Amazing Spider-Man (Vol. 1) #3

Background

With Otto coming back from the dead, it seems as good a time as any to look back to Spider-Man's very first battle with Doctor Octopus. Only Spidey's fourth appearance in any comic anywhere. Stan Lee and Steve Ditko just getting warmed up. Amazing Spider-Man #3. Here and now.

Story 'SPIDERMAN versus Doctor Octopus, the Strangest Foe of All Time...'

Our story begins with a symbolic splash page. Doctor Octopus, backlit by a bright yellow sun and extending his tentacles at the startled reader is called, "the only enemy ever to defeat Spider-Man!" "In this epic tale," the next blurb reads, "see the Human Torch!" and there is Torchy himself in a James Montgomery Flagg pose. For no particular reason, the hype continues with "Fantasy! Thrills!" Finally, Stan instructs us, "And now begin!" So, let's do that.

Nighttime in a "lonely warehouse" and three thugs, straight from the Bowery Boys, are trying to lift a safe, only to be shocked by the appearance of "the most awesome image in crime-fighting". The Bat-Signal? No, the Spider-Signal! Spidey himself soon follows. One of the thugs, uttering words we will hear time and again over the years, yells, "Get im! There are three of us! He can't take us all!" He's wrong, of course, and all three hoods quickly end up in a dangling web package for the arriving police. The young Spider-Man regrets the ease with which he won his victory, then thinks the following famous last words, "I'm too powerful for any foe! I almost wish for an opponent who'd give me a run for my money!"

Elsewhere, on the outskirts of town, at the facility apparently known as "US Atomic Research Center", Dr. Otto Octavius, known to his colleagues as "Doctor Octopus" is preparing to conduct another nuclear experiment. He is a stocky man with dark glasses and a bowl haircut and his most noticable feature is the mechanical contraption he wears around his chest. It is a device with four mechanical arms, which he controls with dials on the chest plate. This device allows "the most brilliant atomic researcher in our country today" to work with radioactive materials at a distance and is, of course, the source of his nickname.

Sadly, the Doctor is too absorbed in his experiment to notice that "the radiation-meter has gone whacky" and the ensuing explosion (a great Ditko effect in red and black) sends his whole lab up in flames!

Otto is quickly saved by two men in radiation suits but, even though he is still breathing "he's absorbed a great deal of radiation... poor guy!" (Somehow, "poor guy" seems a tad wishy-washy when talking about absorbing great amounts of radiation.) Hospital tests show "an uncertain amount of brain damage" and the doctors learn that Ock's tentacles have adhered to his body "in some strange way".

It is days later when Octavius finally wakes up. His first thought is to return to his work but when the doctor orders him to stay in bed, Otto exhibits the first signs of his brain damage. He decides that the doctor is jealous of him and wants to keep him from his work. He then notices that the window has bars on it and the very thought that he must be free is enough for his mechanical arms to obey his will and pull the bars from their moorings. Ock realizes that the arms have become a part of him and he gloats, "With such power and my brilliant mind, I'm the supreme human being on earth!"

At the Daily Bugle, publisher J. Jonah Jameson tells Peter Parker that he wants photos of the injured Dr. Octopus but that the Bliss Private Hospital is no longer allowing visitors. Peter guarantees Jonah that he will get his pictures ("I can't imagine how a teenager like you does it", JJJ says.) and he visits the hospital as Spider-Man.

He begins by leaping the wall surrounding the hospital grounds. Then using "these suction fingers of mine", he climbs up the hospital wall. Peeking in the appropriate window, Peter sees that Octopus' room has been converted into a laboratory. The good Doctor is holding his doctor and two nurses hostage. When the imprisoned M.D. tells Otto he has no right to hold them, Otto flips out. Grabbing the doctor with his tentacles, he rants about how power has given him the right. Spidey decides to "join the party before he really hurts that fella". He comes crashing through the window and confronts the deranged physicist.

Doc Ock attacks with two of his tentacles but a cocky Spidey leaps out of the way, declaring, "You don't think those dumb-looking flappers of yours can move fast enough to catch Spider-Man, do you?" But Spidey is in for a surprise. As he dodges the two tentacles, a third one snakes out and clips him on the jaw. Spidey manages to web two of the tentacles together but he has his hands full with the other two. While Octopus occupies Spidey, he also manages to snap the spider's web.

Stunned by this turn of events, Spidey can't keep up and Ock manages to grab a hold of Spidey's arms and legs with his four metal arms. He holds Spidey up before him and gives him a demeaning slap across the face. Then, displaying complete contempt for his opponent, Ock tosses Spidey out the broken window, proclaiming, "You're no threat to me!"

