"Okay, so I kinda got what I wanted." Marinette blinked as she finally dragged herself out of bed. She got to spend time with Adrian even got dinner with him, even if she had to put up with everyone's favorite professor. It felt like everyone had something positive. He was sneaky, it made it worse is that Max said he kinda reminded him of Ladybug. She mentally crossed her arms and huffed at the comparison.

However, the status quo was in danger. Chloe had been remarkably quiet. Adrian handsome as he was and distracting in every way was also distant. It seemed their confrontation had some lasting impact. She was torn on this on one hand it proved that her new crush was a good person and was willing to stand up to bullies. However, while Chloe was now quieter that was never what she wanted, she wanted her to understand that her behavior was wrong. Instead, her sympathies were being drawn out, and the last four years did not go away. She could not help her better nature. Normally she would help post Akuma attack but she knew Chloe would not take her meddling as well as others.

The science group project which she was paired up with Adrian so that took her attention. "I will not be bribed Mr. Parker," he shot him a look only to get a blank expression of mild confusion. He could play dumb all he wanted she knew what he was up to.

Adrian ended up doing most of the work as for some embarrassing reason she seemed incredibly distracted. "Did his arms get more muscular?" She idly wondered when the bell rang alerting her to the end of class.

"I'll turn in the paper," he suddenly said as she was completely aware of the fact she did not help well if she did she didn't remember only to then realize the teacher had dipped out.

She walked with Alya after classes as she looked at her magazine. "Girl you act like you didn't just hang with him for an hour," Alya teased she could feel her face turn red.

"He's just so," she tried to find the words only to run into Nino who looked like a statue if she had shaken off the clouds she might have noticed a similar symptom.

"Sorry," he apologized as his eyes flashed around. This was weird the normally chill and relaxed Nino looked like he was starring down an Akuma.

Her magazine fell and as she reached down her head knocked into someone else's.

"Sorry," Adrian and Marinette said at the same time.

"Sorry about that is there any way we can make it up to you? Any ideas Nino?" slight pause no response from Nino. "How about we check out the Zoo I hear they have a new," he nudged Nino in the rib.

"New Panther," he blurted out Marinette was incapable of really adding anything herself as she also felt unsure how to handle this.

"Is Adrian asking me out or something?" she wasn't sure and she was too afraid to ask.

"Awesome idea, right Marinette? You love animals," Alya helped as she elbowed her to get her talking.

"Sure sounds like fun," thankful she didn't stumble over them she guessed all the little moments around him had helped a bit with her stammering she was now only limited to short sentences.

"Cool after four o'clock? Sound good Nino?" He gave a nod, "Cool Alya you would mind coming along, hate to have a third wheel." He asked as Alya nodded slowly then glanced at Nino a bit confused.

"Sure," she agreed, as she glanced at Marinette.

"Four! Four is good yeah," she found her words difficult to get out why was this so difficult. They had already walked off when the panic started to creep in.

"Earth to Marinette? You do realize that the guy that you're crazy about just asked you outright?"

"Yeah, huh," then the panic clicked into place. Wait not here not now, I didn't brush my hair I don't have my lucky socks. Fine help me Alya I can't do this alone." She got a reassuring pat on the head completely missing a few finer details.

"You do realize I got dragged along with you right?" Alya asked however Marinette didn't pay her any mind.

Pov Shift

"So are you actually interested in Alya?" Nino asked as he looked over at his friend.

"She's nice and if things work out who knows." He shrugged, for a kid who was home schooled Adrian was difficult to read sometimes. Nino was never sure if some of his oddities were from being a model or his lack of social norms.

"I mean," Nino was not sure how to take that his casualness was making him second guess himself.

"Well I use to think about true love and all that but I had chat with my Da-I mean my life coach that he didn't end up with the first woman he fell in love with. I guess his practical thoughts on dating rubbed off on me. I mean if I hadn't, I would still be," he glanced away,

"Wait you have a crush on someone, Dude I can help," he wanted nothing more than return the encouragement he had received.

"It's embarrassing, especially coming from me," he could not look him in the eye. Considering the casual way he asked Alya out to see the confident Adrian blush. To see him squirm with his feels was revealing. Adrian was able to give advice and apparently couldn't use his own.

"Ladybug, I got a crush on Ladybug," he admitted, "I know I don't have a shot I don't even know her but, it's nothing okay just pretend I didn't say anything." he dismissed as he refused to look at him his face red.

"Well you have good taste," Nino said calmly as he inwardly panicked. "Chat is interested as well he vouched for him. I can't do him dirty like that. But Adrian, I need to help, if he hits it off with Alya yes that would work out best for everyone." He reasoned out himself "that would work out Alya was pretty cool after all" he decided that would be the best solution. "Ladybug and Chat, Me and Marinette, and Adrian and Alyra. That way everyone is happy."

Alya and Marinette were already waiting and Alya spotted them first. Neither Nino nor Marinette were able to talk. "Well, we could take a look at the Panther," only to realize it was already right in front of them.

"And snacks, Alya would you give me a hand?" Adrian brought up as he was both happy and dreadful that Adrian was able to so easily excuse himself.

"Um sure," she answered with a slight amount of hesitancy as Adrian grabbed her hand and nearly sprinted off.

"This is not going how I envisioned it." as he went even stiffer now that Adrian had vanished.

POV shift

"Alya, I need to be blunt, what are Marinette's feelings on Nino?" He practically blurted out when they had some distance.

"Oh, well she doesn't talk about him much, I guess she would compare him to a brother," she admitted as they stopped to get some popcorn.

"That's what I was afraid of." He sighed as he took out his wallet as they stood in line for concessions.

"So you considered yourself the third wheel," she realized as he gave her a confused look.

"Well yeah, Marinette doesn't like me probably still hesitant because of the gum thing." He handed her the popcorn as the staff got the drinks.

"There was some confusion on that," Alya stressed as she glanced back. Neither seemed to be talking much. Even Adrian could tell it was awkward even if he completely missed the real implications.

"I am a terrible wingman," he slumped, "I really wanted to help but he can't get a word out around Marinette."

