Author's Note: Maybe I came down a little too hard on my self in that last chapter. But anyway, Thanks to all my lovely reviewers. This chapter is dedicated to you guys. 50 REVIEWS!!! I didn't think that I would get that many . Hey Agent Silver, Don't worry, this story will end when I run out of ideas. (And I've got more than I can count). This is actually, more of an Otto story than a normal Spidey story so…Happy New years everybody!


Chapter 13: Resentment

A week later, Otto stood staring out the window at the trees in the park. A week had gone by and Rosie was still there. He just couldn't believe it.

"See ya' Otto!" Peter called as he ran down the flight of steps.

"Where're you goin'?" Otto called after him.

Peter stopped and turned, "To class… and, I'm driving Rosie."

Otto looked at him in a puzzled way before remembering that she had her old job as the professor of literature.

Rosie came out from the bedroom wearing white jeans and a flowered blouse, over which was a faded, bluish-white acid-wash jean jacket that was a size too big for her. She had rolled up the sleeves a few times up to her elbows and out of the six buttons that were on the front, she had the center two buttoned.

"I see you found my old jacket," Otto sighed as Rosie walked over to him and put her arms around his neck. "And I see you can't button anything right," he continued.

"Well, you don't wear it anymore," she smiled, "And no one's perfect… especially you," she said trying to imitate his infamous scowl that he was so good at, only to break out in laughter.

"Well, I have one thing to say to you-" He started as Rosie leaned in and kissed him, keeping him from saying anything else. It's extremely hard to be truly in love with someone unless you can tease each other… something that Otto and Rosie do quite often.

Their passionate embrace was broken when the doorbell rang. MJ came out of the living room and opened the door, "Oh, hello Dr. Connors," she said sweetly.

"MJ, good to see you again," He replied as MJ invited him in.

As Kurt came up to the top of the steps, his smile turned into a broad grin, "You are alive!!" He exclaimed.

Rosie put her hands on her hips and put on an expression of mock shock, "Well, Thanks for the 'Hello.'" Otto gave a suppressed laugh behind his wife.

After a few minutes, they all walked down the steps into the red ochre corridor. "I might drop by for a little bit this afternoon," Otto said to Rosie as she opened the door. Peter stood at the top of the steps holding MJ close and whispering something into her ear. Whatever it was, it made her laugh and she quickly kissed him and nudged him down the stairs.

"Now, I don't want to see you two making out in the teacher's lounge later," He said with a growing smirk.

Both Otto and Rosie burst into laughter. "Kurt, leave," Otto said, his voice cracking with mirth as he pointed at the door. Kurt had always been a bit of a 'class-clown' and he was always ready to make a humorous remark about something.


Otto watched as Peter drove them off to Morningside in his uncle's old tan Oldsmobile. Otto walked back up the stairs and over to the couch on the far side of the room. He flopped down on it and sighed. His life had certainly taken a turn for the better now. Rosie was alive, he had the strength and physique of Superman, basically; the inhibitor chip was functioning perfectly, and he no longer needed his glasses. Everything was perfect. But there was a nagging feeling inside of him… What about Venom? And Harry? They were still posing as a threat to New York. Although, they both were not out to steal any amount of money or rebuild something… they were just out for revenge. That element of the situation was difficult to deal with, both for Peter and Otto.

"You're awfully quiet," May said coming into the room with a teacup of something. "I brought you some tea."

"Thank you, ma'am," Otto said as she placed it down on the table in front of him.

"Oh, psh… don't worry about all of that formal stuff, we're all family now," She said sitting down in an armchair with her own cup.

Otto smiled and quietly laughed as MJ walked into the room. "What's so funny?" She asked; a teacup in her hand as well.

"I don't mean to sound sarcastic but, we are the weirdest family I have ever seen," Otto said leaning his head back and closing his eyes. They all sat there in silence until Aunt May looked at the paper. It said something about another one of Venom's attacks. "It's becoming cumbersome to relax what with this monster running around," Aunt May said sighing. Otto looked up at her and raised an eyebrow. "Oh, not you dear," May said reassuringly, "This…thing they call Poison or Venom or whatever." Otto nodded and took a drink from his cup, then lay back down.

Venom sat perched upon the top of the spire on the Empire State Building. In the cold, clear air, he saw the many people bustling about.

"Are you hungry, my friend?" Eddie hissed to the symbiote in his double-toned voice.

Not today…I'm eager for a rematch with the octopusss, Venom hissed inside of his mind.

"Yesss, I am too… I made a vow yearsss ago that I would make him pay for ssstealing away the only person I loved."

You shall need to explain more of thisss 'vow' you ssspeak of later, as you talk and fret over it conssstantly, Venom hissed.

