Disclaimer: I don't own the Marvel characters. Everyone else is mine, though.

Author's Note: I find myself inspired. I want to get to chapter ten, and to chapter thirteen… Can't explain why, yet, not without giving away too much. Almost didn't get this chapter done in time, though… It didn't get finished until late last night. I've had a really busy couple of weeks at school. I can't wait until spring break. Anyway… Otto's Really Bad Night draws to a close. Poor guy… why must I always feel compelled to torture characters I like? And the more I like a character, the worse the punishment I put them through.

Moonlight Becomes You

Nine – Reckless

October 31 - Halloween

All eyes were on him. This was it, this was Harry's moment. For the first time in his life, he could feel his father's approval, could feel his pride. And no one was going to take it away from him, not Spider-Man, not Peter Parker, not some crackpot scientist who had put his company millions of dollars in the hole, nor the police who had accused OsCorp of not taking the proper precautions in protecting those involved during that disaster… No, this was his moment.

"I'm proud of you, son," a voice whispered in the back of his mind. It was hollow, barely audible. The only time Harry heard his father with any clarity was when he spoke through the mirror. Harry smiled, the sickly expression hidden behind the green mask. Below him, he saw a flash of red, as Mary Jane forced her way to the front of the crowd. She stared up at him, eyes wide in shock, and he saw her mouth, "No…" "Ignore her. She rejected you for him. Now, do it. Avenge me. Be the one who killed Spider-Man!" Harry found the seam where the mask joined the gaudy costume and began to peel it back. There was a shudder of movement as Peter tried to fight off the paralysis that gripped his body, but the gas wouldn't wear off for another half hour. And he wasn't going to live that long, anyway.

A shrill, blood-curdling scream rose above the gasps of the gathered watchers, and, shocked, Harry let the mask snap back into place. He glanced down just in time to see Mary Jane's eyes roll into the back of her head, and she swooned, falling to the floor. Harry frowned; he knew MJ was made of sterner stuff than that, what was she doing? Dammit, I wanted her to see this! I want her to know that I'm the better man! Peter is nothing compared to me! Nothing!

"It's a trick. She thinks you're weak; thinks you'll reconsider if you think you're hurting her. Don't let a foolish woman's manipulations stop you from doing what you must!"

Yes, Harry agreed. He grabbed the collar of the mask again. I won't let her stop me…

And once again his triumphant moment was rudely interrupted. This time the screaming was electronic, and it seemed to yank the crowd out of their trance. Murmurs broke out among the costumed party-goers, and they began to glance around anxiously. Then it happened: Someone was sober enough to recognize the sound for what it was, and there was a scream of "Fire!"

No! Harry thought, as panic transmitted to the rest of the crowd, and they began to shove their way to the door. "Calm down!" he called, his voice lost in the screaming. "It's probably just something burning on the stove!" Or some idiot had left a lit cigarette somewhere. Or it could be any of a number of mundane reasons. Unfortunately, the guests were too drunk to listen to reason, and Harry cursed the fact that he'd been trying to get them drunk so they'd be more accepting of his little 'show.' Below him, Mary Jane got to her feet, glanced back towards the fleeing crowd, then at Harry, clearly uncertain about what to do. And then she followed the crowd out, assisting one man who seemed to drunk to make his feet work correctly.

That worried him. Why would MJ leave him with Peter trussed up in his possession? "She doesn't think he's worth her life. After all, she'll just find another man. She'll replace Peter, just as she replaced you and that ex-fiancé of hers. The loss of the crowd is a disappointment, but you still have Peter in your possession, so all isn't lost. Kill him." His father's use of the word 'disappointment' made Harry's heart plunge to the vicinity of his feet, but he was right: Harry still had Spider-Man. Harry drew the ceremonial knife sheathed at his belt and smiled. He yanked off the mask, meeting Peter's wide eyes. "Don't worry," Harry said mockingly. "I'll make it quick, which is more than you deserve." If he didn't make it quick, the wall-crawler would have the opportunity to escape, like in all those damned James Bond movies… "And I'll be sure to take care of MJ for you." He raised the knife, ready to bring it down in one quick, decisive movement that would end the vigilante's life.

