Review: The Spectacular Spider-Man (PART TWO)



On May 17, 2008, the Kids’ WB Saturday morning programming block was discontinued. The entire programming slot was sold to 4Kids Entertainment who replaced the block with CW4Kids, then Toonzai, and finally Vortexx (more on that later). With the demise of the programming block, Season Two of The Spectacular Spider-Man didn’t air on American television for over a year. Season Two ended up getting syndicated to countries like Canada and Bulgaria while folks in the states languished for those episodes. Some resorted to pirating the episodes, I ended going back to the Amazing Spider-Man comics with Dan Slott’s run. It felt good to pick up a Spider-Man comic again with the knowledge that no one can retcon the work done in The Spectacular Spider-Man. In 2009, Disney XD secured the rights to air Season Two and suffice it to say, it was well worth the wait. Let’s continue “The Education of Peter Parker”.

Engineering 101

“Blueprints” starts off in snowy December with Spider-Man contemplating the kiss he shared with Gwen last Thanksgiving when out of the blue, Venom attacks and absorbs Spider-Man. Peter wakes up from his nightmare and we see snowfall has blanketed New York. Winter has come and Peter Parker has a long “to do” list. In true Parker luck fashion, none of it is done right. He doesn’t find Eddie. He doesn’t talk to Harry but he accepts Norman Osborn’s mentorship offer. He doesn’t muster up the courage to talk to Gwen about the kiss but he helps tutor Liz with her Biology studies. And he doesn’t buy thermals to withstand the cold. Prior to this episode, it never occurred to me how Spider-Man would function in the snowy skylines of New York. It never occurred to Peter either as he gives a humorous reflection of how in hindsight, the Spider-Man suit he designed in the Spring could not withstand New York’s winter.

The Spectacular Spider-Mush.

This episode introduced Quentin Beck as Mysterio. His appearance mirror his design from the comics but with a face silhouette in his glass helmet that provides the character with expressive qualities never before seen in animation. Also, Xander Berkeley’s hammy performance as Mysterio is a nice touch and a good contrast to Beck’s normal personality. Mysterio pretending to be an all powerful sorcerer stealing tech under the false pretense of “saving mankind from the evils of technology”. After stealing a container of tech from the legendary Dock Worker/Comic Book Writer/ Cameo King Stan “The Man” Lee, Mysterio steals the Tricorp truck driver and Spider-Man catches a cold saving the driver.


Peter tutors Liz on Biology while Liz tutors Peter about Misdirection. Misdirection is a powerful tool in any Greg Weisman series and it’s a subtle move here where Peter is too focused on Liz as Gwen, the one he loves the most, is right behind him. I missed this moment the first time I watched it. Gwen goes over to Mary Jane confessing that she kissed Peter and she’s worried if that things are messed up between them.

Honestly, I totally missed the subtext of this moment. This series has so complex.

At a dinner party hosted by Norman Osborn, we see that both Curt and Martha Connors are dining with Professor Aaron Warren and his brother Dr. Miles Warren. Norman has made a sizable grant to the Connor’s lab at ESU with Miles coming on board with his assistant and Martha Connors reinstating Peter’s internship after some convincing from the entire party. Meanwhile at Oscorp, Mysterio summons a legion of Homunculi (not Gargoyles) to attack Spider-Man and make off with more tech. Those little critters are great. They squeak, spout non-sequiturs and as Spidey finds out, they’re all robots. Spidey sneaks into Mysterio’s lair and calls him out on his cyber charlatan act.

While Mysterio’s tech by itself is not a threat, his “illusions” distracts Spider-Man to the point where he webs up a blind fold to only rely on his “spider-sense”. This sequence was great to watch as Spider-Man delivered some stellar Arachnobatic action and a great quip, “And may the Spider-Sense be with me” followed by, “You know to the unblindfolded, I’m sure this is entertaining. But effective? Not so much.” After avoiding all the illusions projected on mist and plowing through an army of Mysterio robots, a humorous exchange occurs when Spider-Man doesn’t remember who Beck is.


As Mysterio is seemingly taken to jail, Peter realizes that Gwen is the person he wants to call about his exclusive Bugle contract but gets distracted by Norman’s offer he can’t refuse. In the end, it’s revealed that Spider-Man arrested a robot made in Beck’s image. Quentin Beck and Phineas Mason, now going by the codename Tinkerer, escape from a hidden compartment in Beck’s Lair. Tinkerer berates Beck for wanting his robot to look just like him and calls the enigmatic Master Planner letting him know that Spider-Man and the police did not find the stolen tech. The Master Planner is pleased that everything is going according to his master plan.

This storytelling device is known as the Xanatos Gambit and it’s one that Greg Weisman has popularized in his work. The Xanatos Gambit is a plan for which all plausible outcomes, even what appears to be failure, benefits the mastermind in some way. Named after David Xanatos, one of the main antagonists in Gargoyles who employs this stratagem, you don’t see this storytelling device enough in The Spectacular Spider-Man. Parker Luck was the primary story telling device that worked against both Peter Parker and Spider-Man in Season One but with plenty of evil masterminds out in the wind with their own machinations, Season Two calls for plenty of uses for the Xanatos Gambit.

In “Destructive Testing”, we get introduced to Sergei Kravinoff, a Russian hunter from the plains of Africa whose natural skills makes him one of the greatest hunters in the world. His beloved Calypso gives him information sent by an anonymous benefactor that Spider-Man is real so he decides to hunt down the Web-Head in the urban jungle. Garbed in a lion vest, equipped with a plethora of hunting tools, and voiced with a cool Russian accent by Eric Visbit, this version of Kravinoff feels authentic to the source material…for the most part.

