Gwen had sweat dropping down her face. Training with Frigga was a whole new level compared to boxing with Steve. She was fast and strong. Even with her spider sense she was barely defending herself. To add more stress to her training session this morning Odin was in attendance. Frigga hadn't told her this was where he went to relax. He had been busy working with Thor bringing peace to the nine realms. She'd been training with Frigga for four months. Of course, Frigga won. Gwen was at a disadvantage. She was used to fighting with a different style. Namely with webs. Odin clapped.

"It is a rare human who can last so long against the Queen of Asgard."

Frigga offered her hand to Gwen, she took it and accepted being helped to her feet. Frigga looked at Odin with a twinkle in her eye.

"Perhaps, you would like to see her at her full potential, husband."

Odin smiled.

"Yes."

He motioned at several of the Guardians of Asgard who were training nearby.

"Come. I would see some sport."

Gwen blinked a few times.

"I'm not sure that is a good idea, majesties. I-"

Frigga cut her off.

"Nonsense. Summon your bracers. Let the All-father see why you should be counted amongst his champions."

Gwen focused her will towards forming her bracers. Frigga had been urging her to try and gain more control over the symbiote while they trained. Gwen still wasn't fluid with making it form by force of will. It was more of a reflex for her. Gwen was facing off against ten of Asgard's security force. Gwen lowered herself into a fighting stance after returning her sword to its pendant form. She was wearing light Asgardian armor in the form of a breastplate and pauldrons. She had light plates on her legs as well.

The first guard rushed at her and swung his pole arm. She shifted to the side, flicked her wrist out and yanked him towards her and did a spinning kick connecting with his chest. There was a crack as she dented in his breastplate. He fell backwards. She danced between three more pole arm blows, flicked webs as she crouched to avoid another blow them leapt up to the ceiling and yanked her webs the three guards crashed together. She flicked her wrist and caught another guard by the breastplate. She yanked him towards her and launched herself at him. Her foot caught him in the face. She released the web and he went flying several feet. She landed superhero style. She backflipped to avoid two more polearms. She crossed her arms and reached over her shoulders she launched webs at two guards and then yanked them forward. They went flying through the air and crashed into a wall. She flicked her wrists, webbing them up. That left three. Odin shouted.

"Skurge! Join the fray."

Gwen blinked as a larger Einherjar stepped up. He had a very large axe. Skurge started commanding the other Einherjar. They attacked in unison and Gwen was forced to block several brutal axe blows with her bracers. They were starting to glow. Skurge was no average Einherjar. She was having a bit of trouble now they were organizing their attacks and defenses. Skurge made a fatal mistake. He annoyed her.

"Come on little girl. Let's get this over with."

Gwen threw her wrists back and the gauntlets formed. She slammed her fists into the ground. There was a crack as the marble fractured as she enhanced the kinetic-sonic blast with her own super strength. All of the remaining Einherjar were thrown backwards and knocked out of the skirmish. Skurge managed to stay up but slid back. Bereft of his fellow Einherjar his axe was too slow to even come close to Gwen who flicked her wrist and yanked his feet out from under him with a web. She leapt through the air, and she willed the sword to form in her hand. When she landed, she had the tip of the shadowy blade pressed into Skurge's neck. He held up his hands and smiled.

"I like you."

Gwen spoke the words to shrink her blade and offered her hand to Skurge who took it. Odin was clapping again. She helped Skurge up. Odin motioned for everyone to return to their training. Frigga watched with a sly smile. Gwen still couldn't get a read on the Asgardian Queen. It was obvious Gwen had her backing. Gwen wasn't sure why. Odin looked down at Gwen.

"You are indeed formidable. Thank you. It is rare that my Einherjar are tested these days. They learned some valuable lessons. You wield your blade well. You chose wisely."

He looked at Frigga.

"My wife, I would speak with you in private."

Frigga looked at Gwen.

"Practice the forms I taught you. I will expect improvement tomorrow."

Gwen nodded and practiced for another couple of hours before deciding to call it a day and going to see Loki. She brought her evening meal with her. It was pretty common for her to show up still sweaty from her training sessions still in her armor. She had grown accustomed to wearing it. They finished their meal they resumed their back-to-back against the shield position.

"You seem tired, how did training go today?"

"Your father was there. No one told me he spends time at the training grounds to relax. He watched my whole session. I felt like I was under a microscope."

