Disclaimer: I only own the plot and my OCs. Anything you recognize as not mine belongs to Marvel Studios, Disney, and/or their otherwise respective owners.

Author's Notes: Hello, everyone! Round 3, let's go.

Chapter title comes from Hammer to Fall by Queen. It is one of my favorites, along with the next chapter's title. Although tbf, I've loved almost every song I've listened to by them. You probably don't need to guess what the one exception is (*coughs in I'm In Love With My Car*).

Anyways, hope you enjoy,

~TGWSI/Selene Borealis


~primis, omega, superhero, genius~

~somebody to love~

~chapter 3: hammer to fall~


There was no time for her to think about the obvious.

As soon as Penny had begun to freak out, she felt a pulse of ancient, familiar energy make its way through the entire ship. Her spider sense ignited, a shiver making its way down her spine and sending the hairs on the back of her neck on end.

Cursing, she stuffed her suppressants' pill packet into her bra, zipped up her suit, and put back on her mask, before she ran out of "her" room.

When she got back to the lab, Fury, Stark, Rogers, Banner, Thor, and Romanoff were all arguing. She could feel the Scepter's magic around them, twisting and coiling, bending them to its whims, but obviously they couldn't. With the exception of maybe the thunder god, none of them had probably felt the raw power of a magical artifact before, not like her.

"Hey!" she said, practically shouting. She placed her hands on her hips. "What the hell are you guys fighting for?"

Her interjection didn't have the effect she desired.

It didn't have much of an effect at all, actually.

"Yeah, big man in a suit of armor," growled Rogers, leering at Stark. "Take that off, what are you?"

"Genius, billionaire, playboy, philanthropist," Stark snapped back.

"I know guys with none of that worth ten of you. I've seen the footage. The only thing you really fight for is – "

They were so angry, like a tidal wave their pheromones – their scents – washed over her. With another wince, she stepped in between them, her hands held out in front of their chests. "Both of you, calm down," she ordered vehemently. "Now."

To her surprise, they did. It was like she had popped the bubble around them, although the other four remained behind it. Rogers' face slackened, while Stark took a step back, surprised. "...Spidey," the latter said. "What are you – ?"

"Loki's manipulating you. Look at the Scepter," she explained through gritted teeth, pointing. "It's glowing."

They gawked at the magical artifact. "How is it not affecting you?" Rogers wondered.

She shook her head. "Tell you later."

Penny moved over to Romanoff next, figuring she would be able to break the magic's hold over her for reasons she was pointedly not thinking about. However, before she could, she saw Banner grab the Scepter out of the corner of her eye. Immediately, she spun on her feet, her hands poised to wrest it from him if she needed to.

She wasn't the only one to prepare for that scenario. Behind her, she heard Fury and Romanoff pull out their guns.

"Doctor Banner," Rogers said, after the other man had given them quite the speech about his history with suicide. It was one which tugged at her heart, but unlike the other men, women, kids who she helped when they had those troubling thoughts on the street, this was neither the time or the place for her to help him. She would have to do it later. "Please, put down the scepter."

Banner looked down at his hands then, baffled.

At the same time, one of the many screens in the room made a noise, announcing the Tesseract had been located. "Got it!" she heard Fury say.

She was the one to walk over to the screen, not Banner as he put the Scepter back where it belonged. Looking at the data, her brain instantly recognized it, but it took another beat for it to fully register. When it did, though –

"Oh, fuck."

The Tesseract was coming straight for them.


Despite all of the fights she had been in, she would have to hand it to the trickster god: fighting thousands of feet up in the air was a new one for her.

As soon as the bomb – or arrowhead – or whatever – had hit, she put herself into action. Banner and Romanoff were gone, she had no idea where, and she saw Stark and Rogers run off to do God knew what. But that was just fine with her. Scrambling to her feet, she ran off, heading to where she knew Barton or some of the other men would eventually be.

During her run, over the roar of a dying engine and gunfire, she heard the roar of the Hulk. She recalled what she'd heard Banner say to Rogers, right when they'd first boarded the helicarrier, "Oh, no, this is much worse."

But, that didn't matter.

When she got to the room, the cage, where Loki was being held, she watched as genuine surprise flitted across his face. This was the first time she had seen the god in person. Strangely, he reminded her a lot of the Sorcerer Supreme: he had the same fair features, although his were more...weasel-like, the same cold and captivating aura to his magic.

He also knew more about her than he should've, right from the get-go.

"Spider-Woman," he greeted her curiously, as if she was a strange animal he had never seen before. "I must admit, I wasn't expecting to see you so soon."

For some reason, that made her bristle. He made her sound so small, so...quaint. "So, you were expecting to see me?"

