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: Yes, I originally had another ABO fem!vamp!Peter story up. But then I saw that I had this much more thought out 'verse in my documents and I was like, "fuck, why didn't I just go with that?" So, here we are.

Like my other fem!vamp!Peter story, we're beginning in medias res here. I'm throwing a lot of info at y'all that has in-universe years of buildup. I'm not sure how I'm going to go about posting this 'verse because of that; I might post the one-shot that would take place after this next, or any of the one-shots planned which take place before this one, or one of the multi-chap stories. We'll see.

For now, though, warnings: there are implicit references to past underage rape/non-con and explicit references to a past suicide in this. Also, there is major character death, although it will later be undeath, I promise! My ABO dynamics are additionally weird if you're not familiar with them – we don't get into it very much here, so I'll hold off on some brief explanations for them for another day. If you're on AO3, though, you might wanna look at the series notes for thetaverse; that'll help give you a basic understanding of what's going on with some of the background info.

Anyways, story title comes from the song Prospekt's March/Poppyfields by Coldplay. The series title comes from their song Death and All His Friends, just obviously modified for who our Death is. But more on that later. ;)

As always, I hope you enjoy,

~TGWSI/Selene Borealis

~death and all of her friends~

~prospekt's march~

Time seemed to slow down after Penny had shoved the knife into Osborn's heart.

Her vision, hearing, smell, taste, touch, spider – all of her senses tunneled as she stared up at him, watching the flower of red that bloomed on his suit – not the first blossom of the night, but certainly the most beautiful, and the one that made her fangs finally drop down from the roof of her mouth. The rest of the world fell away as she watched his eyes widen as he looked down at his chest, as she heard the small gasp being drawn from his lips. Perhaps he was unable to believe that his "best creation," in his own words, had truly done what she had set out to do.

"E – Eve," he choked out, as if to prove her point, using the name that he had assigned to her as his project, rather than either of the ones that they both knew were actually hers: Penny Parker, Aradnea. Not that she was going to complain about him not using the former.

She had killed him. The rest of his body was just slowly – to her – realizing that.

Osborn clawed up a hand to where the knife was. It was the only thing that he could do; he could not even clasp his hand around the hilt before he was falling down, down to the harsh concrete of the rooftop that they were standing on. Penny sneered down at him, before she reached for the knife and pulled it out.

She didn't want there to be even a chance, no matter how astronomically small it would be, of him surviving tonight.

After the knife was gone from his chest, she watched as his eyes were already becoming glassy. "'Oh, praise the eternal justice of man,'" she quoted at him.

Because of where she'd stabbed him and how she had pulled the blade out, he wasn't able to respond, his last word being the one above. He was gone within seconds, though he wasn't quite dead yet. But that would come soon.

He couldn't hurt her anymore, or her soulmates through her, or his son, or anyone else. He would never be able to hurt them again. Now and forevermore, he would be nothing, as his body turned into food for the worms, his molecules shifting and changing until they would no longer be recognizable. And even if the soul lived on after death – ha, she knew better than that, didn't she? But still – she had no doubt that he was going to hell. Like her, there was simply too much blood on his hands for him not to.

It was over.

Almost.

Gasping for breath herself, the knife still in her left and dominant hand, Penny lifted her head.

It was like the world went back from full-screen to wide-screen, all of her senses no longer focusing on just Osborn. She saw the horror on Captain America's face from under his cowl and where he was stuck on the rooftop by her webs, where she had pinned him down when he had tried to stop her. It was like he, too, couldn't believe that she had actually done it – probably because he'd been hoping he'd be able to win her over in the end because of the age that they all (rightfully) assumed she was.

But she'd just proven how far gone she actually was now, how irredeemable. If he truly knew who she was, the girl that was under the mask and goggles and who he had once known, she had no doubt that the proof would only be that much more powerful for him.

But, he didn't. Thank God that he didn't.

Black Widow was staring at her, too, from where she had also been pinned down by Penny's webs, however her expression was much more inscrutable. It was impossible for Penny to ascertain what she was thinking.

Neither of them could call for backup, of course, not with how they were unable to activate their comms from either their ears or their suits. Nevertheless, Penny wondered if Osborn's offhanded comment earlier had had some truth to it, if his other creations that were out there causing havoc tonight had some sort of failsafe in them that would cause them all to stop (read: die) in the midst of what they were doing. Because if they had – did, she didn't doubt that Kate would try to track her down, if her second soulmate wasn't doing that already. Right behind her would be the remaining Avengers as they looked for Osborn, Black Widow, and Captain America. And if any of them found her, that would mean –

No.

