Dmitri Smerdyakov

## Chameleon

Donald Menken

Spider-Man

J. Jonah Jameson

Tony Stark

Happy Hogan

May Parker

Kraven the Hunter

Reed Richards

Hank Pym

Dr. Doom

Silver Sable

Kingpin Crime Syndicate

V Syndicate

Hammer Industries

Sinister Six

Kindred

Assassin

Terrorist

**Dmitri Smerdyakov** was a Russian spy known as the **Chameleon**. Smerdyakov initially worked as a spy for the Soviet Union, however after it collapsed he began working for the highest bidder. Smerdyakov would often come in to blows with various superheroes most prominently Spider-Man.

## Biography

### Early Life

**Dmitri Anatoly Nikolayevich Smerdyakov** was born in 1963 in Stalingrad. Dmitri was the son of Nikolai Kravinoff and Sonya Smerdyakov, Kravinoff was a nobleman in hiding and Sonya was a servant. Because Dmitri was born from an affair he was treated horribly by his father and the rest of the Kravinoff family, and his own mother hated him for being born. The only time Dmitri's presence was acknowledged was when he was abused. The only person who tolerated his presence, was Dmitri's half brother Sergei. Because Sergei didn't abuse him often and allowed him to be in his presence, Dmitri wanted to please Sergei in anyway he could. Dmitri began acting and putting together costumes and impersonation so he could impress him, but Sergei could not care less about Dmitri's skill.

In 1973, the Kravinoff family escaped the Soviet Union for the Western world but they left Dmitri and his mother behind. Sonya then began actively abusing Dmitri under the belief that had he neve been born that she would have been taken with the Kravinoffs.

### Becoming the Chameleon

In 1980, Enraged at his abuse Dmitri used his skills to frame his mother for treason and had her arrested. Dmitri was found by Gustav Fiers, a Soviet agent and businessman. Fiers knew that Dmitri had falsified the evidence to frame his mother but was impressed enough that he began personally training Dmitri to hone his skills. Dmitri's skills as a spy became nearly unparalleled in ability. Dmitri then began working as an agent for the Soviet Government. While his exact activities during this period are, for the most part, unknown it is known that Dmitri became extremely successful and began using the codename of **The Chameleon**.

### Budapest Incident

While working as a Soviet agent, the Chameleon got into a mission along with the Black Widow and the Winter Soldier in Budapest. The nature of this mission is unknown but what is known is that the Chameleon's identity was revealed to the Black Widow, many people died, and the Chameleon developed a fear of the Winter Soldier.

### Becoming an Industrial Spy

With the collapse of the Soviet Union, the Chameleon felt his services were no longer needed. The Chameleon decided to leave Russia for the United States and began working as an industrial spy. Setting shop mostly in New York, the Chameleon became known in the criminal underworld as being highly capable and feared.

### First Clash with Spider-Man

In 2009, the Chameleon was hired by Roxxon to steal secrets from Oscorp. Using the guise of Norman Osborn, the Chameleon was able to access the secrets including a formula for a recreation of the super soldier serum and a glider. Before he was able to leave, the Chameleon in his disguise was met by Harry Osborn and his friend Peter Parker. Both teens noticed something was off with Norman's behavior and the Chameleon decided to run off before he was discovered. Unbeknownst the Chameleon however, Peter Parker was secretly the vigilante known as Spider-Man and decided to investigate Osborn to see why he was acting so strange. This eventually lead Spider-Man to discover that Osborn was an imposter and he attempted to fight the Chameleon. While Spider-Man was slowed by Oscorp security, he was able to rip off the Chameleon's mask. With the Chameleon's cover blown he managed to escape security and Spider-Man using the guise of Donald Menken, Osborn's personal assistant. Because of the Chameleon's hasty retreat he was unable to keep the secrets and he was fired by Roxxon.

### Framing Spider-Man

Incensed at having his job taken from him, the Chameleon held a grudge against Spider-Man. This eventually caught the attention of the Kingpin who decided to hire him for another type of mission, framing Spider-Man for crimes. The Chameleon created his own Spider-Man costume and developed several devices to mimic his abilities including magnetic boots and gloves, a grappling gun in his right arm, and a bola launcher in his left arm, and a special suit that allows him to closer match Spider-Man's physical abilities. As Spider-Man, the Chameleon began robbing banks and fighting the police. This turned most of New York against Spider-Man, but Spider-Man had enough of being framed for crimes and when he heard of a bank robbery near Forest Hills, he rushed over there. When the real Spider-Man saw the Chameleon he fought him, and handily defeated him. as a result the Chameleon was arrested and placed in Ryker's Island.

### Assassinating Senator Bianco

Despite his two recent failures, the Kingpin realized that the Chameleon was an invaluable asset. The Kingpin had the Chameleon broken out of prison so he could join his organization. The Chameleon accepted his new role in the Kingpin's syndicate and his first job was to assassinate Senator Anthony Bianco. Senator Bianco had privately been pressuring the Mayor to crack down on crime.