FATR: Holy shizola, this chip chip was hard to write! I've been tweaking and adding and subtracting, and… Then I started to post it and changed my mind because it seemed to cut off in the middle of something. That last chip chip really took a lot out of me. Then I was assaulted by a plot bunny that hit me over the head and demanded that I write a one-shot. I said, "No, please, I have three long stories I need to finish!" Then the bunny threatened to kill me and… well, then it abandoned me on page seven of said one-shot. ANY-hoo, that's inconsequential. Well, I finally added the last segment, which I think rounds it up nicely. That and if I don't do this now, I may never get around to updating. You can read the disclaimer in various forms at the beginning of all preceding chip chips. Here's this chip chip. Enjoy.

X)O(X

The door flew open and Otto strode into the corridor as though his presence there was perfectly normal and perfectly acceptable. The frozen faces, the clip boards clattering to the ground, and the soft gasps of horror swiftly dispelled that illusion. Terrified faces gaped at the bloody apparition. Some mouths opened and closed soundlessly like beached fish. Hands and knees trembled as the black glasses swept over the crowd. Aside from the restless winding and unwinding of Otto tentacles, there was no movement for an eon.

A scream of untraceable origin broke the silence and one of the personnel who wasn't too shocked to think lunged for the emergency alarm. Dr. Octopus' tentacles were in motion even before his head whipped around to visually acknowledge the threat. This amazing reaction time would have fascinated Pym under other circumstances, but as the situation stood, it only horrified him. The two snakes coiled around the brave woman's legs and yanked, effortlessly rending her in two like a wishbone. Her innards splatter the floor in a steaming wet pile and blood fanned across the wall, its metallic stench tainting the atmosphere.

The other tentacle, the one binding Pym, pressed it razor claws to the fragile throat of its captive. "If anyone else decides to be a hero, I will kill this man and all others who stand in my way," Otto stated icily. That voice expelled all doubt regarding the genuine nature of the threat. The crowd receded slowly. Otto stepped forward and the onlookers retreated further, parting before him like the Red Sea. He couldn't help imagining the red sea that would flood the compound if he chose to spill all of their blood, but there were more pressing matters at hand. He couldn't waste his time here if it wasn't necessary. Remaining perfectly calm, Otto moved away from the small crowd of onlookers and the steadily spreading pool of blood. He spoke without even glancing at his hostage. "If you would provide me with directions to the records room…"

Pym was stunned by the complete lack of regard for the lives that had just been lost, and all in less than ten minutes. "You just killed five people! How can you-" He cried out in pain when one of free tentacles undulated up and dug its claws into the back of his neck.

"The record's room, doctor," Otto growled, stopping to glare. The word 'doctor' was dripping with venomous sarcasm.

Pym felt warm blood trickling down the back of his neck. He squinched his eyes shut and tilted his head back, struggling to fight through the agony and think. "Next floor," He gasped. "Second… gh… second left… agh… end of hall way…"

Otto smirked at the torture contorting the other man's face. He hadn't seen another person twitch like that since Tesseract… The claws twisted slightly. "And the elevator?"

Pym was mentally pleading for the madman to stop, but he couldn't get words out through his clenched teeth. He couldn't cry in front of this psycho, and he wouldn't let himself, even though tears scrambled at the backs of his eyelids. "St…straight, on right…" He slumped forward in the other tentacle's grip as the claws extracted from his neck and returned to hover restlessly just over Dr. Octopus' shoulder. Pym gasped heavily, barely aware that they had begun moving again.

X)O(X

Frieda screamed over the din as her and Tess pitched forward as well. Tess latched an arm around her waist and the air in front of Frieda's face seemed to flicker. Before she could really think about it, though, the floor was lurching out from under them as they tumbled into space. However, Tess and Frieda were falling at a slight angle to the rest of unfortunate bystanders, heading for the corner made by the back and opposite walls.

"Hold on," Tess whispered, "tight... and close your eyes."

