At the climax of the episode, Spider-man says they have to get the antenna to the right frequency, at 28 micro Farad. But frequency is never measured in Farad, but Hertz.
Cyclops: Something has taken control of the ship. We're leveling off.
Spider-Man: You mean they won't be picking us up with blotters? I like it!
Wolverine: (To Spider-Man) Just remember, no matter what problems ya got, or mistakes you've made, ya don't have to carry the load by yourself. Ya got friends if you need 'em.
Cyclops: Be careful.
Rogue: Don't worry about me suga. Once bitten, twice shy.
Jubilee: (Using her powers to attack the mutant Landon) This ought to make him see spots.
Gambit: Gambit gonna deal you a real fine hand. (Throws his energy cards at Landon)
Beast: (About Landon, as he mutates) Landon was so anxious to create something toxic to mutants, that he failed to determine its effect on normal human cells.
Genevieve: Do something. You're mutants, use your powers!
Beast: There's nothing we can do. How ironic, he is becoming what he hated most, a mutant.
Hobgoblin: (To Landon, Spider-Man, and the others) The chance of profit is gone and, therefore, so am I. So long, suckers. Be seeing you.
Hobgoblin: (After Landon falls into his tank of mutant destroying chemicals) You scientists always get too immersed in your work.
Wolverine: (Wakes up) Any calls while I was out?
Landon: Come back with that disc!
Hobgoblin: Sorry, finders keepers, losers weepers.
Smythe: I told you not to trust Landon.
Kingpin: Mind yourself, Smythe, or I may take out my frustration on you. Do you understand?
Hobgoblin: Why does my business with you keep getting interrupted, Landon?
Landon: Ever heard of karma? (Pulls out a laser gun and starts to shoot at him)
Landon: Perfect, two mutants with one stone. (Lowers Beast and Wolverine into the chemicals, but Spider-Man stops him)
Spider-Man: Ah, ah, ah. Back off Frankenstein.
Wolverine: (To Landon, about Beast hanging in a cage above the dangerous chemicals) What is this, a mutant cook off?
Beast: I am only a bird in a gilded cage.
Wolverine: Then it's time to fly the coop.
Soldier: (Aims laser gun) You can kiss your webs goodnight, wall crawler.
Spider-Man: (Throws door onto soldiers) Next time, don't barge in without knocking.
Genevieve: I'm sorry. It's not my fault.
Beast: We each bare responsibility for the fate of our brothers and sisters. (Looks down at the mutant destroying chemical below him) This is not the way I would have chosen to leave my mark on the world of science.
Spider-Man: Nice tracking, Wolvy. Only problem is, there's no exit.
Wolverine: Then I'll just have to make one.
Spider-Man: (Seeing Wolverine claw a hole in the wall) Cool.
Wolverine: (After they both got rid of two soldiers by throwing them up high) Nice moves, kid.
Spider-Man: You're not too bad yourself, for an old guy.
Soldiers: Hey, let us down.
Wolverine: Don't hang around waiting for us.
Hobgoblin: (Sees master computer) Wonderful! Now I'll go play trick or treat. (Reads screen) Mutant Genetic Research. Computer, open wide. (Inserts a CD-ROM) Tell me all your secrets.
Computer: All data on mutant genetic code has been transferred to CD-Rom.
Hobgoblin: (Removes CD-ROM) Nice treat, now for the trick.
Computer: Greetings. Your computer's data has just been deleted by the Hobgoblin computer virus.
Hobgoblin: Oh, I'm such a bad hacker.
Spider-Man: You're the one with the nose, where to next?
Wolverine: (Sniffs) What I smell, is trouble.
Spider-Man: (Sees soldiers approaching them) Good nose.
Beast: I was wrong. Being a mutant has brought great joy into my life.
Genevieve: No, there's nothing good about being a mutant. Mutants are freaks!
Spider-Man: (About Wolverine's healing ability) Mutant heal thy self, I'm impressed.
Wolverine: I'm not here to impress you. Where's Beast?
Spider-Man: (To Wolverine, as he swings him out of the way of an incoming missile) Come on, we'll finish our tap-dance somewhere else.
Hobgoblin: (To Wolverine and Spider-Man as they fight) You boys are having so much fun. I hate to bust up the party, but I will anyway. (Throws pumpkin bomb at them)
Spider-Man: (To Wolverine, about the Hobgoblin) We'll finish our conversation after I take care of laughing boy.
Wolverine: (After getting up from the Hobgoblin's pumpkin bomb blast) I'm tired of being diplomatic. What have you done with Beast?
Spider-Man: I don't know what you're talking about. (Dodges one of Wolverine's attacks) Aren't you at all interested in that clown who just through a bomb at us?
Spider-Man: Subtlety's not your strong point, is it?
Wolverine: Hey, can't even spell the word.
Wolverine: (To mutant Landon, who has captured Genevieve) That's no way to treat a lady, pal. (Gets smacked down as he attempts to free her)
Spider-Man: You sure showed him.
Wolverine: Shut up, you puny, little geek!
Spider-Man: (after Wolverine makes a hole in the wall) Yep, claws are definitely more fun than doors.
Beast: Spiderman, keep us still or Wolverine is lost to us.
Spider-Man: No problem, but whatever you do just don't make me laugh.
Wolverine: If you're lying, your fillet a spider pal. (Unsheathes his claws)
Spider-Man: I get the picture Wolvy, but have you ever thought about seeing a manicurist about those things?
Spider-Man: (After catching Rogue while she was falling) Gotcha!
Rogue: I bet you say that to all the gals.
Beast: So, there appears to be a keen scientific mind behind that garish mask, eh my friend?
Spider-Man: Takes one to know one, blue boy.
The character Lewald is named after the story editor on the X-Men cartoon (Eric Lewald).
In the comics, Hank McCoy's experiments at the Brand Corporation led to his mutating from a human-appearing form with large hands & feet to his current blue-furred form in Amazing Adventures #11 (March 1972). Initially, his fur was gray, and later turned blue.
Spider-Man: Mutant heal thyself.
This is a take on the phrase found in Luke 4:23, "Physician, heal thyself".