(Author's note: Thank you to everyone who has read, reviewed, and favorited/alerted this story so far. This chapter is somewhat longer than the previous two, so please bear with me, but I certainly enjoyed writing it and I hope you will enjoy reading it as well. As before, references and acknowledgements are at the end.)

Chapter Three

Norman Osborn was quite pleased.

The new head of U.S. security sat in his luxurious office and admired his own brilliance. You've certainly outdone yourself this time, Norman, he thought. He had always known himself to be great, but he had never quite imagined that he'd end up here. But he had easily killed the queen of those worthless Skrulls, and so the president had rightly appointed him to replace that incompetent Tony Stark as the controller of all the country's legal superhuman activity. He much preferred this to the old days when he had flown around on a glider in his Green Goblin costume. Now, instead of trading punches with his old foe, Spider-Man, he could easily employ his Avengers or the countless other resources at his disposal to hunt down or even kill the infernal wall-crawler, all in the name of security and freedom. What more could he wish for?

Without warning, Norman heard a loud crash from the side, began to feel intense heat, and smelled something like brimstone. Startled, he spun around in his chair and saw a grinning, crimson-skinned figure standing in front of him. Norman was quite frightened, but tried not to show it, and began to take action instead. "Who are you?" he shouted at the mysterious figure. "How did you get in here, and what do you want with me?"

"Norman Osborn," said the intruder, taking a few steps closer. "I don't believe we've had the pleasure, but allow me to introduce myself. I am Mephisto, ruler of the underworld. I've watched you here on earth, Norman, and I must say I admire you. You're certainly nowhere close to my level of greatness, of course, but a very powerful and evil man in your own right."

"What do you want with me?" Norman asked again, still confused and afraid.

"I have a proposition for you, Norman," said the one called Mephisto. "How would you like to get revenge on your old for Spider-Man once and for all?"

Norman perked up, and he wasn't so afraid anymore. He had been thinking about his hatred for Spider-Man just a few moments ago before Mephisto had shown up. "I'm listening."

"I have my own reasons for wanting to hurt Spider-Man," Mephisto said. "Let's just say that he and I had a deal, and he's trying to go back on his part of the bargain. I could easily annihilate him with my own power if I wanted to, but I thought it would be more enjoyable if I let one of his longtime enemies in on the deal. How would you and your friends like to squash a spider?"

"Friends?" Norman asked skeptically.

"Your team of Avengers, or your secret society of villains, or whoever it is you wish to use now that you're in control of so many superhumans," Mephisto explained. "Spider-Man might have some of his own friends with him, but I'm sure your people would be more than capable of fighting them off."

"How do I know you can do what you're saying?" Norman asked.

"Norman," said Mephisto, conjuring large flames around the room to prove himself. "Does it look to you as if I have any shortage of power? I am not bound by the physical laws of this plane. I can lead you to wherever Spider-Man may be in an instant, and I have learned things that you would have no way of knowing. I know who Spider-Man is under the mask, and I know what things he loves most, which I'm sure you know can be used to cause him the greatest pain. Together you and I can make Spider-Man's life as miserable as he has made yours in the past. What do you say?"

Norman appeared to contemplate this for a moment, but only for a moment. He looked at Mephisto and smiled cruelly. "You have yourself a deal."

***

"Who dares summon the presence of Loki?" the woman asked.

Peter, still wearing his Spider-Man costume, raised his hand weakly. "Um, that'd be me," he said. "I dared summon the presence of Loki, although I now see that I must've gotten the wrong number, and so I'm terribly sorry to bother you—"

"Wrong number?" the woman inquired, appearing confused.

"Oh. Like on a telephone," Peter explained nervously, realizing that ancient Norse gods and goddesses probably didn't have much use for modern technology. "I just meant that I had been trying to reach Loki, but I guess I got the wrong person somehow—"

"No," the woman stated bluntly. "You have reached Loki."

"I appreciate the vote of confidence, but, um…where is he?" Peter asked.

"I am Loki," said the woman.

Peter glanced at her skeptically. "Wait, did you just say that you are Loki?"

"Indeed."

"Are you sure?"

"I am most certain. What is the meaning of your questioning?"

"Well, no offense," said Peter. "But if I know my Norse gods and goddesses, then I'm pretty sure Loki was…uh, you know…a guy."

"Ah, yes," said the woman, looking down at her body contemptuously. "I was indeed a male until recent events. However, I and all of Asgard were slain during the final cycle of Ragnarok, and afterward I was reborn in the female form which you now see."

"Oh," said Peter, not really understanding but deciding it best not to question a god (or goddess). "Don't you just hate it when that happens? I mean, I would just hate it if that happened to me. There are already enough Spider-Women running around as it is."

