Author: Joshua <extraconfused[at]>


The Buffy franchise was started by Joss Whedon. Doctor Otto Octavius was created by Stan Lee and Steve Ditko. He is also owned by Sony/Columbia Pictures, as will be shown in Spider-man 2.

This is an AU. Kendra never died. Both her and her Watcher are in Sunnydale. Mr. Zapottu is his name I believe. Buffy and the Scoobies are still around. This is set in Season 4.

On with the story..........

Chapter 1

Part One

After the whole Fioral demon bash, the Scoobies took a more active role in The Inititive. And as such, they must go through the normal precedures. Including blood tests.

"I still don't see why we have to do this.", Xander complained. After DeKinderstod, Xander avoided hospitals at all costs.

His friends, both old and new, smiled at him. No matter what atmosphere, they could count on him to lighten it. "Because if someone was severely hurt, the doctors need to know our blood types for emergency.", Kendra replied.

Because of Xander's timely appearance, he stopped Drucilla from touching Kendra. And as such, she developed a crush on him. That crush has turned into full blown love.

Xander turned to his 2nd slayer friend. "I know that Kendra. I just like to complain. That's all.", He countered. Xander flashed her mega-watt smile.

For once, Kendra is greatful for her dark skin. Because she's blushing right now. Kendra started to get butterflies in her stomach. ˜For heavens sake! Get a grip! He's just a boy!˜ She mentally admonished herself. That thought turned into another. ˜A boy that's turned into a well muscled man.˜ Kendra felt a silly smile creep on her face. ˜I can't be thinking this! He's my friend!˜ That brought up another fact. ˜My only male friend that makes me feel like Kendra. And not a slayer. And makes me want to(edited for the PG-13 rating)˜ Reality took over as the driver. ˜What's gotten into you!? Besides, he's with that nyphomanic crazed, sex driven, man hating Anya.˜ A frown now replaced her smile.

A doctor showed up. "Zapottu, Kendra. You're next.", He called off next.

Kendra got up to have her blood test completed. All through it, she couldn't keep her mind on anything except Xander. After she came back Kendra announced, "I'm going back home. See all of you later." On her way out, her frown turned into a glare. Straight at Anya.

Inside the gene lab, Doctor's Walsh and Octavius found what they were looking for. "Success! Maggie! I have located the gene!", Octavius shouted.

Dr. Walsh ran over to the electron microscope. "From which sample did it come from, Otto?", Maggie asked with intrepidation.

An evil smile crept onto his evil mask. "The boy. Harris, Alexander Lavelle. Quite ironic, actually.", Otto remarked.

Walsh nodded. "I thought it would have the Slayers. Or perhaps the Werewolf. Maybe even the Wiccan. But the normal one?", She pondered on this.

Both eyes fell upon a folder, with the words "OPERATION : OCTOPUSS" on it in red ink. "We have found our first test subject.", Otto Octavius declared.

Part Two

During patrol, Willow and Oz went with Kendra. While Xander patrolled with Buffy.

As such, Kendra could barely concentrate. Willow, being a Wiccan, could easily pick up on her vibes. She gently put a hand on Kendra's shoulder. "You know, Kendra, it would be easy to tell Xander how you feel.", She spoke caringly.

The second slayer merely turned to Willow. With tears streaking down her cheeks. "It is not that 'easy', Willow. He chose Anya. For the Prom, for a relationship and for a, a....", Kendra swallowed, "lover." That last word came out in a strangled voice.

She looked at Kendra with empathy. "I would hardly call having sex on a nightly basis, a 'relationship'. There is a distinct line between sex and love.", Willow looked over to her boyfriend. "And I of all people should know that."

Kendra smiled for the first time all night. "Thank you, my friend.", She said sincerely.

The rest of the night went without interruption. And to live upto tradition, Xander walked Kendra home. "I'm happy that you're in a much happier mood, Kendra. After you left, I was afraid that something had caused your sour mood.", He commented on her earlier feelings.

She just smiled back. But her thoughts were on what Willow had said. ˜"You know, Kendra, it would be easy to tell Xander how you feel."˜ But another piece of advice came to her. From Xander. ˜"Actions speak louder than words."˜ On impulse, she grabbed Xander by his shirt and kissed him. Hard.

Then let him go. "Thank you for walking me home Xander.", Kendra said politely. She then walked into her home.

Xander, shocked, turned around. Only to have blackness surround his vision.

Part Three

When he regained conscienceness, Xander Harris found himself in a lab. The young man tried to move. Only to be stopped by manacles.

A voice brought his attention forward. "Ah, I see Mister Harris has awoken at last.", She said.

Xander knew her. "Doctor Walsh? What's going on? Why am I here?", He asked frantically.

