Disclaimer: I only own the plot and my OCs. Anything you recognize as not mine belongs to Marvel Studios, Disney, and/or their otherwise respective owners.

Author's Notes: Been very angry the past couple of days. Unfortunately, with what's looming on the horizon, that's not gonna get any better anytime soon.

Regardless, I hope y'all enjoy this chapter. Title comes from Into Dust by Mazzy Star.

Until next week,

~TGWSI/Selene Borealis


~the heavy souls 'verse~

~heavy, dirty soul~

~chapter 20: into dust~


The first thing that registered in Penny's mind was the pain.

She had experienced a lot of pain before, in her short fifteen years of life. Probably way more than she should've. Getting sexually abused as a kid, then bitten by a radioactive spider, then becoming a vigilante of two different personas kind of did that to you. It ground on both your body and soul, as much as Penny hated to admit to the latter, until it turned you into something that was scarcely unrecognizable.

But, this pain was different. It was like nothing else she had ever experienced before. It was all over her: in her head, her arms, her legs, and her stomach. Especially her stomach. It hurt something awful. It felt like somebody had dragged a knife all along her body, before they had impaled it in her stomach and twisted it for good measure.

So basically, it felt like what she had done to Dr. Octavius.

The second thing that registered in her mind was that she was trapped. Trapped by the rubble that was pressing into her on every side, trapped by the sheer weight of the building, trapped by the –

Her eyes widened.

Instinctively, her hands flew down to her stomach, though she didn't know why. She knew what was there before she even touched it, before she even felt the piece of rebar that was sticking into her just to the upper left of her belly button. And even if she hadn't, the pain of touching and of feeling how it twinged at her insides should've been enough for her to never have done so in the first place.

A primal moan was torn from her lips.

"Help!" Penny screamed. "S – somebody, help me!"

There was no response.

Tears flew down her cheeks.

"Please! Help me! I'm stuck! I – I can't move! I've been – " I've been impaled.

Still, nothing.

She tried to suck in a deep breath. Key word: tried. Not only was the rubble constricting her lungs, but the way her stomach moved along the rebar as she breathed was pure agony. She cut off not even halfway through, choking, a cry breaking through from her mouth.

She gasped shallowly when it was over. "Oh, oh God."

She was going to die, she could feel it. Somehow, she had been able to survive putting a literal bullet into her head, but she was going to die here. Her body was trying to heal around the rebar, but as long as it was stuck in her, it wouldn't be able to. And she couldn't get herself off of it, not all alone like this. So, she was going to die.

Can't or wont, baby? the voice of her mom suddenly asked.

Penny's eyes widened even further at the sound. Even though she knew it was only in her head, she still couldn't stop herself from looking around the ruins of the warehouse wildly, trying to see the impossible signs of her her mother being there. "M – Mom?"

Can't or won't, baby? her mom repeated.

"C – can't," she gritted out in reply. "I c – can't!"

Really? Because from what I'm hearing, it sounds a lot like won't. You haven't even tried.

Penny blinked.

She blinked, and when she opened her eyes again, she saw the mask of Spider-Woman suit half-submerged in a puddle a couple of feet away; she hadn't even realized it had come off of her head. The right eye of the mask stared back at her on one side and, because of the puddle, the left half of her face stared back at her on the other. And it was pale, somehow even more terrifyingly pale than usual, making her look like an actual corpse now.

What was it that you told your father, back when you first met him? her mom asked tenderly. You said that...

Unwillingly, the words passed through Penny's mouth. "When you can do the...the things that I can, but you don't, and then...then the bad things happen? They happen...because of you."

And what do you think is going to happen, if you stay here?

"The Vulture," Penny said, squeezing her eyes shut as she recalled the conversation she'd just had with the man. He hadn't seemed like that bad of a person, up until he had collapsed the warehouse on her. He was a criminal, yes, but he hadn't seemed like an awful person. Although, she supposed, it didn't matter, because the entire reason why she had confronted him was because, "he's...going to do something to the Avengers Tower. He's going...to steal Dad's stuff. Use it to make...and sell weapons."

