# Spider-Man (1994 TV series)

Spider-Man: The Animated Series (1994–1998) was a television series featuring the Marvel comics superhero Spider-Man.

## Season 1
### Night of the Lizard [1.1]

    Spider-Man: [about an out of control car] What's this? Another satisfied graduate of the "New York City Cab Driving Academy"?
    Spider-Man: What was that all about?
    Repairman: Red eyes... The red eyes after me.
    Spider-Man: A-ha. And did they belong to little pink elephants?
    Repairman: No, mister, it was real, it was real, I swear!
    Spider-Man: Yeah, alright, fine. Just don't let the cops blame this one on me, ok?
    Repairman: The red eyes... The red eyes...
    Spider-Man: Sure, pal, whatever you say.
    Peter: Oh no. Not Debra Whitman. The little sister I never had, or wanted.
    [when he shoots web but Lizard dodges]
    Spider-Man: Good reflexes for a future handbag.
    Brock: When I break this story, it will be Pulitzer time.
    [Eddie Brock is webbed to a lamp post by Spider-Man]
    Spider-Man: Hang loose, Brock. That webbing will all melt in a couple of hours.
    Brock: You can't do this!
    Spider-Man: I already have. I won't let you ruin Connors' life.
    Brock: But, but...
    [Spider-Man shoots web to Brock's mouth to shut him up]
    Spider-Man: What a slimy mess. Why can't I be one of those galaxy-hopping superheroes? Why do I end up in the sewers? You don't find the Fantastic Four in a sewer, or the Avengers. Never have I seen the Avengers in a sewer. Or the Defenders. Well, maybe the Hulk.
    Repairman: You'll come back for me, right?
    Spider-Man: Hey, I'm a hero, remember?
    Spider-Man: I need one chance of this or I'm lizard food. Uh-oh. Chow time!
    [about Curt Connors being the lizard]
    Brock: Boss, if I'm wrong I'll... I'll... I'll eat today's issue of the Bugle.
    [Curt Connors answers the door]
    Connors: J. Jonah Jameson, what brings you here this morning?
    Jameson: You want it cooked or raw?

### The Spider Slayer [1.2]

    Spider-Man: Hold that pose. Alright, don't hold that pose. If you're gonna be temperamental, I'll fix it so you never work in this town again.
    Smythe: I get a bad feeling whenever somebody says I have to trust him.
    Jameson: Wait a minute, are you telling me Spider-Man is just some goofy kid? That's unbelievable.
    Spider-Man: How can anything be unbelievable to a guy who publishes a tabloid?
    Brock: Hey, hey! I got First Amendment rights!
    Soldier: We just amended them.
    Spider-Man: How 'bout that. I'm in too places at once.
    Jameson: This one's the real deal lady. After all this time I can practically smell him. Which means Eddie Brock just made my whole company look like jerks.
    Spider-Man: Not hard to do.
    Jameson: Why you web slinging clown, how... [gets cut off by Aunt May]
    Spider-Man: Yeah, somebody's gotta save the guy who hates Peter Parker. Guess who? Talk about dramatic irony!
    Soldier: But he's in there!
    Spider-Man: All smoke and mirrors! Read my book!
    Soldier: Two of 'em?!
    Spider-Man: Congratulations, you can count. And they say the school system's failing.
    Spider-Man: Hey, guys, chill. The Widow and I are trying to share some quality time. [webs them]Thanks, I appreciate your cooperation.
    Spider-Man: Uh-oh. Foul ball. [knocks away Spider Seeker] Do the Mets need me or what?
    Brock: But you don't understand.
    Jameson: You want understanding? See a shrink.

### The Return of the Spider-Slayers [1.3]

    Spider-Man: Blind dates are like the lottery. The odds are so stacked against you. You're lucky if you ever hit the jackpot.
    Spider-Man: A freezing beam. This is enough to give me arachnophobia.
    [Jameson is about to unmask Spider-Man]
    Jameson: Now let's see who's under that mask.
    Spider-Man: Hey, hold it! When was the last time you washed your hands?
    [Black Widow captures Jameson's hand before he do it.]
    Jameson: Hey! What's this, Smythe?!
    Spider-Man: It's obvious. It wants a mate. And you're the lucky guy.
    [about a bomb strapped to his wrist]
    Spider-Man: No, no, no. Take it back. It clashes with the color of my costume.
    [Spider-Man and Jameson look at each other]
    Spider-Man: Hey, don't look at me. Maybe you didn't deliver his paper this morning.
    [to Alistair Smythe]
    Jameson: What are you? Nuts?
    Spider-Man: You have to ask?
    [to J. Jonah Jameson]
    Spider-Man: Do you ever thought of becoming a family therapist?
    Spider-Man: You hate a lot of people, Smythe. Must be rough around the holidays.
    Jameson: If you let me go, I can fund your research! Set up a lab!
    Spider-Man: Forget it, J.J. He's not playing with a full deck. Oh! You should understand that!
    [Jameson and Spider-Man both have a bomb strapped to their wrist]
    Jameson: Can't you pry this thing off?
    Spider-Man: You want a trial separation already. I understand, but I'm hurt.
    Spider-Man: Get up, Jameson. We don't have much time to track those slayers before they get to Thompson, Brock, and Osborn.
    Jameson: Look at this, you're severely bruising my wrist.
    Spider-Man: Coyotes caught in traps chew through their own legs. You could try that.
    Jameson: Okay, smart-mouth. What if I decide to sit here and not go anywhere.
    Spider-Man: Look bright eyes! Until I can figure out how to get this bomb off of us you're coming along for the ride. So fasten your safety belt.
    Flash: We had a great time tonight, Felicia.
    Felicia: Naturally, you are with me.
    Brock: You! You just won't stop until you ruin me, will ya?
    Spider-Man: Use your head for once Brock. I'm trying to save your life.
    [planting the bomb on the Spider-Slayer]
    Spider-Man: I hate to borrow somebody else's line, but it's clobbering time!
    [Spider-Man is quoting a famous Marvel Comics character, The Fantastic Four's "The Thing".]
    Mary Jane: Face it, tiger. You just hit the jackpot.

### Doctor Octopus: Armed and Dangerous [1.4]

    Peter: So, uh, where is your mom?
    Felicia: Parker, she's out buying a new yacht.
    Peter: What happened, the old one get wet?
    [to Doc. Ock]
    Spider-Man: Hands up! All of them!
    Spider-Man: Don't touch her!
    Dr. Octopus: Spider-Man! You're making a career of interference!
    Spider-Man: Some career! No salary, no vacation; don't talk about on-the-job health hazards!
    Dr. Octopus: Double jeopardy, Spider-Man. If you manage to turn off the dynamo, you'll face the full fury of Doctor Octopus. And if you don't, perhaps you'll live long enough to see your friends' molecules fry!
    Spider-Man: Well, that's what I love about life - choices!
    Dr. Octopus: How does it feel to know that you could change things, Spider-Man, but be helpless to do so?
    Spider-Man: Not as bad as I'd feel if I had a name like Doc Ock!
    [At the Daily Bugle Spider-Man tells Anastasia and Robbie what happened last night at the abandoned warehouse]
    Anastasia: Who asked you to help?! If you just kepted out of it, i'd have my daughter back now!
    Spider-Man: I don't think he would've released her even-
    Anastasia: Oh, so now you're a mind-reader too? For all I know, you might be working with that lunatic!
    Robbie: I used to defend you against Jonah, told him the city is better off because of you. Maybe I was wrong.
    Spider-Man: [to himself] Coming from Robbie, that hurt. More than anything Octavius' tentacles could do to me.

### The Menace of Mysterio [1.5]

    Mysterio: [appears in a swirl of smoke] Don't be afraid! I'm here to help! I am Mysterio, and I am putting Spider-Man on notice! There's no place you'll be able to hide, and nowhere you can run!
    Jameson: Far as I'm concerned, you're just another creep in a costume. What can you do?
    Mysterio: I was hoping you'd ask. [laughs and detaches his helmet from his body - with no face visible underneath - to everyone's amazement except Peter's]
    Peter: [snapping a photo] Pfft! Cheap parlor trick.
    Mysterio: I guarantee you I'll catch Spider-Man, but I want all you bigshot media people there to record it! And now that I've started things rolling... [disappears; a basketball appears and bounces into Jameson's hands] don't drop the ball. [ball turns into his helmet] Got it?
    Mysterio: I'm more than ready to take you on, but not here. It's got to be the same place where you ruined me.
    Spider-Man: You got a little too much gravel in that fish bowl
    [the phone rings]
    Peter: What?
    Mary Jane: Peter? Just wanted to make sure you're still alive.
    Peter: Oh no, our date.I forgot!
    Mary Jane: You sure know how to make a girl feel important.
    Peter: Uh, if it isn't too late.
    Mary Jane: Sorry, in my league, it's one strike, and you're out.
    Spider-Man: You'd think I would remember a guy with a fish bowl for a head.
    Quentin Beck: [in a flashback] I'll get you. I swear!
    Dt. Terry Lee: This is something you have trouble remembering?!
    Spider-Man: Hey! I hear that kind of thing two, three times a week.
    [Trapping Spider-Man in a web with robotic spiders]
    Mysterio: There's a certain irony here...
    Spider-Man: Mysterio, they don't have anything to do with this. Let them go! Well, Jameson you can keep.
    Mysterio: Enough! It's payback time.
    Spider-Man: "Payback"? For what?! You did it all to yourself!
    Mysterio: Yes, that's what my psychiatrist said. But you know what? His sessions never made me feel this good!

### The Sting of the Scorpion [1.6]

    [to webbed-up thief]
    Spider-Man: It's not nice to rob jewelery stores in Mr. Spider-Man's neighborhood. Can you say "I'm going to jail"?
    [to the thieves]
    Spider-Man: Well if it isn't the meeting of the diamond lovers of America!
    Thief: It's Spider-Man!
    Spider-Man: What? Spider-Man? Where? Where? Oh, I just get so flustered when I meet a celebrity! I just don't know what to say!
    Thief: Stay still, will ya?
    Spider-Man: Actually, no.
    Thief: Get him! It's three against one!
    Spider-Man: As far as I'm concerned, that means you're out numbered.
    Spider-Man: Is this a private party or can any wall-crawler join?
    Spider-Man: Who the heck are you?
    Scorpion: A real hero, you freak!
    Spider-Man: This is a joke, right?
    [Scorpion strikes with his tail]
    Spider-Man: Wow, this is not a joke. If you wanna join the Fantastic Four, you're in the wrong place.
    [on phone: Peter's voice was muffled because of his mask and this worries May]
    Aunt May: You sound like you're catching a bug!
    Spider-Man: I certainly hope so. [talking about the Scorpion]
    [kicking the Scorpion in the back]
    Spider-Man: Green ball in the center pocket!
    Spider-Man: The red button. I'll bet my web-shooter that's emergency shutdown. Trust me, it's always the red button.
    Jameson: How do you know about stuff like this?
    Spider-Man: Hey, who do I look like? The Tick?
    [to J. Jonah Jameson]
    Spider-Man: Look, if we continue to meet like this tongues will begin to wag.
    Scorpion: I'm gonna crush you now!
    Spider-Man: Oh, yeah? Well, it just so happens, I like to start each day with a warm hug! Oh, who am I kidding? Everything's going black.
    Scorpion: You gotta be nuts, mister. Why would you risk your puny life to save his?
    Jameson: Because you're a greater evil. And heaven help me, he's the only one who can stop you.
    Spiderman: Huh? Did I hear right? J. Jonah Jameson is on my side?
    Jameson: I still won't rest until you've been unmasked and eliminated.
    Spider-Man: Fair enough, pickle-puss. And I won't rest until you shave that stupid mustache, so we're even! Oh, and fuzz-head? Thanks for saving my life.

### Kraven The Hunter [1.7]

    [to Kraven]
    Spider-Man: Nice outfit. Aah, don't tell me! You're a Leo, right?
    Kraven: I will not hurt her!
    Spider-Man: So you're gonna hurt me instead!
    [to Kraven, as he dangles him from the top of a building]
    Spider-Man: Thanks for showing me the view, but I'm afraid of heights.
    [escapes by knocking Kraven backwards]
    Spider-Man: Is this guy a pro wrestler? That would explain the tights.
    Dr. Crawford: He'll be back. You can't stop him. Nothing can stop him.
    Spider-Man: Okay, okay calm down. Let's get out of here before mister right comes back for a second date.
    Spider-Man: The fear in her eyes has got even me spooked, but I don't think this Kraven guy can find her. With any luck the cops will nab him first, or maybe animal control.
    [after seeing Mary Jane in her leopard skin print outfit]
    Peter: Wow, that outfit brings out the animal in me.
    [to Kraven]
    Spider-Man: Yo, Jungle Jim, up here!
    Kraven: Where is my woman?
    Spider-Man: Well you're the hunter, can't you find her?
    [listening to Robbie's answering machine message]
    Jameson: Robbie where the heck are you? The airline says your plane let out hours ago. What happened to you?
    Spider-Man: How does "I was kidnapped by a crazed big game hunter" grab ya J.J.
    Spider-Man: Robbie's the bait. Okay. I'll bite.
    Spider-Man: Penny for your thoughts.
    Robbie: Will you please just tell me what's going on here? How did I get involved?
    Spider-Man: I guess you have me to thank for that.
    Spider-Man: Correct me if I'm wrong but, isn't the hero suppose to get the girl. I saved the city from jungle boy and I'll be lucky if Felicia or Mary Jane even speak to me again.
    Spider-Man: Stick a fork in me, I'm done.

### The Alien Costume [1.8-10]
#### Part 1

    Spider-Man: Huh? Where did you come from?
    Rhino: Jersey.
    Spider-Man: You got a claim check for that bag?
    [rams Spider-Man]
    Rhino: Check this!
    Spider-Man: That's the Spider-Man justice system - guilty until proven innocent.
    Spider-Man: Parker, how on Earth did you get in the middle of Manhattan, hanging upside down in a costume you've never seen before?
    Felicia: You seem so.. so different.
    Peter: You don't know how different. But, then again, maybe you'd like to find out.
    Flash: Hitting on my girl, Parker?
    Felicia: Your girl? What ever on earth gave you that idea, Flash?
    Flash: Well, I thought that.. Parker, Felicia and I need to talk, so why you don't crawl back under your rock.
    Peter: Not this time, bonehead.
    Flash: Now, Felicia.. What did you say?
    Peter: It had something to do with the contents of your skull.
    Flash: Well, this is a twist. Look who's suddenly developed a backbone.
    Peter: [grabs Flash by the collar] I've developed a lot more than a backbone!
    Felicia: Peter! Flash, don't you have a History class to get to? [leads Flash away] What's gotten into you, Parker?
    Peter: What? I'm just being myself.
    Felicia: No, you're acting different now, and it's scaring me. [walks off]
    Peter: What's she talking about? I've never felt better in my life! [flips off steps and walks away]
    [to Rhino]
    Spider-Man: A little far from the Zoo, aren't you?
    Rhino: Well well well, look who it is! It's the itsy, bitsy spider, and decked out in his new threads. But they ain't gonna look new tomorrow. [charges Spider-Man, who flips out of the way while he smashes into a wall]. Let's get this over with, I've gotta polish my horn.
    Spider-Man: This'll end when you tell me where me the Prometheum X is!
    Spider-Man: [lifts Rhino over his head, and starts spinning him around] Look, Hornhead, I'm not going in circles with you all night! I want an answer, now! [tosses him]
    Rhino:[Spiderman grabs Rhino with one hand] What's goin' on? You were never this strong! This ain't possible!
    Spider-Man: I've just rewrote the rules. Now who are you working for?
    Rhino: You know what they would do to me if I told?
    Spider-Man: A little something like this? And I'm just getting warmed up. [spins around Rhino on his own horn in the ground] The ride ends when you tell me where the Promethium X is.
    Rhino: I can't, I can't!
    Spider-Man: Well, that's too bad, big boy. For you.
    Rhino: [coming to a halt, falling over with a chuck of dirt stuck to his horn) Alright, I give up. I'd rather to go to jail than be a snitch.
    Spider-Man: Who said anything about jail?
    Rhino: Huh? I don't get it?
    Spider-Man: You will. [while pulling steel door towards him with webbing] It's like this: I'm through with not getting what I want!
    Rhino: [scared] W-what-what're you doin'? I-I-I told ya... I give up!
    Spider-Man: [growling] That's funny. I give up too. [lifts steel door over head menacingly] I give up trying to be a friendly neighborhood Spider-Man!
    Rhino: [horrified] No, no. You can't..
    Spider-Man: Can't I?

