Gwen woke up. Judging from the tint of the closed curtains, it's dawn. Too early… When she faced the window, her attention was brought by the sleeping girl next to her, and that's when her mind finally caught up with the situation. Peni had opened up to her about something that was tough for her to share, and Gwen wants to be there for her, like how the other girl was there for her when she opened up about Peter. Gwen took a better look at Peni, who was laying on her side and facing her with a sleeping expression that looked as if it never wept. Looking at it felt therapeutic, so she chose to keep at it for a while longer before falling back asleep.

The next time she woke up, the blue tint from the curtains showed it's well after dawn, but Peni was still asleep. Still too early. Not wanting to risk stirring her, Gwen very slowly sat up, propped herself against the sofa bed's backrest, and indulged in the peaceful environment of her new friends sleeping in the living room. It was nostalgic and reminded her of her younger days.

It didn't take long until Peter Benjamin woke up from a nearby bed. "Morning," he greets in a whisper after noticing her. "You alright?"

"Yeah, just relaxing," She whispered back.

"That's good." He looks at the sleeping girl next to her. "How's she doing?"

"Did you hear the conversation last night?"

"…Yeah, I did."

"Well… she managed to sleep, so I think she's doing better."

"I hope so. Take care of her, will ya? She's fond of you."

She smiled. "I will."

He smiled back before beginning to leave for a walk. "I'm going out for some meditation."

Some time later, Peni finally opened her eyes and laid her eyes on Gwen who was sitting with knees up, though her eyes were closed. "Gwen?" The girl in question hummed and turned to see her awake. "Morning." Gwen yawned a morning back. "What are you doing sitting?"

"I'm uh… just appreciating life. It's peaceful. Um, how'd you sleep?"

"I slept well," she said as she sat up as well and began stretching. The stretching exposed the skin of her lower torso, which Gwen eyed. She then finished stretching and took a look at the other girl in her hand-me-downs. "You look small in those."

"I know. I ain't complaining though; it's comfy. Might still get more clothes for myself though. We should definitely get some new clothes for Peter. Those sweatpants are probably giving May nightmares."

Peni laughs out loud before suppressing it in realisation that there are other people still sleeping. She continued whispering. "Thanks for last night. I really needed someone to talk to."

That answers the question. That relieved Gwen. "It's no problem."

As much as Peni wanted things to stay the way they were for a while longer, she forced herself out of bed since she was tasked with a job that she wanted to get out of the way first. "I'm gonna go make the goober now."

"Oh. Cool, I'll see you later."

"Yeah. See ya."

Throughout the day, the living room was back to the way it was when Gwen, Miles and Peter B. had first arrived. Everyone was hanging around whilst waiting for Miles to arrive. Peni eventually joined the others in the living room with the newly manufactured override key, and accepted Peter B's offer to hold onto it for safekeeping. The longer Gwen stayed in this place that reminded her of Peter, the more she got used to it. If she didn't have these new friends who distracted and comforted her, then she probably would've been miles away by now.

Speaking of miles…

There was frantic knocking at the door, and Peter B. went to open. He didn't expect to be met with Miles who was panicking about his uncle being Prowler; frankly, no one expected it. The others try to reassure him that it'll be okay.

What wasn't okay was that he was followed.

Everyone's Spidey senses tingled. By instinct, they all put on their suit and mask, except for Peni since she didn't have her own. The doorbell rang again, before the door was broken through by a tentacle; it was Dr. Octopus herself, aka Liv.

"Cute place. Real homey."

To make matters worse, even more bad guys show up: Tombstone and Scorpion.

May knew there'll be a fight, but she didn't want the arena to be her own house. "Would you mind taking this outside?"

"We don't pick the ballroom, we just dance," responded Peter Benjamin while cracking his neck.

"We don't have to dance," said Liv, "We're just stopping by to get back what's rightfully ours. You know, my computer? Pretty ironic of you so-called heroes to be stealing."

"Uh, I like to think of ourselves as more like Robin Hood," corrected Peter B, "you know, stealing for the greater good and all."

As Liv turns to him, her eyes catch the override key hanging around Peter B's shoulder. "Ooh I think I'll be taking that. It's only fair since you took from us."

As the fight for who gets the override key started, Peni tried to take cover behind one of the sofas. Thankfully, there were more of them than there were bad guys, so the latter already had their hands full to notice her. She can only rely on her physical strength and Spidey senses as her robot was stationary in the shed's basement. Though she was thankful for her psychic link with Bitsy, because as the latter was made aware of Peni's situation, she was already booting up the robot and delivering it to the living room within seconds. Peni silently thanked her before piloting the robot herself.

A new opponent appears: Prowler himself. As the living room was destroyed—bless May—the fight extended outside, and Kingpin was watching it unfold from within his limousine. The Prowler wasn't involved in the fight for very long, as he gets shot by Kingpin for not obliging to kill his own nephew. Peter B. prevents Kingpin from shooting Miles as well, giving the boy the chance to flee the scene with his wounded uncle.

