peter argued. He tried to stifle the laughter. It hurt to breathe, let alone laugh.

“It was a bomb,” MJ retorted. The water splashed and he knew she was doing that out of nervousness.

“It’s kind of what I do…” He knew why she was angry. She cared about him and even though she accepted who he was, that didn’t mean she didn’t worry about him every time he put the suit on. He sighed. “MJ… there’s… something I need to tell you.” He didn’t want her to walk away from this apartment and get hurt, or come back with him lying dead on the ground.

She poked her head out from the bathroom and stared at him. “Yeah?”

He sighed. “When I fought Octavius… He… He knows who I am.”

MJ stepped out of the bathroom and stared at him, her eyes wide and full of worry. He turned away. He hadn’t told her about it for this very reason. With his secret identity, he had safe places. When he took off his suit, he could at least remain safer than when it was on. His home was safe. People in his life were safe. Now that she knew that there were enemies out there that knew his name, she would never stop worrying about him… and he would never stop worrying about her. “Do these guys know?” He nodded slowly. She hurried to him and knelt in front of the bed, staring up at him with so much worry that it physically hurt him.

He put a hand on her head. "It's fine..." he said.

"It is not fine, Peter Parker," she scolded. "None of this is fine! You could have died today!"

He looked down at her. He could die every day. Everytime he put on his suit, he ran the risk of dying. Everytime. "Them knowing my name doesn't change anything."

"It changes everything," she insisted.

Peter didn't argue with her. It did change everything. Of course, her life was in danger whenever she went out on a mission, but now her life was in danger just because she knew him. MJ didn't say anything as she stood up to turn off the water and then came back. Peter stayed almost limp as she lifted him up from the bed and onto his feet. He was exhausted and in so much pain that he just let her help him into the bathroom. "I got it from here..." he muttered. "You... go on home. Its late... or early..."

MJ shook her head. "And what if you pass out?"


"I mean it. You're exhausted."

I'm not..."

She cut him off. "I'm going to go lie in the bed. You get cleaned and then you can come join me." Peter looked at her and smiled. He couldn't believe how lucky he was to have her in his life. He didn't feel like he deserves her most of the time. MJ left him to clean up and he removed his shorts before lowering himself into the warm water.

He winced and gasped when the water hit his flesh, but he didn't cry out. He didn’t want to worry MJ about his pain. That was his problem, he supposed as he settled deep into the tub. He didn’t want to worry anyone. He closed his eyes as the water rolled over his skin. He had seen the oni mask, but Li wasn’t out. Yuri would have told him…

His thoughts moved then to Yuri. He hadn’t seen her since the explosion, but her name hadn’t been listed in those killed in the attack. He closed his eyes. Yuri was in trouble, too… But she had always been in trouble. He looked down at the water as dirt and blood swirled around him. He bit his lip. Was Miles getting attacked… was that the masked assassin going after him or Miles? He didn’t want to think about it, but it was something he needed to figure out. He had to find out who was orchestrating this attack killed more people.

He gasped suddenly when water entered his nose, flailing in a moment of panic. He thought for that split second that someone had come to him and pushed him under, but after a moment, he realized that the water was cool and his skin was wrinkled. He had merely fallen asleep.

MJ was in the bathroom a moment after the realization hit him. She looked down at the water he had splashed out. "I'm late for work... aren't I?" She nodded. "Damn."

"Get dressed and I'll drive you," she said.

"I'll just swing over there," Peter argued, but froze his climb out of the tub when she glared at him.

"Its not safe for you to travel like that right now."

He didn't want to point out that technically it wasn't safe for him to go anywhere at that moment. He didnt want her any more worried than she already was. "Alright," he said, relenting. He stood from the tub and dried off as gently as possible before putting on his work uniform; a lab coat and scrubs underneath.

Neither one of them spoke in the elevator going down. He wanted to laugh about how absurd it was that Spider man was taking the elevator, but that would only draw attention to his injuries.

He wanted to forget his injuries… forget everything that had happened over the past 12 hours. This time, he did laugh. It had only been twelve hours since his entire world had gone pear shaped faster than usual.

“What’s so funny?” MJ asked him. Maybe she was worried he had finally lost it.

“Spider-man is taking the elevator,” he said with a smile. It had its intended affect. MJ giggled and looked away from him. He wasn’t sure if it was because she was thinking about his injuries or if she felt bad for laughing at him.

“How’s Miles?” he asked finally. He didn’t even realize he had been avoiding that question.

“He got out of surgery while you were dealing with the police station. He’s fine… for now,” MJ added. “And, before you ask, I wasn’t able to get close to Yuri to get a look at her condition. I’m sorry.”

“I’ll check after work.” She nodded and the two got into her car. Peter stared out at the city as they drove through it. It wasn’t often that he was in a car. Watching the buildings fly by without the wind was actually odd. He closed his eyes and MJ let him sleep as she drove him to the University.

Once there, he got out of the car with her held and looked at her and a smile. “It’ll be fine,” he assured her.

“If you say so,” she said. He cupped her face in his hands and bent down to kiss her gently on forehead.

“I’ll call you later,” he promised. He waved her off and then hurried to get inside the lab, clocking in without even stopping. When he got into the lab, he shook his head to try and clear it. He was groggy and still reeling from last evening’s events. He ruffled his hair out of instinct and stepped inside. “Dr. Cho?” he called.

A small Korean woman lifted her head as Peter walked in. She frowned. “You are late, Parker,” she snapped. She handed him a clipboard none-too-gently.

He smiled sheepishly, hiding the pain of her handing off with his meek demeanor. “I… had a rough night,” he said. He didn’t mention how rough. Helen was used to working with superheroes, but as of that moment, his identity was still secret to the public. He wasn’t like Tony Stark, who plastered his identity for the world to know. “I was on my way to my volunteer position at the police station…” he trailed off and she looked up at him with wide eyes as the realization hit her. “I wasn’t involved, but I had to fill out a lot of paperwork and had to sit through interviews.”

“I see…” she said. “Well, I am glad you are safe.”

He looked down at the clipboard and blinked. “Mice? Already?” he asked. She turned to him with an exasperated sigh. “You… told me already, didn’t you?” She nodded and he sighed. “I’ll get the mice.” He walked away from her and towards the cages where his mice were. Even though he had been working at the lab for several months already, he was still cleaning mice cages and raising the lab rats.

They were working on cellular regeneration and other cures. He didn’t realize that he would still be working on artificial limbs and regrowth, but he liked the idea of working with war vets in an attempt to help them. He also was hoping that his work in the University would help Octavius.

He sighed as he looked at the two mice in the cage that would get the first dose of the medication that they were developing. Octavius… He wanted to hate the man. He had tried to hate the man. He had tried blaming him for everything that had happened last year. He had wanted it all to be Octavius’ fault that May had died… But he couldn’t bring himself to do it. He had helped make those arms. He had prioritized being Spider-man over being Peter Parker, which made Octavius get desperate. And he hadn’t been fast enough in solving the case. There was only one person he had been able to blame fully for the disaster the year prior, and it wasn’t Octavius.

He smiled at the two white mice in the cage as he lifted them into the portable cage. “Alright, you two… you’re going to start breakthroughs,” he said with a soft laugh. The poor creatures would definitely die, but their sacrifice wouldn’t go under appreciated. “Hey, Cho…” he called as he walked back into the main lab. “How are the Avengers? Have you worked with them recently?”

She looked up from her microscope and smiled. “I saw Stark the other day. They’re out of the country, I think.”

“Seems like these bombings only happen while they’re gone,” he grumbled. “Almost like they plan it like that... Have you called them?”

“I’m sure S.H.I.E.L.D. will handle it if they need to be brought in.” Peter nodded and lifted one of the mice from the cage, holding her gently in his hands. He whispered to the animal as he stroked her head. “I heard Spider-man was hurt in the bombing,” she said as she prepared the syringe with the experimental medication. They had made breakthroughs in the formula, but he still wasn’t optimistic about the mouse’s chances.

“Was he?” Peter asked. He looked at the mouse in his hand, watching its nose twitch. The poor thing just wanted to live her life, and she was being used for some experiments. "That guy’s seen a lot lately.”

“With the attacks last year and now this… the man’s probably running himself ragged,” she agreed.

Peter smiled. “Probably.” He handed Cho the mouse and she injected it with the drug while he grabbed his notes to start taking the initial reaction. There weren’t any sudden seizures and he put her back in the cage for observation.

“Can you stay the night with them?” Cho asked while she injected the second rodent. Peter tried to act nonchalant about it, but he knew he couldn’t. He had to get out there, especially with one police station out of commission.

“I… I can’t,” he said.

She stared at him, holding the mouse in her hands gently. “Peter… We are on the verge of a biological breakthrough and you think that something else is more important?”

“Yes,” he said without pause. “I’m sorry. I’ll call one of the interns and get them to watch the mice tonight. I’ll stop by throughout. I don’t plan on getting any sleep tonight anyway; not with the bombing and the police station being out of whack.”

Cho sighed and shook her head. “I can’t tell if you work too hard or not enough,” she said as she walked to replace the mouse. “You don’t seem to put all the effort you can into anything and you wear yourself too thin. You need to decide, Peter… do you want to be a scientist, or an officer?”

“Spider-man,” Peter said without hesitation. The answer hung between them before Cho laughed heartily.

“I think you could do it,” she said. “Watch the mice and I’ll get an intern in here in a couple hours.” She did a few checks while he started up the programs to monitor the subjects. He would have to compare behavior of the mice in a few hours. "Alright, Parker, I'm off," she said.

"Say hi to the husband for me," Peter said. She smiled and he waved her off. When she had gone, he sat down in front of the cage. Now that she was gone, he was sure to set up the cameras so he didn’t miss anything. When that was finished, he took off the coat and sat down with his back to the wall. He was asleep before his forehead rested on his knees.

A hand woke him and he jolted awake, but didn't lift his head. "Oh, hey," he muttered. "I was just resting my eyes."

"Peter Parker..."

Peter sighed and went to look up, but froze when he realized the tone of the speaker. It was dark and chilling. He lifted his eyes and found himself staring up at one of their interns as she looked down at him.

She looked like a camera negative. "Peter Parker," she said again.

Peter got onto his feet in a hurry and put his back to the wall. "What do you want...?" He stammered. He couldn't hurt her. She was under Li's influence. His blood ran cold. He had always felt somewhat safe at work. Now... now he was being tracked down where he thought he would have some semblance of safety.

"You aren't safe, Peter," she said in a monotone voice. "You will never be safe. No one in your life will be safe. We will plaster your name in lights and shout it to the heavens." Peter clenched his fists. "You can't hide Peter Parker... You can't..."

She trailed off and went limp as her skin and color faded to normal. Peter reached forward and caught her before she hit the ground. "Mr. Parker..." she asked. She sounded confused and disoriented. "What happened...?"

"Nothing," he said, trying to keep his own voice from shaking. This was growing worse by the moment. Li was attacking him; not as Spider-man, but as Parker. "You're fine... it'll be okay..."

Chapter Text

Peter hurried out of the University after making sure the intern wasn't suffering any lasting effects from the influence. His stomach was still churning even as he found a secluded place to put on his spare suit. He got dressed and jumped out into the city, pulling himself along despite the pain and the exhaustion pushing at the back of his eyes.

He had one destination. He needed to see Li. He had to make sure the man was still locked up. The Raft had it's fair share of problems, but even they weren't dumb enough not to tell him that Li had escaped.

He landed on the prison and walked in without being stopped. Everyone there knew who he was and knew that he didn't just waltz into it without a good reason. He walked to the warden's box and slammed his hand down on the counter. "Warden!" He called. Usually he wasn't so direct with his approach. He was, more often than not, jovial and silly when need be. Today wasn't that day.

The gruff warden walked towards the cage and froze. "Spider-man?" He asked. "What can I do for you?"

"Martin Li... I need to talk to him." The warden hesitated. "Now!"

"Yeah, you and every officer in Manhattan. "Mister Negative" escaped late yesterday evening."

Peter bulked. "How?"

"The guy controls people, Spidey. Someone got careless."

Peter put his hands to his head, annoyed. "Fine. Otto Octavius, then."

The warden stared at him for a moment; long enough for Peter to get even more annoyed. "Do you think he's connected?"

"I have reason to believe that he and Li are at least in contact."

"Do you want to share where you got this valuable information?"

Peter bit his lip. Otto was the only one who knew identity and now Li knew it as well. The only logical explanation was that Otto and Li had a conversation at some point in the last year. "Just let me go see Octavius."

The warden sighed and handed him a visitor's badge. Peter thanked him and followed his escort to the visitor's room where he was given a seat behind bullet proof glass. It took a few minutes, but eventually they wheeled in the doctor. Peter gasped softly. He hadn't been expecting him to be confined to a wheelchair so soon. "Octavius," he greeted once they were alone, separated by the glass.

Otto locked at him and smiled. For a moment, Peter saw the man he had come to love like a father. It was a fleeting glimpse, or maybe even a trick of his own eyes and misplaced hope, but he saw it, whether it not it was there. "Don't act so formal with me, Spidey," he said. "You and I... we have a lot to talk about."

Peter shook his head. The moment was gone. Now they were back to business. "What did you tell Li?" He snapped. As much as he hated to admit it, the time for pleasantries between them had long since passed.

"So quick to get down to business." Otto frowned and leaned forward. He studied Peter from behind his glasses. "Where is Li now?"

Peter narrowed his eyes. That wasn't good. If Octavius didn't know where Li was, then who would? "I was hoping you'd know," he admitted offhandedly. He turned away from the man in the wheelchair. "Why did you tell him?" He had already felt betrayed by the man, so this shouldn't have been a surprise to him. It shouldn't hurt him... but it still did. Peter had never lost hope that he could help hid mentor.

Octavius shrugged. "I didn't. It wasn't hard to figure out. He came to me with these grand theories about your identity. We compared notes and he figured it out. I merely confirmed it."

Peter sighed with a soft curse. He figured that was true. Li had suspected Peter of snooping before their showdown. He was probably on his list. There was no point in arguing with Octavius about it. What had been done was done. "Fine," he said, standing. "Do you know anything else? What is he planning?"

Otto stared blankly at Peter and then smiled mischievously. "Even if I did know, what makes you think I'd tell you?"

"Because maybe the man I knew and cared about is still alive in there," Peter suggested.

Octavius' smiled turned into a smirk. "Wouldn't that be nice?" He asked. Peter shook his head. This was getting them nowhere and he was waiting valuable time. If Octavius wasn't going to help, then this was a mistake. He shouldn't have come and he turned to leave. "You think you can run from this, Spider-man?" Peter stopped. "You couldn't save me, or her, or anyone else."

Peter clenched his fists as a shiver went down his spine. "Her death wasn't my fault," he snapped.

"Is that what you tell yourself to help you sleep at night? Do you really believe that or do you just want so desperately for it to be true?" Peter clenched his fists tighter. "You sat back and watched as I turned into this and you hate that you couldn't stop me in time!"

"There is no one to blame for this but you!" His voice cracked as it rose.

Octavius laughed. "Right. Then you will be able to save your precious city? Good luck."

"What is Li planning?" Peter asked, hoping beyond hope that he would help. "I know you know, Doc..."

"I might," he answered. His nonchalance enraged Peter further. Innocent lives were at stake! "But you are a scientist, aren't you? I have no doubt that you will figure this out. The only question is whether or not you will figure it out before more innocent people are killed. Good luck."

"I wanted to hate you," Peter said after a long pause. "I even tried to... but I couldn't. You're sick, Doc, and I won't stop until I've done all I can to help you." He didn't turn around as he left. He had said everything he had to say.

When he stepped out of the room, the warden was waiting for him. "Seems like there's a lot of history between you two..." he commented as he lit a cigarette.

"More than I'd like to admit," Peter grumbled.

"He knows your real name," the warden observed. It wasn’t a question; just a statement. Peter shrugged and started walking. "Is there a house you need us to stake out? I can deploy a car or two. Off the record, of course."

"No, but I appreciate it," he said without looking back.

"We'll give you anything we get on Li," he promised. "And Spider-man..." He stopped. "You do good work out there... whoever you are."

Peter smiled. "Thanks warden." He waved off and sprinted down the hall and out the Raft.

He had a few things to do before taking off the suit… before putting it back on again to patrol for the night. His destination was the hospital. He had to see Yuri and make sure she was okay. When he made it there, he went inside, nodding to the nurse as he walked by. She stared after him with a shocked expression and he waved at her. She waved slightly back.

Peter kept his head down as he walked towards her room. When he got there, a doctor was stepping out and he seemed slightly shocked to see Spider-man standing in front of him. “She… she’s not seeing anyone right now,” the man said.

Peter looked at the door. “Why not?” he asked.

“She’s tired.”

Peter looked at the doctor and then the door. “How is she?”

“I can’t tell you that. You aren’t family. Come back later,” he said and then walked off. Peter watched him and the moment he turned the corner, Peter stepped into the room.

“Yuri?” he whispered. He looked down at her on the bed and bit his lip. She was burned badly, but not as badly as it could have been. An arm was in a cast and she lay unmoving on the bed. Another woman was sleeping in a chair in the corner, and Peter guessed that this was her mother.

Yuri moaned softly and turned her head to look at him. “What are you doing here?” she asked.

Peter shrugged. “How are you?”

She scoffed. “You’re an idiot.”

He turned back to her, shocked. That wasn’t what he was expecting to hear. “I… Are you okay?” he asked.

“Just get out, Spider-man,” she snapped.


“I said out!”

He backed away from the bed and put his back to the door. Yuri’s mother stirred at the weak shouting. Peter looked between the two women before backing out of the room. He didn’t stop backing away until his back was to the wall opposite the door. He put his elbows to his knees and buried his head in his hands. What happened?

Within a few moments, he became aware of someone standing in front of him. He lifted his masked face to the woman standing before him. “Is she okay?” he asked. The woman squatted in front of him.

“You pulled her from that building… didn’t you?” she asked. Peter nodded. The woman suddenly burst into tears and buried her head in her hands. Peter watched her awkwardly, unsure of what to do. He reached over to her and patted her shoulder gently. He wasn’t sure why she was crying, but he would be there for her. She put her hand over his and cried softly for another moment.

“Ma’am?” he started. He needed to make sure she was okay… and also that Yuri would be okay. She looked up at him and smiled.

“Thank you…” she sobbed.

Peter cocked his head. “You’re welcome…” he said, confused. She was extremely happy, but Yuri had yelled at him to get out. “I’m sorry… but is she okay?” he asked.

The woman nodded. “She is… overwhelmed,” she explained with a sniffle. “She’s thankful to you as well, but… it will take a while for her to adjust.”

“Adjust to what?”

“The wheelchair,” the woman said.

Peter stared at her and then looked to the door. His mind flashed back to finding Yuri under the rubble pinning her down. “Her spine…” he breathed and the woman nodded, confirming his fears.

It was her turn to put her hand on his shoulder. “She is alive,” she said. “That’s all that matters. Right now she may believe this is the worst thing that could happen, but she will understand once the shock has settled that there are fates far worse.”

Peter smiled, but it was a gesture lost with the mask. He wanted to see her and talk with her, but he figured now wasn’t the time. She stood up and then held out her hand to help him up. He didn’t need it, but he took her hand anyway. As long as Yuri had someone, he’d be able to sleep a little better; when he had time to sleep that is.

He watched the woman go back into the room before jogging out into the alleyway to get his jacket. When he got changed and got to Miles’ room, it was empty. “Where’s your mom,” Peter asked.    

Miles opened his eyes and looked up at Peter. He seemed mildly disappointed that it wasn’t Spider-man who was standing in his room. “Work,” he said. “Not everyone can take a lot of time off to deal with their shot child.”

Peter smiled. “How are you feeling?”

“Fine. Mom said Spider-man brought me in. Seems like he did some things to speed up the healing.”

Peter shook his head with a soft laugh. People didn’t know enough about Spider-man to know that wasn’t true, but it was easier to think that than to think that your son had Spider powers. He looked down at the boy on the bed and sighed. He had put him in danger… and now the danger was just getting worse.

“I heard about the police station,” Miles whispered. Peter tried to hide his expression. “I watched it on the news. You… you looked so… tired.”

Peter smiled. “I’ve been through worse,” he said. “It was a little hot, but it wasn’t a problem.” He had gone into the building just before the collapse and had pulled a few more people out, and then he had collapsed. Getting home the night before had been one of the hardest trips he had ever taken. He still wasn’t recovered, but he didn’t have time to rest. There was still so much that had to be done.

“Did you figure out who did it?”

Peter turned to him sharply before averting his eyes. He knew the person behind the attack… and he didn’t want to tell Miles. Li was the man directly responsible for killing Jefferson Davis, Miles’ father. Peter didn’t want this to turn into a revenge vendetta. “Not yet,” he said. The less Miles knew about this, the better. “I should have it under control by the time you get out of the hospital, though.”

“I could get out now,” Miles argued. “You ran into a burning building and you’re already back out there. I just got shot.”

“Just got shot?” Peter scolded. He sat down on the bed. “You took a bullet in the back.” He gently slapped Miles’ foot. “My burning building is nothing compared to that! Do you know how many burning buildings I’ve run in to? Everything for little old ladies to cats. You took a bullet.”

Miles smiled, laughing softly. Peter didn’t feel very comfortable joking about the bombing. People had died during it, but it at least made Miles feel better and it hid the fact that he was hiding something from his partner. “Are you really okay?” Miles asked after a moment. Peter smiled warmly at him. He was lucky to have such great people in his life, and that was why he wanted to protect them at all costs.

“I’m fine. You just worry about getting better so I don’t have to swing around on my own again.” He stood just as Rio opened the door. He froze and for a moment, he forgot that he wasn’t in his suit. She smiled at him, seemingly unaware that he had frozen up. “Hey, Mrs. Rio…” he stammered.

“Good afternoon, Peter,” she said with a laugh. “How are you?”

“Good,” Peter said, returning her smile. “And yourself?”

She laughed, but he could tell she hadn’t gotten much more sleep than he had in the past 24 hours. The woman had been running on fumes since her husband died and now that Miles was hurt, she was probably running herself ragged with worry. “I’m doing well. I just thought I’d stop by to check on him during my lunch break.” She walked up to him and embraced him and he hugged her back. This was what he liked the most about his job; the people. “Are you staying?”

Peter shook his head. “No, I’m not,” he said. “I wish I could, but I’m got to get back to the lab. We’re doing an overnight observation tonight and I have to stay up, so I was going to try and get some sleep beforehand.” He turned to Miles. “I just wanted to make sure he was okay.” He waved to Miles, who narrowed his eyes at him. The boy knew that Peter wasn’t going to the lab that night. Spider-man would be patrolling the streets. He hurried out before Miles could say anything and he shoved his hands in his pockets. This wasn’t going well… at all, but he’d figure it out. He had to. If Miles knew who he was up against this time, there would be no stopping him.

Once outside, he changed again and took to the streets. Usually he would go home at this time. There were a few hours before sundown and there weren’t any major issues happening at that moment, but he didn’t feel safe at home. He didn’t want to say anything to anyone, because he knew that they would open their door to him and he couldn’t have that. They might get attacked for harboring him. No, he knew where he could sleep without fear.

He made it to the Avenger’s Tower thirty minutes later. The nap he had taken in the lab had worn off and he was ready for a little bit of shut-eye before the nightly hunt was on for Li. He climbed to the top and rested with his back to the wall. Nestled in that spot, he felt mildly safer than if he had gone home. Not many people could get up there and he had enough room that falling off wasn’t a huge concern. He had caught some sleep up there before. He rested his head on the wall behind him and drifted off.

When he opened his eyes again, he was greeted to the night sky. There was the sound of mechanical whirring and he crawled to the edge, shaking the sleepiness off of him. He peered over the edge to see a few Iron Legions entering the building. “Maybe I should ask Stark,” he muttered. That man dealt with his identity being known. He laughed softly. That was fine for Tony. He had enough money to pay guards and make robots. Peter didn’t have those kinds of resources. Of course, the Avengers would help him if he asked… and if they weren’t out of town.


He rolled over and stared up at the sky as a plane passed overhead. Below he heard sirens going, but he figured the police had it handled for now. He knew he had to get up and be Spider-man. He sighed and rolled onto his shoulders before kicking himself onto his feet. “Alright Spidey, let’s go!” he said to himself before running towards the edge of the building and leaping off.

Just as he grabbed a building with web, his phone rang. He answered. “Peter Parker,” he said.

“Hey, Pete,” MJ greeted. Peter smiled. “I was worried about you. I called your apartment and your cell and you didn’t answer. Are you okay?”

“I’m fine. Sorry. I was catching up on sleep on top of the Avenger’s Towers,” he said sheepishly. “Sorry I didn’t call.” He had forgotten how much MJ was affected by this. She would be worried sick every time he didn’t answer a call. They had to find Li and fast if he and everyone else in his life wanted to get any real sleep for a while.

“Why the Avenger’s Tower?”

He landed on a structure and crouched, keeping his body low as he watched to streets below him. “It just didn’t feel right go home,” he admitted.

“Oh, Peter…” She trailed off and he instantly regretted saying anything. “Why don’t you come stay with me until this whole mess blows over?”

“Moving in together already?” Peter asked, feigning shock.

MJ laughed. “I suppose.”

“I can’t.” He watched as a man down the street started following a woman. A normal thing. He jumped onto the building above them and crawled on the ledge, keeping an eye on the situation. “I’m better off sleeping in places that are a little too high for Li and his demons to get me.”

“It’s cold, Peter… You’ll catch your death out there.”

“It’s not that cold,” Peter argued. In truth, it was surprising that they hadn’t had their first snow yet.

"It is that cold, Parker, and you know it."

Peter laughed, but his laughter fell as the woman stepped into an alleyway and the man followed her. "MJ... hold on." He jumped off of the building, landing behind the man. "Hey, buddy!" He snapped. The man froze and the woman spun around. She looked between Peter and the man before turning and hurrying to the other side of the alleyway. "Next time, pal, why don’t you try flowers?” He webbed the man’s hands and shoved him against the wall. “Better yet, why don’t you just stay away from women all together?” He webbed the man to the wall and turned away from him.  He needed to call the police and have him pick this guy up before it got too cold. “Hey, I need to---“ He started to tell MJ, but he froze as screams and a loud roar came from several blocks over. The roaring sounded familiar, and it wasn’t good. “I’m going to have to call you back…”

Chapter Text

Peter ran down the streets as people ran in the opposite direction. He didn’t want anyone else to be out of the Raft, but it as he rounded the corner to the apartment complex, he froze. His fears were confirmed. The Lizard… And he was not happy. He was tearing the building up and hurling people into the wall behind him. Peter jumped into action immediately. He grabbed the Lizard’s newest victim and put her gently on the ground. She thanked him and took off running, as one was wont to do in this situation.

“Connors!” Peter called, running towards the building. The fire alarms were going off, drowning out his shouting. The Lizard was the last person he had expected to escape. And why attack a random building? He jumped onto the walls of the building, running up. “Connors!” he called again as he lunged. “Long time, no see!” He grabbed the lab coat and shook his head. The scales beneath the coat were black, not green. “What the…?” His thoughts were cut off as Connors grabbed him and threw him into one of the apartments. Peter rolled and stopped himself form hitting the opposite wall. "What happened, Curt?" he asked.

The Lizard snarled and ran at him. Peter dodged nimbly, jumping to the ceiling and crawling across it.

"Not in the mood to talk, I see!" he said. Lizard hurled things at him as he crawled. "That's fine! I'm not really in the talking mood today either."

"Spider always wants to talk!" Lizard snarled. His voice had an echo, just like the corrupted woman's voice from earlier. Li had gotten to Connors... but why? Out of all the villains to release, why the brute?

Peter dropped from the ceiling. He needed to end this before the entire building came down. "True," he agreed. "But if you don’t want to talk, I don’t see the point.” Instead of waiting for the Lizard to argue, he lunged forward, shooting webs behind his opponent to launch himself faster. He rammed into the scaly body and then went crashing through the walls of the living room and into a child’s bedroom. Luckily, it was empty, but he heard people still milling about upstairs as they evacuated. I hope whoever lives here has insurance, he thought. He rolled away from Lizard and scurried away enough so he could get onto his back just in time for the creature to lunge at him. Peter kicked up and rolled in a half cartwheel, sending Lizard into another wall.

“Why’d Li get you out, Connors?” he tried again as Lizard struggled to his feet, growling. “What’s in this building that’s so important?”

“You said you didn’t want to talk!” Lizard growled. “Now you won’t shut up.”

“You did mention that I always want to talk,” Peter pointed out. It was weird that the corrupted Lizard was still carrying on a conversation. He ran at Lizard and slid under him, webbing his jaw saw that he dragged the creature to the ground, slamming his jaw on the floor.

“Silence!” Lizard snarled and swiped with his tail, sending Peter sliding to a wall. He gasped when he hit. His body was still trying to recover from the explosion at the police station. His muscles burned and his spine was stiff, making this fight much harder than it should have been.

“Noted…” Peter grumbled. He jumped to his feet. With a swipe of his hand, he grabbed a chair from the kitchen and broke it over Lizard’s head. Before he could recover, Peter was on the ceiling, crawling towards him. He jumped onto Lizard’s back and started trying to web him up. He wanted Connors conscious at the end of this so he could interrogate him. At that moment, Li had the upper hand because no one knew where he was or even what he was fighting for.

The puzzle pieces didn’t make sense. Li had escaped and had immediately attacked a police station. He had sent a citizen to Peter’s workplace and ordered her to give him a message about his identity, but made no demands for anything. He wasn’t holding Peter’s identity hostage… and then he had released the Lizard on the city without any rhyme or reason to it. Still no demands... still nothing.

He finished webbing up the Lizard and jumped off of his back. “Now will you talk to me?” he asked. His answer came in the form of an enraged roar. “Figured.” He shot a bit of web over the mouth, silencing him. “Well, at least you’re going back to your cell.” He turned to call for the police, who were probably on their way anyway, when the Lizard broke from his restraints. He lunged at Peter and pinned him to the ground before sinking his teeth into Peter’s shoulder. 

He screamed in pain and kicked Lizard away from him, but instead of going in for another attack, Lizard leapt over him and into the streets below. Peter stayed staring at the ceiling. It had happened so quickly. He hardly even felt the pain in his shoulder and the blood under his suit. Now he was really confused. Why hadn’t Connors killed him? Had he gone for the head or throat, Peter knew his chances of surviving would have been lower, but the Lizard hadn’t been aiming to kill, or even maim him.

He shook his head. That didn’t matter now. What mattered was now he had an enraged mutant running the streets of Manhattan. He took only a moment to check his wounds before running out of the building just as the police pulled up.

“Nice of you to join the party, men!” he called.

“What’s going on?”

“Go ask the mayor of Tokyo!” Peter shouted as he ran towards them. He waited just long to make sure they understood the reference before taking to the roof tops to pursue the Lizard. He could hear people screaming, but he didn’t hear any bones breaking. What did Li want? And why had he picked the worst possible person to get it? He jumped off of a building to land on another, leaving bloodied handprints where ever he touched. Thunder rolled in the distance and the temperature was dropping dramatically.

“Tonight? Really?” he called to the sky. He didn’t need a rain storm, or a snow storm that night. He caught up to the Lizards as he made his way into Central Park. Again, it wasn’t the best place to be for any sort of discernable plan. Peter landed behind the beast. “Connors!” he shouted. “Can we wrap this up? It’s going to rain!”

“Spider-man…” he hissed. He turned to face him, his corrupted face grinning. “Have you come to die?”

“No, but thanks for the offer.” Now that they were outside, Peter felt he had more of an advantage. He was quicker than the Lizard and with more room to move around he felt he’d do better. He shoulder throbbed as if to laugh at him and his over confidence. He grit his teeth, but didn’t show weakness. “Now, can we handle this like intelligent peo—“

He was cut off with the Lizard lunging at him. This time Peter got out of the way, pulling himself into a tree. The tree was attacked, and Peter jumped out of it as it fell. He grabbed a branch, but it was with his injured arm. His hand reacted and out of instinct, he let go. He fell to the ground, crashing hard. Before he could even shout out, the Lizard was on top of him.

Peter gasped as the Lizard dug his claws into his chest. Blood gushed from the wounds. Pain turned quickly in to panic. It had seemed just moments ago that Connors didn't want him dead, but now he was tearing through Peter's skin like a knife through butter. He knew he had to calm down. No good came from panicking and freaking out. He took a pained breath and struggled beneath the claws until he got one hand free. He fired web Connors' face, getting it into his eyes. He kicked Connors away from him and went to town. He webbed branches and hurled them at the Lizard in an attempt to knock him down.

When he ran out of branches, he went for benches and then rocks. Eventually one of his thrown items hit the Lizard in the right spot. He went down with a loud, angry growl. Once Peter had downed the Lizard, he webbed him up on the ground before crawling over the body and creating a nice, snug prison for the beast. He stumbled back from the cocoon he had built once he had finished.

Thunder shook the ground. “What the hell…?” he gasped. No one was there. There had been no reason to even come to Central Park. “What are you doing, Li?” He put his hand to his chest and gasped as pain radiated from the puncture site. It wasn’t the worst wound he had ever suffered at the claws of the Lizard, but it hurt and the now steady rain wasn’t helping. As he turned, he heard a gun cock and he froze. A man in an oni mask was standing in one of the trees.

“Bravo, Parker,” he called. Peter clenched his fists, but didn’t say anything. “The silent treatment? I was told you never shut your mouth. I guess Negative is getting somewhere.”

Peter clenched his fists. “What does he want?” he snapped. “Why bring Connors in this? Why not any other villain? If he wanted me dead, he picked the wrong person to fight me.”

The man in the mask jumped down from the tree, his sniper rifle remaining aimed at Peter’s now exposed chest. “He did his job, didn’t he? You’re here, aren’t you.”

Peter narrowed his eyes and his mask reacted accordingly. “Is here where I’m supposed to be?”

The man shrugged. “Perhaps. But aren’t we all where we’re supposed to be at any given moment?”

“I’m really not in the mood for your philosophical crap right now,” Peter said through gritted teeth. He needed to take this guy alive and quickly so they could get this done. He prepared to shoot. He would have the man shoot him and while he was dodging the bullet, he would shoot web at the man’s face. While he was dealing with that, Peter would take him down. As far as he was concerned, this was just a normal man who was good with a gun. Nothing more, nothing less. His senses tingled and he sneered, annoyed. He was well aware of the gun being aimed at him.

“Whatever you are planning, I wouldn’t if I were you.”

“And why’s that?” The answer came when at least 50 sniper pointers trained on his body. A shiver went up and down his body as he looked around. The pointers were coming from all directions and a few were even from outside the park and the high rises surrounding it. He turned sharply back to the first man, who shrugged.

“I told you… We are always where we’re supposed to be at any given moment of our lives. And Mary Jane is exactly where she should be now…” Before Peter could question further, a shot rang out. He was quick to dodge, but more shots came. He turned and ran, dodging gunfire as he ran. He wove around the bullets. They weren’t shooting to kill. He would figure that out later. Their shots were spaced out enough that he could dodge as he fled, but that thought didn’t cross his mind as he ran.

As he dodged a bullet and just before escaping out of Central Park, a bullet from behind tore into his already injured shoulder and exited through his collar bone. He gasped and fell forward. “You will drive them all to an early grave, Peter Parker!” a voice echoed. When he looked up after just a second of rest, the Demons were gone, leaving nothing but the sound of snow and sleet… and the hail of bullets that might have been his end. He stood shakily, holding his shoulder. Blood gushed from the wound and seeped through his fingers but he didn’t even stop. He shot wed at the wound to try and slow the bleeding and he ran. His left arm hung uselessly as he tore down the street. He didn’t even know where MJ was, but he had to get there fast. They were trying him… using his need to save everyone to run him ragged… and he was letting them do it.

He shook his head as he ran faster even as his vision grew blurry on the edges. He ran into someone and stumbled back. “S-sorry, ma’am…” His blood had stained her blouse.

“What the hell is wrong with you?” the woman shouted. She seemed to be preparing to yell at him some more before she realized who she was speaking to and what condition he was in. “Oh my…” she gasped. “Someone call an ambulance!”

Peter shook his head. “N-no… no hospitals…” he said, holding his hand up. “I have to go…” Before they could restrain him, he took off down the street even as the woman picked up her phone to call 911.

He kept running, causing all kinds of ruckus as he ran towards MJ’s apartment. He didn’t know where she was, but that was the first place to look. He tried her phone again, but she was either on a shoot or asleep. He ran faster. This was what he had feared since becoming Spider-man… They knew who he was and now the people he cared about were in danger. Innocent lives were being threatened just because they knew who he was. He couldn’t let that happen. He had to get to her before the Demons did.

Eventually his foot hit a loose end of the sidewalk and he fell forward. Out of instinct, he went to brace himself with both arms, forgetting the injury in his left shoulder. When his palms hit the ground, he cried out in pain before planting on the sidewalk. He stayed for a moment before trying to lift himself off of the sidewalk. His elbows gave way and he went back to the ground with a loud groan.

His eyes fluttered as a booted foot stepped in front of him and he caught a glimpse of a red cloak falling in front of him before passing out.


MJ opened the door to Miles' hospital room. She smiled when she saw him wide awake, watching the news. "Hey, kiddo," she greeted.

He turned to her and smiled warmly back at her. "Hey, MJ... how goes it?"

"Not bad," she said. She had been against Peter taking Miles on. She knew how dangerous their line of work was and she didn't want someone as young as Miles going through it. But Peter had insisted that he could keep Miles safe. She supposed that it was good that they had only had one trip to the hospital so far, but it was one trip too many for her. "How are you feeling?"

He shrugged. "I should be out there with Pete..." he complained.

MJ shook her head. "Don't worry. You'll have plenty of opportunities to get out there with him. Let him deal with this one, alright?"

Miles groaned and stared up at the ceiling. "And here I am, sitting in a hospital bed."

She laughed softly. "I get that," she said. "But that's a rite of passage to being a superhero."

"Ending up in the hospital?" She nodded with another small laugh. "Then I guess I should go get my cape ready."

She nodded. "You should." She stood to give him some tea when the door opened and she was standing face to face with Martin Li. She held the pitcher of water tightly as the man and two of his masked henchmen walked in.

"Ms. Watson," Li said. He turned to Miles and cocked his head. "I know you..." he snapped his fingers and pointed to Miles. "That kid at the ceremony! I knew I had seen you before."

Miles narrowed his eyes and MJ prayed he kept his mouth shut. Luckily he didn't have his web shooters or his identity as Kid Arachnid would be exposed and that was the last thing they needed. "You bastard!" Miles snapped.

MJ quickly jumped between the two. They didn't need Li putting Miles on his hit list. "What do you want?"

Li looked past her to Miles, but ignored the insult for the time being. "I wanted to see you... Just so Peter knows that I can." He stepped towards her and she stayed as still as possible. He reached for her, but instead of grabbing her chin like she had thought he would, he gently took a lock of her hair into his inverted hand. He ran his thumb over it. She tried not to move or show fear. That wouldn't help.

"You are brave," he observed. "I could make you join us... if I wanted. I could kill you. I could gun down every person in this hospital before your little boyfriend made it here... But I don't want any more innocents to die in this spat between Spider-man and me. Get out while you still can... both of you."

MJ narrowed her eyes, but didn't say anything. Peter needed them more than ever now.

"Like hell we will!" Miles snapped.

"You're civilians," Li said. "This isn't your fight."

"When you mess with Peter, you make it our fight," MJ said. Her voice was strong and steady. Li lifted his hand as of to slap her and she flinched. It was hardly a move, but it was enough. Li lowered his hand.

"Stay out of my way." He turned his back on them and his demons nodded. "This is your only warning." And he left. MJ was left staring at the closed door before turning to Miles.

He was fuming. "Peter lied to me..." he whispered angrily.

"Miles..." MJ started, but she froze as she finally felt her phone vibrating in her pocket. She looked at the caller ID and quickly answered the phone. "Pete? Oh, thank God! I..."

"Is this Miss Mary Jane Watson?" The voice on the other end asked.

MJ froze. She didn't recognize the voice. "Yes..." she answered uncertainly.

"Good," the man said. "I've got your little Spider here. He's hurt, but he should be fine. I'll send you the location." He hung up before MJ could ask anymore questions.

She looked down at the phone before turning back to Miles. "I have to go..." she said, but her voice trailed off. His bed was empty.

Chapter Text

Peter opened his eyes to see rafters. It took him a few moments to adjust to the darkness in the room. He closed his eyes tightly. Everything hurt, but not nearly as it had when he passed out. He opened his eyes slowly and studied the room. The building had an older architect style that he wasn't used to in New York. He put his hand to his face and then gasped, bolting up. His mask was gone.

He let out a sharp yelp in pain after sitting up.

"Don't move around so much," a voice cautioned him. Peter quickly turned his head away from the speaker, but was only met with a sigh. "I know who you are, Peter Parker."

Peter cocked his head and rolled to face the man in the doorway. "You do?"

"I make it a habit to know every masked vigilante in the city," he said. He stepped forward revealing a man in a blue tunic. The cloak Peter had seen earlier was gone. Peter looked down at his bare chest to see the claw Mark's had been stitched and the gunshot wound was bandaged. "You're lucky I was the one who found you," he said. "Why weren't you on the way to the hospital? You would have bled out had anyone else found you."

"I had to find MJ," Peter muttered.

"Ah, yes. She's on her way, I believe." The man stepped further into the room and approached the couch that Peter was lying on. "Get on your back," he said. Peter complied. "What's going on?"

Peter wasn't ready to get into details about the situation with a complete stranger yet. "Who are you?"

"Stephen Strange," the man said.

Peter put his hand to his head and groaned. “Never heard of you…” he grumbled.

Strange smiled. “That’s actually a good thing,” he said. “When people know about me, that means things have gone very wrong..." He patted Peter on the shoulder. "Now, about your little issue. The police handled the Lizard.” He turned to the coffee table and then handed Peter a cup of water. “Usually your problems are a bit below my pay grade, but if you need help…”

Peter sipped the water. He didn’t know who this person was or even why he was there to begin with. “I think I have this handled…” This was a petty squabble between him and Li. He didn’t know why Li hated him, other than the normal “I would have gotten away with it” song, “Thanks, though…”

“If you called this handled, I’d like to see what you consider a crisis,” Strange said, but he didn’t push the argument. “That’s just as well, I suppose. If you really think you can handle it.”

“It’s fine. This Li guy has got it out for me…” He didn’t want anyone else getting involved in this mess if he could help it. Besides, this Dr. Strange probably had better things to do than help him with his problems. “I just need to get to him, is all.” Strange nodded before standing up and heading for the entrance of the room. “Where are you going?”

“Someone is at the door,” he said seconds before Peter heard the knocking. A moment later, MJ was standing in the doorway leading to the room. She put her hands to her mouth and the sob that escaped tore at his stomach. Last time she had walked in on him, he was covered in burns. Now, in addition to those injuries, he was blood stained and torn.

"Peter..." she breathed and then walked towards him. She knelt in front of the couch and took his bloodied hand in hers. He used his other hand to stroke her hair gently. "What are you going to do?"

"Beat him... like always," he promised. "This... this is just a minor setback..." MJ got onto the couch and let him lean on her chest. He winced, but tried not to show any discomfort. "Li won't know what hit him."

MJ kissed him on the top of the head. "This isn't funny," she said.

"Sure it is. We're sitting on some strange man's couch and I'm in my underwear. The blood doesn't really make it any less awkward..."

"I'm serious, Pete."

He smiled with a soft wince. "So am I." She ran her hand over his bare chest, trying to avoid his wounds. He closed his eyes. No, it didn't make it any less awkward and the wounds didn't make it any funnier, but he had to keep positive. Beating the bad guys was what he did...

He must have fallen asleep because when he became away of his surroundings again, MJ was speaking. "Where are you going?" she asked.

"I'm needed elsewhere," Strange answered. "But if he needs me here..."

"He doesn't do help," MJ muttered. Peter stifled laughter. That was very true. "He wouldn't want to keep you from important business. I can't tell you how much I appreciate you taking him in right now. I don't know how he knew to come to you."

"I found him on the street," Strange said. "He didn't come to me." Peter heard the sound of a cloak running across the floor. "You two are welcome to use this as long as you need."

MJ sniffled softly. "How bad was he... when you found him?"

"Bad," Strange said. "Keep an eye on him."

Peter felt himself drifting off again and he didn't fight it. When he woke again, MJ was asleep this time. He slowly stood up from the couch and kissed her gently on the forehead before starting to put his suit back on. He needed to fix the thing or get a new one on. "Peter..." MJ whispered. "Where are you going?"

He looked back at her and smiled softly. "I need to get back out there," he said. He turned and started for the door, only to stop when she said something. "What?"

"Miles..." she repeated reluctantly. "He knows it's Li..." Peter stumbled back slightly. "And he's out there."

Peter stared at MJ for a moment and then shook his head. “I… I have to go.” She stood and looked back at him. Her eyes were full of worry and sadness. He smiled. “I love you,” he said. “And it will be fine… but I need to find him.” He walked over to her and grabbed her shoulders. “Try not to worry so much. It’s me.”

MJ smiled. “That’s what worries me." She ran her hand through his blood caked hair. "I’ll see what I can pull up on crime waves in the last few months. Li had to have been planning this for a while. He has to have a trail.”

Peter nodded slowly. He kissed her gently before putting on the mask and hurrying out of the sanctum. It took him a moment to get his bearings before he took off down the street and headed back to his apartment. Once there, he changed into an older suit before running out. He didn’t know where Miles would have gone, but he had to find him before he found Li. He was mad at himself when he realized that he had slept the entire night and most of the day.

He jumped onto a building and crouched, scanning the area. Miles was going to get himself killed and if that happened, Peter would never be able to live with himself. He shook his head. This shouldn’t have turned into a revenge mission.

And then it hit him. He shot a web and started swinging. It was hard without the full use of both of his arms, but it was enough for now. We he got to where he was going, he paused behind a grave. He couldn’t remember the hundreds of times he stood in front of a grave and asked a dead man what he was supposed to do… and Miles had fallen into the same trap. Peter looked at the kid he had brought into this mess. His black and red suit was wet with the cold mist as the rain was beginning to start up again.

“Visit graves outside of costume,” Peter told him as he walked up behind Miles. He tried not to limp, but he had an idea that Miles wouldn’t care that he was hurt. “It’s safer.”

“People know who you are, so what does it matter?” Miles spat.

Peter frowned at the bitter tone of the boy, but he kept his own tone even and neutral. “We’re in this mess because people know who I am.”

Miles shook his head. “You lied to me,” he snapped. “You didn’t tell me that it was Li who escaped.”

“I know,” Peter whispered. “But I have my reasons…”

Miles lowered his head to the grave. “You know how much this would mean to me! And you lied anyway!”

"That's exactly why I lied to you," Peter said. "Because it means so much. You want revenge. I get that."

Miles shook his head, clenching his fists tightly.

"I do, Kid... I get it. You want to avenge your dad... you want Li to suffer the same fate because you think it will make him being dead hurt less." Peter stepped forward, stumbling a little. Miles didn't lash out, so Peter felt a little more confident in closing the gap between them. Thunder rumbled in the distance. "At the end of the day, it won’t make it any better. I swear to you. If I thought it would help you, I would have brought you in on this, but it won’t… it won’t make it better. It won’t heal you, Kid…”

Miles turned back to him. He stepped forward aggressively, but paused. Peter knew what he was looking at. Even though he had on a new suit, Peter was still hunched over and favoring on leg and letting one arm hang uselessly to his side. Miles turned his gaze to Peter’s face and he wished that they weren’t both masked.

“I’ve stood face to face with people who took people from me and I’ve felt like killing them would make everything feel better. I thought that getting my revenge would somehow make their deaths okay. It doesn’t make anything better.” He gestured to the grave. “If you want to blame anyone for his death, blame me.” Miles turned to the grave before looking back at Peter, cocking his head. “I was in the audience that day. I saw it coming… and I couldn’t do a damn thing to stop it. Your father was on that stage for saving my life.” Miles clenched his fist and stepped forward. Peter was sure that he was about to get punched, but the blow never came. Miles threw he hands up instead and turned his back to Peter.

“I can’t blame you.”

They stayed there for a few minutes, staring down at the grave. Peter couldn’t count the number of times he had done the same thing. He had often tried to find solace in cold stone. A frigid wind whistled through the graveyard. “Let me handle Li,” Peter tried. “It’s going to take everything I have to do it, so if you want, why don’t you handle the smaller crimes?”

Miles scoffed. “Don’t patronize me, Parker,” he hissed. Peter bit his lip with a sigh. “I’ll deal with it.” He started leaving, passing Peter, who grabbed his arm.

“I did it to protect you.”

Miles ripped his arm from Peter’s grip and took a step back. The lenses on his mask narrowed to show his expression. “I don’t need you to protect me! I can handle Li!”

“Not from Li.” Peter motioned to Miles. “I’m protecting you from yourself.”

“Screw you.” He lifted his hand and shot his web, leaving Peter alone in the graveyard.

Peter cursed under his breath before turning to the grave. Jefferson Davis: Loving Father. He had spent too much time staring down at cold gravestones hoping to find some sort of advice. “He’s a good kid,” he told Davis. “And he has a lot of potential. I just don’t want him to get hurt…” He squatted in front of the grave and traced the letters etched on the stone. “And I don’t want him to fall into the trap of vengeance. Nothing good comes out of personal vendettas.”

“Why is that?”

Peter froze with his hand on the stone. He recognized the voice and he had to push down a lot of bitterness and anger before he opened his mouth. “Li,” was all he trusted himself to say.

“Such a cold greeting.”

“Did you expect anything warmer?” he asked. He stood slowly with his hands raised. He had heard no cocking gun or any other weapon, but one could never be too careful. There could be more snipers nearby. He turned slowly to face Li. He had been expecting the man to be glowing and black and white, but he wasn’t. He was normal. “Li?” he asked.

“Peter Parker…” Li said and then he smiled. “I should have known. You know May worried about you constantly. Did she know?” Peter nodded slowly. “I figured.” He moved toward Peter, but stopped mid-step when Peter began crouching in a battle ready pose. He took his step back and Peter relaxed slightly. “I hate that we’re standing here.”

“Then why are we?” Peter asked. “You were a good man, Li. Why are we standing here over the grave of the man you killed… on the grave of a boy’s life that you ruined?”

Li moved his eyes to the sky and Peter felt like he could attack him, but he didn’t. “He wants you dead, and I’m here to bring you that message.”

“Who is he?”

“The Demon.”

“So that’s it, then? You want me dead because I kept you and Octavius from killing Osborn? You’re putting everyone in danger for my life? If that’s all you want, then take it!” Peter motioned to the city and into the air where Miles had taken off. “Just leave them out of it!”

“I’m not the one putting them in danger.”

Peter stared at Li and shook his head slowly. It was true. He hadn't wanted anyone to know who he was for this exact reason. "Who else knows?" He asked. Maybe he could reason with Li now before he became Mister Negative again.

"No one but a couple of the demons who have been sworn to secrecy. Otto and I decided to keep it secret... for now."

"For now?" Peter echoed.


He stepped towards Li, getting within arm's length. Li didn't reach for any sort of weapon or move back away from the advancing superhero. "You don't seem too terribly bothered. You do know that I have beaten you before, right? And I'll do it again."

Li sighed and pulled out what looked like a detonator. Peter paused. He couldn't afford another bomb going off. "With a press of this button, your name goes public. Everyone will know who you are. Jameson, the police department, Dr. Cho... and every villian currently rotting in the Raft will know your name... and the names of your associates."

Peter stared at the detonator and calculated his chances of getting it before Li could twitch his finger.

"Don't try it. Just because I haven't told the demons who you are, that doesn't mean they don't have similar devices if I get killed or captured." He pocketed the device and walked until he and Peter were standing face to face. Li rested his hands on Peter's shoulders. Peter wanted to pull away, but he tried to focus on who Li used to be... the man he was before turning into... this. "You're a good kid, Peter," he said.

"Then stop this, Li," Peter begged. "Stop this before it gets any worse."

"I can't. It's too late to stop it." Peter tried to back out of Li's grip, but that hands on his shoulder held him tighter, warning him to stay where he was. "Peter... there is only one outcome of the coming conflict."

"What's that?" Peter asked, even though he had a feeling he knew where this was going. Li motioned to the graves around them. Peter shook his head. "This is between me and you, Li. You leave everyone else out of this. I will fight you to the death now if you want, but don't you dare hurt them!"

Li took a step back and Peter thought that the man would take him up on the offer, but he did nothing to attack. "I told you... I'm not the one keeping them in danger."

"I can't stop them from getting involved," Peter reasoned. "Regardless of what I say, they will get involved! I don't control them. People want your blood and I can't stop them!"

Li crossed his arms. "But you can control yourself, can you not?"


"Stay away from them, Pete," he clarified.

Peter narrowed his eyes and his lense reacted accordingly. "Yeah... sure. You want me out of the way so you can kill them."

Li smiled. "This is between me and you, as you said."

"I don't trust you..."

Li stepped forward again and put his hand on Peter's shoulder. This time it wasn't man to man. Li had placed his hand on the base of Peter's neck. His grip was hard and his thumb rested on Peter's throat, applying just enough pressure to make breathing mildly annoying. He was asserting his dominance. "Cut ties with them... all of them; MJ, Miles and his family, Cho, the police, even Kid Arachnid, and I give you my word that this coming conflict will be between us and only us."

Peter looked up at the man's face, looking for anything that showed the man his aunt had worked with was still alive in there. But all he saw was cold depths staring back at him. "I can't trust you..."

Li smiled sadly and Peter thought he saw regret in those cold eyes. He applied more pressure with his thumb. Peter tried to bring in air. It came out as a small, squeaking gasp. "Peter... by the end of this, you will die. That is a given. You can't change that... the only variable you have control over is who else you drag to hell with you."

Chapter Text

With Great Power

Peter stared down at his phone as the sun rose. He was sitting on top of a fire escape, swinging his legs like a child in the cool winter morning. Snow had fallen in the past few hours, leaving the city with a cold, white blanket over it. Soon he’d need a suit that could stand up to the cold… especially if he planned on keeping away from his apartment for a while.

He had spent the night stopping robberies and keeping an eye out for Miles. He knew what had to be done. He had made a deal with Li. He did this one thing and Li would leave them alone. It would be hard, but he’d rather die than put anyone else in danger… and he knew that they couldn’t know the real reason behind it because they would never accept it. He scrolled through the text messages between him and MJ absently. He hadn’t wiped his phone in several months. The conversations that had seemed so important then were stupid things now; little jokes that they had shared or stories about their various jobs. He told her about his crime fighting and she told him about her day getting down to the nitty gritty of stories. Sometimes he sent her pictures from on top of a high building and other times she sent him shots from street level.

He got to the end of the messages and typed slowly with one hand. <We need to talk…> he wrote, adding the three dots that proved that there was something wrong and he needed her to meet him with an open mind. His stomach fell as he hit send. She wouldn’t accept what he was doing, but she was going to have to. The few minutes between sending the message and receiving a response were agonizing.

<Sure,> was the response. <My place?>

Peter bit his lip. That wasn’t ideal, but he supposed the coming blow out would be better done in private. <I'm on my way.> Li had made him a deal… a promise even. He had to cut them all out of his life and Li wouldn’t lay a hand on them. Peter didn’t know how much he could trust the man, but Li had also been holding something that would reveal his identity and put them all in danger regardless. Li clearly had a plan. Why else would he had gone through the trouble of learning Peter’s identity and then not go out and shout it to the world immediately? Whatever the plan was, he knew he had to stay away until he figured it out.

He jumped off the building and started towards the apartment. When he made it there, he knocked on the window outside the fire escape. It was still dark out and no one was moving about below. He paced silently while he heard her moving about inside. She opened it and he slipped inside silently, keeping his head down and sitting on the couch without taking off his mask. “What’s up?” She drew the curtains to give them some more privacy. “I have to get going in a few minutes. I’ve got an interview with a lab downtown.”

Peter bit his lip. “That’s great…” He sighed. “Don’t worry… this won’t take long.” He leaned forward and rested his elbows on his legs, staring down at his hands. He felt like vomiting. His whole life, he had tried to do right by people and now… now he had to hurt the people he loved just to keep them safe. “MJ… you and I…” She turned to look at him and he saw it in her face. Her smile faded and she tensed up as if preparing for the worst. “I love you… but I can’t do this anymore.” A lump formed in his throat and he tried to push it down. He was grateful for the mask.


“I can’t keep putting you in danger.”

She walked to kneel in front of him and grabbed his hands into hers. “I chose this life, Peter,” she whispered. She gripped his hands tightly… comfortingly. He felt like screaming.

He pulled his hands from hers and stood, leaving her kneeling on the ground. “I’m sorry, MJ, but this… whatever we are… it can’t happen anymore.” He turned his head to the window, but he wasn’t going to just flee… yet. She stood from the ground and crossed the gap between them.

He tried to hold a hand out to keep her at arm's length, but she grabbed his arm and brought her hand to his chin, forcing him to look at her. She reached for his mask with her other hand and Peter ducked away. “Pete…”

“I can’t do this anymore!” Peter snapped, wheeling around to face away from her. He had to make this look good. “I can’t keep superheroing and worry about you and Miles and everyone else!”

MJ came up behind him and put her hand on his back, just between the shoulder blades. He pulled away. “Pete… Talk to me.”

“I am talking to you, you’re just not listening.”

She laughed. It was a single chuckle that was humorless and dry. It was more like a scoff than anything. “We’ve been through this, Peter. I know the risks, and I don’t care. I love you and I’m willing to put myself in danger for you. That is my choice.”

“And this is mine,” Peter whispered. “This is my choice, and I choose not to keep putting you in danger! I choose to be selfish because I can’t save you and I can’t keep you safe!”

“I don’t need you to keep me safe, Peter Parker!” MJ snapped. She grabbed his arm and turned him around. Before he could stop her, or maybe he didn’t want to stop her, she yanked off his mask, revealing his face as he tried to stop the tears that were welling in his eyes. “Peter…” she reached up, but he swatted her hand away and he backed himself to the wall. “It’s Li… isn’t it? He’s making you do this.” Peter looked away from her. “We can beat this… together, Peter, but if you do this—“

“He knows who I am!” Peter shouted. He couldn’t do this… he didn’t want to do this, but he had to. The game had changed. “And he’s going to tell everyone! I can’t live with that! I can’t, MJ…” He shook his head. “I can’t do this anymore.” He grabbed his mask from her. Li had made him a promise… And he had to do this. He had to hurt her so she would be safe. “And I can’t stop being Spider-man.”

MJ backed away from him. She had tears in her eyes and she was staring at him like the freak he was. He never yelled at her, and he hated that he had. “You’re picking Spider-man, then?”

He nodded. No matter how much it hurt, he nodded. “I can’t abandon this city.” he started for the window. He paused in front of it, sliding his mask over his head.

"So that's it, then?" MJ asked. He didn't look back, but he could hear the tears in her voice. "Peter... you're playing into his hand. You know he wants you to do this for some reason and you're doing it! We can beat him without giving him what he wants."

He still didn't look back. He couldn't. If he saw her face, he knew he'd back out of it. And if he backed out of his deal with Li and MJ or Miles got hurt because of it, he'd never be able to live with himself. "Good-bye, MJ..."


He jumped through the window before she could say anything else. He had to do right by them... even if that meant hurting them. And hurting himself.

3 Months Later

"How are the mice, Peter?"

He flinched. Everything had been jumbled in his head, but he had tried to act like nothing was wrong. He turned from the cages and looked down at his clipboard without seeing what he had written on it. "Better," he said. In the weeks following his breakup, Li had kept his end of the bargain. He had disappeared off of the face of the planet. There had been no more major attacks on the city and Li and his Demons hadn't shown themselves since that day. Peter had even gone looking for their hide out, but he found nothing. It was like Li had skipped town, but Peter knew that wasn’t what had happened. He was biding his time, coiled like a snake. All Peter could do was wait for him to strike.

Cho walked into the room with the cages and looked at the mice for a moment. "Peter...” she scolded. He looked over to her. She sounded disappointed and… worried? “This mouse is dead.” She tapped the glass wall of the cage with her finger. Peter wheeled around and hurried over. Sure enough, one of the mice was dead and looked to have died several hours ago… on his shift.

"Damn it..." he whispered. He put on a set of gloves and removed the dead mouse from the cage. "Floyd was doing so well...”

Cho looked at him and frowned. He could guess what she was thinking. He was distracted and their research was suffering because of it. The day that he wasn’t putting 100% into helping people was a day that Cho should be worried about him. "How's MJ doing, Peter?" She asked. He wanted to laugh. The past few weeks, despite not having Li to worry about, he had been busy. Or, more accurately, he had been keeping himself busy.

He looked at the dead mouse in his hands, studying it. "Oh... we broke up." He tried to pass it off like it was nothing. Four months ago he would have confided in her about the break up. They would have discussed it.

