Disclaimer: I do not own Spider-Man. It belongs to Marvel, Stan Lee, etc. I do not own May it Be. I have never even met Enya. I own no part of it. Please don't sue me. I have nothing worth anything.

A Note from Sailor Earth Selestina:

Hey! Oooh . . .cliffhangers. I had to split the third chapter, which was going to be the last, for dramatic effect and because it was just too long. I hope everyone has enjoyed so for. Please R/R! Thanks so much!

Chapter 4

New Beginnings

May it be the shadows call
Will fly away
May it be you journey on
To light the day
When the night is overcome
You may rise to find the sun

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Spider-Man turned around, "What!? What happened to Mary Jane?" Spider-Man went over to Michele and raised her head slightly so she could speak easier. Suddenly she changed into a girl of about sixteen. She had dark brown eyes and dark brown hair. She was wearing a red tee shirt and leather pants.

"Spider-Man, you must understand. Mary Jane was taken from her house by Vulture. All of those fearsome men made me come here. I did not want to partake in these events. As you saw I can transform into a Black Panther. The Master Planner promised us all working on this project whatever we wanted. Of course I trusted him, in fact I still do. I was the last to come here. He promised me a way so that I could be normal again."

"So what happened to Mary Jane? Who is this Master Planner that you trust in so much?" Spider-Man was so close to getting Mary Jane back, he could feel it.

Michele replied, "I'm sorry, I can not divulge the name of my master. I would never forgive myself if I did, but I can tell you about your girlfriend. She is fine, for now. Hydro-Man took her to the highest part of this cannery. She is being kept there. Spider-Man, you must hurry! Here, take this pendant of mine. It will bypass the next challenge and bring you straight to the end. You must insert the spider tracer into the keypad. You will find steps. Go up them. There shall be another door. You will need the password to open it. I am afraid that is all I can tell you. Spider-Man, save your love, . . . . . .save your courage, . . . . . . . . save . . . ." She was broken off by an ominous shadow. It engulfed her. She was out of sight.

The blackness melted away as Spider-Man said a small, "Thank you, Michele." As he walked out of the door the pendant, which was shaped like a dragon, started to glow a deep red—the color of its jewel. Multi-colored steps appeared before a doorway. Spidey walked up the steps and inserted the tracer into the spot allotted for it. The door opened and Spider-Man followed Michele's instructions. The second door slowly opened to reveal a control center of sorts. It had a desk with buttons and switches and a single microphone. A shadowy figure loomed in the darkness.

"Hello, Spider-Man. I have been expecting you—though not so suddenly. It seems that my little pet has deceived me. I have already dealt with her." A silence befell them. "I believe a little light would put things into proper focus. I shall not hide anymore." The Master Planner pushed a button on the panel. A light shone upon him from the ceiling. It was. . . . . .

"Doctor Octavius!?" Spider-Man yelled out. He should have known coming to the cannery. "Where's Mary Jane? What have you done with her?"

"You will see all in good time my dear boy. First my supreme pet has so needed a friend for so long." Doctor Octopus pushed another button on the panel. Spider-Man fell through a trap door into a tank of blue water. On his way down, he heard a faint "Spider-Man!" He broke the surface of the water heaving for air.

"What kind of games are you playing with me?" Spidey screamed to the ceiling.

"Game? I have not played any games. I have just delayed your demise under my hand." When he spoke the word hand you could see one of his tentacles clamp together. Spider-Man shot a web line blindly towards the ceiling. It made contact, but not where it was supposed. Spidey followed it up to where it stuck.

"Oh my God, Mary Jane!" Spider-Man was overjoyed to find her.

M.J. went over to Spider-Man, "Get me out of here! I need to tell him."

"Who, what? What do you need to tell him?"

"Just help me get out of here. There's a giant octopus in the water below. I've seen it. Please be careful." As Mary Jane said that, Otto, who was listening in, pushed another couple of buttons on his panel. This caused the floor of Mary Jane's cage to give out. She fell into the water with a very small splash.

"No!" Spider-Man screamed out of fear and pain as he dove into the water after. He searched and searched. All he found was the silhouette of the giant octopus and nothing more. He broke to the surface and found to his horror Mary Jane floating at the surface face down. He gave out another scream of, "No, Mary Jane!" and scooped her out of the water and laid her on the floor. "Mary Jane, please wake up. You need to wake up. Please wake up." Under the mask Spider-Man started to weep. "No, Mary Jane. Please come back to me. There are so many things I have to tell you. There are so many things that I have to resolve. No." Spider-Man placed his hand on her forehead and brushed her hair off her face. He held her wishing her to come back to him, but he knew that she could not. I should have told her. I should have been completely honest to her. I was so overjoyed to see her bright face when we went to the movies. I wish I could have told her everything.

He stood up, a new fire burning in him. "Why Otto? Why?" He web swung up into the control booth, but Doctor Octopus was not there. He searched through the screens and found him near the lifeless body of Mary Jane. At the sight of this Spidey swung down and kicked Octavius in the jaw.

"So you want to challenge me, Spider-Man?" Otto said as he rubbed his jaw.

"You bet. You will pay for what you have done." Spider-Man leapt at him again. Doctor Octopus's tentacles whipped around and made contact with Spider-Man three times—all in his face. His mask was torn to shreds. He decided to rip the rest of it off.

"Spider-Man, Peter, why must I pay? You have ruined my—our—dreams twice." The tentacles flexed a bit. "My Rosie is dead because of your interference. Now your girlfriend has met the same fait. Now you will know how it feels to live in pain without the one whom you loved. I think my pet is ready to meet you now. Come out my dear!" Apparently the tentacles were in control now. They have been. Spider-Man couldn't figure it out though. He doesn't know why it occurred to him now, but why has Otto survived.