#### Part 2

    Hunter 2: Copy red leader,let's get to our million dollar target,
    Spider-Man: You boneheads can't catch me,not while this suit makes me stronger and faster than you! [Attaches himself to a wall] Blasted Jameson and his stupid reward, he's got the whole world after me for something I didn't even do, now I can hardly move without somebody wanting a piece of me. [Hunter launches a rope and get pulled off] Don't you yahoos get it? The black Spider-Man is unbeatable! [Hunter launched a trap net and Spidey dodges it] Nice try buddy! My turn! [launches a web and webs up a hunter]
    Hunter 1: Should I try a sonic blaster?
    Hunter 2: We tried everything else.
    [Fires the Sonic Blast at Spider-Man as he recoils in agony]
    Spider-Man: The suit! What's happening? I'm getting weak! Everything's going dark! [the suit saves him and pulls him on a roof]
    Hunter 2: How he can do that?! What's goin' on?! Get him, up there!
    Spider-Man: I must have passed out. HEY! [A piece of the suit detaches and destroys the sonic weapon a hunter uses a flamethrower and the suit again pulls him at a safe spot] Heh [launches a piece of metal that breaks a fire hydrant] Your suits have battery packs that blow up if they get wet! Buh bye! [launches a web from his organic suit white patch] I think it's time I paid a visit to the source of all my problems.
    Jameson: Thanks to your photos, we got the web-slinger dead to rights.
    Eddie Brock: I told you I could do the job, J.J. [Spider-man arrives through the window]
    Spider-Man: Oh, You did a job alright, on me.
    Eddie Brock: Spider-Man!
    Jameson: Think you can hide in some cockamamie new costume?
    Spider-Man: Oh, I've got nothing to hide, pickle puss. Especially from a couple of second-rate hacks like you.
    Eddie Brock: Yeah, well pictures don't lie. [Spider-Man angrily grabs Brock's jacket]
    Spider-Man: But, YOU do!
    Eddie Brock: What're you talkin' about? I-I know what I saw.
    Spider-Man: You didn't see me take the Prometheum X. [Jameson backs away and press the silent security alarm under his desk]
    Eddie Brock: Who else could've taken it?
    Spider-Man: What about the clown in the rhino costume, punk?
    Jameson: A rhino? I think that new suit's cutting off the oxygen to your brain. [Spider-man turns around and grabs Jameson by his tie]
    Spider-Man: [snarling] If you don't call off that reward, I'm gonna- [group of security guards comes bursting in through the door]
    Security: Don't even think about it.
    Spider-Man: [amused] Who needs to think? [throws Jameson's desk at the security guards]
    Security Guard 1: Hey!
    Security Guard 2: Watch it!
    Security Guard 3: Look out! [Spider-Man leaves out the window]
    Spider-Man: [normal voice] I almost lost it again back there.
    Jameson: As bad as he was before, in that suit, he's even worse.
    [to Brock]
    Shocker: So, very painful or sorta painful? it's up to you. Now [grabs Brock by the shirt collar] Where are the photos of the crash site!?
    Spider-Man: What's this? A fight? And nobody invited me!
    Shocker: You stay outta this!
    Spider-Man: Reasonable advice, but I haven't had much use for reason lately!
    Shocker: Gettin' rid of you is gonna be a blast!
    [Shocker makes a wall crumble and debris falls over Spider-man, apparently killing him]
    Shocker:[Maniacally Laughing) Rest in pieces, wall-crawler!
    Spider-Man: How 'bout I follow you instead?!
    Smythe: Did you take care of Mr. Brock
    Shocker: No, he got away.
    [Spider-man Knocks down an heavy door panel]
    Spider-Man: Well,if it's not my old friend, Alistair Smythe!
    Smythe: How did you get in here?
    Spider-Man: Since I got my new suit, I get invited to all the best parties! [dodges Shocker's blasts]
    Spider-Man: [Launches web to Smythe and binds him] Don't leave, party's just starting!
    Smythe: [the Promethius falls on the floor] The Promethium X!
    Spider-Man: I'll take care of that
    Smythe: Shocker! He has the Promethium X!
    Spider-Man: Well, I see you're busy, so I'll be on my way.
    [Spiderman is in his apartment]
    Spider-Man:basic structure density,molecular weight,looks it's heat activated. Well, what do you know?
    [Kingpin in his Tower, Smythe and Shocker are before him]
    Kingpin: What's the matter with you? What happened?
    Smythe: Spider-Man took the Promethius X!
    Kingpin: So,you have to take it back. even if you have to take the entire city hostage.
    Smythe: Excellent idea.
    [Shocker kidnaps John Jameson]
    Jameson: Who are you?! What do you want?
    Shocker: We got important business you and I [shows hospital hand band]
    Jameson: What you have done to my son?
    Shocker: Listen, and listen well
    Reporter: That's just it, Astronaut John Jameson has been kidnapped from his, we are going now to the Colonel's Father, J.Jonah Jameson, with a stable in his house in Madden
    Jameson: Spider-man,whatever you are,if are within in sound of my voice,you must contact me,it's a matter of life and death
    Peter Parker: [annoyed] So after all of this, I'm supposed to come running to your beck and call? This's for John, old man. Not you. [turns off TV and changes to black suit]
    [Jameson inserts the key in car and Spider-man arrives on the top of the car]
    Spider-Man: I'm getting real tired of cleaning up your messes, Jameson.
    Eddie Brock: i knew if i followed you something turned up
    'Eddie Brock: i'm betting you're plotting against me with Spider-man
    J.Jonah Jameson: John?
    Smythe: First hand over the Promethius
    Spider-Man: not before we see Colonel Jameson
    J.Jonah Jameson: Son!
    Spider-Man: Alright Smythe, you win. Here it is
    John Jameson: Dad,i knew i could count on you
    J.Jonah Jameson: Always,son,always
    Spider-Man: Jameson,untie the colonel and get him out of here as far as you can
    Spider-Man: I'll guard you both from the rear
    Spider-Man: That's it,Deal's done|
    Shocker: Not quite
    Spider-Man: a double-cross, big surprise!
    Shocker: If think that's a Surprise then you're ready for a REAL SHOCK!
    Spider-Man: And I'm gonna tear YOU limb from limb!
    Shocker: Ooh, I'm all shook up.
    Eddie Brock: Ooh Spider-man is in trouble, perfect.
    Spider-Man: Pathetic
    Shocker: you can't get over me!
    Spider-Man: come on, let's get this over with
    Spider-Man: i said COME ON!
    Eddie Brock: it's payback time, Web slinger.
    Shocker: i've still got business with you
    Spider-Man: Forget him, you're not done yet with ME! [rips the broken pillar up in the air]
    Spider-Man: Surprised, Shocker?! Let me tell it to you straight - I am INVINCIBLE! [throws the pillar to the hole where Shocker escapes]
    Spider-Man: GET BACK HERE, SHOCKER!! [Shocker races up the stairs, retreating to the top of the church bell tower]SHOOOCKEEERRRRRRRR!!! YOU CAN'T ESCAPE ME! I'LL CHASE YOU TO THE ENDS OF THE EAAAAAAAAAARTH!!!!!!!!
    Shocker: HEY! What're ya-! [Spider-Man killer bear hugs Shocker]
    Spider-Man: What good are those blasters to you now?!
    [Brock Arrives and knocks Spider-man down, but Spider-man raises and Grabs Brock]
    Spider-Man: [to Brock] You?! I'm gonna save you for dessert.
Spider-man Binds Brock to a web cocoon
    Brock: *Help groans*
    [to Shocker]
    Spider-Man: And YOU… you're the main course!
    [after Spider-Man breaks his "Shockers")
    Shocker: You'll pay for this!]
    Spider-Man: The check's in the mail, baby!

#### Part 3

    Spider-Man: I feel great. Boy, am I glad to be back in my old clothes. And that full moon is perfect for my date tonight with Mary Jane.
    Spider-Man: Huh? Down there. I don't believe it, it's the Rhino!
    Rhino: Finally found you. Ha-ha-ha. You've got a score to settle. You should've stayed in black, 'cuz I'm gonna dirty you up bad.
    Spider-Man: Uh, sorry. They tell me the blue really brings out my eyes. [defeats the Rhino]
    Last time I kicked you high all over this town. Is your learning curve a flat line, or what?
    Shocker: His might be. Mine isn't! [blasts Spider-Man]
    Spider-Man: Rhino and Shocker. How'd they get together, computer dating?
    [Shocker and Rhino defeat him and leave him under a pile of rubble]
    Venom: Back off! He belongs to us! [defeats both Rhino and Shocker before turning his attention to Spider-Man]
    Spider-Man: You don't understand, Brock! It doesn't just bond with you, it takes over! Makes you do what it wants! You've got to separate from it!
    Venom: Separate?! We're made for each other! Brock's rage and vengefulness made us a perfect breeding ground - far better than you, Parker!
    Spider-Man: Brock, you've got to get rid of it!
    Venom: Why? We're now part of a life force that has existed since the dawn of time. Imagine what you've turned down, Spider-Man. Think of all this knowledge. We've seen thousands of worlds, millions of civilizations, learned many secrets - always with but one goal above all else; to survive! And now, we're sharing those secrets with Eddie Brock. We're very happy together.
    [Spider-Man shoots his web lines around Venom]
    Venom: Such low-grade webbing! Here, have some of mine!
    Venom: Now, don't worry. We're not gonna finish you yet, Spider-Man.
    Spider-Man: Listen to me, Brock! You've g-
    Venom: [covers his mouth] STOP CALLING US THAT! WE ARE VENOM NOW! We wanted you, but you spurned us! Now, we have big plans! You know nothing about us, but we know everything about you. You'll see us everywhere, even in your nightmares.
    Eddie Brock: Wonder what people would do if they knew who Spider-Man was?
    [becomes Venom]
    Venom: Hey! Let's go ask Jameson about that!
    Spider-Man: Brock, the more you hate me, the more you give that thing control over you!
    Venom: Who said we hate you?! Honestly, we're your biggest fan!
    [throws a blade at Spider-Man]
    [Spider-Man shoots his web lines at Venom]
    Venom: Look, streamers! Now it is a party!
    [attacking Spider-Man on a train]
    Venom: Ticket, please.
    Venom: Look, Parker! I'm booked for the wrong trip!
    Spider-Man: Next time, I'm flying!

### The Hobgoblin [1.11-12]
#### Part 1

    Spider-Man: Sorry, Charlie...
    Hobgoblin: Spider-Man!
    Spider-Man: ... but you're a little late for Halloween!
    Hobgoblin: You're pathetic! How did you ever get your reputation?
    Spider-Man: Musta been the tabloids.
    Hobgoblin: Enjoying the flight?
    Spider-Man: Some flight! No peanuts, no Stallone movie? I'm outta here.
    Spider-Man: How do I manage to find all these nutcases? Where do they come from? And how do I get 'em to go back?
    Alistair Smythe: Why do you dress that way?
    Hobgoblin: For centuries, the hobgoblin's been a symbol of irrational fear and terror. I want this face to be the very last thing my enemies see! [laughs]

#### Part 2

    [The Kingpin reveals that he knows about the Hobgoblin plotting against him with Osborn]
    Hobgoblin: [chuckles] That? I was just getting what I could for myself, Fisk, as I always do. It's just good business. And you like the way I do business, don't you?
    Kingpin: What I like is of less consequence than what I demand. I demand loyalty.
    [in the elevator]
    Spider-Man: Can't this thing go any faster?
    [the elevator rope breaks]
    Spider-Man: I had to ask.
    Next time we'll take the stairs.
    Spider-Man: As soon as I get you out of here, Osborn, I'm gonna go back down this tunnel and find out where we just came from.
    [the whole place explodes]
    Spider-Man: Maybe not!
    Hobgoblin: Don't forget me, Spider-Man. I'm not going to forget you...

### Day Of The Chameleon [1.13]

    [after the limo driver stops at the end of an alley]
    Jameson: Driver what are you doing? My tailor isn't anywhere near this place.
    [handcuffs come up and restrain Peter and Jameson]
    Limo Driver: Just be calm Mr. Jameson. No harm will come to you.
    [to Jameson]
    Peter: Maybe you forgot to pay your last tailor's bill.
    [to himself as Jameson yells at the limo driver]
    Peter: I better hang tight and see what's going down, unlike mister calm next to me.
    [to the Chameleon disguised as Glory Grant]
    Spider-Man: Gotcha! I don't usually pick up strange women.
    [to the Chameleon disguised as Peter]
    Mary Jane: Peter, I'm understudying the lead in the Shakespeare fest tonight and I've saved you a seat. Will you come?
    [the Chameleon kisses Mary Jane to avoid the S.H.I.E.L.D. agents]
    Mary Jane: I'll take that as a yes. Peter, why'd you do that?
    The Chameleon: I had to.
    Mary Jane: What made you think I'd let you?
    The Chameleon: I took a gamble that Peter Parker was the luckiest man on Earth.
    [to Bruce, the smiling gargoyle as he watches the Chameleon begin to make his move]
    Spider-Man: Aha! Bruce, looks like the Chameleon has arrived. Keep smiling old buddy.
    [to Chameleon, who is bareheaded]
    Spider-Man: Chameleon, stop! Wow, nice haircut.
    [after the Chameleon throws a smoke grenade at him]
    Spider-Man: This guy's going to ruin my lungs faster than tailgating a Manhattan taxi.
    [to himself as he looks for the Chameleon]
    Peter: Now if I were a chameleon, whose colors would I choose?
    Spider-Man: I guess it really does pay to practice shoddy journalism, keep it up J.J.
    Jameson: Why, you!
    [swings a punch and misses]
    Spider-Man: Gotta run!
    [after he knocks out Chameleon]
    Spider-Man: Sleep tight Chameleon, maybe when you wake up you'll feel more like yourself.
    Jameson: The Chameleon? Here? Right next to me? I need a long vacation.
    Spider-Man: Well, Bruce, I've saved the world again. And what do I get for it? As usual - zelch, nada, nothing. That's what.
    Nick Fury: Heck of a job, Spider-Man. Thanks.
    Spider-Man: Did he say thanks? Someone thanking Spider-Man? Well, that's a first!
    Mary Jane: Thanks, for not coming to my play as you promised.
    Peter: As I promised?!?
    Mary Jane: And, don't you ever kiss me that way again!
    Peter: What kiss?! The Chameleon. Oh, no! Mary Jane wait, I can explain. At least I think I can explain. Okay, maybe, maybe I can't explain. Just listen, listen to me. Hold on a second.