"I am not amused, mortal," said Loki.

"Oh, sorry," Peter replied, still not quite convinced that Loki was standing before him. "Well, listen, if you really are Loki, do you remember me? And can you tell me about the last time you and I met?"

"Most certainly," Loki answered. ""You and I joined forces to restore Morwen to her rightful place in time and to save the life of my daughter, Tess Black."

"Yep, that was pretty much it," Peter admitted, conceding that he really was speaking to Loki, but still somewhat unnerved by it. "And…you said that you owed me a favor for all of that, right?"

"Aye," Loki answered. "You have summoned me to collect upon this favor?"

"You guessed it."

"Then name your request, mortal, and the mighty power of Loki shall be at your aid."

Peter considered making a snide comment about finding it offensive to keep being called a mortal, but decided against it. "Well, Loki, have you by chance ever heard of a guy named Mephisto?"

"Mephisto?!?" Loki thundered angrily.

"Uh, I take it you know him?" Peter asked casually.

"Mephisto once imprisoned my soul in the deepest reaches of that hell which he rules. Every fiber of my being burns with an unquenchable hatred for him."

"Wow, that sounds pretty harsh," said Peter. "But I guess Mephisto isn't exactly the nicest guy around. All the fibers of my being hate him pretty badly, too."

Loki glanced at him, intrigued. "You, too, have a quarrel with Mephisto?"

"Well, I'm hoping it'll be more punching and kicking than just quarreling," Peter said. "But yeah, I just found out that Mephisto tricked me into letting him erase from the time/space continuum the fact that I was supposed to be married to the most beautiful woman alive, so that doesn't exactly put him on my Christmas card list, if you know what I mean."

"Christmas card?" Loki inquired uncertainly.

"Uh, never mind," said Peter. "I pretty much just summoned you here to ask if you'd be willing to help me fight Mephisto and get him to put reality back the way it was."

"Say no more, mortal," Loki answered. "Any enemy of Mephisto is a friend of mine. Though I owe you a favor already, I need no further reason to take my long-awaited vengeance upon him."

"Cool!" Peter exclaimed. "You know, I really appreciate you helping me out with this and all. I have a few friends who we'll need to pick up along the way, but—"

"Hush," said Loki, turning her head away strangely. "I am being summoned."

"You're being summoned?" Peter asked. "But I thought I already summoned you. How many people do you give those magic Loki-signal things out to, anyway?"

"Very few," Loki answered. "But there is another to whom I must answer…for now. I must leave this place."

"Not to intrude, but didn't you just say you were gonna help me kick Mephisto's butt?"

"Loki does not forget her promises, mortal," the goddess said. "I shall be sure to return to you in short order, and then we shall do just as we have said."

"Um, okay," Peter conceded, fervently hoping that Loki would stay true to her word. "I guess I'll just hang out here all by myself until you get back from…wherever. Do you think you could maybe give me a ballpark figure of when you—"

In a sudden burst of golden light, Loki had vanished.

"Oh. Or not," Peter said to himself, sitting down on his bed and sighing. "Well, this is great. Just great."

***

Loki teleported into Norman Osborn's grand meeting room, where her companions in the Cabal were already seated around a large, circular table. She took the empty seat between the imposing figure of Dr. Doom, who had temporarily earned her allegiance with the business deals they had agreed upon, and the White Queen, the only other female in their secret society. On the other side of the table sat the stern-faced Namor, prince of Atlantis, the Hood, who was a relatively new player in the criminal world and mostly unknown to Loki, and their cunning leader, Norman Osborn.

"Greetings, Loki," said Dr. Doom.

"Greetings, Doom," Loki returned formally.

"Thank you all for coming today," Norman said politely upon realizing that Loki had arrived. "For the sake of urgency, I shall dispense with any further formalities and small talk and tell you all why I've called you here." He cleared his throat, then resumed. "Today we are here to deal with a certain threat to justice and to the peaceful society which I and my fellow Americans have worked so hard to establish."

"I have no interest in the establishments of your pettily warring surface-dwelling nations," Namor interrupted coldly.

"Nor does Doom," added Dr. Doom, monarch of Latveria. "What importance is this to us, Osborn?"

"Gentlemen, please hear me out," Osborn continued, maintaining his composure. "A danger like this one affects not only America, but possibly the entire free world as well, if such rebellious behaviors are left unchecked. The individual behind this threat is no doubt well-known to all of you, and has been a nagging thorn in my side for a great many years now. He calls himself Spider-Man."

Loki perked up at the mention of the mortal to whom she had pledged her services just a short while ago.

