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The Spot is the tenth episode of season three. A new villain called Spot with the power to instantly create portals fights Spider-Man after Kingpin threatens to kill his girlfriend. However, things become much more dangerous when Spot forgets to close one of his portals. This episode also briefly introduces Tony Stark.



One night at Stark Enterprises, Tony Stark has his men dismantle all technology related to inner-dimensional travel. A Stark Enterprises scientist named Jonathan Ohnn begs Stark not to dismantle the inner-dimensional technology saying that it is his life's work. However, Tony Stark denies Ohnn's request and tells Ohnn that he will find another project for him to work on. However, Ohnn resigns from Stark Enterprises believing that Tony Stark would have him work on an unimportant project.

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Only minutes later Ohnn is approached by Kingpin and says that he has a proposition for him. A short while later Kingpin takes Ohnn to a laboratory and tells him he believes that there is a lot of money to be made with his time dilation technology. Ohnn is unsure about working for Wilson Fisk, who at this time does not known that he is the Kingpin. However, when Ohnn sees Fisk's beautiful scientist, Sylvia Lopez, he accepts Kingpin's job offer just so he can work with her.

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As Ohnn and Sylvia work on the portal generator, which they call the Time Dilation Accelerator, Kingpin watches them via a security camera with the footage on his computer at Crime Central. Herbert Landon does not agree with Kingpin's choice to allow Ohnn access to expensive laboratory equipment. However, Kingpin says that when completed the Time Dilation Accelerator will give him the power to use portals to hijack military equipment, world leaders, and to kill Spider-Man.

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One night several weeks later Peter Parker and Mary Jane Watson enjoy a night at Coney Island and go on some of the rides. Peter thinks to himself that he is happy that lately crime has been down and he hasn't had to fight crime as Spider-Man. Felicia Hardy and Jason Philips are also there. Jason beats a carnival game to win Felicia a prize. However, the prize turns out to be a stuffed spider toy. Jason is upset hoping that for one night some kind of spider would not come between them. Felicia apologizes but says she can't help the way she feels about Spider-Man. However, Felicia tells Jason that she will start appreciating him more.

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Meanwhile, back at the laboratory Ohnn and Sylvia test the Time Dilation Accelerator. As they activate the Time Dilation Accelerator it generates a black hole. Sylvia congratulates Dr. Ohnn for his success. However, Jonathan Ohnn stands too close to the portal and accidentally gets sucked into it. The portal then explodes and sends it's energy across New York City creating several other portals scattered across the city. One of these portals goes to Coney Island and get onto the track of a roller coaster. Peter sees this and runs off to change into his Spider-Man costume. Spider-Man is able to use his strength to stop the roller coaster car but gets sucked into the portal himself. While inside the portal, which is known as limbo, Spider-Man sees Dr. Ohnn and tries to save him by shooting a web line at him. However, the webbing goes into a portal and comes out of various other portals around Spider-Man which tangles him in his own web. Spider-Man is then teleported back to New York City and is worried that Mary Jane will think that he abandoned her. Meanwhile, inside limbo several loose portals attache themselves to Ohnn's body.

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A few moments later back at the laboratory, Sylvia Lopez watches a J3 Communications new report about the mysterious portals appearing throughout the city. As Sylvia shuts off the TV Jonathan Ohnn teleports back into the laboratory. Sylvia sees that Ohnn's body is now completely white and is covered with black holes and frantically asks what happened to him. Ohnn answers that while he was traveling through the portal several other loose portals attached themselves to his body. Ohnn also reveals to Sylvia that he now has the power to mentally create portals with his mind and demonstrates his new power. Ohnn thanks Sylvia and says that he couldn't have anything without her help. Ohnn also reveals that he has fallen in love with Sylvia. Sylvia is about to reciprocate his feelings but remembers that the accident in the laboratory left several portals scattered throughout the city and that people could be in real danger. Ohnn opens a portal and travels around New York City closing the portals he accidentally created before anyone else could get hurt. However, Ohnn forgets to close one portal in the sky above New York City and it begins to grow bigger and bigger with each passing moment.

