A/N: Wow guys! We have hit 100 reviews! Thank you so much to everyone who has helped contribute to this amazing milestone :D

I've been planning out how this chapter would go down for a while now, and I hope you guys enjoy my twist on the original scenes from FFH :))) I can't wait to hear your responses!

Thanks always for the wonderful support for this story! Without further ado, on with chapter 13!


Penny stepped carefully down the long hallway, careful not to trip on the voluminous skirts that dragged on the floor as she walked. Her sight was hazy and her feet weighed a million pounds each, making her efforts all the more fruitless as she stumbled and staggered. After nearly face planting for the third time, she growled and hastily grabbed two fistfuls of the fabric, bunching it up out of the way of her feet.

A calloused hand pressed against her shoulder, and she hesitated mid-step. Mr. Stark used his other hand to smooth the stray hairs out of her eyes, clearing her vision. She looked up at him thankfully.

"It's okay," he murmured, smiling down at her. "You can hold my arm the whole way down. I won't let you fall."

She tried to open her mouth to respond, but found herself mute. Instead she simply nodded, dropping her heavy skirts and wrapping an arm through his. The effects were instant- following his confident stride, she didn't stumble for even a second, gliding with him down the aisle with ease…

Oh, now I see. This isn't a hallway at all. It's an aisle. She smiled at the realization, clinging tighter to her mentor's arm.

All of a sudden, faces she hadn't noticed before came into view, people seated in pews along the aisleway. Mr. Harrington wept freely, giving her an enthusiastic thumbs up as she passed him. Nick Fury was there too, but instead of an eyepatch, he had adorned his face with a bright pink flower. She couldn't help but giggle at the sight, giving him a wave while he nodded stoically in response.

May was sitting a few rows up, looking radiant as ever and holding hands with Happy. Happy's eyes were fixated on her aunt, and she felt a surge of warmth looking at the pair of them.

Looking to her other side, she caught MJ finishing up a sketch. She hastily flashed her the image she had drawn, her features tense. Penny frowned at the image- it was herself, but aged, and her expression was one of misery. She wanted to ask MJ what it meant, but they were already past her row.

For the first time, Penny thought to look up ahead of her. At the end of the aisle stood Brad, and behind him Ned dressed in a minister's robes. Brad, looking sinfully dashing in his tux, seemed elated to see her. His teeth were so blindingly white that she had to look away as he grinned in her direction.

Soon they reached the steps leading up to the podium. Penny glanced fearfully up at Mr. Stark.

"You'll have to continue without me," he explained softly, his arm already beginning to slip away from hers.

With a soundless gasp, she reached out both arms to cling to him, to keep him from leaving, but he was already gone, and she couldn't spot him in the crowd.

And then Brad was there, leading her up the steps and placing them both in front of Minister Ned. Penny tried to speak to her friend, to tell him she wanted to leave, that they should just grab MJ and go pick up a pizza and hang out anywhere but here, but she still couldn't move her lips.

Ned didn't seem to notice her silent distress. Raising his arms in a benevolent gesture, he asked "does anyone object to the union of this happy couple?" He spoke with an unnatural British accent, and she would have laughed if she were physically able and not totally panicking at the moment. Penny scanned the crowd with pleading eyes, willing for someone to speak up since she couldn't do it for herself.

To her relief, a hand instantly shot up in response. Flash Thompson, looking absolutely dreamy in a crisp, white suit (like her own guardian angel, she thought privately) leapt to his feet, shouting, "me, dickwad! I object!"

His words seemed to break the spell on her.

"Flash!" Elated that she had found her voice once more, she began running towards him. He did the same, but instead of getting closer to one another, they seemed to be slipping further and further away, until he was only a spec on the horizon and his frantic shouting sounded like distant whispers.

Penny slowed to a stop as she realized that he wasn't the only one who she could no longer see. Brad, Ned, and the rest of the congregation had vanished, leaving her alone at the end of the aisle. Wrapping her arms protectively around her chest, she took in her now-empty surroundings.

Her eyes widened as green mist filled the room, and though she was sure she had been alone moments earlier, she felt a new presence behind her. She tried to turn, but found herself tangled up in a giant spider's web, each limb glued to its sticky surface. Then an ominous voice began to speak, sending shivers down her spine.