"What? When?"

“A few months ago,” he admitted. He studied the mouse intently, silently begging her to drop it. She was his boss and nothing more.

She stared at him and he avoided her gaze. "Peter... you two were inseparable. What happened?"

He shrugged. "You know... we had different ideas of where our lives were going. It was mutual." He started for the autopsy table with the rodent.

"And what about the police station?"

"I'm not volunteering there anymore," Peter called back without pausing. The past months had been rough after cutting all ties with his allies, but it had paid off... for the time being. Cho had probably noticed that he was fluctuating between being there fully in mind and being absent. It wasn’t like him to be inconsistent. He was usually consistently distracted.

"Are you alright?" she asked.

"Perfectly fine.” He very gently traced a line with the scalpel over the mouse’s belly without looking up at her. Eventually she’d get the hint that he didn’t want to talk to her about it. “You said it yourself... the work we do is too important for me to be distracted all the time." He cut open the mouse, hoping that this conversation would end there. His deal had also meant keeping Cho at an arm's length. Since he couldn't up and quit his job, he had avoided working at the lab at the same time as Cho, leaving them with awkward "how's the family" moments like this one.

"If you need to talk--"

"The mouse has tumors in his stomach," Peter announced, cutting her off. "We need to look at the other ones to make sure they haven't developed similar growths."


"I'm fine!" He snapped. He put down the scalpel and stared down at the mouse's body. This was ridiculous. "You know, I think I need a minute. I'm going to the store. You want anything?"

"No...” She walked over to him and pushed him gently away from the table. “Why don't you take the rest of the day off? I'll take care of the mice for now."

Peter stared at the scalpel. Take the rest of the day off? A dry chuckled escaped his chest before he could stop it. He hadn't realized how hard it would be; not having anyone to talk to. He had always had someone to go to, but now he had to stay away from everyone. He nodded to Cho and left without speaking to her. He'd get through this... he always did. But he hated it.

He left the building and picked up his phone to listen to his voice mails. "Peter..." MJ's voice said. "How are you? Why don't we..." she paused and sighed. "I don't know... talk? I'm worried about you... Call me back? If you can," she added quietly. He bit his lip, wishing he could. His phone was full of messages from MJ and Rio mostly. MJ wanted to know how he was and Rio was mostly worried that he wasn't visiting F.E.A.S.T or speaking to Miles anymore. Of course, Miles wasn't speaking to him either.

And then there was the police. That was becoming a mess. Not having a contact in the force had left him in some very awkward situations. He changed into his Spider-man costume and hurried on outside. He climbed to the highest point he could reach near the campus and he stared out into the city. He missed the days when staring out at the city made his heart leap and a smile form on his face. Despite all the crime and trouble he went through to keep it safe, he had loved the city and everything she threw at him. Now it just formed a pit in his stomach. Li was out there, lying in wait…

He jumped off the building and went into free fall. Wind whipped past his head and he closed his eyes, counting the seconds. His mind calculated his speed as he fell. He put his hands to his sides to pick up speed. The sound was deafening. Just before it was too late to stop the free fall, he opened his eyes and shot the web, swinging away from the point where he should have landed and shattered every bone in his body.


Yuri stared up at the police building and bit her lip. Today was her first day back on the force since the explosion. The doctors had told her that she wasn’t ready, but she at least wanted to get acquainted with the force that she was working with while their station was under construction. She sat up straight and wheeled the chair inside. "Alright, men!" She called, but she froze. The station was in a frenzy. People were rushing around and on phones. A couple of officers hurried passed her towards the door. "What’s going on?"

A young officer hurried to her. "Captain Watanabe," he greeted. "Spider-man was spotting in Chinatown."

"So?" Spider-man had been working in tangent with the police for years, even if it was off the record. Were the other stations really this hell bent on catching the wall crawler. "Why all the frenzy? Did he do something?" The young officer handed her a file. She glared at the man before opening it. The first thing in there was an arrest warrant. "What the hell is this?" Yuri snapped.

The officer shrugged and ducked away and then was quickly replaced with a higher ranking officer. "An arrest warrant for Spider-man," he said simply.

"Yeah, I can see that. The question is why? He's been working with us for years," she insisted.

"He has ruined three operations in the past six weeks. The man has gone AWOL, Captain."

Yuri crossed her arms. What had he been up to? And was he doing it on purpose? "Well, have you tried contacting him?"

The man stared down at her as if she were an idiot. "Of course we have. He refuses to talk to us. We've tried reasoning with him or meeting with him, but he's ignoring us. This is the only way we can reach him."

"By arresting him?" Yuri snapped.

"If you have any better ideas, Captain, then I'd be happy to hear it," the man said, crossing his arms.

Yuri narrowed her eyes. "Have you tried going through Kid Arachnid?"

He shook his head. "As far as we know, he and Kid Arachnid aren't actually on speaking terms."

"What?" That didn't sound like Spider-man. He had been nothing but protective of the new kid on the block since he had come onto the scene and now... "How do you know?"

"We've seen Kid and we've seen Spider-man. Never together or even in the same precinct. It's like they are purposely avoiding each other."

"That’s not right..." Yuri shook her head and wheeled her chair to the elevator. She would get to the bottom of this. Once on the rooftop, she picked up her cellphone and dialed his number.


“Spider-man!” Yuri snapped. “You have a lot of explaining to do!”

There was a long pause and had it not been for the sound of the wind on the phone, she would have believed that he had hung up. “You’re back?” he asked finally.

“Yeah, I’m back. And I come back with the entire force after blood. What the hell did you do?”

“Yuri, I can’t talk to you,” Spider-man said.

“Don’t you hang up on me! What’s going on?”

“Nothing. I just…” He paused and sighed. “It’s fine.”

“This? This is not fine, Webhead! What about you and the kid? What’s going on with that?”

Another long pause hung between them. “Is Kid alright?” he asked almost hesitantly.

“You tell me. What happened between you two? What happened with the police?” She sighed and gripped the railing with one hand tightly. “What’s going on with you?”

“It’s nothing…”

“This is not “nothing!” This is most definitely something and you need to tell me what that something is! If this is about what happened at the hospital---“

“It’s not that,” he said quickly. “This isn’t your fault.”

She hissed air between her teeth. He sounded almost scared to be talking to her. “Spider-man… What’s going on? Why are you at odds with the police? What happened with you and Kid? You need to talk to me.”

“I can’t.”

“They’re going to arrest you!”’ she snapped. She needed to make him understand the gravity of the situation. If he thought that he could get away with this, he was mistaken. They had to come to some sort of agreement or understanding.

“Only if they can catch me.” He sighed. “Good-bye, Yuri.”

“Spider—“ The line clicked, leaving her alone on the roof. She looked down at her phone. None of this made any sense. He wasn’t usually this anti-social and he certainly wasn’t one to start pushing people away at random. “I have to talk to Kid,” she decided out loud. They’d get to the bottom of this before something really bad happened. She looked out into the city. The only problem now was how she would get in touch with him. She sighed and picked up the phone. This was a long shot, but she had no one else to turn to when it came to masked vigilantes, and she didn’t want to get the Avengers involved. Calling them in to talk Spider-man down would only lead to trouble. The phone rang and the man on the other end picked up after one ring.


“Hey, Eddie…” Yuri muttered. “I need a favor…”

Chapter Text

Up the Water Spout

Miles landed nimbly on the edge of a rooftop. He stared out at the city and bit his lip. Without Peter, patrolling the city was mildly nerve wrecking. Luckily, he hadn’t run into something that he couldn’t handle yet. Most of the crimes that he had stopped were muggings and B ‘n E’s and there hadn’t been any major prison breaks. Even Li had vanished off the face of the Earth. He sighed and sat down on the edge. He missed Peter. Their minor blowout in the graveyard hadn't been enough to end their partnership, but Peter had avoided him and rejected all forms of contact .

Miles swung his legs as he stared out at the city as night fell. His phone rang and he answered it, half expecting it to be Peter. Something was severely wrong with him and they needed to get to the bottom of it. “Miles?” his mother greeted.

“Hey, mom!” he said with a smile. She was worried about him. The fact that he and Peter and MJ had all seemed to go their separate ways had caused some interesting and awkward conversations in the house. He was happy to have the Kid Arachnid persona to fall back on… because everything seemed to just be a jumbled mess. His grades were slipping and he couldn't even remember the last time he had sat down with his mom to eat dinner.

“Are you planning on coming home tonight?” she asked.

A wave of guilt rushed over him at the strained tightness in her voice. He hadn’t been spending much time at home lately. He had even been avoiding it. Since his dad died, he had never been so acutely aware of how empty the house was… and he was realizing that was because he had had Spider-man to look up to. Now it seemed that their petty little argument had destroyed their relationship. “I’ve got a big project due and Genke and I are working on it in the library for most of the night.”

She sighed and he could just imagine her gripping her phone tightly. “I spoke with Genke,” she muttered. “He said you haven’t talked to him in a few weeks.” She paused and he stood, ready to throw his phone or do anything to get out of this conversation. “Miles, what’s going on with you?”

“Nothing, mom… I just… I’ve been busy.”

“Too busy to come home?” she asked. He could hear the tears in her voice. He didn't answer. "Miles… what’s wrong? You haven't been at F.E.A.S.T and you haven't been talking to Peter either. What happened?"

“Nothing, I swear,” Miles said. He looked up as sirens tore past him. “Mom, I have to go.”

“Miles, don’t—“ He hung up without waiting for her to finish. He knew he’d have to deal with that after, but for now he had something to handle. He and Peter had, by trial and error, divided the city into zones. Spider-man stayed in his precincts and Miles stayed in his own. They had hardly crossed paths in over a month because of this and while Miles hated it, it seemed like Peter was content with how they had split up. The sirens, however, were in his zone.

He jumped from the building and swung through the streets. The conversation with his mother melted away with the wind whipping past his head. He smiled. Despite everything, nothing could fully diminish the rush and thrill of flying through the air on his webs. He chased the police cars until they stopped at a robbery scene. He jumped onto the street light to watch it all unfold. The man robbing the place was working alone. “Guess I’m not needed.” He went to head out, ready to go find another crime scene to handle.


Miles flinched and looked behind him. A man was standing in the alleyway, waving at him.

“Kid Arachnid, I assume…”

Miles coiled, ready to leap away, but the man held up his hands and turned his phone on to show his face. “Eddie…?” Miles whispered. He recognized the man from F.E.A.S.T. He was a volunteer at the shelter on odd days and a photographer at the Daily Bugle. He jumped from the light and landed at the entrance. He imagined Peter berating him for even stopping. They didn't talk to the press if they could avoid it. "What do you want?"

Eddie smiled. "You actually came down. You know how many times I've tried to get a statement from Spider-man?" Miles took a step back. "Calm down. I'm not here for an interview... unless you want to give me one," he added with a laugh. Miles crossed his arms. "Right... anyway, I was wondering if you would come with me..."

This time Miles did laugh, but Eddie didn't. "Oh? You're serious?" Miles took a step back.

Eddie also took a step back. The move made Miles a bit more relaxed.

“Where are we going?” Miles asked quietly.

“Captain Watanabe wants to speak with you about your partner,” Eddie explained. “She figured you’d be more willing to hear me out without fleeing than if you were approached by a police officer.” He held out his hands and turned off his phone. “Off the record, I swear. She’s just worried about you two.”

Miles stayed where he was. He shuffled his feet. By this point, he and Peter would have fled the scene. There was no proof that any of this was officially off record… But he was worried about Peter too. “Captain Watanabe is back?” he asked. That shouldn’t have been his only take away from the conversation, but that was the only thing he could think to say. “If she okay?”

“She’s fine,” Eddie said. “But she’s worried about you two. Will you agree to meet her…? Mask to face?”

Miles sighed and kicked the ground with the tip of his toe. A cold wind blew through the alleyway and he rubbed his arm. “Alright. Where do I need to go?”

“She’ll meet you at the docks near here in twenty minutes.” He smiled. “Thanks, Kid.”

“You too, Ed… sir,” Miles stammered. Before Eddie could question anything, Miles jumped into the air and left him standing there. It was odd that Yuri had gone to Eddie to find him, but he figured it made sense. Had an officer come to him, he would have fled. Even Peter tried to avoid police interaction if at all possible. He hurried to the docks. Once he got there, he stopped at the entrance. Yuri was there, sitting in a wheelchair and staring out to the water. “Captain,” Miles called. She didn’t even flinch.

“Kid Arachnid… It’s good to finally meet you.” Miles hung back. He had met her before, but not formally. Peter had wanted to keep him away from collaborating with the police. That was why Yuri didn’t have his number.

“How can I help, ma’am?” he asked, lowering his voice. He stayed where he was despite knowing he needed to move forward.

“Are you and Spider-man still working together?” she asked. Miles sighed. At least she was quick to get on the case.

“No…” he admitted. He bit his lip. It was hard to even say that, but it had be done. “Pe… Spider-man and I had a falling out a few months ago. I haven’t spoken to him since.” He kicked the ground. Yuri turned her wheelchair to him and came closer. He took a step back and she stopped. Perhaps she had gotten too used to masked vigilantes. It had been a while since she had dealt with a skittish one. He hadn’t even talked to MJ since that day. It had taken him at least three days to calm down from his blowout and by that time, MJ and Peter had stopped talking. Whatever had transpired after he took off had clearly affected everyone.

“What happened?”

Miles shook his head. “I don’t know. He just… stopped talking to me. I don’t know what happened. But…” he paused, unsure if he should say this. They hadn’t gotten around to the lessons about how to deal with the police.

“But what?” Yuri asked. He shook his head. He shouldn’t say it. "Kid, listen to me. Spider-man is in trouble with the police and if we can’t find him before they do, there is going to be an altercation and someone, most likely Spider-man, will get hurt. You have to tell me all you know.”

“They’d hurt him?’

She nodded. “And you know as well as I do that they won’t show him mercy, but he will.”

Miles bit his lip. “I shouldn’t say this…. But, I know someone who would know how to get him.” Peter would hate him for bringing MJ into this, but how else would they get to him? She was the only one who had any chance of locating him long enough to get him to stay put. “Meet me at Mick’s in an hour. I’ll bring them.” Before she could say anything, he fled. It took him a little while before he found MJ’s apartment. It was almost midnight when he knocked on her window. As she hurried to it, she was wrapping a robe over her. He averted his eyes. She was probably expecting Peter. She opened the window and he slipped inside. “Hey…”

“Hey,” she said. They stared at each other and the past three months hung between them like a wall. Their splitting up had been about Peter, yes, but they weren’t friends just because of him. Both of them seemed acutely aware that they had broken up their friendship based solely on the fact that Peter had stopped talking to them.

“Yuri… wants to talk to Peter,” he muttered.

MJ scoffed. “She can get in line. I hope you had better luck trying to reach him.”

“He hasn’t spoken to me in months,” Miles admitted.

MJ turned to him sharply. “He’s been letting you wander the streets alone?” She shook her head. “What’s going on, Pete?” she whispered. “Why does Yuri want to talk to him?”

“Because he’s apparently cut ties with the police station as well.”

MJ shook her head and turned from him. “I can’t…” She paused her musing. “Li must have spooked him worse than I thought.”


She nodded. “Yeah. I mean, I don’t know for a fact, but Peter doesn’t usually act like this, and Li knows who he is…”

Miles leaned on the wall. “Well, the Captain wants to talk to you about Peter… because they are going to arrest him if we don’t find him first.”

MJ pursed her lips together and she looked to the ground. “Alright. Wait here.” She ran into her bedroom and reappeared with a hoodie and baggy pants on. In her hands was a red and yellow mask. “Just in case,” she said. Miles nodded and the two headed out. They decided that driving would be traced more easily, and they walked until they were at the diner. Yuri was waiting for them outside. “You really shouldn’t have stood out here,” Miles said. She answered by pointing to the gun in her lap. Miles shrugged and stepped back so MJ could take over. Miles looked to see an unmarked car down the street. Eddie was sitting inside, typing something on a laptop.

“Captain Watanabe,” MJ greeted.

Yuri looked her over silently, pausing on her masked face. “I suppose it was too much to expect I’d be meeting face to face with anyone who worked with Spider-man. Who are you, exactly? Any code name?”

“Who I am isn’t important,” MJ said, keeping her voice low and slightly gravely; as if she had a cold.

“Right… Do you have ways to contact Spider-man?”

“I can,” MJ said. “Whether or not he’ll listen is another story.”

“Do you know why that is?” she asked. MJ shook her head.

“We have a hunch, though,” Miles said quickly.

Yuri crossed her arms. “Really? What’s the hunch?”

“Martin Li,” MJ answered. Yuri cocked her head, but didn’t interrupt. “He… He knows who exactly Spider-man is…”

Yuri shook her head and gripped the sleeves of her jacket tightly. “You mean his name?” MJ nodded. “Why would that change anything? Surely this isn’t the first time someone has figured it out.”

“It’s spooked him,” MJ explained. “Badly… I don’t know 100%, but I think Li somehow made a deal with him that he wouldn’t reveal his identity if he stayed away from the people he worked with.”

“That’s arbitrary,” Yuri said. She looked up at the sky as if expecting him to be there now. Miles shifted his weight on his feet uncomfortably. “Why?” MJ shrugged. “How does cutting him off from people help Li beat him?"

MJ shrugged. “No idea,” she muttered. She looked up at the sky and Miles kicked the ground while Yuri stared down at her hands. No one had any inclination of what Negative even wanted. “This would be easier with a villain we knew more about…” MJ muttered. Miles turned to her. She and Yuri had far more experience in this world than he did and he was the super powered one.

Miles leaned on the wall while the two discussed Spider-man and whatever might be going on. They talked about how to reach him without messing up whatever deal he and Li had. They even talked about going to Li directly… but that would have required finding him. Li had been keeping to himself for the time being. The Demons had vanished and by all outward appearances, he had thrown in the towel… for now.

And then something hit him. Li was being a model citizen. He had caused two major attacks in two days. He had been on the brink of sending New York into a state of emergency… and then he had vanished without following through with his threat. Why hadn’t he? What was different three months ago? “What if he needs Spider-man alone?” he asked.

Yuri and MJ paused their conversation and turned to him. “What?”

“Think about it… what type of villain just vanishes after he made a pretty big splash?”

Yuri shook her head. “Spider-man has worked alone for years. You are literally his first partner… with super powers. What changed now?”

Miles shrugged. “I don’t know,” he admitted. “But Li is on to something… and I just don’t know what it is.”

“If that’s true,” Yuri said after a moment of silence, “then we need to find him and bring him in.”

“Wait… so you are going to arrest him?” MJ asked.

Yuri nodded. “We need to. If he’s in danger, then the safest place he can be right now is in custody. Right now, the only Avenger in town is Stark…”

“No Avengers,” MJ said quickly. “If they get involved, Li might be forced to escalate.”

Yuri sighed. “Right… Fine, but I’m not stopping this arrest warrant.” She turned to Miles. “Warn him and maybe he’ll go quietly.” Yuri started wheeling away from them. “I won’t tell them anything about Li for now, but he needs to come in.”

Miles nodded. He jumped into the air and pulled away. After making sure MJ got back to her apartment safely, he took off to find Peter. They had to do something. If he was playing into Li’s hand, then he needed to be brought in… before he got hurt… or worse. “What are you doing, Pete?”


Peter jumped from a building, responding to an alarm in the area. New York was an interesting place. He had always believed that. If someone wanted to run around dressed in a skin tight, red and blue suit, most people wouldn’t really bat an eye. It was one thing that he liked about the city. The people here took things in stride… and after everything he had seen; men grafted to suits, men who could fly, marshal law brought on by Silver Sable, and so on, he had believed that nothing would surprise him anymore. He was proven wrong when he landed on a lamp post in front of the shop that was being robbed. “What kind of person robs a gag shop?” he asked himself.

The shop was a multi-story joke shop. Peter had seen it now and again, but he had never been inside. He was pretty sure the shop sold cheap knock-off of his costume. He shook his head and went inside, stepping through the broken glass. “Hey,” he called into the store. Whoever this person was had already torn through the shop, clearly looking for something. He went to the cash register and found it untouched. “What the…” This was a waste of time. The police would get there soon and handle the mess, but now he was invested. What kind of person robbed a gag shop for anything but the cash? Peter could make this stuff given twenty bucks and a day.

He found the culprit on the second floor, ravaging her way through a bunch of masks. “Hey, kid,” he said, trying to talk gently. He hadn’t been expecting a young girl only a little older then 12 to be the thief.

She flinched and dropped the domino mask she had in her hands before turning away from him. Before he could question her, she tore towards the emergency exit. Peter smiled and hurried after her. He could have easily overtaken the young girl, but he didn’t want to frighten her, so he jogged after her instead.

Once back out on the streets, he picked up speed, out pacing her and cutting her off in an alleyway. “Hey,” he said, trying to convey a smile through his voice. She looked up at him and backed away. Her face was pale and terrified. “Don’t worry… I won’t hurt you. Why did you break into that shop?” The girl kicked the wall behind her. “Come on, you’re not in trouble…”

“She looked at the ground. “It’s… my brother’s birthday,” she muttered. “And he…” She reached into her pocket and pulled out a mask made to replicate his own. Peter smiled gently.

“Where do you live, kid?” She pointed shakily and he took the mask from her before starting with her down the street. After the initial shock of the encounter, he couldn’t get her to stop talking. She told him about everything; how school was going, how annoying her twin brother was, what she ate for dinner that night. It hurt him to hear that she and her brother hadn’t received what he would consider a real meal, but she seemed excited about it.

When they got to what Peter could only describe as the shack the kids were in, he froze, realizing that they were homeless. “Where are your parents?”

She pointed out and he turned to realize that she was pointing to the water.

“Oh…” He sighed and stepped inside their little shack to see the other kid. Clearly the parents had lived there at one point. There were at least three sleeping spots in the makeshift home. Peter bent down and picked up the sleeping boy. After explaining to the girl that they needed to leave, he carried the girl on his back and the boy in his arms. It had been a while since he had gone to F.E.A.S.T. but he figured that those kids needed someone. He sighed and decided he’d have to go back to the store and pay for the mask that the kid had taken.

The shelter wasn’t too terribly busy, and Peter wanted to stay outside, but he needed to make sure the kids were taken care of. “Come on,” he said to the girl. She grabbed his hand and he held on tightly as they walked inside. He wasn’t expecting to run into Rio when he stepped inside. He froze at the door. She was working at the front desk, helping a man fill out what looked to be a job application. He coughed, getting her attention.

“Oh… Oh my!” she gasped. She excused herself from the man and hurried to Peter and the children.

“I found them,” Peter said. He decided not to mention that the girl was a little thief. “No parents… They seem to have been living alone for at least a week.” Rio took the little boy from his arms and Peter patted the girl comfortingly on the back. “Don’t worry. They’ll get you help here,” he assured her. He turned to leave before Rio asked anymore questions, but he didn’t make it out the door before she called out to him.

“Spider-man…” He froze at the door, wishing he could just run. “My son… you know him.”

“We’ve met,” Peter said. He hated that Miles was out there… alone.

“If you… see him out there…”

Peter wanted to ask her what was wrong. Was Miles not home? He couldn’t begin to imagine the worry and pain he had put May through when she was alive. The cycle was beginning again, it seemed. “I’ll keep an eye out for him,” he said with a sigh. Before he gave away his identity by asking if Miles was alright, he stepped out of the building… only to come face to face with a certain Martin Li.

“Hello Parker,” Li said with a devilish smile. “Let’s talk…”

Chapter Text

Down Came the Rain

Peter stared at Li, but the man wasn't looking at him. He was looking behind him at the shelter. "I built this," he said. "I built this haven for people like you."

"Like me?" Peter asked. He didn't want to be standing there in front of Li. He wanted to be patrolling the city with Miles. He wanted to be having dinner with MJ. He wanted to be anywhere else but there. 

Li nodded and put his hands in his pocket. "Let's go for a walk, Peter," he said. He put force behind the word "Peter," as if to remind him that his enemy knew his name. There was no choice in the matter. Peter nodded slowly and followed Li silently, keeping his head down. He hoped no one saw him with Negative. He had been having issues with the police lately and the last thing he needed was them thinking that he was fraternizing with the enemy. 

"Like me," Peter repeated once they had been walking for a few minutes. 

"Oh, yes... like you..." he sighed and looked down at his normal, flesh-toned hands. "The poor, the weary... the down trodden." He laughed quietly. "You know my parents loved to help people as well. They would be proud of what Martin Li has built..." 

"And horrified by what Mister Negative has destroyed," Peter whispered. 

Li smiled sadly. "Yes... I suppose they would." 

Peter looked down at the ground, dragging his feet. “Who am I talking to?” he asked quietly. He still wasn’t sure how this split personality with Martin Li worked. It seemed like Mister Negative had control even without being a photo negative.

“Mister Negative,” Li said. “Don’t worry… Li has had control for the past few months. That’s why you haven’t had any trouble… from me, at least,” he added with a laugh. Peter let out a dry chuckle. It wasn’t funny, but he was afraid that if he didn’t humor Negative, he’d be in for a beat down. “You seem uncomfortable.”

This time Peter did laugh. “What gave it away? The fact that I’m walking with a guy who can expose my identity at any moment?”

“Well, if that’s the case, why don’t you and I meet in street clothes?”

Peter bit his lip. Li didn’t have any solid proof that he was Peter Parker. Of course, Peter hadn’t tried to deny it. Trying to deny his identity would simply leave Li to go after Peter Parker’s associates just to test his theory. No… it was better to come clean about it. “Alright? Where do you want to meet?”

“The dry docks,” Li said. Peter narrowed his eyes. That was one of Miles’ zones. He had been avoiding it for a while.

He nodded slowly and they departed each other’s company. Peter jumped into the air and started swinging on the streets. He heard sirens, but ignored them. Tonight the city needed him to be Peter Parker… And Miles was on the patrol, it seemed.

His phone rang and out of reflex, he answered it. “Peter?” MJ gasped. His heart melted at hearing her voice. Being the one who had broken up with her this time, he felt nearly sick every time that he wanted to call her, but he couldn’t. There were times when he would have called her just to hear her voice or tell her about anything that had happened to him that night. He had missed those calls the last time they had broken up and now he missed them even more since the breakup was something that neither one of them wanted. He didn’t say anything and it was so hard that he had to bite his tongue. “Peter… don’t hang up… I spoke with Yuri tonight.”

He took a deep breath to talk, but stopped himself.

“The police don’t know what you’re doing…”

I don't know what I'm doing, Peter thought, but he kept his words to himself. 

"You need to talk to Miles, Pete," MJ implored. Peter still didn't speak. "You need to talk to someone," she insisted. "How are you?" 

"I..." Peter started, but he kept his mouth shut after that. MJ gasped softly. It was the first time he had said a word to her in months. 

"Peter... I'm worried about you," she said. "This can't be easy for you..." 

He landed in his apartment. She was right. It wasn't easy for him. He had so many things to share and he wanted to know about her life, but he had to constantly remind himself that he had done this to protect her. 

"Peter... I lo--" 

"I have to go," Peter said quickly and then hung up. He knew what would happen if he had let her finish and he couldn't do that. I couldn't bring himself to do that. He put on street clothes over his suit and put his mask and a few other things in his backpack. He had never been a fan of guns. They were bulky and loud and nasty, but for once, he wished he had one. Instead, he put a knife in his pocket and headed for the day docks. It was getting late... or early. 

By the time he made it back to the dry docks, it was nearing 5:00 am. He still felt bad for hanging up on MJ, but she'd forgive him. "We probably will never get together again after this..." he looked at the ship in the dock and frowned. He recognized it. His mind went back to the night at the snake shop and the kid that had been gunned down by... an imposter. Peter frowned. Andy had been a good kid. Li was waiting for him near the ship. He had changed out of his suit and was wearing a black hoodie and sweatpants. It was the first time Peter had seen him wearing anything other than a suit. 

"Look familiar?" Li asked. 

"I had an altercation here once before," Peter said with a shrug. He tried not to let it bother him. It was a little nerve wracking that Li had chosen this place to have their little meeting. Li rested his hand on Peter's shoulder and he flinched. Li had the power to corrupt people. So far, he hadn't bothered trying, but anything was possible. “You’re still so tense,” Li said. Peter kept his mouth shut. He didn’t want to give Li an inch because he knew a mile would be taken. “Why is that? Is it because we’re here in this place where you failed to save an innocent kid?” Peter bit his lip and took a step back. “Isn’t that just par for the course for you, Peter?”

“What the hell is that supposed to mean?” Peter snapped. He hadn’t meant to. He had wanted to play it cool. He had wanted to keep everything in an unfeeling compartment, but Li knew what buttons to press.

“Isn’t your legacy just one long conga line of failure?” Li asked. It wasn’t the question as much as it was his tone. A tone that said that he knew the answer he was just speaking to screw with Peter. A smug, unfeeling tone. Peter took another step back. Suddenly, he didn’t want to be there anymore. He never wanted to be there, but now he was starting to get the feeling that this was a mistake. It was like his Spider senses were going crazy. A pit formed in his stomach and he wished he had his mask on because he was certain that his face was turning pale.

“No,” he managed. It was a lame comeback, but it was all he managed to squeak out. Li advanced on him and all Peter could do was back up. He had been fooled into coming here without his mask. Even if he wanted to, he couldn’t defend himself against Li without fear of exposing himself. Of course, he would if he needed to. “I stopped you and Otto from killing the Mayor, didn’t I?”

“I don’t know… did you?” Li asked. “Or did you simply prolong his suffering?”

“IS that what this is about?” Peter asked. He shook his head with a laugh. “Get over it, Li! Yeah, you lost your parents, but that doesn’t mean—”

Li lifted his hand and back handed Peter hard, sending him stumbling back. He could have avoided it, but he’d rather Li get his anger out like this than taking it out on the city. “That’s rich coming from a super hero who has never gotten over the death of his uncle,” he laughed.

Was this what Li meant by “the coming confrontation”? A trip down memory lane? “Why bother with all of this, then? You haven’t even gone after Osborn.”


Peter stood his ground. Yes, this was the confrontation he had been waiting for. He needed to stop Li here and now. And then what? The voice hit him harder than he had thought. Then what indeed. If he put Li away, then he would spill his identity to everyone. Peter had let Doc go to prison with that knowledge and he was paying for that mistake. He turned and ran. Li didn’t chase him.

The obvious solution was to kill Li… but that was against everything he had ever stood for. Peter threw his jacket off and put his mask on when he was away from anything that could be a camera. When he leapt into the fray, Li was waiting for him calmly. “What are you going to do, Spider-man? Send me to prison?” he asked. He laughed and threw his hands out. His skin inverted its color and his eyes and hands glowed with ethereal energy.

“There he is,” Peter said. Li lifted his hands and threw a blast of energy. Peter jumped out of the way and ran at Li. This had be finished quickly. He figured he could deal with how he was going to keep Li quiet later. Right now, he needed to survive this confrontation. As he ran forward, Li pulled out the detonator. Peter froze before he threw a punch. “You can’t hold my identity hostage anymore,” Peter snapped. He had to make a choice. He would rather die than let Li do this. “I’ll give it to the world if that means stopping you!”

Li put his thumb on the button. “One step, Peter, and I will press this button and your whole world will go up in smoke.”

Peter shook his head and remained planted where he was. His senses were all over the place and he wanted to scream at them to just stop. The city was waking up and maybe that was why he was freaking out… too many people would be around soon. The earliest commuters were up and heading to work. He put his hand to his head. “One step? Is that it?”

Li nodded. “I need you to see this my way, Spider-man. Osborn is a corrupt, hateful man.”

“Takes one to know one,” Peter said. His spine tingled, and the back of his head felt like someone was crushing it. What danger could he possibly be reacting to?

“You left a power vacuum in this city when you got Fisk arrested… a vacuum that no one has been able to fill.”

“So, you want to be the new King Pin of crime? IS that all?” Peter asked.

“I will bring peace to this city! Crime should be organized! Crime without law and order is mere chaos. Fisk ran this place well, but not well enough. I could bring stability to New York unlike anything you’ve seen.”

Peter shook his head. “If you think you can get away with it after everything you’ve done, you’re delusional,” he argued.

“You are still just a naive child. Now, are you going to test my patience, or are we going to talk about this like two mature adults?”

Peter took a step forward. Li smiled. “Oh, Peter… I warned you…”

“My identity isn’t wo—” He was cut off when he realized why his Spider senses had been going haywire. The ground shook with the explosions. He spun around to look out into the city as sirens rang from the streets. “Y-you…!” he gasped.

“What? Did you think I’ve been doing nothing these past three months? We’ve been setting charges in the subways.” Li smiled and ran his hand over the detonator. “You were so focused on your own identity…”

“You bastard!” Peter shouted. He went to lunge, but his anger made him sloppy. Li threw an energy blast, sending him into another boat in the dock. Before he could get his bearings, Li was on top of him.

“Peter, I told you… You will die in this conflict.” He grabbed Peter’s neck, but he didn’t squeeze. Instead, a blast of energy went through Peter. He closed his eyes for half a second and when he opened them, he wasn’t at the docks anymore. Instead, he was standing outside of a shop. Everything was in muter colors and when he moved his head, everything ghosted, leaving a trail. It all seemed to be going in slow motion but sped up at the same time.

He looked at the convenience store and his blood ran cold. When he blinked again, he was inside the store, staring down a younger version of himself. The young Peter was finishing an argument with the store clerk. Their voices were muffled; like he was hearing everything through water. He could barely make out the words, but he remembered the encounter as clear as if it happened just moments before. The argument had been over something stupid. The young boy threw his hands up and walked away from the counter, passing a man as he walked by.

“Stop him…” Peter whispered, even though he knew the whole thing was a memory. “Damn it! Stop him!” he shouted as the man held up the store clerk and took the money. The pointless, vengeful act had led to so much more. The man left the store, leaving a ghost trail. A few moments later, a gunshot rang through the night. Peter watched his young self run out of the store. Peter went to chase after it, but a hand on his shoulder stopped him.

“You had the power to stop it,” Li whispered. “And you didn’t. Amazing that you still haven’t forgotten that night.”

“Get out of my head,” Peter hissed. He spun around to face Li, but as he did, the scene changed. He was in an alleyway as his younger self attacked a man who wasn’t the robber. Peter could tell that now, having seen them so close together… but his younger self didn’t know that.

“And then you went looking for blood.”

“I know the story,” Peter snapped. Li put his hand on Peter’s shoulder. The scenes began changing faster now. His first fights with the big villains. His failure to put Fisk behind bars the first time. People he couldn’t save. Andy’s cold corpse in a pool of blood. His break up with MJ.

The rapid fire stopped at the bombing that had killed Miles’ father. Peter had no real memory of that event… but Li did. He watched Jeff die and watched Miles almost get killed by a Demon. “Why are you showing me this?” Peter asked. A lump formed in his throat.

“Because you can’t save everyone.”

“I know that!” he snapped. He stepped towards Miles, but the scene changed again to Otto. Peter instantly felt sick.

“Isn’t this one interesting?” Li asked.

“I couldn’t have saved him…” Peter argued.

“You missed the signs that he was falling deeper beyond the point of no return. You did this, Peter,” he whispered. He patted Peter on his back, almost comfortingly. “Or maybe you ignored the signs. Or maybe you were just too busy to care.”

“N-no…! I did care!” Peter insisted. “I do care! He’s not… not too far gone… I can save him!”

“Just like you could save May?”

The scene changed again and now he was there at May’s deathbed. Peter turned his head from the scene. He couldn’t watch this again.

“Your selfishness got your uncle killed and your selflessness got your aunt killed. It doesn’t matter what you do, Peter. You will always hurt the people you love. People will always suffer for your mistakes.”

Peter shook his head. “You’re wrong,” he whispered. “I did it to save others.”

“But you still let her die.”

He closed his eyes tightly and dropped to his knees. When they hit the ground, the scene changed again. Now they were standing in a blank space. “Get out of my head!”

Li knelt in front of him and lifted Peter’s face so that they were staring at each other. “Peter… You have so much pain in you… all these painful memories… don’t you want them gone?” Peter shook his head. There was no life without pain. He had, long ago, realized that. But being showed a slideshow of his failures was a lot to handle. He gripped the ground as he stared up at Li. He stroked Peter’s cheek comfortingly. “You see… last time I tried to take you by force.” He reached behind his back and produced a demon mask. “I can take that pain away.”

Peter recoiled as if Li had produced a venomous snake. “Get away from me!”

“You hurt everything you touch, Peter! Miles is going die! MJ is going to die!”

“You don’t know that!” Peter shouted.

“I do know that, because why would they be any different? Why would this time be any different? You gave them up to protect your identity.”

Peter shook his head. “No! I did it to protect them!”

“Are you sure about that? Were they really the ones you were protecting?”

Peter didn’t answer. He stared at the ground and his stomach did flips. He had helped people. He had dedicated his life to helping people in an attempt to make things right… and he was still making the same mistakes. Ben had died because he was selfish. Otto turned into Doc Oct because he had been too busy to help him. May had died because he hadn’t been fast enough. Yuri was paralyzed because he had apprehended those criminals and turned in that device. He closed his eyes. The people on the subways had died because he had been too busy worrying about his own life to consider that Li was planning something. Miles would die because he couldn’t keep him safe… MJ would die because he loved her.

“Get out of my head,” Peter whispered. He looked up at Li as the man offered him the demon mask. Peter shook his head. He had to deal with this. He had to be okay with it. He had to live with his mistakes…

Li grabbed the back of Peter’s head and forced his face into the mask. Peter recoiled and fell back, clawing at the mask to get it off. Li stood over him as he struggled with it. The area turned black as he wrestled with it. Something tingled in the back of his head and it began spreading. At first, he expected it to be pain, or some power, but the more it spread, he realized that it was nothing. It was a complete sense of nothingness. His mind and body were going numb. His struggles weakened and his arms went limp at his side. The numbness felt… good…

Back in the real world, Li got off Peter and smiled. The boy didn’t try to run or struggle. Li laughed softly as the sirens wailed throughout the city.

Chapter Text

Chapter 10: Teach Me to Number My Days 

Miles had been busy. The attack on the subways had taken up his entire morning and most of the afternoon as he ran through the tunnels, saving people and pulling bodies. He sat down outside the hospital and rested his head on the wall behind him. He didn't realize how exhausted he was until that very moment. His mouth was dry and his stomach had long since stopped growling.

The worst part was that during the rescues, he hadn't seen Peter once. He wasn't sure if that was because Peter was working in other areas or he couldn't get involved... or he had been hurt. Miles didn't want to think about that. He didn't want to think about the other option either; that Peter just hadn't helped.

He put his head into his hands, trying to catch he breath. Soon he'd have to go back out there. His phone rang, but he ignored it. He had texted his mother to tell her he was fine, but he didn't want to talk about it. He would have to make up an excuse as to why he wasn't at school and why he probably wouldn't be home that night. Ten stations had been bombed. Several others had bombs that hadn't detonated still in them and many more tracks were destroyed. The miracle was that Grand Central Station had not been hit or even targeted. The entire station had been gone over with a fine-tooth comb and nothing had been found. Miles didn't know if that meant the terrorists hadn't been able to place explosives in the station without getting seen or they simply didn't want to.

The first option was believable... the second was scary. If they didn't want to... then why?

"Hey, Kid!" Miles looked up to see an officer jogging towards him. "Are you going back out there? There's a train car still trapped in the tunnels." He pointed to the map on his phone. "Could you...?"

Miles nodded slowly and stood, stumbling a little. He was exhausted, but he needed to gather back out there. His phone rang again and again, he didn't answer. He knew what he was doing to his mother was wrong. She was worried sick about him. With these attacks happening, it was only natural... but Miles was too worried about it all to deal with his mom.

He jumped into the air and started swinging towards the station that would lead him to where the subway was trapped. Usually, he lived for moments where he could fly through the air like this. He loved the freedom that being a Spiderman allowed him. But today, he just felt sick and exhausted. Who would do something like this? He didn't know the death count, but it was high and only growing. Miles figured that the attack was Li, but he didn't know for sure.

He looked up as he heard mechanical whirring above him and then he narrowed his eyes. Ironman... he hadn't dealt with the Avengers... ever. They were content with letting Peter and him deal with street level crime while they were off saving the world from universe ending events. But when a massive terrorist attack happened, even Ironman couldn't stay away. Stark landed on a nearby building and Miles landed a little a few yards from him.

"Spider-man, I assume," he said.

"Kid Arachnid," Miles corrected.

Stark looked up at the sky in a clear indication that he was rolling his eyes at being corrected by a kid. "Sure. Did you and your mentor know anything about this?" he asked. Miles shook his head. Stark waved him off. "Right. Look, kid... We let you two get away with keeping things safe here on street level, but if you two can't handle it..."

"We can," Miles snapped. He didn't mean to sound defensive, but he also didn't want to be lectured by an Avenger.

"Strange said that Spider-man has already claimed he can handle this. This here..." he waved to the city. "This isn't what I would consider handled. You two need to get your act together."

Miles scoffed and went to jump off the building, but Stark took a step forward. "If you have any information--"

"I'll tell the police," he said. He had information, but Stark was acting like an arrogant jerk, so he'd go to Yuri with it. Li was their problem. He didn't wait for the man to berate him further. He jumped off of the building, shaking his head. Stark was now involved in their little mess. They hadn't wanted to get the Avengers involved because it would force Li to up his game. Of course, if this wasn't upping his game, Miles didn't know what was.

He landed at the entrance to the subway and hurried inside. As he ran in, his phone rang again. He went to hang up, but the caller ID froze him in his tracks. "Peter?" He gasped as he answered it. "Where are you? Are you alright?"

"I'm fine," Peter said. Relief washed through Miles at the sound of his voice. He started jogging down the tracks. "I'm near Time Square dealing with evacuations here. Are you okay?"

"Yeah. I wasn't anywhere near any of the blasts," Miles said. It felt good to be talking to Peter again. He saw lights where a rescue crew was already working to get through the tunnel. "Listen to me. Yuri is afraid you might be in danger. She wants to bring you into protective custody for a while... I know that there's a lot to do, but your safety..." he trailed off. His worry was clouding his judgement. Obviously Peter wouldn't willingly come into police custody after such a disaster. "At least come in long enough to tell them what you know about Li," he said. He ran up to the group of first responders and waved at them.

"Yeah, that's a good idea," Peter said. Miles heard shouting on Peter's end as he was helping with the efforts. "Meet me in Central Park in three hours if you can."

"And if I can't?" Miles asked.

"Then call me."

Miles smiled despite everything. "Does that mean we're talking again?"

"Yes," Peter said and then hung up.

Miles turned to the first-responders as they directed him to help remove the debris. Miles fell into a routine with the process because it had to be methodical. One wrong move and the structural integrity of the tunnel would be compromised. He moved rubble silently, only talking with spoken to. It was easier not to get these people's life story.

Once enough room had been made, the paramedics ran inside and Miles ran in after them. He ripped open the subway car and hurries inside. There were people who had taken to helping those who couldn't and the people who had been either killed in the wreck or had died waiting for rescue had been moved into better positions.

Miles went inside as the paramedics started working to help the people. "Anyone able-bodied, go with Kid Arachnid," an officer called. Miles nodded and began herding the group of people that he needed to help. He grabbed a woman’s arm and helped her as he led the rest of the people out.

“I’ve got to go,” he said to the officers waiting for him on the other side. The man nodded, and Miles took off towards Central Park. It would be good to see Peter again. Once there, he landed on a perch. His phone rang again and when he saw that it wasn’t Peter, he rejected it. The longer he held off talking to his mother, the worse it was going to get, but he couldn’t afford to explain any of this to her. She wouldn’t understand.

“Hey, Kid.” Miles flinched and spun around to see Peter standing behind him. He relaxed and smiled.

“Man, are you a sight for sore eyes…” He walked to Peter and hugged him quickly. Peter patted his back. “Are you okay?”

“I’m fine,” Peter assured him. He held Miles at arm’s length and nodded slowly. “You look exhausted.”

“I’ve been up all night,” Miles agreed. He was exhausted, but what else could he do? HE couldn’t leave these people to fend for themselves. “I saw Ironman.”

Peter shook his head. “He needs to stay out of this,” he snapped with a bit more bitterness than Miles had been expecting. Peter seemed to notice that he had spoken a bit too harshly. “We can handle this,” he said more gently. Miles nodded. “I guess Yuri is worried that I’m going to go get myself killed, huh?”

“Yeah… and MJ.”

Peter stepped forward and patted Miles on the shoulder. “They’re probably right. I’ll go in and tell them everything I know about Li. You should… get out of here.”


“Go home.”

Miles shook his head. “I can’t. There’s still so much to do, especially if you are going to go to the police station.”

Peter’s body language seemed off, but Miles just chalked that up to them having a strained relationship at the moment. Miles hadn’t seen Peter in three months, so it made sense that they would act awkward with each other. “I’d rather you go home,” Peter muttered. “But I guess I can’t make you.”

Miles nodded. They started jogging towards the police station. “So, do you think Li is behind this one?”

Peter shook his head. “I haven’t seen Li in months,” he said. “That doesn’t mean he’s not behind it, but that also means he’s gotten better at hiding if he is.”

Miles mulled it over. It made sense that if Li was behind this, he was getting better at what he did… which of course meant that their lives had gotten a lot more difficult. Hopefully now that Peter was willing to talk to everyone again, they could make progress on the Li case. Before He could voice his opinion, a mechanical arm shot forward and threw him back into a wall. Miles gasped as air escaped his lungs and for a moment, he didn’t think he’d get his breath back. He was even scared that he might have broken something, but a quick mental check proved that nothing was broken; just bruised.

Peter was at his side in an instant. “You need to run,” he snapped.

“Yeah, like hell,” Miles said. He pushed off the wall. Why hadn’t Peter’s senses gone off to warn them of the attack? Miles was still getting used to his own senses and his reaction time was still slower than Pete’s.

“Hello, Spider-men!” Otto called. The man used his mechanical limbs to tower over them. Peter put his body between Otto and Miles. “Who’s your friend, Peter?”

“Wouldn’t you like to know?” Peter stepped forward. “Who let you out, Doc?”

“I didn’t need anyone to ‘let me out’,” he snapped. “I just needed the distraction!”

“What have you done?” Peter shouted. Miles narrowed his eyes. Had Li simply gone underground long enough for Otto to escape? Li had killed his father, but Otto was directly responsible for killing Peter’s aunt. Was this the plan all along? That they would be so distracted with Li they would forget about Octavius?

Otto lunged at them and Peter ducked left while Miles went high. Miles grabbed onto the arm and shot web, working to wrap up the man like a spider wrapped up prey. He crawled on the arm towards Otto. Anything to end this quickly. Peter had hardly survived his final fight with the man and that was after eight years of being Spider-man. Miles didn’t think that dragging this fight out would do either of them any good.

As he went to leap at Otto to try and get a venom strike, Otto grabbed his foot with another arm and slammed him hard enough onto the ground to crack the sidewalk. He let out a soft, squeaking gasp as Otto raised his arm to strike him. Miles went to roll, but the blow never came. Peter lunged at the arm and webbed it to the ground. “I told you to get out here!” he snapped at Miles.

“And leave you alone with this guy?” Miles stood. “Not a chance.”

Peter shrugged. “If you die, don’t blame me.”

Mile smirked. It was good to be by Peter’s side again. “Get me a clear shot.” Peter nodded and ran at Otto as he discarded the webs on his mechanical arms. Miles tracked Peter easily as he wove around the arms, webbing them only to have Otto break through. Once he was certain that Otto was thoroughly distracted, Miles jumped into the fray. He ran at the man and jumped, landing on his back. He coiled a hand to strike, but one of the arms grabbed his wrist without Otto even seemingly to acknowledge the nuisance. Miles was thrown again, but this time he grabbed onto the arm and refused to let go, even as Otto slammed him repeatedly to the ground.

When he was raised to be slammed down again, Miles shot a web and pulled himself away from Otto. Peter came in just as Miles took off and tackled Otto to the ground. Miles jumped from the wall and lunged. Peter got out of his way and he landed on top of Otto. “Night, night, Octopus,” he snapped. Just as he brought his hand down, rendering the man unconscious, one of the arms impaled him. Miles screamed and recoiled away. Peter grabbed him and pulled him back, keeping a hand over the shoulder wound. “You’re okay,” Peter said quickly. He turned to Otto and shook his head as if considering something. He then looked at the wound. “It’s not bad… but you need to get home. I’ll deal with this.”

Miles didn’t want to admit that he wasn’t of any use to anyone with a shoulder like that. It would heal pretty quickly, but he was still certain that he it would be better for everyone if he threw in the towel for the day. Besides, he could hardly stand. He was exhausted. “Are you still going to go to the police station?” Miles asked.

“Yeah,” Peter assured him.

“Good.” He winced as Peter webbed up the wound and then he started through the streets towards his home. He’d call Yuri later to make sure Peter kept his end of the bargain. Miles would go home and Peter would get himself into police custody until they all knew that everyone was safe.

He looked up at the sky. Dusk was fast approaching, and he realized he hadn’t been home in almost 48 hours. His mom was going to kill him. By the time he had made it back to the house, he was practically falling asleep. He didn’t think much of the exhaustion that tugged at his eye lids as he stumbled through the backyard to get his clothes. He chose something baggy to put over his suit from the clothes he kept in a chest in the backyard. He made his way to the front door and almost forgot to remove his mask before he stumbled inside. He put the hood of the jacket on to hide the cuts and bruises. “Mom…” he called hesitantly.

She was at the door in a matter of seconds. He looked away from her when he noticed that her eyes were bloodshot and puffy. They stood there for several heart beats. Miles tapped the ground with his foot and put his hands behind his back, trying not to wince. “Where the hell have you been?”

Miles didn’t look up. “Nowhere…” he whispered.

“Miles Morales, where have you been?” Rio shouted.

“Nowhere,” he insisted.

Rio shook her head and ran her hands through her unkempt hair. “The world is falling apart out there and you are going to sit here and tell me you’ve be nowhere?”

Miles looked at the ground and tapped it with the tip of his foot. The tempo was getting faster the louder she got. “Mom…”

She lifted her hand. “Don’t… You can’t…” her voice cracked as she choked on her words. “You can’t do that, Miles! I’ve been calling you for hours! You can’t do this! You have to answer your phone! I thought you were dead! I’ve been calling every police and fire station in the city looking for you!”

“I know… I’m sorry…”

She shook her head. “Sorry? Is that all you have to say?” she asked. “Where have you been, Miles?” He kept his head down. “Look at me!”

He raised his face to look at her, revealing the cuts and scrapes. Rio gasped and put her hands to her mouth as tears welled up in her eyes. He was just glad that she couldn’t see the hole in his shoulder that was causing him so much pain at the moment.

“Miles…” She stepped towards him, but he took a step back. If she hugged him and he winced, she would find the major wound under the jacket. She froze her forward movement.

“I wasn’t in any of the bombings,” Miles whispered. It was of little comfort to her, but it was better than nothing. “I was just helping people… I didn’t get good cell service in the tunnels.”

Rio stared at him, running her eyes over his baggy clothes that were not nearly dirty enough to back up his story. “Go to your room,” Rio said. He cocked his head, surprised she didn’t call him on his very obvious lie. Either she was too tired to notice, or she was willfully ignoring it. He nodded slowly and stumbled towards his bedroom. He undressed carefully and worked his way to the bathroom to wash off.

He didn’t even bother with soap. He was too tired and he was becoming acutely aware of a feeling of nausea washing over him. All he could do was let the water wash the blood and muck from his body.

By the time he got out of the shower, he was hardly coherent. He was exhausted… he told himself that as he fumbled to dry his body and put on a night shirt. He was exhausted… that was why he could hardly think. That was why his vision was blurry… that was why his hands and feet were going numb. He leaned over the sink and coughed up bile. He needed sleep… that was all.

He started back for the bed room. The house was hot... almost too hot. He fell against the wall in the hallway and leaned there for a moment before pushing off of it and continuing to his room. He was exhausted, and he needed to sleep. He turned on the fan in the room. He stared down at the blurry blob in his vision that he was sure was his bed. He swayed softly.

His knees buckled suddenly and he collapsed face down on the bed.

Chapter Text

Chapter 11: What the Hell are Morals?


Spider-man just waltzing into the police station wasn't something that happened every day. Despite everything that was going on around the city, when the man in a skin tight suit walked into the station, a hush fell over the people gathered there. Yuri lifted her head once that hush reached her. "Captain Watanabe," Spider-man said. The man at the counter stammered, but Yuri wheeled up. 

"I'll take it from here, Henry," she said. 

"Shouldn't we be arresting him?" Henry whispered. 

"Not unless you want to lose your job, rookie. You have bigger fish to fry than Spider-man." She turned to him and smiled. It was weird meeting him in the building, but it was better than nothing. "Should I even bother asking you to remove your mask?" She asked. 

He laughed. "Maybe in private." His body language grew more serious. He straightened up and stopped fidgeting like a child. "I have some information." 

"On Li?" She asked. 

"On Otto Octavius."

Yuri looked at him and wished that she could search his face for a hint of kidding. She didn't want to think that he would be lying about something like this. She motioned for him to follow and she led him into an interrogation room. This would be so much easier in private. Their conversations had always had to be in private. Her superiors didn't always like that she worked with Spider-man, but even they couldn't deny that it had got a lot of good results. He sat down in the room and she wheeled to the table across from him.

"Octavius escaped the Raft about an hour before the bombs went off." He nodded. "What do you know?" 

He leaned forward and drummed his fingers on the table. She could misconstrue his actions as a nervous tick or something else... but she wasn't sure what just yet. "Otto is behind the bombing." 

Yuri stared at him. What she wouldn't give to study his face and read his expressions. Lying was probably a lot easier with a mask like that. She hated that she didn't trust him... but this wasn't the scared man she had talked to only yesterday. "How do you know that?" 

He shook his head slowly. "We had a brief altercation," he explained. "Not enough to apprehend him, but long enough for him to gloat about how he was able to accomplish this while in prison." 

Yuri studied the man in front of her. Something was off about him. His body language was stiffer than usual. He wasn't fidgeting at all. There were hundreds of people still in danger throughout the city and here he was, not complaining about how they were taking too long discussing things. His suit was also not as battle worn as someone who had a serious altercation with Doctor Octavius. "Right... what about Li?" 

"You're wasting your time going after Li," he said. "You need to focus all your efforts on Otto. I'll deal with Li." Yuri narrowed her eyes at him. He hadn't mentioned her injury. The Spider-man she knew would have asked her how she was doing and would have apologized profusely by now. He had done neither of those things. 

"Are you okay?" She asked. 

"Just peachy... the city is up in flames and I'm in here instead of out there!" He ended in a shout, making her pull back. He had never yelled at her out of anger like that.

"Okay..." She put her hands up in surrender. He was breathing heavily and clenching and unclenching his fists. He stood as if to tell her that this conversation was coming to a close. Or... was he warning her? "We will take care of Otto and you will..." she trailed off, hoping he'd assign himself to something, so she wouldn't. Everything about how he moved was off. He was intimidating her, and she wasn't even sure if he was aware of it. 

"I'll go after Li." 

Yuri nodded. She watched as he walked towards the door, mumbling something under his breath. "You still might be in danger," she tried. She'd rather he stay at the police station than go out there and do something he'd regret. "Are you sure you don't want to stay here?" 

"I can handle myself!" He snapped. He stormed out of the room, slamming the door behind him to the point that she thought it might break.

Once he was gone, she dared to breathe. She had been rude to him before. She had always felt safe with him... but being in that room with him made her heart beat faster. She looked at the door and breathed deeply. Something was wrong with their friendly neighborhood Spider-man, and she had to get to the bottom of it before he got hurt... or before he hurt someone. 

She picked up her phone and stared down at it. She couldn't call Spider-man or Kid Arachnid... but she had that woman's contact. She didn't know what to expect when she called the woman. Heck, she didn't even have a name, but Yuri needed someone to contact Kid and get Spider-man in for good. She wouldn't dream of sending the police after him. It was just a hunch if anything. Everything that had happened in the room could be chalked up to stress. Who knew what else he was going through? Maybe he was stressed enough to start shouting. She dialed the number she had been given. Whoever this girl was to Spider-man, she might have better luck figuring it out. 

"Hello?" MJ asked. She didn't recognize the number on the other end and it took her a moment to place the voice once she spoke. 

"Is this the woman I met... last night?" Yuri laughed on the other end, as if she couldn't believe that it had only been one night since they had spoken. 

"Captain Watanabe?" MJ asked. Yes, she had given Yuri her number, but she hadn't been expecting a call. 

"MJ!" Robbie shouted. "That call better be important!" 

"It is," MJ called back. She was at her desk, writing a story about the bombings. Luckily, she had been planning on getting out there to interview victims and police about the attack. New York was in a massive state of emergency, but the media never rested. She wanted to shoot a glance at Robbie for shouting her name, but at least MJ was relatively nondescript. 

"Could you meet me at the police station?" Yuri asked. 

MJ bit her lip. She was going out, but she had a job outside of dealing with whatever Peter had gotten himself in to. "Is he hurt?" She asked quietly. 

Yuri didn't need to be told who she was talking about. "No," she said. "Just... come if you can. I won't be going anywhere." 

MJ sighed and stood. "Right," she said before hanging up. Something was wrong... obviously something was very wrong about the city, but something was wrong with Peter. "I'm going to interview some cops at the station," MJ called to Robbie. 

"Is that really a good use of your time?" He asked her. "I was going to get you on the field." 

MJ put her hands behind her back. A real story about this horrific event would be a much better use of her time. She looked out the window towards the station where Yuri was waiting for her. It was Peter who was at stake. One day she would stop putting her life on hold for him. Today wasn't that day. "I'm going to the station," she declared. 

Robbie looked surprised and he crossed the room to her desk. "MJ... you know that's not where you need to be... where I, and the city, need you to be. What's so important there?" 

She couldn't tell him. He'd want a feature about Spider-man if he knew she had any real insider information about him. "I just think we need to have an angle from the responders' view," she said. 

"At the station?" She nodded. Robbie sighed. "I don't know what this is about, Watson... but you need to get your priorities straight." He looked up. "Brock! You're on the field!" 

MJ shook her head and started for the door, only to be headed off by Eddie at the elevator. "Is everything alright?" he asked. MJ shrugged. "Look... if you need anything..." 

"I don't," she said. He seemed to get the message because the rest of the elevator ride was in silence. Once the door opened, she hurried out. 

"It's about Spider-man, isn't it?" He asked. She didn't stop. He was perceptive... that was a good thing for a journalist, but it wasn't good for a coworker trying to lead a double life.

“It’s none of your concern,” MJ said. Eddie shrugged and went in the opposite direction. She watched him for a minute before turning and jogging down the street. On the way there, she put the mask that she had begun stashing in her purse on. She wished she could change, but at least she was wearing a jacket with a hood on it. When she got to the station, Yuri was waiting for her outside.

“Mask again?”

“If I tell you who I am, you might be able to trace it back to him,” she said with a shrug. Yuri thought for a moment before nodding, accepting the answer. “What happened?”

“I don’t actually know,” she admitted. She leaned back on the chair and sighed. “I can’t explain it… he was just irritable.”

“Irritable?” She called me here for that? MJ thought. Of course Peter was going to be touchy. Everything was falling apart at the seams. The poor guy was probably at wits end.

Yuri nodded slowly. MJ was glad she couldn’t read her expression because she was having a hard time hiding her annoyance at Yuri’s vague description. “I just… I felt like I was in danger being in the same room with him.” MJ gasped softly, but Yuri held up her hand. “He didn’t hurt me, or even try to, but he stood over me like he was threatening me… Like he wanted to intimidate me. I’ve never felt like I was in danger around him, but today… I know he must be stressed, but he’s never made me feel like he wanted to hurt me, or that he was holding back from hurting me. I don’t know what’s wrong with him, but he’s just not right.”

MJ pursed her lips and looked down at the ground. Was something actually wrong with Peter? That was a stupid question for her even to be thinking. Yes, something was wrong with him. Something had to be wrong. He had been adamant about staying away from everyone and now… now he was opening up, meeting with Yuri and acting like he was going to hurt someone. No, something was off. “I’ll deal with it,” she said.

Yuri shook her head. “I can’t ask you to do that,” she said. “You’re a civilian, and I don’t think you have superpowers.” MJ didn’t confirm or deny her assessment.

“I’m the only person you’ve got.”

“What about Kid? You have his number, don’t you?”

MJ held up her hand to wave off the idea. “He’s just that… a kid,” she said. “He needs to rest.”

Yuri nodded. “Alright, but just know that if you go after him, you’re doing it against my wishes.”

MJ started walking away, but stopped when she heard Yuri curse under her breath. MJ clenched her fists. She didn’t know exactly what was wrong, but she imagined that Yuri was probably more than annoyed that she couldn’t handle this herself and instead she needed to send someone else to do it. Her injury was forcing her to put civilians in danger now.

When she got far enough away, MJ took off her mask and picked up her phone. She wasn’t sure if he was going to answer, but she needed to try the obvious first. He answered. “What?”

