The freezing, waist-deep water of the flooded HYDRA laboratory sloshed around Peter's shins. He stood in the open airlock, pulling his rebreather mask down around his neck.
Standing in the center of the room was Otto Octavius. He wasn't confined to a wheelchair. He was standing tall on his own two feet, entirely encased in a hulking, sickly yellow suit of biological armor. Four massive, titanium-alloy tentacles arched aggressively over his shoulders, slick with river water and alien slime.
"Doc! Long time no see," Peter called out, stepping fully into the lab. "Got tired of scheming decided to take up extreme scuba diving? Or is the giant yellow slime-suit a new brand? 'The Freshwater Octopus' doesn't exactly strike fear into the hearts of New Yorkers."
"Shut up, Spider-Man!"
The yellow symbiote roared, a dual-layered sound of alien bass and Otto's aristocratic fury. For the first time in years, Otto felt an unparalleled, intoxicating sense of physical freedom. He looked down at his own legs, feeling the floor beneath his boots. He smiled.
Otto raised his right hand toward Peter and made a sharp, crushing gesture. Behind him, the mechanical tentacles mirrored the movement perfectly, shooting across the room like steel vipers aimed directly at Spider-Man's throat.
Peter dropped into a crouch. He sprang to the left, the heavy metal claws smashing a concrete pillar behind him into dust.
"I gotta say, Doc," Peter quipped, firing a rapid burst of web-bullets as he vaulted off a computer server. "If you have to manually use your human hands to puppeteer the metal ones, you're really defeating the entire purpose of having extra arms. Did you discover a new mathematical formula? Four plus four equals... still just four?"
Otto growled. He lunged forward. The yellow symbiote, Phage, was incredibly dense and heavily armored, but it didn't drastically enhance Otto's agility.
Peter easily slipped under a sweeping tentacle strike. He fired a thick glob of webbing directly into Otto's face. Thwip. The webbing plastered over the symbiote's jagged white eyes.
Otto didn't use his mechanical arms to clear his vision. He simply reached up with his human hands and tore the webbing away with brutal, amplified strength.
It was the opening Peter needed. He closed the distance in a blur, planted his boots, and threw a devastating right hook directly into Doctor Octopus's jaw.
CLANG.
A dull, heavy, metallic thud echoed through the damp room.
Peter instantly snatched his fist back, shaking his knuckles violently. "Ow! What the hell? Is this a horror movie? Is your face made out of solid titanium now?!"
"I am invincible!" Otto bellowed.
The yellow symbiote hardened its biomass, absorbing the kinetic impact flawlessly. Otto pivoted, swinging a massive mechanical tentacle like a baseball bat. The heavy steel caught Peter squarely in the chest.
Peter flew backward, slamming hard against the reinforced concrete wall. He gasped, the wind completely knocked out of his lungs.
Grant Ward stood near the airlock, his Glock 19 raised, completely unable to find a clear shot in the chaotic melee.
Peter spotted the pressurized glass cylinder sitting on Otto's workbench. Inside, the purple symbiote—Agony—was thrashing wildly. Peter fired a web-line, snagging the heavy cylinder, and violently yanked it across the room. He caught it, spun, and tossed it directly into Ward's chest.
"Don't worry about me! Get the symbiote out of here!" Peter yelled, peeling himself off the cracked concrete. "I have experience dealing with octopus!"
Ward caught the heavy glass tube. He glanced at the workbench. Four military containment units. One was empty from Venom. One held the yellow monster currently trying to crush Spider-Man. One held the purple specimen in his hands.
Where is the fourth? Ward thought, his tactical mind racing. He didn't have time to process the math. He turned and sprinted back into the flooded corridor, entirely unaware of the dormant gray mass currently hiding within his own bloodstream.
Peter leaped over a sweeping metal claw. He fired two web-lines, anchoring them to a tentacle joint. He planned to use his enhanced strength to yank Otto off-balance and hurl him into the ceiling.
Peter hauled back on the webs.
Nothing happened.
Instead, a massive surge of kinetic energy rippled down the mechanical arm. Otto didn't budge. With a flick of his wrist, Otto used the tentacle to violently whip Peter across the room.
Peter crashed through a metal desk, scattering wet paperwork everywhere. He groaned, shaking his head. He was genuinely shocked. Otto's tentacles had never possessed that kind of raw torque before. Even with the Venom symbiote currently amplifying Peter's base strength, he was being out-muscled.