"The itsy bitsy spider went up the water spout…"

Penny's blood turned to ice as she recognized the low timbre of Adrian Toomes, the Vulture.

"Down poured the rain and washed the spider out!" This voice was deeper, more sinister.

Thanos, she realized with a start, biting back the scream that threatened to crawl out her throat and struggling even harder against her binds.

"I'm sorry, Miss Parker, truly I am," a new voice sighed. "But it seems you have fallen right into my trap."

Wait, I know this voice, too… she thought, her limbs involuntarily freezing up. She squeezed her eyes shut, head throbbing from the intensity and desperation of her thoughts.

And at the exact moment that the chilling realization hit her, a hand was shaking her shoulder.\


"Penny?"

Jolting upright out of her sleep, Penny nearly smacked Brad's head with her own.

Fortunately, he leaned back just in time. Unfortunately, with nothing to impede her arc of movement, she ended up sprawling on the bus floor instead.

"Woah, hey, you alright?" Brad scrambled to his feet, extending an arm to the mess of limbs that was Penny Parker. Still shaking off the remnants of sleep, she accepted his hand and allowed herself to be yanked upright.

"Yeah, I'm good," she mumbled, dusting herself off. To her frustration, she had already forgotten the dream that had put her in such a panic.

Oh, well. It was probably just another "I forgot to study for the final exam" nightmare. I really hope I outgrow those eventually.

Stabilizing herself, she looked up at Brad. "What'd I miss? Why did we stop?"

"Crazy bus driver suddenly pulled off here for a bathroom break," Brad said, gesturing out the window. They were parked at a tourist-y looking rest stop that appeared mostly deserted, save for some bikers hanging out at the picnic tables. "He swerved onto the exit out of nowhere, even though Mr. Harrington asked him to wait until the next one so he could get a Starbucks," Brad continued, shooting daggers at the man in question. "I think he might actually be clinically insane."

"I think you might be right," Penny agreed, watching Dimitri exit the bus with narrowed eyes. Just what is he up to now?

Everyone else was filing off the bus, so Brad and Penny grabbed their bags and shuffled into the line, with Penny bringing up the rear. Just before she stepped off, Dimitri blocked her with an arm and silently pointed towards one of the buildings.

Aaand here we go. So long, Penny Parker. It's Spidey's turn to take over.

Angling herself so that she was looking in the same direction he was pointing in, Penny spotted a blonde woman lingering in the doorway, then mysteriously disappearing back inside. She gave Dimitri one last tired look, glanced around to make sure no one else was watching her, and then made a beeline for the building.

When she reached the door she took one last look behind her to make sure she wasn't followed, and then she stepped inside, finding herself in a messy, dimly lit room that may have once been the entrance to a bar.

The woman lingering inside was tall, blonde, and decked out in a leather outfit that probably took an entire cow to make. There was no doubt in Penny's mind that she was a S.H.I.E.L.D. agent, and that Dimitri's rest stop was not "spur of the moment."

The woman stared her down, eyes cold and intense. Penny shifted awkwardly on her feet.

"...Hello," she finally greeted, raising her arm up in a brief wave.

"Close the door."

Jerking to attention, she swiftly shut the door, and then faced her again for further instruction.

Feeling rude, she quickly added "...um, I'm Penny Parker," shuffling over to her with an outstretched arm.

The woman didn't even blink. "Take off your clothes."

Penny nearly choked on her own spit, dropping her arm. "Excuse me?"

"You told Fury Spider-Man cannot be seen in Europe. So I made you this," she said, picking up a folded black outfit from a dusty pool table. "Another suit."

Relief flooded her. For a brief moment, she thought she may have walked in the wrong building and was about to be recruited for European sex trafficking. "Oh! Uh, thank you." She gingerly accepted the bundle of clothes.

The woman was still looking at her expectantly. She felt the blood rush up to her cheeks when she remembered the previous command.

"Uh, I'm sure it fits fine, I don't need to try-"

"Take off your clothes!"

Deciding that this was not a woman to be trifled with, Penny hastily set the clothes back onto the table and slid her backpack off of her shoulders. Her hands hesitated at the hem of her tank top, and she peeked up at the agent.