"Yeah, sucks about that," Alya seemed to be forcing a smile. He felt he was missing something but right now he was too focused on the current situation and what to do to fix it, if that was even possible.

"That's why the double date idea you know moral support and well your good company we could give them space and see if sparks fly."

"Me good company, we hardly talk," she reminded as she seemed a bit taken aback at the simple plan.

"Yeah but you treat me like a person, which is a step up in my books. You know how many girls just see the pretty face?" He flashed a model smile before he grabbed the drinks. "It gets weirder when they are older." He shuttered, "but you treat me like everyone else so if we hit it off or not I wouldn't mind hanging out." He admitted, Alya looked uncomfortable well no harm done if she wasn't interested.

"That's sweet but," she started

"Sorry, that's not what I meant, too much? I am not great at the socializing thing," he admitted he stepped back a bit.

"No, it's not that you're a great guy it's just that," Alya dropped one of the bags of popcorn only for Adrian to catch it like a soccer ball. "That is impressive,"

"That one's mine I don't think anyone else will want anything that close to my feet." He joked, Alya mumbled something, "pardon?"

"Nothing," she grabbed the popcorn, all of this was just so confusing he was now understanding why Peter was so willing to argue for socialization, if he kept on listening to his dad he would be thirty and not have a clue about this.

"You are very dexterous," she pointed out,

"My father wanted me classically tr-taught my father has very high standards." He gave a soft smile "And anyone I bring home will be judged by those," he added mentally.

However as they headed back screaming erupted, "of course," Alya and Adrian said at the same time.

"I'll call the police, you find Nino and Marinette," he pulled out his phone and used the app Peter programed. He hid behind the bathroom pulled out his extra mask. He should change up his clothes something that wasn't his signature shirt.

"Plagg Claws out!"

"Aww I wanted some popcorn," he complained as he swirled into the ring. He leaped up only to see Alya had been cornered.

"Not on my watch!" He announced as he dropped down in front of her.

"Chat Noir my friends!" She shouted,

"Don't worry I know Arachnid is in the area and I have complete conference in him." He gave a thumbs-up as he scooped her up. He got her over the zoo walls and dropped her off. "Get somewhere safe Ladybug won't be far behind. By the way, love your work," he gave a wink and jumped back.

His first priority was to keep as many people safe as possible he still was not sure if this was Hawkmoth related or not.

POV shift

She felt very uncomfortable, Nino kept trying to talk, and as she watched Alya walk off with Adrian a sharp pain of betrayal that kept trying to needle her. Alya could talk to anyone and Adrian seemed unhindered. Chat was able to tell Ladybug his feelings at a drop of a hat. So here she was with one of her oldest friends wrestling with her emotions.

"So what have you been up to, you usually have some project." Nino finally got out,

"Just sketching, things have been a bit busy so I haven't been able to work on anything."

"That's a bummer my music had to take a back seat as well. I still work on it but, some extra stuff came up," he told the floor.

"It has been a while since we hung out," she realized, "we use to hang out all the time." She smiled remembering a few old memories.

"Well Adrian really needed a friend, dude is like really lonely and well you met Alya and you too hit it off really well." He pointed out as he started to reclaim his voice. However, as the mood started to get more comfortable she spotted the worst thing possible an Akuma. Dread welled up as she was already jumping to the worst conclusion.

She glanced at Nino who seemed a bit confused at the sudden facial expressions she just ran through. "You okay, don't tell me I screwed something up," he lamented only for Marinette to grab him he froze went red only to realize why as his face was turned in the right direction.

"Hey kiddo you up for that race? I'll give you a head start." The zookeeper was transformed into a Panther. Both shared a second of relief. Only to realize the new problem.

"I'll call for help you find someplace safe," Marinette and Nino spoke past each other as they took off.

She bought up to Kim on the bridge "that panthers are the best?" Kim answered a question she had only just missed as she landed on a street lap.

"What do you think of Ladybugs?"

"Or Spiders?" Arachnid chimed in. She half expected Chat to pop in but he was surprisingly absent.

POV shift

"Get in there," Adrian shoved the Gorilla back into his pen. He had managed to get everything back into place. He knew Nino was safe but he must have gotten Marinette somewhere safe as he still hadn't spotted her.

It was not too hard he had managed to contain the animals before they busted out of the zoo.

He checked his phone, he quickly launched himself into the city itself. "Now then let's find M'lady and Nino.

POV shift

"I had no idea we had trackers," Ladybug blinked at the wrist screen.

"We have been experimenting with the Miraculous and Kwami. So while Animan may be hunting but we know the destination." He chuckled,

"Good K- thanks Arachnid," she corrected as Nino smirked it seemed as if Ladybug had a soft spot for the cat after all.

"You accuse him of flirting too much," Nino teased, as he could see a very faint blush under her mask.

"Well he does, speaking of which," Ladybug checked her phone "of course at the Zoo, looks like he got the animals under control."

"That's one less thing to worry about," Nino agreed since all of his friends were there. He felt bad bailing on Marinette but this came first. Still, he refocused on the task at hand.

They met up and found themselves outside the Dupain-Cheng bakery. "Hey that's," Nino clamped up

"It's just a bakery," Ladybug pointed out completely missing Mr. Parker in the street. The Panther dropped down and attempted to attack the teacher and got flicked away for its trouble. "How strong was the teacher," he mused as he kept walking. Nino looked at his web-shooters then started shooting webs.

"I guess that works you are really handy to have around." She admitted,

"Thanks," he smiled under the mask he tried to not feel himself too much.

However, the webbing was suddenly strained as the panther transformed into a T-Rex. "Crap" he swallowed as Ladybug nodded in agreement.

POV shift

"On the long list things I expected to see today Ladybug and Arachnid ridding a T-Rex around Paris was not one of them." Adrian blinked as the T-Rex with its mouth lassoed by Ladybug as they tried to reign the chaos in.

"Ahh!" They both screamed as the T-rex bucked them as the two were sent flying. He caught Arachnid first only for Ladybug to a bridge too far and he found himself at the bottom of the pile with Ladybug sitting pretty on top.

