Time was flying as she aimlessly standing before her mirror and looking herself. This should, no HAD TO BE a nightmare. This could not be real, her beautiful blue eyes locked on her extra arms she were muscular and pale, almost like she had them since her birth. She touched her extra arms with her original hands to check that was she dreaming or not. No, it was all real.

It was horrible to realize that what was she going through for days were only a preparation, may be even an alarm for this mutation. And if she describe the process ''painful'', what she had just gone through was an agony or a torture even. And all because she could not wait anymore to get rid of pain, caused her to sprout four extra arms, through an experience lasted for minutes, or even hours? of anguish and horror. Absolutely the most gruesome thing she had ever experienced.

'''IIHAAARRGGHHH!'' With all had happened in the recent days, the young woman bellowed with despair, sadness, pain and anger. Suddenly Felicia broke the mirror with her bare hands, as she could not bear what she was seeing. Ignoring her bleeding hands, she fell to her knees, putting all her hands to the floor. Tears dropping to the floor as she weeping.

''Why, what had I done to deserve THIS?!'' Punching to the floor, Felicia clutched her head with her other hands. ''Aaaaahhh!'' Felicia cried in anger as she suddenly realized her extra hands mirroring what her original hands doing and disgusted of it. ''I HATE YOU!'' she shouted to her arms, or herself? gazing the serum that caused all was laying on the floor shattered to dozen pieces, as well as the remaining liquid.

Felicia sat on her bedside and hold her head with all her hands. Silently crying, she was assuming this night wasn't over, as well as this nightmare. ''I'm not a human anymore, I'm a freak, a monster'' she murmured. Looking her extra arms, suddenly her vision clouded,led her to blackout.

Felicia opened her eyes with hurry at the middle of the night. For a brief time, she supposed that she was normal. Then she realized that she was holding herself with so much arms. She yelled with panic and fell to floor from her bed.

''I have to go away, I can't stay here, I have to find and warn Peter'' She tore her shirt and threw what remained of it onto her bed, undress her white bottoms and ,opened her closet. She found and wear her costume as she let her extra arms emerge through it by pushing its sides willingly. She left her extra arms bare, before stepping to the ledge, she gave a look to her bedroom;

What happened recently, left savage signs in her bedroom. The bookcase has fallen as well as her lamb, lay broken on the floor. Her shirt, tore at sides, couldn't prevent her extra limbs to erupt. And, the serum, may be the biggest mistake she had ever done in her life, shattered into dozen pieces She looked her extra arms and the serum back to back.

The price of being reckless…

She nodded, sighed and climbed to the roof.

''Glad it's night. So no one can see me'' Felicia said. ''Now, I have to find a place to hide. At morning I need to find Peter'' She began to jump from one roof to another. It was hard to control all of her hands at once.

''I need to get used of it'' she thought. She jumped, jumped and jumped until she saw an abandoned garage. She let herself fall to the ground. Runned silently and sneaked in.

Peter was lying on his sofa,clad in his daily clothes. Suddenly he heard a noise from the upstairs,from his bedroom. Awkwardly his spider senses didn't alarmed. He looked up to see who came,,shocked what you saw;

It was his beloved, Felicia in her Black Cat costume with six arms and unmasked. Now, she was a freak like himself.

-''Hey my dear. You look, sexier...'' Peter spoke with hesitation

-''Don't mock at me Peter'' Felicia sighed

-''Sigh'' ''Now you are a freak like me. So, why and how was it happened?''

-''Ehm, I, I've couldn't bear the pain and took the serum last night''

-''WHAT?!'' Peter exclaimed

-''Yes. Sorry dear but I was just desperate. It was, dreadful…''

-Dear, If I may ask, how was it felt like?''

-''It was like, my sides wriggling, shaping bulges, they were pushing to come ,yes, they've just bursted out. I felt like I was about to blackout. I don't know how could I endured such an anguish. And I will not be able to forget it it seems''

She bowed her head and began to cry. Peter hugged her and said:

-''You didn't deserve this. But I promise you that we will overcome this,together''

They were sitting on the sofa, lost in thoughts. Peter was the one who broke the silence:

-''Felicia, I don't know how to say it. But we need to focus on some important matter.''

-''So say it''

-''Doctor Octopus stole the serum you've used. And I'm sure he will not use it for good reasons''

-''So than?''

-''We have to stop him. I will explain to Connor everything. I'm sure he will find a cure. Until it we can focus on this matter. It may help you to focus on your mind far from these, arms…''

...

After Kingpin's fall, his infamous tower wasn't left empty. At his chair were standing , planning to be the new King of Manhattan, with some cruel, neogenic plans in his mind.

-''Now, Feline Felon or should I call you as Black Widow now?'' Peter taunted Felicia

-''You shouldn't cross the threshold, Spider'' Felicia said with a soft smile on her face.

Though being a freak was dreadful, having her loved one also a freak like her was making the situation more bearable. Their original hands crossed at each other in a moment of silence they gazed upon each other. They were sitting on the sofa, Felicia kneeled on it with barefoot, unmasked and loosed hair.

