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The Octabrain is an enemy in Duke Nukem Forever.


The Octabrain is a floating, medium-sized, octopus-shaped alien with three glowing eyes and a number of tentacles. They are all born from the bodies of captured human women. It's brain is partially wrapped around and protected by a layer of skin on it's head, leaving part of it's brain exposed. It is often found (but not exclusively) in areas with serious alien infestation, such as The Hive and Hoover Dam. It has consderiably powerful telekinesis abilities, allowing it to pickup, catch and throw small and large objects, often at targets of choice.

Combat Analysis[]

The Octobrain flies around while attacking via 2 methods. The first is after a well-tekegraphed, brief charge it will fire a blast of energy at the player's location. This blast also accounts for not only the player's position but their movement direction, so they will attempt to lead the target. There are several ways to prevent this blast from hitting the player.

  • This can be easily avoided by misleading it to shoot one way, then quickly change directions for a clean and easy miss.
  • Shooting the Octabrain while it readies the shot will interrupt the firing process.
  • Firing an explosive weapon at the blast can cancel it out.

The second attack is to levitate and throw objects in the surrounding environment at the player, often where there is significant cover. They will pickup many different things: crates, alien pods, barrels, anything that isn't bolted down. Compared to their blasts, they cannot lead the target, but they can fire them much faster and they have the potential to do more damage. This attack also benefits the Octabrain since it can catch most explosive projectiles and throw them back at the player, dealing considerable damage. RPG and Enforcer Gun shots are especially vulnerable to this, so they should never be used when attacking an Octabrain. Devastator is less of an issue since it can only catch one missile at a time (while the rest hit the Octabrain), but the player should still exercise caution when using it. Pipe Bombs can always be remotely detonated and can be used to the player's advantage should an Octabrain catch one.

Defensively, the Octabrain tends to move around a fair bit in an environment where there is a lot of room. They will often (if not always) move after being hit by any weapon, so the player will have to track them as they fire upon one. They can also use their attacks to cancel out player attacks, preventing them from hitting their target.

For engaging an Octabrain, the Shotgun is among the best weapons to use close-up since a lot of firepower can be dealt in a single shot, meaning the Octabrain will not move around at much. Ripper, AT Laser and AT Captain Laser still work well, but the player will need to pay careful attention to where the Octabrain is floating to to avoid wasting ammunition. At greater ranges, the Railgun and Pistol (with a bit of patience) are both effective while being far enough away to avoid taking any serious damage. Shrink Ray is particularly devasatating to an Octabrain, since it leaves them vulnerable to any attacks around them , plus they cannot use their powers to catch anything. Expander 'can' work against an Octabrain, but the effect duration time is greatly reduced; the player will barely have enough time to blow it up by firing at it twice and not much else.

Upon death the Octabrain's body will fall and explode, dealing damage to everything around its corpse upon detonation. This will occur even if frozen, as the falling body will shatter and explode.

  • If the 3D-version of Freeze Ray is used and it is close to the ground, the Octabrain will not explode and will eventually thaw if not defeated in time. A melee or hit from a weapon will still trigger the explosion, but curiously, it will not harm the player.
  • This will not occur if the Octabrain is shrunk and stepped on.

When stuck with a Laser Trip Mine it will spin extremly fast and go for a suicide run, trying to catch the player in the Trip Mine explosion and it's own explosion. Even on lower difficulties, this may be difficult to survive if the player is caught within the full blast of both hits.


The pre-release podcast revealed that Octabrains catching Pipe Bombs will be exploited in at least one boss battle, where Octabrains will appear and will catch any projectiles that are fired at the boss. This appears to be the case with the second Octaking battle.

Weapon Effectivenesses
5 strikes
2 strikes
M1911 Pistol
9 shots
2 shells
20 shots
2 shots
2 rockets
9 rockets
Shrink Ray
Shrink Ray
1 blast
Freeze Ray
1.458 seconds
Freeze Ray (3D)
5 cubes
AT Laser
3 bursts
AT Captain Laser
9 lasers
Enforcer Gun
2 shots
Pipe Bomb
2 pipebombs
Trip Mine
1 mine
3 shots
Expand + Kill
  • Note: The values given for the Shotgun and the explosive weapons are minimum values only.
  • Note: Calculated on the Lets Rock dificulty setting
Duke Nukem Forever
Levels Main CampaignMultiplayer MapsSingleplayer Levels in The Doctor Who Cloned Me
Weapons AT Captain LaserAT LaserDevastatorDFGEnforcer GunExpanderFreeze RayGarter PistolImpregnaderM1911 PistolMachine Gun TurretMeleeN00b T00bPipe BombRailgunRipperRPGShotgunShrink RaySticky BombsTittyanaTrip Mine
Items BeerDuke StatueDuke VisionHolodukeJetpackSteroidsWhiskey
Enemies Alien DropshipAlien FighterAlien GunshipArea 51 Security RobotAssault CaptainAssault CommanderAssault TrooperBomb BallDuke CloneEnforcerOctababyOctabrainPigcopPregnatorRatTentacle
Bosses Alien EmpressAlien QueenBattlelordCycloid EmperorDr. ProtonEnergy LeechGiant EnforcerMothershipOctaking
DLC Hail to the Icons Parody PackThe Doctor Who Cloned Me
Other CheatsDifficultyDuke Nukem (character)EgoMultiplayerPrototypesQuotesScrapped ContentDuke Nukem Forever: Enhanced