"Ssso I shall," Eddie said reassuringly to his counterpart. In one black, taloned hand, he clutched a copy of The Daily Bugle. In one article it said in bold letters, "Mayor to give speech and unveil the city's newest statue in one month!!" "Thisss mussst be what Harry meant by 'Be ready'. There will be a lot of people… Perhapsss Ssspiderman and the Octopusss will be there if we stir up trouble," Venom cackled. "Yesss… Thisss isss perfect."


Peter sat attentively at his seat, scribbling down every note and procedure Dr. Connors explained. When he was done, Dr. Connors turned to the board and began hastily writing something down on the board for the class. "Now I know we are a little short on time…"

Upon saying that, Everyone's eyes in the class flew up to the clock. What he'd said was true. The four-hour class was nearly out. It was nearly 4 o' clock. Thank god we only have this class twice a week, Peter thought to himself. "…But I need you all to copy this problem down and return to class on Tuesday, next week with the complete answer," Kurt finished. The bell rang shrilly a few seconds later, signaling the end of class. Peter was the first one out the door. A few seconds before the bell rang; he had heard some sirens scream past.

Peter changed hurriedly in the bathroom then disappeared through the air vent into the outside air.


Eddie still sat atop the tall spire reading the paper. One particular article had caught his attention. "Empire state University acquires original literature professor again." Eddie read the article a few times over. "Rosie…" He whispered. "But how?... She-She was killed, just like I told her she would be," Eddie muttered under his breath. Eddie thought long and hard about what Otto had done to bring her back. He stood up and leaped from the spire. It really didn't matter anymore… she was alive.
Rosie sat at her desk in the lecture hall while a group of students crowded around her to ask questions. She had answered most of them but it seemed that whenever she'd answer one, three more would fill its place.

She finally shooed them off, "Away, away," she said with a growing smile on her face. "You all have lives right? You don't need to be cooped up in this lecture hall forever, begone," she said laughing. The students left reluctantly. One girl waved vigorously as she left, "See you next week!"

Rosie couldn't help but smile. She sat down at her desk again and ran her hand through her hair. She checked her watch as she began packing her things. Kurt promised that he wouldn't be late.

Eddie stared through the slightly ajar door at her. It was her. He pushed the door open silently and walked toward her down the isle between the amphitheater seats. "Rosie?" He asked in a slow voice. She looked up startled, thinking that it was Kurt only to find a heavily muscled man with short, messed up blonde hair and five o'clock shadow. She had seen this person before… "Wait a minute… Eddie?" She asked. He smiled and nodded.

They both stood for a while staring at each other… that is, until Rosie thought back to the last time she saw him, "What do you want?" She asked him, her smile dropping a bit.

"I-I um…" he stammered, scratching the back of his head, "Oh for God's sake, Rosie I came back to ask for a second chance," He confessed, a pleading look in his eyes. They both stared at each other and an awkward silence formed.

Rosie shook her head, "N-no," she sighed as she put her fingers to her temple. She dropped her hand and continued, "Eddie… I'm not in love with you. I'm in love with Otto."

Eddie kind of lost it then, "What do you see in him?!?" He exclaimed, "He killed you… I don't know how you came back, but still…"

Rosie lowered her eyebrows into a scowl, "Well he, for one, was not a big, macho brute… he actually cared about me more than his ego. I'm sorry Eddie… but if you really want to know… I just- I wasn't truly happy when I was with you…" She said.

Eddie started to say, "But he's Doctor Octopus for cryin' out loud!" But Rosie held up a silencing hand, cutting him short. "Eddie, please… I'm not the one for you… now leave," she finished, turning back to her stuff. The symbiote writhed inside of him, sensing his anger. There was an awkward silence before he turned and walked back up the isle and to the door. He stopped when he got there and turned to look at her. She turned, glanced at him and turned back to a small stack of papers she was putting into a folder. Eddie left without a sound.

She went back and sat down at her desk. She leaned her forehead on her hands and thought. Her face was still burning. What had bit at her the hardest was, "What do you see in him?!? He killed you…" it brought tears to her eyes. "Otto didn't mean to… besides, he made up for it," She told herself.

She had remembered from the demonstration. She had remembered running to him, "Otto, Get Back!!" as a hunk of masonry fell from the ceiling to right between them. She remembered Harry, "SHUT IT DOWN!!"

"IT WILL STABILIZE, IT'S UNDER CONTROL!!" Otto yelled back to him. She had run behind the pillar to escape anymore flying debris. She didn't think about the windows and their metal frames. They were able to be pulled by the magnetism. The shattering glass, her dying scream. As she fell to the floor, she remembered looking at Otto, at his horror-stricken face.