''Even though we are freaks, we are still superheroes. Yes, you are too.'' Peter said

''Me?!'' Felicia exclaimed in shock. ''But, but you've stated that I won't do it anymore because it would cause me get harmed'' Felicia said ironically as she hold up her six arms melodramatically.

-''Eeh, I believe even your body had protested that decision. So, you and I are a team once again from now''

''So'' Peter cleared his throat. ''I examined Doc Ock's actions. He is gathering a huge group of human subjects in Kingpin's Tower. If I knew anything about Neogenics and considering what has happened to you, this guys would be a problem in the near future. So, I will keep my vigilance over him. Tomorrow night, we will meet at the garage of the tower and will stop him. Until then, you are free to do whatever you wish to do.''

-''Thanks my love. Planning to roam the city for a while to empty my head. But,but…'' Felicia brought to tears ''If something should happen to me while we are divided, and if ı cause troubles, please do whatever you have to do to stop me''

-''Dr. Connor's office?'' Connor replied the ringing phone

-''Hi Dr. Connor, Peter is calling'' Peter replied

-''Ah, Parker. I was planning to call you about Felicia's case. Good news I have! The serum's antidoting process should be completed tomorrow!''

-''Err, I guess this is kinda became meaningless now''

''Why? Ah I'm calling something but I hope it isn't about it.

''Felicia used it, ended up with growing extra arms''

-''What?! Ah, I should've guessed it. Poor girl would be in so much pain that she acted restless. So, I guess you two are in need of some help now?''

-''Some would not be the right definition to be honest. Does she have to come and get checked?''

-''No, I already have her blood which is mutating further now. I'm sorry but her situation won't go better in short-term. Saying or not saying it to her is your choice. I will do best I can do, do not worry.

-''Thank you Curt. It seems my beautiful blondie is cursed with my fate. Anyway, keep in contact. Bye'' said Peter.

-''Keep your mood high. Bye'' Connor said and sighed. Turned his gaze to his computer, examining the blood cells of Felicia Hardy, the cells are telescoping and decomposing endlessly. Sometimes the mutated ones held dominance upon the normal ones.

''Just like how her mutation trying to dominate her'' Connor thought. It was surprising how a life of a young woman living in endless luxury, can become a living nightmare, as how the fate had plans for her from the beginning. He looked to his cut arm, he knew how was it feel like to live at the edge of becoming a monster. He had to help her.

''Poor girl'' Connor sighed...

''Felicia, dear it's nearly the noon'' Anastasian was knocking her daughter's door anxiously. Since she went to her bedroom last night, Anastasian didn't hear anything from Felicia.

''Alfred!'' Anastasian exclaimed to the butler. The older man appeared from the corner:

''-Yes madam?'' The butler asked.

-''Have you heard anything from Felicia since last night or cleared her room? Her room is locked also'' Anastasian asked.

-''No, madam. Neither I heard of her nor entered her room. Is there something wrong? I have the keys, do you wish me to open it?'' Alfred asked

-''Of course'' Anastasian demanded. The older man approached,inserted the key into lock and turned it. With a ''click'' sound the door opened.

Anastasian instinctively opened the door with a rush.

It was empty. The bed was untouched, the curtains were rippling because of the wind coming from the open window and her Black Cat Costume was nowhere to found. Suddenly a note in the desk grabbed her attention. As she read, a small tear dropped from her cheeks to the paper.

''Ma'am?'' Alfred asked worried. ''Is there something wrong?''

''I hope she didn't do anything absurd'' Anastasian murmured to herself and sighed. She made to the window and gazed outside;

''Felicia, what have you gotten yourself into?''

The wind whipped through her curtains of alabaster hair as Felicia effortlessly leaped from one roof to the other, her hands and feet barely kissing their tops. The cool, night air felt absolutely wonderful against her skin as she practically flew like a man on the flying trapeze through the air, granting her a brief glimpse at the complete and utter elation that those only gifted with the wonders of flight experienced. Surprisingly just after what she had gone through, she never before had she felt so calm, so serene, so . . . free. For the first time since her life had been thrown a curveball, she had a clear mind and truly felt at one with herself; she was beginning to see why Peter liked going out on patrol so much.

BRRRRRIIIIIIIIIIIIIIIIIINNNNNGGGGG!

Felicia was snapped out of her reverie at the sound of alarm bells and landed on a flagpole outstretched over a once busy avenue that had suddenly become gridlocked with frightened passerby whose curiosity had been peaked. The doors to a bank across the way burst open as a gang of masked men wielding guns and sacks of ill gotten spoils made their get away, shouting and menacingly waved their weapons at any one that so much as took a step toward them. With their point made crystal clear and the sounds of police sirens at least a dozen blocks away in what had quickly become a stagnant street, it looked like the robbers were going to make a clean get away.

Not if Felicia had anything to say about it.

