Something loud banged against a door, causing the wall to rattle. Peter shot upright in the bed, feeling the chilled air against is skin. He glanced around to see a familiar sight, but one that he didn't quite understand.

Before him was a floor covered in dirty clothes with little patches of carpet showing through the clutter. Peter turned to see the Palin desk against the wall with the computer, cobbled together from second hand parts sitting on the desk next to a mound of Star Wars Legos half built and laid out all organized.

"What?" Peter barely said the words out loud, he just mouthed them lightly.

"Peter! You're going to be late," he could hear May's footsteps moving through the apartment, her voice was muffled by the walls.

He went to sit up in the bed, moving against the mattress only to feel a spring jab at him from beneath the surface. Everything was just the way it had been the morning that he had last woke up in this bed.

"Um, I'm coming May," Peter replied.

Peter rolled out of the bed onto the floor and scrambled across the room to rifle through a mound of clothes that he knew to be clean enough. That was his system.

He dressed, slipping into a gray longline t-shirt with jeans, and a pair of sneakers. Instinctively, Peter glanced down to check his wrists. His web shooters were absent, he could feel it but sometimes he really didn't even notice them there and he needed to check.

Peter mounted a search for them, but didn't see them anywhere. He still bothered to throw on a plaid button down that he left open. A moment later May was yelling for him again.

He stepped out into the hallway of the apartment and gave May a hug. "Love you, May," he said.

"Love you too, call me if you end up in detention because you're late," she said with a little smirk.

Late, right. Peter bounded down the hall to the staircase that he took two at a time until he was on the ground floor and out the door. It wasn't that far of a walk and the next bus wouldn't come in time.

As he walked through the city streets with that small of car exhaust, cigarette smoke, and the aromas of various foods spilling out of the bodegas and eateries. It was all just as he remembered it.

But this wasn't supposed to be what was going on. He had gone to space with Mister Stark and then he had died there on the planet Titan, and then he had been in Lugnica—

He had been in Lugnica. How had he and May ended up back here?

Someone bumped him from behind with their shoulder, he could tell by the way they had hit him that it was intentional. When he turned to see who it was he saw Flash passing him by.

"Watch where you're going Penis Parker," Flash yelled back to him.

Everything was exactly as he had left it. Peter shook his head and walked up the front steps of the Midtown School of Science and Technology. Students were packed in the hallway, moving in small groups or sometimes even waves with a rogue individual darting between them.

He spotted MJ and Ned further ahead, cut off from him by the people filling the hallway. Then a familiar voice called out to him.

"Mister Parker, can I speak to you for a second?"

Peter turned and was shocked to find Steve Rogers standing there, blue blazer opened over an Oxford button-down shirt and slacks.

"Y-yes, sir?" Peter said it like a question because it was one, what was Steve Rogers doing in this Midtown high school and why was no one else reacting to it. He motioned with his hand for Peter to step in closer.

"Look, I know that I am the new guy here and teachers aren't exactly supposed to show a personal side to the kids and whatnot," Steve said.

"Right," Peter said just to be saying something anything. What was going on. This wasn't right.

"The thing is that I want to see if you can help me out here, TA for me, tutor people. You obviously get the material. You get it enough that it seems almost trivial for you, maybe you can help pull some of your class up."

"I'll think about it," Peter said. He was still as confused as when this whole thing started out when suddenly everything got a whole lot worse.

"Hey Peter. Mister Rogers," the voice had this saccharine, tone to it that made his heart pick up speed like someone had injected jet fuel right into it. The girl who was speaking, he could see her out of the corner of his eye and then he turned to meet her gaze, was Emilia. Or she would have been Emilia, there were some key differences to her.

For instance, her ears were round, the way a humans would be. Her eyes were just a crystal-clear blue without the purple and blue mix thing they usually had going on. And the most noticeable change was her golden, blonde hair cascading down her back. The little white flower hair ornament that she usually wore had been replaced by a decorative clip-on Pokéball that didn't appear to have been purchased at a store.

"Emilia," Peter said.

"Good morning to you too—did Mister Rogers tell you about the tutoring he wants us to do. I was thinking that maybe you could help me—it can get pretty rough and you know how two heads can be better than one."

He was definitely talking to Emilia and Steve. She had the same little inflections in her voice, the same quasi-lisp on certain words that he had always noticed but never actively thought about before. Even her clothing was distinctly Emilia: purple skirt with a white top over it and a cardigan to top it off that was a slightly different shade of purple. Steve was still big as a mountain, too big to be teaching anything but beating people's asses, and had this kind of personable charm to him.

"I think—yeah I think I could do that tutoring," Peter said finally.

He noticed now that the halls were empty, though being a little late to homeroom wouldn't be a big deal since he had made it here in time enough not to be totally late to class.

"I have to get back to my own class," Steve said. "If Mister Harrington has any questions just have him come ask me—tell him I made you late!"

Steve shut the door leaving him alone with Emilia. She was holding her books to her chest and leaning in to try and look him in the eye.

"I'll walk with you," Emilia said. "Homeroom is on the way to Mister Harrington's," she added and despite her eagerness the excuse made sense.

They had walked a little way, with him not knowing exactly what to say to her or to make of her. This woman who was a student at his school but also a woman from his dreams. And then what did that mean about Steve? Had that all been a dream. Had he made everything up in his head.

"I kind of wanted to talk to you," Emilia said. "Really there's something I've been meaning to apologize about."

"Really?" Peter asked.

"Yeah, for…a while now," Emilia said. "A few weeks ago I brought up your Uncle and asked about how he was and kept drilling you for answers. It was because I remember he used to come by my mother's work and he was always so nice to me I had no idea that…"

"It's okay," Peter said. "It's been a while and, like, it's always nice to hear that he helped different people out there, you know."

"Yeah," Emilia stopped at the door to a classroom, the one belonging to Mister Cobbwell, she had pulled out her phone now—a late model iPhone in a clear case with a pink lip running around the phone's edge. Through the clear back of the case, wedged between it and the phone Peter caught a glimpse of a photo of a gray kitten sprawled out on a bed. "This is my class. See you later, Peter," Emilia said as she silenced her phone with the switch on the side.

She went to step through the door but stopped to add. "I guess I'll see more of you now that we're tutoring together." Emilia gave him this dopey smile and he smiled right back at her.

It seemed that in this world she was totally into him, had he created another world, a more fantastical one from delusions. He could barely remember parts of his old existence. It was slipping away like a dream.

And yet…there was something dull ringing in the back of his head like a distant fog horn calling out to him.

When he turned to continue down the hall he met a pair of girls standing close together, their hair brown bangs, the bows in their hair, and their hall monitor sashes laid out so they were a mirror image of one another.

"Peter Parker, because of your wandering the halls we're going to be forced to report your lollygagging to Principal Morita."

