  This has got to be the worst alternate universe ever. -Spider-Man
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| Lady Octopus | |
| Full Name: | Carolyn Trainer |
| First Appearance: | Amazing Spider-Man #405 |
| Created by: | J.M. DeMatteis, Angel Medina |
| Home Universe: | Earth-616 |
| Alignment: | Bad |
| Status: | Alive |
| Place of Birth: | Unknown |
| Citizenship: | American |
| Base: | None |
| Affiliations: | None |
| Powers/Abilities: | |
| Height: | 5' 10" |
| Weight: | 140 lbs (64 kg) |
| Hair Color: | Pink |
| Eye Color: | Black |
| Unique Features: | None |
Carolyn as Doctor Octopus
Carolyn Trainer was the daughter of one of Doctor Octopus' former students. When her father developed a father-son relationship with the Scarlet Spider, Carolyn became insanely jealous. After it was believed that Doctor Octopus had died, Carolyn stole his mechanical tentacles and became the new Doctor Octopus. Her hatred for Scarlet Spider became so irrational and consuming she turned Joe Wade into an evil cybernetic Scarlet Spider to ruin the real one's reputation. When the real Doctor Octopus returned, Carolyn gave him his tentacles back. She later reappeared as Lady Octopus, sporting her own set of cybernetic tentacles.