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This Article Contains Spoilers - WARNING: This article contains major spoilers. If you do not wish to know vital information on plot / character elements in a story, you may not wish to read beyond this warning: We hold no responsibility for any negative effects these facts may have on your enjoyment of said media should you continue. That is all.

Hello, Peter.
~ Doctor Octopus to the MCU Peter Parker.

Dr. Otto Octavius, later called Doctor Octopus, is the main antagonist of the 2004 superhero film Spider-Man 2 and a major character in the 2021 Marvel Cinematic Universe film Spider-Man: No Way Home.

He is a scientist and friend of Peter Parker who later became possessed by his own malevolent mechanical arms after an experiment with his fusion reactor funded by Peter's best friend, Harry Osborn, went horribly wrong. From then onwards, Otto turned into a dangerous supervillain and the former second adversary of Spider-Man. When he was transported to Earth-199999, that universe's Spider-Man helped release him from the corrosive AI of his tentacles. Indebted, Otto helped him, his native Spider-Man, and another alternate Spider-Man in their fight against their adversaries on Liberty Island.

He was portrayed by Alfred Molina.



Otto Octavius was a scientist by profession who studied science together with Curt Connors. It was at university that he met his future wife Rosalie, who was studying English Literature at the same time. Rosalie also went to work as his laboratory assistant.

Otto dedicated his life to researching and building a sustainable fusion power reactor with his wife's help. He finds funding for his project from Oscorp under the leadership of Harry Osborn, its new head of research development and the company's CEO following his father Norman's death.

Spider-Man 2

Meeting Peter Parker

Otto is first seen when Harry comes to visit him and introduces Otto to his friend Peter Parker, who was writing a paper on him for a university class, ironically taught by his colleague Dr. Curt Connors, to not flunk the course due to his constant absences thanks to his secret role as Spider-Man.

Harry expresses his hopes of the awards they can receive for the experiment, though Otto assures him that he isn't doing the experiment for awards but because "intelligence isn't a privilege but a gift" which they must use for the good of mankind. Otto quickly becomes friends with Peter and explains to him how much the experiment means to him, in addition to showing him a set of artificially intelligent mechanical arms impervious to heat and magnetism he developed to help him perform the sustained fusion experiment, though they are controlled by him with a neural inhibitor chip to avoid them taking over his mind.

He and Rosalie then talk with Peter, giving him romantic advice due to his relationship with Mary Jane Watson.

Becoming Evil

"Doctor Octopus". New villain in town: "Doc Ock".
~ J. Jonah Jameson decides on a name for the villain.

On the day of the experiment, Peter, Harry, and a bunch of journalists and Oscorp associates attend Otto's experiment. During the experiment, however, things start going wrong as the fusion reactor starts dragging and consuming magnets, but Otto refuses to halt it as the reactor overloads and becomes unstable, feeling that he can control it despite Harry's angry demands to shut it off.

Spider-Man arrives soon afterward and tries to shut it down, but Otto knocks him out with his arms. However, the laboratory's windows are broken and the shards stab Rosalie, killing her. Devastated, Otto turns around to see his wife's corpse but is electrocuted and the neural inhibitor chip gets fried, fusing the mechanical arms to his spine and allowing the advanced AI of the arms to influence his mind. Once the fusion reactor stops working, everyone present in the scene is evacuated and Oscorp is left bankrupt, much to Harry's anger.

Unconscious, Otto is taken to a hospital to have the appendages removed, but the tentacles develop their own ability to move at will and brutally kill most of the surgeons, much to Otto's horror once he wakes up. Octavius escapes and hides out in an abandoned warehouse by the waterfront. At The Daily Bugle, J. Jonah Jameson and his editor Hoffman discuss what to name him. Hoffman suggests "Doctor Octopus" which Jameson thinks is crap. He then suggests "Science Squid" which J.J also thinks is crap. Hoffman finally suggests the name "Doctor Strange" which J.J thinks is good, but is already taken. J.J finally settles on Hoffman's original idea (which he takes credit for himself) and decides to name him "Doctor Octopus" or "Doc Ock" for short.

