Born in
Schenectady, Otto Octavius was the only child of Torbert Octavius, a construction worker, and Mary Lavinia Octavius, a homemaker. While Mary loved and supported Otto right from the beginning, Torbert was a violent alcoholic who regularly beat Otto and his mother. The young Octavius's shyness and good work in school got him labeled as a "teacher's pet" and targeted as a subject for bullying. Torbert hated having a bullied son and, believing that a man's worth was determined by his dominant attitude and physical strength, roared at him to use violence in dealing with the bullies. Mary Octavius would always defend her son from Torbert's
tirades, saying he was a gifted thinker who would use his brain to solve problems, not his fists. Due to his mother's insistence and her disgust towards men who worked in common manual labor, Octavius was determined not to become like his father and threw all his efforts into his education, regularly scoring top marks. Octavius' devotion to study paid off with him being awarded a
university scholarship at
M.I.T.. During Octavius's freshman year of college, he was undecided in his studies until they were briefly interrupted by Torbert's death in a construction accident. Otto attended the funeral for his mother's sake, although he himself did not mourn his father's death and later privately expressed his desire to have seen him suffer more. When Mary remarked that "an early death is a manual laborer's" and she expected better from her son, this seemed to spur an obsession in Octavius about the hard sciences, and he declared his major to be physical science. His obsession, however, did not manifest immediately, and he was regarded by his school friends as a devoted student who was genuinely interested in the studies. He graduated near the top of his class, and was considered a catch to many scientific firms. Octavius was soon hired by an engineering firm. Octavius became a brilliant and respected
nuclear physicist, atomic research consultant,
inventor and
lecturer. He designed a set of highly advanced
mechanical arms controlled via a
brain–computer interface to assist him with his research into
atomic physics. The tentacle-like arms were resistant to radiation and were capable of great strength and highly precise movement, attached to a harness that fit around his body.), and the scientist turned to a life of crime, first taking the hospital hostage and calling himself "Doctor Octopus" from the derogatory name that his co-workers had given him. Over the years, Doctor Octopus has become one of the most identifiable members of
Spider-Man's rogues gallery. Doctor Octopus formed the original
Sinister Six to fight Spider-Man after taking
Betty Brant and
May Parker hostage. He has led subsequent Sinister Six groups and usually takes offense when someone else leads the team. Disguised as the
Master Planner, he organized theft of atomic equipment. After he stole a formula that Spider-Man needed to cure his Aunt May, Spider-Man tracked Doctor Octopus' gang to their base. In the ensuing fight, Spider-Man is trapped underneath a collapsed building. Seemingly doomed, Spider-Man overcomes. It is later revealed he used a scuba tank to escape. Doctor Octopus later attempts to steal the Defense Department's Nullifier device, and sets a trap for Spider-Man. He became
May Parker's tenant, then got close enough to use the Nullifier on Spider-Man; although he had hoped that it would merely nullify Spider-Man's web-shooters, the radiation in Spider-Man's blood resulted in the Nullifier's interaction with Spider-Man's unique biology rendering him amnesiac, Doctor Octopus subsequently tricking Spider-Man into helping him before Spider-Man's own better nature resulted in him turning against his 'partner' despite his memory loss long enough for
John Jameson to use the Nullifier to shut down his tentacles. Doctor Octopus later exhibited the ability to activate his mechanical arms remotely, and used them to free himself from prison. His resulting battle with Spider-Man resulted in Captain
George Stacy's death. Doctor Octopus later waged a gang war with
Hammerhead. He attempted to wed May Parker to acquire an island with an atomic plant which she had recently (and unknowingly) inherited. His crowning achievement of evil was the near-fatal beating of the
Black Cat (Spider-Man's then-partner) which led to Spider-Man beating Doctor Octopus to within an inch of his life. The trauma of the beating he received from Spider-Man left Otto Octavius afraid of Spider-Man and spiders in general for years, and he needed to be treated for his acute
arachnophobia. Spider-Man was forced to let his nemesis beat him in combat so as to allow Octavius to break free of his fears and recruit him to save
New York City from an exploding nuclear reactor; Octavius had been planning to detonate the reactor to kill Spider-Man indirectly, but after his out-of-control arms beat Spider-Man seemingly senseless, Spider-Man persuaded him to shut down the reactor to ensure that there were witnesses to his 'great triumph'. Octavius decided to let Spider-Man live on the grounds that he would now have to cope with the same humiliation he had endured. During the "
Secret Wars II" storyline, Doctor Octopus was brainwashed by
Mephisto's minion Bitterhorn into joining the
Legion Accursed. They were sent to come in contact with Beyonder and fought Thing. Doctor Octopus later formed a version of the
Masters of Evil which also consisted of
Absorbing Man,
Gargantua,
Jackhammer,
Oddball,
Powderkeg,
Puff Adder,
Shocker,
Titania, and
Yellowjacket. He led the Masters of Evil in a plot to steal the technology of the
Avengers. They ended up fighting the
Guardians of the Galaxy who came from an alternate future timeline. Doctor Octopus got away when Gargantua, Puff Adder, and Shocker started to sympathize with the Guardians of the Galaxy.