Another voice filled the room. "Why are you here, young man? Why, that's simple." Doctor Octavius commented. "You actually thought that those were simple blood tests? We are searching for a specific gene. On that you possess.", He explained.

Walsh continued. "This gene in particular will enable us to create the ultimate killing machine.", She mentioned clearly. Walsh walked over to a switch and turned it on. To reveal a mechanical structure.

Doc Ock walked over to the device. "Your gene is the key to giving life to my latest creation. You are no longer Alexander Harris. You are now OPERATION : OCTOPUSS.", He pushed a button and a syringe popped out to inject anestetic.

Xander blacked out again.

At Giles home, everyone was frantic. Xander hadn't shown up for work. And he never showed up at his home, either. Kendra was in tears. Anya was complaining about the lack of sex. And Buffy was worried.

"The best we can do is search ourselves. Because of this bloody law, Xander cannot be declared missing for atleast 36 hours.", Giles stated. He walked over to Kendra. "We'll find him. I promise." He wiped away her tears.

Meanwhile, Xander finally woke up again. ˜OK. Check for limbs. Left arm, right arm. Check. Left leg, right leg. Check. Metallic limbs that weren't there before. Check.˜, Xander listed. Then reality set in. "Metallic limbs?!" He shouted. The four appendeges flailed about mercilessly.

Dr. and Mrs. Psycho-stein showed back up. "I see that our weapon has awakened.", Octavius remarked.

This merely enraged Xander further. "I'm no weapon!" His new arms and legs destroyed everthing within the room. Even the 'creators'. Now scared, Xander fled to the one place that he knew was safe.

Soon he found himself in Giles' home. After regaleing his tale, only one person spoke up. "YOU'RE AN EIGHT-LEGGED FREAK!!!!!" Anya shreaked. She ran out like there was no tomorrow.

Xander knew one thing. He couldn't stay in Sunnydale. "I'm leaving." he declared. This shocked everyone. As he started to leave, someone stopped him. He turned his head to see Kendra.

More tears came. "You can't leave Xander. I won't let you. I love you." She finally said out loud.

He just shook his head. "You have no idea how long I've waited to hear that. But I can't stay. The Inititive will be after me soon." Xander walked out. But with one thing on his mind. ˜Xander Harris is dead. Only Octopuss is left.˜

Chapter 2
The Watcher Connection

Part One

Several weeks had past since Xander left Sunnydale. Now he was heading for the one place where Xander NEVER wanted to be.

He sighed. The sewer entrance to Angel Investigations. ˜Can't go back to SunnyD. Can't go to the police. Never thought in a million that I'd actually want Deadboy's help. Again!˜ He concentrated on using his right 'arm' on lifting the gate. It went alot easier this time. ˜Will wonders never cease. Time to brave the lion. Or my case, vampire.˜ Xander thought with fear.

His 'legs' lifted him onto the floor. Xander looked around. No sign of Angel. "Huh. I thought for sure that Angel would be down here. Trying to avoid broad daylight." Xander put the covering back, only to have the feel of cold steel pointed at the base of his skull.

"You have exactly 3 seconds to explain what you're doing here." Angel said darkly.

Xander gulped. "This how you treat all your guests, Angel?" He said breathlessly.

Angel was truly shocked. "Xander? What are you doing here?" The taller man asked.

Part Two

Angel dropped his sword. He got a good look at his 'intruder'. The young man was in desperate need of a shave and a shower. But it is still the same person that dragged him into the Master's lair. "Come on. I have a shower you can use." On the way over, Angel listened to Xander's story.

˜Poor kid. I've always known that he never had the greatest parents. But to have THIS done to him. What kind of a god would allow this?˜ Angel walked back upstairs to greet his own 'family'. Cordelia turned to him. "What was that all about?" She asked out of concern.

Somehow, lately, Cordelia made him feel alien feelings. Nothing to bring Angelus about. But feelings nonetheless. "Our 'intruder' turned out to be Xander." Angel responded hageredly.

Cordy's mouth dropped in shock. And Wesley dropped his books. Right onto his feet. The former Watcher started doing the one legged dance. "Is he alright?" The newly empowered seer asked.

Angel sat down at his desk. "I'm not sure if Xander will ever be 'alright' again." This caught their attention. "Long version short. Xander's a fugitive." The Powers' Warrior rubbed his eyes. "The Inititive was searching for a certian gene. One that Xander has. That gene is capable of activating and controlling a monstrous machine. And that machine is attatched to Xander." He continued. "The two main scientists intended on making Xander a weapon." Angel shook his head.

Cordelia broke down in tears. Wesley put a hand on her shoulder. Angel felt a twinge of jealousy. "Does he know who he was to be a weapon for?" Wesley asked.