Meanwhile at the ESU lab, Peter and Gwen get introduced to Dr. Miles Warren and his secretary Debra Whitman who’s serving the vacancy left behind by Eddie Brock who’s still missing. Miles discovers Curt Connors research on the Lizard serum and proposes to use Mammalian DNA serum. Curt rejects this outright as he lies to Miles saying that his work lead to a dead end.


Spider-Man gets distracted thinking about Gwen and Liz as Kraavinoff jumps at his prey.  Their first encounter on the Manhattan rooftops had impressive moments of Kravinoff using his skills and tools against Spider-Man. He puts up some solid effort unto but Spider-Man webs him up to the streets showing who’s the prey. Humiliated, Kravinoff uses his pet lion to track down Spider-Man and ends up in the ESU lab. There, the newly instated Dr. Miles Warren is performing his own research based on Curt Connors’ Lizard formula when Kravinoff confronts him about his connection to Spider-Man. Dr. Warren lies about creating Spider-Man to Kravinoff as he becomes convinced that the only reason he lost was to Spider-Man’s genetically altered super powers. Kravinoff enlists Dr. Warren’s aid in securing powers and after days of treatments, Kravinoff is then mutated into a humanoid amalgam of lion, leopard, and cheetah DNA. No longer Sergei, the newly mutated Kravinoff dubs himself “Kraven the Hunter”.

(From Left to Right) Character Models of Mysterio with Homunculi, Sergei Kravinoff, and Kraven the Hunter by Sean Galloway.

I’m of two minds on this take. On one hand, combining the Ultimate version with the Mainstream version of Kraven really doesn’t gel right. The coolest thing about Kraven in the mainstream comics is his hunting prowess. But in the Ultimate Marvel version, Kraven is a joke where he’s this big name reality tv star with his own hunting animals show but gets knocked out by Spider-Man in one punch. Kraven mutates into a monstrous lycanthrope in the Ultimate Six storyline after tempering with his own DNA but he’s still not interesting. By combining these two different versions together, you get a Kraven the Hunter that feels less than the sum of his parts.

But on the other hand, his new form does lead to a great fight in the American Museum of Natural History and Miles Warren’s involvement in his origin was a prelude to his less than altruistic goals with science. Kraven’s newfound abilities easily overpower Spider-Man several times throughout their fight in the museum. Spidey only survives by subduing Kraven by unloading his entire web cartridge in Central Park. Distracted by Calypso’s drums, she rescues Kraven  from Spider-Man. The two end up in a luxury car provided by their anonymous benefactor, the Master Planner, who asks Kraven if he would like to hunt in a pack.

In “Reinforcements”, it’s almost Christmas but Spider-Man has some last minute shopping on his Christmas list. He goes to criminal bookie Blackie Gaxton and the mysterious “Patch” for info on Mysterio, the tech he stole, and his employer. In retaliation, the Master Planner assembles his own version of the Sinister Six with Mysterio and Kraven replacing Shocker and Doctor Octopus who seems to have reverted back to his original personality.

“That’s encouraging news, Cletus…”

Meanwhile, Peter Parker gets chewed out by Gwen Stacy at the Rockefeller Center Ice Rink for not speaking to her after they kissed. Mary Jane tries to help Peter focus but requires some hot cocoa. Suddenly, Electro and Vulture attack the ice rink as Peter burns his tongue from the cocoa calling it “the least painful part of my night.”


I loved how this fight moved from action set piece to another at a brisk pace. Within a matter of minutes, the fight between Spidey and pairs of the Sinister Six go from the ice skating rink at 30 Rockefeller Plaza, to a tire yard, through a bus, onto a pier, across the frozen Atlantic Ocean, across the rooftops, and into a department store complete with its own Santa’s Village.

“Please tell me we’re on the naughty list.”

This entire fight sequence has the best animation with action moments like Spider-Man hurdling through and then flip kicking a pile of tires to subdue Electro. The humor is also on point with visual gags like Rhino falling through the thin ice like something out of a Road Runner cartoon and plenty of quips from Spider-Man (most of them are muffled by his burnt tongue). The best quip is something I can’t believe they got past the censors. At the department store, Mysterio says “A bit to soon to gloat, Spider-Man!” to Spidey and he replies with this gem: 


After Spider-Man defeats the Sinister Six, Peter returns to the ice rink with hot cocoa in his hands. Just as Peter gets ready to sort things out his feelings, he gets distracted as the Police discover Vulture has escaped. It turns out that the Master Planner and Tinkerer extracted all but Mysterio and successfully extracted Doc Ock against his will with his own mechanical arms. The episode ends on a happy note as Peter spends Christmas with Aunt May and they both bask at his gift, a framed photograph of them with Ben Parker.


In “Shear Strength”, the Master Planner is revealed to be Doctor Octopus and he initiates his master plan to take over the world. While it was disappointing to see Doc Ock revealed as the Master Planner at the start of the episode, it was still fun to watch his Master Plan unfold.



We see a demonstration of his newfound capabilities as he tries to blow up Peter Parker, his mentor Norman Osborn, Donald Menken, and demolitions expert Morris Bench (the man who would be Hydro-Man) by prematurely triggering Bench’s detonation rig with a single thought. Spider-Man, who just so happened to rescue Peter before hand (wink), saves them all but it doesn’t deter the Master Planner. Later that night, Doc Ock’s co-conspirators capture Gwen Stacy to use as leverage on Captain Stacy.  I appreciated that Gwen was kidnaped not because of her connection to either Peter Parker/Spider-Man but because her father could get the Doc access to Homeland Security’s servers. With intel gained from the Tinkerer, Spider-Man takes the fight to the Master Planners underwater lair to save Gwen and survive what might be his destiny.


