Just a heads up, this isn't quite as simple as the last story. Still, hope you enjoy.

I own nothing, Spider-Man in its entirety belongs to it's proper owners.

"Noir, Pete, I have something I need to discuss with you."

Noir looked up from his book at Peni's voice, while next to him Peter B. turned his gaze from Ham and SP/dr playing cards at the coffee table in front of him to Peni at the other end. The youngest Spider was going over her textbooks, which Noir suspected was more to look for errors than for actual studying purposes, and she had what appeared to be a sheepish look on her face as she kept her head down. Odd, since she was the one who spoke up first.

"What is it, kid?" asked Peter B. with a raised eyebrow. He glanced back to the card game just in time to see Ham fold to SP/dr, its eyes forming two up arrows in happiness.

"Well," began Peni. "It's school. I need one of you to help me with a project."

"Project! Count me in, working on a school project sure beats losing another round of Texas Fold Em with this guy," Spider-Ham interjected with a side glare to the smug looking mecha before either of them could respond.

"Thanks Ham, but I need a human's help with this one."

Peni brought her head up and gave Ham a sympathetic look as he quiet literally deflated a little before turning around to watch news reports on the television. Peni moved her eyes to the only adult Spider-Men sitting on the couch. Now seeing her face, Noir could easily tell that yes, she was being a bit shy about something, reluctant to say it aloud.

"Adult? Look Peni, if you got in trouble and need something signed just hand it to me and I'll hide your candy for a few days as punishment, deal?" Peter B. said.

Noir gave him a glare through his goggles at how relaxed he was being about this, to which he got a shrug of the shoulders in response. Noir had to roll his eyes at that. Even if his more slovenly counterpart had cleaned up his act since their first adventure, there were still many areas he needed work in.

"No, that's not it," said Peni with a slight edge in her tone. Messing with her candy was not something one does lightly, as they have all learned.

"What is it then?" Noir finally spoke up.

Peni turned to look at him before she seemingly remembered something and ducked her head back down before speaking an a subdued voice. Odd, coming from their resident ball of energy.

"It's a bit awkward..."

"Peni, comeon," Peter B. said. "It's school. If you didn't get in trouble, how bad can it be?"

She seemed to consider this for moment, turning it over in her head and taking a deep, calming breath before coming out and saying it.

"I need one of you to pretend to be my father."

...Oh.

A heavy silence fell upon the room like a blanket.

Noir and Peter B. didn't know how to respond to that statement. Peni started to fidget with the hem of her skirt. Ham just silently raised the remote and muted the television as SP/dr stared with wide digital eyes. It became so quiet that one could hear a pen drop, and one was heard as Gwen, listening in while doing her homework at the dinner table dropped hers in shock. She reached across the table to bat Miles on the arm, too distracted with his earphones and own work to pay attention. He simply removed the devices and looked around in confusion.

After another moment of silence, the two human Peters in the room spoke in unison and to differing degrees of bafflement.

"What?"

Silence broken, Peni didn't hesitate to explain the situation.

"Well, you see, we're having this whole 'Bring Your Father To Class' thing going on, and everyone's been talking all about it and are really excited about it. I don't talk about my family at school, but everyone started bothering me about it, asking if my dad was coming, why don't I ever talk about him, why don't I ever talk about my mom, stuff like that. And they kept going on and on about it, and I kept ignoring them, and then they started to tease me about it, mocking my father and mother, and I got so worked up about it I lost my temper and said they'll see for themselves when my dad shows up and makes everyone else's dad look bad in comparison, and so I need one of you to be my dad for the event because my teacher over heard that so I can't take it back otherwise I'll get in trouble since this is a big annual event and everything, so, yeah."

Peni took deep breaths in as she finished her rushed explanation. Everyone was silent as the grave as they processed this information, none more so than Noir and Peter B., who shared a look before turning back to Peni.

"Sorry," she muttered.

The tense mood lasted a moment longer before it was broken by oldest of the Spiders.

"Well, I'm out. Good luck Noir," Peter B. said as he gave Noir a pat on the shoulder before flopping back into the couch.

The black and white Spider did a double take at this before speaking up.

"I beg your pardon? Why is this my responsibility? Look at me, I don't even have color! I can't even leave the flat in the daytime, let alone go to a school! If anyone, it should be you!"

