Spider-Man has had some pretty weird encounters with his enemy Doctor Octopus over the years. Many fans know of how Doc Ock took control of Spider-Man’s body and became the Superior Spider-Man. Many even know that Octavius ended up getting a taste for super-heroics and continued on in that role (using a cloned body) until recent events reverted him back to his old villainous ways. However, few people know of the time that Doctor Octopus’ tentacles decided they wanted to perform heroic acts too – and actually went rogue on the good doctor. Moreover, the former weapons decided they wanted a different owner, who turned out to be Spider-Man himself!

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The story took place in Marvel Adventures Spider-Man #15, which exists in a separate continuity from the mainstream Marvel Universe. In this world, Doctor Octopus’ tentacles are removed from his body – but the villain retains a psychic link to them and orders them to attack Spider-Man while Octavius resides in prison. The arms obey and actually do a pretty effective job at beating up Spidey – until they hit a power box and get fried.

The explosion winds up altering the arms’ artificial intelligence, leaving the sentient machine free of Doctor Octopus’ control. Now suddenly innocent, the arms remember Spider-Man and visit Peter at his home – even returning the camera he dropped during the fight. The arms begin regarding Peter as their new master and start displaying dog-like behavior (even eating/destroying Peter’s homework out of jealousy when he starts spending more time on it than paying attention to them).

While unnerved, Peter actually starts treating the arms like a dog – even putting them in the backyard doghouse (considering Peter doesn’t have a dog, one has to wonder if he built the house just for the arms). The faithful arms/dog follows Peter to school, but, eventually they run into Doctor Octopus. Octavius got released once he convinced the judge that his arms were the real culprits in his crimes. As Ock tries to reunite with his beloved arms, however, they start running to Spider-Man – leading to a hilarious scene where Ock and Spidey both call to the arms to see which one of them the arms loves more.

Ultimately the arms choose Spidey – and even clobber Doc Ock when he tries to attack the webslinger. Unfortunately, when the police arrive, Spider-Man realizes that if the arms aren’t with Doctor Octopus, the mad scientist will go free – so he orders his new “pet” to stay with Octavius (although they still refuse to obey Doc Ock). Sadly, the arms are then scheduled to be destroyed, leaving Peter depressed over the loss of his faithful robo… dog… arms.

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Considering Doctor Octopus’ tentacles actually do have an advanced artificial intelligence, it’s actually possible they could exhibit animal-like loyalty. And while Peter bemoans the loss of his new pet, it should be noted that in the final episodes of Spider-Man: The Animated Series, one alternate universe Spidey is wearing Doctor Octopus’ tentacles and using them for heroic purposes. Perhaps Spider-Man was able to reunite with his pet in one universe after all?

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