While the fight with Electro and Doctor Octopus was great, what happened afterwards was truly Amazing. Spider-Man foils Doc Ock’s master plan but the Doctor sets his base to self destruct.  Spider-Man gets buried under an enormous metal slab that had fallen on him as Doc Ock makes his escape. What follows is an homage to in an iconic moment from Amazing Spider-Man #33. In the comics, all it took for Spider-Man to lift the debris was simply thinking about all the people he loves, including Aunt May, to give him the strength. I liked how in this case, Peter had Gwen right in front of him as proper motivation to muster the strength he needed to save the day.

In the end, Peter calls Gwen to know if she’s safe but her Dad refuses to let her talk to Peter. While Aunt May is watching and counting down the Times Square Ball drop to the New Year, Liz arrives at Peter’s doorstep saying that she’s severed things with Flash and admits her feelings to Peter. Just as Gwen finally gets on the line, Liz kisses Peter on the lips leaving Gwen hanging. It’s a heartbreaking moment for me since I was invested in all Peter hooking up with Gwen as the episode was all about her. 

Human Development 101

In “First Steps”, the framing device for this episode is the first of many experimental storytelling devices used in Season Two. Flash’s Mom is videotaping several of Flash’s friends all wishing him a Happy Birthday or doing something else and we as the audience see clips of this tape at certain points in the episode. It’s interesting, but the payoff is at the very end of the episode makes this technique worth it.


Spider-Man patrols the city and notices Venom. He turns back but he vanishes. He then fights Sandman, trying once again to score big in a jewelry store, but Sandman escapes. Peter and Liz arrive at school and everyone reacts with shock over the cheerleader and the nerd becoming an item. Liz’s brother Mark Allan has been released from juvenile hall for stealing a car to pay off his gambling debts and he just wants a fresh start. Harry Osborn returns from his sabbatical and thanks Gwen for noticing something was wrong with him. Flash moves on from Liz by asking out Sha Shan Nguyen. In the comics, Sha Shan was once Flash’s girlfriend after she rescues him during the Vietnam War and later, she becomes his physical therapist. Up till this episode, Sha Shan was a background character in previous episodes but here, we get a proper introduction and she’s not even remotely interested in Flash.


At the school assembly, Principal Davis announces that Police Captain George Stacy is teaching criminology and St. John Devereaux is staging a production of A Midsummer Night’s Dream. It’s wise that the producers chose this episode to incorporate these characters into Peter’s High School and set up their respective story arcs. 


Sandman goes to Hammerhead looking for a new gig and Hammy sends Sandy to a museum to steal the Urn of Morpheus. Spider-Man once again sees Eddie but ends up intercepting Sandman’s heist. During their fight, Sandman reveals that he can absorb raw silicates into his body which increases his size and powers dramatically. Spider-Man calls him out about his myopic use of his powers saying that he could be a hero. But with great powers, comes great gullibility as Sandman sucker punches Spider-Man and makes off with the urn.

At Flash’s Birthday party, it’s revealed that Flash’s mother ended up sending invitations to Peter and Liz against Flashes wishes. It’s also revealed that Eugene (Flash’s real name) and Peter were best friends in Nursery School and it was Peter that gave Eugene his trademark nickname because of his tendency to “flash” around in his birthday suit. In a moment of sincerity at the pier, Sandman helps a little girl from being bullied. Hammerhead catches Sandman doing this act of kindness but Sandman puts on his tough guy routine. Hammerhead gives Sandman his cut but Sandman isn’t satisfied with his truncated pay. Hammerhead  points out to an oil tanker tanker in the ocean and tells Sandman if he can stop it long enough for his frogmen to drain it’s crude cargo, he’ll get his “Big Score”.


Of course, this attracts the attention of Spider-Man and seeing the Web-Head fight a living beach was jaw-dropping. The sense of scale with this David vs Goliath stylized showdown and the execution in the animation was flawless as far as I’m concerned. Sandman puts up a great fight but by damaging the tanker he not only drove away Hammerhead’s underwater crew, he also exposed the oil in the water to flames putting the crew in mortal peril. Feeling regret for his actions, Sandman saves everyone including Spider-Man from the tanker as he sacrifices himself to reduce the explosion from the tanker. Sandman turns to glass and crumbles as Spider-Man comments that he scored as big as any man could get.


Spider-Man goes back to the construction site and sees it’s untampered since he encased the symbiote in cement. Once Spider-Man leaves, Eddie shows up admitting that he’s been spooking Peter into revealing the location of his “love” and frees the symbiote. The final Flash Thompson birthday greeting is Eddie telling Peter “We will be seeing you soon”.

Similar to the previous episode, “Growing Pains” is broken up with several Midtown High characters but instead of talking to a camera, we’re seeing their auditions for St. Devereaux’s production of A Midsummer Night’s Dream. It’s brilliant to see these characters recite lines that correlate with what’s else is going on in the episode. Some deliver great performances and get cast. Some…not so much as Flash and Sally get rejected.

Venom starts framing Spider-Man by posing as Black Suit Spider-Man in another attempt to ruin his life. Meanwhile, unknown alien spores infects Colonel John Jameson, increasing his size, strength and mass. J. Jonah Jameson convinces his son to become a superhero, to capture Spidey.

Daran Norris voices both Jameson’s. He makes J. Jonah a sympathetic curmudgeon and makes John a tragic hero in this episode.

