After a battle with Spider-Man, the evil genius scientist Doctor Octopus falls into a coma. When he wakes up, his consciousness is in the body of Otoha Okutamiya, a middle school girl in Tokyo! Thus begins the strange school life of Spider-Man’s biggest rival...as a normal Japanese girl!

Mad scientist Doc Ock and Japanese middle school girl Otoha Okutamiya are having a hard enough time sharing a body in Tokyo before they have to contend with a sinister would-be hero—Superior Octopus! The battle between the pair of Doc Ocks escalates into all-out war, with Otoha’s friends caught in the fray.

Doctor Octopus finds out the body he’s inhabiting isn’t the only local girl with villainous mechanical enhancements, and now Otoha’s former bestie is on the warpath against a megacorporation! Can a mad scientist transformed into a schoolgirl help to mend this fractured friendship?