And are you willing to let that happen?

Minutely, she shook her head. No, she wasn't. Tony might have hated her and wanted to do worse, unspeakable things than just that to her because she was Lolita, but she couldn't fault him for that. Not when he was her father, and an Avenger.

And besides, she hadn't come here as Penny Parker or Lolita, had she? She had come here in the Spider-Woman suit for one last time, and Spider-Woman would never let somebody steal valuable Avengers artifacts. She was a good kid.

Lolita was not. Penny Parker was not.

"N – no."

So then, why won't you at least try to get up? Do it for Spider-Woman. Do it for Tony. Do it for me.

Do it for yourself, baby, one last time.

Penny gasped.

She gasped, and set her hands – which somehow hadn't been pinned, a miracle in of itself – against the giant piece of rubble on top of her. "Come on, Penny. Come on, Lolita," she whispered to steady herself, only to shake her head. "N – no. Come on, Spider-Woman."

She lifted.

If the pain had been agony before, it was beyond comprehension now. The rubble moved, but so too did her stomach along the rebar. It twisted and pulled around the metal.

She barely resisted the urge to let out a bloodcurdling scream.

"Come on, Spider-Woman," she said instead. "C – come on, Spider-Woman!"

Penny continued to lift, pushing through the pain. She thought about Tony, who she had only met three times now, and each one of those hadn't went well to say the least, but who she still loved anyways because he was her biological father, her dad. And she thought about Harley and how much she loved him, and the way his skin had felt against hers earlier that night. Their first (and only) time together wasn't exactly a happy memory, she had been right about that, but for just a small amount of time, everything had been perfect, and that had been enough for her. It always would be.

She thought about Matt and Natasha, who had been sort of something to her for a while and who she knew she would miss, even if they were going to hate her guts after all of this was said and done. Then there was May, the aunt who she had never met or seen before but had a feeling was probably one of the nicest people alive, due to their shared blood connection. And her mom and Richard, too, who were now dead but had been two of the best parents she could've ever possibly asked for.

She thought about living, for all of them. Because it didn't matter what they thought of her, or if they were already dead. Good kid or not, monster or not, they were her family. She loved them, with all of her heart and the remnants of her soul.

Finally, what seemed like an eternity later, the rebar exited her stomach. Penny nearly cried at the relief, and probably would've had she not thrown the rubble off of herself a second later with a final shout of, "Come on, Spider-Woman!"

Once her hands were free, they went back down to her stomach. She felt, rather than saw, her sludge slowly ooze out onto her fingers. It was cold, and it was thick, and it was everything a person's blood shouldn't be.

But it didn't matter.

Because Spider-Woman was going to do this one last thing tonight, before she disappeared entirely.


As it turned out, the Vulture wasn't trying to do something to the Avengers Tower. Just a plane that was leaving from it.

Penny didn't know why she had thought as much, outside of the fact that, since she had never really talked with the Avengers outside of the training sessions with Matt and Natasha or those other times she could list on one hand, she was obviously out of the loop on things. Likewise, she didn't know whether or not to curse her luck as flew from a piece of webbing she had attached to the Vulture's wings.

Probably not, all things considered. The Vulture had at least been stupid enough to wait and see if she was still alive after bringing down the building on top of her. It had allowed her to attach the web when she had, which would probably allow her to stop him before he did anything too bad as well. Probably.

But the adrenaline was coursing through her veins now, so it was kind of preventing her from thinking too much about that fact. Well, it and the one that the way her wound from the rebar was still dribbling out sludge probably wasn't a good sign. Whatever. She would deal with it later.

Penny gritted her teeth as they approached the plane. They were high up, incredibly high up, and she felt the wind cut past her in a way it had never done before. It was uncomfortable, and through the suit it dragged at her skin like she imagined an eraser dragged at paper.