"Parker, because of your insistence on being a pest we're forced to turn you over to the authorities."

Peter pointed at them in turn. "Rem, Ram?" He said. The brown hair did somehow fit the two of them and now, instead of eyes that matched their hair they both had green eyes—a compromise he guessed.

"You know," Peter started. "Hall monitors need to be in Homeroom too."

"Hall monitoring is our homeroom," Rem said.

"…due to the high volume of playing in the halls that has been going on," Ram finished her sentence.

"I'm going, just don't report anything!" Peter ran the rest of the way to the door to Mister Harrington's room and when he reached the door he could hear the morning news, produced by the student body playing through the door. The sound of the stock sound effects and music that they used for the videos was very apparent even through these old brick walls built decades ago.

When he opened the door and was about to speak he found the room darkener somehow, there were no students in here and the teacher was nowhere to be found. What was here was a shadowy vignette that covered the walls of the room blotting out most of the light and a figure standing in the center of it all. Silver hair, head lowered, a reverse image of the Emilia that he knew.

Now that foghorn sound was deafening, it was like he could feel it in his skin and bones threatening to vibrate his very molecules apart.

"Satella," though the distance between him and Lugnica had made some things fade she hadn't been one of them.

She didn't walk, because her legs didn't move. She glided across the classroom to him, her solid form seemed to pass through the desks and other things that obstructed her.

I can save you. She didn't whisper or speak it. They were her words, but they weren't a quotation because they were just a statement of being.

I can save you. You have to let go.

This universe spoke to Peter Parker, but he didn't know what it was talking about. He didn't know what he was being saved from.

Then he remembered, the blaring horn in his head, the way his body seemed to be stiff wait sensation. His muscles pulling, threatening to control him until he died like some tetanus patient. Was all of this because of something going on in his head?

As if asked the questions, Universe-Satella answered him.

Your Spider-Sense. It's killing you, again. You will die again.

Her hand reached out for his face, he could feel her fingers touch him like icy tendrils of mist. They passed right through his skin.

"Spider-Sense? You mean the tingle?" That was a better name for it, now that he thought about it. He wasn't sure how no one had ever come to that very simple conclusion before.

You have to let go. Let go of your fear of me.

The Satella Universe says this and a moment later he feels her mist like hands side down through his neck and into his chest and she grabs his heart and squeezes.

Her eyes go hollow and black, time seems to stop around them and all of the imagined sound of students and the Midtown traffic outside is replaced with stark silence.

The morose, horn-like sound, the sound of his Spider-sense to steal the phrase Satella used, seemed to shake the very world around him. He couldn't hear anything but that. And all that he could feel was Satella's grip tightening inside of his chest and the vibrations of his Spider-Sense.


The first time that she had noticed it had been the previous day, part of her thought that it was an imagined thing or possibly that she was even crazy, but the next morning when she came to deliver tea to Misses Emilia and May the smell in the room was still powerful enough that she froze for a moment when she stepped in.

In the months with Emilia she had never noticed it on her before, but she was in such close proximity to the bed that it might have just been that because the only source that Rem could imagine for the Witch Scent she was picking up here was Peter.

She had been reluctant to say anything because of the implications of it all, but it might have been some clue to what was going on with him.

"I've brought you both tea," Rem said as she put on her smile and walked into the room. The smell grew more potent the nearer to the bed that she got. It was like the previous time, only the power of it has diminished significantly since the previous day.

"Rem, are you not feeling well?" Emilia asked. She must have noticed the flashed expression over her face when she first entered the room. Rem couldn't help it, the smell took her by storm and it was such an assault on the senses when she wasn't expecting it like that.

"I'm fine. It's nothing at all," Rem said.

May leaned out to take one of the tea cups off of the tray as Emilia put away the book of fairytales that she had been reading to get a cup of tea. She spoke to Peter like he was still awake and might respond at any time.

"I'm going to take a small break from reading, Peter," she said. "But I've marked our spot so we won't miss anything," Emilia smiled as she lifted the tea to her nose to sniff it.

"He must really appreciate all that you're doing for him," Rem said.

"Mmhmm, he showed some interest in our stories and said that a few of them reminded him of the ones from his own world. I figure that just because he's not saying anything doesn't mean he can't hear us and he can at least keep hearing and experiencing these stories," Emilia said.

"I don't know what I would do without you girls," May said. "You both have really stepped up to the plate to make sure that Peter and I are fine."

"Don't forget about me, May!" Puck zipped through the air in an S-shape and landed across her lap with an adorable little kitty yawn.

"And you too, Puck," May said.

Rem looked to the spirit, if there was anyone in here who might have a sense for the things that she was smelling, maybe it was him? It wasn't too far fetched to think that a spirit might have an ability to pick up on things that most humans never could.

"Puck, can I ask you a question?" Asked Rem.

Puck's gray, furry head popped up from May's lap, she was stroking the spirit now. "Sure, I've always got time for a question from a pretty girl," Puck said.

"Since Peter had this episode the other day, have you noticed anything different around him?" Rem asked.

"Hmm, you're going to have to be more specific," Puck said.

There were other things that she could try, the Witch of Envy's miasma was said to have a tendency to wilt plants that were exposed to it for too long or even cause food to go bad faster. It might be that if she were to place a small potted plant next to the bed she could test this whole thing out in a way that others could see.

Rem considered trying that again before she said too much and it upset someone. The thing was that she wasn't sure it was the right way to go about all of this. Especially if it was something that could save Peter's life. She had seen him do nothing but be a hero. He had saved Miss Emilia's badge and then he had rescued the children in the village. All of this he did without regard for himself it seemed.

She didn't think that he was in league with the Witch.

"The thing is that since he has been in this state he has been reeked of the Witch's Scent," Rem explained.

A look of confusion passed over Puck's face. "I wouldn't actually know about that," he said scratching his paw against his little head. "Sorry. Do you think that the Witch Cultists did something to Pete then?"

"Miss Beatrice knows a lot about curses," Rem said. "But a curse has to be delivered through touch, was there anyone else around Peter before you all came back here?"

"We were out swinging," Emilia said. "Most of the time we were too high off the ground to even be near another person who could have accidentally touched him. Other than me," she added the last bit in a dark tone.

May scooted forward in her chair. "Could it be a curse, Ferris was in here for so long the other day. Would he know to check for that?"

"Almost certainly," Rem said. "Ferris expressed that he knew no reason why Peter was in this state and I am sure that the curse thing must have crossed his mind upon first glance."

Slowly May melted back into the chair, the enthusiasm for what looked like a real solution drained away from her.

"The answer can't be that simple," Emilia said. "Puck, could you try to see if you can get a read on anything within Peter?"