"Hello, Harry," a familiar voice drawled.

No… no, it can't be! He's dead! Harry turned his attention back to the stairs, where a tall man in a shabby coat was gazing up at him from their foot. Even with the sunglasses and hat to conceal his thinner features, the tentacles weaving deceptively lazy arcs through the air left no doubt who it could be. "Otto? What… what are you doing here?" He slowly lowered the knife. It seemed that the frantic guards that had alerted him to the robbery earlier that evening hadn't been far wrong when they'd said something monstrous was robbing OsCorp…

Otto smirked and held up his right hand, displaying a small metal lighter. "Channeling my inner pyromaniac," he said mildly. He stuffed it in his pocket, keeping his hand there. His other hand was holding a briefcase that Harry recognized with some surprise as belonging to him. "Don't worry; it was an empty guest room."

"He's here to take your victory from you. He wants to kill Spider-Man himself! Don't let him take this from you, Harry!"

"You won't take this from me!" Harry cried, echoing his father's words. He brought up the knife again.

The second he took his eyes off Otto, the scientist lurched into motion. One of the tentacles extended far enough to knock the knife from his hand with enough force to numb his fingers. The wood beneath his feet vibrated as Otto pounded his way up the stairs, catching up with the tentacle that had attacked.

What do I do? Harry cried as the doctor directed an opened pincer to smash him in the chest, knocking him away from Peter and the 'sacrificial altar.'

"Fight him!" his father's voice snarled. "You're an Osborn! Be strong, for once!"

Strong… yes… Harry rolled to his feet as Otto was grabbing Peter with his upper left tentacle. There was no sign of the upper right; in fact, Harry had only see three tentacles since the doctor had shown himself. Either he was keeping it hidden for some sinister purpose, or he couldn't use it. Harry was inclined to believe the latter. That meant only two tentacles to battle… still two too many, especially since Harry was unarmed.

He didn't have a chance against Otto in hand to hand combat; even Peter had been beaten by the doctor. But, if he hurried, he'd have enough time to get to his glider before Otto could make his escape…

XXX

This is too easy, Otto thought as he watched Harry flee. This was too cowardly even for Harry. The young Osborn had just proven he was willing to commit murder in front of his guests; for him to just run away like that went against the sinister image he'd been trying to convey.

Osborn is a coward! the actuators hissed. He fears us, as he should.

Otto didn't contest their claim, though privately, he thought Harry had been running in the direction of his father's den. Which left Otto wondering: how was he going to get out of here? If Harry was in the den, then he had access to his Goblin weapons, which Otto remembered from reports in the Bugle were said to be quite formidable. The windows were too small for him to squeeze through, especially while carrying Peter – and there was no way he was going to risk the humiliation of being found stuck in a window.

He could break his way through the wall around a window – or, better yet, he could test the strength of the pumpkin bombs by throwing one at the wall. His conscience nagged at him for this wanton destruction of Osborn's home, just as it had when he'd set that guest bed afire, but at least Harry's home was insured, and the loss of a few personal items was nothing compared to the losses OsCorp had already suffered. Otto pulled out the pumpkin bomb he'd been holding in case his 'battle' with Harry got out of hand, and thumbed the trigger. Lights began to wink on the sphere's surface, and Otto flung it at the far wall, backing away as far as he could and turning without thought to put his body between the blast and Peter, with the actuators curving around to form a shield.

The explosion came seconds later, and, while it wasn't as powerful as Otto had hoped, it caused serious damage. Debris rained down from the ceiling, coating Otto in a light dusting of plaster. Glass, steel, and brick littered the floor, and a cloud of dust was still settling. Otto surged past it and out the massive hole in the wall. A quick glance out showed that there were no police in evidence – they were on the other side of the building, and probably by now on their way up the Osborn penthouse – so Otto began his descent.