## Season 2
### The Insidious Six [2.1]

    [to Bruce the Gargoyle, as he looks down at the city]
    Spider-Man: Look at them down there. I bet each one has somebody close. I feel so distant. I have nobody, except you of course. You're always here for me. You're rock solid! And best of all you laugh at all my jokes. Bruce, you're a heck of a guy. But I do wish I had someone a little prettier to talk to. Maybe Felicia Hardy.. And there's Mary Jane Watson.. What am I thinking? How could anybody commit to a guy who sneaks off to crawl on walls?
    Morbius: I had thought you would be my main competition Parker, but you will be lucky to make it to the starting line.
    Peter: Don't forget Mike, the tortoise beat the hare.
    Morbius: In my country, we eat tortoises.
    [about Morbius]
    Felicia: Huh, what B-movie did he walk out of?
    Peter: [sarcastically] The Return of Dracula's Ego.
    Spider-Man: I go to sleep for one lousy day and I wake up in the Twilight Zone.
    [as the Rhino is stealing money]
    Spider-Man: Hold it, horn-head, you didn't fill out a withdrawal slip.
    Scorpion: Eat acid, Spider-Man!
    Spider-Man: Sorry, I'm on an acid-free diet!
    [to Chameleon, disguised as Spider-Man]
    Spider-Man: Well, aren't you a handsome gent?
    Doc. Ock: Back off, you pea-brained, uncoordinated, absurdly-dressed excuse for a man!
    Scorpion: Who are you calling "absurdly-dressed"?!
    Dr. Connors: You weren't born with your spider-powers, were you?
    Spider-Man: No, I won them on a quiz show.
    [looking at a computer scan]
    Dr. Connors: Amazing! These patterns imply Neogenics involved. How could that be?
    Spider-Man: That was the category I chose.

### Battle of the Insidious Six [2.2]

    Shocker: Time to take your medicine, you fly-eating loser. And shock therapy's just what the doctor ordered.
    [After they unmask a powerless Peter Parker]
    Mysterio: I say we destroy him now!
    Doc. Ock: Your mind is as empty as that fishbowl you cover it with. Can you not see the truth? This boy is not Spider-Man.
    [to Peter]
    Shocker: What do you take us for, idiots? I'm shocked - and you're going to be too!
    [to the Insidious Six]
    Spider-Man: Oh don't worry, nutjobs, I had words with Parker, and now I'm gonna take care of you. [to himself] Oh, right. For starters, I might just drown you in nervous sweat!
    [after Spider-Man and Silvermane tumble into a building]
    Spider-Man: Smooth, just the way I planned it.
    [after Rhino inadvertently rips Shocker's costume with his horn]
    Shocker: Rhino, you clown! Your horn just ripped my electro suit! What's wrong with you?!
    [after the Shocker's costume blows up]
    Spider-Man: Whoa, talk about wearing flashy clothes.
    [as the Kingpin's searchlight shines on him and Silvermane]
    Spider-Man: You know, I've never been one to seek out the spotlight.
    [lowering Silvermaine down a chimney]
    Spider-Man: Sorry about this, but if you say "ho-ho-ho" real loud, there's less chance you'll get stuck.
    [after watching the Scorpion's acid dissolve one of Doctor Octopus' mechanical arms]
    Spider-Man: Ouch, I'd hate to see the repair bill on that! Can't you find anybody coordinated to work with?

### Hydro-Man [2.3]

    Spider-Man: Huh? Don't tell me the Beluga whales are having a midnight clambake.
    Guard: Look, Spider-Man really is the thief.
    Spider-Man: [to himself] Oh, great, Jameson will probably be selling "Spider-Man Really Is The Thief" T-shirts by noon tomorrow.
    Peter: [Mary Jane hung up the phone and ran from the Coffee Beam and Peter follows her.] Mary Jane! Hey! Wait up! Where are you going?
    Mary Jane: Look, Peter, I'm sorry, but there's some place. I gotta go, okay?
    Peter: I can tag along and keep you company.
    Mary Jane: [blows a whistle at the cab to call for a ride and get into it] I'm a big girl now, I can take care of myself. So stop following me! [Shuts the cab door]
    Peter: This probably doesn't got to do with me. That phone call got her really jumpy! Well, she asked Peter Parker to keep out of it. Never said a thing about Spider-Man. [leaps onto wall and lifts shirt to reveal costume]
    Hydro-Man: [comes from behind and puts the pearl necklace around Mary Jane's neck which startled her] Boo, guess who? It's good to finally see you again, Red. It's been too long.
    Mary Jane: What is this?
    Hydro-Man: I always said I'd give you the world. This is just the down payment.
    Mary Jane: [takes off the pearl necklace] Look, Morrie, our relationship is over! You were jealous, overbearing, and made my life miserable! So, leave me alone! [slams the pearl necklace back in Hydro-Man's hand]
    Hydro-Man: [grabs Mary Jane's wrist] At least I never ran out on you like your father did!
    Mary Jane: [swipes her wrist free] You shut up about him! We were wrong for each other 2 years ago, and we're wrong now! That's all I came to tell you! [storms out the door]
    Hydro-Man: Mary Jane, no- Wait!
    Spider-Man: [Looks at the unworn clothes] Hey! Where that guy go?
    Mary Jane: [Hydro-Man attempts to stalk her within the water fountain] Morrie!
    Hydro-Man: Hey, hey. I know why you broke with me, Mary Jane. I have no car, no cash, no class; I was a nobody.
    Spider-Man: [looks at Mary Jane and Hydro-Man] How did he beat me here?
    Mary Jane: You just don't understand!
    Hydro-Man: Oh, but I do. Things are different now. I can give you everything you've dreamed of. [grabs Mary Jane's wrist] You must come with me, there's something I have to show you!
    Mary Jane: [swipes her wrist free] I don't have to do anything! LEAVE ME ALONE!
    Hydro-Man: Fine! Have it your way. I'll show you what I'm talking about right here! [controls the water and erupt the fountain into a geyser]
    Spider-Man: [looks up at the geyser] Kumbaya!
    Spider-Man: [Grabs Hydro-Man's hand] Hold it!
    Mary Jane: What are you doing here?
    Spider-Man: A 500 foot geyser in Washington square and you're wondering why I'm here? [Hydro-Man swipes his hand away from him and go near Mary Jane] [Jumps to hold back Hydro-Man] I said hold it!
    Hydro-Man: There's nothing can do with you, Spider-Man. So, butt out!
    Spider-Man: Can't. They'd take away my superhero license. Anyway, this is a strict... No surfing ordinances in the park, dude. [Slings up the web at Hydro Man to cover and slammed him onto the roof and tries it again to shoot him; Hydro Man defends against it]
    Hydro-Man: Pathetic. You don't really think you can match the power of Hydro-Man, do you?
    Spider-Man: Did you say Hydrant-Man? Dogs must love you!
    Hydro-Man: It's Hydro-Man! And it's the last name you'll ever hear!
    Spider-Man: For somebody new to the supervillain gig, you've sure got the cliches down.
    [to Spider-Man within a water silo]
    Hydro-Man: Forget your water-wings, dude?
    [to Mary Jane]
    Spider-Man: Do you want me to web swing you home?
    [to picture of her father]
    Mary Jane: Guess we're not so different, huh, Dad? When things got tough, I turn tail and ran too, but not for long. The difference between us is I'm not going to run anymore, no matter what.
[Hydro Mandrips and merged out of the sink] Huh? Morrie!
    Spider-Man: Three minutes under water. Do I get my merit badge?
    [reaching the top of the skyscraper]
    Mary Jane: Looks like the end of the line.
    Hydro-Man: That's right, nowhere left to run.
    Spider-Man: So why don't we all just take a break?
    Hydro-Man: [wearily] You again. Haven't you figured out yet that you can't beat me?
    Spider-Man: I don't have to, slick. She already has.
    Hydro-Man: Huh?
    Spider-Man: Don't you get it, Bench? She led you away from the water that feeds you. You're barely holding yourself together, pal. You're almost out of.. you.
    Hydro-Man: [Looking at his arm and to Spider-Man] Why, Mary Jane? [to Mary Jane] Why?! I love you...!
    Mary Jane: You don't kidnap people you love, Morrie. And you don't force yourself on people you love. Morrie, it's over, we've gotta get you some help.
    Hydro-Man: [shrieks with insane rage and tries to pulverize Spider-Man] I'LL DESTROY YOU WITH MY BARE HANDS!
    Mary Jane: Morrie, no!
    Spider-Man: [Hydro-Man charging after him to jump at him] Bench, don't! [Jumps away from him]
    Mary Jane: [Shocked at Hydro-Man jumps onto the rooftop to be evaporated to death) He's evaporating! Does this mean he's... he's-
    Spider-Man: Not necessarily. H2O's infamous among solvents for its self-cohesiveness.
    Mary Jane: [giggles] Brother, you sound like my friend Peter Parker.
    Spider-Man: Hey, don't insult me.
    [to Peter, after she won a carnival prize]
    Mary Jane: Stick with me, tiger, and I'll teach you how to beat the odds.

### The Mutant Agenda [2.4]

    [running through the X-Men mansion]
    Spider-Man: Nice, I come to the peaceful countryside and I wind up in the Pentagon.
    [runs into a room of doors]
    Spider-Man: Gotta pick a door, any door. [goes through door] New rule, never visit the Pentagon without a road map.
    [looks up to see two giant sentinels]
    Spider-Man: Okay, so I'm gonna be a little late getting home.
    [after striking a Sentinel]
    Storm: Power of lighting strike again!
    Spider-Man: Uh, power of webshooters, get real sticky!
    Professor Xavier: I wish I had an answer for you. I am sorry for your pain.
    Spider-Man: Don't worry about my pain, worry about yours if I mutate into a dangerous creature and you have to stop me. It's always the same. I can save the world ten times over, but when I end up needing help I'm on my own. So thanks, for nothing.
    [about Landon]
    Smythe: I don't trust him.
    Kingpin: You don't trust anyone.
    Smythe: And I'm usually right.
    Beast: Penny for your thoughts, Spider-Man? I mean you no harm. I just want to talk.
    Spider-Man: I've heard that I want to hear from your X people. X-cuse me.
    [to Landon]
    Hobgoblin: What kind of a fool do you take me for?
    Spider-Man: Well personally, I wouldn't call you a fool. That would be an insult to fools everywhere.

### Mutants Revenge [2.5]

    [to Wolverine and Spider-Man as they fight]
    Hobgoblin: You boys are having so much fun. I hate to bust up the party, but I will anyway. [throws pumpkin bomb at them]
    [to Wolverine, about the Hobgoblin]
    Spider-Man: How 'bout we settle this after I take care of the cackling whacko.
    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: Subtlety's not your strong point, is it?
    Wolverine: Heh, can't even spell the word.
    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.
    Spider-Man: Nice tracking, Wolvy. Only problem is, there's no exit.
    Wolverine: Then I'll just have to make one.
    [seeing Wolverine claw a hole in the wall]
    Spider-Man: Nice.
    [after Wolverine makes a hole in the wall]
    Spider-Man: Yep, claws are definitely more fun than doors.
    Soldier: You can kiss your webs goodnight, wall-crawler.
    [throws door onto soldiers]
    Spider-Man: Next time, don't barge in without knocking.
    Hobgoblin: Why does my business with you keep getting interrupted, Landon?
    Landon: Ever heard of karma?
    Beast: Spider-Man, keep us still or Wolverine is lost to us.
    Spider-Man: No problem, but whatever you do just don't make me laugh.
    [Wolverine wakes up]
    Wolverine: Any calls while I was out?
    [to mutant Landon, who has captured Genevieve]
    Wolverine: 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!
    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.
    [to Spider-Man]
    Wolverine: 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.

### Morbius [2.6]

    [seeing robbers run out of a pawn shop as the alarm rings]
    Spider-Man: It's possible that this is some kind of intercity midnight ski team, but I don't think so.
    [breaking into the robbers car]
    Spider-Man: Party's over for you crash dummies.
    Dr. Crawford: Do you ever use a door?
    Spider-Man: Uh-uh. Don't believe in 'em.
    Morbius: Relax my princess, I would never let anything harm you.
    Felicia: You I believe, Michael, [points to the cage of vampire bats] it's them I don't trust.
    [to himself as he notices Mary Jane]
    Peter: Mary Jane, I feel like a total knob for not having called her all week. But what can I say? Hi, I really like you and wanna go out with you. I want a relationship. By the way, I'm turning into a mutant. Next date'd be a horror movie.
    [about Peter]
    Mary Jane: I think he's been avoiding me, Liz.
    Liz: If a man avoids a major babe like you, it could only mean one thing.
    Mary Jane: What?
    Liz: He isn't human anymore.
    Mary Jane: Yeah right.
    [to Bruce the Gargoyle]
    Spider-Man: Hey, Bruce, what do you think? It's not wrong for me to want to keep my powers, is it? I knew you'd agree.
    [to Bruce the Gargoyle]
    Spider-Man: Dr. Crawford tries to help me, and I run away. Just like I run away from Mary Jane. Do we sense a pattern here? Bruce, I finally figured out what I'm mutating into, a real jerk.
    [after being thrown by Morbius]
    Spider-Man: You're strong. [kicks Morbius down to the ground] Good thing you don't have my spider agility.
    Spider-Man: Why is it that everything I touch, everything that touches me, is poisoned?
    Morbius: I'll feed on you.
    Spider-Man: You want to feed on me? You don't know where I've been.
    Peter: I thought the serum's gonna help me. But the pain... it's excruciating! [anguished, grows four extra arms through the side of his pajama shirt and looks] NO! NO!

### Enter the Punisher [2.7]

    Dr. Crawford: I'll need a blood sample.
    Spider-Man: Pick an arm. Any arm!
    Morbius: You! What has happened to you?
    Spider-Man: What this? Just auditioning for the genetic mutation club, Mikey. I kinda need your help.
    [Spider-Man tries to fire webbing]
    Spider-Man: Wrong arm! It used to be a simple choice of right or left!
    Spider-Man: Can't sing, can't dance. I better get out of the spotlight.
    Punisher: Your days of terrorizing the innocent are over wall-crawler!
    Spider-Man: Don't tell me...the skull, the corny line..your name must be Bonehead! Right?
    Spider-Man: Cool toy, but I'm outta here.
    Punisher: You kidnapped that student.
    Spider-Man: Dude, if you're trying to punish criminals, get your facts straight before you start shooting? Just a thought.
    Punisher: I'm coming after you. And next time, I'm using lethal force!
    Spider-Man: Ooh, I'm so scared, I might start biting my fingernails. And man, have I got fingernails!
    Punisher: Got ya!
    Spider-Man: Can't let it end like... this...! [anguish and mutates into the Man-Spider Monster]
    Punisher: Come on out, I'm gonna make it quick and clean. [The Man-Spider Monster knocks his gun flashlight away from it and the monster is frightening him]

### Duel of the Hunters [2.8]

    Punisher: I looked the devil square in the eyes... and I blinked.
    Morbius: Debra, help me.
    Debra: Thompson, knock it off. [ turns around and frightening screams at Morbius] NO! NO!
    Morbius: Hunger's too strong. I must feed. Forgive me.
    Debra: NO! [shriek]
    Flash: [arrives at the lab] Get away from her!
    Kraven: A man that studieth revenge keeps his own wounds green. Francis Bacon. Revenge is a foolish reason to hunt!
    Punisher: Maybe, but it works for me.
    [about Man-Spider]
    Kraven: Do not hurt him!
    Punisher: I'm not gonna hurt him. I'm gonna disintegrate him. Won't be any nerve endings left to feel the pain!
    Kraven: Well, my little Calypso, you have done it again!
    Spider-Man: Calypso?
    Dr. Crawford: In Mythology, Calypso was a Goddess, who offered the gift of life to Odysseus.
    Spider-Man: Well, I guess you're my Calypso too.