She tried to call out to him, to worry about the fusion reactor, but to no avail. She couldn't even move. Rosie watched as a prominence escaped from the machine and slammed into his back. She watched him be electrocuted, heard his scream. The pain in her body was excruciating, but she watched as he fell to his knees, his strength gone, and then flopped limply to the floor. His breathing was ragged as he looked to her. Their eyes locked, his said clearly, 'I'm so sorry,' he then passed out as the reactor partially exploded outward then imploded on itself, dragging half of his machine with it. The one that he had worked so hard on.

Rosie remembered watching the sun fizzle out. As the flames of that mini-sun were snuffed out, so was her life.

By now the tears were streaming down her face. She felt the presence of someone next to her. Wiping her eyes with her sleeve she looked up into her older sister's smiling face. "Lily," She said getting to her face. Lilia smiled at her before the two sisters hugged each other warmly. She knew Otto could do it. They pulled away from each other. "What's wrong?" She asked Rosie.

"O-Oh nothing… I was just thinking about… something," she said hastily trying to brush the remaining tears from her eyes.

"Sorry I'm late," called a voice from the back door of the classroom. Kurt emerged, his cheeks were flushed, and he had clearly run all the way across the campus. "It's kind of… hard, to get here quickly… when my department is all the way on the other side of the bloody university," He panted. Kurt disappeared into the storage room behind him to place something in there. Lilia sat down at Rosie's desk and began looking at some of the papers as Otto silently came up behind her and tapped her on the shoulder. Rosie whirled around to see who it was. There was no one there. "Lily," She said looking at her sister.

"What?" She asked looking up. As Lily looked back down, a smirk spread across her face. Rosie sighed and turned around to find Otto standing right in front of her. "Oh!" She said as he grinned at her.

Otto noticed the tired look on her face, "What's wrong?"

Eddie watched through the door, which was slightly cracked open, at the pair. Rosie was saying something to him. After a while, he took her into his arms as she looked down at the ground, still saying whatever she was saying. Otto shook his head as they held each other close. After a few moments, he lifted her chin to look him in the face. He said something to her and she laughed as they leaned in and kissed each other. Eddie growled angrily and flew down the corridor. He resented Otto even more than ever now. "Oh, yeah, I'm really gonna get him at that event," He snarled to the symbiote.

Ssso we shall, the symbiote hissed back.


They drew away from the kiss as Kurt walked back into the room. He looked at them suspiciously, "What did I say guys?" He grinned. They both looked at their friend.

"Shut up Kurt," Rosie said quickly, as everyone laughed. Peter walked into the room, "What's everyone laughing about?" He asked. Peter was sweating slightly and was a little out of breath.

Rosie shrugged, "Oh, nothing… I don't think you've met Peter," she said turning to Lilia.

"No I haven't had the pleasure," Lily said standing up and shaking Peter's hand. "I'm, Rosie's older sister, Lilia," She said formally, "I've heard quite a lot about you, Peter."

"Thank you," Peter said shaking her hand. As Lilia sat back down, she noticed Kurt staring at her.

"What?" She asked.

Kurt coughed and cleared his throat, "O-Oh, n-nothing…" He stammered, blushing and pulling at his collar.

Rosie, Peter and Otto all looked at each other, wry smiles playing on their lips.

"What?" Kurt asked suspiciously.

"Oh, nothing," Peter muttered.

"I think it's time we left," Otto said walking to the door.

Outside, about halfway across the city, Venom swung slowly in a menacing manner. "Jussst a quick bite, then it'sss back to Ossscorp," Venom hissed to the symbiote that covered his entire body.

He swooped into an alleyway. There was a high pitched shriek that came from within and five minutes later Venom flew out, cackling.

Outside of the university, Rosie climbed onto Otto's back and wrapped her arms around his neck. "Hang on," He said back to her.

Using his tentacles, He launched himself into the air. Rosie looked down as they went higher and higher. Eventually, they came to the top of a sky scraper. Rosie thought that they would stop, but Otto pushed off from it and flew outwards into a swan dive. The air rushed upward as the pair raced toward the ground. She was enjoying this to no end.

At the last possible second, the two upper actuators locked onto a building and flung them forward. The ride was so smooth. So this is what it's like to fly, Rosie thought to herself. With nothing beneath her feet, the city looked so beautiful from this new perspective. They eventually landed on the balconies in front of a half moon window at the apartment. She slid off his back laughing.

"Oh, wow," she said, a broad smile across her face. "So that's how you get around."

"Well, it certainly is a lot more fun than driving," He said.

Though that outing was certainly fun for them, the feeling of dread had returned. Otto didn't know what was going to happen next, but… it wasn't good.