Few heroes are as defined by their villains as Spider-Man is. Outside of Batman, Spidey has the most recognizable gallery of rogues in all of super hero comics. Undeniably one of the most infamous of those rogues is the one and only Dr. Octopus. He’ll have a huge and complicated influence on the life of Peter Parker and everyone around him. But he had to appear for the first time somewhere. For him it was the third issue of The Amazing Spider-Man. While his intro establishes a good number of the baselines of what we will come to know about the scientist turned villain, much of his origins will be revised and updated to become more intricate and complicated.

Yet, even at his debut, the cover of the issue promises something special with Dr. Octopus. He seems to be the first villain who can truly claim to have more power than Spider-Man. So who is he, where did he come from, and why does he have it out for Spider-Man? Let’s find out.

The first teaser page of the comic promises Doctor Octopus is the only enemy ever to defeat Spider-Man. This is a bold claim considering Spider-Man has been down a time or two but it does turn out to be the case, as Obi-Wan Kenobi would say, from a certain point of view. And we get the promise of a special appearance by the Human Torch. He’s already wrapped up in Spider-Man’s life but I find it intriguing every time Stan Lee brings on a guest in a comic because it helps to establish the shared universe of heroes each time it happens.

The story begins with a run of the mill bank robbery. The crooks think they’ll have an easy time of it until Spider-Man flashes his Spider signal at them and proceeds to knock the bad guys out with ease.

In fact, it’s so easy it leads Spidey to wish he had an opponent who would give him a run for his money. This kind of wish is a bit of a precursor to a running theme in Peter Parker’s life. Every time he thinks things are going well, or that he’s got his job as a superhero down pat, a huge threat will appear and often times come close to destroying him. As readers, we all know, if a hero is wishing for a bigger challenge, he or she won’t need to wait long.

The scene shifts to the generically named US Atomic Research Center where someone called Doctor Octopus is about to perform an experiment. We get our first glimpse of the doctor wearing his specially designed arms that become the defining physical feature of the bad guy.

What should be a tool of science will soon become the very thing which traps a decent man into doing evil things. The guards in the room observing Dr. Otto Octavius say he is the most brilliant atomic researcher in our country today. I’m not sure, but I would bet if Dr. Bruce Banner heard that, he’d disagree. And speaking of Dr. Bruce Banner, other than being brilliant scientists, they have something else in common. Failed science experiments. There is an accident involving radiation, although this issue doesn’t go into what the cause was, or how it happened. But, the end result is an explosion. Unfortunately, Dr. Octavius is caught in the heart of the blast. He survives but apparently absorbs an immense amount of radiation.

In the real world, an accident like this would without question kill the victim. But, in the world of Marvel comics in the 1960’s? Getting hit by radiation is virtually guaranteed to give you super powers. Quite frequently they turn out to be animal based super powers.

Sure enough, in the hospital the doctors know two things about Dr. Octopus. First, he is brain damaged. In other words, something has altered his mind, so even if he was a good and noble scientist at one time, there is no telling what he’ll be like now. Secondly, they cannot remove his artificial arms. It’s a bit unclear if doing so would actually kill Octavius or if they are simply fused into him and there’s not a clear way to remove them. This is something that will come up a lot in later stories involving Dr. Octopus.

When Dr. Octopus wakes up he insists to the doctor he must return to his work. I’m not sure if this was intentional or not but the doctor who is telling Octavius to stay put sure resembles one Dr. Donald Blake, and the nurse in the background looks a lot like Jane Foster. It’s never officially mentioned but it would be easy to assume Dr. Blake could have been asked to treat Dr. Octavius.

More importantly than who is in the background, this scene establishes how altered Dr. Octavius’ mind is. Rather than assume the medical doctor is acting in his best interest, Otto assumes people are jealous of him and want to keep him away from his work.

The window of the hospital room has bars on it, most likely to prevent accidents from a high floor, but Octavius thinks he is being kept prisoner. With a thought, his mechanical arms move and remove the bars for him and Dr. Otto Octavius officially becomes Dr. Octopus.

The Doc immediately uses his newfound power to intimidate others.

Meanwhile, J. Jonah Jameson wants pictures of the notable scientist at the hospital and one Peter Parker is more than happy to volunteer to be the one to get them. Peter figures that as Spider-Man, this will be as easy as taking out those bank robbers was. The hospital itself, known as Bliss Hospital seems a bit sketchy as it is fenced off and locked up when Spider-Man gets there. Spidey easily climbs the walls and wishes once again for a bit of real competition.