Suddenly, the Vulture landed on the bottom of the plane. She groaned as she hit it not once, but twice before she was finally able to stick to its surface.

"This better work, Mason!" he snarled to the man on his comm, who he'd been speaking to when she'd confronted him. She could just barely hear his voice over the roar of the plane's engines.

She watched as his wings folded against the plane's surface, allowing them to form some sort of vacuum seal he'd be able to enter the plane with, once he cut a hole through its exterior. Or so she figured he was about to do with it as she crawled closer, instinctively waiting for him to realize that she was there.

Fortunately – or unfortunately, depending on how you looked at it – she didn't have to wait for very long. A few minutes later, he came out, putting back on his wings and kicking off of the plane's side. They fought, both over and around the plane. She nearly got sliced into a million pieces several times and burned by one of the jet engines once, then almost got obliterated again by said engine dropping out of the plane; his wings hit the plane's sides whenever they missed her, causing whatever masking technology that was on it to become disabled. And he caused the plane to lose another one of its engines.

Which was all fine and dandy, she supposed, up until you realized how, with the plane losing half of its power, it was going to inevitably veer off course. And it did, as it headed back towards the city. No, as it headed back towards the city to crash into it. Penny could only watch it all in horror before her instincts kicked in. Then, activating her web-shooters, she thwipped a set of webs to the other half of the side of the plane and pulled. It was one of the hardest things she had ever done in her life in terms of physical activity and effort, even harder than getting all of that rubble off of herself, but in that moment she couldn't bring herself to care about it much.

"Turn!" she shouted over the roar of the wind and the remaining two engines. "Come on, come on, turn!"

The plane did, narrowly avoiding several skyscrapers in the process. But nothing could have prevented it from crashing into Coney Island. Like...well, like a plane crashing, it toppled one of the rides and skidded its way along the sand of the beach, pieces of it breaking away. The Vulture was on one of those pieces. She watched him fly into the wind, his now-battered wings doing nothing to help him.

She, unfortunately, got dragged a bit further.

Penny let out a short scream a few agonizing seconds later, when she was finally thrown into the air. Gravity flipped her several times over once she collided with the ground, leaving her a lot more bruised and battered up than the building collapsing on her had. Vaguely, she was aware of how her mouth was still open as she eventually came to a stop after what felt like an eternity, though no sound came out. Her stomach ached something terrible; with shaking fingers, she brushed at it and realized it was sputtering out a greater amount of sludge than before, and that couldn't mean anything good.

Abruptly, she wanted to crawl into a ball and cry her eyes out. She wanted to die.

But she wasn't done yet.

Before she could get to her feet, the Vulture attacked her for a third time, coming at her with wings and a drop-kick to the stomach which made her gasp in agony. This time, he was ruthless. He punched at her face, picked her up and dropped her back to the ground, both several times over, and then snatched her up by the back of her suit with one of the metal feather-claws of his wings. Then he paused, his head moving ever-so-slightly to indicate he was looking at something past her. She didn't know what. She didn't care.

The pause was all the reprieve that she needed.

Desperately, she hooked her fingers underneath her mask and pulled it up. In any other situation or at any other time, she would have balked at the idea of doing so: no one except for Harley could ever known that Spider-Woman was Penny Parker, or Lolita. But between the building collapsing on her, getting impaled by the rebar, thrown from the plane, and having the Vulture attack her like this, she was pretty sure she'd cracked and broken more than just a few of her ribs. She couldn't breathe, not properly, and the instinct to take off any hindrance to her mouth was too overpowering to ignore.

She realized as soon as the mask came off, however, how much not ignoring it was a mistake.

It seemed she was not the only one to have sustained injuries in their fight. Over the smell of the fire, of sand of being turned into glass, of jet fuel and melting metal, she could smell the Vulture's blood. And for some reason, the scent of it was suffocating.

