For all the preparations that went into it, Uncle Ben's funeral went by in a blur. It wasn't long, but Peter did notice there were more people than he expected to show up. Word had gotten out and old friends from work and people Ben had personally helped had appeared to mourn the loss of a good man. There were even people who had only met Uncle Ben a few times at a soup kitchen. It was touching, Peter supposed, to know that Uncle Ben had helped so many people that they would give back the kindness.

The only odd thing that stood out to Peter was a number of pretty ladies that arrived. They all had strange wrappings on them in various spots (some had especially baggy hats) and yet none looked like they were affiliated with each other. One woman looked perfectly normal for a New Yorker. Almost too perfect. It was only when Peter passed by her that his senses shifted on edge very similar to when Gina was around.

He was about to ask who they were when a hand on his shoulder stopped him. Another woman, but one who was about his uncle's age. Dark hair framed a youthful face, but Peter could see traces of makeup covering crow's feet and stress lines. "You're Peter, aren't you? Ben's nephew?"

"Yeah that's me. Who are you?"

"I'm May. I worked with your uncle down at the F.E.A.S.T. Shelter. I've seen you there a few times when your uncle brought you over, but we never properly met." She held out a hand.

That explained why she looked vaguely familiar to Peter. "I think my uncle mentioned you," Peter said, shaking her hand. "You're one of the administrators, right? Ben used to say that you're half the reason the shelter runs so well."

May's face grew a small blush. "Your uncle was always too modest for his own good. I'd say he's the other half of the reason it runs well. Your uncle had a way of helping people that I've rarely seen. He was always the best at defusing any arguments that cropped up, and when we needed some helping hands he was always the first to volunteer. The shelter lost a good worker and the community lost a good friend." There was a wistful, almost tender note to her voice. It didn't take a genius to see the genuine care in her expression.

"I knew he volunteered a lot, but I had no idea he helped so many people," Peter said, glancing around at the mourners.

On second glance, he could see many were in hard times by the raggedness of their clothes or the gauntness of their cheeks, but they all showed up in their Sunday best to pay their respects to a good man. One man's kindness was repaid a hundredfold, even if he was no longer around to accept it. In his stead, Peter quietly resolved to pay it forward either with or without his costume.

May nodded. "That's right. I see quite a lot of faces that your uncle has helped out of hard times. You know," she leaned in close as if to whisper a secret, "He used to talk all our ears off about you."

"He did?"

"Oh, almost all the time. Of all the things he talked about, his favorite had to be you. He was always proud of how well you were doing." She giggled. "I feel as if I already know you despite not having met you properly."

Peter felt a little embarrassed by the attention, but more ashamed that he hadn't gone to the shelter more often with his uncle. Uncle Ben did want him to do well at school (and Peter did), but Peter had been neglecting the community for so long in favor of diligent studying. "I don't suppose you're looking for any more volunteers?" he asked.

The corners of May's eyes crinkled with her gentle smile. "With your uncle passed away, there's some big shoes to fill. But if you're everything he says, I think you'll do just fine." She pulled out a small business card. "Here, my number. Call me anytime if you have any questions or even if you just want to talk. I'm sorry I couldn't have been there for you when he passed, but it would've been rather suspicious if some strange woman showed up knowing all about you and your uncle and wanting to help."

Peter suppressed a wry grin at her choice of words. "Yeah, very strange."

May said her goodbyes and left to speak with a few other mourners she knew. Peter, remembering his original task, turned back around to find the strange ladies. Except they all seemed to have vanished during his short conversation. No, there was one left. A short girl who wore a thick, black veil across her face that clashed with her hoodie and sweatpants.

But before he could approach her, another interruption came in the form of Mina, twirling her motorcycle keys.

"Hey kid, ready to go? The Boss is waiting to meet you."

"Sure, sure. But real quick, does that lady look strange to you?" Peter discreetly gestured to the veiled woman.

Thankfully, Mina glanced over without looking too obvious. "Looks like one of those 'goth' kids. The kind to wear black and have a dozen piercings. Might be sporting some tattoos under that hoodie." She arched an eyebrow. "Why? You interested in that type?"

Peter gave a deadpan look. "No, and don't start asking what my type is. Look, I just noticed her and a few other strange ladies around the funeral."

"Sounds to me like your uncle was a bit of a heartbreaker," Mina said with a chuckle. She dodged a friendly punch to the arm. "So you saw some chicks that might've known your uncle. What do you want me to say?"

Peter had no answer to that. It was a hunch at best and blatant suspicion at worst. Maybe the lack of sleep was making him jump at shadows. First the 'harpy' and now strange ladies in baggy clothes. Either Gina's comments were finally getting to him or puberty was making a final comeback.