### Blade the Vampire Hunter [2.9]

    Morbius: Help me. [The jogger sneaks in and takes the jogger's plasma]
    Spider-Man: Morbius! [Grabs Morbius] Stop giving in to this blood lust! You have to or I can't help you! [Morbius throws him to the tree] And that feeding made him so strong. [Morbius threatens to kill and Spider-Man leaps to the wall] Where that flying bloodbath go to? [Morbius dives to fight him] What about Felicia? Do you think she'll want you like this?
    Morbius: You shut up about her! [Tries to drain Spider-Man's plasma]
    Blade: [Throws a garlic gas to spray Morbius in front of Spider-Man to save him] The cries of the night stalker. I like music to my ears. You're finished.
    Spider-Man: That's sword-swinging biker wants to destroy Morbius! I can't let him do it!
    Blade: [continues to extinguish] One more round, the poison gas will end your reign of terror, vampire...! [Spider-Man ambushes him] Why are you protecting him?!
    Spider-Man: Why are you after him?! [Morbius flies out] His strength is beyond human! Great...! Another weirdo when I saw?
    Blade: Let's see how you read to endose the lethal gas! [shoots Spider-Man with the garlic gas]
    Spider-Man: [coughs] What the heck?! [sneezes] Garlic? You sprayed with garlic? Are you some kind of nut?
    Blade: You can breathe!
    Spider-Man: Barely!
    Crowd of people: Look, it's Spider-Man. He's responsible for this. Get him.
    Spider-Man: Oh yeah! Yup, the blood-sucking monster who's been out and about at night. That's me! God, can New Yorkers turn on you the minute they hear rumors.
    Cop: It's Spider-Man!
    Spider-Man: Something tells me they aren't chasing autographs.
    Morbius: I don't want your help! And I would walk this evening. I felt different, I like this right now. I cannot be hurt cannot be destroyed! I am immortal! [Throws Spider-Man to the rooftop elevator] I will desire into a pitiful human. Now I am so much more than human! I am the king of the night! [tears Spider-Man's shoulder and tries to drain his plasma]
    Spider-Man: NO!
    Morbius: Your strength...! YES! [Blade hits Morbius behind with a mortorcycle when he's riding] You again! Who are you? What do you want with me?!
    Blade: Call me Blade. All I want vampire is to destroy you! [Blade and Morbius begins to fight each other]
    Spider-Man: I didn't get a whole plasma drain. But, I still feel weak... dizzy.
    [Blade and Morbius continuously fighting and Blade knocks down Morbius to kill him to death with gun]
    Blade: This time, vampire, you're finished!
    Spider-Man: [jump and kicks Blade's gun] Stop! [Morbius flies off]
    Blade: [manages to hit Spider-Man with a motorcycle when he's riding] Why did you do that? [manages to throw at Spider-Man] Why?!
    Spider-Man: I have to help him! I turned him into the vampire.
    Blade: You created that creature? And now you want to save him at all his done?
    Spider-Man: He didn't want to be one.
    Blade: He must destroyed, and so must you! [flips out Spider-Man and Spider-Man slings to stop] I won't make mistake of letting live this time! [cuts off the web and make Spider-Man fall]
    Blade: All the attacks are currently in the Empire State University. Why?
    Spider-Man: Maybe he really likes the cafeteria food.
    Whistler: Blade and I are vampire hunters.
    Spider-Man: Vampire hunters?
    Whistler: There's always been a dedicated cadre of people who hunt Nosferatu.
    Spider-Man: Nosferatu? Isn't that the name of a German rock band?
    [after webbing down Morbius and saving Blade]
    Spider-Man: Spidey's first rule of vampire hunting, never let them see you sweat.
    [to Spider-Man]
    Blade: Stay alert, webslinger, it's gonna be a long night.

### The Immortal Vampire [2.10]

    Mary Jane: What's the matter, Tiger? Cat's get your tongue?
    Peter: You don't know the half of it.
    [Spider-Man interrupts Blade and Terri kissing.]
    Spider-Man: I'm glad somebody has time to enjoy themselves when there's so much at stake.
    Blade: [Enraged] How dare you?! If you been there, we might've save that Parker woman!
    Spider-Man: We don't have time to argue! We need to make another plan.
    Blade: I'm tired of this teamwork garbage! I'll finish this mission myself!
    Spider-Man: [Shoves Blade in rage] I'm sick of hearing about you and your mission! It's none like any of your brilliant weapons and the schemes have worked! [Swings his hand at Blade's weapons in far more rage, violence, and aggressiveness than before, knocking them off the counter]
    [Enraged, Blade charges towards Spider-Man, but Spider-Man throws Blade into the side of barrels in far more rage, violence, and aggressiveness than before.]
    Spider-Man: Why don't you all go back into the cave you flew out of?! I'm working alone again, too! [Swings out of the hideout in rage]
    Spider-Man: [Kicks Blade to the ground, then grabs him from behind] I won't let you hurt him!
    Blade: I wasn't going to! [Morbius flies away] And now, you've let him get away!
    [Consumed by far more rage, violence, and aggressiveness than before, Blade backhands Spider-Man, knocking him to the ground.]
    Spider-Man: Great. [Slowly gets up] Why don't I ever look before I leap?
    Spider-Man: I can't lose Aunt May the same way I lost Uncle Ben. If ever my spider strength meant anything at all, this is that time.
    Terri Lee: All the men in the world, and I have to fall in love with a vampire! Uh, love, who needs it!

### Tablet of Time [2.11]

    [to Hammerhead]
    Spider-Man: Now why's a smart crook like you pulling a crazy stunt like this? You always seemed so...level headed!
    [to Hammerhead, as he reels up the Tablet of Time]
    Spider-Man: Hey, watch it! The tablet's no good to anyone, broken. Use your head. Uh, forget I said that.
    [to Spider-Man holding the Tablet of Time]
    Cop: Freeze creep.
    Archaeologist: No, let him go. He saved the Tablet of Time.
    Cop: Something here doesn't smell right.
    Archaeologist: Aren't you listening? Spider-Man's a hero.
    Cop: No, no I mean, phew, something really smells bad.
    [Spider-Man's covered in fish slime]
    Spider-Man: Uh, sorry.
    Spider-Man: Not another robot. Why aren't women this attracted to me?
    [getting the tablet of time away from Smythe]
    Spider-Man: Sorry. I have to take one tablet every night before bed. Doctor's orders!
    [watches the Mega-Slayer fly off with the Tablet of Time]
    Spider-Man: Wonder why he's leaving. I hope it wasn't something I said.

### Ravages of Time [2.12]

    [sees Dr. Connors getting away]
    Tombstone: Uh oh, I almost forgot what I came for. Sorry I can't finish this, but here's a going away present.
    [slams a computer console on Spider-Man]
    [about Tombstone]
    Spider-Man: For a walking Mt. Rushmore, he's fast.
    [to Hammerhead, as he tries to kidnap Alisa]
    Spider-Man: Yo, chrome dome, the lady didn't finish her latte.
    [as he's covered in cement]
    Spider-Man: Great! Now I'm going to be turned into a life-size Spidey statue. Minus the life!
    Spider-Man: I better get home and change into my spare costume before I turn into Tombstone junior.
    [he's reading a letter with piece of hair imagined about Vanessa Fisk]
    Kingpin: He's got her! Silvermane's got my wife!
    [ringing from the computer screen and Silvermane pressed the button]
    The Man with the Red Hair: Boss, Hammerhead double crossed us!
    Silvermane: Hammerhead?! What are you talking about?
    The Man with the Red Hair: He kidnapped Alisa from ESU.
    Silvermane: He's taking my daughter? I'll- Uh... Ooh...
    Tombstone: You okay?
    Silvermane: The Kingpin! He's behind this.
    Tombstone: Let me go size him up for one of my coffins.
    [they are walking towards to check on Vanessa Fisk in the chamber]
    Silvermane: No. If Kingpin touches a hair on Alisa's head, he'll suffer pain worst than anything I am feeling!
    Smythe: You were supposed to bring Dr. Connors. Where is he?
    Spider-Man: You know everything smart guy. Didn't you know he was kidnapped?
    [after tossing a spider tracer on the Mega-Slayer as it flies away]
    Spider-Man: Run away as fast as you want Smythe, I'm still gonna be right on your big, fat, mechanical tail.
    [about the Mega-Slayer]
    Spider-Man: I wonder how much Smythe pays to park that thing here in the city?
    [To Hammerhead]
    Spider-Man: Hey, brick-brain!
[slings a web at a gun]
    Hammerhead: AAH!
    [Ramming Spider-Man into the air conditioner and Spider-Man jumps out of it]
    [To Alisa]
    Spider-Man: Are you alright?
    Alisa: I'm fine. But, you got a problem.
    [shot Spider-Man and take him into the helicopter to fly, and Hammerhead flung himself out to see the helicopter when she's flying and have Spider-Man with her]
    Spider-Man: That's Silvermane? He's the old man I rescued from Doc Ock. If I'd known who he was, I'd have handed him over with a ribbon and bow attached!
    Silvermane: Power of the Toltec's give me the wisdom of your wisest shamen's, the strength of your strongest warriors, and the invulnerability that will carry me into the next millennium! [The gizmo laser rays from the sky bounces into the Tablet of Time to zaps him and turns him into younger]
    [banging a door]
    Dr. Connors: Let me out! You don't know what you're doing! [mutating into the Lizard] No...! No! NO!
    [To Young Adult Silvermane]
    Alisa: Father?
    Young Adult Silvermane: Yes, Alisa, it is me. The way I was before you were born: strong, fearless, powerful enough to strike fear into the hearts of my enemies- enemies like Spider-Man.
    Alisa: Are you alright?
    Young Adult Silvermane: Better than alright. I feel wonderful like- Uh UUHHHHHH! [Turns into a child]
    Alisa: What's happening to you? Dr. Connors! Where are you?
    Little Silvermane: No...! No! I don't wanna be like this! Make it stop. Please! Somebody help meeee! [turns into a baby]
    [Looking at Silvermane when he turns into a baby; Spider-Man and Tombstone look at each other a little bit]
    Spider-Man: Incredible! He wanted his youth back. He got it...!
    [walking through the door when she's leaving and To The Kingpin)
    Vanessa Fisk: I used to believe that, now I see clearly: all you really love is being The Kingpin; The Kingpin of crime!
    [walks out of the door. The Kingpin sits down feeling depressed]
    [carrying the Tablet of Time]
    Hammerhead: You sent for me, boss?
    The Kingpin: Thank you for obtaining the tablet for me.
    Hammerhead: Hey! No problem it was my-
    The Kingpin: Now, dispose of it.
    Hammerhead: What...? But-!
    The Kingpin: I said get rid of it! The site of it sickens me.
    [selling the Tablet of Time to old Adrian Toomes]
    Hammerhead: Got yourself a real bargain there, a real bargain.
    [Laughs out of the door. Adrian Toomes feels the Tablet of Time across it like a rainbow]

### Shriek of the Vulture [2.13]

    The Vulture: This is none of your business.
    [slices at the trees Spider-Man lands on]
    Spider-Man: Well fine, but don't blame me if you get a splinter in your wing. Who is this flying flamingo?
    [after regaining his youth]
    Boy: What, what happened to me?
    Spider-Man: I don't know, but I want the name of the vitamins you took this morning.
    The Vulture: You again. Stop meddling in my affairs.
    Spider-Man: Not until you explain that aging trick. I hate mysteries.
    Flash: What would somebody as brain-pumped as Debra see in a jock like me?
    Peter: Hey, she definitely likes you, dude. So, she can't be that smart!
    [to the Vulture who's flying off with Harry Osborn]
    Spider-Man: What is it with you and the Osborn's? Are you trying to start a collection?
    [to Harry Osborn as he hangs him from the stage roof]
    Spider-Man: Sorry guy. Just pretend you're the lead in Peter Pan.
    [after noticing that he has only a few minutes left of youth]
    The Vulture: No time to finish. [he flies off]
    Spider-Man: Huh, I guess he had a cake in the oven.
    [after seeing Mary Jane and Harry Osborn hugging]
    Spider-Man: The story of my life. Save the world, lose the girl.
    [after tripping Flash, thinking he was an intruder]
    Spider-Man: Thompson, what are you doing here?
    Flash: Spider-Man, I was only looking for someone. See? [holds out flowers]
    Spider-Man: For me, you shouldn't have.
    [while dodging Toomes's laser turret]
    Spider-Man: Great, I'm trapped in a gigantic video game. At least I don't need any quarters.
    [to the Vulture as he stops him from taking Flash's youth]
    Spider-Man: Ah ah ah. You didn't say may I.
    Spider-Man: Rescued by Flash Thompson, how embarrassing.

### The Final Nightmare [2.14]

    Scorpion: Here is a little present, creep!
    Spider-Man: I sense hostility. Go with your feelings - vent!
    [after attacking the Lizard]
    Spider-Man: I don't want to hurt you doc. I don't know if I could if I wanted to.

## Season 3
### Doctor Strange [3.1]

    [about Doctor Strange]
    Spider-Man: He should take that act to Vegas. All he needs is a couple of tigers!
    Dr. Strange: I must warn you. The odds against us returning alive are astronomical.
    Spider-Man: Big deal. I've been through the Bronx. I'm ready.
    [while they are flying]
    Spider-Man: Thanks for the freak trip, Doc. This is saving me a fortune on webbing.
    Spider-Man: Looks like they're closed for the night.
    [to Doctor Strange after he opens a hole in a force field)
    Spider-Man: Remind me to call you if I ever lose my house key.
    Dr. Strange: Here we are again, Wong. About to leap into the unknown, to fight the deadliest battle of our lives.
    Wong: Exciting, is it not, Doctor?
    Dr. Strange: It is.
    Spider-Man: No offense, but you guys are really weird!
    Dr. Strange: You are a worthy ally in the battle against darkness. May the Vishanti watch over thee.
    Spider-Man: And may your amulets.. never.. tickle.

### Make a Wish [3.2]

    Taina: They say a lot of silly things in there, but the pictures are good! Like this one, by that Peter Parker guy. Do you know him?
    Spider-Man: Sometimes too well.
    Doctor Octopus:Pingree? He had nothing to do with this, nothing!
    Spider-Man: It's working. He's losing his concentration. They're loosening!
    Doctor Octopus: Nobody gives me my due!
    Spider-Man: I'll give you your due!

### Attack of the Octobot [3.3]

    Guard: Freeze!
    Dr. Octopus: Did you say "squeeze"?
    Dr. Octopus: Is this the end of Octavius? Defeated by a child?
    Spider-Man: Face it, Ock. These kids today just have no respect for their elders.

