It had been three months since Hammerhead was put away. It was a difficult effort, but the Maggia gang war seemed to thankfully be dying down. But then again, if J. Jonah Jameson was ever actually right about something, it was that for every crook that falls, about twelve others want to take his place. There's a reason they call New York the city that never sleeps. Still, that never stopped Peter Parker, aka Spider-Man, from doing his part to keep crooks in their place. A superhero's work was never done, he guessed.

It wasn't all bad, though. At least he wasn't in it alone. Mary-Jane was always by his side, trying to help however she could. She may not be a fighter, but hey, no one's gonna enjoy matching wits with her.

Peter even had Miles to help out now. The kid had been practicing with his new powers, and although Peter was hesitant, he couldn't deny the fire in Miles's gut. Eventually, he decided to try showing Miles the ropes, and the kid was coming along pretty well. He still didn't know what is was like taking on the really big criminal threats, but oddly enough, Peter believed in him. At least now he had someone to patrol with.

Peter swung his way through the beautiful night sky of New York, looking down below at all the people and cars who drove on by. The night seemed surprisingly quiet, which was kind of nice for a change. As Peter positioned himself on a rooftop ledge, he thought back to everything that had been happening this year.

Putting Fisk away at last was nice, but then Li and his Demons showed up. But then came one of Peter's more difficult challenges. His boss, his idol, heck, his friend, Otto Octavius went insane by plugging some robot arms into the back of his neck, and that's when he formed the Sinister Six, and started an epidemic throughout New York, all to discredit his former friend, Norman Osborn. Peter sighed to himself. It just wasn't right. Otto Octavius, in Peter's eyes, could do no wrong. He was a man who was so determined to help the little guy, but in the end, he turned on the little guy instead. He was an inspiration to Peter, but now... his name was practically mud.

Peter defeated Octavius and the Six, but it was a bit too late. There was one person he was so determined to cure, to save. Aunt May. She caught the Devil's Breath sickness and was slowly whittled down by it. But she wouldn't give up. She refused to acknowledge her own failing health and kept on pushing herself to help the others with the sickness. People kept dropping randomly like flies from the sickness, but Aunt May, the doctors believed that her pushing of herself may have sped up the process for her. In the end, Peter was forced to let her die so that everyone else could be saved. Peter huffed. What kind of choice was that? Looking up at the sky, Peter reminded himself that he could at least rest easy now knowing she was with Ben again.

Sadly, those two weren't the only people he lost. His friend in the police, Captain Yuri Watanabe, went a little mad too. After Hammerhead murdered her entire squad right in front of her, she decided that the law as useless, and well... kinda went all John Wick on the Maggia and Hammerhead, and lost her job for her trouble. He finally heard from her again when he found the corpse of a Maggia assassin that Yuri wanted him to find, and she said she was only trusting herself to dispense justice now, and coldly told him farewell. The whole ordeal... it really did sting Peter. He honestly thought of Yuri as a friend. Maybe she only talked to Spider-Man, but still... it was so tragic to see her lose her way... not unlike Otto did.

Peter sighed to himself as he swung away again. Being the hero kinda sucks sometimes. But as Ben told him before, sometimes you gotta make personal sacrifices for the greater good. It wasn't just about him. But sometimes he wondered, was he doomed to do this forever?

Ever since the Devil's Breath epidemic, he had been thinking it might be time to retire. Just hang up his suit and live a normal life. At least then, he'd be able to settle down with Mary-Jane. It would be nice to just have each other. Whenever Peter was with her, he just knew things would be okay.

Suddenly, Peter spied the outline of a familiar building. It was the Avengers Tower, which hosted the greatest superheroes the world had ever known. Iron Man, Captain America, Hulk, Thor, plenty of big names. Peter huffed again when he asked himself where the heck any of them were during the epidemic. During the gang wars. Sometimes, Peter felt like he carried the weight of this whole city on his shoulders. Maybe there was that Daredevil guy from Hell's Kitchen, but that was it.

Looking down at the streets below again, he sighed to himself as he decided to pack it in for the night. There wasn't anything going on. He was about to call Miles, who was patrolling as well, that he was heading back, when suddenly, his phone buzzes. Peter looked at it and saw Miles's face. Curious, he answered.

"What is it, Miles?" he asked.

"Hey, Pete, I think I just found something big!" came Miles's voice from the other end.

"You did?" said Peter, confused. "What do you mean?"