"Forget it." Peter shook his head. "Let's go home. It's been a long day."


Peter paid little attention to the streets racing by as Mina weaved through traffic. He was glad she entertained his request to take the long way to the mansion, if only to mentally prepare himself. He wondered how to greet this 'Rachel' lady, how to ask how she was, and even how to ask who she was. There was too little information for Peter to work with and that bugged him to no end. But he had faith that if Ben was willing to help her, then she had to be a good person.

Maybe she'd like his bad jokes? It's worth a shot.

The rumble of another motorcycle behind them caught Peter's ears and he paid it no mind, letting it bleed into the white noise of New York. He made idle calculations in his head around the nearby buildings. Another rumbling motorcycle pulled out of a street ahead of them, nearly clipping a car. Peter imagined himself swinging through and around them on his way to catch a new criminal. As they drove past an alleyway, two more pulled out onto their left, and then another two on their right as Mina passed the next alley.

When Peter's Tingle started giving him a creeping 'warning' notice in the form of prickling hairs, they were surrounded by motorcycles. From his position, Peter could only see that they were dressed in leather and jeans, like a typical biker gang. Their bikes were all custom choppers, made to show off their chrome and roar like lions, and each of them etched with a cross-shaped gravestone. Some wore helmets, but those who didn't looked a bit pale and sallow in the face.

Peter felt Mina tense up a bit under his grip. He noticed her helmet twitch slightly from side to side, as if she was eyeing up the new arrivals. Mina's hand shifted its grip on the throttle, ready to gun it on a moment's notice. Unfortunately, the other bikers noticed too and shifted into an escort formation, cutting off any escape. One of the bikers to the side began to make gestures at Mina with one hand.

"Something wrong?" Peter asked after hearing a soft curse from Mina. There was no immediate warning from the Tingle from what Peter could tell, but he could feel the tension thicken in the air to the point he could bite into it.

Mina hesitated to respond, and then said, "Not yet. Just stay calm, okay? I got this." Her voice was like a babysitter trying to assure a child that the strange man at the door was definitely not the pizza delivery guy and to let them handle the situation.

The escort led them towards the docks where the rundown warehouses sat. Waiting there were more thugs, armed ones who held open a warehouse door for everyone to drive into. The second the last bike was through, they began to push it shut. Mina braked into the center of the warehouse while the escort started driving circles around them. After a few laps, they parked their bikes in a circle with the headlights pointed right towards the pair. Some stayed on their bikes, but most hopped off and kept to the edge of the circle.

For a long moment, no one moved or spoke, each side sizing up the other. Peter counted out about a dozen thugs standing around them, hiding behind the lights. The quiet was soon broken by one thug who stepped forward. He towered over the others by a few inches and had a wicked looking skull tattooed into his face. "Take off the helmet," he said.

"Do I know you?" Mina shot back. "Most guys ask for the shirt first."

"I said take it off!" Skull Face growled out.

Peter could almost picture Mina rolling her eyes under the visor as she unclipped the helmet. She pulled the helmet off and set it in her lap. "Hope you got some spare singles handy, pal. I ain't cheap."

Skull Face's eyes narrowed. "Oh I got money. Gonna be rolling in it when I drag your skinny ass back to the boss." He put his fists together and cracked his knuckles.

"Hahaha! What does some two-bit biker gang want with little ol' Mina?" she asked playfully. "Did I scratch their ride?"

"Tombstone told us what you did, Zombina," Skull Face said, wiping the grin off Mina's face with the name drop. "Matter of fact, I was there when you trashed our operation."

"Zombina?" Peter mouthed out.

"Oh yeah? How'd you get away from the explosion?" The mirth in Mina's voice was replaced by a stone coldness that sent chills up Peter's spine. "I used a lot of C-4 for that. You should be a red smear under a pile of rubble."

Skull Face grinned. "I played dead. I did learn from the best."

Mina scowled and said, "Tell you what. I'll make a generous offer. You let the kid here go free and I'll let you have the first punch." She patted Peter on the shoulder.

"Mina, what the hell-?" Peter's words were cut off as Mina wrapped an arm around his neck in a headlock.

"Shut it. Ain't none of your business, kid," she said to him. Mina looked back up at Skull Face. "C'mon, the kid has a curfew and you're making me late for it already."

Skull Face snorted. "Have you been going soft, Zombina? Your brain get all rotted out?" He eyed Peter once and said, "Fine. Let the kid run. He looks too skinny to be useful anyways."

