The Spectacular Spider-Harem

by Diablo Ex Machina

Left broken after a large number of emotional traumas, a meeting with a pop-culture loving, cosmically-empowered, blogger babe causes Peter's life to take an interesting turn. You ever wonder just how big a harem can get before it starts to get ridiculous? Well Spidey is about to find out the answer to that question! Discontinued. Reboot Canceled!

5. Hot for Teacher

Chapter 5 - Hot For Teacher

"Peter! Come down for breakfast!" May Parker's voice reached Peter's room.

"Just a second Aunt May!" Peter called back as he frantically sketched at his desk. "I'm working on some really important blueprints for work!"

"Your blueprints can wait young man, but your chocolate chip pancakes are getting cold!" May informed him teasingly.

"Chocolate chip pancakes?!" Peter exclaimed happily as he dashed out the door and rushed downstairs. "Why didn't you lead with that?" He grinned as he pulled up a seat at the table across from a familiar looking young girl with long black hair. "You hardly ever make these, what's the occasion?" He asked as he piled the pancakes up high.

"The occasion is that the adoption papers finally went through." Aunt May smiled as she grabbed the young girl's shoulder and gave it a reassuring squeeze. "Leah is now officially a part of our family."

"That's great news!" Peter grinned ecstatically as he leaned over to ruffle Leah's hair. "Welcome to the family sis... cousin... what do I even call you anyway?" He asked awkwardly.

"You can call me whatever you want." Leah Parker smiled brightly. "After all, I wouldn't be here at all if you hadn't paid for my operation." She remarked without the slightest bit of hesitation or discomfort.

"Technically it was my lawyer who made that decision." He corrected her just before he began choking on his pancakes when he saw said green-skinned lawyer casually walking down the stairs behind his aunt and Leah, stretching in nothing but her purple lace panties and one of his Spider-Man shirts.

"Peter, are you alright?!" May asked worriedly as her nephew drank some milk to clear his throat.

"Yeah, I'm fine." Peter assured her even as he kept watching Jennifer shrug a halfhearted apology. Apparently she had temporarily forgotten what they did last night just as he had, though hers was due more to absentmindedness than being otherwise preoccupied by brainstorms and pancakes like he was. "Just felt a little green all of a sudden, though I'm sure it's nothing a little more blueprint sketching before school in my room won't fix." He felt a huge weight lift off his shoulders as Jennifer nodded in understanding and went back upstairs.

"Well if you insist." May nodded understandingly. "I'll just get us all some orange juice just in case you're coming down with something." She offered helpfully as she went to the fridge.

"She's amazing." Leah whispered in awe as she absently stuffed her face, savoring every single bite like it was ambrosia.

"She's just getting juice." Peter chuckled as May set down the juice and took her seat at the table.

"But it's so much more than that!" Leah insisted excitedly as she stared happily at May. "You didn't even know who I was and yet you took me in just like that! And you," She turned to Peter. "You're running a huge company, working on big inventions, you're super smart, super generous, super EVERYTHING! And you still find time to go to school and hang out with friends! I can't believe it, it's just so exciting to be a part of all of this!"

"What can I say? You helped me as much as I helped you, after all." He smiled as he began eating, not even noticing how shocked Leah looked.

"Is there something wrong with your food, dear?" May asked Leah worriedly. "Is it hard to get used to something so sweet so soon?"

"No, it's not that, though the taste is much stronger than what I'm used to, but in a good way." She assured her foster mother. "I just don't understand what he's saying. What did I do to help him that was so great? What could I have done?" She asked in confusion.

"Oh, he's just been so modest and helpful about everything ever since Ben passed." May explained with a sigh.

"Who's Ben?" Leah whispered back.

"My late husband." May answered quietly, causing Leah to fidget guiltily in her seat for bringing the topic up. "I know he feels somewhat responsible, but no matter what I say or do to reassure him he keeps trying to take on more and more responsibility. So I do what I can to sneak around his guilt complex and make his life as good as he makes mine, like these chocolate chip pancakes for instance. And I think that just having a bright young face like yours here and safe helps him cope with everything better." She smiled as she poured some orange juice for Leah. "Now eat up. You start school next week, and I want you to be nice and healthy for your first day."

"Whatever you say... mom." She whispered the last part to herself happily, feeling giddy at the prospect.

"That was delicious!" Peter grinned after polishing off his plate and quickly running it and his other dishware through the sink and into the dishwasher. "Well, I'm off to wash up and get ready for school. Don't wait up!" He remarked in a rush before dashing off.

"He was in a hurry." Leah observed curiously.

"Oh, he just can't wait to get back to work." May assured her foster daughter. "Running a company has him so busy, but I haven't seen him in such high spirits in years. He's a brilliant young man, and nothing makes him prouder or happier than tinkering with some project or another."

---

Meanwhile - Upstairs

"Jenn, you know nothing would make me happier or prouder than cohabiting with the sexiest woman in the world and seeing her walk around wearing nothing but my shirts and her underwear every morning," Peter addressed his gammazon lover as she curiously poked around his room. "But since I still live with my frail and elderly aunt, this isn't really the best time for you to be walking around like... uhh..." He trailed off as Jennifer began pulling off sexy poses that strained his Spider-Man shirt to the limit.

"Walking around like what?" Jennifer purred as she slowly pulled off her borrowed shirt, revealing the lacy purple bra underneath. "Like we're actually in a relationship?"

"No, it's not that!" Peter panicked as he tried to regain his senses and find the right words. "I mean, don't get me wrong, I really like being with you Jenn, but there's so much I still don't know about you. Like what you're like when you're not green, or how you know Gali. Stuff like that, you know?"

"Fair enough." She shrugged before taking a peak out the door, pleased to find no one else was around. "Tell you what, let's multitask. You ask me a question, I ask you a question, and we keep going until we're both satisfied. Deal?"

"Deal." Peter agreed as Jenn picked up him and a pile of clothes and carried them both out the door. "Though how is that multitasking?" He tried in futility to fight out of her hold.

"Simple," Jenn began as she opened another door. "We talk while we shower together." She commanded as she closed the door behind them, turned on the shower and began hungrily undressing him.

"Is this going to be a regular thing with us?" Peter asked as Jenn pulled his shirt off. "I try to have a serious conversation, you get all sexy with me?" He questioned as he unhooked her bra and let it fall to the floor. "Not that I'm opposed to the idea, I just wanna know what our relationship is gonna be like."

"Don't worry, the fun of constant sex wears off early in the relationship." Jennifer explained as she yanked off his pants in one tug, Peter backflipping to match her movements. "After that it's up to your scintillating conversational skills and sense of romance to keep the relationship going." Grinning as Peter slowly pulled down her panties, she continued. "Now I get to ask you a question. How is it that you're so good in the sack? I'm assuming that you don't have much experience on the subject, given your age and all." She remarked as she picked up Peter bridal style and pulled off his last article of clothing.

"It's actually part and parcel of having spider powers, believe it or not." Peter answered as his girlfriend stepped into the shower, the warm running water quickly relieving his tension. "People build up a type of energy known as Tantric Energy in their bodies the longer they go without sex, and Spiders are able to absorb that power from others through sex. The more Tantric energy I have, the stronger my powers, and the better I get at, well, getting more of it." He explained as he got out of his lover's arms and began washing up.

"Guess that means you didn't get too much from me then, huh?" She-Hulk grinned sheepishly as Peter scrubbed her back.

"I wouldn't really know to be honest." Peter admitted as his fingers trailed down her arms, sending shivers up her back. "Before I did it with you and Eva I'd only ever had sex with virgins, not to mention that my first time was with Gali, and she's thousands of years old, plus she got pregnant from the whole ordeal which gave me even more Tantric Energy than I would have usually got, so I don't really have the best points of reference by any stretch of the imagination." As his hands moved to her abs her shivering got more intense. "Now that was technically two questions, so now I get to ask two in response. First, and this has been on my mind for a while, how exactly do you know Gali? She's not exactly in the yellow pages ya know."

"She actually contacted me-oh God!" She moaned quietly so as not to alert anyone. "We had a mutual... acquaintance in the form of Deadpool-little higher, little higher!" She bit her lower lip to suppress a cry of ecstasy as her boyfriend began tenderly massaging her thighs and gluts. "He thought I could help her with some kind of save the world bit she's working on. We got in touch a few times over the years, but she didn't drop a real bombshell until recently. Imagine my surprise when she contacted me right after we met and told me she wanted me to fall in love with-yes, yes, harder, harder!" She panted as Peter massaged her back and shoulders, along with doing... certain other things. "Please don't ask me how I know him, it's really embarrassing, just know that I'd never sleep with him, I've got standards for-oh FUCK-sake." She winced in joy as she reached climax.

"Okay, now for my second question." Peter continued as Jennifer swung her leg high over his head to turn around and wrap her arms and legs around him. "Oh God, that was good. Okay, okay, exactly how much does being She-Hulk alter your personality?" He asked as they both lathered up their hands with shampoo and began tenderly massaging each others scalps.

"You really wanna know?" Jennifer grinned teasingly as her body began to shrink and lose all green pigmentation. Within moments she was an average brunette woman, and she looked very embarrassed to be in her current position. "Oh my God!" She panicked quietly as she lost her grip, only to be saved from falling when Peter grabbed her and held her close in a classic romantic dip. "This is so wrong, this is so wrong!" Jennifer panicked as she looked around for an escape, barely noticing how hurt Peter looked. "I'm sorry, I'm so, so sorry, but this is so wrong! I mean you're a great kid and all, but you're still so young, and the She-Hulk side of me can get out of control sometimes, and you... you're still... part of you... inside..." She trailed off as her face turned an all time red.

"Oh, sorry about that!" Peter apologized as they parted and stood awkwardly at opposite ends of the shower, most of the water falling on Jennifer. "So... I guess that answers my question then?" He joked sadly.