"Well, I found this old warehouse that I think used to be run by Fisk," Miles explained, "but the place was ransacked! Doesn't look like anyone was hurt, but I found this safe that got broken into."

Well, I guess that rules out Yuri, Peter thought to himself. "Did you find any clues as to who might've done it?"

"Actually, yeah," said Miles. "I saw these deep claws on the safe, and I found this toy cat."

Peter froze at those last few words. "Toy cat?"

"Yeah, I even interrogated a couple guys in the warehouse, they told me, 'it was the Cat'. You know who that is?"

Peter's blood suddenly began to boil as he coldly said, "I do. Felicia Hardy. Black Cat."

"Felicia Hardy?" said Miles. "Oh, wait, yeah, I think MJ told me about her once. Where you two really a thing?"

"Not anymore," said Peter. "But I'm glad you found this, Miles. Now, I'm going to see to it that she never sees the light of day again."

"Uh, okay," said Miles.

"Do you have any idea what she stole? Where she went, actually?"

"Beats me," said Miles. "But I think this safe held a key or something. Maybe she's looking to steal a bigger prize from Fisk?"

"What could Fisk have that she didn't already steal from him?" said Peter, remembering how she made off with pretty much the entire fortune of each crime family in New York.

"I don't know," said Miles, "but it must be something big if she's making a scene like this about it."

Peter suddenly had an idea. "Hang on, Miles. I think I'm gonna call MJ and she what she can did up."


"Yeah, yeah, I just found something, Pete!" said Mary-Jane on the other end. "Says here Fisk managed to catch Felicia's father, Walter Hardy, in the act of stealing from him. That's when Fisk blackmailed Walter into handing over his most valuable possession. Walter Hardy said so to the cops shortly after we was arrested, probably trying to get Fisk busted so he could steal it back."

"But what was it?" said Peter, swinging through the city.

"I don't know, Walter never said," said Mary-Jane. "If Felicia wants it, I can only assume that Fisk wanted to sell it on the black market or something, but never got around to it. I bet that key Felicia stole opens another safe that contained that possession."

"Good, but where could it be hiding?" Spider-Man said to himself. Suddenly, however, he spotted a blur move right in front of him. Peter stopped onto the side of a building, and his blood suddenly boiled again when he saw a familiar figure. The black suit, sharp claws, ridiculous high-tops, and white hair fluttering in the breeze, there was no mistaking it. That was the Black Cat.

"Peter? You still there?" said Mary-Jane.

"Yeah, I just saw our quarry fly by," said Spider-Man, his voice at a low octave.

"Felicia's there!?" said Mary-Jane.

"Just leave it to me. In the meantime, I want you to start looking into where Fisk could have possibly hid the possession," said Spider-Man as he suddenly hung up and began swinging after her.


The Black Cat carefully made her way through the city, jumping from rooftop to rooftop, and utilizing a grappling hook for good measure. She smirked to herself, as she thought about how everything was going according to her plan. Now all that was left was...

"Little late for a stroll, isn't it?" came a familiar voice, as Felicia suddenly felt herself being tackled onto a nearby rooftop. Looking up, she smirked again seeing, who else, Spider-Man.

"Aw, I knew you could resist a good chase, Petey," said Felicia as she stood up. "I was wondering what was taking you so long to find me. Admit it, you missed me."

"No," said Peter, he voice low but his stance showing how angry he was. "Not this time. Not anymore."

Felicia put her hands on her hips. "I'm sorry, is Peter here? I'd like to speak to him, please. Where's our witty banter?" Smiling seductively, she walked forward and caressed his shoulder as she said, "That was always my favorite thing about you, Petey."

Suddenly, Peter grabbed Felicia's hand and squeezed it. Hard. And Felicia actually backed up and winced. As Peter let her go, she saw the cold look in his eyes, as he said, "Don't call me Petey. You have no right after what you did to me."

"What?" said Felicia. "You're not still sore about the whole 'baby' thing, are you?"

"One of many reasons I can't stand you anymore, Felicia," said Peter. "Let's stop and actually talk about what you did. First, you lie to me. Then, you emotionally manipulate me into helping you with your dirty work. And then, how do you thank me? By abandoning me to Hammerhead! And your only consolation? 'I'll raise a glass to you on the Riviera!'"

Felicia actually paused for a moment upon hearing that, before saying, "I said I was sorry. And I saved your life after the fact, didn't I?"