"I-I know we're all girls here, but it's a little embarrassing-"

The woman's eye twitched in annoyance. "Now! Hurry up!"

Penny chuckled nervously, but didn't hesitate further. Muttering "this is weird," under her breath, she shrugged off her cardigan and began lifting her tank top over her head.

Then she felt her Penny tingle alert her to a new presence heading their way. In the brief moment where she was still blinded by the shirt covering her face, she heard the door swing open, and the female agent shift in response.

Figuring it was just another agent, she finished sliding her shirt all the way off of her arms, leaving herself in just her bra and sweatpants, and turned to face the newcomer.

And then felt herself seize up in panic.

Amidst her internal screaming, another cynical voice in her head said aaand this is why Spider-Man business can't be mixed in with my personal life, Fury!

Before her, eyes wide as saucers as he surveyed the scene in front of him, was Brad Davis.

And here she was, half naked in a dimly lit room with a secret agent. How the hell was she going to spin this one?

Brad stumbled back a few steps in shock, raising up his arms in a placating gesture. "Woah, uh, sorry, I-I saw you come in here Penny and I wanted to talk in private… God, this makes a lot of sense, actually…"

She had absolutely no clue what he was talking about, but she was in panic mode, so just about nothing made sense at the moment. Brain tripping over itself to find the appropriate words for this situation, she blurted out, "this isn't what it looks like!"

And then she saw him whip out his phone and snap a picture.

Of her. In her bra. With a secret agent.

The shock and outrage slammed into her at once. Flushing furiously, she pressed her tank top against her chest to cover herself. "Wait, Brad-"

"I'll leave you two alone," he added, smirking slightly. And then he was out the door.

The agent, whose hand was already poised on her weapon, rapidly drew and aimed it at his retreating back.

She was still reeling from the surprise, confusion, and anger, but she had enough sense to place a hand on her arm and whisper "don't shoot anybody!" before yanking back on her tank top (inside out, might she add) and bolting after him.

"Brad! Hey, wait a second!"

She caught him just outside of the building, and thankfully out of earshot of the rest of the class, most of whom had already re-boarded the bus.

"It's not what it looks like," she quickly repeated, still not sure exactly what the hell it did look like.

Brad stopped mid-stride, turning to face her with the same satisfied smirk on his face. The sight made her sick to her stomach, and her eyes darted to his phone.

"Look, Penny, I'm not here to judge you and what you do in your free time, but you could've told me earlier."

She crossed her arms in front of her chest, shaking her head in confusion. "Told you what?"

"That you're a lesbian," he deadpanned, gesturing to the building behind her.

Her eyes widened with understanding. "You… you thought I was there for a hookup?"

"Well, duh."

She could've collapsed from relief right then and there, smiling despite herself. He wasn't on to her. He had no clue what her real secret was.

But, she reminded herself, she still had to come up with a reasonable excuse. She wasn't off the hook yet.

"I'm actually not a lesbian, Brad-" she started, chuckling at the ridiculousness of it all. "See, uh, what really happened was-"

And before she could dive into her made-up story about meeting a nice German doctor lady who had offered to check out the weird mole on her back, Brad raised up a hand to silence her.

"No need to lie, Penny. I think I already knew, anyway."

A flicker of annoyance passed through her at the interruption. "What do you mean?"

He shoved his hands in his pockets, shrugging casually. "It was obvious, really. I thought we had a thing going on, but you got more and more distant, and now I know it's because you just don't find men attractive."

She blinked at him in shock. And then her anger gradually returned. "I'm sorry… are you saying that because I didn't seem into you I therefore must be a lesbian?"

"Well, when you put it like that, I sound like a douche," he chuckled. "But c'mon, let's be honest, here. I'm not exactly unattractive. And you're cute and all, but a girl at your level would normally be thrilled to be with a guy like me. Well, a straight girl, at least."

"Wha- a girl at my level?"

"Sorry, that came out wrong," he said, running a hand through his hair and not looking sorry at all. "But I think you know what I'm getting at, right?"

She stared at him emotionlessly. "No, I really don't. Please, enlighten me."