"I am so sorry about all of this Peter." She apologized again. "Being She-Hulk... it takes away a lot of my inhibitions. It makes me act more open, more free. I use that form to be more confident, more assured of myself. People almost never take the mousy little lawyer girl seriously, but even Captain America would have to pay attention to what She-Hulk has to say, and Iron Man would trade his favorite suit for a chance to spend just a night with the Sensational She-Hulk." She sighed as she rinsed the shampoo out of her hair. "I shouldn't have taken advantage of you like that. You're still so young and have your whole life ahead of you. Being with a borderline bipolar older woman like me would only-mmph!" She was cut off as Peter kissed her deeply. While her first instinct as her plain old human self would be to fight it, something about how tender and caring his touch was made her lean into it.

"Feeling better?" Peter asked her gently when they parted. Jennifer, for her part, could only bury her face in his shoulder in shame. "I'll take that as a maybe." He guessed as he gently stroked her back. "Listen Jennifer, speaking as one superhero to another, I can get where you're coming from. When you're in costume, out on the streets and busting criminals, it's easy to get carried away, let your wild side out, and sometimes you forget whether you're the mask or the person wearing it. You know what I think though? I think that the mask isn't an excuse to let loose, it's a reason to do it. To the people on the streets living every day like everything is all right, whether they know it or not they take people like us as a promise. A promise that nothing truly unsolvable can hurt them, that they can live their days free of the worries of super criminals or natural disasters. That regardless of our own worries, we will always protect others, and that our goodness, our truest embodiment of ourselves, runs from our surface all the way to our core." Pushing Jennifer away a bit so her could look her in the eye, he continued. "And that doesn't just have to be for the normal people on the street either. There are times when superheroes will have to look out for each other too. So let me look after you Jenn, even if you don't wanna look after me, I'll always be there if you need my help."

"...That is so, unbelievably corny and misdirecting." Jennifer teared up before slowly wrapping her arms around Peter and kissing him. It only lasted for a few moments, and wasn't anything to write home about, but to these two lovers it meant the world. "You'd make a pretty good lawyer with smooth talking like that."

"I do my best." Peter shrugged playfully. "So does this mean that we're... okay?" He asked hesitantly.

"Tell you what," Jennifer smirked in a way that made Peter's stomach drop to his feet. "If Peter Parker can make Jennifer Walters feel as good as Spider-Man can make She-Hulk feel, then we're okay."

"And you say that She-Hulk is the uninhibited one." Peter chuckled as he began playing with his girlfriend anew, only to freeze when he heard a knock at the door.

"Peter, is there someone in there with you?" May asked worriedly. "I can hear voices."

"Uhh... I'm all alone in here Aunt May." Peter lied nervously. "I'm just uh... planning out a few projects I'm working on. The mind of a genius is never at rest." He crossed everything he could think of and hope she bought it.

"Alright then." May seemed to accept the lie easily. "Make sure you don't stay in there too long or you'll get shriveled up." As Peter and Jennifer heard her footsteps fading down the hall, they let out a unified sigh of relief.

"That was too close." Jennifer muttered before turning back to her beau. "And speaking of close, let's get this wrapped up quickly, before you get shriveled up." She whispered playfully in his ear, prompting the duo to renew their passionate motions in eagerness.

---

Later - Midtown High

"Greetings Peter." Laura said stoically as her mate tried to sneak up behind her as she was sorting through her locker. "You smell green today, are you feeling alright? Perhaps you should skip chemistry today and start eating immediately to calm yourself down." She suggested as she pulled a few books from her locker.

"What are you talking about?" Peter asked in confusion, a little put out that he was never able to catch his feral girlfriend by surprise. "I don't have chemistry until after..." He stopped abruptly as what Laura just said had sunk in. "Did you... did you just quip me?" He asked in shock, and more than a little pride. "You did, you totally just quipped me."

"I have no idea to what you are referring." Laura replied innocently as she walked away.

"Yes you do, you just used like three different innuendos just now. Don't try to play innocent with me, I'm way better at it than you." Peter scolded her playfully as he followed her down the hall. "As wise man once say; the student is not yet ready to surpass the master." He spoke as if her were a stereotypical old Asian man.

"Do not talk like that in front of me." Laura turned on her heel and scowled at Peter, causing him to back up in shock. Before he could respond Laura was already walking away.

"Laura, wait up!" He called out as he rushed to catch up to her, though she redoubled her speed.

"Stay away from me today." She spoke back without turning around.

"Laura, please talk to me for a second." Peter pleaded as he managed to pull up just a few feet behind her. "Did I say or do anything to make you upset with me? If this is about that sensei talk I was doing before, I'm sorry. I didn't know it would upset you. Why did it upset you for that matter?" Laura didn't bother to respond as she abruptly turned into their next classroom, Peter following closely behind. "Laura, could you just-mmph!" He was cut off as Laura pulled him behind the door and began savagely making out with him. Peter was confused by this sudden turn of events, but didn't fight it until she began tugging at his belt, at which point he had to muster up all of his superhuman strength to push her away. "Laura! Now is not the time for this!" He hissed as he just barely managed to keep her off of him.

"This is why... haa, haa... I didn't want to be around you right now, haa, haa." She panted in shame as her face flushed red.

"Laura, what's gotten into you?" Peter asked worriedly. "Are you sick or something? Because you're acting weird, not to mention you're really red and panting like a dog in heat." Even as she was clearly unwell, he couldn't resist making the subtle crack at her pseudo-canine mutation. However, the moment the words left his lips the dots in his head began connecting. "Because you are a dog in heat." He realized in shock and shame. "Oh God, Laura, I'm so sorry, I didn't know. You shouldn't be here." He apologized.

"That makes two of you." A strict female voice scolded them as an attractive redhead in a black suit and tie approached them. "Care to explain what you two are doing in my classroom?"

"I swear, we have a perfectly reasonable explanation for this... somewhere." Peter pleaded as he desperately tried to think of an excuse. However, his thinking was cut off when he noticed Laura growling at the teacher defensively.

"Did you just growl at me, young lady?!" The aghast teacher asked Laura in offense.

"Laura, no, down girl!" Peter commanded as he squeezed her shoulders firmly. "I'm so sorry about this! My friend here grew up in a remote location for her mother's work, and she only recently moved to the city so she's still not all that good with new people, and-wait a second... you're not the history teacher." He realized belatedly.

"Oh yes I am." The redhead corrected him curtly. "I'm Ms. Rushman, and as of today I'm your new history teacher. The previous teacher had to leave abruptly so the school board hired me on as a replacement. Do you have any other questions, comments, or concerns you'd like to bring up with me, or should I just skip to the part where I give you both detention for unbecoming conduct on school grounds?"

"Do we really need to bring detention into this?" Peter asked nervously. "I swear this isn't what it looks like. My friend here was just feeling a little under the weather... and, uhh..." He trailed off as whatever part of his brain responsible for excuses ran out of steam.

"I am on my period." Laura declared bluntly, making Peter turn as red as his Spider-Man outift and Ms. Rushman quirk an eyebrow. "I am still somewhat unused to this feeling, so I went to the nearest familiar face for comfort."

"And how exactly is young Mister..." Ms. Rushman looked expectantly at Peter.

"Parker, Peter Parker that is. Nice to meet you Ms. Rushman." The nervous young man answered quickly under the harsh and scrutinizing glare of his new history teacher as he extended his hand, which was left hanging awkwardly as the stone cold woman made no attempt to return the gesture.

"Ah yes, the school's newest super celebrity." Ms. Rushman remarked nonchalantly, obviously unimpressed by his resume as CEO of Alchemax. "And how exactly did you two meet?"

"My mother works for his company." Laura stood in front of her mate protectively. "She was the first employee he personally hired, so right now he is the only person here I trust, especially since you are clearly lying about your profession."

"Excuse me young lady?" Ms. Rushman questioned bitterly. "I will have you know that-"

"Oh thank goodness! Made it in just under the wire!" A woman with stark white hair in a white suit and skirt breathed in relief as she rushed through the open door. "Now I just gotta get my things in order before the bell rings and-" She stopped short when she saw the people already in the classroom. "Uh... who are all of you, and do you think you could please clear out for a moment? I need to get this room prepped for my first class. I was just hired on and I need to make a good first impression."

"You were just hired?" Ms. Rushman questioned as the list of things that were aggravating her just got longer. "On who's authority? Last I checked the school board hired me to replace the previous history teacher."

"That's... odd." The other woman remarked skeptically. "Because I distinctly recall the school board hired me to fill the vacant position. Who exactly are you three, anyway?"

"These two are just students, and they were just on their way out until the bell rings." Ms. Rushman cued them to make their exit, which Peter tried to do when Laura abruptly pulled him to the back of the class. "As for who I am, my name is Nancy Rushman, and it seems to me that there was a severe bookkeeping error here."

"On that we are in complete agreement." The white garbed woman nodded in an all too friendly manner. "So why don't you collect your things, Nancy, and allow Silver Sablinova to to do the job she was hired for."

"Passive-aggressively referring to yourself in the third person?" Nancy placed her hands on her hips strictly and Silver did the same. "Are you sure that you're qualified to be a teacher?"

Silver was about to respond when Laura cut in. "Neither of you are qualified to teach a class." The canine-esque mutant remarked coldly, much to Peter's frustration. "You are both clearly lying about your professions, and clearly have much experience in deception as your body language does nothing to give away your deceptions. What are your real occupations? Spies, mercenaries, assassins perhaps? What interest do your real employers have in this location?"

"...Quite an active imagination on that one, isn't there?" Silver remarked curiously.

"Apparently she grew up isolated from society." Nancy noted, dismissing the young girl out of hand. "She's still not used to social norms. She actually told me she was on her period to excuse her odd behavior." She whispered the second part to Silver, though Laura still heard it and was not amused.