Puck sailed up into the air, paws spread apart. "That's a good idea, Lia. Leave it to me." The small spirit levitated over to where Peter laid and pressed his paws against Peters forehead. He held them there, his face shifting through a few emotions before settling.

"Well?" Asked Emilia.

"It really looks like he's still in there. It's not quite like he's sleeping, but it does feel similar to that," Puck said pressing one paw to his chin as his tail flitted back and forth behind him.

"At the very least all signs point to Peter being okay and the fact that the miasma smell is there and he still seems the same to Puck might be a blessing," Rem pressed her hand to her chest, breathing a sigh of relief.

It did put her at ease, but more so than that it made her wonder what had caused this to come on at all in the first place. Not everyone in the Witch Cult was in it all their lives, Rem assumed. So the scent wasn't a thing you were born into being, but was it the kind of thing that could be thrust upon a good person.

The only sure way for her to know what it meant was to wait for Peter to be awake and ask him.


Sam stared down at the sandwich-like concoction that he was holding in his hands, watching it hang there in midair as he responded to Bucky's jab. "Look, I'm not trying to say I'm one of those weird guys who uses Japanese words everyday and has a Hentai Body Pillow, but the idea of cat girls is attractive if you think about a cat girl in real life. And Chloe, a sociable, attractive cat girl was in our midst earlier."

"What is Hentai?" Bucky asked.

Sam was just biting into his sandwich and he burst out laughing.

"Oh, I asked, um Banner about this one time. I think he said it's like a kind of sexual expression artistic movement?" Steve said, obviously not sure if he was remembering correctly. The three of them were seated on a low stone wall outside of an old temple of some sort that now seemed to be a kind of library. A woman at one of the eateries nearby, the woman who had made their lunches, had tipped them off about the place.

"Banner told you that?" Sam asked.

"Yeah, why?" Steve said.

"Hentai is big tiddy Japanese cartoon porn. Like big as your head just too much tiddy to even make sense. And the girls are always sticking their tongues out like Gene Simmons," Sam explained this bit and then stuck his tongue out as far as it would go.

"And you put this on a pillow?" Bucky asked.

"Who is Gene Simmons?" Steve said before taking a bite of his food.

"Someone with their tongue out from what Sam's saying, I mean he does seem to know a lot about that and Japanese hand-drawn sexual expression," Bucky said.

Steve and Bucky burst out laughing to the point that they had to drop their sandwiches into their laps and wait for the fit to subside.

"Oh, now I see how it is," Sam said, swinging his sandwich in their general direction as if to point at them. "This is the thanks I get for trying to educate y'all. I don't go making jokes when you two get to arguing over the prettiest flapper dress and jazz cigarettes."

"Now that's just ageist," Bucky said. Even he could hardly keep a straight face for it and he started to laugh again harder this time.

"I really missed this," Steve said.

"Grown up conversation?" Sam asked.

"Nah, Peter is fine. He's kind of a kid, but he's taking on a lot of responsibility," Steve said.

"You must kind of feel like the third wheel there, I mean, I see the way he and that Emilia girl are making googly eyes at each other all of the time. It has to be just a little awkward to sit through," Bucky said.

"Eh, I mostly leave them be." Steve took another bite of his sandwich, though his expression shifted enough that Sam knew something was going on.

"That kid's going to be okay," Sam said. "I don think anyone around that manor believes otherwise," Sam said.

"Yeah, he's pretty tough—whooped our asses in Germany that time," Bucky said.

"Well, we were fighting at a handicap," Sam said.

Steve glanced up. "Oh yeah, how do you figure?" He asked with a smile.

"I mean he had seen our powers on the TV and everything. We didn't even know about his. Then we were fighting in doors and you know that's not good for me," Sam said.

"Here we go with the excuses," Bucky said pointing at Sam.

Sam narrowed his eyes. "You were right there next to me covered in Spider-Skeet, that's all I'm saying."

There was a moment where they chuckled, but it died down and they returned to eating a little faster now and in silence.

"Like I know we're all worried about the kid and stuff, but are you're not even going tell us about the blue haired maid?" Asked Sam.

"Rem?" Asked Steve.

"Yeah Rem, I saw you two chatting away and I also went to your room the other night and knocked and you weren't in there," Sam said.

"Wait, what are we implying?" Asked Bucky.

Sam smiled. "I think Steve found himself a secret girlfriend that he is trying to keep from us," Sam said nudging Bucky.

Steve stopped chewing and stared at Sam and Bucky. "Okay, so I slept in Rem's room," he admitted. "Rem is one of the kindest women I've met and she really took a liking to me."

"Who made the first move?" Asked Bucky.

"She did, she pounced on me and kissed me," Steve said before he could really think to clarify what had actually happened. "I mean her horn was out, so she probably was just feeling bold…"

Sam cut him off. "Her horn? She has a horn?"

"Rem and her sister are demons," Steve explained.

"Wait, this world has demons?" Sam asked.

Steve thought for a second. "Rem and Ram are the only two I know of, but she said that their village was wiped out by the Witch Cult."

"Those guys are a blight," Bucky said. "It's like we had Hydra on Earth and here they have the Witch Cult doing some of the same stuff. They're hiding in plain sight, it's not even clear if all of them even know they're doing the work of this cult or not."

"I mean we were taking steps to see to it that they didn't do this kind of thing to anyone else as easily before you two decided to ambush me about my relationship with Rem," Steve said.

Sam grimaced. "You're right, let's finish up here and get back to it. I saw a book store up the street—there may be something there and between the three of us we can probably manage to read it."


"Lia," Emilia opened her eyes to Puck levitating in front of her face. The last beams of orange sunlight cutting through the bedroom window at her back illuminated the everything across the room in a vibrant, golden color.

Emilia yawned, moving her fingers across the smooth pages of the book in her lap. The last thing that she remembered was reading to Peter. Then she had fallen asleep.

"What is it, Puck?" Emilia said. "I know it's late—you probably are getting kind of tired," she said through another yawn.

Puck nodded. "It's about that time," he said. "But I'll see you and May tomorrow, hopefully by then I'll be seeing Peter up and about too."

"Hopefully," May said from the opposite side of the bed where she was sitting holding Peter's hand. "Good night, Puck."

"Night Lia, night May," Puck vanished in a flash of light with small, glowing orbs dispersed as he lost form and traveled back into the resting place within Emilia's crystal.

May eyed Emilia. "You looked like you hadn't slept in ages. I didn't have the heart to wake you," she said.

"I'm sorry about that. I just, I probably should have given myself a little more time to sleep last night when you were up."

May shook her head. "It's okay, this kind of uncharted water—I'm just glad to have you here to help me with it."

"Uncharted…water?" Emilia seemed confused by the phrase, but then she assumed it must be an Earther thing and let it go.

