Doc Oc POV

I did it. Spider-Man is gone. I smirked as the unmasked Peter Parker kneeled on the ground, his Aunt May holding him in a futile effort to give him a sliver of comfort in the face of my greatest triumph. Oh, the humiliation, the shame he must feel to be utterly powerless, surrounded by enemies, unable to protect his precious Aunt.

"How does it feel, Peter Parker, to know that every hero in the city will die because you didn't listen to my warning? Because of your arrogance?" I'm gloating I know but there was no reason to hurry. Spider-Man was defeated, all the heroes were stuck in a death trap, and I had a few of the strongest villains in the city under my control. I count spare a few moments to revel in my success.

Parker kept his head down, but his aunt glared at me. She's a brave one I have to admit.

"What, no quips? No jokes?" I mocked with a dramatic sigh, a cruel smirk on my lips. "Look on the bright side Parker, you get to watch your friends last minutes." I motioned to the hole I had created.

"No! I won't allow this!"

I looked back at the two hostages. It was the Aunt, to my surprise, who had shouted. Her face was contorted in anger as she glared at us. She looked around and grabbed a sharp piece of debri that had landed next to her.

"And what are you going to do to stop us? Attack us with that piece of scrap metal? Please, you don't stand a chance against us," I sneered at the impudent woman.

She did not answer, holding the piece of metal tighter, but instead of recklessly charging at us she slit her palm and pressed the bleeding hand to Parker's head smearing the blood across his forehead much to everyone's confusion. Parker was staring at her with wide eyes shocked but strangely there wasn't a hint of confusion in his expressive eyes, he knew what his Aunts strange actions ment. I tried to move forward as she started speaking but found that I couldn't. What is going on?

"I, May Reilly Jameson Parker, allow for the temporary breaking of our contract under the condition that you, Peter Anguish Addams Parker, do not kill or permanently damage the bodies or the minds of the villains beyond what you deem necessary from what I have taught you and save the people trapped in that shrinking shield with as little damage as possible. Do you accept the terms?" May finished.

As his aunt composed this spoken contract Parker started to grin. Whatever was happening was not going to be good for me or my sinister six, I could almost feel it.

"I, Peter Anguish Addams Parker, agree to your terms and accept the sacrifice, so let it be," Parker answered.

I watched in fascination as the blood on Parker's head was absorbed. As the last drop of blood disappeared his skin paled dramatically to a ghostly white and the bags under his eyes darkened to black. Slicking his hair back Parker smirked and looked straight at me. It was only when I took an unconscious step back at being the sole focus of that unnerving gaze did I realize I could move again.

"Thank you Aunt May. It is time for you to leave."

The way Parker spoke was different than before, almost monotone if it weren't for the smug edge to his voice. His aunt started to move toward the exit jolting me out of the daze I had been in. I moved to intercept her, the others not far behind.

"Not so fast Doctor Octavious, you gave your word that she would not be hurt. Any word given to an Addams is binding for not only the giver but those connected to them as well."

I couldn't not move any closer to the aunt nor could any of the others.

"That promise did not extend to you however, Parker, and without your powers you can't stop us, you don't even have a weapon," I taunted.

"I always have a weapon on me Doctor," he replied with a mocking smile. He tilted his head back put his hand in his mouth and pulled out a katana.

"H-how?" That was physically impossible.

"I learned from the best of sword swallowers," was his only answer.

He swung the sword experimentally, getting the feel of the weapon, before sliding into a fighting stance.

"Sinister Six attack," I yelled the uneasy feeling in my gut growing.

"I'll put the fear of the Addams into you." The bloodthirsty smile on his face as he launched into action would haunt my nightmares until the day I died.

.:ili:.

I could hear the screams of my fellow villains as the devil know as Peter Parker moved from one to the other. I could not move to see what he was doing, my fear grew with every blood curtailing scream as I waited powerless to do anything but wait for my turn to face the Devils tender mercies.

The fight, no, the slaughter had been quick, had been mere minutes, but I was covered in cuts and bruises. I couldn't even see Parker as he had moved cutting us down one by one, cuting just deep enough to draw blood but not for us to bleed out. It was like he was playing a game to see how many cuts he could make before we collapsed.

"Hello Doctor Octavious," the devil greeted me, a polite smile on his face.

He was still in his Spider-Man suit but he did resemble the hero had had fought before nor the boy behind the mask. I wonder if any of the heroes outside knew about this side of there beloved spider? I do not want to face this demon. Despite all the effort I put into destroying him, I wanted Spider-Man back.

"You have some information I want," the devil stated.

My mind raced as adrenaline pumps through my veins. There had to be a way out of this.

"You will tell me how to remove the force grid from around the heroes." He did not ask, he knew he would get the information one way or another, it was just a matter of time.

"What will you do if I don't?" I asked with false confidence.

"You know the answer Doc. You are a smart man after all." The smile he gave me sent shivers down my spine. How did no one see this before? How did no one see the demon behind the hero? Looking back on every encounter I had with the spider I saw no hint of the devil standing in front of me. Even when he had been in similar seemingly impossible situations this monster had never made an appearance. The only difference this time was the loss of his-

"Would this part of you disappear if I gave you your powers back?" I asked desperately.

"If I had my powers this side of me would no longer be needed."

"I'll help you," I vowed, anything to be rid of this Devil.

.:ili:.

We were standing back in the prisoner wing of the triskeleton. We got the Devil his powers back and had saved the heroes despite the extent of my injuries.

"Thank you Doctor Octavious," the devil said mockingly as he faced me. "Now I just need one last thing from you."

"What?" I asked warily.

"Your memories."

He grabbed my head and I could feel something pry into my mind. I screamed in pure agony as I felt memories being torn out of my mind. The last thing I heard before I succumbed to the darkness was:

"Isn't the spider better than me?"

.:ili:.

Peter POV

I dropped Doc Oc after I finished tearing all of his memories of my identity and aunt May's out of his head. He would remember what happened but our names and faces would be forgotten. I had already done that to the other villains.

Looking into one of the reflective surfaces I watched as the changes in my appearance reverted back to normal. With a smile I slipped my mask back on and went down to join my teams. We had a graduation to finish after all.