Doctor Octopus: Armed and Dangerous is the fourth episode from season one and introduces the villain, Doctor Octopus.



As Peter Parker arrives at the Hardy mansion to take Felicia Hardy he is escorted inside. From outside the fence surrounding the Hardy mansion a robotic claw crushes a security camera and a security guard notices that one of the cameras has malfunctioned and tells another guard to investigate. Inside the mansion Peter looks around and sees how big her home is and accidentally knocks over a vase full of flowers. As Peter picks it up he starts to place the flowers back inside. However, Felicia walks in and believes that the flowers he was holding he bought for her. At that moment one security guard sees that the camera is broken and is then grabbed by the same mechanical arm that broke the camera. Back inside the mansion Felicia goes upstairs to get a jacket. From downstairs Peter hears Felicia scream and he runs upstairs to help her. As Peter enters her bedroom he sees that Felicia has been captured by a man with four mechanical arms. Peter tries to save her but the man knocks Peter across the room with one of his his mechanical arms and then walks off with Felicia.


Several hours later the F.B.I. arrive and question Peter about Felicia's disappearance. However, the lead agent, Agent Ford, has trouble believing his story. At that moment Felicia's mother, Anastasia Hardy, walks in and asks where her daughter is. Agent Ford then walks up to Anastasia and tells her that her daughter has been kidnapped. Agent Ford then hands Anastasia a ransom note left behind and she sees that the note is signed by a scientist that use to work for her named Dr. Otto Octavius.


As soon as Peter hears this name he remembers that when he was ten his Uncle Ben enrolled him in a science camp and that the man that ran the camp was Dr. Otto Octavius. Peter then remembered that he tried an experiment on his own and it blew up in his face and the other students started to laugh at him. Octavius then walked over to him and said "Their laughter is meaningless, science is the important thing. It justifies all that we do in it's service."


As Spider-Man, Peter web swings through New York he wonders what could have changed Octavius and where he took Felicia.


Sometime later Doctor Octopus brings Felicia Hardy to his hideout. As Felicia tells him that she has done nothing to him Doc Ock tells her his story. Several years ago Octavius created a nuclear battery but his colleagues ridiculed him because they could not believe that a cold fusion reaction could be generated in a battery. After this Octavius approached the Hardy Foundation for funding for his research. However, Anastasia Hardy grew tired of his lack of results and cut his funding and Octavius had to move his lab to a basement under a house. Octavius was also unable to afford vital safe guards and during his experiment his fusion reactor blew up. Octavius survived but his mechanical arms were fused to his spine.


Hours later J. Jonah Jameson uses his news station, J3 Communications, to tell Doctor Octopus that they are ready to meet his demands and get Felicia back. While still on the air the phone begins to ring and Joseph Robertson tells Jonah that if it's Doctor Octopus he needs keep his cool. Jameson then answers the phone and Doc Ock tells Jameson that he accepts his terms. As Jameson tells his crew to switch him off the air Doctor Octopus stops him and says that he wants the whole world to know how he's been treated. While on the phone Jameson looses his temper and Doctor Octopus then tells Jameson that he must deliver the ransom himself and to come alone.


A short while later J. Jonah Jameson arrives at an abandoned warehouse with the ransom money unaware that Spider-Man is following him. However, when Jameson gives Doc Ock the ransom money Ock refuses to release Felicia and begins to squeeze the life out of Jameson with one of his mechanical arms. At that moment Spider-Man barges in and tackles Doctor Octopus. Dock Ock then begins to try and hit Spider-Man with his mechanical arms but Spider-Man is able to dodge his attacks. However, Doctor Octopus is able to grab Spider-Man with his metallic arm and tells him that since he now has two hostages he wants twice the ransom. Doctor Octopus then throws Spider-Man out of a window and as Spider-Man reenters the building Doctor Octopus and J. Jonah Jameson are gone.