"Seriously?" Silver whispered back in disbelief. "Right in front of her friend?"

"We are still in this room, you know." Laura muttered bitterly to herself and Peter. "Stop talking as though we are not here."

"We wouldn't be here if we just left like Ms. Rushman told us to." Peter whispered back cautiously. "Why did you have to set them off like that? What makes you so certain that they aren't teachers anyway?"

"They smell of blood and gunpowder." Laura answered quietly, checking to make certain that the bickering teachers weren't listening, and when she was satisfied by the sight of them both making a call on their cell phones she continued. "They also have an incredibly balanced posture, the likes of which I have never seen outside of expert martial artists."

"You do know that a balanced posture can also be found on on a debutante, right?" Peter joked before quickly turning deathly seriously and quiet. "But you're right about the blood and gunpowder smell being something to worry about. I actually think I recognize that Sablinova woman."

"It was in combat." Laura stated, not even considering it a question.

"Silver Manfredi, alias Silver Sable." He responded. "Mercenary and daughter of an incarcerated crime boss."

"And she chose the pseudonym Silver Sablinova?" Laura whispered in what little disbelief she was capable of. "Highly risky and foolhardy, though in her defense she likely did not anticipate encountering someone she knew on this job. Her reactions are off though."

"What do you mean by that?" He asked cautiously.

"When I called attention to her true occupation there was no guarding in her reaction." Laura explained. "Even an expert spy would show at least a minimal amount of defensive behavior if someone exposed their true profession with as much conviction as I did, but both of them treated my accusations as ridiculous without a moment of hesitation. It's as if they don't remember what they really are." She could have explained further, but she quickly shut up when the teachers/agents hung up their phones in frustration and approached them.

"Well, it seems as though whatever error there is in the system will take some time to clear up." Ms. Rushman explained in thinly veiled frustration.

"So to prevent any legal trouble, the school board has elected to keep us both on staff as history teachers until further notice." Ms. Sablinova continued with some reluctance.

"That seems fair." Laura nodded a fraction of an inch. "It should give you two ample opportunity to uncover whatever secrets you were sent here undercover to investigate. I can only hope that you were not sent to investigate us by enemy organizations, for it would be very unfortunate if we were to come to blows over a conflict of interests on school grounds."

"...Not to be rude, but are you on any medications by any chance?" Ms. Sablinova asked honestly, getting a not-so-gentle nudge in the ribs from Ms. Rushman for her trouble. "What?" She glared at the redhead.

"You never ask a student if they're on medication." Ms. Rushman scolded her co-teacher. "If you're really so curious about it, you check the class roster and then ask the nurse's office about it."

As the bell rang and students began pouring into the classroom Peter had a difficult time pushing down the bad feeling Laura's words were giving him. Though she was a girl of few words, Peter knew that what words she did have to say carried a great deal of weight to them. 'It was only been a few words in passing, possibly as an afterthought from her perspective, but she's convinced that these women are here for us,' Peter thought to himself as he tried to piece the puzzle together. 'And that they seemed to have no knowledge of their own occupation or reasons for being here. I just can't shake the sensation that I'm more involved with both of these women than any of us know.' The thought of being 'involved' with the co-teachers/espionage agents made certain explicit images come to mind that he tried desperately to shake out. 'Better not bring that up around Gali, she'd take that idea and run with it,' He gave the cosmic being in question a sideways glace out of the corner of his eye to see her subtly gesturing at both teachers and giving him a thumbs up. 'If she hasn't already.' He gave a mental groan as he sunk in his seat.

---

After School - On Patrol

"So Gali, be honest with me," Spider-Man spoke on his phone as he hopped from one rooftop to the next, Black Cat by his side every step of the way. "Did you have anything to do with the two spy supermodels now teaching my history class getting hired?"

"I can honestly say that I had nothing to do with them getting hired." Gali replied casually. "If there are agents at the school looking for something, I have no idea what they're doing there, other than that, knowing your luck, it probably does have something to do with you, or will eventually. So says Galacta!" She finished dramatically.

"Thanks anyway babe. Talk to you later." Spider-Man sighed as he hung up the phone. "Well, that was a bust. Do you have any idea why spies and/or mercenaries would be undercover at my school? Besides the obvious that is." He gestured at his mask.

"Not a clue, Spider." Black Cat frowned as they flipped to another rooftop. "The only possibilities that come to mind are that they're somehow tracking some energy a few friends of ours give off. Gali's cosmic energy and She-Hulk's Gamma scented sex stink are two likely possibilities." Scrunching up her nose at her boyfriend, she continued. "Speaking of which you really need a shower there, Spider. I can smell Jennifer all over you from a mile away."

"I took a shower this morning!" Peter remarked defensively.

"Was She-Hulk in the shower with you by any chance?" Black Cat arched her eyebrow teasingly.

"...Only in the beginning." Peter's defense rapidly fell. "She changed into her human form shortly after getting in."

"And she still had sex with you?!" She blurted in astonishment that quickly turned to awe. "Wow, I thought She-Hulk was slutty, but here it turns out that her human half is just as much of a whore as the rest of her."

"Please don't say those things about her in public." Spidey requested pleadingly. "She may like hearing those things in person, but it's still rude to talk like that behind her back, and yes I heard myself talking just now." He cut her off before she could comment on the innuendo.

*Spider-Sense!*-Car chase!

"Thank you conveniently timed distraction!" Spider-Man grinned under his mask as Black Cat latched onto his back as he bounded off the roof and swung after the wildly swerving cars.

"You're not getting out of this that easy babe." Black Cat teased him as they landed on the front running car. "As soon as we're done here I want full details."

"I've already told you everything I can without turning it into a full on porno." Spidey denied her further explanation as he bent over the side of the car and tapped on the glass. "Excuse me miss, but you're going over 70 in a-woah!" He stopped short when he saw his history teacher Ms. Rushman at the wheel.

"Spider-Man!" Nancy gasped in relief as she rolled down the window. "Am I ever glad to see you! These thugs just came out of nowhere a few miles back and rear-ended me, and now I just can't shake them!"

"Calm down, we'll have you safe and sound in no time." He reassured her. "Just think calming thoughts and try not to hit anything, okay?"

"I'll do my best." Nancy nodded nervously. "Try to find out why they're after me while you're at it."

"Roger-dodger!" He mock-saluted as he dodged a bullet that the pursuers fired his way. "Okay Cat, looks like we've got a standard spy thriller car chase on our hands. You take the one on the left while I take the two on the right." He directed.

*Spider-Sense!*-Car chase!

"What the?!" He blurted in shock as Nancy's black car suddenly swerved to dodge an incoming white car at an intersection, which made an abrupt turn and was now driving alongside them. What was even more shocking was that this new car seemed to be a victim of a chase scene as well. "What is this, a two for one special on chase scenes?" His mask lenses contorted in exasperation at the four cars tailing the white car.

"You don't think the driver of that car could be..." Black Cat trailed off awkwardly.

"If it is, I just know this can't end well." He frowned as he checked the other car, and sure enough, sitting in the driver's seat in a mild state of panic was Silver Sablinova. "Two points for me." Even HE couldn't help but groan at what an awful inside joke he made.

"Hey handsome, you going my way?" Silver flirted with the wall-crawler to try and ease her tension.

"Me and about a dozen or so other people." He frowned tiredly. "Any idea how you and your friend here both seem to have ended up in separate car chases on the same day?" He pointed at Nancy.

"Nancy, what a surprise to see you here." Silver tried to make awkward conversation once she noticed her co-teacher. "The guys chasing me wouldn't happen to be friends of yours, would they?"

"Only if the guys chasing me are friends of yours!" Nancy snapped back as a bullet whizzed by Spidey's head. "Why are there two car chases in the same place at the same time?!" She asked of no one in particular.

"No idea, but you two must be really good drivers to be able to avoid crashing in all this chaos and multitasking!" Black Cat complimented them from Nancy's window. "Not to mention you're both crazy lucky right now! The thugs chasing you don't exactly look like they're all on the same side, at least if all bullets they're firing at each other are anything to go by!"

"Crap!" Spidey panicked as he turned his attention back to the cars in pursuit. "Almost forgot about those guys! Just stay calm and keep driving! We'll be back once we've sorted this all out!" With that he and Black Cat both pounced away to the nearest cars and began violently redirecting/beating the drivers and gunners.

"...He seems cute!" Silver tried to make small talk with Nancy, who just frowned as she kept her focus on the road. "Oh come on! I can see you blushing!" She teased her.

"I am not blushing!" Nancy denied furiously. "I am angry and running on adrenaline right now, there's a big difference! Besides, I'm much too focused on trying not to die right now to act like some delusional love struck teenager aiming way out of her league."

"Speaking of delusional teenagers, is there anything you care to disclose about all these maniacs chasing us right now?" Silver inquired suspiciously. "Because this seems a lot like something a spy would get involved in."

"What are you talking about?" Nancy questioned in confusion before she realized what Silver was referring to. "Wait, you're talking about what that Kinney girl said this morning, aren't you?"

"Well we are being chased-" She stopped talking when a sudden crash diverted her attention to her mirrors. "Correction, were being chased by unknown assailants in unlicensed cars with presumably illegally obtained guns. After the accusations this morning and the fact that you're trying to steal my job it just makes you look very suspicious."

"I'm suspicious!?" Nancy demanded in an outrage as she quickly pulled over into a parking garage and exited her vehicle, Silver immediately following her example. "You're just as suspicious as I am right now! How do I know you're not the undercover agent, or mercenary, or who knows what you really are!?" She questioned hotly as she and Silver stomped over to each other.

