The Return of Doc Ock

Disclaimer: I own none of these characters. I do not own Otto but oh how I wish I did.

Note: This takes place after the movie. Right when Otto is electrocuted. And he finds the voices in his head are no longer normal. If you haven't read the Spiderman 2 novelization and you want to read it. I suggest not reading the prologue. Even though it's slightly different it's mostly like the ending.

Summary: Otto takes the opportunity of drowning the fiery orb so he can die and see the love of his life, Rosie. His life was ruined thanks to accident in his work. But miraculously, he survives the boiling waters to live yet another day.

Prologue

The spike punctured the cable...and the tentacles snapped open, releasing Spider-Man as they were jolted with enough voltage to light up Soho.

They writhed and twisted, and it had to be the mechanisms of the tentacles grinding against one another that made it sound as if the thing were shrieking. But damned if that wasn't what they sounded like. Like living creatures screaming in agony.

Father, help us! Help us! We don't want to die! Save us!

Yes, don't worry! I'll...

Father!

Who...

Father, no!

...are you...what are...what did you do to me...?

Father, you know us.

Oh my God...what have you...

Don't talk like that!

...done...to me...to...

We did what you wanted! We loved you and made you, you ungrateful cretin. Don't you dare turn against us! Oh Father, we are sorry...we should not treat you like the sniveling coward, yes, coward that you are, and Father help us and go to hell...Ah, God it huuurrrts...

And suddenly, Otto felt himself fly backwards through the air from the force of the electrical blast. He fell with a crash on the rotten boards of the pier, which easily cracked from the sudden wait, making him sink into the cold and smelly water.

He gasped aloud at the sudden shock of the water up to his chest, and sat up, not knowing why his back was aching so badly. He was having trouble comprehending exactly where he was, or what he was doing there. He looked at the paralyzed tentacles lying near him. He picked one up, held it for a moment, and stared at it. Then he let it drop. It just lay there impotently.

His brain felt fried, his actions seemed sluggish. His mind was sluggish. Too tired and overwhelmed at what just happened, ignoring the cries of Spider-Man.

"Doctor Octavius?"

Finally, Octavius vaguely looked up and saw Spider-Man standing nearby. He registered his presence with mild interest as his brain continued to try to put together the pieces of the puzzle of what had gone on and what had brought him to this rather smelly place at this particular time.

Then he looked beyond Spider-Man to the massive fusion reaction. Bits and pieced of memory of memory started flooding back to him, bathed in the light of knowledge generated by this, his greatest creation.

He looked upon it, and smiled, and found it good.

The fusion reaction was growing larger by the minute and all manner of debris was pulled to it. Spider-Man kept yelling at him but found no triumph over getting Otto's attention. It was as if Octavius were stuck in some sort of waking coma.

As Otto dwelled on the confusing thoughts he was gathering in his head, he was vaguely aware of Spider-Man desperately trying to get his attention. Suddenly, he saw Spider-Man pull of his mask and Otto could see the man's face. It was Peter.

Peter's face was filled with hope once he saw he had Octavius's attention. "Doctor Octavius...we have to shut it down. Please tell me how."

"Peter Parker," Otto responded hollowly. "Brilliant, but lazy."

"Look at what's happening," Peter told him with a sweep of his arm. "We have to destroy it."

This brought a series of bellows in his mind from his tentacles. Befuddled he started to argue with them in his mind.

Father! Do not listen to him!

Why?

He speaks madness. We cannot destroy it! Think of how hard we worked!

How...hard we worked? Yes...But this is Peter...

He never believed in you! And now he wants to destroy all your work! Your experiment!

No... he can't...Peter is smart...

Resist him Father! He speaks lies! We must kill him!

Kill...him?

Yes Father! We will kill him for you! We shall make you proud again!

...Kill him? Yes...

Slowly, Otto shook his head. "I can't destroy it." His voice rose in anger. "I won't!"

The arms reared up now, impelled by Ock's sudden resistance. They grabbed Peter by the throat, lifting him up.

Peter fought against the stranglehold they had upon him. "You...once spoke to me about intelligence... That it was a gift...to be used for the good of mankind..."

The arms hissed in disapproval as Ock echoed his own words. "A privilege..."

