Spider-Man of Earth 65

The ceiling stared back at Felix, indifferent and unchanging. He blinked slowly, but it didn't help—his eyes felt gritty, like he'd been rubbing sandpaper on them for hours. 

'Another night wasted.'

Every nerve in his body felt tense, like wires pulled too tight. The darkness around him wasn't soothing; it felt oppressive, claustrophobic even, and his brain wouldn't shut up.

'You're awake, but you're not awake. Asleep, but not really. Fucking Extremis.'

The so-called "gift" of his powers was meant to keep him safe. He couldn't be taken off guard—not even in his most vulnerable state. If someone came for him in his sleep, they'd regret it because he'd know. The problem? He never stopped knowing. Even when his body rested, his mind refused to. Always on. Always aware.

He was already sick of it.

His jaw ached from how hard he'd been clenching it. The red glow of the clock mocked him: 5:42 AM.

Rio stirred beside him, her bare shoulder peeking out from under the sheets. She let out a faint, content murmur as she shifted closer, her warmth brushing against him. For a moment, it almost grounded him—almost. Then her eyelids fluttered open, bleary and slow, before her gaze settled on him.

"Mm, you're up?" she murmured sleepily, her voice thick with sleep. "When'd you wake up?"

Felix forced a smile. It felt foreign on his face, like a mask someone else had glued there. "A couple minutes ago," he lied smoothly. "You know me. Early riser."

She hummed, satisfied with the answer, though her eyelids were already starting to droop again. "That's not good," she teased faintly. "You need a full….mm, nine hours, Feliix…"

Felix let out a small laugh—too quiet, too hollow. She wouldn't hear the cracks in it, though; Rio was too tired to notice. He brushed her hair out of her face, watching as she nuzzled deeper into the pillow. Her eyes were already closing again.

'I need to get some sleeping pills or something. God.' 

Quickly, he slipped out from under the sheets, moving with practiced quiet to the edge of the bed. Rio shifted once but didn't wake.

Felix tugged on his jeans and a loose T-shirt, his hands working faster than his thoughts. His shoes were by the door, and as he bent to grab them, he was stopped.

"Going somewhere?" Rio's voice was faint and muffled, half caught in a dream.

"Just to the store," Felix said quietly, tying the laces of his sneakers. "Go back to sleep."

She mumbled something in return, too incoherent to decipher, but it ended with, "I'll make lunch when you get back."

Felix paused, looking at her for a moment. The way Rio slept—completely relaxed, like the world couldn't touch her—it was something he envied deeply. He wanted that peace, even for a moment. But he couldn't have it.

He grabbed his phone from the nightstand and slipped out the door without another word. The hallway was cool and quiet as he padded out of the apartment, closing the door behind him. The brief moment of silence was refreshing—no hum of the air conditioning, no faint sounds of someone's dreams filling the room.

Felix sighed, shoving his phone into his pocket as he trudged toward the stairwell. The Extremis may be able to keep him in a state of perpetual vigilance but that didn't make it infallible. 

Right?

The moment he reached the bottom of the stairs, his phone buzzed in his pocket. Felix frowned, pulling it out. A text message flashed across the screen.

< Aaron Davis: You free?

Felix stared at the message for a beat, his thumb hovering over the screen. 'Of course you want to talk right now.'

There wasn't any urgency in the words, but Aaron wasn't exactly the type to send casual texts. When he reached out, there was a reason for it and Felix figured he knew what. It was about Miles. 

…if Felix was honest with himself too, it gave him something to do—an excuse not to wander through the aisles of a pharmacy searching for sleeping pills he wasn't even sure would work.

He exhaled through his nose and messaged back. 

< Felix: I'll come to you.

******

"Did it go well?"

"I…I guess?" Aaron Davis, uncle to Miles Morales and a dead man turned alive, drank his coffee timidly. They were not a cafe or anything but at one of his secret bases. The Prowler Stashes as he called them. Aaron was at the chair looking at a monitor while Felix was relaxing in a bean bag. "Miles didn't recognize me that much. I mean, he was only what? Six or seven when I went MIA?"

"Right. Well, now you're not MIA or dead."

"Yep. He smiled and was happy to see Uncle Aaron but not…as much I wished. As I hoped."

"It's going to take some time, like with a lot of things."

A beat passed.

"Thanks for not mentioning my name during the whole business with that shape-shifter," Aaron said, turning in his chair. "Made abandoning the penthouse easy."