At the warehouse, Octavius laments on the death of his wife and initially intends to drown himself due to his actions, but the uncontrolled AI within his arms convince him to not do it and instead finish the experiment he started by stealing money and buying the necessary technology he needs to do so, convincing him that robbing money would not be a crime but the real crime would be to not complete what he started.

Bank Showdown

As Peter and his aunt are discussing with an accountant at a bank, Octavius, wanting to rob the bank for money to fund his experiments, arrives at the place, wearing a long brown leather duster; exposing his tentacles and ripping off the vault door. When security guards attempt to stop him, he simply throws them out of his way and starts collecting all the money. Peter then changes into Spider-Man and attempts to stop Octavius. After a short glitch in his powers, Spider-Man manages to recover and soon the two take their fight outside the bank, but Doc Ock takes Aunt May hostage. During their fight, Doc Ock attempts to drop May to her death, but Spider-Man rescues her and she in turn saves him when Doc Ock tries to impale him with a blade within his tentacles by smacking his glasses with her cane. After Spider-Man rescues her, she revises her former opinion of him and realizes that he is a hero. Octavius escapes unscathed.

Allying with Harry Osborn

After acquiring funds from his bank robbery, Doctor Octopus has completed rebuilding his fusion reactor, but is still in need one final item: the tritium which fuels the reactor. He goes to Harry Osborn's penthouse for it, where Harry calls Octavius a hack. After threateningly dangling him over the edge of the Osborn mansion balcony Harry proposes a deal. Harry agrees to give Octavius all the tritium he needs in exchange for capturing Spider-Man and bringing him back to him alive. He tells Doctor Octopus that Peter will tell him how to find him, but urges him not to harm Peter.

Abducting MJ

Doctor Octopus destroys a coffee shop where Peter and Mary Jane Watson were meeting. Peter, through his spider-sense throws Mary Jane and himself out of the way of a thrown taxi, but Doctor Octopus abducts Mary Jane and demands Peter to find and tell Spider-Man to meet him at the West Side Market Clock Tower at 3 O'clock or he'll kill MJ.

Train Showdown

Spider-Man arrives at the clock tower and demands to know MJ's whereabouts. He then engages Doctor Octopus in a battle, which starts off at the top of the tower, and then they battle down on top of a train. During the battle, Octavius destroys the brakes of the train, forcing Spider-Man to rescue the runaway train so he can escape.

Spider-Man manages to stop the train before it can plunge over the end of the track, but at great physical exertion. He nearly falls, but the people on the train catch him and pull him up. Doctor Octopus arrives and the passengers defend Spider-Man, but his mechanical arms are too powerful for them. Doctor Octopus captures Spider-Man and delivers him to Harry as arranged. He then takes the tritium for his own. Spider-Man awakens and convinces Harry to reveal Octavius' whereabouts so he can rescue Mary Jane, learning that Octavius is rebuilding his machine and threatening the world.

Final Battle and Demise

I will not die a monster.
~ Doctor Octopus, before bringing the fusion device on top of himself and sinking it in the river as an act of redemption for his crimes and for the death of his beloved wife Rosalie "Rosy" Octavius.

Spider-Man finds Doctor Octopus in the abandoned warehouse on the waterfront, where he's restarted his fusion experiment. Upon seeing Spider-Man there, Octopus concludes that Osborn couldn't bring himself to kill him and engages him in a battle. During their fight, Mary Jane tries to smack Octopus, but he knocks her away. As they fight, the fusion reactor grows more and more and starts dragging every magnet of New York City towards itself, like cars.

After battling with Doctor Octopus, Spider-Man manages to stun him with an electric shock. Peter then reveals his true identity to Octavius and pleads with him to stop the machine as the mechanical tentacles try to strangle him, reminding him how he taught him that intelligence is a gift and that they must use it for the good of mankind, even convincing him to sacrifice the experiment despite it being his dreams by telling him that sometimes people sacrifice their dreams for the greater good (a callback to a conversation he had with Aunt May when she told him about how much Spider-Man's heroism meant for other people).

