"Have… have you ever dealt with anything this big before?" Peni asked as SP/dr fired off a webline, launching the two of them across the skyline. She looked down at the streets below, hating that they weren't going down there to help. People were panicking… and why wouldn't they be, with Skrulls streaming out of the many portals that were still opening up throughout the city. Granted, they were dressed rather oddly, in ornate robes, but they were still Skrulls. 'Though my Skrulls are far different from these ones too so I suppose I can't judge,' she thought to herself.

People were panicking in Nueva York. But they couldn't help them.

The first time they'd tried…

She forced herself not to look at the right leg of her mech; despite the fact that she knew it was gone she would still see in her mind's eye the dark stain that had come from the citizen throwing a beer bottle of her, screaming at her to go away.

It wasn't just Skrulls that were causing terror. Spiders were fighting each other; Peni, Noir, and Ham had passed by two spiders battling in a construction yard, having wrapped up glowing steel rods with webbing so they could hold them and clashing them against one another as they struggled. She didn't know what exactly they were fighting about and when she'd considered turning around and trying to stop them Noir had pushed her on.

"We can't save everyone," he'd grimly told her. "And right now Miles is more important."

Peni hated that he was right.

"No," Ham said, bringing her from her thoughts. "Never anything this bad. Worst we ever had was Galactus trying to eat the planet… but we just made him a giant Hostess Fruit Pie and that settled that."

"Something tells me a Fruit Pie isn't going to help here," Noir said. "No matter how lip-smacking good such a morsel would be. These pinheads are all screwed up wrong, ready to come out with dukes raised and they ain't gonna stop till their knuckles are bleeding."

"Man, that is a lot of old fashion slang."

Peni turned… and blinked to see a figure riding on a flying taxi.

At first she thought he was a Spider, based on the outfit. Yes, it wasn't red and blue but there were plenty of Spiders who had garish outfits. But his was a mishmash of ugly colors, green and hot pink with some oranges thrown in as well. And he was far more heavily armored than a normal Spider, with a bandoleer and sheathed swords and holsters for his guns. But what was probably the most odd was he was eating a grinder, masked lifted up as he sunk his teeth into his meal.

"And that's coming from a guy who snagged his lunch from the Gangland District," the newcomer said casually, taking another messy bite out of his sandwich. Peni nearly hit a building staring at him, quickly adjusting her path. Ham DID hit the building but with his structural makeup all it did was turn him completely flat before he peeled himself away, stuck his thumb in his mouth, and blew so he inflated back to normal. "Everyone is always bitching about that place and don't get me wrong, it is annoying that literally EVERY shop owner is Al Capone. I mean, come on, there were other gangsters! And don't get me started on the strip clubs. You see a shapely leg, an ass wiggling about, and you think, 'okay, should have brought my red pants and also I should see a doctor about that, can't be natural' only for the stripper to fully come out and its Al Capone! Sure, I finish but it's the principle of the thing!"

He turned to them, wiping a bit of sauce from his lips.

"Anyway, what was I saying?"

"… a lot of things," Ham stated.

"I mean specifically but whatever, Hamhock." The figure shrugged and bit into his sandwich only, to Peni's disgust, forhim to keep talking. "Right, I remember know. Sandwich. People complain about Gangland but man do they make a good grinder! The trick is getting the condiments right… I don't just mean the taste either. Its all about the amount. Chris always bitches that when we get Crazy Bread that they never put enough of the parmesan, butter, and garlic on it. And you know… he's right! Don't let him know that, okay?" And the figure reached into his boot and pulled out a glowing knife. "I mean it. Don't. Let. Him. Know. That."

"Uh, yeah," Noir sad as he began to swing away from the strange man, Peni and Ham more than glad to break away from the knife-wielding motor mouth.

But in response the odd figure just tapped the window of the taxi, pointed, and it banked to follow them.

"My point," the man continued on, as if they hadn't been trying to flee him, "is that sometimes you want your sandwich to be sloppy. Just dripping with sauces that you can sop up with your fries or maybe a roll or a pickle though that last one really doesn't work and I am referring to an actual pickle and not my dick. Though I have been told mine does slightly resemble a pickle which makes no sense because I've been tested." He suddenly twisted to look at Peni. "You're legal, right?"

"…no," Peni said, not wanting to know WHAT he would do if she was. And honestly she had no idea if she WAS legal in Nueva York or anyplace else for that matter.

That made the man throw back his head and let out a scream of frustration. "FUCK!" He quickly turned back to her. "I don't mean you! I'm into all sorts of things but that is NOT one of them!" He let out a huff. "Damn it, now I'm going to have Spider-Chris Hansen show up!"

"I am only following a tenth of what he is saying," Noir stated.

"Better than me," Peni said, not sure how they had gotten to this point.

"Right, right… also stop freaking out… no, wait, that's next. I'm Timepool."

"Time…" Peni's eyes widened and she moved towards a roof, needing someplace stable to stand. "A Deadpool variant."