Before he became the lycanthropic Man-Wolf in Amazing Spider-Man #124, John Jameson was Colonel Jupiter in Amazing Spider-Man #41-42. This episode pretty much keeps that story in tact with modern nuances. Curt Connors gives him the green and yellow suit he wore in the comics but the producers decided on adding nuance to the details. The suit Connors gives John helps control his mass which Connors likens to being on Jupiter and there’s a built in heart rate monitor used to keep the alien spores in check.

Venom ambushes Spider-Man but Spidey flees the fray to save people trapped in a burning apartment building caused by Venom’s chaos. At the request of his father, John becomes “Colonel Jupiter” and helps Spider-Man save those people who end up blaming the Web-Head for starting the fire. John wants Spider-Man to come forward to the police for the crimes Venom is framing him for but Spidey swings away leaving John angry.


J.J. confronts Captain Stacy at the police station about why he hasn’t arrested Spider-Man and why he hasn’t deputized his son. The Captain shows J.J. video proof that the imposter posing as Spider-Man has a bigger build and that the Bugle shouldn’t rush to judgement like when the Chameleon impersonated the Web-Slinger.


Venom in the guise of Black Suit Spider-Man attacks John in his apartment, increasing his heart rate and his mania from the spores. John attacks Spider-Man and they duke it out on a giant planetary model. Spider-Man is forced to kill the spores by electrocuting John with 20,000 volts. Although John is cured, he’s still mentally unstable and is admitted to Ravencroft Asylum, where he craves for more power. As if he didn’t need another reason to hate Spider-Man, J.J. blames him for the tragedy. As J.J. is absolutely livid about Spider-man with the entire Bugle bullpen, including Peter, Venom smashes into the Bugle and tells them all out loud that Peter Parker is Spider-Man. This is the only direct cliffhanger in the series as seeing such intense dread in Peter’s face made it very effective.

“Identity Crisis” picks up right after Venom outed Peter as Spidey with J.J. ordering Ned Lee to interview everyone in Peter Parker’s life and investigate. With Eddie returning to ESU and Peter hounded by the press, Spider-Man goes one on one (on one) against Venom and loses. Meanwhile, Flash Thompson still wants to be in the play in order to impress Sha-Shan.

It’s amusing to see all the people in Peter’s life react differently to the idea that he could be Spider-Man. The most amusing would be Curt and Martha Connors who at first laugh at the notion but then they stop and muse at it. After some deliberation, they both simply reply with “no comment”. Flash has the most incredulous reaction as he sets out to prove that Puny Parker isn’t Spider-Man by dressing up as him. It’s funny seeing two thugs picking on Flash thinking he’s Spider-Man but it was funnier seeing Spidey beats them using Flash’s crutches. But Venom surprise attacks Spider-Man, brings out the gene cleanser, and two have at it in Midtown High.



The fight sequence that encompassed the third act was excellent. Seeing Spider-Man use his usual move set only to have no effect on Venom and for him outclass it with his own variations made it thrilling to watch. The one nagging issue I have with it was when the both of them fell down what looked like an infinite series of stairs when Midtown High is just a two story building. Despite breaking my willing suspension of disbelief, the rest of the action on screen was so enthralling to watch. In the locker rooms, Venom seems to have upper hand in the fight until the Spectacular Spider-Flash distracts him. Peter then snatches the same gene cleanser from venom and uses it to separate the pair.  Eddie gets sent to Ravencroft while the symbiote runs loose in the sewers. Flash’s heroism gets noticed by St. Devereaux and he’s cast as Nick Bottom which doesn’t impress Sha Shan. Miles Warren notices the gene cleanser Eddie stole is missing and tells the Connors that the board of directors at ESU has given him direct control of the lab.


Thanks to Flash and video footage of Peter at the Bleecker Street Halloween carnival, Peter Parker is exonerated of the cool crime of being Spider-Man. In the end, Captain George Stacy has a private conversation with Peter about Spider-Man’s need to keep his identity a secret. It’s a nice nod to the comics where George figured out that Peter was Spider-Man and confessed when he was killed in Amazing Spider-Man #90. I like this take on the dynamic between George Stacy and Peter Parker/Spider-Man as the use of encrypted dialogue along with silent approval between the two of them bears similarities to the Lucius Fox/Bruce Wayne relationship in the Christopher Nolan Batman movies.

Criminology 101

“Accomplices” starts off with a cool sequence of Black Cat trying to steal this episodes MacGuffin through laser grids. But she’s thwarted when Hammerhead, Doctor Octopus, and other villains show up to bid on that MacGuffin which turns out to be Norman Osborn’s schematics for Rhino’s armor. With the balance of power in the criminal underworld at stake over this piece of tech, Peter Parker helps Frederick Foswell with getting the full story and Spider-Man finds himself caught in the middle with some help from an unlikely ally.

Giant Staple Gun!

This episode introduced two different takes on established Spider-Man villains. Silver Sable, a dangerous mercenary in the comics, is Sable Manfredi. She is representing her father Silvio “Silver Mane” Manfredi in the criminal auction and it’s revealed that she was romantically linked with Hammerhead. It’s an interesting approach that falls nicely with the producers decision to preserve the coherence of this world by limiting and conflating the connections between the people inhabiting it. Speaking of connections, we finally get confirmation that Frederick Foswell has been posing as Patch to get the inside scoop on the criminal underworld. The second character introduced is Roderick Kingsley who in this take is an African American who owns perfume factory. While he shows no signs of becoming the Hobgoblin, he successfully outbids Tombstone, Silvermane and Doctor Octopus’s organization  for the specifications to the Rhino’s armor in his bid to become a major player in the criminal underworld.

