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"1934, one year since becoming Spider-Man. He'd dealt with gangsters, insane scientists and whatever else old New York could spare. Then suddenly things...changed. A world brimming with 'progress', wannabe clowns calling themselves super and a noisy dame in white. Didn't matter; he'd still be the one left standing. (Spider-Man Noir and Spider-Gwen crossover)"
Fanfic Summary

Through the Looking Glass is a Spider-Man: Noir and Spider-Gwen fanfic by vendetta543, centered around Spider-Man Noir getting trapped in the world of Spider-Gwen, Earth-65. At over a million words, it is among the longest and most reviewed Spider-Man fanfictions currently available at Fanfiction.net.

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It can be found here at Fanfiction.net, at Archive of Our Own, and over at the Spacebattles Forums.

It also has a sequel named Madhouse Blues.


Tropes:

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    Tropes that apply to Through the Looking Glass 

  • 0% Approval Rating: Earth-65 Peter Parker after it’s revealed to the public that Spider-Woman was innocent of his death, and that he was the Lizard who attacked Midtown High.
  • 100% Adoration Rating: Pretty much what public opinion on Spider-Woman changes into after it’s revealed she was innocent of killing Peter Parker all along, and that he was the Lizard.
  • 10-Minute Retirement: Zig-Zagged. Peter ‘retires’ from being Spider-Man out of spite for how Jameson provokes a crowd to attack him after he saves them from Jack-o-Lantern. While he does put on the mask to fight Carnage and Jack-o-Lantern he's never shown returning to normal patrols or fighting Supervillains outside of those who target him first.
  • Abusive Parents: Both Mary Jane and Lana have abusive fathers. Mary Jane nearly kills her's under the influence of the Carnage symbiote, but is barely able to hold herself back.
    • Shadowcat and Laura also have abusive mothers in Kimura and Sarah Kinney respectively. Shadowcat kills both of them later on.
  • Action Girl: Gwen Stacy/Spider-Woman, obviously. Later on there's Cindy Moon/Spinerrette, Lana Baumgartner/Bombshell, Samantha Wilson/Captain America, Kate Bishop/Hawkeye, Jessica Jones, Felcia Hardy/Black Cat, Jennifer Walters/She-Hulk, Kitty Pryde/Shadow Cat, Laura Kinney/X-23 and Mary Jane Watson/Scarlet Spider.
    • Honestly, pretty much all the Avengers in this universe.
  • Adaptational Heroism: Bullseye, who is a good guy, or at the least an Anti-Hero in this story, unlike his original 616 counterpart. This is in contrast to his Arch-Enemy Matt Murdock, who suffers from a case of Adaptational Villainy compared to the Matt Murdock of the 616 universe.
    • Lori Baumgartner is an Abusive Parent when she shows up again in Earth-616 who tries to force and blackmail Lana into becoming a villain with her again. This version, while still somewhat rough around the edges, doesn't hesitate to defend her daughter from a serial killer and encourages her heroism rather than stifling it.
  • A Dog Named "Dog": Peter's puppy, given to him by Teresa is only referred to as Dog by him. Others tend to call him more proper names like Spider-Pug, however.
  • Alternate Universe: Most of the story is set o Earth-65, the universe where the Spider-Gwen comics take place in.
  • Alternate Self: The hero Spinnerette, aka Cindy Moon, is from a different universe similar to Earth-616 and has now been trapped on Earth-65. Her counterpart from Earth-65, however is completely evil, leading to situations where both have been forced to fight each other.
    • Another case of this comes in the form of the Original Spider-Man Noir, who later in the story forced to coexist with the Spider-Man Noir we follow.
    • Gwen Stacy of Earth-90214 is nothing like her Earth-65 counterpart, being a strong case of an Alpha Bitch. Peter doesn’t like her, and neither does Earth-65 Gwen when the two meet in the finale chapter.
    • See also Evil Twin.
  • Alternate Universe Fic: Obviously, the actual Spider-Gwen comics have diverged quite a bit from how it was when this story first started. Though the author frequently tries to incorporate elements of the comic when he can, the Earth-65 of this story has nonetheless largely diverged to become its own thing.
  • Alpha Bitch: The Gwen Stacy of the Noir Universe, Earth-90214. Even a version of her from a different universe doesn’t like her.
  • Always Chaotic Evil: Averted, in the case of the symbiotes at least. Webster (Venom) is one of the more pleasant and heroic in the cast, apart from some early episodes.
  • Anguished Declaration of Love: Ignoring the dubious confession during the fight with Mr. Negative, the first time Peter tells Gwen he loves her is right before he confronts Matt about his resurrection of Helen Stacy and is unsure of what will happen when he does.
  • Animal-Themed Superbeing: Spider-Man Noir and Spider-Woman and later on, Spinerrette, the original Spider-Man Noir, and Shadowcat.
  • Anti-Hero: Spider-Man Noir is certainly one, though he arguably becomes a bit more heroic as time goes on.
    • Later on, we get introduced to Bullseye, as well as the rest of the Defenders such as the Punisher, Moon Knight and Black Cat.
    • The original Spider-Man Noir and Shadowcat count as well.
    • Mary Jane Watson, after she gets infected and forcibly bonded to the Carnage symbiote.
  • Annoying Younger Sibling: How Peter often views his older sister Teresa, whenever she stops by and visits.
  • Archnemesis Dad: Lana Baumgartner’s personal arch nemesis is arguably her own father.
  • Asian Babymama: Kind of played with in the case of the Original Spider-Man Noir and the Japanese Earth-65 Kitty Pryde, who both kind of unintentionally adopt X-23 aka Laura Kinney, resulting in an odd family unit.
  • At Least I Admit It: Bullseye's defense anytime someone calls him out on his deplorable behavior. As far as he's concerned, he's better than many of the other heroes because he doesn't hide behind the logic of the greater good or justice and admits he's a terrible person who'll die violently. Wasp finds it hard to disagree after S.H.I.E.L.D creates the Carnage symbiote and covers up their involvement.
  • Ax-Crazy: A few characters fit this description, among them Jack o’ Lantern, Bullseye, Sin-Eater, Muse, and the serial killer and later first host of the Carnage Symbiote, Cletus Kasady.