Be careful what you wish for, because as soon as he gets to the window, Spider-Man sees Doctor Octopus for the first time. Octavius has imprisoned the staff at the hospital and demanded they bring him equipment. He is refusing to let them go, even though they have given in to his demands.

When Dr. Octopus dangles someone out of a window, Spider-Man decides he has to launch into action and for the first time he takes on what will become one of his key villains. The artwork in this particular panel is notably exciting and I think one of the main reasons Doctor Octopus keeps coming back.

Peter doesn’t really know what he’s walking into here and Doctor Octopus wallops him with the mechanical arms hard enough to make Spider-Man think twice. Even though Spider-Man manages to web up a couple of the mechanical arms, Dr. Octopus snaps the webbing. This already puts Octavius in a stronger category than any other villain Peter has faced.

I’m not sure if this was a mistake, or a joke, or what but at one point Dr. Octopus refers to Spider-Man as Super-Man. Octavius also says his power is the energy of an atom, born of a nuclear accident. Pretty strong claims here. Dr. Octopus gets the upper hand and essentially tosses Peter right out of the window he came through.

Now, it must be said that although this only the third issue of The Amazing Spider-Man, there have been times when Spider-Man has lost a battle before. The Fantastic Four were able to subdue him, and the Vulture made a pretty good run at Peter. But, I would still say this is the first time Spider-Man was defeated. Why do I say that? Because that’s what Peter himself thinks. And Spider-Man is only truly defeated when he is doubting himself. This is the lowest point we’ve seen him anywhere so far.

Although Spider-Man was defeated here, he did win a small battle. The people who were being kept prisoner escaped during the fight, causing Dr. Octopus to realize he needed to flee.

But Octavius has a new plan and he heads right for the US Atomic Research Center. Dr. Octopus wants to destroy part of the nuclear plant to demonstrate his power and he lowers the lead shielding which was keeping the radiation at bay.

The authorities realize they are up against incredible odds and post sentries to keep anyone from going in or out of the research center.

At home, Peter is feeling pretty down after his defeat. He also has to tell J.J.J. that he can’t get the pictures of Doctor Octopus. But all is not lost. The Governor asks the Fantastic Four for help. Most of them are away on a different mission but the Human Torch has been asked to try and help out. Unfortunately the Torch is flamed out because he’s, “used my flame so much recently, I have to wait a few days to let it get strong again!”

And so, I guess, everyone thinks the best use of the Human Torch’s time is to go do an assembly at Midtown High where Peter Parker happens to be in the audience. Johnny Storm does a few fire based tricks but nothing major. Then he gives a bit of an inspirational speech where he talks about how the Fantastic Four have been discouraged before but it’s important to never give up.

Peter really takes this to heart. I find this super interesting because one of my favorite things about Spider-Man is how he refuses to give up the fight even when the odds are hopeless. Turns out, we have one of his contemporaries, Johnny Storm to thank for that.

After the speech, Peter thanks the Torch for the moving words but Johnny doesn’t seem to think much of it.

So, of course, Peter gets right back in the game and heads back to face Dr. Octopus. He’s able to use his spidey-sense to evade all the traps and security Octavius has set up.

And then, Peter does something else I love about this character. He uses his brains before his muscles. Instead of taking Dr. Octopus head on, he first makes his way to the chem lab.

We don’t know right away what he’s doing but it’s clearly risky and Peter has a plan in mind. He next goes to find Dr. Octopus and we learn that the chemicals Peter was messing around with were a chemical compound he made that would fuse Dr. Octopus’ metal arms together.

There is quite the fight but ultimately, Spider-Man prevails. Peter then decides to find The Human Torch to let him know Dr. Octopus is all taken care of and cryptically thanks him for saving Spider-Man.

The issue ends with Peter back in school watching Johnny do a demonstration in the sky as Flash Thompson tries to get under Peter’s skin.

There is a pin up page in this issue and for everyone who had an issue and cut that page out, well, ouch because this issue has at least once sold for $144,000.

This issue is a landmark issue for both Peter Parker and Dr. Otto Octavius which sets up stories for literally decades to come. It helps that the good Dr. got a full comic book length story for his debut and it sure didn’t hurt that The Human Torch showed up to help sales out a bit.

Next time we’ll be seeing more exploits of the one and only Human Torch as we catch up with him in the pages of Strange Tales #109!

