Chapter 2: When the Going Gets Tough . . .

As it turned out, the trip to Oscorp Industrial wasn't as rough as MJ had feared it would be, but it left Peter breathless and a touch shaky. He missed snagging a webline once – but he did that once in a while anyway, so he chalked it up to usual mistake rather than any resurgence of his cold.

However, Oscorp's laboratory complex was a huge place. After webbing his backpack to a random rooftop, he took a gigantic leap from the nearest skyscraper and hurtled onto the roof of Oscorp Labs, peering over the edge of the twelve-story building. A few people were passing into the labs, and more were passing out; it was, after all, almost five o'clock.

"Okay, Spidey, you genius, you, what the hell did you expect to do here?" he muttered to himself as he yanked his mask up over his clogged nose, breathing a little faster than normal. His head was spinning a little, but worse, his limbs ached from the effort of web-swinging. He wasn't used to those kinds of muscle aches any more.

And now it seemed like he'd wasted his time, anyway. Doc Ock was having street thugs terrorize interns to get the keys to whichever particular lab he was looking for, so obviously he was trying to lay low; if he didn't particularly care either way, he could have just come and ripped the doors right off their hinges. So what was Peter doing standing here in his Spider-Man costume? Was he going to break into the labs and see what the doc was looking for? Was he going to follow every intern home every night to keep Ock from getting the keys? Or let one of the keys get stolen so he could follow the thugs back to Ock himself?

That last option was a really, really bad idea, Peter decided on further reflection. Not only was he not feeling quite up-to-speed (understatement, Parker, he thought), but letting Ock get that close to success just couldn't be a good idea no matter how terrific Peter was feeling. And it wasn't like he could keep up with every Oscorp employee 24-7 either, so option number two was out, too. Thirdly, his reputation was on the upswing at the moment, so Peter wasn't particularly eager to ruin it when he got caught snooping around the labs – presuming he found the correct lab to break into, and he could even figure out what chemicals were of interest to Doctor Octopus. Which left Peter back at the original problem: why was he here?

"See, Parker," he muttered to himself as he rolled his aching shoulders, "this is why you should think things out first. You're smart, you just don't ever use your darn—"

And then he felt that familiar cold tickle up his spine.

Acting purely on instinct, Spider-Man leapt straight up into the air with a yelp of surprise, yanking his mask back down over his face. An instant later, a tentacle had ploughed into the edge of the building right where Peter had been standing – and Peter twisted around in mid-air to see the face of Doc Ock, a mask of fury.

"You – why are you here--!?" Doctor Octopus demanded, and two of his tentacles dove after Spider-Man again. Peter noted in a vaguely detached manner that Ock had gotten back his fourth arm after Peter had ripped it off last time.

"W-Well – uh – I hear the tours are great," Spider-Man shot back as his feet touched the roof again, and he bounced skyward, narrowly escaping the first tentacle. The second he blocked with his hand, the impact jarring him to the teeth. "Anyway, I could ask the same of you— whoops! – last I heard, you were rotting behind bars!" He leaned back over the edge of the building as if doing the limbo and a metal arm zoomed over his head – but unfortunately, it left him wide open for the next hit, which swept his legs out from under him. Peter gave an alarmed shout as he hurtled backwards over the side of the building – his spider-sense went wild, and Spidey had the insane urge to snarl that yes, he knew the dangers of falling 150 feet, spider-powers or no – and he reached out desperately for the wall of the building. His fingers just brushed the side, and instantly he could feel his fingers sticking; his hand stuck firmly, and his arm jerked taut as the trajectory of the rest of his body changed and he slammed knee-first into the wall. "Ow!" Peter grimaced, but there was no time for that. He coiled against the wall, looking up.

Doctor Octopus peered over the edge of the building just in time to get a face full of Spidey's fist, and he stumbled back, arms writhing around him, curling protectively. Peter, meanwhile, landed with a thump square on the roof, breathing hard, something in his throat threatening to catch and turn into another coughing fit. He grit his teeth against the possibility.