It was a far slower descent than he would have liked. Three actuators could compensate for the fourth being in use or out of commission, but with the upper left carrying Peter and the mangled upper right still curled tightly around his waist, Otto had only two actuators. They suggested he drop Peter, but the younger man's body was curiously limp, even though Otto could see that he was awake, and there was no way he'd be able to halt his fall – not that the actuators cared about that little detail.

Worse, with his mask still somewhere in Osborn's home, Otto was going to have to be careful what he did with Peter. He'd have to leave him somewhere; a rooftop, maybe.

"D…Doctor…" Peter mumbled. The slurred words were barely audible over the pounding of the actuators against the building's stone face. "Look out… He's coming…"

It was then that Otto became aware of the whining roar of an engine, and he swore softly. Harry had gotten to the glider, and slowed as Otto was, he wouldn't be able to escape. The actuators picked up his fear and pushed themselves to the limit, and Otto felt the upper left begin to loosen its grip on Peter. No, he told it angrily. Otto thought rapidly; he was completely vulnerable clinging to the side of the building, but… The police! If he could just get to the ground, hide the actuators and go around to the side, would Harry follow him? The police would take care of the rest.

Maniacal laughter rang in his ears as Harry drew closer. "Looks like you're out of arms," Harry taunted. The glider was about ten feet away, level with Otto's face. A pumpkin bomb was nestled in Harry's gloved fingers. "I guess that means you won't be able to stop this." He activated the bomb and dropped it after the still-descending Otto.

The lower actuators released the building, curling up and around to protect their host, while Otto took Peter in his right arm so the upper left actuator could form a shell around his upper body. Otto prayed he didn't have far to fall as he gained speed…

And then the pumpkin bomb exploded – not a burst of light, as Otto had expected, but into two smaller spheres with wing-shaped blades, their downward velocity boosted by the explosion of their release… Otto couldn't see the whirling blades come towards him, but he heard one of them clang against the metal of one of the shielding actuators…

And then a scream was torn from his throat as, seconds before his impact with the ground, the second slipped through a gap in the actuator cacoon and embedded itself into his upper left arm.

Then he hit the ground. One of the lower actuators had uncurled itself to absorb most of the impact, but agony shot up his spine, and Otto swore he heard something crack.

Father! the actuators screamed. The set Peter aside with more force than was necessary and curled around their creator. Otto groaned, fighting off the darkness that tried to claim him. I can't… Don't let me lose consciousness, Otto told the actuators weakly. He got his right hand under him, and pushed himself up. The actuators hastened to assist him. Where's Harry? he asked.

He's circling around, heading this way. We need to get out of here!

Otto glanced towards Peter, who was moaning and finally showing signs of movement. He wasn't going to leave Peter to Harry… Get under my coat.

But, Father-

Do it! Getting to his feet was the hardest thing Otto had ever done. The bladed sphere from the pumpkin bomb was still buried in his muscle, and blood was dripping down his arm, off his fingertips. He wanted to pull out this foreign object in his body, but dim memories of a first aid class he'd taken years ago warned him not to pull it out or he could cause further damage. His knees felt watery as he stumbled over to Peter. Help me block the pain, he pleaded with the actuators.

We're doing the best we can, they informed him in their disjointed voices.

"Parker, can you get up?" Otto hissed through gritted teeth. The pain was excruciating; he'd definitely hurt his back…

"I… I think I can… The gas is wearing off…" Using the stone wall behind him, Peter got unsteadily to his feet. Otto leaned him on his right shoulder, careful to keep his wound out of the younger man's sight. "Wait…" He ran his hand over his face, sending out a stream of webbing to conceal his features. One of the actuators darted out from under the hem, snatching the forgotten briefcase and drawing it up under his coat. As the whine of the engine grew louder behind them, Otto and Peter stumbled into the street in front of Osborn's building.

