File:Marvel Team-Up Vol 1 82 001.jpg

Description
Snow covers the streets of midtown Manhattan as a certain red-haired lady walks by the Daily Bugle building in the wee hours of the morning. When she sees a newspaper front page, depicting Spider-Man and Red Sonja, on the wall, she imagines that she once knew Spider-Man as a friend, but then she dismisses the thought as ridiculous. How could a school teacher from upstate New York, she wonders, be the friend of a super-hero? Nevertheless, he does remind her of something important, but she simply cannot think of what it might be. As she continues down the street, she is seen by a gang of four hoodlums, who regard the lone woman as fair game. Soon they corner her in an alley, but when the leader, a bully named Alex, slaps her and tries to take her purse, he is suddenly hurled across the street. The three other hoodlums are dismayed to see that Spider-Man has appeared to protect their victim. Rather than flee, they attack, but Spider-Man slams them into each other and knocks them unconscious. Unfortunately, he happens to slip on a patch of ice, but when the remaining hoodlum tries to stab him, the red-haired woman knocks the thug unconscious with a flurry of karate chops. Spider-Man is astonished at the woman's skill. When he looks closely at her, he recognizes her as the Black Widow. She denies this, but before she can explain, she faints. Spider-Man quickly carries her up the side of the Daily Bugle building and sets her down on the floor of a seldom-used storeroom. There she sleeps uncomfortably for a while, and when she awakens, Spider-Man brings her a cup of soup from an all-night deli. She claims to be Nancy Rushman, a schoolteacher from upstate New York Spider-Man asks where she learned karate, but she does not know. Then he asks where she teaches, but she cannot remember. Angry and frustrated, she says she only knows her name. The rest of her life is a total blank. Spider-Man suggests she may have some identification in her purse, and when he opens it, he finds a Black Widow costume. The woman bursts into tears when she sees it, and Spider-Man tries to console her. She looks like the Widow and fights like the Widow, he muses, and she has the Widow's costume, but she certainly is not behaving like the Widow. Then he tells her to put the costume on. At the very least, he says, its insulation will keep her warm. This she does, and Spider-Man, who thought putting on the costume might jog her memory, asks if she remembers any more. Unfortunately, she doesn't. She maintains that she is a teacher, and then she says she will change back into her street clothes, after which she would like him to take her to the nearest hospital. All the while Spider-Man has been with the lady, she was being tracked by pursuers with special radars. Once she stopped moving, they were able to triangulate her location and closed in. Thus, just as she is about to change out of her Black Widow costume, she and Spider-Man are attacked by a squad of women flying single-person SHIELD air-cars. Spider-Man grabs her and, dodging energy blasts, smashes through a window and runs down the side of the building. The leader of the SHIELD Strike Force, Countess Valentina Allegro de Fontaine, orders her troopers to shoot to kill. As long as Spider-Man is on the wall, she shouts, he is a sitting duck. Spider-Man snags one of the air-cars with webbing and he and Nancy are yanked off the building to land on a nearby snow-covered roof. As they flee, Spider-Man asks her why SHIELD agents are after her if she is only a schoolteacher, but she has no idea. Moments later, Spider-Man's shoulder is grazed by a bullet, and he staggers. Then one of the troopers lands her air-car on the roof and orders Nancy to halt. When Nancy tries to surrender, the trooper says her orders are to shoot her on sight. Suddenly, the schoolteacher slaps away the trooper's blaster and knocks her unconscious in an eye-blurring skirmish that is over in seconds. Nearly hysterical, Nancy has no idea how she did that, and Spider-Man tries to calm her, saying that too much is at stake for her to go to pieces. Suddenly the remaining SHIELD troopers arrive overhead, and Spider-Man tells Nancy to get off the roof and find a subway while he tries to hold the troopers off. Using his webbing, he smashes one of the air-cars into a chimney, but then the lead vehicle knocks him over. Troopers start to pummel him, trying to force him to tell where the Black Widow went. When Nancy sees what they are doing to him, she again becomes a human fighting-machine, using her Widow's Bite and acrobatics to knock all the troopers unconscious. After Spider-Man's head clears, he thanks her for saving his life. She replies that she is tired of running from SHIELD and from herself. She needs to know who she is—a teacher or a superheroine. Suddenly Spider-Man's spider-sense tingles, and he turns to see Nick Fury, the head of SHIELD, with a blaster in his hand. Before Spider-Man can react, Fury shoots the Widow in the abdomen, and she falls to the roof, apparently dead. When Spider-Man touches her, he gets blood on his hands. Spider-Man demands an explanation, but when Fury doesn't answer, Spider-Man attacks him. Then Fury shoots him, and he falls next to the Widow. When Val de Fontaine revives, Fury escorts her from the roof, ordering the other troopers to "clean up" the "mess."