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: It is New Year's Eve's Eve. I am tired as fuck, and it's 13 minutes until midnight where I live. Y'all getting this now. No complaints.

Chapter title comes from Fat Bottomed Girls by Queen.

Until next week,

~TGWSI/Selene Borealis

~primis, omega, superhero, genius~

~somebody to love~

~chapter 14: fat bottomed girls~

Penny couldn't sleep.

She'd come home at eleven, tired and weary and covered in some strange gunk from the monster-of-the-week, which she really wouldn't rather get into. Her web cartridges had been depleted, and they were the last of the webs she'd made recently, so she'd known she would have to make more webs before she went out as Spider-Woman again. Too exhausted to do much of anything, though, she'd simply taken off her suit, thrown it into the washer (the heaters of her suit were waterproof), and collapsed onto her bed face-first. She'd quickly fallen asleep.

But she hadn't stayed asleep for long. Within an hour and a half, she'd woken up from the usual nightmare. She'd calmed down within fifteen minutes, after shaking and crying and allowing JARVIS to calm her down, and gone back to sleep. But then she'd woken up another hour and a half later, from the same. Damn. Nightmare.

Which led her to the here and now. Knowing she wouldn't be able to sleep if that was the way her brain wanted to operate, she went to the bathroom and headed off for her personal lab. If she couldn't sleep, she might as well make the webs that she needed, or so she supposed.

Going over to the cabinet with the chemicals, she rubbed at her eyes tiredly before taking out the ones she needed. She muttered out the names of them to remind herself of what she was doing, setting them down on the counter beneath the cabinet. Quickly, however, she realized she had a problem: she was completely out of one of the chemicals.

"Fuck," she muttered. Penny hadn't had this problem in forever. For years, she'd been able to keep track of her chemicals, always noting when she was close to running out and when she needed to order (or steal, as in her early days) more.

But she hadn't ordered these chemicals, she reminded herself. They'd come with the apartment. Stark had put them in here, not her. Hence why she'd probably forgotten she was out of the chemical and needed to get more. "Fuck!"

"Are you having a problem, Miss?"

Penny nearly jumped out of her skin. That's what a lack of sleep did to you. "JARVIS!" she half-shouted, before she sighed. "No, nothing's wrong." I'm just an idiot.

The AI did not seem phased. "Are you sure?"

She bit her lip. With the chemicals, she could order more herself. The company she ordered them from, even, was probably surprised she hadn't already, since her orders tended to be as steady as a prescription refill. But the company would take at least a couple of days to fill her order, and not to mention she would have to change the address. To 200 Park Avenue, unless she wanted to get a PO Box. Which would also take time.

She nearly groaned. "JARVIS," she started uncertainly. "Is there any way that you could order," she listed off the name of the chemical that she was out of, as well as the other ones since she would be out of those soon, too, "for me? I can pay Stark back for them."

"Done, and unnecessary," he replied. Then: "I take it you are out of the first, hence the prompting of the question?"

Damn, he was smart. "Yes."

"Then I would be delighted to inform you that a bottle of," again, the name of the chemical, "on the eightieth floor. So are the other chemicals needed for your webs."

The eightieth floor, or one of the labs open to all of the Avengers. Meaning she could be forced to interact with one of the Avengers, even if she only went there to grab what she needed and go.

She did not like the sound of that.

"When will the chemicals you ordered for me arrive?"

"Tomorrow."

She checked the time, despite knowing it was already after midnight. Damn.

Her mind had a war with itself, two sides of her wanting very different things. In the end, one of them won.

"With great power comes great responsibility."

Cursing herself, she left her lab and headed over to the elevator. "The eightieth floor, please, JARVIS," she requested once inside.

"Of course."

Living on the eighty-sixth floor, it took only seconds for the elevator to reach the eightieth floor. The doors opened.

As soon as they did, she almost turned around.

Stark was standing in the room, working at one of the worktables. His expression was focused, but as the elevator doors audibly closed behind her, he began to speak. "What, Bruce, did you decide to – " He abruptly stopped as he looked up. "Spidey."

Penny felt like an idiot. She was standing there, dressed in her old Queen t-shirt and ratty pair of flannels and slippers, wearing no bra and her necklace out in the open because she'd forgotten to tuck it underneath her shirt, and she felt like an idiot.