The tank started to shake violently next to them. Water spilled out tremendously all over the place. As the trembling died down a giant robotic octopus climbed out of the tank. The arms were much like those of Doctor Octopus's, but there were eight of them and they were huge. It slowly crawled towards Spider-Man. Spidey leaped out of the way, but one of the tentacles grabbed him and pulled him into the water. It dragged him down so that he hardly had any air left in his lungs. It was crushing him as it kept him under.

Things were starting to go black for him. His head and lungs felt like they were on fire; his body like it was ready to burst. He had to fight on, but he just didn't have the will to do so. Mary Jane was gone. His Uncle Ben had been gone for over two years. The city hated him. Otto thought that he had killed Rosie, and Harry surely would want revenge for his father's death. There was no one who he would need to protect. No one to live for. There was no reason for him to go on with the pain of everyday life.

Wait, I can't just give up. The people of New York—not all must hate me, even though it seems it at times. And Aunt May—I can't just leave her alone like this. Spider-Man struggled against the crushing might of the robot. It fought back even harder. Spider-Man could not loose though. He had to find some way to penetrate it, but how. Then something happened that he could not quite explain . . . . . . . .

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The robotic octopus pulled Spider-Man into the tank. "Yes, my pet. Kill the one who has killed me." Otto remembered back to that day. The fusion experiment that he was so confident in. His loving wife supporting him every step of the way. Rosie died that day and with her death a part of him died. He would never be the same and he needed to be repaid for what had happened to him on that fateful day. This would only heal a portion of the enormous wound known as that day for it would never truly heal.

There was a bunch of splashing going on as the octopus kept Spider-Man under the surface of the water. As Otto was watching Spider-Man slowly die from lack of air Michele walked up to his side in her panther form. Otto didn't notice her; he was too involved with the death of Spider-Man.

"Otto, Otto. Why must you do this? This man has done nothing and you know it." Michele was not getting through to him. She gently bit at his hand to get his attention but his tentacles hit her and she landed about five feet away from him. They seemed to hiss at her like they were the only ones who were allowed to get his attention. She gave them a mean look, How can they think that they are able to get away with this.

"Otto!" She yelled this time surely to get his attention.

"What do you want?" Otto said to her angrily that she was interrupting him watch the fall of the one who ruined his life.

"Otto, you know that this will not do any good. You must move on! I know you loved her, but she wouldn't want you to be doing this."

"How would you know? You've never met my Rosie. You never got a chance to know her. And you think you know what she would think?"

"I do. It is true that I have never met her. It is true that I have never even laid eyes upon her, but I have heard and seen you. The many nights you sat in the control room working endless hours. There wasn't one night that you didn't think about her. I could see your pain. I could see that she was a good person. Watching you showed me that."

"You don't know me. You never will." This hurt Michele a lot. She gathered all her energy that she could muster and transformed into the nearly sixteen year old girl that Spider-Man had seen just an hour ago. She walked up to him and stood right by his side.

"Do you really want to do this?" she asked, but she continued without him answering because she knew what it would be right now. "Do you really want the blood of two people on your hands? I mean you have already killed his girlfriend. Do you really want to kill him?"

"I bet he wants to be killed."

"What?" she didn't understand. Why would someone want to be killed by a giant robotic octopus under water?

"The one who he loved has been killed. Why would he want to go on living if the one who he wanted to be with the rest of his life was no longer there?"

"You mean you would want to be killed. Otto, don't talk that way. A person can move on after their world has been shattered. If you believe that you will fall into ruin then you will. But if you keep the slightest glimmer of hope for a better future alive then you will rise above all the sorrow."

Otto looked at her. Somehow these words had struck him. Why was he doing these things? It was only causing another man some pain—possibly even his life. For the first time he saw this girl he had hired named Michele. He needed to stop this madness even if the tentacles that quietly called to him to do this. He ran up to the control room, hurrying before it was too late.

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Spider-Man was able to get free of the tentacle that was binding him. How and why it let go so suddenly was beyond him, but he rose to the surface gladly. He took in gulp-fulls of air and spit out the water that he had swallowed. As he tread over to the edge of the tank he saw below him the robotic octopus drift to the bottom of the tank motionless. He slowly climbed out of the tank. He saw that girl . . . . Michele that had helped him earlier. She was right by the body of Mary Jane. He went over to Mary Jane and as he reached her, his legs gave out. He just took hold of her and embraced her lifeless body. Michele went back a few steps to give him some room. Just as she stopped, Doctor Octavius went to Michele's side. Spider-Man was slightly alarmed for a minute, but he was too strained to fight anymore. To his amazement, Doctor Octavius didn't attempt to attack him either. He just stood there. Then some force, which Spider-Man couldn't explain, made him collapse.

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Peter woke up in a blanket of warm light. He was lying on a couch in an apartment. This was surely not his apartment, but it was so familiar. It was too big and too clean to be his. He then saw someone who he never thought he would see again.

"M.J.! M.J., I need to tell you something." They went on talking for the whole morning. Peter loved her and was never letting her go.

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Fwee! I'm finally done with this. I hope everyone has enjoyed it. It felt awkward writing about Otto because I originally started this right after the first movie and then when I heard about him being the villain for the second movie, I thought I should modify it to fit in. I actually like it better this way because before I had only a faint idea of how to finish it. With the second movie out I was able to clarify my thoughts. Thanks to all who hung in there for these last two chapters. Please R/R!! Thanks .