Spider-Man: Sorry, no. My fans expect a certain amount of quippage in every battle.
Spider-Man swings through the New York skyline searching for the Green Goblin, but instead finds himself in pursuit of a stolen auto transport trailer. As one of the thieves tries to bail, Spider-Man webs his companion to the driver's seat and tells him to hit the brakes. Unfortunately, the escaping thief severs the brake line. Spider-Man pulls the keys out of the ignition and jumps in front of the semi, shooting weblines to the surrounding buildings and stoping the truck just before it runs over a blind man crossing the street. Chasing after the escaped thief, Spider-Man webs a man and woman together before they can be flattened by a runaway car, and catches up to the thief, who nearly crashes into an oncoming semi before causing a pileup in an intersection. Later, Peter arrives at a high school football game, sitting next to Mary Jane, who states Flash invited her. They watch as Harry Osborn scores the touchdown that wins the game for Midtown's team, and Peter awkwardly confronts Mary Jane about the nature of their relationship. Mary Jane states that she has no intentions of going steady "or anything equally primitive" and playfully punches him in the shoulder. As MJ leaves to congratulate Flash, Liz Allen approaches Peter and awkwardly invites him to the celebratory trip to Cony Island's amusement park. Peter, watching Mary Jane leave with Flash, says he wouldn't miss it.
In the locker room, Randy Robertson invites Harry to a burger run, but Harry says he'll catch up, waiting until the team leaves before suffering a spasm attack. Gwen, waiting outside, asks Randy if he's seen Harry, and Randy assures Gwen that she should be out soon. Inside, Harry grabs a vial of Globulin Green from his locker and drinks it, quelling the seizures. Later, a janitor emerges from the locker room and Gwen tells him her friend is still inside, but the janitor tells her he didn't see anyone to her confusion. At Oscorp, Otto Octavius anxiously asks Norman Osborn what to do if Spider-Man traces Sandman and Rhino back to him and Oscorp, donning a harness equipped with cybernetic tentacles and inserting a computer chip into a slot at the back of his neck . Norman coldly rebukes him, telling him he has no place for weak men in Oscorp, and Otto briefly fantasizes about pinning Osborn to the wall with his tentacles before meekly replying that he will do as he is told. Osborn sneers at Otto, calling him "Doctor Octopus", and Otto dejectedly remarks that he finds the moniker demeaning. Otto removes the safety key from computer and enters a chamber, using his tentacles to tinker with a massive set of Van de Graaff generators. Outside, the Green Goblin inserts the safety key back into the computer, activating the generators. Otto pleads to be let out, but the generators overload, releasing a wave of electricity that fuses the tentacles to his central nervous system and shorts out the control chip. Spider-Man notices the flash and, concerned about Harry's dad, uses a webbing slingshot to launch himself across the city. In the lab, Osborn and a hazmat team open the ruined chamber and Spider-Man arrives to help extract Otto from beneath the rubble. The hazmat crew observe that Otto is alive but that his harness is fused to his skin, but upon hearing Osborn's voice Otto awakens, reminded of Osborn's earlier words, and lashes out angrily, pinning Osborn to the wall. Spider-Man attempts to intervene and Otto assumes that his earlier fears were correct and that Spider-Man had been the one who sabotaged the chamber, pinning Spider-Man to the wall as well and proclaiming himself reborn. Otto releases Osborn, gleefully adopting the moniker Osborn had given him. Spider-Man distracts Otto, enabling Osborn to escape, and the two fight. Doctor Octopus corners Spider-Man, but before he can attack an alarm sounds. Doctor Octopus grabs a battery from a nearby computer console and throws a tank at Spider-Man, promising a rematch before tearing a hole in the roof and escaping.