  • Back from the Dead: This actually happens pretty often in this story, all things considered. Spider-Man Noir himself gets resurrected twice, the Original Spider-Man Noir also gets resurrected along with a lot of Matt Murdock’s Hand Ninjas. Oh and Gwen's mother, Helen Stacy.
  • Badass Biker: Noir uses a bike multiple times in the story to great effect.
  • Badass Normal: Characters like Bullseye, Punisher and Hawkeye have no powers and keep up with their superpowered allies regardless.
  • Because I'm Good at It: Kitty Pryde's reason for being a mercenary.
  • Be Careful What You Wish For: As the Carnage symbiote gleefully points out, Mary Jane was jealous of Gwen and envious of the powers and fame she received as Spider-Woman. By bonding with the Carnage symbiote she gains powers that could possibly rival that of Gwen's and the possibility of becoming famous...except now she has to also deal with its murderous impulses and wanton bloodlust.
  • Belligerent Sexual Tension: Noir and Gwen are a downplayed example due to their arguments about their clashing methods despite the mutual attraction they have later. The original Spider-Man Noir and Shadowcat fit this better. Laura even expresses confusion at their constant sniping despite their obvious fondness for the other.
  • Big Bad: Earth-65 Matt Murdock, or at least the literal demon possessing him, and Earth-65 Cindy Moon.
  • Big Brother Instinct: Peter has a hard time showing it early on, but he's very protective of Lana. He takes the blame for the death of her mother's pimp, who Lana killed after he set her mom up to be murdered. He also begs Matt to save her after she gets captured by Jack-o-Lantern, which Matt takes no small amount of pleasure in.
  • Big Eater: Gwen eats a lot due to her powers. Inverted for Noir who rarely ever eats despite the insistence of others.
  • Bio-Armor: The symbiotes are basically this, Venom (Webster) in the case of Gwen, and Carnage in the case of Cletus Kasady and Mary Jane Watson.
  • Bi the Way: Gwen, Mary Jane, Felicia and Bullseye are shown to be attracted to both genders.
  • Blessed with Suck: Mary Jane. Because of the Carnage symbiote she gets powers comparable to Gwen (considered one of the stronger and versatile Supers in Earth-65) along with other boons like possible immortality. Too bad she also has to deal with its induced bloodlust and can't even sing in the band she loves because of its weakness to sound.
  • Blood Knight: Bullseye and Moon Knight (dependent on the dominant personality) clearly get off on fighting and killing their opponents. Mary Jane is also twisted into this due to the Carnage symbiote to the point that she experiences sexual arousal at the sight of violence and death. She does her best to rein it in.
  • Breaking the Fourth Wall: In her brief cameos throughout the story, Gwenpool frequently does this.
  • Brooding Boy, Gentle Girl: Spider-Man Noir and Gwen's platonic dynamic at the beginning, which becomes romantic later on.
  • Butt-Monkey: Earth-65 really hates Spider-Man Noir. Ironically enough, Gwen has a far easier time of it, possibly even due to Noir being there to be the target instead.
  • Buxom Is Better: In-Universe fanart tends to portray Spider-Woman as being extremely buxom with long flowing blond hair falling out of her mask. Gwen herself mocks this and points out it'd be hard to do a lot of her acrobatics and web-swinging if she really had said proportions and hair.
    • Averted when Gwen uses Venom to morph her body out of curiosity later. The long hair makes it hard for her to move and she shows no particular approval of the larger breasts. Her mom dryly remarks that it didn't come from her side of the family.
  • Cardboard Prison: Mentioned and deconstructed. The constant breakouts of super criminals is one of, if not the, main reason that Noir disagrees with Gwen about her Thou Shalt Not Kill morals. Bullseye drunkenly mentions that heroes like Gwen and Captain America are just perpetuating a flawed system and it's hard to disagree.
  • Celebrity Superhero: She-Hulk and Spider-Woman after her name is cleared are this. Later on all of the Avengers become this.
  • Children Raise You: This ends up kind of being the case for the Original Spider-Man, who ends up practically adopting Earth-65 Laura Kinney and gets tons of character development due to the fact. Eventually also applies to Earth-65 Kitty Pryde.
  • Classy Cat-Burglar: Famous musician Felicia Hardy, also known as the Black Cat, unknown to the world at large secretly happens to be this.
  • Clear My Name: Spider-Woman, aka Gwen Stacy, is falsely accused of having killed Earth-65 Peter Parker like in the Spider-Gwen comics and therefore is branded a criminal. Early in the story, however, her name is cleared and she is treated like a hero by the public again.
  • Continuity Nod: There's quite a few continuity nods to the original Spider-Man Noir and Spider-Gwen comics this story is based on thrown throughout. There’s also a few nods and mentions to the 616 universe that are often thrown out by Spinnerette, who is the Cindy Moon of a version similar to Earth-616.
  • Convicted by Public Opinion: Spider-Woman at the beginning of the story, when everyone thinks she murdered Peter Parker. After she’s found innocent, the hate she originally got is transferred over to Earth-65 Peter Parker.
  • Cool Big Sis: Lily Hollister, Lana’s older half-sister.
  • Crossover Couple: The entire story is based on this premise, in the sense that it’s Spider-Man Noir crossing over with Spider-Gwen and her world, and the two ending up together, though the author has admitted it wasn't his original intention to make the two a couple.
  • Dead Alternate Counterpart: The fate of Earth-65 Peter Parker when Spider-Man Noir arrives, though it’s later revealed that Spider-Man Noir is Earth-65 Peter Parker, only he doesn’t remember that and instead he has the powers and memories of the Original Spider-Man Noir.
  • Deadpan Snarker: To be expected. Noir especially leans towards the deadpan part, particularly when annoyed.
  • Defusing The Tykebomb: Laura slowly but surely becomes more human and independent the more time she spends with Shadowcat and the original Spider-Man Noir.
  • Demonic Possession: Matt Murdock is possessed by The Beast, the demon that controls the Hand and is the source of their powers and resurrection. Finding a way to kill him is the main goal of Noir's group in the ending.
  • Determinator: Just about every hero in the story, with Gwen and Noir being the most obvious examples. Taken Up to Eleven by Noir during final Jack-o-Lantern arc where he spends days critically injured due to the beginning train station bombing and doesn't stop till Jack's beaten.