"Death" and resurrection During the "
Clone Saga", Doctor Octopus saved Spider-Man from certain death from a poison injected by the
Vulture, although this was only because
he desired to be the one to kill Spider-Man. During the healing process, he discovered Spider-Man's identity and then allowed himself to be taken in by police, expecting to be saved by his accomplice/lover
Stunner. However, Stunner was knocked out and Doctor Octopus was murdered by the insane Spider-Man clone
Kaine Parker.
Carolyn Trainer took over as "Doctor Octopus" until her teacher was resurrected by a branch of the mystical
ninja cult known as the
Hand. Upon his resurrection, it was revealed that he now had no knowledge of Spider-Man's identity, as the memories he gained came from a computer chip provided by Carolyn Trainer and the memory of Spider-Man's identity had not been recorded at the time of his death.
Subsequent schemes In later years, Octavius attempted to create his own personal assassin in the form of a villainous mutated entity he dubbed "
Spider-Woman". He has also had to deal with another usurper, in the form of arrogant young businessman and con artist
Luke Carlyle, who pretended to employ Octavius at his company. Tiring of his life of crime and wishing to return to an engineering career, Octavius accepted the offer. This proved to be a ruse, and Carlyle subdued Doctor Octopus and stole his technology, using it to create his own version of Octavius' harness and tentacles. During a prolonged battle with Octavius and Spider-Man, Carlyle was defeated when Doctor Octopus ripped open his suit, allowing Spider-Man to fill Carlyle's suit with webbing, although Doctor Octopus informed his enemy that he only did this to hurt Carlyle rather than to help Spider-Man. Then, Doctor Octopus took the ambassador of the newly formed Free Palestinian State hostage, demanding that in exchange for the ambassador's freedom, Spider-Man would meet him in Times Square and unmask himself in front of the world. When Spider-Man went to Times Square, he pulled off his mask to reveal another mask, angering Octavius enough to distract him from the release of the ambassador by agents of the Israeli Secret Service. Doctor Octopus was taken to
Ryker's Island and was drugged and brainwashed to kill the
Green Goblin. He interrupted a battle between Spider-Man and the Green Goblin on the
Brooklyn Bridge, and the two villains were struck by lightning and fell into the river below. Octopus was dragged out days later with no memory of the event and missing two months of his life. While hiding in a plant that was owned by the villain Fusion, Octavius was apparently forced to work for Fusion in helping him recover the 'John Hancock' satellite, once used to find nuclear weapons but now capable of finding potentially radioactive superhumans such as the
Hulk or Spider-Man. Although Fusion had apparently forced Octavius into submission, Octavius eventually revealed that he had merely been faking his submission so that Fusion could do all the hard work of finding the satellite for Octavius to sell off, subsequently beating Fusion half to death and attempting to sell the satellite himself before he was caught and defeated by Spider-Man.