Her flight-or-fight instincts were failing her. She was frozen.

Stark coughed awkwardly. "Sorry, didn't mean to scare you," he apologized.

Cautiously, like a wild animal, she walked towards the chemical cabinet. "You didn't scare me," she said, her voice only slightly louder than a mutter. "I'm just here to borrow something."

"Oh, well." He waved a hand. "Be my guest."

Opening up the chemical cabinet, she rummaged through the bottles and boxes, containing far more chemicals than she would ever need. She found the one she needed, taking it out. She couldn't help but notice it was unopened. Huh.

Taking her find back towards the elevator, she held it up for Stark to see. "I need to borrow this," she said. "I'll bring it back when I'm done."

He shook his head. "Don't worry about it. So far, you're the only one who uses it. If Bruce or I need it, we'll just order more."

"Oh. Um...thanks."

Silence reigned as she finished her trek back over to the elevator. She reached out a finger to press the up button.

"So, everything about living in the Tower okay for you so far? You like it?"

Dammit.

She turned around. "Didn't Romanoff already tell you what I said from our day out together?"

"She told me a little about it, no specifics," Stark acknowledged. "She does value privacy, you know, as she probably told you. She's also a not-so-super-secret anymore spy, which means she enjoys having knowledge over people. Besides, I would like to hear it from you myself. If there's something I can do to make your living here better, I'd like to do it."

The only thing that could be better about it is you not being my soulmate – but, oh wait, you can't do that. I can't, either. The universe just fucking hates me.

"There's nothing," she told him. "Everything's fine."

"Okay," he responded, drawing out the first syllable. He made a face. "God, I'm sorry this is so awkward. Not really something I do. Sorry to keep you here. 'Night, Spidey."

If there was anyone being awkward here, it was her. She was socially awkward down to the bone, even before she was trying to shut out people she didn't want to interact with.

She kind of felt bad for Stark; it wasn't his fault.

"'Night," she replied hesitantly. She fully meant to leave it there and go back upstairs to her apartment, however her uncle Ben and aunt May hadn't raised her to be rude. She wasn't going to apologize, but she did creep closer, looking at his worktable. "What are you working on?"

"Modifications for the suit. Blueprints, at least," he answered, looking down. There was nothing tangible with the work, as it was entirely composed of screens and holograms. She noticed now he was holding a stylus in his hand.

Penny hummed. "I thought you made new suits all the time."

"I do. But sometimes, you don't need something new to replace what you have, you know?" At her nod, he suddenly held out the stylus to her. "What do you think?"

She blinked. "You want my advice on this?"

He shrugged. "Need a new set of eyes on this, honestly. I've been getting frustrated, and this isn't Bruce's field of expertise. But you have experience with engineering, don't you?"

"I went to college for biochemistry and physics, but yeah."

His eyebrows furrowed. "You mean biophysics?"

"No, I mean physics."

Stark gave a disbelieving snort. "What the hell were you gonna do with that?"

"Oh...something." She wasn't going to mention what those things were. "Don't bother trying to look up past biochemistry and physics majors from the colleges in the city, by the way. You won't find any. I erased all the records." I erased my entire existence.

He rolled his eyes. "Don't worry, Spidey, I wasn't going to do that. You can trust me."

"Most of the time."

She said the comment for no real reason other than to irritate him. Much to her surprise, however, he took it in stride. "'Most of the time.'"

Putting down the bottle of the chemical on a nearby worktable, and finally took the stylus from him. She worked in silence at first, making a few notations after he showed her how to in the holo program. Her teeth instinctively dug back into her bottom lip, an act of concentration.

After ten or so minutes with little input from Stark, her eyes lifted from the hologram. "It's too quiet," she announced to him. "Can we listen to something?"

"Sure," he said. "I work best with music, too. What do you want JARVIS to play?"

"Queen's Greatest Hits album, I and II," she said off the bat.

Without Stark's say-so, Bohemian Rhapsody immediately began to play. Subconsciously, she relaxed her shoulders, they having previously been tense.

Penny handed the stylus back to him about halfway through the song. He looked at her work. "Pretty good," he told her, but it was clear from his tone he was much more impressed than that. He pointed at something in particular. "I never would've thought of that."