Returned to his senses by the shock and determined to end his doomsday experiment before it causes more harm, forcing his arms to listen to him, Octavius tells Peter that the fusion reactor can't be shut down anymore and that the only solution is to sink it. Spider-Man tries to go to do so, but Otto stops him, insisting him to let him do so. Octavius proceeds to use his mechanical tentacles to collapse the floor of the building, successfully drowning the fusion device at the cost of his own life, declaring that he would not die like a monster.

In the end, as Spider-Man rescues Mary Jane and they escape from the warehouse, Otto drowns in the river along with the sinking fusion core, whilst the river water also shuts down the tentacles and the manipulative advanced AI that corrupted Octavius' mind playing on his vanity and ego all along, allowing him to not die like a monster and precluding his tentacles from doing any more harm ever again.

Spider-Man: No Way Home

Many years after Octavius' death, a botched spell by Dr. Stephen Strange transports Octavius into an alternate reality from moments before his death, specifically from when he was strangling Peter before Peter had managed to break through to Octavius. Octavius is captured and imprisoned by the alternate Peter and resists his efforts to cure him and the other villains from other dimensions. Nevertheless, the alternate Peter is able to save Octavius by using Stark Tech to create a new inhibitor chip for him, restoring Octavius' control over his mechanical arms. No longer under the influence of the AI, Octavius is grateful for Peter's help and aids him and Norman Osborn in working on a cure for everyone else. However, the Green Goblin reasserts control over Norman's body and convinces the other uncured villains to turn on Peter, defeating Octavius in the fight that follows.

During the final battle, Octavius returns, apparently once again on the side of evil. After capturing two of the Spider-Men in his tentacles, Octavius suddenly turns on Electro, tearing the Arc Reactor from his chest and replacing it with the device that Peter had created to cure him, draining Electro of his powers. Octavius examines the Arc Reactor, recognizing it as the kind of fusion power that he had dreamed of creating with his doomed fusion project. Octavius is happily reunited with his version of Peter before they are interrupted by the arrival of Stephen Strange and an attack by the Goblin. Octavius aids Strange in battling the Goblin but has the end of one of his tentacles cut off. When the scaffolding that they are fighting on collapses, Octavius uses his arms to climb safely down, carrying Dillon with him.

He is subsequently returned to his own reality by Strange. It's unknown what happened to Otto afterward, but it's implied that he was sent back to his universe now in control of his mechanical arms rather than being sent back to moments before he sacrificed himself, allowing him to live in the Raimiverse and possibly find a way to remove his tentacles, though one can assume the authorities will still want to arrest him for his previous actions or not.


Intelligence is not a privilege, it's a gift, and you use it for the good of mankind.
~ Dr. Octavius' motto to Peter Parker before his transformation into "Doctor Octopus".

While he isn't generally a malicious person when things go his way, and is primarily motivated by noble intentions, Doctor Octopus had all the classic traits of a narcissist: delusions of grandeur, an unhealthy obsession with success, and an inability to take any form of criticism even before his incident. Like any narcissist, he refused to come to terms with his own mistakes and shifted all his problems onto Spider-Man, and was hell-bent on recycling failed ideas under the logic they were tampered with by others rather than being flawed, to begin with. He is, however, very charismatic and suave, rarely losing his temper and remaining perpetually friendly and cheerful, even in the face of his opponents. He has somewhat right-wing tendencies and values productivity. However, his desire for praise was overcome with the power of guilt and remorse, exhibited upon his failed initial experiment, and further demonstrated in his last showdown with Spider-Man. There, he finally realized the value of the city's life outweighed his own glory and even his own life.