The next day at the Daily Bugle, Anastasia Hardy blames Spider-Man for Doctor Octopus not returning her daughter and even Robbie blames Spider-Man. That night at his house Peter decides that if Spider-Man can't save Jameson and Felicia maybe Peter Parker can.


The next day at the Daily Bugle, Robbie receives a video from Doctor Octopus and watches it with Anastasia and Agent Ford. On the video Doctor Octopus says time is running out for Jameson and Felicia and that he wants the ransom money. Doctor Octopus then says that he will be calling them at 10:00. As Agent Ford looks at he watch he tells everyone that it's 9:58. At that moment Peter runs in and that he knows Octavius and that he known how to get to him. Agent Ford dismisses this and tells Peter that he should leave this to the F.B.I. However, Anastasia agrees to hear Peter out. Just then the phone rings and Agent Ford allows Peter to talk to Doctor Octopus. As Peter answers the phone he tells Doctor Octopus that he was his student years ago at Science Camp and that he taught him how important science is. Peter and Doc Ock then begin to talk about science and Doctor Octopus asks Peter if he would like to see his cold fusion battery which Peter accepts. Doctor Octopus then says that if he delivers the ransom he will show it to him.


That night Peter arrives at an abandoned rocket assembly plant. Doctor Octopus then grabs the money with his metallic arm and then shows Peter his cold fusion battery. Peter then asks Doctor Octopus to release Felicia and Jameson. However, Doctor Octopus tells Peter that the ransom he gave him will be the first of many payments. Doctor Octopus then picks Peter up with his metallic arm and throws him out of the window. However, Peter is quickly able to change into his Spider-Man costume and barges in. While Spider-Man is crawling on the wall he is able to dodge Doctor Octopus' arms. However, Doc Ock is eventually able to knock Spider-Man off the wall. However, Spider-Man is able to activate an electromagnet which attracts Doctor Octopus' arms and traps him. However, the switch that turned on the magnet also activated a test rocket engine that will fire on top of the captured J. Jonah Jameson and Felicia Hardy. Doctor Octopus then tells Spider-Man that if he doesn't shut down the rocket engine his friends will die and if he does shut the rocket engine down the magnet will turn off and Spider-Man will face the full fury of Doctor Octopus. Spider-Man then rushes over to the controls and shuts off the magnet and the rocket and is attacked by Doctor Octopus.


Spider-Man manages to get to Jameson and Felicia and attempts to free them. However, Doctor Octopus uses his metallic arm to grab Spider-Man. Doctor Octopus then reactivates the rocket above Jameson and Felicia's head. Spider-Man then looks around the room and sees a control to another magnet and then shoots webbing onto Doctor Octopus' glasses so he can't see. Ock then looses his concentration and drops Spider-Man.


As Doctor Octopus drops Spider-Man, Spidey does a back flip to the to the cold fusion battery. At that moment Doc Ock is able to tear the web from his sun glasses. However, Doctor Octopus looks at the ceiling and sees the magnet and tells Spider-Man that he won't fall for the same trick twice. Just then a twenty second count down for the rocket above Jameson and Felicia begins. Spider-Man realizes that he will not be able to get past Ock to save them so he turns around and picks up the cold fusion battery and throws it. As Doctor Octopus catches the battery his mechanical arms reach under the magnet and Spider-Man activates it trapping him. With only nine seconds to spare Spider-Man is able to save Felicia and Jameson before the rocket engine goes off. Felica then runs outside looking for Peter. However, Spider-Man manages to get outside before Felicia and he gets out of his costume. Felicia then finds Peter and he asks her if she would like to try going on another date some other time which she agrees to.


A short while later Doctor Octopus is taken to prison and while in his cell states that he will escape and get his revenge on Spider-Man.


