Chapter Two

Parker Residence

Peter opened his eyes and noticed he was in his Spider-Man costume. He was confused as he noticed he wasn't in his room anymore, he was surrounded by darkness.

"Well well it's about time you've woken up Spider-Man or should I say Peter Parker" an ominous voice said.

Spider-Man quickly turned around and saw his Aunt May being held hostage by the Green Goblin better known as Norman Osborn.

"No that's impossible I saw you die" Spider-Man said in shock.

"Now now Peter you can't keep an Osborn down" the Goblin replied with a loud cackle.

"Peter Parker, who would have thought that's who has been the thorn in my side" another voice said.

Turning again Spider-Man saw Dr. Octopus formerly Otto Octavious holding Gwen with one of his robot tentacles.

"Let her to now Otto" Spider-Man demanded.

"Not this time arachnid we're making the rules now" Otto said mockingly.

Green Goblin strapped a pumpkin bomb to Aunt May before throwing her into the darkness, all that could be heard was an ear piercing scream and an explosion. Dr. Octopus used his metallic tentacles to hold Gwen by her throat until a loud snap was heard.

"GWEEEEEEN!" Spider-Man yelled.

Peter was awoken by sharp pain, he looked around and saw Felicia staring back at him.

"Sorry Peter you were yelling in your sleep and I couldn't shake you awake" Felicia sad sadly.

"Sorry about that Felicia" Peter said breathing deeply.

"Do you have nightmares often" she asked.

"Every now and again I would, I've seen some pretty bad things over the years, but after this past year it's been more intense" he responded.

Felicia scooted closer to Peter and pulled him into a hug "don't worry Peter we're a team now I will protect you."

Peter smiled before returning the hug "thanks Felicia, that means a lot to me."

"Oh by the way who's Gwen, do I have competition" Felicia asked raising an eyebrow.

"Well you see Gwen was, is one of my best friends things are just complicated right now," he replied.

"We can talk about it over lunch, I'm starving and we need to have a proper date" Felicia said with a sly smile.

" A date, I mean of course a date I am the king of dates, not that I go one them all the time or anything" Peter replied nervously.

"You are just adorable you know that, I'm going to zipline home and change into something a little less superhero esque" Felicia said before grabbing a piece of paper and a pen.

After some quick writing Felicia gave Peter a kiss before putting her mask back on and jumping out of his window.

Standing alone in his room Peter started to panic "just great a date, I am terrible at dates, I guess the one with MJ wasn't too bad and since Felicia knows I'm Spider-Man if I have to leave like I did with Liz she would understand I guess. Wait what if she realizes Peter Parker is an awkward loser and nothing like Spider-Man, or am I overthinking this? Wait where even am I supposed to meet her?"

Before Peter could continue his freak out he remembered Felicia wrote something one a sheet of paper. Finding the note Peter smiled

"Don't worry Peter we're just going to have a nice simple date at the mall, see you soon your favorite cat Felicia XOXOXO"

Peter also noticed she left her home address and phone number, he smiled to himself, "maybe this won't be so bad."

While Peter was running through different scenarios in his head Felicia had made her way back to her penthouse and began to look for an outfit to wear.

"Let's see I need something that screams meow, but only for my man" Felicia said out loud.

During the course of her wardrobe selection Felicia began thinking about the man behind the spider mask. Peter seemed so different than Spider-Man she wondered how he was able to transform his -Man was courageous, self sacrificing, and quite the flirt. While Peter seemed shy, reserved, and lacked confidence in himself. She looked to her left and saw a picture of her dad Walter Hardy before he went to prison. Felicia was overtaken with sadness and a bit of guilt. Her father killed Peter's uncle and Peter has been beating himself up ever sense.

"How can I expect him to love me knowing what my father did. No I can't think like that I have to have faith in him" Felicia said strengthening her resolve.

Felicia picked out a modest length blue skirt with white sneaks and an 'I Love Spider-Man" shirt. After looking herself over in the mirror she smiled "I hope your ready to eat your heart out Peter Parker."

Manhattan Mall

Felicia arrived at the mall, looking at the entrance she saw one well dressed and extremely nervous looking Peter Parker. Peter was dressed casually in tan cargo pants with a form fitting black t-shirt and black sneakers. Felicia loved the color and had a hunch he did it for her. She stealthily made her way over before tapping him on the shoulder. Peter immediately jumped and spun around and was met with the sight of his beautiful snow haired girlfriend.

"You clean up nice Mr. Parker" Felicia said before giving Peter a kiss on the cheek.