Civil War Octavius unsuccessfully tried to form and lead another version of the
Sinister Six, because
Captain America's
Secret Avengers managed to defeat the villainous group, although Doctor Octopus himself eluded authorities. In
Sensational Spider-Man #28, Doctor Octopus is seen viewing a telecast of Peter Parker revealing himself to be Spider-Man. Doctor Octopus then goes rampaging throughout the city, in utter disbelief that not only was he beaten numerous times by a teenager, but of the lost opportunity he had when he unmasked Parker in their second encounter (at the time, Octavius assumed he was an impostor). He is again defeated by Spider-Man, who confronts Doctor Octopus unmasked, after two of Peter's students distract Octavius. He is then sent to
Baron Zemo's supervillain detention facility (as seen in
Thunderbolts #104 and
Iron Man (vol. 4) #14). In "
One More Day", Spider-Man contacts Octavius to see if he can help with Aunt May's condition.
Dying When Doctor Octopus learns that he is dying due to the years of punishment his body took in his villainous career, facing superhuman foes when he is fundamentally human once getting past the tentacles, he becomes increasingly despondent and brazen in his final plans. Intending to leave a lasting legacy, he attempts to exert control over New York City by using his newly minted Octobots, but while he consciously intends to help, his subconscious drives him to turn the city's resources against Spider-Man, and he also targets May Parker aggressively (deeming her guilty of being due to marry J. Jonah Jameson's father J. Jonah Jameson, Sr.), subtly disrupting the planned marriage. Spider-Man is eventually able to take control of Octavius's planned network, forcing Octavius to flee while vowing revenge. In his desperate attempts to prolong his life, Octavius reforms the Sinister Six, wishing to acquire
Menace's unborn son, hoping to synthesize a pure strain of the Goblin Serum, only to be thwarted again by the efforts of Spider-Man and the guilty conscience of the Lizard, reigniting his bitterness towards his foe, but gaining a grudging acknowledgment of his abilities. Octavius and Spider-Man keep crossing their ways during the following months, with the Avengers fighting a new iteration of the Sinister Six, and Octavius contacting
Iron Man to force him to find a cure for his degenerative condition. However, when Iron Man genuinely offers to have the brightest minds in the Marvel Universe find a viable cure, Octavius smugly refuses, in favor of witnessing Stark admit that he cannot do it and beg for mercy to disarm a device that Octavius had claimed was a bomb, basking in this "proof" of his (supposedly) superior intellect. His attempts to prolong his life, however, do not hinder a more vast and sinister plan, in which he has the Sinister Six fighting the
Avengers Academy for a piece of
Hank Pym's technology, the
Future Foundation for a piece of
Reed Richard's technology, and the Intelligencia for the
Zero Cannon, a powerful antigravity weapon, later revealing to have gained something useful from his early foray in John Jameson's shuttle. All this careful preparation came to fruition during the "
Ends of the Earth" storyline, where the apparently mismatched pieces of technology stolen are used to build a satellite net, the
Octavian Lens, able to alter the world's climate by enhancing or smothering solar rays. Doctor Octopus at first claims to have a benevolent intent, wishing to halt the
greenhouse effect in exchange for gratitude and recognition, but he is soon exposed by Spider-Man (having enhanced himself with new technology created by
Horizon Labs), the
Black Widow and
Silver Sable, who provoke him into revealing his real plan: immolate a great part of the entire population to prevent anyone from surviving his impending death, having the survivors remember him in perpetual fear and awe. Playing over his ego, Spider-Man manages to stall him, by reminding him that, even if anyone managed to survive a drastic heating of the entire Earth, the survivors would likely be brain-damaged, and as such unable to remember his actions. Spider-Man then roughly defeats him, in retaliation for Silver Sable's death, openly mocking and berating his efforts by claiming that, because of the Octavian Lens' destruction and his declining health, he is now going to die alone, forgotten and without a legacy.
