Welcome back readers! As usual, thank you to everyone that has been supporting this story, it really means a lot. Now that college classes are back, I might not be able to update as fast as I do usually, but just know that doesn't mean it's the end of this story. Now enjoy the chapter!

To Dinogeoff022, All I'll say is that it rhymes with P-E-C-C. The rest is classified hahaha

To Mad King C, thank you again for the feedback. You'll actually get your answer sooner than you think (:

"I believe I can fly. I believe I can touch the sky," sang Spider-Man as he tested his new web wings in the main hall.

After meticulous testing, they had finally developed his now second favorite mode of transportation, second only to web swinging. But though the web slinger loved to do his namesake to get around, even with his super strength returned, his muscles can still fatigue from long distance travels. With the web wings, Spider-Man could T-Pose his way from point A to point B if he was feeling lazy.

"Gotta say Hattie, two heads really do work better than one. The last time I tried using web wings ended with me kissing the side of the Empire State Building," shuddered Spider-Man.

Hat Kid smirked smugly as she said, "Well, someone's gotta be the brains of this operation."

"Heh, don't try to out-snark the snarkiest superhero in Manhattan, Knee-High," he fired back. "So, got any clue as to what the Conductor has cooked up today?"

"Nope!" she answered. "But he seemed really excited about it. He was laughing a lot when I called him earlier. A little creepy actually."

That already set off Peter's non-functioning spider-sense. Oh boy, the evil cackle is never a good sign. Maybe I should come extra prepared today.

And so, Pete spent the day in the lab, constructing more web fluid and tinkering with his newest invention: sonic emitters. Though he was mostly content with sitting in the machine room, his younger superior was not.

"Come onnn Peter, you've been in here for five hours. Can't we play some video games or go draw or something?" pouted Hat Kid. She had wanted to play the latest Corgi Quest with him, but he was too fixated on his work to leave the room. Even the Mafia Boss had taken a break from his ranting to take a ride with Rumbi!

"Not now Hattie, I gotta finish this sonic emitter. Who knows what might be in store whenever we get to the Conductor's set?" he responded over his shoulder.

"Pleaseeee?" begged the little girl. She was pulling out the stops now. Using her adorably big blue eyes to their maximum, she pulled off the greatest puppy eyes known to man or alien.

Spider-Man stuttered, "Well-but-alright, I can't say no to that face. Not after the last 5 times you tried it on me."

"Yay!" she cheered, before tugging him back into the main hall. She plopped down a seat beside her at the gaming TV and gave him a controller uncannily resembling a PS4. But before she could start the game, the alarm system on her wrist rang.

Beep Beep Beep

Time to go meet with the Conductor.

Peter frowned as he apologized, "I'm sorry Hattie, maybe next time we can play."

"Okay..." sighed the young child as she walked back to the machine room to prep the teleporter.

Peter wasn't blind, he could practically SEE the disappointment leaking out of her. It reminded him of how Invisible Woman looked after failing to drag Reed Richards out of his lab of the upteenth time. Granted, the man got his act together lately and was spending more quality with his kids and wife now, but Valeria Richards was no Hat Kid. And Reed wasn't the one at fault here, he was.

Realizing his mistake, Spidey ran into the machine room and climbed up to the telescope right beside his captain.

"Hey kid, this afternoon was my bad. I just wanted us to be safe, you know? I couldn't bear the thought of seeing you get hurt," he said as he pushed the stuffed bear she had brought to the gaming tv in her face, eliciting a few chuckles, which compounded into fits of laughter as he started tickling her.

"Ahhh, stop! I get it, apology accepted!" she giggled in between gasps for air.

After reigning in her laughter, Hat Kid then looked Spidey square in the eyes, saying, "I get it. You want to keep me safe. It's what you do! But remember, we're each other's responsibility, and it's my responsibility to make sure you have fun on this ship!" she then changed to a more somber look, adding, "And to make sure that you remember you aren't alone."