At school, Gwen comes across Harry passed out beside the fountain. Recovering, Harry brushes aside her concerns and runs off, leaving her annoyed and worried. At the Daily Bugle, Ned Lee pleads with Robbie Robertson to let him follow a hunch that Spider-Man and the Green Goblin are connected. Robbie rebukes him, threatening to give the Goblin story to Foswell, but before they can argue further Jameson bursts in and demands to know their opinions of his son. Foswell dryly replies that John is "a modern day American hero", prompting Jameson to send him to Cape Canaveral to cover the shuttle launch and Robbie reluctantly gives the Goblin story to Lee.
Doctor Octopus trashes his apartment, ruminating on his plans and deciding to pursue a more permanent power source for his harness before confronting Spider-Man again, coming across a photo of an old associate of his. At Coney Island, Harry easily rings the bell on a strongman game, prompting admiration from Randy, but when Gwen shows up and attempts to confront him he brushes her off. Peter arrives and Gwen confesses her worries about Harry to him, but he downplays her worries. Liz Allen interrupts and drags Peter off, leaving Gwen frustrated. Peter and Liz spend the day together, and Peter wins her an octopus doll in a sailor suit. In the evening, they run into Mary Jane and Flash, but the awkwardness is broken up by Liz noticing Doctor Octopus scuttling across the skyline. Peter excuses himself and pursues Octavius to Tri Corp, where he is interrogating an old colleague about the Megalopack, a prototype long-term battery he had worked on as a Tri Corp employee. Spider-Man steals the device and runs, intending to keep the Megalopack from Octavius long enough for his harness to run out of power. Doctor Octopus chases him to Coney Island, while at the Bugle Jameson jubilantly watches his son's shuttle take off. At Cony Island, Spider-Man stops the rampaging Doctor Octopus from crushing Gwen and Mary Jane with his tentacles, and succeeds in briefly entangling Octavius's tentacles, but the doctor breaks free. When Flash attempts to attack Octavius and Spider-Man stops him, Octavius snatches Liz and sneers at Spider-Man's desire to protect people, proclaiming that he's seen through Spider-Man's plan and that his current battery has an hour's charge left. He takes Liz to the roller coaster and suspends her from the tracks, telling Spider-Man to pick between her and the battery. Spider-Man throws the battery in the opposite direction, and when Octavius chases it he saves Liz. Octavius catches the battery, swatting aside Spider-Man's attempts to retrieve it, but Spider-Man blinds him with the Spider-Signal and steals both batteries, leaving Doctor Octopus powerless and easily defeated. As Peter, he snaps photographs for the Bugle and returns to his friends just in time to watch Liz Allen and Flash Thompson break up. Mary Jane stops him from going to comfort Liz, and Gwen seizes the opportunity to persuade him to talk to Harry with her. However, Harry is not there, having returned to Oscorp. Hammerhead confronts Norman about the Green Goblin, stating that Lincoln knows the Goblin's equipment comes from Oscorp. Osborn rebukes him, stating that Oscorp lost prototype equipment and its top scientist to the Goblin, and Hammerhead backs down, with Osborn assuring him that the Green Goblin is a common enemy.
This episode provides examples of:
- Anti-Villain: Otto epitomizes this before becoming Card-Carrying Villain Doctor Octopus.Otto: I've... been... good!!!
- Appropriated Appellation: The meek Otto Octavius hates being called "Doctor Octopus" just because he wields a set of metallic limbs with his own. Once Green Goblin's sabotage fuses limbs to his spine, he proudly accepts his name as a villain.
- Bad Ass Longcoat: Doctor Octopus dons a brown trench coat.
- Be Careful What You Wish For: Norman had implied several times that he wanted to replace Otto Octavius, and constantly threatened him with termination. He soon comes to regret this when Otto's accident leaves him as a cunning, ruthless, psychopathic cyborg who hates him and wants to bring down his organization.
- Beware the Quiet Ones: This episode shows that, despite Otto's meek, polite, doormat personality, he can actually by very ruthless, cunning, and dangerous if pushed too far. And this time, he's pushed too far.
- Big "SHUT UP!": Doctor Octopus gives one to Spider-Man.
- Combat Tentacles: Doctor Octopus' tentacles.
- Cybernetics Eat Your Soul: After Otto is fused with his tentacles, he goes flying off the deep end.
