Spider-Man (Otto Octavius)

The Superior Spider-Man, originally known as the super-villain Doctor Octopus, is a street-level New York hero and a member of the Mighty Avengers. After his decades of fighting, Octavius discovered he had only a few months to live before his body completely failed on him, forcing him to create a robotic body to prolong his death. Using a brain-swapping Octobot robot, Octavius transplanted his mind into the body of Spider-Man, gaining all of his memories in order to fool his relatives and allies, while Peter Parker's mind was placed in Otto's own failing body. In a desperate final plan, Peter and Octavius battled, ending with Octavius fatally wounding Parker, and preventing him from regaining his body. As Parker died, he forced Ock to relive all of his most painful experiences as Spider-Man- forcing him to see every dead friend and family member he failed to save, every fellow hero to fall in battle alongside him, every traumatic experience that shaped Peter into the man he was- forcing an epiphany in Octavius. While Peter Parker died, Otto Octavius vowed to continue as the new Superior Spider-Man.

As Octavius struggled in the role of Spider-Man, he discovered that a ghostly apparition of Peter remained in his head, urging him not to murder criminals, though he was not always successful, unable to stop Ock from shooting Massacre to death. The Superior Spider-Man was placed on probation from the Avengers shortly afterwards, as it became increasingly obvious something was wrong with him, even if they couldn't prove that any change had occurred. Deciding it was time for a "Parker-ectomy", Otto obtained a neurolitic scanner to wipe the remnants of Peter Parker from his mind. Ock and Peter mentally clashed, ending with the Superior Spider-Man overwhelming his predecessor, allowing him to complete the mind wipe and rid himself of Peter Parker once and for all.