Doc Ock was rubbing his face, but his glare turned onto Spider-Man sharply. "Child, I have no time for you," he hissed, and suddenly all four tentacles were diving at the wall-crawler at once.

"Oh, like I have time for you? Trust me – yikes! – we'd both be much happier – woah – happier – if you'd just stayed in jail, since obviously I don't put you in a good mood."

He could feel that he was moving slower than usual, and it was not a comfortable feeling. Peter twisted away from one tentacle, planted a foot on another to push off out of the path of a third, ducked the fourth, rolled across the ground, leapt up and away from the first tentacle again – and was beaned by the third across the back of his head. Off-balance, Spider-Man toppled forward onto another tentacle, which more or less upper-cut Peter and sent him sprawling across the roof.

Suddenly, there was no holding back the urge to cough, and cough he did, hard enough to make himself need to curl up against his knees as they wracked his body.

So it was that he felt the danger coming but couldn't do much about it, when the doctor slammed two tentacles upside his head and the world went a strangely blissful black.

Peter woke up to screaming – or at least, that's what it sounded like to him at first, his head still spinning from his forced unconsciousness. A couple of moments of laying there on his side, blinking, restored him enough to distinguish that the sound was the whine of engines overhead – helicopters, and one of those new nifty planes that landed vertically.

With a groan Peter sat up, rubbing the side of his head. Right now, right here, was definitely not a good place to be, he judged, and he struggled to his feet. Everything ached far more than before, and Peter could feel a sneeze coming on. He hid it as well as he could, pulling his mask away from his face as he did so. The last thing he needed was gunk on the inside of his mask – it was trouble enough to deal with washing it without Aunt May finding out.

Two things were immediately determinable; Doc Ock was no longer present, and the police were now on the scene, which meant he had busted in after all and probably already retrieved whatever chemical it was that he had been looking for. Great, wonderful, exactly what he needed. Peter kicked himself mentally and wondered if anyone had died – who he'd let down – and more selfishly, he made a bet with himself that he'd get blamed for the whole thing. Good press or not, it wouldn't have been the first time his ass had been handed to the dogs to cover someone else's.

It wasn't dark, but the sun was low on the horizon, and Peter had to shield his eyes and stick himself to the ground as two of the helicopters started to land nearly simultaneously on the roof. Yep, it definitely said 'Police' on the sides of those helicopters – time to beat it. He spun away, and his head immediately informed him that had not been the best of ideas. He staggered.

"Spider-Man! Stop!"

"Put up your hands!"

"Stay where you are!"

Spider-Man, of course, had no intentions of following the orders of the police, and slowly crawled over the edge of the roof and down the wall to give himself a clear shot for his webline to a nearby building. But he paused at the third voice – he knew that voice. Twisting his head around to look up, he saw dark sunglasses and whipping red hair. It was the SHIELD agent.

"Hey!" Peter shouted over the roar of the 'copters. "If you're here, does that mean you admit Doc Ock showed up?"

"No comment!" the agent shouted back. "Come up here so we can talk!"

"'Talk', right," Peter shook his head with a snort. "I've got better things to be doing than going to jail! Don't you have better things to do than arrest me, like chase down the guy with the bad haircut and four huge, waving arms!? He can't be that hard to find, you know, he's the last guy with a bowl cut in the City! And, y'know, the arms. Dead giveaway."

"You! Mutant!"

Both Spider-Man and the SHIELD agent turned to stare at the wide-eyed policeman who suddenly appeared over the edge of the roof, his gun trained on Spidey. "Get up here right now! Right now!" His voice shook just slightly.

"Pushy, aren't we?" Peter muttered to himself, shaking his head slightly. The 'copters were starting to make his headache worse; he had to get going, anyway, before things went from bad to worse. "Sorry, Slappy, but I don't think it's fair for you to have to spend all your time on little ol' me," he started, just as the SHEILD agent snarled, "Get back, rookie, I'll deal with this one!"