"Damn right he's too skinny," Mina grunted. She leaned down to Peter and whispered, "Don't worry about me. I've been in worse scrapes than this. You get over to the Boss' house now. I'll be fine."

"B-But-!"

"I said, I'll be fine!" Mina shoved him away towards the door. "Get outta here. Don't try to be a hero."

Except Peter wanted to. He so desperately wanted to as the scene became painfully familiar. Every instinct he had was telling him to start punching these guys' lights out. He had the power now. He could save her!

"With great power comes great responsibility."

Ben's words were like a balm, cooling Peter's nerves. No, throwing the first punch wouldn't do any good. They had guns out and itchy trigger fingers. All they saw right now was 'the skinny kid'. If he made the first strike, they'd gun them both down at best. At worst… They knew his face, and they certainly knew Mina's (or 'Zombina'). If they were willing to track her down for whatever revenge scheme they had planned, then there was a good chance they would find him and the people he cared for.

There was a way out of this, but it wasn't the right moment. He sighed and nodded before running past the thugs for the rusted side door. He acted as if the door was tough to open, giving him a chance to slip on his web shooters. After he slipped through, he slammed it shut and looked around for any backup thugs watching.

There wasn't a soul in sight or even hiding in the shadows. Peter quickly flung a web out and pulled himself up into the gantry of a nearby crane. Concealed among the framework, and holding himself up by a leg, Peter opened his backpack and pulled out his makeshift costume. He scrambled to put it on, knowing that every second he wasted was another that would get Mina hurt.

It might've been a record for a costume change, but to Peter every second was a second too long. He stuffed his funeral clothes into the backpack and webbed it to the crane's frame. Then he looked down at the drop from the crane to the warehouse roof. If Peter was feeling rational, he'd figure it was a good four story drop. But the adrenaline coursed through his veins and all he could figure was how to get down the fastest way.

So he jumped.

Backflipping off the crane away from the warehouse, he raced towards the ground. Halfway there, he fired a web at the crane and used his momentum to swing himself over the roof like an underhand softball throw. There had been only one place he could safely make an entrance through that he saw. As soon as he cleared the building, Peter fired both web shooters at opposite sides of a dilapidated window. He heaved his arms and slingshot himself towards it, feet first.

The window was no match for the Spider-Man missile and the cacophonous crash grabbed everyone's attention. Perfect.

"Hey guys, are you having a party? I love parties! Mind if I join in?" Peter shouted as he landed on a rafter. "Here, I'll set up the decorations!" He shot webs at one of the nearby goons and used him as a counterweight to drop to the floor. At the bottom, with one hand still around the web, Peter landed next to another thug and pushed the web string into his hands. "Here, hold this for me." Peter then webbed the thug's hands together around the string and let go, watching the man be yanked up into the air. A quick web shot prevented the man from flying over the railing.

Two down, too many more to go.

Mina, who was now being restrained from behind to use as a punching bag, used the distraction to kick her attacker in the balls and then smash the back of her head into the face of the thug holding her. The moment he let go to cradle his broken nose, she judo flipped him over her shoulder into her attacker. She didn't waste a single second to jump into the fray, bowling the nearest guy over with a kick to the face.

"Who is this guy?!"

"I don't know! Just get him!"

Several thugs rushed towards Peter, but he had no interest in being caught in a dogpile. He leapt over the crowd with ease and landed by the ring of motorcycles. Like picking up a suitcase, Peter lifted a bike over his head and shouted, "Hey guys this is a no parking zone!" He chucked the vehicle at the men, and those who did not jump out of the way were knocked to the ground. While they tried to recover, Peter searched around to find Mina and saw her facing down Skull Face in a knife fight.

But before Peter could even jump in to help her, his Tingle blared in his ear.

Bullets! Behind you!

Time slowed down as adrenaline coursed through his body. Peter could almost feel the trajectory the bullets would take, the points of his body they were aimed at. Three at his torso, one for his head, and two more that would graze his limbs. With a limberness that eclipsed an olympic gymnast, Peter twisted his body as the shots were fired, letting the first few fly wide and then literally bending over backwards to watch the rest sail over his head. In any other circumstance, Peter would've been fascinated by the display of skill.

There was a split second pause in the firing and Peter took advantage of it by firing several web globs at the guns, clogging the barrels. "Don't you kids know that guns aren't toys?" he quipped. "Until you learn to play nice, I'm gonna have to take these away." With a few deft roundhouse kicks, Peter separated the guns from their hands and stuck them all in a web ball on the ceiling.