"I'll give you two good reasons." Peter B. started without batting an eye. "Number one, I look and sound too much like the Peter Parker of this universe to spend too long in one place otherwise someone might get suspicious. Number two, since we obviously can't tell them what we really do, you would be better at wowing them like she said we would since you're actually a private investigator and have stories to tell. Didn't mean to throw you under the bus there bud, but it's just that simple."

"Even if you raise some good points there, Pete, this still doesn't solve the whole lack of color issue." Noir retorted.

"Easy, makeup and new clothes," he replied with ease.

"Easy? You say that's easy? Who do we know that's good enough with makeup to hide my grey skin and eyes?"

"I know how," Gwen answered from the table. All eyes turned towards her. "I'll need to swing by the store and pick up some things, but otherwise I can make you look normal."

Noir stared for a moment more before shaking his head, moving to his last point.

"And what about my clothes? I don't have any clothes from this world, how much time do we have to find clothes that fit me between our nightly patrols?"

"Just tonight."

Everyone turned back to Peni, who was doing her best attempt to disappear where she sat. Unfortunately, she wasn't Miles, and had to clarify her statement to the many prying eyes.

"Bring Your Father To Class Day? It's tomorrow." she said in a small voice.

"Tomorrow?!"

All the Spiders, sans Peni and SP/dr, jumped up and exclaimed in panic. The girl flinched where she sat as everyone started to hustle about. Gwen was the one to take command.

"Come on everyone, we don't have much time! Miles, you know where we can get clothes this time of night?"

"Yeah, there's this 24 hour thrift shop I know where my parent's get rid of their old clothes, I'm sure they have something that fit's him there."

"Perfect, you're on clothes detail, and I'll get the makeup. Pete, Porker, you two are on patrol tonight, so go suit up."

"I'm always suited up!"

"Fine, Pete, go suit up. Noir, write down your shirt and pant sizes for Miles, you're staying here. Peni, prep Noir on what he should know for tomorrow. All right everyone, let's move!"

Realizing that he had no choice anymore, Noir did as commanded and found a pen and paper to write down the appropriate measurements while the others went and got ready. Minutes later Miles, Gwen, and Peter B. came back, all dressed in their Spider costumes.

"Why are you and Gwen dressed up?" Noir asked as he handed Miles the paper.

"Swinging's faster than walking or cab." He looked at the paper. "Uh, Noir, what are these other numbers about?"

"Hat and coat," he said, as if it was obvious.

Miles rolled his eyes a little as he joined the other Spiders by the window. Noir, Peni, and SP/dr waved as Peter B. and Spider-Ham took off first, swinging up to the skyline, before Gwen and Miles lept off next, swinging in different directions. Noir went and sat back down on the couch with a sigh, picking his book up from where it had fallen in the sudden rush and placing it back on the table. SP/dr turned towards the muted television, watching for any crime reports to send to Peter B. and Porker.

"Well," he began, looking to where Peni sat, not having moved from her spot. "What do I need to know?"

The next day, Peni walked into her school holding the hand of a man nobody had ever seen before last night. He looked simple enough, dressed in well-worn tan slacks and a white button down shirt, yet at the same time stood out with his old brown trench coat and black fedora. At a glance his face seemed remarkably familiar, as if he was a well known figure, but the circular wire frame glasses he wore dispelled those thoughts. If anyone asked, his name was Benjamin Parker, Peni's one and only father.

But in truth none of that was real, and Noir had to stuff his free hand in his coat pocket to keep from rubbing his face. He had so much makeup on him it felt heavier than his mask, and his eyes felt uncomfortable with these brown contacts meant to make them match Peni's. His only solace was the glasses he's wearing. The lenses are normal glass, but tinted grey to filter out any colors to keep him from getting migraines. If it wasn't for them he wouldn't have made have made it down the block.

"Sorry again for making you do this."

Peni's quiet voice pulled him from his thoughts. He glanced down at the girl, her gaze kept on the ground in front of them. Out of the corner of his eyes he could see the looks they were getting, judging looks from the kids and confused ones from their fathers. Most likely do to Noir's fashion sense, which Gwen and Miles said was 'outdated.' No wonder she kept her head down. He gave her hand a squeeze.

"Let's just focus on getting through this, okay?"

She just nodded her head and kept quiet.

It didn't take long to arrive at her classroom, and Noir went over the checklist in his head. Arrive, sit along the sides of the room with the other kids' fathers, wait his turn, Peni introduces him, talk a little, answer some questions, sit back down, and wait to get the free food in the cafeteria. Peter B. added the last part, but Peni said he can leave at that point if he wants. The two split up, Peni going to her seat up front as Noir found an empty chair by the windows, removing his hat as he sat down beside him. They were a little early, so he pulled his book out of a pocket inside his coat, finding where he left off.

