A Superior Hero

by MetalJrock

Arrogance

Twilight turned her head to the sound of footsteps, knowing who it was that finally awoke. A smile was seen on her face as Otto groggily made his way upstairs, "Good morning, Otto. Did you sleep well?" she asked curiously.

Otto did his best to keep his eyes open, bags seen underneath them. "What does it look like, mare? If you must know, it is a complicated story, but yes in a way I did gain sleep." he said. He saw the unicorn sitting on a table with food handed over by Spike, who looked proud at the moment as he sat down as well.

"Okay..." Twilight hummed awkwardly. The unicorn turned her head to get a glance of the many books. "So, Otto. What did you do back on your world?"

The stallion sat down, grabbing a plate of food. "I am a man of great intellect. I was a scientist." he revealed, "I used my mind to achieve many things as Doctor Octopus and Spider-Man. If it weren't for me, Parker wouldn't be living with a PhD and his own company so he should be thanking me, if he is competent enough to run it in the first place." he added.

'Parker is a capable Spider-Man, but his dual life always gave him problems. It would be a miracle if he could balance both Spider-Man and Peter Parker at the same time.'

The unicorn raised a brow, "You study science? Funny, I like to learn more about magic."

Otto wave a hoof, "Magic? Back on my world, magic is a common concept thanks to the gods and aliens that have been there countless times before. But I am a man of science, I'd rather use that instead of magic." he dismissed.

"Otto, magic is the very foundation of Equestria. Friendship is even a form of it." Twilight elaborated.

Shaking his head, Otto responded, "So, what you are telling me is that in this world, friendship is magic? Don't bore me with the details. Now you are going to say you sing about your feelings in a dramatic and orchestrated manner." at Twilight's silence, Octavius slammed his head on the table.

"Why am I here?" he whispered inaudibly.

"I heard that." Spike called out.

Unfortunately for Octavius, Twilight heard him as well. "It won't be so bad, Otto."

'So bad? I am trapped in the body of a horse, stuck in a cartoony world that looks like it exists in the mind of a five year old. There is definitely nothing bad about that for me.' he thought sarcastically, narrowing his gaze upon hearing Twilight's words. But he chose to bite his tongue and hold any further comment to himself.

Octavius attempted to pick up a fork, but it kept slipping out of his grasp, "Blast it! How do you live without the use of fingers? I didn't think I needed my powers to do something as simple as picking things up, but..." he grunted, doing as he just mentioned to pick up the utensil and beginning to eat the salad Spike made.

"Well, I have fingers so I don't have to worry about that. Twilight and Rarity have magic. Then again, I'm not sure how ponies without horns can lift stuff up." Spike said, "You have any idea, Twi?" he asked the unicorn, who shook her head.

"I wish I had an answer. It seems to be an innate ability us ponies seem to have." Twilight deduced.

Rolling his eyes, Otto grumbled, "Wonderful. Nothing in this world makes sense. That's just what I needed to hear."

'Let it go, Octavius... If you are to live here it would be better to accept what fate has given you.'

Grunting, Otto's Spider-Sense suddenly went off, prompting him to flip off his chair on instinct. A rainbow blur sped into where he once sat, crashing into the table. The stallion spotted a familiar cyan mare lying in the mess she made. "Why have you interrupted our breakfast, Rainbow Dash?" he asked in annoyance.

Rainbow shook her head, "Yeah. Sorry about that. I was flyin' around and kinda crashed in here while trying to do a trick and I kinda wanted to see if you were able to show me your powers firsthand. Sorry about the mess, Twi." she apologized.

"It seems you are a lot clumsier for one called the fastest flyer in Equestria. How were you able to come flying through one of the lone windows of this tree and crash in here? Rather foolish of you I would say to test me anyhow." insulted Otto bluntly.

The pegasus growled, "Are you calling me dumb?"

"Ah, so you caught on." Otto responded.

Rainbow poked Octavius' chest, "Listen, Otto. It was an accident. I'm not here to get insulted by a stallion who tried to take over the world and seeking pity." she saw Otto scowl at that, "Yeah, got any snarky response to that?"