"Death" and rebirth Even captivity and incarceration were unable to stop Octavius. Since Spider-Man was forced to access the Octobots' hive mind several times in previous months, he unwittingly gave Octavius unrestricted access to his mind, allowing him to program a lone Octobot to swap their consciousnesses. Octavius is now in Peter Parker's body and able to access his foe's memories, but with none of his restraints content of living his civilian life and planning for his future, while his foe is now trapped in Octavius' failing body. Peter is able to recruit the
Scorpion,
Hydro-Man and the
Trapster with the task of keeping him alive and capturing "Spider-Man" in an attempt to reverse the mind swap. However, the Trapster's portable life support can give Peter only 700 minutes to live. As such, Peter openly antagonizes "Spider-Man". While Peter's attempt to reclaim his body fails, he is able to imbue his nemesis with his very memories and values before apparently dying in Octavius' crippled body. Distraught, Octavius (in a sudden surge of empathy for his sworn nemesis) vows to steer himself away from villainy and accepts Peter's dying wish of having a Spider-Man protect New York. Octavius claims that, since he now holds the physical might and the good values embodied by Spider-Man but also the boundless ambition and the scientific mindframe of Doctor Octopus, he will surpass the "Amazing Spider-Man", becoming a "
Superior Spider-Man".
The Superior Spider-Man Within Spider-Man's body, Octavius starts his new career as a hero by redesigning his gear and putting his past as a villain behind himself. However, he soon finds himself the target of several villains, all trying to take over the place left by the seemingly-dead Doctor Octopus and his Sinister Six. While they are still no match for the new, more ruthless Spider-Man, his violence and new mannerisms start to tip off several of his close friends and allies. Despite his accomplishments, Octavius is revealed to be still haunted by Peter Parker's lingering spirit, unable to reassert control over Spider-Man's shared body, but actively hampering his efforts to stray from Peter's values, and trying to reclaim his body. Despite Peter's lingering influence, Octavius's refusal of Peter's values and perceived screw-ups prompts him to "rectify" some mistakes: "Peter" enrolls back to college, pursuing actively the PhD Peter denied himself in the past, and breaks the self-imposed "no-kill rule" by taking a proactive stance against evildoers and criminals. However, Octavius continues to insist that he is Spider-Man. Attempting a mind-wipe of all of Peter's memories to destroy the living consciousness completely, Octavius manages to delete the
Daily Bugle memory. Realizing Peter would not surrender, Octavius directly engages his foe in Spider-Man's mind. After beating Peter to a pulp by breaking his spirit with the knowledge Peter was willing let a girl named Amy come close to death when Octavius was performing surgery on her with a scanner that would have detected him, Octavius declares his final victory while calling Peter unworthy to be called Spider-Man and believes that he deleted all of Spider-Man's memories. Returning to the real world, Octavius rejoices from his belief that he is free and has achieved victory over Spider-Man. But this erasure has also deprived him of Spider-Man's memories, leaving it more difficult for him to pose as Spider-Man, with some of Peter's friends (such as Carlie, Mary Jane, and J. Jonah Jameson, Sr.) questioning Spider-Man's more brutal approach. It is later revealed that Peter's consciousness survived. Peter finds that Octavius's delete has left him with very few memories of his own, but after realizing those he still has are the ones that define him, vows not to give up, and that he will regain control of his body. The Superior Spider-Man finds himself facing the full force of the Goblin Underground since the possession of the Venom symbiote 31 days ago. When the Superior Spider-Man finally confronts the Goblin King, he mentions that he knows about Doctor Octopus' mind-swap with Spider-Man. The Goblin King then makes his next move by having missiles targeted at Spider-Island. Octavius survives the bombardment and escapes with the
Living Brain. He then tries to find the Goblin King; however, before he can do so, Menace takes
Anna Maria Marconi hostage. Meanwhile, the Goblin destroys all the buildings that mean something to Octavius, to punish him for robbing the Goblin of his dream of killing Spider-Man. Heading to
Alchemax, Octavius is confronted by Spider-Man 2099, who takes control of the Spider-Slayers. Although he manages to escape, Octavius is forced to realize that he has failed in his goal to be a 'Superior' Spider-Man when the restored Peter Parker takes over to save a child from a runaway train where Octavius hesitated, reflecting that he is aware of his fundamental inferiority, as he overcompensates while Peter holds himself back, but acts when he has to. Octavius then willingly deletes his own consciousness so that Peter can regain control of his body.