There were cops everywhere. Otto didn't know if they'd been drawn by what was happening or if something else had demanded their presence, but he was grateful. One of the cops came towards them, seeming unsurprised by their clothing. Clearly, he thought they were just more costumed party-goers – after all, why else would Spider-Man be walking? Before the man could see Otto's wound, however, Otto cried out, "It's the Green Goblin! He attacked us!"

There were shouts as Harry zoomed out of the dark alley Otto and Peter had emerged from, cackling madly. Guns went off around them, and Otto felt Peter tense beside him. "He's not worth worrying about," Otto said flatly. Peter gave him a disbelieving look. And then he pushed himself away.

"I'm going to stop him before someone gets hurt," Peter said flatly. "He's not in his right mind, and if I can help him, I will." Peter tested his limbs, finding them moving to his satisfaction, if still not as gracefully as they could. He shot out a webline, causing several cops to yelp with surprise as he was revealed to be the real wallcrawler.

Otto pushed his way out of the police line – easy to do, since they were trying to clear everyone out of the area – and hastened down towards where the van had been parked. And then his legs gave out, forcing the lower actuators to walk for him, a process made difficult by their attempts to stay concealed. The wound in his arm was bleeding more profusely, now, and he couldn't feel his fingers. He just had to get to the van… they'd rush him back… they'd get him to a doctor… But what he found would have made him fall to his knees helplessly if the actuators hadn't already been supporting him.

The van was gone, leaving Otto to bleed to death on the streets.

XXX

Halloween wasn't a pleasant night to work at the First Ave Mission, Susan Riley had found. It wasn't uncommon for a concerned citizen or a police officer to haul a drunk dressed in ragged clothing to the mission for help, only to find that the person was, in fact, only wearing a costume and was really a lawyer or something. One had threatened to sue for being brought into such 'filthy' conditions against his will. It would have been funny, really, if the man hadn't actually tried to go through with it. Fortunately, the court had thought the whole thing was funny as hell and the mission had gotten away without paying a cent.

That wasn't as bad as the holiday hooligans who targeted the mission for pranks such as throwing eggs – or worse – at the door, or TP-ing the area… or harassing those who had come, shaming the homeless into fleeing instead of getting the help they desperately needed. It was why twice the normal number of volunteers were working tonight, why Susan was still here even though her eyelids felt heavy, and her words were punctuated by yawns. She just had one more hour, then she could crawl into bed…

"Hey," Rodney, one of the other volunteers murmured, poking Susan in the shoulder. "That guy standing in the doorway… Isn't that your buddy John?"

Susan blinked. Rodney was right; hanging back in the shadows, leaning heavily against the frame was a tall figure cloaked in a long coat. She wondered why he was so hesitant to enter; he hadn't been this reluctant since she'd first found him on their doorstep, wondering if his pride would let him enter. "Yeah…" She glanced around to make sure she wasn't needed, then wove around the tables and benches to the doorway.

It was John, though his face was a mass of pain. His right hand was closed over his left shoulder, where… Susan felt the gorge rise in her throat. There was so much blood… And she could see the edge of a vicious wound beneath the cloth. "I didn't…" he said thickly. "I didn't know where else to go… This place was the closest…"

"You need to get to a hospital," she said. The entire sleeve of his coat was stained with blood, and he was still losing more as she watched. "I can drive you; they know me there, if I tell them you're from the mission they'll help-"

"No!" he said, with shocking vehemence. "No hospital. Just… just patch me up enough so I don't bleed to death on my way back…"

She had to respect that, no matter what her instincts were telling her. "I've never cared for anything like this before," she told him, leading him in to the main room, past the tables and towards the small break room. No one should be in there now… John leaned on her, and she grimaced when she realized just how heavy he was. "Rodney," she called, "I'm going to need the first aid kit. Bring it to the break room, and make sure we aren't interrupted." She saw Rodney's face go white when he saw the blood, and he sped away, retrieving the kit and following them into the room. He deposited the kit on the table and left, knowing that had she wanted help rather than privacy, she would have asked him.