  • Different World, Different Movies: A lot of entertainment and media in Earth-65 is vastly different from Earth-616 and our world, as Spinnerette loves to frequently point out.
  • Distressed Dude: Noir has a bad habit of getting himself in danger and needing rescue, which Gwen, Lana and Cindy occasionally poke fun at him for. Mostly justified by the fact that he comes from a low power setting and isn't used to dealing with Supervillains.
    • Gabriel Reyes is almost always introduced being rescued by someone and Noir spends the entire first arc trying to save him from Hammerhead.
  • Doppelgänger Gets Same Sentiment: Earth-65 Ben and May Parker, who keep trying to treat Noir like he’s their nephew despite the fact he’s an alternate universe counterpart. Later gets twisted on its head when it’s revealed he actually was in fact their nephew all along.
  • Doppelgänger Replacement Love Interest: Sort of, especially due to Noir's real identity. While Noir and Gwen end up together, the relationship between Gwen and Earth-65 Peter was platonic on Gwen's side and she wasn't even aware of the latter's feelings for her. When asked by Noir later Gwen admits that even if Earth-65 Peter had confessed she wouldn't have accepted since she didn't feel the same way for his old identity as she does his new one.
  • Dude Magnet: Spider-Woman , especially after she gets proven innocent. People in crowds ask for her number/a date and when she and Noir are caught kissing on camera her fans are up in arms at forums and calling for his blood. For more specific examples: Kate Bishop, Harry Osborn, Eugene Patillio, Donald Roxxon, Mary Jane Watson, Gayle Watson and Peter Parker all show attraction to her at various points in the story.
  • Dysfunction Junction: It's easier to name a character that isn't in dire need of a psychiatrist. Even Gwen can be irrational and neurotic when it comes to the people she cares about.
  • Early Installment Weirdness: Gwen's segments had her curse words appear as Symbol Swearing up until Chapter 12. Also, we get a brief POV on Matt Murdock that showed no hints of his later Demonic Possession or any hint that he was anything but the Kingpin's subordinate.
  • Evil Redhead: Earth-65 Matt Murdock, otherwise nicknamed as Matt Murderdock. Later on, Cletus Kasady before and after he merges with the Carnage symbiote.
    • Further in the story after Kasady's death, and after she bonds with what’s left of the Carnage symbiote, Mary Jane Watson sometimes falls into this category during the moments when the Carnage symbiote takes control over her and she goes on a murderous rampage. She gets somewhat better, though.
  • Evil Twin: Earth-65 Cindy Moon, an evil counterpart of Spinnerette, who is also Cindy Moon, from a different universe where she’s not evil.
  • Famous for Being Famous: Sue Storm, her brother Johnny Storm, and their parents, who star in the in-universe Reality TV series, the Fantastic Four.
  • Face Death with Dignity: Bullseye. Twice. First when he chooses to Go Out with a Smile when Matt Murdock kills him and the second when he refuses Noir's offer to come back to life with him and decides to face his eternity in Hell without running.
  • Fangirl: Gayle Watson, the younger sister of Mary Jane Watson, is absolutely this. She even writes fanfiction about herself and Spider-Woman being a couple. Gayle proves herself a fangirl even more when she finally meets Spider-Woman face to face and freaks out.
  • Felony Misdemeanor: Various characters disapprove of Noir's underage smoking despite him being a violent vigilante who fights crime nightly. Noir points this out.
  • Fiery Redhead: Mary Jane Watson, who later in the story bonds to the Carnage symbiote.
  • Final Battle: Culminating a story that is over million words in length, we get Spider-Man Noir and the Defenders vs the Demon possessing Matt Murdock plus Spider-Woman and the Avengers vs the Evil Cindy Moon.
  • Fish out of Water: Spider-Man Noir and Otto Octavius, who were both displaced in both time and dimension. Then there's Samantha Wilson, Earth 65's Captain America. Later on, there's Spinnerette and the Original Spider-Man Noir.
  • Friends with Benefits: Cindy Moon and Harry Osborn pretty much fit this trope to a tee, as it's revealed later in the story. Cindy does not like Harry, however, and Harry admits later that they're using each other...shortly before he gains feelings for her.
    • At one point, the Original Spider-Man Noir and Kitty Pryde also follow this trope, until Romance Ensues for them.
  • Game Changer: Gwen getting her name cleared is a game changer, for her at least.
  • Garage Band/Girl Group: Like in the Spider-Gwen comics, Earth-65 Gwen, Mary Jane, Betty, and Gloria are part of a band called The Mary Janes. Later on in the story, however, the band more or less stops being a thing due to Mary Jane having to deal with the trauma and horror of hosting the Carnage Symbiote against her will.
  • Girls Love Chocolate: The Venom (Webster) symbiote certainly has a Sweet Tooth for chocolate.
  • Godzilla Threshold: Despite her Thou Shalt Not Kill morals, Carnage is so evil and destructive that Gwen breaks her rule and kills him to ensure the city is saved. She's the only person he's killed; even Earth-65 Cindy Moon was imprisoned instead.
  • Good Stepmother: Jessica Jones, who later gets in a relationship and marries Gwen Stacy’s father, George.
  • Gun Fu: Cindy and Noir use this. Only the former has actual training, however.
  • Heroic Comedic Sociopath: Bullseye through and through. Despite his violent and sadistic behavior he only targets the worst criminals and is generally on the side of good. His friendship with Peter does cause strain on the latter's relationship with Gwen, however.
  • Heroic Host: Gwen Stacy, when merged with the Venom symbiote. Venom is hardly evil, however. Mary Jane, on the other hand, is trying to become this even when the symbiote she’s hosting is the Carnage symbiote.
  • Hero of Another Story: As expected given that this is the Marvel Universe. Dialogue throughout the story indicate that the various characters are undergoing their own plots when not interacting with the protagonists.
  • Heroic Self-Deprecation: Peter constantly denies the idea that he's a hero even as other characters call him such. Gwen as well to a lesser extent. While she never denies being a hero she seems surprised whenever people ask her for autographs and treat her as more than the friendly neighbrohood Spider-Woman.
  • Heroic Wannabe: Eugene Patillio AKA Frog-Man really wants to be a famous and beloved Superhero. Showcased hilariously in a dream sequence wherein he effortlessly saves a woman from being mugged, gets her number and then has Spider-Woman express jealousy of that fact.