She flushed at the praise.

He wasn't looking at her to see it. "But what about this?" he asked, making adjustments for her to work with.

So they went. The album went through the rest of Bohemian Rhapsody and all of Another One Bites the Dust and Killer Queen. When Fat Bottomed Girls came on, unable to stop herself, she whispered, "Hey! I was just a skinny lad, never knew no good from bad, but I knew life before I left my nursery..."

Stark huffed, but said nothing, even as she continued on whispering the entire song to herself. When Don't Stop Me Nowended, before Crazy Little Thing Called Love or Somebody to Love could play, she softly asked JARVIS to skip the two songs. Now I'm Here then began to play.

Stark made a noise. "What, don't like romance, Spidey?"

She didn't glance up from the hologram. "I thought you told me nobody was going to bother me here."

"...Right," he replied. He coughed. "Sorry."

"It's fine." She cupped her own cheek. "I'm just...really tired."

He was suddenly appraising. "Insomnia?"

"No." Well, she probably did have insomnia, but it wasn't insomnia that was causing her problems and had been for the last almost year and a half. "Night terrors."

He grimaced. "Sorry."

"It's fine," she repeated. "I'm used to them. I get them every single night."

She didn't miss how pure, abject horror appeared on his face. It seemed that her sleep difficulties were worse than his, since she figured there was only one reason he would be up at this time...well, maybe two. But obviously, he wasn't partying.

Stark cleared his throat. "Is there anything I or Bruce could do about that?"

"He'd probably need a sample of my blood to make something to keep up with my metabolism," she reminded him. "And I don't want that."

"But if you ever did..."

"I'd let you know."

He nodded. "Okay."

He just took it like that. No asking if she was sure, no offensive nature, no sadness, no rage.

He just accepted it, and moved on.

They worked for a while longer. Towards four, well after the Greatest Hits I album had ended, Penny couldn't work anymore. Hell, she could barely keep her eyes open. Yawning, she clasped a hand to her mouth, stepping away from the worktable. "I can't do this anymore."

"You're going to bed?"

"I'm going to try," she admitted.

"'Night then, Spidey. Again." He gestured to the chemical bottle. "Don't forget that."

"Thanks." She'd forgotten completely about it. "'Night, Stark. Again."

She went back to her lab, making a quick batch of webbing that she filled half of her cartridges with – not a full batch, but enough to last her for a while. Then she put her suit in the dryer before she forgot to do it and then, since today was her day off, shucked off her slippers and crawled back into bed.

She would never admit to it, not to Stark or anyone else, but being close to him seemed to have a calming effect on her. Within minutes, she fell asleep and, little did she know it, but wouldn't wake up again until after noon. A whole eight hours, practically unheard of for her because she didn't know since when she'd gotten that much sleep.

Nor did she have a single dream for that entire time.

"Hey, look what the cat dragged in."

Penny let out a puff of air as she took her seat at the bar. "Weasel."

"Long time, no see," the other omega said, getting out her wine glass. He gave her a look over his glasses.

She propped her cheek on her hand, watching him get the Roscato. "It's been the standard amount of time since you last saw me," she retorted. "I'm here for my refill, as always."

"It has not been the standard amount of time," he corrected her. "Usually you come in here once or twice between refills. I haven't seen you since before the Valentine's Day incident."

She smirked. "Oh, is that what we're calling it now?"

"It's better than saying the time you almost died, isn't it?" When she went quiet, he softened. "How are you holding up after that, by the way? I saw the news. You're living with those asshats now."

"You mean the Avengers."

"Same difference."

She took a sip of her wine, then got out her wallet to do their usual transaction. "I'm...hanging in there," she chose to divulge to him. "Pun intended."

He scoffed. "They're not giving you any hell, are they? I mean, Banner I'm not so worried about, he's like us, but the others besides Thor...they're all alphas. If they're giving you shit – "

"They're not," she cut in.

He wasn't impressed. "But if they were?"

She reached over the bar to boop him on the nose, snickering at how he spluttered. "You'd be the first to know. But I don't know what you'd do."

She meaningfully lowered her eyes to his torso. Finally, after all of their time chasing around each other, he and Wade had gotten together, or so she head heard. Well, and smelled, too. He wasn't showing yet, but the change in his scent was obvious to her, and would be soon to everyone else, too.