Without access to their guns, the fighting quickly turned into an all-out brawl. The first to throw a punch at Peter was grabbed by the arm and thrown into another guy. The next thug tried to grab Peter from behind, but Peter dropped to the floor and swept the man's legs out, sending him crashing into the floor. The remaining three stayed just out of arm's reach, but Peter didn't let it stay that way. He webbed one in the chest and pulled, ramming his knee into his face and knocking him out cold.

"Come on guys, I may be new to this, but you don't have to take it this easy on me," Peter taunted.

"Shut up, you fucking punk!"

The two thugs standing rushed in while the others tried to get back up. They would throw haymakers, sucker punches, or even try to tackle Peter. However Peter would dance and twist his way out of danger each time. Sometimes he even got a few of the guys to punch each other's lights out like a twisted comedy routine. One by one, the thugs would go down for the count.

Peter launched the last thug into a support column and wrapped him in webbing. "Nice hustle, guys. Next time, try not to commit any crimes and you won't be as beaten up." Earning a muffled groan in response, Peter turned away to look for Mina, but found himself facing an all too familiar scene.

Skull Face and Mina were face to face, grunting in exertion as they wrestled over a pistol. The gun swung between them. Fingers slipped. Pop! Pop! Pop! A body fell to the ground. The thug began to run away.

Not again. Not this time.

"No!" Peter roared and launched himself forward like a rocket. Skull Face, who had just reached the door, turned around just in time to catch a fist in his chest. A fist that sent him flying out the half-opened door, ripping it off the hinges, and crashing into a decrepit brick wall a dozen meters away. A distant part of Peter calculated the force he just used, but he couldn't care right now. He didn't stop to check if the thug was still alive, not when every second counted to save a life.

Peter slid to his knees next to Mina, his eyes locking on the leaking holes in her chest. He didn't know first aid. He couldn't help her. "Mi- Ma'am, you're going to be alright. I'm going to get you to a hospital," he said as calmly as he could.

"It's okay, kid. It's just a flesh wound." Clearly Mina was in shock and trying to put up a brave face in spite of her wounds. She was hardly twitching from the pain.

"Don't worry, miss, I'll call an ambulance for you. You're going to be okay!" Peter wasn't sure how much of his words were trying to reassure himself as well.

"Who are you calling 'Miss'?" she asked indignantly. She poked at her bleeding holes. "Gah! This isn't exactly how I planned this to go. And don't worry about the ambulance. I'll be fine. Just need to catch my breath."

It was worse than Peter thought. She lost too much blood and now she's delirious. "No! No no no no no. Please don't die on me! I'll make sure you get some help."

To Peter's dismay, Mina simply gave him the biggest eye roll he's ever seen and said, "I'm not dying, you dork." Then, as if she was never injured, she stood up and stretched. Peter could only stare in disbelief for a moment until his brain finally processed the sight.

"But you were shot!"

"Yeah, I know, and now I gotta dig those bullets out so they don't affect my weight." She put her hands on her hips and cocked them to the side. "I have a waistline to maintain."

Peter blinked. "What?"

Mina held out a hand. "Get up already, will you? I can explain later."

Peter robotically grasped her hand and started to pull himself up. However, halfway into the motion, there was a sound like a ripping seam and he fell back to the floor. Peter still gripped Mina's hand, but that hand was no longer connected to her arm. Just past the now limp wrist, the limb was cleanly removed as if surgically cut and had several broken threads hanging off from the end.

But despite the loss of a limb, Mina huffed with annoyance. "Great. Now I have to stitch that back on too. Wanna gimme a hand with that?"

Peter stared at the limb in his hand, then looked at Mina, and then promptly fainted from shock.


"Sweet Death, the boss is gonna be so upset by this." Mina (or Zombina as she was rudely reminded) pulled out her phone and tried to make a call. "This would suck if I weren't ambidextrous."

The call went through on the second ring. "It's getting late, don't you think?" came the sweet voice of a gentle giant.

Mina glanced around the room. "We ran into some trouble. I'm gonna need a hand in cleaning up here."

An exasperated sigh. "Rachnera won't like this. She's going to use you as a practice dummy, you know?"

"You make that sound like a bad thing." Zombina's lecherous grin twisted into a somber frown as she looked around the room. "Hell, even if it is, she's the least of my concern right now. I think Tombstone is in town, and he knows I'm here."


A/N: So I've been sitting on this and another chapter longer than I'm willing to admit. I had hoped to have more ready but this year was not exactly great for me on the creative side of things. It's been difficult, but I'm trying to get myself back into being creative again. The next chapter will hopefully be out before next year. Thank you for your patience!