"Now, make no mistake," Norman went on. "This is not the true Spider-Man, the one who serves his country faithfully as part of my team of Avengers. This man is an outlaw who has been known as a public menace for years and refuses to comply with the American laws of superhuman registration, yet still has the audacity to claim the same name as one of the country's true heroes."

"Hold on," Emma Frost spoke up. "Spider-Man is only one person—a superhuman one, of course, but still, he's only one person, and not even a mutant. Can't the local police deal with him on their own? Since when is he a national threat?"

"Spider-Man has managed to evade the local police for quite some time now, so he is not one to be trifled with," Norman explained. "But I have reason to believe that he is an even greater threat now. A certain benefactor of mine has informed me that Spider-Man may have allied a group of other rogue superhumans. This group has agreed to aid us in bringing him down, but because we do not know how many rogues are with Spider-Man or what their abilities are, we'll need the combined strength of all of you and my team of Avengers in order to ensure our victory."

Loki took in Norman's heavily propagandized briefing and wondered what to do. She had already pledged her allegiance to Spider-Man, so she was honor-bound to fight for him and not against him for the time being—besides, from what Spider-Man had told her and from the aura of evil she sensed in Norman's words, it seemed probable that the benefactor Norman was speaking of was Mephisto, for whom she would never agree to fight again. Loki would obviously have to go against the Cabal in this particular instance, but debated whether or not she should try to attack them directly right now. Though she was an Asgardian goddess and her power was great, there were other powerful magic users among them, such as Dr. Doom and the Hood. If Mephisto was backing them too, then it would be utter foolishness to try to challenge them all alone. Loki would have to return to Spider-Man and the allies he had mentioned and hope that they would be powerful enough to emerge victorious.

"My informant agrees to transport us directly to Spider-Man's location," said Norman, completely oblivious to Loki's subversive thoughts. "So if all of you can prepare yourselves for this mission, I will assemble the Avengers and we can leave as soon as possible. Thank you."

Norman turned around and began to walk away, when he thought he noticed a faint flash of golden light behind him. Startled, he turned back around to face the other five members of the Cabal—but there were only four of them. Someone had departed in the brief instant in which he had turned his back.

"Where is Loki?" Norman asked.

***

Peter had taken his mask off and was now lying on his bed, dejected. No, on second thought, dejected was how he felt when he couldn't scrape together enough cash to pay the rent, or when the secrets of his double life forced him to miss Aunt May's birthday party. What he felt now was far beyond dejected, because nothing else he had encountered in life so far brought quite the discouragement and sorrow that he felt from realizing that he had willingly foregone a happy marriage, getting up his hopes of maybe turning things around with Loki's help, and then having Loki desert him for an undisclosed period of time.

"Okay, Peter, take it easy," he told himself. "It's not like there's been a major disturbance in the time/space continuum and you need to call in all your god friends to help you fight the demon behind it." He paused his sarcastic ranting for dramatic effect, and then added, "Oh wait…yes it is." He sighed and tried to calm down, but he couldn't. His mind was racing frantically with all the different possibilities of what his life could have been and what it might come to after this whole episode, and as much as he tried, he was powerless to slow it down.

The logical thing to do would be to wait for Loki, because Loki was supposed to come back like he (or she, Peter corrected himself) had said. If nothing else, Peter could always summon her again if she took too long…right? Right. Waiting and not acting until necessary would be the logical course of action. However, this entire crisis had thrown Peter's emotions all out of whack, and in some ways he didn't feel like doing the logical thing. He couldn't shake the desire to get out there and do something, to websling his way to the deepest reaches of reality itself and give Mephisto a good, thorough beatdown, as illogical as the prospect was.

And, as illogical as it may seem, there was still one person in the midst of this huge super-crisis who he couldn't shake from his mind.

Mary Jane Watson.

Peter wondered what she was doing these days, and he wondered what she would be doing, or had been doing, if/when they had been married. He wondered how things had played out—or did play out, or whatever—in the alternate timeline and the exact circumstances of how he had proposed and how they had gotten married and what their life had been like after that. He wondered how she would react if she knew what he knew now. If this all fell apart and Loki couldn't beat Mephisto, was it possible that there was still hope for Peter and Mary Jane? Could they possibly somehow still replicate the life and the happiness that they had supposedly had, albeit without all the years up to this point?

Peter didn't know

But he wanted to find out.

And there was only one way to do that.

This is crazy, Peter thought to himself as he dug through the assorted books in his closet once more. This will solve nothing, and will probably only make things worse. And yet, he was still looking for that old address book that Aunt May had gotten him one year. She doesn't want to hear from you, Peter. She said that when you broke up! Ah, there it was, right where he had left it. And in the back, towards the Ws, was Mary Jane's cell phone number.

