The first day of school was always a bitch. The first day of school when everyone else was already halfway through the year was a son of a bitch.

Everything else was just bitchy anyway.

Shade sighed, leaning against her locker and flipping through a book. Her black t-shirt hugged every curve on her body, of which she had absolutely none, so that was highlighted very nicely. Her grey jacket hung loosely at her sides in an attempt to mask what her shirt pointed out. And her jeans were ripped up and bell-bottomed, giving her an altogether different look. Underneath her jeans, though you couldn't tell because they were so long, she was completely barefoot. She kept a pair of loud green sneakers in her bag, just in case, but really, she never found herself needing them anywhere but in gym.

The overall effect, given her completely plain-Jane face, the nose in the book, and the complete seclusion from everyone else, was, in polite terms, a geek. The nose in the book did nothing to help this image.

Shade peered over the book's bindings. Maybe not a geek. Maybe a hippie. She considered getting some colorful bead necklaces and some peace sign earrings to add to that image, but decided against it. She wasn't here to set herself up as anyone in any kind of social status. She was here for an education, just like her mother always said. Not for friends, and certainly not for a boyfriend.

So stop scoping him out, she scolded herself mentally, forcing her head to turn away from a tall, blonde, football-player type of guy. He wasn't her type anyway; she'd met a few guys who played football. Some were jerks, some were all right. But, in the end, she wasn't the kind of girl to get overly excited about some boy kicking a ball around.

Whoopdidoo, she thought, packing away one of her books into her locker and pulling out another one. The bell rang, signaling the end of break and the beginning of the hell that was Chemistry. She sighed, threw her bag over her shoulder, and headed off to room 201.

Once there, she waited for the inevitable, handing the teacher her note. He consulted it quietly, then nodded, holding up a hand to keep her standing there in the front of the classroom like an idiot. She rolled her eyes and waited, trying not to look at the other students who were filing in. They didn't notice her now; she just looked like a kid asking a teacher a question. Nothing out of the ordinary. But then the tardy bell rang. The teacher looked around, then addressed his class.

"Everyone," he said in a clear voice. Shade forced herself to turn to them and felt her cheeks burn. They were all staring at her. Joy. "This is Shade; she's new to the school. I hope you will all make her feel welcome."

It was so trite. So typical. She frowned.

And was flicked by a paperclip.

It struck her on the shoulder; the classroom erupted in a bunch of giggles. Shade just sighed as the teacher immediately demanded to know who'd committed this new atrocity, but Shade just scanned the room for an empty seat and tried to slouch in it. Apparently, it was taken; the girl next to it hissed this information out and threw her own books on the desk to prove her point. Shade just blinked and backed away, ending up near the back of the classroom in a nice, empty seat. She couldn't see the board over the heads of the taller students, but she didn't really care about that. It was nicer in the back. More private. And she could hear everything, so what did sight matter?

Class started a minute later, with the paperclip-thrower still at large and unpunished. Shade traced a quick trajectory with her eyes and came up with three suspects. She didn't say a word about it, but she filed the information away for later use. Who knew? Maybe she'd run into one of them later and realize to avoid them before something more dreadful happened than something so stupid as a paperclip.

Something more original, hopefully, she thought dryly. Paperclips, after all, were so blasé.

Another ten minutes into class and a bookish, geeky-looking boy stumbled into the room. He had a tousle of light brown hair and the reflexes of a three-legged dog. He almost fell to the ground in his haste to get inside, panting and puffing.

"Late again, Parker!" Someone called, amid a chorus of laughter and booing.

"Better luck next time, Pete!" Someone else shouted. Shade watched in fascination as, blushing, he ducked into his own seat. It was the same one that she had been ejected from earlier, though the girl who had shooed her away seemed no more pleased to see this 'Parker' sitting in that same spot.

"Yes," the teacher mused. "I am afraid you've been late once too often, Mr. Parker; if this continues, I will have to give you detention."

"Yes sir, won't happen again, sir," Parker recited the words quickly, like he had done this many times but was nonetheless unhappy about it. There were a few muted snickers at his use of the word 'sir', but then the class quieted again.

Shade found herself drawn to the man. He wasn't exactly her type, either. In fact, he wasn't even remotely cute; just a little bit odd. Given his reputation and looks, he was probably the only guy in the school she had a chance with, but that wasn't what drew her eyes to him throughout the entire lesson.

It was the way he'd stumbled into the classroom.

