A/N: Hello all. A couple of things to keep in mind:

1) This story is co-authored between Madcap and Obi's Second Cousin. You can find Obi's writer profile here: .net/u/1253199/Obis_Second_Cousin

2) This story does touch on child abuse and its effects. No abuse is actually shown, but if you're sensitive towards this type of material, you might want to proceed with caution.

3) Thoughts of the actuators are expressed in italics.

Disclaimer: Neither I nor Obi's Second Cousin make any claim to the material of the Marvel Universe. Only the OC's are ours, and the faeries belong to themselves.



"I will not die a monster!"

Brave last words. He wanted his last words to be brave, to show that he didn't want the horror he'd become to be the way the world remembered him. All he'd wanted was to give the world something good. All he'd gotten was pain, loss, destruction, madness.

Now, he could be a hero.

The dying reactor sank faster than he did. Otto could see the light, still more than bright enough to burn his poor eyes, begin to fade as cold water doused the fires.

I'm sorry. Rosie, he thought, as blackness clouded his vision.

Four other lights flickered, their red glow nearly overwhelmed by the reactor. They did not understand. Why was their father giving up? Why had he turned against them, destroyed the Work? Destroyed everything? Even himself, and them? They had only ever tried to help. That was what they were made for, to help their father create and control the reactor. Hadn't they always acted to further that purpose?

This, this tame surrender to the cold and blackness, this was not right. They couldn't let their father die. His death meant theirs. They did not wish death. Death meant the end of existence, consciousness, everything. They were not ready for that. The Work had not been completed.

They would not die.

First one, then another actuator twitched. Just below- mud and debris, twisted metal and wood, illuminated by drowning orange fire. Above- yards of cold water. They could not swim, they were far too heavy, and improperly designed for submarine propulsion. But they could latch onto debris and pull themselves along, like the octopus their father was named for. So they did. Grasping a pylon here, a cement plinth there, they hauled themselves and their father from the depths. Movement became easier the nearer the surface they came, as water pressure lessened.

Finally, they broke the surface. Water poured from connections and joints and their father's coat and hair to splash on the stones. He hung limp in the harness. The actuators felt themselves fade as he slipped even further from consciousness.



do not wish to die

save him

Water. There was water in his lungs. They had to get it out. There had to be a key in his memories, something that would save him.

The actuator that customarily hung over his right shoulder swayed as it fought to keep from shutting down and dredged through their father's memories. At last, something that might help. The instructions to its siblings were passed along in less time than it took to blink an eye, and they set about to work, one pressing down on his chest to drive the water from his lungs, one turning him on his side so he wouldn't inhale it again.

one more


do it again

He coughed once, weakly.


Another cough- then a fit of it as he tried to expel the liquid that had so nearly drowned him. Otto Octavius gasped for air.

He was alive.

So where they.

The actuators chittered with relief as their father groaned and finally caught his breath. He lay there on the slimy, muddy stones.

"No... damnit... why..."

didn't want to die

"I... did..."

Consciousness was fleeting. Otto passed out again, though this time it was simple exhaustion that claimed him, and not death. He was alive, but if he remained out here, he wouldn't be for long. They knew he needed care, medical attention they did not know how to give.

But who would tend to Doctor Octopus?

The upper-right actuator chirped and swiveled, peering into the distance after the sound of bells. Bells. Bells were good, right? Their father had memories of bells. Bells belonged to churches, which were safe places. Boring, and often opposed to certain fields of scientific inquiry, but... sanctuaries.

need a sanctuary

So they had a goal in view. They could follow the bells to the church- and hope someone would help their father.