Gradually more students and their fathers started to show up. The other parents often did a double take when seeing Noir and left plenty of space between them. Not that he minded, outside of the Spiders her was bad with socialization, so he appreciated the space. What he didn't mind was all the hushed voices he kept hearing. As more kids arrived they pointed out their dads to each other, and it didn't take long to figure out who Peni's 'dad' was, leading to much snickering and rude comments under their breath.

"Is that her dad over there, sitting by himself?"

"What's with his clothes? He dresses like my grandpa."

"I think those glasses actually are my grandpa's."

"Are they even related? They barely look alike."

"They both have black hair, and I think his eyes are brown, like her's."

"Lots of people have black hair and brown eyes. That doesn't prove anything."

"No wonder she never talks about him."

For his part Noir just ignored the juvenile comments, but his mind did start to wonder a little. He knew Peni was strong, able to ignore most of what her classmates had to say, even right now she was jotting down some new formula or code in her notebook. But still, these are also the same kids who drove her into his arms just a few weeks ago and made her lose her temper that led to their current situation. Kids can be cruel, Noir knew this, he just wish he could help Peni somehow.

"This seat taken?"

Noir hadn't noticed the gentleman approach until he was right next to him. He glanced down at the chair beside him and saw his hat, swiftly removing it before gesturing with his arm.

"Be my guest."

"Thanks man," the stranger said as he took a seat. "Name's Douglas, you?"

He held a hand out to Noir, who promptly shook it.

"Benjamin. A pleasure."

"A pleasure? Kind of old fashioned, isn't it?"

"Just how I was raised."

"Huh, fair enough."

And with that Noir went back to his book as Douglas opened up his phone. A bit of a stilted conversation, he'll admit, but he's had worse.

A minute later, Noir was again pulled from his book.

"Hey Doug, fancy seeing you here!"

"You know me, I would want to let my kid down!"

Noir saw the man coming this time and held out his hand as he sat down on his other side.

"Benjamin. And you are?"

"Harold, but call me Harry." He said while shaking his hand.

Noir was about to return to his book, but opted against it, returning it to his inner pocket. And it's good he did too, as his new neighbors decided to include him in their conversation.

"So Ben, mind if we call you that? First time at your kid's school?" Douglas asked.

"Yes, and I prefer Benjamin, if you don't mind." Ben brought up too many bad memories for Noir.

"You from around here? Haven't seen your face before." asked Harry.

"I came here just a few months ago, actually."

The conversation continued on like that for a while, mainly Douglas and Harry small talking while sometimes including Noir. He didn't mind it too much, but all the same was very happy when the teacher finally spoke up.

"Good morning everybody!" said the cheerful young woman. "Before we begin, I just want to thank all the fathers who managed to make time to be here!"

A small round of applause went through the room, some more half-hearted than others.

"Now onto business! It's very simple, we go alphabetically by last name, the child brings there dad forward, you tell us about yourself, we ask some questions, then we move on to the next. Okay? Good, now to begin. Jackie Abrams?"

A young girl rose from her seat, went over to her dad on the other side of the room and led him by the hand to the front, announcing his name before sitting back down as he introduced himself.

That's how it continued on for the next few hours. Noir payed attention, taking mental notes on how to handle it when his turn came up. Most of the questions were about their jobs, which put Noir at ease since he had plenty of stories to tell about being a private eye, as Peter B. accurately pointed out last night. Other questions were about family, which didn't quite put Noir at ease.

Douglas and Harry both went before him. Douglas Doogin, a man of Irish descent as evident by his red hair and freckles over pale skin, was an electrician working at the nearby power plant, was unmarried, and father of Austin, a rowdy kid a few seats behind Peni. Harold "Harry" Montgomery, was the manager of a chauffeur company started by his parents, was married to his wife Trish, and father of Mason, a spacey looking black boy with glasses near the back, as well as twin baby girls, Joyce and Rose.

"Peni Parker."

Finally it came to them. Peni got up from her chair and made her way over to Noir, her classmates eyeing her the whole time. She stopped in front of him, face neutral and holding out her hand, letting Noir get up and put his hat back on before he took her hand and let her lead him to the front of the room. Noir could hear them laughing again under their breath, mostly the girls but some of the boys too, and he could tell Peni could hear it as well. Like earlier, she kept her head down, and her usual peppy atmosphere was gone, replaced with a dark cloud hanging above her. Whether it was from the jeers of her classmates or lingering guilt of forcing him into this situation, he couldn't tell.