"Because I happen to have an apartment and a roommate down in... uh... down in..." Silver trailed off uncertainly, as if she didn't even really know what she was saying when she said it. "Where do I live?" She asked herself worriedly.

"Not a very good cover story Ms. Sablinova, if that's even your real name!" Nancy accused her confidently. "Here's how a real background goes. I was born in... that's not important right now," She quickly changed the topic, though not quickly enough for Silver not to notice. "But right now I'm living at... as if I would tell some hired gun that kind of information!"

"Oh please, just admit that you can barely remember anything about yourself either!" Silver deflated the rest of her bluster, bring a long and awkward silence between them.

"Well this is an interesting dilemma." Spider-Man noted as he and Black Cat walked into the garage. "Two amnesiac spies of enemy organizations, and two superheroes walk into a parking garage. This feels like the setup to a joke but damned if I know what the punchline is."

"That'd be a first." Black Cat quipped back playfully. "But enough stand-up, we want to know why those thugs were chasing you just now, and just what organizations you two really work for. None of the attackers knew anything, meaning they were just outside contractors, but you two spies were clearly their targets, so spill."

"She's the spy, I'm a teacher!" Nancy and Silver pointed and glared at each other furiously. "No I'm not! Yes you are!" Just as they looked two words away from coming to blows Spider-Man coughed loudly.

"Do teachers have cars with bulletproof glass?" He asked dryly as he pointed to the many bullets stuck in the cracked rear windshields of the two cars.

"...Okay, so maybe we are spies." Nancy accepted the evidence reluctantly. "But then why don't either of us remember anything, and why are both of us undercover at the exact same job?"

"These sound like questions best saved for when we're in a safe location." Black Cat offered as she got in the driver seat of Nancy's car and started it, causing Nancy to jump in shock as she realized her keys had been stolen. "Hop in everyone, we can crash at my place for a while."

"What about my car?" Silver asked worriedly as the others piled into the black car.

"Either come back for it later or call a mechanic." Black Cat answered casually. "I am in no mood to change a flat."

"A flat?" Silver felt a pit of dread in her stomach as she hesitantly examined her car, finding it leaning a bit to the left. "I hate my life so much right now." She sighed as she entered the functional car, leaving her own parked between a couple of old clunkers.

"What a coincidence, I was just thinking how much I hate your life too." Nancy cast a sideways glare at Silver, who responded by extending a certain finger.

"This is gonna be a long ride." Spider-Man sighed as his girlfriend pulled off some flashy and dangerous driving maneuvers to get the heck outta dodge pronto. "I don't suppose anyone knows any good car games?" He pouted when he saw Nancy and Silver glaring in the mirror. "Apparently not."

---

Later - Felicia's Apartment

"Alrighty then," Spider-Man remarked exuberantly as he set a tea kettle on the stove and turned his attention to the two women seated on the couch. "While that's coming to a boil, why don't you two tell us what you know about Area 51?" He joked as he got in the love seat next to Felicia, who had switched into civilian clothing with the justification that the women sitting opposite them were spies, and could therefor track her through her apartment and keep a secret anyway, so there was no point in her hiding it.

"Are you serious?" Nancy asked as she tiredly pinched the bridge of her nose, while Silver let out a brief chuckle.

"Yes and no." Felicia playfully answered for him. "He does recognize that this is serious, but he's also a total sci-fi nut. None of us know who you two work for, so for all we know you could be hiding some creepy alien stuff."

"Fair enough." Silver shrugged as she reclined nonchalantly.

"I'm surrounded by idiots." Nancy sighed as she quickly collected herself. "Alright, since none of you seem to have any idea what you're doing, I guess it's up to me to get this started. The first thing we should do is identify what the last thing we both remember is, and work our way from there."

"I'll do ya one better," Spider-Man remarked as he grabbed a tablet he'd recently left at Felicia's for work purposes. "You see, I fight a lot of nutjobs, crooks, mercenaries, and other miscellaneous threats in one costume or another on a regular basis, and I'm pretty sure that this is the real you, Ms. Sablinova." He explained as he handed the table to her, showing a case file of one Silver Manfredi on the screen. "Quite a stunning resemblance if I do say so myself."

"Manfredi?" Silver uttered skeptically as she gave the file a once over. "I think I'll stick with Sablinova, thank you very-" She stopped short as disjointed images and sounds flashed by in her mind's eye. Computers. Keystrokes. Words blinking back and forth between one order and another too quickly to discern anything. A blur of red and black. Kicks. Jabs. A shock. Gunshots. A flash. And then...

"-Silver?" Felicia snapped her fingers in front of her face impatiently, as that and the whistling of the kettle snapped her out of her trance. "Silver, are you still in there?"

"Whu-huh?!" Silver jumped in her seat as she rubbed her head to remove the stars from her vision. "Yeah, I think I'm gonna be fine. What happened to me?"

"You just started staring off into space after you read your criminal record." Nancy informed her clinically. "In my experience, or at least what I think is my experience, that's a sign that your memory's been jolted."

"Criminal record?" Silver muttered as she looked back at the tablet in her hands. "I'm... a gun for hire?" She whispered in disbelief as she reviewed the text again, the revelation clearly upsetting to her as she could barely reconcile the image on the screen with her own current self-image. "And the daughter of an old mob boss?"

"So does this make Nancy the good spy and Silver the bad one?" Felicia asked bluntly, causing Silver to wince at the inadvertent accusation, true though it seemed to be.

"Good and bad are entirely subjective terms." Nancy pointed out factually as Spider-Man began passing around the tea. "Also, just because Silver and I apparently work for enemy organizations, and Silver just happens to be a previous adversary of Spider-Man, doesn't mean I or whatever organization I represent are necessarily on your side either."

"Then there's the fact that neither of you can remember anything about yourselves." Spider-Man added as he grabbed Silver's hand gently. "Look, the further either of you try to look in on whoever you used to be, the worse it's probably gonna be from your perspective. That's especially true now that you're half on the outside looking in, and half on the inside looking out. It's gonna be confusing, believe me, I've seen people in positions like yours before."

"Just the one actually." Felicia reminded him playfully. "And she seemed to get over it awfully quick once you started nailing her." Her blunt remark about Spider-Man's sex life got everyone blushing. "And FYI, that's an option for either or both of you as well, in case you're interested."

"...Are you bisexual?" Spider-Man asked his lover bluntly.

"Only if they're a perfect 10 or higher, which these two definitely are." Felicia answered just as eloquently as her arachnid companion. "Besides, it's not like you don't have experience being involved with former criminals just because they they know how to get you hot and bothered." She bat her eyelashes at the Spider, causing Nancy to make a mental note to check her pockets and car later.

At that exact moment Deadpool teleported in without warning and shouted a single word, "CANON!" Startling everyone before disappearing in another flash of light.

"Who the hell was that?" Nancy asked nervously.

"The less you know about him, the safer your sanity will be." Spider-Man remarked dryly as he made a mental note to try and make some kind of countermeasure against teleportation technology, and develop teleportation technology period.

"I'll just take your word for it." Silver felt a chill of unpleasant deja vu run up her spine. "So what was that you were saying about that other girl like us? The one you're apparently nailing?"

"Ahh, that's another story for another time." Spider-Man hissed defensively as he noticed that his hand was still gripping tightly to Silver's, causing him to recoil sheepishly.

"No!" Silver panicked and snatched his hand back in hers before quickly struggling to collect herself. "I mean... I don't want you to..."

"She's all yours Tiger." Felicia purred into her lover's ear as Nancy threw her hands up in exasperation.

"No, she isn't." Spider-Man shot the idea down point blank, causing Silver to pull back weakly, though this time Peter was the one to reach out and grab her hand again. "Wait a second, let me rephrase that. What I mean is that I'm not gonna take advantage of you in a moment of weakness." He paused for a moment to think over his next words carefully, fully aware that he's currently walking on a proverbial minefield without the help of his Spider-Sense. "Right now you're going through a lot of conflicting emotions, and you're reaching out for anything that can give you some form of immediate comfort. I can be a lot of things for you right now; a shoulder to cry on, an ear to listen, a voice to guide you, a hole in the ground to shout in, or hell, just a friend that you used to shoot at but hopefully don't want to anymore." That last one actually got a laugh out of her. "One thing I can't be however is what you're trying to make me be right now. I have a lot of other commitments in my life right now, and you can only be one of them if you're completely sure you're ready for the kind of commitment you want from me. And to be perfectly honest, I already have eight other girlfriends right now." He admitted the last part with great reluctance.

"...Unbelievable." Nancy was stunned speechless by the scene unfolding before her. An amnesiac mercenary was practically throwing herself at a former target, and was being turned down, not because she tried to kill him before, but because he was worried about her feelings and didn't want to hurt her in the long run? As if that weren't enough, his chivalry actually seemed to be turning her desperation for validation into the beginnings of a true infatuation if Silver's forlorn expression was anything to go by. And to top it all off, not only was she developing these feelings in-spite of Spider-Man being a self-admitted womanizer, but he seemed to be completely oblivious to the effect he was having on her. 'I'll have to watch myself around him. I may be a spy but I have no idea how I did on resisting seduction, or any other parts of being a spy for that matter.'

"Alright, now that that's all done I suppose I'll get dinner started." Felicia clapped her hands for attention. "Spider, since these two fine ladies are our guests and you're my boyfriend I'll need you to set the table for five." She commanded as she went into the kitchen.

"Five?" Spider-Man remarked curiously as he followed her and pulled out a stack of plates from the cupboard. "Were you expecting someone else tonight?" He asked as there was a knock at the door.

"I'll get it." Silver offered reflexively as she went to the door.

*Spider-Sense!*-Stop her!

"Wait! I don't think that's such a good-" He came to a screeching halt as Silver opened the door to reveal Laura Kinney standing right in front of her. "-idea." He finished weakly as he silently prayed to any god that would listen - a list which started and ended with Gali, who was too busy laughing her ass off to help - that Silver and Nancy wouldn't put two and two together, or at least that Laura would come up with some kind of cover story that explained her presence.

