It was decided that Doctor Octopus would be kept as the villain, as he was both a visually interesting villain who was a physical match for Spider-Man, and a sympathetic figure with humanity, accompanied by the fact that the character had been repeatedly considered as a villain for the first film over the course of its 15-year development.[18] Raimi changed much of the character's backstory, however, adding the idea of Otto Octavius being a hero of Peter, and how their conflict was about trying to rescue him from his demons rather than kill him.[3]