- Deadpan Snarker: Spider-Man, as usual.
- Embarrassing Cover Up: When Dr. Octopus is sighted during Peter and Liz's day at the carnival, Peter makes an excuse by saying all the fair food made him sick and runs away.
- Foreshadowing: The way Norman says "...before it's too late..." is sinister to say the least.
- From Nobody to Nightmare: Otto Octavius, despite working for Norman Osborn, was a meek scientist who clearly didn't enjoy turning people into monsters and was afraid of his boss. Once he's trapped in the electric chamber, however, he loses most of his self-control and fully embraces the life of a villain, taking the moniker of Doctor Octopus.
- Genre Savvy: Doctor Octopus figures out Spider-Man’s plan to drain the battery of harness before revealing to him that his plan won’t work because the current battery has an hour left of power.
- Hair-Trigger Temper: Doctor Octopus, at least in comparison to Otto Octavius.
- Imagine Spot: Octavius briefly fantasizes about attacking his boss with his tentacles before snapping back to reality and meekly capitulating to Osborn, showing that beneath his Extreme Doormat personality there are some strongly-held resentments and a desire to act out on them...
- Large Ham: Doctor Octopus, providing a contrast to the meek, subdued Otto Octavius.
- Laugh of Love: Peter and Liz tend to laugh around each other as they grow close to one another.
- Leaning on the Fourth Wall: After Dr. Octopus asks him if he ever shuts up, Spider-Man answers that he can't; his fans expect "a certain amount of quippage" with every battle.
- The Match Maker: An accidental case. Spider-Man saves two bystanders - a nerdy-looking guy and an attractive young woman - by webbing them up together, remarking "You can thank me later, dude," as he swings off. The two blush and do not seem unhappy with their situation. Followed up late in season 2, where we see that the two of them apparently hit it off, if the lady's enthusiastic "yes" to the guy's Valentine's Day proposal is any indication.
- Marilyn Maneuver: A woman Spider-Man rockets past on his way to Oscorp holds down her skirt in this fashion.
- Mistreatment-Induced Betrayal: Dr. Octopus hates Osborn due to years of mistreatment. Once he takes down Spider-Man, he'll go after Osborn.
- Mood Whiplash: The cute montage of Peter and Liz spending an afternoon at Coney Island ends when Doctor Octopus shows up, forcing Peter to make an excuse so Spider-Man can go after him.
- Multi-Armed and Dangerous: Doctor Octopus.
- Mythology Gag:
- Spider-Man stops a large vehicle exactly the same way that Tobey Macguire's Spider-Man stopped a train.
- Otto's tentacles are similar to his movie counterpart's, while this origin story is closer to his comic book counterpart's.
- Power Source: Otto's harness is powered by a battery with a short lifespan, prompting him to search for a more permanent replacement.
- Sadistic Choice: Doctor Octopus presents Spider-Man with a choice between Liz Allen and the battery.
- Sesquipedalian Loquaciousness: Doctor Octopus pontificates utilizing advanced linguistics.
- Shout-Out: When Peter and Liz are in the haunted house, they pass under a statue that bears a resemblance to Broadway.
- Take Over the World: What Otto decides to do after becoming Doctor Octopus.
- That Man Is Dead: After waking up from the accident, Dr. Octopus starts going by his new name, claiming that Otto Octavius is no more.
- Victory by Endurance: This is Spidey's initial strategy after learning that Doctor Octopus needs a special battery to power his arms, playing keep-away with the more powerful version Ock is after until his current battery runs out. However, Ock easily deduces that this is Spidey's plan, and mocks him for it, pointing out that his current pack has at least an hour of juice remaining and threatening him with the amount of damage he could do in that time.
- Wrong Genre Savvy: Once Spider-Man learns Doctor Octopus’ harness needs a special battery pack to it going, he tries to defeat him by draining the battery until the power runs out. Unfortunately, Doc Ock catches on to his plan and reveals to him it won’t work because the battery has an hour left of energy in it.