Actor Role
Christopher Daniel Barnes Spider-Man / Peter Parker
Jennifer Hale Felicia Hardy
Efrem Zimbalist Jr. Doctor Octopus / Otto Octavius
Ed Asner J. Jonah Jameson
Rue McClanahan Anastasia Hardy
Rodney Saulsberry Joseph Robertson
Steven Polinsky Agent Ford





  • At the beginning of the episode Spider-Man says that "after that Spider Slayer business I'd didn't think she'd ever let me see her again." In The Spider Slayer, Felicia Hardy was attacked by the Black Widow. However, she blamed Peter Parker for abandoning her unaware that he saved her as Spider-Man.
  • Anastasia Hardy makes her first appearance after being briefly mentioned in The Spider Slayer.


  • The title of this episode is a play on words. Armed and dangerous usually referees to someone that carries a gun. However, the title of the episode referees to Doctor Octopus' four mechanical arms.
  • Efrem Zimbalist Jr. briefly voices Felicia Hardy's butler at the beginning of the episode. Zimbalist was very well known for voicing Alfred Pennyworth, Batman's butler, in Batman: The Animated Series and other DC Comics television shows set in the DC Animated Universe.
  • During the episode Peter Parker mentions the real life NFL Football team the New York Jets.
  • It is odd that the F.B.I. would not believe Peter's story about a man with four metallic arms since other superheroes and super villains with incredible superpowers already exist.
  • This is the only episode where Anastasia Hardy is voiced by Rue McClanahan.
  • Uncle Ben makes his first appearance in the series but has no speaking lines.
  • This episode marks the only time in the entire series you get to see Doctor Octopus' eyes and the only time you see him wearing normal glasses instead of sun glasses.
  • This occurs in Peter Parker's flash back of when he went to science camp as a child and in Doctor Octopus' memories of meeting Anastasia Hardy and the explosion that fused his robotic arms to his spine.
  • During the episode Doctor Octopus paraphrases the line "A rose by any other name would smell as sweet" from William Shakespeare's Romeo and Juliet by saying "An octopus by any other name would still be as deadly."
  • During the episode there is a brief shot of Spider-Man and his costume is missing the webbing and the spider on the chest.
  • In this episode Doctor Octopus states that his mechanical arms are unbreakable. However, in Battle of the Insidious Six, Scorpion sprays acid from his tail and when it hits one of Ock's metallic arms the acid melts it, and in Make a Wish, Spider-Man uses the Argon Matrix Laser to cut through Doctor Octopus' mechanical arms.
  • At the end of the episode Doctor Octopus (while in prison) says "Stone walls do not a prison make, nor iron bars a cage." This line is taken from the poem To Althea, from Prison written in 1642 by Richard Lovelace.
  • Steven Polinsky is only credited as "F.B.I Agent" even though in the episode his character was called Agent Ford.

Episode review

A review by Amazing Spidey from Marvel Animation Age

TMS are masters when it comes to animating Spider-Man, and his villains. It's all good here, especially the scene where Spider-Man dodges and flips out of the way of Doc Ock's tentacles! It was all animated so quickly, and just beautiful. Arguably some of the show's finest animation is found in this episode, and TMS used Doc Ock's arms to their full extent. The best fight scenes this show ever did are the ones in this episode.

It did a good job introducing Doc Ock for the newer audience, and showed the full extant of his powers, and unlike a lot of his previous incarnations, he was actually motivated to do something with his new-found power. Octavius being Peter's teacher was a unique touch, developed from the series, not adapted from a comic. It developed that little bit more, in his original appearances, Octopus was a mad scientist, that's not the case here, in this cartoon, he was a very passionate one. A lot of Octavius character came from Efrem Zimbalist Jr. (Alfred from "Batman: The Animated Series") who just nailed him, bang on. No 80's high pitched squeaky voice here.

It was also nice to see Peter Parker do something other than screw up, after he realized there wasn't a lot Spider-Man could do to beat Octavius, he used his head to find out where he was located, and, how to defeat him in the end. Peter was often the subject of some bizarre writing in this show, but he was just as effective out of costume here as he was in costume.