Figures Wade broke a condom. Looks like Ellie's going to get that younger sibling she always wanted.

"Yeah, yeah, yeah," he grumbled, placing a hand on her masked forehead to push her back into her seat. "Figures you'd know. Don't tell anyone else yet; I don't want them to know I'm up the duff."

"Because you know all the mercs here are gonna be overprotective of you?" she guessed.

"Yeah." He scowled. "But don't change the subject! I might not be able to kick their asses, but Wade could."

Penny didn't have a hard time imagining that. Regardless of the fact that one of the other Avengers wore a metal suit that could shoot lasers and another who could turn into the Green Giant, Wade would definitely try to fight them. He would probably wind up dying again, would definitely get his ass handed to him, but it wouldn't matter. He would try.

But, "He doesn't know me. We've never even met."

"Doesn't matter," Weasel replied. "You're my friend, and I've told him about you. Not to mention, he's probably your number one fan. He'd happily try to kick all of their asses for you, even if he couldn't succeed."

She knew he would, which was exactly why she didn't want to talk about this anymore. "So, how far along are you?"

"Quiet, you," he warned. Lower, he added, "Six weeks. I just found out two days ago."

Another sip of wine. "Are you gonna keep it?"

"Don't know." He sighed. "Probably. Wade's really excited for it."

"He is?" The question came out much more flabbergasted than she'd meant it to. It sounded more personal than it should've, for someone she claimed to not know. Sue her: she remembered the meltdown Wade had had when he'd found out Ellie was his daughter, the rant he went on about how "a kid so pretty can't be mine" and "oh God, what if she's a mutant like me!" It'd taken forever for her and Matt to get him to calm down. She hastily tried to make herself seem less shocked. "I – I mean, from what you've told me about him, I wouldn't have taken him to be that kind of person."

"Yeah, he's not. But he found out he had a kid a couple of years ago, and she was five then. I think he regrets not being able to be an active person in her life at the beginning," he explained.

That made sense. "I wish you the best of luck, then." She paused. "When do you think you'll be taking a maternity leave?"

He groaned. "God, don't ask me that. I just found out I'm you-know-what. I don't even want to think about everything else that entails yet."

One of the mercs called out to him then, and just like that their conversation for the time being was over.

Penny nursed her wine. She wasn't bitter about knowing this information; in fact, she was happy for it. Finally, Wade and Weasel had stopped beating around the bush, and they were apparently going to have a kid – which would be her honorary niece or nephew, even though none of them would ever know it. Each of her two friends deserved the happiness. She wished all of her others were similarly happy, too.

"So," Weasel said, coming back. He had to serve a guy who had just sat next to her, but once he was done he gestured at her glass. "Want another one?"

"Yeah, sure, why not." Once full, she held up the glass. "A toast to you, Weasel. You're one of the greatest drug dealers a gal like me could have."

He snickered. "Hopefully your only drug dealer."

She batted her eyes and did a pose, not that he could see the former. "What, you don't think I would be fun on drugs?"

"I think you would be terrifying," he shot back. "You're already horrifying when you want to be. You without a filter or common sense? Yeah, no thanks."

She laughed. "Maybe I'll bring a bag of cocaine with me next time I come in."

"Do that and I'll shoot you." As that only made her laugh harder, he took out the gun he kept underneath the bar, or rather the one that was always empty and he just used as a threat when people got rowdy (there was another gun he had for actually shooting), and pointed it at her mockingly. "I'm serious! Because we both know you wouldn't be able to tolerate it, and then it would have to go to somebody else, which would probably be me. And I'm not dealing with Wade while he's high on cocaine again."

"Oh, please, we both know you would."

He knew exactly where her train of thought was going, and glared at her. "Spidey."

"Because you love him," she said tauntingly.

"Get out of my bar."

"Yeah, okay." Chucking the rest of the wine down her hatch, she put the necessary amount of money for her wine on the counter, webbing her wallet to her thigh and stuffing the pill packet into her bra before tugging down her mask. "See you next month, Weasel."

"Uh, huh. Sure."

Word Count: 3,456

Next Chapter Title: gimme shelter