  • Hero with Bad Publicity: They're Spiders, so it's to be expected. Gwen mentions difficulties and being chased by the police, though it's averted after she gets she gets exonorated for Peter's murder. Peter deals with it more and he comments that half the city wants to lynch him. It worsens after Jack-o-Lantern exposes his identity and Jameson calls for a police manhunt, though it lightens up afterwards when Lana defends him from the police and Gwen makes a plea for people to see both the good and bad he does. After that he's popular enough for two women to ask for his autograph and one of them to give him her number.
  • Hopeless Suitor: Lana Baumgartner, despite falling in love with Peter later, instead finds that he thinks of her only as a sibling and that he’s with Gwen.
    • Harry Osborn as well. His first crush on Gwen isn't reciprocated and she later ends up with Peter. Meanwhile, Cindy still hasn't forgiven him for his role in spreading the Lizard serum and she punches him when he tries to drunkenly kiss her.
  • I Am a Monster: Mary Jane’s attitude toward herself for much of the later half of the story, after she is forcibly bonded to the Carnage symbiote.
    • How Earth-65 Curt Conners views himself after he kills his wife as the Lizard.
    • See also What Have I Become?.
  • I Banged Your Mum: Noir early on in the story sleeps with prostitute Lori Baumgartner. Lori's daughter Lana later becomes Peter's friend and roommate…and then Lana grows a crush on him.
    • The reverse is also true in the case of Jessica Jones banging Gwen’s dad, Captain George Stacy.
    • See also Single Mom Stripper.
  • I Cannot Self-Terminate: Due to his possession, Matt can't kill himself and goads both Peter and Gwen on two separate occasions to do so in his stead. Both times he expresses disappointment when they fail.
  • I Choose to Stay: After a lot of agonizing, Spider-Man Noir eventually decides to stay in Earth-65, in no small part due to his feelings for Gwen. The original Spider-Man Noir almost does so as well but ultimately chooses to go back to to help stop World War III.]
  • Ideal Hero: Gwen tries her best to be this. In-Universe Captain America is considered the prime example, though her being complicit in hiding the Carnage symbiote's origins makes others, especially Wasp, question er character.
  • I Have No Son!: Lana’s biological father’s view of his daughter. At least until he needs to become mayor, realizes his daughter is a hero with powers, and that he could use her fame and popularity to help win the election.
  • Incompatible Orientation: Mary Jane and Norah Winters. The former tries to kiss the latter while drunk and gets told that she doesn't like women. This leads to Mary Jane walking out of Norah's apartment in embarrassment, getting attacked in an alley and being bonded to the Carnage symbiote.
    • Might also be the case for Bullseye and Peter. While Bullseye admits to loving Peter romantically, Peter rarely comments on it and when he does he only brings up Bullseye's psyhotic behavior rather than his gender. Gwen gets frustrated when Peter doesn't answer when she asks about it.
  • Insistent Terminology: Peter during much of the early chapters keeps getting called the Dark Spider even after he insists on being called Spider-Man. Eventually people get it right
  • Interclass Friendship: Earth-65 Sue Storm, a famous rich girl from a popular reality TV show, ends up being friends with the very much poorer Lana Baumgartner after the later helps save Sue and her brother.
  • Intrepid Reporter: Norah Winters, who helps out Noir with catching Sin Eater and acts as an ally from then onwards. She also helps out the rest of the Defenders against Matt Murdock and even exposes him as the Kingpin despite the risk this puts on herself.
  • Ironic Nickname: Peter often calls Norah Winters by the nickname Summers.
  • I Just Want to Be Special: Earth-65's Peter Parker, which gives Noir a dim view of him due to the problems he caused because of it. It's shown later on that there are entire hospital wings dedicated to people who try to gain powers via jumping into radioactive waste or drinking wolf blood laced with drugs.
    • Frog-Man's a more lighthearted example of this and I Just Want to Be Badass. He's never portrayed as evil or negative for it, though he is more than a little pathetic.
  • Immune to Drugs: Noir guzzles painkillers like candy and yet receives only minimal effects. The same applies to cigarettes, though it doesn't stop other characters of disapproving. Even the Lizard Serum, something that permanently alters the DNA of all recipients, doesn;t transform him for long.
  • I Will Find You: Spider-Man Noir main goal is to find Otto Octavius of Earth-90214 in order to return home. Or at least it is for much of the early story, even when he gets distracted, until he finds out that he's not the real Spider-Man Noir. The original Spider-Man Noir is more successful.
  • Jerkass: Many characters, though Maria Hill and J. Jonah Jameson stand out the worst. The former due to her abrasiveness and disregard of character's safety for the 'greater good' and the latter for constantly blaming heroes for the villains' crimes and even leading a crowd to stone Peter after he gets critically injured trying to stop Jack-o-Lantern.
  • Jerk with a Heart of Gold: Spider-Man Noir. As much as he complains and gripes that he's not a hero he'll constantly go out of his way to help people in need and stop bad guys. Lana as well. Despite her potty mouth, she takes to vigilantism in large part due to her desire to help people.
  • Keeping Secrets Sucks: Gwen, early in the story, finds herself having to hide her identity as Spider-Woman from Peter even after he confides in her due to her fear of how he'll react. It does not end well when the truth is eventually revealed to him.
  • Like Brother and Sister: Peter and Lana with Kate even calling the latter the former's little sister. Becomes one-sided later when Lana gets a crush on him.
  • Living Emotional Crutch: Noir functions as one for both Lana and Bullseye, much to his disbelief and continued denial. Bullseye chooses to go back and save him even if it means his own death and after he (temporarily) dies Lana becomes depressed and uses vigilantism as an unhealthy coping mechanism).
  • Long-Lost Relative: Teresa Parker, Earth-65 Peter Parker's older sister. An actual character from the comics, though in the comics she's actually Peter's younger sister, not older.
  • Made of Iron: Multiple characters fit, but Jack-o-Lantern is the most extreme. Despite ostensibly being a normal human in a powered suit he survives things that should be fatal such as a grenade to the face (that bypassed his helmet), multiple beatdowns from superpowered heroes and being kicked into a vat of acid.
