Archive of Our Own ^beta

Chapter Text

Now:

Peter felt his ribs start to stress.

It wasn’t the first time he’d been in a bad spot, of course, but nearly twelve years of experience doing the job meant that he was more or less able to get through a lot of fights with guys like The Rhino on instinct. 

Superheroing in New York was a lot like an arms race. There was this sort of…constant escalation. Someone new would show up, and, for a time, they would seem invincible to Pete. He’d be beaten, broken, battered, and sometimes humiliated. So, he’d have to adapt—to find a way around the impossible. 

He’d do it, of course. Figure out some trick to take the villain down. And in return, some time later, the bad guys would correct the flaw in tech or strategy, and once again, for a while, they’d be invincible.

Thing was though, you give it enough time, and a lot of these fights became muscle memory. For Pete, a lot of fights stopped being a fight for his own life, and shifted mostly to be a fight to prevent as much collateral damage as possible. 

He was still not great at that. 

Rhino had already demolished an entire platform of the H line, a movie theatre, and—most amusingly—a china shop. 

And now, it felt like the next thing that was gonna break was Peter’s ribs. 

“ Ack —Hey, Aleksei, can you— gah —lighten up a little? Having…some…trouble…breathing…”

Rhino ground his foot a little harder into Peter’s chest.

“Ha! If you think for a second I’m gonna give you any ground you’re crazy.”

“I just— ugh— think maybe we could talk this one out? No? Alright…” 

He had to aim his shot carefully; he just needed to catch Rhino off balance, even for a moment, and he could get the leverage he needed to flip him. 

~Thwip~

“AGH, DAMNIT, EVERY TIME.”

Rhino forced his eyes shut as his face was covered in webbing. It was just the gap that Peter needed.

Only, something was wrong. Instead of leaning back, Rhino leaned forward. Peter tried to gasp for air under the extra weight, but he couldn’t seem to fill his empty lungs. If plan B was a bust, there was no plan C.

Peter’s mind raced, scrambling in the few seconds he had searching for any other options. Yet before any could present themselves, Rhino tipped backwards, grunting from the impact of a double kick with serious momentum. There was a flash of white and black as Rhino hit the ground, and as Peter pulled himself up onto his feet, he found himself side to side with the Black Cat.

“Hey there Spider. You were supposed to pick me up.” 

“Yeah…I uh…”

“Got held up?” 

“You could say that, yeah.”

Felicia rolled her neck and took up a fighting stance. 

“Not every day a girl gets out of prison you know.” She said, with a little edge to her voice. “Don’t worry though, handsome, there’s someone else I blame a lot more.” 

Aleksei struggled to get to his feet. It wasn’t easy in the armored suit, especially given how inhumanly large he was. Peter considered suggesting he change his name to ‘The Turtle’, but waited a beat too long for it to feel appropriate. 

“The Black Cat? Thought you were a burglar? Why the hell are you working with this creep?” Rhino said

Felicia sprinted toward him, using her speed to launch herself into an aerial roll over the top of him. Peter always admired how graceful she managed to move, at all speeds and orientations. Regardless of he surroundings, she always moved like she had perfect spacial awareness; total control of her body. He moved with her, using her acrobatics as a distraction to slide under Aleksei and web together his legs. It was nothing he couldn’t tear out of, but if they could keep him still long enough, they could knock him out long enough for the city’s supervillain unit to secure him. 

It worked like a charm. Every second counted, but Felicia could read his movements like a book. Any time he thought to tell her to be somewhere, she was already there. Any time he was worried she’d be in the way, she had already moved to make room for him. In moments, Pete had Aleksei’s arms tied down, and the two of them provided the Rhino with a chain of blows that felt him out cold. 

“That should hold him till the R.A.F.T. guys get here.” Peter said, emptying a capsule of web-fluid onto Rhino’s arms and legs. “Sorry about…y’know.” 

“S’fine.” Felicia said, playfully hopping onto the roof of a mostly crushed taxi. “It was actually the most fun I’ve had in six months.” 

“Clean slate though, right?”

Felicia nodded. “Clean slate.” 

There was a moment of awkward silence between them. Peter had convinced her last year to take a plea deal under Mayor Morales. With testimony from Spider-Man, Felicia Hardy, tried publicly under the name Black Cat would spend nine months in a minimum security prison in exchange for her criminal record being expunged. Not to mention information she provided on dozens of underground auctions and black markets. 

She was out in six with good behavior. 

“So…I heard you got engaged?” She finally said.

Oh god.

“Uh…yeah. Couple of months ago. Sorry, I probably should have—hey, wait, how did you hear that?”

“It was a minimum security prison Spider, I didn’t stay there all the time.”

“Tell me you’re joking.”

“I’m joking.” 

That was good enough for him. Further interrogation might lead to uncomfortable answers.

“Are uh…you doing anything tonight?” He asked.

She looked at him carefully, eyes scanning his mask, the way he craned his neck, any body language she could. 

“What’s your play here Spider…?”

“What? No! No. It’s just…would you want to have dinner with us tonight? I’ve been really craving chinese the last few nights, but there hasn’t really been a good excuse to…to get some. Uh…” Peter rubbed the back of his neck, and Felicia’s eyebrow arched. 

“You’re…gonna invite your ex-girlfriend—who just got out of prison this afternoon—to dinner with your new fiancé?” 

“Would you believe we’ve had stranger dinner guests this month.” 

“Yes.” 

“Then we’ve had stranger dinner guests this month.” He shrugged. “C’mon, MJ’ed love to see you again.” 

Ah. Yes. Mary Jane. The supermodel. Great. 

It wasn’t that Felicia didn’t like Mary Jane. She did, honest. The couple of times she had met her in the past, she seemed quick, funny, and the was no denying how attractive the redhead was. She was more than happy to hear that Peter and her were engaged. But…

After she had found out that Peter was dating her, Mary Jane’s headshot had crossed her desk as a recommended model for Felicia’s autumn line, she had quietly rejected her. She still wasn’t sure why. 

“I…uh… sure , Spider. I’d like that. Not much for me tonight but an empty penthouse and a bottle of champagne.”

“I can’t promise champagne, but we have a dirt cheap bottle of wine we’ve been saving for a special occasion? ” 

“Oh joy.” Felicia rolled her eyes. She couldn’t deny the smile on her face though. She was kind of hungry, after all.

**********************

“MJ! I’m home! I brought a stray cat back too!” 

Peter slid the window of their little corner apartment open, and pulled himself through in one fluid motion. Felicia followed. Their place was nice, far more spacious than she was expecting. It was tasteful, exposed brick walls gave it an air of intensional grit that made the trendy furniture pop.  

Mary Jane was sitting on the couch, watching the evening news. 

“Hey there Tiger. So I see.” She said. 

Felicia always forgot how smooth Mary Jane’s voice was. It was always lower than she expected, cool and dark. She imagined it probably made Pete shiver every now and again, and she didn’t blame him. 

Felicia held up the takeout bags slung across her forearms. “I come baring gifts.”  

“Gifts accepted graciously, Felicia. I take it your first day out was exciting, given you’re already in costume?” 

Felicia gave a polite nod, setting down the food on the little coffee table by the couch. “Your fiancé almost got crushed by Rhino this afternoon, so I thought it would be worth it to help him out, you know, stretch my legs a bit.” 

MJ laughed. If she was worried about Pete’s fight, she hid it well. 

“Lucky him. Have you got a change of clothes?” 

“At my penthouse downtown, yes.” 

MJ walked to the open kitchen and started grabbing some dishes. “I usually make Pete take a shower after he’s been out heroing. If you want to take the shower before him, you’re welcome to borrow some of my clothes for dinner?” 

Huh. That’s…interesting.  

It was a rare occasion that Felicia was the one in a room feeling a little awkward. A lot of other people would feel uncomfortable offering a shower and a change of clothes like that to their lover’s ex, and yet Mary Jane didn’t bat an eye. What more, there wasn’t even a detectable hint of a power play, or some kind of mind game. In a lot of ways, it just felt… thoughtful. Wouldn’t she recognize the social faux paus here? That’s not really something you should offer so casually, right?

But…it was practical. Mary Jane was pretty close to her own build, and while Felicia’s catsuit was very comfortable by design, it also wasn’t necessarily what she’d prefer to wear for the rest of the evening. 

Felicia just couldn’t figure out this other woman. There was something so…electric about the way she talked, and carried herself. 

Maybe this is how Peter felt about her when they first met. 

Oof. Don’t do that to yourself Felicia.

“Sure, Red, that sounds nice. I can break my clean streak by stealing a shower.” 

“Ha! Clean. Funny.” Peter said, already stripping off the top of his costume. 

Huh. He’s…just right in the living room, huh? 

“I’ll keep it short for you Spider.” 

Felicia ducked into the bathroom, and stripped out of her catsuit. There really was something special about a shower after taking the suit off. Something extra nice about how the hot water felt on her skin, and how the steam felt in her lungs. 

Huh. 

They were…this wasn’t…did they invite her over because they wanted to swing with her? 

No. Surely not. 

…But…Mary Jane did almost immediately try to get her naked. And Peter was very comfortable starting to undress while they were both in the room. And…Peter did say that he was going to have wine here. As far as she knew, he didn’t drink at all…

Was that their angle here? More importantly, how did Felicia feel if it was? 

God, she’d do almost anything to have Peter again, even just for one more night. 

Anything but jeopardize their relationship. Get it together girl.

She shook away the thought despite a measure of excitement starting to creep up through here. This would likely be a bad idea, doing a threesome tonight. She should probably commit to herself, for certain, definitively, that she wouldn’t accept if they made an offer. It was the smartest, safest choice to make. 

There was a knock at the door. 

“Hey, Felicia? It’s MJ. I’ve got a robe here you can borrow, I’ll show you where my room is and you can have your pick from my closet. Sound groovy?”

‘Groovy.’ Who was this girl?

“Suits me, thanks.” 

The door opened a crack, and Felicia saw MJ set the robe on the floor near it. 

“As much as I’m sure Peter would love for you to stay in your costume, I’m sure you’d prefer if he chewed with his mouth closed tonight.” 

Ah-ha! So she was threatened!

Felicia considered that it might not actually be a good thing in the long run. Never mind that there wasn’t a hint of attitude in the way MJ said it. Still, she laughed along. 

“Pity for us both, darling.” 

“You’re telling me.” MJ huffed. “Still, business before our pleasure I suppose? Maybe next dinner I’ll be coming home from a swimsuit shoot and you can convince me to change before hand.” 

Ha. That was funny. She was funny. 

…Also they were definitely inviting her to a threesome tonight. That was way to flirty for it to be anything else. 

On one hand, Felicia no long thought MJ felt threatened. On another hand— oh god, how on earth was she going to say no to them? It—it might be fine to sleep with them, right? That shouldn’t complicate her relationship to Peter at all. It definitely wouldn’t put her in a position where she was primed to fall back in love with someone who was rapidly approaching his vows.

God. This was so fucked up. And what was worse? When Peter and her split up, it was absolutely the right call. Neither of them were in the right place, emotionally, to be together. The built a strong friendship on the back of that break up, but Felicia could hardly call it her cleanest getaway. 

No, every breakup leaves some baggage, and Felicia’s was that she never completely got over him. She’d seen a lot of guys and girls that drove her wild since then, but…Peter was, for better or for worse, always the benchmark. Were they as kind as Peter? As fun? Did they please her as much? Could they hold a conversation as well, could they work together as well? She doubted that was fair of her to do, but…she couldn’t figure out how not to. 

Felicia sighed, and turned off the water. At least she wasn’t in the mood anymore.

*************

Felicia’s jaw dropped. 

Red’s closest was exceptional. Girlie had taste. Outfits were organized and color coordinated, many of them from very well regarded lines. 

That alone would have given Felicia cause to purr, but there was something far more compelling—Felecia recognized a lot of the clothing. Nearly half of them, in fact. And she recognized them, because she had designed them. 

Felicia had been, before her arrest, one of the most well respected fashion designers in the city, and Mary Jane Watson, her ex’s new girlfriend clearly loved her designs.

Go figure. 

‘New girlfriend.’ 

That wasn’t fair. Mary Jane and Peter had been seeing each other for nearly triple the time that Felicia had her claws in him. At a certain point, one stops being ‘the new girlfriend’ and leaves the other as ‘the old girlfriend.’

Oh well. At least it was easy to pick an outfit she liked. 

******************

“Oh. Wow.” Felicia mumbled with a mouthful of noddles. 

“Right?” Peter said. “I’ve been going to Lee’s since I first started going to midtown. My uncle used to take me sometimes after picking me up from Midtown.” 

Felicia took another large bit of a wonton. “Jesus, I’ve been to Michelin restaurants that didn’t taste this nice, Peter. How do they do it?” 

“I know how.” Peter said. 

Felicia glared at him. “Don’t you say it.”

“They make it with love.”

“Awful.” 

MJ laughed at the two of them. For some reason it made Felicia feel a little ashamed. 

“Sorry, it’s just nice to see you both so relaxed around each other. Normally when we’re all in a room together, everyone is as stiff as a pole.” She said. “You two are good together.” 

Felicia frowned, but Pete jumped in.

“We’ve known each other a long time.” 

“Five or six years, spider?” Felicia poked at a dumpling.

“Six. I was in my senior year at ESU.” 

“Are you sure? I feel like it was a little—“

Peter shook his head. “No, Felicia, trust me on this. It was six.” 

Felicia was caught a little off guard. His voice was stern, but it wasn’t harsh. Didn’t feel like he was talking down to her. Just…that he knew it was six. 

Huh. 

What a strange night. 

“What about you, Felicia? What’s the plan now that you’re out?” 

“Well, I was tried as The Black Cat, thank you for that Rio Morales, so other than vanishing for six months, I should be able to pick back up at work—if the fashion world hasn’t moved on without me.” 

MJ put a hand on top of Felicia, eyes wide with passion. 

“How could they? You’re Felicia Hardy. Every movie star in New York has some of your threads, girl. If they’ve moved on their just setting themselves up for a blindside when you come back.”

Oh she was touching her now. Okay. This was good actually. Her hands …were really soft. 

“Ha! That’s sweet of you Red.” 

“Bet you could tell I was a fan, huh?”

“I had a suspicion.” Felicia glanced over at Peter, who seemed lost in a memory. “I have a back up plan just in case. I was thinking about opening up a security consultant. Who better to advise on how to keep thieves out, then a master thief?” 

Peter suddenly snapped back to reality. “I could call Sable? She’s been looking into getting out of the mercenary thing, maybe she’d make for a good partner?”

“Maybe…I do like the aesthetics of that—silver and white and all—but I don’t know if I want to have to have to compromise with someone else. At least, not yet.” Felicia shook her head. “We’ll see how long I’m still singing that tune.” 

“Knowing you?” Peter said, “Probably all the way to the top. Or…bottom, depending.” 

“Careful Spider, don’t threaten me with a good time.” 

Oops. 

She hadn’t meant to flirt like that, at least, not so blatantly, and certainly not in front of Mary Jane, it had just sort of…slipped out.

And yet, when Felicia had glanced towards the other woman, Mary Jane was just grinning at Peter’s embarrassment. Felicia tried to look away, but Mary Jane was faster. It was only a flash of eye contact, but Felicia knew that Mary Jane had noticed her worry. 

To her surprise, she also commented on it.

“Relax, Felicia.” She said. “You don’t have to keep waiting for me to bite your head off. When I was in college, I did more than my share of dirty deeds. I know you and Peter have a very… charged history.”

“You could say that…” Felicia hummed. “I promise, I wasn’t trying anything, just…force of habit. You know.” 

MJ shook her head. “ Oh please. There was definitely a time I’d have definitely felt threatened by an ex at our table, but…” 

Felicia watched Mary Jane look at Peter. She had a kind of far away look in her eye, like she was trying to imagine what he looked like when they first met, or trying to remember what she would have felt like next to him. 

“You know Pete. He’d thrown himself into the Hudson before he did something that he thought would hurt me. He’d be wracked with guilt for cracking an egg to hard. ” She looked back to Felicia, a warm and comfortable smile in her eyes. “When you know someone long enough— really know them… You might not get everything right together, but I trust that he’d do right by me, either way.” 

Who was this girl? 

Felicia, for once in her life, couldn’t think of a thing to say. Everything about the redhead made her feel a little drunk. She was… effortlessly cool. She had a grace and wisdom in her voice and in her eyes that told Felicia that Mary Jane was someone who learned lessons when life taught them to her. She wished a little that she was better at that. 

Peter coughed a little bit. 

“Ho-kay…now that you guys are kind of talking about me, I feel a little guilty. Do you want me to bring you guys some wine?”

*************** 

“YOU DID NOT.” Felicia’s jaw hung open. 

“I did.” Peter nodded. “I really did.”

Felicia looks to Mary Jane to confirm, but she simply shrugged in between fits of laughter. 

“Don’t look at me, I haven’t heard this story either! GOD. I know Jameson’s likely never going to lighten up around you, but I imagine antagonizing him will only ever make things worse.”

“What on earth compelled you to kiss him?” Felicia was still in shock. 

She didn’t know Jameson, but she’d seen his headlines, and occasionally listened to his podcast to keep in touch with what was going on with Spider-Man when she was too shy to text him. The thought was wild.

Peter spoke nonchalantly on the subject, as if the answer was obvious. 

“Well, it was valentines day.”

The room broke into laughter again. 

“Did you do the thing where you peeled up the mask for it?” Felicia said, trying to breath. MJ hummed a little.

“Please, it was funny enough to make the move on him at all. I didn’t need to punish myself for the experience too. Mask was all the way down. ”

“Incredible.” Felicia sighed. “I’m sure it made more sense in context, but the image of you dipping him down like that—“ 

She couldn’t finish the thought. 

This was nice. This was so nice. 

She had expected to spend her first night out of prison alone. In some ways, she had looked forward to it. But it had been a very long time since Felicia felt like she was… normal. Being with Peter and his Fiancé here, like this…she realized she hadn’t thought about her suit and her mask in hours. 

Of course, they were a bottle and a half of wine in now, and she was feeling a little floaty. Not to mention that Peter didn’t drink, so it was just her and MJ that were doing the heavy lifting. 

“Alright MJ, your turn. Tell us a story.” Peter said, leaning back.  

MJ waved him off, grinning. 

“Why would I, when we have a designated entertainer here?”

“Pfft. Come on, Ms. Watson, aren’t you supposed to be an actress?” Peter joked.

“Allegedly. I suppose I should get some practice in then, hm?” Mary Jane stood up and offered her hand to Felicia, and when Felicia skeptically accepted it, Mary Jane lifted her to her feet. 

“What’s going on here?” Felicia giggled.

“You’re going to be my prop for this.” Mary Jane whispered.

Felicia giggled again. She felt so good. And Mary Jane’s hands were so nice. God she was gorgeous Felicia was a fool not to hire her.

Mary Jane cleared her throat, and announced herself to her imaginary audience—and Peter.

“Introducing: The Spectacular Mary Jane Watson and her incomparable co-star: Felicia Hardy!“ 

Peter cheered for them both. Felicia blushed. 

“Tonight, Ms. Hardy will be playing her most challenging role yet…a young Peter Parker in his senior year of Highschool. The location? Queensbridge Park.”

“Oh no.” Peter said, covering his face. 

Felicia was more than a little confused, but Peter’s reaction was plenty intriguing. 

Mary Jane turned to Felicia. 

“Pete had finally worked up the courage to actually ask me out, instead of rely on out aunts to make the arrangements. We were out at Queensbridge, and Pete has been talking to me about Star Trek for around forty minutes.” 

“ Hey you like Star Trek!” 

“I do now. Now hush.” 

“I can’t. I’m feeling the same impending doom I do when the Rhino charges at me.” 

“ Hush!” 

Mary Jane turned back to Felicia. 

“We’re talking, and enjoying the time, he’s cute, and a dork, but I think he’s endearing. Finally, I ask him if he’s going to kiss me…” 

Peter groaned. Felicia almost moaned. She had just realized how close to her MJ was. She had leaned into her, and had a firm grip on her shoulders, and their faces weren’t far at all.

In fact, Felicia could swear that they were getting closer. 

Her heart started beating faster. It thumped so loudly in her ears that she couldn’t tell what MJ was saying any more. She felt her eyes drift back and forth between Mary Jane’s eyes, and her wonderful, full lips. She felt Peter’s eyes on her, and it sent a shiver down her spine.

“—And just when we’re about to press out lips together…” Mary jane whispered. They were only an inch or two away. Felicia face felt as red hot as Mary Janes hair. “ Thwip. Something hits him in the face, and suddenly he has to leave. Just like that.” 

“It wasn’t just like that…” 

“Just like that. He had accidentally shot himself in the face with his own webshooter.”

“Theres a dirty joke in there somewhere.” 

“Yeah, I know, I just told it Tiger.”

MJ had moved away from Felicia, and turned to banter playfully with Pete. Felicia almost didn’t notice. She didn’t laugh at the punchline. She didn’t even really hear it. Lord knows, she enjoyed a good dirty joke, especially at Peter’s expense…but…

Felicia couldn’t take her eyes off of Mary Jane’s lips. Even with the added distance, they were still frightfully close to each other. 

When it happened, it wasn’t a thought. It was an instinct. One that had no words to explain or justify it. It just happened.

Everyone was caught off guard when Felicia kissed MJ. No one more so than Peter.

“uh.” He managed. 

Mary Jane carefully pried Felicia off of her, her own cheeks suddenly flushed.

“Woah there, Tiger…” She said to Felicia.

Tragically, the gesture was enough to snap Felicia back to reality with a cruel vengeance. 

“Oh my god, I’m so sorry, I don’t know what—I’m so sorry.” Felicia mumbled, trying to back away, to flee, to hide. 

If she had her gear, she would have went right out the window, but damn Mary Jane for having such comfortable clothing. Clothing that smelled so wonderful. Fabric that felt so soft. Damn her for that. 

“I’m so sorry Peter, I didn’t think—I wasn’t going to…” 

Felicia turned to try to flee the room, lock herself in the restroom and hide. It was short sighted for a master thief, but she didn’t know what else to do. She just needed to be somewhere else. 

But as she did, she felt the gentle and familiar feeling of Peter’s webbing wrapping around her wrist. 

“Woah there! Hang on, Felicia, let’s—let’s all just take a moment here, let our minds catch up with us before anyone panics, okay?” 

Damn him too. Damn him for being so kind. For not having a hint of fear or resentment in his voice. Damn him for inviting her here at all. For being there for her, when there was no one else in the world who felt so certain.

Damn him for looking at her with those eyes. 

Felicia felt herself start to tear up, and suddenly, Mary Jane’s arms were around her.

“Hey…hush now, it’s alright hun.” Felicia felt MJ’s hand on her cheek. “You haven’t done anything wrong.” 

 MJ’s looked to Peter. 

“Maybe we should all have a talk?” She said.

“God, no. Please, just forget it ever happened.” Felicia replied. 

MJ frowned. 

“Is that what you actually want, or what you think we want?”

What did that mean? 

Felicia took a deep breath, and centered herself. 

“What?”

“I mean, if you think that was purely just the alcohol, then we can drop it, watch a movie, and Peter can swing you home or you can crash on your couch.” MJ waited just long enough to make sure Felicia was paying attention. “But if you want to talk about what just happened, then I would be open to discussing…something else for tonight.” 

Peter had been on the same wavelength and MJ thus far, but he was caught completely off guard by MJ’s offer. 

“Uh…wait, sorry, maybe we can back up a little here. MJ, what exactly are you saying?” He said. 

 MJ’s eyes fluttered up to him. He’d seen that look on her before. It meant he was in danger. The good kind of danger. 

“I’m just saying, that…I’m a little drunk too. And…being kissed by a girl that I know you have the hots for, Tiger, seems like a lot of pieces are falling pretty comfortably into place.” She looked back to Felicia. “So long as you’re comfortable and interested, I don’t mind at all if you wanted to…try and share him tonight…” 

Felicia felt her breath catch in her throat. She couldn’t speak. 

Instead, she just nodded. 

It felt wrong to Felicia to feel this out of control of herself. She was the Black Cat—more times than not she was the one getting others to dance to her tune. 

But tonight, she was face to face with Peter again. And there was a whisper, a promise, of getting to feel his lips on hers again. For now, right this moment, that was enough for her to tell her pride to go to hell. 

Peter felt both women’s eyes fix on him. Despite feeling fully clothed, their gaze made him feel incredibly naked. 

“Now—Now hold on a minute girls. Don’t I get a say in any of this?”

“Of course you do Tiger. Got any objections?”

Peter opened his mouth, but quickly closed it again. If he had one, he found himself unable to voice it. 

“Sounds like he’s helpless for us, Cat.” MJ smirked. “What do you say…wanna pounce?” 

Felicia stood up a little straighter. Peter couldn’t see her eyes behind the locks of silver-white hair the fell in front of her face. He thought, for a moment, that she was going to take the command literally, but then, once again, Peter was surprised. 

Instead, Felicia calmly walked over to him, and put a hand to his cheek. She pulled him down so that she could whisper something to him, and then pressed her cheek into his. 

“ Peter…” Her voice was like silk. “ I love you.”

Peter felt his heart stop. 

All of a sudden, he was 22 again, laying on a rooftop alongside her and pretending to look at the stars though all the light pollution. She’d laugh at one of his jokes, and for a moment, he’d forget the game they’d often play. He liked when Felicia was sexy, and difficult, and pursued him with passion, but it was moments like these, moments where they let everything else melt away, that made him consider if their fling could be something more. Something that lasts. 

That time was gone. They were both different now. But…here she was, her cheek on his. The was no lust, or sex, or pride, or coyness in the gesture. It was just…a kind cheek on his own. 

Peter wondered if that would actually make it worse, showing that kind of intimacy, and when he looked up to gage MJ’s reaction, she was already working her jeans off. Perhaps she didn’t notice, or perhaps she didn’t mind. Either way…

“Alright lovebirds. Move it or lose it.” She said. “I’m going to bed, and I have a feeling those sheets are going to feel awfully cold without you two in them. So hop to it.” 

Felicia purred again as she looked over her shoulder at MJ.

“You ever consider directing, Watson? You seem to have a talent for it.” 

“I’ve been told. Now come—let’s send the night off with a bang. ”

****************

They were relentless. 

Felicia didn’t just moan, she cried out when she felt Peter’s lips on her neck, paired with Mary Jane’s hands gently pulling open her thighs. 

It was only another moment before Felicia felt her lovers sweetheart plant a ravenous kiss on her dripping lips. Mary Jane wasted no time in sending waves of rippling pleasure shooting up her spine. Felicia had her share of girlfriends. She’d been on the receiving end of some of the most famous actresses and popstars in the world. And yet…something about the way Mary Jane touched her, the enthusiasm in her movements, the pleased little hums she made whenever she felt Felicia writhe…

It was electric. The state it left her was indescribable. 

Felicia fell backwards, and Peter followed her down, determined to leave marks on her neck. This wasn’t alright, was it? It was just a matter of time before she came to regret this, right? 

“God…Red…how often did you say you did this kind of thing?” Felicia said, eyes fluttering under the combined assault. 

She felt MJ smile between her legs. 

“Would you believe me if I said ‘Not since my party days?’” 

“No~!”