MJ blinked. That wasn’t how he usually answered his phone. “Hey, Pete… Where are you?”

“I can’t tell you that,” he said, but there was no hint of worry in his voice. It sounded almost like he was taunting her.

“Peter, where are you?” she asked again, more forcefully this time.

“I. Can’t. Tell. You.” This time he spoke slowly as if explaining something to a child. Now she knew something was wrong. Of course, she knew that going in, but now it was obvious.

“Peter Parker!”

She heard someone talking in the background and cocked her head. She recognized that voice. “I have to go,” he said and then hung up. MJ cursed angrily and stared down at her phone. He was at the university and she wasn’t sure what he’d be doing there during this time of crisis. She also didn’t know how she’d get there to confront him.

Getting to the university was a challenge, but when she got there, she wasn’t met with much security. The buildings had been evacuated. What Doctor Cho was doing there was beyond her, but she didn’t dwell on it. Her only hope was that Peter was still there and dealing with whatever he was there for. She made her ways to the lab, snuck inside and then stepped into the bio lab that she had seen only a few times when she had to drop Peter off. He was there… She heard him rummaging through the lab and muttering under his breath. She also heard soft whimpering from someone else in the room.

MJ sighed and stepped out of her hiding spot. “Spider-man,” she greeted. He flinched just barely before continuing his work. She watched him for a moment. It looked like he was gathering the research that he and Cho had been working on. Cho was sitting in a chair with her hands and arms webbed behind her back and her feet webbed to the floor. Peter was concerned that MJ was there now… Until she took a step forward.

He reacted like lightning. She had seen him move before. He was faster than a normal eye could track, and she had seen it before. But she had never been on the receiving end of an attack. In one fell swoop, he webbed the bag of stolen research to the table to hang it and he vaulted over the table, grabbing her arm. She knew he was strong, but she had never felt his bone crushing grip before. Her heart beat faster, but she tried not to show anything. This was Peter Parker… he wouldn’t hurt her. “You shouldn’t be here,” he said. His voice was low. It wasn’t a growl, but it also wasn’t a whisper.

“What are you doing?” she asked, keeping her own voice steady.

“Collecting data.” He released his grip on her and stumbled back a little. “You need to leave.”

“You need help,” MJ said. She couldn’t keep the urgency out of her voice. He shook his head and turned to go back to his “data collecting.” She grabbed his arm, as she had done a thousand times, but this time he reacted like he had never before. He spun around and slammed an open palm into her chest, sending her stumbling back onto a table that broke under the force.

At first, she didn’t even process what had happened. Peter had never hurt her. The thought of doing so usually made him sick. It had driven him to do stupid things in order to keep her from getting hurt. “Stay down,” he was saying to her. MJ was never good at listening to him, but she stood slowly and cautiously. She eyed Cho before stepping forward. He flinched but didn’t turn to her. Sneaking up on him would be impossible. She shook her head as her back and chest throbbed in pain.

She watched him for a few minutes as he finished gathering the information. What was he doing? “You know, if you had asked nicely, they might have shared this with you.” You also work here, she thought.

“I know, but this is time sensitive.”

She stepped forward. He ignored her. “Why do you need it?”

“Why do you think I’d tell you?

MJ again glanced at Cho. This would be easier without a witness. Peter followed her gaze and shot a web at Cho. The blow wasn’t fatal, but she fell unconscious. MJ was dumbfounded. This wasn’t Peter. She shook her head. Cho would have to wait. “You’ll tell me because I need to know what you’re doing.”

“So you can write a hit piece on me?” Peter snapped bitterly.

She shook her head. “No, Pete… that’s not it. I need to know what’s wrong, so I can help you.”

“I don’t need your help. For once in my damned life, I feel like I’m in control of the situation!”

She looked at him; studied him. For the first time in her life, she felt enclosed in a space with Spider-man. The way he spoke and the way he moved wasn’t anything like she had seen. She couldn’t describe it. She was used to seeing him move around like he was cocky and also like he was scared and hurt, but she had never seen him move around like Fisk had in his office; like he was the strongest person in the room, and he knew it, and he wanted everyone else in the room to know it as well… Like he knew he could kill everyone there without breaking a sweat… and he would if pushed.

“Okay,” she said as gently as possible. “Just… tell me what’s going on, Pete…”

He stared back at her before shaking his head and finishing his packing. “Stay out of it,” he said.

She took a deep breath, wincing at the pain breathing brought her. When she took a step forward, he reacted violently. He lunged at her and grabbed her shirt, lifting her up and slamming her against the wall. She gasped and grabbed his arm, but she tried to tell herself that she wasn’t in any danger. No matter what he was going through, he wouldn’t hurt her… he wouldn’t… he couldn’t…

“Peter…” she squeaked. He pushed down on her chest harder and she gripped his arm, digging her nails into his flesh. For just a moment, she feared that he would actually break a rib or two. And then her phone rang, startling both of them.

“Answer it,” he said.

She took her phone out of her pocket with shaking hands and answered it. “Hello?” she managed.

“MJ!” It was Rio. Suddenly MJ’s mind darted to how Miles was. Was he hurt? Or worse…? “Miles is being rushed to the hospital,” she gasped. She then went on to explain that he had a dangerously high fever. She was almost hysterical.

“A-alright… I’ll.. try to get there,” MJ said. She looked at Peter, who was staring down at her phone.

“Thank you…” The line went dead. Peter dropped MJ and she slid to the ground.

He looked down at the phone for a moment before shaking his head, taking his bag and heading for the door. “Pete… Miles is hurt,” she called after him. He paused at the door with his hand hovering over the knob. “Why do you need this stuff? What’s happening?”

He grabbed the doorknob hard enough to deform it. “Stay out of our way,” he snapped and then he was gone.

Chapter Text

Chapter 12: Not the Kind of Person that it Fits


Otto didn't like working with Martin Li. While he wasn't evil in the traditional sense of the word, he was still one for theatrics and his goals were troublesome at best. They had set up shop in the basement of an old restaurant in China Town. The shop above them was mostly just a front. Li’s demons had either bought the building during his absence or they had killed the original owner. Otto hadn’t cared enough to ask Li where their hideout had come from. He stormed into the room where Li was discussing something with one of his "inner demons." Otto could hardly stop himself from rolling his eyes. Like he said; theatrics. "You told me that poison was potent enough to kill a Spider," he said, interrupting whatever the demon was saying. 

Li turned to Otto and sighed, waving the demon away. He seemed mildly annoyed, but Otto knew whatever he had to say was more important than the inner demons. "Kid Arachnid is a child," Li said. 

Otto sighed. It was an honorable position to take, but it meant little. "Do you think you didn't kill any children when you bombed ten subway stations?" Otto challenged. "You told me there would be bombings. You didn't tell me how many." Li didn't grace his comeback with a response. He dropped it. Expecting Li to act consistently was like trying to get water from a rock. "Either way, you're playing a dangerous game keeping those two alive." 

He crossed his arms. It was a smug move. Otto could tear him apart in a matter of seconds if he caught him off guard and Li knew that... but he still acted like he was the most powerful man in the room. "What would you have me do?"

"Kill Peter and kill Kid Arachnid," Otto said with a nonchalant shrug. "You're not planning on keeping Pete around for long, are you?" 

"Long enough." 

Otto shook his head. "You can't just keep him around like a pet. You've beaten Spider-man and now you need to follow through on your threats. The longer you keep him alive, the greater chance that this all blows up in your face." 

He knew that Li knew he was right. The man fidgeted and shifted his weight. He didn't like being told what to do. Martin Li wasn't an idiot, but he wasn't the smartest person in this partnership. 

When Li had come to him a year ago with grand schemes, Otto had laughed. What did this well-dressed man who operated a homeless shelter know about running a crime syndicate? He had needed one final piece of the puzzle... The Spider's identity. He had come prepared with a wide range of theories... Peter Parker being one of them. Otto had let him talk for days about his theories before finally coming clean that he had seen Spider-man unmasked. 

Then their plan was set in motion. They worked it out. Li would escape first and groom Peter. Once he knew that Peter would be ready, Li broke Otto out of prison to take the fall for the bombings while he started his underground crime ring. So far, it had worked flawlessly. Even Otto was impressed. 

But now he was afraid they were going to slip up because Li wouldn't just cut the cord and kill Spider-man. He had overplayed his hand by setting off too many bombs. They had been trying to scare Peter, not get the entirety of S.H.I.E.L.D. and the Avengers on their tails. Not bombing Grand Central had been a good move, but ten stations had been too many. Too many people had died and now they were in trouble. 

"When he gets back, you should get rid of him," Otto warned. "Before you lose control over him." 

Li shook his head. "I need him to assert my dominance in the criminal underbelly of this city. Without Spider-man's aide and subsequent death at my hands, I will never be able to take over in the vacuum left by Fisk." 

Otto studied Li. His goal was simple in the grand scheme of things. He wanted to rise to the top and organize crime under him. It was a noble goal, Otto supposed. Crime was only messy if it was without order, but he didn't care about Li's king pin dreams. "I couldn't care less about your petty turf war, Martin," he said. "If you lose Spider-man, we will lose everything we've worked for." 

Li waved his hand and leaned on the table behind him. He put his hands on the table, crossing his feet. "You should care," he said, looking at the ground. Otto couldn't tell if that was because Li thought less of him or he was averting his eyes for others, more cowardly reasons. "Without my petty turf war, I can't hold up my end of the bargain and the funding I'm providing for your research will fall through."

Otto sighed. He didn't want to admit it, but he knew Li was right. Without the gang funding, he couldn't continue his research. "All the more reason to kill Spider-man now."

"I will kill him in due time," Li assured him. "When the time is right. When the city is ripe and ready to see her hero strung up like Christ and crucified, then I will kill him. And when he's dead, the other gangs will have no other choice but to bend a knee." 

He sighed. It all sounded perfect, but Li was too concerned about timing and theater. They needed to be efficient. "Killing him in front of the other villains now will be just as effective," he tried to argue. 

"Perhaps... but he is good muscle to have around. If I kill him now, I make a martyr. I need not just the villains to be ready for his head, but the entire city. Even the Avengers. And then I'll drop his corpse off at the door step of Avengers Tower. Off record, of course." 

Otto made to reply, but froze when the door opened and Spider-man walked in carrying a bag. "Where did you send him?" He asked. Peter turned to Li, who nodded, giving him permission. Peter put the bag on the table without speaking and stepped back while Otto used his mechanical arms to rummage through the contents. It was the research Peter had been working on at the university. He turned to Li.

"I know I don't have any reasonable funds right now, and you did have to fight off Kid Arachnid, so I decided to give you what I could for the time being."

Otto was touched and genuinely surprised. He had been expecting Li to give him the run around, "you'll get paid when I have enough money" speech. Instead, he had ordered his lackey, at the risk of losing Spider-man, to steal sensitive research. 

"I told you, Otto," Li said, as if reading his mind, "what we have is a partnership. I value the work you're doing, and I respect that you have no sympathy for my goals... at least yours are honorable." 

Otto scoffed softly. They were petty words, he supposed, but it didn't diminish the fact that Li had used Spider-man to steal the work. “Just be careful,” he warned. “Don’t get too cocky just because you have Peter in your possession.” He turned to the boy and frowned. It was hard to believe that not even eighteen months ago, the two had been working together. “How much does he remember?”

“He retains all memory,” Li said. He turned to Peter. “Get some rest. We have a lot to do tomorrow.” Peter nodded slowly and left the main room. Otto sighed. “Don’t worry, Otto. I will run this town and you can have free reign to do whatever research you need to do. All in due time.”

Otto shook his head and started after Peter. Li didn’t stop him from doing it. Otto stepped inside the room, hovering in the back. Peter had removed his suit by that time and was putting on a change of clothes. “Pete…” Otto said. He didn’t look up. Seeing him move around in such a controlled, meticulous way was jarring from the chaotic, flakey way he was used to seeing the young man move. Otto sighed. It was a mistake coming in here. “Good night,” he said and turned to leave.


He didn’t look back to the man. He was expecting Peter to say something encouraging… even make a joke about how they were working together under rough circumstances for a corrupt man. Either would be right at home for Peter Parker and Spider-man. “Yeah?”

“Go to hell.”



“Twisted Priorities: Amidst Massive Destruction, Spider-man Takes Time to Steal Life-Saving Research.”

MJ stared down at the byline of the article. It was buried further in the newspaper. This wasn’t front page stuff, but the implication that Spider-man was taking advantage of destruction to steal research. She sighed and looked up from the newspaper as Rio walked towards her and handed her some coffee. They were in the hospital. Miles was sleeping in the bed beside them. The doctors said that he had been poisoned, though they didn’t identify it. She accepted the coffee graciously, trying not to wince in pain. The poor woman was already running ragged with her son getting hurt constantly. The last thing she needed was to worry about MJ. “Thanks.”

Rio sat beside MJ and looked at the newspaper. “What do you make of it?” she asked. MJ sighed. She couldn’t blame it on some imposter or clone. It had been Peter in that lab.

“It has to be important,” she reasoned. “Why else would he steal?”

“Because he can,” Rio said. Her bitter tone made MJ flinch. Of course, she would blame Spider-man for all her problems. Jeff’s death had been indirectly Pete’s fault, and Miles was constantly getting hurt trying to emulate the Spider. She looked at Rio.

“I know it’s hard…” she began, but Rio lifted her hand to stop her.

“It’s not hard… it’s impossible,” she said, staring at Miles. “I don’t know where he goes, but I know Spider-man has something to do with it. He has to… and I hate him for it. I can’t keep doing this. Miles can’t keep doing this… If I lost him...” she trailed off.

MJ didn’t know what to say without giving away everything. She had learned to live with the fear that someone she loved my never come home again. Rio had learned that lesson with her husband and now she didn’t know that she was learning that lesson again with her son. “I don’t know Spider-man,” she said quietly, “but I do know that he’s not a criminal. He has to be going through some things…” And I will get down to whatever those things are, she thought. But now they had bigger fish to fry. The article had been written by a certain Eddie Brock and she needed him off Peter’s trail. She stood. “I have to go, Rio,” she said. Rio nodded. MJ walked to Miles and put her hand on his arm. He blinked and looked at her, smiling sleepily. “Hey,” she whispered. “You need to stay down for a while.”

“How’s Pete?” Miles asked, keeping his voice just as low.

“He’s fine, but he’s worried sick about you.” She patted his arm and left. She hated lying to them, but what else could she do? If Miles knew, he’d escape… If Yuri knew, she couldn’t do anything unless she wanted to send the police after him and Rio couldn’t know for other reasons.

Once she was outside, she picked up her phone and dialed. When he picked up, he seemed to know what this was about. “Hello, Mary Jane,” he said.

“Eddie,” she greeted. “What’s with the hit piece about Spider-man?”

“You would know if you had taken any of my calls last night.” His tone wasn’t condescending, but it still bugged the ever living hell out of her. “You were there, weren’t you?”

“You can’t prove that,” MJ said, though she knew there was plenty of evidence. “Besides, if I was there, I had already given my testimony to the police…” To the police, of course, meant Yuri. “I didn’t want to talk to press.”

“I’m not the press. I thought we were friends.”

“We’re co-workers,” MJ stressed. “And volunteer buddies… But Spider-man doesn’t need the bad press right now.”

“Then he doesn’t need to be robbing universities,” Eddie said. MJ looked up at the sky with an annoyed sigh. She wasn’t annoyed at him, she was annoyed that he was right. If Peter didn’t want bad press, then Peter shouldn’t be robbing people. “Look, we all kind of suspect that you might have an indirect line to the wall crawler—”

“I don’t ha—”

“And if that’s true, try telling him to cool his jets if he doesn’t want the press coming after him. This isn’t J.J. level hit pieces, but there’s no way not to spin a story like that so it’s not negative to him.” MJ didn’t speak and the two waited in silence for a moment before he spoke again. “I don’t know what’s going on with you, but whatever it is, you need to get yourself together.”

“I didn’t ask for your opinion,” MJ snapped, suddenly defensive. She knew he was right, and that made her angry. She had constantly put her life on hold to accommodate Peter’s unpaid job. This wasn’t the first time she had dropped a story or put her own career in danger to make sure Spider-man didn’t look bad.

When he spoke again, his tone was calmer and a bit more playful. “I know you didn’t, but this time it’s free. Next time I’m charging double.”

Despite everything, MJ laughed softly. “Alright. I look forward to it.” She paused and sighed. “But about Spider-man…”

“I’ll lay off of him when he stops committing robbery and assault.”

“Thanks.” She went to hang up, but froze. “I mean it, Eddie.”

“About laying off?”

“No, the thanks. I’ll see you at work.”

“Maybe. See you.” He laughed and hung up, leaving MJ gripping the phone in her hand. She put it back in her pocket and sighed. Now she had to get down to business with Peter. She figured she could confront him again…

“Because that worked so well the last time,” she muttered. Something was definitely wrong with Peter, but she didn’t know what… and she needed to know. She wandered aimlessly, trying to come at the Peter Parker Problem from every angle she could think of.

As she walked, she became aware of a buzz in the area. It was a feeling that something was wrong. She knew that Peter had his Spider sense, and while she didn’t have anything like that, she had always been good about reading the mood and the air around her. She stopped walking. The streets of New York were more crowded than usual, as a lot of the subways were down, but life was trying to return to normal in the city. It was hard, though.

Then people started running. MJ shook her head and started running as well; but she ran in the opposite direction as everyone else. By the time she made it to where everyone had been running from, whatever had happened had ended. The street had several overturned cars and broken windows. Police sirens rang out. In the center of the mess was Spider-man, standing in the middle of the street with his head down.

People had been strung up on light posts and walls. One woman was struggling against her restrains and blood dripped down from the web. MJ kept her distance. He wasn’t moving. He ha his gaze fixated on something on the ground. Suddenly, his head cocked as if he were listening to something in his ear. He turned to flee, but MJ ran into the cleared out street after putting on the mask. The last thing she needed was to get on the front page. She could see the headlines now; “Daily Bugle Reporter Confronts The Spider.” “Spider-man!” she called. He paused and turned back to her.

“I told you to stay out of this…” Peter said. He took a step towards her. Now that she was closer, she could hear the faint words of someone in his ear. So, he was working with someone. She showed no fear as she stepped up to him. He stayed where he was. He didn’t advance on her and he didn’t back away, so she moved until they were within arm’s length of each other.

“Have you ever known me to back off when you tell me to?” she asked, trying to keep a jovial tone. He was rigid, and his fists were clenched, as if he were fighting to stay where he was. “Why don’t we go somewhere private?”

The voice in his ear spoke. She tried to listen, but all she heard was a muffled voice. Peter shook his head slowly. “No…” he whispered, and she wasn’t sure if he was talking to her of the voice. “Not now.”

The voice spoke again.

Sirens were closing in. “Come on… let’s go,” she whispered. “Please.”

“Go?” he asked. She nodded. He moved like a viper, grabbing her arm. He waited just long enough so the cops could see him and then he took off with her. When he shot the web and propelled them both into the air, MJ screamed as his grip on her wrist caused her shoulder to dislocate as a result of the sudden jerk upwards. He didn’t seem concerned. They landed on a rooftop and he threw her to the ground.

“I said no civilians!” MJ could hear the voice a bit more clearly now. “Get rid of her!”

Peter didn’t speak this time. He lunged at MJ and slammed her on the ground. MJ gasped as her head hit the roof. Her ears were ringing and she hardly felt it when he picked her up again. “Peter,” she whispered.

“She knows your name?”

“She won’t,” Peter snapped. He grabbed her throat and squeezed. MJ clawed at his arm. The lenses on his mask narrowed as he watched the air escape her. She wanted to beg him… to tell him that this wasn’t who he was. He wasn’t a killer… he wasn’t a menace. He loved her, and she loved him. But she couldn’t. She couldn’t breathe, and she could do nothing but watch as his masked face grew blurry.

When she knew she was about to pass out, Peter took her and threw her off of the building. She had grown used to falling in freefall, but the person who was usually around to catch her was the one who was watching her fall. Everything seemed to go in slow motion. He stared down at her as the ground came at her. He was going to watch her die.

She closed her eyes. That wasn’t the last thing she wanted to see. She didn’t want to see him staring down at her indifferently as she hit the ground and shattered every bone in her body. That wasn’t the image she wanted burned into her brain…

The end didn’t come. Strong hands grabbed her, and she felt the familiar rush of wind as they swung in an arc. At first, she believed that Peter had managed to find goodness in him again, but when she opened her eyes, the suit she was met with was black, not red. “Kid…?” she asked. Miles nodded as they landed.

“What is going on?” Miles asked. MJ didn’t question why he was there. He wasn’t known to stay in the hospital when he was supposed to.

Instead, she stared out at the other rooftop. Peter stood at the edge of the building, watching them. He put his hand to his ear before nodding and jumping off the building.

“I don’t know…” MJ said quietly, “but Peter’s in trouble… and he’s going to get someone killed.”


Chapter Text

“Who is she?" Li demanded. They were standing in their little home base. Peter thought it was quaint. He also hated it, but voicing that opinion wasn't an option. "How does she know your name?" 

Don't tell him! Peter Parker, don't you dare tell him! 

His mouth moved on its own. "Her name is Mary Jane Watson." Am I talking to a brick wall here? "She's a reporter at the Daily Bugle... and my girlfriend." 

Peter groaned inwardly. Yes, he was talking to a brick wall. He didn't remember much about his encounter with MJ. He didn't even remember choking her or throwing her off the building. The memory was there, but it was like he hadn't done it. It was like he had just watched it happen from afar. 

"Is she a problem?"

"She isn't enhanced," Peter said with a shrug, "if that's what you're asking. No powers." The good thing about being unable to lie to Li was that he took everything Peter said as gospel. "She isn't a problem." 

Li sighed. "Fine," he said. "Just stay away from her." That was ideal, he supposed. It would be safer for her if he was ordered to stay away. She would be dead had it not been for Miles not being where he was supposed to be. Peter was supposed to be mad at him, but he couldn't help but feel eternally grateful for Miles' inability to stay out of his business. 

Don't ask...
Peter thought, realizing the next logical question in the sequence. "What about Kid Arachnid?" Peter asked. 

Li pursed his lips together. Peter could see that he had brought up a good point. "He is a problem." He sighed. "Do you know who he is?"

No. Peter nodded. 

"And where he lives?" 

Peter nodded again, but he managed to speak before Li gave off an order. "We should see how much he gets in our way. Spider-man as a murderer isn't going to fly well." 

Li thought for a moment before nodding. "I can't see him being too much of an issue." He leaned on the wall behind him with a sigh. "The attack earlier was too public. For now, you need to keep a lower profile." Peter nodded. "Great." He produced a list and handed it to Peter, who reached and took it gingerly. It was a list of names and addresses. 

"A hit list?" he asked. He didn't like the sound of where this was going. 

"Of sorts. I don't want you to kill anyone, but I need you to rough them up... let them know who's in charge." He turned to Otto as he walked into the room carrying a white suit with black webbing and inverted colored eye lenses. Otto threw it at Peter and he caught it without flinching. The man hadn't seemed to have gotten over what Peter said to him. He didn't like Li's influence, but he at least was able to get his feelings out about Otto without feeling guilty about it. "Let them know who you work for." 

Peter turned from Otto to Li. "And if the police see me?" 

"You are to tell no one other than the people on this list." 

"Right." He started for his small room to change. He read the list of people he was supposed to go after and smiled despite everything. It was the criminal underbelly of the city. He wasn't going after civilians, so he let himself relax. Sure, he was helping Li gain power, but he was finally going after criminals without his bothersome morals getting in the way. Maybe this part of the job wouldn't be so bad. 

When he broke into the store, there were a few men playing poker. None of them seemed particularly concerned that he was there. That was their mistake. "Hey, Spider," one of the men, seemingly the leader, said. "We ain't done nothing. This week," he added with a sly grin. He looked at the new outfit and laughed. "New clothes for the Spider?" 

Peter didn't speak. He moved like a person possessed and grabbed the man, slamming him into a wall. "You working for anyone?" he hissed. 

"I ain't a snitch, insect." 

Peter pushed him harder into the wall. The air escaped his lungs in a desperate gasp. "Spiders are arachnids," he hissed. "And you just lost your chance of getting out of here without a broken rib." Making good on his threat, Peter slammed his open palm into the man's chest. He heard a rib crack under the pressure and smirked when the man whimpered in pain. “Tell your boss there’s a new King Pin in town.”

To punctuate his words, a few demons walked into the room. The man blinked. “Negative has you on his payroll? How much did he offer you? Fisk would have paid you a lot more.” Before Peter could answer, one of the demons stepped forward and filled one of the men in the room with lead.

Peter didn’t turn before speaking. “Negative said no killing,” he said as nonchalantly as if someone had spilt water on the sidewalk.

“You have your orders… we have ours,” the demon said. Peter shrugged.

“You’re letting him get away with that?” the man Peter had in his grip snapped. “What happened to your ethics or whatever?”

“Let’s just say Negative is persuasive.” He pushed the man harder into the wall, listening to his broken rib move in his chest. “Now, are you going to cooperate, or will I have to look the other way while the demons finish ruining your game?”

“Y-you’re crazy!”

“Anyone running around in a skin tight costume taking on the villains in this town could never be considered sane,” Peter argued. “Now…?”

“Alright, alright! I’ll get the message across.” Peter let the man fall to the ground. He dropped to his knees and coughed. A twinge of guilt hit Peter as he watched. It wasn’t much. This man was a criminal and deserved it, but he felt bad for a heartbeat.

Then the moment passed. “Good.” He turned to the demons. “Who’s next?”


Miles knew that he was supposed be staying out of it. MJ had told him he needed to back off; at least long enough for his mother to feel somewhat secure that he wasn’t going to die. Luckily his body had flushed the poison out pretty quickly. The past couple of weeks had been just a stream of following Spider-man’s patterns… not that Peter had much of a pattern. The first few places he had gone into had murders, but the more recent ones hadn’t. There hadn’t been anyone willing to tell him what Spider-man was up to, but he had figured out enough to predict where Peter was going next.

“Are you sure you don’t need backup?” Yuri asked him. Against MJ’s wishes, Miles had gotten in contact with Yuri and they were working the Spider-man gone mad case together.

“I’m fine,” Miles said. His stomach growled, and he wasn’t sure when he had eaten last.  Chasing the bread crumbs left by Peter had been exhausting and he had been missing school for days. His mother was worrying herself sick about it and he needed to talk to her about it, but he couldn’t. How could he tell her that he was a super human who was trying to figure out what was wrong with Spider-man? How did someone even breech that subject?

“Alright. Stay quiet and don’t get seen. Just figure out what the hell he’s doing,” Yuri said. “Don’t engage.” He didn’t answer. “Kid, I mean it. Do not engage.”


He walked towards the shop. It belonged to one gang or another. It was Spider-man’s MO at the moment. He closed his eyes and he turned his camouflage on. It was an ability that Peter didn’t have and Miles liked to tease him about it. He waited patiently until a thug went in and he snuck in behind the man before positioning himself in the corner to wait.

He didn’t have to wait long. Within the hour, Peter stormed in. Miles bit his lip and he tapped his ear, telling Yuri that Spider-man was there and she needed to not speak. The regular thugs couldn’t hear her in his earpiece, but Peter could. He gasped softly as a handful of demons walked in behind Peter, aiming their guns at the thugs gathered there. Miles tapped her earpiece again.

Peter moved like a beast. His movements were more feral; like he was getting worse as time went on. He lunged at a woman sitting at the table. She moved faster than most women would, but even she wasn’t fast enough. Peter grabbed her and dragged her to the ground. He read her rights and at first Miles thought that he was trying to perform an arrest, but he burst into a soft laugh and put his knee on her chest between her breasts. “You haven’t responded to my calls, Sasha.”

She smiled. “Spider-man… you haven’t given me a reason to,” she said with a laugh. Miles cocked his head. Who was this woman? “And maybe I wanted you to come here.” Peter lifted his head and snapped his fingers. The demons aimed their guns at the other thugs in the building.

“Give me a reason, Sasha,” he said.

“You wouldn’t,” she said with a smile. She clearly didn’t believe Peter would stand around and let these demons gun down her people. “I heard talk that you’ve been running the crime rings with Mister Negative, but you are a straight arrow. A goody-two shoes. You have a hero complex and I know you don’t have it in you to stand by while injustice is done.”

Miles wished he had her level of confidence, but to his surprise, he didn’t. He had seen the murders in the other buildings. He knew that Peter was, for some reason, dangerous now. His senses flared.

Peter laughed softly. “I guess I left my shoes at home.” He clicked his tongue and the demons opened fire. Miles couldn’t hide a soft gasp from escaping and even though he was out of the line of fire, he covered his head with his arms and curled into a ball in the corner. He hadn’t unlearned his gun shyness as well as Peter had.

When he opened his eyes, everyone else in the room was dead except Spider-man, Sasha and the demons. Miles was shaking.

Peter stood up from the woman. “Next time return my calls,” he said.

“Y-you…” Sasha whispered.

Peter ignored her shock. “Mister Negative will be in touch. Don’t make him send me again.” He turned to the demons and lifted his hand to move them out. Miles stood slowly in an attempt not to make a sound, but his back scraped the wall. Peter froze and then shot a web at Miles, pulling him out of his camouflage. He put his hands up in surrender. A demon raised his gun, but Peter put his hand on the barrel, lowering it.

“Kid Arachnid,” he greeted.

“Spider-man,” Miles muttered, trying, and failing, to keep his voice from shaking.

“We don’t have our orders with him,” Peter said.

The lead demon shook his head. “No… You don’t. We do.” He cocked his gun. “Stay out of our way.”

Miles stared at Peter, hoping he would step forward and stop the attack, but he stepped back instead. Miles’ eyes widened and the bullets started flying. He jumped onto the ceiling and crawled away from the demons. There were five of them in the room. Running would do nothing. If he could get Peter alone, maybe he could talk to him.

Miles lunged at one, webbing the man’s gun and yanking it from him. He used the weapon to bludgeon the man until he was on the ground and then Miles went invisible to get another. While he grabbed the man, another came up behind him with a darkness-infused sword. The glowing weapon grazed him as he jumped away, but the man he was attacking wasn’t so lucky. The sword pierced into his shoulder, sending him back. Miles roundhoused the man with the sword, sending him back into a wall.

With two left, he charged at them. They raised their guns and he slid under the first one. He webbed the man’s legs and tripped him to the ground and jumped at the other one, aiming a venom strike on his neck. The man stumbled back and collapsed. By that time, Peter had moved out of the way and Sasha had fled.  

“Not bad,” Pete said. Miles remembered a time when Peter’s praise would have filled him with joy, but there was an air of sinister intentions with his praise. “You shouldn’t meddle, Kid.”

“I shouldn’t?” Miles asked. “It looks like you need help.”

Peter laughed. “Help is the last thing I need.” He crossed his arms. “What are you doing here?”

“I thought I was stopping you,” Miles said. Peter shrugged. “But I guess I’m here to bring you in.”

“That’s not what we agreed on,” Yuri told him, but Miles ignored her. He didn’t work for her.

“That’s big talk for a child,” Peter said. He leaned on the wall behind him. “You don’t want to get involved. You and I both know that in a fight, I’d win.”

Miles knew that was true, but maybe he could talk Peter down. “Come on, man… What’s this about?”

Peter shrugged. “You know, I got tired of it.”

“Of what?”

“The whole superhero thing,” he said. He kicked the wall behind him. “I’ve given everything to this city and they repay me by believing every smear campaign JJ comes up with, or they take any opportunity to turn on me. Last time there was an imposter, they believed that I could be a criminal.” He laughed. It was a bitter, sad chuckle. “I guess they were right. I’ve got powers, so why not use them?”

Miles stayed silent. Sure, people were around to believed that Spider-man was a menace and a criminal, but there were still a lot of people that believed in Spider-man. “It’s not like that…” Miles tried.

Peter shook his head. “You’re young. I remember when I was that naïve… When I believed that one person could make a difference in this godforsaken town by doing the right thing.”

“Do you really thing Negative will bring something like stability to New York?” Miles challenged.

“Putting Fisk in prison was a mistake,” Peter returned, stepping towards Miles, who shrank away, but didn’t back up. “The vacuum he left had just allowed people to become more emboldened in their crimes. With a new King Pin, someone other than the police will be policing crime.”

“Did he feed you that crap to regurgitate, or do you actually believe it?”

Peter laughed. “Don’t worry… you’re still a kid. You’ll learn.”

“That’s not a lesson I want to learn,” Miles snapped.

Peter shook his head. “It wasn’t one I wanted to learn either. We don’t choose the lessons we learn. Life just throws them out and we can either learn from them or ignore them.”

Miles took a step towards Peter, but he snapped his head up, warning the kid to stay away. “I want to help you,” Miles whispered. He took another step forward and this time, Peter did lunge. He shoved Miles into a wall and leaned close to him.

“There are consequences to getting involved… Miles Morales.”

Miles’ eyes widened. It wasn’t that Peter knew his name, it was that Peter said it.

“Say hi to Captain Watanabe for me.”

The shock that Peter had just ousted him was enough to distract him long enough for Peter to strike him down. He collapsed and was able to get a glimpse of Peter fleeing from the building before he passed out.

When he woke, it was with a gasp. He got to his hands and knees and coughed. He didn’t know how long he had been unconscious, but the sky was getting dark. He rubbed his head before becoming aware of Yuri calling his name. He gasped. His name… Peter had told her his name. “Miles?” Yuri whispered. “Are you okay?”

“Y-yeah…” Miles said shakily. He stood slowly, wiping the dirt from his suit. The demons he had knocked out were gone, meaning someone had been there but had let him live. Miles started running as panic took him. Peter said that there were consequences. “I need someone at F.E.A.S.T,” he shouted to Yuri. He was shaking. If his death wasn’t the consequence, then he knew what it had to be.


“My mom works there,” Miles gasped as he jumped into the air. He didn’t know if she was at work. He had been avoiding her for the last few days. He also gave Yuri his address as he swung through the streets. He hung up without saying good-bye and got on the phone to call his mom. She answered before the first ring finished.

“Mom!” he gasped before she could berate him. “Where are you?”

“I’m just pulling into the driveway,” she said. She sounded tired and her voice was full of tranquil fury. “Are you planning on coming home this week, Miles?”

“Mom, listen to me!”

“No, Miles! You listen to me! You can’t keep doing this. You can’t just disappear for days at a time!”

“I know, I know,” he said breathlessly. “But listen to me now! Don’t---”

“What’s this about, Miles?” Rio asked, cutting him off. He hissed in annoyance. His street was in view now and he landed on the pavement and started sprinting. “You’ve been acting strange lately. You can talk to me.” He heard the door crack open on the phone. He shook his head as he tore towards his house. He ripped off his mask.

“Mom!” he shouted. He’d deal with exposing his secret to his mother later. There just had to be a later. Rio stopped in the doorway and turned as he stumbled into their front yard. He didn’t care who saw him. They paused for just a moment as she took in what he was wearing and then he started running towards the doorway.

And then the house went up in flames. The shock wave threw him back onto the pavement and his head slammed the asphalt hard. His ears were ringing and his head felt like it was splitting open. He tried to block the pain as he struggled to his feet. He put on his mask and walked towards the house. Everything was swimming. He felt like he had just gotten off of a twisting ride. He couldn’t think straight. He couldn’t walk straight. His vision was going in and out of focus as he stumbled towards the fire. His foot hit something in the yard and he tripped, falling forward. This time, he couldn’t move to lift himself up. Sirens blared in the distance and they faded as he drifted off into unconsciousness.

Chapter Text

Chapter 14: We Never Quite Thought We Could Lose it All


Meeting Eddie Brock for coffee probably wasn't the best use of her time, but MJ needed to feel like her world wasn't crashing down for an afternoon. She and Eddie didn’t have much of a relationship passed professional, but lately he had been opening up to her more and more. They were in a small shop in Brooklyn. It had been her idea to meet there after Eddie suggested they go out. She had needed to get out of Manhattan for a few hours. 

Eddie sighed as he stirred the coffee absently. Their conversations thus far had been inconsequential. They had talked about work, the stories they were chasing and dumb things in their lives that didn’t mean anything, like what they had for breakfast and plans for the weekend.

"So..." Eddie muttered. MJ wasn’t nervous being there with him, but he seemed like he was uncomfortable. Something was off about him and she was sure that’s why he wanted to meet her there, but he hadn't seemed to want to talk about it. After the word hung between them, he sighed. "How's Peter? I haven't seen him coming to visit you in a while..."

MJ let out a long breath. He didn’t know how much of a loaded question that was. How was Peter indeed. Unfortunately, she didn’t know. She drummed her fingers on her mug absently. The coffee had long since gone cold by that point. She had done everything she could to make sure Peter was off of the "missing persons" posters. "He's in the hospital," she said. 

Eddie looked up sharply. "Oh? I'm sorry...” He looked around before continuing. It was probably awkward to be talking about Peter Parker for him. “What happened?"

"He was in one of the stations that got bombed," MJ answered. She tried to sound choked up about it. It was a good front. Not many people asked too many questions about it after that. She had forged his leave of absence paperwork for the University. The sad thing was that it had worked. No one knew Peter Parker was missing... and that worried MJ. What would happen if she or Miles got killed? Who would he have? 

"Oh my god... is he okay?" 

MJ shook her head. That wasn’t a lie. He wasn’t okay. He was far from okay. She didn't have to fake the tears that were welling in her eyes. "I don't know," she muttered, staring down at her cup of coffee. 

"Can we go see him?" Eddie asked. It didn’t surprise her that he would ask that. She knew that they didn't have a great relationship when Peter worked for the Bugle, but Eddie wasn't a bad person. He had calmed down since then.

She shook her head. "No... he's in ICU. No one is allowed in his room." 

Eddie blinked. "Still?" 

She nodded slowly. "Yes..." Her voice cracked, and she wasn't faking it. "They don't know if he's going to make it..." That was also not a lie. She didn't know if he was going to make it for very different reasons. 

Eddie reached to put his hands on hers, but he seemed to think better of it, so he put his hands on the table instead, drumming his fingers slowly. 

MJ wiped her eyes. She didn’t want to talk about Peter right now. If she started, she might never stop talking about it, and then she’d let it slip that she didn’t know who Peter was anymore. She didn’t know where he was and what he was doing. "I'm sorry..." she said, trying to get this conversation back on track. "You wanted to meet me here to tell me something, didn’t you...? what is it?"

He lifted his fingers from the table, shaking his head. "No... it's fine. It’s nothing, really…" 

"No, no... I didn't mean to drop my problems on you. What's on your mind?" 

Eddie sighed, relenting. He took in a long breath, seemingly trying to gather up the courage to speak. MJ was worried that he was about to say that he liked her for a moment, then she banished the thought. She had just told Eddie that her boyfriend was in ICU and may never get out. Even he wouldn’t be so shallow. What he said surprised her even more. "I... I'm actually going to the hospital tomorrow." 

She blinked. "Oh? What for?" She didn't feel bad about pressing. This was clearly what he had called her to say. She didn't know why he had picked her to tell about whatever it was, but she figured she should be there for him. 

"An oncologist..."

She looked up sharply from her coffee. "Eddie..." she breathed. 

He waved her off. "I was diagnosed about nine months ago," he clarified. "But it's spreading.” He sighed again and avoided her gaze. “Look, I'm sorry I brought you out here to tell you this, but... you seem to know a lot about the superhero thing."

She cocked her head. What did Eddie’s cancer have to do with being a superhero? "If this is about finding Spider-man..."

He shook his head. "No," he assured her. "That's not it." He stirred his coffee absently and MJ watched him, not wanting to rush whatever he was trying to say. "When I was diagnosed, the prognosis wasn't good... They gave me two months at best… I was low." 

MJ thought back to that time. She remembered he had taken a vacation rather quickly and had gotten out of there. He was gone for a few weeks and had come back like nothing had happened. No pictures of where he went... nothing. He had acted like nothing had happened. "Where did you go when you went on vacation?"

Eddie chuckled softly. His fingers fidgeted, and he shifted his gaze. "You see, that's the issue. Oscorp was running trials for a cure-all." MJ gaped at him and he held up his hands in surrender before she could utter a word. "I know... I know... Oscorp bad... but they were the only ones offering any sort of help and I was desperate. The doctors had basically told me to get my affairs in order and say good-bye to my family." MJ didn't speak, and he let that hang in the air for a few moments before continuing. "Anyway... they did something to me, and the cancer seemed like it went away... but I went to the doctor for some screenings the other day and they found traces of it had returned." 

"And you're telling me this because...?" MJ asked. She knew that it was common knowledge that she had been good friends with Norman's son, but that was a long time ago. She knew more about that whole issue now, but she and Peter had decided to stay out of it for as long as possible. There was no way Eddie would think that she would be of any help getting him into another trial. And then there was the whole superhero thing. What did he mean by that? 

"Because, whether or not you want to admit it, you know Spider-man.” She opened her mouth to deny it, but he held up a hand to silence her. “…and I'm not asking you to get me a meeting with him. I’m sure he likes his privacy, but I just want you to ask his advice for me." 

"About what?" MJ asked. There was no point in denying it now. Eddie wasn’t going to take any of her lies anyway. As long as he didn’t know that Peter was Spider-man, she could handle him thinking that she worked for the Web Crawler. 

"About what Oscorp did to me." He seemed embarrassed. She didn’t know what Oscorp did to him and he’d probably need to give her more information about the tests that they had run.  

She sighed. She didn't know what to tell him. She could spill the whole truth if she wanted to. Eddie, you remember Peter Parker, right? That guy you had this imaginary rivalry with? Yeah, he’s not actually in ICU at the hospital, he's Spider-man… I know, right? And I'm sure he'd be happy to give you all the reasons why you were stupid to get involved with Oscorp, but he's kind of busy being a psychopath right now, so I hope you aren’t in danger of dying in the next few months because God only knows how much longer he’s going to be batting for the other team... She could just imagine his face falling as she spoke. Yeah... he wasn't the only one with a crazy life. 

Luckily, she was spared the pain of answering by her phone ringing. At first, she was going to ignore it, but then she realized it was Yuri calling. She looked at Eddie and her face must have conveyed how dire the situation was because he nodded, giving her an out. 

She answered. "I need you at Miles Morales' home right now," Yuri gasped before MJ could even say hello. There were a lot of questions that came with that statement. How did Yuri know who Miles was? Why was she there? 

"What happened?" 

"I don't know, but the house was attacked. I’m thinking it was another bomb; which is oddly enough Otto’s MO right now." 

MJ put her hand to her mouth. "Oh god... is he...?" She couldn't even get it out. She needed to ask, but at the same time, she didn’t want to know the answer. Instead, she stood, grabbing her purse and Eddie put some money on the table. 

"I don't know,” Yuri said. Her voice was shaking and that scared MJ. “He's unconscious right now, but you need to be here when he wakes up." 

MJ nodded, even though Yuri couldn't see her. "I'll be right there." She hung up and rushed outside with Eddie jogging behind her.

"What's wrong?" 

She didn’t stop to clue him in and he kept up easily. "You know Miles?" 

"Rio's boy?" 

She nodded. "Their house was attacked." She got to the curb and lifted her hand to call a cab. 

"Screw that," Eddie said. "I'll drive. You tell me where to go." MJ nodded slowly and the two ran to where he was parked. MJ jumped into the front seat and picked up her phone but stopped herself from dialing Peter. Even if he did answer, there was a chance he was behind this. She ran her hands over her phone and realized that she had no one else to call. No one to confide in. 

"Damn it," she snapped. She wondered if this was perhaps a fraction of what Peter had gone through when she didn't know, or they weren't talking... the absolute isolation with a secret. She wiped her eyes and Eddie pretended not to notice. 

When they pulled on the street, it was blocked off by police and firefighters. MJ didn't even wait for the car to stop. She jumped out and ran towards the police line. An officer lifted his hand to stop her, but she ducked out of the way. "Ma'am!" He called as she crossed the police line. Eddie followed right behind her, against the officer's wishes. He chased after them, but Yuri held up her hand as she wheeled up to them. 

"I've got this, Henry." She turned to MJ. "So...? This is you?" 

MJ held out her hand. At this point, Yuri was pretty much in the know. She figured now wasn’t the time to worry about her stupid secret identity. "Mary Jane Watson," she greeted. Yuri took it firmly.

“Nice to finally meet you officially,” she said. She turned her attention to MJ’s chauffer. "Hey, Eddie." He waved, but kept his distance. MJ wondered briefly if there was anything to that, but she ignored it. Now wasn’t the time for that.

"Where's..." MJ wasn't sure if Miles was in costume or not. She didn’t want to call him Miles only to be pointed to Kid Arachnid. Yuri seemed to catch why she hesitated, and then pointed. Miles, or Kid Arachnid, was sitting on the back of an ambulance, holding his head in his hands. “Is he okay?”

Yuri frowned and shook her head. “There was one casualty…” she whispered. “Rio Morales…”

MJ’s stomach dropped, and she looked at the smoldering house. She let out a soft, squeaking sob.

Yuri nodded slowly. “They’re saying it was an accident,” she said. MJ turned back to her. “Gas leak, they said. When she turned on the light in the house, it lit up.” Yuri scoffed. “I don’t buy that bull crap, but it’s better than blaming Kid Arachnid for it… which was their first theory. I moved them away from that for now, but I can’t guarantee that they won’t try it again.” MJ nodded her thanks to Yuri and started for him, only to have her arm grabbed. Before she could shout, she was dragged behind a firetruck and a hand was placed over her mouth.

MJ’s eyes widened. Li was holding her against the truck. “Don’t shout…” he whispered. It wasn’t in a menacing tone. In fact, he sounded concerned. Rio hadn’t been an employee at F.E.A.S.T. when he was there, but she still worked at the place he had founded. “Hello, Mary Jane,” he said quietly. He wasn’t inverted at the moment and MJ wasn’t sure who he was. He did seem a bit like he was out of place; like he wasn’t sure why he was there.

“You monster,” she hissed. Screaming now would only rattle Miles and he didn’t need anything going on for him. “What are you doing here?”

Before he could answer, Eddie came up behind Li and pulled him off her. Li looked almost shocked and tried to explain things to Eddie. While that was going on, MJ backed away to leave it to Eddie. Whatever Li was doing there, she didn’t care to know.

As she walked towards Miles, her mind began running through the information they had on Li. Peter’s original tip that Otto had been behind the bombings had informed everything about the terrorist attacks. It was still up in the air if it had been Li or Otto who had done the terrorists attacks, but they had also thought Spider-man going AWOL had been Otto’s fault. But what if it wasn’t? There was nothing Otto could do to convince Peter to throw her off a building… But Li… he could.

MJ shook her head. That didn’t matter right now. What did matter was Miles. By the time she got to him, he was shooing away a paramedic who was trying to ask him if he needed anything. MJ grabbed a water bottle and walked to Miles. She passed the paramedic as he gave up trying to help the young spider-person. MJ nodded her thanks to him and she walked up to Miles, but kept a few feet between them, just in case he needed space. “Hey, Kid…” she whispered. He looked up and they stared at each other for a moment before he ran at her and hugged her. Even though she couldn’t see his face, she could hear his sobs.

She ran her hands over the back of his head. It reminded her of the times she had had to comfort Peter in a similar fashion. The feel of a mask under her palm was more familiar than hair. “Shh…” she whispered. All she could do for him was hold him tightly, but police officers were looking over at them and whispering. She gently pulled him back and held him at arm’s length. “Hey… let’s get away from here, alright?” He nodded, and she led him away from the madness. He needed to get out his emotions without everyone staring at him.

Once they were away from prying eyes, Miles clawed off his mask as if it were suffocating him. He gasped and sobbed, holding his chest as he tried to regain his composure. She stepped back and watched him pace. She wanted to help him, but she didn’t know what to say. She had been there for Peter when May died, but that was different. Peter was an adult, and he told her that she had made the choice to die… basically giving him an out. He still felt overwhelming guilt about it, but he had found peace in what had happened.

There would be no peace for Miles. His mother had died in a senseless act of violence and now he was an orphan with nowhere to go. “Miles…” she whispered. He stopped pacing and turned to her. The pain in his face was striking. His eyes were bloodshot, and his face was soaked with sweat and tears. His lip quivered, and each breath shook as if he couldn’t breathe. “What happened?”

Miles shook his head and started pacing again. MJ watched him as he just shook his head and breathed heavily through gasping sobs. “He said… he said there’d be consequences,” he managed to choke out. His voice was broken and cracking as he tried to talk.

“Who?” MJ asked, though she knew for a fact she didn’t want the answer.

“Who do you think?” Miles screamed. MJ didn’t back down from him. She was used to being shouted at by superpowered people who let their emotions control them at times.

“Peter?” she whispered.

Miles nodded and buried his face in his hands. “Oh god… It’s my fault,” he cried. He squatted and hugged his knees to his chest in a tight ball.

I told you to stay out of it… MJ thought before she could stop her mind from going there. The last thing Miles needed to hear was “I told you so.” Instead of voicing that vile thought, MJ walked to him and squatted beside him. She put her arm over his shoulder and rubbed his arm. With a choked gasp, Miles leaned on her and she held him tightly. There was nothing she could say or do. She didn’t know what happened now. Miles Morales was an orphan…

She didn’t know how long they stayed there. Her legs were beginning to cramp, but she would grit her teeth and bare it for him. It was obvious by that point that Yuri was keeping everyone from going back to where they were hiding. Eventually, Miles’ sobs turned into soft whimpers. He pushed off of MJ and went to his hands and knees to cough and vomit. MJ rubbed his back and took a peek at what had come up. It was nothing but bile. She patted him between the shoulders. When was the last time you ate? she thought, but didn’t ask.

He stood without saying a word. She stood behind him and her back cracked as she straightened up. He started walking, putting on his mask. “Kid… Where are you going?”

“To find Peter,” Miles hissed. The venom in his voice was shocking.

She stepped forward and rested a hand on his shoulder. “We need to approach this carefully,” she tried to reason, but she knew there was no reason to be had. He was a superpowered teenager who had watched both his parents die in front of him and could reasonably blame Spider-man for both of their deaths. “This isn’t his fault, Kid… There’s something wrong with him.”

Miles shook his head. “No, but there’s going to be.”

“We need to bring him in,” MJ insisted.

He didn’t answer her. Instead, he shot a strand of web and took off. MJ watched him disappear and then put her head in her hands. This was a mess. She turned and walked back to the front yard and looked around. Li was gone, Eddie was talking to Yuri and everything just seemed surreal. Peter had already gone mad and Miles was on his way… and she felt utterly useless in helping them.

Chapter Text

Chapter 15: Just a Young Gun

Peter sat in the rafters of the basement while he fiddled with his mask in his hands, watching Otto pace back and forth with his mechanical arms. He had hardly had time to make headway with the research Peter had given him because Li was moving too quickly. And now neither of them knew where Li was. The demons couldn’t tell them either and he wasn’t answering his phone. “He might be Martin Li again,” Peter suggested. Otto glared up at him. “I mean, he left without telling us, and he’s been Negative for weeks now. They probably didn’t have a chance to stop him before slipping out.”

Otto groaned softly and sat down. “How long will he be out?” he asked.

“Hell if I know,” Peter said with a shrug. He pulled out his list. He read the names silently and sighed. He had gotten to most of the people on it. He jumped from the rafters, landing in front of Otto. “I’m going out,” he declared.

“Not without orders.”

“I don’t take orders from you,” Peter snapped.

Otto’s mechanical limb extended and grabbed his wrists tightly, threatening to crush the bones. “Not… without… orders,” he hissed.

Peter went to rip his hand from Otto’s grip, but he couldn’t break it as easily. Fighting with Otto was easy now. Li had forbidden them from actually fighting, but arguing was a lot of fun with Negative's influence. Blaming him for May’s death was a lot easier when he didn’t have to worry about his own petty feelings of guilt. He found Li’s influence to be rather freeing in that respect. He could blame people for things he probably shouldn’t have taken responsibility for in the first place. “What’s the matter, Doc? You mad that Li was able to beat me when you couldn’t?”

Otto smirked. “Believe me Parker, if I had been trying to kill you, you wouldn’t have survived that encounter."

Peter laughed. "Is that what you tell yourself to feel better?" He asked. The bitterness in his voice dripped like poison. Otto went to reply, but Peter managed to pull his wrist from his metallic grip. "Don't start, Otto! This whole mess? This is your fault! All of it!" 

Otto sneered back at him. "You think what you're doing is anything you don't want to do?" he asked. 

Peter narrowed his eyes. A small part of his brain protested. This wasn't who he was. This was a twisted version of himself... a negative version. Tell him he's wrong... Peter thought, but the voice was weak and tired. Tell him who I am...

"They're criminals," he defended. "They don't deserve my pity or my mercy." 

Otto smirked. "Is that what you tell yourself so you can sleep at night?" He shook his head. "Peter... You aren't acting any differently than you've wanted to all your life. Li just took away your filter." 

That's a lie. Peter shrugged. "So what if it is? Things have gotten done. Negative is rising in the ranks and if you would relax, you might be further along in your research. Or should I say my research." Tell him it's a lie. "But as it stands, you are falling behind."

Otto scoffed. "You..." 

"What?" Peter snapped, stepping towards the man. "Don't pretend you have the moral high ground here! None of this would be happening if you hadn't gone insane! If you had just given me the cure! Your revenge scheme hurt countless people and so help me, if Li gave the orders, I would relish in your death, Doc!" He grabbed Otto's shirt. "You should have gotten the chair!" 

He shoved Otto back into his seat. Images of him tearing Otto apart flashed through his mind. He could do it. He had a feeling that Otto wouldn't fight back. Something told him the man knew he had done wrong. 

Like you haven't done wrong? Peter thought as he stared down at Otto. All his anger welled up inside of him. He was surprised to realize that it wasn't just anger at Otto... it was anger at his own actions. Look what you've done to Miles, Peter... he thought as he glared down at Octavius. We have blood on our hands. What Peter had done to Rio was the same thing that Otto had done to May. He knew that. He could rationalize that thought... and what made him sick was that it didn't make him sick. 

Rio's death, murder, Peter, had been justified. She died, was killed, Peter Parker, for the betterment of the city. Li would bring a semblance of order back to New York. Do you believe that? He would make things better. Everything had fallen apart because Fisk got sent to prison. We weren't wrong to send him there! Miles had to suffer for the greater good. Whatever helps you sleep at night... Rio's death had been Miles’ fault. Miles should have known not to meddle. You killed her... We killed her, just like Ben and just like May! Another stain on our hands! Another tombstone we've carved! 

"Shut up!" Peter shouted. 

Otto stared at him as if he had gone mad. You have. His fists were clenched to the point that his nails had dug into his skin. Blood trickled from the small cuts. Peter shook his head and turned away from the man. He pressed the heel of his hands to his forehead, applying an almost skull crushing force. “Shut up…” he whispered over and over again. You can’t silence me; can’t hide from what you’ve done. “Yes I can!” He walked towards the door and threw on his mask.

“Where are you going?”

“To find Li,” Peter snapped. He hurried out of the building and jumped in the air. To be honest, he didn’t know where he was going. Li was the last person in the world he wanted to see, but he didn’t know who else to talk to. Were voices normal? Was any of this normal? He shook his head, swinging madly through the skyscrapers until he was standing on top of the Avengers Tower. It was cold all the way up there, but the chill was sobering enough. He pulled off his mask and filled his lungs with the frigid air. A chill went down his spine as he did and a shiver shook his body. He paused a moment and waited for something to happen. He didn’t know what, but something had to happen.


The voice made him jump and he spun around, wondering why his Spider senses hadn’t gone off. There was no one behind him. “Who is this?” He recognized the male voice, but the tone was wrong. This wasn’t the voice of a man who had everything going his way. This was a scared man; quiet and confused. “Li?” Peter asked.

“What has he done?” Li asked.

Peter sighed. He was right, it seemed. “Call me when Negative comes back out to play,” he said and went to hang up, but froze. Knowing Li, he might actually turn himself in before Negative took back over. That would be bad for their little operation. “Where are you?” he asked.


Peter rolled his eyes and put on his mask. “Don’t go anywhere. I’ll be right there.” He went to jump off, but this time his senses did go off. They were dull, so he wasn’t sure there was anything too terribly wrong. He turned as an iron suit landed on the other side of the roof.

“Webhead,” Stark greeted. Peter waved. “I hear there’s some trouble on street level.”

“Nothing we can’t handle,” he said. He took a step back and his muscles coiled in preparation to jump.

“Yeah, about that.” He paused and stared at Peter. “New suit?”

“I’m not allowed to change it up? Do you have a monopoly on changing your suit every day?”


Too bad we don’t talk often. You could figure it out if we did… Figure out that I’m not me… Why didn’t we talk more? Why didn’t I reach out to the Avengers before things got this bad? Peter crossed his arms. “I’m just touchy because you keep getting into my business.”

“Keep?" He laughed. "This is the first time we’ve spoken in years. I don’t ‘keep’ getting into your business. Maybe I should be getting involve more, though." Stark shook his head. Peter shifted his weight from one leg to the other impatiently. “Are you in a hurry?” He nodded. Stark waved him on. “Fine, then. But you know we don’t like it when you don’t handle yourself out there.” Peter rolled his eyes and went to jump, but Stark moved forward, stopping him just by stepping. “I mean it. If you need any help…”

“I don’t need your help.” He leapt off the building. I wonder if he gets tired of us doing that… Peter wasn’t sure who he was thinking about… Who the “us" was. Him and Miles? Or whoever those thoughts were coming from. He shook his head. “You’re starting to sound like you got another personality in there…” He laughed at the idea, but the laugh was hollow.

When he made it to F.E.A.S.T., Li was standing in the alleyway across from the building. “You shouldn’t be out here, Martin,” he said. “You’re going to get yourself arrested.” Li looked at him, confused. “Come on, Mr. Wanted Criminal, we need to get out of here before someone calls the police.” He started leading the man deeper into the alleyway. He had been hoping the personality switch would have happened before he got there. There were some questions he had about being corrupted. He rubbed his head as they walked. “When do you think he’ll be back?”

 "Mr. Brock..." 

Eddie looked up from the magazine he was reading. The tests had been extensive. He was still trying to process everything. MJ had called him later that day but hadn't told him much about what happened at that house. All she said was that she would be dealing with Miles for the next few days. That morning, the morning after the bombing, she had come to the Bugle to take a leave of absence. She didn't say a word to him as she packed some things from her desk. 

Eddie had tried to talk to Robbie about it, but he didn't want to talk. Eddie didn't want to tell him where he would be the rest of his day. The Bugle losing both him and MJ on the same day would be a massive blow. He'd quit when the doctor told him he wasn't going to live; which had been the prognosis. He hadn't told MJ, but the cancer had come back with a vengeance and the doctors hadn't given him much time. This visit to the oncologist was to get a treatment plan.

An end of life treatment plan... it didn't seem real to him. In a way, he wished he had just accepted it the first time. Going to Oscorp had been a mistake. He had needed to accept his fate. The cancer remission and subsequent relapse had made the entire process worse. 

Then he had a few scans and then they had taken blood. Then everyone talked in hushed tones around him and he was told to wait in a room and he had for hours. 

The nurse smiled at him. He was tired of nurses smiling at him. How could they look at someone who was dying and just smile like that? He felt like snapping at her, but he had made an effort to stop acting so irrationally. He followed her back to the consulting room where his oncologist was waiting. "Mr. Brock."

He smiled. "Eddie, please," he said as he sat down. 

She studied him. "How are you feeling, Eddie?"

He shrugged. "Okay, I guess."

In her hands, she held the file holding his test results. "Eddie." She put the results on the desk. It felt like hours between placing the file on the desk and opening it, though he knew reasonably that she was as fast and smooth as she should be. "You're clean."

He blinked. "Excuse me?" 

She smiled. "I don't know how, and we ran the labs several times with the same results. You're cancer free." 

It seemed odd. He had gone through this before, but this time it felt real. It wasn't an Oscorp doctor telling him he was better. This woman would have no reason to lie to him. All he could do was laugh softly. 

"I'll need you to come back in a few weeks to retest, but right now, you are cancer free!" 

Miles was pissed. That wasn’t the right word, but he couldn’t think of anything better to describe his situation. Pissed didn’t even begin to cover it. Irate was better… but that didn’t have the right ring to it. He stared down at his school building from where he was perched in a tree overlooking the yard, shifting his weight. It was abandoned, but the first teachers would be there soon. The funeral had been brief and quiet. A lot of people from F.E.A.S.T. had showed up, but one person’s absence had been felt like a heavy brick; Miles Morales.

He had been missing since the explosion. He had watched as police and firefighters combed the wreckage of his home looking for him. 

He was fine with Miles Morales being missing. He was an orphan now. That meant getting into the system. That meant foster care. That meant a lot. He had an uncle that he could probably stay with, but no social service in their right mind would leave him with his uncle. He closed his eyes as his stomach growled. He had been at the funeral. He had listened to people from F.E.A.S.T. giving their condolences to her family and his father’s family. Police from the force; Yuri, and MJ all offering condolences to a kid who didn’t even bother to show his face.

