Villain Overview
Oh, Parker... If you want to change the world, you have to be the kind of man who can make the hardest decisions.
~ Otto Octavius to Peter Parker during their fight.

Dr. Otto Gunther Octavius, also known as Doctor Octopus, is the main antagonist of Marvel's Spider-Man. He is the former CEO of Octavius Industries, Peter Parker's science teacher and partner, but eventually becomes the supervillain known as Doctor Octopus, motivated to get his revenge on Norman Osborn and kill Spider-Man. He is also the founder and leader of the Sinister Six.

He was voiced by William Salyers, who also voiced Rigby from Regular Show and Truman Marsh from Avengers Ultron Revolution.  



Otto Gunther Octavius was born in 1955. In his youth, Otto Octavius was friends with Norman Osborn. Together the two eventually started a business company known as "Oscorp" (inspired by a nickname their fellow students had given them). However, as Norman became more and more obsessed with genetics, the two had a falling out. Eventually, Otto left in exchange for a settlement; money to further his research. However, Otto was aware that such a small amount of money for a big project would not last long.

In 1986, a boy named Martin Li came to Oscorp to have a consultation for an unknown medical condition. Unknown to Otto, Norman had the boy injected with the experimental GR-27 serum. The treatment triggered a reaction that resulted in the death of Li's parents and Li receiving superhuman powers. This incident triggered the end of Norman and Otto's relationship and Otto's resignation from Oscorp.

Later, Otto began working at Horizon High, forced to rely on grants to support him, where May Parker recommended her nephew, Peter Parker, to work with him. Hiring Parker solely on May's words, he began teaching the young student, unaware that the student was also the secret identity of the superhero, Spider-Man.

Loss of Sanity

We've done enough testing! For the first time in my life I don't feel like a failure. I feel like me!
~ Otto Octavius rejecting Peter Parker's offer to run more tests on the neural interface.

During one of their experiments with robotic arms, Norman Osborn's team shuts down Otto Octavius' and Peter Parker's lab and cuts his grant due to the site being declared a safety hazard due to a recent accident. Otto insists his previous safety violations were excused, but Norman reminds him that he was the one who excused it and that Otto's equipment should have been confiscated long ago. Norman insists both Otto and Peter work at Oscorp from then on, but Otto rejects his offer, and Peter does as well.

Shortly after Otto fails to test his robotic limbs due to muscle spasms, Otto reveals to Peter that he is suffering from a genetic neurodegenerative disease that is gradually causing his muscles to lower in quality and efficiency, most likely caused by being exposed to chemicals in his youth. This is a primary running reason for his research and motivations, and his motivation into focusing on mental linkage with his prosthetic designs that take a turn for the worst.

Later, an excited Otto presents to Peter four tentacle-like arms attached to his back. The arms are powered by an external prognosis controlled by his brain and can move at the speed of thought. However, Peter discovers that using this method can potentially have severe damage on Otto's psychosis. Otto aggressively ignores Peter's warnings and tells him that this is the first time in his life he does not feel like a failure, but Peter is able to talk him down into deactivating the robotic limbs. Otto apologizes to Peter, along with thanking him for his help. After Peter leaves, Otto sees Norman Osborn on a television telling the citizens of New York to cast their vote to him in the upcoming election. In anger, Otto activates his tentacles again and calls Norman a liar before he destroys the television with one of his robotic limbs.

Attack on New York

All these years. All these lies. It's over Norman. Time to give them the truth.
~ Doctor Octopus before infecting New York with Devil's Breath.

With his new arms, Octavius attacks a Sable transport and steals Devil's Breath. He then attacked both Ryker's Island and the Raft as "Doctor Octopus", releasing all of the prisoners within including Mister Negative, Electro, Vulture, Rhino, and Scorpion, with whom he forms the Sinister Six. The Sinister Six subdue Spider-Man and present him to Octavius. Octavius warns the beaten Spider-Man to not interfere before tossing him away in the water below. Otto then orders the Sinister Six to do their jobs he requested and in return he would repay all of their debts. Otto then went to Time Square, where pro-Osborn citizens were staging a rally, and released Devil's Breath in Times Square, infecting hundreds of thousands of New Yorkers, including Peter's Aunt May.