Spider-Verse In the run-up to
Spider-Verse, Octavius was sent to the year 2099 by accident while dealing with the temporal anomalies caused by Horizon's time portal. Trapped in the future, he attempted to return home by creating a dimensional portal, but found himself travelling to various alternate universes – including one where Spider-Man joined the
Fantastic Four and a variation of the
House of M – where all the Spider-Men were dead. Realizing that something was hunting Spider-Men across other dimensions, Octavius began to gather some of the more ruthless Spider-Men into a team that could oppose whatever was killing them, including Spider-Man Noir, a multi-armed Spider-Man,
Pavitr Prabhakar, and a Peter Parker working in black ops with Wolverine. As the crisis unfolds, Octavius takes command of a group of alternate Spider-Men, considering himself particularly qualified to lead them due to his unique nature and willingness to kill, but when his team is confronted by another group led by the Peter Parker of
Earth-616 – who Octavius presumes is a past Peter as he cannot contemplate the possibility that he will fail- he is forced to concede to Peter's leadership when Peter defeats him in a fight, Peter stating that killing
Morlun and the Inheritors is not the answer, as they will just come back, and they need a new plan. Although he realizes that Peter comes from his future when Peter recognizes Anna Maria's name, Otto is forced to acknowledge his own failures when he learns that another Earth where
Ben Parker was the Spider-Totem was reduced to a nuclear wasteland due to the actions of his own local counterpart. To stop the Inheritors from traveling around the
multiverse, hunting all animal totems as fast as possible, Octavius identified the
Master Weaver as the source of their abilities to traverse the multiverse, and killed him. However, Morlun feared the consequences of this action, resulting in
Karn, the surviving defected Inheritor, taking the Weaver's place (although it was noted that the Weaver was actually Karn's future self, creating a complex temporal paradox). Having learned that he was 'destined' to be replaced by Peter Parker, Octavius attempted to attack the multiversal web to 'save' himself from his destiny, claiming that he was giving the spiders the 'gift' of free will, but the Earth-616 spiders were able to defeat him as their surviving allies returned to their home dimensions. Before he departed, Octavius issued a time-delayed message to the Anna Maria program, intended to activate 100 days after he returned to his home time, but upon his return to his time, his memory of his time with the Spider-Army is erased, allowing history to unfold as it should.
All-New, All-Different Marvel As part of the
All-New, All-Different Marvel event, Otto Octavius is still dead but a copy of his consciousness is shown to be inside the Living Brain. Following the events of
Spider-Verse, Otto Octavius had backed up his consciousness in one of his gauntlets (the Superior Spider-Man's web-shooters) that slept for 100 days using the technology he acquired from 2099. The gauntlet housed a copy of Octavius's consciousness up to the point of
Spider-Verse (without the memories of learning about power and responsibility for his act of self-sacrifice in
Goblin Nation, as this copy would remain asleep during this time). After transforming the gauntlet into a version of an Octobot, he backed himself up in the Living Brain while waiting for the next opportunity to take over Parker's body again, planning to act at a time when Parker's spider-sense would be taxed so that he would miss the relevant signals. At the time when the Living Brain was at Parker Industries' London branch, Doctor Octopus' consciousness expresses anger over being forced to act like their lackey. After Sajani Jaffrey is fired by Peter Parker for conspiring against him, Doctor Octopus' consciousness smirks as Anna is made the head of Parker Industries' London branch.