She knew it shouldn't have been. The last time she had eaten was just a couple of days ago, when she had killed those rapists while wearing the Spider-Woman suit, and regardless of that, the Vulture wasn't part of the demographic she hunted. She knew she shouldn't have wanted to bite him, to kill him, not when she had promised herself no one would ever end up like –

With a gasp, Penny clamped her hand over her nose and mouth to stifle the smell, her mask having fallen to the ground. The action made the Vulture turn back to look at her, and through his mask she could hear the surprised hitching of his breath.

"Lolita," he murmured. "Huh. Well, I wasn't expecting that."

He dropped her towards the ground and walked forwards, heading over to the intact crate that had seemingly been just behind her.

That should've been the end of it.

But it wasn't.

At that precise moment, his wings stopped working. They shuddered and crackled with blue electricity, which moved along the metal and directly into his body through his back. He let out a scream, the scent of burning flesh immediately searing the air, before he fell to the ground.

Penny stared at him with wide eyes. She tried pushing herself back with her free hand, because no, no she wasn't going to do this. It didn't matter that she could still taste the scent of his blood on her tongue. Or that her fangs were dropping down into her mouth like two iron rods as saliva pooled inside. Or that he was laying in front of her like a...like a rabbit laying before a dog.

No.

No.

No.

She wasn't going to do this. She knew better than to do this. No decent person deserved the fate she had given to Flash and the rapists. And the Vulture was a decent person. He had stuck around after destroying the building to make sure she was still alive. He had been doing all of this for his daughter, too, not just because he wanted to like the rapists she killed. He had...

He had...

Penny stood up on shaky legs as her hand came away from her mouth. She gasped, her breath shuddering in one last act of defiance, but all it did was make her head dizzy with the scent of his blood even more as her instincts snapped into place. Her feet began to carry her over to where the Vulture was laying, and she was completely helpless to try and stop them.

The Vulture was conscious, but barely, his skin being charred in some places and rubbed raw in others. He looked at her, having somehow managed to take off his helmet, his eyes slightly glassy and yet still widening as he realized what she was about to do. "Sp – Spider-Woman, Lolita, please, don't – "

He never got a chance to say anything else.

I'm sorry.


Penny came back into her body just over halfway through, after the Vulture had already died from the blood loss.

A moan bursted forth from her mouth as soon as she'd pushed herself away from him and looked at his ashen and slackened face. The moan was then followed by a sob. Her tears came back at full force as she cried out, "No, oh no! What have I – ?"

You've just broken your penance, said the voice in the back of her mind, and it sounded so gleeful her stomach twisted in disgust at the sound. The one promise you made to yourself since the beginning of all of this, besides "nobody can ever find out," and you've broken it. Well, actually, you've broken both of them, haven't you?

Abruptly, she felt like she was going to be sick. Scrambling away from the Vulture's body, she threw her hands down onto the sand and began to heave.

Except. Except, this time, it was not a dry heave, like she'd come used to whenever she drank blood. Instead, much to her fascination and horror, she watched as a mixture of bile, blood, and sludge poured out of her mouth. It landed in a small puddle on the ground, or in the case of several small drops, on the hands and arms portion of her suit.

This had never happened before. Even when she had punched herself in the stomach after she'd killed Flash, she had never thrown up any of the blood she had consumed.

Was...was she dying?

For good this time?

As if things couldn't have gotten any worse, from behind her she heard the sounds of two familiar pairs of footsteps and one set of repulsers.

"Spider-Woman, nice job crashing my plane," the voice of her father snarked, though his heart didn't really seem to be in it. Maybe he'd taken the things she had shouted at him to heart.

Penny stumbled to her feet, but didn't turn around. Instead, she swayed as a bout of dizziness suddenly overcame her.

