There were only actually a few things all of the Spiders had in common, and their Spider-Sense was one of them. Sure, they all ended up with the same basic toolkit, and they all found ways of approximating spider powers, but it was probably the only ability they all inherently had in common.

But even that sixth sense of theirs worked differently for each of them. For example, Peni's Spider-Sense gave her a telepathic link with the spider that bit her, that formerly lived in the heart of the Sp/der robot. And they were the best of friends forever and ever and ever.

But none of the other Spiders could communicate like that. Peter B. once commented she was ripping off from Hank Pym's book, whatever that meant. His Spider-Sense, and Miles' too, oddly enough, was better at keeping them from accidentally giving away their identities. Warning them when it was safe to change, picking up what people were looking at, etc.

Gwen's Spider-Sense was a little more finetuned to directing her, telling her where she was needed most, and Peni knew for sure her own powers couldn't do that. Ham's seemed to vary the most, and she really had no idea what to make of him anyway.

And then there was Noir, the Spider-Man from the year 1933.

Peni's dimension was in the far future compared to the other Spiders, so all of them seemed pretty old fashioned to her, but even so, Noir seemed very…out there. And she wasn't just talking about visually.

While they were hanging out in Miles' dimension (for dubious reasons) Spider-Ham and Noir had gone out to do a little crime fighting, and when they got back, Noir seemed lost in his thoughts. Perhaps lost wasn't the right word, so much as anxious. He hadn't bothered to banter with Ham when they got home, and he barely said a word at all.

He solemnly placed his hand on the window, gazing out at the darkened city streets spread out below, twinkling like dirty stars in a smog-laden sky. He would let out a long breath, the kind of sigh of a man who had seen too much…

Which meant that Noir had found something neat on patrol and he really wanted to ask Miles about it.

It seemed that Noir's Spider-Sense was better at picking up people and objects than the rest of theirs. He was a private eye, after all. Finding clues was part of the gig. It's just that when they were in other dimensions, his definitions got…eccentric.

Peni's spider bounded up on her shoulder, and it seemed to encourage her to go talk to him. She was messing around with a circuit board, intended for Sp/der's new chassis, but if it would make the spider happy, she guessed she could spare a minute.

She walked over without a word, and Noir did not need to turn around to know it was her.

"Hey kid."

"Looking at the city again?" She asked with a faint smile. "Miles' Brooklyn looks so different from mine. I almost don't recognize it at all."

"Buildings are a lot taller than I'm used to." Noir nodded curtly. "A lot more people on the streets than in my town, too…it's different."

"And it's so low-tech compared to my New York! All this grime and exhaust fumes. Almost makes you wonder what everyone else's dimension looks like, huh?"

"Ham invited me to his dimension for a bit. It was…I'm not gonna lie, I'm a little traumatized by it."

Spider-Ham jumped up on the couch, where Gwen had been lounging with her phone. "Hey, not my fault my laws of physics are so much better than yours!" Ham defended his home. "And it was fun, wasn't it?"

Noir turned back to the window to return to whatever navel-gazing he was doing inside of his head. "I saw horses in places no horse should be…" He said in a low voice.

"Dr. Kafka is a friend of mine, and if you start badmouthing her, we're gonna have some problems, mister."

Peni looked to the spider on her shoulder with a helpless glance. Couldn't say she didn't try to talk to him. She decided to get back to her own Sp/der problem.

When Miles finally got back from his daily routine, he, of course, crawled in through the window. He flipped to his feet with a small display of agility, and not a moment after he peeled off his mask did Noir essentially corner him.

"Hey kid." Noir said. "Spare a minute? Got a question for ya."

"Oh, hey man. What's up?" Miles paused. "Wait, is this you finding another thing in my dimension you wanna take back?"

"Something like that. I wanna know what you make of this."

Noir reached into his trench coat and held up a small pin for the shorter Spider to inspect. It was round, made of plastic, and the fact that it was rainbow colored made it contrast brilliantly with his monochromatic appearance.