The second issue of The Amazing Spider-Man introduces a major recurring villain who is still in use in Spider-Man stories today and it has a second, completely forgettable story as its second feature. While both are included in Marvel 616, it’s clear The Vulture is the standout enemy.

The first page of the first story shows Vulture in aerial combat with Spider-Man, signaling a lot of the kinetic and fast pace action to come in many issues of Spider-Man. This is, of course, just a splash page to get the audience excited about reading.

The story starts with a figure wearing vulture wings coming out of nowhere and snatching a briefcase from a pedestrian. This was a briefcase full of a fortune in bonds and Vulture gets away easily. The crowd reacts in shock and excitement, and marvels at how silent the attack was.

We next get a glimpse of J. Jonah Jameson inside the building where Now magazine is published. While we will most associate J.J.J. with The Daily Bugle, he does publish this magazine and it pops up here and there in the comics. The publisher is in desperate need of photos of this Vulture character and is willing to pay top dollar to get them. He also continues his crusade against the menace known as Spider-Man.

We change scenes to a high school where Peter Parker is working at a lab experiment. His classmates mention how valuable pictures of the villain would be while looking at an issue of Now and Peter realizes he can probably make some money as a photographer if he can get a good shot. Peter gets a bit picked on for being a science nerd but he quips right back. He next goes home and Aunt May gives him a mini-camera perfect for what he wants to do.

Again shifting scenes, we check in with Vulture who has a plan to steal a million dollars worth of diamonds about to be moved across town. For some reason, Vulture decides to leave notes with the authorities tipping them off to the fact he’s trying to rob them. It’s not the plan I would go with but then again I am not a master criminal.

As Vulture is flying around, Spider-Man is setting up his camera. He senses The Vulture but doesn’t hear him flying silently through the air. The police get ready for the attack, with special attention paid to the skies. On his way to the crime, Vulture sees Spidey and knocks him out. Vulture dumps Peter in a water tower. It takes him a minute to figure it out but Spider-Man uses his strength to push off the bottom of the water tower so he can leap out of an open hatch. I doubt the physics would work like this here but it’s a comic so we’ll just go with it.

This is one of the first times Spider-Man runs out of web fluid when he needs it, since that would have helped him to get out. He realizes before he escapes, he needs to make some adjustments to the web shooters. He heads home and makes what is basically a utility belt he can hide under his costume with extra web fluid and a spot for his camera. He also rigs something up he says will stop The Vulture next time they meet.

The next day Peter goes to sell pictures he did get of Vulture to J.J.J. The publisher tells Parker he’ll pay even more for Spider-Man photos.

The day after, Peter goes to school and all his friends want to go watch the diamonds get moved. Peter knows he’ll need to slip away and be the hero. While the police were ready for an aerial attack, Vulture strikes from below, popping out of a manhole. He snags the diamonds and flies through the underground sewer system to escape. Peter catches up with him as Spider-Man. There’s a bit of a fight but Peter gets the upper hand when he uses a web to stick to Vulture and then uses his gadget to stop the Vulture from being able to fly. Vulture crashes to the ground and is captured by the police. Turns out Peter’s gadget was an “Anti-Magnetic inverter.” The Vulture powered his flight using magnetics so this device disrupted that. Again, the science is way off here but it’s a comic so we’ll have to let it slide. Peter cashes in on his photos and brings the money back to Aunt May. In the last panel of the story, Vulture swears revenge on Spider-Man.

The next story is about a group of aliens who try to take over the world by inserting special tubes in radio equipment. The main villain is called the Tinkerer and there’s a group of aliens, a rubber mask, and Spider-Man saving the day. It’s a remarkably forgettable story and it’s yet another entry in the superhero saves the world from aliens tales we keep seeing in 616 up to this point. We do get a little diagram of Peter’s web shooters in the story though. Other than that, there is just not much to mention here.

What I find interesting about this issue is this is the beginning of a really colorful rogues gallery in Spider-Man comics. Vulture may not be the smartest or best villain in the world but he’s unforgettable. In the months and years to come Spider-Man comics end up with villains that are consistently good, probably only rivaled by those found in the pages of Batman. We also get the first hints of the ongoing and somewhat complicated nature of Peter’s relationship with J. Jonah Jameson. Peter sort of has a triple problem going where he needs money, but he thinks it’s funny to get it from the guy who hates Spider-Man while hiding the fact he is Spider-Man. It works on a lot of levels and comes into play in more stories than can be counted. It’s easy to see, even in only the second issue of The Amazing Spider-Man why he has such appeal and goes on to be one of the most popular comics characters of all time.