  • Mad Scientist: Otto Octavius with his experimentation on people in the first chapter. This trope also later applies to the evil Cindy Moon from Earth-65.
  • Man Of Steel Woman Of Kneelex: Inverted with Gwen and Noir. Gwen, especially after bonding with the Venom symbiote, is far stronger than Noir and he makes it clear that there was some pain when the two get busy. Gwen denies having had problems even with normal civilians before bonding with Venom so it's a recent development.
  • Mistaken for Cheating: Gwen assumes Peter and Mary Jane are cheating due to the latter kissing the former during an extremely stressful moment and the both of them acting suspiciously days beforehand. After finding out the truth - Mary Jane is infected by the Carnage symbiote and Peter was helping her - she bitterly states that cheating would've been far preferable.
  • Mum Looks Like a Sister: Due to resurrecting ten years after her death, Helen Stacy doesn't look nearly old enough to be the mother of her 20 year old daughter.
  • My God, What Have I Done?: Mary Jane Watson's reaction after she nearly murders her father with the Carnage symbiote.
    • Also how Gwen feels after she kills Cletus Kasady despite the circumstances more than justifying the act.
  • Never Gets Drunk: Noir never gets drunk, or if he does it lasts for only a few minutes unless he constantly drinks. Doesn't seem to apply to the original Spider-Man Noir.
  • Nice Girl: Gwen. Despite her flaws, especially keeping her identity hidden from Peter early on to exploit his trust, she's a genuinely kind and heroic person who tries her best to help as many people as she can. Given Helen Stacy's behavior later, it's fair to say it runs in the family.
    • Cindy. While more prone to use lethal force compared to Gwen, she's generally kind and does good for the sake of it. The only person she's nasty to is Harry Osborn, and even then she pushes him towards honestly atoning and helps him out despite her complaints.
  • No-Holds-Barred Beatdown: Noir delivers one to both Jack-o-Lantern and Matt Murdock. The former survives only due to Noir holding off at the last second while the latter was saved due to his Demonic Possession.
  • Nothing Is the Same Anymore: Much of the latter half of the story features many of the characters, such as Gwen and Mary Jane, being forced to deal with the fallout and repercussions of Chapters 78-80, where Cletus Kasady in the Carnage symbiote goes on a rampage.
  • Oblivious Younger Sibling: Sort of played with, in that Gayle Watson, the younger sister of Mary Jane Watson, is a huge fan of Spider-Woman, not knowing that she’s actually the best friend of her sister, Gwen.
  • Official Couple: Spider-Man Noir and Spider-Gwen, who serve as both the Protagonist and Deuteragonist.
  • Oh Crap, There Are Fanfics of Us!: There are in-universe fanfics, fanart, and even Rule 34 based on Spider-Woman, at least, after her innocence is proven at least. It's stated later on that there are also Spider-Man and Punisher doujins, which Gayle and Lana are mentioned reading.
  • Older Than They Look: Cindy, as per canon, is 28 years old but looks and sometimes acts a decade younger than that due to being a trapped in a bunker since she was 18 for ten years.
    • Stick is more than a hundred but doesn't look a day over 78.
  • Omniscient Morality License: Averted. Teresa acts like she has this, but the other characters disagree and this leads to them not trusting her even when she tries to be honestly helpful.
  • Parental Substitute: The original Spider-Man Noir quickly becomes a father figure for Laura. Gwen also acts as a cross between a mother and a sister to Venom.
  • Platonic Life-Partners: Peter and Cindy. Despite some moments that can be interpreted as Ship Tease the two never show interest in being anything but friends and both deny anything more than that when others ask.
  • Precocious Crush: Downplayed. Lana (15 years old) falls in love with Peter (18 years old). While the age gap is a scant three years, Peter's normal behavior and the fact that he's legally an adult makes it seem larger than it is.
  • Precursor Hero: Moon Knight is a more localized example. It's revealed later on that he fought Matt Murdock ten years prior to thr start of the story and only failed at the final stretch. There are even similarities such as his failed romance with Wasp and a team that split apart due to his failure.
  • Redemption Quest: Harry Osborn's entire character arc for the most part. After trying to kill Gwen in the Spider-Gwen comic he's doing his best to make up for that and infecting innocent people with the Lizard Serum. Cindy, however, accuses him of not really caring about atoning and that he's using vigilantism as an excuse to avoid facing his crimes. He makes more of an honest effort afterwards at her pushing.
  • Related in the Adaptation: Lana is the bastard child of William Hollister and half sister to his daughter Lily, two characters that she shares absolutely no relation to in the canon comics.
  • Roaring Rampage of Revenge: Lana when she’s goes after Dave, her mom’s pimp and the one who set her up to be killed by Sin Eater.
  • Romance Ensues: Though the Original Spider-Man Noir and Earth-65 Kitty Pryde originally only become Friends with Benefits, the two eventually become romantically entangled with each other, especially after they begin to help take care of Earth-65 Laura Kinney.
  • Running Gag: In the early parts of the story, it’s Peter either being called the Dark Spider, even after he insists on being called Spider-Man, or people mistakenly thinking he’s much older than he actually is. The former is solved first by Gwen in a interview, and then later when his identity gets revealed.
    • The Sinister Six frequently show up to fight Gwen despite only ever having five members.
    • Spider-Man Noir often calls Earth-65 'The Madhouse'. This gets even more humorous when the Original Spider-Man Noir shows up and starts doing it too.
    • Spinnerette often pointing out the Real Life term for a movie, book, website, or just anything, which is what it's also called on Earth-616, only to then get told it’s called something completely different on Earth-65.
  • Sir Swearsalot: Lana curses a lot and it doesn't take much to make her let loose a Cluster F-Bomb. Gwen as well to a lesser extent, as per canon.
  • Secret Identity:
    • Peter and Gwen both have a secret identity as Spider-Man and Spider-Woman, though Gwen's identity is accidentally revealed to her friends and bandmates pretty early in the story.
    • Later on in the story, Peter's identity is exposed by an enemy to everyone in New York while Lana's is exposed by her father so he can capitalize on her fame.