"Owe," Adrian let out as Ladybug got to her feet as Arachnid let him get up.

"That should have held, I think I can't remember how strong this was supposed to be." Arachnid looked at the webbing Adrian wondered it seemed Nino didn't have as powerful abilities as Peter did. Ladybug frowned as she brought them around seemingly ignoring the concerns.

He felt at home here in the huddle, she was so kind he felt could trust her. Odd she kinda smelled like a bakery. Was that always the case.

He winced as she sprayed him down with air freshener. "Only she could get away with this," he chuckled a bit as his soul pulsed in her presence.

Well the plan kinda worked, he was being actively chased thanks to the armband but thanks to the recent transformation the bus was put up as a lost cause. The next idea was for Arachnid to put up a web trap. "So I need you to act as bait," She glanced at him and he nodded Ill give you the signal when we are ready. He took off ready to be as irritating as possible.

"Oh how the mighty hunter came up short, I think I know house cats that could catch you prey faster," he taunted

"What your mouth boy," Animan glared at him even as a Panther his father was still more intimidating.

"How can I watch what I cannot see," He smiled as he avoided a leap using the staff to jab the cat in the belly slowly pole-vaulting it over him. "Guess cats don't always land on their feet."

Another swing, however, Adrian was aiming for it just out of reach as he heard the whistle he took off around the corner. He leaped over a web strand before just as Animan ran in his feet being stuck.

"Lucky Charm!" Ladybug called out as she caught a car jack. Adrian looked at his staff and charged for the mouth.

"What are you two doing!?" Arachnid shouted.

"What?" He blinked as he glanced over to realize he was inside the mouth with Ladybug. He had the staff jammed inside and extended as he grabbed onto her.

"Get the Bracelet!" She shouted at Arachnid, "What are you doing here?" She directed at him.

"I thought I was supposed to do all the suicidal moves," he joked as the leaped back out.

"Very funny," she shook her head as the zookeeper returned to normal.

Adrian took a step back, as she purified the Akuma and the trio numbed fists. But he took off first much to the two remaining surprises.

He dropped down "Claws in," he pulled off the mask and shoved it into his pocket.

"Alya!" He cried out, "Marinette!" "Nino!" He cried out after some brief looking he found Alya. He faked his relief he knew she was safe but she did not need to know that.

"Adrian!" She called out, "You sure took your time."

"Would you believe the police station put me on hold and then I got trapped by some bent cages. The whole thing is a disaster." He sighed as he tried to look as frazzled as possible.

"I can see that being a problem," she admitted, "I haven't found Marinette or Nino yet." She sighed,

"Well, I did drag you into all this how about dinner to make it up." She crossed her arms and raised an eyebrow. "What as friends, I did not realize how that sounded." The two shared a laugh, "Nino!" He waved over however he looked down. "Hey sorry, your date didn't work, here go make it up to you and Alya," he handed over his credit card.

"Dude, I couldn't," he looked at him.

"Don't worry about it, I probably messed this wingman thing up. And Poor Alya just got friend-zoned." She looked more amused than heartbroken.

"What about Marinette?" He asked as he held the card in his hand.

"I'll find her, that way this Situation doesn't get any more awkward." He headed off not taking no for an answer. He was already out of ear shot by the time time Nino realized he had his credit card.

POV shift

Marinette sighed as she headed home she felt uncomfortable but she needed to be Honest with Nino. She really did not want to turn him down, it was bad enough that she agreed to it thinking Adrian was asking. I mean he did most of the talking. She headed around back towards the bakery only to see Nino and Alya.

"Marinette," Alya blurted out as Nino glanced at her.

"Oh no, Adrian," Nino realized as the two shared a look.

"What happened?" She was ready to panic.

"He's still at the zoo looking for you," Alya explained,

"Looking for me," her face froze in a combination of panic and pleased which probably would have looked better on a slasher movie villain.

"Ah," Nino realized only for Alya to elbow him.

"We'll go find him the poor guy is probably worried sick."

"The guy blamed himself for everything going sideways."

"Even if it wasn't his fault," Alya pointed out.

"He even offered to pay for dinner dude took off before I could tell him no," Nino frowned at the card.

"Well hurry up and go find him then we can all get dinner," Alya was suddenly behind her pushing her towards the zoo.

"He said he doesn't have tome he needs to be back someplace before it gets to late," Nino snapped his fingers as if he just remembered something.

Marinette was not sure what to do. She was being pushed forward and it was a bit of a run but she made it back. "I have no idea what to do, what if he realized I was interested in him." She clenched her eyes shut worried about the rejection that felt so inevitable.

"Adrian," she called for him only to see him race around a corner as he skidded to a halt.

"I am sorry," he apologized, she was currently not listening even a little winded and worried he made her heart skip as the relief on his face showed her how much he cared.

"I am really bad at all this let me make it up to you." He grabbed her hand and he quickly pulled her along as she gave no resistance.

POV shift

"She's not talking, crap I made it weird again, think how do I make this up to her." Adrian panicked as he tried to think of something.

POV shift back

"Oh no," Adrian was suddenly pressed up against her as she realized they had company. She was very confused and very okay with the situation however he looked worried. She glanced around, to see someone with a camera. "If he catches us your going to be in for a rough week. Paparazzi." He explained. "Sorry," he pulled away as he grabbed her hand and slinked away.

It made sense he probably had to deal with things like this. "What's the worst that can happen?"

"You don't want them looking into your privacy do you?"

"No, not really," she thought about her secret identity.

"I seem to bring you nothing but bad luck." He apologized and her heart started to melt at the sad expression as he managed to get them out of the zoo.

"It's nothing really, you look fin, are fine, its fine," she tripped over her words.

"I always forget you live above a bakery." He paused as she realized where she was. Down the road was home.

"Sorry?"

"I am jealous waking up to the smell of fresh-baked bread. Sounds nice," he smiled, she could just nod as her internal self was torn between celebration and cursing herself for not flirting or talking or anything.

"I feel bad I should have been clearer. I promise I'll make it up to you somehow." He had his hands together and he looked so earnest.