"You didn't happen to hear where I left off, did you?" Emilia asked. "I suppose Peter won't raise a complaint if I do read over the same bit just a little." On the outside it might have sounded like she was making a joke about how Peter couldn't complain about anything now, but in her mind all she could think about was how he was too nice to hold something so small against a person.

"You were about halfway down the page—on the one about two kingdoms," May said. After a second she sighed and her glance dropped to Peter. "Fairytales, you know this won't mean much, but when Peter was little he just loved Sleeping Beauty. It feels sort of prophetic given…everything."

Emilia closed the book over her hand to mark her spot. "What happens in sleeping beauty?" Asked Emilia.

"Oh, right, things are different here. Back home it is universally known, but the basic premise is that there is four fairies, three good and one evil. This king and queen have a baby after years of trying and to announce the child to the whole kingdom they have a feast. The three good fairies and everyone else who is anyone gets invited, but the evil fairy shows up too and places a curse on the child because she wasn't invited."

May pauses for a second. "There's a lot of other stuff that happens, the good fairies try to reverse the curse a little and make it less severe, the king orders all spinning wheels for sewing in the kingdom destroyed—that was the thing the evil fairy claimed would deliver the curse…"

Emilia interrupted this time. "If everyone saw the curse be placed was there not a magic user who could unravel the threads of it and destroy it?"

"The magic in this story isn't quite so well thought out and, well, on the sixteenth year of the Princesses life, on her birthday exactly she pricks her finger and falls into a deep sleep. One of the fairies had made it so that she could be awakened by True Love's Kiss…"

"And so her mother and father kiss her to wake her up," Emilia said, thinking she had figured this one out.

May nodded slowly, thinking that idea over. "No, it's actually a Prince that comes along and battles the evil fairy who turns into a great dragon and kisses the Princess to awaken her."

Emilia sighed inwardly, shaking her head. "That's how people end up pregnant." Even then, if she knew for sure that it would save Peter and bring him out of this…whatever this aliment was, Emilia would kiss him and risk it.

It was probably wrong to go around kissing people on a whim without their permission though.

May looked confused for a moment and then she glanced down at Peter again, reaching out to rub a bit of hair away from his forehead. There was a noise out in the hallway and she looked up. "That's probably Rem, it seems we forgot request dinner—" May said.

The sound wasn't that close, but Emilia figured that she could get up to go help Rem bring anything that was coming into the room. It seemed that since Peter had been in this state she had been a little uneasy with the whole thing. Emilia opened the door into the hallway. She poked the top half of her body out and was turning to check the space behind the door where the sound had come from.

Something thudded against the door right past her neck, pinning a bit of her hair to the wood. Emilia whipped her head around just in time for her to see a blurred figure charging at her. Her mind processed what was happening fully in fractions of a second. Her instinct kicked in and she raised the fairytale book up near her face just in time to catch the tip of a dagger.

In a flash Elsa was upon her, kneeing her in the chest and kicking her back through the door so that they tumbled together to the carpeted hall with Elsa landing on her neck with her knee. Though Elsa wasn't a very big woman, her full weight pressing down on Emilia's windpipe was enough to end this fight before it really fully began. But Emilia had gotten her hands under Elsas weight and was pushing her the other way.

"I was really hoping that you would be here, I truly am happy to get a second chance with you," Elsa said, her voice chipper. If she was an assassin this wasn't work to her, this was entirely for her own enjoyment.

Just then May charged out of the room and blindsided Elsa with a coat rack. The impact of the swing shattered the wood against Elsa's head and sent her tumbling to the floor.

Emilia rolled over onto her side, gasping for air as she stretched out one desperate hand. "Huma!"

A single razor sharp spike of ice ripped through the air and slammed into Elsa where she lay pushing her back against the wall of the hallway and skewering her to the mall. As this happened, May was speaking. "I guess those weekends playing softball in Gramercy Park paid off-Oh my God," May screamed when she realized what Emilia had just done.

"May, you need to go back in there to Peter— can you carry him?" Emilia asked.

May nodded, clearly shaken. "I—I can try."

"Go," Emilia waved her away.

Elsa was already getting back to her feet, moving to pull the ice shard out of her body as the skin and muscle and bone grew back in to fill the space where the wound had been. May was out of the way, running for the room where Peter had been as Emilia moved to face Elsa.

"You're not going near them," Emilia said.

Elsa drew two new knives. "I can take my time admiring what's inside of you and then still have time to catch them before there's anything to stop me," she said.

This time when Elsa raced toward her, Emilia summoned ice to act as am makeshift shield. When Elsa struck out she moved the ice to block the blades, keeping them rotating around her person so that she could anticipate attacks and maybe catch the assassin off guard. For a long while Elsa attacked, wearing the ice down and trying to prod for an opening.

Elsa must have thought she saw a pattern or something, she swung hard downward, where neither Emilia or the ice was as if to block something. Even at the speeds the assassin was moving she wasn't fast enough to recover from this before…

Emilia let one of the ice spikes ram into Elsa's neck. She saw the woman's eyes ignite with a kind of sick thrill and then Emilia reached up and grabbed the ice shard, her hands coating in blood that quickly froze over. Then she let the ice spread from her fingers over Elsa's head until the surprised look on the woman's face was frozen solid.

May was still trying to fetch Peter from the room, but Emilia had moved Elsa far enough away that even if this hadn't been enough to kill anything moving they could have escaped. Emilia worked her hand free and pushed Elsa back against the ground so that she fell and her head shattered clean off into little pieces.

Emilia stumbled backward, the frozen blood still clinging to her left hand as she looked down at Elsa.

Then May appeared in the door with Peter's arm slung around her shoulder, she was struggling to move with him. They were just turning to go for the stairs when Emilia ran to help them. "We need to find Rem and get out of here," said Emilia.

Right before she reached Peter and May, there was a white hot flash of pain in her lower back. May gasped, frozen in place with Peter at her side as Elsa brought her face up beside Emilia's to speak.

"That was a valiant effort," she said. "I even waited until after your little spirit couldn't come out to play to do all of this and you seem to have completely changed in the last month," Elsa said.

"Go!" Emilia shouted at May.

"I know what it is," Elsa said, sniffing the air. "I can taste it all around you. You're in love.

Emilia erected a wall of ice sectioning May and Peter off from her.

"Love can make girls do crazy things, I think for a moment that I almost thought that I could have something new with someone. I saw my mistake before it was too late," Elsa said.

Elsa shoved Emilia so that the blade slide out of her back and she fell against her own ice wall, Emilia stayed standing with her forehead and shoulder pressed against the ice to support her as she moved to reach around behind her back to heal herself before too much blood was gone.