A few years back, Shade had taken drama lessons. She'd never been very good at it, and not because she couldn't act. Because she couldn't handle being in front of a bunch of people. During that time, she'd learned a few things about stage fighting, and, in a much more fun vein, pretending to be drunk. She'd gotten quite good at it, but that wasn't the point. The point was, she'd seen the mistakes people made when trying to be drunk; they didn't slur too badly, they didn't stumble the right way, they didn't sway right… even she couldn't identify what it was individually, but could see the effect on the whole. She knew when someone was pretending.

And, in effect, she knew when someone was pretending to be a klutz. Parker, without a shadow of a doubt, was definitely pretending. He was good at it, but that didn't mean anything. The way he'd all but collapsed onto his seat, the way he'd fallen over everything, even things that weren't really in his way…

And then, as Shade continued to watch, she saw something else, something even more curious. Throughout the class, when a student became bored, they would flick something at the back of his head. It happened to Shade, too, occasionally. Not in the back, but on her shoulder or forehead, and once a little too close to her eye. But, what was very interesting was that, seconds before the object hit, Parker would flinch.

It wasn't obvious at first; it took her a long time of watching to even notice. It was a reaction that he couldn't stop, a simple wince before it would strike. Even when he couldn't see the object coming for him, even when there was no possible way he could see it coming. Almost like he guessed the intentions of the person throwing it, he would know when something was coming for him.

But, if that were the case, then why didn't he just move away? Why didn't he duck away from the object before it hit him? Shade felt a spitball land near her ear and hissed quietly; she certainly would move away if she had the opportunity. She hated the constant branding of 'geek.' She hated the mockery of the class, hated being the subject of their constant teasing for no reason other than that she was new here. Parker, however, seemed to revel in it, even playing it up.

And yet… there was an annoyed spark in his eyes that couldn't be denied. He didn't like this any more than she did.

After a grueling hour of chemistry-just because she was a geek didn't mean she was smart- she sighed, shouldered her bag, and was out of the door when the bell rang. She caught sight of Parker dodging to his next class, weaving in and out of the people there with calculated awkwardness. She frowned and went off to her next class-math.

After that was over, lunch began; she pulled out a sack lunch and sighed at the jelly-infused bread in her peanut butter and jelly sandwich. Teenagers banded together to go off campus and get an energy drink and some donuts from the gas station near by; she comforted herself with the thought that, unlike them, she wouldn't be in a diabetic coma before she graduated.

She caught sight of Parker again; he was hanging out with some friends. So he had friends; that was refreshing. Another geeky-looking but not all together unattractive kid with slightly thicker arms and nice eyes, and a pretty young girl with red hair. They talked, they laughed, they had a good time. Shade tried to get the peanut butter off the roof of her mouth and failed miserably. She sighed and packed up her lunch; she wasn't hungry anyway.

She threw it into the trash can, considered ditching for the rest of the day, then decided against it. She ducked into the restroom and hung out there for a while, leaning against the wall and giving a death glare to anyone who dared enter. Bathrooms in a public school were the best place to be; always cooler or warmer than the air outside, as needed, when you weren't allowed in the classrooms. And, right now, it was a lot warmer, thank goodness.

She warmed her stiff fingers with the air dryer, but was stopped by the sound of a fire alarm; she rolled her eyes and pushed the door out of her way.

And almost ran smack into something tall, black, and slimy.

"Watch it!" She shouted, then stopped cold. The creature in front of her was large, lithe, and inhuman. Its muscles rippled underneath a dark black costume, and when it turned to her, pointed teeth ripped open in a wide smile. A long, ugly tongue big enough to use as a jump rope lashed back and forth as it hissed in her direction.

It turned and started towards her. Clawed hands reached towards her, clamping around her head as she stood, petrified.

"Where," it asked darkly, "Is… Park-"

The creature was cut off abruptly by a flash of blue and red, striking it in the side. The two objects rolled away from each other and ended up on their feet together, barely a few feet apart. They began to circle each other, giving Shade a good look of them both. The red and blue one had a black web stretched around its costume, and a humanoid shape. It was much smaller and thinner than the black one, but still well-muscled.

Ah, Shade realized. So this is the infamous Spider-Man. She hesitated. Kinda hunky for a guy in his underwear.

"Get out of here!" He shouted. "Now! Run!"

Shade blinked, a little stunned by this turn of events. In that nanosecond, her brain sped up, gathering up the information of everything around her.