The plot itself greatly added to my enjoyment of the episode. On top of some great animation and fights, the story and characters shined in this episode. Especially Spider-Man's scenes with Robbie and Anastasia Hardy. Although often overlooked, this episode is easily one of the show's best.


"Relax, Parker. Felicia's just a simple, sweet, regular girl. . . with a front lawn the size of Central Park.

-Peter Parker

"So when does this place apply for state hood?"

-Peter Parker to one of the Hardy's security guards

"Maybe I should have worn a suit or at least a new shirt."

(Felicia's butler answers the door)

"Come in, Mr. Parker. I'll announce you."

"Yup. Definitely a new shirt"

-Peter Parker & Felicia's butler

"Aunt May's whole place can fit in this one room and there'd still be space for the Jets to hold a scrimmage."

-Peter talking about how big Felicia's mansion is

"So, where's your mom?"

"Parker, she's out buying a yacht."

"What happened? Did the old one get wet?"

-Peter Parker & Felicia Hardy

"Four metallic arms?"

"Yes, that's what I saw. I keep telling you. . ."

"Did you notice anything else about him? Couple of extra heads maybe?"

(Other F.B.I. agents start to laugh)

"Look, I don't care weather you believe me or not. Felicia's gone, you should be out looking for her."

-Agent Ford & Peter Parker

"Their laughter is meaningless, science is the important thing. It justifies all that we do in it's service."

-Otto Octavius to a young Peter Parker

"Who am I? What's in a name? An octopus by any other name would still be as deadly"

-Doctor Octopus

"J. Jonah Jameson, the great communicator."

-Peter Parker after Jameson loses his temper while talking to Dock Ock

"Hands up, all of them."


"You web headed foul up!"

"Hey! It's nice to see you, too, Pickle Puss."

-J. Jonah Jameson & Spider-Man

"You really think your spider powers can compare with the shattering impact of my unbreakable hydraulic tentacles?"

"It was a thought."

-Doctor Octopus & Spider-Man

"I use to defend you against Jonah. Told him the city was better off because of you. Maybe I was wrong."

"Coming from Robbie that hurt more than anything Octavius' tentacles could do to me."

-Joseph Robertson & Spider-Man

"Usually, it's the spider that traps the fly not the octopus that traps the spider."

-Peter Parker

"An abandoned rocket assembly plant. What a perfect hideout for a looney scientist."

-Peter Parker

"The explosion that destroyed my laboratory also welded these arms to my spine. A neurologically augmented exoskeleton. It responds to my thoughts. A melding of metal, flesh and bones."


"Reminds me of Flash Thompson, all hands."

"They let me do my work four times as fast and they are the greatest weapons imaginable."

-Doctor Octopus, J. Jonah Jameson & Felicia Hardy

"Spider-Man! You’re making a career out of interference."

"Some career. No salary, no vacation. Talk about about on the job health hazards."

-Doctor Octopus & Spider-Man

"Double jeopardy, Spider-Man. If you manage to turn off the dynamo, you'll face the full fury of Doctor Octopus. And if you don't, perhaps you'll live long enough to see your friends’ molecules fry."

"Well, that's what I love about life choices."

-Doctor Octopus & Spider-Man

"How does it feel to know you could change things, Spider-Man, but be helpless to do so?"

"Not as bad as I'd feel if I had a name like Doc Ock."

-Doctor Octopus & Spider-Man

"I really hate to interrupt a megalomaniac when he's on a roll, but here's web in your eyes!"


"You six armed neanderthal! Why don't you get over here and fight like an octopus!"


"No fool am I, Spider-Man. I won't fall for the same trick twice. Besides, I can wait unlike your friends."

-Doctor Octopus

"Tell ya what. Let’s make a trade. My friends for your life's work."


(Felicia hugs Spider-Man)

"How can I ever thank you?"

Well, this seems like a pretty good way."

-Felicia Hardy & Spider-Man

"Stone walls do not a prison make, nor iron bars a cage. Not against the genius of Doctor Octopus!"

-Doctor Octopus while in prison