They stopped one they reached the front, turning to face the many students and fathers. Peni took a deep breath before speaking.

"My name is Peni Parker, and this is my dad, Benjamin Parker."

There was a light round of applause as per usual as Peni went to her seat, directly in front of Noir. She was trying to hide it, but Noir could see it now in her eyes, the dread at what happened next. Peni said that he would amaze them, and hoped he could live up to that. He's heard the kids tease her, laugh at her, enough to make her reach her wits' end each day, and wanted to do something to help.

Perhaps, he could do as they say, and kill two birds with one stone.

"Hello," he said while tipping his hat. "My name is Benjamin Parker, and I, am a private eye."

A chorus of 'oohs' went up around the classroom as just like that, he had every kid's rapt attention. He let the moment hang there for a second before adding more.

"Now, I know what you may be thinking, that being a P.I. is old school, a thing of the past, but let me tell you, my services are always in high demand."

As he paused, thinking over what to say next, one of the kids already raised their hand, faster than for any of the other parents. Noir was briefly surprised by this.

"Um, okay, that was fast. Yes, what's your question?"

A young boy with a buzz cut stood up.

"Do you use a gun?" he asked in excitement.

A buzz ran through the students, all eager to know the answer. Quickly, the teacher addressed the student.

"Sylvester, I don't think that question is very appropri-"

"It's fine, ma'am," Noir interjected. "I don't mind at all."

Noir waited for her to nod in approval before turning back to the room.

"To answer your question, yes, I do use a gun, and I've had to use it many times, especially when the mob is involved."

A young boy with tan skin spoke without raising his hand.

"Mob? Aren't they all dead?"

Noir mentally kicked himself for not thinking that through, but recovered quickly.

"Trust me, they're still around, just not as public anymore. I've been a thorn in their side for a long time, and I got the scars to prove it."

Another hand went in the air. This time a young girl with braces.

"Why do you dress like my grandpa?"

A round of laughter went through the kids, and some of the adults too.

"Well," Noir began. "Shirt and slacks are normal business attire for me. My trench coat has many pockets for my credentials, notebook and pencils, gloves and evidence bags, should I need them, snacks, and conceals my gun, if I have it on me. Which I do not, by the way."

He finished by opening his coat to show he had no weapon on him. Some of the boys in the class looked crestfallen at that.

Another hand, this time it was Harry's kid, Mason.

"What's with your glasses? They look grey."

"These," he removed his glasses, color assaulting his vision. He almost rubbed his eyes from the sudden onslaught before remembering the makeup and contacts. Instead he recited his practiced lines.

"You know how some people's eyes are sensitive to sunlight and need to wear sunglasses, my eyes are sensitive to color and I need these to go about the day. When I wear these, from my perspective, everything's in black and white."

He finished by putting his glasses back on his face. Another hand, this time from a girl in pigtails.

"Peni never talks about her mom. Tell us about her."

Noir hesitated at that, glancing at Peni and seeing the girl's eyes widen. He knew neither of her parents were alive anymore, but that wasn't his information to share. He looked back to the class as a whole, seeing mostly expectant eyes. A sudden thought passed through his mind, and he mulled it over. With a heavy sigh and his choice made, Noir dug his hands into his pockets and began to slowly pace back and forth.

"It was more than ten years ago, I was sitting in my office going over my last case when she walked in. Her name was Akiko, and she had a story to tell. She told me that her jilted ex-lover was out to get her, and she wanted protection. When I told her I wasn't some bodyguard for hire she pulled a diamond out of her bag and set it on my desk, saying there was more where that came from.

"Something wasn't adding up, so I took the job, if only to keep tabs on her. In the following weeks I would discover that her ex-lover ran a smuggling ring dealing with jewelry and valuable gemstones, and Akiko had learned more than she should have, so she nabbed some of the loot and ran.

"It was a hassle, one of the hardest jobs I ever had, but I took down the ring and ensured not only that the stolen goods were returned, but that Akiko would never be harmed again."

Noir walked over towards the windows not blocked by chairs, removing his hat and holding it to his chest. His hair, black and undyed, absorbed the sunlight as it fell upon him.

"And over those weeks together we grew close, her and I. After the case we stuck together. A year after she first walked through my door I asked her to marry me. And a year after that, Peni was born."

He turned and walked back towards the front of the room, head hung low and speaking in a softer voice.