You're only going to make a fool of yourself, Peter, his mind said. But Peter didn't listen to his mind. Instead, he nervously picked up his cell phone and entered the ten digits listed in the address book. Hopefully she hadn't gotten a new phone since then. All he had to do now was press the 'call' button.

Don't do it, Peter thought. Just hang up now.

Peter pressed the call button.

His stomach wrenched as he heard the phone begin to ring on the other side. He considered hanging up even now, but decided that it would be even more wishy-washy than if he hadn't called to begin with. This wouldn't be so bad. He would just talk to her and have a nice, normal conversation, like two mature individuals were certainly capable of doing. Maybe he wouldn't even have to talk to her—maybe he would get her voicemail, or maybe she had gotten a new phone and this number wouldn't even go through. Maybe he wouldn't have to talk to her at all.

"Hello?" asked a familiar female voice.

Peter wanted to smack himself.

"Um, hi…" he managed. "Mary Jane?"

"Yes, this is Mary Jane," she answered. "Who is this?"

"Um…uh…it's Peter." His words were barely above a mumble.

"Who?" Mary Jane asked.

Peter still wanted to smack himself. "It's me! Peter! Peter Parker! You know, uh, we used to date…?"

There was a noticeably negative turn in the tone of Mary Jane's voice. Peter could tell that she was trying to be polite, but was probably having to try very hard. "Oh…Peter!" she said with an awkwardly nervous giggle. "Wow…it's been such a long time…how are you?"

"I'm fine," Peter lied, hating every agonizing moment of this small talk they were having. "Yep, doing just fine…great, actually. So…how are you?"

"Oh, I'm doing great too!" Mary Jane said, a false cheerfulness in her tone. "I've got a great acting job, a great boyfriend…" She put a slight emphasis on the word boyfriend, as if to remind Peter of where the two of them stood. "Yep, life is good."

"Good!" Peter exclaimed. "That's great. Yep…really great."

"Peter," Mary Jane said firmly, her patience with him wearing thin. "Is there some particular reason why you called me? Because, you know, last time I saw you, we weren't exactly on speaking terms…" Her meaning was clear.

"Yeah, Mary Jane, I know," Peter said. "And I'm sorry for calling you, but I was just wondering…"

Wondering what? He hadn't fully decided what he had wanted to say to Mary Jane. Why had he even called her in the first place?

"I was just wondering if you think things ever could have worked out between us," Peter managed to blurt.

Mary Jane was silent for a moment, wondering how to deal tactfully with the question, or possibly even considering a sincere answer to what Peter had asked. "I don't know, Peter," she said. "Things didn't work out. You know that. We both have our own separate lives now, and that's the way it is." Peter's heart sunk. "But maybe if things had gone differently…" She didn't finish the thought.

If things had gone differently, Peter repeated mentally. That was the key, because things had indeed gone differently in the way the timeline was supposed to have been. He could tell that Mary Jane had little intention of giving him a second chance. But if there was still any hope of him somehow repairing the timeline…

"Yeah, if only," Peter said. "Well, I guess I should get going, but thanks for your time, Mary Jane…sorry to bother you and all."

"Don't be sorry, Peter," she said, changing her tone. Did he detect a hint of longing from her, too?

"Thanks," said Peter. "Well, Mary Jane…have a nice life, I guess."

"You too, Peter," she said. "Goodbye."

He hung up the phone.

Peter still didn't know how to feel. He was still sad and confused beyond the norm, but Mary Jane's last few words had offered him perhaps the slightest glimmer of hope. If anything their brief conversation had made him even more determined to find Mephisto and make him undo what he had done.

Only…Loki still isn't here, Peter reminded himself. So I guess I'm back to square one.

Suddenly, Peter's room was once again enveloped in a familiar golden glow, and the feminine form of Loki stood before him once more.

"Whoa, you're back!" Peter exclaimed happily.

"Did not I say I would return to you in due time?" Loki asked. "I am a woman of my word."

"Well, I'm sure glad you kept your word," Peter said, "But I'm not so sure about that woman part. No offense, but the whole gender-blender thing is still freaking me out a little bit."

"It is well for you that we are currently in allegiance to each other," Loki said. "For I would not be so kind with anyone else who spoke such flippant words to me."

"Oh, sorry about that," Peter answered. "But yeah, let's focus on the allegiance thing. Like I was saying, I'm really glad you came back. I mean, just before you got here, I was dramatically lamenting to myself about the fact that you still weren't here…but now you're here, so I don't have to be quite so dramatic anymore!"

"Are all mortals as irritatingly verbose as you are?" Loki asked.

"Nope, just the amazingly cool ones, such as myself," Peter answered.

"You would do well to limit your banter in such a precarious situation as ours," Loki said seriously. "I have returned not only to aid you against Mephisto, but to warn you of further impending danger."

