Amazing Spider-Man (Vol. 1) #3


“Spider-Man Versus Doctor Octopus”

Cover Date: July 1963

Plotters: Stan Lee, Steve Ditko

Scripter: Stan Lee

Penciller: Steve Ditko

Inker: Steve Ditko

Cover Artist: Steve Ditko

What’s Going On?

When a brilliant atomic scientist is caught in a lab accident, his body and mind wind up fused to his mechanical lab equipment. The mind of this Doctor Octopus has also been affected by the radiation, making him aggressive and paranoid, to the point of taking hostages and making them act as his lab assistants.

When Spider-Man arrives to fight him, Doctor Octopus defeats the hero with ease.

Will Spider-Man be able to overcome Doctor Octopus when he later takes over an atomic testing facility? Does he even want to risk it, or will he quit being a hero?

Is It Good?

Yes! I am quite pleased with these early Lee/Ditko issues. I like Peter’s self-doubt and perseverance, I like the strange character design for Doctor Octopus, and I am definitely liking Steve Ditko’s art.


  • Doctor Octopus was wearing his mechanical arm rig so that he could safely perform atomic experiments. They weren’t safe enough. His doctors note that the mechanical arms became adhered to his body in the explosion, and that they couldn’t remove them…yet.

  • In the hospital, Doctor Octopus takes hostages from the doctor/nursing staff so he can continue his experiments.

  • When Spider-Man confronts him, Doctor Octopus defeats him with minimal effort.

  • After being beaten by Doctor Octopus, Peter considers retiring from the superhero life until the Human Torch gives an inspirational speech at Peter’s high school.
  • Spidey later thanks the Torch for inspiring him to fight (and defeat) Doctor Octopus. The Torch has no idea what he’s talking about.


  • This is the first Spider-Man corner box on the cover.

  • This is the first appearance of Doctor Octopus. His actual name isn’t mentioned, though.
  • Doctor Octopus is the first character to rip Spider-Man’s webs.

  • Doctor Octopus is the first villain to defeat Spider-Man.
  • I think this is the first time the Spider-sense has been shown as precognitive. Traditionally, it is a reflex that borders on subconscious precognition, but this may be the first time that has been shown in a reflex movement.

  • It’s official: Flash Thompson is a Spider-Man fan.

  • This is Spider-Man’s first full-length adventure, and also his first issue with a pin-up page.

  • Marvel Unlimited is showing off the first Spider-Man letters page! I will post any memorable criticism I find in these pages, I promise.

Comics Are Goofy:

  • That’s a monkey paw wish if I’ve ever heard one.

  • “They can do anything!*” *That strong arms could also do

  • That might be the nerdiest and least “pop culture” pop culture reference Spidey ever makes.

  • Wait until this guy finds out that the Hulk is secretly a genius scientist! Boy, will his face be red!

  • In his own books, the Human Torch barely has to rest for two panels before regaining his full strength. Here, he needs a few days? Man, the FF don’t exactly send the best and the brightest in their absence.

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