With the authorities now aware of the penthouse and it being owned by Kingpin, staying there was a hazard for everyone, especially Aaron. Already, the NYPD knew his name from witness testimony. From there, it was a matter of bringing him in. Catching an "Aaron" with the skill and training to work for the Kingpin in New York would be a difficult affair but not impossible.

"So what's your next move?" Felix asked. "I thought you were going to leave the country but you didn't. You revealed yourself to Miles and Rio. That's a risk."

Although, to be frank, Rio was no snitch. She would rather die than rat out one of her own, family or friend. 

"Heh, well, that's what you taught me."

"Huh?"

"Sometimes, for what's right, you gotta take a risk. The world ain't easy. The world might be looking too. But you gotta keep your head up and your feet steady." A smile grew on his face. "I'm quitting the thieving business. Gonna go straight for now on, although…yeah, I'll probably be out of town for a couple months. Found a place in New Orleans in the Garden District. Hear it's beautiful and charming."

"So you wanted to see Miles and Rio before leaving. I gotcha." Felix nodded along and then brought up another burning question, "I am curious though, what were you doing in between? These past ten years, I doubt you were only investigating your brother."

"At first, I semi-retired as the Prowler. The case was shut so it was better not to don the costume. So I worked at casinos and shit. It's a huge criminal enterprise with a mish-mash of government influence and big time companies. I doubt Spider-Man and Captain America could stop it. People love to gamble, poor and rich."

"Wait, so you're rich?"

"Fuck no. Gambling doesn't make you rich. Aren't you a scientist?"

"I've never gambled."

"Lottery?"

"Nope.

"Bet on horses?"

"No."

"Really?"

"I was…in an okay position for most of my adult life." After his dad got fired from Stark Industries, finances got tough to say the least. He was a drunk idiot so despite the decent money he made, he never invested or saved or anything. He was pretty much burning through all his money to pay for Felix's expensive college. After that, straight to retirement home he went. 

"Eh. Better to be broke by choice than by casino addiction. The probability of winning is ludicrously low. The only time you do win is if you're rigged or about to get robbed. Sometimes, both."

Not broke, per say, but whatever.

"It can't have been all money, right? I know…some stuff about the casino industry." AKA did research on it as Spider-Man to try and figure out a way to dismantle it. So far, no solutions. "It's not just money. It's items, favours, people."

Aaron snorted. "Yeah, people. High rollers could win a night with a whore."

"Jesus. Are you talking sex trafficking?"

"Dunno. Didn't ask questions. Best not to."

"That's messed up."

Aaron pursed his lips. "It is."

"Why not, I dunno, become a superhero? Like Spider-Man? You know the ins and outs of the criminal world better than anyone—"

"And I don't have the skill or power to do it. Spider-Man…I've heard rumours about that guy. He's strong. Really strong. I hear you can't even see him when he preys on you. Terminator Alien type shit. Nothing works. Bullets, explosions, everything. Me? I ain't got that kind of confidence."

Aaron said that yet his face was set in a grimace.

"Are you sure? Or is that the Prowler's guilt speaking?"

"I dunno. Maybe. I'll…I'll consider it," Aaron ended up saying. "I'm getting old, man. This hero shit, this thief shit…at some point, we're all gonna have to retire. I wanted my retirement to be soon." 

Felix understood. How long was he going to be Spider-Man? Decades? A century? Until he died? He stayed silent because honestly, he got it. He really did.

"Maybe you should get a girlfriend," Felix joked.

"What? Nah, that's even more trouble, dude."

"Ah, so you don't have a girlfriend now. No photos of a girl in your penthouse or in your secret bases. Aaron Davis, are…" Felix gasped dramatically. "...you still a virgin!?"

"...man, don't you ever shut up?" Aaron shook his head. "By the way, if you ever need these secret bases, use 'em. I won't be back to New York for at least three months."

"I don't know what I'd use this for but thanks. I'll consider it."

"Just a couple rules: one, don't mess with the private servers I set up; two, don't bring Rio here to clap her cheeks. Keep that shit in the house."

"...really?"

The Prowler smirked. "Hey, I'm being nice in consideration for my future brother-in-law-in-law. If I'm getting another nephew, I prefer he not be born here."

"...don't you ever shut up?"

"Learned from a friend on that one."

"Well, don't worry. No accidents will be happening anytime soon. As it turns out, I'm going out of town too."