The last bit caught Spidey off-guard, but he could see where she was coming from. He had always been a solo hero, only occasionally teaming up with his fellow superhumans in times of great peril (and sometimes even other versions of himself). Having someone he could call his equal living under the same roof, especially a child, was a strange experience for him. It's not like he was afraid to get help on the spidery side of life, in fact he welcomed it. But he had a habit of snapping back to his solo habits, like tinkering in the lab for hours. If he was going to keep going with this quest for the time pieces, he would do it on the same page as Hat Kid: as equals. And if that included playing video games till their eyes went numb, then he would gladly comply.

"You got a point there kid, it's just weird having someone who knows both the Spider, and the Man. I'm used to working through this stuff alone, so I tend to set everything else aside while I'm in my own little zone." He then reformed his mask. "But that ends today, for you at least. Tomorrow, Peter Parker and Spider-Man are taking a break from the lab for the whole day. Your treat."

Hat Kid's eyes lit up as he essentially gave her full control of tomorrow's plans. She could finally spend some quality time with him that didn't involve her job! And, it looked like she was finally starting to figure out the enigma of Spider-Man.

"Pinky Promise?" she asked.

"Totally," agreed the super hero. "And if I forget, feel free to break it. But only the pinky. I need the other ones for web shooting," quipped the young man.

Hattie laughed as they sealed the deal. Then, with a push of a button, they were back to their usual stratosphere breaching antics.

"Hmmm, they're late," grumbled the Conductor. He told the spider lad and the hat lass to be here by 5pm. It was 5:05, and he was itching to try what the mustache lass had recommended. Sure, it was, to put it mildly, cavalier, but when he was done, he would wipe the floor with that no-good DJ Grooves and whatever sorry movie he slaps together!

His thoughts were interrupted as a familiar whooshing sound was heard for miles. In an instant, his two stars were standing right in from of him.

"Well well, look who we have here," greeted the Conductor as he faced the two.

"Sorry we're late, we were having a bit of a talk," Spidey quickly explained.

"That's alright lad, as long as ya weren't 10 minutes late, then I woulda had to give you a piece of me mind. But lucky you, I'm in a good mood today, because we're about to shoot the biggest action film in bird history! Head on inside, this movie is gonna be DA BOMB!" the owl cackled. Once he noticed the strange looks he was getting, he coughed and added, "I meant bomb in a good way peck necks."

We are so gonna die today thought Spidey in his head as he nervously walked inside with Hat Kid.

Inside, the passengers were minding their own business as they took their usual commute. However, there was one face that stood out from the rest.

"Badge Seller! You take the train too?" greeted the hatted child as she shook his hand.

"Hello young one. Yes, even I will admit I've had a weakness for locomotives," he chuckled. "Do you wish to make another purchase?"

Spider-Man butted in as he told him, "Uhhh buddy? We just made a purchase from you yesterday. And no offense, even with your verbal coupons, badges don't come cheap."

"Ahhh, but this is different. In truth, I have a badge for you as a gift instead of a sale," he said before pulling out a badge for Hat Kid. "This is the hookshot badge. When you see a hookshot, like this one-" he explained as he gestured at a hookshot beside him. "-this badge allows you to turn your umbrella into a sort of grapple, allowing you to swing from them similar to your arachnid friend here does on his webs," he finished as he pointed at Spidey.

"So I can do whatever a spider can now?" asked Hat Kid with glee and a small bit of smugness.

"Hey, that's trademarked," Spidey quipped.

"Only when you see these around. Now be careful, you will need that badge sooner than you think," the vendor cryptically imparted.

"And what's that supposed to-" started Spider-Man, only to realize the Badge Seller was gone. Again. "So much for the help," he grumbled in annoyance.

Meanwhile, Hat Kid was having a blast with her new hookshot badge.

"Weeeee!" she exclaimed. Swinging from the one beside the Badge Seller, she was alarmed when it suddenly shifted down from her weight, knocking her flat on her butt. "Oof!" she went as she fell to the floor, looking up just in time to see the Conductor appear on screen.

"Alright lass, lad, I have some bad news," he sighed.

"What kind of bad news?" questioned Spidey, his anxiety building as he recalled their previous conversation.

The Conductor cleared his throat, saying, "That lever you just pulled, it activates the train's self destruct sequence, and that ain't no joke! It'll blow up."

WHATTTTT screamed Hat Kid internally as she now knew why the hookshot was so randomly placed.