"Rainbow Dash." Twilight scolded.

Swiping her hoof away, Otto replied, "Says a lot coming from a mare with a mane that I can reference a candy with. In fact, for your foolishness, I will call you Skittles until you take that comment back."

"What does that even mean? I'm not taking that comment back until you apologize, Otto!" Rainbow shouted.

Otto turned his head, "Very well, Skittles. It seems we have reached an impasse."

Spike sighed, "Come on you two. Just make up already. There's no reason why you're arguing."

"I'm with Spike on this one." Twilight said, "Rainbow, there is no need to force Octavius to use his powers to hang out. Otto, there's no need to insult Rainbow for what she did. So just apologize and move on."

"I have dignity, Twilight. I will not have my powers be used as a toy for Rainbow to play with whenever she gets bored if I wish otherwise. If I am to be a better Spider-Man, then it starts with using my powers for the right moments. Even if I wish to show them off." Otto replied before glaring at Dash. "Something you cannot understand, it seems. My powers are too great for you to understand anyhow."

'Rather hypocritical of me to say, I'll admit. But if I have learned anything, it's that I should at least start.'

Rainbow groaned, "Sorry, Twil but if he wants to have friends, then he's gotta learn that insulting them is not how you talk. So, Octavius. You. Me. Outside. Now. I can totally take you down."

"If you say so, Skittles." Otto replied with an arrogant smirk.

"What the heck is a skittle?" Spike asked curiously.

---

Rainbow guided Otto, Twilight, and Spike to the outskirts of Ponyville, where no one would be able to see Octavius in his Spider-Man costume. "Are you sure you want to do this, Otto? I can convince Rainbow to change her mind." Twilight said.

"No need to, Twilight. I too was once arrogant. And I still am in a way. Think of this as a lesson. One I intend to teach proudly to Rainbow Dash. If I am to be here, I will teach her that I will not have my powers or her abilities be used for fun, but only for when it is necessary." Octavius replied, putting on his mask.

'Now I am truly starting to sound like Parker. Although I am now relunctant to have these powers, if I am to use them it will be for when the time calls for it. I am through showboating around with them.' thought Otto, adjusting his webshooters. 'No matter the fool, I will not allow her to fall down the same path as I did. Even if I never truly learn the lesson. Some teacher I am.'

"So, Otto. You ready to get your flank taken down by the Awesome Rainbow Dash?" Rainbow bragged, descending from the sky.

Spider-Man rolled his eyes under his mask, his lenses unmoving. "If you think you are capable of such an act, Skittles, then go right on ahead." he replied kindly, crouching down.

Rainbow was the first to attack, the cyan mare rearing a hoof back to punch him. Otto used his Spider-Sense to duck down, avoiding the mare's attack. 'If there is one thing Parker was a fool for, it was holding back the abilities he truly needed. His powers made him a lot faster than he shown himself to be.'

Flying forward, Dash managed to hit Spider-Man's barrel, surprising him. The wall-crawler responded by backflipping, kicking the pegasus in the stomach, forcing her to land. "No fair, Otto!" she grunted, holding her sore spot.

Spider-Man rolled back on his hooves, "This was your idea. You wanted to see my powers and you're going to witness first hand... hoof what I am capable of."

The webslinger hopped up, performing a divekick, but Rainbow flew out of the way right as his hindleg met the floor. His Spider-Sense tingled right as Dash tackled him, throwing him on the floor in surprise, "Score one for the Dash!" she boasted.

"Are you always this annoyingly arrogant, Skittles? Now I see why Parker disliked me." Otto grumbled, lying on the floor. He stretched out his hooves and shot some impact webbing in the mare's direction, trapping her hooves onto the floor.

"What did you do?"

Spider-Man grabbed her and swung her around, "Webbing. Thick enough to keep you still for me to do this!" he yelled, throwing her onto the side of a tree, an apple falling on her head. Now angered, Rainbow moved and uppercutted Otto, launching him in the air.