Miles looked down at the mask in his hands. He ran his covered fingers over it, tracing the red webs. Peter had helped him make the suit. He had showed him what went into making a suit like that. And now… the person he felt he could open up to was the person he could feel nothing towards but contempt; pure, unadulterated, white-hot hatred.

It wasn’t Peter’s fault. He knew that. He knew that something was making Peter do it, and by MJ’s hypothesis, that something was a certain Martin Li. Miles understood that if that was true, Peter couldn’t be held responsible for what he had done. Kid Arachnid didn’t care. Spider-man had killed his mother and had gotten his father killed. Miles Morales was an orphan now and that was Spider-man’s fault. So Kid Arachnid had to make things better.

He put his mask on and jumped from the school just as the first car drove up.

He didn’t stop as he got into the city and swung madly. He didn’t have a destination in mind. His phone was ringing, but he didn’t even bother to check who was calling. It didn’t matter. The calls he had rejected meant everything to him now and every time his cellphone rung, it ripped his heart and punched him in the gut. He tried changing his ringtone, hoping that would stop the calls from hurting, but it didn’t, so he changed it back. He’d use that pain and every time someone called him, he let it go to voicemail so each second it rang he could feel it tearing him apart.

Exhaustion tugged at the back of his eyes and his head throbbed dully. He hadn’t slept. Every time he closed his eyes, he saw her face; shocked and worried. The realization had spread on her face like a wildfire as she put everything together; his injuries, his disappearances, his sleeplessness… everything had made sense for her in that last moment and then it had all been taken away.

He wanted to believe that was what had gone through her head. He wanted to believe that it was realization he had seen, not horror; not pain that her son had lied to her for God knows how long. He had made her worry. She died knowing her son was a freak who risked his life alongside another freak. The boy in the news was her son and she died with that knowledge, but without time to process any of it. He had made the last moment of her life probably the worst moment of her life. They had been arguing and…

Miles landed on a building and ripped the mask off of his face just seconds before he vomited. Bile came up, burning his throat and mouth. He coughed, holding his chest as sobs started wracking his body. He couldn’t stop the thoughts. He couldn’t stop his mind from going there, no matter how hard he tried. He couldn’t forget her face. He had been too slow. He shouldn’t have run forward. He should have used a web to pull her away. Running was stupid. But he hadn’t known there was going to be an explosion. Hindsight was 20/20, they said, but it didn’t matter. He had screwed up.

But it wasn’t his fault. It couldn’t be his fault, because if it was, then he’d have to live with that…! Everything… all of this, it was—

“Hey, Kid.”

Miles gasped and spun around. There he was… Spider-man… He couldn’t form a word.

Spider-man shook his head and shot a web. Miles jumped back and glared at the Wall Crawler as he put on his mask. “Sorry, Kid Arachnid… You are a problem that needs to be eradicated.”

Chapter Text

Chapter 16: Along Came a Spider

“Eradicated?” Miles asked. He hadn’t thought about what would happen if Spider-man came after him. Even his anger at Peter wouldn’t actually drive Miles to kill him; and even if it had, Peter had eight years on Miles’ year of experience. The rational thing to do would be to flee. Miles, while angry, wasn’t blood thirsty. He didn’t know what Peter was now, but friendly wasn’t one of the final contenders.

That was all rational thought… but rational thought didn’t play in the mind of a teenager who had lost everything and the person who had taken it all was standing in front of him with orders to end his life.

Peter nodded. “Yeah. Apparently Li thinks that having a kid out there that might want us dead isn’t good for business.”

Miles narrowed his eyes. “I was supposed to die in that explosion?” Peter nodded. “Don’t you feel anything anymore?”

Peter cocked his head as if listening to another voice, and then he shook his head. “I try not to…”

MJ would try to reason with him. He was hesitating. There was someone still in there who cared. You’re still in there, Peter, she would say. You just have to find your way out. But it was Miles who was finding it hard to care. He was torn between the two personalities standing in front of him. His mentor, his friend… and the man who had orphaned him and Peter’s attitude wasn’t helping him see the person he cared about in there.

Peter cracked his knuckles and shook his hands as if this was just one of their sparring matches. “Let’s get this over with, Kid. I’m hungry.”

He decided to try one more time. “You’re really going to kill me?”

“Only if you aren’t fast enough.” And with that, Peter ran at him, tackling him off the building. The two fell in freefall. Peter’s hands were on Miles’ throat, holding him so that when he hit, his head would hit the pavement, shattering his skull and snapping his neck in one fell swoop.

Miles’ eyes widened. Peter wasn’t playing around. He didn’t have time to think. Falling from this height would kill him. There was no if, ands or buts about it. There was only so much his body could take before it gave out. He tried to punch Peter, but his arms wouldn’t work. Instead, he managed to get his feet on Peter’s belly and he kicked out, sending Peter into the wall of the building. Glass shattered around him and he shot web wildly, looking for anything to grab to stop, or at least slow, his fall.

His web grabbed onto a windowsill, but the sudden stop cracked the sill and he lost his grip. He slammed into the ground, but it was nowhere near as fatal as if it had been. Everything hurt, but Miles didn’t have time to stop and think about the issue. His eyes widened as Peter jumped from the building and fell towards him. He rolled seconds before Peter hit the ground shattering the asphalt. Miles scrambled to his feet and ran.

He had never had to wonder how to escape Spider-man. He wasn’t one of those people who prepared for the worst. Peter had never been a threat, but now he knew what it was like to be hunted. Miles didn’t care about the people he shoved. He knew he should get into the air, but he thought he could lose Peter better on the ground. He was wrong. Peter landed in the crowd without regard to the people around him.

Miles skidded to halt as Peter grabbed his wrist and threw him onto the concrete. People gasped. Some screamed and some took pictures. Miles saw it all and saw none of it. He shot a web at Peter’s face and punched him hard enough to break a normal person’s jaw. That was enough to get him into the air.

If Peter wasn’t going to care about civilians, then Miles would have to.

He swung, going over the list of places he could go to find sanctuary. The police wouldn’t work. Peter would tear through them like tissue paper. He shook his head as thunder cracked loud enough that he felt it in his stomach. He released his web for a jump and gasped as he was dragged down and into an office building.

People screamed as he rolled through the cubicles, destroying desks and knocking people over. Peter was right behind him. “What’s the matter, Kid? I thought you wanted to fight me!” Miles didn't even look back. He was half crawling, half sprinting through the office building, weaving and ducking through the rows of cubicles. Peter was less subtle. While Miles was trying to be quiet, Peter was tearing loudly through the building. 

People around them screamed. He heard someone calling the police. He ducked under a desk and held his breath. A man was sitting at the desk. He stayed still. Miles shook. He had to lead this away from civilians 

Peter clearly had forgotten why he had become Spider-man to begin with. Miles motioned to the man to run. If he stayed there, it would stand out like a sore thumb and Miles was sure that Peter would go through the office worker to get at him. He’d rather this floor be clear. The man darted, but it was too late for him to be just running away with his co-workers. Peter spun and watched him flee. He leapt onto the desk, cracking the wood.

Miles held his breath. A web shot through the hole for computer wires and he was pulled through the desk, showering the cubicle in splinters and shrapnel. Miles kicked. He used the web to pull himself forward. He aimed a precision venom strike at Peter, but Spider-man dodged effortlessly. Miles twisted and broke the web before he kicked away from Peter.

He landed on top of one of the cubicles in a low crouch. Peter a chair with his web and hurled it at Miles. And then the fight began.

Peter was ruthless. He grabbed anything and everything he could web up; chairs, desks, walls, ceiling tiles and lights. All of them were hurled and spun at Miles as he danced around the barrage of office equipment. The two Spider-men made short work of the office floor. Before long, the perfectly stable and set up office space was a battle ground of thrown chairs and chaos.

Miles stayed on the defensive; dodging and weaving around thrown objects. He had to keep a good distance between them. He didn’t want Peter anywhere near him. If it came down to blows, Peter was stronger and faster with more experience and a better Spider-sense. Without a moral filter, this fight would be over with two or three well-placed blows to Miles’ body.

Miles gasped as a computer came hurling at his head. He dropped to his belly like a man dodging gunfire. The computer exploded into sparks and parts behind him. He crawled on his belly, staying as low to the ground as possible. He didn’t want to be low. He wanted to not be confined in the tight space. He wanted to get out of the building. Peter must have sensed his attempts to escape because he had been playing offensively, keeping Miles from the windowed walls.

He crawled towards the corner office. He didn’t want to take this to another floor. He was sure that the building had been evacuated, but he wanted to keep the damage to a minimum. They had already torn this office apart. He’d rather not tear up another one.

He reached the corner office while Peter was searching for him elsewhere and he snuck in without looking back. He shut the door behind him and breathed deeply. His heart was racing and he was sure it was going to burst out of his chest. He put his hand over his heart and tried to calm down. Peter wasn’t the only Spider-man out there. Miles had earned that title. He couldn’t best Peter in hand to hand combat, but he could hold his own.

I thought you wanted to fight me… Peter had said. “I did…” Miles whispered, shaking his head. “But not like this…” It had gone differently in his head. He had thought they would exchange hateful words and a few blows and then both of them would realize they were being stupid and then they would make up. He bowed his head. He hadn’t wanted to fight to the death. No matter how mad he was at Peter, he didn’t want to fight to the death. He rested his head on the door and stared at the ceiling, panting. This wasn’t what he wanted.

His Spider-senses went off and he jumped away from the door as Peter came crashing from the ceiling. Miles landed in a lunge on the nice oak desk. Peter ran forward and Miles lunged through the window and seconds after he shattered the glass, the solid wood desk came out of the room after him, destroying what was left of the window.

Miles’ eyes widened. He didn’t have time to process. He shot webs above on the walls of the buildings on either side of himself and launched into the air above the falling desk. He got above the furniture and landed on it, firing webs in all directions to prevent it from hitting the ground and an unlikely pedestrian. He didn’t even stop to consider what he had done after he had webbed the desk in midair. Peter tackled him off the desk and onto the street below. He punched. It missed Miles’ head by a fraction of an inch and cracked the sidewalk.

Miles rolled and as he did, his camouflage kicked in. And then he ran. He got into the air and then onto the high rises, away from pedestrians. With any luck, Peter wouldn’t use civilians to stop him from running.

The chase was on. His camouflage fell away as he fled. Peter was several hundred feet behind him and closing in. They swung through alleyways, and between buildings; ran over roofs and vaulted from skyscrapers. Occasionally, Miles would bring the case lower. He didn’t want to run out of webbing. He landed on the roof of a car and sprinted. Peter stayed in the air. Evening traffic made for platforms as Miles leapt from car to car and then to the street, racing in traffic.

He had a destination in mind… he just had to get there.

His phone rang. He answered it on the first ring without bothering to check who it was. “Spider-man is trying to kill me!” he gasped before the other person could talk. Speaking was hard. He was gasping and fighting for breath.

“What?” It was MJ. “Where are you?”

“I… don’t know! Too fast.”

“I’ll find you.”

“No!” Miles snapped. The last thing he needed was MJ getting between two superpowered people in a death match. “Find Yuri!” He hung up. MJ would get to the police and tell them about this mess, though they probably already knew. He looked up. His destination was just ahead. The tower loomed over the city and he leapt into the air after camouflaging. He landed on the Avengers Tower and ran up the side of it. His legs and arms burned and he felt like his mask was suffocating him.

He stopped running and began banging on the window. He didn’t know how high he had to go up to get remotely near where any of the Avengers would be, but he didn’t care. Someone was on that floor and someone would help him. “Let me in!" Miles screamed as he slammed his fist on the window. He dropped the camouflage so that the people in there could see him.

The moment he dropped it, Peter swung in. He propelled them both through the window. Glass and debris shattered around them. Miles got up and ran into the mess of electrical equipment. They seemed to be in some sort of robotics factory or repair unit. Had it been under any other circumstances, Miles might have geeked out about it. But he had a homicidal spider-person chasing him with all the bloodlust of a maniac.

Miles threw down robotic arms and empty suits as he ran through the floor of the tower. Peter dodged everything he had thrown his way and kept up stride for stride. 

Miles ran under a large mechanical catwalk and he shot web, pulling it down. That had its intended effect. Peter was slowed down long enough for Miles to dodge into a stairwell. He bent the railing over the door and manipulated it to move latch on the doorknob. That wouldn’t stop Peter for long, but he was long enough. He spun to head up the stairs and ran smack into a warm body.

Miles almost fell onto the hard concrete below, but was yanked back onto his feet. "What the hell is going on here?" Stark asked. Miles was dumbfounded. He couldn't catch his breath. The intention was to find an Avenger to help, but it wasn't to destroy Tony Stark's workshop. Tony grabbed Miles' shoulders. "What's going on?" he demanded. 

Miles gaped for air like a fish out of water. Before he could form words, banging started from the other side of the door. Stark looked at the door and then back at Miles. He went to explain, but the door busted open and Peter grabbed Miles from Stark. "I told you to stay out of this," Peter snapped. 

Stark shook his head and held up his hands defensively. "Woah, Spider. You two are the ones running amok in my workshop in my tower." 

"We're just training, Stark," Peter said. Miles stepped back, putting his back to the wall. He was hunched over, wheezing and crossing one arm across his body to hold the other one. Stark looked at him up and down before turning to Spider-man. 

"This doesn't look like a training bout."

"You ever train anyone?" Peter asked. Stark didn't answer. "It just got out of hand. You've got enough cash to deal with the mess we made in there." Stark stared at Peter before walking to Miles. "We're just training, Stark."

Tony put his hands on Miles' shoulder. "Are you just training?" he asked. Miles looked up at the man. He didn't answer. Tony sighed. "Alright, training is over." He moved to physically put his body between the Spider-men. "Come on, Kid, I'll drive you home... or to the police station. Where ever you want to be dropped off. I don't know how you two deal with secret identities." He went to turn to Spider-man. "You should go home, too, Spi--" He was cut off as Peter swung a metal rod like a bat at Tony's head. 

While Miles was in shock watching Ironman crumple to the ground, Peter lunged at him. Miles went down beside Tony and Peter was on top of him. He knew how strong Spider-man was. He had seen Peter take down people three times his size. He knew how powerful Peter was... he had never felt it. 

Each blow would have been bone shattering if Miles wasn't enhanced. It was like being pummeled with a cast iron bat. All he could do was curl up and protect his head and chest. Peter grabbed him by the arm and unfurled him so he could get to his face, stomach and chest. 

Peter slammed Miles into the wall and punched him hard in the gut. "Don't take it personally..." 

Miles couldn't speak. It was a miracle he was still awake. The repulser blast came without warned. Peter was sent flying and Miles dropped to the ground. "Go!" Tony snapped. His arm was suited and Miles could feel the rest of it coming. 


"Go!" he shouted. Miles nodded and ran, stumbling a bit. He made it out of the Avengers Tower and half jumped, half fell to street level and then he ran to Central Park. During their fight in the Tower, it had started to rain heavily. Miles tripped and fell hard to the ground. He closed his eyes. 


He jolted awake in time to see MJ running towards him. She knelt down. "Come on. Let's get out of here!" 

Miles nodded slowly and MJ helped him to his feet. 

"Where are you going?" 


MJ stared up at Peter as he stood a few feet from them. He had always been taller than her but she had never felt dwarfed by him. He seemed so tense and angry. Even his stance was hard and cruel. "Pete..." she whispered. 

"I told you to stay away," Peter said. MJ pushed Miles behind her. In Peter's hand was a piece of jagged metal. "Now, move. I don't have my orders with you." Before MJ could say anything, a mechanical whirring could be heard over the rain. Stark landed, forming an equilateral triangle. He lifted his palm at Peter. 

"Alright, anyone want to tell me what's going on here?"

"None of your business, Stark," Peter said. 

"No, if you come into my tower and beat a kid half to death you made it my business. What the hell is going on?" 

MJ stepped forward, unconcerned with Tony's blaster. She stopped a couple feet from Peter; just out of arm's reach, but that didn't mean much with Spider-man. 

"You shouldn't be here," Peter said. "Walk away." 

"Look, I don't want to agree with the psycho Spider, but he's right," Tony said. 

MJ shook her head. "No... it's okay," she whispered. "He won't hurt me..." She wasn't sure how much she believed that. He had already shown his willingness to hurt her. She still had the bruises on her throat as a testament to how far he had fallen. 

"Ma'am, I'm going to have to ask you to stand back," Tony said. He shifted his palm. "Or I will have to take measures." 

"She's not enhanced!" Miles snapped. 

Tony turned to Miles. "Are you kidding me? What the hell is a person doing in this?"

Peter scoffed, but MJ rested her hand on his arm. His muscles were tense and solid like rocks. "Ignore them..." she urged. He turned to her. "Spider-man... please. Kid is your friend and student." She reached down for the jagged metal shard. "This isn't you..."

He shook his head. "No... it's not," he whispered. He clenched and ubclenched his fist. "Please... just leave." 

"Come with me," she begged. She could help him without anyone else there. She stepped closer to him; close enough to rest her hand on his chest. He flinched. "Please Peter," she whispered. She didn't care if Stark heard her. She reached up for his mask and he flinched back. "It's okay..." It was like comforting a scared, caged animal. Her tone was soft and gentle. 

She reached up again and this time he didn't fight back. She took the mask and flipped it up just to see the bottom of his face. "I love you," she told him. 

"MJ..." Peter whimpered. Her breath caught in her throat. He sounded almost scared. She stroked his exposed chin and leaned forward. He leaned into her kiss and his empty hand wrapped around her shoulders. 

The stab came quick. "I'm sorry..."

MJ gasped and stumbled away from him. The metal shard remained in his hand. He stared at her and she saw his lips quivering before he pulled his mask back down. All she could do was gape at him. She hardly felt the hole in her abdomen. It seemed like time stood still, but it was only a moment before Tony released a blast that sent Peter back. Spider-man rolled with the blast and then he got to his feet and ran. 

MJ dropped to her knees, gripping her stomach. Tony ran to her instead of running after Peter and Miles skidded to his knees beside her. "MJ!" he gasped. She fell into his arms. Everything was going cold except for the blood pouring from her gut. That was red hot. "MJ, please!" Miles begged. His voice was shaking. She tried to speak, to tell him that it was okay... but nothing came out except a pained squeak

Metal arms wrapped around her and suddenly she was in the air. She looked up at the skyline as her vision blurred and her breathing slowed. 



Chapter Text

Chapter 17: Some Birds Are Meant to be Caged


Peter hadn't come out of his room in hours. Otto was trying to work on the research he had been given, but he couldn't concentrate. He hadn't made any great strides in the research and that was because of their captive. Peter hadn't said a word to him when he came in from his failed mission to kill Kid Arachnid. That wasn't like him. Usually the young man wanted to take every opportunity to mock or yell at him. Peter hadn't even bothered to wash the blood off his hands and suit before he stumbled in and to his room.

The metal arms worked tirelessly on the research, but Otto couldn't focus. Eventually, he shook his head. "Enough," he said to the arms. He turned back to the room and sighed, pushing away from the table. He walked to the door and opened it without knocking.

Peter was sitting on the small cot with his head in his bloodied hands, mumbling softly. His mask was off and he had smeared the blood on his face and in his hair. "Pete...?"

"Get out," he whispered without looking up.

Otto sighed. "Peter..."

"Get the hell out of my room!" Peter shouted, throwing a glass at him. It shattered and neither one of them flinched. Otto sat down on the desk in the room. Peter groaned and stood. "Fine, if you won't leave, I will." Otto used a metal arm to block the door. He knew that Peter could maneuver his way out if he wanted to, but the man gave up without trying and sat down on the bed, staring at his hands.

"What happened?" Otto asked. He didn’t know what he wanted to know. Kid Arachnid wasn’t dead, so someone had gotten hurt and it wasn’t Peter. Did he want the man to give him a run down? Did he even want to know what happened?

Peter didn't answer. Otto figured that was fair. Even before all of this, Peter had his secrets. The two stood in silence for several minutes. Otto sat still while Peter fidgeted and shifted his weight and gaze from his hands to the walls; anywhere except Otto.

"Is this what you wanted?" Peter asked eventually.

Otto laughed dryly. Was it? "No," he answered truthfully. He had dreams that didn’t involve turning into a psychotic murderer. He had wanted to help people.

"What happened?"

"A lot." It was all he could say. He could qualify that by saying that he had gone crazy with the arms and had had lost sight of their vision. But Peter knew that. Otto didn’t have the answer Peter wanted. I screwed up… The answer hung between them like dead air.

Peter still wasn't looking up. "We were supposed to change the world, doc," he whispered. Otto bit his lip, but said nothing. "You and I... we were supposed to help people in a way Spider-man never could. I thought working beside you would let me hang up my mask eventually."

"That was the goal?"

Peter nodded. "To stop being Spider-man. I wanted to make a world where Spider-man wasn't needed anymore and I..." His voice cracked and he swallowed before continuing. "I believed that you would be the one to help me achieve that."

Otto didn't speak for several minutes. He hadn't realized this would be so hard. Less than two years ago, he was a functioning member of society. He had fallen fast and hard, and he had blamed Peter for his decline almost as much as he had blamed Osborn for it. Spider-man didn't go after the real criminals. He went after the victims of those criminals. How could there be a world where Spider-man existed and Osborn was able to not only walk free, but become mayor? It didn't seem right... or fair.

"I worshiped you," he continued. Now, unlike the last time they had this argument, there was no anger in Peter's voice. It was just pain and hurt and regret there. "I thought we were going to save the world."

"I'm sorry..."

Peter looked at Otto for the first time since he had come into the room. He grimaced. Peter didn’t speak. He turned his gaze away from Otto after a minute and stared back down at his hands.

"You deserved better than this." He knew Peter would never go back to a normal life. He would have to learn to live with what he had done. Peter stood and started for the door. Otto didn't stop him as he walked out. “I’m sorry, Pete…”

Peter paused at the door, holding the doorframe tightly enough to crack the wood. “I know…” He chuckled dryly and then walked out, leaving Otto in the room with the regret between them like a glass wall.

"Where are you going?" Li asked. Otto sighed. He didn't know the man was back.

"Out," Peter answered.

"Alright. Just be back by sunrise." Peter didn't answer verbally, but he figured the man nodded. Otto waited until he heard Peter leave before walking out. Li was sitting at a table, ordering around the demons. Otto waited silently until they had been given their orders and then Li turned to address him. “What is it?”

“You need to kill Peter,” Otto said. Li cocked his head and then looked up with his eyes as if considering the suggestion. “We’re putting too much stress on him and you’re going to lose him, Li, and then what? He will wreck everything.”

Li nodded slowly. “Yes… I suppose it’s time,” he said. Otto could barely hide his shock and relief. He had been expecting Li to argue with him. Peter was an important part of their plan. They needed him. But Li just nodded again.

Otto pushed further just in case Li was telling him what he wanted to hear without any intention of doing what needed to be done. “It was a mistake sending him after Kid Arachnid. The shock was too much.”

“You’re right,” he agreed. He rubbed his head and a long sigh. “But I need him for one more mission.”

Otto shook his head. “No. No more missions. Kill him before this goes any further.”

“I will kill him. It will be Spider-man’s last mission. And then we will finish him.”

Otto looked down at his hands. It wasn’t exactly what he wanted. He didn’t want Peter to die, but he knew that the kid would never be able to live with himself and what he had done and what Li had made him do. “What’s the plan?”

Li stood with a smile. “We’re going to save Norman Osborn from Spider-man.”

Otto lifted an eyebrow. “You want to save Osborn? Isn’t the whole point of this to kill him?”

Li laughed. “You’re thinking too small. We can have Osborn in the palm of our hands. We have information that he can never let get public. Killing him would be a detriment to our operation if we want to stay out of the Raft for any length of time.”

He sighed and rubbed his forehead. It made sense, he supposed, but he was ready to get his research going. Whatever Li wanted to do was fine with him. That man had wide scale plans. All Otto wanted was a cure. “Fine, do it your way just…”

“Just what?”

Make it quick. “Nothing,” he said instead. “Let me know where you need me on this ridiculous stage show of yours.”


MJ opened her eyes and she waited for his vision to start to clear. She had fallen in and out of consciousness since coming to the hospital. Apparently, Tony Stark had brought her in. Miles came in and out of her room in costume, but said very little. She didn’t blame him…

She blinked several times. The sound of a steady heart monitor and the whirring of mechanical equipment were the only sounds in the room. It was dark in the room and outside. It had been several hours since she had been brought in. He was there. She felt him even if she couldn’t see him. Neither one of them spoke. MJ felt like she should be afraid. This was his fault. He had been holding the blade… but all she felt towards him was fear for him, pity and sadness. And pure, heartbreaking love.

He moved from the windowsill and walked carefully through the room. His feet made no sounds as he walked on the cold floor. “How’s Kid…?” he asked. His voice was jarring; raw, as if he had been crying… or screaming.

“He’s okay,” MJ whispered. He didn’t look at her. Even with his mask on, she could tell he was avoiding her gaze. “Pete…” He flinched at the sound of his name and turned his head from her to look at the wall. MJ watched him as he moved to the corner of the room by the window. He looked miserable; small and terrified. Was he shaking? Even fully suited, MJ could tell what he was thinking. She had seen him act like this very few times in their lives and she wanted nothing more than to go to him, but any movement shot pain from her side.

“Is Stark still here?” he asked without looking at her bed.

MJ wanted to laugh. He sounded almost scared. It was a vast difference from how Peter usually talked about the Avengers. His usual attitude was cocky and dismissive; probably born out of jealousy that he wasn’t part of their club. “I think so,” she muttered. He was there earlier taking names and giving testimony to the police. Of course, no one had thought to post guard in her room. Or, maybe they had, but Yuri had stopped them. The best way to catch Spider-man was to give him access to his girlfriend. She tried to sit up.

“Don’t,” Peter whispered turning to her sharply. He started to step forward, but stopped himself. “You’ll break your stitches.”

MJ sighed. She looked at him with sadness in her eyes. She knew what they both wanted; to get out of there and get away from everything that was happening. “Peter…”

“MJ,” he muttered.

“Come here, Peter… Let me see you.”

He shook his head. “I can’t.” He didn’t want to hurt her again.

MJ looked up at the ceiling. She had dealt with him at his worst, but this was something different. He wasn’t afraid of anyone but himself. “Then leave town. Fight him. Do something other than feeling sorry for yourself.”

Peter flinched. “I can’t,” he insisted. “MJ… He’s in my head. He’s whispering terrible things to me. I hear him even when he’s not there. I can’t just… ignore him. I’ve tried, but I can’t…”

MJ bit her lip to try and stop it from shaking. She wanted to help him, but she didn’t know how, and he wouldn’t let her. She was stuck in a hospital bed and she couldn’t do anything. Miles couldn’t do anything. No one could help him, except himself. “Peter… I love you.”

“I love you, too,” he whispered. “But…”

“But nothing,” MJ snapped weakly. “Isn’t that all that matters, Peter? That you love me too?”

Peter shook his head and walked towards the bed. Despite knowing who he was, MJ flinched when he approached. He looked at her and stopped his advance, noticing her stiffening up. “I know what I have to do, MJ,” he whispered. “I can’t hurt anyone else.”

“We can get through this,” MJ pleaded.

“MJ… Rio is dead. You’re in the hospital! I attacked Tony Stark. I’ve hurt people, MJ… I’ve killed people! I can’t live with that!” He let out a choked sob. “I can’t…. just move on from that!”

“What does that mean?” MJ asked. She was afraid of the answer. He didn’t say anything and that scared her even more. “Peter, we will get through this. You don’t have to go through it alone. I will help you. We will get you help. We’ll…” She trailed off. What help? Who could help him after something like that?

Peter turned and started for the window. “I’m sorry… coming here was a mistake,” he said. “I love you, MJ. No matter what they say about me, know that my love for you is true. Everything else…” He trailed off.


He lifted his hand to stop her. “I love you,” he said again. “I want that to be the last thing of me you hold on to…” And then he was gone through the window. MJ buried her head in her hands and cursed angrily. This was what he did. He took everything on his shoulders and he wouldn’t let anyone else get involved.

“Damn it!” she snapped. Miles came into the room and hurried to bedside when he saw how distressed she was.

“He was there,” he whispered. MJ nodded. “Did he hurt you?”

“No!” she snapped. She hated that Miles had gone there first. She hated that she had accepted it as the natural progression of thought. Of course, he would go to Peter hurting her first. Why wouldn’t he? Why else would Peter there if not to hurt her? “But I’m afraid he’s going to hurt someone else,” she said.


She chewed the inside of her cheek. “I think he’s going to hurt himself,” she said quietly. Miles stared at her and then shook his head. “Miles… We have to stop him.”

“We?” Miles asked. “No, there is no “we.” You need to rest and stay here. I will handle Peter.”

“Handle him? I don’t think you can handle him,” MJ said. “We need to help him.”

Miles crossed his arms. “MJ! If Mr. Stark hadn’t been here, you’d be dead. Don’t you realize that? He almost killed you! He killed my mother!”

“It wasn’t him!” she insisted. “It was Li. Peter may have been the bullet, but Li fired the gun.” Miles threw his hands up in the air and turned from her.

“No, I don’t accept that,” he said. “Peter killed her, MJ. Peter. It wasn’t Li, it wasn’t Octavius and it wasn’t an accident. Peter murdered my mother and you want me to let you die trying to save him from himself?”

She narrowed her eyes. It was always this way being around people who were superheroes when she wasn’t. They always believed that she couldn’t handle herself and they knew what was best for her. She hadn’t let Peter get away with that and she wasn’t about to let Miles do it either. “I don’t need you to let me do anything. I don’t need your permission.”

Miles walked towards the bed. “I want to keep you safe.”

“I can handle myself.”

“No, you can’t!” Miles shouted.

MJ didn’t even flinch. “I don’t need you to keep me safe, Miles.”

“He almost killed you!”

She stared at him. Sure, she hadn’t been chased by Peter throughout New York, but she didn’t think she needed to be afraid of him. She still stood by the belief that he wouldn’t hurt her if he had a choice. She just needed to give him that choice back. “I know,” she said. “And I don’t care.”


Osborn stood silently in the elevator as it rose silently towards the penthouse. The events of the previous year had taken a toll on him. He was desperate to end all of this… and recently Li and Otto were out again and he wasn’t sure why. He clenched his fists, annoyed. The calming elevator music did not have its intended effect. If anything, it was irritating.

The bell dinged and he stepped out of the elevator into the house. He walked towards the kitchen and poured some scotch into a small glass. “Hello, Norman.”

Osborn froze and spun around. Sitting on the couch in the room was Mister Negative himself, lounging and drinking from a shot glass. He smiled and downed the rest of the drink while Osborn stood like a deer in the headlights. “How did you get in here?” he asked finally.

Martin seemed pleased that it had taken him so long to speak. “You need new staff,” he said as he stood. He walked towards Osborn as he gripped the bottle tightly. Martin stopped and held out his glass for a refill. Osborn didn’t move. Martin frowned. “Fine. In about three hours, you will be attacked by Spider-man.”

“I will, won’t I?” Osborn asked. His lip twitched in a slight smile. “I heard you had him on your payroll. How did you manage that?” He was sure that he knew, but he didn’t say as much.

“That doesn’t matter. What does matter is that I’m going to save you from him, and you are going to be so full of gratitude that you are going to pay for the best lawyers money can buy to get me out of the Raft for good.”

Osborn scoffed. “No lawyer is good enough for that.”

Martin smirked. “I’m just a small immigrant orphan who built a homeless shelter. I can’t possibly  be held responsible for the actions of Mister Negative.”

“An insanity plea?” Osborn asked. “That’ll never stick.”

“Money talks, Norman, and you and I both know your money is the loudest of all.”

Osborn gripped the bottle tightly; almost cracking it. “And why would I do that, Martin?” he asked, almost spitting the man’s name is if it were rancid meat.

“Unless you want the rest of the world to know your involvement in human experimentation and Devil’s Breath, you will do as I say,” Martin snapped.

He showed no emotion. There was no way Li had that information. “I don’t know what you’re talking about.”

“I figured I would need to jog you memory.” He picked up a fat file from the countered and handed it to him. Osborn took it carefully and began leafing through it. He tried to hide his shock. The file was fully of case studies going back twenty years. Martin Li, Eddie Brock… hundreds studies, charts and the works; enough to get him locked up for good and topple his entire empire. His eyes darted to his workshop in the penthouse. Harry would never get cured if any of this got out. He’d never continue his research. “You can keep that. I’ve got plenty where that came from… and thousands more documents.”

Osborn sighed. “When will he be here?”

“Around sunrise,” Martin said.

Osborn put the file back on the counter. He lifted the bottle. “Cheers,” he said quietly as he filled Li’s glass.


Chapter Text

Peter stared out at the city from where he was crouching on the very tip of the Empire State Building. It was just before the sky would start turning grey as the sun rose. He looked down at the beautifully colorful skyline with a sad smile. He wished he could jump off the building and disappear into the maze of lights below. He could; if only he didn’t have the nagging in the back of his head that told him he needed to go back to Li to do whatever he wanted him to do.

“Who are we going to hurt now?” he asked the sky.

Who knows…? But you’ll enjoy it, won’t you?

Peter grimaced at the thought. “I don’t—“

You’re lying to yourself… do you know how stupid that is?

He sighed. People lied to themselves often. He blinked and when he opened his eyes, he was no longer staring at the skyline of New York. He was back in his mindscape. He looked around the grayscale world. It was almost like New York, but without color and the lines of everything were soft and smoky. It was almost like steam was rising from the streets. He looked up and flinched at the mirror image of the city in the sky. He stood on top of his perch and stepped forward. Expecting to find nothing, he got read to shoot web, but his foot found purchase in the air. He stepped away from the Empire State Building.

Carefully, he tried either side of himself and he went through the invisible wall. Standing at what could be the end of the plank was another Spider-man, dressed in his old homemade suit. Peter cocked his head at his doppelgänger. “Are you…?”

You? he asked, and then shrugged. Maybe.

Peter frowned and reached up to removed his own mask, but it seemed glued to his head. This was the one who had been locked up in this strange hellscape. “I’m the corrupted one…” he realized, looking down at the negative suit.


Peter sighed and shook his head. “What do I do?” he asked the other Spider-man. Maybe his counterpart had ideas. They were one in the same, after all.

He shrugged. Don’t listen to him.

“Easier said than done,” Peter said as he walked towards the other. Maybe this was how he could get rid of the corruption.

Then jump, he said. Even though Peter couldn’t see the face of the other, he knew he was smiling. Peter stopped advancing.



“I’m sorry…?”

The other laughed. Jump! He took his own advice and back-flipped into oblivion. Peter gasped and looked over the side as the other fell to the hazy streets below. Silence engulfed the area, leaving him alone on the invisible plank. He looked down at the asphalt. A fall from this height would most likely be fatal. He didn’t know if that was how the world here worked, but he couldn’t bring himself to jump. He had been willing to give up everything, but when the tme came to actually do it, he hesitated. His heart pounded, and he couldn’t do it… not yet.


Peter gasped and suddenly he was back to the real world. He looked around to find that he had propelled himself back to the restaurant that was their base of operation. It was sunup by that time and he supposed that Li’s original order about being back before sunrise had held true. It took him a moment to realize that there was a heavy weight in his hand and that Li had been trying to explain something to him. Peter looked down and to his shock, he was holding a gun. He wanted to recoil, but he didn’t have the capacity to.

“A gun?” he asked with all the horror he could muster; which was just simply dull surprise.

Li was exasperated. “Were you not paying attention?”

“I just don’t think a gun is the right way to go,” Peter said. “And no, I wasn’t,” he admitted.

Li waved his hand. “Use the gun on anyone who tries to stand in your way. I don’t want to risk this getting out of hand with your usual style of attack and bag. The only people you are to not kill is me, Otto and Osborn.”

Peter cocked his head. “Osborn?”

“Yes. We’re going after Osborn. Just make it a good show.”

Peter sighed and weighed the gun in his hands. It was heavy and bulky. He didn’t like it, but he didn’t have much of a choice. He just didn’t know how he planned on carrying it, but Li handled that by giving him a backpack. Peter put the weapon where it needed to go and started for the door. As he neared it, he paused when he saw Otto. The two shared a brief glance, but neither one of them spoke. Otto then turned to Li, who nodded. Peter was sure they were hiding something from him, but he didn’t question it. He didn’t care.

With that in mind, he hurried out of the building and headed towards Osborn. This was it, he felt. Li wouldn’t have gone after Osborn unless he was sure he would win the confrontation. Last time, his alliance with Otto had been quick and thrown together. This time, however, they seemed like they had been planning this for months. He couldn’t imagine that going after Osborn wasn’t the endgame.

His mind worked through it all as he swung. Li ha d been using him to gain power in the underworld quietly. The police had been kept busy chasing dead leads on Otto about the bombing. The leads that would never go anywhere. Li’s involvement had been hidden from the rest of the world and while the police were after him, very few of them actually tried hard to find him. Peter was sure that the police in charge of tracking down Li and Otto were on Li’s payroll as well. The man had planned all this very well. “They’ll beat him,” he said quietly. “We always do…” If anything, the Avengers wouldn’t let him get away with it.

But then something hit him. Would the Avengers get involved if this all goes south? Osborn, while rich and powerful, was beneath the Avengers’ paygrade. That was why he was around; to deal with the things that were too big for the police, but a little too small for the big guns.

He landed on the top of the apartment complex where Osborn lived and looked down at the streets below. Jump, the voice whispered. Peter shook his head. There were better options, and he couldn’t jump even if he wanted to. Li’s orders were absolute. He had slipped into the role and before he realized what he was doing, he was inside penthouse.

He looked around the oddly familiar apartment. Everything was the same, yet different. It was like everything he remembered in the apartment had been replaced with exact copies. It was the same, but something was off… and he didn’t even know if he was that something. The sound of ice clinking on a glass caught his attention. “Osborn,” Peter called. The glass was rested on the table. “You know why I’m here?”

“I do,” Osborn said as he stood from where he was sitting. They faced each other. Peter wanted to ask him too many questions; the main one being where Harry was. The others were harder to talk about. “How realistic are we making this? And what’s with that ridiculous backpack?” Peter reached inside and pulled out the gun. Osborn shook his head. “Spider-man using a gun… now I’ve seen everything.” He put the gun back in its pouch. “So, what made you switch teams?”

“Money,” Peter said without hesitating.

He laughed. “I doubt that. Martin needs my money. I don’t think he has enough money…” he shook his head. “No, I don’t think there’s enough money in the world to make you change sides. What dirt does he have on you?”

“My identity,” Peter answered. He figured it didn’t matter. If Li and Osborn were to team up, his identity wasn’t safe. Peter wanted to laugh at the thought. What would Osborn say if he knew that his son’s best friend was Spider-man? The boy he had been trying for years to join his company gaslighted as a mask vigilante. It was something taken right out of a Shakespearean comedy. Except he figured it was a tragedy because everyone was going to die.

Osborn flinched. “That’s… some leverage. You must have a family you need to protect.”

Peter made a noise that could have been confused as a chuckle or a sob. It was a sad, pathetic, choking sound. No, he didn’t have a family to protect anymore. May was dead, Ben was dead, Rio was dead… Miles hated him, Yuri couldn’t stand him, and MJ feared him… Harry was either dead or dying, and Otto and Li had turned out to be absolute maniacs in the end. “Yeah, I’ve got family,” he lied.

“I have family, too, Spider-man. Family that I would do anything to protect… even if it means doing what Li wants me to do. I would hate for you to think less of me because of what’s about to happen here.”

“Mr. Osborn, I assure you, that’s not possible,” Peter said. He knew who this man was. He knew the side that the public didn’t get to see.

Osborn smiled, either not getting the implications or understanding them all too well. “Good man,” he said. “Now, are we going to start this little stage show?”’

Peter nodded and shot web at Harry’s father. He tied Osborn up in a cocoon. “Apologies, Mr. Osborn,” Peter said and hurled the incapacitated man through the window. Peter waited a moment before running after his victim and lunging through the window. At that moment, a helicopter caught him on a spotlight grabbing the falling mayor and running towards the roof. Someone must have called in a tip, Peter thought as he ran. That “someone” being Li, of course.

His orders were to make it look good and he was going to do just that. Peter threw Osborn onto the roof and then strung him up on a pole. He jumped onto the pole and stood, making it look good for the cameras. “How long before Negative shows?” Osborn asked.

“No idea,” Peter said truthfully. The shouting would look good since no one could hear what they were saying. His senses flared, and Peter turned to the door leading to the roof, crouching and ready for a fight. His stomach dropped when the door opened.

“Mary Jane?” Osborn gasped. Peter looked at her in her loose-fitting clothes that she probably stole out of the lost and found at the hospital. He shook his head as panic rose.

“No… no, no, no….! You can’t be here!” he shouted, jumping from the pole. “Get out of here!” His tone was harsh and violent. It was a mixture of just being mad at her for being there, but also horror at what he had to do now that she was there. No one was to stand in his way. He ran to her and grabbed her wrist. “You need to go!” he pleaded.

She shook her head. “What the hell is this?” she snapped.

“MJ! You can’t be here!” He grabbed her shoulders just in time for the door to be blown open. This time it was Li. Peter closed his eyes. Make it look good… That was the order. He shoved MJ away from him and turned to face Li. “You can’t stop this, Martin!” Peter called. He wanted to roll his eyes. It felt like he was simply reading lines on a poorly written stage show. “You had the right idea last time! Osborn is a plague!”

“Spider-man,” Li said with a smirk. He lunged, and Peter dodged. It had to be a show, and he just had to make sure MJ didn’t get in the way. If she did, he’d be forced to make sure they weren’t interrupted. Peter landed on Li’s shoulders. “Make it real.”

No problem! Peter punched Li hard in the face, sending him flying back. Surely the new outlets were eating this duel up. Li wasn’t going full out. Peter figured that was either down to not wanting to remind everyone of Mr. Negative or wanting to look like a normal person as much as possible.

Peter stuck with hand-to-hand as well, weaving past punches and throwing his own. He wasn’t pulling his punches. His orders were to make it real and he definitely wanted to make it real. He wanted to beat the ever-living hell out of Li and each punch was his chance to do just that. Li held his own well, taking each blow like a champ. He got a few good strikes in, but for the most part, Peter was controlling the ring.

After a good show, Li grabbed his arm. “Let’s finish this,” he whispered. He shoved Peter away and Peter fell to the ground hard. Peter looked up as Li advanced on him, and then he jumped into the air to avoid a strike.

“I don’t know why you’re fighting me, Martin!” Peter snapped. “Isn’t this what you wanted?”

“That wasn’t me!” Li called back. “It was Mister Negative!”

So, that’s your game? Peter thought. You’re trying to separate yourself from Negative? It wasn’t a bad play, and that scared him. Would Li actually walk free at the end of this? If he wasn’t corrupted, he would be trying to stop that. Li couldn’t walk after everything he had done. He had blood on his hands. Peter wanted to roll his eyes. People would believe anything if it was a good show and he was helping.

Li grabbed him as he lunged again and threw him to the ground. This time Peter didn’t fight back. They had to end this, as Li said. He was expecting a quick end to the fight, but Li had something else in mind. He started pummeling Peter. At first, it was with boxing strikes to Peter’s head, throat, neck and chest, and then Li picked up some metal bar and started pounding.

Peter’s eyes widened as he tried to defend himself as much as his corruption would allow. Li wasn’t going to knock him out… he was going to beat Peter to death on National Television.

Peter slipped on the gravel on the roof and went down hard. “Li!” he gasped. “If you kill me… You’ll never earn their respect!”

Li either didn’t hear him or didn’t care. He kept swinging. Peter could feel his arms going limp and his body going numb. He turned his head and caught sight of MJ staring at the scene with horror in her eyes. This wasn’t how he wanted to die. This wasn’t what he wanted her last look of him to be. He had always figured he would die in a battle, but he had hoped the last time they saw each other would be valiant. He would be heading off to do battle with one villain or another. Her last vision of him would be his back as he leapt through the window or into the air. He had never wanted her to watch him die.

And clearly she had the same idea. To Peter’s horror, she ran towards Li and jumped onto his back, grabbing his throat. “N-no…!” Peter cried.

Make it look good… Make it real… eliminate anyone who gets in your way!

Li’s words echoed through his mind as Peter stood, watching MJ struggle to subdue the man. Make it real… Peter held onto that command. He ran at the two, stumbling a little. He grabbed MJ and threw her away from Li. Before Li could utter another command, Peter swung at him as hard as he could. A normal person would have had his skull busted in, but luckily Li wasn’t normal. He was normal enough, however, and he went down like a rock. Peter jumped onto the pole and knocked Osborn out as well after uttering a soft apology.

Eliminate anyone who gets in your way…

Peter turned to look at MJ as she struggled to her feet. Anyone… who got in his way. He jumped to the roof and reached into his backpack. His hand wrapped around the hilt of the gun. MJ ran to him and he silently begged her to stay away. If she ran, she wasn’t in his way anymore and he could let her live. Eliminate… Li’s voice echoed in his head.

He stopped his slow advance as MJ ran and threw herself on him, wrapping her arms about his neck. Peter closed his eyes. Anyone… He reached up with his empty hand and hugged her back. “I can’t…” he whispered to her. “I can’t… stop…”

MJ hugged him tightly. “Focus on me,” she pleaded. “That’s it… just me.”


Peter shook his head and broke away from her, trying to walk away. His stomach burned and his head felt like it was about to explode. Voices were coming from all directions, but only one was breaking through. MJ grabbed his hand.


Peter shoved her to the ground. He watched her fall hard. The sounds of the helicopter faded behind the screaming in his head. She looked up at him with all the trust that he no longer deserved. He lifted the gun.

In your way…

He hated guns. They were loud and bulky… and lethal… God, were they lethal. MJ looked up at him and held out her hand. Blood was spreading over her jacket. The stitches. Peter prayed Miles would show up, but his senses told him that there were no threats anywhere near. No one was coming.

He lifted his head and the roof was replaced by the dreamscape in his head. They were standing on the plank again. Peter looked up to see himself standing on the upside down roof with a gun raised, aimed at MJ’s head with her hand reaching forward in a silent plea for her life… for his life.

He looked at the other. “What do I do…?” he pleaded.


“What does that mean?” Peter asked.

The other raised his hand. Give me the gun…

Peter looked down at the weapon in his hand. He gripped it tightly.

Give me the gun, he said again. Peter walked down the invisible plank until he was standing face to face with the other. He reached up and turned the barrel towards his own chest, offering the handle to the other, who took it graciously. Jump.

Peter looked down at the streets below and closed his eyes. Like someone performing a leap of faith, he fell back with his arms spread. The fall to the pavement felt like he was flying. He closed his eyes and waited for the sudden stop.

It came with a gasp. He stumbled back from MJ, shaking his head. “Spider-man…?” she asked quietly. Peter wasn’t looking at her. He was staring at the apparition behind her. It was the other, but this time, the hallucination was the one wearing the inverted suit. The spirit lifted his hand. He didn’t have a gun, but he made two fingers and a thumb. He put his fingers to his head and Peter mirrored the motion with the gun. He flinched when he put the barrel to his temple.

NO!” MJ screamed as she lunged at him. She tackled him to the ground and as they fell, a single gunshot rang out in the golden morning.

Chapter Text

At first, MJ wasn’t sure what had happened. First, she didn’t know what anyone was thinking by giving Spider-man a gun. He didn’t need one. She wasn’t thinking when she lunged at Peter and tackled him. That had been a stupid move, but she couldn’t have just let him die; especially not like that.

Blood was spreading over her. She knew she had torn her stitches, but the blood was coming from two sources. Her first rational thought was that the misfire had hit her. She had hoped that had been her. The image of Peter putting a gun to his head would haunt her for the rest of her life. It had been so surreal; like everything was happening in slow motion.

She very gently lifted herself off of him and stared down at the negative suit. Had it been under better circumstances, she might have liked it. “That could have gone better…” MJ muttered. He didn’t answer. In fact, he didn’t move at all. It took her a moment to realize that the blood stain on his chest wasn’t her blood. “Peter!” she gasped as she dropped beside him, putting her hands over the wound on his chest. She could feel the blood pulse with every beat of his heart. The blood vessel was contracting and she had the sudden, horrible realization that her hand was now preventing him from bleeding out.

MJ looked up at the helicopter. Through the glass she could see that the cameraman inside was pulling out his phone and she prayed that it was to call 9-1-1. They won’t make it in time… The realization was like ice in her veins. Even if the paramedics did make it, they wouldn’t make it to the hospital, and even then, they would have to undress him. It amazed her that she wasn’t weeping. She was eerily calm; like this was just something happening on a screen in a movie she had seen a thousand times before so that it meant nothing to her. How many times had she imaged him bleeding out and dying with no one around?

The sound of mechanical feet made MJ jump. She put her body protectively over Peter as Otto Octavius climbed onto the roof from the side. She fumbled from the discarded gun, but it was out of reach. She would have to move her hand from his body, and she wasn’t sure if she could get her hand in the right spot again or if he’d even survive that long with her hand removed. The cameraman in the hovering helicopter, who may have been thinking about coming down there to help her, grabbed his camera instead.

MJ bit her lip. She didn’t blame him, but it still made her blood boil. Otto stayed back for a moment, observing the scene. He was wearing goggles, so she couldn’t read his expression or have any indication as to what he was thinking. His metal limb landed in front of them and all she could do was put herself as a shield over Peter. It was of little consequence. Otto could rip her in half without a thought. A metal limb hovered over them and then came down, gently caressing her cheek, as if comforting her.

“It would be better if you let him go,” Otto said. He reached down the remove her hand, but he swatted his limb away. He let her without fighting back. “You and I both know he won’t be able to live with what he’s done.”

“Yes, he can,” she insisted. She didn’t want to talk to the man, but he seemed in a talkative mood. Otto didn’t move for a moment and she thought she saw something like regret in his face. “You cared for him… didn’t you?” she asked. He might be able to do something.

He stared down at Peter without looking at her. “Yes,” he said finally.

“This isn’t how he should die.”

He turned to look at her. “You don’t look well,” he said absently.

She was most likely pale based on how fast she was bleeding out beside Peter. Otto lowered himself to the ground and gently moved her hand from the wound. He replaced it with one of his own and then cradled Peter with one of the metal arms, stabilizing him with his free hand. “The paramedics will be here soon.” He turned, using his metal arms to climb down the building. MJ looked down at her bloodied hands and closed her eyes, swaying slightly. She looked around to see Kid Arachnid running towards her, shouting her name. Otto didn’t seem bothered by the appearance of another Spider.

Once Otto was gone, the helicopter let the man inside out and he and Miles ran to her as she collapsed on the roof. Her vision blurred as she looked up at them. Miles ran his hand over her cheek. “It’ll be okay…” he whispered. His voice cracked. She didn’t have time to agree with him before her eyes rolled back and the world faded away.


When she opened her eyes, she was back in the hospital. This time, there was a guard posted at her door. The TV was on and she watched it for a while, zoning in and out until she realized that she recognized a face on the screen. She reached for the remote and turned it up. “Just yesterday, the roof of the building I’m standing by was the battle ground between New York’s own Spider-man and Mister Negative,” a reporter said. The young woman turned to the man beside her. “The focus of this terrible duel was Mayor Osborn. Mr. Osborn, what can you tell us about this event?”

“First of all, I’d like to set the record straight. The man fighting Spider-man was not Mister Negative. It was Martin Li who protected me from that menace!” Osborn’s voice was tight, but if MJ didn’t know him, she might not have picked up on it. “I was just getting up when Spider-man attacked me in my own home.” He went on to lay off a list of things that Spider-man had done and said. Apparently, Peter had wanted to kill Harry’s dad because the terrorists were right. It was as laughable as it was sad because it was true.

When he started talking about how Martin Li had taken on Spider-man on his behalf. “That is why I think it’s time we re-open the case of Martin Li. Whatever Mister Negative is, it’s clear that Martin and Negative aren’t the same people…”

MJ scoffed and turned off the TV. That would never happen. Li was a terrorist. There was no way the judicial system would let him walk.

After a while, Miles, in his street clothes, walked into the room. “Hey…” she whispered. He didn’t look up. “You showed up… I didn’t think you would…”

“I know I said I would stay away,” Miles muttered. “I didn’t want to watch you two get yourselves killed.”

“Miles…” She wasn’t sure what to say to him. What could she possibly say? The kid had been through the ringer

He shook his head. “I watched my dad die,” he said quietly. “Being Kid Arachnid made me drift away from my friends at school. I watched my mother die in front of me… I just… couldn’t watch the only people I feel I have left in my life kill themselves.”

MJ frowned. “I get it…” He was a kid… a kid who they had dragged into this whole mess without rea concern about how this would hurt him. When Peter first started, there weren’t as many costumed freaks gunning for Spider-people. Peter had time to build himself a persona before the freaks came out. Miles had been thrown into the fray without rhyme or reason and no time to really get used to being Spider-man.

“But I’m sorry I was too late…”

She didn’t look at him. They’d get passed this… they always did. But she couldn’t shake the feeling that nothing would ever be the same again.

2 Months Later

Peter waited patiently on the rooftop of the police station. He had made sure no one was around to see him there. He looked out at the city as the sun rose. Waking up in Otto’s liar had been horrifying, but the man had said little to Peter during his time there and when Peter was well enough to go, he did without uttering a thanks to Otto. He had been living on the streets since that night, stopping muggings and trying to maintain a normal life even if he didn’t know up from down anymore.

“I’ve got what you asked for.”

Peter flinched and turned as Yuri wheeled towards where he was crouching on the rooftop. She handed him the file and he took it, leafing through the materials. “Any trouble?”

“Falsifying the records at the hospital was difficult, sure, but I know a few people.” She smiled. It was a strained gesture, but he appreciated it. They hadn’t been in contact since he regained control over his body. Of course, she had been shocked to get a call from him and he was worried about this meeting. She might still arrest him. She had every right to arrest him. He had thought about turning himself in many times, but he never had to courage to do it. “Whoever this Peter Parker guy is, he’s dead now.”

Peter pulled out the death certificate as he read the files. Peter Parker had died after several weeks in a coma after the subway bombings done by Otto Octavius. “Yuri… We’ve known each other for a while now… you’ve done everything you could to help me. I think…” He reached towards his mask. “I think it’s time to show you…”

Yuri grabbed his arm, looking up at him sternly. “I don’t care.”


“Your name may be Peter Parker, or Tony Stark or Billy Bob Joe. You could be the president of the damned United States for all I care. I don’t need to see your face… because I know who you are.”

“You do?”

“You’re Spider-man, and that’s all you need to be. That’s all the city needs you to be. Whoever that man in the file is, I don’t know him… But I know you, and that’s all I care about.”

Peter smiled softly at her assessment. She had faith in him, even after everything. “Li?” he asked.

“Unfortunately, Osborn has reach a lot further than ours. It’s very likely that he will walk.”

He felt sick, but he had been expecting that. It also meant he couldn’t go after Li as long as Li crossed his T’s and dotted his I’s perfectly. It would be like Fisk again. Li had been smart by using Spider-man to get control of the underworld before he went after the overworld. He had the respect of villains and the protection of the law. Right now, he was untouchable by both Spider-man and the police.

He stood to jump. “What will you do now?” Yuri asked.

“I don’t know. Spider-man is dead as far as everyone else knows.” He had been galivanting around the city, but in different costumes. He hadn’t put on his old one in a while. “I guess I’ll finally take that night off,” he said with a soft laugh. Yuri didn’t seem as amused as he was at the suggestion.

“The city still needs you…”

Peter wanted to laugh. He knew that, but he needed something other than crime fighting. Every time he heard Li on a radio station or on the news, he felt a tugging sensation to stand at attention and listen. He needed time to clear his head of what Li had done… and he needed time to move on from what he had done. “Yuri… I’ve done things.”

“If Li can’t be held responsible for what he’s done, you can’t either.”

“Maybe not in the court of law…” Peter grumbled. “But I can hold myself responsible.”

She sighed, but she seemed to understand. “Fine. Just get on out of here, alright?” Peter nodded and coiled. “Spider-man.” He froze. “Thank you… for everything.”

Peter laughed. “I should be thanking you.” He looked at her in the wheelchair and sighed. “What about you? Now that I’m gone…”

“Will I still be a cop?” Yuri asked. Peter nodded. He didn’t want to mention it. He actually felt bad about it, but they hadn’t had time to really talk about it. “I don’t know yet. We’ll see, I suppose. You take care of yourself out there, Spider-man.”

“You too, kid.”

Yuri laughed softly. “Get out of here before I arrest you.” Peter backflipped off the building. Yuri would be fine. He swung through the air for a while, finding freedom in the swinging. He didn’t know what to do now. He didn’t want to face Miles or MJ and he had no home to go to. His apartment had been empty for almost six months and now Peter Parker was officially dead. He landed on top of the Avengers tower and waited. Sure enough, he had triggered some kind of alarm and Stark came out onto the roof.

“I should arrest you.”

Peter shrugged. “Probably. How’s your head?”

“How’s your girlfriend?” Peter flinched and didn’t speak. Tony seemed to realize that he had gone too far with that and sighed. “Really, though… what happened?”

“Mr. Negative corrupted me,” Peter said with a shrug. He was certain Tony would know at least half of those words, but probably not together. “I had my orders and I just did them. There’s really no secret to it.”

“I heard,” Tony said. “The only reason I didn’t come after you is because your girlfriend explained what happened. I just wanted to check and make sure you had the same story.” He crossed his arms. “You should have called us in.”

“Would you have helped?” Peter asked. “Aren’t gang wars a bit beneath the Avengers?”

“They are, but we are heroes. We would have helped you the moment your identity got out.” Peter crossed his arms and turned his head like a child being scolded. He didn’t like being talked down to by Tony Stark, but the worse part was that Tony was right. Peter should have gone to the Avengers when he had the chance. He had thought he could handle it without them and he had paid the price for it… and, more importantly, other people had suffered for his mistakes. Tony seemed to recognize Peter’s mental state, because he dropped the subject and moved on. “So, this Li guy… Dangerous?”


“Then we’ll keep an eye on him,” Tony said with a nod. “And Kid Arachnid. Are you two still a thing?”

“No,” Peter said bluntly. He hadn’t even tried to contact Miles. He didn’t want to face that little aspect of his life. He didn’t even know where Miles was staying. He had assumed that the poor kid was staying with grandparents or an uncle, but he didn’t go searching. He was probably the last person Miles ever wanted to see. “Keep an eye out for him… will you?”

Tony nodded. “And where are you going?”

“I don’t know. Take a break… clear my head. Maybe go on vacation…” He chuckled dryly. He had no money. He was homeless, he had no family, and his secret identity was dead. He could go visit his own grave soon if he wanted. “Take off, perhaps, and never look back. I heard Atlanta is in need of a superhero. And taxes are better down there.”

Tony smiled. “You could stay here,” he offered. Peter looked up at him sharply.

“Are you offering me a job?”

“No, I’m offering you a place to stay, free of rent. I’ll clear out a floor for you and you can make your webs there if you want.” Peter cocked his head. “Look, I don’t know how you Spider-men work,” Tony defended, holding up his hands in mock surrender. “You’ll have your privacy, is what I’m saying. We’re hardly around anyway, so I doubt you’d be waiting in line for the bathroom with Captain America.”

Peter shook his head. “I can’t---“

“Yes, you can,” Tony said, cutting him off. “Look, Spider-man, you aren’t above working with people, but you seem like you take way too much on your shoulders. You go out there, take that vacation. Heck, I’ll get J.A.R.V.I.S. to fly you anywhere you want to go, and when you come back, you will have a place to stay, alright? Just until whatever it is that you are going through is over. I’m not asking you to be an Avenger, I’m not even asking you to continue being Spider-man. I don’t need you to tell me your real name.” Peter still didn’t answer. “We have full service breakfast. I don’t know how you’re going to eat with that mask on, but I guess you know what to do.”

“I’ll think about it.”

“Right. Go clear your head, kid, and we’ll talk. The window will be open for you on the 21st floor.”

“Which one?” Peter asked.

Tony smiled. “All of them.”

A day later, Peter crouched on the Empire State Building.  He was wearing a dark suit that didn’t look much like a Spider-man suit. It was an older one that he had used on stealth missions. Most people probably didn’t remember it, so he felt it gave him the ability to not be seen as Spider-man for a while. He couldn’t remember the last time he had left New York, but he was to meet Tony at noon to take a private jet south for a while. Maybe a few weeks… a month or two… he wasn’t sure. Long enough.

“Reports are coming in as the verdict for good Samaritan Martin Li flood in,” a voice said over his radio. Li’s trial had been a joke, but Peter supposed that was the good thing about having rich friends. “Martin Li, a Chinese immigrant and orphan, founded the shelter F.E.A.S.T. downtown in an attempt to give back to the community that had taken him in as a child. The actions of so-called “Mister Negative” have been deemed to not be the actions of Martin Li, pleading temporary insanity. Mayor Osborn said in a statement earlier today that he personally will be paying for Li’s court mandated therapy to show that there is no bad blood between the men, and he urges the citizens of New York to look past the horrific things Mister Negative has done to see the kind and gentle man beneath.”

