The last time we saw Doctor Octopus was back in Amazing Spider-Man #3 when he was first introduced. Amazing Spider-Man #11 is the first of a two part story that concludes next issue and is the first multi-part story in Amazing Spider-Man.

The splash is somewhat mysterious as Betty Brant is seen beating on Spider-Man as Doctor Octopus casts his shadow over him. Why is she so angry with him? Peter begins the issue by thinking to himself that he can't stop thinking about her when she is out of town and the thought is interrupted by a radio news flash that Doctor Octopus was being released today. Peter quickly suits up as Spider-Man and visits the Municipal Prison to warn the Warden not to release him which is just as quickly turned down. Doc Ock on the other hand, is ready for his release having taken the time in prison improving his dexterity with his extra arms.

Next we cut to Peter at home working on a new device that he would use many times in his career: The Spider Tracer. It looks like a spider but has transistorized circuits inside that sends back coded messages that he picks up with a portable receiver. He takes his new invention to the prison where Ock is released and to the surprise of  Peter, it is Betty Brant who is picking him up by car. He throws a spider tracer on the car as it leaves, and a map of Philadelphia falls out of the car giving Spider-Man a possible clue as to there whereabouts.

In a Philadelphia prison, we meet Betty Brant's brother, a lawyer named Bennett Brant giving advice to an inmate named Blackie Gaxton. It seems that Bennett owes Blackie a gambling debt and wants it paid one way or another. Bennett next walks in on Doc Ock and Betty and the two siblings talk about the mess they got themselves involved in by a promise made to Blackie having Doc Ock help him break free from jail. Peter makes plans on a trip to Philly and scours the city as Spider-Man until he finds Betty. He changes back to Peter Parker and they talk about her problems. Surprisingly, While talking, Peter says to himself that he is going to tell Betty that he is Spider-Man once they get back to New York City. While they are talking, Doc Ock breaks Blackie out of jail by snapping the bars in the window and Spider-Man is too late to do anything about it. Betty and her brother on the other hand, is now in the company of  Blackie's gang.

Now to the action! Spider-Man arrives at a dingy steamboat that Ock and Gaxton are stashed away on with Betty, Bennett, and Blackie's gang. Blackie's gang members find Spider-Man and bring him to Blackie and Ock. Doc Ock has been waiting a long time to have his revenge on him, but before he can lay a tentacle on him, Spider-Man knocks a gang member into him and then Spider-Man takes care of the rest of the gang. He next struggles with Blackie who has a gun that suddenly goes off hitting Bennett accidentally. Now we get back to why Betty is beating on Spider-Man as she now hates him. No use telling her that Peter is Spider-Man now! Next, Spider-Man goes after Gaxton and easily takes care of him and his gang. Doctor Octopus is not as easily dealt with though. A long battle takes place with Spider-Man evading Ock's tentacles all over the steamboat. Ock leaps on to a passing smaller ship and Spider-Man follows him where the battle continues until the ship crashes into a pier. Spider-Man comes back to land but Doc Ock is nowhere to be seen. The police arrive and take Betty to safety and Blackie and his gang into custody.

After all has calmed down, Peter and Betty have another talk. Betty never wants to see Spider-Man again as it would remind her of her
brother Bennett who died of the gun-shot. Another fine issue with the introduction and the death of the same character in the same issue.
Doctor Octopus next appears right here next issue as this story continues. Of great interest to this issue in particular and to a less extent, next issue, is Untold Tales Of Spider-Man #12 where a lot of unanswered questions pertaining to Betty and Bennett Brant, and their mother are answered and is a great read leading up to this issue of Amazing Spider-Man.

Reprinted In:
Marvel Tales #148
Amazing Spider-Man Annual #3
 Spider-Man Classics #12
 Marvel Masterworks Vol. 5
Spider-Man Essentials I