'For a pony, she can actually pack quite the punch. Much to my displeasure of course. I must end this ceaseless battle.' thought Spider-Man, getting his bearings at last. He landed on a knee, absorbing the impact of the fall easily.

"Woah. That was actually cool." Spike admitted.

Using more webbing, Spider-Man kept Rainbow still while she struggled to move in the gossamer pile. "You will stop here if you know what is good for you, Skittles." he warned, marching to face the pegasus, no attack planned after he kneed her in the face.

"Go ahead, Otto. You win." Rainbow sigh in defeat.

Otto removed his mask, "You idiot. I'm not trying to prove myself better than you. I'm trying to stop you from making the mistakes I once made." he revealed.

"What are you talking about, Otto?" Rainbow wondered.

Standing on his hindlegs, Octavius crossed his hooves, "Arrogance, miss Dash. You are like me in a way. Too prideful for their own good. I wanted to teach you a lesson, but I am not the man to do that as it would be rather hypocritical of me to do that. So I'll just leave you with advice"

He sighed, "My pride got in my way times before. It led to the near destrution of the world countless times. Even as Spider-Man, I allowed myself to think blindly, that everything I did was for the better, even if no one else could see that. New York and those close to me nearly paid the price as a result. So, if you wish to perish at the hands of someone you wish to be better than, go right ahead. I'm trying to say don't pester the wrong people with that damn ego of yours. Be lucky that I am capable of holding back."

Rainbow blinked as Spider-Man removed the webbing, "Woah, Otto. I didn't think you were capable of being that deep."

"I'll consider that a compliment." Otto replied with a small grin. 'Some friend, Octavius. Watch as you forget the very advice you gave her. A damn fool you are if you are to be spewing things like that.' he thought to himself. 'Watch you provoke the very next thing seeking to be your superior.'

Nodding, Rainbow looked at the ground, "Hey, Octavius... Sorry about trying to tackle you like that earlier. When I saw you use your powers against that yeti and taking it fown, I thought you were trying to steal the spotlight from me, ya know? I wanted to prove I was better than you. I guess I am an idiot, huh?"

Otto shook his head, "I should be the one to apologize. I insulted your intelligence. It seems you are smarter than I gave you credit for initially if you were willing to hear me out. Trust me, I have done the same thing as you against the original Spider-Man time and again."

"Heh. Hey, I know that you don't want to show off your powers... But how about this? A secret sparring session between you and I every now and again away from the town? Think of it as training?" she offered, putting a hoof on the stallion's shoulder.

Otto paused, 'I don't know... Perhaps she could learn a thing or two as well. Teach her how to use her abilities to her fullest potential. After all, I am someone who wishes to see potential utilized like those younger X-Men or Sun-Girl.' he looked at the mare, "Very well, Skittles. I accept your offer."

Rainbow replied, "Awesome an- hey! I thought you were gonna drop that nickname!"

"I think I will keep it." Otto decided, seeing Rainbow huff before flying away with a friendly wave.

Twilight smiled, "Wow, Otto. I'm impressed. I guess you're really changing after all."

"In due time, Twilight." Octavius responded with a wave of his hoof, "Have you doubted me?"

Shaking her head, the unicorn answered, "No. But I'm glad to see you following your word."

"Yeah, that was pretty cool of you." Spike complimented, "You gotta show me how those webthings work." he said.

"Another time, dragon. For now, I wish to rest."

---

Nearby, a dark orb with a black aura hovered, watching Octavius, 'Interesting. This Otto Octavius pony seems to have powers unlike anything I have ever seen. He will no doubt be a nuisance in stopping my return.'

The being sighed and moved slightly, 'Very well, I guess I shall send another one of my minions after him. The yeti failed to eliminate the Elements of Harmony thanks to Spider-Man. I didn't anticipate his arrival the first time, I'll admit.'

'But let's see if Spider-Man can continue to protect this town. Very soon, I will return, and all of Equestria will be mine, starting with the demise of him and the Elements.'