"Sure," she answered,

"As you wish M'lady," he bowed and left her at her door.

"I feel like I missed something," she was so far into the clouds that she completely missed his exit as she found herself in front of the door the boy already taking off.

POV shift

Peter sat at his desk he glanced at the clock as he looked over the data. So far mostly pigeons and a moth but not one that turned people evil.

"Just in time," Adrian skidded in thru the window.

"Cutting it awfully close." He stood up as he tossed him a towel.

"Uh," he let it slap him on the face.

"You just ran in you are covered in sweat. And you are still in costume." He pointed out as the young man said his phrase and reverted. He dabbed his brow as he tapped a paper that was completed on mathematics.

"I still want some popcorn you got me working so hard," Plagg turned his head away only for Peter to feel his spider-sense go off as he stood up to block Plagg from view.

The door opened up and to everyone's surprise, Gabriel walked in. A single look showed the man had glanced at his foot. He planted his cane in front of him and rested both hands on it. This seemed to give him pause. Neither spoke as Peter glanced at Adrian and wondered if this was normal.

"You seem winded," Gabriel looked at his son.

"We did some light sparing Mr. Parker knows how to fence. We finished a bit early." Adrian lied it seemed Adrian took his advice and had an excuse at the ready.

"I find that hard to believe," he turned back to Peter the man glanced him over as if the idea of Peter fighting was as laughable as a clown taking on Dr. Doom.

"Your belief is irrelevant," Peter shrugged as cared little of the man's opinion. The glare was short and could have been taken as an annoyance but this man in Peter's opinion seemed to believe he was above all before him.

"Oh, well if your going to teach I would like to see if your up to my standard." His face was as stoic as ever but he had a feeling that this was an opportunity the man had sought.

He hit his watch, as the little spider droid set the equipment up. "I suppose, luckily I don't think I even put everything away. Adrian looked confused as he lead the way and the look of surprise as they saw everything set up and even looked like it had been used recently.

Gabriel grabbed one of the blades as Adrian looked nervously between the two adults. "Would this be a bad time to let you know my dad is an excellent fencer?" Adrian brought up as Peter simply smiled.

"This is just a test to make sure he's qualified. I can't have him teaching you the wrong things," Gabriel flashed through a few moves impressive the man had the making of an Olympian or at least a former one given his age.

He stepped forward his new prosthetic was a bit better reinforced but was hardly his best work. He stood read straight up as he could almost see an expression of smug superiority on the man's face.

"Whenever you are ready," the flash of the thrust was incredible. To anyone it would have been blinding and without the proper uniforms very dangerous.

"What," Gabriel found his blade deflected. Peter really did not need to train his speed alone was enough edge over any training. Did not hurt that he fought men like Taskmaster and dealt with Deadpool and other sword users. As he was now Gabriel was little more than an annoyance. The realization and fear was imperceptible as Gabrial realized just how outclassed he was. However, the real reason he agreed to all this was a simple one to show Adrian his father could be denied. With a slight tap to the chest, Gabriel gave a slight grunt of acknowledgment.

"You continue to surprise me, Mr. Parker," he admitted, "first to ten?" He asked as he took of his suit coat.

"Sure," Peter shrugged it made little difference. The man's mask held out with only small gives. His face showed small twitches that indicated his frustration. By the final touch the man was sweating, Peter restrained himself he looked perfectly presentable. The difference was that he did not mock the man no weird poses no comments or wisecracks. He allowed the man to simply wear himself out.

"I seemed to have underestimated you, Mr. Parker." He sat down as Peter handed him a bottle of water.

"You are not the first to do so, you are the fastest in admitting as such thought." He glanced at him as he packed everything up.

"I now understand why my son holds you in such high regard." Gabriel focused on him.

"Well I appreciate the vote of confidence, Adrian," Peter clapped his hands together everything as tidy as he found it.

"We should probably get going. Mr. Parker probably has other things to do." Adrian reminded as his father looked at him seemingly confused as to what could be more important than himself.

"My pet project, it's not going anywhere." He dismissed its importance he could tell the man honestly both honesty and secrecy could both work even if a game of shadows was more his speed.

"Let's go, Adrian," he decided as he walked off, Adrian spared a glance his way.

Peter walked back into his room to see the laptop had been moved. He glanced over his shoulder as he picked it up.

He got home backed up the laptop. Just to be on the safe side. He shut everything down he still had things to do.

"So meditation?" Adrian yawned, a short time latter the two had met up after Adrian was escorted home.

"Well, we could blindfold you and throw stones." Peter offered as he froze up at the idea. He went back to his work.

"So what are you working on." He asked, the two were out on a rooftop.

"When the web-shooters didn't work as well, I went with something more, on-brand, mostly basic stuff nothing crazy since you already got a lot of extra stuff already."

He watched as Adrian tried to hide his excitement his eyes open up then closed as his tail twitched. Peter simply waited,

"Okay, what do you got for me?" Adrian couldn't help but ask.

"Like a kid in a candy store." He held up a set of balls between his fingers as Adrian glanced at them.

"Smoke bombs?" He asked,

"Oh, a few other things. Flash bombs no bangs though I know your ears are sensitive. Trackers as well as, this," he held up the last item.

"A yarn ball?" Adrian looked torn between insulted and amused,

"I am up a tree kid cat-themed powers are not very extensive in the gadget department. But this yarn ball is dangerous it entangles people think my web grenades."

"Oh," he handed over a black belt a bit less bulky than the one Nino got. "I take it this will just go over the suit."

"Spandex stretches leather does not. I try to keep things looking streamlined I am no designer but I know what looks nice." He chuckle as he pulled up his phone. "I think you got a thing to get to," he reminded as he reminded him of patrol.

"Right," he took off as he latched the belt next to his long one that acted like a tail.

"Cause he acts at night so often." He added as he got up.

POV shift

"You know I never took you for a gamer," Nino had seen Alya glance at a poster for an upcoming game.

