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The untold truth of Doctor Octopus

Created by Steve Ditko and Stan Lee in 1963, Otto Octavius (aka Doctor Octopus) has been one of Spider-Man's most persistent and complicated foes since his first appearance. With the use of his four powerful robotic tentacles and an intellect on par with some of the Marvel Universe's brainiest superheroes, Otto is a force to be reckoned with — even for a superhero with the proportionate strength and speed of a spider. In fact, you could make a solid argument that Doctor Octopus is Spider-Man's truest arch-enemy, no matter how many blondes the Green Goblin throws off a bridge.

While most fans likely know Doctor Octopus through Alfred Molina's nuanced, complicated portrayal of the character in 2004's Spider-Man 2 — one of the best superhero movies ever — Doc Ock has had a rich history in Spider-Man comics, animation, and even video games. It's been a long and complicated road since Doc Ock first appeared in Amazing Spider-Man #3. From the good to the bad, without forgetting the weird, here's the untold truth of Doctor Octopus.

Doctor Octopus isn't the first, but he might be the worst

Although Doctor Octopus wasn't the first supervillain that Spider-Man ever faced — Chameleon, the Vulture, and the Tinkerer all preceded him — Otto Octavius does have one singular honor: He's the first villain to actually, undeniably defeat Spider-Man. In The Amazing Spider-Man #3, readers were introduced to the brilliant atomic scientist Otto Octavius. Dubbed Doctor Octopus by his colleagues because of the mechanical arms he wore in order to handle radioactive substances, Otto's experiments come to a halt when a sudden explosion leaves him with brain damage and his mechanical arms permanently grafted to his body.

As is so often the case with scientists in the Marvel universe, Doctor Octopus takes life's lemons and makes supervillain lemonade, striking out as a mad scientist. What's less expected is that when Spider-Man tries to stop him, Doctor Octopus beats the wall-crawler handily. It's such a one-sided battle that Doc Ock simply throws him out the window rather than bother to kill him. While Spider-Man manages to clobber the good doctor in round two after getting a pep talk from the Human Torch, the fight is still incredibly difficult. Even in his first appearance, it was clear that Doctor Octopus was just as smart, just as strong, and twice as deadly as Spider-Man himself. By the time he pops up again in The Amazing Spider-Man #11, it's all Spidey can do to fight him long enough for the police to arrive and interrupt the battle.

He created the Sinister Six

In Amazing Spider-Man Annual #1, Doctor Octopus realizes something very important: If Spider-Man struggles so much against one villain, a group of villains working together might be able to bring down the web-swinger once and for all. So he gathers Electro, Mysterio, Sandman, Kraven the Hunter, and the Vulture together to create a gauntlet of supervillain battles for Spider-Man to make his way through. In order to further incentivize Spidey's participation, Doc Ock kidnaps Betty Brant and Aunt May. Since it's Spidey's name on the cover, he manages to fight his way through his rogue's gallery and rescue the two most important ladies in his life. Still, while Spider-Man is able to defeat the bad guys, the concept of the Sinister Six would live on again, although the roster would change many times over the years.

However, the Sinister Six aren't be the only important aspect of this story to have reverberations in Spider-Man's life. Also of note is that Aunt May is utterly charmed by Doc Ock's manners and temperament. Although she's "rescued" by Spidey, May actually prefers the "well-mannered Doctor Octopus" to the "villainous-looking" Spider-Man. May's infatuation with the not-so-good doctor would pop up again, over 100 issues later.

Doctor Octopus (accidentally) killed Gwen Stacy's dad

Green Goblin etched his name into the annals of supervillain infamy when he killed Spider-Man's girlfriend, Gwen Stacy, in The Amazing Spider-Man #121. It was an end of an era for Spider-Man, bringing to a close a period of relatively optimistic stories (all the drug addictions, lizard monsters, living vampires, and extra arm mutations notwithstanding). However, that wouldn't be the first time that Spider-Man would have extra reason to hate one of his villains for killing someone important to him. In fact, it wouldn't even be the first time Spider-Man had to mourn a Stacy who was killed by one of his villains.

