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.