Susan pulled out a chair and gestured for John to take a seat. To her surprise, he turned the chair around, straddling it like a horse and resting his right arm and chin on the headrest. She exited to place a pot of water on the soup oven burners, then came back in to meet John's dark, pain-filled gaze. "You're going to have to take that coat off," she said.

He stared at her for a long moment, then whispered, "Promise me you won't be frightened."

She smiled weakly. "I've seen some bad wounds in my time, though this is one of the worst. But I promise I can handle it."

"That's not what I mean." John struggled with the sleeve on his wounded shoulder, finally managing to free the arm. But he hesitated before pulling the coat off completely. "Promise me," he repeated.

"I… promise," she faltered, wondering what could be so horrible that he didn't want her to see. He slid the coat over his spine so he could pull his right arm out… and she had to bite back the scream that sprang to her lips.

Four long, segmented coils of metal were revealed and, as if they realized they no longer needed to hide, they came to life around him. Three of them slowly rose into the air, their heads budding open to reveal sinister red lights that she could have sworn were staring at her. The fourth seemed to be missing its tip, and curled tightly around John.

No… not John. She read the Daily Bugle, of course, and she had heard of this man, the 'tentacled terror' that had nearly destroyed the city several months previously. They'd called him 'Doctor Octopus,' or Doc Ock, she recalled. She backed away, towards the door, wondering if she had time to escape. "Oh…" It was all she could manage.

"I won't hurt you," he said hollowly. "Please… I need help…" It was the expression on his face that finally convinced her. It was so desperate, so hopeless… There was nothing about him that was like the Doc Ock mentioned in the papers… except for the tentacles, of course.

"I just need to get the water," she said faintly. She backed out, not wanting to turn her back to him. Fortunately, her water had just come to a boil. Rodney was watching her expectantly. "It's going to be awhile," she told him grimly. "It's bad, really bad, and he's paranoid about hospitals." It was a reasonable enough excuse; half the homeless she knew were paranoid about hospitals. She hurried back to John's side, not wanting to give him an excuse to come after her.

"I'm going to have to clean the wound," she told him. "It's going to hurt." Susan watched the tentacles warily; they seemed to be paying close attention to what she was doing, and she had the feeling that if she did something wrong… Best not to think about that. As she ripped the tattered shirtsleeve from his wound, she asked, "So, what do I call you? Obviously, you're not 'John.'"

"Otto," he said softly. That's right… Otto Octavius, or something like that. He was supposed to be some highly intelligent scientist… and then his wife died and those things ended up welded to him. She was glad the shirt covered his spine; what little she could see at his neck was a hideous mess of scar tissue.

"The wound is deep," she said, gently dabbing away the blood. He hissed in pain several times, a sound echoed by the tentacles. Every time they made a noise, she flinched. Didn't he kill the last doctors who tried to help him? Don't think about it… For the love of God, don't think about that… The edges of the wound looked charred, now that she could see it. "Did you cauterize it?" she asked, surprised. That must have hurt like hell… But then John – Otto – had already proven he was good at handling pain.

"The blade hit an artery… I would have bled to death before I got here."

"How did this happen?" she asked. She needed to keep talking; if she let her thoughts run away from her, she'd panic. She really didn't want to start screaming hysterically.

Otto didn't answer. Maybe that was for the best; did she really want to know? "You'd better talk to me," she said. "I need you to stay conscious. You don't have to answer any personal questions, or anything," she added hastily. She threaded the sterilized needle and set to work closing the edges of the wound. "Keep in mind, this is a temporary fix. You need to get real medical help."

The slight movement of his head could have been a nod, or it could have been nothing. "If they'd allow it," he said, gesturing with his good hand to the three tentacles.

"You mean… they're aware?" She stopped mid-stitch. A cold chill crawled down her spine as she realized they really were watching her, after all.

"They have artificial intelligence," he said shortly. Then he seemed to remember her request to speak, and continued. "They're easily as intelligent as a human, but without emotions or morals to cloud their judgment. But don't worry; as long as you're helping me, they won't hurt you."