In Amazing Spider-Man #88, Doctor Octopus escapes prison once again, having managed to extend his mental control over his mechanical arms to nearly unlimited distance. As Spider-Man battles Otto across New York in Amazing Spider-Man #90, a rooftop chimney is knocked to the ground below. Just as the wreckage is about to hit a little boy on the street, police captain George Stacy pushes him out of the way, burying himself in rubble. Spider-Man rushes him to the hospital, but Stacy dies after admitting that he always knew that Peter was Spider-Man. He also begs Peter to protect Gwen which... well, we suppose he managed to do it for about 30 issues, so that's not too bad.

He nearly married Aunt May

In The Amazing Spider-Man #130, Doctor Octopus puts the finishing touches on his most dastardly plan yet: a wedding. Specifically, it's a wedding between himself and Peter Parker's Aunt May. The mad scientist and May always had a surprisingly genial relationship, but unfortunately, Otto's wedding plans were coming from his head, not his heart. The reason he's trying to marry May was that she'd somehow (and unknowingly) inherited a Canadian island so rich with uranium that the owner could conceivably hold the world ransom.

Another Spider-Man villain, Hammerhead, crashes the wedding with his goons, and the whole thing comes to a somewhat radioactive head on the very island that May still doesn't realize she owns. As it turns out, she doesn't own it for long. Hammerhead uses his thick skull to crash directly into the reactor, engulfing the island, Hammerhead, Doctor Octopus, and all of their henchmen in a giant nuclear ball of fire. Somehow, Hammerhead and Doctor Octopus are fine, Aunt May never finds out that she somehow inherited a Canadian island, and presumably, the nuclear radiation from the blast somehow creates even more supervillains for Spider-Man and the rest of the Marvel Universe to deal with. Regardless, that still makes it one of the more successful superhero-related weddings in Marvel.

He's discovered Spider-Man's secret identity multiple times

In Amazing Spider-Man #12, Doctor Octopus defeats Spider-Man once again. To make matters worse, he also unmasks him in front of J. Jonah Jameson, Betty Brant, and scores of other onlookers. Luckily for Spider-Man, a bad case of the flu has made him so weak that basically no one, including Doctor Octopus, actually believes that he's the real Spider-Man. Instead, everyone just assumes that Peter had dressed up as the wall-crawling hero in order to save Betty Brant himself. That wouldn't be the last time that Doctor Octopus learned Spider-Man's true identity, however.

In The Amazing Spider-Man #397, Doctor Octopus discovers Spider-Man's secret identity once again, this time in order to cure him from a fatal virus. Doc's newly acquired altruism comes from a desire to see his old foe as the happy-go-lucky superhero he used to be, rather than the dour, hyper-violent vigilante he'd turned into (as was common in extreme '90s comics). Luckily for Spider-Man, Doctor Octopus is almost immediately murdered by Kaine, Spider-Man's murderous clone brother, before he can put that information to use. By the time he's eventually resurrected by the ninja cult the Hand in The Amazing Spider-Man #427, he no longer remembers that Spider-Man is Peter Parker.

Of course, Doc Ock learns Spider-Man's secret identity yet again (along with the entire Marvel Universe) when Peter unmasks himself on live television in Civil War #2. Doc Ock, along with nearly the entire Marvel universe, then forgets that Peter Parker is Spider-Man after the wall-crawling hero makes a deal with Mephisto (basically Marvel's version of Satan) to make his identity secret once more.

