Issue(s): Amazing Spider-Man #53, Amazing Spider-Man #54, Amazing Spider-Man #55, Amazing Spider-Man #56
Cover Date: Oct 67 - Jan 68
Title: "Enter: Dr. Octopus" / "The tentacles and the trap!" / "Doc Ock wins!" / "Disaster!"
Credits:
Stan Lee - Writer
John Romita with Tony Mortellaro - Penciler
Mike Esposito - Inker

Review/plot:
Spider-Man is mad about Jameson's write up of the defeat of the Kingpin from last issue.

He rushes to school and almost gets caught changing back into Peter Parker by Professor Warren, who seems to not notice, although you have to figure this factors in to his later appearances as the Jackal.

Professor Warren offers to take him and a friend to see a science exhibit. He asks Gwen to go, and the story makes a point to remind us that Gwen is an intelligent science major as well as a really cute girl (and she is cute under Romita's pencil, as is Mary Jane).

Just like any time a super-hero goes to a science exhibit a super-villain attacks to get some wacky new technology. This time it's Dr. Octopus, and he wants the Nullifier, which can be used to negate enemy missile homing devices (and a lot more, as we will see, which makes sense: why else would Octavius want it?).

Peter ducks out and turns into Spidey and prevents Ock from getting the Nullifier, also tagging him with a Spidey tracer. Back in civilian clothes, he gets a big hug from Gwen for not being hurt. The Professor drops them off at their Coffee Bean hangout where they catch up with Mary Jane, Harry, and Flash. Flash Thompson (Flash is in danger of being on furlough longer than he has been in the army) and Harry look on incredulously as the two gorgeous girls fight (good-naturedly) over Peter. Harry is especially angry because Peter has been keeping odd hours. Then Mary Jane and Peter's aunts show up, excited that they will be renting out Anna's spare room to a boarder. Peter uses the need to walk the two ladies home as an excuse to leave his friends and start hunting down Dr. Octopus. Peter hunts down his tracer without an external device for the first time, although it was not commented on so it was likely a mistake.

Doc Ock found the tracer and sets up an exploding track, but Spidey's spider-sense warns him and he avoids it. The next day, Spider-Man goes to visit Aunt May and finds that Octavius is renting the spare room at Aunt Watson's house.

May still thinks Octavius is a swell guy, and Octavius threatens Peter, indicating that he will hurt his aunt if Peter alerts the police or the media.

Peter waits until dark and heads back to May's, taunting Doc Ock with his spidey-light. Octavious summons the henchmen that he still has from his Master Planner days, and they get into a fight with Spidey in front of Aunt Watson's house. The police are called and the henchmen fail to beat Spidey. Doctor Octopus flees but Aunt May sees the battle and passes out. Gwen and MJ come over to see if they can help and they continue their semi-good-natured competition for Peter.

Peter vows to take Doctor Octopus down but only manages to find some of his goons. Then the army decides to transfer the Nullifier to a Stark Industries factory where it will be safer. However, Doc Ock has a plant in the army so he learns the transport route and he attacks them, stealing the device.

Spidey tries to stop him...

...but he gets zapped by the Nullifier. Now originally this thing was supposed to stop the tracking devices on homing missiles but now it is stopping all mechanical devices, like guns and telephones. So i'm thinking it's going to disable Spidey's web shooters. Instead due to the radioactivity in Spider-Man's blood, it gives him amnesia.

Normally i'd complain about how contrived that is, but the story of Spidey having amnesia and being manipulated into thinking he is Doc Ock's partner is done quite well so it's worth the stretch for the set-up.

J. Jonah Jameson, of course, is happy to see Spider-Man act like a bad guy. Happy for JJ, anyway.

Eventually Peter realizes he isn't a bad guy and allows John Jameson to capture Doc Ock. Jameson doesn't arrest Spidey, who still has amnesia.

Captain Stacy shows up for the first time. Gwen calls her father when Peter goes missing to see if he can help.

Quality Rating: B-

Historical Significance Rating: 4 - first printed appearance of Captain Stacy, first time Spider-Man uses his Spider-tracer without an external device.