"Ah yes. I am fortunate that learning my style of fighting did not involve the training grounds. I am sure you impressed him."

"I think I did. He had me fight eleven of his guards. Though he might be annoyed at me, I broke his floor."

Loki laughed.

"Well at least now I know why you hitting me with that blasted hammer hurt so much."

Gwen lapsed into silence and her eyes closed, as ridiculous as it was, being near him made her feel safe. Loki was talking then he noticed Gwen wasn't answering. He looked at her and realized she'd fallen asleep.

"Yes, mother's training does have that effect on people."

He stood and picked up a book then sat in a chair. He'd read a few pages and glanced in her direction. His mother's form shimmered into existence.

"Loki have you seen Gwen?"

Loki smiled and motioned towards Gwen's sleeping form.

"You have exhausted her mother."

Frigga looked relieved.

"A darkness has entered the halls of our palace. I was concerned when I could not find her. She will be safer down here."

Loki stood up.

"Mother? What has happened?"

"It is what may happen. Keep her occupied down here if she wakes if you value her safety."

Loki nodded. Frigga's illusion faded out. He sat but put his book aside and his brow furrowed. He saw a pair of marauders who had been brought in earlier in the day staring at Gwen's sleeping form in a way he did not like. He glared at them and spoke.

"Careful where your eyes travel lest they be carved out of your skulls."

Loki paced back and forth behind Gwen. His threat didn't seem to have the desired effect. He closed his eyes and his form shimmered into existence behind the two marauders and spun a dagger in its hand. They stumbled backwards from his illusion. It shimmered out of existence. Loki's lips twisted into a wicked grin. The marauders who had been eyeing Gwen decided to find other things to be interested in. Loki continued to pace behind Gwen. He was slowly relaxing, then he saw a flash of red from the cell across from him and the barrier holding the marauders collapsed. He pounded on the barrier that kept him in his own cell. He shouted.

"Gwen! Wake up!"

Gwen began to stir but wasn't quick enough. The marauders who had been eying her rushed towards her. Loki narrowed his eyes. An illusion appeared they just rushed through it making it fade out of existence. He pounded on the barrier. One of the marauders reached down to grab Gwen. Loki spoke.

"I wouldn't do that if I were you?"

The marauder laughed at him the instant his hand touched Gwen's chest her eyes snapped open. Her new symbiote powered suit formed around her. The tongue wrapped around the marauder's arm. Gwen wasn't in her right mind. She'd gone straight from sleep to being sexually assaulted. The tongue shredded the marauder's arm. Tearing it off of him. Because the symbiote was in full control. Its talons extended and she started ripping the marauders limb from limb. Loki couldn't look away from the absolute carnage she or rather it was unleashing. She'd told him about her fears of what this new hybrid her was capable of, now he understood.

One of the marauders had almost escaped but the symbiote controlled Gwen launched itself at him and grabbed him from behind. Her talons tore through his armor and sunk into his chest. It ripped. Tearing his ribcage in half causing his organs to fall to the ground. His scream of terror cut short. Loki had turned away. Then he heard a roar. It had gone after a massive marauder, Loki realized it was no marauder but a Kursed warrior of the dark elves. The Kursed warrior caught Gwen's form by the neck and rammed her into Loki's cell. The symbiote tried desperately to pull the monstrosity's massive hand from around its neck.

The lack of oxygen snapped Gwen's brain out of whatever fugue state it had been in. She wasn't even sure where she was or what was going on. She did know she couldn't breathe. She reached her hand down and willed her blade into existence. As it finished enlarging it pierced the creature's gut. There was a sizzling sound as the magenta flame started to burn its flesh. It dropped Gwen and howled in pain. Gwen and her sword fell to the ground. Loki waved his hand and Gwen vanished from the beast's sight. It stumbled backwards and looked around. Swatted the air a few times then turned its head as if hearing a call from elsewhere and stormed up the stairs.

Gwen held the back of her head and groaned. The beast had managed to snap her back with its overwhelming strength so while she could use her arms her legs were not responding to her. She couldn't feel her legs. She panicked. Loki crouched behind her in his cell.

"Gwen, are you alright?"

Gwen shook her head and her mask soaked into her body tears were dripping out of her eyes.

"I can't feel my legs."