There must always be a Doctor Octopus

After Doctor Octopus is murdered by Spider-Man's evil clone, Kaine, in Spectacular Spider-Man #221, the world mourns the loss of an octopus-themed supervillain. Luckily, Otto had unknowingly been grooming his replacement for years. Readers got their first full look at the new Doctor Octopus in The Amazing Spider-Man #406. After a few issues of teasing Doc's return, it turned out that Carolyn Trainer, the daughter of one of Doc's former students, had taken on the four-armed mantle. To make matters even messier, Carolyn's father, Seward Trainer, had been a former student of Otto's and a frequent ally of Spider-Man. 

And because nothing in Spider-Man's life is ever simple, Doctor Octopus II emerges around the same time that the Peter Parker who readers had been following for decades realizes he's actually a clone of the original. In response, Peter chooses to hang up the tights and settle down with Mary Jane, leaving the crime-fighting to the "real Spider-Man," who takes on the name Ben Reilly. As with most shocking revelations, this comic book retcon would pass, as Peter eventually realizes that he is the real Spider-Man, while Ben was the clone the whole time.

Regardless, Carolyn hangs around for a while, even helping to resurrect the original Doctor Octopus with the help of the mystical ninja clan, the Hand. Once Doctor Octopus I comes back, Carolyn takes on the moniker "Lady Octopus." While Lady Octopus never quite caught fire as a character in the main 616 universe, the design and concept has spread to alternate universes and video games, and it was a clear influence on Into the Spider-Verse's Olivia Octavius.

Even in an alternate universe, Spider-Man can't escape Doctor Octopus

In Spider-Man: Reign, Doctor Octopus plays a very different role in Spider-Man's life. The miniseries takes place on Earth-70237 (the main Marvel Universe being Earth-616), where an elderly Spider-Man fights against a fascist government ruled over by Venom. It's basically The Dark Knight Returns, but starring your favorite friendly neighborhood Spider-Man.

In Reign, Doc Ock is actually an ally of Spidey's, even going so far as to save his life when the arachnid hero battles the Sinner Six (well, basically the Sinister Six, but with Hydro-Man and Scorpion subbing in for Doc Ock and the Vulture). The catch, however, is that Doc Ock is dead. His body has rotted, but his robotic limbs are acting out a long-devised plan to help get Spider-Man back on the streets fighting crime. It all climaxes in a bizarrely horrific set piece where Doc Ock's robotically-controlled corpse convinces Spider-Man to dig up the classic costume that he'd buried in Mary Jane's grave after accidentally giving her cancer with his, uh ... "organic web fluid." It might not be the weirdest story in Spider-Man history, but it's definitely a contender for the grossest.

He's suffered from built-up brain damage

It's tough work fighting superheroes, since most superheroes' Plan A involves a punch to the cranium. Despite Doctor Octopus' fearsome and powerful tentacles, his body is decidedly average, and over the course of his long career, he's been punched by everyone from Spider-Man to Daredevil to the Hulk. In a shocking moment of realism, The Amazing Spider-Man #600 sees Otto confronting the unpleasant fact that all that damage has built up. Otto is given a little less than two years to live before his body breaks down entirely.

Even in the world of comic books, the opportunity to confront your own morality gives one a certain perspective on things. In Otto's case, that perspective is that he needs to break up May's impending wedding to J. Jonah Jameson's father, conquer the world, and get Iron Man to admit that Otto's always been the smarter scientist. He gets one out of three. Spider-Man manages to successfully get his aunt down the aisle in one piece, Doctor Octopus' world-ending rampage is stopped, but Otto does manage to humble Tony Stark. 

It all goes down in Invincible Iron Man #501-503. Doctor Octopus presents Tony with an unsolvable problem ... Tony has to fix Otto. To incentivize Tony, Otto threatens all of New York with a thermonuclear bomb and holds a Stark Resilient employee hostage. Tony tries to get out of it, but ultimately, he has to beg and plead for Otto to show mercy and not explode the bomb. That's when Otto drops the real bomb: There is no bomb, and there never was. The whole thing was a bluff to force Tony to humble himself before the "real" genius.