Peter flipped the radio station to JJ’s podcast. Listening to his old manager complain about Spider-man was preferable to that sickening display. Osborn knew what a monster Li was. I’d kill to know what Li has on him, Peter thought, and then he shook his head, banishing the thought. He wouldn’t kill anyone… ever again. After researching and tracking down some demons, Peter learned that once exposed to Li’s corruption once, one could not be corrupted again. It was of little comfort to him, but it made him feel a little better for the upcoming conflict with Li. At least he couldn’t be corrupted again... if the corruption was gone for good.

He jumped off of the building and swung through the air. He landed on MJ’s fire escape and peered in the window. He hadn’t spoken to her since that day. He wasn’t even sure if she knew he was alive. He put his hand on the window and went to open it, but froze when she walked into the room. She looked like she was going to turn around, but a knock on the door made her head that way instead. She opened the door. “Eddie?” Peter whispered. He sighed and jumped away from the fire escape.

When he landed on the Avengers tower, he pulled out his phone and started recording. “Hey MJ…” he started. “I don’t know how to say this, but… I’m sorry. I think that’s the only thing I can say now. I’m sorry for everything.” He closed his eyes. “I’m going away for a while… I don’t know how long I’ll be gone, and I’m not even sure where I’m going. I want you to move on. Don’t… wait for me… I’m no good for you, MJ. You deserve someone who isn’t going to hurt you, or make you worry, or smother you. You deserve someone better than me… I love you…”

He sighed when he ended the recording. It was hard. “Would you like to send?” is computer prompted.

Peter shook his head. “No,” he said and erased it. It was better for how if he didn’t reach again. She deserved to move on… and maybe she could if she thought he had died that day.

Tony walked onto the roof and smiled. “Nice suit, kid. Going for the night-stalking vigilante look, right?”

“I’ve always liked Daredevil,” Peter said with a shrug.

“You look more like a bat,” Tony said. “Anyway, I’m glad you trust me enough for this. Don’t worry about your identity being exposed. This plane won’t record anything unless something happens to you and I’m needed.” He patted Peter on the back. “And don’t worry… You have a place to stay when you come back.”


“See you!” Miles called to Ganke. His friend waved back at him and he started towards the street where MJ was waiting for him. He was staying with her for now. Yuri had helped him falsify records. He hurried to her car and jumped in. “How was work?” he asked.

“Good. Eddie and I are working together on the Martin Li story,” she said. “I’m going to drop you off in Hell’s Kitchen?” Miles nodded. The city was his now, with Peter gone.

“He didn’t even say good-bye…” Miles whispered. He was almost convinced that Otto had killed him. They had a small service for Peter Parker and he had a tombstone by May and Ben’s graves. MJ nodded slowly. “Do you think…?”

“He’ll be back,” MJ snapped.

Miles stared out of the window as they drove in silence. When they got to Hell’s Kitchen, he changed in the back and got out of the car, waving at MJ. He ran up a building and stared out into the city. Whether or not Spider-man returned, right now the city was his. He looked up at the sky. “Alright… if I get home by one, I should have time to do my math homework,” he muttered and then laughed at the absurdity of that statement. “Well, time to go to work,” he said and then leapt into the city.

Chapter Text

The Right to Bleed

Part Two: Chapter One: If You Talk Enough Sense, Then You'll Lose Your Mind


Osborn stared down at the files strewn across his desk as if he had missed something. He knew he hadn't, but they were still hardly any closer to finding a cure than they had been when they started. He slammed his palm on the table, startling a young scientist. "I've gone over these reports again and again!" he snapped. "How are the new subjects?" 

"Dead, sir..." the young woman said. "All of them." 

"When will the next batch be in?" 

"We've been gathering homeless, sir. They should be here tonight." 

Osborn nodded. "Good." He grabbed a case file and flipped through it until he came down to a name that sounded familiar. "Eddie Brock?" he asked, pulling the file. 

"Edward Brock," the woman said with a nod as she pulled up his file on the computer. "He was here a couple years ago. He had rapid onset cancer that had spread all over his body." She read the words carefully, keeping her tone steady. "We cured him, but his cancer had come back rapidly, merging with the symbiote. He was released to die." 

Osborn read the file more closely. The name had been brought up in passing, but he had never given it much thought. "That's impossible. Eddie Brock is still alive." 

She shook her head. "No, that can't be right. His prognosis was bleak." She clicked into his file. "He didn't have that long to live." 

Osborn moved to a stack of newspapers and grabbed the one on top, dated last week. The front page had a story about Kid Arachnid, written by one Eddie Brock. She grabbed the newspaper from him and scanned it, shaking her head slowly. "He should be dead..." she insisted, but Osborn had stopped listening. He was staring at the photos of test subject 42, Eddie. 

"He... has the answer," Osborn said. "Get me Eddie Brock." The woman nodded and hurried out of the room, leaving Osborn with the sounds of scurrying feet and the bubbling of a tank. He turned to that tank that held his son. "Don't worry, Harry... we'll fix this... I swear to you..." 

Eddie shoved his hands in his pockets against the chill of the night. He was coming home from an interview at the Raft and had decided to get out of the cab a few blocks from his apartment. It was a clear night and he wanted to clear his head before going inside for the night. 

His phone rang and he answered it after listening to the ringtone for a moment, humming along. "Hey, MJ," he greeted. 

"Good evening," she said with a laugh. He was known to hum the ringtone when they were together, so she probably knew why it had taken a moment. "How'd the interview go?" 

"Electro is an interesting man, but he wasn't too keen on answering my questions with any real clarity," Eddie admitted. "It's going to take some clever editing to get a story out of that interview. Can't have Robbie thinking he wasted time and money getting me into the Raft." 

"Definitely can't have that," MJ said with a laugh. 

Eddie nodded, "so, are we still in for tomorrow night?" He asked. It had taken a while for him to get the courage to ask her out. She had still been getting over Peter's death and he had tried being there for her whenever he needed. Asking had been an embarrassing moment and they had both agreed that it wasn't a date. 

Eddie hadn’t really wanted it to be a date. MJ had just been distant from everyone since Peter’s death and he wanted her to get out more if at all possible.

“Oh… Yeah…” she said. He could tell by her tone that she wasn’t as thrilled about it as he had hoped.

“If you don’t want to…” he said.

“No, no… You’re right, I need to get out more. We’re good,” she insisted. He smiled even though he was sure that she was doing it just because he wanted to. He turned as a black car pulled up behind him and turned off its light. Eddie walked a little faster. “Where are we meeting?”

“Anywhere,” he said. He glanced behind him. The car was creeping up on him. “MJ,” he hissed just as she started talking about where to meet. “Stay on the line…”


“Alright,” he said without explaining in an overly happy voice. “I’ll see you tomorrow, then! Good night!” He took the phone from his ear and put it in his pocket without hanging up. Hopefully MJ would stay on. If he was about to be kidnapped or murdered, he’d like someone to know.

Once the phone was in his pocket, he heard car doors being opened and then closed. He stopped and turned to face his stalkers. A man and a woman were walking towards him. He reached to his hip where he kept a small switchblade. Walking around New York at night had never been a safe thing to do. “Can I help you? Are you lost?”

The woman stopped and held out her hand. “Dora Skirth,” she said. Eddie lifted an eyebrow before taking her hand cautiously.

“And your partner, Miss Skirth?”

“Roland Treece,” the bald man greeted. Eddie looked the two people over. The woman was small and young with wide glasses; but she didn’t look uncomfortable out in the dead of night in New York. Treece might have been the reason for that. The man looked fit enough to hold his own with Spider-man for a minute, which was a lot longer than Eddie figured most normal people could.

“Good, introductions are over… do I know you two?”

Dora stepped forward. “Mr. Brock… a couple years ago you were involved in a confidential clinical trial.”

Eddie nodded. “And I signed my papers and got released.”

“Yes, well, the company would like to do a follow up on your case. If you don’t mind, we’d like you to come with us.”

Eddie smirked. He knew exactly what they had done to him in there. They had tortured him, injected him with unknown and very dangerous substances. He wasn’t keen on going back through that; especially now that the cancer was gone. “No,” he said bluntly. “I was discharged and I don’t consent to you doing anymore follow ups.”

Treece stepped forward. “You seem to assume that we are asking,” he said. Eddie took a step back, but Dora put up a hand.

“We are asking,” she said with a slight glare to Treece. “Mr. Brock, by all attempts at logic, you should be dead, but clearly you’re not. We simply need a quick follow up and then you will never have to hear from us again.”

“How many people survived the trial?” Eddie asked. He knew the answer, but if MJ was still on the line like he had requested, he needed her to hear it.

“So far?” Dora asked. Eddie steeled himself for the answer. “Just you.” She paused. “But now you see why we need you, Mr. Brock. The findings we could get from you could save so many lives! Don’t you understand that?”

“You can tell Oscorp to screw off,” Eddie snapped. “I was in a bad place when I went there, but I’m not in that place anymore. You’re lucky I don’t go to the police with this, Miss Skirth. Good evening.”

Dora sighed and nodded to Treece. The man grabbed Eddie’s arm and squeezed. “Now we aren’t asking.” Eddie tore his arm from the man’s grip and turned to run, but Treece was faster. He grabbed Eddie’s jacket and threw him to the ground. Eddie reached for his knife, but Treece stomped hard on his hand.

“Don’t damage him too much,” Dora warned.

“How about you don’t damage him at all?” All three people froze and looked up at the kid standing on the light post above them. “We can do this the easy way or the hard way, ladies and gents.” Treece cursed and pulled out his gun, firing at Kid Arachnid without moving his foot from Eddie’s hand.

Kid landed on the wall across the sidewalk. “Hard way? Really? Come on, guys! I’ve got midterms tomorrow!” He jumped at Treece, dragging the man to the ground. Eddie rolled away, only to come face to face with Dora.

“Apologies, Mr. Brock, but we really need you.” She pulled out a syringe Eddie tried to kick away, but Dora was in a better position. She kicked him hard in the face. Eddie suppressed a shout.

“Pull out,” Treece snapped just before Kid threw a punch at his stomach, sending him doubling over. A minute and thirty seconds… Eddie thought vaguely.

Dora cursed. She pulled out another, empty, syringe and plunged it in his neck. She took the blood sample and grabbed her things and fled towards the car. Treece hurried after her and the two got in. Their tires squealed and they sped away. Kid knelt beside Eddie. “You okay?” he asked.

“Yeah… Thanks…” He sat up and held his head in his hands. “Shouldn’t you be running?” he asked. Usually when Kid got involved, he was gone before anyone had a chance to say anything.  

Kid helped him to his feet. “Do… you want me to walk you home?”

Eddie smiled. “Should I feel privileged to get your attention? What about those midterms?”

Kid shrugged. “Pretty sure I’ll pass them without studying.”

He picked up his phone and put it to his ear. “Still there?”

“What was that?” MJ asked.

“I’ll explain later. I’ll call you when I get home.” He hung up the phone and turned to Kid. “I’ll take it from here, Kid.”

He shook his head. “No, you won’t. Let me walk you home.”

Eddie sighed. “Alright… If you insist. But you better get home in time to get a good night’s sleep for your midterms.”


Peter looked up as Tony walked in. He had on a mask that the man had given him to wear when he was working. It wasn’t because he didn’t trust Tony; it was because he didn’t want the man to realize that he was actually dead. Living in the Tower had been awkward at first; especially since he was never without a mask. Most of the Avengers didn’t even know he was Spider-man and they didn’t really have a name for him. He was just that weird hermit who had been living on a secluded floor of the Tower and sometimes assisted them with science stuff. “I just got back from F.E.A.S.T.”

Peter turned back to the microscope he was looking at. He hadn’t been there in a while and he wanted to ask a myriad of questions. Instead of asking how the shelter was doing, he went with “Really? What were you doing there?”

“Donating computers,” Tony said with a shrug. Peter nodded. That made sense. They had just gotten a lot of new ones, so the old ones had to go somewhere. “And Fury wanted me to go down there.”

“Seems a bit beneath you,” Peter said without looking up.

“I told you… We’ve been tracking homeless in the city,” Tony said, irritated. Peter sighed. That conversation had probably happened. He didn’t deny that. He hadn’t wanted to know what was going on out there. He had mostly cut himself off from New York and while he had kept up a work up routine, he had no desire to go back to crime fighting. Miles was doing a fine job and the Avengers didn’t need his help. Peter didn’t respond to Tony. “Because we’ve had hundreds go missing over the past year.”

“Still seems a little beneath the Avengers.”

“Well, Spidey, we usually let you handle these kinds of things, but Kid Arachnid hasn’t done any investigating and Fury wanted someone on the case,” Tony said. Peter still didn’t look up. “Look, I know I said you could stay here, and you do help out with the science stuff, but…” he trailed off and then sighed. “I made you something… if you wanted to go back out there… at least for a little while.”

“No,” Peter said quickly before Tony could continue.

“You are living in a place with superheroes that have never seen your face,” Tony tried to explain. “I get that you had a bad fall out there, but you can’t hide in here forever.” Peter said nothing. “If you didn’t plan on going back out there, why have you continued training when you think no one is looking?” He didn’t answer. “I want to help you, Spidey, but I can’t if you won’t let me. I know what it’s like---“

“Let me stop you there,” Peter said. “No, you don’t. You don’t know what it’s like to be forcefully changed… to be corrupted… to commit murder in the name of someone you despise… to fight against everything you’ve ever been told and everything you believe and have tried to protect. You don’t know what it’s like, so don’t pretend that you do. I don’t know what I’ll do when I’m out there.” Peter turned to Tony finally and was glad for the mask that covered his face. “His orders… I still hear his voice in my sleep or if I let myself relax… What happens when I get out there and I hurt people based on his residual orders?”

Tony stood there and looked at the masked kid that he had let into his life. He looked like he was trying to choose his next words carefully. “Spidey… have you considered…”

“Don’t go there,” Peter warned, but Tony wasn’t deterred.

“That maybe the “residual orders” are psychological?” he finished.

Peter clenched his fists. It had crossed his mind, but he had banished the thought. It couldn’t be all in his head. He shook his head. “Of course it’s psychological,” he argued. “He’s in my head!”

Tony crossed his arms. “You know that’s not what I meant.”

Peter turned back to the microscope, trying to indicate that he was done talking about this.

“Look, you keep hiding in here…”

“You said I didn’t have to go back out there,” Peter argued.

“Maybe you need to get back out there. I’ve seen heroes go through this. Brainwashing, corruption, or just having to compromise their morals. They wanted to hide too, but they all got back out there. Yes, what you went through was terrible, and I wouldn’t wish it on anyone, but you can’t just hide from what you’ve done.”

“I’m not hiding from what I’ve done,” he grumbled.

“Then what are you hiding from?”

“I’m not hiding…”

“Sure, fine.” He waved his hand and walked towards Peter but kept his distance. He may have lived with Tony for almost two years, but the two hadn’t exactly bonded. “But this homeless-people-going-missing thing is serious, alright? And you’re right, it’s not the Avengers’ usual problem. Why don’t you suit up and try to figure out who’s doing the kidnapping? And then when you figure it out, I’ll report it to Fury and we can be done with that. Then you can come back in here and that’s it.”

Peter looked down at what he was doing. He didn’t even know what he was working on anymore. He clenched his fists and was surprised that he was shaking.

“You don’t have to fight,” Tony offered.

“Alright…” he agreed. His mouth was dry, and his tongue almost felt swollen, but he nodded anyway. Tony, as much as he hated to admit it, was right. Tony smiled and led Peter through the tower to a room that he had never been in. He looked around and blinked when he spotted the black suit.

“It’s a bit of an improvement on that black suit you wore when you left on my jet.”

Peter studied the suit with curiosity. It looked almost cheaply made with a leather combat vest that almost looked a bit like steampunk mixed with western style. “What’s this?”

“I don’t know; you designed it,” Tony said. “I just made it better. I was calling it Spider-Noir! You like?”

Peter took the leather trench coat in his hand and rubbed his thumb over it. “It’s a bit… much…” he muttered.

“Yes, but it doesn’t look like Spider-man, does it?”

“No… I’m pretty sure no one would suspect that I was Spider-man in this outfit.” He shooed Tony away so he could put the suit on. It fit well, which pleased him because that meant in the couple of years he had spent away from gallivanting around the city, he hadn’t let himself go. Tony had to have used his old suit as the base and for the measurements. He smoothed the leather and closed his eyes before walking out.

“Where are you going, kid?” Tony asked as Peter started down the steps.

“I’m not Spider-man anymore. That means no web-swinging…”


Tony sighed as he watched Spidey head out down the stairs. Of course he took the stairs and not the elevator. He had hardly left the Tower since coming, and when he did, it was usually to head for a walk or something. He was probably buying time before stepping outside

“Where’s the kid going?”

Tony sighed and turned as another man walked up “When did you get back in, Rogers?” Tony asked.

“Just now.” He came to stand by Tony, crossing his arms. “Where did you send him?”

“To work that missing persons case,” Tony said with a shrug. He started for the stairs as well to head back up to his workshop. Rogers followed after him, jogging to catch up.

“Do you think that’s a good idea?”

“It was your idea,” Tony argued. The others in the tower had been a bit unnerved by the fact that he had opened it up to someone that no one knew personally and who didn’t trust them with his own secret identity. It was okay for some of them not to know, but for them to be sharing living spaces with someone as secretive as Spider-man without anyone knowing his name… that was a little harder to swallow.

“No, my idea was to get him some help… like a psychiatrist,” Rogers argued, “not send him back out there before he’s ready.”

“He’s not ready?” Tony asked. The Spider hadn’t talked to anyone about his issue except Tony, and Tony had talked to the others about some of the minor details. He didn’t mention how he was assaulted by Spider-man or how he had witnessed their guest stabbing a civilian while trying to kill Kid Arachnid. “He’ll be fine. He’s been sitting in there, wasting away. He doesn’t need to talk about his problems, he needs to get out there and face his problems.”

Rogers sighed. “I’m just saying… he might not be ready to face his problems. You’re the only one he’s confided in since coming and, no offense…”

“None taken,” Tony said, cutting him off. He stopped at the top of the stairs and stared down at the man. “Look, Rogers… that kid has been through a lot… a lot more than someone his age should have to go through, and maybe he’s not ready to be out there, but he’ll never be ready if all he does is ignore that he has problems to begin with. Recovering from what happened to him won’t be easy, but he won’t recover if all he does is hide away in that lab.”

Rogers shook his head. They stood in silence for a few moments before he spoke again. “The missing persons case?” he asked. Tony nodded. “How’d you get him onto that one?”

“I told him Fury wanted us looking into it.”

He lifted an eyebrow. “Us? As in the Avengers?” Tony nodded with a slight smirk. “And he believed you?”

Tony laughed. “It’s a good sign,” he insisted. “We believe what we want to believe.”

Chapter Text

Peter stood at the top of a building, staring down at the streets. There was no sensation of exileration or even sad nostalgia. All he felt was dread rising in his stomach. He couldn’t look at the streets with joy because all he could think about was how Li was still out there, roaming free after everything he had done. It wasn’t fair and Peter hated it.

“He’s probably behind the homeless going missing,” Peter grumbled under his breath. He sighed. “What would Li want with a bunch of homeless people, Parker?” he berated himself. He had gotten into the habit of talking to himself out loud. Tony had said it was a good way to work through his problems, but Peter just thought he was going crazy and Tony didn’t have the heart to tell him. “It’s a start,” he argued with a shrug. He clenched his fist over the hat that had come with the outfit. He looked like a detective from some old gumshoe movie. Tony had called him Noir and Peter liked it. “F.E.A.S.T. it is, then.”

Peter started running towards the edge of the building, picking up speed. He hadn’t done any leaping in a while and as he sprinted towards the edge, exhilaration coursed through his body. He ran faster as he got closer, clenching his fists. Maybe…

He slammed to a halt, nearly tripping over the momentum as he stopped. He teetered over the edge before back flipping away from the drop. He put his hand to his chest and gasped for air. His hands were shaking and his breaths were uneven and shallow. At first, he thought for sure he was having a heart attack. Had he let himself get into bad shape? That wasn’t possible. J.A.R.V.I.S. had kept track of his vitals while he was training. He was actually in better shape than when he went in because of the steady flow of healthy food and not whatever he could afford that day.

He leaned against the air conditioner unit on the roof and clawed off the mask, discarding the hat on the ground. Slowly, he slid down to the gravel and rested his elbows on his knees while he held his head, trying to calm down. He dug his fingers in his hair and squeezed his eyes shut, shaking almost violently. He checked his vitals. His heart was beating out of his chest, but he didn’t feel sick.

It took him several minutes to steady himself and several more minutes to be able to stand. He grabbed his mask and gripped it tightly before putting it on. This time, he went to the fire escape and climbed down. He wasn’t Spider-man anymore… he couldn’t act like it. He put his hands in the pockets of the jacket and started down the street. It was a strange thing to see, and he drew attention, but he kept his head down. Most people were getting used to seeing masked people walking down the street, but he was a new one and that garnered attention from onlookers.

When he got to F.E.A.S.T., he looked inside with a sigh. It was in the middle of the day, which meant that Miles, if he even still worked there, would be at school. He did a check in the reflection of the front door. The suit looked vastly different than the one that he had originally used. There was very little chance that he would be spotted as Spider-man. He sighed and stepped inside.

There was an almost instant hush the moment he was inside the main hall. The visitors and workers stared at him like he was some kind of criminal, and they tracked him as he walked through the common area. I wonder who they got to replace Rio… he thought. Thinking her name made his knees go weak, but he stayed steady. A woman was sitting in the office and for a moment, he breath caught, then he remembered that it had been almost three years since May’s death and two since Rio’s. He closed his eyes and started heading for the door, only to be cut off by a man and a woman.

Peter’s blood ran cold as he realized he recognized the two people. Eddie Brock and… He swallowed hard and his hands became clammy. MJ… He froze like a deer in the headlights. He took in every detail about them. MJ looked good... Eddie's hand was bandaged as if he had been attacked recently. He turned to leave, but the door opened and the woman stepped out. “Can I help you?”

Peter froze and he prayed she was talking to two reporters, but she was looking past them and at the masked man in a black trench coat. He coughed and cleared his throat. “I was sent here by Tony Stark,” he said, dropping his voice to as low as it could go and still sound natural. Luckily, he hadn’t used it much in the last two years and it was raspy from underuse.

The woman put her hands on her hips. “Really? And you two?”

“Daily Bugle,” MJ said. “We’re here about the homeless disappearances.”

“So am I!” Peter said a little too quickly.

Eddie turned to him. “The Avengers are looking into missing persons cases now?” he asked. Peter didn’t like his tone, but hearing it out loud did make it sound ridiculous. “And who are you supposed to be? Humphrey Bogart?”

“Noir,” Peter blurted out before he could think of something better.

Eddie smiled warmly. He seemed almost excited to see a new superhero in town. That made at least one of them. “What are your powers?”

“Being smarter than you,” Peter grumbled. It was interesting seeing his old co-worker, but even he realized that Eddie wasn’t being confrontational. His tone was neutral and almost curious about the new superhero on the block, and Peter was being bitter about it.

“Oh…” Eddie’s smile vanished. “Then, by all means, let's get to work... can we discuss this together, then?”

The woman nodded. “This way.” She ushered the group inside. Peter hung back a moment before following and standing by the door, ready to bolt if needed. He listened as they asked questions about the disappearances and nodded slowly every time the woman looked at him, declining to ask his own.

It seemed in the course of the last year, people had disappeared into the city. That usually wouldn't be a cause for concern, but the woman recounted a story of a man who had been turning his life around and they had helped him through three interviews. He disappeared the night before his last interview. That was when they started paying attention.

Peter stored the information that she was giving, keeping his eyes forward to try and look like he was paying attention. Once the interview ended, Eddie and MJ thanked the woman and the four exited the room. "Feel free to talk to anyone here," she said. "Good luck." Peter started leaving. This was a mistake, but at least he had something to start on.

"Hey!" MJ called to him. He froze and coughed softly. "Are you okay?" He cocked his head, confused. At first, he thought that maybe she knew who he was and his stomach dropped. "You sound like you have a cold, is all." she explained.

"Oh..." Peter tried to keep his voice as neutral as possible. "Thank you, but I'm fine... The Avengers are taking good care of me," he added before he could stop it. Why did you say that, Petey...? MJ doesn't care if the Avengers are taking care of you...

She smiled at him. "That's good." She paused. "You said your name is Noir, right?" He nodded. "Well, Eddie might be able to help your investigation."

Peter turned to Eddie after nodding his thanks to MJ. "I know who's taking the homeless," he said.

Peter coughed again. "What?" He squeaked. "Have you gone to the police?"

"They can't really get a warrant on Oscorp on the word of a reporter," he said with a shrug.

"Oscorp?" He crossed his arms. Osborn was the last person he wanted to get involved with. "Are you sure?"

Eddie nodded. "Pretty sure."

Peter sighed and nodded slowly. "And you didn't tell Kid Arachnid about this?"

Eddie laughed, but MJ narrowed her eyes. "I don't know how things work in the superhero circle where you're from, but us regular civilians don't have a direct like to you guys."

He bit his lip and suppressed a sigh. Of course. He shouldn't know that MJ did have a direct line to Miles. "Aplogies. Where I'm from, a lot of the supers are more... in tune with our citizens."

MJ stepped forward, getting to close to him for comfort. "And where exactly are you from?"

"Atlanta," he blurted out.

"Never heard of you..."

"But its great that you're here!" Eddie interjected as if he didn't want this to go into an argument. His happiness seemed forced, but Peter didn't think twice about it. He was none-too-thrilled about this situation. "Its nice to see smaller heroes in New York again."

Peter looked between the two of them. MJ was staring daggers at him and Eddie seemed to be backing off some; not out of fear, it seemed, but out of respect for MJ. He is better for her... Perer mused. "Again?" he asked distractedly.

"Yeah, we used to have Spider-man," MJ said. Peter flinched at the bitterness and sadness in her voice and he was glad for the trench coat. "But he died."

"I'm sorry to hear that..."

"We're better without him," MJ snapped, watching him closely. He didn't react, but Eddie did. He looked at her as if he couldn't believe she of all people had said that.

"I knew I disliked the guy, but I thought we had agreed to disagree on that subject..."

He didn't like me...? You didn't like Spider-Man? Instead of getting indignant about it, Peter just said, "I'll check out Oscorp. It's a good lead. Thanks..." he wanted out of there as quickly as possible.

"Noir! Wait!" MJ called. He froze where he stood almost in midstep. "Could I get a picture of you? For the Bugle? A new superhero in town would be a great story."

No... he thought. He needed to keep "Noir" on the down low. The less people who knew about this persona, the better... "Sure," he said without time to stop the word from coming out of his mouth. He struck a casual pose as he mentally berated his own betrayal. I should have said no... this is a terrible idea! MJ took a few shots while Eddie stood behind her. But it'll help MJ... he pointed out. And she'll be happy... right? How are you? he thought as she took a few photos of the suit. How’s Miles…?

“Thanks,” she said, looking down at the camera. He smiled beneath his mask. She looked good and that made him happy, but it also hurt him a little. Did it not tear her up that he wasn’t there? Did he want her to be upset? The whole point of his exile was so Miles and MJ could move on with their lives.

“Anytime,” Peter said without thinking. I miss you… He turned and started for the door. Once outside, he started jogging down the street until he had broken out into a full on sprint. Again, he drew attention, but he wasn’t about to go back on the roofs. He wasn’t Spider-man… He wasn’t even Peter Parker, and he definitely wasn’t whatever Noir was. It was just a costume.

Eventually he slowed down to a walk and he wandered the streets for a while, keeping his head down. He couldn’t remember the last time he just walked the streets of New York. Usually he was web swinging or just too busy to look around. Now he had somewhere to go, but he didn’t want to go there. He sighed and looked up at the sky. Was she happy without him? She looked like she was doing okay… And if she was, did that mean he could stop feeling guilty for leaving?

“You’ll never stop feeling guilty…” he muttered. That was the truth. He felt guilt about everything. Even Harry’s illness, because apologies always mean something to someone, even if it’s just the person offering it.

Peter stopped as a big van pulled up. He was nearing a western entrance to Central Park. A few people got out of the van carrying blankets and food bags and various other supplies. “Well, then…” He jumped into tree and followed the people as they set up a small picnic area. Before long, several people had come to partake in the kindness of the strangers. A woman in a lab coat had set up a small tent and seemed to be offering a medical check and shots. That was what Peter was most interested in. She examined each patient carefully. She released most of them, but would get anxious with a few of them, all male, and mostly young, and talk to them urgently before telling them to wait off in a secluded area with a few men who looked a bit too muscular to be anything but well-trained security. No one had a gun, but the whole thing seemed a bit odd.

Some of the people that she singled out tried to deny whatever she was offering, but she grabbed their arms and spoke to them in low tones until they were practically pale with fear of whatever she was saying. Peter wished he could get closer and hear what she was saying, but he couldn’t without getting seen.

He looked at the handful of young men she had singled out. They actually all looked to be in better shape than most of the people who had shown up to the picnic. He looked down at his suit. His first assessment was that the thing had been cheaply made. It didn’t look tactical, but not enough to draw attention without the mask. He cursed under his breath. He knew that he had fulfilled his obligation. He had a lead and Tony had said that was all he needed to get. He could retreat back to the Tower and pretend this little field trip never happened…

But he knew he was invested in this now. He jumped from the tree silently and hurried to a secluded place where he could remove his mask. He smeared dirt and mud on his face and coughed a few times to try and get his voice to sound like he was sick, or at least under the weather a little. He cringed slightly before also dirtying up the suit a bit. Without web shooters, getting himself involved was stupid, but he had to remind himself that he wasn’t Spider-man anymore, so he would have to learn to live without them anyway.

After a few minutes, he stumbled forward, holding his hand to his mouth to cough. He grabbed a sandwich and a water bottle, holding his coat around his body like he was cold even though it was a well-insulated suit. He sat down beside a tree and nibbled on the sandwich. He felt bad taking food from people who needed it, but he had to look like he wasn’t just there for the medical checks. He moved his eyes to the medical tent. Sure enough, he had gotten their attention. The woman kept glancing up at him. He coughed hard, pretending that he couldn’t catch his breath. He didn’t know if it was his illness that was attracting him or his build, considering even with the cloak, his physique was obviously healthier than the others.

Eventually, the woman from the tent approached him. “Would you like a check, Mister…” she trailed off.

“Bogart,” Peter said, remembering what Eddie had called him. He stood, putting the sandwich back in its bag. He held out his hand. “Henry Bogart.”

The woman didn’t take his hand and he was sure it was because he had been trying to hack up a lung for the past ten minutes. “It’s a simple medical check.”

“Sure,” Peter said quietly. He acted shy and small as she put her gloves on to examine him. After a few minutes, she did the same thing that she did with the others. She got a worried look. “What?” he asked.

“I think we need to do more tests… if that’s alright…” She was using a worried tone that was meant to make him worried that there was something wrong. He played is role perfectly.

“Am I okay?” he asked, trying to sound like he was shaking.

“I don’t know,” she admitted, “but I feel like we need to get more tests.”

“Sure.” He didn’t want to act too eager. He was taken over to the group of young men and waited for another hour or so without talking to anyone before the “good Samaritans” ushered the six men that they had gathered into their van. Peter kept to himself. It was very likely that one of these people might recognize him from working at F.E.A.S.T. and the last thing he needed was to be recognized.

The van drove around for a while before letting them out in an underground parking garage. Peter kept to the back of the group with his hands in his pocket, fingering the lenses of his mask. This was ridiculous… Tony was going to kill him for going AWOL so quickly. Or he’ll be proud of you for getting out there, a nagging voice muttered in his head. Peter rolled his eyes. The woman was explaining something and he tuned back into her little spiel. When she finished explaining what was going to happen, which he figured was a lie, they were herded into an elevator.

The door opened, revealing a sterile, hospital-like environment. They were divided into different groups and Peter was put with two other men that looked to be in better shape than the other three. When the woman turned her back, Peter threw on the mask and ducked away. The other men said nothing as he slipped away. Maybe they didn’t care that he was leaving. After all, this was a hospital, not some weird homeless-person slaughterhouse… he hoped; though the image he had conjured in his head was a bit too gruesome for his liking.

When he got into the hallway, he started jogging past several doors. He peered inside each one as he ran, but they were all empty. He froze when a team of men in black tactical suits stepped into the hallway from an adjacent one. They stopped and turned to the hallway to address the people still remaining. Peter tried the door to his right, but it was locked. He looked up. The men hadn’t noticed him yet. He closed his eyes and jumped to the ceiling, clinging to it. His heart raced and he figured it was because he was about to be found out. He crawled slowly over the men. It seemed his absence had been missed. These people didn’t know how to look up. Once they had passed under him, Peter dropped down silently and turned the hallway where they had come. A group of doctors, or scientists, was walking down the hallway.

He stalked silently, keeping low to the ground. What was going on here? What kind of hospital needed guards in full-blown tactical army gear? He walked until he passed a door that had no windows and a very complicated looking lock. He got back onto the ceiling and waited a while. Sure enough, the door opened and Peter had to suppress a gasp. Mr. Osborn?

Osborn stepped out of the room. He paused a moment, holding his head in his hand, before walking away. Peter grabbed the door and snuck inside before it closed. He stared at the room and shook his head slowly. There were terrariums and aquariums strewn about the room with machines with scientific mumble-jumble. He could figure it out given a few minutes. He dropped to the ground and walked around the room slowly.

He paused at one terrarium and his stomach dropped. Spiders… He tapped the glass gently. The creatures inside flinched softly at the tap, but otherwise didn't react. “Hello little guys,” he whispered. There were only two and they were huge. He noticed a third one, dead on the bottom. “Two more…” He scanned the room. “What are you doing, Norman?” His voice sounded odd in the room; like he was breaking some kind of oath of silence by speaking.

He walked towards a table where a glass tube that looked like a vacuum had… something… in it. The dark red and black thing writhed and moved around the tube. He tapped the glass and it flinched back away from him. It now seemed more agitated. The fact that he could tell what the thing was feeling through movement terrified him. “What… it’s alive…?” The thing lunged at him, slamming against the glass. Peter, despite knowing there was most likely very thick glass separating them, jumped back. He slammed into the table behind him, jostling the spider terrarium on it.

He turned slowly and followed the wires from the tube until he was standing face to face with an aquarium with green liquid inside. Peter put a hand on the glass and narrowed his eyes to peer into the murky liquid. There was… someone in there! He looked closer and gasped as he realized he recognized the person inside. “Oh god… Harry?!”

Chapter Text

Peter moved quickly. He backed away from the tank, ripping off his mask. He removed the coat as well and replaced it with a lab coat. If anyone came in, it would be better to be seen looking like he worked there. He ruffled his hair and hurried to the thing in the vacuum. “What are you…?” he whispered at it. The way it moved was haunting. It folded in on itself and writhed wildly as if looking for a way out. Peter tapped the glass again and it froze for a moment before lunging at the glass. This time, he didn’t even flinch.

He looked back at the tank and then back at the tube. There were black tendrils inside the tank and Peter moved his gaze slowly between the two. Was Osborn somehow trying to use the black creature to help Harry? He moved to a computer, shaking his head. “I thought Harry was being treated somewhere that wasn’t a crazy mad scientist lab...” He got on the computer and started flipping through the files. A lot of it didn’t make much sense out of context… until he came across one name that he recognized.

“Eddie…? Again?” he said, opening the file of Eddie Brock. He studied the file. They had a blood sample of his, but there was something weird about it. Peter clicked on the sample file and started at the blood cells. “What the…? What’s wrong with his white blood cells?” He studied it for a moment and went to click off when the door opened. Peter gasped and ducked behind the computer.

“Hello? Mr. Osborn?"

Peter didn’t recognize the voice. He slowly straightened up, holding his hands in surrender. In costume, this wouldn't be a problem. He could bag anyone and run. But he wasn't in costume. A large, muscular man was standing in the doorway. “Hi…” Peter managed quietly.

The man narrowed his eyes. “Who are you?”

“The… uh… new intern,” he tried sheepishly. It was a rather lame excuse and he knew it... and apparently, it didn’t work. The man reached to his holster and pulled out his gun. Peter bit his lip, but he couldn’t do anything without giving away who he was and what he could do. The man aimed the weapon. “Sir, please… Just… just call Mr. Osborn! I’m a friend of Harry’s!”  

“We’ll see about that.” He picked up a communications device. “Mr. Osborn, this is Treece. There’s been a breech in the symbiote room.” He paused, nodding. “Yessir. We’ll be right here.” He looked at Peter. “You better not be lying to me, boy, or that kid won’t be the only one in a tank.”

“What’s going on?” Peter asked quietly, but Treece wasn’t answering his questions. The man just stood there with his gun trained on Peter’s heart. He knew he could dodge if needed, but he didn’t want to give anything away. They were only there for a few minutes before Osborn pushed his way into the room past Treece.

Osborn froze when he spotted Peter and the two just stood there, staring at each other. “Peter…?” he whispered, shaking his head. “That’s… impossible. You’re dead…” He took a step forward. “I was at your funeral, Peter…”

“You were?”

“Who do you think paid for it?”

Peter cocked his head. He hadn’t really thought about who had paid for the service and the tombstone. There wasn’t a body to bury. The story was that he had donated it to science upon his death. “What’s going on here, Mr. Osborn?”

Osborn sighed. He lifted his hand and Treece stood down, but his finger remained on the trigger of the gun. Osborn walked towards the tank. “I wanted to save him,” he said quietly, placing his hand on the tank. “I didn’t know what else to do, and we thought Devil’s Breath was the way to do this… I couldn’t save his mother and I sure as hell wasn’t about to watch him die as well.”

“But… this?” Peter asked and then he pointed to the tube. “That? What is that?”

“The thing that is going to save Harry,” Osborn said. “It’s a symbiote.”

“Sir… should we be disclosing this?” Treece asked.

Osborn smiled. “Don’t worry Treece… this boy is Harry’s best friend. He will see it our way.”

Peter wasn’t so sure Osborn would like what he really thought about this. “But Harry… I thought he was being treated.”

“He is,” Osborn insisted. “No modern medicine could help him, so we had to find something else, and so we have the symbiotes.” Peter looked at the red and black one inside the tube and then the black tendrils in the tank. Symbiotes… more than one. He shuddered.

“This is mad science, Mr. Osborn!” Peter argued. “Harry needs a doctor, not… Whatever this is!”

Osborn’s smiled faltered. “Peter… I thought you’d understand…”

“I do. I’d do anything to save him too, but this… the homeless… what happened to them? To the people that Devil’s Breath killed!”

“Peter,” Osborn said. His tone had changed. He was no longer talking to his son’s best friend. He was talking to someone who he had to convince… or kill. “They were necessary sacrifices…”

“Harry wouldn’t want this!” Peter snapped.

“At least he’ll be alive!”

“Not like this!” Peter’s whole body was trembling. Harry may wake up from this and may be okay afterward, but he’d have to live with the guilt of all those people who had to die so he could live. That wasn’t fair. Peter took a step towards Osborn and Treece stepped forward, aiming his gun.

“Back up.”

Peter froze. Now he was in trouble. He could get out of there, but doing so would mean revealing that he had super powers. He darted forward and started for the door. Maybe he could make this look good. Treece started firing, but Osborn shouted at him. “Stop that! There is sensitive equipment in here!”

Peter lunged for the door, but he was rusty and he wasn’t trying to give anything away. Treece was faster. He punched Peter hard, sending him back into the room. He fell hard onto a table and the sound of glass shattering resonated throughout the room. Peter’s first fear was that the thing had been released from the tube, but he turned to see that he had landed on a different table.

His eyes widened. The spiders! He rolled over the glass and fell onto the ground. Osborn was shouting, but it wasn’t at him. Treece stood over Peter as he crawled away from the broken glass. He looked up and his eyes widened. Harry was staring back at him. Norman was by the tank. A gun shot rang out and pain shot through Peter’s shoulder, but he didn’t stop. Treece had aimed for the flaws in the armour of the Noir suit. He put his hand to the wound, pulling it away to study the blood. The pain was overwhelming. Two years off the field had done a world of damage to how well he worked. He crawled to the tank and fell against it. Inside, Harry thrashed as Peter put his bloodied hand on the glass. Osborn’s shouts for doctors were lost in the blood roaring in Peter’s ears.

His vision blurred and his head slammed onto the glass as he lost consciousness.

Miles stared down at the computer while MJ zoomed in on it. “What do you think about him?” he asked.

She shrugged. “Guarded… nervous… scared?” she added, cocking her head as she studied the photo. “A new guy, maybe, but he wasn’t a kid like you.” Miles scowled. He hated that they still called him a kid. He would be graduating high school soon and then he’d be a college student and they couldn’t call him a kid anymore. He had wanted to shed the name “Kid Arachnid” for a while, but it never seemed like a good time to call himself Spider-man, and he couldn’t think of anything better. He sighed and fell back on the couch behind MJ. “How’d midterms go?”

“Fine,” he said quietly. “I guess… I was beat.”

“Well, you did save Eddie’s life, so there’s that…”

Miles stared at the ceiling. “Don’t you have a date with him?” he asked.

“No,” MJ snapped. “We’re just going to get dinner. Mind your own business.”

He sighed, closing his eyes and putting his hands behind his head. He’d have to go out there soon and fight crime, or break into Oscorp or do something heroic. “Did… Peter…” He sighed and rolled over to his side, staring at the back of the couch. “Did Peter ever want to quit?”

“All the time,” she answered without looking up. “It’s not easy.”

“How did he think he’d go out?”

“Dead.” He voice was bitter and all he could do was curl his knees to his chest. Now probably wasn’t the best time to bring up Peter. They had been avoiding the topic as much as possible to avoid moments like this; where they wondered where he was, if he was alive, and if he was, why hadn’t he attempted to contact them? “Peter always knew this job would kill him,” she continued, a little more gently. “That’s just who he was. He talked about giving it up… getting out before it killed him, but he couldn’t. He was… a guilt-ridden person. He thought the whole world was his responsibility, even when he couldn’t carry that burden.” She sighed and stood up. “Don’t you need to go to work?”

Miles rolled off the couch and grabbed his mask, putting it on in one fell swoop. “Have fun.” He shot a web and flew out, leaving his jacket on the ground. He didn’t know if he was getting a worse attitude, or she was. He supposed it didn’t matter. They would have to learn to talk to one another about Peter without it turning into an argument. He had only really known Peter for a year, and in that time, he had been guarded and kept Miles at arm’s length. Sure, they talked, but it was like Peter had been afraid.

He swung through the air, letting the frigid air chill him to the bone. He wanted to go after Li, but no matter what angle they attacked him from, he was untouchable. The only thing they really could do at any at that particular moment was just assassinate the guy, and never MJ or Miles was ready to cross that line. Spider-man didn’t kill and Kid Arachnid wouldn’t either.

When he realized where he had managed to swing, he landed on the sidewalk and looked down the street. He sighed softly and waked down the street, wrapping his arms around his body as snow started falling. It was his old street. When he stopped at his old house, or what was left of it, his stomach churned. It was an empty lot with the bones of the house still standing. He walked up the driveway and headed for the backyard where the old shed was. Sure enough, there were still clothes in there. He put on a jacket and some pants without thinking. It was just like coming home after a long night… but the house was empty and the people were dead. He pulled off his mask and shoved it in his pocket. The clothes were old and they smelled like they looked, but he didn’t care. He’d go do the vigilante thing eventually, but for now, as Peter said, never visit graves in costume.

His feet didn’t take him to the graveyard, though. They took him further into the city; so deep that he was actually happy he had powers for once. He paused at an apartment complex and sighed, looking up. He hadn’t really reconnected with his uncle after his parents' deaths’, but he needed to talk to someone, and MJ wasn’t one to talk to and Peter was… not around. Miles shoved his hands into his pocket and climbed the steps to his uncle’s apartment.

“Uncle Aaron,” Miles called while knocking. Someone had been moving inside, but that movement stopped when Miles spoke. There was silence on the other side of the door for a moment and then the door opened.

“Well, look what the cat dragged in…” Aaron said, leaning on the doorframe. “How’s life on the other side of tracks, kiddo?”

“Fine… can I come in?”

Aaron looked behind Miles and then stepped back, letting him inside. The apartment was unkempt, but not a total disaster. It was more unkempt than it usually was, though. “What do you want?” Miles didn’t answer as he sat down on the couch, staring down at his gloved hands. “Your dad dies, and I get nothing… your mom dies and still I get nothing from you.”

“The street goes both ways Uncle Aaron…” Miles whispered.

“Does it?” Miles was beginning to think this was a mistake. He clenched his fists and went to stand, but Aaron sat down next to him and put his arm over his shoulder. “What’s eating you?”

Everything… Miles thought. I’m Spider-man… the only one now… I can’t balance that and school work... and apparently the only way out of this life is to die. I'm scared... How do you do it, Uncle Aaron? How do you not care and detach from everything? “Just school,” he said.

“That private prep school?” Miles nodded. “Well, you know what your dad would say…”

“Suck it up,” he said with a laugh. He clenched his fists. “I’ve just been busy… too busy.”

Aaron stood and walked to the kitchen, pulling out a soda. He tossed it and Miles caught it without even looking. “Good reflexes, kid.”

“Thanks…” He opened the can. It exploded a little, but it had already been rather flat by that point. He sipped the dark liquid, holding it in his hands like a cradle. “I miss them,” he whispered. He didn’t feel like he could talk about this with MJ. She was a nice person, but sometimes he felt like she didn’t listen… or maybe he was being too sensitive.

Aaron sat beside him. “I know…” They sat in silence for a minute. Miles sipped at the flat soda. The can chilled his hands through his gloves, but he held it like someone holding a cup of coffee on a cold day. “Where are you staying, anyway?”

“With a friend,” he answered. He had been off and on with MJ and the school. He mostly spent time at MJ’s, since it was easier to sneak in and out of her apartment, but sometimes he just needed a night off from being Spider-man.

"Well, as long as you got a roof over your head." He leaned back against the couch and sighed. "So, that Spider-kid..."

"Kid Arachnid?"

"Yeah. Do you think he's doing a good job out there replacing Spider-man?"

"No..." Miles muttered. "Do you?"

Aaron laughed. "He makes it easier for the criminals to get their jobs done." Miles flinched when Aaron patted him on the back. "But I imagine he's doing his best, right?"

"He could do better," Miles said with a shrug. He stood. "I should get going. I've still got midterms, and then Christmas break."

Aaron smiled. "It was nice seeing you again, Miles," he said. "Stop by any time, alright? Don't be a stranger. Do you have any plans for Christmas?"

Miles shrugged. "I don't know."Crime  doesn't really take time off for the holidays. "It's whatever..."

"It's not. If you've a minute, why don't you stop by?"

"Will do," Miles said. "Thanks, Uncle Aaron... I'm sorry it took so long to come here."

"Anytime, kiddo." His phone rang and he grabbed it. His smile turned to a frown and he waved Miles on. "Duty calls, Miles. See ya around."

Miles nodded and hurried outside. When he was a good enough distance away, he put on his mask, discarded the clothes and then jumped into the air. He sighed as he landed hard on the roof of a building. With a soft groan, he called MJ.

"What's up?" she answered. She sounded like she was in a hurry and Miles imagined that she was probably getting ready for her not-date with Eddie Brock.

"I... I'm going to Oscorp," he said.

"Kid, I don't think that's a good idea. The Avengers--"

"Can't legally touch Osborn without due cause," Miles interrupted. "But we work outside the law. If the people who attacked Eddie are Oscorp employees, then we need to start working that case before someone else gets hurt."

MJ sighed. "Alright. I'll cancel with Eddie so I can be here if you need me."

"Don't do that," he said. "You go have fun and I'll make sure I don't need you. How's that?"

She was silent for a moment and Miles knew why. She was tired of sitting on the sidelines while the people who she cared about risked their lives. "Okay. Just... please be careful, Miles. And you call me if you need to, okay?"

"I will," he promised and hung up. He stood slowly and stared at the massive, towering building in the distance. With a smile, he ran towards the edge of the building and leapt.

The lights in the sterile white room were blinding. Peter opened his eyes and instantly shut them tight. He tried to move, but found that his hands were strapped to the bed like someone in the psych ward of a hospital. He groaned softly.

"Try not to move..."

Peter gasped and opened his eyes. He had thought he was alone. He turned his head to see a woman with thick glasses and a unkempt bun in her hair. "Who... what's going on?"

"Good evening, Mr. Parker. How are you feeling today?"

"I'd be better if I hadn't been shot and then strapped to a bed like some weird science experiment..." Peter muttered. His head was screaming and he wasn't sure if it was due to getting shot, whatever they had given him, or his spider senses going all sorts of haywire.

"Apologies, Mr. Parker," she said. She didn't have an annoyed or even mean spirited tone to her voice. Instead, she seemed genuinely concerned about his health and comfort. "My name is Dora Skirth. Mr. Osborn will be here momentarily. Until then," she stood, "would you like anything?"

Peter sighed. He bit back an annoyed retort and opted for a smile. "I guess you can't release me, so I'll settle for water."

She nodded slowly and went to the sink, returning with a glass of water. She helped him drink and then placed the cup on the side table. The water had been cool with a metallic taste to it, but it soothed his sore and dry throat. "Better?"

He nodded. "Thanks."

"Of course." She started for the door, but it opened before she reached it. Norman stepped into the room and looked around, his eyes scanning it.

"That will be all, Dora, thank you." She nodded and quickly ducked out. Peter watched as Osborn walked to the foot of his bed. The man was studying the room as if he had never seen it before. His eyes darted from one corner to the next and they settled everywhere except in his son's best friend who he had strapped to a bed like some criminally insane inmate. "Good evening, Peter," he said, as if greeting Peter the way he had been greeting him every time he came over to watch movies.

"Let me go, Mr. Osborn," Peter snapped. "I haven't done anything!"

"You broke into my labs and dug through personal files. Thanks to your little exploits in that room, we lost the last two spiders. Everything with those creatures... gone!" He slammed his hand on the foot board. Peter flinched back as much as he restraints would allow.

"Why spiders?" Peter asked cautiously. He wasn't sure Norman would give him that information, but it was better to ask than wait to see if something would be explained.

"We needed the Spiders to stabilize the venom, otherwise the instability of the symbiote will destroy Harry. That's what happened to all the other test subjects. No one was a perfect match. Those two spiders were our only survivors and you destroyed them." He shook his head and rubbed the bridge of his nose irritably. "No matter... it's a minor setback." He lifted a vial with a piece of the black, writhing creature inside. "I wanted you to be alive when Harry woke, Peter. I was devastated when I heard of your passing because I knew how much having you here would mean to Harry."

Peter didn't like the sound of this. He turned his head. They had recovered his mask, suit and hat and it was folded nicely in the chair beside the bed. Peter clenched his fists as Osborn walked towards him with the vial.

"I hope you are still here when he wakes up," Norman said quietly. "But if not... no one is looking for you, Peter. You're already dead." 


Chapter Text

4. I Guess I'll Burn in Flames


Peter thrashed against the restraints, but his wild flailing was weakening. He gasped for breath. A voice was screaming in his head, fighting to be heard over his own thoughts of terror, confusion and pain. Norman had left him with Dora to take notes on what was happening.

Eventually, the thrashing settled. Peter was left gasping for air like a fish out of water. He had broken one of his restraint in the struggle. "Your vitals are holding steady," Dora said, her eyes wide. "This is incredible... no test subject as survived this long with the creature..."

Peter shook his head. How many people had gone through this...? How many more would die to save Harry? "You... you have to let me go!" he gasped. "This is wrong!"

"I can't do that, Mr. Parker..." Dora said quietly. She walked towards him, probably believing him to be too exhausted to fight back now. She had a syringe in her hands; probably to take blood. Take out anyone who stands in your way... Li's voice sprang to life in his head, joining the chorus of consciousnesses that occupied his thoughts. As if on it's own accord, Peter's free hand shot forward. Dora was out if arm's length, and he was grateful for that, but then inky black tendrils shot from his hand and arm, slamming the woman against the wall. Peter watched in horror as the ink wrapped around her throat, squeezing tight, and invaded her mouth and nose. He felt its need to self-perserve; to protect its host. Dora screams turned to sickening gurgles and terrified whines as the ink tried to consume her.

Peter ripped his other arm from the chains. He grabbed his mutated limb and pulled. "No!" He shouted, unsure to whom he was speaking. "Stop! Leave her alone!" Almost instantly, the ink receded and Dora dropped to the ground, gasping. "I'm sorry..." Peter gasped as he removed the hospital gown and put on the Noir suit. He wasn't too concerned with them knowing that he was Noir. If Osborn ousted him, then he'd have to admit that Peter Parker wasn't dead and then he'd have to explain how he knew that. Peter's identity was safe as long as Osborn didn't want to admit to kidnapping homeless people and Peter didn't want to admit to being alive. Their secrecy was symbiotic.

Just as he threw on his mask, the door to the room was busted open. An armed guard slammed into the wall and stuck there. Peter stared at the webbing and then spun around in just enough time to see Kid Arachnid lunging into the hospital room. Before the kid could say anything, the door slammed shut. Peter looked up at the observation platform as Treece brought his hand down on a button. A loud blast rang through the room. Peter screamed and writhed while the others in the room seemed only mildly put off by the noise.

The feeling was like his head was being split open. The voice that had invaded his mind howled and roared in pain and he echoed its screams. Miles was by his side and Peter could hear him shouting, but Kid's voice just mingled in with the Other. Peter clawed at his head.

Just as quickly as the pain started, it ended as the inky black creature ejected from his body. The blob hit the ground hard and writhed in it's own pain. Peter watched it. He knew what it was going through. He felt almost bad for the thing. Dora was the first to break the spell. She grabbed one of the containment tubes for the thing and captured it. Once it was sealed, the sonic attack ceased.

Peter stood slowly with Miles' help, leaning on him. "Noir?" Miles asked. Peter nodded. "Kid Arachnid. You wanna explain what that was?"

"I will when I figure it out," Peter said. He looked up at the observation deck, but Treece was gone. "We need to move." He turned to Dora. She was standing in front of the door with a handgun in her hand, trained on them. Miles went to attack, but Peter grabbed his arm. "We're going to go now," he said quietly. She didn't move. He walked towards her and when he got close enough, he put his hand on the barrel of the gun. It trembled. He gently lowered her hand down and she stepped to the side. He nodded to her and then motioned Miles to follow him.

As they stepped out, Dora grabbed his arm. She was shaking and her eyes were bright with tears. "Thank you..." she whispered. Peter looked at the symbiote in the tube. He wanted to take it with him... to destroy it, but he had shared a consciousness with the creature... whatever it was. It had a consciousness. It was alive, and he wouldn't destroy the life form even if it meant having to deal with it. That, and if he stole the creature, Dora would most likely be killed for the failure.

And if it had any chance of saving Harry, Peter couldn't destroy it.

"Let's go!" Miles snapped, pushing Peter through the door. The two hurried through the halls. "What kind of powers do you have?"

"Super strength and reflexes," Peter answered. "Freak lab accident. You?"

Miles laughed. "Bit by a spider." He stopped under a vent and shot a web to open it. Pride flowed through Peter. Miles was becoming a seasoned vet at this whole breaking and entering thing. It was an odd thing to be proud of, but it was something, at least.

Before they could leap into the vent, gunshots rang through the hallway. “Don’t let them escape!” Treece shouted, waving his soldiers forward. Peter rolled his eyes and grabbed Miles, darting down the hallway.

“What are you doing?” Miles snapped.

“We don’t want to engage these guys! Just run.”

Miles shook his head, but he fell in line, taking the lead in front of, what he perceived as, the new guy who didn’t know where he was going. Peter said nothing. He was supposed to be an outsider from Atlanta. The two tore through the hall, dodging and zigzagging away from the bullets. It seemed that Treece didn’t have any enhanced soldiers on his team, and for that, Peter was eternally grateful. He knew he was giving away to Osborn that he had powers, but that didn’t matter as much. Osborn’s empire probably meant more to him then their petty squabble.

Peter clenched his fists as they ran. This was going to get out hand. “Jump out the window!” he shouted as they spun into a hallway.

“Are you nuts?” Miles shouted. “Unless you have a grappling hook in that coat, that’s suicide! Do you even know what floor we’re on?”

Peter flinched as the gunshots started again as the team rounded the corner. “Don’t care!” he shouted. Miles knew he was enhanced, so the fall shouldn’t be an issue. He lunged through the window and glass shattered around them as they fell. Peter’s eyes widened. This wasn’t just any drop, this was a drop from the top floor. His stomach did all kinds of summersaults as they fell. His first instinct was to shoot web, but that wasn’t going to happen. He threw his hands out and the wind caught the trench coat.

Vertigo hit almost instantly. His heart started pounded in his throat and vomit was beginning to rise. Come on, Pete! You’ve been in freefall before! he berated himself. Just as they neared the top of the higher buildings surrounding Oscorp, Miles grabbed Peter’s jacket and their freefall became a pendulum. Miles deposited on the nearest roof and Peter rolled with the impact. Miles’ landing was smoother and just as Peter recovered, they ran towards the edge. His heart felt like it was going to beat out of his chest and he couldn’t breathe.

“Don’t slow down!” Miles shouted, but the gap between them was widening. “You said you’ve done this before!”

“I need to be on the ground!” Peter shouted before he could stop the words. “I can’t… be up here…!” Miles shook his head, cursing under his breath, and grabbed his hand, throwing him over the edge. Peter let him and closed his eyes as they fell. Miles hit the ground first and caught him. Once on the ground, Peter couldn’t find his feet as he followed Miles through the alleyways. He slammed into trash cans and missed jumps that he could make in his sleep. They weren’t being chased anymore, but Peter knew they wanted to get as much distance between them and Oscorp as possible.

After several minutes of running, Miles led them into Central Park and to a secluded place under a bridge. Miles stopped once they were hidden and Peter fell to his hands and knees beside him, gasping for air. He pulled up his mask enough to expose his mouth and violently expelled the contents of his stomach.

“Whoa, whoa! Are you okay?” Miles squatted beside him, putting a hand on his trembling body. “Mister, what’s wrong?” Peter couldn’t breathe and he couldn’t stop shaking. Now that the adrenaline was gone, he was feeling weak and sick. Whatever Osborn had done… You know that’s not what this is… a voice whispered in his head. It was a tiny voice, but it was there. Miles had moved away from him and seemed to be calling someone. Peter couldn’t hear him over the roaring in his ears. His elbows buckled and he barely managed to aim away from the vomit before hitting the ground. His eyes rolled back and everything went black.


Miles sat with his hands in his lap, twirling his thumbs together as MJ drove them through traffic. Luckily, it was getting close to the middle of the night and there wasn’t too many people left on the road compared to daytime traffic. Miles looked in the backseat where Noir was sprawled on the seat. They hadn’t replaced his mask over his mouth just in case he threw up again. “He just passed out?”

Miles nodded. “He started getting all panicky on the rooftops.” He turned back to the front of the car. “Are we sure this guy knows what he’s doing?”

“No,” she said with a shrug. “But if the Avengers called him in, he can’t be 100% incompetent.”

“Maybe he’s afraid of heights?” he suggested.

“Maybe…” But she didn’t sound convinced. She pulled up as close she could to the Avengers Tower. “Alright, this is your stop.”

“How’d your date go?” Miles asked.

“Out,” she snapped, but punctuated it with a smile. “Let me know what they say.” Miles saluted and pulled Noir gently out of the seat. He walked towards the Tower as MJ drove off, leaving him to face the tower himself. He didn’t even make it to the front before he heard the mechanical whirring of the Iron suit. Tony landed in front of them.

“Well… I see you’ve returned my superhero. What happened? He went dark almost twelve hours ago.”

Miles shrugged. “Oscorp had him.”

“Oscorp? Why?”

“He probably knows…” Miles offered sheepishly. He hadn’t spoken to the other heroes in the city much, especially after Peter’s death.

Tony nodded. “I’ll take it from here, Kid. Thanks for bringing him back.”

“I’m coming in,” Miles said firmly. He gripped Noir tightly, indicating that he wasn’t going to just hand over the unconscious superhero without a fight. “New York is my city.”

“Yeah, and this problem is Noir’s. I’ll let him come out and play later, but for now, he needs to rest.”

“I want to hear what he has to say.”

“He’s unconscious. He’s not saying anything.”

“Then I’ll take him to his room,” Miles said, holding his ground. Tony loomed over him, but Miles didn’t even flinch. Ironman laughed.