After collecting the specs, Silver Sable and Hammerhead attempt to steal them for their respective employers only for Spider-Man to intercept them. Instead of joining the fray, Doctor Octopus decides to inform Rhino of this development. Kingsley tricks them all by throwing a decoy but as he makes his big break in a parking structure, he’s confronted by a very angry Rhino. This results in two awesome moments. First comes the greatest, laugh out loud quip in the series.


Second is the short lived alliance between Spider-Man and Rhino over their mutual goal of destroying the specs. The brawl between all of these players was incredible but the sudden and inevitable betrayal of Rhino was great.


Rhino, in a rare moment of brilliance, made Spider-Man fell for the EXACT same trick he used on Shocker. The crime lieutenants flee as the entire parking structure collapses on top of both Spidey and Rhino. Both survive but the police apprehend Rhino and Captain Stacy gives Spider-Man another veiled comment. Unknown to any of them, the case that was destroyed was another decoy. In a brilliant Xanatos Gambit, the real specifications never left Norman Osborn’s side so he got all that money for very little work. The episode ends with Foswell and Peter presenting their proof to J.J. about the ensuing gang war and J.J. kicking them out of his office.

In “Probable Cause”, the Tinkerer gives Ox and Fancy Dan tech suits on par with Montana’s Shocker suit. Hammerhead is frustrated that Tombstone has cut him out of the loop and begins to make a power play. Peter, who winds up with Sally Avril as part of Captain Stacy’s police car ride along field trip, must become Spider-Man in order to stop these New Enforcers from pulling off a major heist. While Ox gains Super strength, Fancy Dan gains the ability to bounce around with super-speed and takes the name Ricochet. 

In the Identity Crisis storyline (the Marvel, not the DC one), Ricochet was one of the alternate persona’s Spider-Man once used when he was accused of murder.

The police ride along field trip was fun to witness as it resulted in some interesting pairings.  Gwen & Liz were uncomfortable partners. It was great Liz being possessive and declaring “yes we are” when Gwen told her she and Peter made a good couple. Mary Jane and Mark Allan were quite comfortable together but they didn’t want to make any moves. The cops in the front seat even made a humorous comment on their “date-date” in the “ride along ride along”. Flash finds out from his ride along buddy Harry Osborn that he was using Globulin Green on the team and feels disgusted that he broke his leg for nothing. Their front seat companions are Jean DeWolff and Stan Carter who once again, argue about the merits of Spider-Man with Jean against the Web-Head and Stan saying, ”You ask me, Spidey hasn’t gone far enough.” Stan Carter in the comics is the deadly psychopath known as Sin-Eater in the comics and the inclusion of a line indicating his possible future was a cool little moment. Peter and Sally just flat out can’t stand each other’s company but their driver Captain Stacy take a detour to a robbery in progress by the New Enforcers.


The fight scenes with Spider-Man against the New Enforcers is creative as all three members use their abilities in tandem. One inventive action sequence had Ricochet being thrown up an elevator shaft by Ox, then shot like a cannonball by Shocker’s blast, and straight onto Spider-Man. The Bank heist getaway sequence felt inspired as the use of billions of dollars worth of gold bars came in handy when Spider-Man reversed the train sending it tumbling with the gold bars heavily damaged all of their suits. The Enforcers try to get away in a van and blow up the car Sally thinks Peter Parker is in. Hammerhead’s chauffeur spikes the road causing the enforcers to crash as Hammerhead watches them get hauled off to prison.


The episode ends with Sally glad that Peter didn’t die in an explosion and Flash does the right thing by reporting Harry’s drug use to the sports commission. While his team, especially Harry dislike Flash’s decision, Flash feels that it’s better that he earn trophies fair and square. It’s a great and well earned moment for the former bully as Sha Shan finally goes out with Flash seeing him in a positive light. The episode ends with Harry Osborn reaching for a hidden stash of Globulin Green in his room foreshadowing events yet to come for this season.

It’s Valentine’s Day in the episode “Gangland” and all of Peter’s friends at Midtown High have paired up for a dinner date. Meanwhile in the opera house where J. Jonah Jameson and his wife Joan are spending their romantic evening, Tombstone, Doctor Octopus, and Silvermane call a Valentine’s Day Summit but when Hammerhead betrays everyone in a grab for power, all three gang leaders end up duking it out with one another. Peter ends up jeopardizing his relationship with Liz as Spider-Man’s the only one who can stop this gang war.

Miguel Ferrer does a great job as Silvio “Silvermane” Manfredi.

This is my personal favorite episode of the series for a number of carefully planned out decisions. The is first smart decision is Gwen Stacy’s makeover. In the comics, Gwen Stacy is Peter Parker’s true love. The producers have done a great job at making Peter and Gwen’s relationship both meaningful and adorable. Lacey Chabert has done a great job making Gwen sound so sweet and innocent making each time Peter ignores her feelings hurt both him and the audience invested these characters. While her initial “nerdy” design is great, this episode gives Gwen a look (not THE look) similar to how she appeared in the comics. A look so great, Peter forgot about his date as he apologized to Gwen for leaving to “get pictures for the Bugle”.