With a closed fist strike to the side of the head Else knocked Emilia onto the ground. She put her foot over the open wound and pressed down, the weight of her sent shockwaves of agonizing pain through Emilia. She cried out, yelped and gasped at the air. There was a thudding and beating on the other side of the ice, she could hear May's muffled yelling.

"Wait your turn," Elsa said. She looked down at Emilia smiling and licking her lips. "It would seem that Steve was wrong about me—sometimes you just can't change, I see that now."

Emilia thought that she detected a hint of sadness in this woman's eyes, she thought that she might have even seen a bit of herself. It was the pain of a woman who had resigned herself to a life of being different and hated, possibly a more extreme version of what Emilia could have been at her worst. What had happened to Elsa?

"Hey Elvira colon Mistress of the Dark, count the shells!" There was a shout at the end of the hallway and Emilia raised her head to see that strange Wade man standing at the far end of the hall with his hands outstretched with something in them, a pair of small dark objects.

Elsa must have looked up too, because her weight shifted and that was when the world exploded with flashes of light and loud bangs. Something small slammed into Elsa, causing her to jerk back. Then another one hit. And another. Whatever was happening confused the assassin too, she glanced down at her body before racing toward Wade with her knives drawn.

"Ahhhhhhh!" Wade screamed as he continued firing whatever these strange Metia weapons were even as she advanced through them. "Why isn't this working?"

Elsa had covered half the distance between them when Emilia finally managed to roll onto her side and and heal her wound slowly. It was a good thing no one was here to syphon off any of the mana in the atmosphere and that she hadn't really found a chance to go all out against this woman yet. She wouldn't make that mistake again.

The projectiles tore through Elsa as she kept running for Wade. Finally, he tossed his the things he had been holding aside. "Fuck it, we'll do this the old fashioned way. Maximum effort," Wade pulled the pair of swords from the scabbard on his back and readied them.

Their blades clashed as Elsa reached him and there was a shower of sparks where her kukri stopped between both his blades.

"Eh, pretty impressive, huh?" Wade laughed. "Look, we've both got healing factors. What do you say we call this a draw and grab a bottle of wine, your treat, so you can explain to me what kind of hundred-mile-per-hour tape you use to keep the girls there in check," he said nodding his head toward her breasts.

In a blast of speed Elsa moved again and there was a horizontal streak of light as she sliced right through Wade's midriff in a single dash. Blood and bits of his innards began to leak out, slipping through the gash in his skin.

"Oh fuck!" Wade tried to move, but his body was barely held together now.

"Wade, hold on," Emilia got a running start and froze the floor around her feet so that she could slide forward to move faster. Her silver hair whipped against her face as she zipped down the hallway. As she got closer she fired a blast of spikes at Elsa.

Elsa weaved side to side to dodge them. "Tell me, how does it feel. Describe it to me!" she begged Wade.

"It hurts like hell, you psychotic big tiddied goth dream girl—you are just so hot it's mind boggling. But you're way too crazy," Wade said just before Emilia circled around Elsa sliding to distract her away. As Elsa swung for Emilia with one of her knives, the half-elf leapt up so that she was horizontal with the ground and landed sliding backwards on all fours with ice under her hands and feet.

"Coming from me, that's saying something," Wade said.

"I'll heal you, just hold on!" Emilia yelled.

Wade protested, holding a hand up. "No need, I go this. This will seal itself right up, maybe. Anyone got any Neosporin?" Wade poked at his wound. "Never mind me, just whoop that bitch's ass."

Elsa was now fully focused on Emilia, the two of them traded blows back and forth, barehanded with Emilia head butting Elsa hard enough a second later she tasted her own blood on her top lip and felt it running down around her eye. Whenever the assassin lashed out now, Emilias was there with a small shield to deflect the knife and she countered with a fast or a blast of cold.

Then when Emilia sent a line of huma ice spikes into the ground forcing Elsa to put some distance between them the woman spoke. "This is a battle of attrition, that healing you gave yourself was only enough to stop the bleeding," she said clearly breathing more heavily than before. Some of her dark hair had even fallen in front of her face. "How long until that's not enough? How long will it be until your mana runs dry?" Asked Elsa.

Emilia's voice rasped, hoarse and scratching at the back of her throat. "You don't know what I'm capable of—I will turn this whole manor into ice. I'll scrape the mana out of the corners of my reserves and the marrow in my bones and if I have to reach into my Od I will do that too!"

"Now that's the kind of grim determination I want to see before I watch the life fade from that pretty face of yours," Elsa said.

"Die!" Emilia dashed for Elsa, jumped into the air and used a pillar of ice to push herself up higher so that she could gain the height needed to blast a spike of ice right through the top of Elsa's head.

Emilia landed behind her, watching as she wriggled and jerked to break the ice free. "You were right about one thing, Elsa. This is a battle of attrition. I've killed you at least four times tonight. How many more can you die? That's not a Divine Protection and you don't seem to be using any mana—whatever your little trick is there has to be some limit."

Elsa turned, there were still bits of blood and brain clinging to her face. "More than you've got in you," she sneered as she lunged to the wall, running on it to close the distance between them.

Emilia touched the wall quickly, freezing a large portion of it and forcing Elsa down lest she slip or become embedded in the wall. She was slowing down and spending the energy to dodge more attacks than she had before. She was wearing down, Emilia wasn't sure she could hold out, but the fact that Elsa was wearing so thin filled her with some hope.

She reached up to block a swing from Elsa, stopping the knife narrowly next to her head. This time she didn't even need to use the magic, her arm just had to intercept Elsa's. Then Emilia moved and knocked the the knife from the assassin's hand. Either out of anger or a need to hold onto any mana that she had just in case, Emilia began to pummel Elsa back, punching and kicking her over and over. Throwing the woman off balance and jostling her back and forth in flashes of back hair.

The attacks didn't really seem to be doing much damage, but Emilia could punch hard enough to cause cuts and bruises, all of which she figured that Elsa had to heal from if this ability of hers was something automatic.

"It seems like this cut is deeper than I realized—or I'd be right there helping, but you got this thing, girl boss," Wade said giving her a thumbs up. She paid him no mind as she continued to batter Elsa, driving her away from Wade and that end of the hallway and more toward the ice wall. They traded blows with Emilia giving more than she got for long enough that she started sending ice flying at Elsa again.

When the assassin was distracted with these, too busy parrying them away with her kukri, Emilia stepped in and kicked her hard. She almost escaped the move unscathed, but Elsa reacted faster than she believed possible and rammed the knife deep into Emilia's thigh.

The pain cause Emilia to stagger back and drop against the wall. Emilia knew enough to know that this wound would have to be healed fast or she would bleed out. The assassin closed in her brandishing one of her knives. She playfully pushed the flat side of her blade against palm.

"Well, we see how this was always going to end," said Elsa.