"Dead No More: The Clone Conspiracy" During the "
Dead No More: The Clone Conspiracy" storyline, Peter decides to have Parker Industries get familiar with New U Enterprises' "New U" system, which is a program where replacement organs are cloned for those suffering from serious injuries. Upon hearing about it from within the Living Brain, Doctor Octopus' consciousness expresses an interest in the procedure. When Peter Parker scanned the Living Brain to find out why it was acting unusually, Doctor Octopus' consciousness asked why it was erased. Realizing the truth, Peter Parker shut down the Living Brain, only for Doctor Octopus' consciousness to reactivate it and cause it to self-destruct while escaping in the Octobot. Arriving at New U Enterprises, the Doctor Octopus-possessed Octobot plans to get his biological body back, convinced that the consciousness in Parker's body was "infected" by its time in Spider-Man to believe that Peter was superior rather than himself. While studying the clones of
Kaine and Electro to perfect the Proto-Clone, Anna Maria is brought to Otto and she becomes uncomfortable when Doctor Octopus starts appealing towards his love interest. When Jackal enters the laboratory, Anna Maria reveals she knows how to stop the decaying process on the clones and Jackal offers her the "Proto-Clone" body in exchange for the formula. Octavius takes offense to Jackal's comments on Maria's dwarfism and attacks his boss. Then he pulls a switch which activates the
Carrion virus in all of the clones and causes them to start rapidly decaying. Doctor Octopus fights Jackal to allow Peter and Anna Maria the time to transmit the frequency, Spider-Man correctly anticipating that Octavius would act to protect Anna regardless of their own history. The frequency has a huge effect on Doctor Octopus and Jackal. After checking New U Technologies' Haven following the broadcast, Spider-Man and Anna Maria find that
Ben Reilly, Doctor Octopus, and Gwen Stacy have been seemingly reduced to dust. It was later revealed that Doctor Octopus rendered Ben unconscious and escaped by transmitting his mind into the Proto-Clone (a perfect clone of Peter Parker) before Ben could.
Becoming the Superior Octopus With his new body, Otto Octavius returns to one of his old bases only to find it is being occupied by
Hydra. He defeats the Hydra soldiers, but is then recruited into Hydra by
Arnim Zola. Zola grants him the leadership of some Hydra soldiers to work for him in arranging the destruction of
Parker Industries. With Hydra's help, he creates a new uniform for himself, becoming the Superior Octopus, intending to wait for Peter's actions to trigger the collapse of Parker Industries so that he can retake his position and prove himself superior once again.
"Secret Empire" During the 2017 "
Secret Empire" storyline, the Superior Octopus appears as a leader of Hydra's Avengers. Outside of his work with Hydra's Avengers, the Superior Octopus approached Spider-Man, where he wants him to transfer ownership of Parker Industries back to him. When Peter Parker declined this offer, the Superior Octopus had the Hydra agents in Parker Industries' London branch blow up the building. As Peter flees to the Shanghai branch of Parker Industries, Octavius attempts to implement various security protocols he had added to all Parker Industries tech that allows him to retake control of anything developed by the company, but Peter turns the tables on Octavius by ordering his employees to literally destroy the company to hurt Hydra, thwarting Octavius' attempt to shut down his new high-tech suit with an EMP by reverting to his traditional costume and turning the EMP trick against Octavius so that his own tentacles attack him. Octavius is forced to flee the battle.
Go Down Swinging and redemption During the
Go Down Swinging story arc where the Red Goblin (Norman Osborn who has powered himself up with the
Carnage symbiote) attacks Spider-Man and all his friends and family, the Superior Octopus and
J. Jonah Jameson help defend
Aunt May as the Superior Octopus still retains some of Peter's memories and sense of responsibility. This concludes with Peter forgiving the Superior Octopus and giving him a "clean slate". In the
aftermath of Osborn's defeat, the Superior Octopus reveals his new identity as Dr. Elliot Tolliver and intends to work at Horizon University.
"Spider-Geddon" During the "
Spider-Geddon" storyline, the Superior Octopus is seen fighting the
Night Shift. The Superior Octopus agrees to spare them more pain in exchange for the Night Shift becoming his agents, where he will compensate them from his own funds. They agree to the terms and are ordered to return the stolen items. The Superior Octopus leaves, advising them never to cross him or they will not live long enough to regret it. After a day at Horizon University and saving some people on the Bay Bridge, the Superior Octopus fights Arnim Zola, a clone of
Gorgon, and Hydra agents who seek to repossess his services to rebuild Hydra. The Superior Octopus states that he is done with his end of the bargain and attacks them. When Gorgon turns the Superior Octopus to stone and shatters him, another Superior Octopus body emerges, destroys Gorgon, and defeats
Arnim Zola. Superior Octopus goes on to recruit Kaine and the Spider-Man of Earth-1048 to combat the Inheritors. After the Inheritors are defeated, Octavius resumes being the Superior Spider-Man.