"What kind of drugs was the engineer smoking when he installed a self destruct sequence?!" clammered Spidey as he continued to listen to the Conductor's announcement.

"Well, aye hired em to do just that. I need a movie with some REAL intense action, so that's what we're gonna do! The train's gonna blow up in a few minutes."

Both child and young man's panic levels were raising through the roof. He couldn't be serious?!

"But, you lot can save us all. Get to the switch at the front of the train and turn it off." he instructed before adding, "And yer better make it in ti e alright? I don't care about the owls or yerselves, but don't you dare blow up me train! It's me baby!"

"Bu-but what about everything we've do-" Hat Kid sputtered being cut off by the yellow avian.

"The cameras are gonna be rolling lassie! You best hurry up now!" he quacked with delight before hanging up. Not a moment after, the speakers on-board came on.

"2 minutes until self destruct. Oh no," came the monotone voice of the announcement computer.

"Hat Kid's big blue eyes widened with fear before looking over at Spider-Man.

"RUN!" boomed the wall crawler as he kicked down the door to the next wagon. Instead of the comfy caboose they had seen earlier on "Murder on the Owl Express" though, the wagon was filled with green acid spilling out of faucets. Cargo crates were floating in the volatile substance as cannons extended out of the walls, aiming straight at the duo.

Who orders thousands of gallons of acid? H.Y.D.R.A?! Spidey incredulously thought as he and Hat Kid maneuvered through the maze of crates.

The two man bomb squad maneuvered across the deadly path the Conductor had laid for them, flipping and corkscrewing their way between the cannon fire as they sped through the wagon. Upon reaching the end though, they were stumped.

"The door's locked!" cried the hatted explorer. Thinking quickly, Spider-Man spotted what was the odd object out in the scene before him. Seeing two strange floor tiles, he ordered Hat Kid onto one as he stepped on the other. The lock on the door deactivated, letting them through.

The next cart seemed straight forward, as it was just a jump over to the next wagon, even if it was going at a speed over triple digits. Hat Kid wasted no time jumping across, never noticing the descending saw blades.

"Kid watch out!" screamed Spider-Man as he tackled the small child, just in time to save her from getting a buzzsaw the the back. "Keep moving!" he urged, as a visibly shaken Hat Kid followed him.

It wasn't long until the entire train was splitting at the seams. Soon, they were on the old miners carts, hanging on for dear life as they sped along the track.

"Look, up there!" pointed the space explorer as she spotted some hookshots hanging above them. Taking careful aim, she launched her hook and fired, nailing the hookshot at its base. She then pulled in the chain on her umbrella as she swung across to the next one.

"I like your thinking, kid," Spidey said as he too attached to the hookshot with his webs. Together, they swung across the gap created by the buzzsaws and onto a springboard. Once there, they hopped on and were shot skyward.

Emerging at the top of the train, the two could see some owls quaking as they now realized what their conductor was about to do.

"Run kid!" shouted the owl who Spidey realized was the one from earlier who was gonna be late to work. Once he realized that innocent lives were still on the train, his resolve steeled as he pushed forward with all he had, determined to get to the front and stop this madness.

The Conductor stood at the front, watching in horror as his train was being demolished. Sure, the mustache lass had said it would be destructive, but he hadn't counted on her going this far. At the same time though, the other side of him was delighted that he could get this raw action on tape!

"Heh heh, this will be one for the books," he nervously chuckled to himself. If the lass and the lad make it on time crept the dark thought in his mind. Looking down at his stopwatch, he began sweating profusely.

"Come on ye two blighters, you can do it," he encouraged silently as he stared at the red button in front of him.

"One minute until self destruct. Better hurry."

"NOT THE TIME!" strained Spider-Man as he struggled to toss the detached train car to the side of the tracks. It had broken loose as soon as they had made it through the ring of fire. Luckily, he was the first one through, so he was able to take the brunt of the force.

"Go! Step on all the tiles. Hurry!" he ordered Hat Kid. With a fearful nod, she equipped her sprint hat and ran across all the tiles as fast as she could manage.

"Thank you so much!" praised the last owl to exit the train car Spider-Man was holding. Then with maximum effort, he tossed the car to the side of the tracks where it laid still. Simultaneously, Hat Kid stepped on the last tile and cleared the way to the last few cars.