"I don't really have time so I am usually stuck on my phone." She admitted, they just finished up with dinner things were nice. He had to admit he had a lot more in common with Alya. Marinette was both creative in nature but he was music-oriented and she was interested in physical creations. Maybe it was for the best part of him did not want to throw away their friendship maybe that's where the stiffness popped up from.

"Siblings?" He asked as she smiled,

"Three, you?"

"Younger brother," he glanced up to see Chat and he nodded at Alya Chat nodded in understanding before vanishing.

He looked at his phone to confirm that it was just a patrol.

"Something up," she asked him as he smiled

"Just a spam text," he clarified as he pocketed it. They settled into a comfortable silence as they walked along.

POV shift

"No Arachnid?" Marinette asked as Chat Noir landed on the rooftop.

"He's occupied he had an awkward date and is hanging out with the poor friend who got dragged along to make it up. However, I can't help but feel things will work out." He admitted,

"Is that all you think about is Romance?" She asked playfully with her hands crossing.

"Love makes the world go round bugaboo," he said with a wink.

"Didn't I tell you not call me that?" She reminded,

"Sorry," his ears dropped a bit "I am trying to get better,"

"I guess it's fine," she was not sure if he was really sneaky or genuine but the happy look on his face was worth the minor annoyance.

"However his staff rang, "Hmm," he frowned "we might have to call this in early."

"Something up?" She asked,

"I put off a conversation with my oldest friend. I am not sure how to handle this, but I worry I am the only one who can help. You can probably attest to the help I offer."

"I couldn't do this without you Chat," she smiled even if she still could not have figured out the nature of him. "You seem a bit off," she brought up,

"It's nothing it's," he squinted at her as he paused. His nostrils flared a bit. However, he noticed her home. "Ah, for a second there. I'll see you around Princess," with that he took off.

"Well that was pointless so much for patrol," she shrugged as she debated just heading home. Probably not the worst idea she took off towards home. However, something caught her eye.

"Is the school supposed to have a light on the roof?" She thought. She swung along as she poked her head up over the wall.

"I understand your concerns but a good chunk of the student body has already been akumatized." Peter explained, "if anyone asks it a possible class project on air quality,"

"I am still not sure. Mr. Parker, I am thankful you told me what this was. However, that does little to alleviate my concerns." Miss Bustier spoke up,

"I already talked to the principal. He said so long as we don't go advertising it we can at least prevent any more kids from being Akumatized." He explained the teacher was drilling a frame into place.

"Are you planning more of these?" Marinette watched as her teachers set up a sensor.

"Not until I know this one works. The mayor does not strike me as a man who would appreciate them failing for the first few months as we work out the bugs." Mr. Parker stood up,

"I hope this works I don't appreciate that emotional terrorist," she agreed,

"Could you imagine if this took place in New York?" He asked,

"Oh dear," she laughed at the morbid idea.

"He would have his pick of the litter in that city." Mr. Parker stood up as he cleaned his hands with a rag.

"You have been a teacher for a while can I trouble you for some advice?"

"Shoot," he tossed the rag over the edge of the roof and it hit her on the head.

"I swear he did that on purpose," Marinette fumed as she tossed it off.

She moved away, "Mr. Parker that was littering," Miss Bustier scolded,

"Sorry though I saw something," he said casually as Marinette looked up to see the teacher staring at her.

"Oh no," she realized as their eyes meet.

"Why don't you head out I can clean the rest of this stuff up." He offered,

"Are you sure?" She asked,

"I insist, we can discuss Chloe later,"

"How did you," she started,

"I have had my own concerns regarding Miss Bourgeois even before her sudden slump." He admitted, "so call it an educated guess," he grabbed the toolbox.

"You are a wonderful teacher Mr. Parker. I'll see you Monday," she walked off as the door to the roof opened than closed.

"Hello, Miss Ladybug where is your partner in crime?" He asked as she hopped up to find him standing with his cane.

"I don't know what exactly this sensor does Hawkmoth but I am not going to let it be."

"Please Marinette I don't need a sensor to track you I could probably catch you with a box, a string, and a picture of Adrian." She blinked not sure what part of that statement worried her the most.

"When, how," she brought out her Yo-yo she was in full panic mode. He knew everything and worse brought in Adrian.

"I saw you under my desk and then Ladybug was trailing me. I have been in the masked hero business longer than you have alive. You are far too green to hide your presence from me. "Now then I am not Hawkmoth I would not need to be Hawkmoth to take your earrings. He kicked a crowbar into the air then twisted it into a knot. She stepped back as he slowly twisted it back into place but the paint looked cracked a permit sign that it had been damaged

"What are you?" she asked,

"I am an old man with a soft heart who just wanted a vacation. But being a hero doesn't really go away even in old age. The sensor is to track down the moths and see if we can work our way to the source. feel free to break it if it makes you feel better but I believe that it would be pointless for you." he sat down and even tossed her the crowbar.

"So that was you at the museum and your Spiderman so that means you know Chat Noir's identity as well, and I bet Arachnids,"

"Yep, and I know who gave you those charms, I am the only one outside of the old goat that is completely in the know," he explained

"Sorry," She sat down and he rested the crowbar on the ground.

"You have nothing to apologize for, quite the opposite in fact. You spotted someone, you looked into tracking down your enemy. Scoped things out and didn't make any accusations that you didn't have any proof for. I intentionally played along to mess with you so if anyone should be angry you have every right to be. I am impressed if it wasn't for my experience I never would have noticed. You are by far the most sensible new hero I have ever had the pleasure of meeting, with the minor of one person," he paused as the smile on his face faded "My daughter, yep still stings,"

"Thanks, I have never heard of a Spider hero before," she glanced at him

"You are impressive, Well cards on the table, I am not of this world," he explained,

"What," she was now very concerned about the man's mental state. "Like an Alien?"

"No," he laughed a bit " The life as a hero is complicated, but you must have heard of Multiverse theory. I am Peter Parker Spider-man of earth 194. I was sent here after a tragedy as a way of moving on. If you had looked me up last year you would have found nothing. A friend of mine cast a spell to allow me to settle in for a while. Where I come from heroes are commonplace and the world looks a lot different. That's not something not even Chat knows. It is why I am so reluctant to aid you both as my stay may be temporary."