Frieda bit her lip and did as she was told, anticipating what was coming. She wondered if she would feel the impact first, or if Tess had better control of her powers now. She'd changed the gravity of the room in two different places at once this time, after all. Perhaps her ordeal in New York had been useful despite all the bad things Tess wouldn't share.

Frieda turned and squeezed Tess in a death hug. Tess, still gripping Frieda with one arm, stuck out her free hand. The tattoo on her palm tingled and the back wall seemed to shudder. Fortunately, the general noise and confusion distracted most of the potential observers from what happened next. Tess wrapped both arms around Frieda and rolled into the warping and twisting wall.

A strange cold ghosted over Frieda's bare skin as all sense of direction retreated. At first she felt as though her flesh, her bones, her very organs, were blossoming outwards and pealing away from her. It was an odd sensation. She knew the pain should be intolerable, but all she could feel was a strange tingling all over her body, like when a limb falls asleep. The blossoming continued down into her soul, flinging it open and spreading it across an indeterminable space. Then she smelled a sickly sweet mixture of aromas. There was blood, a metal she couldn't name, sweat, urine, but all of this was undermined by the soft, sugary perfume of vanilla. Presently, horrible moaning that covered the entire spectrum between pain and pleasure punctured her mind with its claws. What was it? Where were...

"Do not open them," Tess was murmuring in her ear over and over again. "Keep them closed. Do not open..."

Frieda gripped the sweatshirt-clad figure harder and forced herself not to look at the things that felt like wet birds flapping against and clawing at her. Again, she was sure it should hurt, but all she felt was pins and needles. She had a feeling the only thing orienting her in this mad place was Tess, so she focused on Tess' voice and ignored all else until she felt herself closing up again. Her soul pulled back inside of her and the horrible sensations faded as her body closed back over it, a shield of flesh. The pain of the impact she felt next was welcome in its normality. Tess' body slid away from her and Frieda dared to peek through one eye. Bright light burned her retina and she winced, opening her other eye more carefully. She shifted to her knees, dazed in the midday sun. They were sitting on the blacktop in some external recess of the mall. The wall nearest them shuddered again and turned right-side-out once more.

"You okay?"

Frieda met Tess' concerned stare. Tess sat cross-legged with her wrists on her knees, hunching toward Frieda. Frieda ran her fingers through her hair and took a breath. "I've... been better." She shrugged and noticed Tess gazing sorrowfully at her arm. Hazel eyes moved to take in the five small burns. A tattooed hand took her arm gently. Apparently Tess had lost her gloves at some point, which meant she would need new ones later...

"I never wanted you hurt..." Tess mumbled.

"It's fine, really," Frieda protested.

"You should've stayed back..." Tess smiled at Frieda. "Guess I shouldn't've expected anything to stop you. I know you take care of yourself... for the most part... but I worry. You know that."

Frieda contemplated Tess. "Careful. People might think you love me or something."

Tess laughed and got to her feet, helping Frieda up after her. "Don't flatter yourself."

"Ouch," Frieda laughed and placed her hand over her heart. "That hurts right here, man, right here." Silence fluttered down once more as Tess began making her way out to the parking lot. Frieda bit her lip. "Tess?" Tess turned inquisitively but didn't speak. "Where... What the hell was that place?"

Tess honestly contemplated filling her in on everything right then and there. It had certainly been long enough, and everything that was developing lately... Well, it wouldn't be safe to keep Frieda so in the dark, but part of her wasn't quite sure Frieda would understand, or worse, be revolted. Tess still couldn't tell why she cared what the other girl thought or felt, or why she was compelled to protect her from the horror of the world they had just passed through. No mortal could face it and remain sane. It would be like an ant looking out across the universe and suddenly realizing there was a vaster space beyond the vastness of the planet on which it dwelled. She settled for, "Exactly. What about... your friends?"

"Oh, man, Virgil! Richie! They must've seen us fall, and they'll have questions... We can't tell them the truth can we?" Frieda caught up with Tess and they stood side by side, thinking.

"Truth is overrated... Sure they saw?" Tess finally asked.

Frieda shook her head. "Even if they didn't see us fall, they'll still want to know how we got out."

