c13.2

# # #

(Gwendolyn Stacy)

Gwen watched as Jean didn't take any chances with Peter and anesthetized him and put him into heavy cuffs. She made him float toward Gwen and she loaded her boyfriend on her shoulder in a fireman carry, she didn't even feel his weight. *Having superpowers sure rocks.*

"He is kinda tough. I don't think I could beat him in pure combat yet." Jean commented as though she was disappointed by the results of her battle.

Gwen felt that she made a good showing, but Peter was rather strong too and a quirky opponent. The thought that he didn't even believe her a threat was grating and kind of made her want to slap him for it.

"Yeah, he was really strong but also reluctant to hit me." Jessica piped up, massaging her collar bone where Peter shoulder checked her.

Jessica chuckled and looked at her blonde friend who seemed a bit dejected. "He didn't even look mad at Gwen."

Jean said absently, "No, he didn't. Deep down he doesn't feel that he is worthy of Gweny." She was fixing the damage from their battle in the garden.

Gwen frowned at that. "How do you know that?" Jean had always been making statements like that but today it bothered her. Jean always presumed to know how someone felt or thought… then something dawned on Gwen.

*Is Jean a telepath?* She shouted from the confine of her own mind.

Jean flinched then, as though she'd heard something. Sighed heavily she said aloud to Gwen, "Well, surprise, I'm a telepath."

Jumping at the revelation, Gwen floated in the air with her unconscious boyfriend on her shoulder. "The fuck!"

Jessica intervened. "Language! What would Mrs E say?" Jessica poked Gwen between her breasts.

Looking rather sheepish, Gwen put a hand on her mouth. "Oh, sorry."

Still fixing everything, Jean spoke. "I'm sorry to have hidden it. But I don't tell everyone that I am a telepath for good reason. For example you are already evaluating all the conversations we had and whether I influenced you in any way." She didn't even have to look at Gwen to hold a conversation with her.

Gwen was indeed doing just that- remembering how they met, every time they spent time together, the sexual attraction she felt for Jean. "Huh… you wouldn't use your powers on me right?"

Jean stopped working, turning to Gwen and told her with sincerity. "Gwen, you are one of my best friends. I would never betray your trust that way, I don't use telepathy on my friends or family without their permission."

At that, Gwen released a sigh of relief. Then she perked up as something that was obvious struck her, it would explain everything. "So that's how Jessica knew you were alright!"

Jean smiled. "Yeah, when I escaped she was the first to know I was in Egypt."

Part of the plan needed to happen in Jean's so called base, she now knew the redhead could teleport or traverse great distances thanks to physics breaking powers. "That's where we are going, right? Your base there."

*Powers are bullshit.* Gwen thought.

"Yeah there's a story I need to tell you about how I came by it. But first we must go look for Elektra sensei, May and my mom." Jean said and turned away from her friend, she held her hand before her and a golden portal came into being near the tool shed in the garden. It gave a view into some kind of prison that Gwen found scary. She looked at Jean who looked rather serious as she was fixing Peter's house with her telekinesis.

Then she turned and entered the portal with apprehension. *I hope Peter will forgive me.*

# # #

(May Parker)

Egypt Base

December 18th, 1996

08:02 PM (New York time)

"May, I assure you that Peter is fine." The redhead explained for the second time.

May was having none of it, though. Gwen had told her how Jean came up with a plan to take down Peter. The older woman had figured out something was wrong with her nephew two months ago, his behavior steadily worsening. "But you are holding him in that prison and-"

"I respect the abilities of your son." Because yes at this point, Peter was her surrogate son. "Peter is a genius and I need those installations to hold him, but as you can see I provided accommodations to keep him comfortable as the influence of the symbiote is wearing off."

They were in the command center, and Jean pushed a button, the screen lighting up,showing Peter asleep on a king sized bed. The young man was stirring as well. He stood, blearily looking around him. Then, as if he flipped on a switch, Peter stood up and tried to exit the cell to bounce up on the forcefield. His palm covered his nose as he held on painfully, glared and began to punch on the forcefield with all his strength.

May looked at the redhead and shook her head in disgust. "May I think you need to go see him, maybe with Gwen before he hurts himself."

The older woman acquiesced at that, Jean stood up and invited May in following her. As they exited the room, May observed the girl, she was clearly different from before. Taller, older and with confidence bordering on arrogance. There was something hard and fiery about her, a feeling that this young woman was more than she seemed.

"Haha!"

May glanced behind, watching as Gwen flew to them, giggling when she landed on her feet. She was followed by Jessica who ran after her.

Jean turned and poked her with a finger. "Gwen no flying in the corridors!"

Gwen grinned at the redhead, tucking a stray lock of hair behind her ear. "Sorry."

Sighing, the redhead put a fist on her hips."You don't look sorry…"

Gwen blushed and turned her head toward May, trying to ignore her friend. She took the older woman's hand in hers. "May, we're going to see Peter."

May nodded. "Yes, we need to get to the bottom of this."

Peter had told May how he'd gotten his powers when Gwen and the others forced him to do it. Since then his aunt had tried to stop him at first, not wanting him to get hurt, then she saw the good he did and thought that it may be an outlet to cope with Ben's death. However, when his friend- the redhead- was taken, he'd become more ruthless after Jean. Not to mention,he changed to an all black costume that didn't look heroic. Peter's reputation had taken a dip after the brutality he displayed was shown- the Daily Bugle was having a field day.

The blonde put on a brave smile. "We… we need to speak with him. May, I'm not gonna lie. But it's going to be bad, j-just don't cave-in to his demands, okay?"

"Think of him as an addict in detox, that's what the lingering influence of a symbiote is like." Jean added.

May stared at both the girls, noting their serious expressions. She nodded, but she thought deep down that she could get through her nephew. They took their time coming here, but five minutes later they were before a hatch door made of grey metal. Jean went to a keypad on the wall and typed a series of numbers.

The door opened with a hiss and the hatch doors parted. There was no one to wait for them in the receiving area with the mounted turret weapons on each side of the cell's entrance. May wanted to shrink at the sight but refrained, wanting to be strong for her nephew. They entered the cell block, looking around and finding the place rather utilitarian and creepy.

There were disused empty cells with traces of blood inside and other things. May pinched her nose, the tangible smell disgusting. Jean noticed and just waved her hand. With that, the smell disappeared with the blood and disgusting things inside each of the cells they passed. May found her power rather handy and reminded herself to contact Jean if she needed to have a place completely clean, she would bribe her with food, the girl was a glutton.

She smiled brightly when they finally arrived to Peter's cell, but frowned as she saw him attack the invisible barrier like a demented man. "Peter!"

Peter's face broke into a hopeful expression. He put the flat of his against the barrier and pleaded, "Aunt May! Please, help me get outta here!"

May who had promised to not give in succumbed to the pitiful state of her nephew, turned to Jean and asked, "Jean can you…"

She was met with an instant refusal."That's out of the question."

Peter's mood shifted to rage again, and he punched on the forcefield and shouted, "You bitch! Let me out!"

May would never forget what happened next. Jean simply caught fire, no it was like she was fire incarnate. The other girls took May and stepped back from Jean who looked at Peter with a predatory grin. "Hey, Pete. Still wanna fight?"

He said nothing, simply looking overwhelmed by the changing form of the girl before him. He calmed down, his instincts without a doubt telling him that he wasn't her match. May was a tad scared herself, and when she looked around, she could tell the other girls were too.

The flame slowly dissipated, returning inside Jean's body. "That's what I thought, so… why don't you calm down and take a seat?"

From the ground in his cell, Peter watched as a chair was being grown from the stone ground. His gaze moved from Jean to the chair. Then he released a sigh and sat on it.

"Good." Jean nodded her approval, then continued, arms crossed = under her breasts, "Peter, I know you don't like me and that I'm the wrong person to tell you what to do. But the path you are taking will lead you to being alone and despised. Before it's too late you should confide in your aunt, you cannot live like this for long."

A frown played on Peter's lips. "What are you talking about?"

Jean exhaled in frustration, and she turned to May, looking at her with a meaningful gaze; then the redhead turned to Peter. "It all comes down to Ben Parker and how you think it's your fault that he died."