"So, say I believe all that, what now?" she asked not sure how much of the man's story was on the level.

"Nothing, you can move on and find another suspect, you can hang out with me and the boys and see if we can get everyone up to snuff. You can go home and ignore me as some weirdo. I have no interest in these Miraculous so other than continuing to mess with you by pairing you up with your crush in my class I leave your future for you to decide as it should be."

Before she spoke up a circle of light suddenly spiraled in front of them. "That would be Doctor Strange," he stood up. A man in a blue outfit with a red high collar cap walked in a bag behind him. The man had a greying goatee and was a full head of greying hair, however, while his hands seemed to work fine but they looked horribly scared even if the lines were faded.

"Ah there you are I got your message here," he said as a bag levitated in, "some of your old notes and gear,"

"Thanks, oh Doctor Strange the Sorcerer Supreme, Doctor this is Ladybug the Parisian superhero I mentioned during Tea. Thanks for letting me know about Felicia by the way," he needled the man.

"I wanted to pass on the trouble she caused me, I regret nothing," He nodded at Marinette,

"Hello, Mr. Strange," she waved her world had gotten very weird as of late.

"I heard a lot of good things about you Miss Ladybug. this is the last call on this, I am not making any more deliveries," he crossed his arms,

"Well I am here because of you," he reminded him, she had to admit the teacher sure likes to mess with people. "However that seems fair," that was it he took off, as she glanced at the space the circle was.

"Search all you want," he pulled out one of his books, she was currently looking over his room to find anything that indicated he was Hawkmoth she glanced over to see chemical compounds designs and all kinds of things she could not understand

"What is all of this?" she asked,

"The Miraculous seem to be able to incorporate things into themselves I am going to go all mad doctor and see what of my old gear can work, you interested in a few upgrades Miss Bug?" he asked,

"I get the impression you are going to have something in the garage ready for me even if I say no," she eyed him,

"Well, I need to keep busy, Idle hands and all that. Now then you should probably head out," He hefted the bag as he closed the book.

"I'll think about showing up," she was still unsure she had been handling things on her own however if nothing else having someone to talk to could be helpful.

"You know where to find me," he reminded and then he dropped off the top of the school.

Pov Shift

"I don't think the phone is the best place to talk about this," Adrian closed his eyes as he recalled the conversation with Chloe. He took a deep breath, this was probably going to end in an Akuma he just knew it. Chloe wasn't always this clingy they were good friends some of his happiest memories outside of his family were running around the hotel with her. Her mom was the only peer his father had as such the only family he would interact with. The rare occasions he got to be a kid were with her. However things changed, the exact moment was lost to memory, but the pet names came, the talks of getting married he knew she had at least a crush on him. However, he did not feel the same way. When mom passed they saw each other less and she got more and more clingy the rare times they did meet. He never really realized he had been emulating her behavior a bit as Chat Noir. Mind you he still flirted but Ladybug seemed to smile at his antics now that they were more friendly and less pushy. He had considered a full cut back but, it was like fighting against himself. "Maybe a good thought to have when I talk to," his thoughts were interrupted.

"Adrikins!" Chloe rushed he sighed but rather than jump out of the way he accept the hug. "You okay?" she asked, it seemed she got farther than she had expected.

She pulled back, as he adjusted the blue scarf around his neck. The temperature was dropping a bit so he figured it wouldn't be a bad idea to bring it out.

"Just getting some perspective." He admitted, "what's wrong?" She went on to explain something that happened between her and Sabrina.

"You really pretended to be ladybug?" He asked well it was an improvement to look up to Ladybug than her mom.

"The idea that it would bother me is utterly ridiculous, but with what you said," it was rare to see her introspective. Then his eyes caught something in his eye. With no source or explanation, a rock floated up and flew at Chloe. He caught it however Chloe spun around to see his hand outstretched.

"You wouldn't be having some issues with floating objects were you?" He asked as he dropped the rock doing his best to ignore her clinging to him.

"Maybe a few things, this morning was unpleasant." She admitted, well if he wasn't sure before class he was positive he had everything figured out when Chloe was harassed and Sabrina was nowhere to be seen.

He had some time so as soon as things acted up in class. "Glitter?" Vanished paused she had released the bag and Chloe fell to the ground.

"See I told you," Chloe glared at Miss Bustier

"We might want to get herself someplace safe, or else class is going to be hectic."

"Take her to the office, I am sure her dad will want to pick her up," Miss Bustier dismissed.

"So why did you have glitter on you?" Chloe asked him,

"I had a hunch after that rock was tossed at you. So I grabbed it from art class. Just to be safe." He was uncomfortable with the looks she was giving him.

"I figured it was something Ladybug would do, help people." He tried to walk forward a bit. She looked a bit disappointed at the response.

"Why are you trying to change me!" She shouted as she pulled back a full glare on her face. He flinched a bit not sure where this explosion came from.

"Cause if you get everything you want," he swallowed. "Well I don't want to end up like your dad," he responded coolly. "You treat everyone like the way your mom does and I don't want to hang out with someone like that."

He headed off towards the bathroom to change into Chat Noir. He pulled out some dye and clogged up the water. with a pool of what he would know if anyone walked in invisible or otherwise. He already saw the Ladyblog had alerted everyone so with an excuse lined up he was interrupted.

"I don't know why you waste your time it's not like you interested in her." Plagg spoke up,

"I am not, but I am the only person outside of maybe Ladybug who can get through to her. I don't know if what I am doing is right. But I need to try or else she will get Akumatized or make other miserable people targets. One way or the other it means more work and less cheese. Plagg Claws out!" He ordered and was suited up.

He showed up at the hotel without too much of an issue. He admittedly zoned out a bit as Chloe told: "her side" of the story. He fact-checked and texted corrections as he kept catching the smell of a bakery. "Ladybug lives at a bakery. Why does that sound familiar? Don't think about it, it's too dangerous. Still freshly baked bread,"

"Chat focus," Ladybug snapped at him, as she seemed to realize his head wasn't in the game.

