Chapter Text
EARTH 1364B.
MANHATTAN.
MAY 16TH, 2015.
The small overhang above the stairwell door provided only meager shelter, and outside its small radius the hail pelted down with the full force of gravity’s propulsion. Peter Parker had never been particularly religious, but the storm ripping through the city that night felt like God’s wrath, a punishment straight from the pages of the Tanakh.
The sky was a roiling, thunderous grey, the stacked clouds split periodically by bright flashes of lightning. Looking past the Manhattan skyline towards the Hudson, a slim stripe of pale blue was still visible on the horizon. The light was rapidly vanishing as the wind swept through, and with it, any hope that the storm would ease up any time soon.
The kevlar panels of Peter's suit had soaked through to his clammy skin. He clutched his shoulders, trying to keep his shivering body from quaking too visibly. It was difficult; the frigid downpour carried with it the kind of cold that made a person's unprotected skin feel as if it were burning. However, it wasn't just the cold that caused him to fight down shivers; it was the dark, vengeful glare of the man staring him down from the other side of the rooftop.
Even in the brief time Peter had known him before his accident, he remembered Otto Octavius's gaze as intimidating in its intensity. Now, it was downright chilling. The doctor was seated within the twisted doorway of the building’s maintenance shed, his arm propped up on his bent knee as he watched Peter with an unnerving focus. He'd ripped the door out of the corrugated metal wall, frame and all, to gain access to the dark, sheltered space inside. He hadn't taken his eyes off of Peter since the hail had forcibly broken up their fight.
One of Otto's actuators seemed to make a decision for the collective. It slithered out, lashing towards Peter with the intent to strike, but he was out of reach. The hail pounded down, bouncing off the tentacle with a series of loud, metallic clinks. It quickly retreated back to the safety of the shed, shaking the chunks of ice from the gaps in its casing and hissing like an angry eel.
They both looked worse for wear. Peter's bright red and blue suit was soaked, muddy, and torn at most of the joints. Worse than that was his mask; half of his face was exposed through a series of clustered rips, and the skin over his cheekbone was lacerated to raw, red meat. The blood oozed in a sluggish, dilute pink stream down his neck. Octavius didn't look much better. His expensive white suit was grey and waterlogged, except for the streaky spatters of red marring his chest. Peter wondered without much interest if his last punch had broken Octavius's nose; it had certainly bled enough. However, it was hard to tell, since it was dark and the man's nose had never been straight in the first place.
After an indeterminate measure of time, Peter cleared his throat.
“I hope the kids are alright,” he rasped.
“What?!”
Otto's response was louder, his tone laced with annoyance and non-comprehension. Peter cleared his throat and tried again, half-shouting over the dull roar of the rain.
“I hope the children are alright!” Peter said, “I hope they found somewhere out of the goddamn hail!”
Doctor Octavius made a strange little huffing sound in the back of his throat and nodded. “I know my daughter is just fine,” he called back, “she’s a clever girl. I couldn't give less of a shit about your boy, though.”
Peter fought the urge to roll his eyes. “Yeah? Well, we're two supposedly clever men, but we're stuck out here in this…” he trailed off, too tired and scattered to think of a proper descriptor for the unpleasant weather.
“WHAT?” Otto yelled. There was a pause where Peter just looked back at him blankly until he clarified. “THE LAST WORD IN YOUR SENTENCE. I COULDN'T CATCH THAT.”
Peter groaned and pinched the bridge of his nose. “There WASN'T ONE. I DIDN'T FINISH IT,” he yelled back, just as loud so that his words wouldn't get lost beneath the pounding hail.
Otto shot Peter a disdainful look reminiscent of the way he would look at something nasty on the bottom of his shoe. He made a jerking motion with his head, which, combined with his expression, seemed to say “Really? Do better.”
“Finish your sentences, Parker,” he said gruffly. “Anyway, cleverness aside, I gave Otoha my coat. At the very least, she's protected.” For a moment, something passed across Otto's face; a softened look, almost fond. The heavy creases between his severe eyebrows unkitted, his brow smoothing out. He almost smiled.
