Okay, I know that Noir Spider-Man's real name is Peter Parker, but since there's a zillion Peter Parker's, I'm just going to call him Noir in the story to simplify things a bit.

I honestly hate Felicia Hardy in the comics, but I thought she'd be significant to the story, so I threw her in. Sorry guys.

Also, a side note that I'm writing most of this on my phone. I tried to edit out most of the autocheck and the typos, but there might still be a mistake here and there.

-Onward!

-Chapter One-

Noir plummeted into the collider and there was a flash of grey and white. He blinked and saw a greyscale cityscape speeding towards him. He remaneuvered himself mid-air, shooting out a black web towards the nearest building and pulled himself toward it. He landed onto the wall of the building and held his grip onto the rough gray bricks as he took in the world around him. Not a single color was to be seen. Noir sighed. He kind of missed the odd hues that he had seen in Miles' universe.

He shot out another web and swung through the New York alleys. He stopped as he saw a tavern below. The Black Cat.

Felicia Hardy laid out over her lavish bedspread. Cats crawled over her. She wore a lose, revealing dress and her white hair hung over the mask which hid her face.

Noir swung into the balcony and Felicia sat up. Her expression was hidden behind her mask.

"Peter," She said. "Fancy seeing you here again."

Peter took off his mask, approaching Felicia.

"How long was I gone?"

Felicia swaggered towards him, putting both hands on his chest.

"Long enough to miss you." Felicia purred. "Where were you, Peter?"

"It's a long story." Peter said.

"We got plenty of time." Felicia said.

"Not now," Peter said. "I need to go home. I've been gone long enough."

"But you just got here. There are things I need to tell you."

Peter looked at her light eyes throught the slits of her pale mask.

"What happened?"

"I— I can't talk here. Ears everywhere. At nightfall, meet me in the alley near Antonio's butcher place. It's important."

Peter sighed. "Won't you take off that mask?"

She shook her head. "I'd rather not relive those memories you made me go through. Just go." She turned her back and looked down.

"I will meet you tonight." Peter said. His eyes rested on Felicia's back remorsefully. He could see a long thin scar running along her back and sighed.

"I'm sorry, Felicia."

He put on his mask and leaped off of the balcony. His black form glided across the grey city and swung out of sight.

The sun sunk beneath the distorted array of gray buildings and the last glints of its grey light soon elapsed into darkness. Noir watched from one of the highest buildings

It was late enough to head toward the alley. Shooting out a web across a building, he swung toward the outskirts of the city. His long black trench coat billowed behind him like the wings of a bat. He landed on the side of a building, glancing downward to see Antonio's Butchery and inwardly frowned.

"I'm never going to think of butchers the same way again." He muttered, thinking of his former companion he had met in Miles' universe.

Something suddenly struck him in the side. Noir jolted and his grip slipped from the gritty bricks of the building. He was tumbling backwards into the alley.

The ground smashed into him, knocking the air out of his lungs. His back and side ached. He blinked in shock, noticing a knife's hilt sticking out of his side. He gasped, then coughed in pain. A tall, slender figure was seen in the distance. They were walking toward him. Noir scrambled backwards, his hand finding his revolver.

He heard a high chuckle.

"Aww the tasty little spider believes in his little toy, thinking it's a weapon! How adorable!"

Noir grit his teeth and fired several times at the figure. There was no reaction except for them steadily walking closer.

With his breath catching into his throat, Noir leaped to his feet, trying to ignore the searing pain of the knife in his side. He couldn't risk removing it right now. That would only increase the bleeding.

The stranger's face approached the light. She was pale and had silky blonde hair. She had color! Noir tried to place the term for the color of her jacket, but she lunged at him before he could figure it out. Noir gasped as her hand gripped his throat. The force of her arm drove him to smash into the brick wall behind him as she pinned him there.

She grinned, baring her teeth, which were fangs.

"Where's Felicia?" Noir demanded in a choked voice.

The woman laughed. "She traded your life for hers. She was actually very cooperative."