That didn't reassure her. He didn't go on, instead seeming to be lost in thought. She kept an eye on him to make sure he didn't lose consciousness, and finished her work on the wound. Not the best, but it would hold until he got real help. If he could get help.

"Done," she said.

He craned his neck to see. "Thank you," he said softly. He stared at her for a long moment, then seemed to reach a decision. "I… may I ask a favor of you?"

"I won't tell anyone you were here," she said hurriedly.

He smiled wryly. "That's not it, though I would appreciate that. It's just… this briefcase." One of the tentacles picked up the case from where it had been sitting on the floor. "I don't want the contents to fall into the wrong hands." At her look, he added hurriedly, "Don't worry; what's in here is mine. If you could hold it until I come back to get it, I'd appreciate it. If I don't come back for it within a month, I'd like you to give it to Peter Parker. He's a photographer for the Daily Bugle; they should be able to help you find him."

Otto was placing a lot of trust in her. Could she violate that trust? No… if she promised to do this, she wouldn't break that promise. "It's my research," he said, as if hoping that would help her. "Someone else was going to sell it and make a fortune off it, and I… I couldn't let someone else end up like me."

She sensed he wasn't telling the truth, or at least, not all of it. But he wasn't exactly lying, either.

"I'll do it," she said, and was rewarded with a smile, perhaps the first real smile he'd had in a long time, she realized with shock. Surely not many people did anything for him any more.

"There is a strong possibility I may not come back for it," he warned.

"Why… what are you going to do?" Susan asked.

Otto smiled grimly. "I'm going to slip my leash."

XXX

He'd passed out during the voyage back to the Quest building, and only the persistent nudges of the upper actuator pulled him back into wakefulness. He hurt so badly; he wanted to curl up somewhere and whimper. Every bump, every jolt reminded him of the night's recklessness; he could have handled everything so much better, and now… now he was a wreck… now, it was all he could do to keep from slipping back into blissful oblivion.

You will be able to rest when we are free, the actuators reminded him. …free…

Free… A strained smile crossed his face. He almost didn't dare believe it. It had occurred to him while Susan was stitching up his wound. Without O'Connell's watchdogs to shepherd his every move, he was free. But it wouldn't be true freedom until he had Rosie by his side. Which was why he was going to take a chance to break her out tonight.

At the back of his mind was the fear that she would see it as an abduction, that he would terrify her beyond any chance of her recovery. If that happened, he would never forgive himself.

But maybe getting her out of this environment, out from under the sword of Damocles that threatened to descend if he made one false move, would help her. He could take her somewhere soothing – the ocean, maybe, she'd always loved the ocean – and, in that relaxing environment, he could pull her out of her shell, make her remember him, remember loving him…

They climbed up the side of the building, hopefully faster than any Quest security who saw him through their cameras could get to the top floor. He knew exactly where he was going: The little rooftop balcony where he'd spent the previous night with Rosie.

It was easy to get there – far too easy, in fact. There were no guards on the balcony as Otto swung over the railing, and a quick heat scan showed there weren't any inside. In fact, there didn't see to be anyone visible to the heat sensors. There should be a nurse, at least, he thought, panic starting to set in. Could there be something wrong with your sensors, something caused by the damage to the upper right?

We are only at 79 percent efficiency, the actuators said, but the sensors are not damaged.

…damaged…

The balcony door wasn't locked, and swung open soundlessly. Otto staggered in, still unsteady on his legs, but adrenaline was starting to take the edge off his pain. She's got to be here… I can't leave without her! There was no one in the living room, the bathroom… or the bedroom. There were signs his wife had been there, but she was gone.

Why would O'Connell move her? Had he known of Otto's intentions? Or was it simply that Otto's actions during the night had displeased him?

Had his recklessness signed Rosie's death warrant?

To Be Continued…

I know someone's going to bring this up… Yes, I know that I only make the fourth actuator echo when it's to good effect; when I tried to work the echo in during Harry's attack, it was distracting. Just assume that the echo is there, or that the fourth actuator shuts down so it won't distract the others in a life-or-death situation.