“You get spunk, Kid, I’ll give you that. Come on.” He motioned Miles inside and the two went in silence to an elevator. Miles hadn’t been in the Tower since Peter had tried to kill him, and he kept his head down just in case he saw something that had a “or we’ll have to kill you” clause hidden in it. Tony led him to a secluded floor and then into a bedroom. Miles deposited Noir on the bed and sat down. Tony connected the man to a heart monitor. “J.A.R.V.I.S., vitals report,” he said as he stepped out of the suit.

“Good evening, sir. Noir had a severe spike in his vitals before losing consciousness,” a British mechanical voice reported.


“No, sir, it appears he suffered from a severe anxiety attack.”

Tony sighed and crossed his arms. “I figured this might happen.” He turned to Miles. “The guy had a rough time of it where he’s from. He came up to New York to get away from it all.”

“He came to New York because his home town was too demanding?” Miles asked.

“In hindsight, I realize my mistake…” Noir whispered. "Atlanta was never this crazy..."

Tony smiled. “Welcome back to Kansas, Dorothy.”

Noir put his arm on his forehead. “I didn’t ask you to give them my life story, Tony,” he muttered. “Where are we?” Tony gave him a look that just screamed ‘use your head, idiot.’ “It was Oscorp…”

“Yeah, the Kid told me…”

“He’s got some strange creatures in there that can bond with humans, or something.”

“Did you destroy it?”

“It was alive.”

Tony sighed. “Junior heroes and their no-kill policies. You’ll learn one day that lethal force isn’t just a necessary evil, it’s actually a good thing.” He rubbed his face and shook his head. “Look, the Avengers have some stuff to do overseas, so you’re going to be on your own, alright? Can you handle this with Kid Arachnid?”

“Handle this?” Noir sat up, swaying with the sudden movement. He applied pressure between his eyes with one hand while motioning to Tony with the other. “You said all I had to do was investigate! I found the homeless, Stark! That was the deal.”

“Then leave it to the Kid to finish,” Tony said with a shrug. “But I’ve got to go.” He walked out of the room. Noir fell back into the bed with a groan and Kid looked between the two.

He wasn't so sure about this little team-up... It was already becoming a mess.

Tony rubbed the bridge of his nose as he walked away. He hardly even looked up at Rogers as he walked by him. "You're pushing him too hard," Steve said.

"Can it. I don't need to hear it from you," Tony said. He ran his hands through his hair with a long sigh.

"That kid..."

"Stop it," Tony snapped. "He's not a kid, Rogers. He's a grown man. Just because he's in here acting like a child, that doesn't mean he is one, or we should treat him like one." They were well out of ear shot by that point. Tony stopped and leaned on the wall. Maybe he was pushing Spidey too hard. Or maybe he wasn't pushing hard enough. "You guys can handle this coming mission without me, right?"

"You told him you were leaving," Steve said, crossing his arms in an accusing manner. "Are you staying to help?"

He shook his head. "I'm staying to make sure he doesn't kill himself. I'll help only if he needs it..." He put his head on the wall. "Panic attacks, Rogers..."

"He's not ready."

"Maybe not," Tony agreed. "But he needs to make a choice. If he doesn't want this job anymore, that's fine, but he can't just sit here and remain in limbo forever. He needs to decide if he wants to be a hero or not, and he won't be able to if we let him remain here without pushing."

Steve sighed and made to retort, but he seemed to think better of it. "I hope you know what you're doing, Tony..."

He closed his eyes with a long breath. "I hope so, too..."


Osborn stared at the writhing creature in the tube as Dora handed it to him. “He survived?” She nodded. That was interesting and odd. He had honestly not been expecting Peter to survive the bonding. No one so far had. He went to speak again, but looked up as Treece walked in. “Where is he?”

Treece braced himself and Osborn narrowed his eyes before the man even spoke. "He and Kid Arachnid have escaped, sir."

Osborn released a long, hissing sigh at the news. Of course... nothing could go smoothly for them. That would be ridiculous. He clenched his fists angrily. “What the hell am I paying you for?” Osborn shouted. He gave the symbiote to Dora while he advanced on Treece.

He wasn't remotely intimidated. “To guard this operation, not to catch meta-humans,” Treece said, crossing his arms. “But I’ll get a team on it.”

“Don’t bother,” Osborn said, waving Treece away. He was paying for their services, but he didn't have to like it. “I have someone else to do this job. Right now, I need you to get rid of the subjects left.”

“Get rid of them, sir?” Dora asked quietly before Treece could say anything. “Why?”

Osborn looked at the symbiote in the tube. It wasn't writhing as much as it had been. His gaze moved from the creature to where Harry had been moved from the tank to a bed. Peter’s little infiltration had damaged the tank beyond repair, speeding up the process. But without the spiders, it was incomplete. They needed the spiders… “What are you waiting for?” Osborn snapped at Treece. “Get rid of the other subjects now!” Treece narrowed his eyes and left without saying a word. “Idiots…” He hated working with this private guard, but their partnership would soon end. He needed the symbiotes to save his son’s life, and Treece needed them for an army. “Give the symbiote to Harry…” They didn’t have time to rebuild another tank. They were just going to have to do this in a different order. Dora nodded slowly and took the tube out of the room.

The only thing that announced the presence of the next guest was the slight whoosh of air in the otherwise still room. “You rang?” the newcomer asked. Osborn turned to see the man in a dark royal purple outfit with black eyes and a tattered cape.

“Prowler… nice of you to finally join the party." He turned back to Harry. "I need Kid Arachnid.”

“Alive?” Prowler asked.

“Preferably, but that doesn’t mean I need him whole.” He shook his head. “But if you can’t get him alive, then I need as much of a sample as you can get.”

“It will be done. And what about this new kid on the block, Noir?”

Osborn looked down at the room below as Dora walked in with the symbiote that had bonded with Peter. I’m sorry, Harry… he thought as he placed his hand on the glass. But Peter has become a liability. This isn’t how I wanted this to go. I wanted everything to go back to normal when you woke up, son. I tried, but he got in my way, and he will only continue to get in my way, and if I have to choose between you and him… it’s not much of a choice… He didn’t turn to Prowler when he spoke. “I want him so far in the ground, no one will ever find his body.”

Chapter Text

5. I'm Tired of Caring


Peter closed his eyes as he stood in the training room. His stomach was twisted in knots but Stark was right. He had to resume control of this, whatever it was, before anyone else got hurt. His show on the rooftop the night before could have gotten him, or worse, Miles killed. Peter wasn’t sure he’d be able to live with himself if Miles had gotten hurt due to his inability to act on move sets that he had all but perfected years ago.

Miles had gone home a couple hours ago with the promise that they would work the Osborn case together. Peter really didn’t want Miles anywhere near this. Osborn was not someone Peter wanted to tangle with, and he was adamantly against Miles getting into the crosshair of this disaster. Nothing good would come of it and it would only end in bloodshed. But Miles was headstrong and he wasn’t about to let his Atlantic partner take over his city on his watch.

Peter flinched when a hologram came up behind him. He spun and used his hands to thrust the hologram away, but his movements were too much like Spider-man’s. He needed Noir to have a different fighting style or fighting side by side with Miles would reveal his secret. There was only so much he could do in the augmented reality training room, though. He had learned to be Spider-man on the streets. Now he was learning how to be a new superhero in the midst of fake enemies and no stakes. The holograms didn’t even set off his senses. They posed no threat. “J.A.R.V.I.S., any advice?” he called to the British robot above.

“Mr. Spider-man, perhaps training in here is not the best option. Maybe you should take it onto the streets?”

Peter looked down at his gloved hands. It made sense… Which shouldn’t surprise him since the “butler” was actually just a super advanced AI. He clenched his fists with a slow nod. Tony had already been telling him that he needed to get back out there… Now was as good a time as any to get out there and fly… Or die, he added grimly. “Alright… you’re right. I just…” He sighed, moving his two middle fingers to his palm in a motion that was all too familiar. “Without my web shooters…”

“Mr. Stark did not just stop at making you a suit, Mr. Spider-man.”

Peter turned as a panel in the room opened to reveal a wide arrange of gadgets. Peter shook his head with a soft laugh, but before he could say anything, he heard Tony walking into the room. Peter looked away from him and down at his hands. “I guess I went overboard with them,” Tony said.

“I thought you were leaving,” he said, avoiding the Avenger’s gaze.

“The Quinjet is ready, but I wanted to see you before I took off,” he said. He crossed the room to the panel with the gadgets and picked up a grappling gun. “It won’t replace web shooters, but it’ll help you get around the city in a way that’s more comfortable for you,” he said. He picked up another gun and tossed it at Peter, who caught it without as much as a flinch. “Taser,” Tony assured him. “I didn’t think you were ready for real bullets.” He picked up a pair of gloves. “They simulate the ability to stick to walls, along with your boots.”

“Don’t need them,” Peter said.

“You do if you don’t the world knowing you’re Spider-man.” Peter shrugged. Tony was right. “Infrared and night vision in the lenses and a direct link to J.A.R.V.I.S. if you need any help.” He put one of the gloves on and walked up to Peter. He put a hand to his chest and a blast came from Tony’s palm, sending Peter stumbling back slightly. “You can adjust the strength of it. It won’t replace your web blossoms, but the repulsor blasts will help you crowd control if you need it.” He handed the gloves to Peter and he took them while studying the work. They were a marvel in their own right. The top surface was tightly knitted fabric and the fingers had ridges that, had he not had spider powers, would be pretty useless, but they looked the part. The palm had a smooth black spot that he figured was the repulsor. “You’ve got what it takes in the martial arts department, but these gadgets will make it look like a lot of your powers come from them and not inside you.” Tony continued with a smile. “You’ll be fine out there, Spider-…”

“Peter,” he said while turning his head away. It was weird to hear that name… to say that name.

Tony cocked his head. “What?”

“My name… It’s Peter…” He figured that Tony deserved to know that much about him after everything the man had done to get him back on his feet and keep him there. He looked up. “But you can’t tell anyone, alright?”

Tony stared at him for a moment and then the widest smile came over his face. “I won’t, but I can’t wait to rub it in the other Avengers’ faces that our little hobo roommate trusted me over them with his name!”

Peter couldn’t help but laugh. Sure, Tony was a big man in a suit of armor, but he had his charms. He put on his gloves. The moment had passed for the better and the air in the room felt a little lighter. “I’m going to go fight crime. You go save the universe… Or whatever you guys do.”

“Universe?” Tony smiled and patted Peter hard on the back. “No, we’re just saving the whole world today. You go on and save the city.”

Peter laughed softly as Tony walked away from him, leaving him with the gadgets. His “saving the city” wasn’t really as big as they both made it out to be. He was mostly just saving Harry and a handful of homeless people, but it was worth his time, at least. He strapped the bells and whistles to the hostlers and he waved good-bye to the room. Crime fighting would get his blood pumping and maybe he could try getting on the roof tops without freaking out again.

As he stepped out of the tower, he took a deep breath through his mask. The cold air filled his lungs. It hurt, but it felt good. He was trembling slightly, but he shook his hand to try and stop it. “Alright, New York, what have you got for me today?”


Harry opened his eyes to a dimly lit room. His vision was blurred and his thoughts were fuzzy. His whole body felt like it was made of lead. How long had it been? And had it worked? Surely it had… He turned slowly to see his father sleeping in the chair beside the bed. “Dad…?” he whispered.

Norman opened his eyes slowly. At first, he seemed confused at where the voice had come from and then a smile spread across his face as the realization hit him. He moved to Harry’s bedside and grabbed his hand. “Oh, Harry,” he whispered. Harry couldn’t help but smile back. His father wasn’t a man who smiled often. In fact, a smile was a rare thing for Norman Osborn, but when he did, Harry always felt a sense of pride and a joy to see it. It was even rarer that he was the one who made his father’s smile appear. Norman put his hand on Harry’s cheek. “Welcome back, son.”

Harry cocked his head. Was his father crying? It wasn’t weeping, but there were tears welling up in his eyes. Harry leaned into his father’s touch and then he tried to sit up.

Norman sat on the bed and stroked his son’s hair with gentleness that didn’t seem possible for a man with such power. “No, no… just stay down. The treatment… took longer than expected, and there were some complications,” he said gently. “But… we’re almost done.”

“Almost?” Harry whispered. He had thought when he woke up the treatment would be finished completely.

Norman nodded slowly… carefully... “Yes, almost. Soon, once we get the last few ingredients, we will finish, and everything will be okay.”

Harry closed his eyes and suddenly images flashed in his mind. He wasn’t sure if they were memories or nightmares, but they were as vivid as a movie playing right in front of him. The most prominent of those images was Peter Parker. He remembered a gunshot and blood. A handprint streaked down glass through a green filter. “Dad… where’s Peter?”

Norman stiffened for a moment, but then he relaxed. He hugged his son tighter as if protecting him from something. “Harry… I don’t know how to tell you this, but Peter… He died a couple years ago.”

Harry blinked and for a moment, he didn’t comprehend what his father had said. Peter… was dead? He couldn’t be dead. They had always been there for each other. Peter was dead? And Harry hadn’t been there for him? Had he died alone? Had he suffered? “What? What happened?” Was the gunshot involved? The image flashed again, even more vividly this time. His father had been there in the room. He could hear Norman’s voice barking orders at someone else as Peter crawled through glass.

“There was a series of bombings and he was on one of the subways that were targeted,” he explained gently. “I’m so sorry, son… but I don’t think he suffered.

Harry shook his head slowly. That wasn’t true. “N-no… He was shot,” he said. “Someone… shot him. You were there…”

Norman put a hand on Harry’s arm with cautious love. “Peter’s dead, Harry,” he insisted.

No… a voice hissed in his head. It wasn’t Harry’s voice. He flinched and looked for the source, but found no one in the room but him and Norman. Peter Parker… Suddenly all he could hear was screaming… Peter’s screaming. The memory of pain consumed him. Harry pitched forward with a loud shout, gripping his head and digging his nails into his scalp. Norman pulled away from the bed, calling for a doctor. Alive… the voice hissed.

“Where’s Pete, dad?” Harry insisted through clenched teeth.

“He’s dead,” Norman repeated. Fear was rising in his voice. Fear and… concern? “I swear to you!”

“Where’s Peter?” Norman didn’t answer this time. He took a step away from the bed, calling to some unseen person outside the room. “Dad!”

Suddenly an inky black substance erupted from his skin, covering him. The voice that had been hissing in his head was now shouting, echoing his own thoughts of confusion and fear. The creature inside him had been in contact with Peter… recently. The thoughts it had felt flooded into Harry’s mind as the creature overtook his body. Black ink covered him like a demented, melted drawing come to life.

Norman stepped in front of the door and held out his hands. “Harry, listen to me…” he said urgently. Harry stood from the bed with a low growl. Norman grabbed a communication device. “Treece, I need the kill switch immediately! The venom is getting out of control.” He turned his attention back to Harry. “Son… I will find out everything I can about Peter,” he promised, “but you need to get back in bed. The venom is highly dangerous. We’re working on a way to fix this, but…”

He was cut off as Harry… no, the creature reached forward and grabbed his neck with his black tendrils. “Norman Osborn…” his deformed and wide mouth hissed, looming over Norman. He opened his maw as if to take a bite.

No… Stop! Harry shouted to the entity that now occupied his mind and body. Don’t hurt him…! He’s my father!

The crimes of a father… “Your son will know the atrocities you have done to his and my kind!”

“Harry?” Norman called into the inky black mess. The creature wrapped its tendrils tighter, cutting off Osborn’s airway. He clawed at the arm holding him, but his fingernails didn’t make purchase in the black flesh.

What are you doing? Harry cried in horror. I told you to leave him alone!

You have slept long, the voice observed. It had a low, baritone voice that was both soothing and unsettling at the same time… like a snake hypnotizing its prey before devouring it. No matter. He flung Osborn into the wall on the other side of the room like a discarded toy, deciding that it would respect its host’s wished… for now. It was the ‘for now’ that made Harry’s stomach churn. You want Peter? Let us find him together! The creature lunged into the hall, shattering the doorway with their massive bulk. It dropped onto all fours and loped through the halls, tongue lolling out in sheer joy of freedom. Gunshots rang out behind them, but the creature didn’t seem concerned even as Harry observed everything with growing and nauseating fear.

A group of guards came from another hallway to make a blockade to stop them from escaping. The men behind them stopped where they were and for a brief moment, the entire hallway froze in limbo. Harry could hear their hearts beating… could hear their breaths coming in small, panicked gasps even as they tried to hold an air of calm. The creature’s own breathing was raspy and wet.

The moment lasted for only a few heartbeats… and then hell broke loose.

The creature lunged at the second group of men, tearing through them like tissue paper. Blood and gore scattered the white walls, turning them into a child’s finger painting from hell. The creature laughed gleefully as it used its tendrils and body to warp around the armed guards in interesting and creative ways to tear them apart. The sounds were horrific; every sound was wet and brittle at the same time. The screams of terror and pain were haunting. Harry had never heard a grown man and trained soldier scream like that. He could only watch in repulsion as it happened. He was trapped in his own body, sharing his mind with a gleeful thing that seemed to have no regard for human life.

The beast was hungry. He felt its need to feed over almost every other thought that passed through its mind. Revulsion and nausea rose in Harry as he observed the creature lunge at the nearest soldier to feed; tearing into the fresh flesh before the man had even perished. Blood splattered everywhere with a stomach-turning chewing sound. It made Harry’s stomach churn even though the Other was enjoying the quite a bit. He had never heard bone crunch before.

The creature discarded what was left of the corpse and then turned its sights to the remaining brave men who were firing madly at him. No! Harry screamed. Stop! Please! Even in his own thoughts, his voice cracked as he begged. Please, just leave…! Taking this thing outside was a mistake, but at least his father wasn’t going to get in the crosshair. And maybe Spider-man could deal with it… The creature scoffed and galloped away from the gory mess it had made. It snarled angrily at the men that it passed, but it respected Harry’s wish to not harm them. The elevator should be--- Harry didn’t finish the thought. The thing took them through the nearest window.

It grabbed the wall and climbed to the roof of the building. It filled their lungs with the cold, late night air as it perched on one of the communication towers on top of the Oscorp building. Harry observed their hand through the white eyes of the beast, listening to the moist breaths. Their tongue hung out, flapping in the wind. Each exhale sounded like a low growl… or even the purring of a cat. It lifted their head to catch the wind. It was peaceful up there, but Harry couldn’t get those men out of his head. He would never get those men out of his head. What… what are you…? he asked cautiously.

“What?” the voice responded, indignant.

Who? Harry tried.

It laughed softly; a sound that wasn’t reassuring. “Your father called me something…” it purred.

The venom… Harry thought. He wanted to keep the word to himself, but the thing plucked it from his thoughts.

“Yesss…” it hissed. “Venom…” It tasted the word, mulling it through their thoughts and over their tongue. It liked the way the word felt in their mouth. “We are Venom.”


Peter walked away from the unconscious man, shoving his hands into his pockets “Hey, thanks man!” the kid that he had saved called. He waved without looking up.

“Go home, kid,” he called. He closed his eyes. The fight had been easy even without using his most notable spider powers. He clenched and unclenched his hands in his pocket as he walked.

“You move well.”

Peter sighed and looked up to see Miles crawled above him on the wall. “You didn’t think to help?”

“You seemed to have it handled.” He jumped off the wall and jogged to catch up with Peter. The kid was wearing a jacket and pants now. Peter shook his head, remembering the chill of the Spider suit. Tony’s version of the suit was doing a good job of keeping him warm. “But you were a little stiff. Were you holding back?”

“I’m just not used to the cold up here,” Peter said. As if to punctuate his words, a light snowfall began. Miles put on the hood and shoved his hands in his pockets.

“Why’d you leave Atlanta?”

“Why won’t you leave New York?” Peter retorted without looking to his sidekick.

“You shouldn’t answer a question with a question.”

“And you shouldn’t be trying to dig into my past.” He was coming across harsher than he wanted, but if he wanted to get through this without anyone knowing who he was, he didn’t want to make a connection.

Miles shrugged. “I did some digging. There has never been a Noir in the news in Atlanta.”

“I’m not like you guys up here,” Peter said. “Unlike you, I try to keep out of the news. Besides, a masked vigilante with barely any notable powers is hardly news worthy compared to a kid with spider powers or mutants. I’m just… me.”

“Is there something wrong with that?”

Yes… Peter didn’t answer verbally. He just sped up, looking for anything else that could distract them. The sun would be coming up soon, and then he could take a break or something.

“Hey, so…” Miles started, kicking a broken bottle down the street. Peter just wanted to laugh at how weird this probably looked. A grown man who looked like he was plucked from a 1930’s detective drama and a masked kid in a skintight suit under a hoodie and pants walking down the street like it was something completely normal. The sad thing was that, for him, it was completely normal. “Maybe you and I got off on the wrong foot. I’m sorry. I’m just a bit territorial and I don’t know why the Avengers called you in.”

“Detective… missing persons cases,” Peter said with a shrug.

“Yeah, but we found the homeless.” He looked in the direction of the Oscorp building. “How are we going to go after him?”

Peter breathed out deeply. “That is going to be a challenge. Osborn is untouchable from most angles, unless you have a gun, kid… and even then, I wouldn’t call that a solution.”

“Do you think we need to assassinate him?” Miles asked.

“No.” He’s my best friend’s dad… “He’s just trying to save his son… That’s it.”

“Did he tell you that?” Peter nodded slowly. “Regardless, he’s hurting people… innocent people. Heck, you’ve been here for what, a day? And he’s already had you strapped to a bed. Is his son worth it?”

Harry is my best friend… I can’t say no to that, Peter thought. Outwardly, he just shrugged. “Wouldn’t your dad do anything to save you?”

“I would like to think that he’d stop at killing innocent people to save my life. Wouldn’t your father?”

Hell if I know. “I try to think the best of people.” He laughed softly. He never thought he’d be defending Norman Osborn. The man needed to be taken down. Not even his connection with Harry could stop him from taking Osborn down, but he didn’t want to think of Osborn as a monster. This was the man who had been there when Peter felt like he didn’t have anyone else. Especially after Ben died, he had spent a lot more time at Harry’s house and Norman had opened their door to this poor kid from Queens who had shown kindness to his son. Norman may be whatever he was now, but Peter couldn’t shake the image of the man who had just wanted what was best for his son… no matter the cost.

Peter’s spider sense sprung to life before he could continue that thought. He grabbed Miles and spun around, putting the Kid behind him and between this new challenger. The man in a purple suit that was rather reminiscent of Deadpool’s outfit landed softly in front of Peter. “Your senses are good, Noir… I’ll give you that,” he said with a slight laugh. “I’m here for the Kid. I would say that if you step aside, I’ll let you live, but unfortunately, my employer wants you dead.” He opened his gauntlets to reveal long and very sharp claws. Peter backed up, pushing Miles to do the same. “I don’t have to ask this, do I?”

Peter shook his head. “You know the answer…” He then grabbed Miles, and ran.


Chapter Text

6. At One With the Silence

Their pursuer was relentless. Peter made sure to keep Miles in front of him, making a barrier between him and the man chasing them. Miles didn’t seem like he was bothered too much at being shoved to the front. Peter tried to figure out who the guy was, but he had never seen that costume before. Maybe Miles knew him, but he didn’t think that was important enough information to find out at that moment.

The man was fast. Peter could tell that he wasn’t enhanced, but he was at peak physical condition even without enhancements. A crosswalk was coming and without warning, he shoved Miles down the adjacent street. They made the turn hard and while Miles recovered quickly, Peter took a moment to find his footing. That slight delay was enough time for the man to catch up. Peter did a full 180. His fist impacted the man hard, throwing him back into the street. A late night taxi slammed on its breaks as the woman driving shouted profanity at them. Peter turned and started knocking down trash cans and bags onto the sidewalk as an obstacle course.

Luckily, they were running at a time that wasn’t too busy. The only people out now were the drunkards who were stumbling home after a long night of weekend partying or people enjoying Christmas parties. This wasn’t an odd sight to them anyway, so most of the people they passed merely shouted in announce instead of geniuine concern. Love you, New York… Never change… Peter thought as he passed a woman who barely jumped out of his way as he tried to catch up to Miles and put distance between him and the assassin.

Miles kept stride in front of him while the man gained ground. He was using the walls like any other path, moving almost like a weasel, weaving in and around all obstacles Peter tried to put in his way. Of course… Just once I’d like to be chased by a big guy who gets winded in five steps! What’s this guy’s deal, anyway?

Without giving any indication, Miles ducked into an alleyway. No, you idiot! Don’t you know how chases work? You should! I chased you once! He skidded into the alley behind Miles. It was less than ideal. They wanted to be out in the open, not enclosed in a tight backstreet. It was too late now, though. Once inside, as Peter predicted, the man jumped onto the walls and tick-tacked between the two side, moving like a trained ninja. He was clearly more in his element in tight spaces than he was on the open road. This wasn’t going to work. They were at a disadvantage and he still wasn’t sure how to work the gadgets Tony had given him. He stopped in his tracks, letting Miles get ahead and then lunged at the man, meeting him in the middle of his jump. The two fell hard on the wet concrete, struggling amongst the garbage and muck. Their struggle was brief. Peter was clearly the stronger of the two, but the man was going for kill strikes while Peter was going for incapacitation. As if t prove his point, the man swung his gauntlet, throwing Peter against the brick wall while tearing into his chest. He hit the wall hard and his ears rang with the impact.  

Before he could regain his bearings, Miles entered back into the fray. His movements were shorter than both Peter’s and the assassin’s. Unlike Peter, whose movements were calculated and long, Miles fought with heavier jabs, like a street fighter. He punched and kicked like a boxer in the ring.

The man was fast, though. He weaved and ducked away from Miles like any trained professional would. Peter observed for just a moment. Unlike when he was being fought, this man was holding back; aiming for places that would incapacitate Miles, but not kill him. Peter looked down at the claw marks that tore his vest. This man wanted him dead, but Miles alive. That didn’t stop him from slamming Miles to the ground with enough force to break a normal man’s spine.

Peter shook his head and jumped off of the wall, tackling the guy to the ground. “Don’t you have anything better to do than beat on kids?” he snapped as he punched the man in his masked face.

He kicked out. Peter was thrown back. The snow was coming down harder now. The man stood and cracked his neck. “I don’t like hunting kids. They cost extra,” he said with a voice that implied a smirk. Smug and cocky. Peter had dealt with enough guys like this maniac to recognize it. “But I’m not above it. My employer doesn’t want him dead, but he didn’t say I couldn’t kill him.”

Peter stood slowly, reaching into his belt. His hand wrapped around something round and he gripped it tightly. “That’s sick.”

He shrugged. “Don’t need him alive to get the samples.”

Peter looked behind the man. Miles was stirring, but they were separated. You need to run…Peter begged silently. “So, what do they call you? The Mongoose? The Weasel? Deadpool 2.0? Did anyone tell you that your costume looks like his?” Miles stood slowly. “Like, it’s practically a rip off. I’m surprised he doesn’t sue.”

The man grunted softly. “Name’s Prowler.” He laughed softly. “You got jokes. Did you hear about the last superhero who thought he had jokes?”

Miles was on his feet by that point. Peter almost unnoticeably motioned for him to run. “No, but that sounds like the opening line to a joke,” he said.

“Last I heard, he’s floating in the river. Got too cozy with Martin Li. I guess there’s a lesson to be learned in that.” Miles didn’t run and Peter resisted the urge to roll his eyes. He couldn’t keep this guy distracted for much longer. “Don’t mess with the mob, kid.”

“Noted…” Before Miles could lunge, Prowler spun and grabbed the Kid. Peter ran at him, but froze as the man put his metal claws on Miles’ throat. Peter held his breath.

“I told you… My employer would prefer I bring him alive, but we really just need his body. Alive is better, but dead is fine.”

Peter lifted his hands from his pocket, holding them in surrender. He wasn’t about to risk Miles’ life on flash bangs that may or may not even work in this situation. “Alright,” he said quietly. “Just don’t hurt him…”

“I won’t if you turn around and walk away. I’ll come after you later, Noir.”

Peter locked eyes with Miles and he wished that they could see each other’s face. He wanted to reassure Miles that he wouldn’t let anything happen to him, but there was little comfort in this situation. From Miles’ point of view, his life was hanging on the balance of a man who didn’t know him from Adam and probably didn’t care much about. Peter wanted to assure him, but short of taking off his mask, there were no words to assure Miles that everything would be okay and that he wouldn’t abandon him.

“What happens to the kid?” Peter asked cautiously. He didn’t even know who had employed Prowler, but he could take a few educated guesses. Noir had only crossed one person in his one day run in New York, and during that time, he had also destroyed the same man’s spider collection. It was pretty obvious who had sent an assassin out. Osborn needed to stabilize the symbiote and Miles had the spider-blood to do it. The irony was that Osborn had the spider-person he needed in his grasps, but Spider-man was apparently sitting in a river somewhere, dead as a doornail. Noir was Peter Parker, the kid who had helped get Harry’s grade up in school and had been a good friend to him even when things got rough, and Peter Parker wasn’t Spider-man.

“Don’t know, don’t care,” Prowler said. “My employer wants him alive. I can think of a few creative things that he’d want to do to your little friend, though. Superheroes are a rare breed. Maybe he wants to clone the kid.” Miles put his hands on Prowler’s gauntlet, but Peter shook his head, warning him not to try anything. This would be easier had Prowler 100% needed Miles alive, but he clearly didn’t, and Miles would just get himself killed for trying.

I’m sorry… I should have taught you better… Peter thought. He could handle this man had he not been so concerned with keeping Miles safe. “Alright… I’m leaving,” Peter said. Miles flinched, but Peter could do nothing to reassure him that he wasn’t actually going to leave. For all Miles knew, Noir was going to skip town and no one would know what had become of Kid Arachnid. Like he said, they found the homeless, so his job was technically finished. “And if I leave, you don’t hurt him?”

“Not a single web on his costume will be out of place,” Prowler promised. Peter wasn’t reassured, but it was at least something.

“Okay.” Peter turned. He heard an almost unnoticeable squeak from Miles that was quickly cut off. Clearly Prowler didn’t want Miles pulling at his heartstrings. Peter didn’t put his hands in his pocket. He clearly and deliberately kept his palms facing the Prowler as he walked away. He would think of something. Right now, he had the advantage in that Prowler and Osborn didn’t know that he knew where they were taking Miles.

Osborn’s smart, Pete… He’ll figure it out soon… he berated himself. Sometimes he wished the voices in his head would just give him a few moments to think, but he tried to ignore the growing sensation that he would never see Miles again if he turned that corner.

The blow came out of nowhere; something that Peter wasn’t used to. He was thrown with far more force than any human could attack him at. He slammed into the brick wall behind him, cracking the material. Blood trickled from his mouth. Before he could move, a black substance was holding him against the wall, crushing his chest. “Told you he was not dead,” a deep baritone voice hissed. Peter lifted his gaze and found himself staring down the maw of a black creature. Its long tongue hung out of its mouth like some overgrown dog. Saliva dripped from his mouth like a bull mastiff. The beast cocked its head. “I did not kill him,” it argued in an accusing tone that confused Peter even more.

A sound from the alleyway made both of them flinch. The creature patted Peter on the head, the only part of his body free from the substance, and it lumbered towards the entrance of the alley. “Wait there,” it called back to Peter and he wasn’t sure if that was meant to be a joke or not. He struggled against his restraints, but found them to be quite unbreakable. Well… this is great… he thought. And what the hell is that… His thoughts trailed off as his eyes widened. There was a commotion in the alley, but he tried to ignore it. Could that thing be the creature…? The voice had seemed somewhat familiar, even though he didn’t hear it very long.

He turned his head just in time to see Prowler being thrown from the alley. It took him just a moment to recover his bearings and he stood, shaking off the last bit of confusion. He surveyed  the scene before ducking away before the creature could come back, probably deciding that this job just got a lot more dangerous. Peter watched him flee with an angry groan. He had wanted to beat the guy and get information, but at least Miles was safe for now. Miles! The word penetrated his mind and it was followed by growing fear and dread. Whatever that thing was, it had taken Prowler, an obviously high-class, highly trained assassin, all but five seconds to realize that he was out of his league with the beast. Miles wouldn’t stand a chance. Peter wasn’t even sure how much of a chance he stood against it.

“Don’t hurt him!” Peter shouted, though he doubted his words would mean much. The thing hadn’t killed him, but clearly it had been looking for him. Miles wasn’t someone it would want to keep safe… right? And that begged the question of why it wanted Peter to begin with. Their bond had been brief and painful. Dora had mentioned that no test subject had survived as long as he had with it in them, but that didn’t mean they had formed any sort of bond… did it?

The beast poked its head from the alleyway in a strangely comical sense. It released a long, growling breath and then paused, tilting its head as if listening to someone. With a rather annoyed sounding grunt, it released Peter from his restrains. The inky tendrils and webbing that held him dissolved as if they had a mind of their own; a possibility that Peter wasn’t taking off the table just yet. Whatever this life form was, he clearly didn’t have enough knowledge about it to judge. Just as he hit the ground, Peter raced into the alley, skidding past the hulking beast to Miles. He was on the ground, shaking and staring wide-eyed, Peter guessed, at the new intruder to their lives. Peter didn’t blame him. Even he was weirded out by both the Prowler and this new guy. “Hey…”

“You… you were going to leave me!” Miles shouted. His voice shook and Peter was reminded that even though he had trained Miles and the kid had been running around as a solo act for two years, he was still that… a child.

Peter shook his head. “I wasn’t. I knew he was taking you to Oscorp, and they needed you alive.” It was a weak explanation. Peter didn’t have to see Miles’ face to know that he didn’t believe him. Why would he? Noir was a superhero from Atlanta who had abandoned everything there. Even if Miles didn’t know the whole story, he could fill in the blanks. I am a superhero who abandoned everything… The thought hit him hard. He had walked away from Miles and New York just like Noir had left some made up criminals and family in Atlanta. “I promise… I wasn’t leaving you… But for now, we have that to deal with.” He pointed to the symbiote as it waited patiently for them to finish their conversation. That was nice of it… but Peter wasn’t sure if t had done that because it was nice of it or it wanted full attention of its prey before tearing them limb from limb.

Miles stood beside Peter and both of them got into ready stances. The thing walked into the alley and straight towards Peter, ignoring the other person in the area. Peter looked at Miles and held up a hand, telling him to stand down, even though he wasn’t sure Miles would jump to his defense anyway after their last encounter. He didn’t know why it wanted him. Surely there was some explanation, but Peter couldn’t think of anything other than the fact that they had bonded for a few minutes. Miles backed away slowly as it advanced, but Peter stood steady. This thing hadn’t set off his Spider senses and the last thing he wanted was to put distance between him and the symbiote. He wanted to see it flinch and have time to react. If he got room between them, it could sneak up behind him. He’d rather it be front and center for him to watch.

He did, however, lean away as the creature got in his face and breathed in, exhaling after it had gotten a good whiff. Its breath smelled of sweat and… blood? Peter held back a gag. The last thing he wanted was to offend it. “It is him,” it insisted to some unseen… thing? “Let me show you!” It reached an inky hand towards the mask.

Peter jumped back to stand closer to Miles. “Uh… no… Mask stays on.” Had it wanted, he was sure it could have reached out and grabbed his mask, but it seemed to respect that it had crossed some sort of line.

The creature froze and cocked its head again. It had to be talking to someone. “Why would that work?” it asked. It seemed to be listening to something else before relenting with an annoyed growl. The thing shrunk and morphed until it was no longer resembled a hulking, deformed mutant. Instead, the black thing had morphed into a normal sized man wearing a skin tight black suit. The man-shaped thing lifted a hand towards Peter took a step forward, but Miles grabbed his arm. They both had hero complexes. He may have been mad at Peter, but it seemed his training wouldn’t allow him to face certain death alone. The face mask of the creature pulled back, shifting to reveal the thing underneath. Peter was expecting something weird or even horrific. The face of this new enemy couldn’t be normal… it couldn’t

When the mask pulled back, Peter visibly bulked away from the outstretched hand and exposed face. “Harry?” he gasped, his voice cracking. “…Osborn?” he added in an attempt to not make it obvious that he not only knew the person standing in front of him, he was good friends with him. The suit morphed again, shifting like quick silver and making what looked like a leather jacket and a pair of pants. Harry stepped forward and this time, Peter let him advance without as much as a hint of fleeing. Miles took a few steps back, keeping his head down.


Peter grabbed Harry and put his hand over his mouth. “Not now,” he hissed. Harry nodded, his eyes wide. Peter hated that he had reacted so quickly and rash with his best friend, but there were lines that couldn’t be crossed. He needed to get Harry somewhere safe and figure out what the hell was going on without giving away his identity as Peter to Miles and his identity as Spider-man to Harry… If he didn’t already know. He didn’t know how that worked.

Before Peter could stop him, Harry grabbed him and pulled him into a hug. At first, Peter stayed stiff. He couldn’t look like he knew this guy. Miles was too smart for that, and if he played dumb, he could at least tell Harry he was mistaking him for someone else… But the moment passed. Peter all but fell into the embrace. A lump formed in his throat and for the first time in the two years since he had officially “died,” Peter just felt like breaking down. He wanted to tell Harry everything. He wanted to take back what he had done to get them to this point. He wanted to scream, to weep and to laugh with joy. He felt like nothing would ever be okay again and everything would work out fine at the same time.

He knew he should be comforting Harry. He was the one with some strange creature invading his body… But all he could do was lean on Harry and try to stop the tears that he felt coming. “I thought you were dead,” Harry whispered.

“I was… am…” Peter pulled away from him, sniffing softly. “Alright, Mr. Osborn,” he said in a deeper voice that tried to conceal the cracking of emotion. “I’d like you to meet…” He paused and looked around. “Kid Arachnid…?” Miles was gone. “Kid?” Peter called, but there was no answer.


“Look, I said I’ll be down in a minute.” MJ shifted the phone from one hand to the other. Eddie laughed on the other end. “Oh, stop it. I’m just making sure Miles gets off to school okay.”

In fact, she was worried about him. He hadn’t come home at all that night and he hadn’t called. “Fine, fine, but if I’m late because of you, I’ll tell Robbie you’re hiding dirt on Oscorp.”

We’re hiding dirt on Oscorp,” MJ scolded. They were waiting to see if they could find enough information to publish something about Osborn without running into tabloid territory.


MJ made to retort, but she paused as the window opened and Miles stormed in. She could feel it immediately. He tore off his mask and discarded it with disgust. “Eddie… go on to work without me…” she said and hung up without giving him an explanation. Miles walked to his room and slammed the door hard enough to shake the apartment. MJ waited a few minutes before stepping inside. “The walls here are paper thin…”

Miles was sitting on his bed in the corner with his knees pulled to his chest and his face buried in his legs. The position didn’t look comfortable. That wasn’t what concerned her, though. He was trembling like a wet dog on a cold day. “Miles?”

He sobbed and hugged his knees closer to his chest.

“What happened?”

“Go away…” he whispered. His voice shook with the same intensity as his body. MJ didn’t go away. She remembered the times Peter had come home after a particularly bad fight with someone and had done something similar. He had always been one to push people away. His burdens were his burdens and he never wanted to share them with anyone else.

She moved to the bed and sat down beside him. “Whoever won this round… We’ll beat,” she promised, but he just shook his head. “Who was it?”

“Prowler,” Miles sobbed. MJ had never heard of that super villian. Were more coming out of the woodwork because of Spider-man's supposed death? Whatever the reason, she had never seen him so scared… but was it fear, though? Or something else. She wrapped her arms around him and pulled him close. She didn’t know what else to do for him. Miles, like Peter, belonged to a different world… one she could never be part of, no matter how much she wanted to help them. All she could do was be there for them and pray that it would be enough.


Chapter Text

Chapter 7. Quiet Like the Snow


The tombstone read Peter Parker: Beloved Nephew and Son. It sat to the left of May's own stone like some progression of death in the Parker family. There wasn’t anything special about the stone and the flowers that had been placed there had long since wilted and died in the cold. That was a little upsetting to Peter, but since the only people who would be visiting his grave were already dead or probably didn’t fully believe he was dead, he figured that was to be expected. The snow that had started earlier was coming down harder now. Soon the inscription on the stone would be buried under a layer of the fresh powder. He stood with his hands buried deep in his pockets and shoulders hunched against the wind. Harry stood behind him and they both looked down at the grave as if they were remembering the ghost that was buried there. The symbiote had manifested a longer and heavier coat to keep its host warm by that point. It had happened without Harry giving a command. 

"It's weird," Peter said, needing to raise his voice slightly to be heard over the wind and snow. He didn’t want to break the silence or breech the subject of his pseudocide, but it had to be done.

"What?" Harry asked. He sounded so small compared to how Peter remembered him. "Seeing your own grave?" 

Peter shook his head. He wished it were that simple. He wished it could be summed up in such a nice and neat way. Visiting your own grave should be the weird part of this, but his feelings were more complicated and far more unsettling. "It's weird not being bothered by seeing your own grave." He clenched his fists in his pockets to stop the shaking. "It was weird… at first.” He shook his head. “Now it's just normal. It doesn't bother me anymore to be able to visit my own grave... and that is weird." He didn't want to talk to Harry. He wanted to go back to being dead... A part of him wanted it to be true. Everything would be easier, and the grave wouldn't be a lie. He imagined MJ visiting the stone without the ambiguity of whether or not he had survived. He imagined her standing there and knowing that he was actually buried beneath and at peace.

But he wasn’t dead. He wasn’t lying six feet under frozen dirt and snow. He was standing above that snow and looking down at what was supposed to be his grave. He had bigger problems to deal with. And that something was a lot more difficult than being dead; even being fake-dead. He had to tell Harry about his dad. 

"Does it talk to you?" Peter asked quietly. He didn't really know how to breech the subject of the symbiote. He hadn't been bonded with the creature long enough to really get to know it.

"Sometimes," Harry answered, coming to stand beside Peter. He shivered, and Peter didn't know if it was because Harry was cold or because he was staring at the grave of a man who was standing right next to him. Or because of the symbiote. 

"Has it told you about..." He trailed off, still hoping that he wouldn’t have to go through with this part of the news giving.

"My dad?" Harry asked. Peter nodded. Harry had always been good at guessing what he was thinking. "I know it doesn't like him, but it hasn't told me why." He paused, almost like he was afraid to continue this conversation. Peter wouldn’t blame him if he was. Peter was terrified of continuing as well. "I guess you know, don't you?"

Peter clenched his fists tightly. He didn't want to tell Harry that his father had done unspeakable things to countless people to save his life. It wasn't fair. Harry had done so much for this city only to be told that his continued existence had cost God knows how many people their lives. He'd never be able to live with himself. "Harry... we should go somewhere private to talk about this." He didn’t want this conversation to happen out in the open and he Harry to see his face when he told him. That was only fair.

Harry nodded slowly and then the two of them walked away from the grave, leaving it to be buried in the snow. Peter kept his hands in his pocket as they moved to an old prayer chapel in the graveyard. It didn’t look like it had been used in a while and he had to clear some snow in order to open the door. Peter bowed his head as they walked in. He may not be very religious, but he at least respected grounds. It was set up like a small church with an altar to kneel at and a few rows of pews that could probably sit three people on each side of the isle. There were candles on the altar that had melted wax on them but looked as if they hadn’t been used in quite some time.

He sat down on one of the pews and very carefully pulled off his mask. It felt weird. For the first time in two years, he was unmasked in full view of another living, breathing person. He had unmasked once or twice with J.A.R.V.I.S. observing, but never with anyone else in the room. Harry's breath caught in his throat with a soft gasp. Peter wasn’t sure why. Maybe it wasn't real for him until he saw Peter's pale and aging face with new scars and a weathered look. Peter removed his gloves and rested his hand on the cold wood. 

He felt raw and exposed, but that was what he wanted. If Harry's entire world was about to be destroyed, Peter wanted to be as exposed as possible. Harry sat next to him and put his hand on Peter's. "I'm sorry..."

"For what?" Peter asked. 

"Look at you... I wasn't there for you..."

Peter wanted to laugh. How was he supposed to respond to that? "You were dying"? Yeah, Pete... that'll go over well... Harry doesn't need to be reminded of that. He might still be dying. 

"This isn't about me..." Peter tried. "Harry... you need to know...” He shook his head. “You deserve to know what your father did." He paused. He didn't want Harry to go through this. It wasn't fair. It would never be fair, but it had happened, and it needed to be said. "What he did to save you..." Harry braced himself for the news, but Peter wasn't sure he could brace himself enough. People had died, and Harry was probably expecting Peter to list off a few fraud charges and other petty crimes like money laundering or even theft; not kidnapping and murder.

"You can tell me," Harry urged. He nodded to Peter, who could only look at his friend with wide, sad eyes. No, he couldn’t tell him, but he had to.

He gripped the pew tightly, having to stop himself before he cracked the wood. "Your father needed to do a lot of experiments to get the venom just right. At first, he started with Devil's Breath. It was supposed to be the cure-all, but that... didn't work. It was a virus that, when it fell into the wrong hands, caused havoc on the city." And killed Aunt May... Peter thought, but he didn't say it. It would be better if Harry didn't know about that detail. He would already be wracked with guilt without knowing that the cure that was supposed to save him had killed Peter's family. 

Harry cocked his head but said nothing. Peter turned away, staring down at his cold, exposed hands. This wasn’t right. Harry didn’t deserve this.

"And when Devil’s Breath wasn’t successful, he tried a different method.” He closed his eyes. “A deadlier method."


Peter nodded. It wasn’t fair. "The venom parasite has proven deadly to everyone he's tried it on." 

"Everyone?" Harry sounded sick. “What do you mean?”

Peter braced himself. "Homeless... desperate... me..." he added quietly. "Eddie Brock and I are the only ones who survived the initial contact." 

Harry stayed silent for a while. He cocked his head and Peter thought that maybe the creature was confirming the story. Surely it would know. Harry shook his head. "I... no..." he whispered, standing. "That's a lie...!"

"Harry..." Your life was bought on the blood of so many others, and I’m sorry.

"My father wouldn't do that!"

"Harry... we both know--"

"Shut up!" he shouted, backing away from the pew. Peter bit his lip. They both knew that Osborn was more than capable of doing just that and more. As Spider-man, Peter knew that he would one day have to face the facts and turn his sights to Norman Osborn. He had been avoiding it, but now he couldn't any longer. Osborn had murdered people and Peter had to stop him. He should have already stopped him.

Harry’s eyes were wide, and his face was pale and slightly green. "I... need to talk to him."

Peter nodded and stood. "Yeah. Let's go talk to him."

"No!" Harry snapped. His tone turning suddenly into an angry growl and Peter thought he saw his eyes flash black. "I will go alone!" 


"He is my father! This isn't a job for Spider-man!" 

Peter froze, and his breath caught as Harry spun around and stormed out of the church. For a few minutes, he couldn't move. Harry knowing he was Spider-man wasn't the end of the world, but him knowing at all meant that even though his bond with the symbiote was brief, it had still invaded his mind. Everything that had happened to Peter was now Harry's. And that meant that anyone who managed to get their hands on that symbiote would be privy to his identity; and Miles’. "Great..." he said with a sigh. He’d deal with that later. With an annoyed hiss, he put on his mask and gloves and sprinted out of the church after Harry. It wasn’t like he could blame Harry for the reaction. He seemed to be handling it well, all things considered. Peter would let his friend talk to his father, but he needed to be there just in case things got out of hand. 

Who am I going there to protect? He asked himself as he ran down the street. He already missed webswigning. It was a good question. He didn't think Osborn would kill or even harm Harry, but he couldn't say the same the other way. The symbiote was unstable and Harry was dealing with a lot, and that made him just as unstable as the alien lifeform currently invading his body. So, I'm rushing to Oscorp to protect Osborn, not Harry... that's an odd change of pace.

When he got to the tower, he stopped as he looked up at the tall building. His usual course of action would be to run up the side and if it weren't for Stark's gadgets, that would be out of the question. Peter sighed. He hadn't run up a building in a couple years. He jumped onto the side and started running. At first, he went in leaps on all fours, hurling himself up the wall like some kind of animal. Once he found his stride, he straightened out and sprinted on two legs. His heart beat hard and fast and it had nothing to do with the fact that he was pushing his limits. Every time he used his Spider powers, he felt that familiar twist in his stomach. He had hurt good people with his abilities and he never wanted to hurt them again. 

Upon reaching the top floor of the building, Peter noticed that a window had been shattered. It wasn't the one he and Miles had destroyed. Peter peeked inside, and his breath caught in his throat. Blood lined the floor and stained the walls. "What the hell happened here?" he whispered. He crawled into the deserted hall and dropped to the floor silently. It was odd sneaking back into a place he had just recently escaped from, but here he was. 

With any luck, he wouldn't need to interfere with Harry and Osborn’s reunion. A laugh escaped his throat. Since when did things work out for him with any luck? He made his way to the symbiote room. If he had to guess, that was his first bet. Osborn would have no other place to be. His son had fled from the building with the symbiote. Norman had said that there were more than one, so he assumed that Osborn's next course of action would be to try and figure out how to separate Harry from the symbiote without killing him. Or it... Peter was sure Osborn had sunk too much money into this project to just let it fall to the wayside, even if it meant endangering Harry a little. 

Peter was sure that Osborn wouldn’t intentionally endanger Harry, but he was one of those “for the greater good” kind of people. If he could justify his actions by saying that it would be beneficial eventually, he’d do it.

When he came across the room, all was quiet. That was either very good or very bad. Peter poked his head inside to see Osborn standing in front of one of the containment tubes holding the red and black symbiote. The creature folded in on itself as it moved around the tube angrily... violently. "Mr. Osborn," Peter said quietly. 

Norman flinched. "Peter Parker...” He laughed softly. “I honestly thought I'd never see you again." 

Peter crossed his arms with an annoyed huff. "I wonder why that is. Could it be that you sent an assassin after me?"

He shrugged. "Occupational hazard, I imagine." 

"Call him off?" Peter asked hopefully. He didn't think Norman would. Peter knew too much at this point. 

"Sorry, Pete." 

"I figured. I would say 'no hard feelings,' but I don't think I should lie to you." Peter leaned on the doorframe. "Harry's mad."

Osborn looked up sharply. "What did you tell him?"

"The truth."

He stepped away from the table. "I didn't want him to know the truth. I wanted him to wake up and never be the wiser about how I managed to save his life." He walked towards Peter slowly. His demeanor had changed. He didn’t seem powerful now. He seemed like a sad man who had wanted the best for his son, no matter what. "Isn't that a father's job? To keep his children safe? I knew Harry would hate himself if he knew the lengths I went to in order to save him. I wanted him in the dark about it for his sake, not mine." 

Peter scoffed. In a way, he felt bad for Norman. The man had everything and had lost the only things that mattered. Harry was alive, but Norman would never have him as a son again. After this, it would be amazing if they could ever come to any sort of agreement and reconciliation. "That thing you put in us in sentient." Norman tried to hide his reaction, but Peter could tell that it was something he hadn't been expecting. Peter nodded. "Yeah, that thing is intelligent. It can talk, and it knows what you've done. I didn't need to tell Harry the truth because you put the truth inside him. He just needed to hear it from someone he trusted." 


Peter rubbed the bridge of his nose through his mask. How he had beat Harry here was a mystery, but he did know where to go. This was about to get ugly, but at least Harry didn't know about the Prowler. Had Harry known that detail, this would be getting a lot uglier a lot faster. Peter backed away and kept his head down as Harry stormed into the room. 

"Harry... son..."

Harry stopped before making his way to Osborn. His eyes darted around the room. His face looked as if he wanted to cry and scream at the same time; stopping somewhere in the middle of furious and a child looking for their father to chase the monsters out from under the bed. Harry and Norman had always been at odds... but they were still family. Whatever happened now, that familial bond was still there, despite everything. "Dad... what's going on here? Venom... it said..."

"It said?" Norman repeated in disbelief. "It speaks to you?" Harry nodded. "Oh, my son." Norman stepped forward, but Harry took a step back. His body language was stiff and distant. "What does it say?"

"All the people it killed... finding the right host... you fed them to it... and it killed because it couldn't do anything else. Dad... tell me it's not true." His voice was desperate and shaking. He clenched his fists and his whole body trembled. Peter waited for his Spider senses to flare, but they hadn’t yet, leading him to believe that Harry was calmer than he appeared. Maybe Venom wouldn’t be making an appearance in this encounter. This couldn’t be fixed in a simple sit down, but maybe it was a start.

Osborn took a moment to answer. He licked his lips and he tried to avoid Harry’s gaze. “Son… saving you was my priority…”

“How many people, dad?”

“That doesn’t ma—”

“It does matter!” Harry shouted. Peter stiffened, but his senses remained quiet. That was odd. Someone was about to get hurt. He didn’t need his senses to tell him that, but it would be nice if they were around to help.


The word hung in the room like a poison gas. Harry was shaking, and Peter could tell that it was with rage. Osborn’s delivery of the word had been cold; like he was reading off how many plates they had broken in the process of making dinner.

Harry laughed. Peter tensed more. “Enough?” he repeated. The word rolled out of his mouth like vomit. He spat it out. “How many is enough, father?”

Osborn walked towards Harry while he answered. “Enough to save your life, Harry,” he said. He held out his hands. “I would have sacrificed this entire damned city if it meant saving you!” He stopped in front of Harry. He put his hands on Harry’s shoulders. Peter got ready to jump. This wasn’t going to end well.

Sure enough, the jacket that Harry was wearing flared and it turned into the black suit. “You call us a monster!” Venom growled, shoving Osborn onto the ground. “You are the monster, Norman Osborn!” Venom grabbed Osborn and hurled him towards a wall. Peter lunged and grabbed the man in midflight. They slammed into the destination wall, but Peter took the brunt of the impact. Air was pushed from his lungs in a soft squeak.

“You would protect this man?” Venom growled. “Are you so much of a bleeding heart, Parker?”

“This man is your father, Harry,” Peter retorted as he put Norman on the ground and made sure he wasn’t hurt. He didn’t like protecting Osborn, but no one deserved to be murdered. “He will have his day in court.”

“We will judge!” Venom shouted. He lunged at Osborn. Peter lunged at Venom, tackling him on the ground. Black tendrils came from behind him and threw him to the side. “Stay down, Pete… or we will go through you!

Peter impacted the wall and fell to the ground. He thought for a split second that he should just let Harry kill Norman. A lot of problems would be solved if he did… But it wasn’t right, no matter what Peter wanted. He stood. “Sorry… I was never good at staying down.” He jumped between Venom and Osborn.

We don’t want to hurt you, Peter, but we will.”

“And I don’t want to hurt you, but I will.” Peter lunged again at the hulking black creature, trying to find purchase in the inky substance. Venom roared, throwing his failed host away. Peter cursed as he hit the ground. This would be easier with webshooters. Venom turned his sights on Osborn. Peter ran at him again. “Any advice, Normie?” he asked Osborn.


At first Peter thought Norman was telling him to use fire to stop Venom, but suddenly his senses were flaring so much that he thought his head would burst. He jumped away from Venom in time for a cascade of bullets to rain down on the symbiote and host. Peter landed from the backflip beside Norman. “Are you insane?” he snapped. Norman didn’t answer him. He didn’t have to answer. One of the guards in the team pulled out a flame thrower. That seemed to do the trick. Venom howled in fear, anger and pain. Peter went to help him, but Norman grabbed his arm, warning him to stay back. The men subdued Venom quickly and Harry was released, falling unconscious and naked on the ground.

Peter sighed. This was already a mess. “Alright, Mr. Osborn… why don’t you give me all the information you have on the symbiotes and we will work together on saving Harry from it.”

Osborn laughed, and Peter’s senses came to life again. He turned around to see the Prowler stepping out from the shadows. “I truly am sorry, Peter, but you know too much about this. I can smooth this over with Harry..."

Peter cocked his head. "Smooth this over?" He laughed. "Really, Mr. Osborn? You really think you can smooth this over? Harry will never forgive you for this!"

"He will. I can still protect him from the truth of his recovery... but I can't do that as long as that tombstone I bought remains a lie. So, you still have to die."

Peter took a deep breath and nodded. Yeah, this was basically his life. “You have got to be kidding me!”

Chapter Text

Chapter 8: I Found Peace in Your Violence

Peter knew that his life kind of sucked. He could go on rants about how awful his life felt at any given moment and be pretty sure he had given enough reasons why he was one of the unluckiest people alive without diving into every detail that had plagued him since his parents left him on May and Ben’s doorstep when he was a kid. Being attacked by his best friend’s father’s hired assassin was just another tic mark in a long line of unfortunate developments in his life. Just because it wasn’t anything new in his life, it didn’t mean it didn’t suck.

Peter spun and ran as Prowler lunged at him. I guess I’m only got myself to blame for this one, he thought. He should have just let Harry kill his father, but then he’d have to deal with a remorseful Harry and he didn’t really think it was right to allow Harry to put himself through that kind of pain. The man didn’t attack him directly until they were out of the symbiote room. Just once, Peter wished things could be easy. This wasn’t easy. This was ridiculous. He had saved Norman’s life and now he was running for his life from Norman’s hired hand. The irony of the situation wasn’t lost on him. All he had to do was just not act and a lot of his problems would have been solved right then and there.

Just as he came to the end of the hallway, Peter spun to meet Prowler. The man opened his gauntlets as he jumped into the air, using rocket boosts on the soles of his shoes to propel him faster through the air. Peter went limp a second before Prowler hit him and they both went through the window. He grabbed his attacker’s shoulders and twisted in the air, putting his back to the building. He released his grip and commanded the repulsors in his palms to shoot forward. He was flung back through the window a few stories down and Prowler was sent flying the other direction. Peter didn’t wait to see if the man had a contingency plan for being thrown out a window. He summersaulted with the landing and sprinted the moment he found his footing. Without Miles there to study his movements, he was a must more efficient fighter. He was more willing to use his reflexes and spider powers if there was less danger of being found out.

When he came to another window, he jumped through it. His heart pounded when he hit free fall, but that didn’t stop him this time. He straightened out in his fall before latching onto the side of the building, running with incredible speed. Once he was low enough to make the jumped safely, he leapt from the building, shattered the glass he pushed off of. He hit the roof of the next building running. Despite being in yet another life and death race, a smile spread across his face as he ran. Something woke in him that he hadn’t felt in two years. He jumped from one roof to the next with such fluidity that he had forgotten what it felt like to be Spider-man.

His heart still pounded and even as he felt real joy on the rooftops again, doubt crept in his mind. Was it wrong to enjoy being himself again? Being chased by a bad guy with some tragic callback to his past was normal for him; so normal that it brought a smile to his face.

The newfound elation ended just as quickly as it had begun as Prowler plowed into him in mid-leap, sending them both into the air. Prowler was efficient, ripping at Peter even as they gained altitude. Peter wanted to send out another repulsor, but without his web shooters, it would be akin to suicide. He’d never survive the fall. Prowler seemed to have realized this, and that might have been the reason he had taken Peter up instead of down. “You’re not half bad!” Peter snapped. He didn’t get an answer. “You know, this works better if you banter back. It’s kind of a back and forth thing. Doesn’t really work if I’m the only one talking!”

Prowler shook his head as he stabbed out at Peter. Peter dodged and jumped onto the man’s back. “That’s a big no-no. Play nice or don’t play at all!” His senses flared, but it wasn’t warning him of danger. Instead, it seemed to be warning him of incoming. “Bye!” Peter used the repulsors to push off Prowler and then went into free fall. His only hope now was that he had interporated his senses correctly.

Sure enough, strong arms grabbed him mid-fall and he and Miles landed heavily on the roof of a high rise. “Nice of you to join us.”

“Can’t you stay out of trouble for five minutes?”

Not really in my style, Kid… Peter thought, but he didn’t voice it. Prowler landed with a hard thud behind them.

“Well, at least this makes my job easier,” he said. He ran at them. Peter pushed Miles out of the way and met Prowler. They danced on the rooftop as the snow fell around them. Peter parried the attacks as quickly as they came, dodging and countering like he hadn’t lost two years of fighting experience. The training he had done in the tower had kept him in good enough shape to not get destroyed by Prowler. Without his webs, he wasn’t as in control of the battle as he would have liked, but once he found his stride, he kept Prowler at bay. Since he wasn’t enhanced, Peter didn’t have as much of a hard time keeping him on the ropes. He wasn’t too worried about Miles being there, but he needed to end this before someone else got hurt or before this fight got any crazier. He needed to end this entire thing before Prowler got the upper hand. Neither Peter or Miles would be safe as long as this assassin was still on their tail. Prowler was beginning to grate on his nerves and he needed him out of the picture if he wanted to help Harry without Osborn constantly interfering. He had hoped he could work with Osborn on the symbiotes, but that ship had apparently sailed.

A hard punch landed on his gut. Air escaped his lungs with a gasp, but it gave Peter enough leverage to grab Prowler’s arm. He realized his mistake a moment too late. Getting close to the attacker wasn’t in his best interest. Prowler grabbed his wrist and twisted with enough strength to crack a bone. Peter howled. He had gone through worse, but the pain had been so jarring that it dazed him for a moment. He felt his gloves being ripped from his hands. “Let’s see you survive this fall without these!” He pulled one of Peter’s boots off as he threw him off the building. He got a quick glimpse of Miles running to save him and Prowler lunging to stop it before all he could see was the brick wall. Peter kicked away from the wall with enough force to propel his route and land on a lower building, stopping his highspeed fall before reaching terminal velocity.