Peter felt a twinge of surprise. It had been years since he'd seen even the smallest scraps of humanity in Otto, and even those moments had been thrown into doubt surrounding whether or not the man had ever been sincere. Time and time again, doctor Octavius had proven himself flippantly, callously cruel, and uncaring about the lives of the ordinary citizens around him. Peter had half convinced himself that Octavius was no longer capable of real, honest care or kindness. He was too poisoned. Somehow, seeing proof to the contrary was disconcerting.
It was easier to think of him as some soulless monster incapable of love than to grapple with the fact that Otto was still a human being, capable of a multifaceted existence. Peter knew it was wrong, but a part of him didn't want the illusion shattered. He'd extended a hand in forgiveness and aid once, and it had brought him nothing but pain. He wasn’t willing to let himself be fooled into making the same mistake again.
Besides, Peter knew basically nothing about Otoha Octavius. She went by the moniker “Octopus Girl”, and she sometimes got into minor scrimmages with The Goblins or the NYPD. That was it. He knew nothing of the relationship between her and the doctor. Peter reassured himself that maybe it wasn't care for his adopted daughter that caused Otto's steely glare to soften. It could just as well be surety that his investment was well protected, or pride that he'd managed to choose a satisfactory protege.
No, he couldn't truly love her. Otto wasn't capable of love anymore. He proved that when he threw aside his hard-won redemption, discarding the nascent, vulnerable little family he'd been trying so hard to make with the Parkers.
Peter still remembered the night the unraveling had begun. It had been a muggy evening in the summer of 2007, and Otto had been paying for room and board in Peter's childhood home for nearly a year. From the beginning, Peter had told his aunt that it was a terrible idea, but May had been adamant that if they had the power to help someone, then they had a responsibility to do so, and Doctor Octavius was no exception. Despite Peter's trepidation, he'd found Octavius to be contrite and peaceable, with a surprisingly mild manner, seemingly cured of his madness. He'd proved himself to be a solid, intelligent mentor, perhaps even a father figure. Peter even came to grudgingly accept the doctor's budding romance with his aunt.
Peter had been invited over that night for dinner and a movie night, only for their plans to be derailed when their old, busted DVD player refused to work. The two men had sat themselves down on the living room floor with the smallest screwdrivers they could find in the garage, and popped the casing open to sort through its guts and hopefully convince it to play the rented DVD copy of The Da Vinci Code.
Peter remembered the smell of dust when they'd taken the cover off, and the way they'd worked in silent cooperation to puzzle out the problem. Otto's brown knitted sweater had ridden up around his waist, showing a thin stripe of the tarnished metal girdle that constrained his stomach, but the lingering threat of his actuators was absent. May had watched from the doorway, and when Peter looked up, she'd given him a proud, relieved smile. That look told him just how happy she was that her boys were finally getting along. She'd exchanged the simple wedding band Ben had given her all those years ago for a flashy new engagement ring. It felt like the end of a treasured era, but Peter had a burgeoning hope that maybe whatever would come next could be just as good.
Even so, as he'd lain in his childhood bed and tried to sleep that night, he couldn't. He couldn't shake the bone-deep feeling that something was wrong. He tried to rationalize it, but the unsettling feeling only grew, making the hair on the back of his neck prickle uncomfortably.
Had Peter really noticed a strange, unfocused hollow look in Octavius's eyes that night, or was it something he'd invented in the years since to make what he'd done next make sense? He knew he hadn't invented the way Otto's responses didn't quite match the questions he was posed in conversation, as if his mind was roving somewhere far away and only paying passing glances of attention to the moment at hand. His slightly disheveled hair and sweaty skin might have been another indicator or another figment of Peter’s imagination, and so was the way his broad hands had shaken with subtle, uncontrollable tremors.
Either way, a sense of uneasiness urged Peter from his bed. He pushed his window open to let in the night air and looked out. A light was burning from inside the tiny window of the back garden shed, and Peter was immediately suspicious. Ben had done all the gardening in their house, and the shed had been left unused since his death. Peter crept down the stairs and out to the backyard, shuffling barefoot through the damp grass.