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Meanwhile back at the laboratory, Sylvia has a video call with Kingpin. She attempts to explain what happened to Jonathan Ohnn but is unable. Kingpin tells Sylvia that he needs more information from her because that is part of their bargain. Kingpin then ends their video call and right after that a portal opens up in the laboratory and Jonathan Ohnn leaps through. Ohnn then transforms back into his normal human appearance. At that moment Sylvia tells Ohnn that Wilson Fisk is on his way and they need to tell him what happened. However, Ohnn says that all his life he has followed orders from people with money and power such as Wilson Fisk or Tony Stark and that he that will no longer happen now that he has power. However, Ohnn tells Sylvia that for now they must keep his powers a secret. Just then Wilson Fisk walks into the laboratory. Ohnn tells Fisk that the Time Dilation Accelerator is almost complete but it still needs some testing. Fisk gets angry, grabs Ohnn by his shirt and lifts him into the air and orders him to complete the Time-Dilation Accelerator soon. Fisk then drops Ohnn on the ground and leaves the laboratory. Sylvia tells Ohnn that they have to tell Fisk. However, Ohnn says that instead they can set up their own laboratory and his the Time Dilation Accelerator so that Fisk won't be able to get his hands on it. Ohnn says that he can steal the money by using his powers. Ohnn then transforms back into his new form, with a totally white body and portals all over him, and dubs himself the Spot.

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The next day at Empire State University, Peter Parker talks to Curt Connors to see what he has discovered about the mysterious portals that appeared all over the city last night. Curt tells Peter that the portals are similar to the ones that Stark Enterprises created. However, Dr. Connors also says that Tony Stark has issued a public statement saying that he and his company are not responsible for the portals appearing all over the city.

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A short while later in Prospect Park, Peter catches up with Mary Jane and Liz Allen. Peter tries to explain why he left their date. However, Mary Jane doesn't want to hear his excuses and walks away from him. Peter is then approached by Harry Osborn and tells him how furious he is that Peter stole Mary Jane away from him.

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At that moment the portal that Spot accidentally left open above New York City continues to grow even bigger.

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Later that day Peter suits up as Spider-Man and web swings through New York City. As Spider-Man passes a bank his spider sense tingles and he hears alarms coming from the bank. As Spider-Man enters the bank he sees the Spot creating a pile of several bags of money. Spider-Man is confused and wonders how Spot is planning to steal all that money by himself. Spot then uses his powers to open a portal and transport the money to his laboratory. Spider-Man then realizes that he is responsible for creating the time dilation portals. As Spider-Man leaps toward Spot, Spot opens a portal in front of Spider-Man and he goes through it landing on a rooftop somewhere in the city. Spider-Man tells Spot that he needs to stop using the portals because they are too dangerous. However, Spot does not listen to him. Spot then sends Spider-Man through another portal and into limbo. While in limbo Spot appears to Spider-Man and Spider-Man shoots his webs at him. However, Spot opens more portals and the webbing goes through it. The webbing then comes out other portals ensnaring Spider-Man. Spot then kicks Spider-Man through a portal and Spider-Man comes out above the Statue of Liberty. Spot catches Spider-Man and attaches the web line he is trapped in to the crown of the Statue of Liberty. Spot then opens another portal and jumps through it and disappears. Spider-Man is able to break free from the webbing and comes up with the idea to use his GPS to track the portals energy signature which will lead him to Spot.

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As Spider-Man searches for the Spot the portal in the sky continues to grow even bigger.

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Meanwhile Jason Philips takes Felicia to a jewelry store. Felicia wonders why they are there. Jason then buys Felicia a diamond ring and he asks her to marry him. However, at that moment the Spot teleports in. As Spot puts jewelry in a bag he notices Felicia's engagement ring and tries to take it from her. Jason throws a punch at Spot. However, Jason's fist goes straight through a portal on Spot's chest. Spot then throws Jason across the room. However, at that moment Spider-Man arrives. Spider-Man attempts to defeat Spot. However, Spot is able to open portals to attack Spider-Man from various places at once. Spot then opens another portal and teleports away with his stolen jewelry. Felicia then approaches Spider-Man and asks if he is alright. Spider-Man says that he is fine and starts walking off to go after Spot. However, Spider-Man is stopped by Felicia who tells says that she hasn't seen him in weeks and asks if he has been avoiding her. Spider-Man answers that they can't have a relationship because it would put her in too much danger and he web swings away.