Tess turned away from Frieda and stared at the ground. Her pupils dilated, filled with the dark chaos. "That's why dragging in other people is dangerous..." She muttered in a strangely cold voice. Tess blinked and shook her head. No, hurting them would hurt Frieda. I can't do that to her, and besides, mortals believe almost anything they're told. "Maybe," she said out loud, voice normal again, "we should go, buy some time, tell them later, work out our story." She looked down at the starlike design on her palm. "Kay's Mart?"

Frieda didn't want to make the two boys worry, but she didn't want to explain herself either. Waiting just seemed easier. It had been easier when it was just her and Tess, hadn't it? They had their fun, they snuck away, and there was no one asking them questions. "Kay's Mart went out of business. We could always try Bull's-Eye, or Price Mart. I think Price Mart's closer, so we wouldn't have to bother with a bus."

Tess blinked and shifted her weight to her other foot. "Kay's Mart? Out of business? I bought my first collar there!"

Frieda shrugged and brushed a strand of hair out of her face. "Nostalgia means nothing where money's concerned, I guess. At any rate, I suppose Price Mart is the order of the day?"

"You suppose correct." Tess and Frieda turned and strode off across the parking lot. In no time they were lost among the cars and heat waves. The vaguely familiar sound of sirens in the distance only pushed them on faster.

X)O(X

Otto slammed the door on the chaos that had begun to flood the compound and felt for the light switch. Alarms shoved daggers through his eardrums but he managed to tune them out somehow. The lights flickered for a moment before humming to life at full force. The silhouettes of bug carcasses dotted the insides of the large, rectangular lights. They were the kind that always seemed to house at least one dead insect. Otto surveyed the filing cabinets that stood like silent sentinels guarding the secrets they held with their lives. There were computers too, naturally, but the biochemist knew it was important to have at least two back ups of whatever one saved on a computer. Technology had advanced immensely, but a computer was still a computer.

Otto had two main objectives in this room. Ignoring the weak whimpers and struggles of his hostage arrogantly, the tentacled genius situated himself in the computer chair. The squeak of the chair was swallowed up in the storm of sound, but somehow Otto managed to force himself to concentrate on the task at hand. Concentration was the key to control. The former scientist's fingers flew over the keys at an almost super-human speed.

Pym watched through a red and black fog, wondering when reinforcements would arrive. The water seemed way over his head at this point. He'd never been a hostage before, and, oh, god, the absolute agony! Oh, sure, he'd interacted with supers before, but never like this! He was helpless, cocooned in adamantium with the effects blood loss setting in swiftly. Even breathing had become an arduous task somewhere along the way. Besides, what did Otto really think he was going to find? Pym wasn't exactly sure what Otto wanted, true, but he doubted the man could find anything about Nick Fury here. It was all hospital records, and there was no way he could ever get out once he had the information. Little did he know, though, that Otto had really just been looking for a computer. Pym had known Dr. Octavius to be a brilliant man in his field, genetic engineering, but apparently the man could also hack like a mad bastard. Several firewalls and pass codes later, Dr. Octopus was reading about an extremely top secret law, and had accessed the cities and dates for the president's press conferences on the subject.

Otto glared at what he was reading. It was just like the government to do a hypocritical thing like they had just done to him. The law hadn't passed yet—it hadn't even been released for public debate—but he doubted it would be much trouble to get it passed. There were, after all, certainly enough mutant haters. The question merely became how many mutant haters there were in Congress… And how many members of Congress would be willing to vote for it just to please their constituents. A sick grin slid across the doctor's face when he noticed the name of one of the cities listed on the tour. It wasn't a particularly large city, and mutant activity was relatively new there. All of the mutants there were apparently illegal by the government's standards. The city's name? Dakota. It was Tesseract's home. The girl had proven herself to be quite predictable and nostalgic over the two years he had been acquainted with her. He was sure he'd find her in Dakota, most likely established there through that Frieda girl she had always babbled about. Well, she hadn't always babbled about her, only in the beginning, before the experiments had become physical. She didn't speak to him or Osborn much at all after that. Truthfully he could've killed that guard for letting her slip through his fingers. That mattered little now, though, because he'd find her and drag her back. Hell, he'd kill Frieda and her whole family if that's what it would take to make Tesseract cooperate.