The second smart decision is the use of music from Giuseppe Verdi’s opera Rigoletto. The opera music is cleverly, meticulously woven into the episode as a diegetic music source. The logistics of must have been incredible to synchronize the recorded music, any new pieces of music the Dynamic Music Partners had to compose, the dialogue, and the animation all seamlessly. The third decision is the dichotomy between all the crime lords and how they all got played. Silvermane (with the exception of his hydraulic power armor) is an old school crime lord who rules through fear, The Big Man runs his origination as a business, and Doctor Octopus believes that organized crime is a science. Eventually, all of them argue of who staged this meeting as Hammerhead makes his play by drugging Silver Sable, jamming their communications, and tossing Tombstone a laser rifle. All three duke it out with Spider-Man caught in the middle. Spidey delivers the final blow to each of them including the Big Man in a masterfully executed face-off in the sewers. It’s a powerful moment of character growth seeing Spider-Man take down the man who once trounced him and have Tombstone arrested.  

Do you think he thanked Spider-Man?

While all of that is great, the stuff at the restaurant showed how the other couples spent their Valentine’s day. Mary Jane and Mark get closer to admitting their feelings for one another and Mark meets up with his bookie, Blackie Gaxton. Sha Shan wants to dance with Flash after a night trying to avoid embarrassing himself which was hilarious, then sweet.
Peter returns to the restaurant after taking out all the crime lords but Mark Allan refuses to let Peter see his sister because he embarrassed her by only apologizing to Gwen. The following morning, Spider-Man is angry at Captain Stacy that Tombstone made bail but the Captain informs him that the Big Man’s operation had been crippled considerably thanks to his efforts. But as Captain Stacy states to Spider-Man, by arresting all the major crime lord, Spider-Man has created a vacancy in the criminal underworld. Nature abhors a vacuum. Tombstone discovers in his office who was Hammerheads accomplice. It was the Green Goblin, sitting in Tombstone chair who declares himself guilty…of being “the new Big Man of Crime”. It’s effectively shocking way to end the episode and lead straight into the Second Green Goblin story arc.

Drama 101

The episode “Subtext” starts In media res where Spider-Man is fighting “Molten Man” in the Blue Sky Lounge which is engulfed in flames. Several flashbacks reveal that Peter, determined to be a better boyfriend to Liz, has to help Mark quit gambling his life away. Mark Allan agrees to become Dr. Warren’s new pet project after he agrees to become Molten Man in order to pay off his debt to Blackie Gaxton. But when the Green Goblin blackmails Mark to kill Spider-Man, neither Peter, Mary Jane, nor Liz can save him from the ensuing inferno.


Similar to the movie Memento, this episode is presented with two different sequences of scenes. The fight sequence between Molten Man and Spidey in Montana’s bar is well done in terms of choreography and effects like Molten Man’s Lava Balls. But the other sequences which fleshed out how it got to this point were to me, the highlight of the episode. Peter getting distracted by Gwen and failing to scare Mark straight. Green Goblin using his newfound powers as crime king and using the “wonderful personality” running gag. Mary Jane going to Liz’s apartment with Liz calls her out on “un-dating” Mark and trying to get Peter to date Gwen.

Miles Warren using Otto’s sub-dermal armor research on Mark. Mark losing his cool at the racetrack after his horse loses to such colorfully named race horses like “Hopps-To-It” and “Wayne-In-Spain”. The Green Goblin using the remote that controls Mark’s ability to force him into killing Spider-Man for his freedom. They’re all done well and made the confrontation feel more personal despite the fact that not much was spent with Mark to make us sympathize with his plight. I mean, Eric Lopez was great playing a Hispanic teenager who has no control over his high tech skin deep armor (although he was better at this in Young Justice: Invasion) but Alanna Ubach steals the show. Liz’s reaction towards Mark throwing his life away, Spider-Man “defeating” him, and breaking down in front of Peter were all stellar because of her performance.

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The episode ends with Curt Connors discovering Warren’s research. Connors threatens to tell the school board but Warren blackmails him into silence with the knowledge of Connor’s human limb regeneration project that turned him into The Lizard. Mary Jane and Liz deliver great performances fueled by the tragedy they both have experienced. St. John Devereaux applauds and exclaims “That was lovely. Now I truly feel your pain,” as the camera tilts up to the spotlight Mark operated is now vacant. It’s a poignant moment for this episode to end on and it was well done.

It’s “Opening Night” on the Midtown Manhattan Magnet High School production of A Midsummer Night’s Dream. While everyone (except a noticeably absent Harry and Peter) is waiting for the curtains to rise, Spider-Man volunteers to try to escape the Vault’s new security system at Ryker’s Island. Just as Spider-Man thinks he’s beat the system, Green Goblin traps everyone inside Ryker’s and leads Spidey into a gauntlet of several criminals he helped put away. And if that wasn’t enough, Black Cat has broken into Ryker’s in order to free her father from his prison cell.


It’s impressive that a considerable amount of episodes this season have been building up to this play and it didn’t disappoint. Greg Weisman put a lot of effort not just balancing out what was going on in the play and the escalating events at Ryker’s but also selecting the right lines from A Midsummer Night’s Dream to transition between the two scenes. It certainly helped that the art design for the Cobweb (Glory Grant) and Puck (Hobbie Brown, finally talking) costumes in the play mirrored the designs of Spidey and Gobby’s costumes. Aside from lines lifted from William Shakespeare, the dialogue in this episode is very witty. The Homunculi were shouting out non-sequiturs (including the line “Non-Sequitur” upon defeat). Felicia referring to herself as a “felicitous, felonious feline”.  The clear standout being Green Goblin acting like the shrewd and knavish sprite Puck by rhyming in iambic pentameter throughout the episode and some more breaking the wall.