Loki punched the barrier between them. Every part of Gwen was in pain. She looked down at her hands. They were covered in blood. Her head began to turn towards the results of her symbiote's rampage. Loki cried out.

"Gwen, look at me."

He was too late. She turned away.

"It happened again. Were they Asgardians?"

Loki touched the barrier by Gwen frustrated because he could not comfort her.

"No, they were marauders. The one that nearly killed you was a Kursed. A dark elf super soldier. Something beyond even my brother. It was you or them. Obviously, your symbiote chose you."

The palace shook. Loki looked up as small pieces of rock fell from the dungeon's rocky ceiling.

"That is impossible the shield… this must have been a precursor to an attack by the dark elves."

Gwen tried to stand up again she'd started to get feeling in her legs. She pushed herself up.

"I need to help."

Loki started shaking his head.

"No, you must stay here, Asgard can defend itself."

Gwen rubbed the side of her head then bent down to pick up her sword she spoke the command word to shrink it. She leaned on the barrier between her and Loki. He put his hand over hers.

"Please, listen to me. You are not prepared for this, it is war. You will need to kill them to stop them. You're not ready for this."

Gwen looked at him.

"I will not stand by while innocents are dying."

Loki punched the barrier.

"You couldn't even stand five minutes ago. You need to stop."

The black mask and hood formed and her bracers took shape.

"Like the man says: Never give up, never surrender."

She pushed herself off the barrier.

"See you soon."

Loki watched her leave, powerless to stop her. Spider-Woman ran up the stairs. The palace was in chaos. Sounds of battle were everywhere. When she ran into a squad of armored dark elves, they initially didn't seem to understand what they were seeing. She got the jump on them. She tried webbing them up but the spikes on their armor combined with their strength managed to cut her webs. This left her at a disadvantage because she hadn't been expecting them to get free so quickly. She was forced to block several red energy blasts from their weapons. She ended up resorting to her sword. She stabbed one and his flesh began to sizzle, and the dark elven woman screeched and clawed at her chest. Her body was engulfed in magenta flames and disintegrated.

Spider-Woman stared at the remnants of the dark elf. She was in shock. One of the other dark elves shouted something in their language. The rest of the squad dropped their weapons and bolted. Whatever this sword truly was, it was an anathema to them, Frigga had been right. Spider-Woman hadn't been prepared for the impact of taking a life. She hadn't meant to kill the elf just wound it. She kept the sword in her hand, the magenta flames still licking off the blade. She let her suit collapse into her when she heard Thor's voice. He was fighting a group of dark elves. When they saw Gwen emerging from the shadow of some rubble, they shouted and fled. Apparently, word of the blade had spread throughout their ranks. Thor looked at her.

"Gwen Stacy, you should get to safety."

She held up the sword.

"They fear this, they will not fight me."

Thor looked in the direction the squad he had been fighting had fled, then nodded.

"Quickly, there are civilians in danger."

He motioned to the city. Gwen nodded and rushed in that direction. She came upon a group of children cowering from a squad of dark elves. She lept into action and landed in between the children and the firing squad. She blocked every single one of their blasts. She ran at them and kept blocking them. She finally reached the leader of the squad, when the blade swept through him, he screamed and burst into magenta flames. She spoke the words to shrink the blade then formed her gauntlets and slammed her fists together. All the energy blasts she'd blocked turned into a sonic-kinetic blast of energy. The dark elves who had remained of the squad were blasted back. They smashed through the walls of a nearby building and were not moving.

Another squad of dark elves came rushing towards her and the children. She willed the blade to form again and looked towards them. They started firing a stream of red energy blasts at her. She weaved through them and blocked what she could not evade until she was on top of them. She flicked her wrist and grabbed their leader; A web stuck him in the chest, and she yanked him towards her. The blade swept through his neck. At this point where her strikes with the weapon were muscle memory. She wasn't really thinking about it as killing them so much as stopping them from hurting the nearby children. Loki had been right. She wasn't ready for it. There was a flash of magenta flame and the body disintegrated. The other dark elves began to flee back to a waiting drop ship. All over the city the ships were lifting off.

Gwen shrunk the sword and rushed back to the children. She kneeled down in front of them.

"Are any of you hurt?"