There were MANY things about the Society that Peni no longer agreed with. That disagreement had been in her mind for a while but it had only been while Ham and Noir had sat down and talked with her, getting her to finally see how wrong things were, that she'd been brave enough to accept them. It hurt her heart that it had taken that and not Miles' injuries to get her to see the light. But… there were many things she no longer agreed with. Policies. Plans. Strategies. Missions.

'But avoiding any variant of Deadpool is a VERY good policy to have!' she thought.

"See, I told you not to freak out!" Timepool complained, leaping off the taxi and tossing the driver his sandwich. "Keep the change!" he called out, ignoring how the droid flipped him off but oddly kept flying away all the same, rather than demanding his actual pay. "Hey, so are there other versions of me in your realities?"

Peni grimaced, thankful Timepool couldn't see her face. There was one… the Mech with a Mouth. One of the first attempts to make SP/dr, her Aunt May had tried to imprint her own mind on the machine, so that she could control it telepathically. Instead the machine had gone mad, believing it was both Aunt May and not, and now ran around attacking for anyone that could pay it. And because the Mech with a Mouth was crazy what counted as 'pay' was always changing. Some weeks it was actual money. Other times it was junk. She'd had to stop it once from trying to kill a 7 year old because another boy had paid the Mech with a cookie.

She saw that Noir and Ham were also ill at ease thinking about their Deadpool variants, and also clearly not in the mood to discuss them.

"Fine fine, its all about you Spider People, isn't it?" Timepool complained. "Everyone forgets that when we sent that Spider into the chronal stream I looked into the Vortex and gained my powers… everyone's too focused on Chris!" He let out a huff. "Letting him do things like go to boring meetings and fill out paperwork and why am I complaining about this again?" He scratched his chin before pulling his mask down. "Ha! Let them focus on Chris! I get to have all the fun!" He drew out two katanas, crackling with energy, and took a step forward. Peni and her friends braced themselves for the strike. "And you know what is really fun?"

Peni braced herself.

Timepool… slammed his swords into the roof and hung his holsters on them before sitting crosslegged before them. "Sitting down and having a deep conversation about life and how we all came to this point!"

That made the young woman blink.

"Come on, come on, sit down!" Timepool said happily. "So, I explained how I ended up here. Looked into the Vortex, it blasted me with energy, now my body is forever wrapped in temporal energy that both keeps me locked in the moment when I did that while also letting me see up to a minute into the future. Also you're welcome Noir." The Spider in question frowned at that. "So, what about you guys?" He reached into his bag and pulled out some colorful taffies.

"Oh, I'll have some!" Noir said, holding out his hand for a chance for more colorful treats. "Thanks."

Timepool didn't respond and Peni realized it was because he already had. And everything was beginning to hurt and she tasted copper. A standard reaction when dealing with a Deadpool.

"But what about you three? Spider-Society is falling apart, my world's Avengers are happily helping make the cracks bigger, and you three are just swinging about? So… what are you really going after?"

"None of your business," Noir said, which would have been more impactful if he wasn't eating candy.

"Aw, you can tell me!" Timepool said and she wasn't sure HOW he made his mask's eyepieces flutter… or grow eyelashes… but they did all the same.

Peni frowned… finding that she actually DID want to tell him. To confess everything. Not to a sympathetic ear. Not to someone who knew she was a 'good person'.

Just to someone.

So… she did.

She told him about how the accident on Miles' world had caused her to end up in his reality. How she had tried to help him and how she and the others had been… hard… on him. How now she saw that their training had been utter crap but they had been so scared and she didn't know what else to do to get him to be Spider-Man… and only realized far too late that what he had needed was what she had always wanted: someone to take her hand and tell her that she was good enough, right there. That maybe she would get better. Maybe she wouldn't. And that was okay.

She talked about how she had returned to her world and worked to repair SP/dr. Of the rogue mech that had killed her aunt. Of being found by Miguel and convinced that what she had gone through was a canon event and that… that made her feel better. For a time. Until Miguel began to demand more of her. So much more. Until she forgot how to smile because why smile when every day all you saw was the bad? How he had guilted her into not doing what she knew was right. How her dreams were filled with her father's disapproval.

She spoke of Miles arriving and instead of seeking him out she'd remained hidden… like a coward. That the only time she'd been brave was actually coming to Miguel's summons and telling Miles he should be a coward like them and let his father die because it was 'easier'. And how she had been a coward and helped chase down the young man that had SAVED HER because… because Miguel said she had to.

"And… now I'm here."

Timepool was utterly silent.

And that terrified her.

"Peni…" Noir said. He knew almost everything. She'd told him an hour or two ago at most. Had… had it truly been that long? It didn't feel like it. Yet it also felt like it couldn't be that short of a time. That it had to have been centuries since they had been at the café.