The action in this episode was sensational. Spidey making his escape from the vault and into the general population was fast paced. But seeing Spider-Man cornered by Silvermane, the Enforcers, Mysterio, certainly raised the stakes. and later Molten Man with Rhino. The big twist in this episode, that Black Cat’s father Walter Hardy was also Uncle Ben’s killer, is a bit of a weird coincidence. It did lead to an big emotional moment as Walter didn’t want to escape Ryker’s as he still felt terrible for killing Ben Parker. He voluntarily sacrificed his one chance for freedom to stay behind and open the knock out gas to stop the escaped criminals. This decision rippled into Black Cat’s relationship with Spider-Man. Saving him from the Green Goblin was her last act of compassion before their relationship turned into an antagonistic one.


It all comes to a head in “Final Curtain” where Spider-Man finds that the Green Goblin has taken over as New York City’s crime kingpin and is unable to find Harry. But when Harry comes clean to both Peter and Gwen that he’s not the Goblin. A very funny moment occurs when Peter pretending to be unaware about information he already knows by muttering, “Uh-huh. Uh-Huh.” Once Harry leaves, a genuinely sweet scene occurs where Peter and Gwen come clean about their feelings for each other (much to Harry’s dismay as he eavesdrops on the whole thing). But in order for Peter and Gwen to be together, they had to break up with their respective partners.


In the next scene, Spider-Man confronts Harry and Norman Osborn about which one of them is the Green Goblin. Both have convincing alibi’s and as Spidey contemplates which one is lying, he falls for a pumpkin bomb trap under the balcony and goes one on one with Green Goblin. Spidey survives his ambush and comes to reason that neither Osborn is the Goblin but Norman suspects that Donald Menken is the Goblin as he’s the only other person who knew about experimental Globulin Green serum.

The next day, Peter breaks up with Liz was heart and by God, this was heart wrenching to watch. I truly felt terrible for Liz once she started screaming at Peter and subsequently breaking down behind the cafeteria because of all she had been through. She broke up with Flash, lost her brother to the bizarre combination of gambling and super-villainy, and now she got dumped by the guy her friends warned not to date. Kudos to Alanna Ubach, Casting/Voice Director Jamie Thomason, and the Producers for making this piece of High School romance feel genuine and grounded in a world full of the fantastical.

Gwen and Peter meet up at Dr. Connors lab at ESU but they discover that they’re moving to Florida under the threat of Miles Warren. While the Conners don’t tell them this, Martha warns Gwen and Peter not to learn too much from the man who would be Jackal. Even though this season finale was able to wrap up all of its main plot threads, the producers kept adding new ones in the off chance they were picked up for another season. It’s a testament to the worldbuilding and storytelling that makes this show feel unique.

Speaking of world building, Spidey pays a visit to Norman Osborn who thanks a private investigator named Gargan on the phone for investigating Donald Menken’s new address. Scorpion was set to appear on another season of the series but this tease was enough to get the attention of Spider-Fans. Norman boards his helicopter with Harry piloting it as they trail Spider-Man to Menken’s new apartment.

When Spidey confronts Menken, surprise! It’s another trap by the Green Goblin who encases the apartment with knockout gas. Harry saves Spider-Man by “cowboying up”(a nice callback to “Market Forces”) and using the helicopter blades to break open the glass windows to disperse the gas. What follows is an outrageous fight sequence as Spider-Man swings and sprints under fire from the Green Goblin’s arsenal and army. The amount high octane action going on is incredible but nowhere as incredible as the jaw dropping moment when the Goblin is unmasked to be Norman Osborn as he flies right past in front of both Harry and Norman. Harry realizes that the Norman Osborn he’s been with had apologized to Spider-Man. Norman Osborn never apologizes. As Harry unveils the Chameleons ruse, Norman Osborn explains all the events leading up to this confrontation.


It’s a brilliant feat of misdirection that the producers were able to pull off this mystery despite the common knowledge that the Green Goblin is Norman Osborn. They planned this whole overacting mystery masterfully and seeing each piece of the puzzle fall into place during Peter and Norman’s final encounter. Norman not only framed his own son of being the Green Goblin, but he faked a limp and then injured his own son’s leg in order to make it look more believable. The creepiest part is that, after all this, Norman claims it was all out of love for Harry, claiming that “he never would have learned to become a man” without it. Disgusted, Spider-Man sabotages the glider which sends Norman crashing into a water tower filled with pumpkin bomb to his apparent demise.

At Norman’s funeral, Harry is in grief over the loss of his father to Spider-Man and uses this to keep Gwen from breaking him off for Peter. With no girlfriend, Peter ends up a swinging by his lonesome. The episode and the series ends at the airport where the Conners are leaving for Florida and Norman Osborn in disguise as “Mr. Roman” leaving for the Cayman Islands. Despite what many will claim, this is not a cliffhanger. All of the main plot lines were wrapped up with several left open for later. This shocking revelation at the end is a nice little tease that the Green Goblin isn’t really dead.

History 101

Despite critical and audience acclaim, things would not pan out for The Spectacular Spider-Man. On August 31, 2009, The Walt Disney Company announced a deal to acquire Marvel Entertainment for $4.24 billion. On September 1, 2009, Sony had returned the television license for Spider-Man back to Marvel.

In a post Greg Weisman wrote on his website in 2012, he explained that Sony relinquished the television license, but they had retained ownership of The Spectacular Spider-Man series and all of the production elements created specifically for it like art assets and storylines. So rather than pay their competitors royalty fees on a series based on an intellectual property they own, Marvel Entertainment under the stewardship of Disney would make their own Spider-Man series in house. On April 13, 2010, Marvel announced Ultimate Spider-Man for Disney XD, signifying the final nail on The Spectacular Spider-Man’s preverbal coffin. While the series wasn’t technically cancelled as not a single person nor a single company was at fault, this series of events meant that we would never see anything beyond the 26 episodes made. 