It was at this point that Kingpin realises he's in a losing battle against these Spider-People; his own team was outnumbered and clearly more battered. But an idea popped in his mind when he saw May on the sidewalk watching as well. It was time for him to play a dirty card.

Making sure that no one was in his way, he grabbed her and pointed a pistol to her head, causing everyone to seize the fight. Peter Benjamin was about to wield his own revolver until Kingpin stopped him. "Point that thing at me and I'll shoot. You come any closer, I'll shoot." The rest of the bad guys regrouped near Kingpin and waited for him to continue. "I'm only going to say this once: give us back the computer."

There was a moment of thoughtful silence between everyone, but Kingpin urged them to hurry by pressing the pistol against May's temple. She was getting more scared.

Peni eyes the limousine before speaking from within her robot, "If we give it to you… Will you let go of May, and leave us alone?"

Another moment of silence.

"Sure."

One more moment of silence. Peni wasn't satisfied with that answer, but it still seemed like the safest course of action that would most likely diffuse the situation. The robot's windshield opens, and she begins exiting. "Fine. I'll bring it."

She sends a thought to Bitsy:

"Hide in that limo and stay there, but don't be seen."

The robot shuts down as both pilots leave; the small girl walking towards the shed, and the other discreetly crawling around the villains to get to the limo. Sooner than later, Peni returns with the computer in her arms. She walks towards Liv and places it in her hands before taking a step back.

When the fight was expected to end there, Liv whispers to Kingpin, and he then turns to Peter B. "And the goober, around your neck. Hand it over."

Peter B. took a moment before giving in. "Okay." He warily took off the override key, and as he began to walk over, Kingpin stopped him.

"Stay there. Let the little girl hand it over." He wanted to play it safe by having a seemingly defenceless girl give it to him instead of a Spider-Man.

Peni got nervous, and then Peter Benjamin intervened. "That doesn't have to happen. I'll give the goober."

"No. It has to be her."

Gwen tries to take Peni's place as well. "How about me? Let me give it."

"Don't make me repeat myself. And I don't want anyone else getting closer."

Peni takes a breath before slowly walking towards the three Spider-People and taking the key.

"It'll be okay," Peter Benjamin whispered with a hand on her shoulder.

"The moment things go south, we've got your back," comforted Gwen.

Peni looked at them. "Okay… Thanks.."

The little girl slowly walked towards Liv and placed the override key in her hands. "Good girl," Liv comments, clearly patronising the girl.

"A deal's a deal. I won't kill your May." He releases May, and the woman quickly makes her way to the other side.

Kingpin eyes Peter Benjamin and Gwen, as if he was up to something, and he was. While it looked like things were beginning to get better, the Spidey senses of all the Spider-People went on full alarm.

…But I'll kill another spider, the big guy thought to himself.

So much happens in the next moment. Peni trying to move out of the way; Kingpin swiftly pointing his gun at her; all the Spider-People trying to shoot their webs at the gun to pull it away from its target; Kingpin pulling the trigger.

Peni was shot.

She slammed against the floor with a wail. With the pistol no longer being a threat as it was already pulled out of Kingpin's hand, Gwen thrusts herself towards the girl.

"You're fucking dead!" Peter Benjamin raged, wasting no time wielding his revolver. Tombstone was however quick enough to shoot the revolver off his hand, and continued holding him at gunpoint.

"We're leaving." announced Kingpin. With guns still readily aimed at the Spider gang, the villains backed into the limousine and drove away.

Peter Benjamin, still blinded by rage, opted to chase them down, but May brings him back to his senses with her yelling. "I'll get the blankets!"

Gwen took off her mask and knelt to the crying girl who's lying there in the growing puddle of warm blood drying up on the cold sidewalk. To simply put it: she was flat out terrified. But she mentally shook her head from the shock; Gwen needs to tend to her. The gunshot injury looked like it was on the left side of her torso. She was quickly joined by Peter Benjamin, who also inspected the injury. The other Spider-People crowded around.

"Peni," Peter Benjamin warns, "We're gonna turn you over so the wound is away from the ground. Okay?"

Peni looked at them in tears, an expression Gwen hoped to not see again since last night. She shut her eyes and just nodded.

He told Peter B. and Porker to come over and help them move, and then prepared the girl next to him. "Ready, Gwen?"

"Yeah."

They began turning her body. It hurt Peni very much to simply turn, and it hurt them just as much to cause the pain, but she's on her side now. Gwen keeps Peni's head level while Peter Benjamin holds her hand. "May's coming with blankets," he reassured, "just take deep breaths for us."

Peni tries taking advice while Gwen watches over her. The blood starts sliding down her stomach and soaking her clothes even more.

Peter turns to Gwen. "Hey, it'll be alright."

