I won't pretend that I had any sort of cohesive plan in my earliest days - there was much to learn, and it was unfortunate I proceeded as recklessly as I did. At the time I could not connect who was at fault with who should be "punished" – I suppose you could say the most primal instinct of survival and the feeble, pathetic need for revenge overpowered rational thought.

It would not take me very long to set my priorities straight.

Julia was sitting in morning traffic when she heard the screams from somewhere behind her. She didn't think anything of it. It was the city, after all. She reached over and locked her door as someone ran by in the middle of the road, between the gridlock traffic. Startled, she turned to look. Another person ran by, crying. And then another. Curious, she got out of the car and looked down the busy road. People were leaving their cars and running past her now faster, screaming and covering their heads, frantically casting glances behind them as they went. Then she heard a terrible explosion that sounded like shattering glass and twisting metal. Then she saw it. Something was moving around further down the street, throwing cars.

Throwing cars.

What the hell? She stood bewildered.

The thing reached with a long, silvery tentacle and wrapped itself around another car, crushing it as easily as one crushes a soda can. It lifted the vehicle high into the air and tossed it effortlessly. She watched it in amazement and then screeched, ducking, as it flew over her car and landed some four cars ahead of her, the sound of busting glass and screeching metal frames forcing her to cover her ears. She squinted at the figure as it moved closer, her heart hammering in her chest. Her mouth fell open. It couldn't be. It was impossible. Dr. Octavius was at the center of the jumble of metal arms, hovering some thirty feet above the ground. She recognized his dark green trench coat flapping in the breeze. She squinted up at him through the bright morning sun.

"Oh my God," she stammered, not believing what she was seeing. He was using the arms like some kind of strange walking contraption, using two of them to snatch up cars and toss them like they were toys. What was he doing? Slowly she started to walk away from her car, then broke into a run.

"Doctor! Doctor Octavius? What are you doing? Stop!" she began yelling as she got nearer to him. It wasn't until she was about half way to him that he finally looked down at her. She couldn't see his face that well being so far away, but she saw him stiffen, pausing for a moment as two of the arms clamped onto the side of a building. She kept running, waving her arms, but suddenly a blur of red and blue swung overhead, distracting her. She stopped by a traffic light and tried to follow the movement. It was Spiderman. He reached the doctor and grabbed him in the brief moment he had stopped moving, shoving him back into the building he had clamped onto. Julia's hands flew to cover her mouth.

Oh my God…

__________________________________________

Who is this guy? Peter thought as he kicked Otto in the chest, shoving him back against the wall of the bank building. He's definitely not one of my regulars.

Suddenly, one of the metal arms wound around his left leg and whipped him around, forcing him to let go of his web line. He felt an explosion of pain as he was flung into the wall and dropped, but he managed to shoot a web before landing on the concrete some thirty feet below.

"Hey! Watch it, man! I just got this costume cleaned!" he quipped nervously over his shoulder. That blow had really hurt. He had seen what damage those metal looking arm things could do – the street was strewn with crushed cars. But he hadn't expected it to be so fast. Another arm swung out of nowhere and narrowly missed Peter's head as he ducked, his Spider sense screaming inside his head, but the next one grabbed him around his torso and threw him against the wall again, this time holding him there. He clawed at the arm, his mind racing as he scrambled to free himself. The man at the other end of the arm slowly brought himself closer to Peter and stopped, as if examining him, his arms folded behind him.

"Ah. Spiderman. I've been waiting for you to arrive," he finally spoke. Peter was taken aback. He hadn't expected such a soft and unobtrusive voice. As a flurry of disconnected thoughts and emotion hurtled through his mind, Peter thought he saw glimpses of this guy's face before. Where?!

Think, man…think…He was drawing a blank.

"I don't want to be the rude one, here, man, but who are you?" Peter finally said, trying to keep himself calm. He'd been in worse scrapes before. He was always unsure of a new bad guy and what they were capable of doing. Peter quickly tried to assess what he was up against. The man had some scarring around his eyes; he could see that even under the sunglasses he wore. He saw under his coat the mangled flesh that bubbled up against a strange metal belt that wound around his torso. What the…?

Okay. This guy probably has some anger management issues. Great. The arm tightened its grip. He winced.

"My name is Otto Octavius. I work at Oscorp as the head of the Chemlab. Does that sound at all familiar?" he asked, coming closer still. Peter felt the blood drain from his face.

Octavius.

Now he remembered.

He was one of the head chemists he had met when his class had taken that field trip. The day he had been bitten. Oh man. What was going on here? What had happened? He sure as hell didn't remember the doctor having four extra arms!

"Um, yeah. Sure. I remember you. We shook hands. I thought your work was…brilliant."

Peter was reaching for anything to say to distract the man, but he wasn't lying about it. He really was fascinated by his research. It didn't seem to matter to the doctor, though. He reached out and pressed a black-gloved finger into Peter's chest. Peter glanced down. He was pressing his spider emblem.

"Pretty cool, huh? I made that myself," Peter joked. Dr. Octavius recoiled quickly and glared at Peter.

"You and I are somewhat related, boy. Bound by science and circumstance," he said, still staring at Peter. Below him, cop sirens were growing louder as ambulances and police were arriving on the scene. There was all sorts of shouting and hollering below. He tried to ignore it. Octavius wasn't making any sense.