"God, Penny, can you get real for a second?" His tone took on a biting edge, and he mirrored her by crossing his arms as well. "I'm not a guy who gets rejected, okay? And after telling all my friends that I was going after Miss Perfect Penny Parker, not exactly a major conquest, mind you, me returning from the trip without having even kissed you would just be humiliating. Not just humiliating, actually, it wouldn't make any sense."

Penny glared at him, wishing she could grow another foot and a half so he would have to look up at her. "No, Brad, it wouldn't! People can change their minds! Someone not being into you doesn't mean that all of a sudden you're ugly or 'don't have any game.' It just means they're not into you. And if your friends don't get that then they're literal idiots."

He narrowed his eyes at her. "Get off your soapbox, Parker. It doesn't even matter in this case, because you were topless in a room with another woman, and I have proof."

Every muscle in her body grew tense at his sinister tone. Her eyes darted back to his phone.

One kick. That's all it would take, and his phone would go flying.

Brad, sensing her thoughts, quickly added "it's already uploaded on iCloud, Penny. Don't do anything stupid."

"But you're going to delete it, Brad," she whispered, her voice a warning. "Why would you even take that picture in the first place? That's sexual harassment."

"Oh, please, don't be so dramatic," he said with an eye roll, pocketing his phone. "You were still wearing a bra. It's not like you were naked."

And then, even though she knew he was wrong, that it was a total breach of privacy and trust, she began to doubt herself. She felt the familiar sting of unshed tears build behind her eyes, and she began blinking furiously to fight them off. "But my shirt was off, Brad! And why do you need that picture anyway?"

He started casually walking backwards closer to the bus, forcing her to walk with him while nervously checking to see if anyone was listening to their conversation. "It's not like I'm going to show it to a bunch of people, just some of my friends to prove that you're gay," he said. And as an afterthought, he added,"oh, and probably to Flash, too."

Penny stopped walking, her jaw hanging open. Despite her efforts, one tear slipped out of the corner of her eye, and she furiously swiped it away before he could see.

This isn't happening. This CAN NOT be happening.

"Wait, Brad, why..?" Her voice threatened to crack.

Brad let out another easy laugh, but it sounded mocking in her ears. "You can't tell? The poor dude's hopelessly in love with you, and he deserves the truth. No use pursuing you when you're into women anyway."

That stopped Penny in her tracks. No… Flash isn't… he's not… can he be?

"...So as hot as the picture is, you don't have to worry about it being released to the whole school or to PornHub or anything. I'm not a bad guy, Penny." He smiled his typical heartbreaking smile, but this time she saw right through it.

God, she should've listened to MJ's intuition.

She felt herself being pushed towards the brink of a panic attack, her hands and legs already shaking. "Brad, wait, c'mon-"

"Okay, put one foot in front of the other, and everybody back on the bus," Mr. Dell announced, emerging from the men's bathroom.

Mr. Harrington was right on his heels. "It's been ten minutes. Let's go!"

Penny whirled to face Brad again, but he had already slipped away and was climbing up the steps of the bus.

And, to her absolute horror, he sat himself down next to a very confused Flash Thompson.

"Oh shit…" Penny raised her eyes skyward, silently praying for a solution out of this very complicated web she had found herself trapped in.

So Flash… Flash likes me? Or Brad thinks he does, anyway… but it doesn't even matter 'cause now Brad is going to tell him a lesbian, and he's going to humiliate me by showing everyone that picture with my shirt off, and I guess I might as well die at the hands of the giant fire monster because my life IS OVER-

And then, like an omen from above, Penny felt her hand brush against something in her pocket. Without thinking, she retrieved the item, the glasses case that Nick Fury had given her last night.

She brushed her thumb over its surface, cracking it open.

Why do I have the feeling that Tony Stark has just saved me yet again?


Flash narrowed his eyes at his unwelcome seat mate, hesitantly popping out an earbud.

"Uhh… watcha doing here, Brad? Did your bus buddy abandon you?"

He delivered the sentence as a jab, but secretly he hoped there was truth behind the words. That whole morning he had to fight the urge to turn around in his seat just to catch a glimpse of them and see what they were doing, and if they were having as good a time as she had with him on the plane ride.

Brad flashed him his signature grin, the same one that made all the Midtown girls swoon. "What, I can't just hang out with my good friend Flash Thompson?"