Penny had to go. Her role was completed in all of this.

It was time for her to leave and never return. Not even for the sake of her soulmates.

She let the knife fall to the rooftop, clattering there right next to Osborn's body.

Then, she turned around.

"Aradnea," Captain America said from behind her. "Aradnea, wait – !"

Black Widow, strangely enough, seemed to have a similar mind as him. "If you go now, you know – "

Penny ignored both of them.

Using her webs, she sailed across the street to the rooftop of one of the buildings on the other side. Landing on her feet, her knees slightly bending, she quickly started to run.

And then, she just didn't stop.

She ran and/or used her webs to swing through the air as fast as she could, heading for the Brooklyn Bridge. She needed to go over to the borough in order to get the bag she'd left in the abandoned warehouse – where everything that had happened since then had began. Hopefully the bag would still be there. It wouldn't be the end of the world if it wasn't, it was just...the only non-public photos she would have now of her soulmates, both of them, were in there, along with their articles of clothing that she'd managed to snatch. Harley's Midtown hoodie, Kate's ugly Christmas sweater.

She'd made her peace with never seeing either of them again, never getting to cuddle with them again...or more than that, as they had done during her last heat/rut (since her mating cycles weren't identifiable as one or the other anymore). But that didn't mean that she didn't want to hold onto the only pieces that she would have of them now.

Because she did. She so desperately did.

But she didn't think that her bag wouldn't be there. After all, the warehouse was abandoned. Had been for years.

As she moved through the city, Penny felt that wound in her stomach where Osborn had stabbed her with the same knife she'd then used to kill him twinge. Well, perhaps "twinge" was not an accurate word: the wound throbbed, and at one point the throbbing was so bad that it made her lose focus as she flipped through the air.

Thankfully, she still landed on the rooftop that she had been jumping to. But instead of landing on her feet this time, she tumbled on top of it. She breathed in shallowly when she came to a stop on her back after several rolls, which caused her to end up staring at the starless sky in a daze. But she managed to prevent herself from screaming.

It wasn't like screaming had ever done anything for her before.

With a shaky hand after several breaths, she reached down and prodded at the wound – the hole in her stomach. It should have already begun healing by now, thanks to the healing factor that she had. The sludge should've stopped...sludging, at least; it should have been dry.

But instead, the wound was wet, and when she lifted her hand up above her face, Penny could see the viscous, wine-colored substance shining on her glove in the moonlight.

Cold fear seeped into her bones.

If nothing else, though, she'd learned over the years how to push fear aside. Getting back to her feet, wincing at the pain that the action caused her, she went back to running. Again, she wasn't going to stop, not until she got back to the abandoned warehouse in Brooklyn. Not even when she had to pause on a rooftop on the other side of the East River and lower her mask to cough, which caused sludge to splatter onto the crease of her inner elbow, or the time after that, or the time after that...

By the time that she did reach the warehouse, Penny had to acknowledge that maybe, perhaps, there was the slimmest chance of something being seriously wrong. The wound was still sputtering out sludge, and it was dribbling from her mouth in fat drops – because of course her sludge didn't operate in the way that blood should with how thick it was, hence why she didn't call it "blood" anymore.

Penny panted as she stood there, right next to the warehouse instead of on top of it like she usually would, staring out at the dark waters of the bay, just as she had that night when she'd had the gun. She clapped her hands to her knees, as if the awkward position would help her catch her breath any better.

She just needed to catch her breath.

Yeah...she just needed to catch her breath.

Except, then the need to cough again struck her. And this time, she coughed so hard that for the first time in ages for anything that wasn't food or water, it triggered her gag reflex.

Penny didn't know how this meant that she ended up on the ground, on her hands and knees. What she did know was that, as she gagged, something came up. It kept on coming up, too – up and up and up. It felt like an eternity passed until it finally stopped, and when it did, she found herself blinking in surprise, even as dark spots appeared in her vision:

The thing that she had been throwing up, as if there was any other possibility, was her sludge. There was a small pool of it on the ground or, in the case of several small drops that went along with those in the creases of her elbows, on the hands and arms of her suit.

This...this had never happened before. Even when she'd shot herself in the head, even when she'd gotten stabbed and shot in the stomach on two different occasions, and not to mention all of the other injuries on top of those, she had never thrown up her own sludge. Coughed it up too, now that she got to thinking about it. She didn't know why that latter piece of information was only occurring to her now.

Was...was she dying?

For good this time?