Next up on the reading list we catch up with the first family of superheroes in the pages of The Fantastic Four #13!

Without question, Spider-man is one of the most influential comic book characters of all time. He is able to give the reader a sense of real world problems while still displaying incredible powers and heroics. When Peter Parker is down on his luck, we all can relate to it, and at the same time, that’s when his best stories come about. This is not some alien from a distant planet. This isn’t someone bestowed with a power ring. This hero is not anything other than a regular person trying to make ends meet and live his life. And did I mention, he’s just a teenager?

He got his debut in the pages of Amazing Fantasy #15. This was a short story in an anthology that turned massively popular. And while it’s likely Stan Lee has exaggerated the initial reaction to the character somewhat, it’s clear Spider-man has had an enduring legacy and continues to be wildly popular.

Apparently having the word amazing attached to Spider-man was inevitable because his own title becomes The Amazing Spider-man. This is not the debut of Peter Parker or Spider-man but it does lay some groundwork for the series for years to come.

The issue is divided into two stories which while connected, can be read as stand alone stories. Each one has some major events and significance to stories for years to come. I’ll be reviewing both stories here but they could have been listed as their own for the purposes of reading through Marvel 616 continuity.

The first story is titled, Spider-man. While one might assume the bulk of the story would be taken up with revisiting how Spider-man came to be or with Peter pulling off tons of heroics, there’s actually not that much of it going on.

At the start we do get a bit of a reminder of the previous story. Peter was bit and got his powers at a lab experiment. He went into show business to try to make some money. There was a robber Peter could have stopped but didn’t. Because of Peter’s inaction, his beloved uncle Ben was killed.

When we get caught up to the present, it’s the money woes that is the real enemy for Peter. His Aunt May can’t pay the rent. Peter briefly thinks about turning to crime for some quick cash but realizes that’s not something he is willing to do and something that would break Aunt May’s heart.

Peter again tries to cash in on his powers by putting on a public performance. As amazing as he is, when it’s time to get paid, Peter can’t cash in because he won’t give his real name. He tries to cash a check made out to Spider-man at the bank but has no luck.

Meanwhile, a certain newspaper editor has caught wind of this so called Spider-man. It’s in this issue we get the first of many headlines written by J. Jonah Jameson. This one just says, “Spiderman Menace.” As if that’s not bad enough for Peter, Jameson goes out on the lecture circuit to badmouth the hero. Jameson wants America’s youth to be like his own son, a test pilot, and a real hero, who is about to orbit the Earth.

Peter tries to get a part time job but is turned down because he is too young. And what’s worse is he sees Aunt May pawn her jewelry so she can pay rent. Peter starts to blame J. Jonah Jameson for his troubles because it’s now nearly impossible to cash in on being Spider-man.

Meanwhile John Jameson goes up in his rocket but there’s a problem. A navigation system of some sort falls off and the ship starts to fall back to Earth. NASA tries a few different things but they’re not successful. Spider-man shows up and tells them he can help. He gets a replacement part and commandeers a plane and a pilot to take him close to the rocket. Peter attaches it and saves the day.

Figuring he’ll be embarrassed by the compliments he’ll get for what he did, Peter leaves quickly. He also figures he’s repaired his reputation with J. Jonah because Peter just saved his son. But, J.J. seems to think the whole thing was a setup and conspiracy to make his son look bad. The press is even worse for Peter than it was before.

There are a few interesting things in this story. First, is the emphasis on money woes. This is a huge theme in Spider-man books and it’s smart to have it as a central point because almost all of us can relate to it in some way. Second, it’s not clear why a rocket would launch out of New York but we can let that slide for the moment. Finally, the public reaction to Spider-man is intriguing. It’s clear there are some people who like Spider-man. The pilot who takes him up to save Jameson thinks he is alright and there are a few other people in the background of panels who say positive things about him. But, it’s also clear Jameson is able to have a huge influence on how the public perceives him. The majority of people who read the newspaper do seem to think Spider-man is a menace, including Aunt May. I think it’s a really unique position at the time to have a hero who does heroic things but is generally not liked by about two thirds of the public. This is not like The Fantastic Four who are generally liked. They’ve had the occasional misunderstanding with the public but they are not outright hated. Thor and Ant-man really don’t have anything negative said about them. At this time, Iron-man has only barely come on the scene so the public is still mostly unaware of him. The only other hero who might be able to relate to Peter would be Bruce Banner but the Hulk is almost universally hated so he probably wouldn’t take the time to consider what Peter thinks at all.