Related? Because we're both nerds?

Peter wasn't sure what the man had in mind – was he just planning on having a little chat? He didn't seem interested in throwing any more cars around, at the very least. But tell that to his aching ribs. Peter reviewed his options silently. He didn't have a whole lot.

"We're both victims of a corporation that only exists to make that ever influential dollar. But you…you are a special case, aren't you, Parker?" he continued, finally smiling.

It was eerie enough to see an obviously unstable man smile at you like that. But when he referred to you by name…

Peter broke into a cold sweat.

How did he know his name?

Oh no. He…he had asked Peter his name on that trip. The class trip. To Oscorp. He had asked him what he was interested in. They had even talked about Peter's chemistry experiments he had been working on at the time. Oh my God. He thought no one knew. No one, not even Aunt May. Peter wriggled in the grip of the tentacle, trying desperately to say something, anything, to get out of this situation.

"Hey…look, Doctor…uhm… Octopus? Mind if I call you that? Or how about just Doc Ock? Nice and easy to remember with the extra arms and all? I'm pretty sure we can settle whatever is between us over a pizza downtown. I'll even buy," Peter stammered.

Doctor Octavius looked repulsed. The arm encircling Peter's torso tightened threateningly. Peter held back a cry of pain.

"If I were you, boy, I'd learn to keep my witty comments to myself."

Peter, for once, had nothing to say. He'd obviously hit a nerve with that last remark.

It was getting harder and harder to breathe.

"I'm afraid nothing short of you revealing your identity to these people will satisfy me," Otto said, gesturing to the crowds of people standing below, "these very same people that you risk your neck for day in and day out, and who repay you by bashing your name repeatedly in the news." His words were bitter with resentment.

"People who ignore you, fear you, even, and yet beg for your help when they're in trouble. They're pathetic, aren't they?"

Peter felt the hairs on his neck stand on end.

"I can't do that. I can't let anyone know who I am! I…it would be trouble for my family. My friends. Don't you see that? It would ruin everything!" he said, writhing in the painful grip of the arm. The doctor suddenly jumped forward, smashing his fists into the brick on either side of Peter's head. Peter stiffened as Dr. Octavius got in his face.

"Really now?! Ruin your life, would it!? You think I don't know what that is? I had a life before this too! I wasn't this mechanical FREAK of nature! I wasn't the sideshow circus act!" he snapped angrily, his teeth bared like some kind of feral animal.

Peter was getting vivid flashes of Norman wearing the Goblin suit…leering at him and laughing maniacally. Norman was crazy. Insanity, Peter could manage. It was ruthless, but it was also thoughtless, and still, Peter could manage.

Octavius, however.

He felt nothing like the savage madness of the Green Goblin. He felt cold and acute, collected, even. Otto continued after a bit, his snarling face composed once again to a stony frown that curled the corners of his mouth into an ugly grimace.

"I'm evening out the playing field, Peter, and you're going to play by my rules. You're going to remove that mask and show everyone what you are." Peter was breathing hard against his mask. He was serious! Peter was thinking furiously for anything to say.

"And if I don't?" he asked lamely. There was a pause. Doc Ock smiled again, the sneer suddenly gone from his face.

"I'll do it for you. Either way, I'm going to kill you."

Peter nodded. Well. That certainly gave him a multitude of options. Either take off your mask yourself, or I'll do it for you. Why even give him the choice? Why not just tear off his mask right now? Hell, why not just KILL him right now? He could easily do it! Peter knew why. It was one of the reasons the Green Goblin tormented him so much.

It would be too easy. He was looking for a challenge. Everyone always wants a piece of me. Peter clenched his teeth resolutely.

"Well as long as we're clear on that then," he said, and with a snap of his wrist he reached back and shot a splattering of webbing onto Doc's face, covering his glasses. Yanking back, he ripped the shades from his face and flung them down onto the crowd below as the hollering and yelling from below increased in volume. The tentacle slackened a bit in surprise as Otto recoiled violently, his hands flying to his face, yelling, more in surprise than anything else, and Peter jumped free. His ribs were on fire, but he swung away as quickly as he could.

My eyes! I can't see! Otto screamed internally, keeping his hands clamped over his face, horror-struck at the intense pain that had felt like his eyes had been ripped from their sockets. A rush of other sensory perceptions flooded his senses as he reached out, grabbling the wall with the tentacles. I can't SEE!

Spiderman was more than halfway across town by the time he even allowed himself to take a deep breath.

This guy is serious! He's totally going to kill me! He has no other reason for being such a jerk! This is crazy. I don't know what I'm going to do. First the Green Goblin, now this. I can't handle it! Peter's mind was racing. He had no idea what he was going to do.

"I've got to get home and regroup," he thought as he raced through the city towards his neighborhood. His mouth was dry and sour tasting. He knew, after a moment, that it was fear he tasted. He hadn't felt this way since dealing with the Green Goblin…and he remembered how terrible an ordeal that had been.

Come on, man, get it together. Think! Peter could not think. Sweat bled through his mask. He could only hope that he would find a way to survive what he was sure would be an absolute tornado of trials to come…