******

Within Alistair's CD was not just philosophical messages. Alistair recorded his notes, personal theories, and avenues of ending certain world issues. Not all were matters Felix agreed with, such as Anthony Stark's Project JARVIS. See, two weeks before his death, Stark showed Alistair Project JARVIS in order to seduce him into joining Stark Industries. With his engineering skills, the number of computers needed to run the AI system would lower significantly and costs would cut down.

Alistair truly considered it. He respected Anthony Stark a great deal and extended that courtesy toward his project. He believed Stark to be a visionary.

'Yeah, right. Stark? Visionary? He's a typical businessman, nothing more, nothing less.'

Although right now, it was no time to rant about it. His kitchen was alive with the clinking of dishes. Felix leaned against the counter, arms crossed loosely, as he watched Rio move about. She wore an oversized T-shirt that barely skimmed the tops of her thighs, her bare feet padding softly against the floor. She was in her element here—her space, her rules—and he found himself oddly at ease despite the impending conversation.

"So," Felix began, breaking the quiet, "I'm heading out tonight."

Rio didn't stop rinsing out her coffee mug and wore a small smile. "Heading out where?"

"Silicon Valley," he said. "Got some... business to take care of. I'll probably be gone a week. Maybe less. It's hard to say."

She turned to face him now, leaning a hip against the sink as she dried her hands on a dishtowel. "Oh, fancy. Off to rub elbows with the tech billionaires, huh?" Her tone was teasing, but there was curiosity in her eyes.

"More like deal with a bunch of overworked nerds who can't stop talking about IPOs and microchips," Felix shot back. "Trust me, it's not as glamorous as it sounds."

Rio shrugged, seemingly unbothered. "Well, as long as you have fun and do work, it should be fine." 

Felix tilted his head, letting the words sit for a second before replying. "Look, I…I just wanted to tell you since, well, I feel like—" He paused, chewing the inside of his cheek. "I don't know. It feels like we're together. Like we're exclusive, or planning to be."

The way he discussed it in the shower, it sounded like, "Hey, we're not dating now because we're busy but soon!" So were they promised to each other or were they not?

"Hm…" Rio thought about it cutely. "It's up to you."

"I'm serious." Felix straightened up slightly, softening into something more sincere. "It'd be weird if you went out and hooked up with some other guy. The same way it'd be weird if I was with a bunch of other chicks."

Rio chuckled, the sound warm and low as she crossed the small space to stand in front of him. She looked up at him. "Mm, I get it. I don't think I'd appreciate you sleeping with other women."

"So…?"

She laughed again, shaking her head as if amused by her own thoughts. "But, Felix, let's be real here for a second." She placed her hands on her hips, giving him a once-over that bordered on shameless. "You're young. Like, young young and you're damn virile."

"Ah, um, thanks."

"I'm just saying—you're a hard man to keep up with. Our first night and last night..." She trailed off, rolling her shoulders as if to shake off the memory, but her grin gave her away. "You are an addictive man. Super satisfying and super amazing in all the right ways. You're rich and, well, you're the full package."

"I appreciate the praise, but…"

"Look, I don't even know how to describe it. Like I'm sated and craving more at the same time. It's a weird feeling. But here's the thing…I'm a single mother. I have a son. That comes with responsibilities. You're twenty-five. You're rich, you're young, you have so much ahead of you. You should really, really think about this before you think of being with someone like me."

"That…sounds…I don't know, Rio…"

"The future, Felix. I'm know what I'm doing. Do you?"

For once, Felix smiled and nodded, "I think I do."

"Do you think a single mother is going to slow you down in that future?"

"That's...."

She placed a hand on his chest and listened to his heart beat. "What I'm saying is if you find a girl your age, then go for her. Take it slow and steady. Plan a future, don't just act on it. I didn't when I was young and I paid the price. I ended up marrying a man that was…" She didn't finish her sentence and simply smiled. "Sometimes, love isn't everything, Felix. Don't get trapped in too much responsibility. Take it from me."

With great power came responsibility, but with too much responsibility came a burden. Seeing Rio and her woes with Jefferson...Felix understood. Jefferson Davis was a cop that was burdened with the responsibility of family and the responsibility of upholding justice. He broke upon seeing the unfairness of the world, of how the responsible were never rewarded. How for the responsible, their power were but chains.

Alistair told him to plan for the future. To bring peace. To be Spider-Man. If he planned to be with Rio, he would have to tell her at some point. It wouldn't be fair, not after what happened with Jefferson.