The story ends with a warning by the F.B.I. saying there is a reward for the capture of Spider-man. Peter wonders if crime is his only option left. We all know that will not be the route he would take but I imagine for the first group of people reading this they may have had the idea Peter could have turned corrupt here.

The second story is title Spider-Man vs. The Chameleon.

This story is really interesting because there are a ton of things going on here. We’ll get to the heart of the story in a minute but can you notice something unusual in this panel early in the story?

Yeah, we almost had a hero names Peter Palmer. This misspelling of Peter’s last name happens at least three more times in this issue. It’s not particularly significant but it’s interesting to see how easy it was for a continuity error to happen in these early comics.

Also, as you can see above, the story starts with Peter having the idea of joining up with the Fantastic Four. It kind of makes sense. They live in a big skyscraper building in the middle of the city and they’re always flying around in the newest fantasticar so it sure looks like they pay well.

The most fun part of this story is seeing how Peter gets around the security measures in the Baxter building so he can talk to Reed and company. Of course, the Fantastic Four assume he’s there to cause some kind of trouble. There’s a bit of a scuffle and we see everyone use their powers. It’s a fairly even match all things considered. Finally Reed asks what Spidey is doing there and the fight ends.

Peter gives his pitch to the super team only to find out they are a non-profit organization and don’t pay salaries. With no other reason to stay, Peter promptly leaves. But as he goes Reed Richards says, “Somehow, I have a feeling we’ll be hearing more from that young man in the future!” Spoiler alert, Reed is one hundred percent correct about that. Just not in this issue.

After Peter leaves the scene shifts and we get our first ever glimpse at a real Spider-man villain. This is The Chameleon. He’s a spy who is able to change his appearance through extremely realistic disguises. We never see his real face in the story as it is always covered by a mask. The Chameleon easily breaks into a defense center and steals some secret plans. He walks right out with no one being the wiser.

On his way out, The Chameleon sees a report about Spider-man going to see The Fantastic Four on the news. With the F.B.I. warning out there, Chameleon sees a perfect fall guy for his crimes in Spider-man.

The Chameleon seems to know things about Spider-mans powers which are never explained here. He somehow knows Spidey has a type of spider-sense and sends a message to Peter only those powers could pick up. The message is just a setup to trap Spider-man into being at the wrong place at the wrong time, thus giving Chameleon someone else for the police to catch for his crimes.

Despite knowing about Peter’s spider-sense, Chameleon didn’t totally think it through because Peter is able to tell who the Chameleon is even when disguised. There’s a chase and a tussle. Spider-man actually makes himself look worse by webbing up a bunch of police officers. After a lot of acrobatics and inventive use of webbing, including the first appearance of a web parachute Spider-man catches up to the Chameleon.

Turns out Chameleon was going to sell the plans to communists on a sub-marine. For those of you keeping count, this incident adds up to every single 616 hero we have seen so far fighting communists at least once. Spider-man is able to capture Chameleon and takes him back to the police.

But Chameleon is able to change his appearance into a police officer. He almost gets away but Peter figures it out thanks to his spider-sense. There’s another chase but the cops do catch the right guy eventually.

We end the issue with Peter wishing he had never gotten his powers and the FF wondering what would happen if Spider-man turned to crime.

In this story there are tons of things going on that I find really interesting. First, there is the crossover appeal. I don’t know if Stan Lee thought Spider-man wouldn’t sell well enough on his own but the interaction with The Fantastic Four is great here. And it feels like the universe is really building with this story.

Also, everyone seems to know Peter is a teenager even while he is wearing his costume. I think this leaves us all to assume Peter just sounds like a teenager. He’s about the size of any other hero and he hasn’t shown his face so that’s the only way people must know about his age.

Another interesting thing here is Peter’s money issues are not resolved at all and if anything, he’s made his own reputation worse. It makes the audience wonder why Peter would try to be a hero at all. Except, if you remember Peter’s inaction leads to the death of his uncle. He’ll be a hero not because it is profitable but because as bad as things might be, if he does nothing, they will be worse.

While this isn’t the debut of Spider-man it is a great debut of his title which will go on to a whopping 441 issue streak in the first volume. The stories get better but the foundations really do start here. And while not all 441 issues are great, there will be some amazing stories (pun intended) to come with this character.

Next up on the reading list we’ll be checking back in on the god of thunder once again with Journey Into Mystery #91!