Peter stood up from the stone chair as if struck by a mighty blow. Jean shook her head and stepped back, as May walked up in front of the forcefield. Her eyes blurred with tears, "Peter, really, that's what you think?"

May was beginning to understand what was happening- this wasn't just keeping Peter safe after what happened with the symbiote but an intervention for him.

"I-I…" Peter was torn, looking between May and the other girls present.

Jean understood and coughed loudly, catching May;s attention."I think we should leave and give Peter and May some space, girls."

Jessica stared into Jean's eyes, seeing she was serious. "Huh, yeah you might be right."

It was Gwen that was reluctant. "But Jean, I…"

"Gwen?" May called out.

A subtle message between the older woman and Peter's girlfriend was sent out. Gwen sighed and understood that it wasn't her place to come into their family matter. "Okay, yeah, let's leave them alone."

The three girls left, deciding to wait at the entrance of the cell block. May turned to her nephew and said, "There Peter, you can speak now. You clearly have something on your heart."

Tears slowly flowed from Peter's eyes. "It's my fault, it's my fault aunt May."

May wanted to go in this cell and hug her nephew upon seeing his tears."Peter?"

She had thought that Peter was strong before, and he was, but now he looked brittle. Jean was right- there was something eating at him.

"The man... who killed uncle Ben? I let him go, I had my powers at that time... but I let him go to get back at the man who cheated me out of my money."

Mays rose her hand. "Peter, stop." He did, watching his aunt massage her temples with a migraine incoming. Then she looked at him. "Go back to the start."

The young man nodded and his confession came unbidden; he had participated in a cash prize fight to buy a car to impress Mary Jane Watson, their neighbor's daughter. May remembered how smitten he had been with the girl and nodded to Peter who continued to speak. "I won the fight thanks to my powers. I beat the guy in one minute."

Then the organizer didn't pay the promised money to Peter, barely giving him one hundred dollars and telling him to get out. Peter left, and waited for the elevator to take him down to the building's lobby. Then he heard a scuffle and a man ran from the office he had just left with a bag seemingly full of money. The organizer called for security to stop the thief. Peter didn't do anything, wanting revenge for being cheated out of his money.

Peter forgot the incident but days later he returned home late to find his Uncle Ben murdered. Learning the police had the burglar responsible holed up in a warehouse, Peter changed into Spider-Man and easily captured him, only to discover he was the same thief he had allowed to escape earlier.

"Oh Peter…" May sobbed at this revelation. She couldn't say anything. A part of her wanted to blame Peter and another wanted to tell him that it wasn't his fault, because really? It wasn't. He was young and foolish but it wasn't Peter's job to stop crime at the time.

"I'm sorry aunt May, I'm sorry. I didn't want to hurt you, I didn't mean for Uncle to die… I-" Peter sounded so pitiful, it broke May's heart.

May wiped away her tears, needing to be strong for her nephew. "Peter, can you do something for me?"

Still with tears in his eyes, Peter spoke in a little voice, his eyes cast downward. "Anything, aunt May, anything."

"Peter look at me, please." May asked with a commanding tone in her voice.

Lifting his face to hers, Peter looked at his aunt. There was sadness on her face, bit no hatred or betrayal like he believed he'd find there.

May smiled. "You need to forgive yourself, everything is clear to me now... you have been killing yourself trying to do good. Peter… Uncle Ben meant the world to us. He wouldn't want us living one second with guilt or what ifs in our hearts, though. That guilt you feel? It's like poison. It can - It can take you over. Before you know it, turn you into something ugly."

May now understood that her nephew was a broken boy- a broken boy who was putting too much on his plate out of loyalty and guilt to a dead man. "So, you must forgive yourself. I believe in you, Peter. You're a good person. I know you'll find a way to make it right."

May put a hand on the forcefield, Peter followed suit. "In time."

She, herself, needed time too, as she was reeling from the revelations that Peter had dumped on her. She needed a drink and she knew where to get one. She left, leaving Peter to his own thoughts.

# # #

Back with Jean…

2 hours later

I didn't know what to think, and I didn't know that a little woman like May could drink this much. We were sitting at the bar in the kitchen, and Chimera kept refilling May's glass with vodka. May looked torched. She was at her fifth glass, Jean looked at Chimera who found the vodka bottle almost empty.

"I think she had enough." Chimera took the bottle and corked it.

"Yeah, I think so too." She nodded and took the glass from May's hand.

The older brunette clothed in a beige colored pantsuit tried to struggle. "No, I… I am good, this can't…"

I didn't want to hear anymore from May; she was drunk, she smelled drunk and her thoughts were muddled. She felt guilty of wanting to blame her adoptive son for the death of the love of her life. Guilty of not having seen the signs of Peter's spiral of self-destruction.

The Parkers were a pretty stubborn lot and I could now see where Peter got it from. "May, you'll find no answer in the depths of this bottle. Go to sleep." I pushed a feeling of somnolence in her mind.

May's body relaxed then she fell asleep. I caught her body and lifted her. Chimera exited the kitchen first and I followed her. We walked toward the dormitories, crossing paths with Arclight and Regan who returned from their training in the gym. I waved at them and they did the same but hurriedly left.

I shrugged. *They still haven't got over it…* Once in Chimera's room I put May in the bed, fortunately, it was a queen sized one. "Hey, take good care of her, I got to go see Peter."

Chimera stared at May's sleeping form. "Will he be alive when you leave, boss?" The question indicated her fondness for May.

Turning to her, I shrugged. "Depends on what he says."

Chimera had seen the boy's attitude toward me in a telepathic vision that we shared in my mindscape. She didn't seem encouraged by my words at all; we were more than antagonistic toward each other. I didn't know why Peter thought I was the devil or something.

"Well, good luck." The statuesque woman offered, stripping off her clothes.

I admired her for a moment, however, she wasn't my type. I don't know why, it seemed that I was attracted to women who I had a connection with. There was no chemistry there. "You too Chimera, I hope for you she's not too cuddly in bed." I smirked, looking over at May.

"Ah!" Chimera laughed me off, but I knew May was a cuddler.

The reason I left May with Chimera was that I didn't want to leave her alone; she didn't know the map of the base and it was a big one. I directly teleported to the cell block and walked up to Pete's accommodations. She stopped before Peter's cell and she saw him sitting on the ceiling hugging his legs.

"Peter." I called out, he looked at me then he fell down and landed on his feet after a feat of agility.

"Grey." Peter greeted through clenched teeth.

The young man oozed hatred and other dark emotions.

I chuckled. "Aww, why are you so... impersonal suddenly?" He never called me Jean even once. It seemed this guy, when he hated someone, the hatred would last forever. I wanted to bury the hatchet right now, though, but was he smart enough to see my intentions?

His hatred dissipated to let place to the suffering he was feeling. He wanted his symbiote back really badly. "Why are you doing this?"

I sighed, because this was it. The moment of truth. "Peter, I told you my intentions since the start. The world needs a sane and smart spiderman."

Peter laughed at me then he shook his head. "No, you hate me, you want to…"

I interrupted him mid rant. "Peter? The first time I tried to talk to you, you were quite unfriendly, rude even. And this has colored all our interactions. But I don't hate you, Peter. What I hate, is the emo little shit that you currently are."

Yes, compared to 616 Spiderman, my Peter was a wimp. Why couldn't have I met the cute and shy Peter from the MCU? He would have been awesome to work with! Peter glared at me, flipping me the bird. "Fuck you, Grey." I felt the hatred flow through him again, he is lucky that I am not a Sith.

I laughed. "Don't be a hater, I like what you do, it's just too bad that you let the costumed life consume you. Why don't you live a little?"

Disbelief was all over his face as he watched me. "What? You kept denigrating my actions after revealing to everyone that I am spiderman. How can you say this now?"

"Huh, well I can't deny that I was a tad insensitive... but I really like the 'great power means great responsibilities' thing that you have going on. But you interpreted the will of a dying man quite badly. I am sure that your uncle wouldn't have liked for you to feel like shit every night for patrolling; even I didn't do it as much as you."

Peter snickered, making a move to sit on his rock chair, smiling. "You? You are no hero, Grey."

I nodded at that. I always knew that I wasn't a hero. I was more of a Punisher. A dark knight. "No I am not, not by your definition. But I did lessen your burden."