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A short while later Spot teleports back to the laboratory. Spot then transforms back into Jonathan Ohnn. As Ohnn looks for Sylvia he finds her in a room talking to Fisk through a video chat on a computer. Ohnn secretly listens as Sylvia tells Fisk about his powers. King orders Sylvia to find a way to duplicate Ohnn's powers and then ends the video call. Ohnn then walks into the room upset and asks Sylvia why she betrayed him to Fisk. Sylvia reveals that Fisk is really a powerful crime lord called the Kingpin and that he owns her. Sylvia also says that she cares too much for Jonathan to watch him challenge the Kingpin and fail. However, Ohnn is confident that he can defeat the Kingpin. Spot then teleports to Crime Central and tells Fisk that his power is nothing compared to his and that he is the new Kingpin. However, Kingpin reveals to Spot that his men are holding Sylvia hostage and that they will kill her unless Spot does everything Kingpin says.

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Sometime later that day Spider-Man's tracer detects another time-dilation portal and follows the signal. Spider-Man sees Spot standing on a rooftop but thinks it's odd that Spot is just standing there. As Spider-Man swings to the rooftop Spot creates several portals and uses them to attack Spider-Man. However, Spider-Man realizes that the portals go both ways. Spider-Man uses his spider sense to find the correct portal and punches through it. Spider-Man's fist comes out another portal and hits Spot knocking him down. Spider-Man then hears Spot shout "she's doomed!" Spider-Man then asks Spot who he is talking about and says that he might be able to help.

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A short while later Spot teleports to Crime Central into Kingpin's office carrying Spider-Man's body and has apparently killed him. Kingpin is glad that his enemy has finally been defeated. As Spot lays Spider-Man's body on Kingpin's desk, Kingpin walks up to Spider-Man and starts to remove his mask. However, Spider-Man is still alive and grabs Kingpin and throws him across the room. As Kingpin charges at Spider-Man, Spider-Man jumps out of the way. Kingpin then grabs his desk and throws it at Spider-Man. However, Spider-Man is able to dodge the desk. Spider-Man jumps toward Kingpin. However, Kingpin grabs Spider-Man and puts him in a bear hug and begins to squeeze him so hard that it becomes difficult for Spider-Man to breath. At that moment Spot is able to rescue Sylvia.

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The ground starts to shake and Kingpin drops Spider-Man. Herbert Landon then looks at a computer monitor and sees that Spot accidentally left one of his portals open in the sky and that it is now extremely big. Spider-Man states that if the portal keeps growing it could pull the entire planet into and the Earth will be destroyed in the process. Kingpin asks Spot if he can close it. However, Spot answers that the portal is now too big and too powerful for him to close. However, Spider-Man comes up with the idea to use Ohnn's original time-dilation technology to boost his powers. Spot tells Spider-Man that it could work but also says that he would have to be much closer to the portal. Kingpin then offers to let Spot and Spider-Man use one of his jets.

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Spider-Man, Spot, and Sylvia then fly the jet toward the portal. Spider-Man then hooks Spot up to the Time Dilation Accelerator. As the door to the cockpit opens Spider-Man activates the equipment and it enhances Spot's powers and he is able to close the portal a little bit but not all the way. Spider-Man then hooks Spot's Time Dilation Accelerator up to the jet and uses the jet's energy to give Spot more power. The portal closes almost all the way. However, the portal stops shrinking because the ship's power still isn't enough. Spot starts to jump out of the jet and into the portal. However, Spider-Man grabs Spot. Spot tells Spider-Man to let him go and explains that his powers increase exponentially within the portal. Spot says that the only way he can close the portal is if he traps himself inside it. Spider-Man looses his grip on Spot and he is pulled into the portal. However, Sylvia shouts that she loves Ohnn and grabs hold of him. Spot and Sylvia are then sucked inside the portal and it closes.

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Sometime later Peter is walking down a sidewalk and thinks about the sacrifice Ohnn made. Peter then thinks to himself that making a sacrifice like that won't be so bad if he is with someone he loves. Peter then thinks to himself that he should make a big sacrifice for Mary Jane and stop being Spider-Man. At that moment Mary Jane walks up to Peter and she tells him that they need to talk. Mary Jane says that it can be a real pain when he runs off when there is trouble. Peter tells Mary Jane that it won't happen anymore. However, Mary Jane replies that she understands that he has to it to get photos for the Daily Bugle Mary Jane then tells Peter that she loves him and they kiss.