"Sorry I got distracted," she pouted at him "not helping," he blushed why was she even cuter when she was angry with him. She dragged him off to the elevator.

"How did you know the truth?" She eyed him,

"Look just cause I get lost in your eyes does not mean I didn't do some research." He pointed out, her smile flashed at the compliment but vanished just as quickly. "You don't like Chloe do you?" She gave him a look that practically screamed her answer.

"What you got a thing for spoiled blonds." She asked.

"I would hope all my flirting made my tastes clear." He responded as he sniffed the air. "Okay let's go," he motioned as she paused, "I can smell her," he explained as Ladybug looked self-conscious.

He headed to the lobby as he closed his eyes his cat ears twitched. He could hear the light footsteps, "bingo," he smiled as he leaped out, grappling with someone invisible was a task not sure where or what he was grabbing.

"Lucky charm," Ladybug called out as Vanisher tossed him into things. Both Vanisher and he were covered in red glitter.

"Well I can see here but where is the Akuma hiding?" Ladybug stood over them as he pried Vanisher off his neck.

"Why is it always glitter this stuff never goes away," Vanisher thrashed.

"I am here to help!" Chloe announced as he nearly lost his grip. A ladybug costume,

"Maybe I should reconsider the ladybug pajamas," he mentally thought,

As the two girls argued about the location of the Akuma as he Finally managed to pin Vanisher down. The staff shot into the walls and locked in place as he grabbed the designer pin. He smashed it with his fist.

"I told you!" Chloe huffed as Adrian sighed and wondered where Nino was. As Chloe managed to keep herself from being pushed into the elevator as Ladybug grabbed the Akuma that the more pressing issue.

The two looked ready to argue as appeared. "You were right and thank you for your help." he cut in,

"She was in the way," Ladybug reminded him as Adrian pushed his investigative thoughts to the back of his head. Being intentionally stupid was frustrating.

"She was also right and is no less deserving of credit. However, you might want to be more honest with us. You did lie saying you didn't know why this was happening. I'll go check on the girl," he glanced back at Sabrina.

"Remember she looks up to you try to push her in the right direction," he whispered as he took off.

"Well at least someone has some manners." She stomped into the Elevator.

"You okay?" He found her looking at the broken pin.

"No," she poked at the pieces as he realized they had a camera team in the lobby. As his partner got swarmed by reporters after the ladybug wave fixed all the damage.

"All better don't let Chloe get you down sometimes people need to learn some perspective. He escorted her out and hopped some distance between the two might help them both be better people

"I need to go," she grimaced at the camera clearly uncomfortable. "Bug out!" She announced,

"I am Anyibug." her costume was inverted but looked identical.

"Crap," he thought as he looked at Ladybug as he noticed her earnings. He nodded and vaulted himself up.

"It has been a rough week for you Chloe," he sympathized as he dodged the spinning yo-yo. Only to get head-butted. "Sympathy is going out the window," he cried out as he was tossed onto one of the balconies. "Anyone asks I did not want to hit her," he mentally sighed as he was strung up to his staff and hung over the edge.

"I am fairly confident I can survive a fall from this height." He mused, however, his brain was unwilling to test that theory.

"Aren't you tired of playing second fiddle to ladybug?" Anti bug bounced the staff a bit.

"I have seen how you treat people," he glared back at her the effect was useless given the state of affairs. "Nino where are you,"

POV cut

"And this is a proper sleeper hold," Alya's older sister explained to the young twins.

"Nora," Alya tried to wave her sister off.

"Put him to sleep, put him to sleep!" The twins chanted.

POV Cut back.

"Can you make it twenty?" He asked he blinked as he heard Ladybug but his ears picked up the slight pop of a mic. "A recording," he realized, "M'lady?" He heard the footsteps,

"No it's just me so be quiet," he bent to see Marinette. He frowned,

"Ladybug is not going to be happy about this." He thought "Don't worry about me get out of here before you get caught, Chloe was already got yelled at." He did not mind the help but Marinette did not deserve to be yelled at. There was a slight pause it was hard to see what was going on.

"Don't worry about that," she got him back on solid ground

"I am going to worry about it, you of all people don't deserve to be yelled at," Marinette always seemed to be getting dragged into these things but before either could say anything more a giant sword came swinging down. Antibug now had his full attention. He leaped forward with the signal intention of breaking that sword. The staff and the ridiculously large sword impacted and he was thankful his staff held, however, he felt a pulse in his core however he could not get distracted.

He slipped out from under the blade and grabbed a few marbles letting out a quick succession of blinding lights.

"Bad kitty, come back here and get your leash," she shouted after him.

"Sorry I am a one-bug kinda cat," he smiled as he could hear Ladybug drop-down next to him.

"Nice Yo-yo mines better," she taunted, as the protective weapon spun. "Yo-yo?" She asked,

"Earrings," he was confident those were on when she was transformed.

"Pretty good advice for a kitty," she rings the bell on his costume. Only his fine-tunes hearing keeps him from being hit.

The lucky charm flies and a marble bag is now faced off against the sword which was now back. Oh, he was going to enjoy getting rid of that oversized monstrosity. "You're going to beat me with Marbles, child's play," she mocked as Adrian wondered if Chloe had ever watched a cartoon in her life. He caught the marbles as Ladybug lectured Antibug which he kinda wondered what the point was since Chloe was probably not going to remember any of this. Soon as he got the chance he cracked the sword away and it flew into the Eiffel Tower scaring two pigeons he really hoped that Mr. Pigeon wasn't around. She grabbed his shoulder as he shifted a bit he tried not to think of it as anything more than friendly.

"Cataclysm!" He shouted as the pool cover was destroyed.

"Ah," Ladybug got the earrings and stomped them. She quickly dealt with it.

"Where am I?" Chloe asked, as the two bumped fists. Ladybug moved forward as he took off.

"Claws in," he saw Plagg spiral out of the ring as he pulled out his cheese container from his fake costume.

"Best idea ever," he smiled as the Kwami dug into the food.

"I figured you would approve." Adrian shook his head thankfully the container was sealed so he wouldn't worry about the smell lingering.