"Weak, groggy, just barely conscious", Spidey's fall is broken by a tree. But his spirit is broken as well. He cannot deal with the ease with which he was defeated. In anguish, Peter removes his mask while wondering (for the first of many times), "Is this the end of Spider-Man?"

Meanwhile, Ock decides to get out while the getting is good. His hostages fled during his fight with Spider-Man and he is concerned that the police will soon arrive. Using his arms as great metal stilts, he walks back to the Atomic Research Center, where he climbs in a window, then hides on the ceiling so that the security guards will mistake his supporting arms as "an extra pipe or two".

He soon finds himself at the "brain center of the entire atomic lab" (don't you love all these brain centers of radioactivity in early 60s comic books?). Snaking an arm in, he unlocks the door and tosses the workers out in the hallway. Now in possession of the "brain center", Doc decides, "Between my own super-strength and the atomic power which is mine to command here, I'm the strongest man alive!!" He demonstates that power by destroying half of the plant. Evacuation is necessary. The electronic barriers he has set up prevent machine-gun toting men from reaching his stronghold. With a wonderful Ditko leer, Ock cries, "I am now in complete control!"

At home, a tortured Peter Parker thinks, "I'm a failure! Spider-Man is a joke... a nothing!" When J. Jonah Jameson calls inquiring of the Doctor Octopus photos, Peter tells him he couldn't get them and probably won't be able to get any other photos in the future. A worried Aunt May asks Peter what's bothering him but the somber teen can't tell her the truth of his troubles.

At school, Peter still can't shake his depression. ("Looks like he lost his favorite test tube", Flash says.) The brunette of the group (who we now know, thanks to Kurt Busiek, is Sally Avril) tells Pete that the Governor has asked the Fantastic Four to try to capture Ock. Liz Allan adds that only the Human Torch is available and that (for some odd reason) he will be speaking at the student assembly before going off to tackle the mad scientist. ("Big deal", thinks Pete.)

At the assembly, Johnny Storm, the Human Torch, tells the kids that he has used his flame so much lately that he must wait a few days before taking on Octopus. In the meantime, he gives a pep talk, finishing with, "Don't be discouraged if it sometimes seems tough! The important thing is never give up!" A startled Pete thinks, "it's almost as though he's talking to me!" and with new resolve, he decides he will "never say die".

He races home, dons his Spidey duds and arrives at the Atomic Research Center. Using his webbing as a giant slingshot, he sends himself flying over the fence, over the sentries posted to keep the public safe from Ock. He lands on the roof and slips inside the building but his arrival is not the secret he thinks it is. Observing a bank of monitors that covers an entire wall, Octopus has seen Spidey already.

Never straying from his control panel, Otto uses all six of his arms (the four metal and two flesh) to attack our hero with robotic arms and devices that hurl electronic bolts and who knows what else. (Man, it's amazing what those brain centers can control!) But Spidey evades the traps, then, realizing that Ock must be viewing him with a TV hookup, climbs along the ceiling to get out of camera range. This brings about the all-important step of getting Ock out of his bunker. He prowls the hallways, his arms fully extended, thinking, "He won't elude me now!"

Elsewhere in the building, our science whiz hero has found the Chem Lab. Quickly mixing chemicals in various test tubes and beakers, Pete conjures up a mystery potion. He pulls some wiring out of the floor and uses it to tie four stoppered test tubes together. Then he does it again with three more test tubes. He ventures out of the Lab, holding a hoop of wire in each hand. "Now to find Doctor Octopus", he thinks, as his opponent creeps up on him from behind.

Doc Ock quickly strikes with his indestructible arms but Peter's spider-sense warns him in time to evade them. He manages to loop one of his wires around two of Ock's arms before being clipped by a third one. The blow causes Spidey to drop his other device but he still leaps out of the way in time to watch. The chemicals in the test tubes succeed in their purpose. They fuse Doc's two arms together. But Octavius is not worried. He simply uses the fused arms as a club while trying to strike Spider-Man with the other two arms. Pete decides he must take a "desperate chance".

"Moving like a person possessed", Spidey wraps his legs around one of the free tentacles and grabs the other in his hands. Then, with all of the arms occupied, Spidey has a clear shot at Ock's face with his webbing. Startled, his glasses covered with webbing, Octopus retracts his arms, pulling a surprised Spidey along with them. Ock finally succeeds in removing his web-covered glasses and, with Spidey pulled close and still grappling with the two free tentacles, the Doctor resorts to a left-handed punch in the jaw. Otto figures the wall-crawler to be helpless, unable to let go of the powerful arms, but he does not reckon with Spidey's amazing speed. Timing it to the split-second, Peter releases the arm and "lashes out" with a right-handed punch of his own. Since all of Ock's power resides in his metal arms, the swift blow quickly knocks him out. "Strange," Spidey thinks, "that an old-fashioned punch to the jaw defeated the most dangerous villain I've ever faced!"