He'd found Octavius inside. He was crouched on the floor, shirtless, hands covered in machine grease, and having a vehement argument with himself. The floor was strewn with mechanical scrap and disorganized tools, and Otto held a smoking soldering gun in his unstable hands. Otto jerked his head around to look over his shoulder, and for a moment, Peter stopped breathing. But Otto hadn't heard him; instead, he barked a recrimination aimed at the empty air behind him, his eyes rolling wildly in their sockets. He looked unwell.
Otto turned back to his project, and it was then that Peter saw what he'd been keeping hidden away in the darkness of the shed.
The new set of actuators was rough, its metal patchy and mismatched, and only in a partial state of construction with wires sticking out everywhere. He clearly hadn't had an easy time sourcing the materials or hiding the creation from Aunt May. Much of it looked like it had been constructed from scrap.
Peter felt a sinking sort of dread in the pit of his stomach. He hadn’t known what to do then. Looking back on it, he still wasn’t sure what he should have done.
There were no places for people like Otto, not back then and not presently. Normal mental hospitals didn’t take metahumans. It would be The Ravencroft Institute or nothing. Otto had barely gotten reintegrated, and they clearly hadn’t resolved his issues well enough during his first stay. Besides, it had seemed wrong to immediately have him institutionalized for behavior that, while erratic, wasn’t actually harming anyone yet. Peter snuck back into the house, feeling sick with worry and unsure what to do.
If Peter could have gone back in time and changed his decision, he would have made the call without hesitation.
He stared through the sheets of rain at Otto, glaring over his folded arms. His life would have been so much simpler if the man in front of him had been locked away and forgotten about.
Preferably someplace dark. Unpleasant.
“I don't think a coat is enough to protect someone from this kind of weather,” Peter said eventually. “It's coming down pretty hard.”
“It's a good coat,” Otto shot back snippily. “Leather. Trust me, she'll be fine.”
“Spider-Man Brooklyn will be just fine as well,” Peter said, then couldn’t help but add: “Though that must be disappointing to hear. I’m sure you’d prefer he be horribly injured somehow.”
“Hmm?” Otto made a low sound, halfway between dry laughter and a dismissive grunt. “Don’t be ridiculous, Parker. I don’t care about your ridiculous teenage hanger-on. I’ve never spared him enough consideration to wish him harm. Your band of arachnid nuisances is barely worth a second thought.”
“Not worth a second thought?” Peter echoed, accompanied by a disbelieving scoff. “Right. They’re not worth thinking about, and that’s why you send monsters after them on the regular. Last week, 2099 caught Curt Conners trying to infiltrate Parker Industries via the ventilation system- she had to drag him out and give him a beatdown in the middle of my lobby, by the way, caused a lot of very expensive property damage, not to mention endangering my employees -but that’s got nothing to do with the fact that you’ve had it out for us from the very beginning, you psychopath!” He practically spat his finishing words.
Otto’s eyes narrowed. “I apologize for the collateral damage, Peter. I did warn him not to engage; the fact that he ran across your attack dog was a disappointment." He wearily rubbed the bridge of his nose with the pad of his thumb. “The fact that he lost even more so. A man of his talents, being defeated by a witless druggie…”
Peter scowled. Otto continued. “But no, the movements of my people have little to do with ‘having it out for you’, with you being the collective. I don't care about your spiders. They're nuisances at most." The corner of his mouth quirked downwards in a bitter frown. “Business would run smoother if I didn't need to reckon with them, but I'm not the sort of man to sit around wishing horrible mutilation upon children.”
“Business? Is that what you call it?” Peter said sarcastically. The Syndicate's lower levels backed drug runners and human traffickers, and at the higher levels sold dangerous metaweaponry to whatever wealthy monster could afford it. Otto Octavius's business was violence. He sat back and reaped the benefits of playing the white-collar mastermind while innocent people suffered for it.
Otto scoffed. “Just because you don’t approve of it doesn’t mean it isn’t-” The tail end of his sentence was delivered too quietly to be heard beneath the roar of rain, but he assumed it was something sanctimonious about the legitimacy of his business.
“Right,” Peter muttered under his breath, fed up. “My apologies. You run a perfectly legitimate cartel.”
There was a long pause. Their conversation had run to its conclusion, and neither of them wanted to address the other again. Minutes passed, and the silence was filled with the repetitive drumming of the rain and hail on the concrete. Peter clenched his jaw to keep his teeth from chattering.