"I smelled high concentrations of mating hormones from just outside. It seems that you have already begun courting the spies." Laura proceeded to put her foot in her mouth as she casually approached Peter, grabbed the dishes from him and set them at the table, before finally pouncing on him, yanking off his mask, and making out with him feverishly. "I can no longer fight the heat." She panted erotically as they parted, uncaring about all they prying eyes. "I came here for advice from Felicia, but she lied on the phone about you not being here. She and our teachers are welcome to join us or not, but I need you to cool this heat, NOW." Her words were so dirty but spoken with such a machine-like seriousness that Peter honestly didn't know how to respond. Even as she carried him back to the bedroom like a hyper-dominate cavewoman while everyone else looked on in awe, jealousy, or some mixture thereof, the young wall-crawler could only hang his head in dread of the conversation that would happen at dinner, while also uneasily anticipating how wild his Spider-Sense was telling him Laura would get.

"Well," Felicia broke the awkward silence once Laura and Peter were gone. "That just happened, which means you are now on table setting duty." She pointed at Silver.

"Why me?" Silver protested childishly.

"Because you let her in." Felicia answered bluntly.

"Excuse me, but are we just going to ignore the fact that Spider-Man is not only one of our students, but very likely to be at least connected to what we were both sent to investigate?" Nancy asked irately. "He could have information vital to regaining our memories."

"Maybe, but do you want to ask him about that right now?" Felicia remarked in an 'are-you-serious?' voice as she pointed at the closed door, from which feral moans and growling could now be heard.

"Point taken." Nancy consented as she tried to ignore the elephant in the apartment, only to be drawn right back to it when she saw Silver staring at the door. "Seriously?"

"Don't judge me." Silver defended flatly. "I just found out that I'm a mercenary, and that the most amazing guy I can ever remember meeting is both my student, and a superhero that I used to fight, so I'm a little conflicted right now. Not to mention that the suit is very flattering."

"He's the only guy you can remember meeting." Nancy countered with ease.

"Not remotely the point." Silver remarked with an edge of finality in her voice as she proceeded to tune everything else out to focus on setting the table and listening to the audio erotic in the other room.

---

Next Day - Lunch Period

"What are you doing in here, Mr. Parker?" Ms. Rushman asked skeptically as he, Mary Jane and Laura came into her classroom.

"We're here too, you know." MJ remarked sarcastically as they took seats and pulled out their lunches.

"So I noticed." Ms. Rushman frowned blithely as she tried to direct her focus away from her students.

"Okay, so it's obvious that I've done something to offend you." Peter said apologetically which caused Ms. Rushman to look even more cross with him. "Aside from the obviously offensive stuff of course."

"Obviously your relationship with Ms. Kinney is none of my business." Ms. Rushman remarked calmly. "So I can't help but wonder why you made it as obvious as you did."

"Obviously we were not planning on it." Laura explained quietly. "Had I known your physical response to Peter was not due to deliberate courting on his part, but rather your subconscious attraction to him, I would have taken measures to retain the secrecy of his identity."

"Obviously I'm not attracted to my student, consciously or otherwise." Ms. Rushman retorted strictly.

"Can we please stop saying the word obviously already?" Silver whined in protest. "It's giving me the strangest craving for oranges, but the only fruit I have is this pear." She held the fruit up by the stem and glared at it as if it had just kicked a puppy.

"My Aunt May packed me an orange today." Peter offered as he tossed the orange to her. "Trade ya."

"Thank you." Silver grinned as she caught the offered fruit and threw back the pear. "I mean it, I really needed something to go my way today. Between the bill for the new tire, the fact that I don't know where I live and had to stay in the same apartment as a cat burglar and Ms. Personality over here," She gestured to Ms. Rushman. "And wearing the same outfit two days in a row, even something as simple as a really good lunch is enough to make a girl swoon."

"Are you naturally this easy, or is it just because he's a superhero?" Ms. Rushman appraised her coworker skeptically.

"Look, I'm not trying to make any waves here." Peter held his hands up in a placating motion. "What do you say we all just eat our lunches in peace, okay?"

"That sounds fair." Ms. Rushman accepted the offered olive branch. "As soon as you answer my initial question that is, Mr. Parker. Why are you here?"

"Why are you so attractive when you play hard to get?" Laura countered mechanically.

"...Are all of your girlfriends bi?" Silver asked in awe of her directness and courage in flirting with Nancy.

"Just myself, Felicia and She-Hulk." Laura answered. "That I know of." She added as an afterthought. "And I only go for girls if they are redheads." That statement caused MJ to awkwardly scoot her desk away slightly.

"I am not interested in a relationship with my students, even if it is just a cover story I can't remember." Ms. Rushman defended herself.

"Yes you are." Laura corrected her. "If you were opposed to dating Peter your pheromones would smell different than they do. As they are, you are at least somewhat interested in the prospect."

"Laura, please, just let this go." Peter urged her. "You're clearly making her uncomfortable. Even if she were physically attracted to me, which I'm not saying she is!" He inserted urgently. "There's a difference between that and an emotional connection. Relationships are more than just sex. Do I think Nancy and Silver are hot? Absolutely, no question of that. But I'm not just gonna treat them as some kind of conquest. And to answer your question Ms. Rushman, the reason we're here is because we're worried your employers might try to get rid of the competition when you're alone. If we're here, not only is there a buffer, but we can also ask anyone who comes knocking a few questions."

"I suppose that's a reasonable enough answer." Nancy relented. "Thank you for being so considerate of our safety, Mr. Parker."

"Please, Mr. Parker was my father, not that I remember all that much about him. Just call me Peter."

"Very well, so long as you call me Nancy." The words were out of her mouth before she knew what she was saying, but for some reason, which she refused to believe was based on infatuation of any level, she didn't want to take them back. The same could be said about the small talk she began making immediately afterwords. "If you don't mind my asking, what do you remember about you father? I assume he is no longer with you."

"He and my mom died in a plane crash when I was just a little kid." Peter fiddled with his food a bit. "I was so young when it happened that I don't have much emotional response to it anymore. I know it may be a bit harsh to say this, but whenever I think of the word parents, what comes to mind isn't Richard and Mary Parker, but Ben and May Parker."

As soon as those words were out of his mouth several disjointed images and sounds flashed through Nancy's mind. Espionage. Sparring. Training. Assassinations. Subterfuge. Sabotage. Infiltration. Discovered. Bomb. Death.

"Nancy?" Peter shook her from her trance worriedly. "Nancy are you alright?"

"Richard... you're alive." Nancy gasped in shock.

"Uh, Peter actually." He corrected her in confusion. "I just said that Richard was my late dad, remember?"

"I do remember." Nancy smiled wider than any of them had ever seen her. "Peter, I remember your parents! Oh, you look so much like your father!" She remarked cheerfully as she wrapped Peter in a tight hug, only letting go several seconds after she realized what she was doing. "Sorry about that. I got a little carried away, what with all these memories flooding back into my head. Don't go reading too much into it. Peter?" She asked worriedly at the mile long stare on his face.

"You knew my parents?" Peter whispered nervously, so many unsettling possibilities swarming through his mind now. "How... why... why would they have anything to do with you... unless..."

"They were spies as well." Laura voiced the thoughts Peter couldn't bring himself to speak. "The only question remains, who did they work for?"

"Laura, have a little tact, will you?" MJ scolded her gently. "Peter's just had his whole world turned upsidedown. We can wonder about the little details later, right now he's in a very delicate state."

"I just can't understand this." He shook his head in frustration. "I always thought my parents were scientists. That's what I was told my whole life. Did my uncle know this? Does my aunt? Did they even really die in a plane crash or..." He rubbed his eyes and began pacing fervently to try and clear his mind of the increasingly worse scenarios that kept popping up.

"You're feeling betrayed right now." Nancy told him knowingly, how she knew she wasn't certain, but she was fairly sure that this wasn't the first time she was in a situation like this. "However small their roll in your upbringing was they were still your parents. To have your image of them so violently shattered and replaced with something you have no idea how to feel about must be hard on you. I can't say for certain whether I knew them well, or even if we were friends or... something else." She felt her heart squeeze like it was in a vice when Peter abruptly stopped pacing. "I don't even know if you would approve of their actions. All I can say for certain is that I knew them personally, they were part of this lifestyle in some way, and that the plane crash," She dreaded what she was about to say, but knew she had to say it. "Was no accident."

The silence in the room was unbearable. It was as if everyone was suddenly drowning at the bottom of the sea, the water pressure and darkness quickly consuming all of their thoughts. Even Laura, direct and socially awkward as she was, could tell that now was the time to be silent.

For his part, Peter was running through a thousand thoughts a second. He never really knew his parents all that well to be all that attached to their memory. Hell, he didn't even know them as well as he thought he did given this new revelation. Still, Nancy was right about one thing, it did hurt to be betrayed like this. Even if his parents and anyone else who knew had their reasons for not telling him, he still didn't know what to believe in anymore. Part of him was tempted to rush back to his house, grab the Mind Gem, and rip all the information he was looking for right out of Nancy's head. Hell, if it weren't for the fact that he was trying to keep the Mind Gem a secret from everyone, he would have used it to bring back Nancy and Silver's memories right from the beginning.

'Look at me, complaining about other people keeping secrets when I'm no better.' Peter scolded himself as he glanced at Nancy and Silver, both of whom looked just as bad as he felt. 'I'm keeping them from their memories because I have no idea who they work for or if I can trust them, and they're only keeping secrets from me that they have no idea they have. Hell, Nancy is still acting more or less like a paranoid spy, and even she told me the truth about my parents, or at least as much as she can remember right now.' Peter knew he had to come to a decision, and that the longer he waited, the worse everyone would feel. Remembering what his aunt and uncle always taught him about being respectful to women, he came to a decision.