She drew her face near Noir's, pulling back the side of his mask and beginning to bite down on his neck. Noir shouted, kicking the woman in the chest. The woman withdrew briefly, but pinned him to the ground. Another figure leaped out of the shadows, knocking the woman off of Noir. Noir gasped.

It was a man similar in stature to the woman, clad in similar Victorian-esque clothing and had the same blonde hair. They could have been twins. The man stabbed her, hissing, "Give up the totem, Bora. He's mine!"

"I tracked him down, you imbecile!" Bora shouted, ripping the knife out of her torso and struck him in the gut. He flung her aside and leaped towards Noir. Noir crawled away, kicking him in the face.

"Brix!" Bora shouted. "That's my totem!"

"Not anymore!" Brix bounded toward Noir again, grabbing him by the scruff of his shirt and pinning him to the ground.

"I wonder if he'll taste black-and-white, too," Brix muttered with a demonic grin.

Noir tried to struggle away.

"Chase yourself, bimbo!" He grunted painfully. Brix only laughed. There was a flash of a strange-hued light (Noir thought it was blue, but he wasn't good with colors) and his environment changed.

Noir was suddenly on the hard tiled floors of an expansive mansion. Dark curtains of strange colors hung from the windows, and a hall stretched off in the distance. Noir could distantly see along table that seemed to have people on it. He recognized some costumes that the people wore to be similar to one of the Spider-Men that he had met in Miles's universe. Noir tried to scramble away, but Brix held him fast to the ground. He bared his teeth and his jaws neared Noir's neck. Noir gasped, thinking fast.

He shot a web at Brix's face, yanking it towards the ground and slid out of the way. As Noir scrambled to his feet, he heard a sickening crack on the tile floor.

He ran for it.

He ran as fast as he could with that knife still sticking out of his side and dashed toward the huge table. There were three spider people on it. Two of them already seemed dead. Noir's heart plummeted, but the one on the furthest side of the table coughed. It was a girl with short brown hair, wearing a costume similar to the other Peter Parker that Noir had met. She wore a strange grey bracelet that looked like some sort of high-tech device. Noir immediately went over to her, but he could hear Brix getting up. His spider-sense was going berserk.

"Hey, kid!" Noir whispered. He clutched his side and coughed. He glanced toward Brix anxiously. His face was bashed in and covered in blood, but he was getting to his feet and approaching. The tiles beneath him were stained in... red. That was the word; red.

The girl winced, rasping for air.

"Hey, you're the 30's Peter," she choked. "Take this."

She struggled to detach her grey bracelet, coughing up blood. Her eyes were glassy and she was so pale, she looked dead already.

Noir helped remove the mechanism, his heart pounding rapidly as his peripheral vision revealed Brix coming closer and closer. He frantically looked back at the girl, at first thinking she was dead.

But she spoke again, "Tell Miguel I hate him."

Her head relaxed back on the table. Her eyes stared blankly at the ceiling.

Noir took in a sharp breath as Brix leaped onto the table, glaring at him with greed, and blood streaming down his face.

"Thought you could get away, totem?"

Noir gasped, fastening the girl's bracelet onto his wrist, but didn't know what to do with it. For all he knew, it could just be standard jewelry from the future.

He decided to make another run for it. He sprung forward, shot a web towards the ceiling, and swung upward. A hand grabbed his foot and slammed him onto the table. He shouted in pain as he could feel the knife shoved deeper into him. Blood was pouring over his shirt. He scrambled for the edge of the table, but he was dragged backwards. He rolled over to kick the assailant, but they caught it. It was Bora. She grinned through her sharp teeth.

"Going somewhere, little spider?"

Brix lunged toward her, but she kicked him backwards. She grasped Noir around the throat so tightly, he couldn't breathe. His hands flew up to loosen her grip, but flailed uselessly. As his hands overlapped, he could feel the young Spider-Woman's bracelet. Desperate, he pressed his palm onto its surface. The air was sucked out of his lungs again. There was a bright blue flash.

He was gone.