The landing was less than ideal, and he lay there in the snow for a moment, waiting for his ears to stop ringing. “One day…” he muttered. Sure, he could have saved himself, but without Stark’s fake tech, he was just Spider-man sticking on walls. The fall to the roof had been several stories. The sound of Miles and Prowler fighting on the roof was barely audible over the blood pounding in his ears. He sat up.

Running up the wall would be the fastest way to get up there. In the split second he made the choice, he knew what the consequences of wall running would be. Miles would figure out he was Peter Parker, and everything would go to hell in a handbasket. The other option was the fire escape. It would add several precious seconds to Miles’ solo fight with Prowler, but it was the safer option for Peter. Prowler doesn’t need him dead, he reminded himself. Miles could hold his own for 20 extra seconds.

The choice made, Peter jumped onto the fire escape and sprinted towards the top. He had known what the better option would have been, but he needed this charade to go on longer. Revealing himself as Peter now would only cause everyone involved pain. MJ would hate him… Miles would never trust anyone again. No, it was better for everyone if Peter Parker remained dead.

Just as Peter jumped onto the rooftop, Prowler buried the claws of his gauntlet deep into Miles’ gut. Peter could only stare for a heartbeat as electricity surged through Miles’ body and he screamed. The scream tore at Peter’s heart. Miles went down, and Peter could only watch as everything moved in slow motion. 20 extra seconds… that was all he had needed. He looked at Miles as he writhed on the ground. Prowler lifted his gauntlet and prepared the final blow of their fight.

He ran at Prowler, and in a mad bout of fury, he didn’t hold back. He was sick of people getting hurt because of his choices. Why couldn’t, for once in his life, he be the one to suffer for his mistakes? His punched landed with bone crushing force. He didn’t want to kill Prowler. Armored as he was, he was still just a normal human underneath it all. Peter had been pulling his punches in an attempt to not kill the man, but something in him snapped. He threw punches at the assassin that, had he not been armored, would have been fatal. The rage was almost as freeing as Li’s corruption. He could hear Li’s voice egging him on as he attacked wildly. For once in his damned life, Peter wanted something to go his way. He wanted one damned choice to not lead to someone getting hurt. Or, if someone had to get hurt to please the karma gods, he could be that person. Why did everyone else have to pay for his mistakes?

Peter landed a punch to the assassin’s face, tearing his mask and revealing dark skin beneath. Peter had done a number on him. He backed away from the enraged man, gathering his things. Without a word, Prowler was gone, jumping from the building. Peter made to go after him but stopped when he heard Miles’ pained groan from behind him. He turned to Kid Arachnid and stepped towards him. Miles was on the ground, holding his stomach like he was having stomach problems.

“You… you were going to kill him,” Miles gasped. He clawed at the ground and got onto his hands and knees, coughing.

“We do things differently down south,” he said as he walked towards Miles. The wounds on his stomach didn’t look as bad as they had first appeared, but he did need medical attention in case of infection or poison. “Come on,” he said, squatting down to pick Miles up, “let’s get you to the hospital.”

“Don’t touch me,” Miles snapped, pushing him away.

Peter flinched. The venomous tone was unexpected. Miles sat up on his knees, holding his arm over the five holes in his belly and the burn marks that surrounded them. “I really wasn’t going to kill him,” Peter defended quietly. Frankly, he didn’t care about how hard his beat down of Prowler had been. All he cared about was getting Miles somewhere safe before their assailant got his second wind. “Are you—”

“Okay?” Miles spat. “I will be.” He tried to stand but stumbled back. When Peter moved to help him, Miles shoved him back with an angry grunt. “You’ve done enough!”

Peter stepped back, holding his hands up in surrender. “Okay… not sure where the anger is coming from… Really, I wasn’t going to kill him.”  Miles just laughed as he struggled to his feet. “What?”

“You really think that’s what this is about?” He shook his head, still laughing. “Really?”

“I did… until just now…”

“Oh, screw you!” Miles snapped.

“Woah! What’s your problem, Kid?”

Miles stepped up to him, stumbling a little as he did. “Fight me.”

Peter cocked his head. “Fight you? How about no? You’re injured enough as it is.”

Miles shoved him. “Fight me!”

Peter narrowed his eyes as he backed away. “I won’t, Kid. There’s no point!”

“No point?” He half laughed, half sobbed before shoving Peter harder, causing him to stumble back. “There is always a point!" He punched Peter in the gut. "Hit me, damn it!”

Peter grabbed his stomach and looked down at Miles. Concern crossed his face. Where was this coming from? He couldn’t be this angry that Peter had almost taken out Prowler for good. Miles had a strong sense of justice, but this wasn’t justice this was… anger… madness. “I won’t," he said as calmly as possible. "I won't fight you. We're a team."

“I looked up to people like you!” Miles shouted. His voice cracked. “I had heroes!” He pushed Peter harder. “But you? You’re just selfish! Just—”

“What are you--?”

“Everything I ever stood for! Everything Kid Arachnid fought for…! Everything you instilled in people! What happened to responsibility? What happened to selflessness? What happened to you?

“I don’t—”

“Cut the crap!” Miles shouted. He reached up and yanked his mask off, discarding it with a disgusted grunt.

“That’s… uhh… not advisable…” Peter tried. He wanted to steer this away from where he was dreading it was going. “Your mask hides—”

“Your identity,” Miles spat. He pushed Peter again and this time he stumbled back further, trying to get some distance between them. He didn’t want to hurt Miles and he didn’t want Miles doing something he’d regret later. He laughed again and it was somewhere in between a mad chuckle and hysterical sobbing. Now that Peter could see his face, he saw Miles’ expression twisted in rage and pain. “Your identity…! Your goddamned identity! That’s all that matters to you, isn’t it?” He ran at Peter and propelled him to the edge of the building. He went to throw him off the roof, but grabbed Peter’s vest before he went over. “Isn’t it?” he shouted.


“Say it!” Miles’ voice rose and cracked.

“Say what?”

“My name!

“I don’t know your na—”

“Like hell you don’t!” He extended his arm, forcing Peter to stand on his toes to prevent dangling. He looked down. A fall from this height might not be fatal, but it would hurt like hell, and might result in a broken bone or two depending on how he landed. Miles would know that. Peter grabbed the arm holding him. He could get out of this easily. All he had to do was punch Miles, or even retaliate in any way… but he couldn’t. The ultimate way to protect his identity was to hurt Miles. Peter Parker… Spider-man would never raise a hand against his allies. No matter what, Peter had vowed to never hurt an innocent again, even if it meant dying.

“Kid Arachnid,” Peter begged, “please… I don’t know what you’re talking about…” He tried to keep his voice calm and steady. He let a little fear edge into his words. Spider-man would survive the fall, but maybe Noir wouldn’t. He needed that doubt in Miles’ mind. He needed Miles to think twice about dropping him. “I’m just a kid from Atlanta… that’s it.” He was panting, and he didn’t know why. The fall wasn’t lethal, and Miles wouldn’t do it anyway. He couldn’t. He was too good a person.

“And I’m a kid from Brooklyn.” Miles released him and Peter was forced to let go of Miles’ arm. Their weight difference would drag Miles over the edge. Peter fell. His first reaction was to just let it happen. It wasn’t fatal. He’d break a few bones. He had fought with worse injuries. But if he was injured, he couldn’t help Harry… He couldn’t stop Osborn and he couldn’t fight the Prowler. The choice was made before he could even really think about it. He twisted in the air and reached out. He bare hand scraped on the wall, leaving trails of blood. He got his other hand on the wall and then his feet, stopping his fall before gravity took him to the ground.

Bile rose in his throat as he clung to the wall. He hugged it, resting his forehead on the bricks. The cold seeped through his mask. He climbed up slowly. The smart thing to do now would be to run. He could flee and never be seen again. Disappearing into the city would be easy enough. He had done it enough times. That was the smart thing to do, but that wasn’t the right thing to do. The right thing would be to face this. Facing the consequences of his actions would be hard and he didn’t want to, but he knew now that he had to. All that time he had spent trying to keep them safe from his own actions were wasted. He didn’t know how Miles figured it out, but now was the time to face the mistakes he had made. The climb back up was agonizing. Miles stared down at him as tears rolled down his face. Peter pulled himself over the edge and perched there like a gargoyle. “Miles…” He didn’t know how to start this. He didn’t know how to apologize. It was probably too late.

“Screw you, Peter!”

“Yeah…” He deserved that. He deserved whatever Miles threw at him. He also deserved the punch that came his way and he did nothing to dodge it. Miles’ anger behind the blow threw him to the gravel on the roof. He sat up and very slowly pulled off his mask. There was no point anymore.

Miles gasped softly as if he had still been holding out for the hope that the person in front of him wasn’t Peter Parker.

“Miles… I…”

Miles kicked him hard in the jaw, sending him back. Peter struggled to his feet, but Miles wasn’t done with him. “You selfish-“ he punched Peter in the face, “irresponsible-“ he kicked Peter’s stomach, “bastard!” He grabbed Peter’s shoulders and pulled him down while he brought his knee to impact Peter’s chest. He gasped and fell back, holding his chest. He deserved it, but that didn’t mean it didn’t hurt.

“Miles…” he tried again.

“Two years, Peter!” he shouted. Peter didn’t move to defend himself or his actions. He couldn’t even look at Miles. His gaze stayed firmly on the rooftop as a lump formed in his throat. “Ben would be ashamed…!”

Chapter Text

Harry opened his eyes to the feeling of ravenous hunger. He groaned softly and went to turn on his side in the bed, but found that he wasn't in a bed. He was suspended in an X-pose with his hands and feet securely locked in place. "Dad...?" he called, but his voice was weak and tired. "Dad!" 

Finally, you wake! The voice in his head spoke weakly, but also with a joyous undertone. Your so-called father has abandoned us.

"So-called?" Harry whispered. Sure, he and his father had never seen eye to eye. Norman was a very driven man who didn't let small things like other people's lives get in the way of what he wanted... but he wasn't a monster. "What does that mean?" 

It means that your father has betrayed us... betrayed you. Its voice was soft. It was either whispering or the hunger that Harry felt belonged to the... Venom? Father will pay. 

"Pay?" Harry repeated. He closed his eyes with a sigh. Yes... his dad needed to pay. Harry would topple Oscorp before he let Norman get away with the atrocities he had done in the name of saving his son. But they needed enough evidence to bring to the police. He could get MJ to break the story if he needed her to. It would take a while, but...

Your plans are quaint, Harry, Venom hissed, but I believe you and I could do this with far more efficiency. An image of Venom's hulking form tearing Osborn in half flashed through his mind. My way is bloodier, but it is quicker, and we are hungry after all. 

"We... you are not eating my father!" Harry snapped, aghast. The very thought made his empty stomach churn. He had already dealt with the fact that his house guest had eaten one man already. He didn't need any more people going into his belly. 

Our belly, Venom corrected offhandedly. 

Harry sighed. Whatever Venom was, he wanted it out of him as quickly as possible. 

You are lucky to have survived the process at all. Extracting me will not be easy. But before we deal with that, we need to feed, Harry.

"Is that all you care about? Eating?" 

Venom laughed. You humans think that since we have no real form, we are mindless killing machines. I merely killed out of a need to find a host. Humans are not as compatible with our anatomy as we would like, and many die in the process. Harry was given flashes of multiple hosts that had failed to bond properly. The pain of the process coursed through his body. He had to hold back a scream. But that doesn't mean we all kill without reason. We are as complex and diverse as your kind. Some of us kill, but most of us simply want a host. Its tone indicated a shrug of indifference. 

Harry went to respond, but he didn't know how to. Was this creature part of some sort of alien race? Were they Earthen in origin, or were they grown in a lab? He didn't know how to breech that topic. How did someone ask the disembodied voice in his head where it had come from? He still wasn't even sure Venom wasn't just a figment of his imagination; a mere side effect of the drugs his father had given him...

Speak of the devil, Venom hissed. The door opened and in stepped Norman. He kept his distance, hanging back by the door of the room. 

"Good morning, Harry," he said quietly. Harry narrowed his eyes. "Are you feeling better?" 

"No," he said bluntly. 

Norman sighed. "I understand your misgivings..."

Harry laughed. "Do you, dad?"

He does not, Venom offered. Harry ignored it. 

He nodded slowly. "I do. You have tried your best for this city... and I don’t mean to undermine your efforts, but you will do great things with the life you have been given." 

"Given?" Harry choked out a laugh. "Stolen, you mean." 

You feel an overwhelming sense of guilt... why? Venom asked. If Harry didn't know any better, he would say the thing sounded confused. 

"We can argue semantics all you want, but the truth is you are alive because those people gave their lives for you." 

"Unwillingly!" Harry snapped. He rolled his eyes with a desperate chuckle. "I don't understand why you don't see that as a problem!"

Norman crossed his arms and it reminded Harry of the times they would argue over nothing in particular; the dishes needing to be cleaned when the maid hadn't done a good job, an over extension of the credit cards when Harry had been angry enough to buy things he didn't need. It infuriated him that Norman's posture and mannerisms were not any different now than they were back then. "Because you are my son and no price is too high if it meant saving you!" 

"I don't want this life if it was stolen from others!" Harry shouted. His voice cracked as tears welled up in his eyes. 

I see... Venom said, and Harry could just imagine the creature nodding its head in understanding. He didn’t know what Venom meant and he wished it would just shut up and stop trying to comprehend this conversation that it clearly had no place in.

"You shouldn't squander their sacrifice." Norman sighed. He started walking towards the containment contraption. "Harry, I understand that this is hard for you to process, but don't you realize that I did it because I wanted to save you? I wanted to give you your life back." 

Harry clenched his fists inside the restraints and he bowed his head as tears welled up in his eyes. All those people... he could see their faces thanks to Venom. He could hear their screams and feel their pain and terror as their bodies violently rejected the symbiote. He wanted to be one of those people. He didn't want the gift of life if it meant so many others had suffered so he could live. He wished his father had just let him go.

And then what would have happened to me? Venom asked. Harry didn’t answer. He didn’t have an answer.

“Our next course of action is to extract the venom without hurting you or it,” Norman continued as he stopped in front of the containment. Harry couldn’t believe how smoothly he was talking about any of this. Any sane person would be horrified by the amount of death and pain he had caused, but Norman seemed okay with it. It was like those lives didn’t matter. He had never thought of his dad as a good person, but he had at least always believed that his father wasn’t a monster. “I wouldn’t care about preserving it, but I’d rather Treece get the venom and not whatever that other one is.”

My offspring, Venom explained.

“Treece?” Harry asked, cocking his head. “Dad… what’s going on? What is this?”

Norman waved off Harry’s confused questions. “Don’t worry about it.” He looked up at Harry with a sigh. “Son, I didn’t want you to go through this. I wanted you to wake up after all this mess was over… but things didn’t go as I had planned. Please try to understand that I had the best intentions for you. I still do. I want you to be okay with this and I will do everything in my power to make this okay.”

Harry didn’t know if he wanted to laugh or cry at that point. Nothing could ever make it okay because the one thing that could was the one thing his father couldn’t do. No amount of money or power on Earth could bring those people back to life. “Don’t bother.”

“They were just homeless,” Norman insisted. Disgust rose in Harry’s stomach.

“Get out.”


Get out!” they shouted.

Norman sighed deeply and nodded. “I love you, Harry…” and then he was gone.


Norman stepped out of the room and leaned on the door once he shut it. He understood Harry’s anger. The boy, despite his best efforts, was as much of a bleeding heart as Peter was. It was probably Peter’s fault. Without his influence, Harry might have turned out better; colder. It was another reason he needed Peter out of the picture. That boy would never let Norman live down any of this.

He pushed off the wall and walked down the hallway, rubbing the bridge of his nose. He became aware of the presence a second before Prowler spoke. “Mr. Osborn,” he greeted. Norman looked at him and took notice of the cracked armor and torn mask.

“I take it Parker is still breathing and Kid Arachnid is not in my holding cell.” He let out a longsuffering sigh. Between their inability to catch a spider and Harry being difficult, Norman was starting to believe that he couldn’t pay these people enough to get good results.

“I won’t fail a third time,” Prowler assured him. “But, that boy… Parker… he punches like an enhanced.”

Norman bit his lip. Peter was just a normal kid. “He came in contact with the venom. If he’s punching like a demon, then it must be some residual power from that.” He stopped walking and Prowler also stopped beside him. “Can you get this done, Prowler, or will I have to find someone better?”

“It will be done, Mr. Osborn.”


Prowler nodded and vanished down the hall. Norman’s headache was growing. He hoped his next meeting would go better. He took a deep breath and steeled himself as he stepped into one of the conference rooms. Treece was waiting for him with a file. When Norman stepped to the table, Treece threw down the file, spilling pictures out of it. “What is this?”

“Nine good men died today,” he said. “Nine of my men died.”

“Apologies… but they knew the risks when they signed up,” Norman said. He didn’t like that he had to explain this. Treece was a trained professional and shouldn’t be surprised that things had gone pear shaped. “What would you like?”

“The red symbiote,” Treece said, crossing his arms.

Norman narrowed his eyes. He had been planning on giving Treece the black one once they had extracted it from Harry. The red one was more aggressive. Whenever they attempted to bond it with anyone, it attacked without any of the hesitation that the black one had. At least their venom seemed to try to bond. The other one killed fasted. “I had planned on destroying that one,” Norman said. He had offered them a symbiote at the end, but he hadn’t wanted to give them a monster.

“Your son seems rather bonded with the venom. We had a deal, Osborn.”

“And you will get your symbiote when we’ve extracted it from Harry,” Norman insisted. “The other one is too dangerous.”

“Are you saying that the beast that killed my men isn’t dangerous?”

“I won’t give it to you. If you unleash that thing and it gets traced back to here, I don’t need that.” If he had cared about the people that would get hurt, he wouldn’t have worked with symbiotes to begin with.

Treece crossed his arms. “And if you can’t break the bond between Harry and the venom?” he asked.

Osborn shook his head. Treece had him in a box at this point. He relented with a sigh. “Then you can have the red one. Do you have a suitable host?”

He nodded. “Based on what we saw with the experiments, we believe that we have the perfect host for either one of them.”

Norman sighed. This was a disaster, but he felt like he could get control of this situation. All he needed was time… and for Peter to stop interfering. He hated relying on others to do his dirty work, but he needed to delegate. Despite Harry being his priority, he still had a company to run. “Very well. Give me more time and you can have the venom.”

Treece nodded slowly. “You have forty-eight hours to give us a symbiote, or we go public with what’s really going on in Oscorp.”


Peter sat perched on his gravestone. Snow fell around him in a near blizzard. He was too tired to cry and too depressed to be angry. Ben would be ashamed of him. He had spent two years hiding away and while he could justify it all he wanted by saying that he was just doing it to protect the people in his life, he knew deep down that wasn’t the whole truth. The truth was far more complicated than that. He had been scared and ashamed of what he had done. “Why did you save me, Doc? You should have just let me die…”

Miles hadn’t taken it well and Peter felt like he would never make this okay with Kid Arachnid. He felt like Osborn. Sure, Norman had done worse things, but Peter couldn’t help but feel like he had done things that may not be just as bad, but they were just as shameful. And now both he and Osborn were scrambling to make things right.

He looked down at the gravestone and sighed. He needed to face this. If Miles hadn’t told her, she needed to hear it from him. He took off his mask and jumped from the stone. He hopped onto a car and squatted on the roof while it worked its way through the late-night traffic flow. When the car turned a way he didn’t want to go, he jumped onto another one. He was sure that if he had just asked Tony for bus or subway money, he’d give it to him, but Peter didn’t want to impose any more than he already had.

When a car finally got him to MJ’s apartment building, he jumped off and shoved his hands in his pocket. He could bet that Miles was out patrolling. He looked up at the dark building until his eyes landed on the one window that was still lit; her bedroom. He climbed up the fire escape, keeping his head down low. This wasn’t going to end well. He’d rather be facing Li, or Otto, or literally anyone than this.

He stopped at the window leading into the living room and stared inside. She was there, typing away on a laptop. A cup of coffee was steaming on the table beside her, still too hot to drink. She was preparing for an all-nighter. Soft music played throughout the apartment and she typed almost in time with the soundtrack. She seemed happy. Her life was about to get turned upside down. He went to stand and leave; she didn’t deserve to have her entire life shattered. He could skip town. Miles would never see him again. They would never see him again. But he couldn’t. He had the great power, now he had to shoulder the great responsibility.

He held his breath and knocked.

MJ lifted her head. “Why are you knocking, Miles? Just come…” her voice trailed off as their eyes met. Her somewhat content expression faded to shock, then her eyes welled up with tears and that sadness gave way to anger.

Peter sat on the windowsill like a vampire waiting to be invited in.

“Peter…” MJ breathed.

He bowed his head sheepishly. “Hi…” He motioned to the snow. “Can I…” He paused with a sigh. “It’s cold…” He didn’t really expect that it would be much warmer inside.

She stepped aside, silently letting him in. He crawled through the window, passing into the familiar room that no longer was familiar. She had moved the couch around. The TV was in a different spot and there were plants that weren’t there before. Even though there weren’t that many changes, he felt like he was stepping into an alien world. Or, he was the alien and he was stepping onto planet Earth. He stood in front of the window without stepping in, crossing one arm over his body to hold the other. He looked everywhere except where MJ stood, studying him like she would any superhero who had walked into her house. The problem was that he wasn’t just any superhero.

This was a mistake.

MJ stepped up to him and touched his face. He flinched back. Her skin was warm compared to his frozen face. He wanted to give into her touch just like he had done with Harry, but he couldn’t. Was it wrong for him to seek comfort when he clearly didn’t deserve their comfort?

“You’re not dead,” she said finally, pulling away from him. Peter wanted her to come back, but he made no move to stop her. She rubbed the back of her neck as she held her elbow with her other hand. “I knew you weren’t.” She was smart. It didn’t surprise him. “But I had hoped you were.” That surprised him. He looked up sharply and held back tears. This wasn’t about him. This was about the people he had let down.


“I thought ‘why else would Peter Parker… Spider-man… stay away for two years? He had to be dead. But he isn’t’.” She let out a choked sob and turned away from him as if she couldn’t look at him. “I waited for you to contact me. I knew you had to clear your head… I knew you needed a break, but I waited for you to at least say something. Then the funeral happened, but it wasn’t real… I wasn’t ready to bury you.” She started pacing and all he could do was watch. He was afraid to move. “You didn’t attempt to contact me. You didn’t call, email or even leave an encrypted message! You just… vanished!” Her voice steadily rose as she spoke and he pushed his back against the wall. He had never been more jealous of Miles’ camouflage than he was at that moment. “And you couldn’t be bothered to let anyone know you were alive!”

“I wanted you to move on.” It was a weak excuse, but what else did he have?

“How did you expect me to move on, Peter? I loved you!”

Loved? Peter bowed his head. Past tensed.

“I couldn’t sleep for weeks… How did you possibly expect us to just go on living without any sort of closure? There was no body… Nothing! I…” She backed away from him as tears fell down her cheeks. He had caused them. He had caused her pain when he had never wanted to hurt anyone again. “I got emails, cards, gifts and condolences from the people at the Daily Bugle when we buried Peter Parker! I had to write memorial pieces about Spider-man! How the hell did you think I could move on, Peter? Tell me that!”

He couldn’t. He shifted his feet and stared down at the floor. “I’m sorry…” His voice broke. Everything felt like it was crashing down at once. Miles, Harry, MJ… he had let them all down. “I am so sorry.” He held everything in because he refused to break down right then and there.

MJ turned her back to him. “Get out.”

“MJ… please…” He didn’t know what had he wanted from her. Forgiveness? Comfort? Love…? He stepped towards her. “I can’t do this anymore…”

“Neither can I, Pete.” He tried to read her tone or her body language, but both were rigid and cold. He took a step back towards the window, moving slowly as if waiting for her to change her mind. “Get out of my apartment before I call the police.”

He nodded slowly. “Okay... Okay, I'll leave." He took a deep breath, bracing himself to say what he needed to say. "I lo—”

Out Peter!”

He was gone into the snowy night before her voice faded.

Chapter Text

Chapter 10: What Would It Take for Things to be Quiet?

Miles stared down at the city below as the snow and wind blanketed it. It was early for snow in New York, but he’d rather have that than sleet. He had hoped that he was wrong. Noir’s reactions were all to familiar. He had cared too much about strangers and had put his life on the line too much. Not many people, even superheroes, would be so willing to give their all for complete strangers… which meant that Noir wasn’t a stranger. Miles had been ready to catch Noir had he not been able to save himself. His plan wasn’t needed.

He sat down on the roof and fingered his glove, absently tracing the webbing on the palms. By now Peter had probably been to see MJ, and if he hadn’t, Miles didn’t want to be the one to tell her. He put his hand to his ear and sighed. No one to call… except…

He dialed the number and bowed his head, hoping that he got through. He knew it was in the middle of the night, almost morning, but he needed to talk to someone… anyone.

“Miles?” Aaron answered. He sounded groggy, like Miles had woken him. “You know what time it is?”

“No,” Miles said truthfully. “Late… early… I don’t know.”

Aaron sighed. “Alright… What’s wrong, kid?”

“I don’t know.” He wasn’t even sure why he had called. Aaron couldn’t help him. He couldn’t offer any sage wisdom. “I just… I don’t know. Some things happened, and I guess I’ve lost a friend.” He swallowed hard. “I thought I could trust him, you know?”

Aaron stayed quiet for a moment. There was the sound of rustling in the background. He must have been getting clothes on. “What’d he do?”

Faked his own death and then prioritized his identity over protecting other people. “Just lied about some stuff,” he said instead.

“What’s his name? Who do I have to take out?” Aaron asked. There was an overtone of protectiveness in his voice; just like his father would say if he was there. Minus the threat of violence, of course.

Miles laughed softly, swinging his feet over the side of the building he was on. “That’s not funny, Uncle Aaron.”

“You think I’m tryin’ to be funny? No, someone hurts my nephew, I go after them,” Aaron snapped. “Who is he?”

“It’s no one,” Miles muttered. He didn’t want Aaron getting too involved in this, and no matter how angry he was at Peter, he wasn’t about to expose him just out of petty revenge.

Aaron sighed. “Miles… Kid, I didn’t want you to have to learn this lesson. You were always more optimistic than most, but people are just going to let you down. You can’t rely on anyone out there. They’ll either stab you in the back or they’ll die on you, or they’ll leave you for dead.” Miles closed his eyes. Aaron was right. He didn’t want this to be the lesson he learned on his journey to be Spider-man, but if that was what he was destined to be… He shook his head. People were better than that. “You can only really rely on yourself, and I’m sorry you have to learn this now.”

“So am I,” Miles said. He clenched his fists. “Did people let you down, Uncle Aaron?”

“All the time, kid.”

Miles fell back to stare up at the sky. The sun was coming up and the dark blue of the night sky was giving way to the grey morning. “How’s that job you’re on?”

It was Aaron’s turn to laugh. “Annoying,” he said. “These guys keep giving me the slip and I’ve had just about enough. If I don’t get results soon, I’m going to be missing out on a pretty big paycheck.” Miles didn’t say anything. He knew he wasn’t supposed to ask his uncle what he did for a living. He knew that Aaron didn’t really get normal jobs, but he had never inquired further than that. “But don’t worry. I’m actually pretty close to finishing up half the problem right now.”

“Really?” Miles asked. The city was coming to life below. Soon he’d had to get going, save some people and start working on a project he was supposed to be doing over Christmas break.

“Yeah.” He laughed. “So, what about Christmas, Miles? You coming over?”

“What day is it?” Miles asked. He had no idea what anything was anymore.

“Two days ‘till Christmas. Man, this has really got you messed up.”

“I’ve got a lot on my plate,” Miles said with a shrug.

“Well, let me call you back, alright? I’ve got to deal with this.”

“You’re not home?”

“No, I’m at work.”

“Okay. I’ll see you soon, Uncle Aaron.”

“See ya, kid.” And he hung up. Miles did the same and sat up, staring down below. Surely there were a few crimes he could handle and maybe get his mind off of everything. Maybe throwing some bad guys on the ground would help clear his head.

His spider senses flared a half a second before the blow came, sending him falling from the roof. Panic took a backseat to survival and he kicked out at the building, so he could propel himself to the nearest wall. He stuck and looked up in time to see Prowler running down the wall towards him. He cursed and ran up. The best thing to do now would be to keep the fight out of the streets. People could get hurt if he took it to ground level. “Where’s your friend, Kid Arachnid?”

“He’s everything but my friend!” Miles shouted. He jumped onto the roof and turned to face Prowler. They had to get rid of this guy before he really hurt someone. Miles closed his eyes and camouflaged, freezing in place. He looked down and cursed in his head. The abundance of snow on the roof would make it nearly impossible to disappear, but he could at least remain harder to hit like this. He jumped into the air and landed on an antenna silently.

Prowler stalked to where his footprints ended and stared down at the indentations in the snow. He walked around the prints silently, before stopping where he had started. “Not bad,” he said with a shrug. “You don’t have to die, Kid. My employer just wants your blood.”

Miles wrapped his fingers around his toes, shaking softly. He tried to keep his breathing calm and quiet as he watched Prowler prowl the roof.

“All you have to do is go quietly and nothing bad will happen to you.”

Miles shook his head. Prowler was trying to get him to respond and he wasn’t going to fall for it. What he needed to do was get this guy in prison. He may hate Peter right now, but that didn’t mean that he wanted him to die. He would consider going quietly with Prowler if Peter wasn’t next on the man’s hitlist.

Prowler waited silently for a response and then shook his head. He lifted his hand to his mask and started walking through the snow, whistling “The Itsy-Bitsy Spider” slowly and methodically. Miles gripped his toes tightly. The man was smart. He fired multiple shots at the higher grounds, probably knowing that Miles had to get away if he didn’t want to leave footprints.

Suddenly, Prowler spun around and shot at the antenna he was on. Miles jumped off in retaliation. He fell to the ground and rolled over just as Prowler punched through the roof where his shoulder had been. It would have shattered his bone had it hit. He dropped the camo and rolled away.

“You’re not bad, Kid,” Prowler said. “I don’t want to kill you, but I will.”

Miles jumped to his feet. He wasn’t going to engage in this. He couldn’t. He went to run, but Prowler grabbed his leg.

“Nope. Not happenin’, brat! I’ve had just about enough of you two!”

Miles whipped around like a snake, grabbing Prowler’s arm. He sent a venom strike through his opponent. His arm went limp and Miles kicked him away. He scrambled to get away, starting almost on all fours before straightening out. He headed towards the edge. He didn’t know what his chances were of getting away, but he had to at least take this elsewhere. Prowler recovered like a professional and lunged at Miles. With his good arm, he scored Miles’ back, tearing his suit and skin just as he went to leap for the next roof.

Pain erupted from the marks, blinding him. He fumbled for his webshooters as gravity took him down, but each move sent a wave of blinding pain through his body. Despite the pain, he ducked into a ball, praying that he landed on a snow drift.

The final splat never came. He was grabbed, and the sudden stop dislocated his shoulder. He let out a pained grunt, but he was too tired to shout out. Prowler, probably in an attempt to make sure he was finished, slammed Miles into the brick wall of the alley. Everything went white. His vision faded back to reality as Prowler lifted him up until their masked eyes were staring at each other. His vision was blurred and black along the edges. “You… have been a thorn in my side!” he snapped. He lifted his hand that Miles had used the venom strike on and punched Miles hard in the face. He hardly reacted. He threw Miles onto the fire escape and whipped out a gun, aiming it at the kid’s head. “I oughtta…” he snapped. Miles let out a soft squeak of pain. “But I won’t. My employer wants you alive.” He picked up Miles after putting the gun back, and hoisted him over his shoulder. Miles was too weak to fight back. “But I can’t say the same about your little friend.”


Peter stormed into his room at the Avengers’ Tower, slamming the door behind him and tearing off his mask with utter disgust in everything he had done. He spun around at the door and punched it hard, cracking the wood. He held his fists there for a moment, relishing in the pain it brought him.

“Mr. Stark will need to know about that…” J.A.R.V.I.S. said. Peter didn’t apologize for the damaged. Instead, he threw the things off of his desk in a rage. He had screwed it all up, and he couldn’t blame anyone else for it. He only had himself and his stupidity to blame. He overturned the desk chair and threw books. He grabbed the chair and hurled it through the wall, shattering the chair and causing a rather large hole. By the time he had gotten it out of his system, he was panting, and the room was a disaster. “Do you feel better, Peter?” the A.I. asked,

“No,” Peter said, panting. "Delete the footage."

"As you wish, sir."

He picked up his cellphone, but he had no one to call. Tony was out saving the world and Miles and MJ wanted nothing to do with him. He threw the phone, shattering it.

“I will add that to the list of damages.”

Peter reached into his desk and pulled out his webshooters. He grabbed his mask and left, slamming the door behind. He knew one person who might be willing to talk to him. As he jogged out of the tower, he put the shooters back on his wrists. His stomach churned, but he ignored it. Hiding the fact that he was Spider-man was no longer priority. His jog turned into a gallop and then a full blown sprint. He closed his eyes and his legs coiled before he launched into the air. He shot a web and swung. The familiar whoosh of air passed his head. At first, he was rusty. His swings weren’t a great as they had always been, but after a few minutes, he found his stride again. There was a rush of joy and nausea as he swung and he couldn’t help but smile despite it all. Spider-man wasn’t back, but at least Peter was.

His trajectory led him to an old abandoned building on the docks. Peter sighed as he landed and pushed his way through the rubble and decay of the building. “Doc?” he called. This was where he had woken up two years ago. There was a makeshift laboratory there and a bed. The cot was what he had woken up in. It didn’t look like it had been used in a while, but the equipment wasn’t dusted over and didn’t show any signs of decay. There were brown blood stains on the sheets and Peter wasn't sure if that was his blood or not... he hoped it was his  

The sound of mechanical parts echoed through the building. Peter didn’t even flinch. He leaned down to look at the mice in the cages that lined one wall. Only one seemed to be in good health. He checked the label on it and sighed. The control. It seemed that Doc wasn’t making that many strides, unfortunately.


“Hey.” Peter turned to face Otto and smiled despite the mask. “You look… well.” That was a lie. Otto’s skin was pale and gray with illness and probably malnutrition. “How are things?”

“Better.” He looked at his metal arms absently. “I’ve had a few break throughs.” Peter leaned on the cages behind him gently. He didn't say how much he doubted that. Je hadn't come here to berate the man. Otto looked at him, studying the him. "I see you have a new suit… again… Who are you fighting this time?”

“Myself,” Peter said quietly. Otto didn’t ask him what he meant. He was probably used to facing his own demons.

Instead, he moved to the cages to look at the mice inside. "I guess if you’re here, you’ve exhausted all other options," he observed offhandedly. 

“I don’t have anyone else,” Peter agreed. He felt bad about it, but they had parted on poor terms to begin with. Neither he nor Otto were under any sort of illusion that whatever they had been once could be revived so easily. Pr at all. He moved his eyes back to the bloodstained cot. “You saved me two years ago.”

Otto didn't look at him. “You almost died,” he said with a shrug. He used his arms to start checking on the mice. Peter ducked out of his way. “You had a pretty high fever and an infection. I almost brought you to the hospital a few times.”

“But you didn’t.”

“I figured you didn’t want me to,” Otto explained. That was probably true. He avoided hospitals as much as possible. Blood work was dangerous for him. Peter hadn’t known the details of his recovery. He just remembered waking up in this room and leaving without saying much to Otto. A quick thank you and he was gone.


“Why what?”

“Why’d you save me?”

Otto sighed and studied the mice silently, moving to each cage with a groan. Peter wasn’t sure he wanted the answer. He had left Otto for dead and during Li’s corruption, he had said exactly how he felt about the man… but he had still saved Peter. “It’s what you would have done,” Otto said.

“Is it?”

Otto nodded. “I believe it is. You’re too good a person to just let someone die without cause. Maybe I just felt like I should be that person… just one more time.”

Peter sat down on the cot, staring down at his hands. “I’m not that person… Not anymore.” Otto gave him a sideways glance. “I spent two years pretending to be dead… I thought it was because I wanted to protect them, but..." He trailed off. Why had he done it? He wanted to say it was for them, but that wasn't true, was it?

"Why'd you do it?" Otto pressed.

"Because I couldn't go back out there," he answered, closed his eyes against the world. He wanted to take it all back. He wanted to pretend it hadn't been selfish, but lying to Doc wouldn't mean anything. He had come here looking for something and he wasn't going to get it by lying.

“So you got knocked down?” Peter nodded. It was more complicated than that, but that was essentially what had happened. He got knocked down so hard that he felt he'd never be able to get up again. “And now you don’t want to get back up.”

He looked at his hands, shaking his head slowly. “It’s not that I don’t want to… It’s that I can’t.”

Otto laughed softly. “That’s not the Peter Parker I knew,” he said. “Where’s the kid who told me at every failure that we were going to make a difference? Where's the kid that never let anything stop him? He believed that he could change the world." 

Peter didn’t know if he wanted to laugh or cry at that. How far had he fallen to be seeking advice and dare he say, comfort from the man who had killed his last remaining family member and had endangered the lives of millions for some petty revenge scheme? He wanted everything to go back to before all this went down. “Doc… I…”

“Don’t say you can’t,” Otto said. “Look, I did my fair share of terrible things to you, but when I saw how much it was eating you and tearing you apart, I wanted to end it. I didn’t know Li would go that far.” Peter bowed his head. “Since when does Spider-man quit? Haven’t you been thrown down enough times?” Peter didn’t answer. “And how many times have you gotten back up?" He didn't answer the question. His whole life had been a series of knocks to the ground and struggles to stand; metaphorically and physically. Otto rested a metal hand on Peter's shoulder. "Pete… life sucks.”

"Yeah, that's real helpful, Doc," Peter snapped. 

Otto scoffed. "Why'd you come here, then? To be lied to? Do you want me to tell you that everything is going to be okay? Because it's not. Peter, you've hurt people. You've killed people and it's hard to come back from that; especially for someone who feels the pain of other people like you do, but Life sucks and there’s nothing we can do about that except react accordingly. You’re Spider-man and you've screwed that up in a bad way, but if you sit here and give up, you’re never going to make it right.”

Peter shook his head. 

"Who are you fighting?" 


Otto smiled down at him. It was a soft, almost fatherly smile. "When you came in here, I asked you who you were fighting and you said yourself."

He shrugged. "So?"

"Why?" Peter cocked his head. "Why are you fighting?"

"I don't understand..."

"When you went after me and Li, you weren't fighting us, were you?"

He closed his eyes, recalling the encounters of three years ago. "No... I was trying to save you." 

"Exactly. So, maybe you should stop fighting yourself and start trying to save yourself." 

The irony of the situation wasn’t lost on him. Peter had walked away from Otto when he had needed him the most. He had been angry and he had been hurt. Now he was looking to Doc for some kind of comfort or motivation. He had officially hit rock bottom. He stood. “How do I make it right?" he asked. "Like you said, I've done things that I can't take back. Am I supposed to say ten hail Mary's and go to confession?"

"Get back out there."

Peter scoffed and clenched his fists. "That won't fix anything."

"It will fix everything." Peter looked up at him, confused. "You need to get back out there... Be Spider-man again, and let the pieces fall where they may. You can't change the past, but you have to stop running from it." He paused. "Is it Osborn?" Peter nodded. It wasn't just Osborn, but that was the problem he had to deal with right now. "Do you regret not letting me kill him?"

"No," Peter said truthfully. "I don't. No matter what he's done, he's still a person and he doesn't deserved to be murdered. He deserves his day in court just like everyone else."

Otto smiled. "And that's why you deserve to get back out there, Peter... Because you are that person,"

Peter nodded slowly. The past wasn't going to go away. It would always be there... But maybe he didn't have to be so afraid of it. He stood. His first move was to find Miles. The Prowler was still out there hunting both of them and Miles still wasn’t ready to deal with a threat quite like him alone. Once he had Miles secure, he needed to get MJ on board with him being alive again. She may not like it, but she needed to be willing to work with him. Letting her know that Harry was alive and in danger would probably help. “I need my allies back,” he said to Otto. He looked back at the mice. Otto had accepted that he was there and hadn’t bothered to ask for anything in return. “When this is over… maybe I could help with your research… one more time,” he offered. It was his and Cho’s research that Doc had borrowed. Maybe together they could help make strides. “But… you are still an escaped convict.”

“So is Li,” Otto argued.

“Not… exactly…” He sighed. He’d figure out how and when to arrest Otto later. “Thanks, Doc...” He wasn't ready... but he was ready to try

Otto smiled and waved him on as Peter grabbed his mask. He ran out of the building and jumped into the air. He used the phone built into his mask and tried Miles, but the line was busy. He looked up at the sky and narrowed his eyes. The sun was coming up within the hour. Who in the world would Miles be talking to at this hour? He shook his head. It didn’t matter. He knew a few of Miles’ favorite rooftops. Kid wasn’t going to be in any mood to talk to him, but he needed Miles to be safe before he went after Osborn, Harry and Venom.

He landed on a tower and narrowed his eyes, scanning the area. Movement caught his eye and he froze as he realized her recognized the two fighting figures. Miles and Prowler. Peter went to leap, but froze as Prowler finished the fight. He clenched his fists. While he was out feeling sorry for himself, Miles had gotten himself in to danger. He wasn't going to let that happen. He wasn't ready to be Spider-man again, but he was ready to do anything and everything to make sure Miles and the people he cared about were out of harm's way; including coming back. He watched Prowler until the assassin vanished into the streets of New York. He knew where they were going. He turned back to the Avengers Tower without chasing after them. If he interfered now, Prowler would kill Miles. As he had made very clear, he preferred Miles alive, bit he didn’t need a living sample.

Peter jumped into the air and swung back to the Tower. He ran up the building and entered his usual window without stopping. His destination was the training room. “J.A.R.V.I.S.!" he called as he sprinted down the hall. "I need my suit. My real suit.”

“Very well, sir," the mechanical butler answered. If Peter didn't know any better, he would say that the A.I. sounded amused. "Welcome back, Spider-man.”

Chapter Text

11. I Could Use Some Friends for a Change

Tony stood on the roof of the tower, holding his jacket tight against the wind. He smiled as he watched Peter leap from the window of his floor and then he turned to head inside. "J.A.R.V.I.S., call Rogers, will you?" He asked. 

"Very good, sir." The speakers rang and after several rings, he got a disgruntled greeting from the other Avenger. There were sounds of gunfire on the background. That was either bad or really bad. He hoped it was the first.

"Now's not a good time, Tony," Steve said, but after a moment, he seemed to realize why tony would be calling him at all. "How's your little side project going? Are you coming to join us any time soon?”

Tony smirked. At least he was speaking to him. If he had hung up, then that meant he definitely couldn’t talk. It sounded like the whole saving the universe thing was going well...-ish... "You owe me twenty bucks, Cap!" 

"Sir...” J.A.R.V.I.S. piped in, “I do not believe Captain Rogers accepted that bet."

Tony cocked his head. "He didn't?" 

"I didn't," Steve said. "What happened?" 

"He's suited up,” Tony declared with a tone that he knew Steve could hear the smile in his voice. “I guess he's made a choice."

Steve sighed. He didn't seem very happy with this development, even though it was a major step in the right direction. "I just hope you know what you're doing, Tony."

"You could be happy for him," Tony grumbled. He leaned against the wall. "He's fine. You just have to have faith that he will rise up above this." 

"I have faith in him... it's you I'm worried about."

The rush of the cold wind was familiar, yet terrifying at the same time. The motions of swinging were familiar, but he knew he'd tear up his shoulders and arms doing this. Peter didn't know how much he had missed this. Even though his arms would be jelly by the time he made it to MJ's apartment, he found comfort in the familiar motions. It was like riding a bike. His body fell into the motions without much thought, freeing up his mind to think of what he would say to MJ. Even with that, he didn’t know what he could say. She was a good person and she wouldn’t let Miles or Harry get hurt, but at the same time, she was smart. This was a dangerous mission and he was out of practice and his allies didn’t trust or even like him. Getting her involved might end up poorly, but at the same time, she deserved to be in the loop. She was all Miles had left as far as family and she needed to know that he was in danger. 

She also needed to know that Harry was some sort of hulking rage monster who wanted to kill his father. That would be a little harder to explain; mainly because he didn't really know what was going on with that, but she deserved to know that as well. Harry was her best friend as much as he was his.  If anyone could get through to Harry when he couldn’t, it was her.

With all the strength and grace he had mastered over the years, Peter landed on the fire escape. He imagined that she hadn't gotten much sleep since his visit a few hours earlier, and for that he felt terrible, but he this was no longer about him. It wasn’t about her, either. He didn't doubt that Prowler was a professional and wouldn't kill Miles, but he did doubt Osborn keeping Kid Arachnid alive; especially after what he was sure to see in Oscorp. 

He hurried down the fire escape but paused when movement below caught his eye. MJ was stepping out of the building with her phone to her ear. She paced the street and just as Peter was about to leap down from the escape, Eddie Brock appeared from around the corner. He and MJ put their phones down and she hurried to him, hugging him tightly. Peter closed his eyes. It hurt him, but the reason he had stayed away was so that she could move on. If she ran to Eddie, then he couldn’t blame her for that. She deserved to be happy and he knew he couldn’t be that person for her.

He sighed. She was going to work. She was going to pretend like last night didn't happen. She was going to pretend that life was normal. Peter Parker was still dead. Spider-man was still dead. Her life hadn't changed. He was ready to let her have that, but as she walked away with Eddie with his arm over her shoulder in a comforting way, he knew that she couldn't pretend life didn't suck. It did. They had to face this. She didn't have to forgive him, but they both cared about Miles and Harry. They could put this to the side until those two were safe.

He jumped from the fire escape, startling a passer-by as he landed. The man looked at him and raised an eyebrow. "Hey, buddy... don't you think that costume is in poor taste?" 

"Yeah, whatever." He waved the man off and raised his voice. "MJ!" he called. She and Eddie stopped walking and turned back. Eddie stood there in stunned silence and MJ brought her hands to her mouth in a move that was both surprised and angry. "I screwed up, MJ," Peter said as he walked towards her. He didn't care who saw, but luckily only a few people were within earshot. "And you may never forgive me for what I did, but this isn't about me. It's not even about us." He stopped within a few feet of her and Eddie, who was looking as confused as ever. His eyes darted between Spider-Man and MJ with growing concern and understanding as something dawned on him. "This is about Kid Arachnid. He's in trouble, and I can't save him alone." 

MJ pursed her lips as she stepped away from Eddie to stand in front of Peter. She was shorter than he was, but he still shrank away from her. His gaze flashed to Eddie, but he was remaining respectful. "Just like that?" She asked. 

Peter wanted to shrug but defusing this situation with feigned indifference or humor would only land him in further trouble with her. He needed to be as serious as sin now. "I hurt you... I let this city down, and you can hate me for the rest of my life and dammit, I deserve that. But Kid doesn't deserve to be Osborn's next pet project."

She cocked her head, but it was Eddie who spoke. "Osborn?" 

Peter ignored him. He wasn’t part of this. Or, he wasn’t supposed to be part of it, but Peter figured that Eddie was whether he wanted him to be or not. "I can't make what I did okay, but I can make it right... at least for him."

MJ moved her eyes up and down the costume. He had picked one of the oldest ones he had. The people needed to know that he was back and sometimes people just liked to see the old suits. Old-fashioned was needed in times like this. Her face didn’t give away any emotion as she studied him. He stood there for what felt like hours, but couldn’t have been more than a few seconds, praying that she would say something. He’d even like her to yell at him. That was better than silence. Finally, she spoke, but her tone was flat and gave nothing away. "Pe... Spider-man... I don't know what you want from me. You can't just waltz back in here and expect everything to just magically be fixed!"

"I know..." he said quietly, moving his hands together nervously. "I'm not expecting to ever go back to the way things were, but he needs my help, and I need yours. You said once you wanted to be my partner. I wasn't ready for that back then, but I am now." He looked at her and wished she could see his face, but he wasn’t ready to unmask in public. “Please… For Kid.”

MJ stayed solid for a moment before sighing, relenting with an angry grunt. “You infuriate me,
 she snapped, exasperated. She turned to Eddie. “Tell Robbie I won’t be in today… Or tomorrow, probably.”

Eddie shook his head. “Hell no,” he said with a smile. “This is the story of the decade right here. A Hero, even if he is a copycat…”

“Oh, he’s the real deal,” MJ grumbled.

Eddie didn’t skip a beat “…comes back from the dead on a grand mission to save his young ward and seek help from civilians. You have to let me break this story with you!” Peter had the feeling that Eddie would walk away if MJ told him to. Peter could say what he wanted to about his old co-worker, but he seemed to respect MJ’s autonomy better than Peter ever could.

MJ looked between the two. Peter knew that she knew what he wanted, and that probably informed her next words. “It’s up to him,” she said, motioning to Spider-man. “This is his rodeo, isn’t that right, southern boy?”

Peter narrowed his eyes and now he was glad that she couldn’t see his face. She wanted him to suffer without actually hurting him, and that was infuriating. He didn’t want Eddie involved. He didn’t want Spider-man’s grand return publicized. Spider-man wasn’t back. This was his last mission and then he was retiring. He’d help Miles be the best superhero he could be if Miles wanted his help, but after this, he was done. “You can come along, sir,” he said, dropping his voice even though it was probably too late to hide his identity. He had hoped he could unmask in her apartment, but that was out of the question with Eddie.

“Are we going to Oscorp now?” MJ asked.

“I would prefer we go inside and regroup,” Peter said. “Osborn won’t kill Kid until he’s fixed Harry Osborn.”

MJ started. “Harry? He’s…?”

“Awake,” Peter said with a nod. “Come on, I’ll explain inside.”

MJ turned to Eddie. “Why don’t you go get us some coffee,” she said. He looked between her and Spider-man, but he sighed after a moment.

“Okay,” he said and then took off down the street. He picked up his cell as he walked away, probably off to call Robbie to let him know that they weren’t coming in. MJ and Peter went into the building and into her apartment, He unmasked once they were inside while she set the chain on the door.

“Explain,” MJ said, crossing her arms. “Are you playing hero again?”

“Just until we save Miles and Harry and stop Osborn,” Peter answered. “And then I’m donating this costume to a museum and I’m going to live out the rest of my life in the Bahamas.” She lifted an eyebrow. “Okay, maybe I won’t skip country, but I’ll at least be done being Spider-man after this. Miles can have the mantle if he wants it.”

“Oh, he definitely does,” she said with a sigh. “But what the hell is going on, Pete?”

He took a deep breath. “Osborn has done a lot to save Harry, and one of those things was working with these things called symbiotes, and they are terrible, and he’s been bonding people with them and most people, literally all people except me, Harry and I guess Eddie, die within minutes of having one of these things enter into their bodies. That’s where all the homeless people have been going!” He paused to take another breath. MJ was staring at him with a look that said that she was just as flabbergasted as he was that her life had gotten to a point where she could just nod at these things and think yeah, that makes sense.  “But those things are evil and they take over bodies and he needs Miles’ spider-powered blood to stabilize Harry or whatever so they can extract the venom.”

She stared blankly for a moment and then nodded. “Long story short?”

“Osborn’s been using homeless people to experiment with aliens to save Harry and he needs Miles’ blood to complete it… Basically.”

She sighed. “Yeah… makes sense,” she muttered and then shook her head. “When did our lives get this off the rails?” He shrugged. “Anyway, why can’t you just walk in there? He paid for your tombstone, you know. I think that means that he still likes you.”

“He’s trying to kill me,” he said with a tone of indifference. His best friend’s father trying to kill him? Typical Sunday, he figured.

“Trying to kill you or…?” she trailed off, pointing to his mask.

He pointed to his chest. “Me.”

She rubbed the bridge of her nose. “Damn… So that means…”

You need to go in,” Peter finished. “Try to talk him down. Or at least say you’re interviewing him for something.”

“You’ll let me lie to the mayor of the city but you wouldn’t let me interview Fisk without a chaperone.”

He winced. He had hoped that part of his life was behind them, but apparently, she still had a grudge about it. “Fisk wouldn’t have thought twice about killing you. You and Harry have been friends forever. He can get away with killing me because I’m already dead. He wouldn’t go after you so easily. Just don’t give him a reason.”

She leaned on the wall with a sigh and closed her eyes. “Fine. I’ll work with you… For them. You have to understand that, Peter. I’m not doing this for you. I’m doing it for Miles and for Harry. This doesn’t change anything. Whatever we were back then… we’ll never have that back. Once this is over, we’re done.”


Miles opened his eyes to a white table. He was lying on his stomach on the table. His back was killing him and there was a doctor in the room, cleaning his wounds. He went to move, but before he gave away that he was awake noticed that his limbs had been restrained. He decided to remain immobile. If they knew he was awake, they’d probably sedate him.

“Mr. Osborn,” the doctor, female, called. “It would be better if I removed his suit. The wounds are deep, and his recovery will go better without the suit.”

There was a click that echoed through the room. “I don’t care much for his recovery, Dr. Skirth, but if it makes you feel better, remove the suit.”

“Of course, sir,” she said. There were footsteps as she left. Miles remained still. Maybe she would leave his mask on. It was the least she could do.

“You can go, Prowler,” Osborn said, startling Miles. He flinched slightly and cracked an eye open. Prowler was standing in the observation room about the lab. Neither one of them were bothering to look down and it seemed that Osborn had forgotten to turn off the intercom.

“I ain’t leavin’ until I get my cash,” Prowler said. He leaned his back against the glass. “I brought you half of the contract.”

“I don’t see Peter Parker’s head on a plate, do I?” Osborn waved his hand. “You don’t get paid for half a job, Prowler.”

“I do on jobs like this,” he said. He lifted his hand with the gauntlet. “I got one of your targets here and in one piece. I don’t like getting involved with metahumans if I can avoid it and I don’t like hunting kids, but here he is.”

“Do you want a medal? You’re supposed to be the best, but you’ve still only completed half the job.”

“The more important half,” Prowler said with a shrug. “Unless you don’t care enough about your son.”

Osborn rubbed the bridge of his nose with a grunt. “Very well, I’ll give you a quarter of your contract.”

“Half,” Prowler snapped. He pushed off the window and advanced on Osborn, flashing his gauntlet. “You want to know how many villains would love to see you die? Martin Li would give me a hundred times that if I delivered your corpse to him, won’t he?”

Miles felt like he should interfere. Peter had instilled in him a respect for human life and this wasn’t how anyone should die. He tensed his muscles but froze when Osborn spoke again.

“I don’t think that’s a good idea, Aaron Davis,” he said with cold indifference. Prowler flinched and took a step back. Miles gasped, but slammed his mouth shut. Aaron was...? No... He couldn't be! His uncle wasn't what Miles would call a great man, but he wasn't a bad man

“How did you--?”

“Know?” He laughed. Miles closed his eyes tight. Prowler hadn't denied it. He hadn't tried to defuse it. He had merely accepted the accusation. A lump formed in Miles' throat. How...? “You don’t think I do thorough background checks on all my employees? You have a pretty long criminal record, and I’m sure the police would love to know who the Prowler really is. That should be more than enough to get you life without parole, or even the chair. Or do they do lethal injection now?” Prowler didn’t answer. “You’ve got a nephew, don’t you, Mr. Davis? He’s a bright kid; about to graduate from Visions Academy. That’s a good school. Scholarship?”

“You leave him out of this!” Aaron snapped, but he didn’t move to retaliate. Miles felt some sense of joy that Aaron was protective, but it didn't help the stinging sensation in his eyes as he tried not to spill the tears. He didn't want to hurt his nephew... That didn't change that Aaron had hunted him, a child, like a dog and was about to go after Peter. Miles didn't want to believe that his uncle was capable of killing.

“Figured. If you want me dead and you want the money Martin Li or Doctor Octavius will give you, so be it, but that boy has been through a lot in the past few years, hasn’t he? How well do you think he’ll take losing the last family member he has? Or how well will you take losing him?” Osborn lifted his arms, opening his chest. “Do it, and we’ll see how long it takes for your life to fall apart.”

Prowler poised but didn’t strike. “I’ll take the quarter,” he said. He turned back to the lab and Miles shut his eyes quickly. "What happens to the Kid?"

"I get what I need and release him. Not that it's any of your business." 

"Whatever." There was the sound of the door opening and then closing, followed by the lab door opening. Miles stayed silent and unmoving, even as Dr. Skirth began cutting away the destroyed suit. The feeling of the cold scissors caused shivers to go through his body, but he remained still. 

Once the suit had been cut away, Skirth reached for his mask. "Leave it,"  Osborn said. "I've heard superheros don't appreciate that." Miles was shocked, but he still remained unmoving. He opened his eyes to see Osborn observing him from the room. His eyes scanned him like someone looking at an animal in a zoo. He wanted to squirm. "Interesting," Osborn said and then he turned to leave.


Chapter Text

12. Down With the Sickness

MJ was pissed. There was no other way to put that. She hated him. She hated how he could vanish for two years and then come back expecting to be welcomed with open arms. She hated how he always had a reason for them to reconcile. She hated him and his sense of responsibility that forced them together when she wanted to just forget him. She hated how he kept inserting himself back into her life even when she told him she wanted nothing to do with him…

And she hated herself for letting him get away with it. She could have said no to him and he would have understood. Kid wasn’t her problem. She hadn’t been the one who had dragged him into the life of crime fighting. She hadn’t been the one who told him he was a superhero. Sure, she had enabled the behavior, but he wouldn’t have stopped even if she hadn’t. This wasn’t her fault.

None of that made a difference as she looked out of the window absently while Eddie drove her to Oscorp. She picked up her phone and dialed a number she hadn’t used in quite some time. After the whole mess, MJ and Miles had all but cut Yuri out of their lives. This was going to be an awkward phone call, but she needed to let someone in the police know what was happening.

“Captain Watanabe,” Yuri answered.

“Hey, Yuri… It’s MJ.”

Yuri was quiet for a moment. This was probably bringing up some bad memories of that time two years ago. The bombings had been terrible and even worse was the fact that she had been paralyzed in the attacks. From what MJ had heard, Yuri wasn’t a field officer anymore and worked almost exclusively in the station. “Spider-man’s girlfriend?”

She sighed. That wasn't what she wanted to be known as, but it was a good shorthand. “Yeah.”

“What do you want?”

“Kid Arachnid has been kidnapped,” MJ said. “And we know who did it. He’s being held at Oscorp.”

Yuri didn’t respond immediately, and when she did speak, her tone indicated that she wasn’t quite willing to believe MJ. “Do you have any proof?”


“I’ll tell you the same thing I told him; I can’t send a squad based on hunches.”

“This isn’t a hunch. Eddie Brock was attacked by Oscorp employees a few days ago and Osborn has hired an assassin to go after Kid and Spider-man!”

“He’s back?”

“For now,” she said. She didn’t care if Peter didn’t want anyone to know he was back. Yuri, at least, needed to know.

“I can’t just barge into Oscorp without probable cause.”

“What if I call 911 from inside? He’s hurting people! He’s the reason there has been in increase of missing persons cases in the city. Yuri, you know I wouldn’t be making this up.”

She exhaled deeply. “It’s not up to me. It’s the law.”

MJ sighed. She didn’t have evidence right now. “I’ll get you your evidence and then you need to get into Oscorp. Osborn has blood on his hands.”

“We can’t topple Oscorp in one day,” Yuri told her. “Realistically, this will take months, but if you have the evidence you need, then we will start building a case. Taking down Osborn will be harder than taking down Fisk, but we have to start somewhere. If you are right about the homeless, it has a chance of getting buried, but we won’t let that happen. Keep me posted. If there’s a shoot out at Oscorp, we’ll be ready for it.”

“Got it. See you soon.”

Yuri laughed. “Hopefully not,” and then she hung up. MJ sighed and leaned back against the seat.

“So…” Eddie said quietly, drawing the word out. She didn’t look at him.


“Peter Parker is Spider-man, isn’t he?”

MJ turned to him sharply. “That’s… ridiculous. Peter is dead.”

He shrugged. “So was Spider-man. You see how long that lasted.”

“What makes you think…?”

“It’s obvious. The way he talked to you. It’s clear that you’ve dated, and you’ve only ever had one serious boyfriend in the time I’ve known you, and that was clearly a serious relationship.”

She forced out a laugh that sounded more like she was choking. “You think I dated Spider-man?”

Eddie shook his head. “No, I think you dated Peter Parker, who happens to be Spider-man. Is that how he always managed to get good pictures of Spider-man?”