First, there was a gnarly-looking super-villain standing in front of her. Second, a super-hero was telling her she needed to run away from said gnarly-looking super-villain. Third, she really didn't want to run away. She really wanted to punch that thing in the face. Mostly because it was ugly. And because it really wasn't in her nature to run away. And because the thing looked like it wanted to kill her. And everyone else in the whole school.

The creature laughed; a snarling, disgusting sound. Shade turned and ran in the other direction, but not for the reason that Spider-Man might have thought.

She raced towards the stairs. She hadn't been in this school for more than a day, but she knew some of the nooks and crannies. Mostly because she'd explored it when she'd accidentally arrived an hour too early.

She put this knowledge to use as she dove towards a door separating the second floor from another stairway; one that led directly up to the roof. She dashed up there quickly, and was immediately glad she had. The two costumed figures were both climbing up the walls, fighting there by launching at each other, the black one throwing claws while the red and blue one dodged and ducked.

Shade ran across the edge of the roof, her feet sure and swift. If there was one thing she was good at, it was running. She was socially inept to an extreme, had a bad attitude, and couldn't follow orders to save her life. But there were three things she was good at: lying, cheating on tests, and running.

She raced along the edge of the roof until she reached the place where the two masked figures were battling it out. She stayed there, poised and ready, for just a brief second. Then, seeing her moment, she jumped.

Shade hadn't lived a particularly exciting life. She'd never been skydiving or anything like that. But she watched the occasional extreme sports commercial. She knew the basics about skydiving; how to shift your weight a bit in the right direction, streamline your body to go faster and spread it out to go slower. She put that knowledge into effect and knifed her body to the side, feeling her hand slice through the air as she turned in the direction of the black-suited figure.

She slammed into it painfully; the impact threw both of them off the building, down towards the ground. The black-suited figure threw out a hand, and something dark flew out of his wrist; a strand of thick webbing. She heard a faint stream of curses as she threw out a hand, breaking through the webbing a bit too easily; the black, sticky substance seemed to retreat at her touch.

Though the webbing had slowed down their decent slightly, they were still going down too quickly. Shade pummeled the thing's gut as they went; ready to go out guns blazing if necessary. It was insane. It was even a bit morbid, that someone so young should be prepared to die so easily, in a battle she didn't know anything about. But Shade didn't care about that; her father had taught her one thing in life, and likely it was not the lesson he'd wished for. But he had taught her to fight; to fight and to die if necessary.

But the other guy would have to go down with her. She had to win her fight, no matter the cost.

The creature in black tried to bring a claw to her face and threw up another hand, throwing webbing out to the wall; this time, it missed, as their chaotic struggle was undoubtedly throwing off his aim.

Another strand of webbing- white this time- caught them as they fell. Undoubtedly from Spider-Man; he wouldn't want an 'innocent bystander' to die, naturally. Shade growled under her breath, grateful that she might not die but upset that he'd caught the black-suited figure as well.

Another strand caught them, but it had only a small effect as, at last, the two crashed into the concrete.

The creature howled; it had not screamed on the way down, undoubtedly thinking that it would be able to catch itself. Shade, though another strand of Spider-Man's webbing -possibly fired at the same time as the other- had caught her in the back, also faced a large amount of damage as the black creature hit the earth. Her bones were vibrating, and her muscles felt like jelly; though she had landed on the creature and not the ground, there was still a large amount of force behind the crash. She was surprised she was alive, though not ungrateful.

But the battle wasn't over yet. The creature was still screaming; there was blood pooling around it, and its suit seemed to have sprung to life, black tentacles twisting and writhing about in agony, stretching out towards Shade, and towards Spider-Man, who was on his way down even now. The creature itself-the one inside the suit- was crying out, an unearthly noise that grated against Shade's ears. It was amazing the thing wasn't dead yet, and probably would be attributed to the fact that it, like Spider-Man, seemed to possess a strength unknown to Shade, and all other ordinary humans.

But Shade wasn't done yet. Trembling, her entire body feeling battered and bruised from the landing, she reached out and took its head in her hands.

There was red, sticky blood all over his head, and the suit was reacting to protect him, though its tentacles seemed to dissolve when it touched her. Shade didn't let either of these facts bother her as she gripped his head tightly, lifted it up off the ground, and slammed it down hard.

She did this again and again, unable to put much power behind the blows at first, but then drawing more blood, hearing things crack. She drove her knee into the area where his nose would be if she could see it, and threw blow after blow with her fists afterwards, her strength returning slightly as adrenaline continued to flood her system. The thing stopped screaming. There was more blood; lots more. More cracking sounds.