The god smirked. "Eventually." He prowled the glass cylinder like a lion. "I knew when I decided to begin my advances in New York, the city's one and true heroine would come to its rescue. Like a mother spider protecting its brood, you have to protect your...nest."

She scowled. "You make me sound so nice."

"Oh, you misunderstand," he spoke. "I happen to be a...what did Barton say you mortals call it? Yes, a fan of yours. He told me about you. He didn't think Fury would be able to get you to come to his aid, if he even asked. The pure of heart exemplar of the Avengers Initiative, turned bitter by an event from six months ago that no one remembers. It's almost as if they were...enchanted not to."

Penny felt her blood turn to ice in her veins. "I have no idea what you're talking about."

"No?" he laughed quietly. Suddenly, he stepped as close to her as he could get with the glass barrier in his way, his face contorting. "I can feel the magic around you, my dear. It is a simple spell, but quite powerful and unbreakable, by no means performed by an amateur. But who would allow themselves to be obfuscated from the Norns' weaving so completely? Moreover, who would perform – ?" He stopped.

Two things happened at once.

The first was that, in a move which wasn't as expected as it should've been, the door to his glass container opened. His smile growing, Loki took one step out of his prison, only one.

As for the second...

"Brother!" they both heard Thor shout as he ran into the room, heading straight towards the other god.

"Thor!" she shouted. "Thor, wait – !"

She was too late.

Loki's form flickered, disappearing as Thor ran through him and into the prison. Instantly, the door behind him closed, locking him inside. The other god – they were not men, and nor did they have secondary genders, like the Hulk – peered at him humorously from where he now was at the control panel to the container. "Are you ever not going to fall for that?"

He pushed one of the buttons on the panel.

The scream of the wind was deafening as the glass container fell, slipping towards the ground. She watched in muted horror as Thor disappeared from view.

As soon as he was gone, Loki turned back to her. A knife appeared in his hands.

Without any words to be said, they fought. It was a battle which reminded her of her early days of being Spider-Woman, when Dr. Octavius had first been possessed by the tentacles of her vest. They danced, darting around the gaping hole in the room until it automatically closed, and then over its iris. Each thrust of his knife, she parried. Each blow she tried to land on him, he dodged.

"You are quite the formidable opponent," he noted. "More agile than most of the vermin on this planet."

"Is that supposed to be a compliment?" She parried another attempt at stabbing her, hissing. "What, are you trying to win me over to your side or something?"

"No, I know just like a matriarch, you will never stop trying to protect the stock of this world. They are like your children," he retorted. "Besides, you've already been spoken for, have you not?"

The slight misstep she made because of that was all he needed. She felt the knife slide in between her ribs the same time she felt his other hand wrap around her neck, stopping her wet gasp before it could escape her throat. His gaze burned like dry ice, setting something inside her on edge. "Yes, you have been," he confirmed, delighted. "And I know your death will spurn on those who fate has promised you. They will – "

The last thing she saw before her vision turned black was him dropping her as Coulson fired a weapon at him, ending his words before he could finish.


In truth, Penny knew a bit about what Banner had been talking about.

Not the trying-to-kill-yourself part – she would never do that, not even now, because she had too great of a responsibility to bear. Rather, the part where you came back alive from an injury which would have killed anyone else, had they not been as enhanced as you. Captain America included, for all the super serum had given him.

Hence why when she woke up to the beating of a heart monitor and the smell of antiseptic, she was wholly unsurprised she hadn't slipped into whatever came next.

...She was, however, surprised by the scent which accompanied the antiseptic: it was like fire and something far more subtle than the others'...the scent of a yew tree, perhaps?

Her eyes snapped open.

She was laying in a hospital bed still on the helicarrier, or so a wild glance out the window told her. There was only one other person in the room, sitting on a medical chair near her bed: he had blondish hair, and was wearing an outfit which didn't really suit him. Easily, she recognized him.

He was Hawkeye.

Instinctively, Penny reached a gloved hand – the same arm the heartbeat monitor cuff was wrapped around, which she quickly took off – up to her face. She nearly sighed in relief. Her mask was still on, they hadn't taken it off.

"Fury found you and Coulson in the containment room for Loki," Barton said without preamble. He wasn't looking at her; in fact, she didn't think he was looking at much of anything. His eyes were glazed over and his words were bit out, forced, almost like he was – "Loki was gone when he got there. Coulson...wasn't, yet."

Something akin to dread seized her stomach. It had a name, one which began with a 'G,' but she wasn't going to think it. "Coulson's dead?"

