Black Cat

Note: This is strictly fanfiction only. I don't know what happens in the next cancelled movie.

At Ravencroft, Harry Osborn is still locked up along with Aleksei who's in another room. He dream about the time he had with his mother when he was a boy.

"Mom" Harry said.

"Harry, what's wrong." Emily said.

"Dad wouldn't come to my birthday party. He just said he is busy." Harry said.

"I know, Harry. And I'm sorry that your father lets you down." Emily said.

"He hates me." Harry said.

"What makes you say that?" Emily asks.

"He never hugs me or tells me he loves me. I'm a disapointment to him." Harry said.

"Harry, you father is a very flawed man. There is nothing wrong with you. You're the best thing that ever happened in my life. Listen to me, promise me that you will grow up to a great person, different from your father. To always be kind." Emily said.

"I promise, mom." Harry said.

She and Harry hug each other. Those were the good time he had, until she died. A young Harry is at the funeral, crying for his mother. He was left in the care of his father.

He woke up to see Gustav Fiers standing.

"Have you been dreaming?" Fiers asks.

"It's nothing. You didn't come here to ask about my dreams." Harry said.

"No, there some news I'm sure you want to hear about." Fiers said.

"I'm listening?" Harry said.

"The Avengers are all broken up thanks to the new law, The Sokovia Accords." Fiers said.

"And Spider-Man?" Harry asks.

"He's still active. My contacts tells me that he is registered as Spider-Man in exchange for his cooperation." Fiers informs.

"I see. That might be something to look into for another time. What progress is there on recruitment?" Harry asks.

"We found the right canidates for your team. But there is something else of interest." Fiers said.

"Do tell." Harry said.

"We have the only super soldier serum that Howard Stark was able to leave behind at S.H.I.E.L.D. before his death. It still active but never tested. We need a test subject, someone psychologically stable to control, someone weak." Fiers said.

"I know just the right person." Harry said.

The next day, Felicia Hardy came to visit Harry. She has an attraction to Harry, she just wanted to help him because she is kind, polite, and timid.

"Hello, Felicia." Harry said.

"Harry, I didn't think you want me to visit you." Felicia said.

"Things have changed. There is an opportunity for you." Harry said.

"What kind of opportunity?" Felicia asks.

"One that will change your life forever. If you want it." Harry said.

"I'm listening." Felicia said.

Latet she arrived at Oscorp. Donald Menken lead her to special projects.

"Here she is, Mr. Fiers." Menken said.

"Thank you, Mr. Menken." Fiers said.

"So this is special projects, I never thought I see this." Felicia said.

"You should be honored, you shall become more than you can imagine. Here, meet Dr. Otto Octavius." Fiers introduces.

"Hello, Ohhh..." Felicia tries to shake hands, only to be scare by the mechanical arm.

"I apologize. I'm just too attacted to these things. Allow me to introduce myself. I'm Otto Octavius, former scientist for S.H.I.E.L.D, recommended by Armin Zola to secretly join HYDRA. Worked on a lot of projects, the Tesseract weapons project, Insight carriers, you name it, I've done it. But you can call me Doctor Octopus or Doc Ock." Octavius made his introduction.

"HYDRA? You're all HYDRA? I thought that Captain America and the Avengers took you guys down." Felicia asks.

"It was only a temporary setback, we've operate in the shadows ever since S.H.I.E.L.D fell, and these are my top enforcers. Montana, Ox, and Fancy Dan, former members of the S.T.R.I.K.E that escaped the Triskelion's destruction and joined my faction. Now, on to pressing matters. Did Harry fill you in on what we're about to do." Fiers explains.

"He told me. But why me?" Felicia asks.

"We needed someone who's mentally stable to maintain control over themselves. Besides, we also know about your family's history, your father specifically. You're the perfect canidate. If you have any doubts, then leave now and we will find another." Fiers said.

"I won't let Harry down." Felicia said.

"That remains to be seen. Shall we get started?" Fiers said.

Felicia layed down, being strapped to the bed. Octavius grabs the serum and prepare the needle.

"Remember, once this happens. There is no turning back. You will be more stronger and faster than ever. Enough to take on Spider-Man. Now, remain calm. This will hurt a little, the real pain comes later." Octavius stated.

He injected a needle into her arm. The serum from the IV bag is flowing inside her, changing her. Later, she felt the pain her body was going through. She screamed out in pain.

Later the pain stopped. Otto and Fiers approaches her. She maintained her lean physique, but she is now more stronger than ever. Strong as Captain America, enough to go toe to toe with Spider-Man.

Many months later, now present day, Fiers over sees a sparring match. Felicia took on the enforcers. She learned martial arts and other skills from them. She was able to best them in combat thanks to the training they gave her and her new abilities. She became their super soldier. Her hair color has been changed from brown to white.

"How are you feeling, Ms. Hardy?" Fiers asks.

Felicia smiled. "Never better."

Her personality has been changed as a result of the serum amplifying everything in her. She is no longer that nice polite assitant she was. She is now brave, confident, and fun.

Otto gave her a new suit and gear.

"Welcome to the team, Black Cat." Fiers said.

Fiers shows her the team that she would be joining. Dr. Octavius would become part of the team as Doctor Octopus. The team has her, Doctor Octopus, Vulture, Mysterio, and Kraven.

She grabs her mask and accepts her new identity. She dressed up in a bodysuit that Octavius has made for her. It included white gauntlets with retractable claws and grappling gear. She finally became the Black Cat.

Note: Hope you had a great christmas and thank you for your patience. Hope you enjoy the story.