Peter's heart grew heavy immediately. This was not what he wanted to hear. "What kind of danger?" he asked.

"I shall try to explain," Loki answered. "The summons for which I left you was for a secret meeting of…others such as myself."

"You mean other Asgardian gods?" Peter asked.

"No," said Loki. "I mean—"

"Was it a support group for other people who have suffered from spontaneous gender change?"

Loki glared at him coldly.

"Shutting up!" Peter announced quickly.

"I am part of a small society of beings of great power and influence, though most of them are human and there are no others are gods or goddesses. We are the sort of people with whom one such as you might often find yourself at odds in your heroic duties."

"Wait a second," said Peter. "Are you saying you're part of a secret team of supervillains?"

"We are not villains!" Loki thundered. "We are merely…complicated. But we are wasting time with this conversation. The Cabal has made it clear that they wish harm upon you, and I believe that they are backed by Mephisto. Most likely he is after you as part of the same conflict for which you are after him."

"Yeah, that wouldn't surprise me too much," Peter answered nervously. "But…um…since you're part of this group, do you wish harm upon me too?"

"Nay," said Loki. "As I have no love for Mephisto and have already pledged you my allegiance, I shall fight against my fellows and for your sake in this matter."

"Thanks, I really appreciate it," Peter said sincerely.

"But we must move quickly," Loki told him. "The Cabal, along with Norman Osborn's Avengers, could find you at any moment."

"Norman Osborn?!?" Peter exclaimed at the mention of his old arch-nemesis. "What does he have to do with all this?"

"He is the leader of our Cabal," Loki informed him.

Peter smacked his head to his face in disgust. "Can this day get any worse?" he asked rhetorically.

"Perhaps you would not like that question answered," Loki said.

"No thanks, it was rhetorical," Peter explained.

"We must act quickly," Loki reemphasized. "You said you had allies who would be willing to fight with us?"

"Yeah, I do," said Peter. "Other superheroes, like me. And one of them can use magic."

"Then let us gather them at once, for we know not when Mephisto and Osborn's armies will find us."

"You can teleport us, right?"

"Aye."

"Good," said Peter. "That'll be a lot cheaper than paying for web fluid." He put his mask back on and stood next to Loki. "I'm ready."

***

"Wong," Stephen Strange addressed his friend and servant after approaching him in the Sanctum Sanctorum's library. "Have you finished sorting the ancient archives yet?"

"I'm almost finished," the Chinese man answered, holding several weathered scrolls in his hands. "I've got everything alphabetized all the way from Agamotto to Vishanti."

"Thank you, Wong," Strange answered. "After that—" He paused, as if listening for something.

"What is it?" Wong inquired.

"I hear a familiar voice," said Strange. He moved warily out of the library and into the main room of the house. He was not entirely pleased with the sight that greeted his entrance.

"Are you serious?" Spider-Man asked of the female figure standing next to him. "I mean, I didn't even tell you where he lived. How did you know where to teleport us?"

"The magics that serve me are not bound by the laws of this plane, mortal," she answered. "They knew of which magic user you had spoken and were able to take us directly to him."

"Hey, that's pretty conveni—"

Spider-Man stopped speaking when he noticed Doctor Strange noticing him. He turned to face the Doctor and, though the red mask concealed his facial features, Strange didn't doubt that he looked very embarrassed and awkward underneath.

"Hey, Doc, old buddy, old pal!" Spider-Man said, coming towards Strange with his arms outstretched. "I can explain, really. You know, a funny thing happened to me on my way here tonight—"

"I know why you're here," Strange interrupted, remembering Spider-Man's queries about Mephisto and assuming that the other hero had come to call on Strange's help once again. The sorcerer gestured towards Spider-Man's companion. "But who is this?"

"Oh," Spider-Man answered. "That's Loki. We go way back."

"Loki?" Strange asked, perplexed.

"Yep," Spider-Man said.

"As in, Loki the Asgardian god, Thor's evil half-brother?"

"Yep," Spider-Man said.

"Do you not realize that your companion is clearly female?" Strange asked Spider-Man.

Spider-Man leaned in close to Doctor Strange and whispered in his ear. "Believe me, it's a long story. Try not to mention it, because she gets kind of touchy about it."

"I am not touchy about it!" Loki thundered from across the room.

"Sheesh, you don't have to yell," said Spider-Man.

Doctor Strange approached Loki. "Loki, why have you come here?"

"I am indebted to the one called Spider-Man, and have agreed to help him battle Mephisto in order to restore the timeline," Loki answered. "Spider-Man said he had allies who would help us, including a magician. You."

"I have also agreed to help Spider-Man," Strange said. He glanced at his two companions. "Shall we use our magic to bring us to Mephisto, then?"