That’s not to say that this show wouldn’t have a legacy. Far from it. In “Stages of Grief”, a back up story in Amazing Spider-Man #622 that Weisman wrote and Luke Ross illustrated, Flash Thompson comes to terms with his new life by going through the stages of grief backwards. It’s a touching story that not only puts a spotlight on Flash but reintroduces his ex-wife Sha Shan back into Spider-Man comics as her new physical therapist. Despite coming to terms with the loss of his legs in this story, Flash ends up becoming Agent Venom in Amazing Spider-Man #654. With the alien symbiote replacing Flash’s legs with its own biomass, both of them can walk again which effectually undoes anything accomplished in “Stages of Grief”.


Dan Slott has used elements of The Spectacular Spider-Man in his run on the Amazing and Superior Spider-Man books. Sha Shan appeared in Amazing Spider-Man #698 as Aunt May’s physical therapist. Sha Shan was given the last name Nguyen (which came from The Spectacular Spider-Man animated series) in Superior Spider-Man #20.Screen Shot 2016-03-05 at 6.27.23 AM.png

In Superior Spider-Man #14, Spider-Man (who is Otto Octavius in Peter Parker’s body…comics are weird) destroys Shadowland and Wilson Fisk’s criminal empire. In the end, the Green Goblin emerges unopposed as the new Crime King of New York. This coupled by a full page panel felt reminiscent of the ending of the episode “Gangland”.


As of posting this, there’s currently a Starbrand and Nightmask comic book published by Marvel Comics written by Weisman and drawn by Dominike Stanton. Unsurprisingly, it stars former Avengers members Starbrand (Kevin Connor) and Nightmask (Adam Blackveil) but it also features several Spectacular Spider-Man characters like Kenny Kong who’s still portrayed as a Korean-American and will have Sha Shan Nguyen who’s the physical therapist for Student R.A. Imani Greene.

Perhaps the best thing to come from The Spectacular Spider-Man was the animated series Young Justice. While Victor Cook became the “Supervising Director” for Scooby Doo! Mystery Incorporated (that’s another review), Weisman became the co-producer/story editor/ writer on Young Justice. Weismann and his fellow co-producer Brandon Vietti crafted an entire DC Universe rich with its own continuity, secrets, and players. Everything about this series felt like a natural evolution of what Weisman did on The Spectacular Spider-Man with things like Timestamps for the sake of preserving continuity, a massive time skip between season to showcase the growth of certain characters while introducing several new ones into the mix, and multiple alien/foreign languages to better diversify Earth-16. Several cast and crew members from The Spectacular Spider-Man did work on this DC Animated series. Even Victor got to direct the episode “Coldhearted”. For me though, hearing Josh Keaton as Black Spider on the episodes “Infiltrator” and “Insecurity” was pure delight. The latter of the two features a nice homage to the opening scene of the first episode.

Speaking of Keaton, he was set to voice Spider-Man on several episodes of Avengers: Earth’s Mightiest Heroes starting with the episode “Along Came a Spider”. That is, until fans discovered that Ultimate Spider-Man voice actor Drake Bell had replaced Keaton when “Along Came a Spider” aired in Australia on June 6, 2012. Daran Norris, who was set to reprise his The Spectacular Spider-Man role of J. Jonah Jameson, ended up being replaced by Ultimate Spider-Man voice actor J.K. Simmons but he can still be heard in the episode as a policeman. Grey DeLisle Griffin recordings as Betty Brant remained unaltered since the character never appeared in Ultimate Spider-Man. Fans were outraged that Josh Keaton’s performance was cast aside in order to tie Avengers: Earth’s Mightiest Heroes with Ultimate Spider-Man but Keaton appealed for calm in a post he made on his Tumblr page. In the end, the Avengers: EMH episodes aired without Keaton’s performance and despite reports that episodes with Keaton’s voice aired in other countries, nothing substantial has surfaced. I’ve said this before in Part One but Josh Keaton will always be the voice of Spider-Man for me and this whole situation only confirms my belief.

The Spectacular Spider-Man has been syndicated on broadcast stations all over the world but on June 14, 2013, Saban Brands announced that they had acquired the broadcast syndication rights to air the series on The CW’s Vortexx programming block. This marked its return to The CW since the conclusion of the first season. Sadly, Vortexx was discontinued on September 27, 2014. But this gives The Spectacular Spider-Man the rare honor of being one of the last of the “Saturday Morning Cartoons“.

While The Spectacular Spider-Man was released in various DVD packages and sold on digital storefronts like iTunes and PlayStation Network, the series was never sold as a complete series. That is, until Sony Pictures Home Entertainment produced a The Spectacular Spider-Man: The Complete Series Blu-ray release in 2014 to coincide/promote the release of The Amazing Spider-Man 2. The quality of both the video and audio are of the highest fidelity ever committed for this series but the special features (which were also included in the Season One set) are still in Standard Definition as they were shot in a lower quality.

The Spectacular Spider-Man is hands down, the definitive animated version of Spider-Man. Its two well written seasons cherry picked the best parts of both Peter Parker and Spider-Man while keeping the two identities distinguishable. It’s reverence to over five decades of Marvel Comics arcana is modernized with care in mind. The attention to detail in the animation coupled with the charming art style have held up well after all these years. Growing up, I’ve always loved superhero cartoons and Spider-Man was no exception. But The Spectacular Spider-Man is not only the best Marvel animated series ever made about a single character, not only is it on par with the likes of  Batman: The Animated Series, but it made me love Spider-Man again. So by all means, tell me there’s something better. Go ahead, try.

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