I killed most of the hardcore gangs and organized crime in our little slice of New York. But the fact that he was spitting on my efforts made me want to show him. "You know what Peter, I'm going to show you what your life would have been like had I not been around."

Teleporting into the cell, I touched Peter's forehead and brought him instantly into my mindscape. I sat him in front of my tv screen in the representation of my living room and warned,"Better brace yourself, this is gonna be rough."

"What?! Where?!" Peter looked around him, seeing a foreign living room. He was chained to the sofa and a tight chain of light tied him up all over, I didn't want him to miss everything by wandering in here.

"We are in my head, Peter. Phoenix, a little help?" I called out.

A flaming bird the size of a person came into being next to the sofa. (Certainly. Hey, hi Pete.) Phoenix raised a wing to greet Peter, and once again I felt there was something I was missing.

Peter stared at me and Phoenix as if that situation was completely crazy. "Who's the big bird?"

"Oh, that's Me. Now shush, let's go see the life of Peter Parker of Earth 616." I waved my hand and the TV screen swallowed us.

I showed him the way his uncle died. Peter and I were in his house, in another universe. A different looking Peter was holding the hand of his uncle, and looked as life was draining from the man. Then we jumped forward as we saw his first fight against Spot, he won, but he missed an important meeting with his aunt. Aunt May is older in this universe.

The enemies revealed themselves each after the others, Fisk, Kraven the Hunter, Electro, Vulture, Venom. I stopped on the last one and let Peter take in what happened to this other Peter who had found the strength to separate from Venom but a corrupt reporter named Eddie Brock took it and began to make Peter's life hell.

"Do you see?" I waved at the monstrosities that Venom became and at the different scenes that made people Peter love give him a wide berth after the Symbiote obsessed over him.

Peter has become more subdued, thinking- really thinking. "Why is Venom so different from your symbiote?"

Teaching mode on! "Symbiote are not things, they are people. With feelings and emotions." I then began to tell him what they were. They were created by a primordial deity called Knull to slaughter other gods called the Celestials and conquer everything.

But after that terrible being was sealed, ashamed of their dark origins, the symbiotes of Klyntar invented and perpetuated a lie that their species was naturally benevolent. Endeavouring to spread peace throughout the universe, the Klyntar symbiotes established a hive mind capable of sensing the "voice" of the Cosmos and created an intergalactic peacekeeping society called the Agents of the Cosmos by using the symbiosis they needed to subsist in order to transform "worthy" hosts into the ultimate noble warriors.

However, to achieve this "perfect" symbiosis, the host needed to have a perfect blend of moral and physical ideals. If not, the resulting symbiosis would corrupt both the Klyntar and its host.

"And that's why I cannot let you have the Venom Symbiote, corrupted symbiotes have ravenous predatory appetites for the flesh of other life-forms and will influence or force their hosts to commit cannibalism to satiate this. You don't want this to happen to you, right?"

Peter shook his head, his face tinged green as he watched a scene from the Planet of the Symbiotes timeline. Humans were being eaten by Symbiotes with hosts. I continued to placate him. "Goldie didn't end up like this because I can feel her with my mind, so I treated her like a child, and taught her how to differentiate between bad and good."

I was still watching a scene when I noticed that Peter was paying me attention. "You are a telepath."

I nodded, knowing it was useless to lie at this point. "I am more than that, I am the Phoenix. Well, at least a part of it. I will tell you what that means once you break out of your funk."

Peter still had that weird glint in his eyes as he stared at me. "Grey, can I ask you something?"

The scene where Peter was battling Eddie Brock paused. I didn't do it, Phoenix paused the stream without my say so. What was she playing at? "Yes, but there's no guarantee I will answer." I told him absently.

"Did you kill Norman and Harry Osborn?" It was asked so calmly that I almost missed the feeling of trepidation and fear emanating from him.

I turned my head toward him, looking into his eyes. He flinched, but I didn't know what he'd seen to provoke that sliver of fear from him."Yes I did, Peter."

As he was bound, Peter couldn't move his astral body. But he reacted violently and asked, "Why? Why would you do that?!"

"Do you really want to know?" He didn't want to know, I told myself, because this would break him.

Peter looked incensed. "Yes! Since I saw you with that Talia woman after the Osborn's death I had my suspicions… but now? I ask myself why would you do that, the guy liked you!"

Eww, being liked by Harry Osborn was one of my biggest nightmares. I sighed and decided to show him since had had asked for it. "Ok."

The scene with Venom battling Spiderman was replaced by one with the Green Goblin, Norman Osborn. He had kidnapped Gwen and her parents. Spider-Man found them at the George Washington Bridge, where they fought and Gwen fell from the bridge. She died when Spider-Man reached her with a web-line, breaking her neck. The Goblin escaped. A furious Peter searched, found and battled him again. In this battle Norman was impaled with his own Goblin Glider, apparently killing himself.

Peter from Earth 616 was extremely distraught over the death of Gwen, possibly even more so than when Uncle Ben died. I ended the scene there, not wanting to show him how Mary Jane Watson wormed her way into his heart.

"Norman… he…" Peter trailed off, at a loss for words because of his shock.I gave Peter the cliff notes of why I killed Norman and Harry. I opened my hand. "He became your greatest enemy. He killed Gwen, one of MY BEST FRIENDS." My hands clenched, knuckles white. "I would kill him again if I could, directly this time. Harry would eventually follow the footsteps of his father and try to kill you."

Peter's eyes gleamed with unshed tears. "But… Norman… he didn't do it, this is a vision right… a fake, right?" He sobbed.

Phoenix took umbrage at that and her form rippled into the mindscape. (No, Peter. All of this is true. Don't be in denial, I am the Phoenix. I can manipulate the past, the present and the future across large temporal distances.)

I nodded. "This is what your life would have been like if I didn't do what I did. I killed Harry and Norman for my friend and collaterally for you. Now I pass you the torch, you should be able to pick yourself up and protect May, Gweny and everyone."

My words were meant to be inspiring and make him find a new purpose but they fell flat when Peter asked, "What are you?"

Sigh. "Peter, I am not from this world originally. Think of myself as a reincarnated being who has a lot of meta-knowledge."

(And this is a wrap.) Phoenix said as she batted Peter away from my mindscape with a wing.

This was shocking, seeing it being done to someone else was something else. "Phoenix, why did you send him back?"

My abstract double looked annoyed with me. (You silly Jean, don't tell the guy who doesn't like you such things. I took the knowledge of your otherworldly origins from his mind. Though you are on the cusp on making him change. You know you chipped away at the enemies who would have made him the amazing Spider-Man, right? This Peter needs to go on another path. Different from the main timeline's one. For this you'll have to do something drastic, Jean.)

My mind froze at that, there was only one thing that would make Peter react like she hoped. *Oh Freya! Is she thinking what I am thinking?*

There was a tense silence for a bit of time, I leaned on the sofa and exhaled a tense breath."We are bringing him back aren't we?"

(Yes, he is the only one who will make Peter see sense.)

With that thought in mind, I exited my mindscape, seeing Peter's hand nearing me as though he was about to touch me. I stopped him with a thought. "Nuhu you don't touch me, mister."

I teleported outside the cell and released him again from the TK grip I had on him. It was time to go look for the big guns. I waved goodbye to Pete who glared at me, he returned to his bed- either to sleep or think about everything I'd shown him. I opened a portal to Samira's office. I found her there at her desk waiting for me.

She shot me a vulpine smile, holding a beige folder in her hand...

"Fucking precog." I whispered.

Samira's smile tightened, aware of how unsettling her ability was to me. "I have everything for you, the name of the cemetery and the tomb's number."

I sighed and calmed down. "Thank you." I told her, the woman looked fine at first glance but she seemed completely tired. "I need to get you something nice, you work a lot..."

It seemed Samira had been waiting for those words and showed me a brochure with a spa on it. Telling me that she was already thinking about taking a break. "You could actually help me, your friend Frank Castle is becoming a pain…"

She let me enter her mind, showing me all that the man had been doing- raids, burning down drug supply chains, murders… no, it was better to call it the extermination of the Irish and Mexican cartels in the big apple. I thought I had convinced Frank of staying with his family, but it seemed that vengeance boiled in his blood.