Doctor Spider-Octopus Man

Doctor Octopus and Spider-Man have always been two sides of the same coin. They're both brilliant men who know what it's like to grow up with nothing, hated by their peers, only to be given the power to change their situation later. That's not subtext, either. In Spectacular Spider-Man #219, Doctor Octopus admits as much, sharing with his virtual reality girlfriend that he's always admired the wall-crawler's heroism and innate goodness.

In Amazing Spider-Man #698, Doctor Octopus finally gets to see what life is like on the other side of the ethical glass as he swaps mind waves with Peter Parker. Otto, now in the body of everyone's friendly neighborhood Spider-Man, is given a new lease on life, while Peter is left to die in Otto's terminally ill body. The real Peter manages to use Otto's latent memories to muster up a last-ditch effort to swap brain patterns before Otto's body dies, but he's too late. Spider-Man, the real Spider-Man that fans had been following for decades, seemingly dies conclusively in Amazing Spider-Man #700. However, as the real Peter expires in Otto's body, he forces Otto to basically relive the last 50 years of Spider-Man comics, ensuring that Otto learns one important lesson: With great power, there must also come great responsibility. Otto vows to live up the legacy of Spider-Man by becoming an even better version of the man whose body he's stolen.

Meet the Superior Spider-Man

For man as egotistical and ambitious as Otto Octavius, it's almost a fitting punishment that his greatest and most successful supervillain plan necessitated him losing his name, body, and reputation. In The Amazing Spider-Man #700, Otto pulls off the heist of the century by overwriting Peter Parker's brain waves with his own, essentially stealing Spider-Man's body and leaving his arch-nemesis to die in Otto's decaying husk. At the last moment, however, Peter is able to force Otto to experience Spider-Man's entire life, instilling in Otto a lasting and annoying conscience. 

In Superior Spider-Man #1, Otto tries to put his own spin on Spider-Man's heroic derring-do with more planning, more technology, and more vicious ways of fighting super-criminals. However, Peter's mind might've been overwritten, but Peter's consciousness is buried deep down underneath it all. When Otto runs into a problem that even he can't handle in Superior Spider-Man #30, he willingly erases his own mind so that Peter Parker can save the day as the real Spider-Man once again.

Of course, nothing ends. Nothing ever really ends. Otto pops up again in The Amazing Spider-Man #1 (Vol. 4), this time in the body of the Living Brain, who's neither living nor a brain. Otto eventually escapes into another robot before ending up in a cloned version of his original body in Dead No More: The Clone Conspiracy #1. Just like most clones in Spider-Man stories, he turns to dust by The Clone Conspiracy #5, but not before swapping brains again with a clone of Peter Parker's body.

Doctor Octopus vs. the Man of Steel

In 1976, Marvel and DC came together in for a truly unprecedented crossover — Superman vs. The Amazing Spider-Man. Of course, the comic might have "vs." in the title, but two red-and-blue Boy Scouts like Spider-Man and Superman would never have a real brawl without some villainous engineering. In this case, it takes the combined intellect of Doctor Octopus and Lex Luthor to trick the Man of Steel into thinking that Spider-Man's behind an impostor Superman spotted around town. From there, the two villains hit Spider-Man with some red sun radiation in order to give the wall-crawling hero the proportionate power of a spider that's strong enough to clobber Superman. As with any superhero spat, however, Spider-Man and Superman settle down, hash out their differences, and focus on the real villains hiding on a spaceship in orbit around Earth.

Once Superman and Spider-Man arrive, Doctor Octopus is able to put up a surprisingly good fight against the Man of Steel, throwing him around with his mechanical arms. But eventually, Spidey and Supes catch their groove, and Doctor Octopus loses his nerve once he realizes that Lex Luthor actually plans to destroy the world. Doc Ock then sabotages the device, leaving Superman and Spider-Man to save the day. Although, considering that Otto would later try and destroy the world himself in The Amazing Spider-Man #682, maybe he just didn't want to share the honor with Luthor.