Otto raked his hands through his hair, combing the unruly, overgrown black strands away from his face. After what could have been ten minutes or half an hour, he reached into the inner pocket of his jacket and retrieved a brown leather case, from which he brought out a cigar and a silver lighter. He put the cigar between his lips and sparked it up, holding the heavy, pungent smoke in his mouth for a moment before exhaling it. He savored the taste as his actuators returned the cigar case to his pocket.
Peter was suddenly assaulted by a vivid memory of May chastising Otto for smoking, and Otto laughing as he apologized and promised he would quit. Clearly, he had discarded his promise just as quickly as he'd discarded May herself. Peter felt a flash of intense anger and gripped the numb flesh of his forearms tighter.
The end of Otto's cigar burned brightly for a moment before growing dim, and in that brief moment of illumination, the thin, tight scar on his upper lip caught the light a little more than the rest of his skin. He hadn't had that scar the last time Peter had seen him. He hadn't had the long hair either, or the black tattoos that could be seen peeking up from beneath his shirt collar and the cuffs of his sleeves. They seemed out of character for the man he'd been before, or at least for the persona he'd tried to put out.
Octavius watched Peter through the sheeting rain. Peter had changed as well; his build was no longer quite as fit as it had once been, and the dark circles underneath his eyes were accompanied by the beginnings of worry lines on his forehead. The Sinister Syndicate was almost certainly primarily to blame for his stress. Despite getting to see firsthand the toll his targeted retribution had on Spider-Man, Octavius found himself devoid of the expected satisfaction.
That realization was uncomfortable for him. Instead of reflecting on the thought, Otto sucked in a small gasp of smoke-laden air, drawing it into his lungs. The painful, prickling heat of the heavy smoke in his chest and the head rush of the nicotine that came moments later thoroughly obliterated his train of thought. He held it in until he began to feel nauseous, then let it out in a sputtery exhale. It left his lungs feeling raw, but the pain was preferable to the self-doubt.
Octavius retched, the back of his throat seizing and his vision swimming. He managed to choke down the need to puke and took a much more reasonable puff of smoke, rolling it over his tongue.
Peter said something, and it took Otto a moment longer than he should have to register that he'd said words, and that those words had meaning.
“...You said you're not the type of man to wish harm to children,” Peter said. His voice was icy cold and viciously angry. “What a lie.”
“It’s not,” Otto said. His jaw tightened.
“Do you think I'm stupid?” Peter spat. He gestured angrily towards him with sharp, choppy motions of his hands. “The number of times you've tried to hurt my wife and my kids- anyone with eyes can see you’re just itching for a chance to take out your frustration on my family!! You want my children dead. If you didn't, you wouldn't have tried to murder them!”
Otto had to admit that he wasn't wrong. He had done that. Still, the accusation of direct malice towards Parker's children felt unjust. “I may have sent Smerdyakov after Miss Mary-Jane and your snotty little brats-” he said defensively, “-but that doesn't mean that I'm sitting around, rubbing my hands together and imagining all the ways I could kill them!”
His voice was shaking, heavy with as much resentment as he could give it. “I don't care about them,” he said, and then again more firmly, “I don't care about them. It's about you. They're something you have that I can take away from you.”
His lips pulled back into a sneer, the blood from his broken nose outlining his teeth in an unsettling, gory red. “I'm going to make sure you have nothing.”
There was a moment of painfully loud silence as Peter looked back at him with a steely coldness in his eyes. “Like you killed Aunt May,” Peter said, quietly enough that it was barely audible over the downpour. Otto felt his blood run cold.
May had always had heart trouble, and he'd known that. On the night he'd broken for good, he'd taken his makeshift actuators and strapped them to his body, giving the disembodied whispers that had haunted his thoughts for so long a physical form once again. The sight of him, sweaty, hollow-eyed, and wrapped in shifting, grinding metal, had frightened her. She'd tried to stop whatever mad, half-baked plan he'd let possess him, begging him to stop and think things through. At that moment, he hadn't been thinking at all. The voices had been far too loud.
In the years that followed, he'd come to describe his breakdown as a temporary lapse of sanity. He’d barely been lucid, let alone rational. When she reached for his arm in an attempt to calm him down, he lashed out without thinking. She'd been thrown clear across the room, and whether it was the stress or the injury, something he had done caused her already strained heart to go into cardiac arrest.