"Wow Felicia you look amazing, love the shirt by the way" Peter said with a goofy smile.

"Did I mention you look great in black" she replied with a smile.

"Do you want to keep flirting or can I take my beautiful girlfriend inside" Peter said with a confident smile.

"Oh, I do like the sound of that let's go" she replied as Peter wrapped his arm around hers and walked her in.

The new couple walked into the mall and found the mall directory.

"So Peter how would you feel about helping me pick out some nice lingerie" Felicia asked seductively.

Peter couldn't even formulate a coherent sentence before Felicia started to giggle.

"You are fun to tease you know that Pete" Felicia said.

"Pete" Peter said curiously.

"What am I not allowed to give my boyfriend nicknames" she replied.

"I don't know about you gorgeous, but I'm starving let's hit the food court" Peter said smiling.

The happy couple picked up their food and found a table. Peter had two burgers and a side of fries while Felicia had a chicken sandwich and a salad.

"How do you stay in shape if you eat like that Peter" Felicia asked.

"Well after the whole spider bite my metabolism is ridiculously fast, I burn ten times the energy" Peter replied.

"My my I learn more and more about you as the day goes by Mr. Parker" Felicia said.

"That's me your man of mystery" Peter replied.

"Oh really now, I think I like my man better unmasked" Felicia said raising an eyebrow.

She began to close the distance between them moving in for a kiss when a voice called out "Peter?"

Peter turned over his shoulder and was surprised to see Harry Osborn and Gwen Stacy arm in arm together.

"Friends of yours" Felicia asked.

"We're more than his friends we're his best friends" came Gwen's slightly heated reply.

Felicia sensing some slight tension decided to introduce herself "well then I'm Felicia Hardy the lovely and wonderful girlfriend to one Peter Parker."

"I'm Harry Osborn and this is my girlfriend Gwen Stacey" Harry said shaking Felicia's hand.

Felicia immediately remembered that name Gwen was the one Peter yelled out during his nightmare.

Harry took a minute examine Felicia's shirt before his face twisted into a scowl "that shirt is terrible."

"Excuse me" Felicia said confused.

"Spider-Man is a murderer who killed my dad he shouldn't have his own damn t-shirt" Harry fumed.

"You must be thinking of another Spider-Man because he is a hero to this city" Felicia responded with equal fire.

"Don't listen to her Harry she doesn't know about what your family has been put through these last few months" Gwen chimed in.

"Ok can we all just take a minute and relax here" Peter said trying to diffuse the situation.

"Are you telling me to calm down, Peter she is wearing a t-shirt designed after my dad's murderer, how would you feel if Gwen was wearing your Uncle Ben's killer on a shirt" Harry yelled out.

Peter stood there shocked at what he just heard. Felicia was trying her best to fight the tears that were threatening to spill from her eyes. Peter noticed Felicia's fight "I think it's time we go see you guys around."

"Just like that I thought we were best friends Peter" Harry said.

"So did I, which is why I was surprised I spent my summer alone up until Felicia came back into my life" peter replied.

"We weren't avoiding you, we just wanted to give you time to adjust" Gwen added.

"Adjust, adjust to what that you're dating" Peter asked confused.

"Listen I've known you since forever man I know you used to have the hots for Gwen, and I didn't want things to be weird between us since Liz dumped you" Harry added putting his hand on Peter's shoulder.

"I broke it off with Liz Harry, you should know me better than to think I would get jealous of you" Peter replied before shrugging off Harry's hand and left with Felicia.

The walk from the mall was silent until Peter broke it "Felicia I'm sorry about ruining our date."

"What, it wasn't your fault Peter, but I do think you might need a better choice of friends, I take it they don't know about it" Felicia said pointing to her shirt.

"No they don't and it's better that way." Peter replied sadly.

"Felicia and Peter's date may be over, but maybe Spider-Man and Black Cat can have some fun" Felicia said smiling.

"My costume is underneath my clothes," Peter said.

"I'm not used to the superhero life yet, we have to go to my place to get mine" Felicia said slightly embarrassed

"Don't worry you will get used to it" Peter replied laughing.

Felicia called for a taxi even after several offers from Peter to swing them there. After paying and reaching her home Peter was stunned to see she lived in a penthouse.

Felicia's Penthouse

"Felicia are we breaking and entering" Peter joked as they took the elevator up.

"Not this time this is actually where I live, all though you can break in here anytime you might catch me fresh out of the shower" she purred.