I facepalmed myself. "I will help you after-"

Samira interrupted me again. "You'll be free in four days, I could really have your help at that time."

I shook my head. "Done!"

Samira laughed at me and gave me the folder and I teleported back to my base with the sound of her laugh in my ears.

# # #

(Phoenix)

The Realm of Death

The decorations weren't really my style. I mean who would let the portal to their house be a big skull with a spatial portal reeking of death? Lady Death of course. I hoped her sense of fashion would be a bit better but I wasn't holding my breath. I passed through the death portal and wasn't surprised to find a macabre scenery awaiting me.

There were countless skeletons and undead creatures facing me. It was creepy, but excitement fluttered through becoming one with the Phoenix force I'd been to extraordinary places and saw countless civilizations rise and fall. Time had no meaning to me, but it had become lonely and one of my only joys is to see my family and spouses through my Earthly Avatar's eyes, they were my anchors to this time period and I would keep them.

The undead and dead things stopped moving and as if ordered to, and they all separated like they were the red sea. Behind them was a desolate landscape with volcanoes and rivers of lava. Far in the horizon was a pitch black tower touching the pseudo sky of the Death Realm.

I levitated and with a thought I found myself at the foot of the tower. It was all smooth stones and bones, there was no logic to it as it seemed to be a four dimensional construct. To my vision the space inside this tower spanned galaxies. Normally, all building constructions are considered only in terms of three dimensions: width, height and depth. The fourth dimension is time.

Four dimensional building was simply the ability to create different buildings in the same space. With the power to warp reality at my fingertips I could do it, I shouldn't have been surprised that Lady Death was able to do the same.

The gates opened for me as I returned to my humanoid form, and I was quickly admitted inside the higher levels. I found myself in a throne room, there was no ground or sky, we were into space and under us there was nothing that could explain what I was seeing. It was an amalgamation of every death realm from religions of multiple alien species, even the human ones were represented, I also recognized Hel, the Asgardian realm of death.

"There is beauty in death." I didn't understand why these words left me but I meant them. "Thank you, Phoenix." A melodious female voice rang in the throne room.

Lifting my head I watched as a cloaked figure was sitting on a huge throne of bones and she was behind a desk of black obsidian like glass in the form of a half circle. "Lady Death."

I noticed the towering stacks of paper appearing from nowhere and flying to form more and more paper stacks. Death was busy, as she was a responsible entity that didn't shirk her duties. Death embodied decay and destruction, like I embodied life that has not yet been born, as well as the forces of creation and destruction. We had overlapping domains.

The black cloak of Lady Death lifted, revealing a skull face that stared at me. Inside its socket I could see glowing purple light. "Why have you come? It's rare for you to come bless my halls."

My fire burned brighter as I pointed a finger at her. "I am in need of your service, a pet project of mine to help stave off stagnation. It will bring death and life to the cosmos."

Yes, my other self, Jean, had a lot of plans concerning her little slice of the universe. I couldn't help her too much, but I could nudge things in her way to make a better future. Maybe, just maybe, it would help me in the maintenance of the M'Kraan Crystal. I needed to get it out of the Shi'ar empire's custody. I lowered my flaming hand and waited for Lady Death's answer.

It was an eternity later when the other Abstract did so. "You have my interest."

I had her! I levitated to her desk and peered at her, noticing that the cloak was definitely old and unsanitary. "But first could you change your appearance? It has become unsettling to speak to a skeleton. Dear, you need to live a little, and lose the cloak.."

Lady Death moved in a way that made me think she had smiled at me with an eyebrow raised. Then as she covered herself in a dark aura, her skeleton covered itself in flesh and hair into a perfect copy of myself with pale skin and black hair. "Is this better?" She asked with what I believe is a posh accent, somewhat British sounding.

I nodded. "Well… better than a skeleton… though my body with black hair doesn't do it. I will let you meet my avatar later for a regular form and new fashion. Interested?"

Death looked down at herself, then moved her gaze to my outfit- a modified Phoenix costume with a jacket over it. "I may have to refresh my almanac of appearances, yes. You have changed."

I laughed. "For the better?"

Death shrugged. "We shall see."

Pleasantries aside, it was time to talk business. "I have come to obtain the soul of Benjamin Parker."

Death closed her eyes and raised her hands. A sheet of paper appeared in her hand. Her eyebrows raised as she read it and after a few beats she finally looked at me. "That is one of the precious souls to inspire heroes, a shatterpoint to the fate of another."

I pressed a fisted hand against my hip, looking into Death's eyes. "Yes, I want him to do more inspiring."

Lady Death shook her head and leaned in her throne. "That is normally against the rules. But I am interested in your project… but it will still be difficult."

I crossed my arms, my lips quirking into a taunting smile. "I am not asking for it for free. A favor or two can be exchanged, I see that your paperwork hasn't diminished at all. Is it because of a certain Titan?"

The atmosphere grew colder around Lady Death, ice visibly spreading on her desk. It appeared I was spot on- that fool Thanos was irritating her. Lady Death rolled her eyes. "That being has become rather impossible as of late."

I lifted my chin, pride filling me that I was right; she wanted to be rid of the Titanian and asked with a smile in my voice, "Do you wish him gone?"

The abstract entity watched me for a long moment before answering. "It would help, but you cannot kill him. It would bring him to this realm and there's nothing more than he would like." Her tone was almost plaintive.

If I was in her place, I would have killed the bastard long ago. I don't know what is stopping her. I sat on her desk, taking care not to burn any of the paper towers. "Don't you worry, just erasing him from existence body and soul should do it. Is there anything else that you wish for?"

Death became more animated at the prospect of her stalker leaving her alone. A booklet appeared in her hand that she placed on the desk, then slid it toward me. I picked it up, looking through the was full of names and data pertaining to them.

Looking at me, Lady Death had a little smile on her lips. "A list of people who defy me. Bring me their souls."

I nodded, this was a job for Jean. Finally, she was going to be put to work. "I accept the bargain, Lady Death."

With the sound of bell ringing, the cosmic forces that we represented signaled the acceptance of our deal.

Death wore a look of satisfaction." I shall let the soul of this Benjamin Parker return to life when your avatar resurrects him."

It was now time for more pleasantries. "An excellent time to see if she can help you with your appearance." I pointed out.

My counterpart nodded. "You should come more often, I lack distractions, resting and socializing is good for the mind."

A laugh burst out of me, then suddenly an idea came to me. "I have a play date with Gaea and Bast, I'll invite you too."

A smile tugged at Death's lips. "Excellent."

# # #

Back with Jean…

St. John Cemetery

11:02 PM

St. John Cemetery was an official Roman Catholic burial ground located in Middle Village in Queens, a borough of New York City. Although it was mainly located in Middle Village, the southern edge of the cemetery ran along Cooper Avenue in Glendale. This was where Ben had been buried.

Cemeteries were creepy in the daytime, but even more so at night; I could feel things watching me. I was aware that the supernatural existed in this reality; werewolves, vampires, leprechauns, I had even seen signs of this in my brief stint in the UK. It kept me on guard,I could feel their minds, and their feelings. Some were curious, some angry, others hungry. However, some instincts made them feel that they were all prey to me and didn't show.

*I think there were some vampires here, they weren't like the vampires from the Dracula movie, I needed to know how to fight them besides using silver, decapitation and fire.* I thought as I landed before Benjamin Parker's tomb.

"Hello, Ben. I am sorry that I have to take you away from your well deserved rest. I hope you'll forgive me for this." I prayed to Hela for a moment and asked for forgiveness, the Asgardian Pantheon was the only one I liked anyway.

I stared down at the ground, pushing my awareness into it until I reached for the coffin. With a thought, I dug the ground and raised it into the air. It was a rectangle of earth and dust, then I lifted the coffin and landed it on the right and placed the earth back. There were signs of depression and it made me level up the ground and smooth it out. With a bit of my phoenix powers, I made the grass and the bush of red flowers grow.

"Should be enough, it's nice too." I wiped my hand, then absently made the coffin float.

