Title: Sing A Song of Sixpence

Author: skarletfyre

Rating: T for now, but may change to M with addition of later chapters.

Summary: Unbeknownst to most, Dr. Connors had not one child, but two. Ten years after his daughter ran away, she shows up on his doorstep as a mere shadow of the little girl he once knew. Strangely enough, her arrival coincides with that of the new super-villain on the block that goes by the name of "Blackbird."

Disclaimer: I do not own nor am I affiliated with Spider-Man, Marvel Comics, Stan Lee, or anything else that's remotely awesome. I simply twist it to suit my own purposes.

A/N: Yes, I realized this chapter was short, but I'm not very good at action scenes and my Creative Writing teacher keeps telling me to speed them up. So, yeah… Take that Mr. Nelson… Whatever, please review and/or message.

Doctor Octopus clung closely to the large, dog-shaped gargoyle beneath him, the only thing between his body and the ground, some forty feet down. Rain beat down around him and against him, making him question, and not for the first time, if he had truly lost his mind.

After leaving Curt Connors house two night before, he had taken it upon himself to do a bit of digging on his own, trying to find out anything he could about the mysterious 'Blackbird.' It was surprisingly easy, once he found the right people to be asking.

No one, even the best sources, really knew much more about her than Mysterio had already told him. She was young, attractive, reclusive, and apparently in no need of money. The things she had stolen so far were not for a profit, one source assured him. She needed them for a project she was working on, and they were all vital parts of it. Otto couldn't help but be reminded of himself several years ago, his ambition and determination to complete his task. He was also warned that she was extremely volatile and dangerous, and a remorseless killer if she needed to be. No one could tell him where she was or what she was working on.

However, he did manage to gain one piece of highly valuable information last night, and that was the site of her next target: a local teaching hospital with a new experimental radiation treatment that had all of the plusses with none of the detrimental side-effects. A serum of that importance was worth several million dollars, and under incredibly heavy guard. Dr. Octavius suspected that the Blackbird would have no trouble getting in and acquiring it.

He'd been perched on that ledge for close to two hours, and was just about ready to give up and go home. The rain was freezing and relentless, and he was starting to lose feeling in his hands and feet. His legs were cramping from crouching for so long, and he knew he would pay for it later.

Just as he was preparing to give up and return to his barren warehouse, one of his actuators chirped warningly. It's camera focused on a corner of the roof of the hospital, feeding the images it received directly into Otto's brain. There, just coming out from the roof doors, a small dark figure emerged clutching a small package in its arms. Strange, he hadn't even seen her go in. It looked around cautiously, then ran quickly to the edge of the roof and hopped onto the ledge. Lighting flashed blindingly, illuminating the figure of a young woman, maybe in her early twenties or late teens. Something about her seemed alarmingly familiar to the freezing doctor, but he didn't have time to think about that. As he watched her from afar, her body started to change.

Her shoulders hunched in a way that looked almost painful, legs snapping down and at odd angles. Otto's eyes widened as two dark masses erupted from her back, growing and shifting into a set of enormous black, feathery wings. They unfurled around her majestically, spreading wide in the wind. She began to crouch, readying for flight, and Ock knew that it was now or never to make his move.

He sprung into action just as her feet left the ledge, using his actuators to propel himself across the gap and crash into her. She yelped in surprise and shoved him away with surprising strength for something so small. He had a good six inches on her in height, and at least seventy pounds, yet she threw him aside like a rag doll. He quickly regained his balance, using the arms to steady himself. She recovered just as quickly, wings flapping violently to steady herself. As the lightening flashed again, he saw that her eyes were entirely black, as were her hair and clothing. Her fingers were elongated, tapering into scaled black talons, and so were her feet. The look of rage on her face was positively feral.

"You're a tricky one to find," Otto yelled over the pounding rain, lowing his arms (all of them) peacefully, but staying on his guard. He didn't know how much of her human mind was retained in the transformation process, but he hoped it was enough to distinguish between friend and foe. He wasn't sure which one he counted as just yet.

"I have a business proposition for you, Blackbird," he called when she didn't reply. "Perhaps we might adjourn to somewhere more hospitable and discuss it peacefully over a drink or two?"

"I don't want your business," she said, her voice strikingly familiar to him, but he couldn't place it. "I work alone. Now I suggest you step aside and let me go, it won't be long before the guards find their way up here."

"Aren't you even the least bit curious?" he said, taking a cautious step forward. She was instantly on the alert, clutching her precious cargo possessively to her chest, her black talon-fingers tightening cruelly. Otto backed off, not wanting to spook her, yet he was starting to get irritated. "It could be highly profitable to the both of us. I've heard a few things about you, and I believe that we could work very well togeth-"

"I said step aside," she snapped, cutting him off. "I am not interested. I don't want to hurt you, but I will not hesitate if you attempt to withhold me."