"Final stretch, we can make it!" the web head shouted as he now lunged to reach a series of hookshots where the train car had been. Following suit, Hat Kid swung right behind him as he kicked in the window of the final car.

"This has GOT to be a joke!" screamed Spidey in disbelief as he could practically smell the scorched metal ahead. Their final trial was nothing short of a pyromaniac's dream. Firebombs were exploding, platforms descended into molten pools of magma, and flamethrowers were etched into the walls.

"40 seconds until self destruct. We're doomed."

Wasting no time with a flame pun, Spider-Man took off at full speed down the wagon. Agilely weaving between the various explosions and flames, the Queens native had some close calls as he narrowly avoided getting caught by two flamethrowers.

Hat Kid meanwhile was sprinting with all she had, barely managing to get off the sinking platforms as she quickly fired a hookshot over the flamethrowers. Once they had cleared the first section, they now stood before a series of tiles.

Taking the left side while Hat Kid took the right, Spidey managed to knock out the first 3 tiles with ease, only having to watch out for the fire bombs that sluggishly splashed down. After clearing the 5, 4 more tiles emerged from the lava and were separated by a steel wire wall. Once again splitting up, Hat Kid and Spidey hopscotched across the 4 tiles as well, making short work of the jumping puzzle. 6 more tiles popped up in their place, only now they could see the end of the wagon.

"We're gonna make it!" shouted Hat Kid as she jumped to the last set, failing to notice the fire bomb that had just plopped down.

"Hat Kid look out!" screamed Spider-Man as he dove into her small frame to try and protect her. This time, neither of them escaped unscathed.

"Wahhh!" yelped Hat Kid as she was blown back by the blast, banging into the wall with great force. Luckily she landed on another tile, keeping her away from the lava pool down below. But she still came out of it with a fair bit of bruises from where she hit the wall. Her arm was swollen purple from the concussive blow, and her pants were ripped by a shard of shrapnel, staining her pants red. She wanted to vomit, but she had to be strong. No tears yet, need to save this train!

Spider-Man meanwhile had actually avoided serious injury as well by some miracle. The Unlimited suit's nanites were built super strong, allowing him to take hits from even the likes of rhino if he wished, which he never did. He had also gotten a web shield out at the last second, saving him from taking shrapnel straight to the face and torso. That said, he was sporting a nasty burn where his leg was closest to the explosion. The nanites in that area had been destroyed, exposing his skin and subjecting him to first degree burns. Still serious, but it could have been much worse for the webbed wonder.

"10 Seconds Until Self Destruct."

Exchanging no words, the two stars scrambled to their feet, painful as it was, and leaped onto the tile in front of them.

"9"

Landing together, they jumped on the middle tile just as another firebomb exploded to their left.

"8"

They hopped to the last tile, allowing them access to the end of the wagon.

"7"

Panicking, they sprinted up to the door as quick as they could.

"6"

Busting down the door, they found the Conductor holding a camera and a stop watch. He was urgently pointing to the big red button in the middle.

"5"

Not missing a beat, Hat Kid dove onto the button.

"4. Self Destruct deactivated." informed the robotic voice.

Panting, Hat Kid laid on the ground as she tried to catch her breath. Her lungs were as scorched as the hellscape they had just barely managed to escape.

"Ohhh you made it! And in time!" snickered the Conductor. Peering into the lenses of the camera, he laughed heartily as he said, "Ohohohoho, look at all this raw footage we got! Look at how you're running fer dear life, eheheheh!"

"So glad you can find the bright side to this situation," Spider-Man sarcastically sneered.

The Conductor scoffed, "What, we did it in the name of cinematography! And do beat that no good DJ Grooves. I bet he won't be able to make half the movie we-". He would've rambled along further, if not for the distinct sound of sobbing coming from behind the masked arachnid.

Peeking over the protective figure of Spider-Man, the yellow owl was shocked to see the once energetic little hat lass clutching her leg. Her eyes were watering as the adrenaline finally wore off, giving way to a sharp pain below her knee. Only know could everyone see how deep the cut had run, slicing deep enough to draw a steady stream of blood.

"I-I-I wanna go home!" cried Hat Kid as her face twisted in pain, the smell of her blood making her even more ill.