“Not since my party days, girlie.” MJ purred. “What can I say, I work well when properly motivated.” 

“Motivated huh?” Felicia reached up and turned Peter’s head towards her own. She pushed her tongue into his mouth and enjoyed the surprised little squeal he made in response. There was a small trail of spit between them when she parted. “What have you got planned?”

Felicia saw MJ’s brilliant green eyes gaze up at her from between her legs.

“Nothing planned. You think Peter’s the only one that found you attractive?” She rose, slinking her way over Felicia’s rapidly rising and falling chest. God, her breathing was out of control. “I don’t get jealous much Cat, but if you keep thinking this is all for Peter, than I might feel a little hurt.” 

Felicia tried to laugh, but she could only gasp as Mary Jane’s mouth found it’s way to her nipple. 

“Wh- hah~…Who’s it for then, Red? You?” 

MJ didn’t answer. Instead she winked, and lunged for a kiss. Felicia could taste herself on MJ’s lips. It was intoxicating. 

When Felicia broke the kiss, she was panting. Panting! She didn’t pant. She was out of breath, the whole room was spinning. She was about to have Peter again, and his girlfriend…who was this girl? There had to be something wrong with her, some kind of flaw, some…. something. So far she had been nothing but kind, cool, and sexy. So what was missing?

Felicia managed to get a few words out between kisses and frenzied breaths. 

“I… Hah~…this isn’t… ” She swallowed hard as MJ cupped her face with both hands. “I’m not… I don’t bottom like this…”  

It sounded so stupid. 

Felicia Hardy: temptress, fashion mogul, and master thief couldn’t find any way to say it with dignity. 

At one time or another, she had had Daredevil, Elektra, Morbius, and Spider-Man kneeling at her feet . 

Now though? Now she was a mess. She struggled to think. She was a little drunk and a little high on the touch of two people that—at least in this moment—had absolute power over her. 

That was new. It was very new. 

“No?” MJ cocked her head. There was a look in her eye, something between genuine concern and playful sadism. “Don’t, or won’t?”

Felicia bit her lip, and looked up at Peter. 

“You don’t have to do anything you don’t want to, Cat. I can’t speak for MJ, but I don’t want any of this to make you uncomfortable, even if that means we have to stop.” He said.

MJ echoed his sentiment. “Couldn’t have said it better myself, Tiger. If you wanna try something new, then just close your eyes, and let us take care of you. Or…if you’d prefer…” MJ glanced up at Peter. “One of us can swap places with you.” 

The sultry sound of Mary Jane’s voice swirled in Felicia’s head like so much red wine. Felicia felt her back arch. Maybe… just this once …it would be alright to let go. 

“I’ll…” She looked up at Peter, at his big, brown, kind eyes. “Can it be…” 

She couldn’t muster the right words. This was all too much. Fortunately for her, Mary Jane knew exactly what she meant.

“Peter? I think we should trade places. Show our girl here a good time.”

It only took a moment, but Felicia soon found her head in Mary Jane’s lap, and Peter was over her, lips on her neck. She was squirming, writhing with the intensity of it all. Peter said something to her, whispered in her ear, but she didn’t hear it. She just nodded. 

“Peter… please.”

He didn’t need anything more. He put a firm hand on her shoulder, and a moment later, he was inside her. Felicia felt years of tension wash over her, and cried out in her catharsis. 

He kissed her, again and again, thrusting into her with a loving pace. 

Felicia hated it. She wanted that from him, desperately even, but tonight was no promise. It was, as far as she knew, something far more basic. 

She wanted him to treat her like it.

“Peter…” Felicia looked up at him. He could almost see her mask in the shadows of the bedroom, though he knew she wasn’t wearing it. “I don’t want you to make love to me. ”

Peter strengthen his grip on her shoulder. He didn’t let her finish her sentence before he was pushing himself into her as deep as he could go.

“I want you to—” Felicia was caught off guard by the shift. It had been a long time since he’d grabbed her like that. Since he’d thrust into her like that. “ —Fuck me! ”

Peter obeyed the command, but he knew how to play with his grip, his rhythm, his positioning, to make sure it still felt like he was in charge. He was always so eager to please, and sometimes that meant he had to be the one in control. It was a familiar sensation, distant like remembering a dream. She’d been here before, and there was a sweet comfort in the ecstasy in being with him again. 

Mary Jane’s voice in her ear snapped her out of that familiarity. 

“What do you think, Cat? Worth taking the chance?”

“He’s… fuck—He’s very good Mary Jane.” Felicia purred. “Just like how I remember.” 

“Poor thing…you must have felt so deprived. You’ve always hat Peter’s back…maybe it’s time something good came your way too…” 

There was definitely something appealing about that idea. Felicia had been good lately. Very good. It felt like it had been years since she had done anything for her own sake, making sacrifice after sacrifice for someone else’s sake. Tonight, she had the opportunity to take something she wanted again. 

“What do you think Red. Got any limits on what I do to him tonight?” 

Mary Jane pretended to think about it a moment. 

“I don’t think so. What did you have in mind.”

Felicia grinned to herself through waves of pleasure. 

“He’s starting to get close. I can tell, the way he starts to move, trying to slow himself.” Felicia bit he lip, and locked her legs around the back of Peter’s waist. “ Come on baby.” 

“Felicia? Wait, I can’t—“ 

Felicia could control his movements from here. She could force his pace to be a little quicker, a little longer, to fuck him even though he was on top of her. This time, he was caught in her web, and she wasn’t letting him go. 

“ Come on baby~! Do it for me!”

“Felicia I—“ 

It was too late. She had him. She caught him. She took him. 

Felicia threw her head back as she felt Peter cum inside her. He was just as impressive as she remembered, the seconds seemed to last for hours, she couldn’t stop cumming herself. 

She didn’t stop there. She didn’t let him go. She kept him inside her until he was hard again, and repeated the process. They couldn’t speak, couldn’t say anything but curses and cries. 

At times, it felt like just the two of them, but Mary Jane somehow always knew exactly when to step in, to kiss one of them, to whisper words of encouragement. She had let them have the night, but she had made herself present throughout it in a way that felt free and fluid. 

It seemed like it suited her well. 

Felicia woke up close to sunrise. Peter’s arm was wrapped around here, his lips parted and grazing her neck. Mary Jane was just behind him.

It was the warmest she’d felt in ages. 

In another life, she might have chosen to fall back asleep. 

In another life, she might have stayed. 

In another life, maybe. Today, she needed to leave before either of them woke. Before they had a chance to talk about what had happened. 

This was nice. But if it had to be the last time, she wanted it to be on her terms. 

She’d crossed their path, she decided. Not the other way around.

Chapter Text

Then

Peter checked his phone again. She was twenty minutes late. 

It might as well have been twenty hours. 

Peter paced back and forth along the rooftop picnic. He tried to count his steps, but he never got further than six before he lost count again. 

A ten dollar bottle of wine, some fancy cheese, soft, warm, fresh bread from the bakery nearby. 

It was cold now. 

“I’m such an idiot,” he said, “She was just toying with you. A girl like that? What were you thinking?” 

“Maybe you got lucky?”

Peter spun around to face the voice. It was her.

“Cat! I…uh…”

“It’s fine handsome. I was late, I’ll take a little despair if you’ll accept an apology.”

She took a few long strides over to him. They had played this little game for three months. She joked the last time he caught her that he should take her out to dinner. To both of their surprise, he offered. 

Felicia went back and forth on wether or not she was going to show. She finally decided she wouldn’t. It’s not like something like this could work out, right? She was fooling herself, they both were. 

But…a little too late for comfort, she realized she couldn’t get rid of the pit in her stomach not going was giving her. And so here she was.

Not that she was going to let him know how close it was.

“No apology needed, really! I didn’t think you were going to come, so, you being here at all is kinda the best case scenario.”

“Aw.” Felicia cooed. “That’s sweet.” 

She leaned back on the other side of the picnic blanket, careful to pose herself in a way that would draw his eyes up her legs.

“So, what’s on the menu…?”

“The best from France! And by France, I mean whatever New Yorkers think the best from France is like.” He rubbed the back of his neck. “I know you’re probably used to fancier stuff.” 

It was true. Felicia would usually have a glass or two of champaign a day with dinner. She ate at the most exclusive restaurants and for a time she even had a personal chef. 

That said…Felicia couldn’t help but admire the sincerity of the gesture. It was cute, at the very least. 

“Don’t worry Spider. The food here might not be five star, but the view is marvelous…” 

“You think so? It’s one of my favorite spots in the city. You get a great look out over Queens from here, and you can see a lot of the festival lights they have up for…for…” He noticed she hadn’t taken her eyes off him. “Oh. You were talking about me.” 

“Are you…blushing…?”

“You would have no way of knowing.”

“Call it a hunch.” She looked out where he was pointing. “It is a good view. Any reason why Queens in particular.”

He sat down, pulling his mask up just enough to put a little hunk of cheese between his teeth. 

“I grew up there.” He said, making sure he didn’t talk with his mouth open. “When I first got my powers, I’d come up here and pass the time, try to get an idea of what landmarks I could keep track of while swinging.” 

“You’re from Queens?” 

“Yeah.”

“I was born in Forest Hills.”

“Ha! Small world huh?”

“So it would seem.” 

They chatted a while. Longer than Felicia expected. Every time she felt like she was ready to move on, he’d say something else that surprised her, and she would feel content in delaying her next move a little longer to hear this story, or that joke. 

The jokes…Felicia couldn’t remember the last date she’d been on where she felt like she didn’t have to fake her laughs. They weren’t all funny mind you, but he was always funny in how he told them. 

It was cute. The word of the day it seemed. 

But that was the thing, wasn’t it? Felicia didn’t see cute men. She hadn’t since high school. She liked strong, dangerous men, and that’s what she thought Spider-Man was. 

It was the strangest thing. He was so… sweet. Not at all overbearing in his thoughtfulness, but a little goofy in that way a man is when he thinks you’re out of his league. 

He was probably right. But something compelled her so. 

“And what have you got for dessert, Spider?” 

“I…didn’t actually think about dessert. I could probably get us some ice cream?” 

“I have a better idea.”

Felicia put a hand on his thigh and leaned forward. 

“I…oh.” 

Oh? Felicia was going to eat him alive. 

“Cat…uh…hang on a sec.”

Felicia hesitated.

“I…look, I wont deny that I feel attracted to you. And, I’m not necessarily so traditional that I’m not open to something casual, but…” He looked away, for a moment, but she watched him refocus himself enough to face her. “What is this to you? Cause…sex or no sex, I’d like to see you again.”

Felicia blinked. Was he not…was this not about sex for him? Oh god did he like her? Like like???

Jesus, what was she supposed to do with that? Was this…what…

Felicia blinked again. 

“You uh…aren’t saying anything and I feel like that might be a bad sign for me.” Peter said.

Felicia was about to laugh at him. Mock him for…for…

What would she mock him for? Feeling a pit in his stomach being worried sick that she was going to stand him up? Feeling brave enough to take the chance and be here? She almost didn’t. 

And yet…she did show up. The thought of not being here was so potent that it compelled her more than any recent burglary. And…she had a really nice time tonight. Sure, she wanted to fuck him. At first, that’s what this was to her. Maybe it still was. 

“You want to see me again Spider? Let’s…live in the moment right now. Leave that question for tomorrow.” 

“That doesn’t sound like a yes?”

“It’s not a no.” 

Peter thought about it. He could feel the heat coming off of her, watched the way her lips parted slightly. 

“I can live with that.” 

“Good. Stand up please.”

Peter did so. Felicia crawled over to him, and slide her hands down his chest. God he felt good to touch. 

“Interesting…” She said, as her hands found there way to his waistband. “You want to see me again? Already? I haven’t even blown your mind yet…”

“You’re…well on your way.” He sighed.

Felicia grinned and pulled his pants down just enough to free him. 

“Mmm. Lucky me.” She cooed.

He was big, very big, and already standing at attention. 

“How do you keep this thing so hidden?” 

“There some armor build into the crotch. You know how often bad guys try to fight dirty and hit below the belt? A lot. They try it a lot.”

“Who would have though career criminals would fight dirty.” She started to stroke him. She played with the space, with his length, just to get a feel for him. 

“Yourself included?” He moaned.

“Mmm. You wanna find out?” 

“Yes please.”

Felicia licked his shaft from base to tip. God he was fun to watch. She couldn’t see the intricacies in his expression under the mask, but the slight mechanical movements in his mask’s eyes gave enough away to give her an idea, body language did the rest of the work.

She was going to break him tonight. She was going to make him pay for making her feel as confused as she did a moment ago. Sex was simple, most people didn’t get that. It could complicated only when people tried to complicate it.

Felicia sucked on the tip with a vicious look in her eye. She would tease him until he made a move. She’d drive him crazy, downright insane, and then she would make him cum faster than he’d ever cum before. 

It didn’t take long for him to start to squirm.

“Cat…that’s…wow.” He gently pet her snow white hair. “Can I—“

She suddenly took him deep into her throat. His train of thought was completely lost. Just as quickly, she pulled herself off of him, leaving a messy trail of drool between them. 

“Hm? Yes, you can be a rough with me as you like. I promise I won’t break, Spider. I might even like it….”

“That wasn’t…exactly what I was going to ask…”

“Oh?” Felicia said, slapping his cock onto her cheek. “And what were you going to ask?”

Peter blinked. 

“I honestly don’t remember.” 

“Hm. Think fucking my face would help it come back?”

“It might.”

“We should try it don’t you think?”

Felicia rolled her neck, showing off her collar bone to him and unzipping her suit part of the way, letting her breast fall free. She looked up at him and blinked at him slowly, inviting him to do his best to give her a good time. 

Peter took a handful of her hair and dutifully complied.

*********************

Now

“I’m sorry, but we’re going in a different direction, Ms. Hardy.”

“I…what?” 

Felicia felt her jaw drop. 

“I don’t understand.” She said. “Uncle Rodger, your company has picked up every one of my lines since I was sixteen, what’s changed?” 

Uncle Rodger squinted at Felicia from behind his spectacles. 

“Recently…it’s come to my attention that you have a criminal record. One that would make for an uncomfortable partnership with us going forward.”

“I don’t have a criminal record.” Felicia grit her teeth. 

“Ah, but the Black Cat does.” He shook his head. “The fact of the matter is, Felicia my dear, that despite your name not appearing in any official capacity related to your arrest—“ 

“I was tried under the name Black Cat.”

“— Regardless I found out that you and she are one in the same. And if I found out, the vultures in the media can’t be far away.” 

“I did my time, Uncle Rodger. That was the point.”

“Ah, yes, but what did you do your time for? Stealing from our customer base, no?”

Felicia opened her mouth and closed it again. It was true. A lot of the people who could afford front row seats to her fashion shows ended up being candidates for her thefts. And, though she hated to admit it, Uncle Rodger would be in hot water if that got out. 

“So…what…? That’s it? I do the right thing, and you’re just going to cut ties?” 

“Oh…Felicia…” Uncle Rodger pulled his glasses off, and pinched the bridge of his nose. For a moment, he looked far older than she’d ever seen him before. ”I wish it was different. I wish I could tell you that this was unfair, and that I would make it all better for you. But I can’t. Your actions have consequences my dear. You’re just going have to live with them.” 

Felicia stood. 

“I guess we’re done here then.”

“Someday I hope you’ll understand.”

“I understand plenty, Rodrick. Please inform your secretary he can lose my information.” 

“Felicia…”

“Goodbye, Mr Kingsley.”

Felicia held the tears until she made it to the elevator. She’d be okay, she’d make it work, she’d be fine. She just needed a minute. She just needed some air. 

*******************************

The night air felt good in her hair again. Prowling as the Black Cat always made her feel so free, regardless of what else was going on in her life at the time. When she first became the Black Cat, it had been a week since she found out her father was the cat burglar of the same name. She had wanted to smash something—smash everything, but instead, she made a suit, and ran. 

She kept running, from roof to roof and from fire escape to fire escape until she had no more ground left. The Black Cat. She’d worn the mask long before she’d even set foot in the costume, she just didn’t realize it. 

And here she was again. Nineteen and running . Only now, she had even less left to her. 

“Felicia! Hang on a minute!” 

She whipped her head around to see Spider-Man swinging after her. Once again, she was nineteen again. 

She didn’t stop for him then, either. 

“Felicia! Hang on! You haven’t been returning my calls! What’s going on?” He called out. “Can we talk?”

“Leave me alone Pete.” She spat. “I’m not in the mood to be chased tonight.”

She never called him Pete like that. She almost said it like a curse. 

It had been almost a week since she spent the night with him and his fiancé. She left feeling content, but she did avoid his calls. And his texts. And even now, she was angry with him. She hadn’t figured out why yet, but surely he deserved it. 

“Cat, just, will you hang on a second?” He landed just in front of her. “Please? You gotta be patient with me, help me understand what’s going on, I thought—“

“Though what? That you and your girly would get to fuck me whenever you wanted? That you could keep me as a mistress to help spice up your bedroom?” She laughed. “ Fuck you. I’m no ones toy. It was fun, but you’re not going to get me to come crawling back to you again just because… ” 

Peter just stood there. She couldn’t see through his mask, but she knew she’d just hurt him. She knew how worried he was about leaving her in a place she was vulnerable, how easy it was for him to blame himself. She couldn’t take it back now, but…did that mean she had to commit? If what would be the point of giving ground now?

“…because…” 

“Cat…” 

Peter took a step forward, and embraced her. He was so so warm. She broke before he’d even gotten his arms all the way around. 

“Pete, I…” 

“No, you’re right. You deserve better then that. But…that’s why I wanted to talk to you.” He pulled her just far enough away to look at her face. “Let’s go back to your place and talk, okay? I’ll cook something warm, and we can get out of the cold for a bit.” 

Would his girlfriend be okay with that? Did Felicia care right now?

Felicia nodded. 

“Yeah. Okay.” 

********************

Felicia penthouse was tasteful. 

There was no denying she liked nice things, but she’d been in the homes of a lot of rich assholes, and she hated the arrogance that places like the leaked from every oriface. She kept a large kitchen, a large sitting room, and a large bedroom, and a bathroom with a very large tub. Beyond that, she tried to make her home feel as unintimidating at possible.

Peter had committed to scrambled eggs. Felicia had so intensely lost track of time on her run that it was now well into the morning, and now, Spider-Man was making her breakfast. 

He must have remembered that his eggs were his favorite. 

“Okay, scrambled eggs a la Parker, at your pleasure.” He said, setting them down. “When was the last time you ate.”

“Tenish.”

“Am or pm?”

“Don’t remember.” She said, with a mouthful of eggs.

“We’ll assume the worst then.” He leaned back in the chair, crossing his arms. “Y’know, most people typically remember wether the sun was up or not.”

“When have I ever been most people?” There was still some venom in her words. 

Peter simply nodded. 

“Never since I’ve known you.” He let her take a few more bites. “Why have you been dodging my calls?”

Felicia shrugged.  “I’ve been busy.” 

“Right.” He shook his head. “Why didn’t I think of that? Years of being late to things and having to come up with excuses, I could have just said I was busy?”

Felicia glared at him. 

“Sorry.” He put up his hands. “I’ll try to be a little less me for a while. More important than anything I have to talk about, are you okay?” 

“No. I’m not.” 

“What happened?”

“Their dropping my fashion line Pete.” 

“What? Who?”

“ Everyone. Every company I’ve ever worked with are starting to blacklist me. The ones I’ve been able to get meetings with have all told me the same thing, they don’t want to be connected to the Black Cat.” 

“What? But you weren’t—“

“ I know. ”

“Felicia I…this is my fault.”

She wanted to punch him. Yes. It was his fault, this time, but she hated when he did that. 

“I made my choice. And I don’t regret it.” She lied. 

“Still, I talked you into taking that deal. If I had known.”

“I know, Pete. I know. I’ll be fine, I just…” She rested her head in her hands. “It’s just been a rough day. I had family friends blank me in front of their investors. Do you have any idea what that feel like?”

Pete shook his head. 

“No. But…” He rubbed the back of his neck. “Do you remember when I got framed for killing that guy?”

“Which time?” Felicia snorted.

“The time after you and I met.”

She did. She remembered the pressure he was under. She remembered when he took a bullet from a cop while trying to run from Doc Ock. She remembered him passing out on her penthouse floor, not knowing where else to go. They were broken up at the time, one of their ‘ off agains’. 

She also remembered how scared he was. 

“Yes.” She said, starring down at the empty plate.

“There was no one else who knew who I was at the time. No one thought I was innocent, except for you. And you helped me get in touch with that lawyer, Murdak.”

“ Murdock. He was my boyfriend at the time.”

“Yeesh.” 

“Yeah.” She agreed.

“Look, I’ve never been really good at like… knowing what to say, but, I love you Felicia. And I might not be able to shut up, but I’ll not be able to shut up in your corner . Always. Okay? ”

“Don’t say that.”

“Don’t say what?”

“Don’t say you love me.”

Peter got real quiet. She hated the way that her heart raced when he said it. She hated that. She hated him. 

“That’s…actually kind of why I wanted to talk to you.”

“You aren’t going to leave her for me are you?”

“No.”

“Good.”

She wasn’t sure which answer she’d have preferred.

“But…”

She knew which answer she hated more now though.

“ No.”

“What? Wait, just hear me out.”

“No. I told you, I’m not going to—“

“Felicia, I don’t think you understood what MJ said last week. Or…maybe she didn’t make it as clear to you as she did to me.”

Felicia froze. Something caught in her throat. She hadn’t…what?

“MJ, was hoping we’d be able to talk in the morning about…y’know…maybe…doing a…three person thing?”

Three person thing.

Oh god. He was such a dork. 

Felicia felt a simultaneous kick, and relief in her chest. 

“Oh.”

“Yeah. I mean, if that’s not something you’d want to try, then, we can stay friends! I’m plenty okay with that. I just…” Peter hesitated, before reaching down and pulling off his mask. “I do love you Felicia. As a friend, as an ex, as someone who’s vitally important in my life. And…I think you love me the same way. So…” 

Felicia swallowed hard. 

“If your game to try it, I’ll be with you every step of the way. If that’s what you want, I mean.” 

Felicia’s head swam with every thought she’d ever had, with every sensation she’d ever felt. Her life flashed before her eyes, her life with him, her life with her. She was everywhere and no where all at once

“Pete, what want is….”

***********************************************

Then

“ I want you Spider.” Felicia said, nuzzling her nose against his length. “I want you to cum for me. Paint this black leather with some white. Give me a nice pearl necklace to replace the one you didn’t let me keep last week.” 

“Oh…never has something so petty turned me on so much.” 

“Hm. Somehow I doubt that. ” Felicia smirked. 

He was close now. Holding himself back, but she doubted he’d had his cock sucked like this before. Say what you will about The Black Cat, but she had talent in droves. 

And yet…

“I haven’t…don’t you want me to do something for you?”

“Aw. How sweet…” Felicia cooed. “Who’d have thought you were such a gentleman?” 

“Ha. Come on I— ngh!”

Felicia took him into her throat. Back and forth again and again. She loved the way she felt in her, the way he pushed her to her limits. She loved how much of a mess she made with him, too. She was a mess of drool and makeup, and it felt good. 

“Cat…wait…I…” Peter tried lightly to pull her off of him, but she swatted his hand away. It was only a moment more. She felt the first few strands of cum fire into her mouth, and she took him as deep as she could. She wanted him to unload directly into her stomach if she could help it. 

It was magical. 

Every time she thought he was done, there was a little more to give. She eventually had to pull herself off him just to catch some air, and still he was cumming for her. She aimed it at her face, the breast, the suit, whatever she could manage. It felt good to be marked by him, and it felt even better that she had all the power in doing so. 

She watched him collapse onto the brick steps behind him. She looked him right in his masks eyes as she wiped a bit of his cum off her face with the thumb and licked it clean.

“What was that? I couldn’t hear you I think…”

“Wow…”

“Mmm, happy to hear you’re pleased.”

“That was amazing. Are you sure you don’t want me to—“

“Honey, you did plenty for me. Besides, I kind of like seeing you like this.”

“Like what?”

“ Helpless.”

“Hah. Maybe not so helpless.”

Felicia cocked her head to the side. It took a moment, but her eyes found their way to what he was referring to. 

“Oh my…” 

He was still hard. Very hard. 

“Yeah…would you believe me if I said it was a part of my superpowers?” 

“No.”

“Okay.”

“How long can you go for?”

“I…don’t know really. I haven’t pushed past three or four. Why?”

Three or four? Jesus. 

For the first time, Felicia felt a little intimidated. 

She walked up to him, crouched down and started to touch him again. He felt firm and hot in her hand, even through her gloves. She looked up at him.

“Tell you what Spider… I don’t want to have sex with you tonight.”

“ You…you don’t?”

“Mm-mm, nope.” She started to jerk him faster. “But I’ll make you a deal. You want to see me again right?”

Peter nodded.

“I kinda want to see you again too. But this whole, ‘hero and the thief’ thing—I can’t see it working out.” She slowed down, just enough to accent her point. Based on the way he was twitching, he must have still been very sensitive. “So I guess, the next time you see me doing something bad , you’ll just have to catch me. And when you catch me, you’ll have to do your best to punish a bad kitty like me…”

He was close now. He was going to cum for her again and it turned her on so badly that he still hadn’t really touched her. 

“Cat…I…”

“Shh. Just let go. If you cum, you’ll owe me two, and that sounds much more fun to me.”

That was the push he needed. Watching her jerk him off, face covered in his cum, saying those words…there was nothing more he could do. 

Peter through his head back, and again fired strand after strand of thick white cum all over her hand, and all over the crotch of his costume. 

Felicia smirked, and licked up as much off her hand as she could. 

“Thanks for dinner, Spider, see you soon.” 

And just like that, she was gone, flipping out off the building and launching her grappling hook out into the night. 

Pete laid there a while, completely shell shocked. 

“…C-call me…?” he said feebly. 

That girl was going to be trouble.

Chapter Text

Now

MJ was cool. 

She was always cool. It was her thing to be cool. Pete was sweet, and he was a nervous wreck. That was his thing. But MJ? She was cool. She was always cool.

Even as she adjusted the placement of the fucking coffeetable for the eight time today . 

Pete had talked with Felicia last night. Finally managed to catch her, and while he was at work today, she was going to come over and talk with Mary Jane. 

Which was great. That was the plan.

And yet, MJ was here, fucking with the coffee table. Again. 

MJ put on a record, got out some drinks and froze in front of the closet. Was it trying to hard to wear something Hardy designed? Maybe that cute white crop top with the spidey logo on it…? No…that would be trying to hard. Would it?

MJ was cool. She was very cool. That was her thing. That’s why she jumped a foot in the air when she heard the doorbell ring. 

“Just a minute!” MJ had to bounce a little to get her jeans on right.  

When she opened the door, she did so with a smile, leaning against the doorframe. 

“Hey there, handsome. You sure you have the right place?” MJ said.

Felicia snorted. “Pfft. Aren’t you the charmer…” She held up a bottle. “I brought some wine—very expensive stuff—thought it might serve as a peace offering.” 

“ Tsk —You were MIA while figuring stuff out, girl. Hardly breaking bad is it?”

Felicia shrugged a little sheepishly. Her expression was shy, but her head was still held high. MJ decided she liked that. 