Unfortunately for Brad, it didn't have the same effect on Flash. "Last I checked, you were calling me a friendless loser getting in the way of your relationship with Penny Parker."

His smile drooped into a frown. "Wow. Does everyone think I'm a total douche?"

"Yes. Wait, where is that coming from?"

"Nevermind. I'm sorry if I came on too strong last night, okay?"

Flash's eyebrows raised to his hairline. "You're… you're apologizing?"

Brad nodded, looking sincere. "Yeah. Bros have to stick together, you know?"

"Uh… I guess?"

Flash was hesitant to accept Brad's sudden change of heart, and he didn't bother masking the suspicion in his eyes as he surveyed him up and down. Brad didn't seem to mind, however.

"Seriously though," Flash continued, still wary, "why aren't you sitting with Penny?"

Brad made a face at him like dude, you won't believe what I'm about to tell you.

And then the sound of clambering footsteps caught his attention. Craning his neck to look over the rows of seats in front of him, he saw Penny Parker herself stumble onto the bus with MJ in tow. He noted that she was wearing the same clothes she had slept in, as well as a pair of vintage-looking sunglasses that he hadn't seen on her before.

Penny was a terrible liar on all counts. This was common knowledge. And right now, she looked like she was trying very hard to pass off as cool, calm, and collected, when she really looked like she was on the verge of either tears or mental collapse.

MJ, on the other hand, looked like she was ready to bash some heads. She was whispering furiously with her, gently guiding her into one of the front row seats and sliding in next to her as she talked.

Once they were out of view, Flash turned to Brad again, looking ready to do some head bashing of his own. "What the hell did you do?"

Brad flinched, but maintained his easy attitude. "Nothing, dude. Penny and I just came to an… understanding. And I figured I should warn you before you make the same mistakes I did."

Flash was unconvinced. "What sort of understanding? And warn me about what?"

The bus doors swung shut, and they finally began lurching forward.

Mr. Harrington chose that moment to stand up and scan the rows of seats for all of the students. "We have everyone, yes? I counted 15 heads- Mr. Dell, can you confirm?"

"We have 15 students? I thought I saw 16 on the roster."

"No, it's 15… or is it 16? Students, how many are there of you, 15 or 16?"

Ignoring their chaperones, Brad spoke in a hushed tone so only Flash could hear. "I don't think she's fully out yet, but Penny… Penny's actually a lesbian."

Flash snorted out a laugh, slapping a hand over his mouth to keep from drawing attention to himself. Then, looking at Brad's solemn expression, he realized he was dead serious.

He shook his head at him, smirking freely. "Wait, dude, you can't possibly think that Penny's lesbian."

"She is," Brad urged, leaning closer to Flash. "And that's why things weren't really heating up between us, not because you got in the way, but because she isn't attracted to men."

"What if she's just not attracted to you?" Flash crossed his arms over his chest, raising an eyebrow. "Ever thought of that?"

Brad smiled at him, but it was clearly forced. "C'mon, buddy, I'm doing you a favor here."

"And now I'm going to do you a favor." Flash pulled out his second earbud and angled himself towards Brad, giving him his full attention. "You've gotten to know Penny over the course of this past year, and that's great and all, but I've known the girl since Kindergarten. I've had to listen to many a rant about all of the childhood crushes over the years, starting with Diego from Go, Diego, Go all the way to Daveed Diggs from Hamilton. Hell, I once saw her openly sob over a Harry Styles music video. She likes her men, Brad. And I probably shouldn't even be saying this, but I know for a fact that she liked you, at least for a little while. So whatever you did to screw that up, that's on you, not her sexuality."

Brad stared at him, mouth gaping open like a fish out of water. For once, he had nothing to say.

Flash just rolled his eyes. I can't believe I used to be so arrogant, too. This is just pathetic.

He moved to put his headphones back into his ears, but Brad quickly caught his wrist, stopping him.

"Wait. I can prove it to you."

Flash shrugged him off, rolling his eyes. "Really? You can prove it? What are you going to do, dress in drag and see if she'll kiss you then?"

Brad's jaw clenched at the comment, but he didn't relent. Pulling out his phone and thrusting it towards Flash, he whispered, "I've got evidence."