"That… is some heavy stuff," Timepool said and Peni frowned at the way his voice took on a mocking tone. "Sorry, I'm not trying to be an ass. This is just how I always sound." She didn't believe him. "I mean… wow. You have gone through some shit. Almost as bad as being horrifically scarred after watching your mother die and thinking your best friend did it. Or struggling to keep your company together after you wife passed away and you are worried about your son because he only seems to like to party rather than actually work hard like his best friend. Or being so hungry that you go insane unless you are fed so you are driven to eat and that makes everyone call you a monster."

"Yeah, we get it," Ham said dryly. "Doctor Doom, Green Goblin, Galactus."

"The last one was actually yo mama," Timepool replied innocently. "As in 'your mama so fat she make the Kingpin go "bitch, you need to get on my diet!"." He looked at the others but Peni didn't smile. Nor did Ham or Noir. "Meh, give it time, you'll get it!" He clapped his hands together. "My point is that you need to stop being so glum and thinking you are the only one having a bad time. Because I promise that isn't the case. Everyone has a shit life. Life is just a bunch of shit and some of us have a bit more niceness that keeps us from going insane when it comes to such shit. So no more itty bitty pitty titty committee and you are underaged, just remembered that, please ignore the titties, I promise to do so as well."

He paused before groping his chest.

"Your's, not mine," he stated.

"It must be weird for you not to be the craziest person on the roof," Noir stated to Ham.

The hero merely glowered at Noir before sighing and nodding his head in agreement.

"Now then… what do you plan to do now?" Timepool asked. "And more importantly… why?"

"I'm going to find Miles and help him however I can," Peni stated.

"And why?"

"Because he's my friend."

Timepool though shook his head. "Nope, that's not the right answer. Why are you doing this?"

"I just said-"

"And I told you it was wrong! Try and keep up! I was nice and avoided the long drawn out fight sequence least you can do is be honest with me."

"Listen, numbskull," Noir said, finally getting up and taking a threatening step towards Timepool, "I don't know what you are trying to do though I'm beginning to think you might be just trying to stall this all out so that one of your buddies can pull a Buffalo Slide on us. Well, I'm not playing that game of pool. So get up and let's see whose fists are better."

"That… was a lot of slang."

And then Timepool was on Noir, the monochrome man just barely managing to avoid the blow. Peni winced even as she got SP/dr up, seeing that Noir was in serious trouble. While he was a brawler he was able to move pretty well; he didn't plant his feet like he was a tree, remaining in a single spot like so many Americans did. But he wasn't as limber and quick as Timepool, who kept finding ways to get around him. Worst, when Ham tried to help out Timepool reacted not just like he had a spider-sense but that his was far superior. He dodged blows but also directed them right at Noir and Ham, causing the two to keep hitting each other.

'But he forgot about me,' Peni thought as she slammed into Timepool, activating the hidden webnets in the mech to try and wrap him up.

"What I wanted to know," Timepool said even as he snapped some of her weblines and leaped over a mallet shot from Ham, "is why you are going to your friend?"

"I said-"

"For him?" Timepool asked, cutting her off. "Or for yourself?"

That made Peni pause.

"Are you doing it because he needs you… or because you hope that he needs you so you can feel better about yourself?" He got around her and slammed the back of her mech's leg with one of his energy katanas, causing the joint to fail and send her to the ground. "Just food for thought."

And with that he leapt away from them, landing on the edge of the roof.

"…what is with this guy?" Ham asked, tilting his head. "Hey! For some invading army you sure are chatty!"

"Invading army?" Timepool asked, amused. "This isn't an invasion… certainly not a Secret one because that sucked both in the comics and on Disney+. I mean, come on, did they even have a gameplan or was it just "Well, we have Daenerys and Samuel Jackson… that will be enough to make everyone happy right?" I am like 78% sure that's exactly what the conversation was. Then they snorted some cocaine and greenlit The Marvels." He held up his hands. "Don't get me wrong, I have no problem with the cast… I just question having such a boring script. I mean, come on, give Carol some meat to chew on rather than a bunch of bones!" He shrugged. "Or a better actress. Man-Thing is less wooden than her."

"I am not following any of this," Noir stated.

"I don't think any of us are," Ham commented.

"Sorry, I get off track. Kind of like all of you." Timepool shrugged. "You know, like how you are supposed to be saving people, helping people, instead of finding ways to make your 'guilt' feel a bit less icky. Instead of using your brains you let someone else think for you. Instead of siding with your friends… you side with power?"

Peni winced at each comment.

"This isn't an invasion. Its an intervention."

Timepool paused.

"But not for coke because thank god I love that stuff. Think I'll go get some 3d printed cocaine right now from my Disney+ 3d Printer, produced to advertise "The Last Last Last Last Last Last Last Jedi"! See ya!"

And with that he leapt off the building, disappearing.

And Peni just stood there.

"…Pen?" Noir asked softly, placing a hand on her mech's shoulder. "Pen?"

"…why are we doing this?" she found herself whispering. "Why have we done any of this?"

Her friends had no answer.