"Yeah. Not one of Fury's tricks, either. I saw his body myself." A muscle in his face twitched as he spoke, and his head jerked. Belatedly, she realized his arms were tied to the armrests of his chair.

Against her will, a sense of concern washed over her. She sat up, her legs hooking over the bed as she then stood. She began to walk over to him, but she didn't get very far before he shook his head and bit out, "Don't."

"What's wrong with you?" she asked.

This, too, wasn't with her permission.

"Loki's...spell on me stopped the minute I saw Coulson," he replied. His eyes squeezed shut. "Now I gotta flush him out."

Uncertainly, she looked at the door. The logical part of her brain knew she needed to go through it and see what Fury needed from her. But the nonlogical part which she'd been suppressing – pun intended – rather good up until now was telling her something different: sick mate sick alpha need to help him need to protect him –

Shut up! she screamed at it.

"Fury wanted you on the bridge as soon as you woke up," Barton said. "You should probably go now."

She took that as the permission she didn't want to need. Turning on her heel, she all but fled the room.

It was only when she was far enough down the hall and could no longer smell his scent that she remembered her own wound. Looking down at her torso, she saw the hole in her suit and the quickly healing flesh beneath it.

"Hey," she said to an agent walking by, looking like he had nothing better to do. "Do you guys have a needle and thread nearby? Or at least some duct tape?"

Five minutes later, her suit now repaired, she walked (read: hobbled, as no matter how fast the wound in her side was healing, it was still twinging something awful with every single step) onto the bridge. "Spider-Woman," Fury remarked. "Glad you could join us."

He, Hill, Rogers, Stark, and Romanoff were all sitting at the conference table, although as he spoke the female alpha was quickly standing up. She left the bridge without another word; if she had to guess, Penny would say she was heading towards the room where she'd woken up in and Barton still was.

"What's happening?" she asked, sitting down.

"Oh, Fury was just giving us his whole spiel about his plan to save the world," scoffed Stark. "You missed out on it. It was pretty good."

"Thor and Banner are MIA. Barton took out our communications and the tracking of the Cube when he blew up the lab," Rogers answered.

"We're dead in the water," Fury agreed. "You got any ideas?"

Penny looked between them. All at once, it was clear to her why the director of SHIELD had called her in. "Exemplar" or not, Loki had been right about one thing: Spider-Woman was the protector of New York City. She knew it better than anyone, like the back of her hand. Even Murdock and Wilson couldn't compare in their knowledge to their mutual home turf.

"I have a few," she admitted at last. Her posture straightened. "Alright, here's what we're going to do..."


Penny swung herself down the streets of Manhattan, over screaming and running civilians and past the army of Chitauri speeding down from the portal above. She thwipped a few webs at the ones closest to her, pulling the aliens off of their rides or making them crash into each other, causing powerful explosions.

When she saw the waitresses and customers of a cafe's patio in the line of fire, she momentarily landed on the pavement. Firing a web at the door to the restaurant and pulling it open, she shouted, "Hey, everybody in here! Go, go!"

Once they were all inside, she allowed the door to shut and then put a web over it. It probably wasn't the smartest move, but that way the Chitauri would have a problem breaking in if they tried. Then she was off, swinging on another web again.

"Stark, we're on a," she heard Romanoff say through the comms. She cut out slightly, but then she was back, finishing with, "...three heading northeast."

"What, did you stop for drive-thru?" he snarked. "Swing that park, I'm gonna lay 'em out for you. Spidey, where are you?"

"Spider-Woman," she corrected absentmindedly. "I'm not too far away. I've got a few of these bastards on my tail." She craned her head in the middle of another swing, before grimacing. "Looks like we've got more incoming, too."

"Great, we can make a party of it," Stark commented. "Just what I wanted for my birthday."

She rolled her eyes.

By the time she got to their meetup point – there had been more civilians to save, there were always more civilians to save – Stark was gone and Rogers, Barton, and Romanoff were standing in front of the ruined quinjet. "Well, so much for that."

"We gotta get back up there," Rogers said, his head turned towards Stark Tower.

The three alphas ran down the street, headed towards there, but she remained with her eyes on the portal. With her enhanced eyesight, she could see something coming through the portal...something big.

"Guys, are you seeing this?" she asked.

"Seeing, yeah," Barton gruffed. "Believing, still working on that."

"Where's Banner? Has he shown up yet?" Stark questioned.

"Banner?" repeated Rogers.

"Just keep me posted. Somebody needs to take care of that thing."

Penny gritted her teeth. "I've got it."

She swung away before any of the alphas on the ground could protest her actions, not that she knew why they would've. They didn't know what she knew.