"Not just yet, Doc," said Spider-Man. "She-Loki here tells me that Mephisto's got a small army of villains helping him out."

Loki glared at Spider-Man. "She-Loki?"

Spider-Man shrugged. "I thought the name change might be appropriate. I mean, there's already Hulk and She-Hulk, so then you could have regular male Loki along with She-Loki. What do you think?"

"Perhaps I have already used up my indebtedness to you by allowing you to mock me so freely," Loki told Spider-Man.

"Oh, um…just kidding," Spider-Man said weakly.

"A small army?" Doctor Strange pressed, not wanting to waste time.

"Yeah," said Spider-Man. "Led by none other than good ol' Norman Osborn himself. Doc, I was hoping you could gather the rest of the team and meet back up with us after that. Can your powers teleport and find us again, too?"

"It shouldn't be a problem," Strange answered. "But where are you going?"

"Four Freedoms Plaza," said Spider-Man. "I've got a feeling we're going to need all the help we can get."

***

"Wotta revoltin' development this is," Ben Grimm muttered to himself as he climbed slowly out of bed, much earlier than he would have liked to. He had only gone to bed half an hour or so ago, but he found it difficult to sleep with the loud and rowdy noises of Johnny's late night television addiction emanating through the hallways of the Fantastic Four's living quarters. He would try to be peaceable about the situation, but he and Johnny had had this problem before. If Matchstick didn't turn the volume down, then Ben might just have to switch from his bed time to a very different time that involved more clobbering than snoozing.

"Hey, Matchstick," Ben's gruff voice announced as he stepped into the living room. "How many times I gotta tell ya ta keep yer noise down when I'm tryin' ta catch my beauty rest?"

"Hey," said the young blond man seated in the large armchair, turning to face his orange accuser. "Is it my fault that you always go to bed before midnight like a frail old man? Besides, I don't think any amount of beauty rest is really going to change much for you."

Ben smiled. This was all he needed. "Okay, you asked for it, hothead," said Ben. He began to run over to Johnny with the intent of grabbing the TV remote from his hand and either smashing the hated device or throwing it forcefully into the TV screen.

Sue popped out from the next room, where she had been trying to read peacefully. "Boys, please don't wake the baby!" she called.

Ben leaned over Johnny's armchair, grabbing for the remote, but the younger man was already in the air and on fire. He easily blasted a small beam of heat into his opponent's face.

"Yeeeeeeeowwww!" Ben screamed angrily, crashing onto the ground and overturning the armchair with a sound like an avalanche.

Somewhere nearby came the very audible sound of Valeria, crying from being woken from her sleep. "Too late," Sue muttered dejectedly.

In the midst of the chaos, a flash of golden light appeared in Ben's peripheral vision. "Never seen ya do that one before, Matchstick," he said.

"Um, actually, that was us," said the familiar voice of Spider-Man, who had appeared along with an unfamiliar, though imposing, woman, and was standing in the middle of the living room. Ben, Johnny, and Sue all turned around and stared at them with varying degrees of surprise, embarrassment, and confusion.

"Um, is this a bad time?" Spider-Man asked. "I would've called first, but this is kind of a big deal—"

"Whaddya need, Webhead?" Ben asked reluctantly.

"Yeah, and who's that stunning lady you've got with you?" Johnny asked. "You didn't take that whole being married to a supermodel thing one step too far, did you?"

"Silence, mortal!" the woman in question boomed, shutting Johnny up.

"Really, I am sorry to bother you like this, but it's about Mephisto, like we had talked about before," Spider-Man explained hastily. "And this is Loki, but pleeease don't mention anything about her current gender, because I'm getting tired of explaining it and I really think she might desert me if I make fun of her one more time."

"Oookay…" Johnny stated.

"Look, is Reed around?" Spider-Man asked.

"Right here," said Reed Richards, entering from behind Spider-Man and Loki. "I sensed an unfamiliar energy signature on the surveillance cameras from my lab, and came to investigate. I've already overheard most of your conversation."

"You have surveillance cameras in the living room?" Sue asked skeptically.

"Please, not now, Sue," Reed said. "We promised to help Spider-Man against Mephisto, and help him we will."

"Thanks a bunch, Doc," Spider-Man said. "I really could use the help. I don't suppose any of you can do a whole lot against magic, but Mephisto has a whole bunch of other bad guys with him, so the extra muscle doesn't really hurt."

"We'll do whatever we can, Spider-Man," said Reed. "But don't be so quick to dismiss our tactics against magic. If I may ask, though, how are you planning on finding Mephisto?"