But telling someone about being Spider-Man...

Somehow, he just couldn't do it. He didn't know why. He just couldn't. 

"...understood, ma'am." Felix ended up smiling jokingly. "So is a harem fine?"

"Ha, soooo funny. The only way I'll accept a harem is if you gift me and my family a mansion in Puerto Rico and New York. Oh, and an MIT scholarship for Miles. Aaand ten million dollars."

"Don't tempt me," Felix replied, smiling.

*****

The Smythe mansion. Felix had not been here since the murder. The garage was massive—easily the size of a small airplane hangar—with its high vaulted ceiling and fluorescent lights that gave off a clinical glow. It smelled faintly of oil, rubber, and dust. Felix stepped through the entrance, the echo of his footsteps bouncing off the walls as he paused to take it all in.

Alistair himself did not care for cars, according to Yuri Watanabe. But his father…

'Damn. Spencer Smythe really had a thing for cars.'

Row after row of pristine vehicles stretched before him. Classic Ferraris. A pristine 1967 Shelby Mustang. A couple of Aston Martins that looked like they'd been plucked out of a Bond film. Even a 1995 Ford GT sat near the center, its gleaming silver body practically begging for attention. Yuri told him that neither she nor Alistair touched these other cars. As a matter of fact, when it came to cars, the only one Alistair bought was the limo.

The question was: which would serve him best for his travels?

Felix let out a low whistle when he walked past the Ford GT. "Too much," he muttered, shaking his head. A car like that would be flashy, loud, and get him noticed for all the wrong reasons. Driving cross-country in something that screamed look at me was the exact opposite of what he needed right now.

He turned his gaze to the back of the garage, where the lights dimmed slightly, casting an area of vehicles in shadow. That's when he saw it—something completely out of place among the shining luxury cars.

An RV.

It looked like it had been plucked out of a completely different world. A worn-out white body was streaked with age and grime, with faded red and blue stripes running along the sides. The roof was cluttered with antennas and small satellite dishes, like some kind of makeshift communications van. It had large, rugged tires that gave it a slight off-road capability. The entire thing was a curious eyesore amidst the pristine wealth surrounding it.

Felix smiled and walked toward it. "Ooh, I like this."

Call him one of the dumbest kids alive, but yes, he was someone that dreamed that drive an RV over a Lambo or a Porsche.

Up close, the RV looked even older—like something from the late '70s or early '80s. The kind of thing you'd see on an old highway with a family of four crammed inside, fighting over who gets to control the radio.

The name "Rustbucket" had been scrawled on the side in faint, peeling letters.

'This doesn't belong here. Or maybe it does,' Felix thought. He stepped around the side and opened the door. It creaked loudly as it swung inward. Felix had to duck his head slightly as he climbed inside.

The interior surprised him.

He hadn't smiled this hard in a while.

Sure, the exterior looked like it had been through a war, but inside? It was... functional. Old, yes, but well-designed. Immediately to his right, a small dinette table for two was bolted down to the floor, the kind of place where someone might sit and drink coffee during a long drive. To his left, there was a kitchenette—an old, compact stove and a small fridge beneath the counters.

'A little cramped, but it definitely works.'

He moved toward the back, inspecting as he went. The rear of the RV was even better. It was like someone had really thought this through. Beds lined the walls on tracks, allowing them to fold up and stow away when not in use. Right now, the room was in its "lounge" mode—a U-shaped couch surrounded a small coffee table in the center.

'Yeah! This is niiiice!' Felix thought, running a hand across the surface of the couch. It was worn but clean. The whole vehicle carried a distinct vibe of practicality. Someone had loved this RV and kept it in working shape.

He turned and walked up to the front cab, sliding into the driver's seat. The old leather creaked beneath him. Sitting there felt... nostalgic somehow, even if Felix had never seen this thing before. The wheel was big, old-school, like something out of a time capsule.

And then he noticed the note. It was pinned to the steering wheel, the paper yellowed with age but still legible.

Felix plucked it off and opened it. Spencer Smythe's handwriting was crisp and precise.

Alistair,

I know we have our differences. I know you don't like the way I sold your patent. So how about this? This was my first car. Over the years, I tinkered with it, modified it—made it better. It's not the flashiest thing in the garage, but it's my favorite. It's built to last. It'll take you anywhere if you let it. You'll discover its quirks and secrets soon enough, just like I did when I was your age. I hope you add to it too, as I did.