The Superior Spider-Man (vol. 2) After the events of "Spider-Geddon", Octavius resumes his career as the Superior Spider-Man, protecting San Francisco with the hired assistance of the Night Shift. His identity as Dr. Elliot Tolliver is uncovered by Anna Maria, who confronts him with the rebuilt Living Brain. This is interrupted by the appearance of
Terrax. Using a machine to siphon a fraction of the
Power Cosmic, Octavius defeats Terrax and passes out. While helping rebuild San Francisco and rescue survivors, the Octavius learns about humility and begins to connect with the people. Unbeknownst to him,
Master Pandemonium emerges from the wreckage, planning to strike. When Master Pandemonium attacks, Octavius is forced to work with Doctor Strange to stop Pandemonium after he possesses his new associate Emma Hernandez. During "
The War of the Realms" storyline, the Superior Spider-Man worked to save the civilians from a Frost Giant invasion. Then he came up with the idea to work with the
West Coast Avengers to make use of
America Chavez's powers. After rescuing them with his Octavian Lens, the Superior Spider-Man barely convinced them to help fight the Asgardian invasion at the source. They would have to go to New York City, since the Asgardian magic is interfering with America's powers. In the midst of the battle between the
Fantastic Four and
Malekith the Accursed's forces, the Superior Spider-Man worked with Mister Fantastic to enable America Chavez to duplicate the Bifrost Bridge's energy. After the two of them failed to locate the strike team in Svartalfheim, the Superior Spider-Man and Mister Fantastic located the strike team in
Jotunheim. Those in Jotunheim persuaded the Superior Spider-Man to focus on protecting Earth. The Superior Spider-Man returned to New York City to lead the West Coast Avengers in protecting the citizens. Once the War was over, Octavius confides that he feels guilty over being unable to save more people to Spider-Man, who comforts him. Unbeknownst to Octavius, he is being spied upon by one of the spiders that make up Spiders-Man on behalf of Spider-Osborn, who is planning revenge on him. Following a date with Emma, they notice a news leak that claiming that the Superior Spider-Man is really Doctor Octopus. Thus is denied by Spider-Man, Mister Fantastic, and Doctor Strange, who note his involvement in fighting the Frost Giants. The next day, Octavius admits to Max Modell that he is a clone. However, Modell reveals that he already knew. Upon analyzing the security footage of the leak, Octavius deduces that Spiders-Man was responsible. Spiders-Man then attacks them, but is subdued, and states that Spider-Osborn is safe on his world and that they will never reach him. Octavius, Anna Maria, and the Living Brain attempt to use the cosmic energies left over from the fight with Terrax to travel to Spider-Osborne's world, but it goes wrong and causes an explosion. Spider-Osborn then appears, revealing that he was on Earth-616 all along. He beats Octavius, and reveals that he plans to kill everyone that he cares about as revenge for insulting him. Spider-Osborn starts by capturing James Martin, stating that he will release the boy only if Octavius kills three citizens on camera so that people will see him as a fraud. Believing that he cannot win against Osborn, Octavius summons Mephisto and asks him to restore him to his original form for a day so that he can fight Spider-Osborn. Mephisto rejects this and offers to permanently restore Octavius to his original body, without any of "flaws". Octavius accepts the deal, once again becoming Doctor Octopus. He attacks The Brothers Grimm as they collect their payment, demanding the location of Spider-Osborn. Octavius then defeats Spider-Osborn, throwing him back to his world. After briefly visiting Anna Maria and Emma at the hospital, he reveals that he has lost all memory of Spider-Man's identity. He cuts ties with the Night Shift and leaves, leaving his Superior Spider-Man outfit in the garbage.