Miles' brows furrowed. "Is that…is that a Gay Pride pin?"

"That what this doodad is?" Noir looked at it curiously. "I picked it up when me and the pig were on that stakeout at that club a few nights back. It was just lying on the ground, thought it was worth investigating."

"The pin was worth investigating? What exactly are you trying to figure out with…?"

"My dimension doesn't have this many colors. This little hunk a' plastic is a mystery to me…" He mused. "I've been studying that cube you gave me-"

"I didn't really…give it to you..."

Noir ignored him. "This one here…" He said, pointing to one of the rows on the pin. "This one is red, right?"

"…That's yellow, man."

Noir hung his head. "…I'll figure out how these work one of these days…and until then, I'm keeping the pin."

He studied the pin's colors a moment more, and covertly stuffed it inside of his coat. In fact, he took a moment to outright attach it to the inside fabric, likely to ensure it wouldn't fall out.

Peni crossed her arms at him. "But you know that pin means something in this dimension, right? Or at least, this time period? I mean, I'm from the year 3145, so it's a lot less socially relevant to me, but still. You shouldn't take that unless you're…you know…"

Noir turned his gaze towards her, his expression unreadable behind his mask and (oddly luminescent) goggles. Peni flailed her arms rapidly.

"N-not that I'm judging you if you are or anything! Like I said, it's totally fine in my time, and we're all friends here! I'm just not sure if it's something that…!" She stopped. "Ano…so are you actually gay?"

"Yeah." Noir nodded. "I'd say I am pretty happy with this find."

Ham just snickered. "Saw that joke comin' a mile away!" He said, to no one in particular. He cheerily turned to Noir. "Hey, show 'em your knife collection!"

Gwen put down her phone. Miles stopped trying to put his civilian clothes on over his Spidey suit. And Noir just sighed.

"Why do you keep treating my knife collection like it's some sorta gag?" He asked.

Peni's eyes lit up. "You have a knife collection?!"

"They're not even his!" The smile was clear in Ham's voice. "All of 'em are just ones he borrowed over the years! It's the best thing I've ever seen!"

"Wait, hey, that is not a Spider-Man thing!" Miles said. "Spider-Man doesn't carry around knives!"

Noir shrugged his shoulders. "What am I supposed to do, leave 'em on the ground for some other mook to pick up and try and make a quick buck?"

"Uh, yeah…usually, I just leave that kinda stuff for the cops to take care of. You know, guys like my dad?"

Noir dramatically clenched his fist, the leather of his glove creasing noisily. "You live in an innocent dimension, Miles. But one day, we all find out this line of work ain't exactly the cat's pajamas. You're on your own, facing down the worst scum the city can cough up, and if you turn your back for even a second, you'll be knocking on St. Peter's gates with a mouthful of lead. You can't trust anyone…"

A cold wind, one that none of the other Spiders could detect, blew across the detective's dark form, lifting the edges of his coat until they were billowing behind him.

Peni raised her hand into the air like she had a question. "How many knives do you have, anyway?"

(In Peni's defense, she was 13 and she heard a lot of talk at school some days. How could she not be a little curious about this stuff?)

Noir opened his trench coat, and sure enough, right below where he had affixed his Pride pin was a hefty amount of stabbing implements hanging from the inside. All of them were in black and white, of course, but the tips of some of the blades were a darker grey, presumably from being pulled out of a stab wound.

"Think it's about two dozen, or so." Noir replied. "Not really s-"

"Two dozen!" Gwen cried out.

"Like I said, in this line of work-"

"You just carry all those around with you? All the time? I'm with Miles, that is totally not okay."

"Aw, c'mon, let the kid see the man's knives." Ham looked at her sideways. "You know we basically all get shot at and almost killed every day, right? Her included? I couldn't tell ya how many times I got almost stabbed!"

"Yeah, big difference between that, and letting the man in the trenchcoat show her a knife collection!"

"What's the difference?"

"Because one of those is not normal? Like at all?"