Natasha must've seen this and recognized it as something concerning, or maybe she saw the pool of blood and sludge in the sand from between Penny's legs. She heard her take a step forwards, her breath catching in an anxious sort of way. "Spider-Woman," the former spy said. "Are you okay?"

Penny ran.

...Or, at least, she tried to. She didn't get very far. The pain in her stomach continued to ache something horrible, and the dizziness encroached on her vision, placing black spots there that she was sure didn't belong. Before she knew it, she was on the ground heaving again, the ungodly mixture coming up from her stomach and burning the back of her throat.

"Shit," Matt cursed as he and the other two caught up to her. "Spider-Woman – "

Wildly, she shook her head. "Get – get away from me!"

"Spider-Woman, we're not going to hurt you," Natasha tried to assure her. "We're trying to help you. You need medical attention."

Laughter bubbled forth from Penny then. "'Help?'" she quoted, because for some reason, it was just too funny for her notto. This was the moment she'd been trying to avoid for so long, this was the end, and it was funny. Amusing. Hilarious.

Yep, she was definitely dying.

"Since when have you ever actually wanted to – "

Cutting off, she threw up some more.

Gentle and nimble fingers began to card themselves through her hair – Natasha's. They were warm to the touch, just like how Harley's skin had been. Warm images of him floated through her mind. Well, she'd at least gotten to see him one last time before she'd died, if nothing else.

"Dammit, stop trying to fight us," Natasha said, her voice so low Penny doubted anyone except for the two of them and maybe Matt could hear her. "Let us help you, Parker."

Penny froze.

Then, with a low groan, she tried to crawl forwards.

They knew. Oh God, they knew. When had they figured it out? How long had they known? Had they just been toying with her all this time like a cat did a mouse, waiting for her to mess up so irredeemably that they could throw her into the Raft? Or had they been waiting all this time so they could figure out how to kill her for good?

Did her dad know? Had he ever cared about her at all? Or was every encounter she'd had with the Avengers for the past six months a lie?

Quickly, as her body steadily became weaker by the second, she figured it didn't matter anymore. She was dying. Her arms were giving out from underneath her. She couldn't feel them anymore.

"FRI, get me her vitals!" Tony ordered. He was beginning to sound desperate, as if he was only now realizing the gravity of the situation.

Huh. Well, she guessed he hadn't known.

There was a first time for everything.

"I've already got them, Boss. But they don't make sense," what she presumed to be an AI of his replied. "Unless..."

Matt's fingers dug gently into her side, slowly turning her over. "Penny," he murmured. "Natasha's right. We're not going to – "

She sobbed. "No. P – please, no."

But it was too late.

She was staring up at the night sky. It was beautiful. There were no stars, only smoke and ash as the remnants of the plane continued to burn around them, but it was beautiful. It was a nice view to see just before she died, all things considered, she thought.

Matt, Natasha, and Tony were all looking – "looking," in Matt's case – down at her, in that order. Both the former spy and the lawyer appeared to be concerned, the worry practically etched into their faces. She didn't want to believe it was there. It seemed paradoxical for the two of them to care about her, knowing how much of a monster she was. But the only other thing she could look at besides them was Tony, and he –

The shock that rippled across her dad's face as he took the sight of her in made her feel like her very soul was coming undone, as if it hadn't already. The emotion was followed by horror. So much horror, as his face blanched to the color of bone.

"Oh my God," he breathed. "Penny?"

"Don't you dare die on us, Parker," Natasha hissed.

"Stay with us, Penny," begged Matt.

Penny tried to give them a smile, if only because she didn't want her father to have completely bad memories of her and because she knew it was too late for Natasha and Matt to be saying that, but she had a feeling it came out as more of a grimace. "S – sorry, Dad," she coughed. A dribble of sludge flew past her lips as she did; it seemed she was mirroring more than just one of the Oscorp scientists tonight.

And then, inhaling her last breath, she died.


Word Count: 4,194

Next Chapter Title: midnight