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Later that night at a warehouse Hobgoblin talks to his spy inside Kingpin's organization on the phone. The spy tells Hobgoblin about the Time Dilation Accelerator and how Kingpin lost it. Hobgoblin swears that he will eventually possess the Time Dilation Accelerator and will use it to once again take over Kingpin's organization.


Actor Role
Christopher Daniel Barnes Spider-Man / Peter Parker
Sara Ballantine Mary Jane Watson
Oliver Muirhead Spot / Jonathan Ohnn
Roscoe Lee Browne Kingpin / Wilson Fisk
Wanda De Jesus Sylvia Lopez
David Warner Herbert Landon
Jennifer Hale Felicia Hardy
Mark Hamill Hobgoblin
Jason Philips
Marla Rubinoff Liz Allen
Gary Imhoff Harry Osborn
Robert Hays Tony Stark
Joseph Campanella Curt Connors


  • Manhattan
  • Brooklyn



  • Harry Osborn mentions to Peter that he is angry that he stole Mary Jane away from him. At the end of The Ultimate Slayer, Mary Jane breaks off her engagement to Harry and sometime after this starts to date Peter again.
  • When Felicia Hardy asks Spider-Man if he is avoiding her Spider-Man replies that he already told her that they couldn't be together because it would be too dangerous for her. Spider-Man told Felicia Hardy this at the beginning of Rocket Racer.


  • This episode is loosely based on Peter Parker, The Spectacular Spider-Man #98-99 (1985).
  • This is one of only five episodes not written by John Semper Jr.
  • This episode and Rocket Racer are considered by most fans to be the two worst episodes of Spider-Man: The Animated Series.
  • There is a little bit of foreshadowing in this episode that Jason Philips is really the Hobgoblin. While at one of Coney Island's carnival games Jason shoots a water gun at a bust of a goblin.
  • When Spider-Man first sees Spot he sarcastically asks if he should be the mascot for a fire station. This is a reference to the dogs, dalmatians. Several years ago before firefighters started using fire trucks they used horse drawn carriages and dalmatians would be used as guard dogs against horse theft. Dalmatians are now used as mascots for fire stations.
  • This episode marks one of only three times in the entire series that Spider-Man throws a punch. Spider-Man uses his spider sense to guide his fist through a portal and punches Spot.
  • During the episode Spider-Man tells Spot that it is clear he isn't a killer. Usually the network censors would not allow the word kill to be said in Spider-Man: The Animated Series.
  • When Spot brings Spider-Man to Crime Central, Kingpin believes that Spot had killed him. However, Spider-Man attacks Kingpin and says "The reports of my demise were greatly exaggerated." Spider-Man's line is misquoted from the famous Mark Twain quote "The report of my death was an exaggeration." Mark Twain said this after hearing the New York Journal published his obituary.
  • "The report of my death was an exaggeration" is also misquoted by several people. Most people believe Mark Twain said "The reports of my death are greatly exaggerated" or "The rumors of my demise have been greatly exaggerated."
  • While fighting Spider-Man, Kingpin states that only 2% of his body mass is fat and he has 350 pounds of muscle. The 2% body fat would be 7 pounds. This would make Kingpin 357 pounds.
  • In the comics Kingpin weighs 450 pounds.

Episode review

A review by Amazing Spidey from Marvel Animation Age

Since the series finished, debate has raged between it's fans, which episode is worse? The Rocket Racer or The Spot? There's no better way of describing this episode then absolutely terrible. The script was beyond poor, The Spot was the lamest villain ever. and his voice left one wishing a portal would come and suck up my TV. It was so camp, it wasn't funny. Ugh.

The Kingpin was treated like a joke. As a villain who was at a risk of suffering from overexposure, I have to even wonder why Fisk is here. Surely, someone less important could have been used? The episode was such a calamity, every scene it tried to do just failed. Miserably. The biggest one is that Peter and MJ are now a couple again. We didn't even get to see them reunite! For a show which had Spider-Man constantly struggling with the romances in his life, you'd think they'd actually show him getting back with MJ! They'd split for more than a full season!

Even the ending lacked sense, if The Spot could make these portals, why didn't he just make one when he was in limbo world to get out? The big sacrifice was simply laughable. It's also amusing to think about what Spider-Man did after? Did Fisk get his plane back or not?