### Enter the Green Goblin [3.4]

    Harry Osborn: [Enraged] Hey, wait a second! They never recovered a body. There's still a chance my father survived.
    J. Jonah Jameson: Don't torture yourself with false hope, my boy.
    Harry Osborn: [Stands up in rage] Don't call me "boy"! I am every bit the man that my father was. He considered you all his friends. [Holds up the newspaper] And look how you betrayed him! [Slams down the newspaper] If he really is gone, then you are all guilty of driving him to his destruction!
    Wilson Fisk: Young Mr. Osborn does have a point. His father's demise cannot yet be proven. Therefore, I suggest we table the issue of his replacement for the moment. I move that this meeting be ajourned.
    [Harry turns around and makes his way to the doors. He looks back angrily at the board members before exiting.]
    Spider-Man: All right, Hobgo- You're not the Hobgoblin!
    Green Goblin: How observant you are! No, I'm not the Hobgoblin, meddler – I'm the Green Goblin! Not that you'll live long enough for it to matter!
    Spider-Man: Do you have any idea what these high-profile kidnappings have in common?
    Lt. Lee: Yeah, but why should I tell you? Just because you saved my life once?
    Spider-Man: Twice, but who's counting?
    Spider-Man: Leave these two alone and we'll settle this just between us.
    Green Goblin: Are you joking?! The more, the merrier!
    [catching Mary Jane snooping around Oscorp]
    Green Goblin: Well, well, someone's spying on me. Didn't you know that curiosity killed the cat?!
    Green Goblin: [to Mary Jane] As with the others, justice will be meted out to you in due time, my little miss. [dons a judge's robe] But first, I must call this court to order! You are all charged with the crime of hypocrisy - a crime that destroyed Norman Osborn! [to Jameson] You claimed to be his friend, yet you filled your newspaper with stories to ruin his reputation!
    Jameson: That's a lie!
    Green Goblin: [to Anastasia Hardy] You called Osborn a threat to humanity, but who was it that funded Dr. Otto Octavius, one of the greatest criminals of all time?!
    Anastasia Hardy: You're mad! Let us go!
    Green Goblin: [to Fisk] And you, the worst of them all! Your sins are exceeded only by your girth! [Fisk angrily strains against his shackles] Good thing I made your shackles out of indestructible titanium too, eh? Justice will be served! And all of you will suffer for your crimes against Norman Osborn! [flies to a small replica of the Statue of Liberty, with a cloth covering its face] Because justice is blind NO LONGER! [pulls away the cloth to reveal a mask like his own, and laughs]
    Spider-Man: All you megalomaniacs have such a weird sense of humour!
    Jameson: What's your angle in this?
    Spider-Man: Saving your ungrateful life.
    Jameson: [Enraged] Why I oughta–!
    Mary Jane: Mr. Jameson, come on!
    Green Goblin: The exploding gas gave me great strength! And of course, the Hobgolin's weapons were right there at Oscorp, ripe for the picking! But they no longer were meant for him – the gas saw to that! There was only one true Goblin! THE GREEN GOBLIN!!!

### Rocket Racer [3.5]

    Spider-Man: I always did wanna hang with the homeboys.

### Framed [3.6]

    Peter: One please, with lots of mustard.
    [Choi ducks behind cart]
    Peter: Why's my spider-sense going off?
    Choi: [pulling out a gun] Don't move!
    Peter: So are you trying to tell me this thing is bad for my cholesterol?
    Peter: I hate the sewer! Whenever I have to use it, I'm eternally grateful I wasn't bitten by a radioactive rat.

### The Man Without Fear [3.7]

    Peter: Anna Watson activated my spider-sense. She must be really mad at me.
    Spider-Man: Nice moves!
    Mary Jane: Hey, I'm a single woman living in New York. Self defense classes are a must!
    Spider-Man: Uh, can you guys tell me where the little spiders' room is?

### The Ultimate Slayer [3.8]

    Madame Web: Please get off the floor. I just dusted it for cobwebs.
    Spider-Man: Ugh, seriously? Madame Web, again?! I'd much rather take Smythe.

### Tombstone [3.9]

    Robbie: Randy! [turn on the light] What are you doing?!
    Randy: Nothing.
    Robbie: Nothing? [showing him a gun] You called this nothing? What do you want my own service revolver? Don't you know how dangerous these things are? [Looking at the blue bandana inside of Randy's pants pocket and take it out of it] What is this?! You're not in that gang, are you? ARE YOU?!
    Randy: What if I am? At least, they care about me!
    Robbie: And you think we don't?
    Randy: [restrained from Robbie] The posse's always there for me, like a family. And I'm gonna prove myself to it.
    Robbie: Randy, you don't have to-
    Randy: You just don't understand!
    Spider-Man: Wow. Looks like Robbie's got the bad news already. [phone's ringing]
    Robbie: [Picks up the phone] Hello...?
    Tombstone: Hey, homey. What's up?
    Robbie: Who is this?
    Tombstone: Don't tell me you forgotten my voice, Mr. Straight-Arrow.
    Robbie: Lonnie? But, it can't be! I thought you were-
    Tombstone: Don't be so sure I'm not. I wanna meet and talk about old times.
    Robbie: I-I-I can't right now.
    Tombstone: Oh yes, you can. See I especially want to rap about my good friend of mine, a foxy lady by the name of Alisa Silvermane.
    Spider-Man: What's wrong with Robbie? He looks like he seen a ghost.
    Tombstone: Meet me at Veterans Memorial Park: midnight.
    Robbie: [Hangs up the phone] Something urgents come up at the Bugle. I have to go.
    Randy: Yeah. [Imitates Robbie] Something urgents always coming up....
    Robbie: You go straight to your room, we'll continue this when I get back. [Walks out of the house door]
    [pinning Spider-Man]
    Tombstone: I'm gonna prepare a coffin for you. A real flat one, brother!
    Spider-Man: He ain't my brother, he's heavy!
    [about Madame Web]
    Spider-Man: I don't know why this strange mystic decided to be my adviser, but I really wish she'd just leave me alone and get her own talk-show!
    Tombstone: Come down here and fight like a man!
    Spider-Man: I don't suppose I could convince you to come up here and fight like a spider. [Tombstone picks up the railing pole and swings at him while Spider-Man dodges it] Now, why I tell you about playing ball in the house, young man?
    [Tombstone hits him and Spider-Man spins a web at Tombstone around his ankle, and trips him to fall against the chemical pool]
    Spider-Man: You better stay still. Another swim in that chemical soup, and your hair might turn green.
    Randy: [Runs down the stairs to his father] Dad! Dad, come on! We gotta get outta here before the police come!
    Robbie: We're not going to run, son. We're gonna stay here and face the consequences together.
    Randy: But your reputation–!
    Robbie: Don't you see? [Puts his hands on his son's shoulders] You're more important than anything else to me.
    Randy: [Sobbing] I'm sorry, Dad.
    [Robbie and Randy embrace, with Spider-Man looking on.]
    Robbie: I'm here for you, Randy. I'll always be here.

### Venom Returns [3.10]

    Cop: Cletus Kasady, come out and nobody gets hurt.
    Cletus Kasady: "Nobody gets hurt"? Man, what fun would that be?!
    [and throws a grenade to the cops]
    Cletus Kasady: [activating a bomb] In thirty seconds, I'll see you all in-
    Spider-Man: [snatches the bomb] Thanks, big-mouth! Now I know how much time I have!
    Spider-Man: Madame Web, you don't surprise me anymore. This time I knew it was you.
    Madame Web: I see nothing clever in that Spider-Man. You've always been awfully good at deducing things that are pathetically obvious.
    Spider-Man: Gee, thanks. Uh, don't tell me you teleported all this way just to insult little old me?
    [referring to Madame Web]
    Spider-Man: She wants to make a warrior out of me. Warrior? Me? Heck, I'm still fighting acne!
    [Being escorted to his cell]
    Cletus Kasady: Man, what a dump! No pool, no stereo, and weirdos everywhere you look!
    Cletus Kasady: [to Dr. Ashley Kafka] Don't I get a goodbye kiss, or are you afraid I'm gonna bite?
    Eddie Brock: Hey, you! Shut up!
    Cletus Kasady: Hey, man, I could eat you for breakfast!
    Eddie Brock: Oh yeah?! Well, I'd give you indigestion... "man".
    Venom: This wasn't your fight! It is now, little man of iron!
    War Machine: Iron Man's the other guy, but thanks for the compliment.

### Carnage [3.11]

    Venom: [to Carnage] You may be our spawn, but that won't keep us from destroying you!
    [Jameson tries to unmask Spider-Man, but War Machine stops him]
    War Machine: Hold it! I think he looks good in a mask.
    War Machine: Tony, I'm sorry, I let you down.
    Tony: Nonsense, my friend, you soften him up. Now, I'm gonna send someone to finish the job!
    Spider-Man: Who's he gonna send?
    War Machine: The guy named Iron Man!
    Venom: Why, if it isn't our old boss. [picks up Jameson by the leg] Perfect appetizer. [spots Peter Parker] Ah, and here is the main course. [shoot web at Parker Parker tying him to a video camera] This is what we call service.
    Dr. Ashley Kafka: No, Eddie!
    Venom: You?
    Dr. Ashley Kafka: Eddie, listen to me. It's the symbiote that compels you to violence. You must fight its influence.
    J. Jameson: Yeah, Brock. D-D-D-D-D-D-Don't hurt me. I've always thought the world of you. [Venom gently puts Jameson down as Dr. Ashley approaches him] Stay away from him, Kafka. [crawls away from Venom]
    Dr. Ashley Kafka: Eddie.
    Peter Parker: [voice over] Venom's appearance here caught me off guard. [frees himself from Venom's web] But, Dr. Kafka's bought me some time.
    Dr. Ashley Kafka: You see, you are strong enough. You can reject it.
    Eddie Brock: No, Ashley. Our other is too strong!
    [as Baron Mordo attacks]
    Spider-Man: Careful! They're some kind of mystic bolts!
    Iron Man: Didn't think they were spit-wads!

### The Spot [3.12]

    Kingpin: I have been waiting for this moment for some time.
    Spider-Man: What do you have in mind, a pie-eating contest?
    [grabs Spider-Man and begins bear hugging him]
    Kingpin: Approximately two percent of my body mass is fat. Allow me to show you what three hundred and fifty pounds of muscle is capable of.
    Herbert Landon: Why would you help them!?
    Kingpin: There's no profit to be made in the destruction of the planet. It's very bad for business.

### Goblin Wars [3.13]

    Mary-Jane Watson: Doesn't Felicia look radiant?
    Peter Parker: Maybe to you. But I'm holding the most beautiful girl in the room.
    Harry Osborn: I couldn't agree more.
    Peter Parker: Uh, Harry.
    Harry Osborn: So you do remember my name.
    Peter Parker: That's silly, Harry. You're my friend.
    Harry Osborn: If you look up " friend " in the dictionary, it says nothing about stealing away girlfriends.
    Peter Parker: Listen, I didn't steal-
    Harry Osborn: But you did. And for that, I can never forgive you, ever. Thanks a lot, friend.
    Mary-Jane Watson: He's got to accept the fact that I'm not his girlfriend anymore. I'm going to go talk to him.
    [as Jason talks about his decor]
    Peter Parker: My Spider-sense was right about the danger. I'm in danger of being bored to death!
    [To Hobgoblin]
    Spider-Man: Careful, Hobby. If I go kaboom, your toy goes up too! [Slings a web to swing]
    Kingpin: [Knocks down Spider-Man from swinging] The only one who will go "kaboom" is you! I am going to break you in two! [whilst bear-hugging Spider-Man]
    Spider-Man: He's... crushing... me...!
    Green Goblin: Stand back for the real Goblin!
    Hobgoblin: What?!
    Green Goblin: The Green Goblin!
    Hobgoblin: I thought you were just a rumor!
    Green Goblin: You're going to wish I was!
    [after the Green Goblin tosses the desk to him]
    Hobgoblin: How did you lift that?!
    Green Goblin: Because I'm the real deal, you cheap imitation!
    Green Goblin: [fighting the Hobgoblin] You don't deserve to wear that mask!
    Spider-Man: You know, that laugh is getting on my nerves.
    Green Goblin: You?! Still alive?!
    Spider-Man: Alive and sticking!

### The Turning Point [3.14]

    Green Goblin: PARKER! You've been a thorn in my side for too long! You've pestered me as Spider-Man!
    Norman Osborn: You've hurt my son as Peter Parker.
    Green Goblin: [insane cackle] WELL, IT ALL ENDS TONIGHT!
    Spider-Man: [after spider-sense tingling] Look out! [Places Mary Jane out of the way from the missile, floor cracks into an halfway and she falls off of the bridge and screams] Mary Jane! [Mary Jane falls into the vortex]
[slings a web into the water] No! Where did she go? Mary Jane! MARY JANE! [Dive into the water off the bridge]
    Spider-Man: You'll pay, Osborn! If I have to hunt you down for the rest of my life,, YOU'LL PAY!
    [Previously after the Green Goblin activated the vortex]
    Green Goblin: Help. Help me!
    [The Green Goblin's mask slides off of Norman Osborn and falls into the vortex]
    Norman Osborn: Wh- Where am I? What's going on? Spider-Man, help me!
    Spider-Man: What on earth should I do that?
    Spider-Man: Hang on, Osborn, I'm coming!
    Norman Osborn: Hurry, I'm losing my grip!
    Spider-Man: Quick! Take my hand!
    Norman Osborn: I'm trying!
    Green Goblin: [insane cackling and controlling his gliding board]
    Spider-Man: Osborn, take my hand, it's your only chance!
    Green Goblin: There's no Osborn anymore, Parker! THERE IS ONLY THE GREEN GOBLIN! AHAHAHAHAHAHAAAA! [spider-sense around Spider-Man bend his head to dodge the Green Goblin's gliding board and it crashes him into the vortex] AAH!
    [after Green Goblin is sucked into the vortex]
    Spider-Man: It can't end like this! MADAME WEB!
    [Spider-Man then ends up at Madame Web's place]
    Madame Web: Yes, Spider-Man?
    Spider-Man: Can you bring them back? I'll do whatever you want.
    Madame Web: I can't!
    Spider-Man: Can't, or won't?
    Madame Web: This is the path that you chose for yourself. To do things on your own. Once that decision is made, there is no turning back. It is yet another thing that you have to learn.
    Spider-Man: [takes off his mask, enraged] LEARN?! I am tired of you, and your riddles, and your LESSONS, and your SUPREME ARROGANCE! Don't you ever, EVER enter my life again! Do you hear me? DO YOU HEAR ME?!
    Madame Web: As you wish. I shall leave you for now, to resolve your recent losses. But it doesn't change the fact you are needed. And when the impending mission is nigh, I will call on you again. You cannot escape that. It is your destiny.
    Spider-Man: For so long now, I've tried to live up to the responsibility that comes with this great power. But when push came to shove, I failed the people who needed me most. The woman I love is gone. Gone forever.
    [Falling around inside the vortex]
    Mary Jane: Where am I? Peter? Somebody, please, help me! HELP MMEEEEEEE!

## Season 4
### Guilty [4.1]

    Spider-Man: If I'm gonna quit it looks like they're gonna throw me one heck of a party and what's a party without snapshots
    Spider-Man: Well, I've got to give old fuzz head credit, he never gives up.