"Octopus!"

Otto paid the shouting outside the door just enough mind to ascertain that there was no immediate threat to his life yet. The main focus of his concentration centered on hunting down Frieda Goron's phone number, address, parents' names… anything he could sink his metal claws into, really.

"We know you're in there! Come out with your hands up! All of them!"

Otto growled low in his throat. Making jokes, were they? They wouldn't be laughing for long. Oh, no, by the time he was done with the people who had forced this affliction upon him, no one would be laughing. Otto calmly searched the drawers of the computer desk until he located the blank disks. Without a word, he inserted one in the drive and began burning all of the information he'd found.

Pym couldn't believe how calm and in control of himself Otto seemed. As a loud bang, preceded by a threat to break down the door, rang through the room, Otto finally turned to acknowledge the commotion at the door. The scowl on his face made Pym's blood run cold. Did they know this was a hostage situation? He remembered the feeling of those metal claws in the back of his neck and involuntarily wondered what it would feel like to have them tearing through his stomach. Thinking of the violence and heartless precision with which his peers had been dispatched made him ill.

Otto removed the disk from the drive, cased it, and pocketed it. Only once his objectives were complete did he address his surroundings. "You," he whispered calmly to Dr. Pym as he rose to his feet. "You inform them that I have you and I will kill you if I am so provoked."

Pym was mentally frozen but the tentacle tightening around his chest and waist snapped him back to reality. A crimson claw hovered unnervingly close to his jugular vein, causing the three punctures in the back of his neck to burn and prickle. There was no way he wanted three matching ones in his throat. He gulped and called out in a shaky voice, "This… this is Dr. Pym…" Here his voice cracked and he had to stop for breath as two more claws closed in around him, the metal glittering threateningly through the patches of dried blood. The iron reek filled his lungs and made his stomach churn even more violently. His voice began to catch on the sobs that wanted to burst out of the lump in his throat. "Please," he called to the guards at the door. "Please don't make him kill me! Please!" Tears or sweat or both spilled down his face. To his relief the pounding stopped, but the tentacles didn't relax. They waved like cobras preparing to strike, close enough for Pym to see his terror widened eyes. In those reflected eyes he could see the claws, and in those reflected claws his eyes… It was a succession of reflections fading into an eternity too small for him to see.

After a moment of silent contemplation, the voice returned only more cautious this time. "What do you want, Dr. Octavius?"

Otto smirked at the change of tone and address. "Tell them," he instructed Pym, "to put their weapons down and back away ten steps."

"H-how will you know if…"

"You are going out there to tell them." Before Pym could respond, Otto had opened the door with one tentacle just enough to shove Pym through with the other. He kept a tight grip on his hostage with one tentacle while Pym delivered the instructions. Though the biochemist had never really been in any kind of hostage situation before, he felt almost unexpectedly calm. He knew if he killed Pym he'd have nothing left with which to bargain, and wistfully wished he'd taken one of the other doctors hostage as well. It was too late to turn back the clock now, but he knew the security forces gathered outside had no hope of ever challenging him intellectually. Even as he thought on this, another plan began to form.

Pym glanced breathlessly from one leveled gun to another. He'd never been on the business end of so many guns at once. It made him nervous, but not as nervous as the metal arm that still imprisoned him. The scene seemed to freeze forever, though it was probably only a few seconds before the armed men decided Dr. Octopus wasn't coming out and lowered their weapons a touch.

"Dr. Pym…" The one in charge stared at the quivering figure in the doorway. The shoulders of Pym's pristine white lab coat were dyed a shocking crimson that seemed to be spreading from the back of his neck. "Don't worry. We'll get you out of-"

"He wants you to put your weapons on the floor and take ten steps back," the unlucky hostage interrupted. When the guards hesitated, the constriction on his waist and chest increased again. "Just do it," Pym practically screamed. The guns all moved to the floor in a chorus of clunks and clatters. Once the weapons had been discarded and the gunmen had moved back the required number of steps, the tentacled terror made his appearance. He moved forward slowly, keeping his prisoner between him the gathered crowd. The impenetrable glasses scanned the gathering and his mouth was set in a tightlipped, analytical expression.