"I'm not sure," Spider-Man admitted. "But Loki or Doctor Strange should be able to. He's supposed to be rounding up the rest of the New Avengers, so we should go outside to meet him. That is, unless you want all the New Avengers and maybe some cosmic level bad guys rampaging through your house."

"Not particularly, no," Sue answered. "Let's get moving."

"You all go ahead," said Reed. "I'd like to get one item from my lab that I think may be of use to us, but I'll meet up with you all shortly." Reed went off the way he had come, and after Sue gave the robotic nannies the command to go take care of Valeria, the five of them started towards the headquarters' main entrance, with the three Fantastic Four members leading the way.

"So, let me see if I get this straight, Webhead," Ben said. "Mephisto messed with the timeline and screwed up yer life, so we got a bunch o' assorted superheroes and a mystic god/goddess whatchamacallit against a bunch o' assorted supervillains and another big mystic cosmic guy?"

"Yep, that sounds about right," Spider-Man admitted.

Ben sighed dramatically. "Wotta revoltin' development this is."

***

"We have no need of Loki," Namor assured his current leader, Norman Osborn. "All of our combined strength and power will certainly be enough to overcome that insignificant Spider-Man and to hold our own against whichever other so-called heroes he may have with him. Anyone who would desert their teammates in the time of battle is not worthy of us, anyway."

"I suppose you are right," Osborn conceded. "Besides, with the power of the one I told you about backing us up, we will certainly have the victory."

"I am sensing familiar mystic energies in this place, Osborn," Dr. Doom, who was a prominent sorcerer, stated suspiciously. "Who exactly is this mysterious benefactor you keep referring to?"

Osborn smiled. "You'll find out soon enough. Now let's get ready to fight."

***

In a matter of minutes, Peter, dressed as his alter ego the amazing Spider-Man, was standing in the middle of the familiar streets of New York, not very far away from the Fantastic Four's famous headquarters. Night had fallen and the moon's light pierced the darkened sky, reflecting what was in Peter's heart at that moment—unfathomable darkness and despair, with a ray of light in the form of his allies that just might be able to overcome the darkness. Loki was standing next to him, and the Fantastic Four—including Reed, who was carrying a complex device that Peter didn't recognize. Doctor Strange had met up with them just a few moments ago, teleporting magically in like he had said he would, and with him had come the rest of the New Avengers. Wolverine, Luke Cage, Spider-Woman (the real one, not the Skrull, Peter reminded himself), Ronin (not Hawkeye anymore), and the recently joined Ms. Marvel, Mockingbird, and Captain America all stood with him, ready to face whatever danger may come. Peter thought he would feel a lot safer if Steve Rogers, the original Captain America, had been with them, but he was beginning to grow confident in the abilities of Bucky as well.
"Hey, Spidey," Wolverine addressed his teammate gruffly. "Strange said you needed the team for something big. All I can say is, for you to bring me out here this late at night, it better be good."

"Um, yes," Peter said, responding to Wolverine but raising his voice to try to address all the other New Avengers as well. "I suppose you're all wondering why I gathered you here today…or, tonight, I guess."

Luke Cage spoke up. "Strange said there was gonna be a big fight over something real important to you, Spidey," he said. "Whatever it is, we're a team, so count me in."

"Thanks, Cage," Peter said. "What Doctor Strange told you is pretty much right. To make a long story short, I've got a bone to pick with Mephisto—big, powerful bad guy, for those who don't know—and I'm pretty sure he's got Norman Osborn and the Dark Avengers on his side, too. Despite being the amazingly strong and mighty warrior that I am, I could use a little help fighting them off, if it comes to that…which it probably will."

"All the help you've acquired won't help you this time," came the familiarly chilling voice of Norman Osborn, amplified with a mechanical sound by the red, white, and blue armor that made him the Iron Patriot. He stood facing Spider-Man's group of heroes, backed by the menacing presence of his own group. To Norman's left stood the government-sanctioned team that had been unofficially dubbed the Dark Avengers—Mac Gargan, calling himself Spider-Man; Moonstone, posing as Ms. Marvel; Wolverine's son Daken, also calling himself Wolverine; the sharp-shooting Bullseye wearing Clint's old Hawkeye costume; along with the extremely powerful Sentry and the formidable Ares. To Osborn's right stood several other characters who Spider-Man recognized—Dr. Doom, Namor the Submariner, Emma Frost, and the Hood—though he didn't know of any connection between them all and assumed that they were part of Loki's secret group of villains.

"Uh-oh," Peter said.

"Spider-Man," Norman addressed him.

"Yes, boss?" asked the black-suited Mac Gargan, standing nearby.

"Not you, you imbecile!" Norman chided. "The other Spider-Man."

"Sorry, boss," said Mac.