### The Cat [4.2]

    [to a young Felicia]
    John Hardesky: Come in Felicia. What are you doing up at this hour?
    Young Felicia: I like being up late. That's when I get to see you daddy.
    John Hardesky: We're very much alike kitten. We're both most comfortable when we're wrapped in the dark blanket of the night.
    Doctor Octopus: What? How could you have known I was here?
    Spider-Man: Must be my sense of smell.
    Doctor Octopus: Let us see how well developed your pain receptors are.
    [after avoiding all of Doctor Octopus' arm attacks]
    Spider-Man: Aww, just a little short of the mark, huh?
    [as he pulls the bookcase behind Spider-Man on top of him]
    Doctor Octopus: Wrong!
    Felicia: Why do I always fall for mysterious men? Jason, Michael, Spider-Man. Men who are wrapped in the dark blanket of the night.
    [while climbing to the top of a skyscraper]
    Spider-Man: If you want good reception, head for the top of the world, or at least the top of the city.
    [after being trapped in a gooey web ball and taken onto S.H.I.E.L.D.]
    Spider-Man: Now I know what it feels like to be vacuumed packed. At least I've gotten them to take me to their castle in the sky.
    [after shooting the S.H.I.E.L.D. agent with her gooey web gun]
    Spider-Man: Oh, that'll cut down on my webbing expenses.
    John Hardesky: Where are you taking me?
    [disguised as Nick Fury]
    The Chameleon: All you need to know is, somebody went to a lot of trouble to spring you, and it's not because of your charm.
    [after kicking the Chameleon]
    John Hardesky: How about my talent?
    Peter: But what do I tell Felicia? Hey, I've got some good news and some bad news. The good news is your father's still alive. The bad is they've locked him up and thrown away the key because he knows too much.

### The Black Cat [4.3]

    Black Cat: Heh Heh, knew you'd come, Spider.
    Spider-Man: Who are you?
    Black Cat: Just a stray... Black Cat!
    Spider-Man: You're definitely getting enough vitamins.
    [after being thrown by Spider-Man]
    Black Cat: Silly spider, cats always land on their feet.
    [Spider-Man web-swings her down on her back]
    Black Cat: Hey, I was just being curious. I wanted to see if I was as strong as you.
    Spider-Man: Well, you know what they say about curiosity.
    Black Cat: Believe me! I also know the value of surprise.
    [gasses him with tranquilizer spray]
    [after awakening from the Black Cat's knockout gas]
    Spider-Man: Whoever that chick was, she gives new meaning to the word knockout.
    John Hardesky: Tell me, now that you're all grown up, is there anyone special in your life?
    Felicia: Actually, there is someone. He's a lot like you - mysterious.
    John Hardesky: And you have strong feelings for him?
    Felicia: Yes, I'm afraid so.
    Black Cat: Hey spider, care to dance?
    Spider-Man: Not this time.
    Spider-Man: Kingpin? If you work for Kingpin, why don't you want to kill me?
    Black Cat: Who knows? Maybe it's your magnetic personality.
    [while trying to free Spider-Man's foot from the gooey material shot from the S.H.I.E.L.D. agent's gun]
    Black Cat: You really put your foot in it this time spider.
    [after the Black Cat kicks open a door]
    Spider-Man: Nice touch!
    [as he's about to web the door shut, trapping the S.H.I.E.L.D. agents in the building]
    Spider-Man: This'll keep them in there. [runs out of web fluid] Or maybe not.
    [as she's about to make their getaway on a motorcycle]
    Black Cat: Need a lift?
    [as he puts on a helmet]
    Spider-Man: I've got a feeling I'm going to need this
    [after the Black Cat and Spider-Man commandeer a motorcycle]
    Biker: You miserable thieves!
    Spider-Man: We're not thieves. Well, I'm not, but her I'm not so sure about.
    Spider-Man: I hate to be a backseat driver, but this is a one-way street.
    Black Cat: Relax, I'm a New Yorker.
    Spider-Man: Relax doesn't go in the same sentence as New York.
    [after the Black Cat jumps the motorcycle over an oncoming bus]
    Spider-Man: You didn't take lessons from a guy named Blade, did you?
    [as he sees the approaching S.H.I.E.L.D. agents on their hovercrafts]
    Spider-Man: Uh oh.
    Black Cat: Ever hear the phrase divide and conquer? [they split up]
    Spider-Man: Look, I don't even know who you are.
    Black Cat: Like you I have my secrets, but that doesn't mean you can't trust me.
    Spider-Man: Alright, but we have to return this bike first.
    Black Cat: No problem.
    Spider-Man: And then let's discuss this bad habit you have of taking things that aren't yours.
    [as he holds a captured Black Cat hostage]
    Doctor Octopus: Surrender, Spider-Man, unless you want to see if this little cat truly has nine lives.
    Black Cat: Before we go, there's one last thing I have to tell you.
    Spider-Man: Yes?
    [pushing Spider-Man out of the way of a laser blast]
    Black Cat: Duck.
    Spider-Man: Duck?
    [to the Black Cat as they are caught in the middle of a fight between Kingpin's troops and S.H.I.E.L.D.'s agents]
    Spider-Man: If we stay here, we may take a hit from either side, or both. Personally, I like a little more control over my destiny.
    [to the Black Cat as they are about to jump out of Kingpin's hovercraft over the river]
    Spider-Man: We all know how cats feel about water, but I think I can keep your paws dry. [shoots out a web parachute]
    Black Cat: Great working with you spider. Don't be surprised if I cross your path again.
    [knocks Spider-Man into the river]
    [after getting pushed into the river by Black Cat]
    Spider-Man: What is it with me? Why do woman always leave me high and "wet"? Well, at least when she wasn't looking I put a spider tracer on her. [sees it on his back] Huh? She put it back on me!

### The Return of Kraven [4.4]

    Black Cat: Is this private or can any party animal join the hunt?
    [Spider-Man feeds Mariah the antidote, transforming her back into her normal form.]
    Kraven the Hunter: Calypso?
    Mariah Crawford: [Stands up] Kraven. [Embraces Kraven] My darling.
    Spider-Man: Dr. Crawford?
    Mariah Crawford: Spider-Man.
    Kraven the Hunter: Is there a cure for her? Can she be transformed all the way back to her normal, human self?
    Spider-Man: The only one who could come up with that antidote is Dr. Mariah Crawford herself.
    Mariah Crawford: No! I do not want to change. Don't you understand? [Embraces Kraven] You and I, we are truly kindred spirits now.
    Kraven the Hunter: I do understand.
    Mariah Crawford: We must go.
    Spider-Man: [Stops Kraven and Mariah before they can run off] Go? But where?
    Kraven the Hunter: We will go where we can be free. Perhaps it is better this way. I vow to stay by her side and protect her, always.
    [Kraven and Mariah run off, with Spider-Man and Black Cat looking on.]
    [Peter knocks on the door.]
    Harry Osborn: [Opens the door and sees Peter] Peter? What are you doing here?
    Peter Parker: You still need a roommate?
    Harry Osborn: Well– it is a big place.
    Peter Parker: I got to figuring. Maybe we need each other right now, old pal.
    [Peter and Harry enter the apartment, then close the door.]

### Partners [4.5]

    [after she knockout a thief with her knockout gas]
    Black Cat: Time for your cat nap.
    Baby Silvernmane: Quickly! Change my diaper.
    [Smythe wants Spider-Man to capture the Vulture or the Scorpion, or he won't release the Black Cat]
    Spider-Man: Great! How am I gonna find those two worms in an apple this big?
    Scorpion: There's only one reason I bothered to save your miserable life after your lab went kablooey! It's because I need a science guy like you to turn me back into plain old Mac Gargan!
    Vulture: Fine! Then let me go, so I can cure us both!
    Scorpion: You're gonna stay right where you are, until I can get the money to build us a lab.
    Vulture: Why don't you steal it, bug-boy? Petty crime is your forte.
    Scorpion: No! I told you - I'm going straight!
    Vulture: [laughs] You're going nowhere, Gargan! You're hiding! Maybe you should call yourself "The Cockroach"!
    Scorpion: Nah...
    Spider-Man: Took long enough to snoop you out! Looks like retirement didn't mellow you any-
    Scorpion: Beat it, ya stinkin' yo-yo! I don't have time to joke around!
    Spider-Man: Scorpion, you're gonna listen to me if I have to tie you up with your own tail!
    Scorpion: All right, you want my tail, Spider-Man?! Here - it's all yours! [blasts acid at him]
    Scorpion: Stupid Wall-Crawler! You ruined everything! [Tails Spider-Man and he dodges it] I'm running out of time! [blasts acid at him]
    Spider-Man: [Jumps away from his acid blast] I'm running out of time too!
    Black Cat: Maybe I should take super hero lessons from the Hulk instead!
    Black Cat: So, here's another fine mess we've gotten ourselves into, Ollie.
    Spider-Man: Any bright ideas, partner?
    Black Cat: Did I hear you say "partner"?
    Baby Silvermane: I can't swap energy with him! Stop him!
    Alisa: [points the gun at Spider-Man] Get back into the machine!
    Spider-Man: [Black Cat kicks Alisa away from him] Thanks, partner!
    Black Cat: Don't mention it, partner.
    Adult Silvermane: [Getting older with the Vulture in the machine] Shut off the machine! He's too old!
    Smythe: I have to shut off the main power! [Scorpion blasts the main panel] [to Scorpion] YOU FOOL!
    Scorpion: You ain't gonna do no more works with your machines! [fighting with him]
    Alisa: [runs to Silvermane] Father, no!
    Silvermane: Too old!
    The Vulture: I'm young again! This time, better stay that way!
    Smythe: [kicks Scorpion] Toomes, with no one in the machine, the recombinator will overload! [Shooting the Vulture]
    The Vulture: [flies up and dodge his lasers] Who cares?! I have what I want already! [Smythes shooting him] [flies away] Thanks for the new lease on life, old man! Have a nice rest of your life! [Laughs]
    Smythe: [to Scorpion] You are a freak of nature, whom I shall exterminate!
    Spider-Man: Funny, coming from the cyborg!
    Alisa: I'm sorry it turned out this way, father. But at least you won't have to worry about diapers anymore.
    Silvermane: I wouldn't be so sure about that!
    [Black Cat is trying to get a door open]
    Spider-Man: Here, let me do it. This takes muscle.
    Black Cat: [wrenches door open] You're right. It does.
[Spider-Man and the Black Cat escapes from the place when it's explode]
    Spider-Man: You were amazing back there, more than me! I'd be honored to have you fight by my side. Not only that but I'm starting think I really do care about you. Think we could be partners?
    Black Cat: [kisses his cheek] That and maybe more.

### The Awakening [4.6]

    Black Cat: Is this the best you can do? Boring!

### The Vampire Queen [4.7]

    Miriam: I need your plasma to sustain me into the long, long journey.
    Blade: Drop the human now, Night Stalker!
    Miriam: Sunlight!
    Blade: Nothing can protect you this time, vampire!
    Miriam: You can't stop me. Not now!
    Blade: [Looks at the broken locket] No! It can't be! NO!

### The Return of the Green Goblin [4.8]

    [trying to steer the Goblin Glider]
    Peter: No wonder Norman went crazy. Trying to steer this things would make anyone nuts!
    [to Punisher, while pointing up at the Green Goblin]
    Peter: Well, what do ya know, that must be me up there.
    Green Goblin: Your whining simp of a father doesn't exist anymore! I am the ultimate evolution of Norman Osborn! Smarter! Stronger! Able to be more ruthless than he ever was!
    Harry: [delusional singing] Spider-Man and the Punisher, sitting in a tree! M.J., M.J., M.J. and me...! [cackles]
    Punisher: [to Peter] Your friend Osborn here is a few pumpkins short of a full pie. But, now that you're here, kid, you've still got some explaining to do, and the first thing is: Where is Mary Jane Watson?
    Peter: [thinking] Tell me this doesn't get worse.
    Mary Jane: Peter?
    Peter: Mary Jane! [Hugs Mary Jane] I don't understand!
    Harry: It's yooo-oou!
    Peter: Where were you all this time?!
    Mary Jane: I don't know where I've been, or what's happened! I just knew that I have to find you. [Hugs back to Peter] I love you, Peter.
    Peter: And I love you.
    Punisher: [to Peter] I have a promise to keep, kid.

### The Haunting Of Mary Jane [4.9]

    Jameson: Your plundering is gonna get us sliced into fish paste!
    [after drowning the robots]
    Spider-Man: Well, that should stop them.
    Jameson: What if they can swim?
    Spider-Man: No way! It's flesh that provides buoyancy, or hot air. Which means you'd never drown.
    Jameson: Why you..
    Spider-Man: Ah, ah, ah! Be nice, I just saved your life, remember?
    [to Jameson, before going after Mysterio]
    Spider-Man: Yeah, right. I'd love to listen to you, squid-lips, but I've got another fish to catch. And he comes with his own fishbowl.

### The Lizard King [4.10]

    [after Mary Jane jumps off a building]
    Peter: Why would you do that?
    Mary Jane: To prove to myself that you'll always be there for me when it really counts. You will, won't you, Peter?
    Peter: Yes. Yes, I will.
    Gila: It's no use. These chains were stolen from above.
    Spider-Man: What they're going do with us?
    Gila: They'll put us in the games.
    Spider-Man: The games?
    Gila: I had hoped our father will come and put an end to the games. But instead... [starts crying]
    Spider-Man: Gila, don't give up. Listen, I know how you came to be. You and the others evolved into what you are now. This is from Doc Connors' DNA. You got it from a fluid that accidentally washed into the sewers-
    Gila: [shocked] An accident? Is that all we are?
    Spider-Man: [embarrassed] I'm sorry... I shouldn't have-
    Lizard guardian: Time for the games!
    Spider-Man: [as he and Gila are dragged away by the guards] Something tells me we're not talking checkers here.
    Gila: [still shocked] An accident? We're nothing but an accident?
    Gila: An accident gave us a chance to live as the humans live! To love! To laugh! But instead, we have chosen stupidity, brutality! We could have been better than them! But instead, we have chosen to act as animals!
    Lizard: What!?
    Gila: So we have chosen... so shall we be! [activates genetic neutron bomb, reverting herself and other lizardmen back into ordinary lizards]
    Mary Jane: What's the matter?
    Spider-Man: With all my super powers, I was helpless. It took three normal women to save the world.
    Mary Jane: Anything wrong with that?
    Spider-Man: No, but I was hoping to be the only one to wear the superhero costume in the family. Of course, it would probably look better on you anyway.
    Peter: Mary Jane, this whole thing only proves to me how dangerous being Spider-Man's wife going to be. Are you sure you want to keep wearing my ring?
    Mary Jane: Bet your life on it, tiger. It will take a lot to be Spider-Man's wife, but I learned something today. If anyone can do it, it will be Mary Jane Watson.

### The Prowler [4.11]

    [to the Prowler]
    Spider-Man: Nice claws. You ever hang out with my friend Wolverine?