Otto was intrigued and frustrated. Before he could speak however, one the actuators whipped around, twisting towards the door and opening wide. It informed him that there was someone behind the door, possibly more than one person, trying to get onto the roof. Guards, no doubt come to check for the thief. Blackbird seemed to have heard them too, and clearly made to leave quickly whether Otto wanted her to or not. One of the actuators not watching the door shot out and grabbed her leg as she leapt skyward, dragging her back down and closer to him.

She hissed ferociously, attempting to swipe at him. He yanked her out of range, dropping her harshly. As soon as she was stable again, she flew at him savagely, claws slashing and wings flapping rain into his face, blinding him. One of his human hands closed around her wrist, pulling her off balance, just as the roof door burst open, two security guards rushing out with weapons drawn. They both froze when they saw the two villains engaged in combat. Unfortunately, they recovered quickly.

"Freeze!" the older looking of the two shouted, pointing him weapon threateningly at Blackbird. She hissed at him, mouth open wide, revealing an abnormally long and pointed tongue. Not quite as impressive as Venom's, but enough to give Doc Ock the shivers. The younger and more terrified looking guard yelped, eyes closing, fingers retracting instinctually.

Time seemed to slow down as soon as the gun fired. The cameras in the actuators measured and calculated the bullet's speed and trajectory, instantly informing Otto that the bullet, if left unhindered, would strike Blackbird square in the chest and kill her. This was bad, because Otto needed her alive. He needed to know where the Genesis ZephIR device was. Not needing to think about it for even a moment, he swiftly pulled Blackbird out of the way towards him. He twisted out of the way so she wouldn't crash into him. That's when the second shot sounded.

Otto felt a searing pain in his shoulder. The actuators shrieked piercingly in his mind, sensing that their master was injured. Blackbird was released from their clutches, falling roughly from their grasp. He couldn't see for the pain, and knew from his light-headedness that he was bleeding quite a lot. The irony that he was currently at a hospital would have made him guffaw if he didn't think it would hurt so much.

There was a yelp to his left, and then a scream, followed by a terrible ripping sound. He staggered blindly to the side, his strength leaving him along with his blood. His legs hit what he assumed was the small raised edge of the rooftop, and then he was falling. The actuators, which normally drew from his own physical condition, were helpless to save him.

He felt a sudden tugging on his side, and then it occurred to him that he was not yet splattered on the pavement. Blearily opening his eyes, he found himself staring into the unearthly black orbs of the Blackbird.

Her arms were wrapped snuggly underneath his armpits, holding him against her as she flew, her wings beating strongly and carrying them away from the hospital rooftop. In a fleeting moment of lucidity, Otto realized that she wasn't actually wearing a costume, or any manner of clothes at all. Her entire body was covered in a coating of downy black feathers, thinner around her neck and arms from what he could see. Through the down, he could what appeared to be markings or symbols etched into her skin. The rain-slicked feathers were all that covered her pale flesh, and it struck him that this was the closest he'd been to another human being since his accident three years ago.

This realization was quickly forgotten as darkness rushed forward to greet him, creeping up on the edges of his vision, dragging him down away from reality. The last thing he saw before blacking out were her eyes, staring down at him, emotionless and unblinking. Those eyes haunted his nightmares.

Spiderman watched on silently, thinking deeply.

The hospital security guards were past saving now, and there was nothing he could have done for them in the first place. Blackbird had ripped them to shreds with her talons, twisting the younger ones head around so far that his neck met his spine. Speaking of spines, she had removed the older guards entirely. Spiderman had seen a lot of terrible things, but that was just disgusting.

He'd almost swooped in to help when Otto started to fall, but there was no need. Blackbird had a hold of him almost before he was completely off the roof. Spiderman wasn't quite sure why she'd saved Otto or where she was taking him, but hopefully nothing too terrible would happen to the portly scientist.

The speed with which she moved was incredible and inhuman, as was the grace she used when maneuvering around. As large as ungainly as the wings may appear, she had remarkable control of them, like she'd had time to become accustomed to them. Spiderman wondered how long she'd been like that, and how it happened. She looked very young, maybe a year or so his junior. He also wondered if she could control the transformation, or if it could only be triggered by something, like the Lizard. Perhaps 'Blackbird' was an identity completely separate from its masters.

And what did Otto want with her in the first place? The only reason he'd found Blackbird was because he'd followed Otto climbing across the skyline with an intense expression on his face. He'd meant it when he said he'd be keeping an eye on him…

Doc Ock may have a history of working with others (see the multiple incarnations of The Sinister Six) but he always had an ulterior motive, something he wanted and couldn't get on his own.

And then it clicked.

Blackbird stole the Genesis ZephIR, the very same device that Doctor octopus had been pining after for the past three weeks. He needed her to get it's location, and then to take it. Of course, it was so simple! If Spiderman followed them, he'd almost certainly end up at the place where the stolen loot was stashed and be able to get it back.

However, by the time he realized this, the rhythmic flapping of Blackbirds wings had long since faded away. The rainy sky was now empty, save the occasional flash of lightening. Spiderman sighed.

"Shit."