In The Amazing Spider-Man #700 (December 2012), Octopus learns of Parker's escape and attempts to leave the country long enough for his body to die. Meanwhile the Trapster uses various technologies to prolong Parker's life. An electric shock delivered during the process causes Parker to experience a vision of the afterlife where he meets the people he has lost, including Gwen Stacy and Uncle Ben. Ben encourages Parker to put a stop to Octopus, and Parker awakens in the real world. Octopus decides to remain in New York City and gather all of Parker's loved ones together in Avengers Tower. While Parker attempts to repair the recovered golden Octobot, Octopus sends law enforcement after him. To prevent his villainous companions from harming the police, Parker incapacitates Trapster and escapes with Scorpion and Hydro-Man. Together they infiltrate Avengers Tower, but they are confronted by Octopus. Learning that J. Jonah Jameson is also in the tower, Scorpion and Hydro-Man abandon Parker to pursue Scorpion's agenda against Jameson. When Scorpion attempts to kill Jameson's father's wife, Parker's Aunt May, Octopus intervenes to protect her and experiences a flash of Parker's childhood memory of his aunt. As Scorpion attacks him again, Octopus overreacts and punches off Scorpion's jaw. Seeing that Octopus has almost killed someone using his body, Parker grabs Octopus and jumps out of a window in an attempt to kill them both. Octopus manages to form a cushion from webbing, saving them both. Parker takes control of the Octobot and strikes Octopus, but it fails to work; Octopus reveals he added shielding to the area to prevent another transfer. As Octopus prepares to finish Parker, Parker uses their connection via the bot to intentionally inflict his memories on Octopus, from his childhood to the multitudinous losses he has experienced and his transformation into Spider-Man, but modifying the memories to feature Octopus in Parker's place. The memories subdue Octopus and make him realize the error of his ways. He promises to keep the people safe as Parker finally dies. In the final scene, Octopus promises that with his ambition and intelligence, he will be a Superior Spider-Man.