With the combination of the outbreak and the mass escape of criminals, the city of New York quickly falls into chaos. Peter goes to apprehend his escaped enemies, quickly rounding up Electro, Vulture, Rhino, and Scorpion, while Mary Jane searches for the Devil's Breath cure that Oscorp is seemingly working on. She breaks into Norman's penthouse and learns that his son Harry is terminally ill and that the Devil's Breath was actually designed as a cure for his condition. After discovering his secret lab, Mary Jane learns that Martin Li was one of the test subjects for the Devil's Breath, which granted him his powers. This, however, ended in tragedy, as Li had accidentally killed his parents, sparking his grudge against Osborn. Mary Jane soon learns the location of the cure and informs Peter.

After convincing Sable that he is trustworthy, Peter heads to the lab and defeats Li, but Octavius arrives and strikes Li down for his failure. Otto then engages Spider-Man in a fight and effortlessly beats the hero to near-death, taking the cure while he was at it. Otto then confronted Norman, admiring the look on his face as he kidnapped Norman and left to expose him to the world.

Final Battle with Spider-Man/Defeat

After arriving atop the Oscorp building, Otto tried to force Norman to reveal the truth to all of New York - that everything he has is built on lies, but Norman only proclaims that he is better than Otto and that Otto is worthless without him, to which Otto responds by dropping Norman off the tower, where he is saved by Spider-Man in a heavily armored suit specifically designed to counter Otto's tentacles. Spider-Man climbs on the roof and desperately tries to talk sense into him, but Otto refuses and a fight ensues between him and Spider-Man. During the fight, Otto is able to damage Spider-Man's web-shooters, rendering him unable to shoot anymore webs. The two continue fighting on Oscorp's antenna until Otto manages to knock half of Spider-Man's face plate off with his robotic arms. Otto then reveals that he knew who Spider-Man was all along when he calls him "Parker", and despite knowing this, it never stopped Otto from trying to kill Peter with every chance he got. Otto insists that he will not let Peter win, as destroying Norman and Oscorp means too much to him, but Peter continues fighting, even knocking one of Otto's tentacles off, sending the two falling down the building.

Both Peter and Otto manage to cling to the side of the building and continue battling each other. Peter tries to talk Otto down by telling him to think about all the people he's hurting, but Otto tells Peter that he has not suffered the way he has and grabs him. Peter once again tries to break through to Otto and tries to remind him of the man he was, but Otto tells Peter that the old Otto is gone and that he cannot save him. Peter then breaks down, telling Otto that the doctor was his hero and that he worshiped him, and bitterly telling him that he threw all of that away for revenge on Osborn. As the fight rages, Otto smugly notes at how Peter is starting to look tired, but Peter claims that he is not tired, just hurt. During the fight, Otto manages to pin Peter down and impale him with his tentacles, saying that if he wants to the change the world, he must be the kind of man who can make the hardest decisions, while showing Peter the cure that he has in his hands. However, Peter is undeterred by his wound, defiantly fights against the incredible pain, plunging the spear deeper into his chest, and grabs Otto and pulls his inhibitor chip from his neck, leaving his extra limbs useless. Peter pulls the tentacle from his chest, despite the pain, and Otto begins falling down the building, landing in a room inside the Oscorp building along with Peter. Even after Otto begs for Peter to save him from being arrested, Peter takes the antiserum and accepts that Otto is beyond saving, and leaves him to be arrested by the authorities.


However, the amount of cure recovered is too small to save everyone infected and Peter is faced with the choice of either using the limited amount to save Aunt May, who is on the verge of death, or allowing the doctors to study it and mass produce a cure to save everyone else. Peter ultimately chooses the latter and has a tearful farewell with Aunt May, who reveals that she already knows he is Spider-Man before passing away. Sable leaves New York to rethink her life choices following her encounter with Peter. Meanwhile, Miles is bitten by a spider that escaped Osborn's personal lab on Mary Jane after her investigation. A funeral is held for Aunt May, who is buried next to Uncle Ben. Otto is seen thrown in the Raft for his crimes. Three months later, New York has largely returned to normal and Peter and Mary Jane decide to rekindle their relationship. It's likely too that Otto's condition eventually worsened until he lost all control of his limbs just as he predicted to Peter, rendering him no longer a threat.