"You okay?"

"I am getting mixed messages from Ladybug. I should probably talk to her since it's hard enough to keep my flirting in check." He sighed, he glanced at his phone he had time.

POV shift

Marinette glanced around she felt like she had upset her partner. His sudden disappearance on her mind, her brain which was normally very helpful of course was now worried about worst-case scenarios that she spoke to soon and wanted her replaced. "I mean he couldn't do that could he?" She wondered she glanced down as her phone went off.

Chat Noir: usual spot?

She hopped over to see Arachnid in his black suit he was a bit surprised to see him being so animated.

"... I am so sorry you were tied up, oh man I am such a screw-up," he apologized she swung down.

"It's fine, everything worked out, hey M, Ladybug," he shifted as Arachnid slowly glanced back but before he could start. "Wack" the staff shrunk back as Arachnid rubbed his head. "Don't worry about it,"

Arachnid turned as he glared at him, "so what happened with you?" She pointed at Arachnid. Chat chuckled a bit as Arachnid rubbed the back of his head.

"I got roped into a grappling demonstration and couldn't talk my way out of it." He admitted as he refrained from going into too much detail.

"Don't you guys train for such things?" She asked more amused than anything else.

"In my defense, she was very strong and I can't exactly use my miraculous while dealing with my friend's older sibling."

Something pinged in the back of her mind. Something Alya mentioned that lined up with Arachnid. She waved it off and glanced at Chat.

"Maybe he was just worried when Arachnid didn't show up." She considered,

"So if there isn't anything else I need to get moving," Arachnid glanced at his wrist.

"Sure I am going to head to the old building I need to test out Burry," he nodded as Arachnid took off.

"Burry?" She repeated,

"Right, we found another loose Kwami, say hi," Chat smiled as a small Kwami popped up.

"When?" She looked at it, unlike like Tikki this one looked difficult to place animal-wise.

"Not too long ago, his power is hard to work with." Chat admitted,

"Can I give it a shot?" She asked,

"Sure," he brightened, "follow me," it was a bit out of the way, but she got there first as Noir had to get the Miraculous since Burry was just along for the ride.

"Here you go," he called as he tossed her a belt. She glanced at it. The belt looked a little big on her but, kinda cute.

"Fuse," she ordered and she stood before him a black overcoat however the lining was red with black spots on the inside. "I feel like I need a hat to go with this," she popped the collar up and nodded along,

"honestly anything would look good on her." Chat said to Arachnid she ignored the comment as he grunted at his own comment.

"So how does this work?" she asked

"Hit the belt it splits you, it's very hard to explain as you kinda still share some senses," however she figured it out before he could explain it.

"Whoa, this is weird," the two bugs said at the same time. The two bugs moved in sync and he kept his mouth shut.

"Try moving out of sync," he smiled and it was at that point she realized the issue.

"This is intense," she admitted as the allotted time ended and the coat faded out. Burry shook his head as Adrian pulled out his small snack box and tossed the Kwami a piece of jerky.

"That power seems useful but that gives me a headache," Ladybug frowned as she tossed him the belt.

"Hence the practice," he waved the belt before he put it on.

"Looks like kitty got his head on straight for a change." She smiled and we were no longer mentally on the roof.

POV shift

Gabriel stewed in his office, the teens had been getting better as his certainty of victory shifted it seemed the guardian was teaching them how to use their abilities some of the recent tricks by Chat Noir were downright clever. He had underestimated them, the boy especially. he needed something however with the peacock was damaged and he was limited. His fingers slowly tapped his desk. His original plan was to simply wear the two down however he did not even seem to be pushing them anymore.

"Mr. Agreste I have some poor news, it seems your hunch was correct Mr. Parker is working on some kind of scanner with the intent of tracking Hawkmoth down," she set a file down. he had spotted the man's computer and it spiked his interest. However, he hadn't realized the man was able to build something so quickly. He folded his hands together. The man was infuriating it was like looking into a warped mirror. One where he failed as a father and a husband, a protector, and a caretaker. However he would not fail, his family would be restored. To be so comfortable living as a teacher caring for other children when he couldn't care for his own. It made him sick that the man was also so brilliant. He was trouble and he was convinced the man was the Guardian or at least connected to one of the heroes.

It was time to see exactly what the man was up to, "Nathalie I feel we need to extend an invitation to Mr. Parker."

Author intent and stream of thoughts:

I will more or less avoid the specials as most events in them are rarely mentioned outside the special itself. Since the story was crafted as means of giving Adrian a leg up and they usually focus on the new side heroes so unless one really wows me, it's going to be ignored for the most part.

Peter is an amalgam of a few versions of the character with 616 and 982. The idea is he is the strongest player in the game however the Miraculous wielders can easily trump him with their abilities giving them powers well beyond him, but his base powers outstripping the base powers the miraculous can grant. I wanted Spider-man as a mentor cause while the comparisons to ladybug are pretty noticeable, other similarities popped up between characters. I also changed a few starting points to really have a mirror to position against both Fu and Gabriel as Peter in this story is able to reflect both and helps pop some of my personal thoughts by shinning a light on these things.

Felicia was a must, the comparisons in dynamic really helped round things out. With similarities to both Adrian and Natalie, while messing with it those dynamics a bit as Felica has the money in this situation in the opposite in the case of Gabriel and Natalie. Mind you none of these are perfect comparisons but it's fun to show these little comparisons, mind you not perfect since I had to cheat a bit lol.

I don't plan on creating any new ships maybe expanding on them to make them breathe a bit and outside of Doctor Strange and Black Cat that will be it for heroes, well for the most part from Marvel with maybe some inspiration on the costumes. However, I am planning to bring in a lot of oc Kwami and they will be marvel-based. Silkk is obvious but I figured some might be harder to pin down.

Author Rant

Okay Adrian is a fencer, one of the smartest in his class the dude should dead to rights be some level of a Gary Stu nope dude is almost a glorified shield. I feel so bad for the sunshine boi and the Rockettear episode ouch like Nino dude do you not trust your girlfriend. this chapter was written when the English episode came out ish