"Spider-Man, you have been a thorn in my side for some time now," he said. "I am looking forward to conquering your band of rebels and eradicating you once and for all. But even if you do manage to defeat all of us, there's someone else you'll still have to deal with." Noxious red clouds began to swirl behind Norman as he spoke, forming into a familiar humanoid shape. "My most generous benefactor, Mephisto."

"Uh-oh," Peter repeated.

Dr. Doom looked behind himself in surprise. "Mephisto?!?" he repeated. "This foul demon is who you are working for, Osborn?"

"It's who we're all working for, Doom," Osborn told him. "Now, no more talk. Let's—"

"No," said Doom, stepping forward from the rest of his team. "I will not be allied with such a despicable one as Mephisto." To Peter's surprise, the Latverian monarch approached him, with no apparent intent of harm. His spider-sense wasn't going off, after all. "Besides," Doom continued. "This vigilante once took it upon himself to prevent harm from befalling me. I owe him a boon and have no wish to fight against him."

"You did what?!?" Johnny Storm asked of Spider-Man, indignant. "You protected Dr. Doom? And you're friends with Loki, too? What's going on here, Spidey?"

"What can I say?" Spider-Man asked. "I guess I'm just a friendly guy." Looking at Dr. Doom, he said, "Look, Doom, I appreciate you coming to help me at all, but I'm confused about your beef with Mephisto. I mean, no offense, but aren't you a pretty despicable evil yourself?"

"For many years, Mephisto tortured and imprisoned the soul of my beloved mother," Doom answered. "For that I shall never forgive him and have made him my sworn enemy. And, since I am indebted to you as well, I shall fight with you, even alongside these other fools—" He glanced towards his sworn enemies, the Fantastic Four. "—so that we may triumph over Mephisto."

"Hey, sounds good to me," Spider-Man answered.

"Doom!" Osborn shouted. "You and Loki shall both regret the day you betrayed me. This battle is only beginning!"

Mephisto, who was now fully visible as the head of Osborn's group, addressed Spider-Man. "And you, Spider-Man, will regret the day you tried to betray the agreement we made. No one trifles with Mephisto and lives."

Peter looked around him. He was very grateful for the friends, acquaintances, and uneasy allies who had assembled, willing to fight for him. Then he looked across the street at the monstrous form of Mephisto and all the other sinister faces who were being ordered to kill him and would probably relish the act of it as soon as they were given the chance. He adjusted his stance and mentally steeled himself for the impending battle.

"Well, here goes nothing," Peter said.

To be continued...

References:

Norman Osborn killed Veranke, the queen of the Skrulls, and replaced Tony Stark as the head of U.S. security and superhuman activities in Secret Invasion #8. He subsequently took on the alias of the Iron Patriot, turned the Thunderbolts into the Dark Avengers and formed the Cabal, a secret society of supervillains comparable to the heroes' Illuminati. In order to fool the public and try to usurp the place of the regular heroes, Norman christened several Dark Avengers members with the aliases and costumes of well-known superheroes.

In Amazing Spider-Man #503-504, Spider-Man helped Loki fight Morwen and rescue Loki's daughter, for which Loki said he owed Spider-Man a favor. Loki's explanation of the Cabal as complicated rather than villainous in this story is a reference to #503, in which Loki tells Spider-Man that he is not evil, merely complicated.

The Asgardians all died in the final cycle of Ragnarok in Thor #582-587. When Loki returned in Thor #592, it was in the form of a woman.

Loki was captured by Mephisto and held prisoner in hell in Thor #447-455.

Thor #601 revealed that Loki and Dr. Doom had agreed to make arrangements for all the Asgardians to be relocated to the nation of Latveria, which is ruled by Doom.

Clint Barton, formerly Hawkeye, assumed the identity of Ronin in New Avengers #30.

After the apparent death of Steve Rogers, the original Captain America, in Captain America #574, his former sidekick, James Buchanan "Bucky" Barnes, took up the identity of Captain America in his stead in #583.

Ms. Marvel, Mockingbird, and the current Captain America joined the New Avengers in New Avengers #48.

I learned of Dr. Doom's enmity towards Mephisto from his character bio at .com/universe/Doctor_Doom_(Victor_von_Doom).

Spider-Man saved Dr. Doom from a terrorist bombing in Amazing Spider-Man #491.

Acknowledgement:

Thanks are due to user Wolvmbm, whose reviews of and comments concerning the first two chapters of this story gave me the idea to make this a post-Secret Invasion story and involve the Dark Avengers and the Cabal. Originally I had planned the only villains to be Mephisto and probably some random demon henchmen of his, instead of having him acquire the help of Norman Osborn. Wolvmbm's suggestions have helped me to up the stakes a little bit and will hopefully make the battle in the final chapter even more epic.