“I could have handled that better. Can I come in?”

MJ pulled the door open more, and waved Felicia in. 

“Mi casa es su casa, girlie.”

Felicia wasted no time in planting herself on the couch, and kicking her feet up on the coffee table. MJ laughed to herself. 

Felicia glanced up from behind her round sunglasses. “Sorry. This okay? I know some people don’t like shoes anywhere shoes don’t typically go.”

“Honey, I live with a superhero. I’m sure you can imagine the sorts of unidentifiable slime he comes home covered it. I’ve made my peace.” 

“Ha. They shooting slime now?”

“No, but they sometimes throw him in the hudson.” 

“Touché, red, touché.” Felicia pointed to the bottle. “Fuck. Is it too soon to start drinking? I feel like there something…unprofessional about that.”

MJ sat on the same couch opposite Felicia. It was calculated, and Felicia had the expected reaction—a slight flinch, and then a nod of approval. 

“Go for it. Worst case scenario, one of us starts to cry, best case scenario, we start making out.” 

Felicia laughed. Really laughed. That was a good sign. 

“Yeah…feel like either of those probably isn’t the responsible way to end this talk.” 

MJ shrugged. “Pete says that you gotta have great power to have great responsibility.” 

“Annnnd everyone has some kind of power. Gotta be responsible to the people you have power over, yeah, I’ve heard it before.” 

“It’s a good line.”

“Some days I’m more inclined to agree than others.” Felicia sighed. “I am sorry that I bailed though. I don’t want you to think it was about you, or that I regret anything we did.” 

“Oh good. Cause, it’s kinda been on my mind all week. You’re pretty sexy you know that?” 

Felicia laughed again, but it was a little quieter this time. 

“If I didn’t know any better, I’d say you invited me here to seduce me.” 

“I can see how you’d get that impression.” MJ smiled, trying to roll with it. “Would you…believe it’s just nerves?” 

Felicia popped the cork. 

“Oh thank god. We have alcohol.” 

“Huzzah.” MJ hummed. “Look, I’m not sure how much Pete told you, but…you and him have always been close. And, you’ve had a unique connection I don’t really feel comfortable coming between. He loves you. And in a way, that means I love you too.” 

“Oh god.” Felicia took a drink. “Do we have to get married now?”

“Shush.” It was funny how similar her and Peter were sometimes. Pete would have made that same joke too. “You know what I mean.”

“I do. But…look red, I don’t want to…mess this up for you and Peter. You guys have a good thing, and I’m…well… I’m bad luck. ” Felicia shook her head. “I’m the bad girl. Jail time or not, that’s going to stick with me. I’ve got issues, and one of those issues means it’s real hard for me to trust people. Or…trust myself with other people.” 

MJ nodded. “That’s why I want to try this. It would feel wrong for you to have to distance yourself just cause I’ve got some outdated sense of ownership over a person. Besides, you know just as well as I do, he’s going to make this just as difficult as you might, the wonderful fool he is. Pete’s got his baggage, you know that. And I’ve got major daddy issues.” 

“ Cheers.” Felicia held her glass out to be clinked, and MJ returned the gesture.  

“My point is, everyone’s a little fucked up. If that’s your reason for not wanting to come into it, it’s pretty weak. What do you want.”

“I just don’t want to get hurt. Or hurt Pete. Mostly I don’t want to get hurt.” Felicia sighed. “My worst case here, is I join you two, and feel like the odd girl out. Or I don’t and you get jealous, and then I’m out in the cold, because Pete will have to choose between us, and he’ll choose you, because you’re the good girl and you had him first.” 

MJ stifled a laugh. 

“What?” 

“It’s just…I know exactly how you feel.”

“You…what?”

“Does the name ‘ Gwen’ mean anything to you?”

Felicia threw up an eyebrow. 

“No…? Should it.”

“No. Well, maybe. Yes.” MJ shook her head. “It’s…important context for Peter. For me too, I guess.” 

This time MJ downed half a glass.

“I was Pete’s first serious girlfriend. There was another girl for a month or two before me, but, I still count myself before her.” She laughed. “Not sure I deserve too or not, now that I say it out loud. Anyway…” 

MJ tucked her legs in beneath her on the couch.

“I was a party girl. Bounced around a lot, didn’t put that much care into being with Pete. It was fun, and he was sweet, but…I wasn’t really that interested in meeting him halfway for anything. We dated for about six months, and then he broke up with me.”

Felicia waited for a punchline. 

“Are you serious? You’re joking right?” 

***************************

Then

“You’re joking, right?” MJ scoffed. 

“No, MJ, I’m not joking. Look I—“ 

Mary Jane wanted to throw something at him. She would have, if she hadn’t suddenly got something stuck in her goddamn eyes.

“—No you look.” MJ pointed at him. “You can’t honestly tell me I’m not the best thing that’s ever happened to you. I saw your jaw drop when we first met, I know you know I’m out of your league. Where the hell do you get off breaking up with me?!” 

Peter frowned. The look of pain on his face made MJ hurt even worse.

“MJ, I don’t…I don’t know what you want me to say. I’m sorry.”

“Go fuck yourself Peter.” 

“God…MJ, will you just…will you just listen to me for a minute?” He pinched the bridge of his nose. “I just…you’re great MJ, and, I do like you, but…I just don’t think we’re right for each other.”

“Well why the hell not?”

Peter frowned. It was obvious that he had a good reason, and he was avoiding it. Probably didn’t want to hurt her feelings. He probably felt sorry for her. 

“MJ, you…I just…”

“Spit it out Tiger, I swear this can’t get any worse for you.”

“I don’t like the kind of people you hang out with. I think they’re jerks, and they don’t care about you, and worse, I think that their making you more and more like them. Vain, self-obsessed…they’re jerks, MJ.”

“Flash Thompson is not a jerk.

“Flash Thompson has shoved me in a locker every week of my life since the 7th grade! He’s a gorilla who takes pleasure in hurting people weaker then him, and he’s a jerk.” 

“Whatever…” She didn’t mean to sat that. She just didn’t know what else to say. 

“Whatever…?”

“You heard me, Pete.”

Peter frowned.

“…I see.” He picked up his backpack and threw it over his shoulder. “I think you’re right MJ. The only jerk I see around her is me. I can’t believe I thought that a girl like you and a guy like me would work out. You deserve someone who’s right for you. I don’t think it’s Flash, or Kong, or any of those guys you like to hang out with. You ask me, you’re better then them, and you’re better than me.” 

“ That’s the first thing you’ve said that makes sense.” She scoffed. The words stung both ways. 

Peter was quiet a while. That somehow made it worse. 

“Goodbye MJ. I’m sorry.”

And with that, he was gone. Tomorrow, she would tell her friends that her and Peter ‘didn’t work out’ and that she was ‘glad to be single again’. She wouldn’t tell them that she cried all through the night. She’d have rather died.

******************************

Now

“Mhm. Dropped like a sack of potatoes. Said I was too self obsessed.”

“He didn’t.”

“Oh it gets worse sister.” MJ laughed. “He was right. I was furious when he broke up with me. You know what my first thought was? ‘Who does he think he is, dumping me?’ God, I wasn’t mean, but I didn’t have a clue. ” 

She shook her head. 

“I was even madder when he started seeing his best friend. Her name was Gwen Stacy , and she was… perfect. Like, actually perfect. She had this…punk rock confidence, but wore it so…cleanly. It took me awhile to notice Peter, but Gwen? She knew who he was before any of us.” 

“Spider-Man?” Felicia asked. 

“A good person.” MJ answered. “They were together for most of college. They might have stayed together too. God, she made me so mad.” 

“Might have?” 

“Would have, I think. For a long time, I was mad at them both. Then, I started to look at why I was mad, and I realized it was because I didn’t really like most of the people I was spending my time with, and I did like the people Pete spent time with. Then, I realized that I missed him, and that just made me even angrier at him. Go figure.”

“So…then what happened?”

MJ closed herself off even more physically. It was still hard to talk about. 

“After a while, I got less angry and more sad. Gwen was the one to suggest I talk to Peter, and for a few years we were friends again. Those years…it was the happiest I had ever been up to that point. Then…” 

Felicia leaned forward a bit. She knew something was wrong, but she wasn’t going to interrupt the story. 

“There’s a reason Pete is so… tense about his identity. See, someone found out who he was, and…”

“Oh my god.” Felicia couldn’t help but cover her mouth his her hand. She could already tell what must have happened. It made a lot of things suddenly make sense. Why hadn’t he ever told her?

“It was…it was in a bad way . She ended up dying in his arms, but…not in any way that would give him a chance to say goodbye and…” MJ suddenly remembered to breathe. “Pete would have already blamed himself. But the way it happened, it only…it broke him for a while Felicia. It was…it was in a bad way.”

“I…” Felicia couldn’t find the words. Her thoughts were filled with memories. Peter calling for her in the rubble of a burning building, his burst of anger at her when she pretended to be hurt worse than she really was, the way he seemed to tense whenever she would dive off a building. She remembered how coldly she treated him when he showed her his secret identity. At the time, all of these things annoyed her. Hell, some of there worst fights came about from her refusing to give ground. She called him.. .god, what didn’t she call him?

Why didn’t he say anything?

She knew why. She thought she knew why.

“He never told me.” 

MJ nodded. “Yeah. I thought not. Peter doesn’t…he’s bad at that. It comes from a place of care, but…it’s something I had to learn to understand about him.”

“Still…I had no idea. Poor Peter. Oh my god, I feel sick for him . ” 

MJ smiled gently, and put a hand on Felicia;s thigh. 

“Sounds like you love him.” 

Felicia clenched and unclenched her fists. 

“So…you and him? How’d that fall in to place?”

“Pete…lashed out. He was hurting really bad, and he was hurting people around him to push them away. I stayed. I almost didn’t, but I did. He really needed a friend.” 

“And then you moved away for a few years.” 

“Mhm. Big girl out in Hollywood, doing TV. It went well, but I didn’t like it as much as I thought I would.”

“And while you were gone, along came a cat.” Felicia mumbled. “Funny how these things work out.” 

“You’re telling me, girlie.” 

They were both quiet for a little while. 

“Gwen was…she didn’t deserve that. I still catch him sometimes, every valentine’s day, he records a message for her. It’s…oof.” MJ wiped some tears from her eyes. “We both miss her. He loved her though. And I can’t imagine being strong enough to try to love again after something like that.” 

MJ looked at Felicia and smiled at her. 

“You brought that out of him, not me. As far as I’m concerned, Felicia, you’ve got just as much a right to him as I do, if you make each other happy.”

Felicia felt the tears flow too. God damnit. She did not prefer this to getting laid. 

“Red, that…” Felicia leaned back on the couch and stared up at the ceiling. “I guess, when you look at it, someone loses no matter what we do. Peter would rather die then have to hurt either of us, and neither of us would want to fuck up their relation with him either.”

“So…”

“ So… I guess… we can…give this thing a try.”

“Yeah?” MJ grinned. 

“Yeah. Fuck it. It’s that or I call fucking daredevil for a bootycall tonight, cause today has been way too emotionally charged for my comfort.” 

“Mm. Gross.”

“Oh now you judge me?”

“I have done worse, I promise.” 

“He’s actually, really hot.”  

“No no, I know this. And yet, I feel like the kind of guy who’d run to his ex’s for a desperation bootycall, is maybe not the kind of guy I’d want calling my booty.”

“Desperation huh?”

“I know babe, cruel, but accurate.”

“I’ll drink to that.” Felicia and MJ clinked again, though their glasses had been empty for a while. 

“So…lets say we do this.” Felicia finally said. “What are the ground rules.” 

MJ shrugged. “As needed? I think, no lying about wheres and whens and who withs? Beyond that, it’s my first ‘three person thing’, I don’t mind shooting without a script until we start to think we might need one.”

“Cute.”

“Thank you, I thought it was very clever.”

“Okay…I think…low commitment is good for me. For now. Call it a trial run?”

“Trial run it is.” MJ nodded. “You want to wait here till Pete’s back and we can talk shop?”

“Nah. I’m either too drunk or too sober to handle any more big ideas tonight.” 

“Then do you want to stay and make out a bit? I’ll cook you dinner, and we can rent a movie when Pete gets back.”

Felicia coughed. “God, you…It is so weird being on this side of the minx thing, you know that?“ 

“That wasn’t a no~!” MJ hummed.

“…fine. I pick the movie though, and I want to suck his cock during.” 

“Ha! Victory for Peter then! What a lucky guy.”

*******************

“Yeah… agh… that’s the Parker luck for ya…” Peter groaned, climbing out of the rubble. 

“Oh shit, that looked like it hurt!” Shocker laughed. “You okay Spidey? I am so sorry dude, I legit thought I had it on a lower setting.” 

“Your concern is touching Herman, really.” Pete vaulted over a car, dodging another blast as he did. “But y’know, maybe you can turn it down even more for the next one? Y’know, to balance out the karma?”

“Oh, buddy, I am way past bad karma.” Shocker ripped open the front of the building behind Pete.

“Hey, can we, like, just call it a day? I’m twenty minutes late to work, and I really like this job.”

“Oh shit, for real? Sorry man. If you hold still, I’ll just knock you out for a minute or two, should keep you in shape to get where you’re going.”

“Yeah…” Peter attached a web line to a fire hydrant just behind Shocker. “I was thinking more of, you surrender to the authorities?”

“Yeah…sounds like we got some kind of an impasse then, huh?”

“Sounds…like it.” Peter huffed. “Tell you what, though, I think we can figure something else out.”

“Oh yeah?” Shocker held his fire, just for a moment. “Whatchu got?” 

Peter took the chance, pulling at the webline and blasting Shocker with the water from the now broken fire hydrant. 

“Gah! Hey, not cool!” Shocker struggled to stand back up. “But you know this shit don’t short out no more, right?” 

“Yup!” 

All it took was one good blow, and shocker was out. The water had blinded, stumbled, and distracted him long enough for Peter to get close, and then it was over. 

Peter rushed the web job, and took off swinging. 

“Sorry Herman! I’ll send you a postcard in prison!”

************************

“Mr. Parker. You’ve finally decided to join us. And sopping wet no less.” Principal Morita smiled. “ Delightful.” 

“Sorry I…uh…I there was this…I was riding my bike here through central park and I ended up falling off it into one of the ponds.” Peter said. 

“Mm.” Morita said. “Fascinating.” 

Oh he was so fired.

“How…did the assembly go?” 

“Well enough, despite being down a chaperone.” Morita interlocked his fingers on the desk in front of him. It was cluttered; riddled with loose bits of nothing that meant the world to the man who had to read them. “I’m getting tired of having to keep having this talk with you Peter. The kids love you, you’re a great teacher—”

“Principal Morita, I—“

“—But,” Morita interrupted. “I can’t make do with unreliable faculty. Not when we have to be responsible for children. You haven’t crossed that line yet, but you are swimming dangerously close to it, Peter.”  

Peter didn’t say anything. What could he even offer in defense?

Morita sighed. “Peter, I remember when you attended Midtown. You were exceptional, I knew you were destined for great things. And when Dr. Conners recommended you to help build your experience teaching, he told me you had passion, drive, and inconsistencies in your work ethic. That is so far proving to be very apt.” 

“Mr. Morita…I don’t—”

“This is the last time we have this conversation Peter. There will not be an next time. Understood?”

“…Yes sir.” 

“Good. Your friend is waiting in the hall for you.”

“My friend?”

“Yes. The Osborn kid. Did you not know he was waiting for you?”

Peter’s brow furrowed. 

“No…I haven’t really…thank you Principal Morita. I’ll see you tomorrow.”

“I certainly hope so Peter.”

Peter stepped out into the hall to find himself face to face with a bright smile and a well made suit. 

“Pete! Been a while.” Harry Osborn said, wicked grin plastered on his face. “You want a job?”

Chapter Text

Then

There was no way it was him. 

Pete stared at the young man huddled beneath a donated blanket. He was thinner than Pete remember. Or, he would have been, if that was actually who the thought it was. But, it couldn’t have been, right?

There was no way Flash Thompson was at a homeless shelter. 

It had been years since he saw Flash last. Flash had tormented him for year in high school, and over their senior year, as Pete grew into his powers and his confidence as an adult, Flash started to slowly lose relevance to Peter. 

And now, here he was, or, here someone who looked just like him was. 

God. 

Pete pushed himself to step forward. 

“Uh…Flash…?” Peter finally said. 

The look of horror on the other mans face told him all he needed.

“I uh…this isn’t…” Flash was panicking, Peter could tell he was going to bolt. As Flash stood, Pete put a firm hand on his chest.

“Flash, hang on, just wait a minute—!”

“You got the wrong guy , now leave me alone.”

Pete held him in place. Flash was a lot weaker than he used to be. It looked like he hadn’t been eating well.

“Let go of me!” 

“Flash.”

Pete was surprised with the authority in his own voice. Flash hesitated. 

“Look, I didn’t see you here, okay? I’ll forget it as soon as you’re out of my sight, but it’s the middle of winter. If you have to leave, leave, but please stay.”

For a moment, it looked like Flash was going to run again, but then his shoulders slumped, and his eyes cast downward. 

Pete frowned. What the hell had happened to him? 

“Hang on, let me get use some coffee.”

********

“What the hell are you doing here Flash?” Peter had found them a quiet corner of the shelter. 

“I could ask you the same question.” Flash bit back. It lacked venom.

“I work here. Or, well, I volunteer here. My Aunt helps manage a few of the locations.” Peter watched the other man carefully. They were men now. When Pete had last seen Flash, they were both barely 18. Now they were both drinking age and a lot had happened. 

“Oh.” Flash finally said. 

“ Oh?”

“ Oh. I don’t know, what do you want me to say Parker?” 

“I want you to answer the question. What happened?”

“Nothing happened. I’m just…” Flash scoffed. “Just here while my girlfriend kicked me out.”

Peter shook his head. “Flash, look, you’re a lot of things, but you’re not a good liar.” 

Jesus, what was the point of this? Why the hell was he wasting his time with someone he hated? It would be like offering to wash JJ’s car pro bono, or…or…

Pete looked around at where he was. 

“Look, Flash…this place…there’s not a lot of ego here. A lot of the people here need help, and they had to do one of the bravest things you can possibly do to get it.”

“Oh yeah?” Flash sniffed. “What’s that?”

“Admit they needed it.” Pete said, “Sometimes all you can do is offer a hand and hope someone takes it.” 

Flash watched Peter with no small amount of suspicion. It was a look that told Pete everything he needed to know about how much Flash really understood what he had done to Peter all those years. 

But…looking at him now, Pete also couldn’t forget the other times Flash had stood out to him. 

When Uncle Ben had been shot, no one spoke to him at school. No one said a word the day he came back. And when Flash approached him by his locker, Pete could have taken his head off. 

But Flash took Peter’s lashing out and held him steady. He said he was sorry about Peter’s uncle and hugged him while Pete cried. 

It didn’t last, but…for almost half a year, Flash didn’t bother him anymore. 

“Look…” Flash finally said, “It’s just…a rough patch, alright? I’ll be fine in the spring, I promise.”

“In the spring? Because you’ll have a place to stay, or because it’ll be warmer?”

Flash shrugged. 

“Look, Flash…”

“No—“ Flash said sternly. “Not from you. I don’t want to hear it.”

“You remember that Halloween before my uncle died? Midtown held that dance where we were all supposed to come in costume.” 

Flash smiled a little bit. “Yeah, I went as—“

“Flash Gordon.” 

Flash blinked. “I uh…I didn’t think anybody at Midtown got it.”

“I did. I just want to give you any reason to notice me more than I already did.” Pete shook his head, “That’s not the point. Do you remember what I wore that year?”

“Shit…yeah, what was it? It was like…some science guy wasn’t it?”

“Niels Bohr, yeah. Harry was Einstein.” 

“Ha! That’s right, I remember his goofy hair. You guys looked like such dorks.”

Pete nodded. 

“So did you.”

Flash laughed out loud. 

“Yeah…I guess your right, huh? Y’know I tried to wear that get up for my girlfriend one time, and she threatened to dump me if I didn’t burn the costume. Man, that was a good year.” 

Flash suddenly frowned. 

“Why are you here Flash?” Pete asked again.

Flash shrugged. 

“It’s…complicated.”

“No shit. Tell me anyways.”

“…”

Flash took a long drink of his coffee, possibly for courage. 

“My dad kicked me out. We…I told him I didn’t want to play football anymore.” 

Pete nearly choked on his coffee.

“What…?”

“See, I fucking knew you wouldn’t get it—“

“No! No, Flash it’s just…I’m shocked is all. Football’s been like…everything to you.”

“Yeah, that’s the problem.” Flash said sternly. “It’s been everything.” 

Flash took the time to word it right, and Peter gave it to him. It was strange to watch the lines in his face move together. Pete hadn’t seen him like this before. Almost…reflective. 

Here was this guy who he’d hated for years, this monster built up in his head—now he was just…

Flash shook his head. 

“Football has been my whole life. My first memories are my dad throwing me a ball. And when I made QB at midtown, I’d never seen him so happy in my life. Took me out for root beer floats at this place by times square. But y’know…”

Flash kept avoiding Pete’s eyes. How could he not?

“When I went to college, and joined the team there, everything was about the game. They put me in classes that were only there to keep me playing. I wasn’t learning anything, I was just training. And the guys on the team, they—they weren’t anything Pete. They didn’t know me, o-or even look at me. I just…every time they’d look at me I could tell they were just looking right through me. I mean, yeah, I was part of the team, but, we were just the sport.”

Flash clenched and unclenched his fists. 

“Then there was this…we had this game. And…I didn’t go. I just…I just didn’t go. I ended up in fucking Jersey, Pete. No idea how, but I just…I just ran. My dad and I got into it when I came home, really got into it. And I told him I didn’t want to play anymore.” 

“Oh Flash…”

“No. No, it…it felt good. I hadn’t expected to say it, y’know? I was just trying to say something that I knew would hurt him. But…the minute I said it out loud we both just froze. God, those seconds of silence…could have fit an entire movie in that space. But we both knew, y’know? Knew why I said it. Knew that I meant it.” 

Flash stared down at the coffee. 

“He told me to get out and I did. Been on the street ever since.”

“Why didn’t you stay with any of the guys? Kong, or Liz or…?”

“Why do you think? What you think I want to be out here, jackass?” Pete was startled by the sudden hostility. “You think I wanted anyone to know how much of a fucking failure I turned out to be?”

Flash scoffed. 

“But I guess you finally get your revenge now huh? I ripped you apart for years and now you get to lord over me, right? Fine.” 

Pete blinked. 

Maybe a couple years ago he would have taken the bait. Gotten angry. Maybe even taunted him. But Pete noticed something vital: 

In all the years he had known Flash, Flash had never acknowledged what he did to Pete all those years. Peter remembered the day he went back to school, and how Flash had told him he was sorry about his uncle. He remembered shouting at Aunt May about how she didn’t have the right to run his life, and how he had cried about how much he regretted talking to her like that. And he remembered what she told him when he finally worked up the courage to apologize. 

“Flash, do you remember that costume party MJ invited me to senior year?”

Flash blinked. “Yeah. Sure, I guess.”

“You dressed at Spider-Man. Why was that?”

“Pfft. You know that guy’s my hero. Lord knows I wouldn’t shut up about him back then.”

“Yeah, but… why? If I remember right, he was pretty new back then, and the Bugle was publishing a ton of bad stuff about him.” 

Flash’s eyebrows knit together, like he was trying to remember the details about something. 

“I uh…our junior year, I was walking around Midtown trying to kill time before my folks could come pick me up. And…there was this fire. People trapped in a building that was going up. I couldn’t figure out how the hell the people in there could get out. And I was…I was trying to hype myself up to go in and help. But the more I thought about it, the more I just…stood there.” Flash waved a hand over his head. “Then bam. Spidey just…swings right into the inferno. No hesitation, no worry about himself. Just in. Saved every person in there.” 

Flash shrugged, then downed the last of his coffee.

“I donno. I guess I just…didn’t see how a guy like that could be anything more than a hero. He was a hero to those people he saved. I guess I just started to wish I was more like that.” 

Peter watched Flash carefully. 

“My Aunt May says that the only thing that's truly dangerous to good people is the fear that being flawed makes you a bad person.” Pete shifted uncomfortably in his chair. “Maybe…that works from the outside looking in too. Look, Flash, I’m not going to tell you how to live your life, frankly it sounds like you’ve already had enough of that to last a lifetime, but I can say, no matter what’s happened between us, you don’t deserve this. Not because you're Flash Thompson, but because you’re a good person.”

“I don’t think I’m a good person Pete. I wish I was, but I’m not.”

“Funny. I don’t think bad people are that concerned with whether or not they’re good people. Trust me on that one.”

Flash eyed Peter suspiciously. 

“Why are you doing this?” He finally said. 

“Flash…I have no goddamn idea. But…I’ve changed a lot since high school. Maybe you did too, and…maybe that’s not such a bad thing.” Pete also finished his coffee. “God. This is awful .”

Flash laughed a little bit. 

“It uh…it really is huh?”

“Come on.” Pete said, standing up. 

“What? Where are we going?”

“There’s a bodega down the block that has way better stuff than this. I bet they’d be willing to donate a few boxes.”

“Okay…” Flash said skeptically, “Why am I coming?”

Pete shrugged. “If you don’t like feeling useless, then let’s get you useful.” 

**********************

“Harry? What the hell are you doing here?” Pete gasped. “I thought you were—“

Harry Osborn looked out of place in a three piece suit. Peter would never deny that he looked good in it, to the contrary, he looked great. It was clearly tailored to him well and the fabrics must have been extremely fine; everything down to the choice of dark green for the pocket square looked exceptionally deliberate. But it didn’t look like something Harry would ever choose to wear on his own, and yet, Harry looked exceptionally comfortable in it. Pete wasn’t sure if that made it more or less off-putting to him.

“Surprise!” Harry said, hugging his best friend. “What’s it been? Three years?”

“Yeah, give or take…what are you doing stateside?”

“Come on, I’ll drive you home and we can talk in the car.”

***********

It was no surprise that Harry’s car was nice. It felt smooth to sit in, not a speck of dust on the dashboard or in the cup holders, and Pete had seen less complex interfaces at Avengers Tower. But somehow, as Harry slid into the driver's seat, the car suddenly seemed to suit him. 

It was funny. Pete had known Harry longer than anyone, and he’d always had someone to drive for him. Something about Harry’s hands on the wheel and the smile on his face…it felt right. 

“Where are you staying at these days?”

“Oh. Uh, MJ and I have a place in Greenwich?”

Harry looked at Peter with playful shock. “MJ? Are you guys back together again?”

“That’s right, I forgot, you left for Tokyo the year she got back from the West Coast. Yeah, we’re uh…we’re actually getting married next year.”

Harry laughed. Then he realized that Pete wasn’t joking. 

“What? Are you serious? When did that happen?”

“Just a month or two ago. We uh…haven’t picked a date yet.”

Harry’s face contorted into a wide smile. Peter felt a twang of guilt when he realized it made him feel uncomfortable. 

“That’s incredible Pete! I’m so proud of you guys, I always thought you guys were good for each other.”