Possibly the only redeeming moment comes at the end, with a very nice Hobgoblin cameo, setting us up for Goblin War!. How such a crappy episode was approved I don't know. I realize they wanted inner-dimensional technology, but there had to be a better way to do it than this!


"I'm sorry Dr. Ohnn but your inner-dimensional portal research is simply too dangerous to continue."

"Please Mr. Stark reconsider! Inner-dimensional technology has been my life's work!"

"I am truly sorry. We'll find some new project for you to work on."

"I don't think so Mr. Moneybags Stark. You're not gonna stick me on some bathroom tissue improvement team! I've got bigger fish to fry!"

-Tony Stark & Jonathan Ohnn

"Dr. Ohnn I presume. Please step inside and avail yourself of the simple comforts of my automobile."

"Oh, ah, thank you but I usually don't. . ."

"Doctor, where is your scientific curiosity? I have a proposition I do not think you can refuse."

-Kingpin & Johnathan Ohnn

"Good heavens. All this for me? I. . . I don't understand."

"I am fascinated by your time dilation portals. I believe there's a lot of money to be made with this new technology."

-Jonathan Ohnn & Kingpin

"You've certainly given that little man enough big toys to play with."

"That little man is going to make me invincible. Imagine. With these inner-dimensional portals the world will be at my mercy. And as an added pleasure I will be able to eliminate the biggest threat to my organization, Spider-Man."

-Herbert Landon & Kingpin

"You know, I can hardly believe your the real Peter Parker. For the last month you've been so attentive."

"Paying attention to you isn't the hardest thing in the world to do. Especially when a certain webhead doesn't come between us. It's been so quiet lately I've barley had to fire a web."

-Mary Jane Watson & Peter Parker

(After beating a carnival game Jason Philips is given a stuffed spider doll as his prize.)

"Oh, marvelous. I hoped we might be able to get through one day without some kind of spider coming between us."

"Jason I'm sorry. I can't help feeling the way I do about Spider-Man."

"Neither can I. Well at least he hasn't been making any unscheduled appearances in your life lately."

"No he hasn't. Maybe it's time I start appreciating somebody a little more reliable."

-Jason Philips & Felicia Hardy

(Jonathan Ohnn stands near a portal.)

"Don't get too close."

"Don't worry. It's perfectly safe. I'd stake my reputation on it."

(Jonathan Ohnn gets sucked into the portal.)


-Sylvia Lopez & Jonathan Ohnn

"Stark promised to end inner-dimensional research. So if he isn't behind this who is?"

-Peter Parker

(Spider-Man goes through a portal and is teleported from Coney Island to another part of the city.)

"How did I get here? It'll take me an hour to web back to the carnival. Mary Jane 'ill think I abandoned her again. A great month as Peter Parker screwed up in five minutes as Spider-Man."


"What happened to you?"

"Well I'm not sure exactly. When I was trapped between dimensions I somehow became a magnet for these lose portals. I was terrified, until I realized that I could control the portals with my mind. Watch this."

(Jonathan Ohnn uses his powers to close an open portal.)


"Wait, there's more."

(Ohnn demonstrates his powers to Sylvia.)

"I can be here, or here, or here before you can blink."

"Jonathan that's amazing."

"I couldn't have done it without you. You see I think possibly that, well I've grown quite fond of you over the last several weeks Sylvia."

"Oh Jonathan I. . . I nearly forgot."

(Sylvia shows Jonathan a news report about his inner-dimensional portals causing chaos through New York City. Jonathan then travels trough the city to close them.)

"I've got to repair the damage I've caused before someone is hurt! Come on now. Lets have no more of that!"

"Can't leave you alone for five seconds can I? Well that seems to be the lot."

-Sylvia Lopez & Jonathan Ohnn

"Success! I've got holes in my pocket right where they belong!"

-Jonathan Ohnn

"Jonathan, Fisk just called from his car. He's on his way. We've got to tell him what's happened."

"Do we? I wonder. All my life I've been kowtowing to money hungry fatheads like Fisk! Please Sylvia we must keep my secret for now."

-Sylvia Lopez & Jonathan Ohnn

"Jonathan you have to tell him! What else can you do?"