"Oh God, just stay still kid, everything is gonna be alright. We can fix this!" Spider-Man attempted to reassure, but it fell on deaf ears as the child continued to wail. Carefully, the hero created a thick strand of webbing and placed it on her leg, acting as a makeshift bandage as he wrapped it around to try and stop the bleeding.

"L-Lass?" the Conductor uneasily called. ""Lass, did I do that?" he questioned as the reality of his deeds began to sink in.

"You did more than that." glared Spider-Man, making sure to show his injured leg to the old avian.

"H-Hang on, lemme take a-" started the Conductor.

Hat Kid scurried backwards, to the protest of her injured leg, as she huddled in the corner of the train. The look in her eyes... he'd seen it before. The look that plagued his guilt ridden head.

Fear

"Lass, I just wanna help ye-"

"You've done ENOUGH!" thundered Spider-Man.

A memory came to the Conductor, one that he had tried to drive out of his head for years. It felt as if it were deja vu, but clear as day. Those same words that had started his career of reckless abandon.

"You've done ENOUGH!"

The Conductor tried to form some words, anything to retort the masked man, but his experience told him it would only make things worse. Instead, he pulled out the the time piece he had in his pocket and set it on the ground.

"Here, take this. You deserve it," the Conductor said with a solemn expression.

Without a word, Spider-Man snatched the hourglass and held it up to the sky. Instantly, him and Hat Kid vanished from the train.

Back on the ship, Spider-Man called, "Cooking Cat, we have an emergency!"

Bustling out of the kitchen, the feline gasped as she laid eyes on the injured alien. "Who would in their right mind do such a thing to a young child?!" CC lamented.

"Someone whose ego matters to them more than the lives around them," Spidey bitterly responded. "I know we have some heart pons stored away. Can you get them while I put her in bed?" he asked.

"Of course sugar, like I said, I owe you two ma life," CC responded gratefully before rushing out, searching for the heart pons and proper bandages as Spidey tucked the little explorer into bed.

"Peter?" Hat Kid addressed.

"What's up kiddo?"

Hat Kid gulped before asking between sniffles, "Do you think the Conductor really meant it when he said he didn't care about us? Or the owls?"

The unmasked Parker gained a contemplative look, before answering, "At this point, I don't know what he could be thinking anymore."

"I'm done ye peck neck! Done!" seethed the Conductor as he marched into his office.

"Done?" What do you mean? That action scene is more than enough to win you that stinking award!" retaliated Mustache Girl, who was sitting on his desk.

"You forgot to mention that ye created a DEATH TRAP on me train!" He then played the footage where Hat Kid and Spider-Man had taken a bomb at point blank range. "That ain't no prop, I saw the lassie and the lad's injuries with me own two eyes!"

"I doubt you even have eyes you old coot. Besides, I told you they're selfish. All they care about is themselves. They totally deserve that!"

"Yeah? And I'm a Moon Penguin ye son of a finch! I ain't no fool! I have a family, and I know if ye did what I saw on the hat lass to MY FAMILY, I'd kick yer tail feathers straight back to the cave you crawled out of!"

Feeling insulted, Mustache Girl huffed, "Fine! You're just as selfish as those two twerps! You, and all the other bad guys out there will get what's comin' to you Conductor!" Swearing the whole way out, she added under her breath, "And you're not the only one I can use to get back at those criminals."

Now that he didn't have to deal with the little pest feeding him lies all day, and that weird hourglass's energy wasn't planting seeds in his head, the Conductor was alone with his thoughts. He thought back to the day's events, how his train was all but scrapped, how he wouldn't be able to provide a commute for his owls..."

But most of all, he couldn't stop thinking back to the lad and lass, laying injured on the floor. He could practically see his grandchild's face when he remembered the look of horror that the lassie had given him. The heated glare from the spider lad, even behind those big eye lenses, was enough to make him shrink back in shame and fear. I've really screwed the pooch this time, haven't I lad

He had wronged the two of them, and that was something he wouldn't let stand. Grabbing his old cowboy hat from his childhood, he steeled his resolve. He would make it up to the Hat Kid and Spider-Man. Then, he would finally take care of some personal business.