Doctor Octopus is mentioned in Marvel comics' Spider-Geddon issue 0, during which Spider-Man reveals Otto's fate to an alternate version of Otto from a different universe.


Parker. We've been focused on limb replacement - connecting nerves at severed extremities, replicating the function of lost appendages. But what if instead, we gave people something they've never seen? Something... straight from the mind? Unchain all of us from the bodies we've been born with and unleash the awesome power of our minds?
~ Otto Octavius's message to Peter Parker on a recorder.
Intra-cranial neural network. Neuro-transmission speeds under one nanosecond. Faster than signals travel inside the brain. Never mind to an external prosthesis. We did it, Peter. No one can take this away from us.
~ Otto presenting the mechanical arms to Peter Parker.
LIAR! You have no idea what you're in for.
~ Otto while watching Norman Osborn on a television.
First and final warning... stay out of our way.
~ Ottoc Octavius threatening Spider-Man not to interfere in his plans.
Aleksi, I've followed your career with great interest. The world sees you as a witless dullard. I see a warrior with a poet's heart. I know you desire freedom from the battle suit you're sealed inside. Help me achieve my goals and freedom will be yours.
~ Doctor Octopus' message to the Rhino.
It's rare for me to admit this, Mr. Gargan-- Clearing your debts was more difficult than I anticipated. You are in arrears to some... demanding individuals. But once the reservoir job is finished, your financial obligations will be finished as well. Otto Octavius is nothing if not persuasive.
~ Doctor Octopus' message to Scorpion.
Adrian, what bitter irony that your miraculous wings should have wrought such horrors on your body. Thankfully, you are now working for me. When our work is settled, the treatment I have developed *will* cure you. You won't shuffle off this mortal coil just yet, my friend.
~ Doctor Octopus' message to Vulture.
Max, when you first conveyed your dream, to me I thought you insane. "Pure energy"? (laughs) But as I dove deeper into the problem, I discovered a way to give us both what we desire. I promise you when we are done, you *will* be pure energy. Or so close to it as to make the difference irrelevant.
~ Doctor Octopus' message to Electro.
Such a disappointment... Parker.
~ Otto reveals his awareness of Peter's identity.
Otto: Peter, I saw you as a son. I should have know you'd turn on me, just like all the others.
Peter Parker: Turn? I worshipped you! Your mind.. your conscience, wanting to help others, the way you never gave up!
Otto: That's because men like us have a duty. A responsibility. To use our talents in the service of others. Even if they don't appreciate it... we have to do what's best for those beneath us. Whether they understand it or not.
Peter Parker: No, you're wrong. You were everything I wanted to be! You just... threw it away!
Otto: Yes, of course. You're right, Peter. I see that now. The neural interface affected my mind. But I can fix it. We can fix it together... If you'll help me.
Peter Parker: I'll do everything I can. I'll make sure you get the best help--
Otto: NO! If they put me away, they'll take my arms! I'll be trapped in this useless body! Please, Peter. That.. wasn't me. You said you'd never abandon me. You promised, remember? And, of course, you'll rest easy... knowing your secret is safe with me.
Peter Parker: You do what you think is best, Doc. It's all any of us can.
Otto: Peter?
Peter Parker: Even when it hurts like hell.
Otto: Peter? Where are you going? PETER! PETER!!!
~ Doctor Octopus' last conversation with Peter Parker.


  • Doctor Octopus' inclusion in the game was accidentally leaked by Chris Jai Alex, the motion-capture actor for Rhino, commenting on the size difference while doing motion capture between Rhino and Doctor Octopus.
  • He is 63 years old according to his in-game bio.
  • This version of Otto is one of the most, if not the most, powerful to date. He is not only naturally stronger than Peter Parker in his strongest suit, but his metal arms moved faster than the speed of thought. It took Spider-Man upgrading his costume to defeat him.


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