"Plenty. First we must put this where he can't get his money grubbing little fingers on it. Then we set up a laboratory of are own. All we need is a little capital. And that's no problem! Not for, ta-da, the Spot!"

-Sylvia Lopez & Spot

"Happy to see me friend?"


"Oh, you do remember. I thought you might've put me out of your mind when you stole MJ away from me! Thanks a lot pal!"

"Listen. Harry I. . . listen! This is just not my day."

-Harry Osborn & Peter Parker

"A bank robbery on Sunday afternoon? What kind of a nut would break into a bank in broad daylight?"

(Spider-Man looks through the banks glass door and sees Spot.)

"Oh, that kind of nut."


"Shouln't you be the mascot at a fire station or something."


"Say, I hate to interrupt but are you planning on stealing that really big pile of money there?"

"A, yes. Rather."

"And just how exactly were you planning on doing that Mr. . . ."

"Call me the Spot. And I was planning on doing this."

(Spot opens a portal and teleports the money away.)

"Your the wacko behind those time dilation portals!"

-Spider-Man & Spot

"Even though this guy's trouble I'm gonna have a hard time taking him seriously."


"What a beautiful store. Nice setting for a robbery."


"It appears you need a lesson in manners!"

"Your the one who needs a lesson."

-Spot & Spider-Man

"What are you, some kind of masochistic?"


"Maybe I need spot remover."


"I haven't seen you in weeks. Are you avoiding me?"

"Avoiding you? Look Felicia, I thought I made this clear. We can't let there be anything between us. My life is just too dangerous. And I care too much for you to jeopardize yours. I'm sorry."

"So am I."

-Felicia Hardy & Spider-Man

"You betrayed me to Fisk. Why?"

"He's a powerful crimelord known as the Kingpin! He owns me Jonathan. I care for you to much to watch you try to take him on fail."

"But Sylvia don't you understand! I can take him on. I won't fail."

-Jonathan Ohnn & Sylvia Lopez

"Your stooges are nothing to me Fisk! You have no power! I am the new Kingpin!"

"I very much doubt that Ohnn. The Kingpin always holds the trump card."

(Kingpin reveals to Spot that his men are holding Sylvia Lopez hostage.)


"You will do exactly as I say. I don't think I have to tell you what happens to her if you fail."

-Spot & Kingpin

(Spider-Man punches Spot.)

"Well, that hit the spot."


(Spot walks into Kingpin's office carrying Spider-Man.)

"Ohnn, you have done it. You defeated Spider-Man. Now for a little unveiling."

(Kingpin starts to remove Spider-Man's mask but Spider-Man is still alive and attacks Kingpin.)

"The reports of my demise were greatly exaggerated!"

"You will wish they were not!"

-Kingpin & Spider-Man

"I have waited for this for some time."

"What do you have in mind, a pie eating contest."

"Approximately 2% of my body mass is fat. Allow me to show you what 350 pounds of muscle is capable of."

-Kingpin & Spider-Man

"You blundering fool! You've destroyed us all! That buffoon left one of his portals open!"

"If it keeps growing it could pull the entire Earth into it, starting with New York!"

-Herbert Landon & Spider-Man

"Why would you help them!"

"There is no profit to be made in the destruction of the planet. It is very bad for business."

-Herbert Landon & Kingpin

"Poor Ohnn. Poor Sylvia. They sacrificed everything to repair the damage they caused."


"Well at least in the end those to had each other. Maybe making sacrifices isn't so bad as long as your with the one you love. Maybe it's time I made a big sacrifice for Mary Jane and stopped being Spider-Man."

(Mary Jane walks up to Peter.)

"Hey, Tiger. We need to talk."

"Mary Jane."

"You know it can be a real strain on your relationship to have your boyfriend run off when big trouble starts brewing."

"I know. I think I've just decided not to do it again. Ever."

"No way handsome. That's your job. I guess I have to try to keep little details like that in mind. Especially since I love you."

(Peter and Mary Jane kiss.)

-Peter Parker & Mary Jane Watson

"The Kingpin of crime indeed. He had that awesome power in his possession and he let it slip through his fingers. The fool! Don't worry you shall be handsomely paid. I like having a spy in the Kingpin's organization. I will possess that dimensional portal technology, and when I do. Ha ha ha ha ha ha ha ha ha.