The alien, the monster, the...Leviathan was huge, its armor impenetrable. Stark was shooting at it with his missiles, but he wasn't having much luck. Using a car as a springboard, she jumped into the air and grabbed at the metal covering it, hanging from its underbelly.

"Spider-Woman, what the hell are you doing?"

"Taking care of this...thing." She glanced down as a Chitauri chariot, for lack of a better word, flew past. "Get rid of these guys for me, will you? And get a lamppost, if you can."

"What do you need a lamppost for?"

"You'll see."

She continued crawling upwards, towards the Leviathan's jaw. There was an opening in its armor there. Not a moment later, Stark came towards her, holding a lamppost in his hands. He threw it to her and she grabbed it, adjusting her hold on it awkwardly. "Okay, grab me and pull me along its side."

"What?"

"Just do it!"

Thrusting the pointy end of the lamppost into the flesh before her, she heard the creature let out a shriek. Stark collided with her, pulling her and the spear with him. Keeping her makeshift spear in the Leviathan was no easy task; she clenched her jaw, hearing the explosions of the weapons stored in its armor and smelling the awful scent of entrails as they spilled out. Purple blood splattered onto her suit, and she just knew it was going to be a bitch to clean out later.

All too soon, the moment was over. She let go of the lamppost, watching as the Leviathan miraculously fell onto the street instead of a building, dead. Its entrails and blood were everywhere, but she figured somebody else would worry about that. Later.

Kicking away from Stark, she fell back into the air. "That was gross," she heard him say.

"Yeah, but it worked, didn't it?"

"Where are you guys?" Rogers asked.

Without thinking about it, she prattled off the street name.

"You're close," he said. "I've told the police to set up a perimeter as far back as 39th."

"That's not as far back as I would've liked, but it works."

"Regroup at – ?"

"Yeah, sure."

She webbed more Chitauri towards Stark as they moved along, which he fired at. It made for a nice system. A woman shrieked as she fell, one of the alien soldiers moving towards her on foot. Stark briefly came down to pull her out of the way, and then she threw a car at the Chitauri. It screamed, letting out an unearthly sound, but looked like it would still be able to move.

Penny didn't let it. With a running start, she jumped on its back and snapped its neck in the way she would a human's. It crumpled to the ground, dead.

Well, some things were still the same.

"Nice one."

"You're not doing too bad yourself, Stark."

They found Rogers, Romanoff, and Barton at the rendezvous point. Stark blasted some of the Chitauri around them and she took down several on her own, but the person to get rid of most of them was Thor. He dropped down from the Tower, lightning cooking the aliens from the inside out, looking like he'd seen better days.

Rogers nodded to him. "What's the story upstairs?"

"The power surrounding the Cube is impenetrable," the god grumbled.

"Thor is right, we've gotta deal with these guys."

"Great," Penny sassed.

Thor barely paid her any mind. "I have unfinished business with Loki."

"Oh, yeah?" Barton scoffed, readying his arrows. "Get in line."

"Save it!" ordered Rogers. "Loki's gonna keep the fight focused on us and that's what we need. Without him, these things could run wild. It's as Spider-Woman said, Stark's gonna be up top, and he's gonna need us to – "

The sound of a motorbike cut him off. All of them turned and saw Banner approaching. The relief she felt was no small thing, as they moved over to him.

"So," the scientist said. "This all seems horrible."

"I've seen worse," replied Romanoff.

He winced. "Sorry."

"No," she responded. "We could use a little worse."

"Good to see you, Banner," said Stark, beyond the earpiece. "You ready to suit up?"

"You ready to get angry?" Penny corrected him.

Banner smiled at her. "That's my secret, Spider-Woman. I'm always angry."

His transition into the Hulk was seamless, taking only a few seconds. The Green Giant stared down at them all, his eyes narrowed, his nostrils flaring.

She grinned. "Alright, most of us know the plan, but listen up anyways. Barton, you're on the roof, eyes on everything. Call out patterns and strays. Stark, you've got the perimeter. Anything gets more than three blocks out, you turn it back or you turn it to ash."

"Want to give me a lift?" Barton asked Stark.

"Right. Better clench up, Legolas."

"Thor!" She looked at the thunder god as Iron Man and Hawkeye left. "You gotta try and bottleneck that portal, slow 'em down. You got the lightning, light the bastards up."

Swinging Mjolnir, he flew off.

"Rogers, Romanoff, you're staying here on the ground, keeping the fighting here. And Hulk," the Green Giant jerked his head at this. She pointed at him, "Smash!"

As the other three ran off, she nodded to herself, activating her web-shooters. "And as for me," she whispered. "I'm going to figure out a way to close that goddamn portal."


Word Count: 3,724

Next Chapter Title: a kind of magic