Doing everything he could to fight the arms off, Peter knew he was on the losing end of the battle of man against machine. "These things...have turned you into something you're not! Don't listen to them!"

Curse him! Father...oh Father. He speaks lies to you.

Do not listen to the boy, he does not know what he's talking about!

Father...

Otto tried to block out their voices. "But... it was my dream," Ock said, his own voice strangled, as if he were fighting a battle that was as much between himself and the arms as it was between the arms and Spider-Man.

"It...didn't work..." Peter managed to say, and there was a thundering in his head as if something was riding toward him upon a pale horse.

Don't listen! Preposterous! It is working! Look at it...he's just a meddlesome boy.

It didn't... it didn't work? No... it didn't work did it...

Father!

Peter's right...

FATHER!

And then-as if emerging from a very bad dream- Otto Octavius woke up.

At least that was how it seemed to Peter.

Octavius shook his head as if he was tossing aside a shroud. He murmured, "You're right," and then snapped at the arms, "He's right! Listen to me now!"

He grabbed the tentacles with his own, very human arms, and pried the mechanical appendages loose. Most of the work was already done, though. If that hadn't been the case, his flesh-and-bone hands would never have been a match for the machine strength of the tentacles. His turnaround was what had undone them. They sagged and shrunk away from him, like errant children caught with their...pincers...in the cookie jar.

Peter staggered back, gasping grateful amounts of air. His voice was raspy as he leaned forward and rested his hand on Otto's shoulder. "Now...tell me how...to stop it."

Octavius shook his head helplessly. "It can't be stopped." But then, as Peter opened his mouth to plead with the scientist to make up a solution, Octavius said, "Unless...the river. Drown it."

"Drown it? That simple?"

"Not so simple," Octavius assured him. "It'll superheat the water...create temperatures like an underwater volcano. Broil anyone nearby like a lobster. Whoever tries to submerge it...its suicide."

Octavius saw Peter's mind working hard, seeing the boy's mind whirling. He saw a look of fear being shoved away without hesitation as he said, "I'll do it."

As Peter turned towards the direction of the reaction, Octavius had his tentacle clamp down on the boy's arm. He felt Peter go tense as he started to walk forward. Then Otto spoke, his voice low and firm with conviction, "It's my responsibility." At this command, the tentacle shoved Peter aside as Otto shot him a desperate look.

Turning his back towards the boy, Otto made his way towards the fiery orb, his mind set on what he had to do, aware of the fact that his arms were hanging limp with silent dejection. He paid the woman's scream no mind, knowing Peter would probably hop to his part.

He felt the heat more with every step he took. But he found he wasn't scared as much as he should have been. He found he sort of did want to die, that he would see Rosie again up in heaven.

He edged his way underneath the orb and once again he heard his tentacles start to talk in his mind.

Father...must we do this?

Yes. And no back talk. You've misbehaved and done great evil. But so have I. And we will do our penance together.

The tentacles yanked at the critical load-bearing girder that supported the fusion reactor. They were doing all the work, feeling their way on their own. They had to. Otto Octavius was blind, his vision seared from his eyes through the intensity of the glowing ball hanging in the air. He didn't care. It didn't matter. He could "see" it in his mind's eye, see it clearly...see everything clearly. All the wrong he had done in the pursuit of doing something right. He had thought he was a Samaritan, acting on behalf of humankind. Now, though, he understood. He had placed his ego above all else, thinking he knew best, when he knew so little, if anything at all.

He had been blind in everything but his eyes. Now the blindness was complete...only now was he truly able to see.

"I will not die a monster!" he screamed, his own shout mixing with the screech of metal, and the fiery fusion reactor toppled over, it's giant crescents ripping through the floor. Knowing he'd never get clear in time, Octavius didn't even bother. Instead, clutching the reactor, he plummeted with it into the water below. Before he touched the water, a smile formed upon his lips as his last thought came to mind, Rosie...I'm coming!

They struck the water, and there was a blast of heat beyond anything his mind could register. The entire structure of the pier folded upon itself, dragged down into the East River by the dying pull of the reactor.

Father! We are frightened! Hold us!

But there was no one there to reply.