## Season 5
### The Wedding [5.1]

    [to the Scorpion after he kicked him away from the bank vault he was trying to break into]
    Spider-Man: Sorry Scorpion, you've exceeded your daily withdrawal limit.
    The Scorpion: You again. Why do you always show up no matter where I go?
    Spider-Man: Hey, I'm a superhero, remember?
    [to the Scorpion]
    Spider-Man: Hey, you big green goof! Only a sissy would hide behind a defenseless lady.
    Aunt May: I couldn't agree more.
    Spider-Man: Heck, if she wasn't here, you'd probably have your mommy fight your battles for you, wouldn't you?
    [to Peter about the wedding he's going to plan for him]
    Jameson: Nothing personal, but between Fisk and me, this wedding business is war.
    Peter: [to himself] Oh, fine.
    Jameson: And don't worry about paying me back, you can work it off over the next decade or two.
    Peter: Huh?
[to the pastor]
    Harry Osborn: Get on with it, padre!
    Pastor: And I now pronounce you-
    Spider-Man: Let her go, Harry!
    Harry Osborn: Never! Stay back, or I'll blow this place sky high!
    Spider-Man: Harry, if you really love MJ, you've gotta let her go.
    Harry Osborn: Not a chance! I'd rather see her dead than in your arms, you traitor!
    Liz: Harry! All this anger over imagined slights, but you can't even recognize your own mistakes!
    Harry Osborn: Liz?
    Liz: Harry, listen. Deep down, you know you and her aren't meant for each other. She loves Peter, but that doesn't mean that she won't always be your friend.
    Harry Osborn: No! You're lying! I don't have any friends, except the Green Goblin!
    Liz: You're wrong, Harry. I'm your friend, and for what it's worth, I want to be more than that. I love you, Harry.
    Harry Osborn: Y-You love me?
    Liz: Yes. But if you want that to, you have let the anger go.
    Harry Osborn: Someone loves me. [faints in Liz's arms] You're right, Liz. Take me back to Ravencroft. I-I really do need help. Beside, heh, I-I hate weddings anyway. And Peter, Mary Jane? I'm sorry for this. All of it.
    Peter Parker: [to himself] Apology accepted, pal.
    [to the Black Cat through the monitor of his robot's head after it was knocked from the robot itself]
    Kingpin: I was a pleasure working with you, my dear. If ever you need a job...
    Black Cat: Shove it, Fisk. Next time, only job I'm doing is on you.
    [kicks robot's head causing the transmission to be lost]
    Pastor: The ring, please.
    Mary Jane: [Peter puts the ring onto her finger] Oh, Peter, it's so beautiful! [hugs and kiss with Peter]
    Pastor: I'll skip the better or worse part since we've been through that already. So I now pronounce you husband and wife.
    [Peter and Mary Jane Parker run out of the church down the aisle, Peter carries Mary Jane for their marriage]

### Six Forgotten Warriors [5.2]

    Aunt May: Please, be careful, dear. Your helping me move wouldn't be worth it if you sprained your back.
    Peter: Okay Aunt May, I think I can handle it. [to himself] After all, I do have the proportional strength of a spider. [trips on a toy fire truck] Of course that spider agility of mine could use a little practice.
    Keene Marlow: Let me talk to her. Now, why don't you go out and take a walk or something.
    [to himself after changing into his Spider-Man costume]
    Peter: I need to do something all right, but I'll take wall crawling over walking any day.
    [as Spider-Man sneaks around S.H.I.E.L.D. headquarters through the ventilation]
    Spider-Man: Glad they haven't changed their ventilation system since I was here last.
    Doc. Octopus: Spider-Man, here?
    Spider-Man: It's so gratifying to be recognized. I must compliment my P.R. firm.
    Spider-Man: Happy to see me, big guy?
    Rhino: [chuckles] Delighted!
    [to Spider-Man after chasing off the Insidious Six]
    Nick Fury: Spider-Man, are you okay?
    Spider-Man: Yeah. I'd love to chat about old times, but we've got to stop those goons.
    [as he locates the Insidious Six, making their getaway]
    Spider-Man: At last, I found the six stooges again.
    [as he hangs onto the Insidious Six's hovercraft by a web, while it flies over the city]
    Spider-Man: To bad this won't count towards my frequent flier mileage.

### Unclaimed Legacy [5.3]

    [to Robbie as the Russian police arrive]
    Spider-Man: I'd love to continue this chat, but neither of us needs to spend the night in a Russian jail cell.
    [to Spider-Man]
    Vulture: Welcome to Russia, Spider-Man! Hope you survive the experience!
    [to Spider-Man]
    Shocker: I'm gonna blast you from Red Square back to Times Square!
    Spider-Man: That
    [to Spider-Man]
    Doctor Octopus: Is there no place on Earth where I can be rid of your meddlesome presence?
    Spider-Man: What can I say? I'm an international sensation, Doc.
    [to the Insidious Six]
    Spider-Man: Did you guys come here on separate flights, or on one of those supervillain package deals?
    [to Spider-Man]
    Rhino: I always wanted to send you and your big mouth to Siberia.
    Scorpion: Yeah, at least the trip won't be long, heh heh.
    Spider-Man: Don't suppose it's got in-flight meals or movies, right?
    Kingpin: I must say, this is an unexpected treat.
    Spider-Man: If I were you, Kingpin, I'd cut down on the treats.
    Spider-Man: You hatch a different crackpot scheme every week, Fisk, what makes this one so special?
    Spider-Man: World domination? Kingpin, y'know how bland you sound right now? Like, for real, tubby, be original for once! This's cheesy cartoon bad guy talk!
    Silver Sable: Sleeping gas is working!
    [Silver sable and the Wild Pack gases everyone in the room.
    [waking up from the sleeping gas]
    Spider-Man: Oh, my aching head. Now where am I?
    [sees himself and the Insidious Six chained to the wall]
    Spider-Man: One thing's for sure, I gotta get better company.
    Silver Sable: I am not a criminal, Spider. I am merely a professional for hire.
    Spider-Man: AKA, mercenary. Means you just work for whichever creep pays the most. I think I prefer these guys over here.
    [refers to the Insidious Six]
    Spider-Man: Because as bad as they are, you can't say they ain't honest about it.
    [after Kragov is unmasked]
    Spider-Man: Kragov, the chief of police, why are you doing this?
    Kragov: Because Kragov is only an assumed alias, Wallcrawler! My name is Reinholdt Schimdt, my father is none other than the Red Skull! And through me, I will bring my father's dreams of world domination to fruition.
    Spider-Man: Wow, solid family business, lemme tell ya!
    [as Kragov's base starts to collapse]
    Spider-Man: They just don't build these evil lairs like they use to.
    [after narrowly escaping Kragov's exploding base]
    Spider-Man: Now that's what I call an E-ticket ride.
    [to Kingpin about the Wolf Pack, as they are surrounded by the Insidious Six]
    Spider-Man: These guys don't talk much, chubby, but something tells me they're going to give you one heck of a fight.
    [to her Wolf Pack]
    Silver Sable: Come, we must also be off before the radiation eats away at our flesh.
    Spider-Man: No kidding, one dose of radiation a lifetime is enough.

### The Six Fight Again [5.5]

    Rhino: Say hello to the next duke in New Jersey!
    Spider-Man: The Kingpin gets the world and gives you Jersey? You need a better agent!

### The Return of Hydro-Man [5.7-8]
#### Part 1

    Mary Jane: Morrie Bench?! It's not possible! I saw you evaporated to nothing!
    Hydro-Man: Everything is possible for me, red. I told you, nothing could keep us apart. Not even an oblivion.
    Mary Jane: Morrie! [Hydro Man water blasts Peter Parker away] Leave my husband alone!
    Hydro-Man: Husband? You think I'm gonna let this wimp stand in my way? Uh-uh... We would meant to be together. I'm taking you back to New York, red, and we're going my way! [takes Mary Jane when she's shouts into the water]
    Peter Parker: Mary Jane! [dives from the boat into the water, swim, grab Mary Jane's jacket and exhale out the water] MARY JAAANNNNE!
    Hydro-Man: Mary Jane!
    Mary Jane: STAY AWAY! You stay away from me! [runs away from him]
    Hydro-Man: Come back here, red. It's time we have a little heart to heart talk!
    Peter Parker: [Enraged] How dare you?! [Anna gasps in surprise] How dare you accuse ME of harming the one woman in the world I would give ANYTHING to protect?!
    Black Cat: I needed to be with somebody a little more light-hearted. Somebody like you, Spider.
    Spider-Man: Hate to say it, Cat, but you waited a lil' too long.
    Black Cat: [disappointed] Huh, guess I should've been more open.
    Police Woman: Yeah, she's here. But, she's being questioned.
    Hydro-Man: [Smirking Whispers] Oh.
    Police Woman: Visitors aren't allowed.
    Hydro-Man: [whispering talk] I think you can make a little exception in my case. [Splashes her]
    Hydro-Man: [yells out to Mary Jane at the window when she's running out] Run all you want, red, you won't get far!
    Spider-Man: I don't mean to sound like Dr. Ruth, but Morrie, don't you think the lady's trying to tell you something? By evaporating you, boiling you, and fleeing in terror from you?
    Hydro-Man: I am sick of your interference!

#### Part 2

    Mary Jane: Oh, I hate this bridge!
    Peter Parker: Yeah, me too. I always get the feeling something bad is going to happen here.
    Hydro-Man: [appearing behind them] Kid, you ought to become a psychic!
    [to Hydro-Man]
    Mary Jane: I hate the sound of your voice, I can't stand to look at you...
    Spider-Man: And let's not bring up your personality!
    Mary Jane: [to Hydro-Man] How can I live my life as a clone?! As a part of you?! [swipes her wrist away from him] I hate you!
    Hydro-Man: Then you're just going to have to hate me for all eternity, as my wife!
    Miles Warren: [clears throat] I'm afraid I have some rather unpleasant news. The latest blood tests on Hydro-Man show that the cloning process has proven unstable. You're coming apart, just like my first clones. It has just taken longer to happen this time. According to my research, neither of you has much time left.
    Hydro-Man: [exploding with rage] NO! This is all YOUR fault! [tries to attack Warren, splashing everywhere] If you couldn't do it correctly, you should have never done it at all!
    Spider-Man: [protecting Warren] Bench, stop! You're destroying the lab!
    [As the Hydro-Man clone melts into a puddle]
    Hydro-Man: No! It's happening too fast! [almost a melt-down] I want you, Red. [Water pipes explode] I want you! NO! [Being decayed completely]
    [As the Mary Jane clone melts into a puddle]
    Spider-Man: Mary Jane. No!
    Mary Jane: It's too late. I'm falling apart too.
    Spider-Man: We'll get help. We'll- Warren! Warren, where the blazes are you?!
    Mary Jane: Forget it, tiger. He's gone. Oh dear! But-but b-before I go, I want to let you know just one thing, i-if any part of me is anything like the real Mary Jane Watson, she loves Peter Parker more than anything in the world. More than anything.
    Spider-Man: [Heartbroken and devastated] NO! [Mary Jane Clone is being decayed completely] MARY JANE! MARY JANE! [Starts screaming in despair as water floods the room and overwhelms him]
    Miles Warren: [calling Alistair Smythe] Ah, Smythe my dear fellow! Sorry to bother you. Tell Silvermane I need some repairs down here. [looks at Spider-Man's small piece of costume material] Perhaps, soon, I might make some startling advances!
    [Spider-Man sits on top of the bridge]
    Spider-Man: What happened to you, Mary Jane? I can't go on without knowing. Not as Spider-Man!
    Madame Web: Oh, how wrong you are, Spider-Man. As usual.
    Spider-Man: Madame Web!? Seriously?! Of all times, you had to pick now to harass me? What do you want!?
    Madame Web: I still have something very important to ask of you. Have you forgotten that I have been preparing you this long while for the most important battle of your life?
    Spider-Man: Trust me, remembering all of my encounters with you, Madame Web, none of them ever struck me as preparation. I want nothing to do with you. Shove off.
    Madame Web: But suppose I told you I know where Mary Jane is and you will only be able to find her should you heed my task.
    Spider-Man: Listen, I'm not in the mood for lies, I'm done playing your game. Just leave me alone!
    Madame Web: I cannot! This is your destiny, Spider-Man. And believe it or not, now the fate of mankind rests on your weary shoulders. The greatest challenge you will ever face in your life. After all, responsibility means everything to you, does it not?

### Secret Wars: Arrival [5.9]

    Madame Web: He is the one. He alone can make the difference between existence and destruction. I wager that he may surprise you. Put him to the test.
    Beyonder: Just as we found you, we have scoured the Earth to find those who best represent the evil we require. Here, we have one Otto Octavius. Known to you as Dr. Octopus, who uses science to justify evil demons. He is a good first choice. In this place, we shall find another doctor, a tyrant who equates evil with power. He is so despised by his people, that they have hired assassins to eliminate him. Yes, I have use for this Doctor Doom. Now here's one who deludes himself into thinking that his evil can be dismissed because he has a just cause, he wants to save his father.
    Spider-Man: Alistair Smythe!
    Beyonder: Next, I have chosen one for whom evil is a disease, his brain poisoned by radioactivity.
    Spider-Man: Curt Connors. No! Leave him out of this! He's got a wife and a child!
    Beyonder: It is his alter ego, the Lizard, that I am after.
    Spider-Man: You gotta stop this!
    Beyonder: I desire only one more, one's whose evil is so strong, that it has transcended the boundaries of time, the Red Skull.
    Spider-Man: You had to send some of the Earth's most dangerous villains, to this peaceful, harmless world, and let them destroy it all then conquer it, just to prove evil is bad? [angry] You know, for some all powerful cosmic being, you're a few stars short a galaxy, pal!
    Beyonder: ...choose your game pieces wisely for your only chance to save this planet and return home is to lead the fight against evil... and win.
    Lizard: This story your telling me is unbelievable. And yet, here I am with my rational mind trapped in this lizard body. I'm with you. I'll help you with whatever way I can.
    Spider-Man: Thanks, Doc.
    Spider-Man: We've always acted heroically because it was the right thing to do. Now, we can show this cosmic cuckoobird, the Beyonder, what we human beings are really made of!
    Beyonder: A most promising start. But there is still much to be done if the boy to survive complete annihilation. Soon, Spider-Man, you shall face the greatest horrors this universe has to offer.

### The Gauntlet of the Red Skull [5.10]

    Spider-Man: Cat, you really have to hear us out.
    Black Cat: Talk fast and then we'll see how angry I still am.
    Black Cat: Let me get this straight, Spider. You brought me to this planet without my permission and now you want me to go on a suicide run? I just wish somebody had the courage to ask me first.
    Spider-Man: Cat! I hope you're still not angry with me
    Black Cat: I certainly am.
    Spider-Man: I'm sorry. Look, I didn't bring you here so we could fight.
    Black Cat: What did you bring me here?
    Spider-Man: I needed your support, Cat. You know how I think. You know how I like to operate. You and I work like a team. I just thought..
    Black Cat: That I'd make you feel better? Why do you always think you're the only one who's important? I left two young heroes back on Earth who need me too. Do you think it was fair to them to snatch me away just to hold your hand, Spider? Won't you ever grow up?
    Spider-Man: Well, we're certainly off to a wonderful start.
    Captain America: If it gets any worse it might be wise for us to turn back.
    Spider-Man: That's not an option. We keep moving. [to himself] You almost sound like you know what you're doing. Fact is, Mo probably does a better job of leading the three stooges.
    Spider-Man: Me and my big mouth, why didn't you just set 'em up on a date, Spidey? What am I feeling here? You need to keep your head in the game, Parker. You're leading a side in a war. If I screw it up, we're all feeling the heat.
    Spider-Man: I'm sorry. I know how much you both wanted the Red Skull.
    Captain America: Getting our cat back was much more important, to all of us.
    Spider-Man: Cat, I'm sorry, that I brought you here against your will.
    Black Cat: I'm not.
    Spider-Man: You're not?
    Black Cat: I mean, I was really angry, and yet here I am fighting along side of the greatest heroes of all time.
    Spider-Man: Yeah, Cap really is one great...
    Black Cat: I wasn't talking about Cap. You, Spider. And don't sell yourself so short. You're as good a hero as any. And you make for quite a competent leader. You've gotten us all this far. So trust me, I wouldn't want to miss sharing this action with you for all the world. Thank you.

### I Really, Really Hate Clones [5.12]

    Spider-Man: This is starting to sound like a bad comic book plot!
    Kingpin: [to Smythe, regarding Spider-Carnage] Keep an eye on him. He's a powerful ally, but I see an evil in him far greater than anyone I've ever met.