Harry looked a lot like his dad. As he approached his thirties, the shadow of Norman Osborn only seemed to grow bolder and bolder in the lines of his son’s face. 

“Sorry we didn’t tell you sooner. Aunt May and MJ’s aunt are pretty much the only two who know right now.” 

That wasn’t explicitly a lie. Flash knew, but he had come to visit them recently and commented on the ring. The Fantastic Four knew. And…strangely, bizarrely, Wolverine knew. He had figured out Pete was acting differently while he was visiting Kitty Pryde, and invited himself over for dinner. 

Every part of that evening was strange. Logan was already pretty anti-social, and Pete rarely got the impression that Logan liked him, but after a very awkward spaghetti dinner, Logan had asked Pete to walk him out. 

“You’ve got something here kid.” He finally said, “ I know more than most how hard it is to…do this. Be happy. I couldn’t make it work for me. But if anyone ever threatens this for you, call me. I’ll give everything I have to protect her for you. You understand?”

Pete didn’t. But he accepted the offer anyway.

And of course there was Felicia. Somehow she had found out, but given Logan lived and worked with telepaths, Pete figured word was already pretty out in the Superhero community. At least, in some circles. 

Harry finally shook his head. “Don’t worry about it buddy. Lord knows I haven’t really been that present in your life the last few years.” 

“You’ve been busy.”

“I have, but that’s not it.” Harry smiled a little sad. Pete couldn’t help but marvel at how confidently he carried himself now. “Y’know, rehab was hard on me. Dad…well, you remember what he was like. He cared, he really did, but you always had to dig tunnels through all that black bile he put out to find any evidence of it. After he died…I kinda vanished on you.”

“You didn’t vanish. We stayed in touch.”

Harry shook his head again.  “ No, we didn’t. Not like we should have. And that was my fault. I had to figure some stuff out about myself. Make sure I stayed clean. Separate myself from him, y’know? I shouldn’t have run from you and MJ though. Especially with…what happened to Gwen.”

Pete had already braced for those words, but they still stung when they hit.

“But I’m here now. And here to stay, I think.” Harry pulled in front of Pete’s apartment building, and turned on his hazard lights. He intended to sit here for a moment. “Say, how’d you propose to her anyway?”

“MJ? Oh, I didn’t. She proposed to me.” 

“Ha! I knew it.” Harry jostled Pete’s shoulder. “You are gonna be so whipped dude.”

“I can live with that. Y’know she took me out to Aunt May’s old place to do it? Had a whole speech prepared about how much stronger we’ve become since those days.” Pete tried not to tear up. At the time, he had wept pretty openly. “It was…it was good Harry. It feels really good.”

“I’ll bet. How’s May?”

“Good. She’s enjoying retirement. She travels a lot now, but she’s usually back for the winter, helps run F.E.A.S.T. You know it?”

“Yeah, my dad considered Martin Li a protégée for a while. He’s a good guy.” 

They both let the moment linger. Then Harry made his move. 

“Look, Pete…about that job…” 

“I don’t want charity, Harry. I’m doing fine, really—“

“— Don’t start with that.” Harry’s voice was sharp. For the third time today, Harry had reminded Pete of his father. “You’re a brilliant scientist worthy of far more than Midtown High. Success is three parts luck, and one part skill—you’ve got heaps of skill, more than most of the bozos that work at Oscorp, trust me on that. Now you’ve got the luck of knowing someone who wants to see you succeed too. There’s no charity in that.”

Pete smiled sheepishly. Norman had offered him a job once he graduated. That same year, The Green Goblin murdered his girlfriend. Then, another man he looked up to and worked with also became a deranged super-criminal. 

“I’ll…think about it. It’s been kind of hard looking at science positions since the whole thing with Doctor Octavius.” 

Harry frowned. 

“Dr. Conners was on that project too, wasn't he? You were all making prosthetics.” 

“Yeah Harry, but Dr. Conners had a career to fall back on, and he still had to struggle to find any lab that would hire him. I was an intern in his senior year of college. People remember you as the guy who turned one of New York’s most altruistic scientists into a killer octopus.”

Harry nodded gravely. 

“I guess you're right. It would be hard to move on from something like that.” Harry sighed. “Well, that’s okay Pete. I’ll just go ahead and tell Dr. Connors you aren’t interested. He’ll be disappointed but…”

“Dr. Connors?”

“Oh, didn’t I mention? I’ve hired him. He was a packaged deal too, turns out. Said he’d only accept the position if I reached out to his brilliant ex-intern… god, what was his name…?”

Harry grinned. He didn’t look like Norman any more. Peter couldn’t help but smile back. 

“He really said that?” 

“I paraphrased a little, but the word brilliant was mentioned. Come on, I’ll send you the project pitch, just read it over tonight and call me tomorrow. Okay?”

“Alright Harry. No promises?”

“Pfft. Promises are for politicians.” Harry laughed, “ And they don’t keep them either.”

*****************

Felicia heard the door open first. It was hard not to jump a little. It felt like she was being bad. She was, right? This had to be bad.

“MJ, I’m home.” Pete said, rubbing the back of his neck. “And somehow not fired yet. Do you talk with—“

Pete froze. It was hard to completely process the wave of thoughts and feelings that shot through him like a jolt of lighting, but he did his best. 

MJ was there, of course. She had relaxed herself on the couch, draped horizontally along its length with her head towards the door. Her shirt and pants were off, but she wasn’t completely exposed—instead she was wearing a white set of lacey lingerie, and the brightest smile Pete had seen all day. 

Felicia was not much better off. She had climbed on top of his fiancée and was currently looking up at Peter with the same expression one might see on a raccoon that had just been caught by a porch light. She was also nearly naked, and also sporting black lace and garter belts. Honestly, Pete wasn’t that surprised about all that really. It was mostly the copious amounts of whipped cream they two had seemingly sprayed each other down with. 

“We can explain.” Felicia said.

“Hey-ya Tiger. Missed you.” MJ tilted her head back to look at him upside down.

“I—You guys know that stuff will stain the couch right?”

Felicia and MJ looked at each other and back at him.

“We’re…being careful.” Felicia finally said. 

“You wanna help us clean up Pete?” MJ hummed. 

“I mean…kinda?” Pete cocked his head to the side. “How uh…how’d all this happen then?”

“…We uh…” Felicia held her position over MJ. “Well we were talking about…y’know…trying this whole three person thing, and we had a little wine. and then we decided we wanted to have some strawberries. And the strawberries lead to the whipped cream…”

“Right….” 

“And then I dripped a little on my tits. And MJ joked about licking it off me.” 

“Mhm…?”

“And uh…yeah things escalated from there.”

“I see,” Pete said, nodding. “And the lingerie?” 

“ Dude. She was already wearing that.” MJ laughed. 

“Fucking… Narc!” Felicia hissed. 

“Why were you wearing lingerie?” Pete walked over to the couch beside the two women. 

“I think she was preparing for a best and worst case scenario, personally.” MJ shrugged, “Best case being we worked out an arrangement, and you got to come home and fuck her in sexy underwear.”

Pete raised an eyebrow at Felicia, and she batted her eyes at him in response.

“Uh-huh. And what about you MJ?”

“Figured I was underdressed, I suppose.”

Felicia rolled her eyes at MJ.

“Y’know, you think any other guy would walk into something like this and ask this many questions? If it were me, I’d have my cock in someone's mouth before I had a chance to take my shirt off.” 

MJ gave Pete an apologetic smile. “She’s got a point, Tiger. She’s sticky, but she’s got a point.”

“I could be stickier though…” 

“This is true.” MJ agreed.

Pete reached out to touch Felicia. She shivered when his hand made contact with the small of her back. 

“What do you think Felicia? Gonna stay the night this time?”

“Maybe…I was promised a movie night.” 

“I can live with maybe.” Pete decided, as he started to undo his pants.

“ Oh no you don’t.” Felicia said sternly. “I bottomed last time, Spider. I have a score to settle.”

“Mmm, you heard her, Tiger. Looks like you’re keeping your hands at your sides for now.” 

Felicia shook her head.

“Oh, don’t think you’re safe either, Red.”

Pete watched MJ blush a little. It was rare to see her flustered, but it was a treasured expression. 

It only took a few moments for Felicia to re-arrange them the way she desired—Pete was sitting on the couch, with MJ kneeling just between his legs, and Felicia sitting just beside him. She whispered something into Peter’s ear that MJ couldn’t make out, and then smirked in MJ’s direction.

“Red, why don’t you get those pants off him. Poor things probably already libel to tear the things with how pent up he must be…” Felicia cooed. “Don’t touch him though. I wanna play with him a little first.”

Several things started to click into place for MJ at once. She had enjoyed her shared night with Peter and Felicia last week, and making out with her on the couch had to be in her top three couch make-outs, easy, but MJ was completely unprepared for what Felicia had described to her as the zone.

For Felicia, the zone was a force of nature—a pure expression of unstoppable, deadly arousal. It was the way she got when she was in the mood to fuck. Not just have sex, or make love, or get intimate or whatever other euphemism seemed most appropriate. No, Felicia could fuck someone, or be fucked, or fuck with someone, but when she was in the zone? The word had a brand new definition. MJ felt a familiar flush of exhilaration as she undid Pete’s belt buckle. Felicia Hardy was in the mood to fuck. And MJ was very excited to find out exactly what that meant.

Peter sprung free and was already standing at attention. Felicia held out her hand for MJ.

“ Spit.” She commanded. 

MJ complied. She’d never been very attracted to the idea of spit. She understood its relation to degradation and how fun that could be, sure. But sexy? She’d never call it that. 

But when she spit into Felicia’s hand, she knew that would change for her now. She watched Felicia wipe her palm with her fingers and as Felicia reached down to start jerking Peter off, so quickly, so casually, all Mary Jane could think was that her spit was all over Peter's cock. She knew Peter felt it too, because she saw him twitch and throw his head back, and all the while, Felicia didn’t stop looking at MJ. 

“Mmm…he’s cute like this, isn’t he Red?” Felicia purred, “I love how much he tries to resist. You love that too, right? How he tries not to cum even though he knows you want him to let it all go inside you…”

MJ’s breath caught in her throat. 

She had found women attractive before. She had even slept with  women before. But in a matter of moments, with just a touch, just a command, just a glance… Felicia had made MJ feel depraved, desperate, dripping for this woman. She had never felt like this for another woman before. She felt insane, she felt like she was drowning.

It had only been a couple of moments, but Pete was starting to groan. He was going to cum. Just like that. 

“Oh…poor thing…looks like he’s already at his limit. What do you think Red…should we watch him blow all over my hand… or…” Felicia aimed Peter’s cock towards MJ’s face. MJ opened her mouth. 

“Aw…how eager.” 

Peter threw his head back, and MJ closed her eyes as he fired rope after rope onto her lips and into her waiting mouth. 

“Mm. I’ve got pretty good aim, don’t I Spider?” Felicia slid down to crouch next to Mary Jane. “You okay if I talk a little mean to you, Red?” 

MJ nodded. She wanted to say something witty too, but it was hard to talk and keep Peter’s cum in her mouth.

“I thought so. I pegged you as the kinda girl that likes a little trash talk.” Felicia’s eyes fluttered up to Peter as she grabbed MJ’s cheeks with the same hand she had been touching him with. “What do you think, Pete? Your girlfriend seems to like being your cum dump. Look at how pleased she looks…”

Felicia leaned forward and licked some of Pete’s cum off of MJ’s cheek.

“Mm. Here… let me help you clean up.” 

MJ didn’t even think about it—by the time Felicia had moved for her third pass, MJ lunged. She hadn’t even realized she hadn’t swallowed yet, but Felicia kissed her all the same, pushing her tongue into MJ’s mouth.

When Felicia broke this kiss, she swallowed before speaking. 

“Hell yeah Red. You’re wife’s a real freak y’know, Peter.” Felicia reached back to touch him again without even looking. She knew he’d be hard again already. How could he not be?

Felicia wiped one last drop off MJ’s face with her thumb. 

“What do you say, Red? I kinda wanna watch you get railed. Feel like bending over like a good girl?”

MJ moaned. Good girl. Yeah that…that was working for her. 

MJ swallowed too, and spoke with wetted lips. “I hope you know I’m taking notes, Felicia.”  

“Oh…?” Felicia grinned.

“I’ll have my revenge for all this, I promise you.” 

“Oh god, what have I done?” Pete squeaked. “ There are two of them now.”

“ Ha!” Felicia laughed. “Come on Spider, let’s show your Fiancée a good time…”

********

“Oh, come on! I can’t believe he just said that.” MJ coughed. “When the hell did this come out?” 

“Last— Ngh—Last year I think.” Pete sighed.

“You’d think Hollywood would have figured out some of that stuff by now. I mean, I’ve never been a very good writer, but seriously? I could do better than this!” 

“Mmm. It sounds fine from where I’m sitting.” Felicia wasn’t paying that much attention to the movie anyway. 

MJ glanced over to her lovers. Pete was mostly watching the movie, but Felicia had lost interest for the second time in as many hours, and had wrapped her lips around his cock again. 

It was kind of fun to watch them. 

MJ liked sex. She liked sex with Peter even more, but it could be difficult to compete with his stamina at times. Pete could spend hours going toe to toe with the Lizard, an hour and a half with Mary Jane Watson couldn’t have broken that much of a sweat. Sometimes MJ would need to tap out, and she’d always feel a little bad that she couldn’t push him as far as he could push her. 

But having Felicia here tonight? MJ was experiencing an unintended bonus to their arrangement. 

Pete had never talked about Felicia’s powers or if she had any at all, but she couldn’t be stopped. She was insatiable, and every time MJ could have sworn ONE of them would get tired, Felicia would get this look on her face like a dog fetching a ball. 

One more?  

Under different circumstances, MJ might have felt a little intimidated by the intensity of that dynamic, but Felcia and Peter had just fucked her so hard that she was still kind of riding the afterglow of her orgasm. Orgasms. It was kind of hard to tell whether it was several, or one that just didn’t seem to wane. Either way, they let MJ put on a bad disaster movie, Pete took a break to make hot chocolate, and Felicia seemed pretty satisfied to practice gagging herself on him. 

Not that Felicia actually had a gag reflex. 

For a moment, MJ wondered if Felicia was always like this with Peter, and if they had often had this dynamic in the bedroom, but that thought was pretty quickly replaced by a more obvious one. 

Felicia pried herself off of him and looked up with bright eyes and a happy grin. It wasn’t depraved, or sultry, or even all that powerful like the looks Felicia had given them both earlier in the evening. Instead, it just looked… happy. Like she was having fun. 

Of course. It had been years since Peter had been on limits for Felicia. She was probably taking him with a little bit of extra ferocity as a means of celebrating the change, or making up for lost time. 

“Cat…this is you… oh wow… this is your warning. I’m close.” 

Felicia instantly took him as far as she could, pressing her nose against his waist and taking him deep into her throat. MJ watched Peter buck his hips slightly into the sensation, and imagined how his cum must feel being fired so directly into her stomach like that. MJ could suck cock, sure, but she couldn't suck cock like that.

Felicia finally pulled herself off of him and slid into the couch space between them both. She looked over at MJ one more time, scanning for any hint of concern.

“You sure you’re cool with that Red? I don’t want you to feel left out.”

“I’m actually kind of surprised how much I enjoy watching you two. It’s like watching the Olympics, but I kinda wanna fuck the athletes.” 

“I think that’s just the Olympics, hun.” Felicia said. 

Pete sighed. “I am going to be so sore tomorrow. Think that’s it for you tonight Felicia?” 

“Maybe. Am I allowed to share your bed tonight?”

“Of course.”

“Then probably not.”

“Hey, that reminds me actually…” MJ said. “You came in through the door today! Why was that?”

“Oh? Oh my god! I forgot about Harry!” 

MJ blinked and straightened her back.

“Harry?!”

“Who the hell is Harry?” Felicia said sleepily.

Chapter Text

“Hey, you, do you know what time it is?” 

Pete looked up from the blue glow of his laptop and behind his shoulder, bleary eyed and clearly exhausted. 

“Huh…?”

“It’s three in the morning, Tiger.” 

Peter blinked. “That uh…that can’t be right. I’ve only been looking at this for…” He looked back to the little clock in the corner of the screen. “…four hours. Huh.” 

MJ sat down next to him in her pink silk robe. 

“Y’know, Felicia’s doing a pretty good job of keeping the bed warm without you, but it does seem to be missing the third in this three person thing.”

Pete shook his head and rubbed his eyes. 

“Sorry, MJ. It’s just…Harry’s pitch…it’s…” He blinked again, and smiled at her. “It’s incredible. The things he wants to have us work on, the things he has access to… MJ this could change the world…!”  

It had been a long time since she’d seen that look on him. The last time was when he was working with Dr. Octavius and Dr. Conners on limb replacements. That was six years ago. 

“Oh. Wow. Y’know that’s a pretty sexy look on you?”

“What is? Sleep deprivation?”

“No. Well, yes, kind of. But, no the… excitement.“ 

Pete shrugged. “I don’t know. It’s…I don’t know if it’s for me. I’d have to quit teaching…”

“You don’t even like teaching.”

“That’s not true. I love teaching. I’m just…” He shakes his head. “It's just really hard…with the whole Spider-Man thing.” 

MJ hummed and nodded. 

“Well, I guess the answer is pretty obvious then.” 

“It is?” Peter asked.

“Mhm.” MJ leaned forward and kissed him softly on the lips. “The answer is you come to bed and sleep on it. If you’ve been looking at it for hours and haven’t figured out what you want to do yet, then staring at it more isn’t gonna help.” 

“I guess you’re right…” Pete yawned, “Maybe I can call Harry this week and we can tour his lab? You can come see him.”

“Hell yeah Tiger.” She kissed him again. “Kinda sad he didn’t come up and say hi today.”

“He would have stumbled on you and Felicia too then. Not sure I’m ready to explain that one.” 

“Pfft. Like he wouldn’t try to high-five you or something like that. What do bros do these days? Chest bump?”

“Maybe in your dreams.”

“Mmm. Dreams sound nice. Let’s get back to them, shall we?” 

********************

“Dreams are always important, Peter.” Norman Osborn said, a firm hand on Peter’s shoulder. “But there are two kinds of people in this world—those who chase their dreams, and those who wait for their dreams to come to them.”

They had only just graduated from Midtown High moments ago. Harry couldn’t make it to the ceremony…but Norman had come regardless.

“Sometimes I worry that Harry might be the former, but you Peter?” Norman continued, “I’ve never had that concern with you.”

“Uh…thanks, Mr. Osborn.” Pete shifted his weight uncomfortably. “How is Harry? Gwen and I are really worried, he hasn’t been returning our calls.”

“Ah.” Norman said. “The faculty Harry has been staying at doesn’t let their patients have access to their cell phones. I’m sure he just hasn’t had access.”

Peter flinched. 

There were rumors about why Harry left Midtown a few weeks ago. Pete had been their first hand. He knew they were true. 

“I’m glad he’s getting help.” Peter finally managed. “You’ll let us know if there is anything we can do?” 

Norman frowned. Peter knew that Norman was torn up about Harry. When Peter first found Harry in his apartment, he called Norman right after he called 911. He’d never seen Norman scared before, but he did then. When Pete came to visit Harry in the hospital the next day, Norman was already there, and his cheeks were wet with tears. 

Peter would have never thought Norman was capable of crying—he had always been a monolith during the time that Peter knew him. He was this immovable black rock built right through the center of Harry’s life, and no matter where Harry went or what he tried to do, the monolith was always visible in the skyline. For that, no matter how much Norman tried to ingratiate himself to Peter, Peter would always hate him a little bit.

Or…maybe hate was the wrong word. 

“Have you got plans for school?” Norman said finally, “Oscorp has an excellent working education program, I think it would suit you well.”

“Oh. Uh, I’ve actually already enrolled in ESU.”

“Damn shame. It’s a fine school, but someday I think you’ll see it’s beneath you.” Norman nodded. “Though, I suppose that Fisk scholarship was probably some strong incentive?”

“Oh…yeah.”

The scholarship. Yeah. 

Peter couldn’t tell anyone that he’d actually turned down the scholarship almost as soon as it was offered. If he did, he’d have to explain how he knew that the money was almost certainly connected to every ounce of dirty laundry in New York. Fisk was bad news, and taking that money felt wrong somehow.

Though, the student loans Pete would have to take out kept that decision from going down smoothly.

“Norman?” A kind voice game from behind him. 

“May! It’s good to see you, my dear. How are you holding up?” Norman grinned at May Parker. She smiled back in a way only Peter would recognize was a little strained. 

“Every day gets a little easier. It’s almost been three years since we lost Ben…how about you Norman? I know losing Emily was hard on you and Harry, and…oh I hope that poor boy is going to be okay. I don’t have the words Norman.”

“Nor do I, May. My son is a fighter though, I think. I can’t imagine he’ll just give up.” 

Peter got angry this time. It was hard not to see red. Norman’s uncontrolled language when talking about Harry is part of what got him into drugs. What got him to try to escape the constant shadow his father had forced him under. Now, Harry had almost died trying to get free from Norman’s constant belittling, and here he was— He’d learned nothing.

But something stopped him. Aunt May shot him a look and a smile that pacified him instantly. Peter held his tongue. 

“Feel free to stop by anytime you’d like Norman. You know Peter and I are both here for Harry— and for you. ” 

“You are a beacon of virtue, May.” Norman turned to Peter, “I’ll see you around Peter. Don’t be a stranger, you or Ms. Stacy.”

And with that, Norman was gone. 

“Some guy…” Peter mumbled. 

Aunt May took his arm and walked with him back to her car. 

“He was here for you, Peter. Don’t discount that.” May chided, “We’re all doing the best we can with the tools we have, Norman included. His tools may be a little rougher than ours, but he is doing his best with them.”

“I know, Aunt May, I just…Harry…”

“I know sweetheart. But one of the worst things you can do is let love be poisoned into anger. That energy has got to go somewhere, so try to channel it into something healthier than anger, okay?”

“Yeah. Thanks, Aunt May.”

Aunt May stopped and turned to face him, touching his cheek with her hand. 

“I am so proud of you Peter . You’ve been through so much these last few years, and every day I see you coming out of it a stronger person than the day before, and that means the world to me.”

Peter hugged Aunt May. 

“I owe it all to you and Ben.”

“You owe it to yourself. But thank you anyway.” May took a handkerchief and wiped at her eyes. “Now, what do you say we get some cake? I feel like we could use some sweets.” 

*****************

“I’d kill for something sweet right now.” Felicia stretched in place. Both her and Mary Jane had opted to borrow some of Peter’s comfort wear for their morning after. 

“Y’know, Pete makes pretty incredible wheatcakes.”

“What the hell is a wheatcake?”

Peter laughed as he made his way into the kitchen. “They’re just pancakes, Felicia. I’ve made them for you before.” 

Felicia cocked her head to the side. MJ could help but think she looked remarkably like a puppy. 

“Peter’s Aunt May always called them Wheatcakes. And they are a little different.”

“They’re like…thicker, right?” Felicia took a sip of her coffee. It felt exceptionally warm. 

“Mhm. Peter uses the term dense. ”

“Ha. What a dork.”

“Hey, I can hear you girls, you know that right?” Peter called from the stove. “You’d think the master chef here would get a little more respect. Besides, density isn’t that nerdy.”

MJ pulled her knees up onto the chair she was sitting in. “Y’know, I always thought it was cute that he’d want to cook for me after he spent the night.”

“ God. You know how weird that was for me the first time?” Felicia laughed. “He wasn’t taking off the mask at first, so seeing him make eggs in my kitchen in nothing but his boxers and his mask was… enlightening.”

“Mm. I often have to go through the stages of grief when he says something cute and stupid, or nerdy and smart, and it slowly dawns on me that I still want to fuck him.” 

Felicia nearly choked on her coffee laughing. 

“ Yes! That’s exactly how I’d describe it. God.” 

Breakfast was nice. It had been a long time since Felicia stayed for breakfast. 

When they had all cleared their plates, Pete called out to Felicia from the bedroom. 

“What’s your plan for today?”

“Not sure yet. Might lounge around your place for a little while. At some point, I need to figure out what to do with my life, so I’m thinking I might pencil that in for the afternoon.”

Peter appeared in the doorframe, shirt half buttoned and hair still a mess. 

“Do you want to come with MJ and I to check out Harry’s lab?”

“Pfft. No. Even if I was interested in all that nerd shit, I feel like neither of us are prepared to ‘do some ‘splainin’.”

“What’s there to explain?”

Felicia raised her voice an octave. 

“Oh, hey Harry! Good to see you. You remember my girlfriend, Mary Jane, and this is my girlfriend, Felicia Hardy<3!” Felicia snorted. “I’ll pass. Thanks though.”

MJ strolled out behind Peter in combat boots and a denim sherpa jacket. 

“Your loss, Tiger. Peter can swing by later with a. key to the place, if you want it?”

“Ha! Like I’d need it—” Felicia grinned, “Is it still B&E if you have permission?”

***********

“MJ! Oh my god, you look incredible!” Harry lifted Mary Jane a foot off the ground in a bear hug. 

“It’s so good to see you Harry, thanks for letting me tag along!”

“Don’t mention it. Sometime soon, we’ll all have lunch together, that way we can talk about something that’s not going to bore you to tears.”

“Oh please,” MJ laughed, “If you think for a second I’m not going to enjoy every minute of you two getting excited about chronitons and tachyons or whatever, you’ve got another thing comin’.”

Harry smiled and gave Peter a confused look. 

“We’ve uh…” Peter said sheepishly, “We’ve been watching a lot of Star Trek.”

Harry’s lab was incredible. It was in its own dedicated building not too far south of Harlem, and, while it didn’t look fancy from the outside, from the inside it was state of the art. 

It wasn’t too long before Harry led them to an office that sported a familiar name: Dr. Curtis Connors.

“Peter!” Dr. Connors called out. He had another guest already, a slightly older scientist with a thick mustache and thicker glasses. “It’s so good to see you made it! Does this mean you’ll be joining us?”

Peter was about to say something, but Harry spoke first. 

“That’s the hope, Doc. Pete’s still undecided though, I’m hoping he’ll have a harder time turning us down once he sees what we’re working on here.”

Peter nodded sheepishly. “It’s…all pretty exciting, I’ll admit.”

Dr. Connors smiled, and turned to the other scientist. 

“Peter here worked with me and Octavius before his mental break. He’s one of the brightest young minds I’ve ever met, he’ll constantly find ways to surprise you, Miles.” 

The other man turned back to face Peter.

“I have no doubt. Pleasure to meet you Peter.” The man stuck out his hand. 

“Peter,” Dr Connors said, “This is Dr. Miles Warren. He’s at the forefront of stem cell and cloning research.”

“Clones?” MJ cocked her head, “Like, clones clones?”

Peter slapped the side of his head, “Oh! Sorry, this is my Fiancée, Mary Jane.”

“You can call me MJ.” Mary Jane smiled.

“Delightful to meet you, miss.” Dr. Warren laughed a little. “And no, most likely not ‘ clone’ clones, as you put it. I’m sure you both know that there are constant issues and shortages in organ replacement and medical transplanting. While things like a full limb or a synthetic organ might be beyond the scope of what’s currently possible, Mr. Osborn here has me looking into cloned organs. If we can find a way to streamline the process, we could equip every hospital in the country with the means to provide replacement organs to those who need them on demand.”