Penny didn't know how it was possible. Maybe, maybe Osborn had figured out some sort of poison that could overcome her healing factor and slathered it all over that knife. Maybe that was even why he had died as quickly as he had, if he'd had an enhanced healing factor of his own.

She supposed that, whatever reason for why she was dying, it didn't matter.

Because in a strange twist of fate, she was dying here, in the same spot where she had died before, more or less. And for some reason, that made her utterly terrified. Like she was little eleven-year-old Penny Parker who had been kidnapped and forced into presenting early by Skip Westcott all over again, she was frightened down to her very core.

She knew what was on the other side, as she had said before: nothing. There was nothing but void and darkness and a lack of consciousness as her neurons and synapses died.

But the nothingness wasn't what terrified her. There was nothing to fear in nothing. No, what terrified her was that, as she was actively in the process of falling apart, she was doing it alone once again. Alone, with no comfort or consolation this time.

Alone, knowing that, because of how she'd properly mate-bonded Harley and Kate during her last heat/rut, they had to be feeling what she was going through. Her mate-bonds with them were already probably beginning to be severed, if not on the cusp of it. They had to be going through so much pain, just as she was, but she could deal with her own. They needed her right now to convince them that this was alright, that this was okay, and she wasn't there to do that for them.

Alone, without anybody to convince her of the same.

The urge to vomit struck her again. Before Penny could give into it, though, she heard footsteps. Familiar footsteps. They were accompanied by a voice:

"Penny?"

Matt.

The relief that struck her was so poignant, it brought tears to her eyes. She must've not pushed him away entirely after all, if he was here now.

Granted, he was going to be "watching" her die now, little did he know it yet, and she felt guilty about that. Still, it was a relief.

"Matt," she moaned brokenly. The need to heave became too overbearing then, and she gave into it, the sound of her sludge falling onto the ground one of the worst that she had ever heard. It was even worse than nails on chalkboard.

He was on her in a second. "Shit!" Matt cursed. He rushed over to her. His right hand carded through her hair, and while in any other circumstances and/or by any other person it would have been torture, the feeling of fingers running through her curls in the current moment was...nice. Even as he hooked an arm underneath her torso, propping her up. "Penny, what happened?"

In spite of the situation, she found herself grinning. It was a good thing that Matt was blind. She had a feeling that her teeth were coated in her sludge, making her look like a crazy person. She was, so maybe that made it fitting. "I...I did it. I killed 'im."

"I know that," Matt huffed. He sounded exasperated. "What did he do to you?"

"Stabbed me. 'Hink – " she coughed " – 'hink the blade was poisoned."

She went back to retching.

Matt fretted. His hands hovered over her as he clearly debated what to do. It was wholly unlike him. He was usually calm, reserved, purposeful – not like this.

(Desperate. Frantic. Panicked.)

"We – we have to get you help," he said. "We have to – "

Penny shook her head as the vomiting ceased. The thought of help sounded wonderful, but she didn't want it. "No, Matt. Just...let me die."

"Death is not an option!" he roared, repeating that line for the umpteenth time. She felt him grab at a part of her suit that was torn – and he was ripping it even further, before he must've had enough of it. He tied it around her waist, so tight that this was the moment when Penny screamed.

But you couldn't blame her. The pain was undoubtedly the worst that she had ever experienced in her short sixteen years of life, and that was saying a lot. Moreover, it made her intimately aware of the parts of herself that she was beginning to lose feeling in – her arms, her legs.

Her body was shutting down.

I'm sorry, she thought to her soulmates, as if they could hear her. I'm sorry, I'm sorry, I'm sorry...

Matt started to pick her up in his arms. This was when she bit out, practically weeping, "Matt. Matt, don't 'other."

She could see the lower half of his face now. His jaw was locked so tight, she thought it a wonder that his teeth weren't cracking under the pressure. "Don't tell me what to do. That's – that's my job, not yours."

Penny sniffled. "I know. But I 'serve – " words were becoming hard to say now. Funny how that worked " – this."

"You don't know the first thing that you deserve!" the alpha snapped at her.

But I do.

But he wasn't done just there. "And what about your soulmates? How do you think they're going to feel if you're gone?"

Their bonds with her severing would – were – hurt(ing) them like hell, Penny knew that. What she also knew was that, if there were any soulmates out there who could survive the loss of their primis, they were hers. They were strong – and they had each other. In the aftermath of their bonds severing, after the bond withdrawal ended and they worked through their grief, she knew that they would move on from her. They would just have to give it enough time.

Penny opened her mouth to tell Matt that, at least as much as she would be able to, and to assure him everything would be alright. She had died once before. She wasn't afraid of death itself.