But the cop was clearly acting more on his fears than on orders, and it was a lucky thing Peter had had minor precognition. He squeezed the trigger; Spider-Man let out a startled whoop and somersaulted off the wall spectacularly for someone who was dodging a bullet. As he entered free-fall, he shot off a webline and swung away. "It's been fun!" he shouted hoarsely at the agent, but if she heard him, she didn't react, all her attention on the rookie cop, who probably had just seen his entire career as an officer go down the toilet.

Sore and tired as he was, and always on the verge of coughing, Peter put everything but web-swinging out of his mind as he started for home; despite his flippant remark to Mary Jane, he certainly had no intention of splatting on the sidewalk, or anywhere else, for that matter. The sun was setting when he got back into Forest Hills, and he slipped into his street clothes and, after finally letting himself cough for all he was worth, he shuffled up the street from the direction of the bus stop.

As it turned out, his show was wasted – Aunt May wasn't home. She'd gone to some town hall meeting up the street, evidently, according to her note – and warned Peter to have something warm to eat. Peter was a little ashamed of himself when the discovery filled him with a sort of relief; his jaw had swollen some from the impact he'd taken, and he wasn't totally sure Aunt May would buy that it was swollen lymph nodes. Grabbing a bag of frozen vegetables from the fridge, he nestled it between his jaw and shoulder in hopes it would reduce the swelling and poured himself a bowl of cereal – for some reason, chicken noodle soup just wasn't appealing to him at the moment. After grabbing the remote phone and turning the TV to News Channel 5, he flopped down on the couch, took a couple of mouthfuls of Lucky Charms, and, with his eyes glued to the TV, he called MJ.


Peter was envious of Mary Jane for having her own phone line in her room. One of these days, with my vast reserves of money, I'll buy myself a cell phone. "Hey, MJ! It's Peter."

"Hey, Pete!" Mary Jane's voice was full of relief, and Peter felt a twinge of guilt. Sure, telling her his secret had kept him from hurting her feelings, but was it really fair to her to let her worry about him every time she saw a news flash on TV? "Are you doing okay? What's going on? I just saw something on TV about the Oscorp labs getting robbed—"

"Yeah, yeah, they're playing it again on channel 5," Peter answered, turning up the volume on the TV. "Hang on a sec."

"—Corp laboratory complex was ransacked, and some chemicals, only described as 'highly valuble', were stolen. We have been unable to speak to the laboratory scientists, but fourteen individuals were injured, and two are in critical care. Chief Stacy had this to say about the incident:

"'We don't know for sure who's responsible yet,'" Chief Stacy said, standing in front of the labs and a number of cop cars. "'Witnesses are still half-mad with shock. We'll see.'"

The scene then switched back over to the anchorwoman. "When asked whether rumors that Spider-Man was on the scene were true, or whether the incident might be related to the recent escape of Doctor Otto Octavius – a former Oscorp employee – from custody, he only said, 'No comment'.

"In other news—"

Peter sighed, muting the TV again. "At least I'm not getting blamed for this one yet." Fourteen people wounded, and two might die, because I couldn't get my act together fast enough. Crap! Yep, some superhero I am.

"What happened, Pete?" MJ sounded worried.

"It's – well, it's kind of a long story." Peter narrowed his eyes at the television. "Can you come over?"

"Mm, I'll have to ask my Mom. We're having dinner soon."

"Hey, don't pass that up, your mom's cooking rocks," Peter pointed out. "Unless, you know, you'd rather share my Lucky Charms." He paused. "I didn't mean it quite that suggestively, though."

But Mary just laughed, and Peter liked that sound, even over the phone. "I know what you meant. Look, I'll eat as fast as I can, then tell Mom I needed help with chem."