Peter could feel the heat in his cheeks as they turned red and heard Felicia laughing.

"So easy to tease" she said in a sing song tone.

While Felicia went to change in her bedroom she started to ask a few questions "so I take it you and Gwen were a little more than just friends?".

"Things were complicated we both didn't want to cross that line and ended up dating other people, I dated a cheerleader and she dated Harry we were supposed to break up with them and date each other, but then things got even more complicated" Peter explained.

"Keep going I'm listening" she replied.

"Harry's dad turned out to be the Green Goblin and after I stopped him we were all at his funeral and Gwen didn't want to hurt Harry so she stayed with him," Peter said.

Felicia came into the living room in her Black Cat suit minus her mask and saw Peter was in his Spider-Man suit holding his mask.

"I'm sorry you've had such a rough few months Peter" she said embracing him into a hug.

"Don't worry Cat the feelings I had for Gwen are in the past you're my future" he said before kissing her.

"You're a smooth talker once that suit comes on, mask up and let's go, show me the nightlife as a hero" she said as she put on her mask and leaped out the window.

Following suit Spider-Man put his mask on and leaped out the window behind Black Cat. Spider-Man watched with a smirk as Black Cat began free falling with a smile on her face as she extends a hand out to him. He takes it before firing a web line as they begin swinging through New York. Suddenly a scream could be heard coming from an alleyway, Spider-Man turned to Black Cat "looks like this is our first stop on the how to be a hero tour."

The duo landed on a fire escape and witnessed the sight of a robbery. Three gunmen were holding a woman at gunpoint demanding she hand over here purse. Spider-Man set his camera up to catch the shots as Black Cat stared at him raising an eyebrow.

Spider-Man shrugged his shoulders "what, how did you think I got pictures for the Bugle?"

Spider-Man leaped off the fire escape and shot a few web lines yanking the guns away from the now weaponless gunmen.

"It's the Spider, let's get him" one of the gunmen said pulling out a knife.

"Oh sure you guys are trying to mug a defenseless woman and now I'm the bad guy for stopping you" Spider-Man quipped.

Black Cat gracefully landed on the ground and slowly walked next to Spider-Man "two vs three now now boys this doesn't seem fair at all, Spider sit this one out this one needs a woman's touch."

Before Spider-Man could protest Black Cat shot him a look and he immediately took a step back "looks like I get this round out, good luck honey give em one for me."

The gunmen with the knife rushed in trying to impale the Black Cat. She smiled as she flipped over him before sweeping him off his feet and delivering a punch to his nose. The remaining two rushed in together and tried to overwhelm Black Cat. Black Cat gracefully dodged their attacks until the two gunmen started to get in each other's way. Black Cat delivered a head kick to one of the gunmen before finishing the last one off with a back flip kick and landed right next to Spider-Man "so how did I do with my first group of bad guys?"

"I give you a ten for style points, but a zero on the quips" Spider-Man joked.

Black Cat wrapped her arms around Spider-Man's neck "oh really now is there anyway I can boost my score?"

"Well I can think of a few…spider sense, CAT MOVE" Spider-Man yelled out.

A hail of gunfire rang out as Black Cat grappled to the fire escape and Spider-Man swung away with the woman. The duo reunited on the street and saw The Enforcers and a small army of thugs with automatic guns.

"Shocker, again didn't we beat you already, I mean usually you guys give me a week before you come back" Spider-Man quipped.

"Sorry bug I can't mess around this time,boys kill em" Shocker said.

Spider-Man trusted his spidey sense to keep him out of danger as he flipped through the hail of gunfire webbing up as many bad guys as he could. It seemed for every one he webbed up another would start shooting at him. He continued to dodge and dip between gunfire. Black Cat used the distraction to rush in with her claws and slashed at a few of the henchmen. Shocker fired his vibration blast at Black Cat who skillfully dodged but unfortunately was struck in the back by a stray bullet. The impact knocked her over as she rolled into cover behind a nearby car. With that momentary distraction Spider-Man lost focus and was tackled by Ox. Spider-Man crashed into the side of a building his suit becoming damaged in the process.

"The boss said this is your one and only message bug stay out of The Kingpin's way" Shocker said with his gauntlets ready to fire.

"Boss what about the Cat" Ricochet asked.

Shocker began to walk away before looking back "the offer didn't extent to her, light her up boys, Ox, Ricochet let's go."