Finally, something grabbed her by the shoulder and threw her back; she flew backwards and hit the ground on her rear, skidding painfully before she slid to a stop.

"STOP!" A near-hysterical Spider-Man ordered. "What do you think you're doing? You could kill him!"

Shade pulled herself to her feet. No shit! She wanted to scream, but found she had no voice. She rested her hands on her knees, doubling over and panting with exhaustion. It was only then that she saw the horrified looks she was getting, from teacher and student alike, as they peered out from doors and windows, recognizing that the black-suited danger was gone.

But perhaps a new one had arisen; the way they were looking at Shade… she felt her gut twist. There were all sorts of terrible accusations in those eyes, as well as childlike horror. Shade's cheeks burned, and she looked down. Down to the blood on the ground, which was running into a drain…

Only it wasn't all blood. Something black and viscous was running into the drain as well; Spider-Man called, "Stop it!" But it was too late. It was gone.

Spider-Man huffed a heavy sigh but didn't turn away from the man on the ground- the man who was no longer wearing his black suit. Seeing the damage that had been done twisted Shade's stomach further, but she pushed it aside. Spider-Man was futilely pounding the man's chest, trying to start his heart again. Shade hovered by his side, feeling slightly numb as she did so.

"Well?" he asked, his words a snarl. "Call an ambulance!" He shrieked.

Shade blinked; why would she do that? "He tried to kill us," She tried to infuse the right amount of anger into her words, but they came out blank and dead.

"Call the damn ambulance!" Spider-Man shouted furiously, trying to tie up the wound on his head.

"He's gone," there was a little more anger in her voice now; she gripped his shoulder, and he threw her off. "He's dead! Don't you get it? He's dead!"

"And you killed him!" The costumed figure roared, standing away from the body and suddenly in Shade's face, moving so quickly that it would have seemed impossible. "You killed a man in cold blood!"

"He was trying to kill me!"

"It wasn't his fault!" Spider-Man screamed. "It was that thing that you let get away!" he jabbed a finger towards the drain. There were damp spots under the eyes in his mask; he sounded hysterical, furious, and horrifically depressed all at the same time.

Shade almost threw back another retort, shoving him back with red-stained hands, when the sirens-which she only now realized had been steadily building in volume-, finally reached their peak. Police cars pulled onto the campus grounds.

Little late, guys, Shade couldn't help thinking. But Spider-Man leapt onto the building.

"This. Isn't. Over," he growled, like every other villain would. Shade's fury had returned, making her tremble as badly as all of her other wounds. But Spider-Man was gone, leaping away over the building and off into some distant place that Shade couldn't be bothered to look for; she twirled around and tried to stalk away, but was stopped by a police officer, who took careful note of the blood she was covered in.

"Where the hell were you?" She demanded of him, ignoring his suspicious glare. "For shit's sake, a pizza delivery could have been here faster!"

He tried to bluster something in response, but she blew him off, eyes ablaze and features twisted in anger. "Forget it!" She shouted, then shakily stalked towards the ambulance, which had arrived a few seconds after the cop cars. She swaggered and swayed; the day had taken a lot out of her, a lot that her anger couldn't really replace.

She almost made it there before she passed out.

It had known hatred.

All of its existence had circled around the darker emotions of humanity; anger, rage, pain. It had poked and prodded at these emotions, stoking them as though they were gentle flames, swelling them into great infernos. It had fed off of this dark energy, this black emotion that swirled around in the chaotic abyss that was the human mind. It had tainted human memory, twisted all past things into pain, and made its hosts turn that pain onto the rest of the world. It had given them a past, present, and future of only darkness, but it had also given them power. All it needed was that hatred, and it would give them more power than they would ever know.

It had known the taste of hatred from some of the greatest monsters, greatest dictators of all time, as well as some who had never amounted to anything in History's eyes. It had guided and directed people to greatness on many different tracks; some had conquered cities and nations. Some had conquered minds and hearts, and then shattered them with cruel reality. But they had all gotten what they needed in the end, what they wanted in their darkest hours, so long as they trusted it to take care of them.

And then he found someone with just the smallest taste of hatred in him; a boy named Peter Parker. But oh, was he powerful. Powerful enough that it wanted him, wanted to control him. Those little flames of anger in poor Peter's heart could be swelled, and thus they were. He'd lost his uncle, after all; that had to make him angry. He'd lived a good life and been mistreated by the world. He had no way to pay the bills, was constantly bashed by the Bugle, and he couldn't tell anyone about his biggest secret in life.