"Which is true," Peter pointed out, winding up for a sneeze.

"Yeah, but don't think for a second I'm going to let you tutor me until you've explained to me what happened!" MJ informed him crisply as Peter sneezed.

"Okay, okay," Peter grinned, sniffling. It was funny, he thought, that sore, tired, achy, and stuffed-up as he felt, talking to MJ could make him feel 100 percent better. "Come over soon."

"I will. Oh, and take some cough syrup or something, okay? I feel bad for you, and I don't want to catch your cold," she added teasingly.

"Yeah, I don't want you to catch my cold, either," Peter answered with a slightly annoyed air. He'd have to wait until this virus passed before he dared kiss Mary again. "See you soon?"

"Yep. Don't work too hard, okay? Bye!"
"Bye." Peter turned off the phone, and went to the medicine cabinet for some cough syrup, then checked his jaw. Better than before. He downed the syrup and put the vegetables away, and ate his way through two more bowls of cereal while he watched the news for any further information. Nothing, nothing, the Sentinels had been ruled unconstitutional or something like that, another warning that Ock was on the loose and keep your eyes peeled, don't be a hero if you see him (Peter choked on his cereal), just call the police, and some special about talking to dolphins. Boring.

Peter turned off the TV and started downstairs to his 'lab', dragging his backpack with him. Was this going to always be some kind of pattern with him? Get spanked at the beginning of the conspiracy, go through the drama associated, then finally stop the bad-guy at the last minute? Because it was getting irritating.

Besides, when he got spanked, he wasn't the only person getting spanked. Fourteen people hurt, and he'd been right there, sleeping like a baby. It was his fault by association; he knew he couldn't always be there, but when he was, he should be doing something other than getting knocked cold.

Well, MJ was coming over, so he figured he should do his separate homework first. He spread his Physics homework out in front of him . . . and spent fifteen minutes staring at it blankly, his mind elsewhere.

Firstly, after taking so much care to not be caught for at least a few days, evidently, why did Doc Ock suddenly show up and just take what he wanted? Well, that was a riddle easily solved – SHIELD had kept quiet about his escape up until that afternoon, but the moment they released the information, there was no reason to lay low any more. After all, Peter was relatively sure that he was the only person in Manhattan who could take on Ock with reasonable certainty that he would have a chance at winning – now that Spider-Man knew Ock was free, there was no reason to hide any more. It was weird, Peter thought, to think that he might have been the only reason Ock was hiding at all. But maybe he was giving himself too much credit. I mean, if Iron Man deigned to deal with these guys, that would also be bad news for Ock. Maybe he was hiding from higher-powered superheroes – but now he was just being frivolous. For whatever reason, Doctor Octopus was done hiding. Peter put the matter aside.

What did Ock want from the chemical labs? As far as Peter had been able to tell, the last time Ock had been running around free he'd been trying to get revenge on Hammer for 'making him into the monster he was'. Now Hammer was dead, so what did Octavius want out of life?

Okay, Parker, maybe you're getting ahead of yourself, trying to get inside the mind of a madman. Let's review the facts, shall we?

The facts were that Octavius thought that Hammer was the one responsible for having his arms welded onto his body. Why would he think that? Peter reviewed the last time he'd fought Doc Ock; hadn't Ock said something about Spider-Man being one of Hammer's homemade soldiers? Maybe . . . maybe Hammer had been giving normal people weird powers like his own. Or tampering with mutants? Peter rubbed his temples and growled under his breath. He wouldn't put it past the creep.

But the truth was Ock had gotten those arms from Oscorp labs, in an explosion only a few weeks after Peter had gotten bitten by that spider. He remembered seeing the arms at the Oscorp labs. So, why did Octavius blame Hammer?

He had to have lost some portion of his memory, Peter decided – but he already knew that. Doc Ock would've known Spider-Man and Peter Parker were one and the same if he hadn't. But how did Ock know about whatever secret experiments on humans Hammer had been conducting in the first place? He'd been working for Oscorp, so what would he know about Hammer Industries?