Ham said nothing. He sat in silence, looking at her, and letting her take in the fact that she was talking to a cartoon pig.

"…Ugh…" Gwen slumped back down on the couch. "Never mind!"

Noir was a little taken aback by the resistance, though it was hard to tell if it was because of his era or his own eccentricities.

"It's not all knives. See this pen? Nazi tried to get me in the eye when I was investigating a suspicious rally down in Alphabet City – my goggles stopped it just in time."

This did not seem to make Gwen or Miles feel better.

"Check out this baby." Noir said, flicking open a switchblade. "Nicked this one from a couple a' skinheads spouting hate speech. Got me right in the gut, but I laid him out no problem. And this one here? Dug this one out of my shoulder. Nazi by the docks, trying to recruit some youngsters."

"Geez, man…" Miles rubbed at the back of his head, looking helplessly at all the knives Noir had on him. "Why are all of these things that Nazis tried to kill you with?"

"If a Nazi tries to stab me, I feel like it's only fair that I get to keep the knife."

It was that sort of cold, undefeatable logic Noir liked to employ that made him really hard to argue with. Miles could only smile rather helplessly as he looked over the many other stabbing elements in his collection.

"I know it's part of being Spider-Man…but you almost get stabbed a lot, man. I'm a little worried."

"Not true. Sometimes Nazis try to shoot me. Or slug me. I hit 'em back. Hard."

"You at least interact with people who aren't Nazis, right?"

"I had a friend on the police force. But she was taking bribes under the table. Then there was this cat named Felicia, ran a speakeasy. But she had a bad run-in with a deranged German scientist who worked for-"

"Don't say it."

"…He worked for the Nazis."

It almost made Peni wonder if any version of Peter Parker actually had a functioning social life.

Miles shook his head. "You know what? I think I need to get back to school before anyone notices I'm gone. Ganke probably misses me anyway."

"Wait, kid! You don't mind me keeping the pin, right?"

~ITSV~

Before they all left to return to their home realities, at least until they could spare some time away to meet up together again, Noir had gone to brood on the rooftop for a bit before he left (his own words, incidentally). They liked to poke fun at him for it sometimes, but it was what it was. Ham once said it best.

"Hey, you try growing up in the Great Depression and see how chipper it makes ya."

The hardest part about getting together with the others again was that eventually they had to leave. Peter B. once commented that a little highly painful atomic degeneration never hurt anyone, so why not just hang out every now and then until they started literally dying?

But eventually, they would have to go back to their own realities, of course. Parting always made Peni a little sad. But as the spider reminded her, she always would have her best friend with her, no matter where she didn't really do goodbyes. At least, not when she felt she could avoid it. She crawled up on the roof where the three of them were, and without much more than a long look to her fellow spiders through the blank white eyes of her mask, swung off on her lonesome.

Miles gave goodbyes that were half-hearted, not because he didn't love his fellow Spiders, but because he knew it was just a matter of time before one of them came knocking again. He was always excited to see them and trade Spidey stories, after all.

Ham, by contrast, was highly personal. It was very weird to be hugged by a pig, and maybe that was why Gwen left so fast. But Noir didn't seem to mind him getting all buddy-buddy.

"Take care of yourself, big guy!" Ham said. "Try not to get stabbed before the end of the night."

"No promises. Someone's gotta keep the streets clean. But break a leg with your photography, will ya?"

"Sure thing! See ya, Spider-Friends!"

Ham waved his hand, and then bounced off the roof and into the night, leaving just Peni and Noir by themselves. Neither of them moved, and instead found themselves looking out at the lights of Manhattan across the river.

Another one of those dimensional constants. Manhattan always seemed to look so much brighter at night than the other districts.

"…Hey Noir? Remember that one other future Spider-Man? The one in the blue, spiky suit? What do you think his New York is like?"

"Asked him about it. He said it's a dystopian police state ruled by corporations and greed."

He was probably gonna say it was just like-

"Just like all New Yorks if you think about it."

"At least all of them have a Spider to help out the little guy and…and carry on the good fight, right? Is that what it's called?"