Wade's Metia weapon rang out again, causing Elsa to jerk and stumble as the weapon's projectiles pounded into her. He kept firing the thing until Elsa was forced back and made to start weaving and blocking with her knife. Though it kept her at bay, Emilia doubted that it would for long and she figured that Wade's Metia had some kind of limitation. It was also unclear if the small wounds that the thing caused would take Elsa as much effort to heal.

Then something burst through the ice and there was a metallic rumble trailing behind a large object that sailed through the air. Emilia's entire ice wall shattered and crumbled against the carpet. The large object, Emilia could see now, was a spiked ball attached to a chain until that had blasted away the whole left side Elsa's face. In a deep rattle, the chain lurches back and pulling the spiked ball back to its source.

Emilia took this time to heal the leg and she did a more thorough job of it for this one because of the inherent danger involved and how much she needed her leg to be able to move. With the ice gone, Emilia could see now that May and Peter were still there. Rem was there now too, wielding the ball and chain like it was as light as air. She twirls the chain in quick circles causing the massive ball to orbit her body as she moves toward Elsa.

"She can heal quickly," May yelled.

Rem kept her eyes trained Elsa as her head slowly reformed. Emilia brought her hand up, stumbling toward the center of the hall. "Rem," Emilia yelled, knowing that Rem, as a user of the same spell, would know exactly what she was insinuating.

The two of them cried out in unison. "Ul Huma!" Ice formed in the air, enough of it that it chilled the air, causing their breath to become visible around them. It seemed that she was slowing down and having trouble now because of how much she had recovered. Before Elsa could finish fully forming back to her full self the ice slammed into her from both sides crushing to the point all that was left of her was a blood splatter frozen in mass ice.

Rem drops her weapon and goes to Wade's side to begin healing him as Emilia makes her way toward Peter and May. There's a deep pain inside of her chest, she was sloppy and it has shown in how fast she was able to hit her limit of mana. Her lack of concentration and anger had caused her to burn through so much energy. She still stumbled, afraid to work on her leg. Emilia didn't have time to ask Rem for assistance.

"We need to go," she said as she reached May and Peter. "We can't stay like this. Peter can't stay vulnerable like this," she added.

"Go where?" May asked. "You need to rest."

"I'll be fine—we just have to get Peter to Miss Beatrice. I'm sure she'll know what to do," Emilia said.

May seemed like she wanted to say something, but she held her tongue.

"Rem, will Wade be okay?" Emilia asked.

"He's seem to mostly heal himself—he must have a similar ability to the assassin," Rem said.

"I'm going to need you to stay here with him, I'm taking a carriage back to Roswaal's," Emilia said.

"Miss Emilia, at this hour?" Rem asked.

Emilia could feel her eyes burning with tears. "I can't stand to see Peter like this. I think I have a way to fix it you all just need to trust me."

"Yes, Miss Emilia," Rem said.


They departed before any of the others had come back to the home, leaving a note with Rem to explain the destruction and mess. Apologizing for their part in it and explaining to Steve that he was still to honor the bargain with Miss Crusch to the best of his ability with Rem's help.

The cart driver (a cart was all they could get on short notice) was a merchant that had been working with Miss Anastasia, Emilia had heard his name thrown around during the planning meeting for the initial push against the White Whale, Otto. Really, she was happy to not have to do it herself, piloting Ground Dragons was not something that she had a real knack for and her time seemed much better spent sitting back of the cart with May and Peter.

Her body ached from the fight and her chest hurt from expending so much mana, a sure sign that her gate would at least need some rest before she continued to use it. The more she thought about that, the more she didn't understand. She should have had enough mana to level that whole part of the city, she had affected large scale change on areas before. Now she was suddenly struggling to finish one fight?

Something else must have be going on with her mana, though she couldn't tell what at this point and the only person that she could ask would be sleep for the next several hours.

Peter was laying between she and May on the floor of the cart, his head resting on Emilia's lap though he was wearing the Spider-Man suit now. May had let out a crucial piece of information that even Emilia didn't know. The suit was able to let Peter move when he was unconscious, the lady in the suit, Karen, could tell when there was danger and move him for short bursts. It wouldn't be enough that he could fully operate or fight or probably even walk, but it might be enough that it could save his life if there was trouble.

Emilia, worried that Elsa might still return, wasn't taking any chances with Peter's safety now.

Who would send her after Peter?

That was the one piece of the puzzle that she hadn't figured out and the only real thing that should could figure was that it might have been the Witch Cult angered by his part in the fight the other day or wanting a better chance to get at her. Either of the two things were plausible.

"Are you feeling any better?" Asked May.

Emilia turned toward May, she had only kind of heard what was being said to her and it took her a few moments to really sort it all out. "I'm fine," she said despite the fact that she had left her side unhealed where she had been stabbed initially. The leg she couldn't do without, but the side of her body where she had done a quick job patching a complex wound up would continue to leak internally. Emilia figured that she probably had at least four hours left in her and they were only two from the manor at this point. If it got much worse she could emergency heal herself, at the detriment to her Od.

Where had her mana gone?

"I'm just glad that in all of that I was able to keep her away from you two," she said with a smile.

May reached out and touched Emilia's cheek, wrapping her fingers around the curve her chin so that they stuck into her silver hair. "If you need to rest I'll be fine with Otto to keep my company," May said.

"I can't do all that much while I'm navigating up here," Otto shouted back to them. He turned to glance back, his hair a flash of ash brown catching the moonlight.

"You're doing great up there, Otto," May said.

Now that things had calmed down a little, Emilia did have a question. "That Wade guy is from your world, but do you know him?"

"I've never heard of him in my life, I'll admit that we have a few costumed weirdos running around—but it seems like he would stick out," May said.

"Indeed it does," Emilia said, running fingers along Peter's shoulder. "The thing he kept using on Elsa, what was that?"

"The gun?" May said. Then the realization washed over her. "Right, that was a gun. It's like a Metia that uses powder to fire little metal bullets over long distances," she explained.

"Right, a gun." Emilia had seen them in her little bouts of watching things on Peter's phone. They were never depicted as so loud and violent, some of the ones that she had seen were bigger. She guessed that there were probably different kinds of guns for different things. The Metia's of Earth were on a whole other level.

May nodded. "I have to admit I am a little worried, like I wonder if Roswaal will even want to help us."

"Roswaal will be inclined to help me," Emilia said.

"Oh?"

"We have a deal, I become King for him and he helps me free Elior Forest from its prison," Emilia said.

"And that deal is strong enough that it won't be effected by everything that has happened so far?" Asked May, her voice low.

Emilia had thought about it, with attacks by assassins and now drawing the attention of the Witch Cult she figured there had to be some point where it was all too far for Roswaal to continue investing in her. Like, she knew that he wanted something, but without knowing what it meant that she was unable to gauge when he would have enough of her.

