Lady Octopus

Lady Octopus
Marvel Masterpieces (1996) lithograph. Art by Boris Vallejo
Publication information
Publisher	Marvel Comics
First appearance	Amazing Spider-Man #406 (October 1995)
Created by	J.M. DeMatteis Angel Medina
In-story information
Alter ego	Carolyn Trainor
Notable aliases	Doctor Octopus II
Abilities	Genius-level intellect Wears super-strong and highly-resistant mechanical appendages, impervious to conventional attacks and armed with lasers Force-field generation via harness

Lady Octopus (real name Carolyn Trainer and also known as Doctor Octopus II) is a supervillainess in Marvel Comics. The character is depicted as a protégée to her predecessor of the name and primarily an enemy to Spider-Man and Scarlet Spider (Ben Reilly).

Lady Octopus first appearance was in Amazing Spider-Man #406 (October 1995) and was created by J.M. DeMatteis and Angel Medina.

Carolyn Trainer is the daughter of Seward Trainer who was a student of Doctor Octopus. After Doctor Octopus was killed by Kaine during the Clone Saga, Carolyn replaced the teacher she adored.

She obtained a set of four tentacles identical to Octavius's and made use of a personal force-field that kept anything from hitting her. However, her tentacles could lash out from the shield at any time during its use. She took the "Doctor Octopus" name in honor of her beloved instructor and began a campaign to steal her father's research in merging reality and virtual reality.

When she found her father was being protected by Scarlet Spider, she became jealous of the father-son relationship between him and her father. She tried but failed to blackmail her way into gaining Trainer's data by stealing a serum that could cure a seriously ill Mary Jane Watson, resulting in her being beaten heavily by Spider-Man and revealing she was working for the mysterious Master Programmer.

Carolyn continued her efforts to merge reality and virtual reality, ending up in a technological gang war against Mr. Tso and his boss Alistair Smythe with the Scarlet Spider in the middle of it. She hired the Looter, Override and Aura, and the Pro to assist her in this, as well as Stunner (Octavius's lover), and eventually succeeded in defeating Smythe and gaining the technology she needed before the Scarlet Spider thwarted her.

The Master Programmer was revealed to be a digitized copy of Doctor Octopus' mind and Carolyn's overall plan had been to allow Master Programmer to exist in the real world, effectively resurrecting the original Doctor Octopus. This thwarted, she attempted to claim her father's then-comatose body and was finally captured by the police.