### Farewell, Spider-Man [5.13]

    [After the Kingpin finally learns of Spider-Carnage's plan to destroy all of reality]
    Kingpin: Why would you do this?
    Spider-Carnage: Ever since that spider bit me, the world has misunderstood me and tormented me. Now it's my turn. I'm gonna OBLITERATE YOU ALL!
    Spider-Man: How did you know the Peter Parker downstairs wasn't me?
    Gwen Stacy: He's nutty as a fruitcake! A girlfriend notices little things like that.
    Spider-Man: You don't know the half of it.
    Spider-Man: You can't do something this horrible! It just isn't in you – because it isn't in me. And you are me.
    Spider-Carnage: I'm more "you" than you'd ever ADMIT!
    Stan Lee: Who is that exotic lady?
    Spider-Man: Oh, her? She's my ride.
    Madame Web: Face front, true believer. We are going to find the real Mary Jane Watson.
    Spider-Man: [Surprised] What?
    Madame Web: It has been a long, hard journey. And I think you are finally entitled to some happiness.
    Spider-Man: Amen to that, lady. Amen to that.

## About Spider-Man (1994 TV series)

* MAA: You were uncredited for some of your work on The Six Forgotten Warriors storyline. What did you think to Electro becoming an all-powerful God in the show, as opposed to the underachieving supervillain in the comics?
    Altbacker: I thought it was a great idea and it came from a logical look at what Electro's powers would be in the modern day. That storyline was so much fun. Captain America and the Red Skull, the old-time heroes, the Kingpin, Spidey in Moscow. It's all great and I'm glad I was a small part of it. I hear you can get bootlegs that string the entire thing together like a movie which is how John envisioned it from the beginning.
   * Ernie Altbacker, "Ernie Altbacker Talks Spider-Man: The Animated Series", Marvel Animation Age.
* When he’s in Peter mode, I wanted to emphasize the youth and insecurity and wonder. When I was in Spider-Man mode, I wanted to emphasize the push back of the heroic nature and the will asserting itself to overcome these obstacles the character has.
** Christopher Daniel Barnes, "Spider-Man: The Animated Series Team Remembers the '90s Classic and Opens Up About the New Show That Will Reunite the Cast", People, (May 19, 2016); as qtd in Jack Beresford, "18 Things You Didn't Know About Spider-Man: The Animated Series", (July 31, 2017).
* Spider-Man was different from other shows I worked on primarily because of the birthing pains. There were lots of people who had a say in what the show would be like, and none of them seemed to agree at the start. A draft of a script might please one of the producers, but then the network would hate it, and vice versa. There would be seemingly endless re-writes. Most shows have problems like this at the beginning, but this was the most extreme instance I've seen. And it was a bit of a surprise, too, because the comic was so explicit; you'd think that everybody would know exactly what the show should be, down to the smallest detail, based on the template that Stan Lee had laid out years earlier in the comics. But if it hadn't been John Semper's considerable diplomatic skills, the show might still be in pre-production.
* The character that stood out most to me was Jameson. His hatred for Peter and Spidey was so pathological; I eventually came to the conclusion that Stan was trying to say something about anti-Semitism - which wasn't just confined to Germany when Stan was growing up. Obviously, that's all subtext, but it explains a lot of things.
* Everybody - producers, network, writers, artists had a different conception of the Venom story; it took a half-day-long meeting with everyone - Avi, Stan, the network rep, the supervising producer (Bob Richardson), John and me, before a storyline could be settled upon - and that was just for the first half hour of the three-parter.
   * Stan Berkowitz, "Stan Berkowitz Discusses His Work On Spider-Man: The Animated Series", Marvel Animation Age.
* I remember on Kraven that first season that Avi and Sidney really wanted some advanced stuff in there quoting of Russian poets and things and I think that ended up staying in. I just wondered why the biggest hunter in the world was named Kraven which, of course, means cowardly.
* BS & P, as they're affectionately known to writers, can make some things literally impossible. And most people outside the industry don't know what power they have. For example, I get some fans who ask why we didn't do this or didn't do that. As much as I wish they would, it's EXTREMELY rare for a large entertainment conglomerate to give 15-20 million dollars to a writing team and say "here's a pile of money and some comic books do whatever you want." To them, it's an investment. And BS & P functions sometimes very autocratically to safeguard their investment. They want to prevent anyone from suing for anything. Their big bugaboo is imitatible acts. For example: why didn't we use Ghost Rider? Because we all, as writers, hated the character and are afraid of motorcycles? No, BS & P forbade us from using a character that was ON FIRE. They were afraid little Johnny five-year-old might douse himself with lighter fluid, strike a match and ride his big wheel down the driveway shouting "Lookie, I'm the Ghost Rider! I'm cool! I'm melting! Owie 'MOMMIE!'" No joke, they worry about that stuff. I say: Darwin, but that's why I'm not a lawyer. Same with, initially, Daredevil one of my favorite characters. "We can't have Satan on our cartoon show" they said. We had to explain that he's not THE devil, he's a DAREdevil. Well, he has little horns. Can you take off the little horns? Can you make them look more like ears? He's got those red, evil eyes." It's stuff like that that makes you want to pack-up your laptop, move to a cabin deep in the woods and write thousand-page manifestos against the "moronic imbeciles."
* I think the fact that it's still playing in syndication and that the videos are still selling after all these years shows how well it was done. Those stories hold up very well because of their intricacies and the series as a whole holds up because it lets you imagine yourself with Spider-Man's kind of problems: I've got school and a girl and some homework but I have to save the world!
   * Mark Hoffmeier, "Mark Hoffmeier Talks Spider-Man: The Animated Series", Marvel Animation Age.
* Sure, the supervillain fights are fun, but really it's the soap-opera of Peter Parker's life that keep the audience invested in the character. Will Harry ever forgive him for stealing MJ? Will Felicia marry the Hobgoblin? Will Anna Watson ever get off his back? That's the good stuff.
* As for Hydro Man, it was a long time ago, but I think we weren't allowed to use Sandman, because he was going to be the villain in the Jim Cameron Spider-Man movie that never happened. So, John just substituted Hydro-Man. I kind of hoped the fact that he went to prom with Mary Jane made him slightly more interesting. (Total aside: Hydro-Man has Mary Jane meet her at the Hotel Seville, which was where I lived when I went to NYU. Now you know.) And the Spot? Well, I think we introduced him just to make an excuse for those interdimensional portals we used over and over again in lieu of killing people. He was such a silly character, that the only thing I remember about writing that was trying to jam as many puns off the word spot into the script.
* I think Stan Berkowitz and I just wrote it as though Cletus Kassidy was a serial killer and just never mentioned what he was wanted for. The cops certainly acted like he was a serial killer, they just didn't specifically say, "Boy, that Kassidy is one bad serial killer."
   * Jim Krieg, "Jim Krieg Talks Spider-Man: The Animated Series", Marvel Animation Age.
* Stan's concept for Spider-Man was more reality based than the Batman material with a real student, quite poor and down on his luck, living with his Aunt in a real city � New York. It grounds this character so well with a contemporary audience, that when he goes through this life changing event of accidentally acquiring superpowers, the audience can relate to him even in this extraordinary circumstance. In theory, it could even happen to them. Even the super villains are more interesting, when they are placed in a realistic city environment. So this was the key to the direction we would take in developing the style of the show. Spider-Man would be designed to be more realistic than Batman and in an environment that was more authentic and as contemporary as possible. Consequently, it was a lot harder to achieve, because doing reality in animation on TV budgets is no easy problem. The drawing and design skill as well as the animation expertise is very demanding with less room for error. We also did quite a bit of research to make sure that New York City was as accurate as we could make it.
** Bob Richardson, "Bob Richardson Talks Spider-Man: The Animated Series", Marvel Animation Age.
* By the time Spidey came on, there was a LOT of censorship at Fox. They were having whole countries like Canada ban some of their shows (Power Rangers, for instance) and they were very nervous about violence. When I watch the older episodes of Batman that first aired on Fox, they do all kinds of things that we couldn't do. By the time Spidey came on, Fox wouldn't let us do anything like that. No fists to the face, no realistic guns, no fire, no crashing through glass, no children in peril, no mention of the words death, die, or kill."
** John Semper, "Interview With John Semper", DRG4; as qtd in Jack Beresford, "18 Things You Didn't Know About Spider-Man: The Animated Series", (July 31, 2017).
* Spider-Man was doubly hard because of all the pressure in the beginning. Not only is the character a flagship one for Marvel, but there was that pending Jim Cameron movie hovering over us. Also, Fox was the number one kids' network and they wanted nothing less than a huge hit. The result: the stakes were so high that everybody was already at each other's throats by the time I signed on. The political atmosphere was very tense.
* Mary Jane was never the real issue in Peter's life. Peter's insecurities were. And once those are fixed his problems, as a character, and as a hero in the Joseph Campbell tradition, are over.
   * John Semper, "Interview With John Semper", DRG4
* I knew that we were finished with 65 episodes, but I thought maybe we'd have a little bit longer. I thought I made it very clear at at the very end that he was going to get to Mary Jane. I was leaving that door open in case by some miracle they said we were going to do a few more.
** John Semper in "'Spider-Man: The Animated Series' Cast Reunites and Reveals New Project", Hollywood Reporter, Aaron Couch, (November 01, 2014); as qtd in Jack Beresford, "18 Things You Didn't Know About Spider-Man: The Animated Series", (July 31, 2017).
* I didn't know if I'd last long enough on the series to actually do it. And the way we did it, with the whole John Hardeski thing, didn't really occur to me until much later. That whole sub-plot that linked her to Captain America and the Super Soldier Serum was completely my idea and I'm damned proud of it. I always though that having somebody project 'bad luck' on somebody else as a 'super power' the Black Cat's super-power in the comic books, was ridiculous. Doing the Super Soldier Serum thing got us into a much deeper, richer storyline, which is what I had to do to keep the series unpredictable and interesting.
** John Semper, "John Semper Talks Black Cat From Spider-Man: The Animated Series", Marvel Animation Age.
* I always prefer story arcs and I think individual half-hour stories are dull and predictable. I originally had planned a season-long story arc for season one, but I was prohibited from doing it because others had agendas that needed to be served first. Toys needed to be featured (those hideous Spider-Slayers), certain characters needed to be rolled out and introduced (the boring Hobgoblin) and so, in season one, I was limited in the things that I could do. When season two began, I had total control over the storylines and as far as I'm concerned, that's when the real fun of the series gets going.
* For me the real fun of Spider-Man is the soap opera that goes on in Peter Parker's real life. The villains are mostly interchangeable. There really isn't much difference between Sandman and Hydro-Man when you get right down to it.
* I can still see the light in Avi Arad's eyes every time he said the words "Spidahhh-Slayahhhh!" It still haunts me in my nightmares.
* The Kingpin was a major villain in Spider-Man during the 'sixties when I first became a fan of the comics. I never intended for him to be so prominent in my series, but as the story arcs got developed, we needed a mastermind quietly manipulating things behind the scenes and he seemed the perfect choice. Also, he doesn't really have any interesting ability to speak of (okay, he's strong - big deal), so if you're going to use him at all, it just makes sense to use him for his mind. He's like Professor Moriarty in the Sherlock Holmes stories. He's constantly lurking invisibly behind the scenes, but his presence is always felt.
   * John Semper, "John Semper Talks Spider-Man: The Animated Series", Marveltoonzone.net
* The show was intended by Avi Arad from the ground up to be one big toy commercial. At first, I had to battle against that and things between us were very tense. At one point I was almost fired. Eventually he and I found common ground and he realized that a great show would sell toys better than anything, and I really wanted to make a great show. So we had fewer confrontations. But, from his point of view, it was still one big toy commercial. The toy line definitely affected me. It was common for me to get a phone call from Avi’s people asking me to use a certain character because they were going to make a toy out of him. But they were nice about it, and, I’m actually fairly accommodating, so we always managed to work it out. And I also affected the toy line. Avi was dead set against using Madame Web, but I insisted because I saw a place for her in my big final story line. So, despite his mumblings and mutterings about how he couldn’t make a boy-friendly toy out of a "lousy old broad", I used her with great success. And, guess what? They made a toy out of her! It’s one of my most prized possessions.
* My goal with Spider-Man was to be make the very first screen treatment of the character that was absolutely true to the comic book. I also wanted to bring him to screen in a way that evoked the same sense of wonder and excitement that I felt when I first started reading the comic in the sixties, right when it all began. I also wanted the show to be a ratings hit, to not embarrass me, and to piss off all my detractors. I’m happy to say that I succeeded on all counts.
   * John Semper, "John Semper Discusses The 10th Anniversary of Spider-Man: The Animated Series", Marveltoonzone.net.
* I felt very restricted by the half-hour format (which these days boils down to only 22 minutes of ACTUAL screen time) and I had always wanted to play around with something longer. In the sixties, when I first became a hard-core Spider-Man fan, part of the charm of the series was that the stories went on forever. Stan Lee was the first to do a "longform" comic book with a continuing story line, and I wanted to do for Saturday morning TV exactly what Stan did for comics in the sixties. Everybody was vehemently opposed to the idea (network, studio, etc), but I just did it anyway. I had to wait until the second batch of thirteen episodes and then I did it when nobody was paying much attention.
** John Semper, "John Semper Talks Venom From Spider-Man: The Animated Series", Marvel Animation Age.
* I think that the whole 'Green Goblin' saga was about as good as it got when Stan was writing the comic book series," said Semper. "It was intriguing, surprising, dramatic, exciting - everything I wanted my Spider-Man series to be. I remember reading the whole thing breathlessly when I was a kid. It was incredible. Why wouldn't I want to recreate that? I'm not a big believer in messing with something that's already 100% right. My ego isn't so big that I'd want to tinker with it and make it 'better.' God save us from all the 'creative visionaries' in this business who want to make things better.
* As it was, there were still plenty of unsold Hobgoblin toys on the shelves at Toys R Us that Christmas. Even with our two-part episode, nobody really liked the character that much.
* My favorite part is when, after Mary Jane's 'death,' Peter has his mask off and is standing on the bridge, thinking and looking down into the water," said Semper. "It's almost a full minute or more of just interior monologue - more like Japanese anime than anything American. No corny action, no villains, nothing. When was the last time you saw that on Saturday morning TV, huh?"
   * John Semper, "John Semper Talks Green Goblin From Spider-Man: The Animated Series", Marvel Animation Age.
* For me, the story was about an epic kind of coming-of-age of Peter Parker, and when he got to the point where he could turn to his creator and say, 'Well, I'm really not the guy you created anymore. I'm somebody else now. When he gets to that point, I kind of felt like the epic hero's journey was over for him.
* Coming at it from an adult perspective, that, for me was, enough finality. I felt like I had done the whole hero's arc for Peter. But unfortunately, that's a very adult way of looking at things. And really, I momentarily forgot that I was catering to kids, and that they wanted to see if Peter got the girl. Yeah... so I left you all with a horrible feeling of incompletion.
* I used to tell my writers, 'We're doing the Peter Parker show. We're not doing the Spider-Man show. Let's approach it from Peter's life. Spider-Man is just one of the many complications with his life.' And I think that's one of the reasons why the show is still resonating with people…it's not about explosions and superpowers and costumes.
   * John Semper in "SPIDER-MAN: THE ANIMATED SERIES PAVED THE WAY FOR INTO THE SPIDER-VERSE AND THE MCU", Charles Moss, (Dec 26, 2018).

## External links

* Spider-Man: The Animated Series at the Internet Movie Database (IMDb)