She looked at each in turn. They were a bit dirty and scruffy looking, but none seemed to have more than a few scrapes and bruises. Gwen heard armored bootsteps and she spun around and reached out her hand. The blade of shadows formed in her hand. It was a squad of Asgardian troops. At their head was Skurge. He held up his hands to his men. Gwen looked quite the sight at that point. Her armor was splattered with blood from the marauders in the dungeon. Her hands were red with it. She was coiled and ready to strike. Skurge spoke.

"We're all friends here, lass."

Gwen stood straight and summoned her sword back to its pendent form. The troops behind Skurge visibly relaxed.

"They've buggered off for the time being. You should return to the palace. We'll take care of the children."

Gwen looked back at the children and smiled. She recognized two from the question-and-answer session with Frigga. Gwen walked towards the palace. The destruction caused by the sudden attack was widespread and indiscriminate. The palace doors had been smashed by a crashed dark elf attack craft. She hopped up the rubble and slid down the other side. Everywhere she looked were dead Asgardians. She started running through the palace. She was seeking out Frigga. She would tell Gwen what to do, how she could help. The throne room was empty. She reached Frigga's chambers.

Gwen saw her new mentor was dead. Blood trickling from her mouth. Thor and Odin were staring at her remains. There was another woman behind Thor rubbing his arms. Gwen's hand went to her mouth and tears began to drip down her cheeks. She could not imagine being the one to find her mother's body. Gwen hadn't seen her mother's body after her death, but her imagination had conjured it into her dreams. Thor looked at Odin.

"Someone will need to tell Loki."

Odin looked at one of his guards who was standing near the room's exit, his eye focused on Gwen. She spoke before he could.

"I will tell him, All-father."

He nodded to her. She did not rush towards the dungeon. This was not a task she was looking forward to, but she understood in a way only a child that had lost a parent to violence could. Tears were still slowly dripping down her cheeks. Whether it was because she'd become attached to Frigga, or because she knew how Thor and Loki were feeling she could not say. Loki saw her and rushed to the barrier that had so often separated them. She put her hand on it. He did the same. He saw her tears.

"What has happened?"

Gwen looked into his eyes.

"Loki, your mother was killed during the attack."

Loki's eyes went wide. She saw it, the same look she imagined she had in her eyes when her father told her about her own mother. He stumbled backwards. Clenched his fists and all of the furniture in his cell crashed against the barriers. Gwen knew that rage. She called out.

"Loki, stop. Loki!"

He looked at her. Tears falling from his own eyes.

"I know what you're feeling right now. It will not bring her back."

Loki stormed towards her.

"You dare presume to know how I'm feeling? What do you know of death?"

Gwen let his tone go. She knew it was just grief talking.

"My mother was murdered just over a year ago. I know exactly what you're feeling, but you cannot undo this. You want to hurt the dark elves."

He pounded the barrier.

"Your bloody right I do! I'm stuck in this cage and they… they walk around free!"

Gwen put her hands on the barrier she wished she could hug him, do something, do anything she could to calm the brewing storm inside him. She'd gone down the road he was contemplating.

"Loki, I'm going to tell you something I wish someone had told me six months ago. Before you walk the path of vengeance, dig two graves."

Loki looked at her in disbelief.

"What is that nonsense?"

Gwen leaned her forehead against the barrier.

"It means revenge will always cost you more then you should pay. It might cost you everything."

He paced back and forth.

"What do you know of vengeance?"

She closed her eyes and kept her forehead against the barrier.

"When my mother was murdered… I was angry. I'm still angry about it. Then I got these powers. I looked for the man who had done it. The police were doing nothing. So, I took matters into my own hands. I found him. I chased him down and I webbed him up. I was ready to beat him to death with my bare hands. I was so close… It has cost me everything. My Uncle Ben, a second father to me was killed during the chase. My cousin… my friend who was like a brother to me has sworn he will kill Spider-Woman, he's… lost now. I can't reach him. My father… now my father knows the truth and he shot me rather than let me get away. Do not let your lust for revenge destroy what you have left."

Loki looked around his destroyed cell.

"Tell me Gwen, what do I have left?"

She lifted her head to look into his eyes again.

"You have your life. You have hope you will be free one day. And I hope you consider whatever this thing we're doing between us worth keeping. Because I do not want you to die. I've already lost too many people. You're basically all I have left now."

Loki held up his hands.

"I need time."

Gwen held up one hand in a sort of farewell. She did not look at the aftermath of her symbiote's berserker rage.