Return to Doctor Octopus In the "
Sinister War" storyline, Doctor Octopus coerces Curt Connors into using the Isotope Particle Accelerator on himself, making his Lizard persona a separate entity. While in the Osborn Graveyard, Doctor Octopus demands that
Kindred gives him the answers he seeks. Kindred states to Doctor Octopus that he wil get the answers soon as he adds Mysterio to the latest incarnation to the Sinister Six. In truth, Doctor Octopus secretly prepares a sonic transducer to destroy Kindred's centipedes, at cost of knocking the rest of Spider-Man's past foes, while saving them as well from hunting Spider-Man before the centipedes devoured their brains. Doctor Octopus takes a centipede from
Sin-Eater's brain and uses it on his transducer to both knock out and save Spider-Man's past foes, barring Spider-Man and himself, while Boomerang was killed by Morlun when trying to save Spider-Man. Before splitting up, Otto urges Peter to make himself scarce and continue to fight Kindred safely before the surviving factions could recover, as most of them would still want to kill him. During the "
Devil's Reign" storyline, Doctor Octopus joins Mayor
Wilson Fisk's
Thunderbolts unit. He accompanies the NYPD and
Homeland Security to the Baxter Building to do a full investigation on the weapons of mass destruction that may be located there. Doctor Octopus later contacts Fisk about the inventions that he found in Reed Richards' lab. Doctor Octopus later makes use of Reed Richards' inter-dimensional gate to summon his counterparts from throughout the multiverse, consisting of a version of
Hulk from Earth-8816 who has two sets of arms growing from his back, a version of
Ghost Rider from Earth-1666 with chain-tentacles coming out of his back, and a version of
Wolverine from Earth-9712 with bladed tentacles. In flashbacks to when Doctor Octopus first operated as Superior Spider-Man, he had worked on a miniature star project with help from his hired assistant Estrella Lopez and how her trying to take the project after Superior Spider-Man took credit for solving it led to her being turned into a fiery form that she dubbed
Supernova. This caused Superior Spider-Man to trap her in the dodecahedron. In the present, Doctor Octopus finds the dodecahedron while rummaging through his old lair. As he was working on his latest weapon using energy from the dodecahedron, Supernova breaks free from her imprisonment. While Parker is fighting Supernova,
Spider-Boy goes to Parker Labs and becomes infected Spiders-Man's remaining spiders. Using Spider-Boy's ability to communicate with other arachnids, they spread the hive mind throughout every resident of New York City, similar to
Spider-Island. Spider-Boy takes on the persona, Superior Spider-Boy. Eventually Otto and Spider-Man trap Super Nova back in a new dodecahedron trap. Otto plans to sacrifice her to create an unlimited power source, to Parker's objection. Anna Maria pretends to be possessed by the hive mind, driving Otto to regret the entire plot and uses the neurolitic brain scanner to reverse the hive mind, but also erase his recent memories, which include him being Superior Spider-Man, trapping Estrella, and being in love with Anna Marconi. Super Nova decides not to exact revenge on Otto since he doesn't remember her, so killing him would be uneventful. Spider-Man lets Otto escape since he did save the city, but as he leaves he tells Anna Maria that he has no idea who she is, but she responds, "I have a pretty good idea who you are now".
Octo-Girl Between the events of
the Superior Spider-Man Volumes 2&3,
Otto Octavius battles Spider-Man in New York City and slips to his death, so his AI attempts to swap his mind into a clone, but accidentally shares his consciousness with a young Japanese schoolgirl Otoha Okutamiya. He summons one of his harnesses to help Otaha with some of her
school bullying and other adolescent issues, while also searching for his neurolitic brain scanner to return him to his body, which has been left in a coma-like state in New York City. They bump into other superheroes like
Sakura Spider,
magical girls, and a clone of Otto himself as
Superior Octopus that doesn't recall the events after Superior Spider-Man Volume 2.. They come to a head with an
evil corporation called Across that murdered Ohtana's friend's (Touma Taka) father. Touma creates a
vulture suit with the help of Superior Octopus, who is trying to infiltrate Across Corporation's cyber security network. Otto reluctantly agrees to assist Ohtana in saving Touma from becoming a
terrorist. After the cyberattack is stopped, Across decides to use this as an opportunity to test out their new "Vulture"
attack drone system, so they two work together to defeat the drones. At the end of the third volume, Superior Octopus discovers that the drones are being controlled by a third Otto clone, who inhabited the body of Otto right before the events of
Superior Spider-Man. ==Powers and abilities==