"Piece of cake." a cocky smile curved its way across her lips as she shot straight up into the air, her body comfortably arching and twisting through the air as she followed the crooks across the rooftops. Did she have a plan as to how exactly she was going to stop them without potentially getting someone hurt? No, but why would she need one in the first place? She had never felt so powerful in her entire life! It felt like she was supercharged, like she was a battery that had been struck by a lightning bolt! She felt like she could do anything! She felt like-

"AAAAAAAAAAAAAAAAAGGGH!" Felicia cried as a jolt of blistering, white hot pain raced up spine mid-jump and sent her plummet to the ground. Screams of concern and fright heralded her fall from grace when she crashed to the ground in a heap like a forgotten rag doll, her limbs sprawled across the pavement in a haphazard fashion; it was a miracle she hadn't been killed!

Then again, being dead would have been a much better alternative than to the agonizing pain that was ruthlessly tearing through her body. She clenched her teeth in order to suppress a cry when she doubled over, clutching her aching, throbbing sides with all six of her arms. People were yelling and pointing at her harrowing display, but she didn't care; her head was absolutely killing her, like someone had decided to use her skull for a private drum solo. And was it just her or was it getting harder and harder to breath?

She clutched her sides, barely holding back excruciating shrieks of misery when her body began to change again, drawing more panic from the crowd that had begun to gather around her in order to gawk at her misfortune. Her black, leather suit groaned in protest, splitting open along her arms as muscle fed by her pulsating veins weaved itself into a fine carpet of tissue beneath her skin. A loud, disturbing cracking noise similar to a bag of chips being crushed underfoot caught her attention and Felicia watched with horror as the ten, delicate, dexterous digits that tipped each of her six hands suddenly fused together as if they were made of glue; bones knit together and sinew intertwined with its brethren to form three, powerful fingers at the end of each hand. A loud tearing sound filled the air as her body suit split open along her spine, allowing her once frail body to swell like a balloon as fresh new muscle and flesh rushed to fill the void with a series of grotesque paroxysms that rattled and shook her body like a leaf in a hurricane.

Felicia could no longer hold back her anguish. "AAAAAAAAAAAAAAAAAAAGGGGHHHHH!" she wailed as wicked, razor-sharp talons sharp enough to rend flesh from bone painfully tore through her fingernails, driving into the pavement beneath her with unprecedented force. Had she screamed or was it more of a howl? No, it was something more disturbing, a low, guttural roar that haphazardly shifted between the high-pitched shrieks of a woman in agony and of a savage beast demanding freedom. Her boots were torn to shreds as wicked claws burst forth from their leather confinements, raking the sidewalk while her skeletal structure shifted and changed. Felicia's bones crunched and ground against one another, threatening to break as they grew and shrank, at least quadrupling her size in a manner of seconds. Her outfit clung to her in weak, pathetic scraps of leather that strained against her form while her skin faded to a dark gray in color and large, hair-like spines rose from her joints and back with a sound similar to that of a sword being sheathed.

POP! POP! POP! POP!

Felicia felt like she wanted to vomit right then and there when six eyes suddenly popped out of her forehead like a cluster of zits, their pupils tinted a deep, crimson as they drank in their new world with all the hunger and lust of someone - or something - that had been locked away in the darkest and deepest of recesses. Felicia wanted to close them, to avoid the horrified stares and gaping gazes of the onlookers that had surrounded her, but she found that she no longer had functioning eyelids - in fact, they had vanished altogether. She also found out that her once soft skin had steadily begun to harden until it had formed an exoskeleton of sorts over her body. The strange filaments that had sprouted all over her body were already beginning to transmit new information to her slowly morphing brain - vibrations, sound waves, temperature changes, wind currents. It was like having her own Spidey Sense!

The worst was yet to come, however. Felicia wanted to scream when a pair of horrifying, disgusting, ungodly strange . . . things . . . began to protrude out from her lips, forcing their way past her teeth from the back of her mouth until they hung over her bottom lip like a pair of walrus tusks. Her cheeks stretched, threatening to split and tear like her suit before she realizing that she no longer had teeth - the closest thing she had were a pair of absolutely enormous, curved fangs that protruded from her new, bizarre mouth parts. Felicia could feel what felt like large sacks of sorts swell like balloons inside her cheeks, filling with a sort of liquid that she absolutely hoped wasn't what she thought it was; not that she could really hope anymore.

Her mind was a complete and utter mess, a sloppy, aimless collection of primal instincts that howled and battered at the remnants of her feeble, human mind. They raged for control, roaring in her head like gale force winds and she cried out in a desperate hope that they would stop - an unearthly, monstrous roar that sounded like it came from the very depths of Hell erupted from the back of her throat. The sound was enough for her instincts to override any shred of common sense she had left and lashed out at the gathering of onlookers with startling speed, slashing at them with her claws as she shrieked. The crowd responded with complete pandemonium, screaming and shouting for help as she bellowed like the apex predator she had become.

Felicia Hardy was no more.

With a shrill, feral shriek, the Werespider scrambled up the side of a building and surged off into the night.

Author's Note: Felicia's mutation finally reached its peak. As the monster was growing inside of her made flesh, she got no one to help her but Peter and Connor. Thanks again to Creaturemaster for the transformation scene!