Yet before she could, in a completely unexpected and flabbergasting move, her ears prickled as she heard the sound of the clicking of a gun.

"Get the hell away from my daughter, Murdock."

Penny darted her eyes away from Matt's face and in front of them in shock. It was hard to do; she was losing control over those fine muscles. She did it anyways.

There, standing in the moonlight, was her mom. Mary Parker, Koroleva. Like Penny knew she must've, considering that she was dying, her mom looked like she'd been through hell and back: her suit was torn in a variety of places, undoubtedly from Osborn's other creations, and her curly hair was in a frizzy mess. She was holding one of her guns, aiming it at Matt – because it shouldn't need to be said that, like the Black Widow or Hawkeye with his arrows, her precision was that good. There would be no risk to Penny's already fading life if she pulled the trigger. The hardness in her mom's golden-green eyes proved that she was thinking about that option.

Penny wasn't even as surprised by this as she could've been. She had been running away from this moment for so long, fleeing from the inevitable, that there was still the instinct within her to do just that, in spite of how she doubted that she would've been able to control her limbs if she tried.

But...something about this was strangely appropriate, that her mom, at least, if not her omi too, finally get to see her for what she was before she became just like Osborn would be: nothing at all. It wasn't like there would be the threat of her being thrown into the Raft anymore, she thought, borderline hysterical. The worst thing that her mom could do was show relief at the prospect of her dying, and it didn't seem like she wanted to do that.

Well. There was one other worse thing that she could do, and that was hurt Matt or throw him into the Raft after all of this was said and done. Penny didn't know how she could prevent the second in the limited time that she had left, but she could prevent the first.

"Mom," she said weakly. "Don'."

When had her mom figured it out, she wondered? She didn't seem as surprised as she could've been as she took the changes to her daughter's appearance in. Her eyes did widen, yet that was from a different matter entirely. "Did you hurt her?" she demanded of Matt, walking over in the same fashion that he had.

Matt bristled. "I would never hurt her." The implication in his tone was clear:

"I can't say the same for you."

Penny's mom acted like she hadn't heard him. Her expression became pained when she got close enough, when she saw better the devastation that had been caused to her daughter. Penny watched her eyes fill with tears as she crouched down next to her, carding a hand through her hair just like Matt had. It again felt nice. "Oh – oh, God. Penny, baby, no, no, no..."

It'd been two years since they'd interacted as mother and daughter, but it was like only minutes had passed since then. Penny's bottom lip startled to tremble as much as it was able to, as she recalled the fight of that night. "M – Mom, 'm sorry...'m so sorry..."

Her mom was shaking her head back and forth. "You – you have nothing to apologize for, baby. We need to get you to the Tower. FRIDAY. FRIDAY! Call – call Tony! Tell him I found her! She needs medical attention, ASAP! We're at – "

Penny wondered if her mom had told her omi what she was. Based off of her tone, it didn't sound like it.

She supposed that she would never get the chance to find out.

Her death, she could feel it coming on. She hadn't thrown up again, because too many of her organs had shut down. There was a film beginning to settle over her eyes, turning everything fuzzy.

She forced her tongue to move, an even more insurmountable task than it had been a few seconds ago. "'S okay," she said. She smiled up at Matt, knowing that he would get the reference that she was about to make. "Not gon' try to figh' it."

His hold on her tightened. "Penny, don't you dare," he threatened.

"Penny, you've got to stay with us!" her mom ordered.

This was everything that she could have wanted and more for her second and final death, she realized. Well, not everything: her omi wasn't here along with her mom, but it stood to reason that, similar to how she'd never been able to get most of the things that she'd wanted out of life, she wouldn't be able to get everything she'd wanted out of her death, either.

But she was in the arms of Matt, her surrogate father (although she'd never called him as such), and it seemed like her mom – and maybe her omi – didn't hate her in spite of what she had become. It seemed like they even still loved her.

She had killed Osborn, ridding the world of him for good. Her soulmates were going to be safe now with him gone. They weren't here to see this, either: she recognized that it was an inherently selfish wish of her for her to wish that they would be, even to comfort them. The bonds breaking would already be bad enough, enough to send them into bond withdrawal. They didn't need to suffer from more than that and the grief which could come later.

Finally, she could rest, as she had intended to do here almost two years ago exactly. Except this time, it was coming with none of the mental anguish as then. Not anymore.

"'S okay," she repeated for Matt and her mom. To comfort them for one final time. To prove that she wanted this.

Then, as they kept on begging her not to go, she, Penny Parker, Aradnea, inhaled her last breath and died.

Word Count: 3,858