Aware of his impending death, Doctor Octopus sets in motion a plan that began with the March 2012 story "Ends of the Earth" and finished in "Dying Wish", where the villain successfully swapped consciousnesses with Spider-Man's alter ego Peter Parker, thrusting the hero into his decaying body.

[7] Elsewhere, Spider-Man is shown working through his day, while his inner monologue details him living up to his full potential as a scientist and a man, including romantically reuniting with Mary Jane Watson.

[9] "Spider-Man" reveals that at an unspecified point, the pair swapped consciousnesses: Octavius has transferred himself into Parker's body and vice versa using a special remote controlled Octobot.

[13] As Peter contemplates the evil that the villain may be doing as Spider-Man, he realizes he has access to Ock's memories and learns of the golden Octobot and how it rewrote his brain patterns with his enemy's.

[15] Hydro-Man, Scorpion and the Trapster free Parker, believing him to be Octavius and he begins a plan to capture his foe and return his mind to his own body.

[16] In The Amazing Spider-Man #700 (December 2012), Otto learns of Parker's escape and attempts to leave the country long enough for Peter to perish.

[24] When Scorpion attempts to kill Jameson's father's wife, Aunt May, Octavius, in a moment of selflessness, intervenes to protect her, inspired by experiencing one of Peter's childhood memories of her.

[25] As Scorpion attacks him again, the enraged Octavius punches him far too hard, brutally severing the villain's jaw clean off, cripplingly injuring him.

With Octavius apologizing for his current deeds, Peter encourages his foe to follow in his footsteps by carrying on his role as Spider-Man and to protect his friends and family, as well as the people of New York.

[31] Respectfully bidding his former nemesis farewell, Otto silently promises that Parker won't be leaving the world to a villain.

Traveling to one of his hidden bases, the automated defense systems activate, as well as a pre-recorded message of him as Doctor Octopus taunting the intruder.

However, a month or so prior to his death, Octavius had created a digital back-up of his consciousness, with this Octavius- lacking any memory of the events that led to the original's decision to sacrifice himself for Peter- returning to villainy in a new body based on Peter's.

During a mission where they head into space to activate a "Doomsday Pulse" to wipe out all of Doctor Doom's technology on the planet, Peter deduces that Octavius is in Miles' body from his interactions with a Venom-possessed Kraven and his scientific knowledge.

Peter sends Otto back to Earth with the space station's only escape pod and sacrifices himself to ensure the Doomsday Pulse goes off.