So ' none of this helped Peter get any closer to figuring out why Ock was stealing chemicals from high security Oscorp labs. With a sigh, Peter wrenched his mind from the issue. Ock obviously didn't know who he was still, so that was his main fear dealt with. Now all he could do was wait for the madman to reappear – and get his homework done in the meantime.

"Okay . . ." Mary tapped the first page of her homework, then glanced up at Peter. "You okay, Tiger?"

Peter's face had gone distant again, and he wrenched his eyes back to Mary Jane. "Oh, yeah, you know . . . just . . . what would he want from Oscorp?" He scowled down at his own chemistry homework, grabbing a Kleenex and blowing his nose. "If Ock comes back big, green, and ugly – I mean, uglier – I quit."

MJ laughed softly, but with a twinge of sadness. Harry had claimed the huge monster that had attacked their school was his dad, and evidently Peter agreed that the creature was some mutated form of the former head of Oscorp. And the problem at hand was really eating at him – it seemed like he'd thought of nothing else all day. "Hey, look at me," she said, touching her hand to the side of Peter's face and turning his head towards her. "You can't worry about that now, okay? You said it yourself – you don't know what's going on, and you'll just have to wait and find out. You can't worry about it." She smiled her best reassuring smile, and part of her wondered what it would be like to be married to Peter Parker, otherwise known as Spider-Man. Would she be comforting him all the time like this? It was worth it, she decided, for the grateful look he sent her way. He was so cute – even with the cold-induced dark circles under his eyes and the swollen jaw.

"Thanks, Mary," he said softly, and gave her a one-armed hug as his eyes swore this wasn't just some passing crush – this was real – and MJ shivered, a smile on her face. She loved that look. "So, um, right, chem." His eyes swung back to her notebook. "The teacher was talking about balancing the reaction, remember? Well, sometimes it doesn't balance exactly right, so you get side products, like water and carbon dioxide. But you have to have the right number of each element to produce the main product on the other side." He did the first problem for her, walking her through each step. "Get it?"

"It always makes sense when other people do it," Mary pointed out. "Then I try to do it myself and it just doesn't. Give me an English paper any day, I suck at science."

"You do not – you suck at math," Peter corrected authoritatively, and laughed when she slugged him in the shoulder, before coughing a bit. "Okay, okay, geez. Violent."

"Yeah? Well, you wouldn't be laughing if I'd been bitten too, now would you?" Mary teased.

"Oh, come on, you don't want my problems," Peter informed her.

"I already do have your problems, Pete," she answered, and it must have out more sorrowfully than she meant it to, because Peter's gaze dropped.

"I'm sorry, MJ, I know," he mumbled. "Man . . . just . . . I wish I could, you know, kiss you," he blurted, and his cheeks reddened. "But I've got this cold! And sometimes . . . I kinda wish I hadn't told you. Because – I . . . I don't want you to be scared all the time about me. You should be worrying about yourself, not me."

Mary bit her lip, and reached out to cover Peter's hand with her own. "You know, sometimes I wish you hadn't told me, too," she said softly. "Because I thought it'd be, y'know, fun to see you on TV fighting badguys and knowing that that's my boyfriend. But it is scary." She sighed. "But . . . I'm glad, too." She squeezed his hand, and he squeezed back firmly. "I wouldn't wanna be left out of the loop on something like this. It's . . . something special." She grinned. "Our special little secret. And I'm glad that I can help, too."

Peter's smile was relieved and excited at the same time, and she felt her own heart lift. "Thank you, Mary Jane," he said fervently. "Thank you – I – I'll kiss you for it as soon as I'm over this stupid cold!"

"Thanks, Tiger," Mary answered, placing a finger over his lips. "Now. Let me do the next problem, and you tell me if I did it right, okay?"