No one had really known what to expect, but the horror they felt subsequent to laying eyes upon melted mass of metal and flesh was all too evident. "Otto," the man in charge began. Before he could get the words out, the man he'd been about to try to talk down lashed out with the other three tentacles. That's when the leader found out he was not only one of four hostages, now, but a human shield to boot. Three needle sharp claws were pressed against his throat, leaving tiny drops of blood on his fear whitened skin.

Otto held the bodies tight around him in a circle. Even if he had to kill one of them to get out, the corpse could still protect him from bullets. He didn't even have to speak a word. People sidled away from him while he passed and closed back in behind him. An incredible sense of power and immortality surged through him like adrenaline for his ego. The sound of a gun being cocked was heard behind him, but he ignored it. They couldn't get a clear shot at him without hitting one of their men. He was invincible. He was extraordinary. In the end, they had to let him go.

X)O(X

Richie jumped up and down in the crowd, trying desperately to locate any of the other three teens. However, he wasn't particularly tall, and even though he was Gear, he wasn't particularly coordinated. The sounds of gunshots had made his heart skip several beats. None of the Bang Babies had ever used guns; not since receiving their powers. Did that mean Hostreak and Shiv were still in the mall somewhere else, using the distraction to get away with their own robbery? Or were they up to something? By the time Richie fought his way through the crowd surging against him, the gunshots and screaming had given way to crashing at screaming. Richie made it to the store front just in time to see everything in it go flying against the wall, including Ferret. Even people were tumbling head over heals, driven by the invisible force. He looked across the half circle formed by the onlookers and spied Virgil. Virgil's eyes were wide and there was a slight tremble running through his body. Richie knew his friend was terrified of guns, and he didn't blame him. The blond boy made his way around to Virgil and grabbed his shoulder. "Where are the girls?"

"Ferret shot at them… they fell…"

Richie let his eyes fall on the pile of debris against the wall. "What happened? Where are they?"

Virgil shook off his funk, calling on his strength as Static, and turned to his friend. "Tess did something, I'm sure of it." He searched the shattered wreckage with his eyes. If Tess had caused the avalanche then Tess must've gotten them out somehow. If Tess hadn't caused it? Well, the scenarios that possibility dredged up were scenarios Virgil refused to entertain. "I don't know what happened. I don't know where they are…"

X)O(X

Ferret gritted his teeth through the searing pain and dragged himself through the vent. There was a piece of glass in his arm that made him hiss every time he jarred it the wrong way and it felt like he might have a cracked bone somewhere in his leg. This limping crawl brought him into the stripy light of the entrance he had used. He was almost there, almost… His bloody hand slipped on the wall of the shaft and he fell flat, banging his chin on the floor. He groaned, rolled on his side, and put his hand to his face. The jewels dangling from the necklace tickled across his face, which was drenched in cold sweat due to his exertion. It occurred to him he wasn't sure where he was supposed to meet the other two. Should he wait in the alley or try to make his way back to the abandoned subway tunnel? He finally decided to wait in the alley for a while then sniff his way back to the station. Even if they had decided to leave him for dead, they were bound to stumble across him down there. Ferret set his jaw and dragged himself the last few feet down the tunnel. He shifted around in the vent (a difficult task with his injured arm) and kicked the grate out with his good leg. The drop to the ground wasn't that far, but landing on his bad leg, or climbing down with his wounded arm, would suck. His hard thundered against his ribs as he braced himself. Then he shoved himself into the sunlight and felt gravity take him for the third time in less than an hour.