    • A few others like Kate Bishop, Marc Spector and Felicia Hardy have a secret identity as well, though it's averted by many other heroes who went public before the story began (Captain America, Wasp, She-Hulk) or don't care about keeping their identities secret (Punisher, Bullseye)
  • Sex for Solace: Peter and Norah sleep together a few hours after Martin Li's funeral. It's made clear afterwards there were no deeper feelings involved and they never do so again. Peter and Gwen as well to an extent since they tend to sleep together after traumatic events to try and comfort one another.
  • Single Mom Stripper: Lana’s mother, Lori, is a prostitute. At one point in the story, Lori sleeps with Peter and it's brought up between him and Lana sporadically.
  • Sixth Ranger: Ghost Rider functions as this, being an ally for the Defenders and a replacement for Bullseye after his death.
  • Son of a Whore: Lana Baumgartner, which is sometimes used to mock her by other characters.
  • Star-Crossed Lovers: Gwen and Noir along with Wasp and Moon Knight. The former are often kept apart due to their various disagreements and struggles while the latter are separated due to Murdock threatening Wasp and their daughter, Hope. After Murdock's defeat it's implied they'll get back together.
  • Strong, but Unskilled: Gwen, similar to canon, has no formal combat training and is completely reliant on her powers to carry her. This only worsens after she gets bonded to the Venom symbiote and becomes even stronger. Mary Jane is also an example, which Felicia mocks her for.
  • Superhero Packing Heat: Spider-Man Noir, both the original and 65-Peter, along with Cindy. The former uses it to compensate for his lacking power and range options while the latter does it because she was trained by S.H.I.E.L.D.
  • Supporting Protagonist: Quite a few characters become huge supporting characters by the end of the story, including Lana Baumgartner, Cindy Moon, Mary Jane Watson, and the Original Spider-Man Noir.
  • Symbol Swearing: Gwen during the early chapters. Averted afterwards.
  • Teeth-Clenched Teamwork: Peter and Gwen during the early chapters, though more on his end than hers, due to disagreements about their methods and his identity. The Earth-65 Defenders - Peter, Lana, Black Cat, Punisher, Bullseye and Moon Knight - are a bigger example. Lana points out they all (except Lana and Bullseye towards Peter) hate each other and are only tied together due to mutual 'loyalty' to Noir and/or hatred of Murdock, which Peter reinforces after Bullseye dies and he bitterly muses almost everyone attending his funeral hates him. Their reaction after defeating Murdock can best be summed up as 'let's never do this again'.
    • The Defenders and Avengers also briefly had this when they worked together to stop Jack-o-Lantern's terror spree. Various members from both sides constantly insult each other and it almost escalates to violence till Cindy yells at both groups to focus on stopping Jack.
  • The Reveal: The big plot twist of the entire story: It’s revealed halfway through the story that Spider-Man Noir, one of the two main characters we’ve been following, isn’t actually the real Spider-Man Noir. He’s actually an amnesic Earth-65 Peter Parker with the memories and powers of the Original Spider-Man Noir.
  • Thou Shalt Not Kill: The main point of contention between Gwen and Peter. Gwen always believes there's another way to subdue criminals without killing them, which Noir disagrees with. Averted for Gwen later when she kills Cletus Kasady due to the danger he poses.
    • Averted for others in the story. Even straight laced heroes like Wasp and Captain America kill when they have to.
  • Tragic Keepsake: Peter keeps Martin Li's rosary after he's forced to kill him. He does the same with Bullseye's jacket after his death, though he eventually returns it in a way.
  • Tyke Bomb: Shadowcat and Laura Kinney.
  • Traumatic Haircut: Cindy cuts off her hair during a fight with Jessie Drew after he grabs it and keeps her from reaching her gun. She jokes about it later and claims she was planning a haircut anyway.
  • This Is Unforgivable!: Peter refuses to forgive Harry for giving S.I.L.K the Lizard serum, which led to the infection of numerous innocent people and Curt Connors murdering his wife while transformed.
  • To Hell and Back: Spider-Man Noir, after he gets killed by Matt, literally goes to Hell. He gets better.
  • Tragic Monster: The sad fate of Maxine Dillion, an innocent woman who is kidnapped, experimented on, and transformed by the evil Cindy Moon of Earth-65 into Electro, only to be killed by Peter.
    • Also applies to Curt Connors, who transformed into the Lizard and murdered his wife before Peter could stop him.
  • Undying Loyalty: Gwen and Noir; despite their frequent arguments they always have each other's backs. Also Lana and Bullseye towards Noir. Almost literal in Bullseye's case since even after dying he makes it clear he's still loyal to Noir and helps him out twice despite already being damned to Hell.
  • Unlucky Everydude: Eugene Pattilio, also known as Frog-Man.
  • Wall Crawl: Spider-Woman and Spinerette both share this ability. Averted by Spider-Man Noir, however, keeping in line with his original miniseries.
  • Weak, but Skilled: Spider-Man Noir lacks Gwen's brute strength and durability but makes up for it by other skills, being a Combat Pragmatist and using guns to make up for any deficiencies.
  • We Used to Be Friends: Teresa and Bullseye. The two were former S.H.I.E.L.D squadmates and the former even admits that she loved the latter. By the time of the story proper, however, Bullseye considers Teresa cold and uncaring and she states he's a disappointment to their former squad. Teresa still mourns his death, however.
  • What Have I Become?: Mary Jane’s feeling toward herself after bonding to the Carnage symbiote, especially after she nearly kills her own father.
  • Wham Episode: The chapters when Cletus Kassidy, in the Carnage Symbiote, goes on a massive murder spree throughout New York, leading to Gwen losing Webster, being forced to kill Kassidy, and later on, the remnants of the Carnage symbiote finding and bonding to Mary Jane Watson.
  • Who's Your Daddy?: In the last chapter it's revealed that Felicia Hardy of Earth-90214 gave birth to twin children, who were both fathered by the Original Spider-Man Noir. How does she know he's the father? Because both kids have Spider powers.
  • You Can't Fight Fate: Teresa certainly believes so and encourages others to follow this mindset. Everyone else disagrees. Despite this she's also banking on Peter being able to Screw Destiny since, due to his circumstances, he's not tied to the Web of Life and Destiny the same way Gwen is.
  • You Killed My Father: Felicia Hardy hates Matt Murdock with a passion because he killed her father, Walter Hardy.