“ Why stop with just the country?” MJ hummed.

“Well…” Dr Warren suddenly faltered. 

“Ha! See that’s what I’ve been saying!” Harry laughed tactically, “This kind of tech could change the world!”

If Dr. Connors noticed the slight tension, he pretended not to notice. 

“Miles and I still have some things to go over, but, don’t be a stranger please, Peter. Martha would love to meet your Fiancée, and Billy thinks the world of you. Maybe we can have you over for dinner some time?”

“I’d like that Dr. Connors.”

“Great!” Harry said, “Let's get on with the tour!”

Most of the labs were clearly designed for constructing and testing prosthesis, but there were bays dedicated to gene splicing, cancer research, human mutation, and even a lab with blackened windows. 

“What’s in there?” Peter asked.

“Oh. The black lab?” Harry said coyly. 

“Yes, the big…ominous black lab there, yeah.” 

Harry shrugged. “Well…technically it’s illegal for me to tell you. There's a government contract involved, you know how it is.” Harry took two playfully exaggerated steps away, before spinning around and walking right back over to the lab’s door. 

“But…I’ve never been a stickler for following the letter of the rules, so, as long as you guys promise to keep a secret…”

Peter lit up with excitement, and as Harry put his keycard to the security reader, he looked back at Peter one more time. 

“Jokes aside…I could be in really big trouble for showing you this. So really, no beans to be spilt, alright?”

Peter and MJ both turned an invisible key on their lips and tossed them away.

Harry flashed them both a grin, and opened the door. 

The room was dark. Very dark. The only light coming from it was the faint glow of a few dimmed monitors stationed around the room, and the soft blue light from the glass tube in the far side of the room. 

Peter’s eyes went wide as he watched the black goo inside squirm at the presence of new observers.

“Harry…what… is that?” Peter finally managed. 

“That? Oh, that’s alien life.” 

*******

Obviously the air wasn’t fresher in Manhattan today. 

Felicia knew the air wasn’t fresher. Nothing had changed. She still walked down the street alongside every gas guzzler and dump truck in New York. She still choked on the smell of each pizza place and cigarette shop along her walk. 

But she had her headphones in, and the air felt warm but not too warm on her face, and the sun was out but never in her eyes, and each step she took had a little more bounce in it than the last. 

They’re drivin’ that funky soul. New York, get yourself together, and drive that funky soul.

Felicia couldn’t stop grinning. She didn’t even hesitate to do a twirl in front of a few shoppers that seemed equal parts annoyed and amused with her weightlessness. 

Felicia knew the air wasn’t fresher. But in the hour or two that had passed since she’d finally pulled herself from Peter’s apartment, she had been dancing in the streets. 

Felicia threw her hands in the air by the edge of a crosswalk. She let her whole body sway with the rhythm of the music and wondered if she’d start staying groovy someday too?

“Hey sweetheart, I like the way you move…How do you feel about—“

Felicia stuck out a leg and as the creep advanced on her, he stumbled directly into the path of a speeding taxi. 

The guy would have surely been flattened, but Felicia effortlessly caught him by his tie and counter balanced him. The taxi missed the back of his head by inches, and Felicia didn’t even have to shift her weight. 

The guy tried to say something, but the reality of the close call only managed to squeeze a terrified silence from him. 

Raise up, and get yourself together

And drive that funky soul. Drive it!

Still grinning, still grooving, Felicia pulled him back up almost to his feet, and leaned forward like she was contemplating kissing him. 

“Uh…thanks lady.” He managed. 

Felicia looked at him over her round sunglasses. “Don’t mention it, champ.” 

The light turned green, and Felicia let him go. She didn’t turn back to watch him land in the puddle of gutter water as she kept walking. Nor did she hear the string of obscenities he sent after her. It was okay, he looked better there anyway.

It was true, of course, the air in New York was hardly any fresher. But Felicia strolled through the streets aimlessly nonetheless. Oh yes, and she enjoyed every minute of it. 

For the first time in years, New York felt like it was her city.

The cat’s on the corner, drive that funky soul. 

The girl that’s standing out there, drive that funky soul. 

Felicia rounded a corner, and slammed into someone harder than she thought. 

“Jesus—“ The stranger said,  “Hey watch where the hell your going—“ 

The anger left his face when she saw who he was talking to and that she was an inch or two taller than him. 

“Watch yourself, pal.” Felicia fumbled to pick up her headphones. “Lucky for you, I’m having an excellent day.” 

The blonde guy scoffed. “Right. Well, happy for you.” He cocked his head to the side. “Don’t I know you from somewhere?”

“Oh brother.”

“ No, really. You…you work in fashion, right?”

Felicia frowned. “I did. Why?”

“I think I’ve worked a couple of your shows before. I’m a freelance journalist with the Daily Bugle.” The well built stranger extended his hand. “The name is Eddie Brock. I think I got an idea for you.”

Chapter Text

Now

“ Charmed.” Felicia lied, “I didn’t realize the Bugle was hiring tabloid journalists.”

Eddie didn’t frown. He didn’t frown at all.

“They don’t, as far as I’m aware. I’m an investigative journalist myself, they’re really different fields.”

“ Sure.”

She remembered Eddie Brock now. 

Eddie Brock was scandal.

She’d seen his name on by-lines before. They said his name was like poison—if he wrote an article about you, it was because you had something ugly to show. 

But Eddie didn’t just report on wrongdoings. 

Three years ago, a close friend of hers, a fashion model, had a ‘psychotic break’. She lashed out, and did so publicly, and when she finally retreated into the privacy of her friends and family, people followed her. 

People like Eddie Brock.

Eddie found details of drug abuse, of ‘diva behavior’, and self harm. And he published them all. 

By the time that Eddie had finished, she had no name in the industry anymore. She was nothing. 

Eddie’s name was poison. And he was getting some of his bile on her coat.

“You’re Felicia Hardy, right?” Eddie said, still smiling politely.

“Take a wild guess, genius.”

“ See, I heard a rumor…”

Felicia started to walk away. He was ruining her good mood. 

“—I heard a rumor that a lot of the big names in the industry aren’t choosing to continue with your fashion lines.” Eddie said, following her. “That’s pretty unprecedented, isn’t it? I mean, for so many lines to drop you, just like that, out of nowhere, that doesn’t just happen, right?”

“Mm.” Felicia grunted. 

“So, I start seeing things move in the industry like that, and I see you at the center of all this. Felicia Hardy. Makes a guy wonder what exactly you did?”

“Careful, Brock—“

“ Look, I just want the story, okay? If you’ve got a name to point me to, someone who’s blacklisting you cause you wouldn’t play patty cake or something, you just say the word and I’ll write my paper on him, not you, alright?”

Felicia felt an icy heat in the joints of her fingers. Her nails dug into her palms. She had to stop in the street just a moment to keep herself in check. If she hit him too hard, she could have shattered his jaw. 

“Listen, Eddie—“ Felicia turned to him. “You’ve got me in your sights right now, yeah?”

Eddie shrugged, still smiling. “That’s a harsh way to say I’m interested in you. Professionally, of course.”

“Then I’ve got something you can print for me— do your worst.”

“Oh…?”

“In the last few days, I’ve lost nearly every last thing I’ve cared about since I was sixteen. I’ve had family friends of decades drop me and not explain why. I’ve lost nearly every connection I have to the fashion world, and you want to try to scare me into turning on someone else?” 

Felicia shook her head. 

“You want the names of creeps in the industry? I’ve got a list of names for you. Oh, but you don’t actually care about those do you? Not if they aren’t big enough names to make waves, right? You’re not out here talking to me because I’m a victim, Eddie. You’re out here trying to see if I can be your next victim.”

“Victims are innocent.” Eddie finally said. “Are you?”

Felicia stayed quiet for a moment. 

What was the answer to that? 

She’d done bad things before. Worked for bad people. She’d turned away from something she knew were wrong just because she didn’t want to look at how close it was. And that was all just as the Black Cat. 

Maybe Felicia had some skeletons too. 

She thought again about the time she passed over Mary Jane. At the time, it was nothing. Just a wave of her hand, and then it was out of sight. Was that wrong of her? She had a right to choose who she worked with, but there was no ounce of professionalism in that choice. How many more like that had she made and never known? How many creeps did she hire because she wasn’t paying close enough attention? How many young models did she pull into an industry that warned to burn them alive and burn them bright, even if she treated them well while she was in the room?

Goddamnit. 

She knew Brock was an asshole. He didn’t have a point, he just had wormed his way into asking a question that Felicia couldn’t hope to answer. If she denied it, she’d be a liar, or a fool, or both, and if she confirmed it she’d be admitted all he accused her of—and probably more. 

And yet…Peter liked to say ‘ with great power came great responsibility.’ 

What did that actually mean?

It wasn’t just words, not to him. To him it was a code. It was the code. It was the reason for being, the reason for doing. 

With great power comes great responsibility. 

Felicia thought at one time that he had only been talking about her powers—that she had to be a superhero, because of her powers, her abilities, she had a duty to use them to help people. 

But…maybe that wasn’t just it. Maybe it was also about accountability. Not just as the Black Cat, but as Felicia Hardy. Maybe it was time she really did some reflecting—some real honest exploring—about who she was and what kind of power she’d been responsible for out of the leather. 

“…”

“Y’know, silence can be just as damning as confession.” Eddie laughed. 

“Alright, asshole, you want to do this? Let’s do an interview.” 

Eddie blinked. 

“Are you…serious?”

“Yes, fucker, I’m serious. You’re just going to write whatever you want anyway, I’ve seen you do it, so, maybe I can use this to do some good. You want an interview, I’ll give you one, but I have a condition.”

“Done.” He said without hesitation. 

“ No. I want the questions ahead of time. I won't refuse any of them, but I need to make sure you aren’t trying to trick me into some kind of trap.”

“Can’t do it, Hardy…” Eddie sighed, “I know your type. I give you too long, you’ll have a team of lawyers and PR people writing out the perfect little non-response to each question.”

“24 hours then. You give me the questions 24 hours before.”

“Eight hours.”

“Twelve, or we don’t meet at all.”

Eddie scratched his chin. “Yeah. Okay. I can work with twelve.” 

“Good. I’ll be in touch.” Felicia pushed him aside and kept walking. She didn’t look back to see the bullshit grin on his face. She didn’t need to.

*****************

“You’re joking.” 

Pete’s jaw was on the floor. MJ’s was in a similar state of disbelief. 

“No sir.” Harry said. “That right there is semi-intelligent life.”

He looked back at them and grinned, walking over to the glass. 

“About three months ago, a meteorite crashed a little bit upstate. FBI didn’t have the proper facilities out here to contain and study it, so….”

Harry seamlessly rolled a snap into a clap and the clap into finger guns.

“Oscorp got dibs. And, since my lab has the best experts in the fields required working at it…my alien. Neat huh?”

“Neat…? Harry this is…” Pete managed. He looked to MJ who was still covering her mouth in a silent gasp. 

“ Groundbreaking.” Harry nodded. “Man, Pete, I wish I could tell you about some of the things we’ve already learned about it, but I’m pretty sure I’m technically doing treason by showing you guys as it is.”

“Maybe…uh…” MJ took an uneasy step back. “Maybe we should scoot then? I don’t think either of us would like to reconnect with you while you’re in jail…”

Harry stared at the alien life-form a moment longer than he should. 

“Hm? Oh, yeah. You’re probably right. Let’s go.”

After they left the lab, Harry made sure to triple check the digital lock. 

“I’ll pull some strings once you sign all the papers to make sure you have clearance. I can probably get a keycard made by the end of the day tomorrow, but until then, I’ll just need to check in alongside me if you want to go—“

“Woah, woah, Harry, slow down. I haven’t actually made up my mind yet.”

Harry’s grin vanished instantly, and once again, Peter was reminded of the way Norman would look at someone who just gave him bad news. Peter hated that he noticed it. 

“What? Well, why the hell not?” 

MJ turned to face Peter, also seemingly surprised by his lack of a definitive answer.

“Well…Harry, it’s just…it’s a big decision, and…I already have a job.”

“Teaching at Midtown?” Harry scoffed, “Pete, buddy, I don’t wanna devalue the need for good teachers in the world, but this is going to save lives. It’s going to change the world.”

“I just…” Pete tried to explain, but he realized he didn’t really have any good excuses. “I have a responsibility to those kids, Harry.”

Harry’s brow furrowed with frustration, but it was an expression that actively avoided anger. “Pete, you have a responsibility to the world.”

MJ put a hand on Peter's arm, and when he looked down at her, her bright, kind, green eyes looked back at him. 

“Tiger, let’s talk about it a little more back at the apartment, okay. I think Harry’s got a point, but…it’s your choice to make.”

Harry took a deep breath, and stepped closer to Peter.

“Look, Pete, I’ve known you a really long time. And for all that time, you’ve never picked you when it was a choice between you and someone else. I’m trying to give you an opportunity to do that without having to pick between the two. You can have both Peter.”

“I’ll…think about it Harry.”

Harry frowned, but held up his hands. 

“Alright. Just…don’t take too long okay? Otherwise I’m going to have to figure out what to do with your office.”

***********************************

Then   

Peter crashed through the window first. He hit the desk with enough force to shatter it into splinters, and the claw was on him again before he had even stopped bouncing. 

The arms moved so fast. Even with his spider-sense, it was impossible to predict which arm would strike him, and from what angle, and whether or not there would be another blow before it was done.

The second arm smashed him into the carpet, cracking the floor beneath him and threw him back out of the office and into the lab area.

“I’m frankly getting bored of this, arachnid.” Doc Ock said, “We’ve been at this for almost an hour and still you refuse to stay down.”

Peter felt like he was going to throw up. He had broken bones. He could feel it. The pain was so intense he couldn’t even pinpoint which ones. But still, he struggled to his feet. 

“I’ve…never really been good at simon says, but, I can’t help but think you keep forgetting to say it.” He squeaked. 

“And always with the incessant prattle. Do you not fear death, child? I know you feel pain, I can see how difficult it’s getting for you to breathe.” Doc Ock towered over Peter, each step closer to him shattering the concrete beneath him.  “I haven’t entirely estimated your durability yet, but I imagine you must have a few things broken rattling around inside that flesh. You’ve still yet to land a single blow on me, and I am no longer amused by your hubris.”

“ Hubris …is that what this is? ‘ Arrogance before the gods’ , Otto?” 

“You keep using my name.” Doc Ock scoffed, “Not this silly one the morons at the Bugle gave me, no, you insist on using my real name. Why is that?”

Peter limped forward. He could still move quickly if he needed too, but they both knew that his injuries were slowing him down. He’d tried hitting Otto from the front, from behind, from above, from afar, and from the sides. Nothing had worked. There was only one option left. 

“I keep…using it, because I know you.”

Otto froze. For a moment, he froze, and then Doc Ock laughed. 

“You know me? You know me?!” He cackled. 

Doc Ock lashed out, and this time, Peter closed his eyes. He knew another blow was coming, and he wasn’t going to dodge it. But Otto had asked him a question…and that means he was going to survive to give an answer. 

Peter felt another rib crack as the claw smashed him into the ground. He felt the concrete chips cut and slice into his back through the suit, and he felt the rush of pain as Otto pulled him up off the ground close to his face to better get a look at him. 

“No one knows me, boy.” Otto said, “No one has ever bothered to know me.”

“I know your work…” Peter coughed. He was starting to lose consciousness, he had to fight twice fold now—once to beat Otto, once to stay awake long enough to do it. “You’re Otto Octavius, you’re a surgeon, a humanitarian, an artist…your paintings use mathematics and color coding to tell a story . You’ve fought your whole life to try to make a difference in the world to save someone.”

“This is the part where you tell us we aren’t so different after all, right?” Otto laughed, “ Grow up, Arachnid. People like you are nothing like people like me.”

Maybe he was right about that. But Peter didn’t want to believe that. Otto and Doctor Connor’s had recruited him right out of college. He had interned with them for six months trying to create human limb replacements. 

Peter hadn’t put the costume on for three months before that. 

Were Otto and him really that different? Were they both just lying to each other about their own importance? What kind of power did either of them really have? Otto was still here, a slave to his own madness, and Peter was a slave to his destiny. 

Spider-Man was a menace. People who knew Peter Parker got killed. Spider-Man was Peter Parker but Peter Parker wasn’t Spider-Man, and now it seemed that Peter Parker was just as much of a threat. 

Was he not supposed to be happy? To ever feel satisfied? Was he never supposed to stop having to sacrifice? 

“I think…you and me…have a lot more in common than you think…”

Doc Ock laughed. 

“Of all your jokes, I think this is the only one I’ve really found amusing.”

“Oh it gets…better…”

“Oh…?” Otto pulled him in closer, daring him to try something.

“We both…don’t handle… electricity well…!”

Otto’s brow furrowed, and he looked down. Peter had grabbed an exposed high voltage cable when he had been grabbed, and carried it all the way up with him. 

Otto’s expression of confusion turned into one of horror, as Peter tried to thrust the cable at one of Otto’s arms.

The arms moved so fast. The cable was just inches away from the arm gripping Peter’s chest before Doc Ock managed to catch it. 

Peter strained against the machine’s grip.

“You fool. You honestly thought that desperation would serve you?”

“Not really…” Peter winced, “But a sacrifice is a good way to get a checkmate…” 

The look of horror returned to Otto. 

“No! Don’t!!!”

Peter couldn’t get the cable to the arm. But just by flexing his wrist, Peter could connect the exposed wire to his own chest. 

It felt like a thousand needles grabbing and stabbing him and ripping him apart all at once. Peter could even hear the sound he made as he screamed. 

But he knew it’d work. 

He’d been blasted by Electro before, he knew that he had a higher tolerance for electricity than most people, and he knew that his body would conduct the current right back into Otto’s arms. 

All he had to do was hope that he woke up before Otto did. 

****************************

“You’re gonna take the job, right?” Felicia said, putting down her menu. “I swear, I’ll never forgive you if you don’t take this job.”

“Felicia…” Peter rubbed his forehead.

MJ cleared her throat.

“It…does seem like everything you’ve ever wanted, Tiger…”

Everything he ever wanted…

What did he want?

That was a hard question. When he was in highschool, he didn’t want much of anything. So much of his life was instead consumed by the things he didn’t and couldn’t have. And then…

For the last twelve years, his life had just been about the mask. He took opportunities that were given to him, sure. But in the end, there wasn’t so much of a consideration for what he really wanted to do with his life. He was Spider-Man. And being Spider-Man meant that so much of his life had to be about Spider-Man. 

So… now what did he want?

Peter got really quiet. 

“Hey—“ He finally said, “How come there aren’t any prices on the menu.”

Felicia rolled her eyes. 

“The idea is that if you have to ask how much the dish is, you can’t really afford it.” She blew a loose hair out of her eyes, “But I’m buying, so neither of you need to worry about that. Don’t change the subject.”

“I’m not changing the subject.”

“Yes, you are.” Felicia reached across the table and put a hand on his. “Look, Pete, I don’t want to talk you into something that’s not right for you, but I really don’t see any downsides to this one.”

“I…don’t know if you could understand.” Pete finally said.

“Explain it to us then, Tiger.” MJ put her hand on his as well. Bold gesture for a public place, but Felicia had managed a relatively private table. “Or try to, at least.”

“I don’t…” 

Why did he feel so apprehensive? It certainly wasn’t because he was worried about letting down those kids at Midtown. That was always on his mind, but the truth was he was already letting them down. Spider-Man was eating away the time he needed to give to them. Was he so arrogant to think that half a Peter Parker was worth more than the entirety of someone else?

No. He had to be honest with them. With himself. 

It was about Otto. It was about Norman. And, of course, it was about Gwen. 

It always seemed to come back to Gwen. 

“Look…Felicia, I don’t know if I ever told you this…and MJ, I know we haven’t ever really talked about it directly, but…” Peter looked a little past Felicia. “About a half a year before we met, a supervillain named the Green Goblin found out who I was. He had managed to figure out how my Spider-Sense worked and drugged me during one of our fights. I didn’t…I didn’t notice that he followed me home, and…”

Felicia couldn’t breathe. She knew the story, but hearing the pain in Peter’s voice hurt like a sucker punch to the gut. MJ squeezed his hand a little tighter. 

“He uh…put me in a position where I had to save a bunch of kids, or my girlfriend Gwen. I tried to do both and…” He looked away from them both. “Gwen didn’t make it. But…she didn’t make it because…I accidentally…”

He couldn’t finish the thought. He didn’t have to.

“Because? ” Felicia was surprised by the anger in her own voice. “Are you serious?”

“Felicia…” MJ pleaded.

Felicia shook her head. 

“No. That’s not okay. Peter you have to be the only person in the world who’d put that responsibility on your own shoulders. That creep killed her. He knew you couldn’t do both, but god-dammit you tried. That’s more than I would have done. You have no right to hold yourself accountable for that. No right.”

Peter didn’t flinch like she thought he would. He just nodded. 

“I know. And I know Gwen wouldn’t have blamed me either. And I know that a lot of those kids had families that would have felt their lost even more than I did.” He smiled a little softly. “I think Gwen would have approved of me trying for both. It was the best I could do for her, and I think…I think she would have done the same thing if our roles were reversed.” 

Peter shook his head, and all of Felicia’s anger vanished. She realized she was standing, and sat herself back down. 

“I’m…sorry Pete I just—“

“I know, Felicia, really. I know.” He said. “I gave up being Spider-Man for a while after that. Focused on building Peter Parker's life back up. I thought that Spider-Man was too dangerous to the people I cared about, and that my responsibility had changed. That’s when Dr. Octavius and Dr. Connors reached out to me. I interned with them for a while. We were trying to make sensory prosthetics, give people who’d lost their limbs a chance to hold their kids or feel someone’s hand in theirs again. Dr. Connors had lost his arm during his time in the military, and…Dr. Octavius…he just really wanted to help.”

“We started working on this….memory alloy. It could shape and change and was directed by signals from the nervous system. Otto came up with the idea, but Dr. Connors and I built the device. Otto…volunteered to test it and it…it did something when we turned it on. It changed him. He started lashing out, hurting people—he broke Dr. Connor’s wife’s hand when she tried to help us get it off him. I had to put the suit back on to finally stop him, and it nearly killed me.”

“That was just over a month before we met…” Felicia mused. “I remember seeing you fight him on the news. I didn’t realize you were so…”

“Whatever I was, it taught me a lesson. Peter Park had a responsibility too, and I wasn’t safe just because I didn’t put on the mask. You helped me find fun in being Spider-Man again, Felicia. And when MJ and I got back together, she helped me find the grace in being Peter again.”

Peter put up his hands. 

“I hope you can see why this whole thing might be fucking with me a little bit. That’s the long and short of it, but…there’s one more thing I haven’t told either of you about all this.”

Felicia looked to MJ; the redhead looked equally surprised. 

“I swore that I wouldn’t tell anyone, because it…it’s affected me more than I wanted too. Most days I wish I didn’t know, but…The Green Goblin…was Harry’s dad.”

MJ dropped her fork.

Felicia couldn’t believe her eyes. Mary Jane was shaking. 

“You… Norman…?”

Peter frowned. “I’ve been…I haven’t been able to look at Harry the same way since. Every day we get older and he looks more and more like his dad. I just…it’s…it’s really hard. When I fought Norman, after Gwen…it was at Norman’s penthouse. Norman had taken Harry hostage and was…he was threatening to kill him to hurt me. I don’t…I don’t know how much of Norman was even still there at that point, but…by the time it was over, Norman didn’t make it.”

Mary Jane was still shaking. 

“You never told me any of this…you didn’t…” She couldn’t finish the implication. Peter understood.

“No. At least, I don’t think so. I think about that night a lot, but it’s a jumble. I’m pretty sure Norman’s death was an accident. Harry saw the whole thing and he made me—made Spider-Man— promise not to tell anyone. And…like I said, it…knowing changed how I look at him. I wasn’t sure if it would be right to tell you.”

Felicia’s brow furrowed. “So…why tell her now?”

“Because…it feels right? Like it felt right to hide it before.” 

MJ nodded. “No, I…I actually understand. I wish you had told me, but…I get why you didn’t.”

Peter took a big drink of his water. 

“So…there’s that. I keep seeing these…shadows of the past in this job. And I think those shadows scared me.”

Dinner finally arrived. Felicia had stealthily ordered for them. Sweet of her, she must not have wanted to interrupt him. 

“So…you know what to do now, right?” Felicia crossed her arms. “Now that you’ve said it all out loud?”

Peter blinked at her, then laughed softly. 

“Yeah…I think so. I think I’m going to take the job. I need to face this. And…I’m already not giving teaching the attention it deserves.” 

Felicia grabbed her glass of champagne. 

“Okay. Then tonight’s a night of mourning the past, and celebrating the future. Either way, I’m getting champagne drunk, and one of you is going to be pulling my hair by the time the sun’s up.”

MJ laughed. “Sad talks get you horny, huh?”

Felicia downed her drink. “When I’m sad I like to get laid, when I’m happy I like to lay someone else, and when I’m dressed up nice for an fancy expensive resteraunt I like to fuck in the fancy expensive restaurant’s restroom.”

“So…yes then?” MJ hummed.

“More or less. You’d be surprised; the places I’ve been kicked out of.”

“For getting freaky in the bathroom?”

“No, for stealing their silverware.” 

Peter laughed. And just like that, he was having fun again. 

 And the food did look really good. Felicia liked to order for him, and he always seemed to enjoy what she ordered. Maybe that was supposed to emasculate him, but he was an emasculated man with a very good dinner. Seemed like a pretty easy trade, really.

“So…” MJ finally said, “You never actually told me about your powers, Felicia. Do you have any powers?”

Felicia nodded, mouth full of steak. 

“Mhm. Shupershoder.” She mumbled.

“What?”

“Super Soldier.” Pete clarified, “Felicia’s sort of a ‘Captain America’ Mark II.”

Mary Jane nearly dropped her lobster.

“You’re kidding.”

Felicia shook her head. “Bona-fide, Red. My dad was a cat burglar too. He ended up getting involved with some bad people who wanted him to steal someone’s attempt to recreate the star spangled hero. He couldn’t get the serum, but he got the formula, and the next day the guy he stole it from was dead, and all his notes destroyed.” 

“Jesus.”

“Yeah. Dad had the last copy, and the guys who hired him hired the Chameleon to make sure he delivered. Dad got double crossed and…well…they made him make the serum and test it on me to make sure he didn’t sabotage it.”

Peter nodded. “Felicia got loose, and she was the only one who made it out.” 

“Oh…Felicia, I'm sorry.”

“It’s an old wound. Anyways, I was feeling pretty powerless, despite the superpowers, and stealing gave me some sense of control. Not to mention, I’d only found out that my dad was the original Black Cat a couple of weeks before. I felt I needed to be closer to him, now that he was gone. I had about four months of unhindered fun before Peter caught me the first time.”

“And what a happy memory that was. You kicked me in the shin.”

“Sorry about that sweetheart. I made up for it didn’t I…?”

MJ nodded. “Okay, so…lemme ask this then girlie: You’re generous when you're happy, and you want it rough when you’re sad, so which are you feeling now? Happy or sad?”

“You excluded option three on purpose.”