Take care of it, son.

—Spencer Smythe

Felix stared at the note for a moment. "Looks like Alistair never checked it out. That's…unfortunate."

The father and son couldn't have been more different. Felix understood that. Sometimes, family couldn't get along. He placed the note carefully on the dash, turning his attention back to the RV itself.

He reached up to adjust his Advanced Glasses and proceeded to scan the vehicle. He wanted to make sure SHIELD or the NYPD hadn't installed anything during their investigation of Alistair's murder.

SCANNING…SCANNING…

Felix waited, tapping his finger lightly on the steering wheel. After a moment, the results popped up. No bugs, no trackers, no modifications.

'Huh. They must've thought it was irrelevant,' Felix mused. It made sense, given how beat-up and unassuming the Rustbucket looked. Not to mention the garage itself was too far from the crime scene. 

His glasses, however, picked up something else—features that weren't immediately obvious. Spencer Smythe hadn't been joking about his modifications.

AUTOPILOT: CAPABLE OF DRIVING ON ITS OWN, BUT ONLY UNDER NORMAL TRAFFIC CONDITIONS.

BUNGEE CABLE: A HIGH-TENSILE CABLE WITH A SPIKE AT THE END, LIKELY USED TO GRAB ONTO THINGS.

PARACHUTE: A DEPLOYABLE PARACHUTE TO SLOW THE RV'S DESCENT DURING A FALL.

GRAPPLING CABLE: SIMILAR TO THE BUNGEE BUT BUILT TO LATCH ONTO OBJECTS.

HIDDEN GUN COMPARTMENT: CHECK CUPHOLDER BETWEEN THE SEATS, FIREARMS CAN BE STORED.

EJECTOR SEATS: BOTH CAB SEATS COULD EJECT AND DEPLOY PARACHUTES MID-AIR.

First thing Felix checked was the hidden gun compartment. Lo and behold, there was a shotgun folded up and a pistol in there. Felix grinned, running his hand over the steering wheel. "Alistair's father really went all out with this thing."

The Rustbucket wasn't just an RV; it was practically a tactical vehicle. Spencer had clearly put in the work, making it adaptable and capable of far more than anyone would guess. But there was one glaring limitation—the autopilot. Normal traffic conditions? What, from the 1990s? That wouldn't cut it for a modern day trip to San Francisco.

"Herbie, connect to the system's AI or whatever is inside. I want you to take control of the autopilot."

Rather than respond via text on the glasses…

"Affirmative."

Audio echoed from the speakers. Despite being super old, Spencer Smythe had developed an AI for this thing. Not bad, not bad at all.

"Looks like we're going for a ride," Felix said aloud, a smile tugging at his lips.

He tapped his glasses and initiated the connection. The vehicle's systems flickered slightly as Herbie linked in. "Welcome aboard, Rustbucket," Felix murmured, patting the dashboard like it was an old friend.

With the modifications in place and no surprises from SHIELD or the NYPD, the Rustbucket was exactly what he needed. All that was left was…

Knock, knock. Herbie immediately deactivated as Yuri, his butler, stepped inside the RV with a cooler and two luggage bags. Felix was a bit impressed. This woman was stronger than she looked. Without looking at him, she opened the cooler and proceeded to put drinks inside the refrigerator. 

"Oh, um, thank you."

"No need," Yuri replied. She didn't sound bored, just super professional. "I brought the requested sleeping pills as well." On the couch, she placed two bottles of them. "By the way, would you like me to drive, Mr. Faeth?"

Hm. To bring Yuri over or not? That was the question…

He was going to have to bring his new Spider-Man costume and, well, he didn't quite trust his butler. Yet. 

"I'll be alright," Felix said. "I'm about to install a new autopilot mode. Shouldn't take too long."

"Understood."

She left him the garage remote and bowed before leaving. Felix told her once he came back, they could talk more in depth regarding her role. For now, all she had to do was clean the mansion and go home whenever she wanted. Yuri graciously accepted the new job parameters.

Felix smiled and walked over to the luggage bags. One was filled with normal clothes. The other was filled with capsules containing his new Spider-Man costumes.

Yes, plural. Multiple costumes. Little Herbie had not been doing anything during the last two weeks. Little Herbie had been working on a couple prototypes he drew up. Just yesterday, two of them were completed. 

Emma Frost requested he steal and compromise Stark's Project JARVIS however he liked. Felix would do just that.

Spider-Man would do just that.