    Tropes that apply to the sequel, Madhouse Blues 

  • Back from the Dead: Bullseye is brought back by the Hand to serve as one of their weapons, much to spoiler: Matt's surprise.
  • Bad Date: Cindy apparently goes on a lot of these. She specifically mentioned going out with a man delusional enough to think he was a werewolf and rolled around in a parking lot in his underwear. And this wasn't the worst one.
  • Berserk Button: The Carnage symbiote hates being called a parasite. So far it's the only way shown MJ can instantly win an argument with it.
  • Big Eater: The Venom symbiote is even more hungry for chocolate than in the last volume, constantly complaining at and begging Gwen to buy more every time they're out and finishing any new stacks before the day is done. This is because it's pregnant.
  • Brought Down to Badass: Matt Murdock goes from being possessed by a monstrously powerful demon to being just a blind ninja lawyer with turbo-charged senses and a high pain tolerance.
  • Butt-Monkey: Matt Murdock constantly gets attacked, suffers numerous painful injuries and is essentially collared because of Karen Page's machinations. No one pities him.
  • Came Back Wrong: Bullseye as a consequence of The Hand's flawed resurrection methods.
  • Cannot Spit It Out: Non-romantic variant. Gwen finds it difficult to talk to Mary Jane about the latter's nightly activities as Scarlet Spider and tries to use her friends like Betty and Glory or Peter to make MJ broach the topic first. Averted later when she does confront her after a talk with Wasp.
  • Celibate Hero: Cindy is an unwilling and downplayed example. While she'd like to go out and date, even noting her dating profile and how it's decently popular, her constant work schedule means she rarely actually has time for it. She even mentions a guy who re-scheduled three times and yet she still couldn't meet him.
    • Mary Jane as well due to the Carnage symbiote and her fear that anyone unaware of her condition will be harmed. Carnages denies this idea, though she doesn't believe it.
  • Clingy Jealous Girl: Downplayed, but Gwen does show signs of possessiveness whenever Lana's attraction to Peter is brought up. She also becomes suspicious of Cindy after Jameson mentions that people ship her and Peter, though Cindy immediately assuages her fears.
  • Cool Big Sis: Gwen's already showing signs of this to her baby step-sister, Helena. Cindy's also a cross of this and Parental Substitute for Laura due to having to take care of her in Shadowcat's frequent absences.
  • Covert Pervert: Jameson accuses Gwen of being this on the basis that she has a younger boyfriend and wears spandex in public. Cindy also jokes that she's into BDSM using webbing, which Gwen denies.
  • Death Seeker: Matt casually admits to wanting to die despite being hellbound. He tries to goad Felicia into killing him and attempts suicide later on, both attempts that Karen Page interrupts.
  • Dogged Nice Guy: Frog-Man chases and pines after Spider-Woman despite her gently refusing him and explaining she's happy with Spider-Man. He expresses jealousy towards Spider-Man later on and secretly hopes he and Spider-Woman break up, which causes Gabriel to lightly chastise him for being a creep.
  • The Dreaded: Gwen is this for Shocker due to her previous Freak Out! and nearly killing him in the last volume under the influence of the Venom symbiote. Gwen mentioning that she's hungry and that he's the only person around immediately makes him spill all the information he kept hidden.
  • Dude, Where's My Respect?: Cindy gets a lot of flack from one of the other officers at the Freak Beat despite the fact that she's an experienced Superhero helping them solve Supervillain crimes. She even muses in narration that she technically outranks Captain Watanabe when the latter asks for Cindy to run things by her first.
  • Extreme Doormat: Cindy laments briefly that she really needs to learn to say no. Her inability to do so leads to her being roped into a terrible job working with the police where she has to pay for her own partner, taking care of Laura despite her already limited free time and even agreeing to help Felicia assassinate Matt Murdock. She manages to get a favor in exchange for the last one, at least.
  • Great Offscreen War: The Skrull Invasion and the Avengers dismantling H.Y.D.R.A are mentioned off-handedly in the first chapter.
  • Green-Eyed Monster: Mary Jane notes that her little sister Gayle is showing signs of jealousy towards Lana for being having powers and being an Initiative hero. She resolves to talk to her about it at a later point, having gone down that road before.
  • Good Bad Girl: Cindy mentions having had many sexual partners - up to and including Thor - due to her lack of luck in romance. This doesn't stop her from being one of the kinder and more heroic members of the cast.
  • Good People Have Good Sex: Peter and Gwen are indicated to have an active and healthy sex life with Cindy even telling them to shower together to save time. Frog-Man is very jealous when they do so.
  • Healing Hands: chi-users tend to be decent at healing others and better at healing themselves.
  • Heel–Face Door-Slam: Absolutely no one forgives Matt despite his attempts at making up and the only reason he's not arrested on the spot is due to a plea bargain massively stacked against him.
  • Home Sweet Home: Peter returns home to New York after spending the past year abroad.
  • "It" Is Dehumanizing: Gwen has refers to the Venom symbiote in female pronouns as a sign of their closer bond. By contrast Mary Jane still refers to the Carnage symbiote as It and their relationship is far more strained.
  • Jerkass: Richard Masters, one of the officers Cindy works with, never lets up on insulting her and calling her a freak despite being told off repeatedly by his superiors. He also insults Lana despite the fact that she was more successful than the police were, albeit still failing at the end, at trying to stop the Serpent Skulls gang from stealing Terrigen Mist.
  • Ki Manipulation: several characters are able to use their chi, mostly due to training from The Hand, The Chaste and the occasional deific empowerment.
    • Peter and Moon Knight both have increased aptitude for chi control albeit the former only has a month of Training from Hell from Stick while Moon Knight has no chi training at all.
    • Matt as a former Chaste soldier and former Hand prodigy channels his chi to repair injuries and (temporarily) use broken limbs as if they were completely fine.
    • Teresa Parker in addition to her Spider Totem and Madam Web powers is also trained in the chi arts.
    • The Hand leadership, especially Murakami and Gao, are strong chi-users.
  • Lap Pillow: Peter and Gwen partake in this, another sign of their Sickeningly Sweethearts phase.
  • Let's You and Him Fight: Averted and Lampshaded by Cindy who asks Felicia to explain why she's so angry and confrontational towards her rather than 'have a stupid fight that gets us nothing but unneeded hospital bills.'