Opening a portal, I quickly made the coffin pass through it and did the same. I found myself in the laboratory that could also be used as a hospital room. With TK, I began to prepare the medical bed and table and placed the instrument at its side. My eyes turned to the coffin and the enormity of what I was about to do weighed heavily onto me.

Did I have a right to disturb the life of May and Peter this way? Even if I had their happiness in mind, and didn't want them to suffer so much? I had all this power coursing through me, but I also had the will to see through to what I caused. It's my fault if the symbiote escaped and destroyed Peter's life in a sense. He had to confess the truth to May…

With great power there must also come great responsibility. I liked this quote, everyone attributed it coming from Ben Parker and Spidey, but an untold number of great men and women used it, such as Voltaire, Winston Churchill and President Roosevelt. "With great power comes great responsibility" in my opinion the meaning of it was simple; if you have the ability to do something, make sure that you do it for the good of others. But you shouldn't stop living or neglecting everything for this simple expression.

Peter was odd that way, obsessing over it. You don't have to be a superhero to follow those words of geek wisdom. It was possible to do small actions that have a big impact in the world. I would take this little quote and do what I can, but I'd never stop myself from enjoying life.

Though, I had to be careful as I needed to take care of all that power so I wasn't corrupted by it. I didn't want to become like Ross or Osborn. A lot of people believed that, once they have some form of power, they could usually lord it over people and abuse it. History had a lot of people showing them becoming corrupted because of great power: Napoleon and Hitler are just a couple to name a few. Even on a small scale, we did see powerful people beat down on the weaker ones. Bullies, abusive spouses, and corrupt politicians are just a few examples of the kinds of people we see everyday that use their power the wrong way.

But today? I stood straight and, with a gleam of determination in my eyes, I decided that I was going to do a good deed! I would bring back Ben Parker. I floated up and allowed my own power and the Phoenix force to fill my body. The coffin burned up and I let the resurrection force do its job; with it, I could theoretically resurrect anyone I wished with my near infinite powers, as I was the embodiment of life and death itself.

My power seized the decomposed body and I don't know what I hoped to see, but it just burned and formed a cocoon of fire. It was fascinating. *Was this how I had my own rebirth?*

I was surprised to find a dark portal opening in the ceiling, a dark form silently landed on the ground. "Who are you?"

I blinked and suddenly in place of a cloaked figure was Lady Death from Coffin Comics. The only difference was her hair was black. She was gorgeous and now I understood why Evil Ernie listened to her. I quickly killed that thread of thought, though.

"You already know." Her ruby red lips parted into a grin, and she flipped her luxurious hair back.

Now I understood- she was simply the fundamental force of Death given form, the abstract who was a counterpart of the Phoenix Force. "Oh, you are that Death… hmm, are you sure that you want to look like that?" I asked because she was certainly distracting to look at.

The abstract entity looked at herself, held onto her shiny black cloak and turned on herself. *Damn, she's fine.* I couldn't help that thought.

"Is there a problem? I find it quite fetching." Her outfit was all black, consisting of underwear, gloves and thigh high boots and a cloak.

I couldn't help myself from watching and blushed. "No, it's just that anyone seeing you won't stop getting lewd thoughts."

Lady Death tilted her head, her long locks falling on her delicate shoulder. "They can think whatever they want." Her dry tone brooked no argument.

I gulped and chuckled at her tone. "I like your Moxxi. Hm, what brings you here, Milady?"

*Don't pick a fight, she can kill me with a thought.* I told myself.

Lady Death looked at me, gauging my worth. "Phoenix entered in a bargain with me."

This revelation rang like thunder into my mind. "Oh… she's going to give me work isn't she?" Fuck, I thought I had more time!

She nodded. "You are a smart avatar. Here, the soul of Benjamin Parker." Death pushed a ball of light into the cocoon.

She clapped and the same black spatial portal opened in the ceiling. "My work is done." She told me, then added, "I feel that we will see each other again."

I hoped not, but I stayed polite. "Huh… bye?"

"Farewell." And she got sucked into the black swirl of energy.

Well that happened, I looked at the cocoon and saw that it was about to crack. The procedure was almost done.

# # #

(Ben Parker)

Time ?

Place ?

Ben Parker's eyes opened. His head felt heavier than lead. He was naked and on a soft surface was surely a bed. He heard the electronic beep of machines linked to him through wires. The ceiling was vaulted as if he was into some cavern. He had expected the ceiling to be white and made of plaster.

He was in a room with medical implements and some tools he didn't know. The four walls were covered in blackboard with formula on them. The metallic door suddenly burst open.

"Good morning, Mr Parker." A feminine voice rang from the door

The older man bolted upright. He looked on as an extremely attractive redhead in a white lab coat and approached him. He looked more attentively and realized that she was maybe two year older than his nephew Peter…

It was as if lightning had struck him, Ben began to rip the cable linking him to the machine. "Peter?! Where is… my nephew? My wife? I died, I remember being shot."

The young woman walked up to him and tried to get him to stay on the bed. "Ben, please calm down. You are alive and healthy, you notice that there isn't any bullet wound on your body, right?"

Ben stayed upright, still seated on the bed as he looked down at himself. There were no wounds… he felt himself feeling good, better than he had in years in fact, as if he was in his thirties again. "Huh, color me surprised."

A beautiful smile blossomed on the young woman's face, distracting the older man. "Ben, I am a friend of your nephew and your wife, May." She revealed.

"Where are they? Are they alright? Did the burglar get them? And I am sorry to say this but you are rather young to be a doctor…" Ben fired questions at Jean, like he was a machine gun.

The young redhead sighed and put a hand on Ben's shoulder. "I am not a doctor, at least not yet. You are in my mountain base in Egypt, and I won't sugarcoat it for you, it would do you a disservice. But, Ben... you died eight months ago and I brought you back to life."

There was a tense silence before Ben laughed at her. "Young lady, I didn't know we were in an asylum…"

"My name is Jean Grey." She told him as her entire body lit on fire and she began to float up from the ground.

Ben was out of bed faster than Speedy Gonzales, looking on in fear as the young lady hovered over his bed. "I assure you, Ben, that I am able to do what I claim."

Ben raised his hand in surrender, fearing for his life. "Okay, girl I am convinced." The fiery avatar of life suddenly disappeared and the smiling redhead knockout was back, straightening her hair as she looked at him sheepishly. "Sorry about that outburst, but you Parker men are really stubborn." Jean pouted and crossed her arms under her breast.

This broke the tension and Ben began to laugh at that. "Oh god almighty, you really did meet Peter."

Jean seemed to be feeling awkward for a moment and it was then that l Ben began to become suspicious that something was amiss. "Yes… hmm, you see, he is in trouble. That's why I brought you back Mr Parker, I want you to save your surrogate son's life."

*It must be really grave if this girl had to bring me back from the dead.* Ben thought, his headache becoming stronger. He massaged his temple. "What happened?"

"Well, I will start from the beginning, after your death, Peter has become a superhero..." And Jean related everything that had happened to Ben.

About Peter becoming spiderman, the intense and destructive guilt Peter was feeling at thinking he had killed him indirectly. How he had become introverted and all his friends being girls. Ben chuckled at that, and smiled proudly when he discovered that his nephew was dating Gwen Stacy, though he thought that he was trying to woo Mary Jane Watson at the time of his death. After finding an alien amorphous lifeform called Klyntar, Peter became corrupted by it, his friends helped take care of the symbiote and now Peter was in a form of detox, and imprisoned in this base.

Ben looked at Jean as if she was high and needed help. "This tale was like out of a comic book or a…"

"Movie?" Jean continued his thought. Her shoulder sagged as she looked at the man. "Don't I know it? Since getting superpowers my life has become crazy."

Ben shook his head. He needed to see his family; May and Peter didn't seem to be doing well without him. "Okay I need to meet my wife and…"

"Hum, Mr Parker?" Jean interrupted Ben's train of thought.

"Yes, dearie?" Ben asked, thinking to himself how he really needed to thank the girl for what she did.

Jean was red like a tomato as she looked at him. "Maybe you should put on some pants first?"

Ben looked at his naked body, then at the girl, red as her mane of hair, and began laughing.