He wraps several layers of webbing around the two free tentacles of the unconscious Octopus, then alerts the guards outside with his spider-signal. The two sentries are led to a welcome sight; Doctor Octopus trussed up and hanging from a spider's web. Spidey has won but he has one more thing to take care of.

Using his spider-sense to direct him to the correct room in a downtown hotel, Spidey peers through the window at the Human Torch. A doctor is there with Torchy telling him, "Good news, Torch! Your temperature is down and your virus is gone! By now, your flame should be working at full strength!" (Uh, Stan? What is all this about a virus? Didn't the Torch earlier say that he couldn't flame on because "I've used my flame so much recently, I have to wait a few days to get strong again!" Did

hat start to sound like a flimsy excuse to you between pages 13 and 21? And what is the Torch doing staying in a hotel anyway? Doesn't he already live in Manhattan? Oh well.) The Torch flames on and declares himself ready to take on Doctor Octopus but Spidey leaps in and tells him that Ock is already captured. He then tells the Torch, "Thanks to you, Torch, Octopus is safely under wraps! And I owe you additional thanks because if not for you, Spider-Man might've been finished, too!" The Torch's puzzled reply: "Huh?" (You know, now that I think about it, at the time that this story took place, Johnny did not live at the Baxter Building but somewhere in the suburbs with his sister Sue. So, maybe we'll give Stan a mulligan on that "staying at the hotel" thing.)

The next day, Johnny Storm returns to Midtown High to give the kids a flaming demonstration. Flash Thompson is all excited about it. He chides Peter Parker with, "Why don'tcha watch and see what a real man is like, Bookworm?" And Peter replies, "Someday I'll tell you why, loudmouth!" But, of course, he never has.

The house ad for Sgt. Fury and His Howling Commandos #1 tells us that it is "Action in the Spider-Man style". (Sgt. Fury? In the Spider-Man style?) The "Special Surprise Bonus Spider-Man Pin-Up Page" is signed "from your pal, Spider-Man".

The letters page begins with the following note: "We regret that no letters can be answered personally but we will print as many as possible each issue and you may rest assured that either Stan Lee or Steve Ditko, or both, carefully read each and every letter received here at the Web!" In the letters themselves, Tom Jones of Aberdeen, Maryland says, "Dear Stan and Steve, The Amazing Spider-Man #1 was quite good as first issues go, and in comparison to other first issues edited by you two, it was great." (Friends, This is what is known as a left-handed complement. And, hey, no complaints from the left-handed amongst you. I'm left-handed too!) Phil Leibfred from Bronxville, New York says, "Here's to Spider-Man's running 50 years in his own comic." to which Stan replies, "Only fifty???" (And now that we have only 15 years to go to complete that 50, Stan's flippant comment is starting to look pretty good.) And Margaret Seth of Sciotoville, Ohio says, "Having read almost as many stories as you have written I feel my opinion is as good as the next fellow's. Meaning to say that your startling story in #1 copy of Spider-Man was terrific. But may I ask what in the world did you do to the second part? Is he so different that nothing can go his way? Your next issue is supposed to be great, but if more of your fans such as I feel this way after reading the first issue... well, I don't think I'd waste my good money on another copy like the first." (Hey, anybody out there want Margaret's copy of Amazing #1?)

General Comments

Milestones (Landmark events that take place in this story.)

1. First appearance of Doctor Octopus.
2. First time Spidey gets his arms pinned back and then gets contemptuously slapped in the face.
3. First time Peter Parker wonders, "Is this the end of Spider-Man?"
4. First pep talk from the Human Torch.
5. First time Ock gets a shot of webbing right in the snoot.

The 1969 Marvelmania International Spider-Man Portfolio checklist entry for this story. Warts and all:

Ditko/Lee/Duffy
"Vs Doctor Octopus" - The origin and first encounter with Docter Octopus. Spidey's first use of the Spidey signal. - Human Torch guest shot.

Overall Rating

Oh, man. The very-cool origin of Doctor Octopus. Spidey getting slapped around by a contemptuous Ock. Otto sneaking into an atomic lab by posing as the pipes leading up to the ceiling. Peter Parker getting inspired to "never give up" by a school assembly with the Human Torch. A great final battle between Doc Ock and the web-slinger. Some of the moodiest Ditko Spidey art ever. It almost never gets any better than this. Five webs.

Footnote

Next: ASM #4. Nothing can stop the Sandman!