"I think that—I think he wants something big. Something he can't get without me," Emilia said, her voice just enough above a whisper that it was audible above the cart wheels bumping against the road.

"Whoa, where did this come from?" Otto said. "It was a clear night just a second ago."

Emilia turned and looked out the front of the cart. The top of the vehicle was covered by a canopy, but she could see through the rounded opening in the front around the lanterns that hung on either side of the seat where the drivers sat that thick fog had set in. It wasn't there just a moment ago.

There must have been a change in Emilia's face, because May reacted right away. "What's wrong?"

"Stay with Peter," Emilia said as she carefully lifted his head off of her legs and crawled to the front of the cart. Now that she had to bend and twist her midsection differently she could feel the full extent of the pain racking her body from the stab wound. She winced as she pulled herself through into the driver's area next to Otto.

"Oh, hey, what's the matter?" Otto asked.

"The fog, when did you first notice it?" Emilia asked.

"Right before I said something. It just kind of washed over us," Otto said.

Emilia made a face. "Where are we?" She asked. "I mean, by your estimate?"

"Right outside the Mathers domain, last I checked," Otto said.

Which meant that they could turn back, but they would be going back into the city. Their trip would take longer and she didn't know if she had that long. She didn't know if Peter did either, he didn't seem to be any different than before. No one knew what was going on with him still.

The one thing she was sure of was this wasn't fog, the air had been too dry and there was something wrong about how it smelled and felt brushing against her skin up here. If this was the doing of the White Whale, she wondered if turning around would even be an option. There was no way of telling where it would be headed and if they were passing through the edge of its influence, on a collision course with it, or if turning around would put them on one.

"Listen, we need to move as fast as you can," Emilia said. "I know that seems like the worst idea, but I need you to get this cart clear of the fog."

"Why are you so concerned about the fog—oh, you don't think?" Otto asked. Then he turned around, sitting himself up straight and urged the Ground Dragons forward.

"What's going on?" May hollered from back of the cart.

Oddly enough, it was right then that Emilia remembered that there were some markers around this area of the map everyone had been working over to predict the Whale's movements. She couldn't be sure if they had said this was one of the places that they thought it would be or if it was just a spot where there happened to be a lot of intersecting activity.

"I'm not sure yet, but everything is going to be okay, May," Emilia said. "I promise, I will take care of him," she added, under her breath.

Otto cocked his head to the side, intent on saying something to Emilia, but then his face morphed into a mask of abject horror. He let out a terrified scream that broke through the night. Emilia looked off to the right of the carriage to see a massive yellow eye with a deep, black center staring at them. The skin around it was smooth, white, and close enough to be lit by the lanterns. Around it the fog danced and churned as the creature let out a mournful cry.

Emilia did the only thing that she could, conjured lance-like weapons of ice and loose them right into the things eye. It peeled away from their side, a dizzying screech ripping through the air as it moved. Emilia felt the pain her chest hitch up, she lurched forward only stoping when she caught herself.

"Keep going, I'm going to do something," Emilia said. She managed to get on her feet, but she knew there wasn't much left in her.

"What was that?" May had been asking, but the sound of it only became clear to her as she clambered into the back of the cart and got onto the floor next to May and Peter. There was something warm against her side, it seemed the movement had ruptured the part she had haphazardly healed and the blood was spilling out. A worst case scenario.

But she was sure now, the Witch Cult and the Whale were connected and worse they were after her. It was the reason Peter and the others around her kept getting hurt. It was the reason for all of this.

The blood pooled under her leg where she was sitting, she couldn't stay seated for long or she wouldn't be able to get back up.

"I'm going to hold that thing off and I'll catch up to you," Emilia said to May. "Keep Peter safe for me," Emilia said.

May nodded, she was blinking a lot now, trying to stave off the tears because she knew what Emilia was doing. It was written on May's face. The one thing she didn't do was look away. "Promise me you'll come back," May said.

Emilia tilted her head wistfully, but said nothing until she glanced down at Peter. "Help me get his mask up," her fingers were sluggish now and her legs felt numb though she could still power through that, she could still walk if she did it soon.

May raised the mask quickly, getting it clear of Peter's face and Emilia laid her head on his chest. The ground shook as a gargantuan thing slammed into it somewhere nearby. "I wish that things worked like they did in fairytales—then I could save you," Emilia said.

She touched Peter's face and then brought her lips down to his to kiss him. Their mouths touched for as long as she dared, but there was no magical spark there. He didn't awaken to reciprocate her affections or even stir or move.

Emilia looked at May and then down at Peter. "I love you, but it seems like that's not enough."

Without lingering to think about what she had said and what all of this meant, she pushed herself back to her feet. "Don't try to stop me. You'll be okay, just stick with Otto," Emilia said.

"You take care of yourself, you will come back to us," May said.

"Thank you for everything, May. For a little while, it was almost like I had a family," she said and then, summoning up the reserves of mana from within her very life force, her Od, Emilia jumped out the back of the cart and used ice beneath her feet to steer herself.


There was a nook at the back of the classroom, a little space between the cupboards where backpacks and supplies were stored that was just large enough for two people to curl up in between. It was where he and Emilia had been working on their planning work for the tutoring sessions, or that was what it had started out as before she climbed into his lap and began kissing him.

Emilia was warm and smooth in ways that he hadn't known were even desirable before this. There was something even about the weight of her pressed down against him that he found attractive. And this had all just kind of happened over the course of the last few weeks working with her in Mister Roger's class.

The school was mostly empty and while they shouldn't have been alone in here, they were. The students that they were supposed to be overseeing had either not shown up for this session or dipped out early. No one was expecting either of them to be anywhere for at least another thirty minutes.

Taking these TA and tutoring duties with Emilia on had been the best idea ever.

She lifted her lips away from his, though from how she was sitting the curtain of her blonde hair still surrounded them. Then she said something that he didn't quite understand. "I wish that things worked like they did in fairytales—then I could save you."

Peter peered at her, trying to decode just what it was she was saying.

And then, it wasn't Emilia in his lap anymore. Her hair had gone stark silver and there was something different in the big purple eyes staring down at him. "You have to let go—I am part of you," Satella said before she pressed her hand right through his chest and caressed his heart.

"What are you doing to me?"

"Accept it, let go of this fear," Satella said.

At her mention of fear he could hear it again, the sound of a distant alarm. He had always heard it. It had been there since he could remember. There were other sounds a moment ago that he hadn't recognized though, voices like May and someone else talking. And then there was this inhuman screech that rocked the whole school.

Emilia or Satella, whichever she had been didn't seem to react to it. But Peter was sure that he had heard and felt it.

"You have to go," Satella said.

