Overview

Upon his death bed Doctor Octopus final act was transferring his mind into Spider-Man. Using his new lease on life Otto decided not simply become a better man but to be a "Superior Spider-Man" than Peter Parker was. One of his first actions was upgrading the Spider-Man's Suit. Throughout his career as the Superior Spider-Man Otto made continuous improvement to tackle obstacles.

Version 1

Capabilities

• Enhanced Lenses: Otto added HUD lenses which auto adjust to brightness and numerous tracking abilities. The lenses were capable of detecting radio waves, magnetic signatures, cloaking etc.
• Talons: Otto added retractable sharp talons on his fingers and feet. The talons can also be used to inject nano-spiders-tracers with a GPS and listening device.
• Reinforced Armor Plating: Which includes carbonadium plating on the mask to protect him from any potential mind-swap.

Version 2

After the original was destroyed in battle against he Spider Slayer. Otto redesigned the costume again, distancing himself further from Peter's classic design. Plus when he got displaced from time Otto modified the suit using 2099 technology.

Capabilities

• A.I.: Whilst time displaced Otto downloaded a futuristic A.I assistant Anna to the suit. The suit possesses an artificial intelligence which is capable of making the suit walk by itself when Otto is not using it to clean itself and avoid contact with other people or security cameras.
• Enhanced Lenses: Further upgrade to tracking HUD tracking capabilities plus stays in black.
• Gauntlets: The gauntlets features a special built-in communication device that can be used to exchange calls or to activate/control nano-spider tracers injected in a person's body. The gauntlets also includes a flame thrower and sonic blasts.
• Nano-Tracers: The nano-bot can now detonate however they are designed more to shock than kill.
• Retractable Legs: Four mechanical spider-arms used for combat, strong enough to lift a car. The legs were upgraded with stasis charges while in 2099.