“Correct.”

“Pity.” Felicia bit her lip, pretending to be in deep concentration. “I might be feeling happy and sad. I guess that means one of you is gonna have to pull my hair, the other’s gonna be my bitch. Never tired topping and bottoming at the same time. It’s gonna be so weird.” 

******************************

“Yeah I have no idea how we’re gonna pull this off, Felicia.”

Peter had his shirt off, and Felicia was almost naked. She had opted to put her mask on, and flopped down as gracefully as she could on the bed between Mary Jane and Peter. 

“No no, I think this is gonna work. I think I can make this work.” 

MJ raised an eyebrow at the bombshell they had brought back home.

“Y’know, it just occurred to me that we didn’t actually manage to talk about the ground rules for this thing we have.”

“Rules tomorrow.” Felicia pouted, “Playtime now.”

“Playtime in a minute, Felicia.” MJ affirmed. “If you’re going where I think you’re going here, then one of us is probably going to have to be mean to one of the others tonight. Now, I liked it when you did that to me the other day, but we need to talk about it before we do anything further.”

“Mhm. Consent is sexy. I consent, sexy.” 

“Hm.” MJ looked up at Peter. “Get the web shooters.”

Felicia felt her heart rate quicken. 

“Listen, girlie.” MJ said, crossing her arms. “Here are my rules: If we’re gonna sleep together from now on, we need a safeword. Something we can use in or out of the bedroom in case we start to get uncomfortable with some part of all this. Groovy?”

“Groovy.” Felicia mimicked

“And tomorrow night, after Peter is back from Harry’s lab, we’re all talking about this in detail.”

“What happened to low commitment?” Felicia frowned. 

“Low commitment stays, but we’re not gonna fly blind. I mean, we haven’t even really talked to Peter about all this.”

“I sucked his cock. That’s kind of the same thing.”

“Felicia.”

“Alright, alright fine. Deal. Plow me tonight, and I’ll be a good girl tomorrow.”

Peter returned from the closet, slipping the web shooters onto his wrists.

“Do we have a safe word in mind? I have a lot of supervillain names to choose from.”

“Vulture? That’d bring me out.” Felicia mused.

“Mysterio!” Peter laughed, “Master of the Mystic Arts!”

“Sandman. Irritating.” Felicia nodded.

“Oh god, there are two of them.” MJ pinched the bring of her nose. “What about ‘Wheatcake’?”

“Yes!” Felicia sat up quickly, “That’s it!” 

Peter shrugged. “Works for me.”

Felicia rolled over onto her stomach and playfully kicked her legs back and forth behind her. 

“Why, Red. You gonna try to be mean to me again…?”

“Nope. Other way around actually.”

Felicia grinned with a raised eyebrow. 

“Color me intrigued.”

“Well you said you want to lay and get laid right? I was thinking you could give me the kind of treatment you’re talking about, and Peter can be as rough with you as you both like.”

Felicia purred. “You sure about that Red? I might say or do something really slutty.”

MJ tried to hide her own fluster. “That’s what the safeword is for, right? If you actually do something that makes me uncomfortable…”

“Oh what freedom you have given me honey.” Felicia hummed to Peter behind her. “Spider, dear, in my bag, I brought a bottle of lube I was planning on stashing somewhere here. Mind grabbing it for me?”

“Oh?” MJ said, “…Oh!”

“Mhm.”

“Is that…does that work for you?”

“Like you wouldn’t believe hot stuff.”

MJ looked up at Peter, while he dug through Felicia’s bag. 

“How come you never ask me to try it?”

He poked his head up. 

“Anal? You never indicated you were interested in it.”

“I might have if I knew you liked it.”

Peter shook his head as he passed Felicia the bottle. 

“No, it’s…not like that for me. I mean, I like it, but I don’t really like it if my partner doesn’t like it, if that makes sense. It’s not worth asking for, always worth accepting.”

“Huh. I see. And how long until she offered?” MJ tilted her head to the side.

“Second date.” Felicia was already warming herself up. The lube was cold enough it made her shiver. “Or at least, that’s around when I first offered. Wanna recreate the moment for her Spider?”

“If we did that, you’d be going home unlaid and empty handed.” He said.

“Okay, do you wanna fuck up some history then.”

“Sure.” Peter shrugged. He looked up to MJ. “Uh…I’m probably gonna get pretty rough with Cat—I mean, Felicia. It doesn’t mean that I don’t—“

MJ scoffed. “Relax, Tiger. Different reasons, different seasons. I’m curious to see how different you look.”

“ So hot.” Felicia had already lifted her ass and pressed her face into the sheet for him. “ Looks like you caught me Spider…Think I can convince you to let me go? I’ll be a very good girl for you…I’m soooooooooo desperate…I’m just misunderstood…”

Peter rolled his eyes as Felicia swayed her hips from side to side in front of him.

Then—he spanked her. Felicia gasped. So did MJ. 

“Oh…you don’t need to be like that Spider…I owe you for wasting so much of your time tonight…Think of how many old ladies you could have helped across the street if you hadn’t had to chase me…”

Peter spanked her again, and instinctively, Felicia reached down to touch herself. 

Before she could though, there was a thwip, and her hands were bound at her sides.

“Oh. Oh wow.” MJ breathed. 

“Oh, please, Spider, I’ll do anything. You want me? You can have me. Just fuck me right here.” She arched her back and threw her head back, green eyes looking through her platinum hair. “ You can even fuck my ass if you want…”

Peter didn’t say anything. He didn’t have any quips or clever comebacks. Instead, he put two fingers inside her dripping pussy and lined himself up behind her. 

MJ was prepared to see Pete differently, sure. But even at his sexiest with her, he was never silent. At first, Mary Jane was confused. Was he actually hiding a part of him from her? Why would he feel the need to? MJ had been fucked in some pretty depraved ways and places in her day, she likely could have reached for this if he wanted it. 

But then she saw Felicia’s face, and everything clicked. 

‘I’m probably gonna get pretty rough with Cat—I mean, Felicia. It doesn’t mean that I don’t—‘

It wasn’t about him. This was for her. His own enjoyment was coming from how much this was working for Felicia. 

Suddenly, watching Felicia’s silent scream as he entered into her made Mary Jane far warmer. 

Then Felicia looked up at her. 

“Oh fuck…Hey Spider, I think the Redhead likes watching you fuck me.”

MJ’s hand slid into her jeans. 

“Oh-ff-fuck…” 

Peter was starting to move now. Felicia was keeping intense eye contact with MJ.

“You li ke t ha t R ed?” Felicia moaned. Peter was still playing with her clit as he drove into her. “ Go d he ’s fu cki ng me s o good. You wish he was fucking you like this, slut? ”

The word hit MJ like a razor. For only a second, MJ considered using the safe word, but then, she realized how deeply, intrinsically, destructively, horny it made her. 

Felicia was having a power trip, sure. But she took all the steps to make sure MJ was okay. And like they had agreed, Peter’d die before he hurt either of them. 

No, he trusted them, Felicia was trusting her. MJ decided that she wanted to return the favor as she slid her fingers inside her dripping lips. She was already so so fucking wet.

“Do your worst, bitch.” MJ grinned. 

Felicia got a smile on her face that was far too innocent and sweet for where and how she was getting railed. Peter pushed especially deep and Felicia collapsed. Instead of letting her rest, he gripped a handful of hair and pulled it back to keep Felicia looking at MJ. 

“FUckkk…Oh Fucccuk….” 

Felicia came. She tried very hard to say something sexy for MJ, but all she could manage was a string of obscenities. When she finally managed to recover, her vision got less fuzzy and refocused onto MJ.

“Red…I want you to cum. I want you to cum, please. Cum while you watch your boyfriend fuck my ass, FUCk…!”

MJ had long since worked her way out of her jeans. Her legs were spread and her breathing was heavy. 

“I…want…” MJ squeaked, “I want to see him cum inside you first…!”

Felicia laughed, and threw herself back into Peter’s hips. She had a new target now. 

“Hear…that Spider? Your girlfriend wants you to cum inside your other whore girlfriend's asshole. Think you can…treat me to something—NicCE!” 

Peter pressed his chest against her back, and wrapped a hand around her throat. Felicia grinned and cried out and came in ecstasy as she felt him comply with her request. 

They both collapsed onto the bed. 

When Felicia blinked, MJ was standing over her, licking her own juices from her fingers. 

“Hi~!” Felicia said sleepily, “You’re an angel…the prettiest angel in the whole world. Will you be my girlfriend…?”

MJ smiled and sat down next to her. 

“Sure. Though, I think I’ll have to check with your boyfriend first.” She tapped Peter on the waist. “Hey lover, can I date my girlfriend?”

“Go for it.” He gave her a two finger point. “Sleepy.”

MJ shook her head. “Oh no, you both need a shower. Shower, then sleep. Okay?”

“Mmmm.” Felicia rolled over in the bed defiantly. “If we take a shower now, I’m going to want to fuck him again.”

“Ah. A dilemma then.” MJ kissed Felicia on the forehead. “I’ll make the sacrifice of having to jerk off to you again from the other room. Now go, I’m going to need some serious cuddling tonight.”

“You’re the best MJ.” Peter said.

“Seconded.” Felicia added.

“Yeah yeah, hop to it.”

********************************

“X-Con Security Solutions, how can I—Oh.“ Maxwell looked up from his laptop at the woman who’d just walked into the shop. She was tall, with white flowing hair and an athletic build. “Can I help you?”

“Think so, handsome. I’m looking for Scott? A friend of mine told me he ran this place.”

“Uh…Sure.” Max pulled out his phone and sent a text. “I’m Max by the way. Friends call me Grizzly.” 

“That’s weird.”

“Y-yeah.” Grizzly agreed.

It was only another moment before Scott stepped out, covered in unidentifiable grease.

“Hi, sorry about the grease. It is best not to acknowledge it further.”

“Okay so you’re all weird here.”

“Y-yeah.” Scott agreed. “What can I do for you?”

“My name is Felicia Hardy, I’m looking for a job.”

“Okay, what are your qualifications?”

“I’m the Black Cat. My power set is—“

“You’re hired.” Scott said, nodding pensively.

“What? Really? Just like that?”

“Pfft. Yeah. I mean, you know you’ve robbed me before, right?”

“I did?”

“Kinda. I was working for Hank Pym at the time.”

“Oh. Oh I remember that! That one was really hard to crack.”

“Thanks. I designed it to try to stop myself.”

“Weird.”

“Y-yeah.” Scott agreed.

“But…” Felicia smiled, “I guess I’m going to be doing the same thing around here, huh?”

Chapter Text

Now

~Thwip~

Pete was in a good mood. 

Two months working at Harry’s ‘Think Tank’, and so far? Nobody was dead. 

Honestly, there wasn’t even a hint of an evil monster bent on city destruction coming from the lab. 

Swinging through the city today, Pete was willing to focus on his headphones today. He’d long since built integrated speakers into his mask, and today was one of the days he felt a little like dancing.

Felicia had a new job she was really enjoying, helping to keep burglars out with Ant-Man, and MJ’s modeling was thriving. Hell, for once in his life, Peter was making an income that matched his two partners. It was nice to feel like an actual breadwinner. 

Peter ran across the edge of one of the skyscrapers on his way to work, leaping off the corner of it to throw him out into the city. A group of teenagers at a pool party on one of the roof tops cheered for him as he swung by. 

Today was a good day. It was a really good day. 

Peter was admittedly a little concerned about how Felicia’s inclusion into MJ and his relationship would play out, but honestly, his relationship with MJ had never been better. Felicia was a superhero, which meant she understood some of the parts of the job that MJ didn’t. It made times when she backed him up feel even more important, and times when she put her foot down for MJ extra sobering. And the sex was…

Well. There was very little to say about that. Hard to find words that made it sound as good as it was. Even more exciting, they were experimenting . Felicia had gotten MJ to try some things that she found out she really liked, most of which were things Pete would have never offered unprompted. 

And MJ really had a way of getting Felicia to open up in ways Pete always struggled to. And that wasn’t even counting the positive effect they both had on him.

Life was actually feeling pretty good right now. It’d been a while since a swing felt fun . Felt like more than just the fastest way to get around. 

And to top it all off, by the time he got back to the lab, he was actually early for work. 

“Peter!” Dr Warren called. “Good to see you lad. How was your morning?”

“So far so good, Doc. What’s the plan for today?”

“I’m not sure yet. We’re waiting on Curtis for his itinerary. For now, why don’t you run through the sensory stimulation sim again, do one last check for bugs.”

“You got it!” Peter put on his lab coat and slid a roller chair over to the computer. 

Peter had a tendency to exceed expectations at the lab. Despite being one of the only researchers without a doctorate, Pete was quickly becoming well known at the lab as a super-reliable problem solver—if you had a block, or couldn’t get over a hurdle, you’d call Peter over, and by the end of the day, Pete would have found a solution. 

Not to mention he was fun and personable. Nearly everyone at the office adored and relied on him in equal measure. Any doubt that he was a c ronyism hire had quickly faded away. 

An hour passed. Then two. Pete was running out of things to do when Dr Connors finally arrived. 

“Sorry I’m late, I didn’t sleep very well last night.” 

Doctor Connors indeed didn’t look well. He was tired, and a little sickly. 

“Still, we’ve got a big day ahead of us today!” Dr Connors set himself up in the front of the lab overlooking the eager staff. “Alright, listen up everyone! I just got word that we’ve finally gotten permission from the feds to run the Storm-Richards test on project V.” 

Dr Connors smiled and scratched his neck. 

“Now I know a lot of you are excited to see what’s in the black lab, but I can only grant clearance to three today to work with me and Dr. Warren on the test. If you don’t hear your name, that you’ve got the day and the lab to use for your personal research. Harrow, Smythe, Parker. Sorry everyone else, maybe next time!”

Peter could have done a flip. 

Today he was going to work on the alien. 

Alistair Smythe made his way over to him. Pete hadn’t talked to him much, but he knew he was a genius in bioengineering and robotics. 

“Hey Peter. Nice to finally be able to share a corner of the lab with you.” Alistair said, “It’s strange how segregated the lab divisions can feel sometimes.”

Peter shook his hand. “Y’know, I actually haven’t had much of an issue with that yet? No one seems really too sure what exactly I’m supposed to be good at, so they keep throwing me at the wall and seeing if I stick.”

“Well, looking forward to seeing if you stick here too.” Alistair laughed. “I’ll see you in the black lab.”

*********************

Then

“Gotta hand it to you Tiger—“ MJ said, “This show really isn’t that bad.” 

“Ha! I knew it. You love it.” Peter laughed. 

“I said it wasn’t bad.”

“That’s basically as good as saying it’s your favorite show ever.”

“Hah.”

MJ had only been back from LA for eight months, but every day felt more and more like she’d never left. MJ and him had had a rough history, sure, but she was there for him more than anyone after Gwen passed, and now that Felicia was out of his life for good…?

It was nice to be able to share his evenings with someone.

Not that he blamed Felicia. Her ex-boyfriend was a vampire or something, and they were out in Europe looking for a cure. That all made sense. She didn’t want to leave him attached to her when she wasn’t sure she’d even come back, so she dumped him. Really it was sweet. 

Still hurt though. 

And now, here is MJ. Back in his life for the first time in years. Sitting in his lap and watching Star Trek with him. Things didn’t hurt so bad when they were spending time together. She was a good friend. 

…Though, she was sitting in his lap. And, while Peter always tried to be a gentleman in all things, MJ had a very nice ass. 

And it seemed like— no, he was certain MJ liked to flaunt it around him. It was in her nature, there was no problem with that. Hell, most of the time he liked it. 

Occasionally, though, she was sitting on his lap. And he would rather die than embarrass them both with a hard on. 

The episode came to an end on a cliffhanger, and MJ shouted at the screen.

“No! Come ON. That’s just cruel! They made people wait a YEAR to resolve that?”

“Mhm.”

“The baseball was a nice touch. Pretty badass.”

“Sisko usually is.”

“Wanna do one more?” MJ said with a grin.

“Heh. Yeah, you love it.” 

“Shut up. Gimme the remote, Tiger.” 

MJ shifted in place again, rolling her hips a little. Peter’s self control was good, but it wasn’t that good. It wasn’t long before he was praying to god that she didn’t feel his dick pressing against her. 

Oddly, MJ’s rocking only got more frequent, not less. They’d only gotten to the opening credits when MJ finally said something. 

“Hey…Tiger…?” She seemed almost out of breath.

“Y-yeah?” He was out of breath too. 

“You can put your hands on my hips you know…”

Pretense was gone. She was grinding on him, and he started to grind back. His hands found their way to her waist, and they helped him keep a good rhythm. 

“MJ…are you—”

“—Sure about this?” MJ nodded rapidly. “Pete, I…Would it be okay if I fucked you tonight?”

***********

Now

The black lab had to be locked up when the team was working in there. Any risk that the alien could get loose had to be mitigated—if Harry’s team let the creature loose, it could result in criminal charges for Harry, and the lab's permanent closure. 

“Peter, I’d like you to increase bio-fluid conductivity by ten percent. Keep it slow.” Dr Connors said. 

He was set up in front of the alien's containment cell, with special and sensitive monitoring equipment. If anyone talked too loudly, it could affect the readings, so voices remained hushed. 

“Smythe, if any of the bio-fluid shifts, it should spike in density. Keep an eye on those levels to see if it moves in reaction. Anything notable is worth mentioning.” He continued. “Dr. Harrow, hand me one of the sonic scrubbers.”

Harrow fumbled through a few drawers, looking for the device, while Peter stood by at the conductivity dials. 

“All set doc.” Pete said. 

“Take us up another five percent. Slowly, Peter. If there is any change, stop, and take us back two percent.” Dr. Connors looked away from the cell for the first time. “Dr. Harrow, where is that scrubber?”

“Here! Sorry, I—” Dana Harrow tripped on her way over. It was a little thing, a lace on her shoe had quietly come undone and in her rush she hadn’t noticed. Such a little thing. The clatter of the tech would have ruined the test—worse, it would have broken the sonic scrubber almost certainly. But as Dana fell, Dr. Connors caught her with one hand, and the scrubber with the other.

“Careful Dana!” He whispered. “Watch where you are going!”

“Sorry! I just…I…”

Peter’s heart dropped. The silence in the room suddenly felt unintentional.

Dr Connors looked back to his team. 

“What?!” He hissed. 

Then, he traced their eyes to his arm. 

Both his arms.

“Oh no.” Peter whispered. 

Everyone took a step back. 

“Wait…” Dr Connors pleaded. “It’s not—I don’t know what’s going on. I haven’t relapsed, this should be happening. I—“ 

Suddenly, the good doctor cried out. Scales were rapidly gathering along his neck.

“WhAT…WhaAt is HAppEning to MeE…?” He coughed. 

“Everyone needs to get out of the lab NOW.” Peter called, stepping in between Curtis and Dana. “Doc…focus on my voice, okay…? You’ve gotten through this before, you get through it again. Remember the breathing exercises. Focus on my voice.” 

Pete shot a glance to Dr. Warren. 

“Get the door open, now.”

“Peter, we’re on lockdown here. I’d need Curtis’ keycard alongside my own…” He said, backing away into the corner of the room. “Oh my god…”

Dr. Connors yelled out. It was an inhuman sound—vicious even. Dr Connors had already sprouted half a tail. It lashed out and shattered the monitoring equipment. 

No place to change…Doc is going to lose it any minute now, and there's a lot of people who could get hurt…if I don’t get that keycard as Peter, then I’m going to have to out myself as Spider-Man…

What the hell do I do?

**************

Then

What the hell do I do?

MJ was looking back at him now, batting her big green eyes at him. There was a desperation in them that broke Peter. 

“MJ…is this a good idea?”

She turned on him and pushed her tongue into his mouth in answer. He moaned into her. She grinned in return. 

“Tiger…shut up for a little while, okay? This feels right. Let’s…let’s feel right together …”

He couldn’t bring himself to argue with that. 

This time he kissed her. 

The kisses got hungrier, Mary Jane pushed him down onto her couch and started to tear at the buttons on his shirt. When they didn’t come off fast enough, she just ripped them off. She discarded her own top with the same level of aggression. 

“Peter…” She finally said, mounted on top of him. 

They stayed like that a while, panting and watching each other. 

“I’ve wanted this for so long…” She finally said. “I’ll go out and get Plan B tomorrow, but I want you raw. I want to feel you inside me. I want to feel you cum inside me. Please, Tiger…”

He felt her hands on his belt beneath her, fumbling to undo it.

“Where—where did this come from…?” Peter managed. 

MJ didn’t stop. She needed him inside her. She didn’t want to wait anymore.

“MJ…?”

She lifted herself off him to help take her own shorts off. He was free, and she was pulling her panties to the side in seconds. 

“MJ! Wait—“ Peter grabbed her by the arm. For a moment, she snapped out of it, blinking.

“MJ, what's gotten into you? Look, I’m not— I like this , but…I’m just confused.”

MJ blinked, and smiled at him. She lowered herself to rest on top of him, flesh to flesh, without having him enter her, and leaned forward onto his chest.

“Peter…I think I need to be honest here…this is kind of surprising me too…” She brushed a loose strand of hair out of her face. “I don’t…I haven’t stopped thinking about you since highschool, Peter. Not a day went by that I didn’t imagine your face, or that I didn’t hear your voice telling me about your day. I Don’t…I don’t really know what love is Tiger, but…whatever I’ve got for you, I’ve got it bad. And…”

She leaned down to almost kiss him. 

“And I want to show you what you make me feel like tonight…”

****************

Now

“Doc…I’m going to grab your keycard, okay?”

Peter took a careful step forward. He was already most of the way through his transformation, his tattered lab coat hung gracelessly from scales and ridges. 

How did this happen? Dr Connors hadn’t become the Lizard in over five years, and every day the good doctor feared that the mutagenic formula that lay dormant in him might resurface. Peter knew he had been taking gene suppressants—ones that he wasn’t even supposed to need anymore.

“ Doc…? ”

The Lizard looked back at Peter with a slitted eye. Then, he lunged. 

Peter moved fast, ducking beneath razor sharp claws, and wrapping himself behind the Lizard in a full nelson. 

The truth was, that even Spider-Man wouldn’t be able to hold the Lizard like this for long, and Peter could only count on a few seconds before it would start to raise suspicion. 

“Alistair! Grab his keycard and get the others out!”

Smythe sprinted for the Lizard, and tugged at the Doc’s hanging ID badge. As it came free, Peter felt blood splatter on his face. 

No…!

Peter lost control of one of the Lizard's claws, and Smythe had been sent flying towards the doorway, a massive slice across his spine. 

Dr. Warren took the ID badge from the unmoving Smythe and opened the black lab’s doors, ushering out Dana and himself.

“Go!” Peter shouted, “Lock the door Doc! Seal—“

The door had already closed. Dr. Warren locked him in there without a word. 

“…No, don’t argue with me, it’s okay Dr. Warren, you don’t have to come back for me or anything…” 

Peter grunted as the Lizard got free of his grip, slamming him into the metal flooring and then throwing him back against the glass containment cell. 

Peter felt the case crack and warm bio-fluid wet his back. 

Oh…I am so fired…

Peter struggled back up to his feet. Everyone was out of here now, and that meant Peter could fight. 

~Thwip~

Peter fired two webs at the Lizards arm and mouth, and used the tension to slam him into the ground. He had no counter-formula. There wasn’t time to make one. His best bet was to try to knock the Lizard out so that the lab might be able to secure him.

Too late, Peter felt his spider-sense go off, and the Lizard pulled at his webbing, throwing him across the room and denting the black glass walls of the Black Lab. 

With a roar, the Lizard charged him.

“Time out! Time out!” Pete said, scrambling out of his way with a well timed web pull. 

~CRASH~

The Lizard hit the wall with enough force to tear it in half, and just like that, standing in the florescent lights of the lab, The Lizard was free. 

********

Then

“Are you okay with this Tiger?” MJ said, looking up at him a little sheepishly. She had her hand on him and had lined him up at her entrance. He could feel her dripping, feel the heat from her on his skin

“MJ…I think I love you.” He said in response. “I want to do this with you.”

MJ smiled like he’d just called her the prettiest girl in the world, and lowered  herself onto him in one smooth motion. Peter groaned, MJ growled, and they both started to move. They didn’t need to wait any more. 

MJ’s back arched, she threw her head back as she started to ride him, laughing at the release of it all. 

“Oh fuck, Tiger…” She hummed, “I think I just hit the jackpot.”

“Give it a few minutes…”

“Ha!” 

MJ only seemed to pick up speed. 

“You know how many nights I spent thinking about this? Thinking about you like this? A lot. It was a lot.” She slammed down on him with enough force to send a soft clapping sound through her apartment. “ Fuck, Tiger…I think I love you too…”

She lurched forward to kiss him again, and he met her in turn. Peter bucked himself up into Mary Jane with the same pace and rhythm that she was giving him, and the soft clapping turned ferocious. 

“Pete,” She gasped, “My walls are pretty thin…”

“Should I slow down?”

“No…! No. I just…want to prepare you… oh fuck… for the dirty looks my neighbors are going to give you when you leave…” 

MJ cried out loud as she came. She half sang, half screamed as her whole body was wracked with convulsions. She reached up to try to cover her own mouth, but missed and just ended up burning her hand on her face. She was everywhere at once right now, she was on fire, she was powerful, and she wanted him to feel powerful too. 

When she was able to talk again, she did so looking down at him with the most serious expression she’d ever managed in her life. 

“Pete, I wasn’t kidding about Plan B…don’t stop, please, just keep fucking me until you’re done…”

“MJ are you sure…?”

“YEs! Please, fuck, yes. If you…cum inside me I think I’ll—“ 

“Okay.” Peter said. There was something in her voice that made MJ growl again. One of her neighbors was banging on the wall, but she couldn’t understand what they were saying. She didn’t care. 

Peter grabbed her by the hips and held her steady as he pushed into her with speed. 

“ Ohfuckohfuckohfuckohfcukcuminmecuminmecuminme~!” MJ was getting less and less coherent as Peter approached his own climax. 

“MJ…I’m close…”

“ Pleasepleasepleaseplease….”

Peter pushed himself as deep into her as he could go. He couldn’t help it. It was perfect. The moment was perfect. She was perfect. How could he deny her?

MJ cried out as they came together, as she felt him fill her far more than she had thought possible. She felt how hot his cum was inside her, felt it paint her walls, fill her so much she knew if he pulled out she’d have some spill out. 

She collapsed on top of him, lying comfortably with him still inside her. 

For a while, they just laid like that, listening to each other breathe. His chest was so comfortable…

“Hey…MJ…?” Pete finally said. 

“Yeah Tiger…?”

“Do you want to go out with me next Tuesday night? Y’know. On a date?”

MJ was too exhausted to laugh.

“Tiger, we’ve known each other for almost ten years. We’ve been spending time together as best friends for almost half of that. We don’t need to date.”

“Oh. Okay.” Pete nodded. “So…do…do you want to move in together I guess?”

“Let’s just start with getting through tonight, lover.” 

“Are we…do you want to be my girlfriend?”

“Kinda?” MJ nodded. “Is that…okay?”

“Yes.”

“Groovy.” MJ turned back to the show. “I have no idea what’s happening in this episode.”