Chronological Placement Considerations: Dr. Octopus' raid on Stark Industries takes place concurrently with Iron Man's fight with the Grey Gargoyle in Tales Of Suspense #95-96. Spider-Man still has amnesia at the end of this issue, and shouldn't appear elsewhere between this arc and the next one.

References:

• The reprint has removed a footnote regarding Iron Man's whereabouts. The asterisk is still there but there is no associated box. The original said the reason Iron Man doesn't show up is because he's lying injured in another part of the factory due to his battle with the Grey Gargoyle in Tales Of Suspense #95-96.
  
• Dr. Octopus was the Master Planner in Amazing Spider-Man #30, #31, and #32-33.
  
• Aunt May first met Dr. Octopus in Amazing Spider-Man annual #1.

Crossover: N/A

Continuity Insert? N

My Reprint: Spider-Man vs. Doctor Octopus (The trade oddly lists these issues as Marvel Tales #38-41 and shows those covers instead of the originals.)

George Stacy was reportedly based on Bill Everett(though he looked more like Spencer Tracy).

I think my favorite classic Ock look will always be Ditko's. Ock was stocky, his hair wasn't too dumb and he preferred turtlenecks instead of ugly green suits.

Romita's Ock is awesome, I just can't say enough good things about JR. And Capt. Stacy always reminded me of Jimmy Stewart. Definitely not Dennis Leary!

I never understood how doc ock could last five minutes with Spider-Man.

I liked the whole amnesia plot line especially when Spider-Man turned on Doc Ock even though he still didn't remember everything.

I look forward to rereading #55-6 but #54 has writing that is Silver Age @ its silliness. Now yes, May met Otto previously but calling him Dr. Octopus (not Octavius) plays into the worst expectations, and he's not wearing the arms around her. I was frustrated Peter ditches Gwen and MJ to meet the new boarder, though I realize eyewitness Gwen would've strengthened the case against Otto- as if Peter's too naive to be credible. But hey, I have discovered how strongly people stick to assessments, especially with her unbending opinion of Spider-Man. It's a bit embarrassing how hard Stan's trying to recapture what the Ditko Master Planner plot made work so well, like the angry rampage coming against the Ock Squad.

It's quite well drawn though. You know, it just hit me: Gwen and MJ have to this point not been hostages, and that's rather refreshing. And reading via Essentials, 54 has been the sole stinker in a long stretch. JJJ was a bit goofy in the Kingpin finale, but particularly from the Lizard on, it's been fun and rather cool reading, Daddy-o!
The strip is gradually heading to darker times and tones, but this is delightful, if a bit over-scripted.

Amazing #53 sets up the original Clone Saga surprisingly well... First Warren sees Peter climbing down from suspiciously high up, then once Peter is on the ground, tells him to tuck in his undershirt, referring to the bit of Spider-Man costume that is hanging out. Peter at the time assumes he was too "near-sighted" to see the costume, though there doesn't seem to be too much wrong with Warren's vision either way, he sees the 'undershirt' while Peter is near to him, & instantly recognises him when Peter is far away at the top of the rope. Also he'd have to be fairly close to the gym to hear sounds & walk there in time while Peter is changing, perhaps he saw Spider-Man swing in.

Then he immediately asks Peter to come to an exhibit & bring a friend, presumably knowing Peter had some relationship with Gwen, and when Gwen turns up he says "You're bringing MISS STACY? I certainly admire your CHOICE, Parker!"

When Peter has to change to Spider-Man, Gwen has thought bubbles wondering where Peter has gone, but Warren doesn't. When Peter turns up safe with a poor excuse that he ran off to unsuccessfully try to find a camera, Gwen is overjoyed & seems about to kiss him, at which point Warren suggests they call it a night. Then in the car ride home, Warren starts speculating on Spider-Man's identity and whether he is a schizophrenic.

Not sure whether Conway remembered Warren's approval of Gwen or if it was just luck, but it does all fit together well with later developments.