"You think that erases every terrible thing you did?" said Peter. "I can't even be sure if you saved me because you care or because you wanted to manipulate me again. And where are all those hard drives you stole, huh?"

"Hey, I-I care about you, Peter," said Felicia. She bit her tongue as she said this. It wasn't like her to stutter.

"Then you have a weird way of showing it," said Peter. "Just admit it. You definitely never cared about me more than you ever cared about stealing. I can't trust you, Felicia. Ever. Every time you try to show you care, it's just another one of your schemes. Even if you saved me, you still left me to die first! You know what most people would call what's between us? An abusive relationship. And you are the abuser. And you know what? I'm done with you. Enough is enough. You don't really care about me. So now, it's time I put you away like the crook you are."

Felicia was actually stunned by Peter's words. In all the times she had toyed with him, led him on chases, but also gave him a kiss on the cheek for his efforts... had she really hurt him that much?

"Peter, I... I..." she stammered.

"I don't want to hear it," said Peter. "Why don't you just show me what you stole?"

Felicia stayed silent for a second, before she showed him a silver key. "I got it from Fisk. He stole something from my dad. I want it back."

Peter quickly used a web to snatch it. "Yeah, I know. So, you wanna do this the easy way or the hard way?"

Felicia was silent again, but to Peter's surprise, she sat down on the rooftop and said, "Go ahead. I can't stop you."

Peter was stunned, but quickly used his webbing to stick Felicia's feet to the rooftop. He looked at the key in his hand, thinking about what it unlocked, but then, thought swarmed his mind suddenly. This was... too easy. Peter knew Felicia. She was smart, clever, she didn't make mistakes. In fact, she seemed to lead Peter right to her. And now she was just surrendering? Something wasn't right. But what?

"You know, Pete," said Felicia, causing Peter to look at her. "I want you to know that I do care about you. Which is why it's gonna be hard for me to do this."

"Do what?" Peter said but then he suddenly gulped as he saw a familiarly devilish smirk on Felicia's face.

"Eaque non mittam te ad identitatem, ut tollet mea. Et calceamenta in nobis ambulabunt in se, et se in via. Auferam corpori accipiesque meae!"

Suddenly, Peter felt really weird. His whole body felt light, like it was turning to air. No, it felt more like he was rising into the air, but stayed anchored to the ground at the same time. Eventually, he felt himself ripped back to the ground, disoriented.

"Ugh," he groaned to himself. He opened his eyes, finding his vison blurry all of a sudden. "Ugh, Felicia, what did-" Peter paused as he heard his voice. That wasn't his voice. He suddenly sounded like... a woman?

"Wh-what-what's going on here?" he asked himself and he felt his throat. His new voice, it sounded almost familiar somehow-

Wait a minute, Peter looked at his hand. This was not his hand. It was covered in a black glove, and had clear but razor sharp fingernails on it.

Gasping in shock, Peter looked down at himself, but saw a woman's body. He was dressing in a tight, black suit, and on his feet, there were tall high-tops. And Peter couldn't help but feel... heavier up front. In shock, he tried feeling the back of his head, and was mortified to feel long, soft hair, leading into a ponytail. Carefully, he pulled over some hair, and saw that it was a ghostly white. Feeling his face, he found a domino mask over his eyes.

But none of that could have prepared him for the biggest shock of all. Standing before him... was him. It was Spider-Man. The red and blue spandex, the white spider symbol on the chest, there was no mistaking it. But that was impossible! He was Spider-Man! Just what on earth was going on here!?

"Feeling a little disoriented?" said the other Spider-Man in his voice. "Yeah, the spell may do that to you."

"Wha- Spell?" said Peter. "What are you talking about? Who are you?"

"I'm you," said the other Spider-Man. "Or at least, I am now. But lucky you. You get to be me now... Petey."

Peter inwardly gasped as his mind suddenly clicked. "F-Felicia?"

Though the mask covered the other Spider-Man's face, Peter could see a grin from underneath it. "You better believe it." The other Spider-Man suddenly reached into Peter's new outfit's pocket and pulled out a small mirror, before showing Peter his reflection.

Peter gasped in shock. He saw a beautiful, young woman staring back at him. She had soft skin, a domino mask, and beautiful white hair wrapped up in a ponytail. Looking down at himself again, he blurted, "Felicia, I-I'm in your body!?"