Upon being transported to an alternate dimension prior to his death as well as his redemption, Otto regained his Doctor Octopus personality as he clashed with the MCU's Spider-Man. He also displayed more of a sadistic side, telling this version of Peter that he should have killed MJ, although he was referring to Mary Jane and not Michelle Jones. After Spider-Man permanently cured him of this state, Otto showed a more grateful side to him by transferring the nanites he ripped off of the Iron Spider armor into his Spider-Man suit and helping him and Osborn develop cures for the other villains, the latter of which he refused to do as Doctor Octopus. He even helps the Spider-Men fight the villains on the Statue of Liberty and prevents Electro from falling to his death after the scaffolding collapsed because of the Goblin's pumpkin bombs.

Powers and Abilities

Octopus Tentacles

Otto created a set of long, mechanical limbs that attach to his back, each equipped with a red camera lens and three claws. They possess each ability:

  • Superhuman Strength: To be added
  • Superhuman Durability: To be added
  • Superhuman Speed: To be added
  • Superhuman Agility: To be added
  • Superhuman Reflexes: To be added
  • Wall-Crawling: To be added



  • Rosalie Octavius † - Wife



Production of the character

David Duchovny, Liev Schreiber, Robert De Niro, Sam Neill, Ed Harris, and Chris Cooper were all considered for the role of Doctor Octopus, but ultimately role went to Alfred Molina. Apparently, Sam Raimi decided to cast Alfred Molina as Octavius after his wife watched the film Frida which Molina had starred in. Molina was a huge fan of Marvel Comics since childhood. Cooper would later be cast as Norman Osborn in 2014's The Amazing Spider-Man 2.


If you keep something as complicated as love stored up inside… gonna make you sick.
~ Otto Octavius.
What have you done with my machine?
~ Doctor Octopus to the MCU Peter Parker.
You're not Peter Parker.
~ Doctor Octopus to MCU's Spider-Man realizing he is not the Spider-Man from his universe.
You don't listen to him. You listen to me.
~ Doctor Octopus when his mechanical arms are controlled by Spider-Man.
Green Goblin: Octavius?
Doctor Octopus: Osborn?
Green Goblin: What… What happened to you?
Doctor Octopus: What happened to… You're the walking corpse.
Green Goblin: What do you mean?
Doctor Octopus: You died, Norman. Years ago.
~ The reunion between Doctor Octopus and Green Goblin.
What? Hey, I told you. I don't need fixing. I don't need fixing! Especially by a teenager using scraps from a bachelor's junk drawer.
~ Doctor Octopus refusing to be experienced by MCU's Spider-Man.
All of these humiliations never cease. You! Keep your science fair project away from me!
~ Doctor Octopus about to be experimented on.
Otto Octavius: It's so quiet… Those voices… Inside my head… I'd almost forgotten…
Norman Osborn: Otto.
Otto Octavius: Yes. Norman. It's me.
Sandman: Would you look at that.
Otto Octavius : I'm grateful, dear boy. Truly.
Spider-Man (MCU): Yeah. You're welcome.
~ Dr. Octopus becomes Otto Octavius again.
Octavius: The power of the sun.
Spider-Man: In the palm of your hand.
Octavius: Peter?
Spider-Man: Otto.
Octavius: Oh, it's good to see you dear boy.
Spider-Man: It's good to see you.
Octavius: You're all grown up. How are you?
Spider-Man: Trying to do better.
~ Octavius and Peter reunite.