"Sadly, there were complications during the birth, nothing the doctors could do. She lived long enough to see her daughter and give her a name before she passed. After that I never remarried, taking on smaller jobs so I could take care of and focus on raising our daughter."

Noir heaved a heavy sigh, and when he looked back up he was taken aback. Nearly all of the girls had tears running down their faces, and many boys were fighting to hold their own tears back. Every father in the room was looking at him with sympathy, except Douglas, who was wiping his eyes on a handkerchief, and Harry, who was giving him an encouraging smile.

And as for Peni…

Peni was staring at Noir, eyes wide and glistening with unshed tears, looking stunned, not knowing how to react to the heartfelt story he had just poured out. Noir met her eyes and gave her a small smile, one that was mirrored on her own face as the corners of her mouth slowly twitched upwards. Except for the occasional sniffling, it was utterly silent in the classroom, not awkward, but golden.

It was the teacher spoke first.

"T-Thank you, Benjamin, you may return to your seat now. We're halfway through, so let's take a break, shall we?" she said while dabbing her own eyes.

Noir tipped his hat to the class before returning to his seat, hoping that his performance would get the other kids off her back. Judging from the sad looks most of the class were giving her, he'd pretty sure it worked. As he sat down Harry laid a hand on his shoulder and gave it a squeeze of reassurance. Noir gave him a nod and thankful look, appreciative of the kind gestures. As he removed his hat Douglas grabbed his attention.

"You're a brave man, Benjamin. Strong man. I know what it's like to be in that position. Austin's told me your girl's awfully bright, talks about subjects he doesn't understand like they're nothing. You should be proud of yourself for how well you've raised her."

"Thank you," was all Noir could say, given the reality of the situation.

After the break was up, the rest of the introductions went by smoothly, nowhere near as emotionally charged as Noir's was. Before he knew it, it was time for lunch. Some of the dads said goodbye to their kids, having to leave early. As everyone else made for the exit, Harry and Douglas turned to Noir, who hung back behind the crowd.

"Hey Benjamin, you coming to lunch? Or you gotta take off?" asked Harry.

"I'm not sure, I need to talk with my daughter for a moment," replied Noir, looking over at Peni, who hadn't yet left her seat.

"We'll save you a seat, but if gotta go, you take care," said Harry.

"See you around," added Douglas.

Noir gave them a wave before turning to Peni. The room was nearly empty, and with just a look to the teacher she understood and ushered the rest from the room before closing the door on her way out with a smile. Noir approached Peni, who turned sideways in her chair, and knelt down to be eye level with her.

He didn't quite know what to say, but it didn't matter as Peni to the initiative and lept at him, barely leaving him time to catch her in his arms. Noir was at a loss on how to act at the sudden bear hug he found himself in, and settled for awkwardly wrapping his arms around her, lightly patting her back.

"Thanks, Noir," Peni said. "I know you didn't want to do this, but you still gave it your all. I'm still sorry about all this."

"Hey, it's fine. I was just a little taken aback by the news yesterday is all. I'm glad I was able to help. You think we managed to wow them like you said?"

"Are you kidding!" Peni exclaimed, her bubbly energy back in spades. She leaned back in his arms to see his face. "You managed to outdo everyone with ease! I can't believe you managed to create a story like that on the spot!"

Noir's face must have looked as pained as he felt, as Peni quickly sobered up and looked at him with worry.

"It was made up, right?"

Noir looked down, taking a moment to speak again. He can trust Peni with the truth.

"...Her name was Agatha."

He heard Peni gasp, but he continued on.

"It was just like you heard, only she never got to see her daughter."

"You never told us you had a daughter..."

Noir took a deep breath and let it out slowly.

"She was alive very long, only an hour. I named her Agniss, after her mother, and buried them together."

"Noir..."

Peni leaned forward again, wrapping her arms around Noir in a tight hug once more. He too strengthened his grip, holding Peni closer.

For a long moment, neither of them spoke a word, just holding onto each other. Again, it was Peni who spoke first.

"I promise I won't tell the others, not until you're ready."

"...Thank you."

"Just don't forget that we're all here for you, okay?"

"I won't."

"After all, we're family."

Noir could feel the smile growing on her face against his shoulder, and couldn't help from smiling himself.

"Of course," he said, rubbing her back in a fatherly manner. "Family."

Originally this was going to be a one-shot, but some of you wanted more, so here you go! I was a little iffy on where I ended it, but worked out, so I'm glad. Enjoy!