"Okay, so the yellow space-booger doesn't just enhance your biology," Peter noted, pushing himself up. "It bonded with the mechanical harness too. Neat trick."
Peter dodged another lethal strike, flipping backward to buy some distance. "So, Doctor... looks like one of your little alien friends is missing. What exactly was the gray one planning to do?"
"What were they planning to do?" Otto repeated.
The question hit Otto like a bucket of ice water. The bloodlust of the yellow symbiote receded for a fraction of a second. Otto remembered Riot's cold, calculating words on the rooftop. Are your people not utterly obsessed with harnessing our power? You should be thrilled that we are about to wake the others.
They were going to wake the ancient ones. They were going to end the world.
Otto's brilliant mind snapped into absolute focus. He looked at his legs. He looked at the immense power flowing through his harness. He wanted to walk. He wanted to crush Norman Osborn. But he was, first and foremost, an unparalleled genius of Earth. He refused to let an alien parasite use his planet as a breeding ground.
Otto let out a guttural roar. He violently thrashed his mechanical tentacles, intentionally losing control of his strikes.
One of the massive titanium claws slammed directly into the control console of his high-frequency acoustic array.
SKREEEEEEEE.
A paralyzing, ultra-high-frequency sonic wave exploded through the laboratory.
The effect was instantaneous and catastrophic. The yellow symbiote shrieked, its armored biomass violently boiling and destabilizing. Underneath his suit, Peter screamed. The black sludge of the Venom symbiote couldn't handle the noise. It instantly retreated, sinking deep into Peter's bloodstream to hide from the agony.
Peter dropped to his knees, clutching his ears. The room was spinning.
He looked up. Otto Octavius was on the floor, trembling violently as the yellow symbiote desperately tried to maintain its grip on his nervous system.
Peter made his choice. He forced himself to stand.
He gritted his teeth, his ears ringing with blinding pain, and grabbed an empty, reinforced containment jar off the floor. He staggered across the room, leaning into the invisible wall of sound. He reached down and plunged his bare hands directly into the boiling, screaming yellow sludge covering Otto's chest.
Peter pulled. The alien biomass stretched like thick, rotting taffy. He ripped Phage entirely off Otto's body, shoving the thrashing yellow mass into the glass cylinder and slamming the pressure-seal shut.
Peter immediately spun around and fired a web-ball, smashing the acoustic generator into pieces.
The deafening noise died.
The sudden silence in the lab was heavy, broken only by the sound of rushing water and heavy breathing. Peter slumped against the wall, catching his breath. He weakly raised his wrist and fired a thick net of webbing, securely pinning the exhausted Doctor Octopus to the floor.
"Gotta admit, Doc. That was unexpected," Peter panted, rubbing his temples. "I thought you'd put up a better fight. Why did you deliberately smash the sonic generator? Does it have something to do with the missing symbiote?"
Otto lay pinned under the webbing. His legs were entirely useless again. He was panting heavily, sweat pouring down his forehead, but his eyes burned with fierce intelligence.
"Of course it does, Spider-Man," Otto wheezed. "Despite our differences... I am still a man of Earth. You must inform the Avengers immediately. These parasites... they are not mindless weapons. They are coordinating an alien invasion. The Avengers must be prepared for war!"
Peter blinked. He stood there for a long moment, staring down at his greatest nemesis. He reached up and awkwardly scratched the back of his masked head.
"Uh. Yeah. We actually already know about that, Doc. But, hey, it's really admirable that you sacrificed your legs to warn us."
Otto froze. He stared at Spider-Man, utterly bewildered. "You... already know?"
"Yeah," Peter nodded, leaning against the workbench. "I mean, I have a symbiote buddy living in my veins right now. Plus, S.H.I.E.L.D. captured the green one last night. We know exactly why they're here. The Avengers and the Fantastic Four are currently up in the Arctic Circle dealing with the frozen invasion god right now. They've basically got it handled."
Otto Octavius lay on the wet concrete, entirely dumbfounded. His grand, heroic sacrifice. His agonizing decision to give up his mobility to save the planet. It was all completely redundant.
Peter sighed, pulling out a specialized S.H.I.E.L.D. tracking beacon.
"So, like I asked before..." Peter said, stepping closer to the webbed-up scientist. "Where exactly did that last gray symbiote go?"