She hadn't died that night, but the strain of it had weakened her. She passed away from a second heart attack less than a year later. If not for the first one, she'd probably have survived it. Deep down, he'd always known that he was, to some degree, responsible for her death. Clearly, Peter agreed.
“I- I…” Otto stammered. The words caught in the back of his throat when he tried to speak.
“I'm sorry,” he said eventually. The words sounded feeble and inadequate to his own ears. “It was an accident.”
Peter felt the sharp shard of bitterness that had long been lodged in his ribs twist. Octavius's hollow attempt at an apology felt more like another insult than anything else. “An accident. Right,” he said sarcastically.
“It's true,” Otto said helplessly.
“After everything you've done?” Peter said sharply. His voice rose until he was screaming his words. “Everything you did to me, to my family, my friends, my company- forgive me if I have a hard time believing that you killed the woman who raised me by accident!”
Otto took another puff of his cigar, hoping the nicotine would soothe his frayed nerves. He still felt nauseous. A trickle of cold rainwater dripped from the ends of his hair and slid down the back of his neck, triggering a violent shiver. “I…”
“That's-” he swallowed heavily. His skin was soaked, but his throat was dry. He looked at Peter, at the way the no-longer-young man's brown eyes were fixed on Otto through the rip he'd put in his mask. The hairline cut on his forehead had oozed a bloody trail down into his eye socket, and the fluid had begun to darken and dry there.
“You're right,” he brought the cigar back up to his lips, and took a mouthful of the fragrant tobacco smoke. He breathed it out slowly, watching it curl and twist in the stagnant air inside the shed. The corners of his lips curled up into an insincere smile that completely failed to reach his eyes. “I killed May Parker. I loved her, but my love for her couldn't outweigh my loathing for you.” He delivered the line carelessly, flippantly, as if it didn’t eat him up inside.
Peter gritted his teeth so hard they nearly cracked. A hot, violent fury flared in his chest, making his wind-burned cheeks flush an angry red. The doc seemed so damn casual about it. It made Peter want to throw something, or scream, or beat that smile off his face.
The hail bounced off the concrete no-man’s land between them, the tiny bullets of ice skittering across the rooftop like living things. He could hear the distant sounds of late-night traffic from the street. Even so late at night, in such apocalyptic weather, New Yorkers still had places to be. They weren't the only two idiots stuck out in the gale.
Peter's breath caught in his throat, causing a tremor to shake his ribs as he drew in a strained inhale. The noise he made was almost a sob. He was so damn tired, and his body ached so badly. He slumped forward, resting even more of his weight on his cramped, bent legs. He sat like that for a long time.
“You know,” he said finally, “there's something I never fully understood.”
“I could fill a book with all the things you don't understand,” Otto replied, though his heart wasn't in it. He felt terrible, both emotionally and physically.
Despite how toothless and automatic the barb was, the little amount of bravado Peter had managed to summon up before speaking collapsed. His face crumpled. “You know, what really kills me about all this,” he said tiredly, “is that I've never actually understood why.”
“Why do you hate me so much? I tried-” his voice broke. “I tried to help you, damn it! I tried to get you help!!”
He watched as several expressions passed across Octavius's face in quick succession: surprise, skepticism, pain, and then disgust. “You mean, you don't know?”
He said it as if it were utterly inconceivable. Peter threw his hands up in frustration. “No! I don't, okay?!” The sight of Octavius's derisive sneer only made him more exasperated. “You were fine, we were getting along fine, we were friends, even! And then- I don't know what changed, but suddenly you hated me!”
Otto let out another mouthful of smoke, then stubbed the end of his cigar out on the ground next to him, grinding ash and embers into the concrete. He leaned forward, his actuators rattling as they reared up behind him like a den of snakes. A bolt of lightning split the sky, turning the dark clouds white, accompanied by rolling thunder. “You think you helped me?” Otto asked, his voice harsh and full of cold, restrained rage. “You want me to lay out everything you did, every way you ruined my life with your so-called help?”
He sat up straighter. “Let me tell you exactly what your 'help' did to me.”