"I'm sorry." He apologized to Nancy, even though she felt he didn't do anything wrong. "I got mad at you for something that wasn't your fault, and you were even trying to make me feel better. I get that life is complicated and full of secrets, especially for superheroes, and even more so for spies."

"You weren't getting mad at me at all, Peter." Nancy assured him happily, glad that he was feeling better now. "You were frustrated and conflicted, but you handled yourself very well. Given the circumstances, I would have understood you even if you suddenly lashed out and attacked me."

"Why would I attack you?!" Peter asked in genuine shock. "It's not like you had anything to do with it."

"Maybe I did." Nancy shrugged wistfully, amazed at the young hero's innocence. "My memories are still so vague to me, I honestly couldn't say for sure if I was involved in what happened. You could be looking at your parent's murderer right now and none of us would be able to be certain of my guilt or innocence."

"Laura, I take back everything I said about you being too direct." MJ sarcastically apologized to the young feral.

"I never took any offense to it." Laura replied, before they were both shushed by Silver, who was watching the scene unfolding like a drama serial.

"How about we make a deal then?" Peter eventually offered Nancy. "You'll trust us to protect you, and we'll trust you to let us know about any memories you recover. We won't know the truth until you remember it."

"And what if I decide to lie about the truth when it comes?" Nancy raised the point. "I have no idea what you're like when you're really angry, so why would I leave it to chance if I have knowledge that might make you angry at me?"

"Like I said, I trust you." He replied as if that answered everything. "And since my Spider-Sense isn't going off right now, I'd say trusting you is at least a neutral idea for the moment."

"How is it that a man as innocent and naive as you is the son of two secret agents?" Nancy asked even as she grabbed his hand.

"I prefer to think of myself as well intended." Peter offered his two cents. "Besides, who ever said I've already told you everything you might be interested in hearing?"

"Don't try to bluff us kid, it doesn't become you." Silver grinned as she began snacking on her orange. "You'd never make it in Vegas."

'That's what you think.' Peter thought guiltily as his thoughts drifted back to the Mind Gem. 'Try not to think about that. Besides, at the rate their memories are coming back to them I won't even need to resort to that.'

---

Romantic Montage!

Over the course of the next few weeks Peter, Nancy, and Silver would continue to uphold their ends of the bargain. Every time the girls remembered something they'd share it with Peter and his girls, while Spider-Man and his Amazing Lovers would continue to provide a little extra attention to the amnesiac agents everyday as they went too and from work. The protection proved to be largely unneeded though, as after the first attack their pursuers seemed to be trying to keep a low profile. Still, Nancy and Silver appreciated the company their silent and not so silent guardians provided them, as due to their memory loss they didn't really have any other friends to speak of.

Some of the highlights during their time together included Nancy bonding with Laura once she remembered meeting her 'father' at one point, and apparently training under him. Laura tried not to show it, but Nancy and everyone else could tell that she wanted to know more, so it barely surprised Laura - or so she claimed, at least - when Nancy approached her mother and commanded her to tell Laura know everything she could about her father. From that moment on Laura began to spend an odd amount of time with Nancy, and every time she saw her she couldn't help but remember what she had said about being drawn to redheads, a trait she apparently inherited from her father, who Nancy seemed to recall making a pass at her as well. Nancy wasn't sure what to make of that, nor was she sure she wanted to.

As for Silver, she began freely sharing some very interesting information about herself as she began to remember. Her alias of Sablinova was the maiden name of her late mother, who was apparently distantly related to the royal family of Symkaria, a small yet technologically advanced nation known for its cutting edge cloaking technology, located in central Europe. As soon as she remembered this she made a passing flirtation to make Peter king if she ever came into the line of succession, or at least he hoped it was just a passing flirtation. She also went through a small bout of vomiting once she remembered her brief relationship with Hammerhead. As she vented about what a horrible experience it was to Peter, he learned more about the hardheaded thug than he cared to. Nothing too serious, just some weird and disappointing things like what a cheapskate he is, or how his idea of a romantic evening consisted of watching recordings of the Yankees with a big bowl of five-alarm chili. The relationship had lasted all of two and a half weeks, and most of it was spent trying to make a grab for power, usually against each other.

Something both girls mutually enjoyed greatly was when they managed to remember where they lived, at least for the sake of their cover. They were both extremely grateful to have some extra clothes to change into, as shopping with Felicia wasn't the most enjoyable of experiences for them, largely because anything that Felicia thought looked good was a few sizes too big for them. Silver even accused her of bribing a deity of some sort, which actually wasn't too far from the truth.

Things were going pretty good overall. Crime was mostly down to just regular thugs, Peter's personal life was going well for the first time in forever, Alchemax had just invented a cutting edge new insulator against both hot and cold temperatures, as well as electricity, that would be perfect for a new Spider-Man suit, and he'd finally managed to get Tombstone locked up. Life was good, but as Peter was acutely aware, when things start going well for him for an extended period of time, that usually meant he was about to get a painful reality check.

---

Midtown High - Three Weeks Later

"Let me get this straight, you were hired to kill Spider-Man, and now you're dating him because you developed an infatuation with him while you were studying him?" Nancy stared at Laura in concern.

"My employers were hired to kill Spider-Man." Laura corrected her. "I was the means they were using to do it."

"And they had been using and conditioning you for your whole life to be a killer?" Silver pressed further, silently making a note to make it her personal mission to ruin whoever was responsible for her horrible upbringing. "What kind of monsters would hurt such a precious little angel like that?" She cooed as she hugged Laura and brushed her hair.

"Please refrain from public displays of affection." Laura protested stoically. "I am not comfortable with you in that way."

"Would you be comfortable if it was Nancy doing this?" Silver teased her, eliciting a soft blush from her.

"I would not find it uncomfortable." Laura denied as she tried to avoid making eye contact with anyone.

"Okay, stop teasing my girlfriend." Peter separated the two girls as Nancy rolled her eyes at their childishness. "Just because school is done for the day doesn't give you a free pass to be more overt about messing with your students."

"Thank you, Peter." Nancy sighed as she resumed grading papers. "I must admit I find it ironic that out of the three of you, you're the responsible one. I would have thought that the Spectacular Spider-Man would be more prone to joining in the mayhem than breaking it up."

"With great power comes great responsibility." Peter recited his favorite quote happily. "I'm just glad everyone is getting along so well. You'd think that with how you two were at each other's throats at the start there'd be more trouble than this."

"Pretty sure we got most of our anger at each other out of our systems when we first came to blows while trying to hack the school computers." Silver smiled at Nancy. "Remember that? We were both trying to hack directly into the system at the same time to get this teaching position?"

"I remember." Nancy sighed in mock-exasperation. "You put in your profile, I put in mine, back and forth, and back and forth."

"And finally we got so fed up with it that we tracked each other down at the same time, and almost collided while rounding a corner!" Silver completed the memory gleefully.

"And then everything after a few blows is just a big blur." Nancy finished, having gone over this story several time. "You do realize that whatever it was that caused us to lose our memories probably happened during that blur, right?"

"And caused me to forget all about beating your ass." Silver sighed wistfully.

"What makes you so sure you were winning?" Nancy gave her counterpart a predatory grin.

"And now I need to separate you two." Peter laughed as he gently pushed them apart. "I gotta ask, what is with this competition you two have got going on? It seems like the closer you two get the more intense the heat between you gets."

"We both have a passion for our work." Nancy explained simply. "A little friendly rivalry keeps you sharp and ready for anything."

"And we wouldn't have it any other way." Silver grinned as she grabbed Nancy's arm for a powerful handshake. "When we get our memories back and you find out once and for all that I'm the better agent, I hope there are no hard feelings."

"Of course not." Nancy grinned as she squeezed back harder. "And when I lock you up for your mercenary work, I just want you to know I'm only doing it because I love you."

"Those two are hopeless." Peter sighed as he reclined on the desk where Laura was sitting. "I'm glad you don't have a super intense rivalry with anyone. I don't know how I'd be able to cope if you did."

"I am hungry. Get me something to eat from the vending machine." Laura commanded her boyfriend.

"Okay?" Peter blinked in confusion at the abruptness of the request. "Anything in particular you want?" He asked as he made for the door.

"Anything with a lot of granola." Laura answered. The moment Peter was gone and her keen hearing detected that he was going down the hall, she turned her attention to her teachers. "Your mutual infatuation with Peter is growing stronger by the day." She interrupted their friendly rivalry bluntly, drawing their full attention to her. "Do not bother trying to deny it. Your hormones and pheromones are so overpowering when around him that it is impossible for me to miss."

"And what of it?" Nancy questioned, not even trying to dispute Laura's claims. If there was one thing she learned about the girl in the time she'd known her, it was that she never said anything she wasn't certain of. "We're his teachers, and his parents were old friends of mine. We're a bit out of his age group."

"Age is irrelevant to Peter's romantic relations." Laura replied curtly. "He is currently involved with two significantly older individuals, and neither of you strike me as the type to pay much heed to age restrictions, or to polygamous relations. What is the real reason for your hesitance to become involved with my mate?"

"...You really don't mince words, do you kid?" Silver sighed as she resigned herself to a very uncomfortable talk. "Look, you're right, it's not that we don't want him, and it's not that we care about being exclusive... it's just..."

"Our lives are too unknown and checkered to risk it." Nancy finished for Silver. "The more we recall about our old lives, the more we realize that being emotionally compromised is prohibitively dangerous. Besides, even if the danger wasn't a factor-"

"Which it is not." Laura interjected. "Peter is fully prepared to deal with any risk involved in any situation. His Spider-Sense actually makes him more prepared for risks than either of you are."