# # #

Back with Jean

Egypt Base

December 19th, 1996

07:30 AM (Egypt time)

I got Ben some blue pants and a short sleeved white shirt, a belt and boots. The man hadn't noticed but right now he was rejuvenated- he was clearly in his late twenty, a side effect of the Phoenix rebirth process. I hoped that May recognized her husband. I think I'd need to juice her up too with Phoenix rebirth, to go back to her youth.

*Hmm, it should fix any infertility problem they have too.* A smile played on my lips. It was almost time to go for breakfast, but first I needed to go look for Chimera and May. I needed to give May the news about her husband. Ben followed me through the base, looking around him like a tourist. There was nothing to see in the corridor connecting the caverns and levels.

"You know Jean, it's kind of incredible that you own your own James Bond villain lair at such a young age… how did you come by it?" Peter's uncle gushed. As we passed the kitchen, Hans was preparing breakfast. I waved at him with a smile that he returned.

Absently I answered him as we walked to the dormitories. "I killed the previous owner who had kidnapped me to brainwash me into becoming his minion and using me as a broodmare to make an army of powered people like me."

Ben stayed silent for a moment, then mumbled, "I shouldn't have asked…" He didn't quite feel fear toward me but sadness at what I was forced to do.

"You have a right to know, ask away but I just don't promise to answer." I told him, but I felt reluctance growing in him. I stopped walking and turned to him.

He stopped too, waved his hand no and said, "No thank you, I am good."

I laughed. "Chicken." He wasn't one though, he was just being respectful of my experience. I didn't like the thread of pity he felt toward me.

"I am just not used to the fact that someone so young has killed before. It was fine in the second World War, or for Vietnam but you kids should live your life freely. But it seems that people are unable to change and thrive more through strife."

Ben is rather wise- I could see why Peter thought the world of the guy. "Oh, believe me, I am not comfortable with what I had to do… but I have to move on from the experience." Despite me, my hands shook again as I remembered getting killed by a smiling Sinister. I tightened my hands into fists at that, I couldn't believe that I had forgotten that he cloned himself. I was so focused on him that I underestimated him and his telepathic camouflage and got killed by a clone of his.

I felt a hand on my forearm. When I lifted my head, I saw the concerned face of Ben Parker. "Are you okay, dearie? You don't look so good to me."

I wanted to lie, but my heart wasn't into it. "No, I am not…" And that was all I could say about it as I shielded myself again and put on the mask I was so used to wearing since my rebirth.

Ben didn't release me, radiating an unexpected emotion, protectiveness. "If you ever want to talk about it, I am here. I owe you Jean, you brought me back to my family."

Men were incredible creatures, able to forget how powerful a woman was and wanted to protect them, it was such a double edged evolutionary instinct in my opinion. I thought about his offer and… determined that opening to someone at this point might be a good idea.

I didn't take this decision lightly; I could literally feel the goodness coming from Ben, he could be trusted and that was a good thing to me. "I may have to take you on your offer, maybe later?"

Ben smiled and shrugged. "Fine with me." He said, yet I still saw how he looked at me- like I was made of glass.

Meanwhile, we finally arrived before Chimera's door, neither May, nor my subordinate were awake. I could feel their quiescent minds working into reorganizing their memories. "They are still asleep." Chimera stirred as she seemed to feel my presence. I should test one day how people react to my presence- was I letting some type of field that made people afraid of me? I closed my eyes and… Fair enough there's something. It seems that I was being distracted and didn't notice that mild fear aura. I stopped and felt the minds around me feel relief.

*Hmm… there's potential with that. I might call it the Dark Knight field. So, if there's a fear aura maybe there's the reverse? Something like a White Knight one, similar to Captain America. I will test that out later.* Instead of knocking on the door first, I took the easy route.

Chimera. I contacted my subordinate

Just one minute… She answered automatically but I could feel that she was still half asleep.

Chimera! I shouted to her surface mind.

Behind the door I could hear someone cursing and shuffling things in the room. Footsteps neared and suddenly the door opened. Chimera wore a loose t-shirt and a short, she didn't even register the presence of Ben. "Boss, it's barely..." She looked at her wristwatch. "seven o'clock…" The blonde beauty complained.

It pained me to bother her but this was important. "I'm sorry, it's just that I got someone to introduce to May." I put a hand on Ben's shoulder, he seemed to try really hard to not let his eyes focus on the lithe blonde's consequent bust.

Chimera's eyes suddenly focused on Ben, and she felt the same thing as me. She tauntingly thrust her breasts up and asked, "Who is the cutie?"

I rolled my eyes at her act. "That's May's husband, I brought him back to life."

As if doused in cold water, Chimera stepped back, staring at me with skepticism. "Did you clone him?"

I know where she was going with this, shaking my head I said, "No, I used my resurrection ability to bring him back to life. It was costly but it's worth it for May and Peter."

Chimera was aware that I had bullshit abilities with my Phoenix powers, but she decided to not even contradict me. She shook her head, imagining that I was beating up logic in a dark room for fun. "Only you boss, that kind of thing has been happening too much since I know you..." Chimera chuckled at the lack of sense of the situation.

"Tell me about it." My shoulders sagged at the lack of logic and casual breaking of physical laws happening in my day to day life.

Chimera leaned against the door to her bedroom. "So boss, do we wake May up right now, or we reintroduce her to her husband after her hangover is resolved?"

It was a good question and I looked at Ben, seeing that he wanted to meet his wife urgently, but decided that he could wait. Ah Empathy what would I do without you? *Fumble in the dark…*

"I can cure hangovers, you know?" I said absently. I could cure people more easily now that I was a phoenix avatar.

A hangover is the experience of various unpleasant physiological and psychological effects following the consumption of alcohol. It was nothing compared to my healing power. Chimera straightened up her posture and looked at me as if I was the second coming. "Why didn't you say anything before?!"

"Sorry…" It didn't matter to me at the time as I couldn't and shouldn't get drunk; it was too dangerous for the planet.

Chimera glared at me and pointed a finger in my direction. "We will speak about it again, Boss. You need to tell Hans and I what you can do. We're a team, right?"

I nervously chuckled, lifting my hands in placation. "You're right."

Her face softened again, and Chimera entered her room. "So peeps, enter into my apartment. Sit or read a book. I'm going to the showers and have breakfast. When you are done close the door behind you." She grabbed a towel and clothes and left us with a smile.

Ben and I entered Chimera's room, as usual it was well organized, the two shelves were loaded with books and there was a walk-in closet where the blond metahuman stored her clothes. I sat on the nearest comfy chair and Ben sat at the table, looking at the sleeping form covered in bedsheets in the bed. Entering into meditation, I spread my awareness around the valley.

I pushed my consciousness into the quantum realm, considering that it couldn't be anything else. Humans were really blind, the world is such a big place, everything is energy and I could perceive and understand the rules it used to work. People generally couldn't observe those effects since they were averaged out in real life. These effects become more noticeable when we look into very small objects like atoms or electrons.

Our current science barely scratched the surface of what is possible, the laws of thermodynamics were kind of guidelines at this point. I played with the rivers and metal deposit in the ground. I found silver, gold and iron in quantity in the valley's soils and brought it on the surface without damaging the fauna and flora. I purified everything with my TK, getting the impurities back into the soil.

I transformed everything into ingots and slowly brought everything through an entrance into the base. The ingots descended slowly to the ground of the hangar bay. They were pure, and it was material for my tinkering. Reopening my eyes, I saw that I was still seeing the quantum realm superposed to everything around me. When I blinked, the world returned to normal. Looking at the time on the clock up the wall, I realized that it was 08:45. I guess that I lost myself in the ore collection. I couldn't wait to do that in space and mine the phenomenal quantity of resources up there. All of a sudden I felt a shift in May's mind, signaling that she was about to wake.

"Ah, May is waking up."

Ben raised, wringing his hands- a tell of his nervousness. May lifted the bedsheets and sat upright, wiping her eyes. She didn't recognize her surroundings and looked around until her eyes settled on me and Ben. Her eyes bulged, recognition flashing through , before she could act, May's face became green and she fled for the attached toilet.

Without being asked to, Ben rushed to her and held May's hair back as she puked. Suddenly, drinking was losing its appeal. I couldn't understand why people did it at all if the outcome was them puking their guts out the next morning. It was heartwarming to gaze at, even if it was a bit gross. I walked up to them and waited for her to finish emptying her stomach.