It didn't even occur to Angel that someone would want such a thing. "I'm not sure. Xander didn't say. I doubt even he knows." Angel thought on it. "We may never know. By the way, Wes, thanks for the input." It hurt when Doyle died, but Wes came and made their family whole again.

The three sat in silence, until a voice interrupted it. "Talking about me?" Xander asked. His face was full of hurt.

Wesley got his first look at the 'New' Xander. And gasped. Not out of fear. But out of shock. "I now know who wanted Xander to be their weapon." He spoke gravely.

The others had his complete attention. Wesley continued. "The Watcher's Council. They wanted their greatest warrior. One that could be controlled. Completely and morallessly." His hands were now clenched into fists. Shaking quite fast.

Xander gripped Wes' shoulders. "How could you know this? How Wes? How?" He pleaded.

Wesley took his glasses off. "I know this because...", He stopped in mid-sentence. "....because.....because I created the design." Wes said in a moroseful voice.

Part Three

Xander was caught in a crossroads of emotions. He knew that Wesley is a good man. He has a good soul. But Wes just confessed to having a hand in what he had become. "Tell me more." Xander pleaded.

Wesley sighed. "Very well. As I said, those limbs are the same ones that I designed on paper. Still only thearetically. I have a degree in advanced cybernetic organism implements. I actually wanted to help people regain lost vision, hearing and limbs. Even allow people to walk again." His eyelids shut tightly. Tears threatened to break through. "I can't believe I let the others touch my dream. Touch my dream and turn it into a nightmare." He finished.

After hearing this, Xander knew the truth. And knew what had to be done. "I forgive you, Wesley. And if I forgive you, can you not forgive yourself?" Xander reasoned.

Wesley gave off a small smile. "Thank you, Xander."

Cordelia turned to Angel. "What next? What do we do next, Angel?" Her bottom lip quivered. "What about Xander?" She asked frantically.

Angel couldn't let Xander leave, but he couldn't let him stay. So what to do? "We go to London. And take this fight to Council themselves." Angel said darkly.

Chapter 3
Search for Answers

Part One

The trek from LA to London is an exhaustive one. Not being able to trust flights, the 'Fang Gang' are using a private schooner. Seems that Wesley knows of a sea-demon. Sea-demons have to stay near the sea to survive.

Soon nightfall had blanketed the sky. Allowing two individuals to take in the sights. Both men are as different as fire and ice. Yet, one can't go without another.


Formally known as Angelus, The Scourge of Europe. In the late 19th Century as Gypsy clan cursed him.

Cursed him with his soul.

To feel all the grief and sorrow from his past actions.

And Xander Harris.

He now goes by Octopuss. What happened to him was even worse. A top-secret organization known as The Inititive made him into a cybernetic warrior.

The young man fled and ended up in LA seeking Angel Investigations.

Upon arrival, he found even more than he bargained for. Wesley Wyndom-Price created the bio-mechancial devices. On paper atleast.

And the Watcher's Council were the one's truly behind it all.

He felt a hand touch his right shoulder. Octopuss turned to see Wesley. "Something I can do to help you, Wes?" He tried to not let the anger get to him. Wes didn't need anymore grief than he already had.

Wes gave him a smile. "Perhaps I can be assistance to you?" He suggested in return.

This caught his attention, and perplexity. "Help me? How?" The young man asked.

He motioned to the devices. "I created them, Xander. I know how to help you control them." Wes offered genuinly.

The other one laughed. "I already can, Wes." This is the first time he laughed after the whole OPERATION : OCTOPUSS deal.

Wes said the next very carefully. "Yes, but only to a certain extent." He saw that his attention was caught. "You can control it through anger and fear. But that's only two aspects of your personality. The other half entails bravery" Wes said the last word with extreme caution. The last thing he wanted was to play 'Man Overboard'.

Octopuss was at a moment of passivity. "Go on. Please continue." His tentacles were trembling, ever so slightly.

Wes nodded. "First things first. Think of one moment for each aspect." Wes saw him nod in return. "Keep those in mind at all times. Using these will help you flow through each limb." Wes instructed him gently.

The young man did as instructed. Then his limbs started to curl up. "What's going on!? Who's doing this!?" He freaked out.

Wes responded immediately. "No one. No one. You are the one who is controling this. Think of this as merely coiling up a garden hose." This had a calming effect on his 'student'.

Angel walked over and placed his duster over Xander's arms and shoulders. "There. Instant 100% normal human being." Spending so time with Cordelia has given Angel a sense of humour. Even a silly grin, to boot.

Octopuss. No. Xander Harris turned to his new friends. "Thanks guys. I mean that." The three hugged one another.

Another voice broke them apart. "Enough of this male-bonding stuff. We have some serious Watcher butt to kick." Cordelia snarked.

Angel and Cordelia shared the same look. One that they both shared alot.