This, it could work with. And work with it, it did. But then Peter had spurned it; thrown it off, scornful and spiteful towards it as opposed to the rest of the world. It had lived with the hatred of humanity enough that it was more proud of these emotions than upset that Peter was feeling them towards it. But Eddie… Poor Eddie Brock hated Peter, and thus it coaxed his hatred onwards. It had gotten what it needed from Peter; the power behind that boy was now its own. And it shared that power with Brock, just like it had always done. It gave Brock that power, and Brock gave it all the rage it would need. He never wanted to cast it aside as callously as others had; and good for him, too, as he would have died if he'd made the attempt. There was a downside to absorbing power of any kind; once you had been injected with it, it couldn't leave your system. Worse than any drug, it would take you over, consume you, and make you entirely dependant. This was fine for it; its hosts rarely wanted to abandon it. Some had done so, and some had died, though the boy who was Spider-Man had enough power to survive. Somehow.

But now its host was dead; it would have worried about finding a new host that would accept it, but it had felt something during Brock's death, something so amazingly wonderful. The scent of it, the taste of it… it was intoxicating, and it brought the creature here, into the vents of the hospital, so that it could watch. Brock had felt slightly betrayed in his last moments; how could it not protect him against the girl's fingers as she'd slammed his head into the ground? But Brock could not understand the absolutely enthralling feelings that surrounded his killer. How could it harm her, this young girl who was so far past hatred and rage that it was surprised she hadn't shaken the world to its roots yet? It couldn't possibly; it wanted her. It needed her.

Shade. The name had been in her thoughts. It watched her below, lying on the hospital bed, fast asleep, her wounds bandaged and her face deceptively peaceful. Even dreaming, it could taste those dark emotions, found itself desperate to drink all of them in. Oh, this girl was far past anger and rage; she was far, far worse.

She was depressed.

She had so much hatred for the world that there was no way to contain it, unless she turned it inwards. The girl genuinely, truly, and absolutely despised herself. She loathed everything she was, wanted to tear herself apart. Oh, there was enough anger to turn it outwards as well; she hated everything else, too. But there was blame settled in her heart, everlasting guilt. Father left because of me, didn't even fight for me. Mother hates me. It's my fault they broke up. It's my fault my brother died. It's my own fault that my life sucks. It's my fault that everyone in the world hates me. If I was just better. If I was stronger. If I was smarter. Braver. Faster. Kinder. More honest.

If I was only whole.

It was a good ten feet above her and already shivering with anticipation. It could see into her dreams, full of blood and violence, where the shadows themselves sprang to life and lurched forwards to murder all that stood in their way, as she ran and tried to save everyone. But she failed, every time. The shadows were not after her; only everyone she loved. They did not harm her; they just kept her from saving everyone else, no matter her attempt, until she ended up curled in a corner, rocking back and forth and breaking down, even in sleep.

It dropped from the ceiling, creeping down the wall. It reached out for her; it would have to play this carefully, so very carefully. It couldn't handle it if she rejected it; it needed her, just as it knew she needed it, even if she didn't.

If I was only stronger, her thoughts had screamed. If I can only do what needs to be done. If I was faster. Better.

I can give you that, it whispered, touching her subconscious with cold, feathery fingers. I can give you all you need to become great. Whatever your definition of greatness, I can give it to you. You can be more powerful than you'd ever dreamed, girl, I will give you the world.

It touched her at last, her skin cold as she shivered, her teeth clenched and eyes shut tight against the nightmare. Slowly, carefully, it began to spread, taking her over, the black creature transforming into the thin, perfect fabric it had been for Brock; the black suit of Spider-Man and of Venom.

And now the black suit of Shade. The darkness weaved itself together into stitching and fabric around her, and though she tossed and turned, fighting invisible enemies, she did not wake.

As it spread across her eyes, which opened sightlessly for only the briefest of moments, it attached itself to her mind. It caressed her thoughts and murmured quietly there. All would be well, so long as she trusted it. It would always take care of her.

For a moment, it knew she could feel its presence. He caught sight of her in the dream, shivering and hiding as the shadows destroyed everyone around her, slaying her friends and allies as she covered her ears, trying to block out the screaming. She saw it standing there, another shadow in the darkness, but one that was promising her power, one that promised her strength. She looked to it, her soft grey eyes staring at it hopelessly, desperate.

"Please," She asked in a quiet voice. "Help me."