It was five minutes later when she was done, after Ben helped her up, I put a hand on her cheek and healed her. Visibly, her face gained colour, becoming a healthy pink. It was just a matter to put to right her physiological and psychological effect the alcohol caused; in other terms, I was giving May a pepper up shot. She was in her underwear with a chronic case of bedhead.

"Here, how do you feel now?" I asked her.

May smiled, her eyes blurry with tears as she kept looking at Ben. She only gave me a bit of attention as she said, "Jean, I wish you were there when I was in university."

I clapped, liking her humor. "Ah!"

The atmosphere filled with a certain tension as May gazed at her rejuvenated husband. "And… Ben? Is that you?"

Peter's aunt wiped her eyes, talking to herself as if she was in a lucid dream. "I must be dreaming, yes. You look younger…"

Tears spilled from Ben's eyes as he held onto his wife's shoulders. "Honey… it's really me."

May smiled tiredly and shook her head. "It doesn't matter if it's a dream…" She caught the startled man who yelped by the collar and crushed her lips against his.

For another five minutes, they continued their make out session, making me feel like I was third wheeling. "Cough." I choose to interrupt them.

They stopped but didn't let go of each other, the couple looked at me. Ben looked frustrated and May kept poking her cheek painfully. "Huh? Jean? This is not a dream?"

I shook my head. "No, May. It's not… I brought your husband back for you."

May escaped Ben's arm. "That's… it shouldn't be possible!" She said in denial as she hugged herself as she watched her husband.

It was at this moment Phoenix chose to manifest herself in the room in her flaming bird form and peered irritatingly at May. (What do humans know of what is possible or not? I've seen countless wonders and monstrosities in the universe surrounding us. Is it so far-fetched that I can resurrect the dead?)

It seemed that she was getting angry about her gift being refused. Ben and May stepped back, him subtly placing between the flaming abstract and his wife. Phoenix opened her wings and did something to them that I couldn't perceive. She closed her wings and nodded her bird head.

(I hope that you understand now.) Phoenix' tone was haughty and commanding.

"W-we understand, thank you for your patience." May spoke, Ben holding her protectively.

I turned to Phoenix. "Huh, what did you do to them?"

Ben and May, I liked them, even if it was Phoenix I wouldn't let her hurt them. Phoenix seemed to know exactly what I was thinking and began to explain herself. (I gave them one day to talk things out in their own mindscape to prove to May that this man is really Ben Parker.)

What she essentially did was to make the couple mindmeld, there they showed themselves their memories and felt their shared emotions. There was no way to lie when minds were linked this way… "I should have done that…"

Phoenix looked at me as if I was doing something bad. (You should take a day to catch up on sleep Jean.)

I lowered my eyes, not wanting to see the disapproving glare of the firebird. "It's difficult… I am plagued by dreams from your memories and they aren't always good."

Phoenix pecked my head.I held onto my forehead at the twinge of pain. (Go sleep right now, I shall help you with the integration of our memories.)

I growled at her. "Fine."

I waved goodbye at Ben and May who didn't seem to want to laugh at my situation, they seemed mildly terrified by the big flaming bird. I left Chimera's room with apprehension. I sent a message to Chimera to help Ben and May and let them see Peter while I was going to have some shut eye.

# # #

(Peter Parker)

Cell block 1, third cell

09:15 AM (Egypt time)

Peter was doing pushups on one hand, torso naked near his bed. He needed to do something just to get this obsession with his… no, the symbiote out of his mind. Think about something else, he was already developing a more resistant web fluid and a better delivery system in his mind. A communication system and a better costume, he remembered Cindy's, it was some kind of under armor rated costume that she was wearing the last time he saw her when the girls had kicked his ass.

It was his first loss, and he vowed to not get caught flat footed like that ever again. He was done fumbling as a hero, but he thought about what May and Jean had told him. He didn't need to kill himself in doing so, the guilt was still there, but after telling what happened to his aunt May, Peter felt lighter.

"259." Up.

"260." Down.

Up and down, the young man continued to exert himself as he thought that maybe, just maybe, the women in his life were right. The Peter Parker of this other world that Jean had shown him was a lonely man in a dead end job with no hope of being able to really get ahead in life. Jean had also shown him he'd never got his doctorate, and had lost the girl he loved because one of his father figures went crazy. Norman Osborn, at the time he had thought his attention had been good for him; he had even gotten superpowers out of his visit to Oscorp by accident.

Peter still couldn't realize the difference between the insane green goblin and the smart and savvy scientist, Norman. He stopped his pushups, standing up agilely. Peter kept rehashing what May had told him that his uncle would want of them. The guilt over the loss of his Uncle Ben was the primary motivating factor in his super-heroics and his life in general. He knew he had to let it go; he had projects to make life better for his family and the people he loved and society. This is at this moment that Peter realizes that just beating the snot out of criminals may not be the most effective way to help make the world a better place.

"I need to do better, to have time for my loved ones; but still be smarter about the hero gig. Patrolling by myself in search of trouble? Why? I could just build things to do it for me, like let's say... drones? To cover the entire city and help me find the crimes worthy of attention."

Good, you are finally thinking right. A feminine voice rang in his mind. Peter looked around him, then outside his cell.

"Who's there?!" Peter called out.

He felt that there was no one out there, or under his bed or on the ceiling. How strange; he could swear he had heard someone.

Yet again he heard a laugh. It's me, idiot Pete.

Peter kept looking around, still finding no one. "Grey?"

He heard her harrumph. Who else? Do you like telepathic communication?

Peter was right- she was a telepath and that fact scared him a little. "This is kind of unsettling... So that's how you speak with Jessica?"

Yes, Cindy has decided to take the plunge too. So, I have been monitoring your thoughts, at least your surface thoughts, I didn't go further.

*But you can…* Peter thought nervously.

Jean cackled in Peter's mind, the poor boy startling at it. Yes I can. Peter, you need to learn meditation and how to shield your thoughts. I hope you are willing to learn it from me.

Telepathy, super strength, energy projectors, time manipulation- it all made him feel out of his depth. He sat on his bed and said aloud, "The world is bigger than I thought… but if you offer it… I will take it. Say, Grey. I-I am sorry for how I treated you."

The young man felt a weird sensation, as if he was enveloped into a warm embrace. Peter, I know. I forgive you, you aren't the only one who is to blame, though. I am a right bitch when I want. And it's all the time…

Peter has been thinking about Jean's method to deal with him; whatever things he had thought of her, Jean had helped him make friends. Given him the strength to confess to Gwen about his feelings for her. She'd even stained her hands with blood to save her from being murdered. She didn't have to do that, he had realized last night after their little timeline hopping session. She was going above and beyond what a normal friend would do.

Blushing, Peter shook his head. "Okay… hum you were saying?"

Peter, do you know Batman?

Peter snorted. "Who doesn't?" The character was created by artist Bob Kane and writer Bill Finger, and first appeared in Detective Comics #27 in 1939. Originally named the "Bat-Man," the character was also referred to by such epithets as the Caped Crusader, the Dark Knight, and the World's Greatest Detective.

Great, Pete. I want you to be Batman. Without the obvious insanity, of course. There are a lot of ways to fight crime; even though punching criminals in the face is super satisfying, you can do a bit like Lex Luthor too, better the city with your resources by leaving no avenue for organized crime to take root in the city.

There was a long silence before Peter spoke next. "Let me get this right."

"You want me to become an inventor billionaire with a penchant to go play hero in his two lives?" There was a catch in Peter's voice, a bit of hope. He really didn't want to become a broke photographer.

Yes, and what's more you are going to love it. It was as if she could feel his emotions about such a matter.

For the first time in two days, Peter smiled. "Sign me up!"

But first, Pete. I got a surprise for you. I told you that I am the Phoenix, there are some things that I am able to do. And you know, I thought that as a peace offering, I would bring back someone dear to you.

Peter frowned. "Huh, what?"

Footsteps came from the alley between the cells. A tall brown haired man with blue eyes and in a uniform stopped before his cell. The force-field disappeared in a woosh sound and the man entered. The way he moved and his smile was familiar to Peter.