  • Master of Your Domain: is either foundational to or resultant from being a chi-user. Hand ninja routinely use it to turn off their pain responses in combat.
  • Mutually Exclusive Magic: Many Gifted and mutates, especially when empowered by mad science, are unable to use ki because their biology is so altered by their powers. These include Cindy, Lana and Gwen. Peter as a mystical Spider Totem doesn't have that problem.
  • Nice Girl: Gwen and Cindy, similar to V1. Others include Sue Storm, Mary Jane (when not under the influence of Carnage) and, provided she's not being antagonized, Lana.
  • Nice Guy: Gabriel Reyes is shy, soft-spoken and focuses on trying to help others without the need or want for recognition. Frog-Man seems to believe he's this, but too egotistical to really count.
  • Noodle Incident: There are quite a few mentioned within the first chapter of various random events which occurred during the one year between this story and the previous one. Examples include the Avengers stopping H.Y.D.R.A and killing the Red Skull, a Skrull invasion, Terrigen Mist being unleashed on New York and Asgardians colonizing Cleveland.
    • Peter also frequently mentions having spent time in France where he was forced to cooperate with two certain heroes.
  • Mistaken for Gay: For some reason Cindy is assumed to be gay and, as Lana mentions, is even touted as a gay icon. Cindy is put-off when she finds out.
  • Not So Different: Frog-Man claims he and Peter are similar due to both being bullied teens who put on costumes. The accuracy of his claim is...debatable.
  • Offstage Waiting Room: Sort of the case for Mary Jane. Her character is pretty much is in the same place as it was when the Time Skip began.
  • Older Than They Look: Echo is at least in her late 40s but effortlessly passes for late teens-early twenties.
  • Overshadowed by Awesome/Obsolete Mentor: a century ago, The Hand and The Chaste were the deadliest people on the planet, chi-users with drastically extended lifespans. Fast-forward to the present day and mutants/mutates/Inhumans like Lana have powers that leave them almost completely outclassed.
    • Murakami, strongest fighter of the Hand, can barely hold his own against Noir!Peter, the weakest of all the Spider Totems. Post-symbiote Gwen wouldn't even notice if he hit her.
    • On the other hand, chi users are the only ones that can heal from Hellfire wounds and they are really good at life-extension.
  • Parental Substitute: Cindy, of all people, acts as one to Laura. With Spider-Man gone and Shadowcat having difficulties watching over Laura on her own Cindy ends up having to take care of Laura and make sure she's fed and doing homework. Laura even calls her mom.
  • Prefers Raw Meat: Mary Jane eats raw (and sometimes bloody) meat due to the Carnage symbiote's taste in food. She even admits it tastes good to her despite her revulsion.
  • Really Gets Around: Cindy engages in relatively frequent one night stands, to the point that she forgets one meeting and has to deflect him when the others are staying over at her place. She gets somewhat defensive when (it seems like) Gwen judges her for it.
  • Redemption Demotion: Matt Murdock has a pretty bad case of it. In the previous volume he was a nigh unstoppable Magnificent Bastard who played everyone around him and was impossible to kill outside of rare methods such as the Judas Silver. By Volume 2 he's reduced to a Badass Normal who goes down in a single hit from Mary Jane and gets his arm effortlessly broken by Gwen as he crawls away. Justified by the fact that he's no longer possessed by The Beast and lost his demonic powers as a result.
  • Sadist: Matt, despite his Heel–Face Turn, is definitely still this. He partly blames it on Stick teaching him to enjoy violence from a young age and due to frustration from his current circumstances, though he also considers the idea that he simply likes hurting others.
    • The Carnage symbiote very much enjoys hurting people, though it restrains that to criminals due to its deal with Mary Jane. Mary Jane herself can dip into this sometimes due to its influence.
  • Serial-Killer Killer: Pretty much what MJ has been doing for the past year, stalking and hunting down criminals who got away with murder or other such crimes. At points she even describes herself and is described by a few other characters as having basically become a serial killer.
  • Sexy Shirt Switch: Gwen wears Peter's shirt (and takes it with her when leaving to patrol) after they first sleep together again. She wears it to classes the next day and Betty teases her about it.
  • Shipper on Deck: A twisted version in that the Carnage symbiote is supportive of Mary Jane's attraction to Peter purely on the basis that it would hurt Gwen if she succeeded in doing anything. Lana also supports Sue's crush on Gabriel, seemingly unaware of the latter's attraction towards Lana herself.
  • Shrinking Violet: Sue Storm, contrary to her celebrity image, is extremely shy and is incredibly flustered just sitting next to her crush.
  • Sickeningly Sweethearts: Peter and Gwen are pretty deep into the honeymoon phase of their relationship. It's enough to make Mary Jane somewhat uncomfortable.
  • Single Woman Seeks Good Man: Sue Storm has a crush on Gabriel because he helped her out by getting a violent stalker arrested and did so without telling her or her asking him.
  • Small Name, Big Ego: Frog-Man. Despite being an untrained, non-powered teenager in a goofy costume he believes he's on par with the far more experienced heroes like Spider-Woman or Spider-Man.
  • Surprise Pregnancy: Gwen finds out the Venom symbiote is pregnant in Chapter 5.
  • The Unmasking: Cindy very casually reveals her identity to the rest of the police precinct she's working with. As she points out, being from another dimension who's only friends with other heroes who have their own enemies means that she has very little to gain from keeping her identity secret.
  • They Fight Crime!: Cindy Moon and Felicia Hardy, who both end up forced to work as partners in the police force.
  • Third Wheel: What Mary Jane says she feels like in comparison to Peter and Gwen’s relationship.
  • Time Skip: This sequel begins and is set one whole year after the ending of the previous story, Through the Looking Glass.
  • Triple Shifter: As expected, though Cindy has it the worst. Between working for the police, general heroics and taking care of Laura she barely has time to do much of anything besides work and the occasional bits of tv.
  • Violently Protective Girlfriend: Gwen is not happy when she finds out that Matt Murdock is still kicking and posses a possible threat to Peter. She breaks his arm and threatens him severely despite his refusal to fight back.
  • Wound That Will Not Heal: the Hellfire Knife inflicts wounds that don't stop bleeding till the injured party dies, even if they have a healing factor. Can only be healed with chi.

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