"Spider-Man! You've stuck your webs into my business for the last time!"
Dr. Octopus
PL: 10 (150)
abilities: (22)
STR 30/10 DEX 24/10 CON 12 INT 20 WIS 16 CHA 14
Combat: (12)
+11 init, +10/0 ATK, +13 DEF (+2 dodge, +5 sheild, +3 flat-footed)
+0/10 DMG (unarmed/tentacles)
saves: (8)
TOU +7/1 FORT +5 REF +8 WILL +6
Skills (23/92)
bluff +8
climb +6
computers +8
crat: electronic +8
craft: mechanical +8
disable device +8
intimidate +10
knowledge: physical sciences +8
knowledge: technology +8
notice +6
search +6
sense motive +8
feats (33)
all-out attack, ambidexterity, atk spec: tentacles 5, chokehold, diehard, dodge 2, eidetic memory, elusive target, evasion, fast overrun, grappling finesse, improved grab, improved grapple, improved initiative, improved overrun, improved pin, improved throw, improved trip, improvised tools, instant up, inventor, move-by action, prone fighting, power attack, takedown attack 2, startle, uncanny dodge
Powers (52)
additional arms +2 (2)
elongation +3 (extra: action +1, flaw: tentacles only -1 (3)
Enhanced STR +20 (flaw: arms only -1) (10)
Enhanced DEX +14 (14)
immovable +1 (1)
force feild "tentacle sheild" +6 (extra: linked-sheild +5) (11)
speed +2 (2)
supermovement +3 (sure-footed, wall crawling 2) (6)
superstrength +3 (flaw: tentacles only -1) (3)
costs
abilities 22 + combat 12 + saves 8 + skills 23/92 + feats 33 + powers 52 = 150 pts

Spider-Man's #2 arch enemy (only because the green goblin had the discourtesy to come back from the dead), Doc Ock is in many ways the anti-spidey. i mean, think about it: a meek, bespectacled scientist forever altered by an experiment gone awry, gets powers not unlike those of a tarantula, giving him a bold, outgoing persona. and while Ock freely mixes his genius andpowers to meet his goals, the difference is that rather than any sense of responsibility he decides to get back at everyone who'd been pushing him around. if that wasn't very clear b=please bear with me, it was much better thought out when spidey 2 was released in theatres

anyway, let's talk mechanics. while mst everyone on the ATT goes for making the arms a device, i decide to go for the classic approach of making the arms firmly attatched to the good doctor, as well as incorporating the description of his defense into his powers. as Elongation is an alteration rather than movement power, i realized i could upgrade it's action by one, allowing doc to stretch his arms as a free action, and thus attack while staying on the move