"Hey slugger." That voice. It was a voice Peter thought he would never hear again.

Peter slowly stood up, his eyes full of disbelief. "Uncle Ben?"

Ben Parker was back. Peter asked himself if he was dreaming, then pinched himself, hard, to confirm. It hurt. His uncle smiled and opened his arms and gestured to him to come to him. Peter didn't make him wait and flew into his uncle's arms and hugged him tightly, afraid that this wasn't real.

"It's me… son." Ben patted Peter's back.

# # #

(Elisabeth Margareth "Peggy" Carter)

New York, Queens

Astoria

10:37 AM (New York time)

Peggy was taking a day off in her Victorian townhouse after having worked for days on end to find her wayward telepathic protégé. She was having a glass of gin as she consulted the SHIELD database on her laptop. She had done it and was completely rid of the Hydra plants in the eastern seaboard. Now all she needed was a way to break into the more encoded files to find the big poobah who kept trying to get them transferred back.

The old agent planned to catch him or her and discreetly question them about Hydra's plan and obtain their full member list to catch them all. Peggy sent the files she unearthed on her private server. Something that her godson, Tony, maintained for her in a secure location.

Her phone rang then, and she picked it up off the table, glancing at the ID on the screen. She smiled and pushed the receiving call button and said, "Good Morning, Elaine. How are you today?"

"Better than before, Peggy… now that my daughter is back." Peggy could literally feel the relief and happiness laced in Elaine's voice.

The agent in her couldn't stop herself from asking, "Is she still in hiding?"

Elaine Grey took her time to answer and Peggy's mind began to connect the dots about clues surrounding Jean. SHIELD's resources had triangulated the possible location of this Sinister's character to Egypt. The earthquake and tremors felt the 13th pointed the way to this country. The recording that Charles had given her was enlightening, and Peggy had dispatched a team to pay attention to his activities, links to Magneto, a terrorist and this Sinister man made it mandatory.

The man had a plan, this Utopia project that he spoke about. It made her feel no guilt at bugging Charles' office. Not one iota of it.

Elaine finally answered. "Yes. By the way, she wishes to meet you soon."

The long pause was everything Peggy needed to know to guess at Elaine and Jean's intention. "Is it because she wants to terminate our little deal?"

Peggy leaned in her orthopedic chair, understanding the family's reasons and why Jean would want to terminate their association. She had been vocal about how the scrutiny she found herself under was chafing. The recording and small camera bugging the penthouse the Grey currently lived in were often found destroyed because of her tempers.

Elaine laughed knowingly, aware that Peggy would see through it immediately. "She clearly wants to, but I talked her into at least contacting you about it."

Peggy let out a chuckle too but her heart wasn't in it. She knew that now that Jean was known, there was no way people would forget about her. "You know, she's known in certain circles… I don't think she will ever have peace."

Elaine surprised her once again with her smug tone. "I am not worried."

There was something that the Grey matriarch wasn't telling her which piqued Peggy's interest. "Did she tell you what happened to the man who kidnapped her?"

"She killed him and everyone related to him." Elaine's tone was harsh.

Peggy shook her head, she was thinking that Fury's prediction about Jean dictating terms to them might not be so far-fetched anymore. "Just like I thought, you daughter doesn't play around Elaine."

"It runs in the family." Elaine quipped.

It was time to speak about why Elaine called so Peggy removed her glasses, placing them on the table. "Why are you calling?"

"To the point, huh? I wanted to invite you for dinner."

Peggy smiled, it was always refreshing to speak with that woman. She wasn't dazzled at all by her status. "You daughter will be there?"

Elaine sighed. "I am going to try to get her there. She's been cagey about where her new little base is."

Peggy dared a question. "Did she appropriate the base of the enemy?"

The Grey Matriarch laughed. "And more."

Peggy smiled with pride. "That's my girl."

"No, she's my girl Peggs." Elaine said in mock affront.

"Don't be jealous." Peggy said in a patronizing tone, then, more serious, she added, "I will be there, thank you for inviting me."

"Oh, my elder daughters are here, I will call you later to confirm your participation, bye."

"Goodbye." Peggy pressed the end button and put her phone back on the table. She laughed and realized that she needed that; the stress of the previous day was bleeding out of her. Peggy felt her age more and more as she kept on top of things. There were days that she so deeply wanted to go on some vacation on a tropical island and live her days, not having to worry about anything.

However, with Hydra having infiltrated SHIELD and enjoying its resources to do god knows what, she won't rest until she sees the squiddies dead and buried. An alert pinged on her laptop, she put on her glasses and looked. Her tech guy had finally come through and uploaded the files she wanted. The case of Howard Stark's death.

In 1991, Peggy knew something was wrong with Howard's death since the moment she laid eyes on his body. How could she not? What with the fact that Howard's skull had been bashed in multiple times- not at all consistent with a car crash where the impact would have been singular. And given the fact that Howard had been transporting the remaining two vials of super soldier serum in the trunk of his car which were now missing, she knew something was amiss.

Which meant only one thing; Howard was murdered. At the time, she couldn't tell anyone, not when she knew what it must have meant. If the news about having super soldier serum got out, it meant there must have been a leak. That meant such a secret like this had been kept under lock and key so only very few people had known about it. This was one of the old cases that has been on her mind for a long time, and finally she seemed to be able to piece things together now that she knew SHIELD had a pest problem.

Peggy typed on her keyboard, opened the file and saw who knew about the news. There was her, Howard, Pierce, her mentee, Fury, and a handful of other agents, none of which she thought were capable of giving away the secret. Fury was secretive and kept his emotions close, but that was what made him a good agent, not a suspect.

As she looked through the logs of the files on the computer, trying to figure out who could have accessed the files about Howard at the time, she came across something that really bothered her. Only three people had accessed the information about when Howard would be transporting the vials. Howard, to log the information, herself to verify the transfer.

And Alexander Pierce. Why had Pierce been looking at the files? She knew that it had to be more than blatant curiosity. He didn't need to access the files- especially one so highly classified. A hunch told Peggy to peruse through other reports accessed by Pierce since then, other cases where the mission had gone sideways. Either the people they were tracking knew they were coming, or something else had gone horrendously wrong, more often than not resulting in the deaths of agents.

Pierce had accessed each and every one.

"Bloody Hell." She breathed in disbelief but not really surprised, since Jean had told her they were infiltrated and this for years. But it was the personal betrayal that hurt, Pierce was supposed to be a friend.

Her phone rang again, and Peggy looked at the ID again. *Speak of the devil…*

"Pierce."

"You really shouldn't have accessed those files," she heard a cultured voice say.

"You're HYDRA." Peggy bared her teeth.

"Obviously, you think we didn't notice your little stunt about keeping our agents out of the East North East branch?"

Peggy felt two hands seize her shoulder and her head, two men appeared out of the air, wearing strange black suits that became transparent. One of them kept the cellphone near her ear, Peggy understood what was happening. "If you kill me, they'll know it was you," she informed him, "There's security cameras in this room. It'll blow your cover and expose you."

"Except I won't kill you," he told her, "It would raise too many questions. Instead, I just need you to forget. You'll forget everything that happened in the last three months."

"How do you plan on doing that?" she scoffed as one of the agents holding her down pulled out a jet injector with a clear solution in it.

"The memory loss serum Howard had worked on shortly before his death. It's a shame we never got to properly test the long-term effects, but either way, we know it will work and make you forget. But just to be safe, we'll give you slightly more than usual." Pierce's voice held some glee. She thought about fighting, but she knew she was no longer as young as she once was. Either way, she couldn't just allow him to wipe her memory. Not when she had just learned that Pierce was responsible for her organization being infested with vermin. She elbowed the man nearest to her, making him release her. Peggy smoothly took her pistol out of her hidden holster and fired at the second Hydra agents.

However, there was a third one who had kept hidden and tackled her, the man she had elbowed moved closer and placed the needle against her neck. Peggy struggled, biting the man holding her in a sleeper hold but it didn't stop the other from injecting her slightly. Her eyes drooped slowly, and she felt her mind draw black as her body grew limp.

"Good night, Carter," Pierce taunted her through her phone, as the men placed her gently in her chair. "By the time you wake up, you won't remember any of this."