"-Our history and character are." Nancy finished her thought as if she hadn't been interrupted. "Silver and I are trained killers, and unlike you this is the life we chose. We may not remember the full details, but we stuck with these lifestyles of our own free will. Do you honestly think that a straight laced kid like Peter could handle being with us, knowing what we do for a living?"

"I think you do not give him enough credit." Laura replied curtly. "I think that-" She stopped when she smelled and heard something very familiar. "Get down!" She commanded as she leaped out of her desk and overturned the teacher's desk for cover as a sudden explosion rocked the room.

"What's happening?" Nancy demanded urgently.

"Grenade. We're under attack." Laura remarked as she raised her hand, wincing in pain as a bullet torn right through her palm.

"Dear god, are you alright?!" Silver panicked even as the hole quickly closed. "Oh right, healing factor."

"I can't smell them in all this dust, but I can still hear them." Laura closed her eyes to concentrate, shutting out all emotions and outside distractions to focus on the battle. "There's at least twenty of them, all heavily armed. Approaching quickly, can't wait for Peter to get back. We have to taken them out."

"Us?!" Silver squeaked as Laura used her talons to cut two legs off of a metal chair and handed them to her teachers for protection. "Laura, I know we used to be trained killers, but keep in mind that we still don't remember everything about the old us. We can't just jump out there and-"

"Yes you can!" Laura growled fiercely. "I wish I had the time and the capacity to give you a pep talk like Spider-Man did for me, but I don't, so you're gonna have to just trust me on this. It's like riding a bike, or having the skill to outlast pursuers in a car chase, you never forget. Now go!" She commanded as she vaulted over the desk and began attacking the first moving target she detected.

"Well, you heard the girl." Nancy grit her teeth as she followed the leader.

"What the hell, dead if I stay here anyway." Silver grinned and swallowed her fear as she jumped into the fray as well, joined shortly after by Spider-Man. "What kept ya, handsome?" She grinned as she deftly smacked a gun away from one soldier and beat him with the chair leg.

"Oh, you know, traffic is just murder this time of day." He quipped as he threw one troop into another and webbed them both down.

*Spider-Sense!*-Three and six o'clock!

"Hold that thought!" He remarked as he shot a thread to his right and swung it behind him, crashing a mook approaching him into one that was sneaking up on Nancy. "Watch your six!" He advised her as he flipped in the air and kneed both his catches in the gut.

"I had everything under control." Nancy insisted as she threw her weapon at one guy's forehead, caught it on the rebound, rushed up to him and landed a roundhouse kick before snatching away and disassembling his gun in mere seconds. "But thanks for the thought." She grinned as she did the splits to avoid another mook before hopping back up into an uppercut to the jaw. "Damn, I'm flexible!" She whooped in excitement.

'Really wish I hadn't heard that.' Peter winced as he flipped over a mook trying to shoot him from behind. Feeling mischievous, he tapped the guy on the shoulder before decking him in the face. "Really hope that was your helmet I heard cracking, or your jaw, I'm not really particular."

"RRAAAGH!" A savage roar sounded off as three badly injured troops came flying at Silver, who knocked them all to the ground.

"Hey kid, watch where you're throwing those things!" Silver protested as she pounced on one guy from behind and gave him a serious suplex before stomping on his face.

"Sorry about-AGH!" X-23 cried out in pain.

"Are you alright, kid?" Nancy called out as the dust began to settle, revealing an unfavorable scene. While over half of the enemy soldiers were in various states of unconsciousness, there were still five of them standing, one of which, a female based on her build, was grinding her boot onto Laura's arm, twisting it against her back to keep her restrained, while also pointing a gun at her head. "Oh no."

"Oh yes." The masked woman, likely the leader, spoke from behind her gas mask. "How nice of you to join us, X-23. I was wondering when we'd meet again."

"Sin!" Laura's eyes widened in shock and fear as she turned to face the woman as best her position on the floor would allow. Even though she had very little interaction with the people that once owned her, outside of her mother and the frequent punishments she took from Kimura, she would recognize that voice anywhere as one of the most twisted people she'd ever known. While Kimura was just a straightforward, physically abusive sadist, a proverbial blunt object that she became numb to over time so to speak, Sin was a master of emotional and psychological punishment, a poisoned knife that would twist itself more and more as it got deeper, increasing the pain exponentially over time. She had only met her a few time, and she had no way to confirm it, but she knew in her gut it had been her idea to coat one of her sensei's katana with her trigger scent to force her to kill him.

"So glad you remember me." Sin grinned under her mask. "You and your little friends left quite a mark on me when you raided one of our facilities a month ago." She remarked bitterly as she removed her helmet, revealing heavy burn scars that made her head look like a red colored skull. "What do you think of my new look?"

"Red Skull." Nancy gasped as a flood of memories came rushing back to her. The facility where she was raised. Her training. The test. The injections. The conditioning. The wars. The Wars. The WARS! Her defection. Her condition. Her name...

"So glad you remember my father, Ms. Romanova." Sin grinned sadistically. "For a while you really had me convinced that you were actually suffering from amnesia. Guess I should have known better than to underestimate the infamous Black Widow."

"Black Widow." Spider-Man gasped in awe. This whole time, one of the world famous Avengers and secret agent extraordinaire had been his teacher. But if she was one of the good guys, then that would mean that his parents were...

As if sensing his thoughts, Black Widow turned to him and mouthed three letters to him. C.I.A.

'My parents were in the CIA?!' Peter thought in amazement and pride. 'That means they were heroes, just like me!'

"What are you two whispering about?!" Sin demanded hotly, grinding her boot into Laura's arm to make a point, eliciting a hiss of pain from the girl. "If you value this weapon's existence you'll answer me." She pressed the muzzle of her rifle against her head for emphasis.

"She's not a weapon, she's a human being, unlike you." Spider-Man spat out in disgust as he clenched his fists angrily.

"Sticks and stones, Mr. Parker. Sticks and stones." If Sin expected Spider-Man to be caught off guard by her knowledge of his identity, she was disappointed to see he didn't even flinch. Perhaps he had expected them to know, or more likely he was used to people discovering his identity. Still, Sin had expected this, which is why she brought out the big guns. "I must admit, I'm quite surprised by the strange cycles history takes. You've done more damage to HYDRA in a few weeks than your parents ever managed in years." She grinned in satisfaction as best she could when she saw her quarry tense up even more.

"Don't let her get to you, Spider-Man." Black Widow warned Peter. "If she's anything like her father, then psychological warfare is one of her specialties. She's just trying to rile you up."

"Oh yes, ignore the woman holding a gun to the head of one of your precious 'pets'." Sin placed sadistic emphasis on the word pet, making Peter even angrier. "I'm sure that your teachers will be more than willing to take her place once she's dead. They're both quite smitten with you." She made of show of turning her attention to Silver Sable. "By the way, did you really think you'd get away with betraying HYDRA?" She questioned the former mercenary mockingly, though she was disappointed again when only Silver reacted with fear and guilt, Spider-Man didn't seem to care about her history. Sin chalked it up to his suicidal level of trust in his allies; it seemed it was time to change tactics again. "But I digress. I'll be honest, Mr. Parker, I can't tell you how happy it makes me to be able to finish the job my father started. Like father, like daughter. Like parent, like spider." The revelation that the daughter of the man who killed Mr. and Mrs. Parker was standing right in the room aiming to finally end their bloodline elicited the exact response of unfocused rage and ultra-violence she was looking for.

But not from Spider-Man.

So focused on the wall-crawler was she that her focus on X-23 slipped for just a second; but that second was all she needed to dislocate her shoulder, slip out of the restraining press, and slash the claws of her good hand through the gun and leg that were restraining her in one fell swoop.

"Kill them you fool! Kill them all!" Sin commanded before she even hit the ground, not even paying attention to her lost leg. However, her order may have been quick, but the response was too slow to matter as a white-eyed feral rushed from one soldier to another, slashing them all down with lethal blows with the least amount of effort. 'She's gone into a blood rage!' Sin realized as she leveled a backup gun and fired at the feral, though she seemed to know ahead of time where each shot was going and dodged every bullet. 'But how does she have such precise control? If she's anything like Weapon-X she should be ignoring the pain and attacks, not avoiding them.'

When a clicking noise signified that she had run out of bullets, Sin braced herself for her end at X-23's talons. She was a HYDRA Elite, she was prepared to die at any time. The last thing she expected was for Spider-Man to grab X-23 from behind and restrain her.

"Calm down, Laura. This isn't you, remember? This isn't you!" Peter assured her tenderly as he rubbed her midsection, calming her instantly. "This isn't you..."

"I'm sorry Peter." Laura winced as she popped her shoulder back in place. "It's just... when I heard her boasting about her father killing your parents..."

"I know, I'm furious too, but this isn't the way my parents would have wanted it." Peter assured her gently, shocking Sin at how merciful her enemy was being to her. "I may not have known them long, but they'd want her in jail, where she belongs, not in a grave."

"You want to put me in a cell?" Sin actually laughed at his decision. "Let me guess, you plan to lean on me until I cave and rat out my comrades? Fools! That's not how HYDRA works!" She boasted maniacally as she stared at Spider-Man. "We know who you are Parker. We know what you cost us. We'll be coming for you. Maybe not today, maybe not tomorrow, but someday. And when we do, you'll find yourself wishing you had been on that plane with your parents when the bomb went off."

*Spider-Sense!*-BOMB!

"Everyone out!" Spider-Man panicked as he grabbed Laura bridal style and rushed Natasha and Silver out ahead of them, the group barely making it out just as a huge explosion in the classroom rocked the whole building. "Is*cough*is everyone okay?" He asked them all.

"We will be*cough*once you stop squeezing us." Black Widow winced as she struggled in his grip.