"…Yeah. You said it best the first time kid. You're an odd bunch a' characters, but it's nice knowing there's other people who know what it's like out there."

He turned to her, and he might've been smiling. It was pretty hard to tell with the mask and goggles sometimes.

"I don't know if it means anything, but I think my Uncle Benjamin would've liked you people."

Peni smiled up at him, and her spider quickly reminded her of why they had wanted to talk to him in the first place. She quickly dug into her backpack to see if she could find the little thing again.

The little, blue, plastic device had been buried in her backpack yet again, but when she found it, she held it out for Noir to take.

"Before you go back, I thought maybe you'd want to have this!"

Noir, hesitantly took the device. "What is this little gizmo? One of those handheld telephones Miles and Gwen have? Yours looks pretty different."

"No, I thought you might want a souvenir from my dimension. This is my old Tamagotchi. I used to bring him on stakeouts. It's old, I never really use it anymore."

"Tama…what?"

"It's just a toy. Here, let me show you!"

She pressed the biggest button on the side of the plastic shell, and placed it on the ground. The shell unfolded, the light clicked on, and suddenly a holographic image of a dog-like creature appeared on the ground.

It was all just a single color (because Peni had actually played with the settings a bit to make it monochromatic). It let out a grungy, electronic bark, startling Noir. It was pretty old school, even for Peni's time, but the image of the holographic pet was downright entrancing to Noir.

"Wallopin' Websnappers…"

"It's like…a virtual pet!" Peni told him. "You play with it, feed it, that kinda stuff."

"It's some sorta…robotic pooch?"

"Sure, I guess! Think of him as a friend you can take wherever you want. One that'll never take bribes or stab you!"

She pressed the button again, and the hologram disappeared. The device folded back up, and she placed it back in Noir's hands. She didn't need to see beneath his mask to know his jaw was hanging open.

"Peni…thank you." He said breathlessly. "It's…I mean with the economy, it's been a long time since someone gave me something, and this is…this is a lot."

"It's really no big deal!"

"Can I name this thing after you?"

Peni sweatdropped. As in, a giant bead of sweat appeared on her forehead for a moment. Everyone could do it in her reality, but apparently, that was weird to everyone else.

"I'd prefer you not do that."

"Oh." Noir said. "Well…if not after you, then maybe I'll name it after Ham. Or I could call him…Fido."

He very carefully placed the toy inside his pocket. When he took to webslinging away, after a silent tip of his hat as a final thank you, there was quite a bit more bounce in his swings than usual.

It had mostly been a hunch on her part, because that was part of what being a Spider meant. You didn't get to spend much time with your friends and family, because you were too busy fighting with the worst of humanity and taking the world on your shoulders.

It was amazing, sensational, and spectacularly lonely.

And Noir really did like that Rubix Cube he had pilfered from Aunt May's house. She hoped him having something tangible would help him remember he always had the other Spiders, even if they couldn't always be there for him.

She raised her finger to her shoulder, and her spider gave her a high-five. Best friends forever!

~Epilogue~

"Alright Fido! Listen up! There's some secret shipment comin' into the city next week, and it's up to us to put a cork in those plans! Now, the first step in our battle plan is to use this alternate dimension hoo-ha!"

He gestured to his office wall, which was normally covered in taped up newspapers and lines connecting those taped up newspapers, but was now covered with a collage of the bright, gaudy colors he had studied from the Rubix Cube and Pride Pin.

"We can use these colors to disorientate 'em, somehow! We find a way to get the drop on 'em, and they won't know what him 'em! And just when they think we're gonna let up, you come in outta left field and surprise 'em! And what do you say?"

"Bark Bark!"

"Atta boy!" Noir punched the palm of his hand, and cracked his knuckles. "Now let's go fight us some Nazis!"

A.N. I was gonna put Peter B. into this but it's ALREADY 3k words of nonsense dialogue, so maybe next time...

It was fun to write though! Wish we could've seen more of these three in the movie!