The Spectacular Spider-Man

Season 1 Episode 10


Aired Wednesday 9:00 PM May 17, 2008 on Disney XD



  • Trivia

    • The episode is available on "The Spectacular Spider-Man Volume 4" DVD.

    • This is the last episode to air on Kids' WB!, before the network was renamed to The CW4Kids.

    • Eddie Brock makes his first appearance since Catalysts. This is also his first speaking role since The Invisible Hand. Additionally, Aunt May makes her first appearance since The Invisible Hand.

    • A portion of this episode's plot is based on Amazing Spider-Man #1, which was the Chameleon's first appearance.

    • According to Spider-Man while saving a plane from crashing, Peter Parker and Eddie Brock's parents died in a plane crash. This could be referencing the Ultimate Spider-Man comics in which the same event happens.

    • The Chameleon's two accomplices are Quentin Beck and Phineas Mason, who are Mysterio and The Tinkerer respectively.

    • Scene shifting in the episode has changed from the usual spiders to the black ooze crawling up the screen.

    • The Spider-Man design at the end of the episode suddenly shifts from red with black webs to black with white webs. This matches with the Symbiote plot of the episode.

    • Curt and Martha Connors appear for the first time since "Natural Selection." Also, Martha still does not trust Peter since the events of that episode.

    • Starting with this episode, Mary Jane replaces Harry Osborn in the opening credits. This is also the first episode, since her appearance, where she doesn't appear.

  • Quotes

    • J. Jonah Jameson: As I predicted, the web-head's turned out to be just another thug in a mask! Soon he'll be cut, jailed and run outta town!
      Peter Parker: (Brooding) How can he be jailed and run out of town?

    • Captain Stacy: I'm satisfied you're innocent, Spider-Man. We'll find out what Chameleon did with the E.T.
      Spider-Man: Actually, I sort of...
      Peter's Conscience: What are you doing? You tell the truth and they'll take the suit away, and you need its power... to help people.
      Spider-Man: I sort of figured you'd say that.

    • (Peter rushes home, and then bursts through the door)
      Peter Parker: What did I miss?! (Notices Aunt May doesn't even have the TV on) Aunt May, I can't believe you don't have it on! They discover alien life and you're not watching?!
      Aunt May: (Chuckles) Oh Peter, aliens are bug-eyed monsters who say "Take me to your leader," this is a mud stain on the space shuttle.
      Peter Parker: Not mud, organic mud. Living mud from outer space!

    • Black Cat: (Seeing Spider-Man in the black suit for the first time) Oh, that's a good look for you and I'm flattered truly. See, I knew we made a connection.
      Spider-Man: You, you're the real- (Finally notices the black on his costume) thief...
      Black Cat: Because I stole your heart? Heard it before, Swinger.

    • Spider-Man: And now a peek at our strange visitor... (Spots the Black Cat) and our strange visitor's visitor.

    • Black Cat: You got a sweet little skill set there, Spidey. You want in on this gig? We could split the take.
      Spider-Man: "Gig"? "Take"? These words are strange to me.
      Black Cat: A certain captain of industry offered an indecent of cash to steal that find. Said something about unlimited scientific potential.
      Spider-Man: Are you sure he was a full captain of industry, and not some industrial cadet showing off for the girls?

    • Mayor Waters: Norman. Wonderful of you to come.
      Norman Osborn: Are you happy to see me or your contribution?
      Mayor Waters: And if my answer is both?
      Norman Osborn: Then I'm investing in an honest politician.

    • Peter Parker: Boss, I'd like a word.
      J. Jonah Jameson: How about "scram"? Or two words, "scram kid." Or seventeen? "Get out of my office in two point three seconds or I'll staple you to a flagpole"?
      Peter Parker: How did you... count so... never mind.

    • Captain Stacy: He's too tall. This guy's a fraud.
      J. Jonah Jameson: Spider-Man is not a fraud... I don't believe I just said that.

    • Black Cat: (About Spider-Man) My kitty sense is purring.

    • Eddie Brock: (After reading the Daily Bugle) I actually thought Spidey was a hero and I actually thought that Pete was a human being. He was here last night taking pictures and couldn't be bothered to call the police!
      Gwen Stacy: But...
      Eddie Brock: (Angrily) Don't bother, Gwen. (Crumples newspaper into a ball) Bro had his second chance. I'm done...

