Disclaimer: I don't own any of the Marvel characters.

Author's Notes: Chapter two, by popular demand! This fic was supposed to be a one-shot, but everyone asked for a sequel, and well… the masses have spoken, and I have complied. On we go…

Special thanks to TK for all her ideas! Support the Aunt May Conspiracy!

Beware! – The Horror Continues…

            "Argh!"

            Harry Osborn looked up from his studies, mildly intrigued. He'd gotten used to these sounds of frustration from his roommate, even more so in the past two weeks.

            Two weeks. Had it really been two weeks since the funeral of Norman Osborn? So much had changed… he still roomed with Peter, but now he, Harry, was very rich. His father's will had been very generous. Peter, too, had inherited a large sum of money. But he'd given it all to his beloved Aunt May…

            "You okay, Pete?" he asked casually.

            Peter Parker turned and looked at him, his appearance altogether frazzled. With a sigh, he tossed his bag on the floor and flopped onto the couch.

            "I'm fine, Harry…"

            What was he supposed to say? 'Oh, I just stopped a bank robbery and rescued three kids from a car crash, and my aunt has been acting weirder than ever'? He opted to speak the last sentiment.

            "Aunt May's been acting really weird lately."

            Harry suppressed the snort of laughter. 'Lately'? That was a laugh. That woman had been acting strange for weeks now… calling Peter routinely and insisting that he eat, and even coming over to the penthouse and cooking the occasional meal for them. 'Lately'…

            "Oh really?" he asked, pretending to be interested.

            But Peter caught the sarcastic tone.

            "I'm serious!" he cried. "Look!"

            And he dug into his bag, shoving something into Harry's hands.

            "Meatloaf?" the young Osborn said questioningly.

            "She made me take it home." Peter explained.

            "Ahh…"

            "I swear, it's weird! All she talked about was how terrible my diet was…"

            Harry shrugged.

            "Maybe it's a phase…"

            When Peter gave him 'The Look', he laughed.

            "I'm kidding, I'm kidding! Look, Pete, she's probably just concerned about you."

            "Yeah…"

            ~

            Ring, ring.

            Jolting awake, Peter swiped at the air blindly.

            "Ack! Huh?"

            He looked around, confused.

            Ring, ring. 

            He traced the sound to the phone sitting next to his bed. Heaving a sigh, he fumbled for it in the dark, finally bringing it to his ear.

            "Hello?"

            He didn't try to keep the grogginess out of his voice. What time was it, anyway…?

            "Peter!"

            He almost fell out of bed.

            "Aunt May?!?"

            "Hello, dear!"

            He glanced at the clock.

            "Aunt May, it's three o'clock in the morning! Why are you calling?"

            "I just wanted to remind you to eat a filling breakfast. Breakfast can be the most important meal of the day, you know…"

            Then he did fall out of bed. He wanted to scream into the phone, or laugh, of something. This had to be a dream… that's it, he was dreaming.

            "Okay, Aunt May."

            And then he hung up, crawling into bed and falling asleep again…

            ~

            He never would have remembered the strange occurrence, but he was reminded abruptly.

            "Phone for you, Pete."

            And Harry handed it to him, mouthing the name 'Aunt May'.

            "Aunt May?" Peter said slowly, unsure.

            "Just wanted to make sure you remembered."

            "Remembered… what…?"

            "Why, to eat a filling breakfast! Don't you remember my call?"

            His head was spinning… No, that was his spider sense. Why was his spider sense tingling during a phone conversation with his Aunt May?

            "Yeah… okay…"

            And forgetting all the manners she'd instilled in him since his youth, he hung up on her. Dropping the phone on the counter, he leaned against the wall.

            "Pete? What's the matter?"

            "I… I'm just tired, Harry…"

            Yes, that was partially true. But that wasn't the half of it…

            "What did she want?"

            Peter turned slowly to look at his roommate.

            "She wanted to remind me to eat a filling breakfast."