"Oh, sorry about that." Spidey apologized as he got up and dusted himself off before helping the others. "I can't believe that psycho would-mmph!" He nearly jumped out of his suit as Silver's lips collided with his; using her lips, teeth, and tongue to pull his mask up to his lips in half a second so she could deeply kiss him for all it was worth. Though she had a head start, Spidey quickly caught up with her and utterly dominated her, leaving her breathless when they parted thirty seconds later. "Okay, that was unexpected."

"But very welcome." Laura added happily as she hugged Silver. "Welcome to our pack."

"Glad to be part of it." Silver grinned back as she pulled her new beau in for a group hug. "Nancy, I mean Natasha, and I are just so happy to finally have our memories back, and we owe it all to our new lover."

"Speak for yourself. Now that I know who I really am, I'll be taking my leave." Natasha corrected her coldly as she made her way back into the classroom to look for remains, only to be stopped when Laura grabbed her by the shirt and looked at her with those serious, pleading eyes of hers. "Don't even think about it." She frowned.

"What's your problem?" Silver asked aggressively. "It's obvious you want him and you're not afraid to share. I should know, I'm the one who wore you down and talked you into it three days ago." That really got Peter's attention. They had been planing to confess to him for three days?!

'How the hell did I miss that?!' He thought incredulously as Silver and Natasha continued to argue. 'There were probably a lot of signs leading up to this, but... ugh, I'll never understand women!' He silently resigned himself to the madness of the female gender.

"Nancy Rushman consented to the idea," Natasha reminded her as she pried Laura's hands off of her. "I'm Natasha Romanova, Black Widow, I'm a veteran agent of SHIELD and member of the Avengers, and I do not do romance." Though there was a cold steel to her words, Peter could detect a faint hint of pain, a crack in her otherwise flawless defense.

"I can tell you don't really mean that." Peter spoke before he could stop himself. "I may not be an expert on women, but I can tell when someone's in pain. Look, I know I must look like a huge playboy in your eyes-"

"You don't." Natasha cut him off abruptly. "I've seen the way you are with your girls. You're a very loving boyfriend who pays attention to the needs of all his partners. I've seen relationships like your work, and I have every confidence that any women who open themselves up to you would have a life of happiness, regardless of how may sister wives they'd have."

"Then why are you trying so hard not to be a part of that?" Peter asked her tenderly. "I can tell that you want this, but for some reason you insist on fighting it." She tried to look away, which just made him grab her by the shoulders and bring her close. "Is it because we wouldn't be exclusive?" She shook her head a tried to escape. "Is it because you're worried it'll get in the way of your job, or vice-verse?" She shook her head again as tears started showing up in her eyes, causing her to try even harder to get away. She hated showing weakness, after all. "Is it because you think I won't love you back? Because I do love you, Natasha!" He declared proudly, causing her tears to fall freely. "I know this may sound crazy coming from the guy who told you a few weeks ago that he didn't have any interest in getting even more girlfriends than he already had, but I love you Natasha Romanova! Why won't you admit that you love me back?"

"Because you're too good for me!" Natasha broke down, letting her emotions burst forth. "I know you think highly of me but it just won't work! I've seen, done, and experienced things Spidey; horrible things! I was a test subject in my home country! I was altered into some sort of freak in their crazy experiments! I know I look young and vibrant, but whatever they did slowed my aging process! I've seen and done more terrible things in all of my 80 years than a hundred people should do in their combined lifetimes! But the worst of it, the absolute worst of it, is that I'm sterile!" She broke down crying in his shoulder. "I can never be a mother." She choked out as Peter rubbed her back tenderly. "I know it sounds like something a sexist and old fashioned chauvinist would say, but it just tears away at me every time I see a happy family, and know I can never have that! That I can never know the love of my own child..." She whimpered out as she laid her soul bare to a man she had come to love more than anything, confiding in him things she had never confided in anyone else.

"It's okay Natasha, I'm here for you." Peter assured her as he held her closely. "I can't even begin to imagine the horrors you went through or what you feel every time you're reminded that you can't have what you want most." She thought he heard her whimper something about selling his own tragedies short, but he didn't pay it any mind. "But here's the thing Natasha, I'm not gonna stop loving you just because of any of that. So what if your past is terrible; you've got us in the present. So what if you're an old lady mentally; you're still young and healthy physically. And so what if you can't have kids; I have nine other girlfriends who can, and I guarantee you that at least one of my children will look at you with all the love you ever wanted in a child of your own." He noticed her breath hitch, and decided to go in for the finisher. "And besides, if having a child of your own is really that important to you, I happen to know a very skilled scientist with an entire company of geniuses backing him up. I'm certain he can come up with something to make your dreams come-mmhp!" This time he was prepared for Natasha to kiss him, and he guided her through his mouth while exploring her own with all the love and passion he'd come to feel for the woman before him.

"I love you Peter Parker." Natasha panted lovingly once they parted. "Let me just check on the blast zone, and then I'll show you just how much I love you." She whispered seductively in his ear as he pulled down his mask to hide his blush.

"Already checked it." Laura remarked bitterly as she threw a mangled robot to the ground. "The blasts were centered around the troops and this robot. My guess is that they were all rigged with explosives without their knowledge. I was able to identify all the remains by scent, and it looks like Sin didn't want to risk showing up in person." For his part, Spider-Man was disgusted by the callous disregard for life HYDRA had; even their own men weren't safe where they were concerned. It was at that moment he swore to finish what his parents started, by taking HYDRA down for good.

"Life Model Decoys." Black Widow remarked as she switched off her emotions, and was suddenly all business again as she began examining the twisted metal. "SHIELD buys them in bulk for training exercises. They come installed with only basic hardware and software for simple maneuvers, along with hologram projectors to simulate real people, but can easily be upgraded with more advanced equipment. Still, even the standard models don't come cheep, and judging by this wreckage, this has been a very costly expedition for HYDRA with absolutely no payoff, especially with the losses they've been taking lately." She pulled out her phone and began dialing a number only four people on the planet knew. "I'm gonna call in a SHIELD cleanup crew, so I suggest you all make yourselves scarce." She turned to Peter with a seductive grin. "I also suggest that you find somewhere nice and private for later. I'm gonna need to unwind after explaining why I've been out of contact for three weeks, and there's only one thing I can't do quietly."

"How will I find you though?" Peter asked his newest lover worriedly as the others scrambled.

"Don't worry, I'll find you." Natasha assured her boyfriend with a kiss on the cheek. "Now go, I'll be with you soon."

---

Soon - Silver's Apartment

"Okay..." Natasha panted as Silver moaned beside her. "That was... unexpected... urgh!" She winced in pleasure as Peter redoubled his efforts on her while she struggled to match his pace. "How the hell-FUCK-are you so good at-FUCK-FFUUUUUCKIIINNNGGGGGG?!" She wailed erotically. "I know all fourty-seven was to please a man-OH GOD-all sixty-two was to please a woman-HOLY CRAP-and I'm pretty sure you've pleased me in at least sixty-five different-I LOVE YOU SO MUCH, NEVER LEAVE ME-ways!"

"I wanna have your babies, Peter!" Silver screeched as her nails dug into his sides. "I want you to bang me nonstop for a hundred years and turn me into your personal baby factory!" She obviously didn't really mean it, but she did expect to have quite a few kids by him if this was his usual level; even more if he kept improving.

"He's really good*pant*isn't he?" Laura twitched as Peter sucked her breasts. "I read once*pant*that good people have good*AAWWWWOOOOOOOOOO!*sex!" She howled to the moon.

"Then Peter must be a saint among-faster, Faster, FASTER-saaaiiiints!" Natasha demanded as she completely lost track of whether her arms were legs, or her legs were arms.

"I'll be honest, I don't know how much longer I can last!" Silver shouted, having lost control of her voice volume twenty minutes ago. "Do you know any way to stop him?" She begged Laura.

"I know one*pant*pant*pant*that might just work." Laura panted like a dog as she barely managed to pull Peter's face to her own. "Peter*pant*I'm pregnant." Shortly after those words left her mouth, Peter collapsed onto her chest, completely unconscious from shock. "I did not want him to find out like this." She whined as she weakly grabbed a pillow and screamed into it.

"YOU'RE PREGNANT!?" Screeched Gali in joy as she teleported into the room, much to Natasha and Silver's surprise. "Oh my One Above All, that is so amazing! We can be preggy buddies! EEEEEKK!" She squealed as she hugged Laura in joy before turning her attention to Natasha and Silver. "Oh Father, I forgot you two were there for a second. Hi there, I'm Gali, the mastermind behind the Spectacular Spider-Harem, and may I just say that it's sooooooo good to have you two on board! I'm such a huge fan of you both!"

"You!" Silver reached for Gali weakly. "You're the one... weird blue gem... memories..."

"I thought you said you had nothing to do with their amnesia." Laura questioned Gali as she began to get her breath back.

"Correction, I said I had nothing to do with them being undercover as your teachers." Gali boasted smugly. "I said nothing about erasing their memories. You got the information secondhand from Peter, so it's understandable why there'd be a mix-up, but when he wakes up please tell Peter that he needs to ask the right questions with me, otherwise I can and will abuse loopholes to death. I'm just a little scamp that way." She smiled impishly.

"I'll... kill you..." Natasha growled weakly as she tried to grab a gun from the side table, only to miss and fall face first in Silver's bare breasts.

"You're going to kill the daughter of Galactus?" Galacta remarked playfully as she deactivated the cloaking technology that kept the closest thing to her true form humans can comprehend from being seen. "Yeah, good luck with that."

As Laura, Natasha and Silver looked at the undisguised cosmic being, they all quickly fell into blissful slumber. Natasha and Silver due to a combination of exhaustion and shock, and Laura because she was just too tired to deal with Gali's weird sense of humor right now.