“Yeah…”

“We should restart it.”

“I knew you loved it!”

“Shhh. Don’t spoil the moment, hot stuff. At least wait until your dick is out of me.”

“…We could go again. Save the trouble of having to rewind…”

MJ looked at Peter with a surprised grin.

“Oh I’m going to be straight up evicted tonight…”

**************

Now

The Lizard roared, and threw itself down the labs hallways, crashing into the walls and leaving debris everywhere in its wake. So long as he was in the building, he’d be easy to track,but as soon as he made it to the streets…

Peter didn’t want to think about that. 

As he tried to make his way out of the black lab, Dr Warren rushed in.

“Peter! You’re alive!” 

Don’t look so shocked, Doc.

“I’m okay, just check on Alistair. He’s hurt really badly.”

“You’re hurt too…You’re bleeding.”

“I’m okay. We need to try to lock down the lab and get everyone out!”

Dr Warren looked around at the mess that was the black lab. Suddenly, his posture shifted, and he pulled a handkerchief from his pocket. 

“I’ll take care of it. See if you can get a hold of Harry.” Dr Warren stepped forward and wiped away some of the blood on Peter’s cut forehead. “He’ll know what to do. And be careful.”

“I’ll do my best, Doc.” Peter said, dashing from the room.

*********

“Please! Curtis, it’s me!” Dr. Carolyn Trainer cried out, “ For god's sake, Curt, don’t hurt me!!!”

She’d known the Connors for years. She had supported him when Otto went mad. She had babysat for him and his wife. She’d played with their son Billy and put him to bed. 

Dr. Connors had specifically requested she be here. Now, he was about to murder her. 

“Hey!” A voice called out, and a small chunk of concrete slammed into the side of Lizard’s head. “Is it true that all dinosaurs have brains the size of walnuts, or is it just you?”

The Lizard turned its glare on a familiar sight, clung to the ceiling behind him.

“Spider-Man…?” Carolyn whispered.

“Ma’am, he’s about to lunge at me. As soon as he gets his hands on me, run. Help whoever you can get to the evac zones. Okay?”

“O-okay…What if—”

She didn’t have time to finish the thought. The Lizard was on Spider-Man faster than she could fully process, and between the bites and kicks and hisses coming from their struggle, Carolyn did as she was told, and ran. 

“Doc!” Peter called, kicking the Lizard in the chest as hard as he could. “I know you’re in there! You have to fight it, Curt! ” 

The Lizard roared in response. Peter felt a bolt of pain shoot through him as the Lizard threw him through a wall and into a collection of lab equipment. It was hard to refocus, but Peter still braced for another attack that never came. 

Where’d he go?

The Lizard was gone. Peter searched everywhere in the lab he could think of, but the Lizard was gone. 

A cornered animal lashes out, but only so it can get away. Damnit.

Peter made his way out into the street. The Lizard could have made his way far out into the sewers by now. It’d take weeks to track him down and get him help. 

Not to mention, this was going to have massive consequences for Harry. He’d have to fire Curt, even if Peter was able to get him back home safely, and Oscorp’s board were going to shit themselves when they heard about it.

It was official: Peter was no longer in a good mood. 

*********

Twenty minutes earlier

“I’ll do my best, Doc.” Peter said, dashing from the room.

Miles Warren was left alone in the black lab. 

Things had not gone exactly according to plan. 

Dosing Dr. Connors coffee with mutagen had the desired effect, of course, but the transformation's timing was both extremely convenient, and exceptionally dangerous. The lab was in lockdown, there was chaos, and there was a breach in the black lab. Circumstances could not be better to steal Project V. 

Not to mention the added bonus…

Dr. Warren smiled to himself as he stepped over to a strand of webbing Peter had left behind. 

There were only two people in the room when Miles had left it—Smythe, and Parker. Smythe was lying bleeding in the corner, and Parker had survived somehow. While the conclusion seemed obvious, Miles was a man of science. 

He opened one of the black labs' few undamaged drawers and pulled out a small sterile package, and placed his handkerchief inside it. Tests would be run, and then he would know for certain that Peter Parker was Spider-Man.

That could wait, however. Now, he had to make sure Smythe didn’t survive, and get Project V out of the lab. Roxxon was offering him the world for a sample of the life form, and he intended to collect. 

However, when Miles Warren turned to face the containment cell, his blood ran cold. The cell had been cracked, and was leaking bio-fluid onto the floor—

And Project V was gone.

Chapter Text

Then

“Wilson, I’ve told you once, that Kingpin or not , you wont be able to bully me like you can all the others.” 

Norman Osborn was many things. He’d been accused of being cruel, vindictive, greedy, treacherous, evil. 

But no one ever accused Norman of being patient.

“You’ve already got your fingers so far in the mud that I don’t like the things that it can do to your career.” Wilson Fisk smiled on the other side of the phone line. ”I could bury you with the things I know Norman—the projects you’ve had your name attached to alone could sink a saint.”

Norman laughed. “I’m not scared of you. You’re king of your domain, but I’ve never been beneath you. I’m king of my own realm, and if you want a fight, Wilson, then you’ll have a war on your hands— not an execution.”

“We’ll have to wait and see, wont we?” Fisk sighed.  “I’ve always respected your confidence, Norman. When I needed someone to pull some strings in the corporate world, there has been no better friend to me than you.”

Something about the way that Fisk spoke unnerved Norman. There were only two people on earth who could effectively threaten him, and Fisk was unfortunately one of them. 

“But Norman, don’t let your ego sour our relationship. Give me what I want, and I’ll see to it that your son stays protected…”

“Ha! You’re threatening my son, Wilson? Is that what good friends we are? Do your worst. What more could you do to the boy? He’s already spineless, he’s got no ambitions or talents, you killing him would be a mercy…!”

Fisk grew quiet. The bluff worked. If only for a moment, Norman had managed to instill doubt in Wilson about how effective a target Harry would be. 

Thank god.

Norman was disappointed in his son. Harry was spineless, and lacked real ambition or talent. The boy had already been in and out of rehab, and for what? What on this Earth did Harry want for? What did he lack?

But Norman still loved his son. And he’d do anything to protect him. 

For Harry, Norman Osborn would spill blood. 

“Dad…?” Harry murmured. 

Norman looked up from his desk with wide eyes. Harry had woken up, and stumbled into his office, probably following the sounds of Norman's argument. 

Now he was looking at Norman with those eyes, those damned eyes. On the verge of tears, so full of hurt. Norman was suddenly face to face with the boy who’d just been told his mother hadn’t survived her car accident. He was face to face with the boy who’d nearly overdosed, and the only thing he’d been able to repeat to the paramedics was ‘don’t tell my dad.’

Those damned eyes. His mother’s eyes.

Harry fled from the room, and before Norman could think not to, he called out. 

“Son, wait—!” 

Norman cursed himself. He could almost feel Wilson's smile creep onto his fat face. 

“It would seem…that Norman Osborn is not above the vices of care after all.” He laughed. “I want you to present a working formula in two weeks. If you have anything less, then I’ll make sure you know exactly what kind of pain you put your son through by refusing me.”

“Fisk, how dare you—“

“Goodbye, Norman.”

The line went dead, and Norman Osborn shattered his phone on the floor.

*********************

Now

It’d been hours now. 

Pete had checked every one of the Lizard’s old haunts, and found nothing. It had started to rain, and now Peter was wet, and exhausted, and probably fired, and Dr. Connors was loose in the city. Again.

It was hard for it not to feel like it was his fault somehow. 

Peter replayed the moments of the day again and again. Now, the signs were obvious—Dr. Connor’s weariness, his persistent itch, even the way he carried himself. Peter had seen it all before, and today, he chose not to. 

He let his guard down, and people got hurt. People like Smythe.

Peter stopped on the steeple of a cathedral on his way. 

First, he called Martha. She needed to know what had happened. Their son Billy was ten when his dad first became the Lizard. He had to be close to nineteen now.

“Peter? How are you? I haven’t heard from you in so long!”

“Hi Dr. Connors…”

“Peter, I keep telling you, call me Martha, please.”

“Sorry, uh…there was…”

How the hell was he supposed to say it? 

“Oh no. No…” She already knew. “Is…is everyone alright?”

“A couple of people were hurt…” Peter winced. How could he have let this happen? 

“And…and Curt…?” 

“I don’t know. I was in the lab when it happened, but I think Spider-Man is already out looking for him.”

“Spider-Man? How did he find out so fast?”

“I’m not sure, but I heard he already saved someone at the lab.”

“God…this is… this is a nightmare, Pete…” She was on the verge of tears. “Please let me know if you hear anything else. God…what do I tell Billy?” 

The calls couldn’t get harder than that. But next was Harry, and Peter wasn’t looking forward to that any more than the last one. 

“Pete? Oh my god, finally! No one at the lab has seen you, I was so worried!”

“Hey Harry, I’m okay. I uh…I’m in the sewer.” He lied. Peter had been in the sewer, and for once, it made sense for Peter Parker to be somewhere Spider-Man was. “I thought I might be able to…I don’t know…figure out what went wrong. Harry, he’s been really careful before, when we worked together with Otto, he had all kinds of safeguards in place to make sure that—“

“Look, Peter, I appreciate what you’re trying to say, but don’t right now. Connors isn’t my priority here, you are, so get your ass away from anywhere he might be, okay? I need you to stay safe.”

“ Harry…the lab…”

The pause that came from Harry’s side of the call did very little to comfort Peter.

“…We’ll figure something out, okay? Just…go home, I’ll call you as soon as I can, okay?”

“Okay…” Peter hesitated a moment. “Harry, Dr. Connors has a flash drive with a counter serum in his desk—he always keeps one in his desk—maybe…”

“We already checked Pete, there was no flash drive. The police think that this could be an intentional relapse.” 

“What, like…he did this to himself?”

“I don’t know Pete. Maybe we…inspired him to start playing with the formula again. I know better than most how easy it is to…slip back into justification.” Harry paused, “Look, go home, okay? Kiss MJ. I’ll call you as soon as I’m done putting out fires.”

“Is there anything I can do to help? Maybe you can say it was my fault, that I messed something up, and the lab—“ 

“—Will sink or swim regardless of whether or not you go down with it, okay? Go home.”

“…Okay…” 

Last call. This one was important. 

“Hey, MJ…something happened at the lab today…”

*********************

Then

“Norman, you’re insane, you can’t be serious.”

“Mendel, I swear to god, if you don’t shut up, and prepare the chamber, I’ll skin you alive.” 

Mendel Stromm had finally done it. 

When he was a boy, he’d heard his grandfather tell him stories of serving alongside Captain America. He was there the day that Captain Rodgers punched Hitler in the face. He’d been obsessed with the idea of superheroes, man made gods and titans, and tangible myths beyond reason or meaning. 

He spent much of his childhood dawning a trash can shield and fighting bullies in his street, often the sickly boy would end up beaten in the gutter. But he would always come home to his grandfather’s stories. 

His grandfather passed away the same day he earned his doctorate in biochemical engineering. Mendel had written his thesis on the theoretical applications of a re-discovered super soldier serum, and now that he was a doctor of medical science, he would dedicate the rest of his life to uncovering the formula that gave Captain Rodgers freedom from his meek body—that created a hero. 

Years passed. Decades. Attempt after failed attempt had not left Mendel Stromm discouraged, no, to the contrary, from each failure he felt closer to his hero, closer to cracking the mystery. 

And then, Norman Osborn found him. 

No other lab would hire Mendel, his obsession was determined to be pointless, but now, Norman Osborn offered to hire him, provide unlimited resources, and his own lab on one, singular condition. 

Only Norman would be allowed to know about any of it. 

A month ago, Mendel had a breakthrough, an epiphany in the formula’s construction that let all other pieces fall into place. Three weeks ago, the animal tests had been an outstanding success, but had left some unfortunate behavioral changes in the subjects. 

Two weeks ago, Norman called. He said that the conditions of the deal had changed, and now that Mendel was close, he had two weeks to present Norman with a working serum. 

“Why so soon? Norman, these things take years of testing to—“

Norman had told Mendel that it was his own fault that the terms had changed. That somehow, someone had found out about the serum and was pressuring him to complete it. 

“That’s impossible Norman…”

Norman told him to make it possible. If he didn’t, Norman promised to destroy all his research, and insure that no other lab in the world would hire him again. 

So Mendel got to work. 

A week ago, Norman started to work as his lab assistant. 

Norman Osborn, the King of New York, billionaire, egomaniac, monster— was working humbly as his lab assistant. 

Maybe humbly wasn’t the right word. He supervised, ensured that Mendel couldn’t hide his work, or run away with his research. He ensured that Mendel took no breaks, and that corners were cut in places that only the ethics board would care about. 

Yesterday, while Norman was out at a baseball game with his son, Mendel called him and said he’d done it. He had a version of the Serum that was ready for human trials. 

Yesterday was the only time Norman had ever told him “Not now.” He said he was out with his son. 

Today, Norman arrived, and started taking off his coat, and unbuttoning his shirt.

“What are you doing?”

“You said it was ready for human trials.” Norman said flatly. 

“Ready, sure, but…Norman we’ve never tested this stuff on anything larger than a rat before. We have no idea what it could do to you, we’d need a full staff and-and-and days or weeks of preparation and checks.”

“You have twenty minutes. If it kills me, then it’ll be your head.” 

For a moment, Mendel wondered why Norman had volunteered himself, instead of forcing Mendel to be the test subject, but he decided it was best to leave sleeping dogs lie on that front. 

“Norman, you’re insane, you can’t be serious.”

“Mendel, I swear to god, if you don’t shut up, and prepare the chamber, I’ll skin you alive.” Norman yanked his tie free of his neck. 

Mendel Stromm had finally done it. His life’s work was about to be tested, and Norman Osborn, his savior, his patron, his mentor, his captor, had volunteered to be its first test subject. 

The original super soldier serum had been an injection, followed by an intense few moments in a pressurized chamber.

Stromm had revised the method of introduction to instead be a released gas inside a specialized chamber. The idea was that the gas would be able to be introduced to the system far more evenly, and potentially take effect even faster, while straining the body less if absorbed through the skin and inhaled into the lungs. It also made it so that, by Norman’s own request, no one would be able to steal the formula without also knowing how to construct the chamber used to administer it. 

Norman stepped into the chamber, and took a deep breath. 

“Are you ready Norman?” Mendel called from the control panel.

“Quit wasting my time and do it already, Mendel.”

With held breath, Mendel activated the machine. Sickly green gas poured out from the ceiling, tumbling down in thick clouds. 

Norman’s vitals fluctuated. They bounced. Mendel watched as Norman’s head spun, as he collapsed to his knees.

“Norman?” Mendel croaked.

“I’m fine. Just…just a little light headed.” 

A minute passed. Then two. Finally, Norman’s heart rate stabilized, and the gas stopped flowing. Already, Mendel could see the difference. Norman’s muscle mass had increased significantly, his breathing was steadier, every one of his vitals read with bright and clear enthusiasm. 

Mendel Stromm had done it. 

Norman exited the chamber and walked calmly over to Mendel. 

“It…it worked!” Mental gasped, grinning. “We did it!”

“Yes, Mendel, we did. Congratulations.” Norman extended his hand to shake Mendels.

“How do you feel?”

“ Clear. I feel like I’ve never felt more… clear in my life.”

“May I ask, do you think whoever was pressuring you for this will be satisfied with it?” 

Norman cocked his head. 

“What do you mean?”

“The…you said that someone had a deadline for you tomorrow! You threatened my work, my career to meet it!”

“Ah. Mendel, you misunderstand. I was never going to give the formula to Fisk.”

“F-Fisk? The construction mogul?”

“And New York’s predominant crime boss, yes. It’s a very well kept secret.”

Mendel suddenly felt like he shouldn’t be hearing any of this, but Norman continued. 

“You see, he was threatening my family, Mendel. He was going to hurt my son, Harry.” Norman took a step toward Mendel. The smile on his face suddenly felt unnatural. “Mendel, I refuse to lose. I won't let Fisk make a fool of me. I won’t let him take Harry. I won’t let him get his hands on this formula. And now…”

Norman took a deep, freeing breath of air. 

“Now, I have the power to keep it.”

“Well…” Mendel swallowed, “You—you have my word that I won't share it with anyone. You know that right, Norman? This formula stays between us…” 

Norman cocked his head to the side, and grinned. 

“Of course, Mendel. Of course I know that. I wouldn’t want it any other way.”

He moved faster than Mendel could react. Fingers around his throat, a sick, twisted grin in his eyes. Mendel felt his feet leave the floor as Norman lifted him more than a foot off the ground. 

“Effortless..” Norman cooed. “It feels effortless, Mendel.” 

Mendel gasped for air as he felt Norman's fingers tighten, as he felt his windpipe start to crack. 

“ Excellent work.”

Norman squeezed as tight as he could. Mendel Stromm had done it. 

He hoped his grandfather would have been proud.

*********************

Now

Peter was sopping wet when he got home. Normally, Peter’s suit would keep the rain out for long periods of time, but on days like this, he always seemed to wind up soaked regardless. 

“Oh… Tiger…” MJ hugged him regardless. “I’m so sorry.” 

He’d already pulled his mask off, and her lips were on his. 

“Why don’t you get changed? put your suit in the hamper in the bedroom, and I’ll make you something warm to drink.”

Peter shook his head. 

“I have to go back out there. If we don’t find Dr. Connors…”

“Peter, you’re exhausted! What more can you do tonight?”

“I don’t know, but I can’t just…”

Suddenly, there was a tap at the window Peter can just climbed in through. 

It was Felicia, fully tricked out in her Black Cat gear. She must have traveled here by rooftop herself.

MJ opened the window for her. 

“Jesus,” Felicia shivered, dripping wet hair hanging heavily on her head. “It’s freezing out there.” 

“Felicia?” Peter asked. “What are you doing here?”

“MJ called me. I came as soon as I could.”

Peter frowned like he wasn’t sure if that answered his question or not.

“What are you still doing in your tights?

“I—“

“Peter wants to go back out again.” MJ interrupted.

“What? Why?”

“Hey, listen, I’m not going to be able to rest anyway until I know where the Doc is, okay? I’ll just change into my spare suit, and be out again.” Peter said. He was rarely edgy, but Felicia and MJ both recognized the stress in his voice. 

“Yeah. No.” Felicia said, blocking the window. “You’re going to rest. I’ll stay out and look for your missing doctor.”

“That’s out of the question.”

Felicia raised an eyebrow. “What? Why?”

“Felicia, it’s too dangerous. If something happened to you.”

Felicia rolled her eyes. MJ had to marvel at how perfect her make-up looked, even with all the rain. In fact, the wet hair only seemed to accent her sex appeal when paired with her suit. 

Probably not wise to objectify Felicia while her and Peter were having an argument though.

“Christ Spider, I’m not made of class you know.” She leaned back against the window frame. “Look, you’re a better fighter than me, it’s true. I’ll give you that. But I’m a better tracker, and I have contacts in places you’d never dreamed of.”

Felicia crossed her arms.

“Who was it that beat that massive big game hunter, by herself mind you, six months ago, while your ass was bleeding out on the pavement?”

MJ winced, and Felicia noticed. 

MJ has watched that fight. Kraven the Hunter had nearly killed Peter on the evening news a year ago. Felicia had jumped in and saved him on live broadcast. It was a primary reason why she was considered for Mayor Morales’ rehabilitation program. 

Felicia frowned.  “I…Sorry, Red, I didn’t meant to—“

“It’s fine, it’s a part of the life.” MJ said, before turning to Peter. ”But it is a part of the life, Tiger. If you can dish it out, you have to be willing to take it, too.” 

Peter frowned, and looked back to Felicia. For a moment, she was mad at him, but then she realized he was about to cry. 

“Oh.” She said, flatly. “Oh Peter…”

“I just…I don’t want to lose someone else today.” He said, fighting the tears hard. “Not if I could have been there.”

“Look…” Felicia crossed over to him and hugged him. “When I agreed to turn myself in, do you know what I secretly hoped to myself?”

Peter looked away, and Felicia touched his face, pulling it back to look at her. 

“I hoped that maybe if I was going to try to go straight, and do this whole hero thing , that you might want to try and do it as partners. ” She looked back at MJ. “Well, we all ended up partners in a different way, but I still want to be supporting that side of your life too. The hero stuff is really no fun without you.” 

She managed to get him to smile. That made her smile too. 

“I’ll tell you what, let me look for him for you. Stay here, listen to your police scanner, and wait for me to call you. If the cops or I find him first, you’ll know, and I’ll wait to get him until we can get him together. That way you can rest and you don’t have to fight him exhausted. Or alone.” 

Peter frowned again, but MJ knew this frown was different. It was the kind of frown he gave when he didn’t have a good argument against you. He looked to MJ, and she nodded. 

“It’s a smart plan, Tiger.”

Peter looked back to Felicia and sighed. 

“Okay…” 

“Okay?”

“Okay.”

Felicia smiled, and tried to head for the window, but Peter held her in place. 

“Cat, wait—” 

Felicia prepared herself for another rebuttal, but instead, he pulled her in for a warm, full kiss. The kind of kiss that could make a super-soldier weak in the knees. MJ giggled as she watched Felicia’s eyes go wide, and her cheeks flush with fluster.

When Peter broke the kiss, MJ watched Felicia blink once in confusion, trying to remember where she was. 

“Thank you.” He said.

“Well hell, if that’s how you thank me…” Felicia glanced away a little shyly, “I should be nice to you more often…!” 

*****************

Then

It was almost time. 

Norman had been preparing since the night Fisk called him. The plan had formed that evening, and now, Norman was ready to enact it. 

But, Norman had always been a slave to his ambitions. 

From the top of Oscorp Tower, Norman ruled half the world. He had more than a dozen major world leaders on speed dial, many of them owed him favors in fact. His company made more annually than the GNP of most countries on Earth. And yet, all it took was another king to almost bring him down. Norman ruled half the world, and right now, Wilson Fisk owned the other half. The Kingpin of the Underworld had signed his own death warrant, that much was assured, but as Norman gathered the parts for his glider, for the bombs, and the armor, for the mask, Norman's plan only grew more and more ambitious. 

When Fisk was dead, there would be a gap in the power structure of New York. Dozens of crime bosses would rush to try to fill it, to name themselves the new Kingpin of crime—Tombstone, Hammerhead and the Maggia, Alicio Silvermane, and all the others would have to go. And they’d have to go by his hand.

Really, it felt like a puzzle. A fun sort of game to occupy his mind. 

How many could he get away with in one day? In the same hour?  

Yes. Norman was going to have fun. 

As Norman put the final touches onto his new suit, he decided he wanted it to feel… mythical. The last thing his enemies would see would be the face of a demon, a goblin from the depths of hell to drag them down for their sins, and replace them.

Norman put on the mask as soon as it was done. The paint hadn’t even finished drying, it stained his skin. 

He’d never felt more like himself.

*********************************

Now

Peter dreamt that night.

He’d fallen asleep quickly listening to the police scanner for any mention of Connors. Even a hint of Lizard-shaped damage. 

He dreamt first, of Gwen. 

She and him had gone swimming beneath the bridge. For some reason, today, the waters of the Hudson were as clear as Hawaiian shores. Gwen was laughing, and then, her laugh turned into a cackle. The sound of him. 

The Goblin. 

Something pulled Gwen under, and Peter swam after her. 

Down, down, down, he fell into the drink. With each push, every pull, the water got darker, got thicker. The further and further he pushed, the harder it was to see Gwen. 

Could he see her at all now? Where were his hands? How far down was he? Something was pulling at him now, a hundred little tendrils clinging to his skin. 

He knew, somehow, that he was in the suit now, and even still he felt the tendrils through his suit. They pulled at him, lapped at his cheeks, coated his flesh. He tried to call out for help, for Gwen, for Norman, for anyone. 

And as he cried out, something heard him. 

And it wanted him to never have to feel like this

ever

again.

I’m

trying to

help

**************************************

MJ had fallen asleep on the couch. She didn’t want to disturb Peter, as nice as it would be to hold him, right now, he needed the uninterrupted rest. She scoured the internet for any sign of the Lizard, and mentions of social media, anything that could give Peter or Felicia some help looking out.

When she had something that sounded even remotely credible, she texted it to Felicia, and in between checking out leads, Felicia would wing by and follow up on the sightings. 

But after a while, MJ ran out of leads, and all she could do was wait, and listen. 

It was the scanner that woke her up with a start.

“—izard sighting at Central Park Zoo, sending units to check it out. Repeat, possible Lizard sighting at Central Park Zoo.”

MJ jumped to her feet, and turned to go wake Peter, but as she turned around, she was startled by the dark silhouette of Spider-Man already lifting the window to leave.

“Oh, Jesus, you startled me.” MJ gasped. It was so dark in the apartment now, that MJ couldn’t even make out the colors of his costume—only the shape of him and the white of his mask's eyes. 

“Go get ‘im, Tiger.” She smiled at him. 

His eyes narrowed, in a way she didn’t know the lenses of his mask could, and without a word, he flung himself out into the cold night air. 

************************

Peter was hanging upside down. 

From the position he was in, he could see himself reflected in the mirrored skyscraper glass just inches in front of him. 

His suit was different.

Peter angled his face back and forth. The suit was all black, with clean white highlights on his eyes, on the spider insignia, and on the tops of his hands.

How the hell did I get out here?

Peter took the new suit for a swing. 

He probably should have been concerned, probably should have tried to figure out how he got here or what happened, but some part of him knew he was safe. 

No, it was more than that. He felt great. 

Peter couldn’t remember the last time he felt this rested, or had this much energy. He was halfway home when he realized that he wasn’t even wearing his web shooters—the suit was handling his webbing process completely independently—it was responding to his thoughts!

Something very strange had happened last night, but whatever it was, it felt great. He felt more like himself than he had in ages. 

As Peter arrived at his apartment, Felicia and MJ were already waiting for him there. Felicia was dropped along the couch, sporting a small scratch on her cheek, and an ice pack on her head. MJ was sitting with her, and jumped to her feet as he came in through the window. 

“Oh my god! There you are!” MJ said, half relieved, half upset. “Where the hell were you? And what the hell are you wearing?”

“I was out looking for the Lizard.” Peter said

Felicia pulled the ice pack off of her head and eyed MJ carefully. 

“Uh…” She said. “Pete…you and I took down the Lizard hours ago. The police came and took him into custody around one-thirty.” 

Peter blinked. 

“That…that can’t be right?”

The anger vanished off of MJ’s face. 

“Pete, are you feeling alright?” 

“I…think so?” He said. “I’m feeling fine, actually, except for…” 

He cocked his head to the side. 

“I don’t remember anything after I went to bed tonight.” He looked to Felicia, “We really got Dr. Connors?”

Felicia nodded cautiously. “Yeah, sweetheart. They’re going to let his wife try an antiserum tomorrow morning.” She turned to MJ, “I did see him take a pretty bad hit to the head…? It didn’t look bad at the time, but…”

MJ nodded. 

“Peter, maybe you should go and see Reed tomorrow? Have him make sure you’re okay?”

“I…don’t know…I usually heal from these kinds of things pretty fast.”

“Do you often lose memory when you get hit in the head?”

“No, but I get hit in the head a lot.”

“Hm.” Felicia frowned. “Doctor tomorrow then. Sleep tonight?”