His Spider-Sense, that's the name that Satella had given it and what he was calling it now. Earlier she had mentioned that there was something wrong with it. How long ago had that been? It felt like in that time since he last noticed Satella he had spent weeks curled up with Emilia and attending classes like a regular person should be. Somehow he felt as if he had just spoken to Satella about the Spider-Sense. So much had happened to him since then that he didn't understand.

"Close you eyes," Satella said. "Concentrate on it."

Peter did as she instructed and closed his eyes. As expected it was dark all around him suddenly, but it seemed to extend further than that. The world felt like it faded away from him. The chilled air and smells of the school that had been there moments before was gone and in its place was nothing but the sound of his Spider-Sense. He focused on the sound, focused on it despite the fact that it felt insurmountable now.

He could see the sound, feel it rippling through him in red hot, numbing waves as it fought to warn him of something. What was it warning him of though? Why was it going off like this?

Satella?

For most of the month that he had been here it had become apparent that there was some connection between the two of them. He had never met Satella, not really. He didn't even know where she was sealed or what it meant to meet her—could someone that had been frozen and locked away for four hundred years really be much of anything?

The thing was that she was here with him too. The Witch of Envy was the thing setting off his Spider-Sense. He focused on it, tried to calm it down, whatever it was that was happening he had to stop it because even with all of her strange machinations there was more of a threat here than Satella. There was still the White Whale to deal with, there was still the real Emilia, May, and Steve to worry about.

"Wake up."

Peter opened his eyes, his real eyes, to see a kind of canopy stretched out above him. The floor beneath him was shaking and rocking. It took him a moment to figure out what this was, but he could tell that his head was laying across someone's lap and they were in the back of a cart. He squinted his eyes against the vague darkness with only the light of a distant lantern to see by, expecting to catch a glimpse of Emilia's face he was shocked to see May gazing down at him.

"Peter, you're awake," May said.

"Are you okay?" Peter asked. May's eyes were puffy, even in the dark that was much was obvious.

"I am now that you're okay," said May.

"Where's Emilia," Peter said.

May tilted her head slightly, glancing down at him.

"She was just here, I heard her voice," Peter said as he sat up. He could feel the straight of his mask, curled up around his forehead where it had been rolled up to reveal his face. He didn't know why he was even in the suit, the last thing he could clearly remember was bidding farewell to Emilia and May at the carriage.

Then there were blips and flashed of other half remembered things. Being in bed, hearing Emilia read. Hearing May speak with her about Peter and just other things after a while.

"Who's voice," said May.

"Wait, he's awake now—that's good right? At least?" The driver said over his shoulder as something large crashing into the ground next to them spraying the side of the carriage with sand.

"Emilia," Peter glanced around, trying to see where she could have gone. There was a driver up front with no one next to him. And for sure with this car there was nowhere else for her to have gone.

Something cried out, a high pitched screech that rang out through the night. He looked toward the driver and he could see the fog licking at the driver's seat and the driver in it.

"Who is Emilia?" May asked.

"No. No. No—what do you mean, Emilia was here with you," he said.

"There is no one here except for me, you and the driver, Otto," May said.

"She's right, it's just been us this whole time," Otto said.

"No, there was a silver haired half-elf with a flower in her hair," Peter said. "She kissed me—" Peter touched his lips when he realized the kiss that he had imagined before and the words that didn't make sense had come from the real Emilia. He knew she had been here, he could still smell the soft floral hints of the oils she put in her hair and feel the warmth where she had pressed her lips to his.

"It's the White Whale," Peter said.

"We know, we're trying to get out of the fog" May said.

Peter got to his feet and pulled his mask down. "The White Whale took Emilia," Peter said. "It has the power to erase people from your memory or whatever, Mister Wilhelm and the others told us. I don't know why I can still remember her, maybe it's because of what happened to me and how I was passed out when it got her. Maybe it's something else..." Peter trailed off wondering if it was something to do with the fact that he was obviously connected to the Witch of Envy.

He remembered dying too, being killed by the cold and hearing Puck's voice. What was happening to him?

"You can't go out there, we can get clear of this fog," May said.

"I have to try and find her. I can't just—I can't leave her alone like this."

"There's no one out there," May said. "I'm telling you the truth."

"I know you are—at least as you know it," Peter said. "Karen, display the last photo taken on my phone for May to see."

Karen obliged and projected a wavy, dot hologram out of the suit, a group photo of them all waiting by the carriage right before Peter had passed out. In the photo you could see Emilia leaned in to hug him and May there with Crusch, Ferris, and Wilhelm.

"How do I not remember her?" May asked. "The White Whale fog…" she muttered.

"I'm going out there to find her," Peter said.

"You don't even know if she's still out there," May said. "I'm not letting you." As she went to stand up, he webbed her hands to the floor of the cart.

"You can't stop me, just wait here, Aunt May. I'm coming back with Emilia," Peter said. He leapt up, webbed either side of the opening at the back of the cart whipped himself through the opening and back out into the fog.

Peter landed in a crouch with the fog swirling around him. As he stood to his full height he could hear May yelling and see the cart racing off into the mist to vanish out of sight.

The familiar buzz of his Spider-Sense was back, in a more manageable strength now. He could feel something watching him from the fog even without that. He had yet to see this Whale, so now was as good a time as ever.

"Emilia!" Peter yelled. "Emilia!" He ran through the fog back in the direction they had come, but every direction looked the same. Just endless, thick white fog blotting out the moon and stars. Tendrils of it licked at and wafted over him, but it didn't feel or smell naturual.

Then his Spider-Sense erupted, blaring in his mind until it hurt. A moment later a shadow appeared in the fog bank ahead of him and the massive form of the Whale burst through. He was dwarfed by its size and though he estimated that the measurements that had been given by Wilhelm and the others and gathered from some of the descriptions were right, they weren't doing this monster any justice.

The White Whale dug into the ground with its gargantuan maw, spraying a wave of dirt and debris ahead of it. Peter dove to the side, webbing himself away from what he assumed was the danger of it. The Whale sailed passed him with a speed that didn't seem to be logical for something so large (though neither was it flying without any clear sign of propulsion).

As Peter got along side the creature, it's body blasted out a thick fog that over took him and then there was darkness and nothing else.


It was daylight. Peter was standing out front of the manor where Crusch was staying while in the city looking up at Emilia standing one step above him with her cheeks reddened with embarrassment.

Though she was going to speak the words quickly, he already knew what she was about to say. "Please don't make this more difficult for me than it already is."

And then she took Peter's hand in hers, pressing both their hands to his chest. Emilia caressed his cheek with her other hand and then she spoke again.

"May the spirits bless and protect you."

Author's Note: So, sorry, wow. This got way out of hand. I felt that it was important to keep this whole bit together because of how it began and ended. Hopefully not other chapters will be this large.