Ferret hit the ground, fell on his good side, and rolled onto his back. It wasn't as painful as it could've been, but it still could've been smoother. At the sound of sirens he staggered to his feet and hobbled a few hurried steps before that familiar odor caught his nose. He looked around the corner and saw the two girls that he'd tried to take hostage weaving across the parking lot. They weren't speaking much. Ferret did have to wonder, however, what they were doing outside when they'd been inside bare moments ago. He didn't have time to contemplate it, though, because he had to locate shelter before the cops arrived. Ferret turned tail and scrambled madly across the parking lot, ducking behind cars and dodging around bushes, until he reached he alley. He felt the shadows brushing cool fingers over him and slumped against the wall, closing his eyes. The brick grabbed his shirt and pulled it up to scratch his back as he slid down, drifting somewhere in the limbo between sleep and wakefulness. He hadn't realized just how tired he was until the adrenaline began to wear off. His daze was torn off by fingers that suddenly dug into his bruised shoulder. Ferret yelped a mix of surprise and pain.

"Did you get it?" Hotstreak demanded, not the least bit affected by Ferret's yelp. The smaller meta-human looked up at him and wordlessly presented the glittering necklace. It caught a miniature beam of light, pulled it apart, and shot back a tiny cluster of rainbows.

"Shiny!" Shiv hopped up and down and clapped his hands. "Special!"

Hotstreak whacked Shiv on the back of the head. "Shut up, dipshit," he hissed. "The pigs'll be crawling all over the place, not to mention Static, and I ain't risking my ass against them for that little rat shit." He gestured at Ferret. When neither of his peers responded, Hotstreak whipped around and stomped off into the shadows.

X)O(X

FATR: Well, that's that, as it stands… I guess it's acceptable…

aleeock: I hear you've finally caught up with us. Good job!

Ms. Manga: I love Shiv and Hotstreak too, and I'm glad you like the way I'm portraying them. I was afraid Hotstreak seemed out of character, and I guess he kind of is, but if you like it that's all that matters. I appreciate your honesty about the Otto and Tess parts, too. Sorry there was more Otto that anything else here, but this chip chip has been a bitch from the beginning. Hope to see your review again this time.

zizzy333: Thankies. Sorry it took so long. Neato screen name too. I like "z" sounds…

Glamek Stalker: I love cartoon Otto's accent! Then again, I'm one of the legions of Otto fangirls, so… but, yes, Ultimate Otto is my favorite because he's just so over the edge by volume ten. I mean, he abducts a plane to Brazil of all places and rips Peter's tooth out for no other reason then to be all sadistic and stuff… Man, I love him… Anyway, Alfred Molina played movie Otto. He was also in part of some Indiana Jones movie, that movie called Chocolate… I think he guest starred on Law and Order… any of those help? And, come on, if you share your blonde moment with my, I'll share… two of my "blonde moments," even though I'm not blonde so I don't get to use that excuse. I'm relieved you liked the part where Virgil couldn't do anything. I was afraid it wasn't realistic. Um… sorry about not so much Ferret here. There's a good chance he'll be in the next chapter, but I can't make any promises seeing as this story is starting to be a bitchy little bitch… ANY-hoo, I look forward to your review.

TallieCat: Hm… well, I'm glad you like Otto's appearance because it looks like he's going to insist on being in here a lot now that I've released him. He's such a proud little son-of-a-bitch. I love him to pieces. Anyway, thanks for your enthusiastic review, and I hope to see you review again.

fang: I'm not exactly sure what you mean. If this chip chip didn't answer what you asked, rephrase it a little and I'll do my best. Thank you for reviewing. Please come again.

LadyKayoss: Oh, yes. Naked ultimate Otto. It makes me grin like the little fangirl I am. In the beginning of Ultimate Spider-Man Volume 3 he was completely naked except for a strategically placed sheet in one of the panels, and he spends, like, ten pages shirtless. It frustrates me that they cancelled Static Shock. I don't know if you got the chance to see any of the episodes or not. Otto's bugging me to let him play a larger roll in this though, so I have to let him. You know how he gets…

crashfourit: Glad you like it. This chip chip was a long time coming. I hope you review again.

Moonjava: I'm glad we could reach an understanding. I think I'm going to keep pushing my luck with the rating, though. People over here seem a little more tolerant than those on the spider-man section.

Penguin Peace to you all and don't be afraid to speak your mind!