    • Chameleon: And who are you supposed to be?
      Spider-Man: I'm Spider-Man. The real one.
      Chameleon: The real one? You don't even have the costume right!
      Spider-Man: I'm in mourning for my buried rep.

    • (Spider-Man, upside down, comes out of nowhere to speak to Black Cat)
      Spider-Man: We made a pretty good team. Maybe you should change sides. (Black Cat smiles and remains silent) Okay, then why did you help me?
      Black Cat: You really don't know? (Pulls down his mask, then surprises him with a kiss on the lips; while kissing him, she takes out the Mayor's stolen necklace, then puts it away to continue kissing him)
      Spider-Man: (After the kiss) Wow Cat. I-I had no idea you... felt that way. (Realizes she's gone) Uh, Cat? Here, kitty, kitty, kitty. (Groans)

    • Spider-Man: Gee, I never thought I'd be rescuing the icky alien from the beautiful damsel!
      Black Cat: Well, I do believe it's Spider-Man.
      Spider-Man: Easy, Cat Lady, I don't wanna fight.
      Black Cat: Name's Black Cat, and cats don't fight spiders... (Kicks Spider-Man) we just bat 'em around!

    • Spider-Man: (Riding on a jet ski with the Black Cat) Sweet Ride.
      Black Cat: Haven't you heard? Crime pays.
      Spider-Man: (Covers his ears) I'm not listening. La la la la la la la...
      (Black Cat tilts the jet ski to the water to make Spider-Man hold on to her)
      Black Cat: Almost there, hold on tight!
      Spider-Man: Don't worry, I don't slip.
      Black Cat: Not why I said that.

    • Chameleon: (In his Spider-Man disguise) How about a taste of Spider-Punch?!
      Spider-Man: Please tell me I don't sound like that! Or at least that I offer a higher quality quip!

  • Notes

    • Disney XD Premiere Date:
      May 4, 2009 @ 7:30pm (ET)

    • The Chameleon
      The Chameleon first appeared in Amazing Spider-Man #1, making him the first of Spider-Man's rogues' gallery. A Russian criminal for hire, the Chameleon came to America to commit crimes, using his unique skill of impersonating literally anyone. When he impersonated Spider-Man, he was stopped by the web slinger. The Chameleon remains one of Spider-Man's most dangerous long-standing enemies to date.

    • The Black Cat
      The Black Cat made her first appearance in Amazing Spider-Man # 194. As the daughter of an infamous cat burglar, Felicia Hardy attempted to follow in her father's footsteps. In her first encounter with Spider-Man, she instantly fell in love with the Web Slinger. She reformed and maintained a relationship with him. Once learning of his secret identity, it became clear she was more interested in his alter ego than Peter Parker. When realizing he got married, Felicia developed a rivalry and rough friendship with Mary Jane. Even to this day, she's still in love with Spider-Man.

  • Allusions

    • Newspaper Seller: Spider-thief and accomplice steal E.T.!

      The term "E.T." is a common shorthand term for "extra-terrestrial" and was made especially popular in Steven Spielberg's movie of the same name.

    • J. Jonah Jameson printing a retraction on Spider-Man being a thief, and hating it, is reminiscent of Spider-Man 3. In that film, when Eddie Brock's photo of Spider-Man is revealed to be a fake, Jameson fires him and angrily prints a retraction.

    • Exploding Playing Card:

      Beck tosses a playing card that bursts into flames. This is an allusion to another Marvel hero, Gambit (from the X-Men universe) who has the ability to charge objects with kinetic energy. This energy eventually explouds into flames, like the playing card.

    • Chameleon: My insect early warning system's tingling!
      Black Cat: My kitty sense is purring.

      Both lines are a parody to Spidey's classic line "My Spider-sense is tingling."

    • Mirror Reflection:

      Spider-Man looking at his new dark outlook through the building reflection while upside down is a nod to the same scene from the live action movie Spider-Man 3. This same scene was originally used in the three part episode "The Alien Costume" from Spider-Man: The Animated Series.

    • At the end of the episode, while Spider-Man is upside down, Black Cat pulls his mask down and kisses him while he's upside down. This is reminiscent of Spider-Man's kiss from Mary Jane in the live-action film Spider-Man.

    • The "Spectacular" version of the Symbiote Suit is a black version of the regular spider-suit with white webbing and an altered spider on the chest. This is the appearance of the black suit in Spider-Man 3. This change was made for the film to make it more realistic.

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