“I think he’s supposed to stay awake if it’s a concussion…”

“Guys, guys…” Peter held out both hands to calm his girlfriends, “I’m fine , really. I know this is scary, but I think I might have a theory as to what's going on. Let’s…sleep on it, okay? We’re all tired and could use the rest.”

Felicia sighed. “Alright…but I swear to you Spider, if you don’t wake up tomorrow, I’m going to kill you.” 

“That's fair.” He said, “I’m gonna take a shower, then I’ll go straight to bed. Scout’s honor.” 

Peter disappeared into the bathroom, and MJ glanced at Felicia nervously. 

“He was already wearing that costume when I showed up to back him up with the Lizard too.” Felicia said.

“Did he say anything?”

“Not a word. Not even a bad joke.”

“I don’t like this Felicia.”

“At least it looks good on him.”

“You’re joking? Now?”

“Sorry.”

“You’re just as bad as him sometimes.”

“Guilty.” Felicia frowned again, looking off towards the bathroom as she heard the shower water turn on. “Look, I’m going to stay up tonight. We’ll have him sleep in the middle, and if he tries to get up in the night, I’ll wake you.”

“Are you sure?”

Felicia nodded. 

“What are girlfriends for…?”

**************

Then

“—ombing in upper manhattan today, killing two Oscorp employees and injuring a third.” 

Fisk watched the news report carefully. Osborn’s time was up, and he hadn’t called yet. Fisk was going to give him until two o’clock before he put out the word to kill Norman’s son. 

But, just before noon…

“Witnesses report that the limo was transporting Osborn fortune heir Harry Osborn. While the driver and one of Mr. Osborn’s bodyguards were killed in the blast, witnesses claim that the perpetrator kidnapped the young Osborn, carrying him on on some kind of high tech glider. The police are on the lookout for what was described as a ‘Green Goblin’.”

Wilson turned off the tv.

This was going to complicate things. It seems that Norman made more than one enemy, and with the boy kidnapped, Wilson had suddenly lost his leverage. 

*Tink* *Tink* *Tink*  

Wilson looked over at his windowed view. From that direction, in the 42 floor of Fisk Tower, only the wall crawler could knock so politely like that. 

And yet, when Wilson Fisk looked up, he instead saw the crazed grin of someone new. 

“Hello Wilson…I got an offer for you…”

Chapter Text

Now

Sure. Things about the new suit were weird. 

In the last two weeks, Peter was able to figure out a few things for certain:

First, in some way, maybe not comparable to human thought, the suit could think. Not only could it think, but it could both respond to his own thoughts, reflexes, and actions as well as act independently. More than twice in the last two weeks, the suit lashed out to knock out an attacker that Pete was unaware of. 

Second, building off of that moment, the suit was interfering in some way with his Spider-Sense. Some part of it was acting in a similar way, almost amplifying his senses and doubling his reflexes, but it was distinct from how his Spider-Sense worked. 

Third, Pete hadn’t blacked out with the suit on since the first night that it bonded with him. At Mary Jane’s insistence , every night he came home he had to record a video of himself recounting every step and swing of the day. It was a little annoying to do, but, honestly, it was good to keep a log for scientific documentation. Since that first night, there were no gaps in his memory.

Fourth, the suit was really cool. In some ways, it gave him Reed’s adaptability, able to finely manipulate objects from further away. In other instances, it gave him extra appendages for crowd control, momentum shifting, anchoring, and a number of minor physics based advantages no one would get excited about outside himself. And that wasn’t even counting the physical power boost the suit gave him. Before, Peter would have to put a great deal of focus into lifting a car and carrying it for any real amount of time, but now? 

It wasn’t always easy to get the right leverage on it, but Peter could pick up a car and throw it if he really wanted to. Not that he wanted to. Maybe just a little. If it was a bad guy’s car.

The ultimate conclusion? Peter was pretty sure the suit was here to stay. I mean, sure, black wasn’t really his color, but swinging through the city on nights like these? Maybe it was time for a change. 

Peter stopped on the edge of one of the taller buildings in the area. It was always nice to see the city from up here, and it had been a while since being Spider-Man felt fun. 

In two weeks, Peter had been busy. After the thing with the Lizard, Peter also put away Taskmaster, Hydroman, The Enforcers, Big Wheel, what felt like half of the Serpent Society, and had time to stop by Rykers and make sure Wilson Fisk stayed put. 

The best part was, Pete didn’t even feel tired. With Harry’s lab going through its share of issues, Pete was on ‘temporary administrative leave’. Just another word for ‘not fired yet’ really. 

Poor Harry. He was really excited about this lab, and already it was in trouble. And Peter wasn’t…entirely free of fault. 

No, whether or not he liked the suit, he’d have to part with it before Harry’s lab reopened. The lab needed that contract to keep the alien safe and study it, and if it got out that it was stolen…?

Not…that it was actually stolen. Just…accidentally borrowed. Either way, Peter didn’t see the harm in wearing it until the lab was closer to re-opening. He was helping a lot of people with it, and it felt good to not feel the weight of the world on his shoulders for once. 

And I mean…if the suit was a sentient creature, was it really ethical to keep it locked up in a jar, potentially for years like some kind of space rock? Peter couldn’t imagine appreciating that if he went off to where’ve Captain Marvel was from.

Peter decided it was a moot point anyway. For now, he was on patrol, and feeling good. Maybe it was time for something fun?

*****************

Then

“I’m listening.” Wilson said, leaning back into his chair. “Keep in mind…I don’t particularly respond well to idle threats.”

“Idle threats?” The Green Goblin didn’t step off of his glider, having in place a few feet from the front of Wilson’s desk, “Oh I wouldn’t dream of it Wilson! I’m here to be the best friend you’ve never had…”

It sounded decidedly like a threat when he said it, but Fisk decided he’d let it slide. 

“If you’re here to sell something to me, then you’re doing a poor job.” Fisk scoffed. “I’m not known for my patience.”

“Nor am I, Wilson. I promise you. But I am not here to sell you something, I’m here to gift you with something.”

“And what’s that?”

The Goblin smiled. There was something so deranged about it—so dangerous. Wilson knew his type. Knew how dangerous they could be. 

“I want to gift you Spider-Man’s secret identity…”

That caught Wilson off guard. 

In the last five years, exactly two people had done more damage to his empire than anyone had in its entire history. Spider-Man was one of them. 

“That’s an awfully valuable thing for you to give away for free.”

“Isn’t it? I’m so generous!” The Goblin laughed, “There is a catch, you see.”

“Oh course there is.” 

“You see, one of your associates has been lying to you . You see, for the last few months, I’ve been working for a friend of yours…does the B ig Man ring any bells?”

“He’s a fool who thinks he has a place in this city. What about him?”

“Oh your words are far too kind. He’s been fighting you tooth and claw for a scrap of this city and he’s not going to stop until you’re nothing more than a skeleton in his closet. He wants your head and, more importantly, your seat. And I know his name too.”

Wilson grit his teeth. This ‘Goblin’ was toying with him. He’d die for that.But first…

“Say it.” Fisk spat.

“They also call him… Tombstone.”

Tombstone. That was Lonnie’s moniker. Unsurprising, really. Lonnie was ambitious, smart, and believed himself indestructible. Pity to have to put that to the test, but if Lonnie believed he could take the title of Kingpin from Fisk? Then he was a fool no matter how smart he was.

“And the Spider?”

“The Spider comes later. I want your help with something before I give it.”

“I thought it was a gift?”

“It is a gift, but one that needs a little… preparation.” The Goblin rose higher on his glider and started spinning it playfully in circles. The device was remarkable—the precision of its movements, how quickly it was able to completely reverse its momentum—the machine was deeply impressive. “You see, Tombstone has wronged me.”

“Wrong you how…?”

“Wronged me in the worst way imaginable.” The Goblin giggled. “He’s relegated me to a pawn. I’m at least a bishop.”

“I see. So you want to be there for the kill?”

“I want to be responsible for it. Now, he knows I hate him. He needs to be careful about who he meets with, worried I’ll give him the Harry Osborn treatment. Ha!” The Goblin stopped the glider suddenly. His outfit was strange—bits of dark green battle armor flavored with torn scraps of dark purple. Like royalty, it could be assumed. What a joke. “So here’s what I need from you: Draw him out. Ask to meet him somewhere, and do so. Grab him, and hold him for me to break his neck.”

Wilson faked a laugh. “You want me to hold Tombstone? As if it were as easy as that? What more, you want me to act as if I were some…common hitman?” 

“Ha! Like you’ve never gotten your own hands dirty!” The Goblin finally dismounted the glider, landing in front of Wilson's table hard enough to crack the marble. “Wilson, I would never presume you a lackey. But I know for certain you’re a killer, Fisk. All I’m asking is, as a favor from one friend to another, and for valuable information…for you to get your hands dirty again.”

Fisk leaned forward in his chair, eyes staring at the devil in his office. 

This creature of a man was a devil, make no mistake. The Goblin was playing at something more than what he said, and any deal struck with him was a risk. A risk… worth taking? 

“I want something from you. As collateral.” Fisk finally said. “I’m the one taking the most risk, I’ll need something from you to hold you accountable.”

“Oh…?” The Goblin placed two armored hands on the desk. “Name it. You want the glider? My mask?”

“Harry Osborn. I need the boy as a hostage in another deal. Give him to me, and I’ll arrange for the meeting personally.”

There. Fisk saw it, even through the mask and the theatrics—a bead of hesitation. Harry was important to the Goblin’s plans. Why? Could he know about the serum? Could he have some other beef with Osborn? Could—

Ah.

That was it. 

He cared about the boy. 

Fisk laughed. For once, Wilson Fisk had been on the back foot. For all of this conversation, the Goblin had been in the position of advantage, and Wilson was doing all he could to simply tread water. But now, Wilson had played a card that this Goblin hadn’t expected, and for it, Wilson had completely flipped the script. 

The Green Goblin was Norman. He must have taken the serum out of desperation, and started off on this silly revenge scheme. No, it was certain that when Tombstone and Fisk were together, Norman would try to kill them both. 

But…for all the pieces that fell into place, not everything clicked perfectly. How did Tombstone come into play? Why not just try to kill Wilson here and now. Certainly, no one would suspect him. He’d likely have better odds now rather than later. Wilson decided to hold onto this information, and see how it mixed with what the future revealed to him. 

The Goblin flinched, only for a moment, anyone else would have missed it, but when he recovered, The Goblin threw another wrench into Fisk’s theory. 

“Ha!” He laughed, “Sure, why not? I’ll bring him by this afternoon. Do what you want with him, it hardly matters to me.” 

“Then why take him at all?”

“Kidnapping the son of the city’s most famous billionaire is a helluva way to announce yourself, isn’t it?”

Fisk frowned. It was harder to read him now. If Norman had kidnapped Harry to protect him from Wilson’s wrath, handing him over now would mean his death. He’d be sending his only son to the gallows. If it was a bluff, it was a damn good one. 

“Very well. I’ll have men ready to receive him on this very balcony. bring him in whatever state you like, so long as he is breathing.”

The Goblin gave an enthusiastic two finger salute and jumped backwards onto the glider. 

“I’ll call you, Fisk. I’ll have a place picked out and everything! Toodles!” 

The Goblin flew right through the glass window and out into the city, laughing madly all the way. 

*************************

Now

“Scott, dear, we have been through this eight times now—“

“Seven! That one that triggered the fire alarm doesn’t count.”

“It counts to me— I’m the one having to dodge lasers.”

Felicia enjoyed her work at Ex-Con Security Solutions. It was good work. Technically honest, though it didn’t admittedly, always feel like it. Take today for example—

In the back warehouse, Scott Lang, Antman (II, if you were keeping track), had set up an obstacle course of sorts. The goal was to have a thief make their way through each of the non-lethal traps without setting off any alarms or being knocked unconscious. It was set up to take the form of one of Scott’s old cat burglaries, the hardest he’d ever had to crack. 

Felicia was on her ninth successful run. Each time she’d find a way through, Scott would add something else. In truth, each of his additions forced her to think on her feet. If she wasn’t very good, any one of the newer traps could have caught her off guard. But, someone had to keep Lang humble, so Felicia did her best to make it look easy. 

“ Run it again Scott. I want to feel the rhythm this time…” 

“Yeah yeah.” Scott hit a button on his console. “I’ll get you this time…”

Felicia smirked and put on her headphones. It was time to move.

Get up, Get up, Put the Body in Motion! 

Felicia lunged for every opening she made. Every twirl, every spin, every use of her grappling hook was perfectly timed and flawlessly balanced. Trap after trap fell behind her, and before long, she was close to cracking it a ninth time. 

Man, Man, do it, just start the commotion!

Ah. But Scott had added two surprises for her now. This time, a set of flying ants with small infrared lasers. 

Hm. Now that was cheating.

Scott was playing to beat her now, not just to come up with new tactics. 

Good. 

Felicia hung above the prize button a moment, suspended upside down by a thin cable while she considered how she could dodge the bugs. Pressure sensors on the floor, bugs in the air, heat sensors in the walls…it needed a better plan. Improv wasn’t going to cut it. 

“Okay Scott, you got me.”

“I did?” Scott laughed, “I mean, hell yeah.”

Felicia let herself drop to the ground, careful not to crush any of Scott’s…allies, and pulled off her headphones. 

“I think I’d need to case this one.”

“What? You’re joking.”

“Honey, I’ve been doing these on reflex , you know I used to case all my jobs, right?”

“Well…yeah, but…” Scott frowned a little playfully. “This still means I win, yeah?”

“Sure. If I’d blundered into this one and whoever I was robbing had an army of security ants, yes. I would have been got.” 

“I may have gotten a little carried away.” Scott rubbed the back of his neck. “One more without the ants?” 

Before Felicia could answer, Scott’s radio buzzed to life. 

“ Uh. Scott? There’s a guy calling himself…’Spider-Man’ here to see Felicia?”

 Scotts brow furrowed before he leaned into the radio. 

“… Is it Spider-Man…?”

“ …I donno. Kinda looks like him.” 

Felicia laughed. “It’s him. I’m expecting him to pick me up.”

Scott looked up at her with a confused grin. “What? Why?”

Felicia shrugged as she walked smiling back over her shoulder. 

“He’s my boyfriend or something.”

****************

“How’s the new suit? Any issues?” 

Felicia liked swinging with Peter. He’d looped her into whatever tech he’d integrated into the suit to let them talk while swinging, and it was nice to feel a little like dancing while they were traveling—reacting to each other’s movements, shifting weight to look at each other or gesture to emphasize a point. Her grappling hook didn’t work quite like his webs, but they were able to keep a steady pace. 

“I know the suit and I had a rocky start, but why are you and MJ so nervous about this thing?”

“Uh. Cause you’re wearing an alien. Not necessarily previously explored territory there Pete.” Felicia winked at him, “Hey, I think it suits you. But better safe than sorry, right?”

“Yeah.” Peter nodded, “I know. Honestly though? It feels great. It’s been a bit of an adjustment getting used to all the things it can do.” 

“Yeah? Like what?” 

“Like…hang on—“

Peter flipped himself onto a nearby roof, and the suit started to shift on him. Parts of it recolored—camouflaged to carry the texture and appearance of a police officer's uniform. Felicia landed next to him. 

“Oh. That’s…interesting?”

“You don’t like it?” Peter frowned. 

“Well…you do look good in uniform, I won’t deny. I’ve never had a thing for cops, but, I’d let you handcuff me.” 

Peter smirked and suddenly, Felicia’s hands were pinned against the wall behind her beneath black webbing.

“Is that a fact?”

“Oh, careful there, handsome…” Felicia rubbed her thighs together, just a little. “It’s not even dark yet. You wouldn’t want to risk tanking Spider-Man’s reputation by fucking in public would you?”

Peter took another step towards her, and the suit shifted again, returning his black spider suit. 

“Something will tank it again someday anyway.” 

Felicia blushed. They’d had sex outside before, he’ll, she’d even talked him into some risky places—but Felicia always had to talk Peter into something risky. She kind of liked the initiative.

“Oh now who’s being bad…?” Felicia purred, pretending to pull at the restraints. “What, you gonna mark me as yours out here? Give some bored housewife the show of her life?”

“I don’t care about anyone else right now, Cat…” Peter leaned into her neck. She could feel his breath through the mask. “You’re the only thing in the world to me right now. I want you.”

There was, admittedly, something exciting about this. It didn’t totally feel like Peter, even when Peter would take charge, but…it didn’t not feel like him either. Honestly, the way he was talking to her was sending solid green lights through her whole system. 

“You gonna have your way with me, Spider?” 

“Mhm.” 

“ Then fucking take me.” 

Peter grabbed a fist full of her hair. Felicia moaned with the sensation. In a moment, he had pulled open her catsuit and lifted her ankles above her head. 

Felicia was flexible enough to pull off the position, but not completely without effort. 

Only…Pete’s hands weren’t holding her in place. Now, she could feel him, one hand gripping her by the cheeks, pushing his fingers into her mouth for her to suck on, and another still holding her hair. How was he holding her by both her ankles as well? And ripping apart her panties? And guiding himself into—

“FFcukk…!” Felicia gasped.

Peter didn’t waste any time. She was wet enough for him, and he knew it. So he pushed himself into her, hard. He pushed deep, and it was glorious. 

She liked it when he was rough. Made her feel wanted. A little degraded. It was hot. He was hot. And—

Oh my god, he was touching her breasts now, but his hands hadn’t moved. 

Felicia cried out. Fuck it. This was getting weird, but fuck it. Fuck it. She didn’t care if all of Manhattan heard her getting railed out in the open air like this, if someone saw her being touched by tendrils of his freaky alien suit. Fuck it. This was weird, but fuck it, he fucked her so good. He knew just where to touch her to drive her wild, knew just how to—

Felicia came as something pushed inside her ass. She’d been double penetrated by toys before, but she’d never had two people thrust into her like this before. It was almost too intense. Felicia’s orgasm rolled with her for what felt like an hour as Peter continued to fuck her like so much meat pinned to the wall. 

 …It was almost too intense. Felicia definitely liked this, but it felt…off in a way that was only just starting to bother here. 

“Hey…Peter…Wheatcakes…!” 

In an instant, Peter froze. 

“What’s wrong?” 

Felicia smiled. Oh good. Peter was indeed still there. Instantly the restraints were relaxed, and Felicia was loose. He stayed inside her, but was careful not to move. 

“Nothing, everything is great just…needed to slow down I think. That was fun, just…a lot—and very quickly, y’know?”

“Yeah, I’m…I’m sorry.” Peter finally pulled out of her, and Felicia moaned as he did.

“Mm. Don’t apologize Spider, like I said, I liked it.” She put a hand to his face. “Just…might need to work up to something like that a little more next time, okay?”

“Yeah. Of course.” There was a little disappointment in his voice, but he meant what he said. 

“Good. Lemme get my suit back on right, and I’ll take care of you when we get back to your place.” 

**************************

Then

“They call you Tombstone, but I know for certain that you also go by another name—” The Goblin grinned, “ Mr ‘Big Man.’ It’s cute, if not a little derivative.” 

Lonnie Lincoln leaned forward on his desk. Two of his guards were dead, another one was writhing in pain: Goblin had broken his arm in three places.

“To what do I owe the pleasure, Mr…?”

“They’ve been calling me The Green Goblin!” 

“I see.”

“Say…nice place you got here Lonnie! You steal all this from Fisk, or did he give you this stuff freely?”

“Neither. Much of it came from my own legitimate enterprises, but I won’t insult you by claiming that’s all I have.” Tombstone stood up and loosened his tie, “Now, are you here for business, or am I about to beat you to death in my office?”

“Ha! HA HA!” The Goblin clapped cheerfully before leaping up onto the desk. “I got something for you. Soon, Wilson Fisk is going to invite you to meet him alone someplace. It’s a trap . He’s hired me to kill you.”

Tombstone raised an eyebrow. “But you have other plans?”

“My, you’re plenty quick, aren’t you?” Goblin nodded, “I’m going to kill him instead. But he won't come if you don’t come alone.” 

“ So, you want to use me as bait.” 

“More or less.”

“What’s your grudge with the Kingpin?”

“Let’s say he and I have had our… working disagreements. Please, you know the man. How many people that work for him don’t want him dead?” The Goblin crouched down to meet Lonnie at eye level. “How many would be grateful if someone else filled his shoes?” 

Tombstone was quiet a long moment.

“I’ll consider it.”  

Tombstone's fist collided with the Goblin’s face so hard that he flew several feet backwards. When Lonnie rebalanced himself, there was a clatter of small orange spheres on the desk. Lonnie’s eyes grew wide just long enough to see The Goblin grinning behind the explosion. 

When the smoke cleared, The Goblin was back on his glider and waving behind him. 

“See you soon, Big Man!”

************************

Now

Mac Gargan was having a bad day. 

Believe it or not, he just needed to make a little cash. It was hard to find accommodations when you were forever bonded to a mechanized battlesuit.

Tony Stark had a battlesuit. He got to take his off. Tony Stark got to live in a nice place, and go to the store to get milk. But Mac? Mac needed to rely on criminals to pick up his milk. If he wanted to live under a roof, he had to work for someone who wanted to hurt people for a living. 

Which wasn’t that bad, honestly. Mac was good at hurting people for a living. He honestly kind of enjoyed it. It was nice to feel useful, y’know?

But then, there were days like today. Here he was, asked to shakedown some big wig at Roxxon, scare him a little bit, nothing crazy, and Spider-Man shows up. 

Man, all Mac wanted was a hotdog and a beer. He wanted to go home, but he hadn’t had a place like that in over nine years. 

Now he was falling six stories with Spider-Man punching him again and again the whole way down. What a jerk. 

“Will you just— ack— lay off creep?”

“You’re calling me the creep Mac?” Peter said, “Have you looked in the mirror lately?”

Peter webbed Scorpions hands together and stood up, putting as much pressure on the impact into the ground as he could. 

Nine years. They’d been playing this game for nine years, and frankly, both of them were getting tired of it. When Jameson funded project scorpion, it was meant to be a Spider killer. Now, after nearly ten years? The truth was that Spider-Man had just learned more tricks then Mac could. 

Mac was a boxer before, a mean one too. He knew how to shake things up when fighting someone who was on your skill level, constantly adapting to each other, pushing each other to grow. 

That was what it was like for a while. 

But now, shit, it just felt like Mac was in the way. Like Spider-Man was annoyed that he had to be here at all. 

Well. That pissed Mac off even more. 

When he hit the ground, he felt his bones crack. Instantly, the suit released a slurry of chemicals into his bloodstream to ease the pain. The suit tightened and compressed, melded his flesh together to make sure that his insides stayed inside. 

It was hell. He could feel all of it. But he was more than used to it by now. 

“Stay down.” Spider-Man hissed. “I don’t have time for this tonight.”

“You’re always saying that.” Mac growled. “Every time we fight you’re sayin’ that. Like I’m nothing but an annoyance to you.” 

“You are nothing but an annoyance to me.” Peter spat, “There was a time I felt bad for you, did you know that? But I’m not endlessly patient, Mac. I have a limit.”

Scorpion’s tail lashed out, trying to take advantage of the moment. Spider-Man caught it with one hand. He didn’t even need to look. 

“And you’re approaching it fast.” 

Spider-Man leaned down close to Scorpion’s face. 

“You and all the others? You’re honestly lucky that any of you are still around . Someday soon, you’re gonna run out of luck. Do you understand?” 

Mac blinked. Who the hell was this? That wasn’t Spider-Man. Hell, he’d pushed Spider-Man as far as anyone, but this was something different. 

“The hell is wrong with you.”

“Wrong with me…?” Peter squeezed the tail hard enough to dent the metal. “Wrong with me ? Have you looked at yourselves? All of you? ” 

His voice was full of bile. Almost a growl. 

“I’ve been doing this for years. I’ve given my life to stopping you people. I’ve lost more than you could even imagine, and you learn nothing. You don’t even slow down. Can you even imagine what fucking grace I’ve had to carry to keep dealing with you people? To show you even an ounce of the compassion I have to not turn you into a can of creamed corn?!” 

Oh. Oh no. 

This was it. Spider-Man was snapping. This was the end. Mac was about to be his first kill. 

Great. Fucking. Wonderful. 

Spider-Man hesitated, and tossed the tail aside, webbing it to the ground. 

“I’m sick of people like you, Mac. Grow up, or disappear. We don’t care which.”

And with that, Spider-Man was gone, swinging off into the distance. 

**************************

Then

Hammerhead knew something was wrong as soon as he saw Tombstone here. 

Hammerhead had beef with Silvermane, not Lincoln. But now, they were in the same room. And the doors had locked behind them. 

“Ah. Crud.” Hammerhead sighed, “What’s the meaning of this shit?”

Tombstone scowled disaffectionately. “It would seem we’ve been had. Making deals with the same devil.”

“You too? The Goblin guy can sure spit a story, can’t he?” 

“Indeed.”

“So…we supposed to kill each other or somethin’? I ain’t exactly got any bad blood for ya, Lonnie.” 

“Nor I you, Hammerhead. That said…” Tombstone's eyes narrowed, “If you try anything funny, I’ll break your neck .”

“Funny…” Hammerhead flipped the toothpick to the other side of his mouth. “I was just thinkin’ the same thing.”

Another moment passed, the two men watching each other carefully, when Alicio Silvermane fell from the skylight above, landing with a scream, a crack, and then silence. 

Tombstone frowned. “I think he’s meant to be for you.”

A sickening laugh filled the room, and there he was. The Green Goblin, lowering himself down the skylight by his glider. 

“Well…three out of four ain’t bad. I can live with three out of four.” He grinned. “Four can come later.” 

Tombstone pushed Hammerhead so hard that he dented the door. It was a sucker punch, and one hammerhead intended to give payback for. But before he had time to react, Tombstone was on him again— wait —No…this wasn’t an attack. Tombstone was shielding him. From what?

The orange grenades sounded incredibly light as they tumbled to the ground. All twelve of them. 

The brilliant green explosion that followed collapsed the room. Alicio was vaporized instantly, if he was even still alive at all. Lonnie felt the fire scorch his back. Felt the shrapnel and the concussive energy chip away at the flesh on his back. 

The Green Goblin looked down on the inferno below him. The fire blazed green. It consumed the walls, and tore away at the flooring. Norman laughed. He cackled. He’d never seen something so beautiful before and it was burning. All his life he had been chasing this feeling, climbing and crushing whatever he had to, just for a chance to feel for a moment that he was a god. 

Now he was. This was what it felt like. And it was perfect. 

He’d have to thank Wilson for it, before he killed him. Fisk had been smart enough not to show his face, but it didn’t matter. There was nowhere in the world he could hide now. 

No where the Green Goblin wouldn’t find him.

**************************

Now

~Ding Dong~

Martha Connors opened the door as gracefully as she could. There, of course, was Peter, alongside his fiancé, Mary Jane, and…another woman. She was beautiful, and they had told her they’d be bringing another guest, but…she looked familiar?

“Peter, it’s so good to see you…” Martha reached out to hug him, and Peter returned the gesture. 

“Hi Dr. Connors.” He said a little sheepishly, “You remember Mary Jane?”

“Of course dear!” Martha hugged her too. “How could I forget?”