            And Harry Osborn burst out laughing. Milk from the cereal he was eating sprayed from his nose, and he fell right off his stool.

            "I'm serious, Harry!" Peter said loudly, to be heard over the din. "This is creepy! She called me last night at three a.m.!"

            Of course, this only made Harry laugh harder. He thought he was going to split a gut.

            "Harry!"

            Peter's sharp command quickly clamped down on his merriment. He managed to catch his breath and sat up.

            "Geez, sorry, man."

            A heavy sigh emanated from the other boy.

            "It's all right, Harry… it's just… it's creepy!"

            "Yeah, I know. Look, she'll snap out of it soon. Aunts always do."

            ~

            She didn't snap out of it.

            It got progressively worse. More early morning calls, and constant reminders to eat, eat, eat. It was as if she wanted Peter to gain weight… It was making him edgy, to say the least.

            His life was just chaos right now. First of all, and most importantly, he was Spider-Man. Saving lives 24/7 was bound to take it out of a guy. And then, he was trying to be nice to MJ, without letting her too close. It was hard enough to get her out of his mind already, without having to see her all the time.

            Finally, and most annoying and mysteriously, was Aunt May. What was wrong with her?

            It wasn't until three weeks later that things got even spookier…

            ~

            "Ah… another laaaaaaaaaazy Saturday…"

            Harry stretched out the word, loving the sound of it on his tongue. Lazy… how he loved that word. Norman Osborn would have rolled over in his grave.

            "Sorry Dad," Harry said quickly, looking upwards.

            But he couldn't help it. Flopping over so that he was on his back, he nestled his head back into the armrest of the couch. A knock on the door disturbed his thoughts.

            He tried to get up and rolled off the couch.

            "Oof…"

            Struggling to his feet, he hurried over to the door.

            "Coming! Coming!"

            Peering through the spy hole, he blinked in surprise. Nobody was there… Opening the door, he was about to march out into the hallway. He almost tripped over the payload waiting there…

            "What the…?"

            It was a pile of four Tupperware containers. A note on top of them read,

            'Peter darling,

            Some breakfast for you!

- Aunt May'

A snort of laughter burst from Harry, which made his nose hurt. He rubbed it

tenderly for a moment, then, with a smirk, he carried the containers into the house.

            "Yo, Pete!" he called, banging on his roommate's door.

            A few moments later the blue-eyed youth came stumbling out.

            "Wha? What is it?"

            "Breakfast is served."

            "What?!?"

            ~

            "What do you mean 'It's nothing'?"

            Peter Parker was very stressed. Not only was everything chaotic right now; it was getting even worse.

            He turned his frazzled gaze to his roommate.

            Harry was sitting there, trying desperately to keep his laughter in. But he wasn't succeeding…

            "I'm serious!" Peter moaned. "This is SO weird! Now she's leaving food at my door? Something's the matter, Harry…"

            The young Osborn stood from his seat, walking over to put his hand's on Peter's shoulders.

            "Pete, Pete…" he said soothingly. "Look, if it bothers you so much, I'll look into it…"

            "No, it's o-"

            Suddenly, the phone rang. Both boys' heads twisted to look at it. Peter walked slowly over to it, finally reaching his hand out as if he was about to grab a snake. And with that same urgent fear, he yanked it off the hook and pressed it to his ear.

            "Hello?"

            Harry watched patiently, trying not to eavesdrop, but unable to help himself…

            When Peter finally hung up with a sigh, Harry was looking at him intently.

            "Aunt May…" the science whiz explained wearily. "Wants me to go out to lunch with her." He glared at Harry when he smirked, then continued. "So anyway, that's where I'll be… all afternoon."

            In a few minutes, Peter was dressed and out the door. When he was sure he was gone, Harry sprang into his own room, getting dressed quickly. Moving over to the counter, he snatched his car keys.

            "Time to pay a little visit to Aunt May's humble abode… while she's out…"

            And he went out the door, locking it behind him, and down the stairs…

            It was time to figure out what the hell was going on…

            ~ To Be Continued…