MJ sighed and clenched her fists. She didn’t know what Peter would say if he knew that Eddie knew, but at the same time, she didn’t want to continue to lie to him about it. He was part of this mess now and he deserved to know. Besides, it would make everything easier if he knew and Peter didn’t have to act like he was someone else in front of Eddie. “Yeah, that’s how,” she answered with a shrug.

“And how you always managed to get some real inside dirt on people?”

“That wasn’t all him,” she snapped.

“But it was sometimes him?”

She nodded reluctantly.

Eddie laughed. It wasn’t a mean laugh, to his credit. “I can’t believe Peter is Spider-man! You have no idea how much sense that makes. You know he almost ruined my career, right?”

“But he didn’t.”

“I still have a chip on my shoulder for that… but Pete was always a good guy, even when he was the star photographer at the Bugle.” He sighed. “So, you and Peter…”

“Had a falling out,” MJ snapped. She wanted to shut down that conversation immediately. He didn’t need to know that Peter had faked his own death because he had been corrupted by Martin Li into killing a few dozen thugs and Miles’ mother. Those were things that were best left unsaid.

“And Miles is…?”

“Miles.” She needed that shut down, too. Of course, Eddie was smart and he’d put two and two together, but she wasn’t going to be responsible for Miles’ identity getting out.

“Right… What’s the plan?”

“We go in, find Harry and Kid Arachnid and move out,” MJ explained, “and then we tell Pete how to get in and he’ll get them out. If there’s any trouble, the police should get involved, but there shouldn’t be. Harry’s my best friend and Mr. Osborn should be more than happy to host us under the guise of wanting to do a humanitarian piece on him.”

“Sounds like a plan,” he said with a nod. MJ turned back to the window. This was what she had wanted. She wanted Peter to stop treating her with kid gloves… but at the same time, she was nervous. This wasn’t a reporting mission; this was an honest to God spider mission and she needed to be ready for it. She needed him to know that she could handle herself and she needed to prove to her own esteem that she was ready to be Spider-man’s partner.

They pulled up to the building and she looked up at it as she stepped out. Just as they went to open the door, it swung open, startling her. “Mr. Osborn!”

Osborn looked at her, stunned, for a moment. It passed, and he composed himself. “Miss Watson. To what do I owe the pleasure?” he asked, smiling. There was nothing in his face that told her that he had sent an assassin to kill her and his son’s best friend. He was pleasant as always.

“We were just wonder if we could ask some questions for the Bugle,” MJ said, regaining her composure as well.

“Now?” She nodded. “I can’t right now. I’m very busy with Christmas Eve tomorrow.”

“I understand…” she said, trailing off. She didn’t want to seem too pushy. Osborn was a good man in the public eye, but she didn’t want to get on his bad side.

He sighed. “It’s good to see you again, MJ…” His voice was suddenly soft and almost sad. “With everything that’s happened these past few years, it’s good to know that some things never change.” He sighed again. “Perhaps I can take a moment. What has the Bugle got for me?”

“We’re doing a story on the medical advancement made by Oscorp,” Eddie interjected.

“Oh… well all that is very private, but I can tell you a few things.” He stepped aside to let them in. The followed him and MJ felt her stomach drop. He had gotten through that entire conversation without giving anything away. He knew Peter wasn’t dead and he was actively trying to kill him. He knew Harry was awake and was actively working to fix his situation at any cost and yet he hadn’t given a hint that something was amiss behind those walls. She turned on the tracker in her phone as they stepped into the elevator.

“How is Harry, Mr. Osborn?” MJ asked. Eddie hit her arm gently. That wasn’t probably not the best thing to ask, but she couldn’t help it. She needed to know how he was react to being asked about his son’s wellbeing. “I thought he’d be back by now.”

Osborn laughed softly. She wanted to hear a hint of sadness in his laugh, but it wasn’t there to hear. “Unfortunately, Harry has found life in Europe to be rather alluring. He should, however, be ready to come back soon. When he does, you and he should have lunch.”

MJ offered him her most neutral smile.

Osborn suddenly grew more serious. “MJ… I am truly sorry about Peter. I know that you and I haven’t spoken much since he died, but Harry misses him terribly.”

She clenched her fists and Eddie patter her on the arm, silently telling her to cool it. The last thing they needed was her getting angry. “Thank you, Mr. Osborn. It means a lot to me…” That rat, she thought. How he could sit there and pretend that Peter was dead and he was upset about it while actively working to kill him was sickening; but she couldn’t show it. Osborn needed to think that she was as oblivious to what was happening as she had always been.

The door dinged and Osborn motioned for her and Eddie to step out. They obliged and he led them through a white hallway. Had he taken them all the way to the medical facilities? That didn’t seem smart. She tapped Eddie’s arm and he nodded slowly. Maybe it wasn’t good to bring Eddie to Oscorp. They had been trying to kidnap him, after all. “Mr. Osborn… Where are we going.”

Osborn stopped at a bend in the hallway, rubbing his head. She wished she could have seen his face. Maybe there was some sort of conflict in his eyes… maybe he wasn’t too far gone. “You don’t think I know that you’d be the first person Peter went crawling back to?”

MJ’s stomach dropped. Eddie narrowed his eyes. “Peter’s dead, Mr. Osborn. We buried him,” she offered, trying to cause some sort of reasonable doubt. He couldn’t kill all of Harry’s friends in the name of saving him.

“Yes, I thought he was too. Don’t patronize me, Mary Jane. You’re smarter than that. How much did he tell you?”

“Nothing,” MJ said. “Just that he needed a place to crash.”

Osborn shook his head with a laugh. Eddie grabbed her arm, but she knew that she could take the aging man if she needed to. “I have nothing but the upmost respect for you and your intelligence. I only ask that you offer me the same curtesy. He didn’t need a place to crash. That detective suit he was wearing when he stumbled into my labs was worth more than that boy could hope to make in three life times. It reeked of Stark tech. So, I will ask again… What has Peter told you?”

“I’d like to leave, Mr. Osborn,” MJ said. Hopefully he was smart enough to let them go without a fight.

“I’m sorry. I can’t do that. I need Eddie to stick around for a little while, and until I have what I need, I guess you are going to be a guest here.” He turned to them and smiled softly. MJ wanted to knee him in the gut, but she refrained. She reached into her pocket and tapped her phone, sending an alert to Peter. He needed to know things had gone south.

“Okay,” MJ said. She nodded to Eddie. They would be fine. “But why Eddie?”

Osborn stepped towards them and turned his gaze to Eddie. “He should be dead,” he said. “You were diagnosed with cancer, weren’t you? You should be dead.”

“But I’m not,” Eddie said, narrowing his eyes in thought. “So?”

“I need to know how, but for now, you need to come with me.” He turned to MJ. “You, however, can wait in one of these rooms.”

“I stay with him,” she snapped. He looked between the two and sighed, relenting. He motioned for them to follow and they did silently.

“What’s the plan?” Eddie hissed.

“We do as he says. Peter will be here soon,” she whispered back. Osborn, if he heard, didn’t react to them. She hated that things had gone down south so quickly, but it was almost to be expected. Osborn was a smart man. It was pretty obvious that he would be able to deduce that Peter, newly resurrected, would have nowhere to go except her. She looked at the ground. They might as well go all the way if this was how this was going to go. “Where’s Kid Arachnid, Mr. Osborn?”

Eddie turned to her sharply.

Osborn laughed. “Brazen,” he said, “but I admire your tenacity. Kid Arachnid will be released back into the wild shortly.”

“Will he?” MJ pushed. Eddie hit her gently on the arm; a silent “shut up.”

“He will.”

MJ didn’t believe him. Miles knew too much at this point. He was a liability. They were a liability, too. They needed to get out of there and quickly before something happened… before Osborn decided that he didn’t want to play nice anymore. She narrowed her eyes, but a loud roar from the floor above them made her jump. Osborn cursed. “Get in a room and lock the door,” he snapped urgently. He actually seemed concerned about them.

“What is that?”

Osborn didn’t answer her. “Go, now!” Eddie turned and ran, grabbing her arm. It took her a moment to get her footing, but once she did, Eddie let her go and she trailed behind. The floor, or ceiling, fell in as they ran and a black monster landed heavily on their floor. Eddie grabbed her arm and out her behind him as they spun to face the beast.

“Harry,” Osborn tried to reason, holding his hands out.

Harry?” MJ gasped. If that thing was Harry, Osborn was probably the last person who could sooth the savage beast. The thing spun around to face them. For a moment, it froze, cocking its head in confusion before it lumbered towards them. Eddie tried to stand in front of her, but she stepped out from behind him. If anything, she needed to protect him. This was Harry Osborn. She tutored him. She and he had been through a lot together with Peter. If this was Harry, he wouldn’t hurt her. You thought that about Peter, she berated, but she didn’t let that deter her. She had to trust that he was still in there somewhere. She stepped towards him.

The beast snarled. “She looks delicious…” it growled. It reached a deformed hand out, but recoiled suddenly as if it had been attacked by a snake. It pulled away and then turned its gaze to Eddie. “We need to eat!" it argued to some unheard voice. 

Before MJ could question anything, the creature lunged at Eddie, dragging him to the ground. It opened its massive jaw and bit down between his shoulder and neck. Blood splattered the walls. Osborn was already on the phone, shouting for someone to get there. “Harry, stop!” MJ shouted, ramming the creature. He hadn't attacked her when he had the chance. He wouldn't now. Her attack barely moved it, but the beast lifted its head and parted its lips in a low growl. Blood dripped from its open mouth. “Leave him alone… Please…” She didn’t know if Harry had any control, but she had to try. She had to subdue him somehow because they needed to get Eddie out of there before he bled out.

“We need to feed,” the beast growled. “It is nothing against your friend…” He sounded almost apologetic about it.

Before MJ could answer, the window behind her shattered and a red and blue blur passed her vision as Spider-man swung into the fray, throwing the beast back wth a powerful, swinging kick. “Venom," he shouted as he landed low. "Man,we've been over this! You can’t go around eating people!” Peter stood slowly and held out his hands. “Harry, why are you letting him do that?”

Spider-man…” Venom said in a low growl.

Peter gave a sheepish, comically small wave. “Hey, Venom. Why don’t we step away from Eddie Brock? He’s a friend... Kind of.”

Venom cocked its head, listening again to someone unheard and unseen. Peter turned to MJ while it was distracted. “I leave you alone for ten minutes,” he whispered.

“Don’t start,” she snapped. The last thing she needed was Peter holding this over her head. She could take care of herself and this wasn't an indication of her ability to do just that.

Peter shook his head, apparently start enough to leave well enough alone, and walked towards Venom, holding his hand out like someone who was approaching a strange dog. “Venom… let me talk to Harry,” he said quietly.

Venom stepped towards him. His movements were nonthreatening. He approached like a scared animal and she could almost imagine him walking with a tail between his legs. As Venom walked forward, Peter nodded to MJ, giving her the go-ahead to get Eddie out of there. She responded by kneeling beside him to find the best way to get him out of harm's way.

Before anyone could get comfortable with the current situation, the hallways suddenly erupted in a hail of bullets. The spell was broken. Venom roared and rounded on the soldiers while Peter jumped backflipped away to avoid getting hit by the storm. "Osborn!" he snapped. She had only heard him that angry a handful of times in her life. "What the hell are you doing?!"

MJ didn't hear him if he responded. Peter dropped beside her to help move Eddie. MJ couldn't take her eyes away as the creature tore through the soldiers. The hall was a gory mess within moments. Blood splattered the walls. She looked away as nausea rose in her stomach. She had been in war zones, but she had never seen anything like what Venom was doing. She had never seen a human torn apart so horrifically. It didn't matter. They needed to get Eddie out of there before Venom decided that the soldiers weren't enough.

They dragged Eddie into the nearest hospital room. The moment the were in, Peter kicked the door shut, locking it. It wouldn't do anything. “He needs gauze,” he snapped. “We need to stop the bleeding!” He jumped onto the wall and started tearing through the cabinets. MJ was frozen. She knew what Peter went through on a daily basis, but this... this was ridiculous. All she could do was stare down at Eddie as blood poured from his body. “MJ! Help me!” Peter shouted, breaking her out of her thoughts. She shook her head and knelt beside him putting her hands on the wounds to try and slow the bleeding. The blood didn't stop coming. Her hands weren't big enough. Nothing seemed to be working.

Peter slid down to his knees in the forming pool of blood and threw down the gauze, trying to help her stop the bleeding. He put his hands where hers weren't, but the gauze filled with blood faster than they were anticipating. “This… this isn’t working,” she gasped softly.

Peter shook his head, but he kept looking at the door where the screams of the soldiers were. She knew he wanted to get back out there. She turned her gaze back at Eddie and gasped, ripping her hands from his shoulder. His skin was turning unnaturally white. It wasn't the paling of someone who was bleeding out. It was something else. “Pete!” she snapped. He turned to look down and removed his hands as well as white slime began seeping through Eddie’s pores. The both moved away as it engulfed him and twisted his form and face.

After a moment, the white slime consumed him and another beast stood from the ground where Eddie had been. MJ stumbled back as the new creature roared at him. It turned to her, studying her for a moment. He growled softly before turning its red gaze to Peter, who backed away holding one hand up in defense and using the other arm to cover MJ and force her to walk backwards with him. “Eddie… let’s… let’s talk about this!”

You… you must be cured!”

Chapter Text

12. We Both Know the Way That This Story Ends

“Cured?!” Peter gasped. “Of what?” Before he could leap out of the way, white tendrils shot from Eddie’s shoulders, impaling him to the door.

“Peter!” MJ screamed as he struggled against the tendrils currently sticking into his shoulder, chest, arms and stomach. The attack hadn’t even set off his senses. The thing was fast; too fast. Peter clenched his fists, but he felt his body weakening. The pain was intense, but something else was going on. He wasn’t weakening like he was losing blood or consciousness. He was weakening like he had gained strength. His eyes widened. Cured… The radiation!

“Eddie, stop!” Peter screamed desperately. He didn’t know what this thing was, but if Eddie could cure him of his radiation poisoning, then that meant he would be next to useless in saving the others. Harry was still rampaging outside. Miles was still held captive. MJ was still in Oscorp. The city was still in danger! “I need these powers!” He needed them to keep the people he cared about safe.

His eyes widened further as MJ lunged at the white creature; but her body weight did little to move him. Without warning, the door he was impaled to was ripped from its hinges, pulling him from Eddie’s tendrils. Venom discarded the door and Peter was thrown with it, landing in an indistinguishable pile of guts and gore from the soldiers. He fell back, pushing back the bile that was rising in his throat. The smell was disgusting. From the room that he had just been thrown out of, roaring came as the creatures collided. Peter couldn’t move. His whole body felt like it was made of lead. His arms were heavy and jelly at the same time and he feared that Eddie had, in fact, cured him.

Movement caught his attention and he moved his head to see MJ kneeling beside him. “Are you okay?”

“Peachy,” Peter grumbled. She helped him into a sitting position and somewhere in the back of his mind, he knew he was going to have to burn this suit. “What happened?” She shook her head and he bowed his head, shaking. His wounds were healed already. Eddie hadn’t been trying to kill him. He tried to stand, but slipped on the blood, falling back with a sickening splash. He rested his arm over his eyes, ignoring the blood that seeped through the pores of the mask. “We need to get Kid Arachnid. Let’s let Harry and Eddie fight it out for a minute.” He didn’t know if they would kill each other, but Osborn was nowhere to be seen and they needed to take advantage of that.

The battle in the room sounded vicious; like two lions killing each other. He didn’t want MJ anywhere near this. She grabbed his arm and helped him up. He stumbled and she grabbed him, giving him support. He was already feeling his strength returning. It seemed that Eddie hadn’t cured him as well as he had hoped. They turned and started for the elevator when Eddie’s new white form was thrown into the hallway. “Go,” Peter snapped. “I’ll deal with these clowns.”

MJ looked at him, her eyes going up and down his body, taking him in. He had just come back to life for her and he wanted her to leave. He felt terrible about it. “Pete…” she whispered.

“I’ll be fine.” He smiled and conveyed that smile in his tone. “It’s me, remember.”

She rested her hand on his cheek. “That’s what I’m worried about.” She turned and hurried into the elevator while he turned to face the symbiotes. He clapped his hands together.

“Gentlemen!” he shouted, hurting his own voice to be heard over their fight. “We are all adults here! Let’s start acting like it!” They didn’t stop. “Of course.” He sprinted down the hall way. Once he got into striking distance, he shot a web on the ceiling, swinging a kick at Harry. Their combined weight threw them off Eddie. They rolled in a jumbled mess of black ink, blood and limbs. Peter wrestled Venom to the ground. “Come on, Venom! I thought we were friends.”

It… wants to cure me…” Venom growled. It swung a fist, throwing Peter against the wall. “I will not be cured!”

You are a disease!” Eddie returned. “If you are a venom, then I am the antidote!”

Peter looked between them. On one hand, Harry was his best friend, and he didn’t want to hurt him. On the other hand, Eddie’s “anti-venom” had almost worked on him… That meant that maybe they could rid Harry of the venom symbiote without hurting him if Anti was exactly what he said he was; a cure. He jumped between them, holding his hands out. “Men, please,” he tried. “Let’s just talk this out.” Eddie stood slowly. Before Peter could react, Anti ran at him and threw him to the wall as he ran at Venom. Peter twisted in the air and went to stick on the wall, but he slipped and fell. “What the… What did you do?”

Anti didn’t answer him. He was too focused on Venom. Peter rolled his eyes. Just once, he wished his friends didn’t try to kill each other. How often does that realistically happen? he thought as he got to his feet and ran after Anti. Can’t be too often, can it? He didn’t want to tally that up. Instead, he lunged at Anti, throwing a fist at him. He impacted, but the punch was much weaker than what he was expecting. Anti turned to him and cocked his head as Peter shook his hand. It was throbbing.

“I will cure you next!” he snapped. He lifted his hand to swat Peter away. “Wait your turn!”

Venom snarled and lunged at Anti while Peter jumped back, but again, his body wasn’t reacting as it should. His leap back away from the black and white goo-fight wasn’t nearly as far as he had wanted. It was like his powers were shorting out like faulty electric wiring. Was it proximity? Symbiotes didn’t set off his senses, so maybe Anti-Venom was something different entirely. He looked at his hands as the beasts roared and fought in the blood around them. If that was the case, this would be hard, but it wasn’t impossible. His webs weren’t a part of his powers and even without his strength, he was still in better shape than most. He could web up Anti and Venom and try to get those two to calm down enough so he could talk to Eddie and Harry. He didn’t know where Osborn had gone, but since he didn’t see a suit amongst the gore, it probably meant he had escaped.

He ran down the hallway, away from the fight. He needed to get away to get his strength and build up speed before it shorted out. I really hope this whole “powers not working” thing isn’t permanent, he thought. He slid to a halt on the other end and stared down the hall, calculating. He didn’t know the proximity Anti had on his powers, but he was giving Anti the benefit of the doubt here. He would need to gain high speeds well before clashing. He clasped his hands before rubbing them together. His eyes darted to the blood-soaked ground. He’d run on the wall.

All this took only a few seconds. He darted down the hall, jumping onto the wall to avoid the slick blood on the ground. One of the symbiotes roared, but he ignored it. Surely neither one of them saw him coming. He felt his powers fluttering out. Before he fell from the wall, he kicked off, using his webs on the ceiling to swing the rest of the way without losing any momentum. By the time he got there, Anti had Venom on the ground. Using his built up kenetic energy, Peter kicked Anti off Venom. He webbed Venom to the ground as he sailed over him, hoping to keep it busy for a moment. He wasn’t delusional in how long that would realistically hold it down.

Peter and Anti slammed on the ground. Peter worked quickly. Without his powers, this would be hard, but he found purchase in Anti’s gooey white flesh. He shot a web at Anti’s face to blind him and then crawled over his body, using the flesh to grip on to. The cocoon he made was tight and restrictive, but that was what he needed. Anti’s fight left him as Peter constricted in his webs. He jumped off Anti and ran back to Venom once he had finished webbing him up.

Just as he got back, Venom ripped his arm free. “Spider-man!” it growled. “Why are you fighting me?”

“I’m not!” Peter snapped. “I just want everyone to calm down so we can talk.” He turned back to Eddie as he writhed on the ground against his restraints. He was more concerned about Anti than Venom at the moment. Venom didn’t seem to want to kill him, and Anti didn’t either, but he did want to cure him, which wasn’t good. Peter rubbed his head. “Venom, I need to talk to Harry.”

“We will talk to you,” Venom retorted.

Peter jabbed a finger at Anti. “That’s a problem, Venom!”

“A problem that we can solve!” Venom lunged over Peter. He spun around just as the two collided. He cursed under his breath. As much as he didn’t like what Eddie had done, he didn’t deserve to be torn apart by Venom.

“Venom!” Peter called. He fired web at it, but it was too late. Venom, in its need to tear into Anti, had torn through the webbing that Peter had cocooned around him. Peter lunged into the air and fire web, pulling his body down like a missile. His arms were already exhausted and his legs felt like jelly. He was so used to exerting his body past the limits of a normal human and now that his powers were fading in and out his muscles were getting the full brunt of his cardio. He didn’t let that stop him; even had his knees took the full impact of slamming feet first into Venom’s hard black body. They fell in a mass, but Venom rolled over him, landing a couple feet away against the window. The only warning of Anti’s attack was the roar.

Anti was on top of him in seconds. Peter got on his hands and kicked out, but Eddie hardly budged. It was like hitting a brick wall. Before either one of them could react, Anti was thrown back with Peter in his grip. The two were thrown through the window and Peter got a glimpse of a kid in street clothes that were too big for him and a spider mask. As they fell from the window, Venom lunged at this new challenger.

The realization hit Peter like a truck; or the ground he was going to come to a sudden stop on. “Kid!” he screamed, but already he was too far away to be heard. Miles didn’t know his powers had been cutting out. He had jumped off the Empire State Building without a second thought, but this time was different. “Eddie!” he shouted. When he turned to look, horror spread through his body.  Miles had knocked him unconscious. He could let Eddie go, but there was a chance he would revert back to normal by the time they hit the ground. And he didn’t know if Anti-Venom was capable of surviving the fall. He could stop his own fall. It would hurt and would dislocate his shoulder, but he could stop it; but not with Eddie. He would rip his arm off for trying.

His hand scraped the glass as he tried desperately to stop or slow them down. If he died, Miles would never forgive himself. The ground was coming and Peter needed to stop this or they would both die. He grabbed Anti’s deformed hand with on hand. With as powerful as a kick as he could muster at that moment, he pushed off the side of the building and then shot his web down several feet. The hope was to create an arc instead of a sudden stop. He pulled the web taught once it connected and their fall became a hurtling mission towards the window. Peter twisted. He hit the window first and his body wasn’t enough to break the glass. It wasn’t until Anti-Venom slammed into his chest that the window gave way and the two of them went hurtling into the office beyond.

They rolled together in a mass of white, red, black and blue, destroying everything in their path. Eddie landed poorly on Peter’s shoulder and he screamed as he felt the joint dislocate and the bones snap under the weight. He came to a stop against a desk and Eddie stopped several feet down.

It took him a few minutes to realize that he was safe. His right shoulder was dislocated and his left arm was shattered. He knew for a fact that a few of his ribs were cracked and his knees and ankles had taken a heavy beating. He felt none of that. All he could feel and hear was his heart pounding. He had fallen plenty of times in his life, but that was the first time since he had gotten his powers that he had been in free fall without any way to save his skin and with a real fear of dying upon impact. Tears fell from his eyes, soaking his mask. He couldn’t stop shaking and he couldn’t move. As the office workers began to surround him, his breathing became shallower. Something was wrong with his chest. Breathing was getting harder and he was sure it wasn't because of his spider-powers-induced panic attacks. His eyes rolled back and he found comfort in darkness.


Miles shoved Venom away from him as he watched Peter and the new white creature get thrown from the building. The time he made it back to the broken window, he had barely enough time to question why Peter hadn’t stopped his fall before they shattered another window. Venom skidded to a halt beside him. Miles didn’t know the relationship with this creature, but it had seemed it had attacked him before he attacked Peter. “Get MJ out of here,” he snapped at Venom. The beast cocked his head at him, but Miles didn’t wait for it to question anything. He jumped from the building and ran down the side.

Why hadn’t Peter just stopped the fall? Surely there were better options than what he did. He jumped into the hole that Peter had created. There were a lot of people surrounding something. Miles took a moment to survey the situation. The white thing that had fallen with Peter was unconscious, but that wasn't what the people were surrounding. Miles ran to them and fell to his knees beside Peter. He gently put his hand on Peter's chest. It wasn't moving. Miles pulled off Peter's mask just enough to reveal his mouth and he pulled off his own glove. There was no air coming from his mouth. "Call 911! Miles shouted. He grabbed Peter's suit and ripped it open, beginning chest compressions. 

As panic began rising in his stomach, electricity flew out of his hands with each compression. He couldn't stop it. He felt Peter's broken ribs shifting under each hard push to his chest. His stomach twisted. So bad was his panic that he hardly noticed when mechanical whirring came. Miles looked up as Ironman landed on the other side of Peter. Just as Miles was about to beg him for help, Peter gasped and coughed. Tony knelt beside him and gently moved Peter to his side so he could breathe. Miles fell back, gasping softly for breath. 


Osborn sat in the symbiote room, staring down at the files on the desk without seeing them. He had watched as Ironman took off with Spider-man in his arms. Harry had taken MJ and Kid Arachnid had followed. He rubbed the bridge of his nose, turning to the security footage of Spider-man's fight with the symbiotes. It wasn't much, but there seemed to be something about the white symbiote that made it very difficult to fight him. The thing had said it was a cure... If that was true... There was one good thing about this entire situation.

He turned to a statis chamber behind him and smiled slightly at the creature inside. In their haste to save Spider-man - or should he call that man Peter Parker? - they had forgotten Eddie Brock. The cure... the Anti-Venom. He smiled. This was how he was going to save Harry from the Venom. Then he'd find some villain out there with the ability to manipulate memories so Harry wouldn't remember any of this. Peter would be dead... He supposed now MJ had to die as well. That was a shame, but nothing would stand in the way of saving Harry and protecting him from the guilt of what his father had done. 

He flinched slightly when a whoosh of air caught his attention. "You will find your target in the Avenger's Tower," Osborn said to Prowler. He didn't even look at the assassin. 

"You're crazy. No assassin is getting in there."

"Most of the Avengers are out saving the world," Osborn said with a shrug. "Besides, you aren't going alone." He motioned to the chamber. "You will kill Peter Parker and Anti-Venom will cure my son." 


Peter opened his eyes to the sound of a steady heartbeat and soft snoring. He was back at the Avengers Tower; of that he was sure. His eyes moved slowly across the hospital room. The cameras were off; which was just as well since his mask was off. The snoring belonged to MJ. She was huddled on a small bed. Tony had probably let the doctors work on him masked and then had left so MJ could unmask him fully. He closed his eyes, not wanting to wake her. Everything had been a blur. The fight, the fall... the fading in and out of consciousness. He had vague memories of people passing over him to check his vitals or talk. He had caught something about a collapsed lung and other terrible internal injuries. His powers were back, as he could breathe now without too much pain, but he knew his shoulder and ribs would take a little longer to heal; as would the process of getting his powers back to 100%. 

He tried to sit up, but a shout of pain escaped his mouth before he could stop it. MJ stirred in her bed and opened her eyes. "Pete...?"

"I'm up," Peter whispered. "Go back to sleep." He wanted to know more about what had happened and how long he had been out, but he wanted her to sleep well. As usual, she didn't listen to him. She crossed the room and sat on the bed. "Is it bad?"

She looked down at him with all the love in the world that he didn't deserve. "You stopped breathing," she whispered. "You were under for ninety seconds..." She choked out the words. He knew it was hard for her. He had spent two years pretending to be dead and now the world seemed hellbent on making sure that wasn't a lie anymore. Peter sat up, ignoring the pain this time.

"I'm sorry," he whispered as he brushed a lock of her hair out of her face. "I'm sorry I made you worry... and that I hurt you... If you can never forgive me, I'd understand... just..."

She leaned forward and kissed him on the lips. Surprise was the first emotion he felt. She had been so angry and now... But then he leaned into it. "Peter..." she whispered. "I love you. I knew the past two years that you weren't dead... but when Miles told me your heart had stopped..." She choked out a sob. "I realized I don't want to live without you... not for real." Peter put his hand behind her head and smiled warmly at her. There wasn't anything he could say, so he didn't say anything. Instead, he leaned forward again and kissed her gently. He allowed her to guide him gently back down on the bed and he relaxed in her embrace.

Chapter Text

Chapter 14: Silent Night

Miles paced the hall just outside. He had been given better fitting clothes, but he still had on gloves and his mask. He wasn’t ready for the Avengers to see his face just yet. Tony had told him that his venom strike had been what had started Peter’s heart again, but he didn’t feel like he had saved him. He had felt helpless when Tony appeared and now he couldn’t stop shaking. It wasn’t just that he had felt Peter die in his arms, it was that his uncle was the Prowler. His mind was still reeling about that.


Miles froze and turned around to see Tony walking towards him. “Hi…” he muttered sheepishly.

“You did good today, kid,” he said, resting a hand on Miles’ shoulder.

“He almost died.”

“But he didn’t. You saved his life,” Tony assured him. “This job is rough.” He patted him on the back and started walking. “We have to do something about that name of yours. You aren’t a kid anymore.”

Miles smiled slightly and put his back on the wall, sliding down. He felt like a kid. He felt like he couldn’t do anything right. He had been the one who kicked the thing out the window with Peter. If he had died… Miles shivered and brought the heel of his hands to his forehead. He didn’t want to think about that. Peter had screwed up, but Miles hadn’t wished death on him. He wanted to apologize for using Ben’s name against him, but he decided to wait on that. They could mend their relationship while he was recovering.

His phone rang and he flinched at the vibrations. He picked it up and stared down at the caller ID; Uncle Aaron. A picture of him and his uncle doing graffiti appeared on his phone. His dad hadn’t liked him hanging out with his uncle, but Aaron had been the one who really gave him the inspiration for his art. He realized he hadn’t done much of that lately; not since getting his powers. Despite everything, he smiled at the thought of the graffiti he could do with his powers now.

He almost hit decline, but morbid curiosity moved his thumb to swipe “accept.” “Hey…” he said quietly.

“Miles!” Aaron gasped. “Are you okay?”

“I’m fine Uncle Aaron,” he answered with a deadpan expression. He didn’t want his uncle to know that he knew who he really was, but Miles couldn’t help it. The scars on his back had been Aaron’s fault.

Aaron either didn’t catch on to Miles’ distance or didn’t care because he plowed through without skipping a beat. “Miles… I think it would be good if you came to stay with me for a few weeks.” Miles didn’t answer him. “Look… I’ve… I’ve done terrible things, Miles. Your father new the kind of person I was. He wanted to keep you from the truth about me… to keep you safe. When you said the phone works both ways… That’s why I didn’t contact you after your parents died.”

Miles gripped the phone tighter, but didn’t speak. It wasn’t because he didn’t want to. It was because he didn’t want Aaron to know that he was crying.

“I screwed up, kid,” he continued. “And now some bad people are after me, and they know who I am and who I’m related to.” Miles bit his lip and closed his eyes, shaking. He wanted to tell Aaron to screw off… to leave him alone… to never talk to him again… But the man’s tone gave him pause. He sounded… scared… and apologetic. Miles felt that if it were only Aaron’s life in danger, he wouldn’t care, but to him, his defenseless nephew was being brought into a power struggle with Norman Osborn.

He still said nothing. This time, Aaron paused, waiting. When he didn’t speak, Aaron continued.

“Miles… I’m not a good man. Your dad was right about me. You’re a good kid and…” He sighed. “And maybe I should be the person you need in your life. Maybe one day I’ll be the man you always saw me as. This job will be over tonight and then we need to go. Meet me at my apartment in the morning.” He paused again, but Miles said nothing. Aaron gave a resigned sigh and hung up, leaving Miles to stare at the photo he had chosen for his Uncle’s caller ID. He was coming for Peter; tonight. He rested the back of his head on the wall and sobbed softly.


Peter looked up as the door opened. By that time, MJ had left and he had gotten some rest. The entirety of Christmas Eve had been spent recovering. His body was healing slower than usual; probably thanks to Eddie. He didn’t even know what time of day it was. The sun had set, but he didn’t know how close to midnight they were. He smiled as Harry stepped into the room, shutting the door behind him. “Hey Pete,” he said with a sheepish smile.

“You’re not going to turn into a giant rage monster, are you?” Peter asked. Harry laughed and threw a plastic cup at him. “You would assault an injured man?” he gasped, faking astonishment.

He pulled up a chair beside the bed. Peter waited patiently. This was going to be a hard conversation, but it was already off to a good start. “So… you’re Spider-man?”

“Only on weekends,” Peter said with a smile. “And weekdays… and week nights.” Harry offered him a strained grin, and Peter became more serious. “I wanted to tell you… I really did, but…”

“My dad,” Harry guessed with a nod. “You didn’t trust me.”

“No, I didn’t trust him. If you knew, he’d find out eventually,” Peter insisted. “You know that. Harry… your dad’s…”

“Insane?” Harry laughed softly and shook his head. “I always knew he wasn’t the best man in the world, but this… what he’s done. I didn’t think he was capable of it.”

In his defense, he did it to save you, Peter thought. The road to hell and good intentions… He knew that saying that wouldn’t help Harry cope with this. He didn’t need to be reminded that his father had murdered in cold blood to save his own son. Harry would need so much therapy to move on from this. And Peter wanted to be there every step of the way. He’d take down Osborn just like he had taken Fisk. This would not go unpunished. “Your dad loves you,” he offered.

Harry looked away. “I wish he didn’t.”

Peter sighed. They would work on this later. “Harry… Eddie is the cure. He almost took my powers away. He can purge the venom from you.” Harry didn’t look up from his hands. “That’s good news, Harry!” He paused. “Isn’t it?”

Harry shrugged. “I don’t know,” he admitted quietly.

“What?” Peter had only gotten rage and anger from the symbiote when it was in him. They had only bonded for a few minutes, but it had been enough… Hadn’t it? “Harry…”

“Venom is a living creature,” he said, his voice hardly above a whisper. “And… If I’m a proper host…”

“Harry,” Peter snapped, aghast. “You want to keep it?”

“It didn’t ask for this,” he argued. “And with the strength that comes with it… We could help people; like you do!”

“Harry… being a superhero… it’s not easy,” Peter insisted. He didn’t want Harry to get into the rigmarole of the life he was trying to get out of.

“I have to repay the city for what my father did,” Harry said. He looked intensely at Peter. “Maybe this is how.”

Peter was silent for a few minutes. He wanted to tell Harry no, but he realized that it wasn’t his choice to make. All he could do was offer advice. “Harry… I will help you if this is what you want.”

Harry smiled brightly, but he didn’t have time to answer. The door to the room blew off as a hulking white creature lunged in. Peter gasped and Harry jumped to his feet. The symbiote fell over him, creating a suit. Peter stood slowly behind him, but stumbled. Already his injuries were catching up to him as the proximity to Anti brought his powers down. “He is after us,” Venom growled. “We will lead him away!”

Peter was sure how long Venom could hold his own against Anti-Venom. The white beast was something born to cure the disease that was the symbiote. “Harry… Venom,” Peter started, but paused when Venom lifted their hand.

You are injured! You will not last!”


“We are not asking!”

Miles lunged into the room just as Peter was about to retort. Without even pausing, Miles picked him up and ran out of the door as Anti-Venom lunged into the room. “Where are we going?” Peter gasped. “Help Venom!”

“Venom is fine!” Miles snapped. “Prowler is here and he’s after you!” They ran down the hall as Tony flew passed them. He had probably prioritized the giant monster over the assassin, figuring that Miles and Peter could handle it. Once he was far enough from Anti-Venom, he felt better as his heal factor kicked back in.

Prowler came at them like a demon possessed. He kicked Miles hard enough to drop Peter and send him flying back several feet. Peter hit the ground and pain shot through his body like a bullet. Everything went white, but he didn’t let that stop him. He fired a web towards Prowler and then took off running. He wasn’t after Miles, so Peter felt safe dragging the man away. Miles would catch up. Luckily his leg injuries had been stress related and had healed quickly, but the rest of his body was nothing but pain. One arm was still in a cast and the other throbbed, but was useable. His chest was the worst , though. One hit at center mass and he was going down.

Once he got to the elevator, he forced it open, ignoring the pain in his shoulder as he did. He jumped with Prowler on his heels. The man didn’t even hesitate. He followed Peter into the elevator shaft, using his gauntlet to protect his arm as he used the wires like a firehouse pole. Peter ran down the shaft, but Prowler was falling faster. He didn’t want to take this outside, but that was better. He had proven that he did his best fighting in an opened space. Prowler was a man who seemed to work the best in tight, claustrophobic arenas.

He shot a web and jumped, swinging with his semi-good arm out of the elevator through the closed door. Landing with a roll, he pushed through the pain and ran outside into the frozen air. Prowler was right behind him.

Peter knew he had to end this. Nothing good would come out of dragging this out. Prowler needed to be behind bars and away from the civilians. He spun to face his pursuer and the two collided. The assassin seemed more vicious this time; like he wanted to end it just as quickly as Peter did. Despite his injuries, Peter still had the upper hand. He was faster and more nimble than Prowler. With one arm, he had less range, but he still dove and weaved through Prowler’s barrage of gadget-related attacks.

Prowler came at him like a lion, swiping and kicking. Peter kept him at a distance. If one of those kicks landed, he’d be down. He jumped onto the nearest wall and kicked off, aiming a kick at Prowler. It landed. The man went flying back. He recovered quicker than Peter would have liked. Before he even hit the ground, Prowler was back running towards him. His kick was powerful and it landed at center mass.

Peter’s vision went white and his heart rate went up as pain radiated from his chest. He didn’t even feel the wall he slammed into and the pavement he crashed down on. He did feel Prowler grabbing his jacket, but he could do nothing. The kick had dislodged one of his mending ribs. He didn’t know where the bone went, but it wasn’t where it should be.

Prowler dropped him. Peter didn’t realize what had happened. He struggled to his hands and knees, gasping for air. Throughout the fight, he hadn’t even realized he wasn’t wearing his mask or suit. Now he felt the chill of snow on his bare hands and chest. He coughed and blood speckled the snow under his mouth. His breathing echoed in his ears, almost drowned out by the irregular heartbeat pounding in his head.

The sound of a fight caught his attention. He turned his head slowly. Miles was toe to toe with Prowler, but the assassin was in better shape than both the metahumans he was fighting. Miles was still injured and probably still reeling and… was he pulling his punches? Peter was well acquainted with holding back, but Prowler had long since proved that he could take their more powerful attack… but Miles wasn’t going at him like he had earlier. Peter closed his eyes. Get up… he thought, clenching the snow in his fists. Miles was going to get himself killed like that. Get… up… He rolled back on the ball of his feet; his bare feet. His whole body was shaking and it wasn’t just the cold.

Prowler had gotten the upper hand on Miles. He threw Miles to the ground and advanced on him as Miles struggled to get back up, his gauntlet blazing. Peter couldn’t breathe. He stumbled to his feet and ran forward, using the only thing he had left; his body. He body slammed into the Prowler and they went down in the snow. The impact sent new pain through his body. Prowler was relentless. He didn’t miss a beat. He tore through Peter like a butcher. Peter hardly felt any of it. His only thought was that Miles ran. There was something clearly going on between Miles and Prowler and Peter wanted him out of there.

Prowler ended his assault by lifting Peter up by the throat and holding on, squeezing his neck. Peter, in some last ditch effort, grabbed Prowler’s arm as if that would do anything. Everything seemed to be going in slow motion. Prowler poised for the killing blow. There was no witty banter; no gloating… just cold indifference and painful realization. Peter closed his eyes. He didn’t want to die looking at his murderer. He brought up an image of MJ and held onto that even as his grip on Prowler’s arm slackened. He hoped Miles had gotten to safety, and then he waited…

“Uncle Aaron!”

Peter snapped his eyes opened to see Miles standing behind Prowler, unmasked. “Miles…” Prowler whispered in a shocked sigh.

“You said you wanted to be better,” Miles said, his voice shaking. “You said you wanted to be the person I always believed you were!” He stepped forward, gripping his mask in his hand. “I never saw the person dad saw. All I saw was my uncle. My uncle who helped me draw graffiti on the wall. My uncle who tried to teach me how to talk to girls… who listened to me when I felt no one else would! That person I knew wouldn’t… couldn’t kill in cold blood!” Prowler didn’t move. “Uncle Aaron… please,” Miles begged. “Don’t make me fight you.”

“He’s my job, Miles,” Aaron whispered.

“But he’s my friend!” Miles snapped. “If you’re finishing this because you’re afraid of what Osborn will do to me, just look! I’m a metahuman! I can handle myself. If you’re finishing it because of the money…” He trailed off.

“Miles…” Peter gasped. He had unmasked… for him. Prowler reached up to his own mask and pulled it off. Peter looked at the face of his attacker. He looked for coldness in his eyes, but all he saw was a man; confused and conflicted. His eyes darted back and forth, not stopping on anything.

Peter gasped as Aaron released him, dropping him to the ground. His knees crumpled and he dropped to his hands and coughed. Miles ran past Aaron and slid to his knees beside Peter. “We need to get you inside,” Miles snapped as he helped Peter to his feet. He looked to his uncle. “You need to go!” Aaron hesitated. “I’ll call you later. Go!” The man turned and went on the retreat.

The gunshot rang out in the night. Peter watched as Aaron ducked, but he didn’t drop. Peter’s eyes darted moments before he realized where the bullet had gone. He had been in too much pain to notice at first, but his knees buckled. The sudden shift in weight made Miles let go and Peter crashed back to the snow that was becoming increasingly redder. He stared up at the sky, struggling to breathe. He got a glimpse of Norman Osborn standing in the street. He didn’t look smug about it. He almost looked upset.

Peter released a long breath. His already fading vision was going in and out of focus, but even in his state, he saw and heard the mechanical arms coming. Otto… probably coming to the tower to try and make amends, or turn himself in… or say hi. Maybe Miles had called him about his state. Maybe he was being brought in to help with Venom and Anti-Venom. Peter didn’t know. His mind couldn’t focus on why Otto was there. It faded to another topic as Otto grabbed Osborn.

Miles would have to be Spider-man now. MJ could finally move on…

He caught movement at the corner of his eye. Miles fell to his knees beside him. “Peter? Peter!” he shouted.

Peter blinked. “Go… help Osborn,” he whispered. If Otto was here, Harry’s dad didn’t stand a chance. “Ock will kill him…”

“Hell no!” Miles snapped. “We need to get you inside!”

“Miles… being a hero… doesn’t mean saving only the people you want…”


“Go!” he snapped with as much force as he could muster. It might be too late for me... Miles cursed under his breath and jumped up, leaving Peter. He smiled even as blood trickled from his mouth. Was it supposed to be warm? It was snowing… He shouldn’t be warm… or was he numb? He faded out and then back in. This time, he was being lifted bridal style. Aaron had him. The man ran into the Avengers Tower.

Everything was a blur. The elevator ride. Aaron was talking to him. Everything was going to be okay. He wanted to do right by his nephew. This was all his fault. He was sorry.

There was probably more, but Peter didn’t hear or process it. The elevator dinged. He didn’t know why he heard that above everything else. The door opened. Tony was there. More things became larger blurs. He heard the tone in Tony’s voice, but he didn’t hear his words.

Everything was going to be okay.

They kept saying it. He kept hearing it. He didn’t know where their voices ended and his voice began.

Everything was going to be okay... 

He wanted to see MJ again. He wanted to see Harry... to lead them into becoming heroes... To see them grow up... To be a Spider... meant to be followed by tragedy. He thought Miles had been through enough, but apparently he hadn't. 

"Peter?" That was Tony's voice. "You're going to be fine."

I know... He wanted to say that, but his mouth wouldn't move. His tongue was swollen and he couldn't catch a breath. He closed his eyes.

Everything was going...


Chapter Text

Miles hated himself for doing what Peter said. He hadn’t wanted to stop Otto from killing Norman, but Peter was right; being a hero was a full-time job; not just a job you did when people you liked needed saving. It wasn't their job to decide who deserved their kindness and love. Otto had Osborn dead to rights when Miles lunged between the two.

Otto froze his killing blow. He narrowed his eyes. “Move, Kid Arachnid… Or you will be moved.”

Miles held up his hands. “I want him dead just as much as the next guy, but this isn’t how we do things here.”

Otto laughed. It was angry and bitter. “It should be!”

“Maybe,” Miles admitted. He turned to Osborn. The man was just that; a man. A powerful, greedy, evil man, but a man nonetheless. A man who had done all this in the name of saving his son. That didn’t make it right, but it made it understandable. Otto had done a quick number on him by that time. The man needed a hospital and Miles didn’t want to bring him there. He wanted to be with Peter, telling him everything was going to be fine. He wanted Peter to not be hurt. He wanted Osborn dead. Inaction could save them so much trouble. “But we aren’t judge and jury!”

“We are the people with power! People like him… His power is artificial!”

Miles sighed deeply. He couldn’t say that he disagreed, but it wasn’t up to him. He looked up at the Avengers Tower. Harry was still fighting Anti-Venom and Peter was in there somewhere, bleeding out. Everything was Osborn’s fault. Every bad thing in his life could be traced back to Osborn.

“You see it, don’t you?” Otto asked. “He’ll get off. He has enough money to bury this. All the people he’s killed! The lives he’s ruined. The system won’t give him what he deserves. Only we can.”

Miles clenched his fists. Osborn had created Mr. Negative, who had killed his father, who had corrupted Peter to kill his mother. Osborn had turned his son into Venom, had turned Eddie into Anti-Venom, had turned his uncle against him, had shot Peter in cold blood. He didn’t deserve to live. Miles knew that. He felt his venom strike rising in his hands. He could kill… just this once.

He shook his head slowly. Vengeance wasn't what he needed. Peter had once told him that he wasn't protecting the villains, he was protecting himself from what killing them would do. It wasn’t their choice. They weren’t the judge, jury and executioner. “We are better,” he said, turning back to Otto. They had to be better. They had to differentiate themselves from the monsters they fought. “We are better.

“He’ll never see the inside of a jail,” Otto snapped.

“Probably not,” Miles agreed.

“And that’s fair?”


Otto shook his head and lifted a hand, angrily waving Miles off. Miles thought at first that he was giving up, but the man suddenly swung a metal arm at him, throwing him into the wall. He slammed hard and the world went white. When he hit the ground, his vision slowly faded back into reality. He had just enough time to see Otto advance on a defenseless Osborn and bring a metal arm down. Miles stood slowly. There was no feeling of anger or regret. He hated that he felt relief. Otto turned to him, holding up the blood drenched arm. “I’m not like you,” he said angrily. Miles just nodded slowly. Otto wasn't them, and Miles wasn't Peter. Peter would attack Otto for what he had done. He would have spouted something about being a hero. Miles hated Osborn. Peter probably did, too. The difference between them was Miles felt that while he wouldn't kill, he didn't always have to save.

"Where will you go?" he asked quietly.

"You and I... we will never meet again," Otto promised.

Miles looked at the blood on the metal arm. "Do you feel better?" he asked. Did it really help to kill?

"I didn't do it for me," he said just as quietly. "I did it for Peter... so he wouldn't have to."

Miles walked passed the man to Osborn and looked down at his crushed body. He closed his eyes, but the sound of rustling caught his attention. At first he thought that Otto had left, but when he looked down, he saw Osborn move his arm. "He's still al--!" He turned, but Otto was gone.


MJ paced the room outside the hallway where they were operating on Peter. They had managed to stabilize him in the Tower and Tony had personally brought Peter to the hospital where he demanded the best doctors they had on call. They had been in there for hours. She felt like throwing up and screaming at the same time. He had looked so helpless when she had seen him. She gasped when the door opened and Tony stepped out. He wasn’t operating, but he had wanted to oversee the surgery personally. He rubbed his head, ignoring her for a moment, taking that time to compose himself. He looked utterly distraught. “He wasn’t ready,” he muttered under his breath.

MJ’s stomach dropped. “Mr. Stark…?”

Tony turned to her as if he had been unaware that she was there. “Is he…”

He shook his head slowly. “He’ll live,” he said quietly. “But that bullet went through his spine. The recovery will be quite a while, even with his healing factor; and there’s a chance he’ll never walk again without assistance.”

MJ put her hands to her mouth and let out a choked sob. Tony didn’t move to comfort her.

“I’m sorry,” he said quietly.

“For what?”

“He wasn’t ready to get back out there, but I pushed him, and then I sat back even when I knew he was getting in over his head.” He looked up at the ceiling. “If there’s anyone to blame for this…”

“It’s Osborn,” MJ said. She couldn’t believe that she was talking to Tony Stark like she had talked to Peter all his life. “I don’t know how well you know Peter, but he tends to take on the burden of blame for every bad thing that happens. He’d take the blame for a war in another country if he found a way. He carries the world on his shoulder. You can’t blame yourself for the ramblings of a mad man.”

Tony didn’t answer her. Instead, he walked back into the operating room. MJ watched him disappear and sighed once he was gone. This was going to be a long, hard road… But they’d get through it… together.


Harry wanted to be with Peter, but he had other things to do. He paced outside his father's hospital room. The doctors had said he was awake. Harry didn't want to do this, but he had. He would be taking care of his father for the rest of his life. Otto's attack had left him more or less incapacitated. He clenched his fists. His father may never see the inside of a cell, but his injuries would ensure that his body was his cell.

Harry stepped into the room. Osborn was propped up. He was pale and ghastly. It had only been a few weeks, but he had already lost so much weight and had aged. Harry leaned on the door. "Son...?"

"Hi..." he muttered softly.

"Oh, my son!"

Harry.'s stomach fell. He wanted to feel something towards this man. He wanted to hate him. He wanted to be angry at him, and he did and he was, but those feelings were drowned out by the fact that this man was his father and he still loved him. Harry said nothing. He didn't trust his own voice to speak. The journey they were about to take wasn't going to be easy and it was going to be long, but they would do this together. Harry hated him, but they were still family.

"I did it for you..." Osborn whispered.

I wish you hadn't... Harry thought, but what would be the point of saying that? There was no changing what had happened. There was no point in wishing that something else happened.

"We can still cure you."

"I am cured," Harry said. "I want to keep the Venom. It and I..."

"It has no feelings," Osborn snapped. "We will use the Anti-Venom--"

"Eddie is in a coma, thanks to you," Harry snapped. "All of this is thanks to you! Peter may never wake up and if he does, he'll never walk again!" Osborn stared at his son and Harry looked for anything to prove that he felt some remorse for what he had done. It was a futile. There was no remorse to find in his eyes. They were only cold and calculating. The most infuriating part of it was that Harry did see another emotion in there. He saw love. He couldn't reconcile that this man... this monster in front of him was his father and he loved his son like any father would. Harry clenched his fists. "I will never be able to repay the city for what you've done, and I will work everyday of the rest of my life to make up for the people you've killed and the lives you've ruined. I will take on the sins of my father because God knows you won't."

Osborn smiled and that made Harry's blood boil. What could he possibly see in that to make him smile? "Such power... how do you plan on doing that, Harry?"

Harry lifted his hand and watched the black ink cover his arm. "We... are Venom."


Yuri looked down at the red, writhing thing in the tube, watching it move up and down, folding in on itself. “You say this is yours, Mr. Treece?” she asked. The bald man nodded slowly. “It’s evidence.”

“I understand, ma’am,” he said with a smile. Yuri rolled her wheelchair around her desk. She was usually good at reading people, but this man was hard to get anything on. “I just want my things returned to me when the trial is over.”

She crossed her arms. “This might be something we keep, Mr. Treece. You and your company will be under scrutiny during the trial. I don’t think I can release this thing back to you.”

“It’s harmless,” he insisted. Yuri studied him. She didn’t believe him, but she had no idea what the creature was or what it could do. She could believe that it was harmless, but she also didn’t have any faith in her fellow man to keep this thing safe. She had worked with enough people to know when she was being fooled. Treece didn’t have an air of innocence to him. “And it is payment.”

“I understand that.”

Treece slammed his hands down on the desk, but Yuri refused to show him any fear. “Do you?”

“I do, Mr. Treece.” She stared up at him, almost daring him to try something. He smiled instead.

“Of course you do, Captain.” He stood up and straightened his suit. “I’m sorry to have bothered you.” He eyed the tube once and then turned. Yuri narrowed her eyes as he walked out, shoving his hands in his pocket... or was he pocketing something? She looked down at the writhing red thing and cocked her head. What was it…? And how did they destroy it?


Peter opened his eyes. He was getting tired of waking up in hospital rooms. No one was there this time. He closed his eyes to listen, but there were no telltale signs of fighting in his general vicinity. The door opened and Peter turned his head. The woman stepping in gasped when she saw him. “Peter!” she hurried to him and started checking his vitals. “You’re awake.”

“Was there any doubt?” he asked quietly. The nurse looked at him, studying his face and then nodded. She went back to checking him. He realized that he wasn’t in any pain. “How long…?”

“Two months,” she said without looking at him. His eyes widened. Two months? He had been in a coma for two months? “Where are the others?”

“I will notify them shortly,” she said. “But first, Mr. Stark will be here to brief you on your condition.”

Peter cocked his head.  Condition? As if on cue, Tony walked into the room, hanging back until the nurse walked out. “Go easy on him,” she whispered and then she was gone. Peter looked up at the man with anticipation.

“Harry, MJ and Miles are fine,” Tony started. Peter smiled. Someone must have directed him in how to break news to him; always start with someone else because he’d rather hear how they were doing than worry about himself. “The man you called Anti-Venom… He’s… going to be fine.”


“The Anti-Venom symbiote has bonded quite well with him. We’re trying to extract it without harming the host, but so far, we haven’t been able to.”

Peter nodded slowly. “And…?” He knew there was more.

“The police have combed Oscorp. There’s enough to lock him away for the rest of his life, and then some, but Captain Watanabe is afraid he’ll get off,” Tony explained. He rubbed his hands and sighed. Peter looked up at the ceiling. So, Osborn had survived. He was happy that Harry didn’t have to lose his father, but was also aware that the coming legal battle would be more brutal than fighting Anti-Venom. The Osborn name was mud now and it wasn’t unreasonable to think that if the company survived, they would never fully recover. He closed his eyes. “And Aaron Davis?”

“Disappeared,” Tony said.

Peter nodded. He figured. Miles probably knew where he was. “And me?” he asked quietly. He didn’t want to know this, but he knew that he needed to hear it.

Tony looked at him intensely. Peter squirmed under his gaze. “The bullet that Osborn fired… It severed your spinal column. You lost all motor function in your lower body.”

Peter stared at Tony as he talked some more, but he didn’t hear anything he said. All he heard were the words he had just said echoing. He was paralyzed? It was somewhat poetic. In his shock, that was all he could think… He had gotten Yuri paralyzed. He had tried helping people and had only ever gotten them hurt. Now it seemed that the world was telling him to stay down for real this time.

“…with the help of robotics,” Tony was saying.

Peter shook his head. “What was that?”

“I said that I could probably help you get some function in your legs back with the help of robotics.”

He thought about it for a few moments. He had said he wanted to retire. This wasn’t how he had wanted it to happen. “I’ll… think about it…” he said quietly. Tony nodded slowly. “Thank you, Mr. Stark.”

“It’s Tony,” he said with a smile. “We’re on a first name basis.” He patted Peter on the shoulder and walked towards the door. “Cap was right, you know.” Peter cocked his head. “He said you weren’t ready, and you weren’t… but you grew because of it.” He walked out, leaving Peter to mull over all he had learned. Everyone seemed to have made it out alive… but were they okay? He wasn’t sure, but he felt like one day they would be.

The door opened and he smiled when MJ stepped in. She walked to the bed with tears in her eyes. She hugged him, holding him tightly, but gently. He leaned into her touch, swallowing the lump in his throat. “I’m sorry…”

“For what,” she whispered.

He held her back, feeling her in his arms. He couldn’t believe how lucky and undeserving he was of her love. He closed his eyes. “For everything… for hurting you and scaring you… For…”



She laughed. “Shut up.” She hugged his tighter and then pulled back. “I… have something to tell you. I just… I don’t know how you’re going to take it.”

Peter cocked his head. “You know you can tell me anything, MJ…”

She smiled. “I know, but…” She sighed. “Peter… I’m pregnant.”

He stared at her for a moment, not comprehending what she had said. “You’re… what? Who?”

“You, silly,” she giggled. She hugged him again, but he couldn’t catch a breath. She was pregnant? Was that… was that possible? They had only been together once. His pulse quickened. Years ago, he had thought he was a father and it had terrified him. How could he bring a child into this crazy world that he lived in? Would their child have his powers? How was any of this possible? Did he want kids? He supposed it was too late. He finally hugged her back. “You’re not mad?”

He laughed. “No! Why would I be?” He wasn’t ready to be a father, but he hadn’t been ready to be a superhero either, and that had turned out as well as anyone could have expected.


7 Months Later

“Miles! If you don’t get here in ten minutes, I swear to God…!”

“I’m working on it, Peter!” Miles snapped. Peter rolled his eyes and wrung his hands together. He had a wall of monitors, curtesy of Tony Stark, in front of him, but he couldn’t focus on them now. All he could focus on was one little dot on the screen; Miles Morales. He had been enjoying his time off from being the hero, but that hadn’t lasted long. He was now the guy in the chair; keeping track of Miles and keeping everything together for Miles.

What he couldn’t keep together were his nerves. He clasped his hands and rubbed them hard, finding warmth in the movement. Miles was supposed to be there! He was supposed to have been there twenty minutes ago. Peter rolled his eyes. The hypocrisy wasn’t lost on him. He had let a number of people down because of spider business and now Miles was late for the same reason.

Peter sighed. He wasn’t ready for this… no matter what he said, no matter how many times he had told himself it was going to be okay, he was not ready for this. He figured that no one was ever truly ready to be a parent. He also figured that he was the least ready to become a parent. He was still bringing a child into this life that was no place for a child. They still didn’t know what they would do if she had powers. Would he let Miles train her or would he teacher her to never use them?

Spiders were compelled to help people. It seemed to be in their nature. He didn’t know what he would do if she wanted to be a superhero like he had been. He didn’t even want to think about that. Right now, he supposed he should be more focused on what he needed to do once the kid was brought home.

Tony had offered to buy them a house. He had offered to buy them anything they wanted, but they had refused most of his offers. Peter had let him buy them the equipment to their Spider Nest and had taken his offer to work from home as a tech for Stark Industries, but that was about it. He and MJ had wanted to do it on their own.

Of course, Tony was invited to their wedding.

The door opened and Peter spun around in the wheelchair. Miles was standing their in his new costume; a black and red webbed design. “Miles Morales. You’re late!”

“The kid isn’t going to be born before you get there,” Miles said. He ran in and grabbed the wheelchair. “I had to stop a mugging.”

“Is a mugging more important than the birth of my child?” Peter snapped, even though he was kidding.

Miles laughed. “No, no,” he said. “I just thought we had time. I’m sorry I saved some poor, defenseless person’s life.”

Peter smiled. There had been some issues with getting their relationship back together, but Peter was certain that everything, eventually would go back to normal for their little family; and their family was getting bigger today. “Look, if I’m not there when May’s born, MJ will have my head.”

“Probably,” Miles said. They got into the elevator. “So, have you thought about powers?”

Peter shook his head. “No. I don’t even want to consider what will happen if that girl had powers. It would be worse than dating…”

“You know I’d be willing to help you,” he said.

“Let’s not talk about that now,” Peter said. “Let’s just hope she’s born with ten fingers and ten toes. We’ll deal with super strength and accelerated healing later.”

Miles laughed again as the elevator stopped and they stepped out. Peter wasn’t ready for this, but he knew he’d never be ready for it. He smiled. Giant lizards… people with eight limbs… a man who could turn anyone evil with just a touch… and his greatest challenge was a newborn infant. He laughed. Maybe… just maybe this wouldn’t be the disaster he kept imagining it to be.

Meanwhile… In Another Dimension

Earth 12041B

The city was on fire. It was a downright mess and he had to clean it up. The man dressed in a blood red suit with a black upper half paced the edge of a roof as people below were being herded below by squid-like robots. Peter Parker was dead and the Avengers were otherwise occupied. They would come and attempt to deal with this soon, but it wouldn’t make much of a difference when they came. By the time they returned, the city would be under complete lock down. They wouldn't be allowed in. The Doctor would see to that.

He shook his head slowly. It was a mess right now, but they could make it better. They could still win this.


He crossed his arms. His expression didn’t change even as the voice came through the commlink. “Go,” he said with as much indifference as if he was watching paint dry; like he wasn’t watching people get herded like cattle.

“We need you back at base. Can you get there safely?”

He looked down at the streets and nodded slowly, even though the speaker couldn’t see him. “I can,” he said quietly. He turned from the streets and ran to the edge of the building, jumping into the air. This could work… They just had to play their cards right.


To be continued in Spiderverse: Scarlet's Web...