  • Chris Cooper, Robert De Niro, Ed Harris, and Christopher Walken were all considered for the role of Otto Octavius/Dr. Octopus, but ultimately role went to Alfred Molina. Robert De Niro was also considered for the role of the Green Goblin in the original movie, but ultimately role went to Willem Dafoe, and Cooper would later play Norman Osborn in The Amazing Spider-Man 2 (2014).
  • Doctor Octopus was originally planned to appear in Spider-Man and team up with Green Goblin, but he wasn't included because Sam Raimi thought it "wouldn't do the movie justice to have a third origin in there".
  • The mechanical tentacles were each made up of 76 individual pieces. Each one of them was controlled by four people, who rehearsed each scene with Alfred Molina to get a more natural sense of movement. The sound designers chose not to use servo sound effects, to complete the illusion that the tentacles are a part of Doctor Octopus' body.
  • Molina actually gave names to his four mechanical tentacles (Larry, Harry, Flo, and Moe). Flo was the top right tentacle because it was operated by a female grip and that particular tentacle was the most motherly, which removed his sunglasses and gave him sips of his drink.
  • In the earlier scripts of Iron Man, Doc Ock was planned to be mentioned by Tony Stark, but this reference was scrapped in the final version.
  • In Spider-Man 3, Doc Ock makes a non-physical cameo in one of J. Jonah Jameson's newspapers.
  • In the video game adaptation of Spider-Man 2, Doc Ock has many henchmen. However, in the movie, he works alone, without any henchman, like the other villains of the Spider-Man trilogy.
  • Unlike in the comic books and other universes, Doc Ock often says "we" with his arms, which bears similarities to Venom with the symbiote.
  • Doctor Octopus is the only antagonist in the trilogy to not damage Spider-Man's mask; instead Spider-Man removed it in order to get Doc Ock to remember him.
  • The train fight between Doc Ock and Spider-Man was the idea of director Sam Raimi and the first major sequence to be filmed.
  • Alfred Molina lost some weight for the role of Doctor Octopus, considering he had had to gain some for the part of Diego Rivera in Frida (2002). He said he wanted Doc Ock to have the build of a "1950s weightlifter".
  • Alfred Molina is a big fan of Marvel Comics and was excited about his role in the film.
  • Alfred Molina thought the crew on Spider-Man 2 (2004) were the hardest working group of people he's ever worked with.
  • Putting knives inside Doc Ock's tentacles was of Sam Raimi's idea, and never featured in the comics. Raimi nicknamed it 'the death knife'.
  • Michael Chabon submitted a draft screenplay which featured a younger Doc Ock becoming infatuated with Mary Jane. In Chabon's script, Octavius is the creator of the genetically modified spider that bites Peter Parker. Producer Avi Arad rejected the screenplay, largely because he didn't like the idea of another love triangle.
  • In the script, Doctor Octopus isn't totally happy with what's happened to him, but whenever his old self resurfaces the tentacles are quick to take control again. For instance, they force him to rob the bank not only to fund his experiments but also to test out the tentacles. They can also distract people, like snake charming, but this isn't made clear in the film.
  • One of the things that attracted Alfred Molina to the character of Doctor Octopus was his twisted, sardonic sense of humor.
  • Sam Raimi chose Alfred Molina after Raimi's wife watched Frida.
  • Doc Ock's strength comes from his arms but it's never explained how he can take superhuman punches from Spider-Man or a desk to the chest.
    • Though this can be explained as Spider-Man has been confirmed to hold back his punches, especially against human enemies.
  • Doc Ock's pier lab is supposed to be an old building that is slowly sinking into the river (exterior shots show that one end is already partially collapsed). For the interior set, the floor and ceiling were tilted at skewed angles to each other, which is extremely unusual and difficult to construct safely.
  • Otto says after the accident, "My Rosie's dead… my dream is dead… and these monstrous things should be at the bottom of the river… along with me," foreshadowing the ending.
  • The extreme close-up shot of Dr. Octopus sinking in water is entirely digital. The SFX team hailed it as the most detailed rendition of a human face (for its time) that was purely done in CG.
  • In the script, Doc Ock tapped Peter's phone lines. That was how he knew he'd find him at a café with Mary Jane.
  • According to the novelization, Doc Ock thinks that he's helping Aunt May by giving her a quick death, rather than a slow one of old age.
  • Alfred Molina was digitally de-aged in Spider-Man: No Way Home to match his appearance in Spider-Man 2.
  • Instead of being props like in Spider-Man 2, Doc Ock's tentacles are completely CGI in Spider-Man: No Way Home.

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