"Huh?" She then realises she was also shedding tears, and quickly tries to wipe her face. "Right."

May reemerges with a blanket, ordering the others to help her tie it around the little girl's waist to suppress the bleeding. Despite the more pain it delivered, they successfully covered the injury. The elder woman gets up to rush to the shed. "Bring her to the shed. I'll take a closer look at her."

"I'll take it from here," Peter Benjamin offered. Gwen watched him ever so delicately lift the smaller girl in his arms. "You'll be okay, sweetie," he says gently, as if he never had bloodlust just a minute ago. Peni simply looked at the two people tending to her, and then closed her eyes.

She sent a thought to Bitsy that she's alright.

While the limousine was still in motion, Bitsy crawled her way into the car boot and, while out of sight, was able to eavesdrop.

"Why'd you think killing that little girl was a good idea? Wouldn't that have just escalated the fight?" asked Liv whilst holding an ice bag against her cheek.

Kingpin responded with a stern look. "Those Spider-People aren't going to stop bothering us about the collider. We'll be expecting them the next time we run the collider, so the less of them there are, the better.

"Also… that Spider-Man with the hat, and the Spider-Woman… They seem protective towards that girl. I wanted to give them a taste of what it was like for me to lose my family."

"So, we got what we wanted from them," Scorpion said, clearly more bruised like Tombstone, "So they're no longer a threat to us, right?"

"Oh, they'll come back. In the meantime, we'll make sure Liv takes better care of her computer and not leave it unattended." Liv huffed at that remark. "It's a good thing we took care of their goober as well, so they're back to square one." He focused on the override key in his hand before crushing and grinding it with his two fingers. "We have at least a couple more weeks until we run the collider again. The lab and control panel haven't been fully repaired from the last time it caused an explosion. In the meantime, we're raising the security at Alchemax so no more spiders break in."

Meanwhile in the shed's basement, everybody distantly watched May nursing a Peni who's lying on her side on a table. A couple of grunts and moans were heard from her. Peter B. and Porker were worried, but Gwen and Peter Benjamin were feeling tenfold; her leg was bouncing in anxiety.

After what felt like forever, May approaches them. They didn't bombard her with questions, and instead listened to the doctor's opinion. But she smiled. "She'll be okay. Thanks to her moving before the gunshot, and thanks to you guys using your webs to pull the gun away, the bullet cut through her without touching anything vital, and it went clean through. I closed the wound with stitches and covered it in bandages. All she needs to do is to avoid opening the stitch while it helps seal the skin, wait for the body to heal itself, then she'll be good as new. Thank God for Spidey senses, right?"

An immense relief was felt between them all. "Where did she get shot exactly?" Gwen asked.

May pointed to a specific spot on the far left side of her own waist. "Now, she's gonna have trouble sitting down, getting up—in other words, doing anything that involves her twisting and bending. So, make sure you'll be there to help her. She should get better in a month. Say, where's Miles?"

Peter B. scratches his head. "Oh. He uh… took off with Prowler somewhere."

"What do you mean 'took off?'"

"Well, Kingpin shot Prowler, so Miles took him somewhere. Don't know where though."

"Why would Kingpin do that?"

"I don't think he was real jazzed about Prowler not wanting to kill Miles. We'll look for the kid."

"Well, you better do it soon, but come say hi to Peni first."

They crowded around Peni, who looked back at them with a smile, though she clearly looked exhausted from the pain.

"How're you?" Peter Benjamin asked as he stroked her hair.

"Not great. But I'll recover, so yeah." Peni looked at Gwen. "Hey, Gwen."

It was hard for her to smile back. "I'm so sorry…"

"Don't be. You still had my back. It could've been worse."

"…Right." She so didn't want to think about how it could've been worse.

The injured girl looked at Peter B. and Porker next. "Thanks for being here for me." Then she looked around. "Hey… Where's Miles?"

Peter B. filled her in on Miles being somewhere with Prowler. "So, here's the plan: We find Miles and Prowler, then we break into Alchemax again to get the stuff we need to make another goober, and then keep training the kid until the collider runs again. Any objections?" Peni raised her hand in objection. "What's wrong with my plan?"

"We can just skip breaking into Alchemax." As everyone looked at her, she had a shit-eating grin. "Last night, I backed up all of Liv's computer onto my robot."

She was then showered with praises from her friends. "Wow, you're amazing, kid," Peter compliments.

"Thanks. Also, Bitsy is hiding inside Kingpin's limo. She'll try to follow him around and keep me updated on the collider. Right now, the lab is still being fixed."

She received further praise, with Peter eating his words. "Really? Well then… I guess I take it back; Bitsy's more than just a pet." That made Peni grin in pride. "Anyway, any idea where we can start searching for Miles?"

"I do," Gwen inputted, "We go to the same school, so we can check the dorm."

Peter B. nodded and decided that was a good first place to look.