The remaining henchmen walked toward Black Cat guns drawn as she was recovering. Before they could pull the trigger Spider-Man dashed over and pushed Black Cat out of the way before shooting weblines at the framing bad guy. He managed to disarm them all, but couldn't stop them all in time as one of the gunmen shot Spider-Man. The pain was intense as Spider-Man could feel the bullet burn into his back as he yelled out in pain. Black Cat sprang into action delivering a flurry of brutal strikes knocking all but one of the gunmen unconscious.

She walked up to the last one with her claws extended "where are the enforcers going?"

"Screw you. I ain't saying nothing" he replied.

Black Cat began to push one of her claws into his family jewels with a wicked smirk " I don't have time for games, either you answer up or even a hospital won't be able to fix what I do to you."

The henchmen started to cry out " I don't know anything I swear."

As Black Cat was about to apply more pressure she felt an arm grab her "Cat that's enough let's get out of here the police are on their way, Captain Stacey tolerates me but I don't want to push it."

Spider-Man webbed everyone up before he took to the rooftops with Black Cat.

"Spider, are you ok" Black Cat asked worried.

"Not too bad, just a gunshot. Spider-Man replied.

"Just a gunshot, you're bleeding" Black Cat almost yelled.

"Is it alright if we go back to your place it's closer, and I don't know how long I can swing like this" Spider-Man said in pain.

With a nod Black Cat jumped off the roof and using her grappling hook began swinging toward her penthouse with an injured Spider-Man behind her. The swing took a bit longer with Spider-Man's injury, but they made it back to Black Cat's penthouse.

Felicia's Penthouse

Spider-Man made it through the window before succumbing to the pain in his back. Black Cat threw her mask off and rushed to get a first aid kit. She came back and sat Spider-Man down on a chair and inspected his wound.

"Sorry to say Spider, the bullet is still in your back," she said.

"Chalk that up to the good ole Parker luck" he replied.

"I don't think you know how luck works" Felecia countered.

Spider-Man removed his mask and smiled"I don't think you understand how Parker luck works."

"So while I tend to your wound do you mind if I ask you a few questions?"

"I don't know how I hide my muscles either."

"Serious question, Peter I always thought your costume was made of something I don't know superhero like."

"Sorry to disappoint, Peter Parker is very broke I made my web shooters from old parts I found around the house and threw a bit of dumpster diving."

"Peter I can understand why you risk your life for the people, but there has to be a better way I could have lost you tonight."

"I'm sorry Felicia, WAIT are you alright you got shot during the fight"

"Calm down Peter I don't need you tearing the stitches I didn't finish yet, my cat suit is lined with kevlar, all I have is a bruise."

"Some days I wish I had Oscorp funds or Stark Industries"

"I may not be be either of those, but I can give you some funds for a new Spider-Man costume, one that will actually protect you."

"Felicia, I can't ask you for money that's not how I was raised."

"Listen here Parker, you're my boyfriend, I care about you, and if I can sleep better knowing you are safe out there I am damn sure going to give you some money, besides my family is loaded."

"Wait what, I mean with the penthouse I knew you came from money, but I didn't know you were loaded."

"Not many people know, when people find out they become insanely shallow and treat me like a wallet, but don't worry, I know you're not like that."

"So you're telling me I scored a girlfriend who is beautiful, rich, and looks amazing in spandex?"

"I guess you could say you hit the jackpot."

Peter didn't mean to, but he cringed slightly remembering MJ telling him the same thing.

Felicia cut the last string "are you ok Peter, your stitches are done by the way."

Peter looked at his damaged costume top "yeah it's nothing, but I am concerned about The Enforcers, Shocker said something about a Kingpin who sounds like the next Big Man."

Felicia moved to the couch and motioned for Peter to sit with her "what are we going to do?"

Peter let out a sigh "I'm not sure, but I do know we have to take down The Enforcers first and go from there."

Felicia smiled and turned to Peter "well we can deal with these problems tomorrow, you can stay the night here my mom rarely if ever comes to New York."

"You go one a head I will be there shortly I just want to write a few things out," Peter said grabbing pen and paper out of his backpack

"What are you doing" Felicia asked.

"Well since you are so kind as to fund it, I am designing the suit for the new and improved Spider-Man" Peter said excitedly.

Felicia kissed Peter on the cheek and shook her head, "he's a nerd, but he's my nerd."

A/N

Sidious7777 - I'm having fun writing this fic, Peter and Felicia have always been my favorite ship. Gwen and Harry have met Felicia, but due to a small misunderstanding they had a bad first impression. let's hope MJ and Liz work out better ;)